ISLE Isleworth Healthcare Acquisition Corporation

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 (Date of earliest event reported):  December 2, 2014

ISLE OF CAPRI CASINOS, INC.

(Exact name of Registrant as specified in its charter)

(314) 813-9200

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.245)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

On December 2, 2014, the Registrant reported its earnings for the second quarter ended October 26, 2014.  A copy of the press release of the Registrant is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information, including the exhibit attached hereto, in this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, except as otherwise expressly stated in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

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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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Exhibit 99.1

ISLE OF CAPRI CASINOS, INC. ANNOUNCES

FISCAL 2015 SECOND QUARTER RESULTS

SAINT LOUIS, MO — December 2, 2014 — Isle of Capri Casinos, Inc. (NASDAQ: ISLE) (the “Company”) today reported financial results for the second quarter of fiscal year 2015 ended October 26, 2014 and other Company-related news.

Consolidated Financial Results

The following table outlines the Company’s financial results (dollars in millions, except per share data, unaudited):

(1)         For a further description of Consolidated Adjusted EBITDA, refer to the reconciliation tables following the narrative and the definition of Adjusted EBITDA in footnote (1) of this release.

(2)         For a reconciliation of the GAAP basis per share amounts to adjusted income (loss) per share, refer to the reconciliation table labeled “Reconciliation of GAAP Income (Loss) from Continuing Operations to Adjusted Income (Loss) and GAAP Income (Loss) from Continuing Operations Per Share to Adjusted Income (Loss) Per Share.”

Virginia McDowell, the Company’s president and chief executive officer, commented,

“Approximately a year ago, we undertook a comprehensive review of our business practices and implemented bold changes to the way we view and operate our business.  We saw the benefits of those efforts once again as this is the third consecutive quarter we reported a year over year increase in Adjusted EBITDA.

“Our business continued to gain momentum during the quarter as we saw a year over year increase in net revenues and Adjusted EBITDA at ten properties.  A combination of better overall macro-economic trends and our redesigned marketing and operating programs resulted in a 3% revenue increase year over year, while our more streamlined cost structure contributed to a 17% increase in Adjusted EBITDA year over year.  Our revenue flow through during the quarter was 87%, demonstrating the operating leverage in our business.

“We continue to focus on improving the profitability of our newest properties and saw positive results at Cape Girardeau where Adjusted EBITDA improved 51% year over year.  At

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Nemacolin we reduced the Adjusted EBITDA loss by nearly $1 million year over year and are continuing to focus on driving profitable revenues.

“We also remain focused on improving our balance sheet and property assets.  We reduced debt by approximately $32 million since the beginning of our fiscal year, while continuing to invest in our properties to enhance the guest experience.”

Financial Highlights

Net revenues for the second quarter were up 3.1%, to $238.9 million, compared to $231.6 million in the prior year quarter, and consolidated Adjusted EBITDA increased 17.1% to $43.6 million from $37.3 million in the prior year quarter. Adjusted EBITDA margin was 18.3% compared to 16.1% in the prior year quarter.

Operating results in the most recent quarter were impacted by a $1.2 million favorable property tax settlement in Waterloo and $3.0 million in expenses related to Amendment 68 in Colorado. The previous year’s quarter benefited from a favorable judicial ruling on litigation in Greece, in which the Company reversed a $14.7 million litigation accrual, of which $7.3 million reduced operating expenses and $7.4 million reduced interest expense.

On a GAAP basis, diluted loss per share from continuing operations was ($0.03) compared to income per share from continuing operations of $0.16 in the prior year’s quarter. Adjusted income per share from continuing operations was $0.02 compared to adjusted net loss per share from continuing operations of ($0.21) in the prior year’s quarter.

Operating Results

Black Hawk — Net revenues increased $2.7 million, or 9.0%, to $32.7 million and Adjusted EBITDA increased $2.1 million to $9.0 million, at our two casinos in Black Hawk.  This quarter’s results benefited from better labor management and the rollout of Fan Club at our two properties.  Additionally, the previous year’s results were negatively impacted by flooding in Colorado.  The overall Black Hawk market increased 4.7% compared to the prior year three-month period.  Our properties increased market share from 20.9% in the prior year quarter to 22.0% in the current year quarter.

Pompano — Net revenues increased $0.3 million to $36.7 million, and Adjusted EBITDA increased 12.8%, to $6.2 million at Pompano Park.  These results were driven primarily by cost reduction initiatives.

Iowa — Net revenues were essentially flat at $46.9 million and Adjusted EBITDA increased $0.2 million to $13.3 million at our properties in Iowa.  Adjusted EBITDA margin at our property in Bettendorf increased 103 basis points despite a $0.7 million decrease in net revenues as a result of cost containment efforts.  Effective marketing programs in Waterloo drove increased rated play and increased market share during the second quarter resulting in a 3.5% increase in Adjusted EBITDA.

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Lake Charles — Net revenues decreased $0.2 million to $31.1 million, and Adjusted EBITDA was essentially flat at $4.5 million. During the quarter we renovated the buffet at Lake Charles introducing our Farmer’s Pick buffet which has had great success at five of our other properties.

Mississippi — Net revenues grew $0.2 million to $23.6 million and Adjusted EBITDA grew $0.8 million at our properties in Mississippi.  In Lula, strategic marketing initiatives contributed to a net revenue increase of $0.8 million.  Coupled with cost savings efforts, Adjusted EBITDA at Lula increased $0.8 million to $2.0 million, an increase of 71.5%.  In Vicksburg, more targeted marketing and better cost management resulted in a $0.3 million increase in Adjusted EBITDA to $1.0 million despite a decline in revenues.

Missouri — Net revenues increased $2.8 million to $58.9 million, and Adjusted EBITDA increased $1.5 million to $14.3 million at our properties in Missouri. Net revenues and Adjusted EBITDA at Cape Girardeau increased $1.8 million and $0.8 million, respectively, and Adjusted EBITDA margin improved almost 400 bps.  We continue to focus on driving profitable revenue and enhancing our food and beverage operations as the property continues to mature.  Kansas City and Caruthersville saw strong increases in Adjusted EBITDA of 9.6% and 38.0%, respectively, while Boonville’s Adjusted EBITDA was almost flat.

Pennsylvania — Net revenues were $9.0 million, an increase of $1.6 million compared to the prior year quarter, which was the first full fiscal quarter of operation at our Lady Luck Casino at Nemacolin Woodlands Resort.  Adjusted EBITDA was ($0.4) million compared to ($1.3) million during the second quarter of the prior year.  We continue to refine our marketing programs and cost structure at the property.

Corporate Expenses

Corporate and development expenses were $6.7 million for the quarter, a decrease of $0.7 million compared to the prior year.

Corporate non-cash stock compensation expense was $1.1 million for the quarter compared to $1.4 million in the second quarter of fiscal 2014.

Capital Structure and Capital Expenditures

As of October 26, 2014, the Company had:

·                  $68.8 million in cash and cash equivalents, excluding $9.1 million in restricted cash and investments;

·                  $1.0 billion in total debt; and

·                  $178 million in net line of credit availability.

Second quarter capital expenditures were $9.7 million, bringing total capital expenditures to $18.7 million for the six months.  The Company expects to incur approximately $28 million to $31 million in capital expenditures for the balance of fiscal 2015.

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Conference Call Information

Isle of Capri Casinos, Inc. will host a conference call on Tuesday, December 2, 2014 at 10:00 am central time during which management will discuss the financial and other matters addressed in this press release.  The conference call can be accessed by interested parties via webcast through the investor relations page of the Company’s website, www.islecorp.com, or, for domestic callers, by dialing 888-346-3970.  International callers can access the conference call by dialing 412-902-4263.  The conference call will be recorded and available for review starting at 11:59 pm central on Tuesday, December 2, 2014, until 11:59 pm central on Tuesday, December 16, 2014, by dialing 877-344-7529; International: 412-317-0088 and access number 10056661.

About Isle of Capri Casinos, Inc.

Isle of Capri Casinos, Inc. is a leading regional gaming and entertainment company dedicated to providing guests with exceptional experience at each of the 15 casino properties that it owns or operates, primarily under the Isle and Lady Luck brands.  The Company currently operates gaming and entertainment facilities in Colorado, Florida, Iowa, Louisiana, Mississippi, Missouri, and Pennsylvania. More information is available at the Company’s website, www.islecorp.com.

Forward-Looking Statements

This press release may be deemed to contain forward-looking statements, which are subject to change. These forward-looking statements may be significantly impacted, either positively or negatively by various factors, including without limitation, licensing, and other regulatory approvals, financing sources, development and construction activities, costs and delays, weather, permits, competition and business conditions in the gaming industry. The forward-looking statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the statements herein.

Additional information concerning potential factors that could affect the Company’s financial condition, results of operations and expansion projects, is included in the filings of the Company with the Securities and Exchange Commission, including, but not limited to, its Form 10-K for the most recently ended fiscal year.

CONTACTS:

Isle of Capri Casinos, Inc.,

Eric Hausler, Chief Financial Officer-314.813.9205

Jill Alexander, Senior Director of Corporate Communication-314.813.9368

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ISLE OF CAPRI CASINOS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except share and per share amounts)

(Unaudited)

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ISLE OF CAPRI CASINOS, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share amounts)

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Isle of Capri Casinos, Inc.

Supplemental Data - Net Revenues

(unaudited, in thousands)

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Isle of Capri Casinos, Inc.

Reconciliation of Operating Income (Loss) to Adjusted EBITDA

(unaudited, in thousands)

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Isle of Capri Casinos, Inc.

Reconciliation of Operating Income (Loss) to Adjusted EBITDA

(unaudited, in thousands)