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):

 

May 2, 2018

    

NEVADA GOLD & CASINOS, INC.

(Exact name of registrant as specified in its charter)  

 

Nevada   1-15517   88-0142032
(State or other jurisdiction of incorporation or organization)   (Commission File Number)   (I.R.S. Employer Identification No.)

 

133 E. Warm Springs Road, Ste 102

Las Vegas, Nevada

  89119
(Address of principal executive offices)   (Zip Code)

 

(702) 685-1000

(Registrant's telephone number, including area code)

 

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

  

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

   

 

 

Item 8.01.   Other Events

 

Nevada Gold & Casinos, Inc. announced today that it is in exclusive discussions to sell the company. There can be no assurance that a transaction will be consummated and the company does not expect to provide further information or updates pending conclusion of the negotiations.

 

Item 9.01.   Financial Statements and Exhibits

 

(d) Exhibits. The following exhibits are furnished as part of this current Report on Form 8-K:

 

  99.1 Press Release dated May 2, 2018

 

 

SIGNATURE

 

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 who is duly authorized.

 

  NEVADA GOLD & CASINOS, INC.
     
     
Date:  May 2, 2018 By:   /s/ Michael P. Shaunnessy
  Michael P. Shaunnessy
  President & Chief Executive Officer

 

  

INDEX TO EXHIBITS

 

Item Exhibit
99.1 Press Release dated May 2, 2018

 

   

 

Exhibit 99.1

New Logo

 

 

 

Nevada Gold & Casinos Announces Exclusive Sale Discussions

 

 

LAS VEGAS, May 2, 2018 -- Nevada Gold & Casinos, Inc. (NYSE MKT: UWN) today announced that it is in exclusive discussions to sell the Company. Chairman William Sherlock said, “There can be no assurance that a transaction will be consummated, and the Company does not expect to provide further information or updates pending conclusion of the negotiations.”

 

 

Forward-Looking Statements

This release contains forward-looking statements, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. We use words such as "anticipate," "believe," "expect," "future," "intend," "plan," and similar expressions to identify forward-looking statements. Forward-looking statements include, without limitation, our ability to increase income streams, to grow revenue and earnings, and to obtain additional gaming and other projects. These statements are only predictions and are subject to certain risks, uncertainties and assumptions, which are identified and described in the Company's public filings with the Securities and Exchange Commission.

 

About Nevada Gold & Casinos

Nevada Gold & Casinos, Inc. (NYSE MKT: UWN) of Las Vegas, Nevada is a developer, owner, and operator of 9 gaming operations in Washington (wagoldcasinos.com), a local casino in Henderson, Nevada (clubfortunecasino.com) and a slot route operation in Deadwood, South Dakota (dakotaplayetsclub.com).

 

 

Contacts:

 

Nevada Gold & Casinos, Inc.

Michael P. Shaunnessy / James Meier

(702) 685-1000

 

Stonegate Capital Partners

Preston Graham

(972) 850-2001