-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, K0uMm3cn00eFzNCzs7Tg7mDPgA2u2XP2ZlVmu9J4nd1gv2YnZJTvs+OMqreOFr6m ASxIUHPNHUr67qL8Ixi3fQ== 0001065407-98-000141.txt : 19981228 0001065407-98-000141.hdr.sgml : 19981228 ACCESSION NUMBER: 0001065407-98-000141 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981217 ITEM INFORMATION: ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981223 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRANS WORLD GAMING CORP CENTRAL INDEX KEY: 0000914577 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 133738518 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-25244 FILM NUMBER: 98775092 BUSINESS ADDRESS: STREET 1: ONE PENN PLAZA STREET 2: STE 1503 CITY: NEW YORK STATE: NY ZIP: 10119-0002 BUSINESS PHONE: 2128263355 MAIL ADDRESS: STREET 1: ONE PENN PLAZA STREET 2: STE 1503 CITY: NEW YORK STATE: NY ZIP: 10119-0002 8-K 1 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 December 17, 1998 - ----------------------------------------------------------------------------- (Date of earliest event reported) Trans World Gaming Corp. - ----------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Nevada 0-25244 13-3738518 - ----------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) One Penn Plaza, Suite 1503, New York, New York 10119-0002 - ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) (212) 563-3355 - ------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable - ------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Page 1 of 4 Exhibit Index appears on Page 3 1 ITEM 6. Resignation of Registrant's Directors -------------------------------------- On December 17, 1998, at a regular meeting of the Board of Directors, Dominick J. Valenzano, the Chief Financial Officer of the Company, resigned from the Board. Mr. Valenzano's resignation was based on personal reasons and did not involve a disagreement with the Registrant on any matters relating to the Registrant's operations, policies or practices. The Board elected Mr.Geoffrey B. Baker to fill the vacancy resulting from Mr. Valenzano's resignation. Mr. Baker has been a principal of Baker & Donaldson, Washington, D.C., a private investment firm since 1983. Prior thereto, he was the Legislative Director for Senator Lowell Weicher, Jr. (R-Conn). ITEM 5. Other Events ------------ On October 12, 1998, the Registrant issued a press release describing the election of its Chairman of the Board, Mr. Stanley Kohlenberg, to the position of Chief Executive Officer and the election of its current President and Chief Executive Officer, Mr. Andrew Tottenham, to the offices of President and Chief Operating Officer (See Exhibit 99). ITEM 7. Exhibits -------- Exhibit Number Description -------------- ----------- 99 Press release dated October 12, 1998 2 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 December 21, 1998 By: /s/ Dominick J. Valenzano ---------------------------- Dominick J. Valenzano Chief Financial Officer 3 EXHIBIT 99 Press Release dated October 12, 1998 EX-99 2 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. ANNOUNCES OFFICER APPOINTMENTS New York, New York, October 12, 1998: Trans World Gaming Corp. ("TWG" or the "Company") (OTC BB: "IBET" and "IBETW") today announced that due to the rapid growth and related complexity of the Company's European gaming business, the Board of Directors has elected its Chairman of the Board, Mr. Stanley Kohlenberg, to the position of the Chief Executive Officer and its current President and Chief Executive Officer, Mr. Andrew Tottenham, to the office of President and Chief Operating Officer. Mr. Kohlenberg, currently a consultant to, and Chairman of the Board of, the Company has been a director of TWG since September 1994. He served as TWG's President and Chief Executive Officer from March 1996 through December 1996. Prior thereto, Mr. Kohlenberg has held various senior level positions in publicly traded companies, including President of Sanofi Beauty, Chief Executive Officer of Alfin, Inc., President of Calvin Klein Cosmetics and Vice President of Revlon, Inc. Mr. Tottenham will direct his focus to the Company's newly acquired European operations. He had been the Company's President and Chief Executive Officer since January 1997 and a director of TWG since May 1996. Mr. Tottenham has been President of Tottenham & Co., an international gaming consulting company (a subsidiary of TWG), since 1988. PAGE 2 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 and a recently acquired casino in Zaragoza, Spain. 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 UNCERTAINITIES DETAILED IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. -----END PRIVACY-ENHANCED MESSAGE-----