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):
 
November 2, 2009
    
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.)
 
50 Briar Hollow Lane, Suite 500W
Houston, Texas
 
77027
(Address of principal executive offices)
 
(Zip Code)
 
(713) 621-2245
(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:
 
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

Effective November 2, 2009, William J. Sherlock has been appointed chairman of the board of directors of Nevada Gold & Casinos, Inc. (the “Company”).  Mr. Sherlock succeeded Joseph A. Juliano who resigned as chairman for personal reasons.  Mr. Juliano had no disagreements with the board of directors, management or the external auditor of the Company.

Reference is made to a copy of the press release of the Company and the resignation letter of Mr. Juliano both dated November 2, 2009 filed herewith.

Financial Statements and Exhibits

(d)
Exhibits. The following exhibits are furnished as part of this current Report on Form 8-K:
17.1
Joseph A. Juliano’s Resignation Letter dated November 2, 2009
99.1
Press Release dated November 2, 2009

 

 

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:  November 2, 2009
By:  
/s/ Robert B. Sturges
 
Robert B. Sturges
 
Chief Executive Officer
 
   
INDEX TO EXHIBITS
 
Exhibit
17.1
Joseph A. Juliano’s Resignation Letter dated November 2, 2009
99.1
Press Release dated November 2, 2009


 
 

 


Exhibit 17.1

 


November 2, 2009

 
Board of Directors
Nevada Gold & Casinos, Inc.
50 Briar Hollow Lane
Suite 500 West
Houston, TX 77027

Gentlemen:

Effective immediately, I hereby resign as a member of the Board of Directors of Nevada Gold & Casinos, Inc. (“the Company”).

This resignation is solely for personal reasons and is not in any way related to any dispute, disagreement or issue with the board of directors, management or the external auditors of the Company.
 
 
  Very truly yours,
   
   
  /s/ Joseph A. Juliano  
 
Joseph A. Juliano
 
 
 
 

 

 
 


 
 
Exhibit 99.1
 
 

 
Nevada Gold Announces Election of William J. Sherlock as Chairman of the Board

HOUSTON, November 2, 2009 – Nevada Gold & Casinos, Inc. (NYSE Amex: UWN) announced today that William J. Sherlock has been appointed chairman of the board of directors, effective immediately. Joseph Juliano, the Company’s previous chairman resigned from the board of directors today, for personal reasons.

“We are honored to have Bill now lead the board and look forward to having his support and guidance while we continue to grow the Company. On behalf of Nevada Gold, I thank Joseph for his service and wish him well.” said Robert Sturges, CEO of Nevada Gold.

Mr. Sherlock has been a director of Nevada Gold since October 2007. Mr. Sherlock is a hospitality and casino industry veteran of 35 years. From 1997 to 2000 he was Chief Operating Officer and from 2000 to 2006 he was Chief Executive Officer of Foxwoods Resort & Casino in Mashantucket, Connecticut, one of the world’s largest casinos. He currently serves as a Board member of Foxwoods Development Company and acts as a gaming consultant.

Mr. Juliano's resignation was not as a result of any disagreement with management, the board or the Company's auditors.

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
Nevada Gold & Casinos, Inc. (NYSE Amex: UWN) of Houston, Texas is a developer, owner and operator of gaming facilities in Colorado, Washington and the southeastern United States. The Colorado Grande Casino in Cripple Creek, Colorado, the Crazy Moose Casino in Pasco, Washington, the Coyote Bob’s Roadhouse Casino in Kennewick, Washington and the Crazy Moose Casino in Mountlake Terrace, Washington are wholly owned and operated by Nevada Gold. The Company has an interest in Buena Vista Development Company, LLC which is working with the Buena Vista Rancheria of Me-Wuk Indians on a Native American casino project to be developed in the city of Ione, California. The Company also has a management contract with Oceans Casino Cruises, Inc., owner of SunCruz Casinos, the largest day cruise casino company in the United States. For more information, visit www.nevadagold.com .

CONTACT:

Nevada Gold & Casinos, Inc.
Robert B. Sturges, CEO or Jim Kohn, CFO
(713) 621-2245

or

ICR
Don Duffy
(203) 682-8200