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: April 6, 2006
(Date
of
earliest event reported: April 1, 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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||
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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
April
3,
2006, the Company announced the completion of the previously disclosed
acquisition of 60% of all issued and outstanding shares of Balele Leisure (Pty)
Ltd. (“Balele”). The transaction, approved by the Kwazulu-Natal Gambling Board
on March 29, 2006,
has
been closed effective April 1, 2006.
In
conjunction with this purchase, Century Casinos Africa (Pty) Ltd. (“CCA”) has
entered into an agreement to manage Balele’s casino, resort and hotel
operations. The terms of this management agreement provide for a payment to
CCA
of 3.75% of total revenues, plus 7.5% of Balele’s EBITDA (earnings before
interest, taxes, depreciation and amortization). The
management agreement will remain in effect while the Company owns shares in
Balele or upon six months written notice by the Company.
The
management agreement is effective as of April 1, 2006, and is attached as
Exhibit 10.169 to this Current Report on Form 8-K and incorporated herein by
reference.
Item
9.01 Financial Statements and Exhibits
(c)
Exhibits
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.
Century
Casinos, Inc.
(Registrant)
Date:
April 6, 2006 By
: /s/ Ray Sienko
Ray
Sienko
Chief
Accounting Officer
EXHIBIT
INDEX
10.169
Management
Agreement entered into as of November 18, 2005, effective April 1, 2006, by
and
between Balele Leisure (Proprietary) Limited and Century Casinos Africa
(Proprietary) Limited.