8-K 1 a2014-06x028k_departureofd.htm 8-K 2014-06-02 8K_Departure of Director


Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 27, 2014
(Exact Name of Registrant as Specified in Charter)

(State or Other Jurisdiction
of Incorporation)
File Number)
(IRS Employer
Identification No.)
8345 W. Sunset Road, Suite 200, Las Vegas, Nevada 89113
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code (702) 589-3900
(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 ( see General Instruction A.2):
p           Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
p             Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
p             Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
p             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 May 27, 2014, James L. Nelson resigned from the Board of Directors (the “Board”) of Tropicana Entertainment Inc. (the “Company”). Mr. Nelson’s resignation from the Company’s Board was not a result of any disagreement with the Company or the Company’s Board.

On May 29, 2014, the Board elected William A. Leidesdorf as a director of the Company to fill the vacancy created by Mr. Nelson’s resignation and named Mr. Leidesdorf a member of the Company’s Audit Committee.

Mr. Leidesdorf has served as a director of Icahn Enterprises GP since March 1991 and is a member of its audit committee. From December 2003 to March 2013, Mr. Leidesdorf served as a director and member of the audit committee of American Entertainment Properties Corp., or AEP. From May 2005 until November 2007, Mr. Leidesdorf served as a director and member of the audit committee of Atlantic Coast Entertainment Holdings, Inc. Icahn Enterprises GP, AEP, Atlantic Coast Entertainment Holdings, Inc. and the Company are indirectly controlled by Carl C. Icahn. Mr. Leidesdorf was a director of Renco Steel Group, Inc. and was a director, during its bankruptcy, of its subsidiary, WCI Steel, Inc., a steel producer which filed for Chapter 11 bankruptcy protection in September 2003. From 1996 through 2002, Mr. Leidesdorf was a director of the Simpson Housing Limited Partnership, a privately held real estate investment trust. Since October 2008, Mr. Leidesdorf has been the owner and managing director of Renaissance Hamptons Mayfair, LLC, a company primarily engaged in acquiring multifamily residential properties. Previously, from June 1997 through October 2008, Mr. Leidesdorf was an owner and a managing director of Renaissance Housing, LLC, a company primarily engaged in the acquisition of multifamily housing, many of which were subject to various federal and state regulatory requirements. From April 1995 through December 1997, Mr. Leidesdorf acted as an independent real estate investment banker. Mr. Leidesdorf is also a principal in Bedrock Investment Management Group, LLC, a company engaged in the acquisition of troubled residential subdivisions.

There are no arrangements or understandings between Mr. Leidesdorf and any other persons pursuant to which he was selected as a director and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.


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 hereunto duly authorized.

Date:  June 2, 2014
Lance J. Millage
Executive Vice President, Chief Financial Officer and Treasurer