UNITED
STATES
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
Date
of Report: July 26, 2006
(Date
of
earliest event reported: July 20, 2006)
CENTURY
CASINOS, INC.
(Exact
Name of Registrant as specified in its charter)
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Delaware
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0-22290
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84-1271317
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
Number)
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1263
Lake Plaza Drive Suite A, Colorado Springs, CO
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80906
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code:
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719-527-8300
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Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
¨
Written
communication pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
¨
Pre-commencement pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01 Entry into a Material Definitive Agreement.
On
July 20,
2006, Balele Leisure (Pty) Ltd (“Balele”) entered into a loan agreement with
Nedbank Limited (“Nedbank”). Pursuant to this loan agreement, Nedbank will
extended temporary financing and available credit to Balele, in the form of
a
construction loan, for the total amount of 50.0 million Rand, or $7.1 million.
The net proceeds from this financing will be used by Balele for the construction
of a new casino and hotel in Newcastle, South Africa. Subsequent to the
completion of construction, the construction loan will convert to a term loan
agreement, payable in monthly installments of 1.1 million Rand, or approximately
$0.2 million. The financing bears interest at South Africa’s prime interest rate
less 1.5% (which currently equates to 9.5%) and is secured by the pledge of
100%
of the total outstanding common stock of Balele.
This
summary
of the terms of the loan agreement is qualified in its entirety by the text
of
the loan agreement, a copy of which is attached to this Form 8-K as exhibit
10.175 and is incorporated herein by reference.
Item
2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of a Registrant.
The
disclosure contained in "Item 1.01 Entry into a Material Definitive Agreement"
of this Current Report on Form 8-K is incorporated in this Item 2.03 by
reference.
Item
9.01 Financial Statements and Exhibits.
(c)
Exhibits
10.175 Term
Loan
Agreement between Nedbank Limited and Balele Leisure (Pty) Ltd.
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.
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Century
Casinos, Inc.
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(Registrant)
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Date:
July 26, 2006
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By
: /s/ Ray Sienko
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Ray
Sienko
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Chief
Accounting Officer
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