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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
April 17, 1998
(Date of earliest event reported)
Trans World Gaming Corp.
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(Exact name of registrant as specified in its charter)
Nevada 0-25244 13-3738518
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
One Penn Plaza, Suite 1503 New York, New York 10119-0002
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(Address of principal executive offices) (Zip Code)
(212) 563-3355
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name, former address and former fiscal year, if changed
since last report)
Page 1 of 3 Pages
Exhibit Index appears on Page 4
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ITEM 2. ACQUISITION AND DISPOSITION OF ASSETS
On April 17, 1998, Trans World Gaming Corp. ("TWG" or the "Company")
acquired 90% of the shares of Casino de Zaragoza, a company incorporated in
Zaragoza, Spain which owns an exclusive casino license in the Region of Aragon
("CDZ"). The purchase price for the shares of CDZ was $780,000 (120 million
pesatas), $50,000 (7.8 million pesatas) of which was paid on April 17, 1998, the
remainder of which is due and payable no later than May 18, 1998. The
underlying assets acquired include furniture, fixtures, gaming equipment and
inventories. In addition, the liabilities of CDZ, principally tax debts
totaling approximately $4.8 million (743 million pesatas) were restructured to
be paid by CDZ over the next eight years.
The Company plans to operate the casino in its existing location until
permission is granted by the government authorities to move to a more favorable
location. The Company is currently seeking financing from private investors to
borrow up to $4 million to pay the balance of the purchase price and to
recapitalize CDZ and to fund the projected operating losses over the next
eighteen months. There can be no assurance that such financing will be
available on terms favorable to TWG, if at all. In the event that financing is
unavailable, then TWG will forfeit deposits of approximately $200,000 paid to
the prior owners of CDZ.
(The description of the agreements set forth above are, by necessity, only
summaries thereof and do not purport to be complete. The full text of such
agreements will be filed by amendment on or before July 1, 1998, pursuant to the
guidelines set forth in Item 7 (a) (4) of the instructions to Form 8-K).
ITEM 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS
Financial Statements and Exhibits will be filed by amendment on or before
July 1, 1998 pursuant to the guidelines set forth in Item 7 (a) (4) of the
instructions to Form 8-K.
Exhibits Description
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Exhibit 20 (iii) Press Release issued by the Company on
April 21, 1998 with respect to the
acquisition.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TRANS WORLD GAMING CORP.
Date: May 4, 1998 By: /s/ Dominick J. Valenzano
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Dominick J. Valenzano
Chief Financial Officer
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Company Contact: Dominick J. Valenzano
Chief Financial Officer
212/563-3355
From: TRANS WORLD GAMING CORP.
One Penn Plaza, Suite 1503
New York, NY 10119
TRANS WORLD GAMING CORP. SIGNS AGREEMENT TO
ACQUIRE CASINO de ZARAGOZA
- COMPANY ALSO ANNOUNCES THE OPENING OF THE BISHKEK CASINO -
- TRANSACTIONS MARK THE NEXT STEP IN INTERNATIONAL EXPANSION -
NEW YORK, NEW YORK, APRIL 21, 1998: TRANS WORLD GAMING CORP. ("TWG") (OTC
BULLETIN BOARD: IBET, IBETW) today announced that it has acquired 90% of the
shares of the Casino de Zaragoza, a company incorporated in Zaragoza, Spain,
which owns an exclusive casino license in the Region of Aragon ("CDZ"). CDZ is
currently involved in a reorganization proceeding in the courts of Zaragoza.
Immediately subsequent to the acquisition, the court approved a plan of
recapitalization pursuant to which the tax debt of CDZ, totaling approximately
U.S. $5 million, was restructured to be paid by CDZ over the next eight years.
Governmental authorities in Aragon have agreed to use their best endeavors to
assist CDZ in obtaining permission to move to a more favorable location in
Zaragoza. The specific terms of the transaction was not disclosed. The Company
plans to operate the casino in its current location, which is 20 miles outside
of the Zaragoza city limits, until permission is granted by the regional
government to move. Andrew Tottenham, President and CEO of Trans World, said,
"The Casino de Zaragoza has the potential to be a terrific addition to the
Company. Zaragoza is a city of close to 750,000 people and CDZ has the
exclusive right to operate there."
The Company also announced the grand opening of the Bishkek Casino, located
in Krygyz Republic (a former member of the Soviet Union), on April 18, 1998.
Trans World Gaming signed a twenty-year management agreement with Jockey Club
Casinos, LLC for the management and operation of the casino. Terms were not
disclosed. Mr. Tottenham stated, "The first few days of activity in the casino
were quite encouraging. The gentlemen who control Jockey Club Casinos are
experienced casino professionals. With the management expertise of Trans World,
I believe that the Bishkek casino will be a first-class operation."
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Trans World Gaming Corp. owns and operates, through its subsidiaries, two
casinos featuring video poker in Louisiana, MATS (a casino software company in
Colorado) and two recently acquired casinos in the Czech Republic. Its
wholly-owned subsidiary, Tottenham & Company is an international gaming
consultancy, serving clients in North and South America, Europe and the Far
East. With offices in New York and London, the Company plans to specialize in
small to medium casinos in local venues worldwide.
"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995: THE STATEMENTS CONTAINED IN THIS RELEASE WHICH ARE NOT HISTORICAL FACTS
CONTAIN FORWARD LOOKING INFORMATION WITH RESPECT TO PLANS, PROJECTIONS OR FUTURE
PERFORMANCE OF THE COMPANY, THE OCCURRENCE OF WHICH INVOLVE CERTAIN RISKS AND
UNCERTAINTIES DETAILED IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE
COMMISSION.
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