0000899243-17-011764.txt : 20170503
0000899243-17-011764.hdr.sgml : 20170503
20170503210634
ACCESSION NUMBER: 0000899243-17-011764
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170501
FILED AS OF DATE: 20170503
DATE AS OF CHANGE: 20170503
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ISLE OF CAPRI CASINOS INC
CENTRAL INDEX KEY: 0000863015
STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011]
IRS NUMBER: 411659606
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0425
BUSINESS ADDRESS:
STREET 1: 600 EMERSON ROAD
STREET 2: SUITE 300
CITY: SAINT LOUIS
STATE: MO
ZIP: 63141
BUSINESS PHONE: 3148139200
MAIL ADDRESS:
STREET 1: 600 EMERSON ROAD
STREET 2: SUITE 300
CITY: SAINT LOUIS
STATE: MO
ZIP: 63141
FORMER COMPANY:
FORMER CONFORMED NAME: CASINO AMERICA INC
DATE OF NAME CHANGE: 19930328
FORMER COMPANY:
FORMER CONFORMED NAME: ANUBIS II CORP
DATE OF NAME CHANGE: 19600201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLOCK ARNOLD
CENTRAL INDEX KEY: 0001264013
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-20538
FILM NUMBER: 17811478
MAIL ADDRESS:
STREET 1: 219 PIASA STREET
CITY: ALTON
STATE: IL
ZIP: 62002
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-05-01
1
0000863015
ISLE OF CAPRI CASINOS INC
ISLE
0001264013
BLOCK ARNOLD
600 EMERSON ROAD, SUITE 300
ST. LOUIS
MO
63141
0
1
0
0
See Remarks
Common Stock
2017-05-01
4
D
0
47925
D
0
D
Employee Stock Option (right to buy)
2017-05-01
4
D
0
95428
D
Common Stock
95428
0
D
Restricted Stock Units
2017-05-01
4
D
0
24395
D
Common Stock
24395
0
D
On May 1, 2017, pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), dated September 19, 2016, among Eldorado Resorts, Inc. ("ERI"), Isle of Capri Casinos, Inc. ("Isle"), Eagle I Acquisition Corp. ("Merger Sub A") and Isle of Capri Casinos LLC (f/k/a Eagle II Acquisition Company LLC) ("Merger Sub B"), Merger Sub A merged with and into Isle (the "First Step Merger"), and immediately following the First Step Merger, Isle merged with and into Merger Sub B. At the effective time of the First Step Merger (the "Effective Time"), each outstanding share of Isle common stock was converted into the right to receive, at the election of the holder and subject to the proration and reallocation provisions of the Merger Agreement, either 1.638 shares of ERI common stock (with cash paid in lieu of fractional shares) or $23.00 in cash.
At the Effective Time, (i) each outstanding option to acquire shares of Isle common stock, whether vested or unvested, was converted into an option or right to purchase shares of ERI common stock on the same terms and conditions as were applicable to such option immediately prior to the Effective Time and (ii) each outstanding Isle restricted stock unit, was converted into a restricted stock unit in respect of shares of ERI common stock, in an amount equal to 1.638 shares of ERI common stock (with aggregated fractional shares rounded to the nearest whole share) on the same terms and conditions as were applicable to such restricted stock unit immediately prior to the Effective Time.
These Employee Stock Options and Restricted Stock Units were cancelled at the Effective Time and converted into the right to receive the consideration described in (2).
President and Chief Operating Officer
/s/ Edmund L. Quatmann, Jr. as Attorney-in-Fact
2017-05-03