ADC Offering
Filed
Pursuant to Rule 424(b)(7)
File
No.
333-126519
PRICING
SUPPLEMENT dated October 10, 2005
This
Pricing Supplement is an “abbreviated term sheet” used in reliance on Rule 434
under the U.S. Securities Act of 1933, as amended, and supplements the
Prospectus Supplement dated September 29, 2005 and the Prospectus dated July
11,
2005 of Century Casinos, Inc. For purposes of Section 10(a) of the U.S.
Securities Act, the final prospectus relating to the securities offered hereby
consists of this Pricing Supplement, the Prospectus Supplement and the
Prospectus, and the documents incorporated therein by reference.
Century
Casinos, Inc.
Offering
of
7,132,667
Austrian
Depositary Certificates
representing
7,132,667
shares
of common stock
with
a par value $0.01
of
Century
Casinos, Inc.
Century
Casinos, Inc., a corporation organized in the United States under the laws
of
the State of Delaware, is offering 7,132,667 Austrian Depositary Certificates,
or “ADCs,” each representing one share of our common stock. We are offering the
ADCs in a public offering to retail and institutional investors in the Republic
of Austria and in a private placement in Europe to institutional investors
outside the Republic of Austria. We refer to the public and private offerings
collectively in this prospectus as the “Offering.”
Bank
Austria Creditanstalt AG is acting as Global Coordinator, Lead Manager and
Bookrunner of the Offering.
Our
common stock is currently traded on the NASDAQ
Capital
Market under the symbol “CNTY.”
On
October 10, 2005,
the
closing price of our common stock was $ 7.02, which equates to 5.79 Euro at
the
exchange rate of $ 1.2115 to 1.00 Euro, the
New
York noon buying rate
on
October 7, 2005.
The
ADCs
have been approved for trading on the Vienna Stock Exchange under the symbol
“CNTY.”
Apart
from NASDAQ and the Vienna Stock Exchange we have not applied for trading on
any
other stock exchange.
The
ADCs
are represented by a modifiable global certificate that will be deposited with
the Oesterreichische Kontrollbank Aktiengesellschaft, or “OeKB.”
Bank
Austria Creditanstalt AG expects the delivery of the ADCs against payment of
the
offering price on or about October 13, 2005.
Our
business and an investment in the ADCs involve significant risks. These risks
are described under the caption “Risk Factors” beginning on page 11 of this
prospectus.
| |
|
|
|
| |
Per
Share
|
|
Total
|
|
Public
offering price
|
€
5.78
|
|
€
41,226,815.26
|
|
Underwriting
discount
|
€
0.27
|
|
€
1,937,660.32
|
|
Proceeds,
before expenses, to us
|
€
5.51
|
|
€
39,289,154.94
|
This
prospectus has been approved by the Austrian Financial Market Authority
(Finanzmarktaufsicht,
the
“FMA”). Neither
the U.S. Securities and Exchange Commission nor any state securities commission
of the U. S. has approved or disapproved of these securities or determined
if
this prospectus is truthful or complete. Any representation to the contrary
is a
criminal offense.
This
Pricing Supplement supplements the Prospectus dated September 29, 2005 in
accordance with section 7 para 5 Austrian Capital Market Act (Kapitalmarktgesetz).
Global
Coordinator, Lead Manager and Bookrunner
Bank
Austria Creditanstalt AG
The
date
of this pricing supplement is October
10, 2005