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EX-10 - EX-10 - Tropicana Las Vegas Hotel & Casino, Inc. | a10-22603_1ex10.htm |
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 8, 2010
TROPICANA LAS VEGAS HOTEL AND CASINO, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
000-53894 (Commission File Number) |
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27-0455607 (I.R.S. Employer Identification No.) |
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3801 Las Vegas Boulevard South, Las Vegas, Nevada (Address of Principal Executive Offices) |
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89109 (Zip Code) |
(702) 739-2722
(Registrants 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 230.425)
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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 8, 2010, Tropicana Las Vegas Hotel and Casino, Inc. (the Company), through its wholly-owned subsidiary, Tropicana Las Vegas, Inc., entered into an employment agreement with Joanne M. Beckett. Ms. Beckett is currently, and under the employment agreement will continue to be, the Companys Vice President and General Counsel. The employment agreement is effective October 1, 2010, and has a term of four years, until September 30, 2014, after which Ms. Becketts employment will continue on an at-will basis. The employment agreement replaces the offer letter, dated May 19, 2009, that previously established the terms of Ms. Becketts employment by the Company.
Ms. Beckett is entitled under the employment agreement to (i) a base salary of $180,000 per year during the term of the agreement; (ii) a performance bonus of up to 50% of her base salary, with one half of such bonus earned if the EBITDA target for the performance period is met and the other half of such bonus earned if the applicable targets specific to her and established at the beginning of each performance period are met (with the performance period being each calendar year after 2010); and (iii) participate in the equity bonus pool consisting of 5% of the gain upon sale of the Company (with the cost basis for such gain computed at the same cost basis as that of the Companys controlling stockholder, Trilliant Gaming Nevada Inc.), such participation to vest 100% on the fifth anniversary of effective date of the agreement (October 1, 2015). Ms. Beckett is also entitled to receive benefits similar to similarly situated employees at the Company.
Under the terms of the employment agreement, the Company may terminate Ms. Becketts employment at any time (i) for cause, in which case no further benefits will accrue to Ms. Beckett; or (ii) without cause, in which case Ms. Beckett shall be entitled to continue to receive her base salary for six months and continued health and insurance coverage for three months from the date of termination. Ms. Beckett may terminate her employment at any time (i) for cause (with 15 days prior written notice and an opportunity for the Company to cure), in which case Ms. Beckett shall be entitled to continue to receive her base salary for six months and continued health and insurance coverage for three months from the date of termination; or (ii) without cause (with 30 days prior written notice), in which case no further benefits will accrue to Ms. Beckett.
The above description of the employment agreement with Ms. Beckett is qualified in its entirety by reference to the agreement attached as Exhibit 10 to this Current Report on Form 8-K, which exhibit is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits:
Exhibit No. |
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Description |
10 |
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Employment Agreement dated October 1, 2010 by and between Tropicana Las Vegas, Inc. and Joanne M. Beckett. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Tropicana Las Vegas Hotel and Casino, Inc. |
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Date: December 8, 2010 |
By: |
/s/ Joanne M. Beckett |
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Name: |
Joanne M. Beckett |
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Title: |
Vice President, General Counsel and Corporate Secretary |