1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported) NOVEMBER 12, 1996
---------------------------
CROWN CASINO CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
TEXAS 0-14939 63-0851141
- -------------------------------------------------------------------------------
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
4040 NORTH MACARTHUR BOULEVARD, SUITE 100, IRVING, TEXAS 75038
- --------------------------------------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code (972) 717-3423
-----------------------------
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
2
ITEM 5. OTHER EVENTS.
On November 12, 1996, Crown Casino Corporation's (the "Company") Board of
Directors, after discussions with its investment bankers, Jefferies and
Company, reached a decision to exit the casino gaming industry and seek an
acquisition or merger in another field which has yet to be determined. As a
result of the Board's decision, the Company reported that it would not complete
the planned acquisition of the Mississippi Belle II riverboat casino located in
Clinton, Iowa. Crown cited several factors contributing to its decision
including (i) the limited growth prospects for casino gaming, (ii) increasing
competitive pressures in virtually all gaming markets, (iii) the low valuation
small and mid cap gaming companies receive in the public market, and (iv) the
risk of increasing federal and state regulation and taxes. Crown said it is
currently exploring a number of potential acquisitions and merger
possibilities, but could not predict if and when any agreement may be reached.
In a press release dated November 12, 1996 Edward R. McMurphy, President of
Crown Casino stated, "Crown's Board is charged with the responsibility of
maximizing shareholder value. In keeping with that responsibility, the Board
has carefully weighed the prospects that exist in the gaming industry and has
come to the conclusion that the Company's shareholders would be better served
in another industry. This decision comes at an opportune time since earlier
this year the Company liquidated its remaining interest in its Louisiana gaming
property, and currently the Company's assets consist principally of cash,
marketable securities and real estate. Generally, we are seeking to acquire or
merge with a company or companies that have a history of revenue and cash flow
growth and that have excellent growth prospects in industry sectors that are
viewed favorably in the public market. We are optimistic of the opportunities
that lie ahead."
This report contains forward-looking statements reflecting current
expectations. There can be no assurance that the Company's actual future
performance will meet the Company's current expectations. Factors that could
affect future performance include the risk that the Company may not be able to
acquire or merge with companies with histories of revenue and cash flow growth
or with excellent growth prospects, and the risk that even if the Company
acquires or merges with companies that the Company believes have favorable
prospects the public markets may not view such acquisition or merger favorably.
2
3
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 hereunto duly authorized.
By: /s/ Mark D. Slusser
-----------------------------
Mark D. Slusser
Chief Financial Officer
Dated: November 12, 1996
----------------------------
3