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 5, 2008
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WMS
INDUSTRIES INC.
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(Exact
name of registrant as specified in its charter)
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Delaware
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1-8300
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36-2814522
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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800
South Northpoint Blvd., Waukegan, Illinois
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60085
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (847)
785-3000
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(Former
name or former address, if changed since last
report.)
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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. below):
[ ]
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))
Item 2.02 Results of Operations
and Financial Condition.
On May 6,
2008, WMS Industries Inc. issued a press release relating to its results for the
quarter ended March 31, 2008. A copy of the press release is
furnished with this Current Report as Exhibit 99.1. On May 7, 2008,
WMS Industries Inc. held a conference call with investors, analysts and others
further discussing third fiscal quarter financial results and financial
guidance, including a question and answer period. A transcript of
that conference call is being furnished to the SEC pursuant to this Current
Report on Form 8-K and is attached to this report as Exhibit 99.2.
This
information furnished under “Item 2.02. Results of Operations and Financial
Condition”, including the exhibits related thereto, shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, nor
shall it be deemed incorporated by reference in any disclosure document of the
Company, except as shall be expressly set forth by specific reference in such
document.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On May 6,
2008, WMS Industries announced that Louis J. Nicastro, 79, will retire as
Chairman of the Board, effective July 1, 2008. Mr. Nicastro has had a 43-year
distinguished career with WMS and its predecessor companies. Mr. Nicastro will
remain on the Board of WMS, in the new position of Founding Director and will
continue to serve as an advisor to the Company. Louis J. Nicastro has
served as a Director and Chairman of the Board for WMS since its incorporation
in November 1974 as a wholly owned subsidiary of Xcor International. At the
time, the Company was focused on the amusement industry with products such as
Williams(R), Midway(R) and Bally(R) branded pinball and arcade games. Mr.
Nicastro led WMS through its spin-off from Xcor in 1981 and its listing on the
New York Stock Exchange (NYSE) in 1982.
On May 5,
2008, WMS Industries Inc.’s Board of Directors appointed the following executive
officers, to take office effective July 1, 2008:
Brian R.
Gamache Chairman and Chief
Executive Officer
Orrin J.
Edidin President
Kenneth
Lochiatto
Executive Vice President and Chief Operating Officer
Patricia C.
Barten
Executive Vice President, Continuous Improvement
Larry J.
Pacey Executive
Vice President, Global Products and Chief Innovation
Officer
Mr.
Gamache, 49, currently serves as our President and Chief Executive Officer but
will no longer serve as President when he becomes Chairman, effective July 1,
2008. As Chairman and Chief Executive Officer, Mr. Gamache will
continue to focus on WMS' strategic direction, global expansion, customer and
employee satisfaction, leadership development and corporate culture, ensuring
that WMS continues to grow and build long-term shareholder value. Mr.
Gamache served as our President and Chief Operating Officer from April 2000
until June 2001, when he was appointed President and Chief Executive Officer and
joined our Board of Directors. From 1990 until 1997, Mr. Gamache
served in various executive capacities for our former hotel and resort
subsidiaries, rising to the position of President and Chief Operating
Officer. At the time of WMS’ 1997 spin-off of WHG Resorts &
Casinos Inc., Mr. Gamache left WMS to devote his full time to WHG Resorts &
Casinos Inc. Mr. Gamache served as President of the Luxury and Resort
Division of Wyndham International from 1998 until April 2000. Mr.
Gamache serves as a member of the Board of the American Gaming Association and
is a Trustee of the Lake Forest Academy.
Mr.
Edidin, 46, has served as our Executive Vice President and Chief Operating
Officer since 2001, but will no longer serve in that office when he becomes our
President, effective July 1, 2008. In his new role, as President, Mr.
Edidin will continue to lead WMS’ Engineering and Product Development, Business
Development, and Global Sales and Marketing groups and his responsibilities will
expand to also include the Legal and Human Resource functions of WMS,
manufacturing, materials planning, sourcing and global supply
management. Mr. Edidin joined us in 1997 and served as our Vice
President, Secretary and General Counsel until September 2001, when he became
our Executive Vice President, General Counsel, Secretary, and Chief Operating
Officer. In January 2003, he resigned as General Counsel and in
February 2003, he resigned as Secretary, continuing to serve as our Executive
Vice President and Chief Operating Officer. Mr. Edidin is a Trustee
of the International Association of Gaming Associates and the Vice President of
the Association of Gaming Equipment Manufacturers.
Mr.
Lochiatto, 44, has served as Senior Vice President of Sales Operations of our
subsidiary, WMS Gaming Inc., since joining WMS in April 2006 but will no longer
serve in that office when he becomes our Executive Vice President and Chief
Operating Officer, effective July 1, 2008. As Executive Vice
President and Chief Operating Officer, Mr. Lochiatto will continue to be
responsible for global commercial and customer service efforts while assuming
additional responsibilities for manufacturing and materials management, and
sourcing and global supply management. He joined WMS after 22 years
with the General Electric Company, where he held a number of progressively more
responsible positions in general management, sales, marketing and corporate
audit. At General Electric, Mr. Lochiatto served as Americas
Commercial Leader – Fluids and Coatings in the GE Silicones sector from 2001
through 2003 and then as Business Leader – Advanced Communication Systems within
the GE Transportation segment until his departure in 2006.
Ms.
Barten, 55, currently serves as the Senior Vice President – Supply Chain and
Business Processes of our subsidiary, WMS Gaming Inc. and will no longer serve
in that office when she becomes our Executive Vice President, Continuous
Improvement, effective July 1, 2008. In her new role as Executive
Vice President, Continuous Improvement, Ms. Barten will oversee the Continuous
Improvement, Quality, Information Technology, Configuration, Process
Documentation and Operational Risk Management functions. Ms. Barten
joined our subsidiary, WMS Gaming Inc., in August 2005 as our Senior Vice
President of Manufacturing. She was assigned additional
responsibilities in 2006 to include Supply Chain and Business Process
Development. Prior to joining WMS, Ms. Barten held various senior
strategy and operations leadership roles at Motorola mainly in the
telecommunications businesses from 1978 - 2003. Upon leaving
Motorola, as Vice President and General Manager of Manufacturing and Services
Operations, Ms. Barten provided consulting services to several mid and large
sized manufacturing and distribution firms until joining WMS. Ms.
Barten is on the Board of Directors of a not-for-profit organization that
promotes technology development at the middle school level.
Mr.
Pacey, 43, joined our subsidiary, WMS Gaming Inc., in 2001 as Executive Director
of Games. In 2002, he was promoted to Vice President of Game
Development and then, in 2005, he was promoted to Senior Vice President of
Product Development with additional responsibilities for engineering and game
development. In this new position as Executive Vice President, Global
Products and Chief Innovation Officer, effective July 1, 2008, Mr. Pacey will
broaden his responsibilities to include global product strategy and
marketing. He has an extensive background in the interactive
entertainment and video gaming industry, joining WMS after previously having
been Executive Producer with n-Space, Segasoft a division of Sega and
Atari.
On May 5,
2008, the Board of Directors of WMS Industries Inc. also appointed a member of
our Board of Directors, Edward W. Rabin, Jr., 61, as Lead Director, a newly
created position. Mr. Rabin's responsibilities will include oversight with
respect to the general functioning of the Board, acting as liaison with
independent directors, working with Mr. Gamache in framing issues for Board
consideration and in setting the Board agenda, and presiding at meetings when
the Chairman is not present. Mr. Rabin has been a director of WMS since 2005.
After a distinguished 37-year career, Mr. Rabin retired as President of Hyatt
Hotels Corporation in 2006. He also serves as a director of PrivateBancorp, Inc.
(NASDAQ:PVTB), Sally Beauty Holdings (NYSE:SBH) and Oneida Ltd.
A press
release was issued on May 6, 2008 with respect to the above appointments and is
furnished with this Current Report as Exhibit 99.3.
Item
9.01 Financial Statements and Exhibits.
(c) Exhibits
Exhibits Description
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99.1
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Press
Release of WMS Industries Inc. dated May 6,
2008
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99.2
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Transcript of
WMS Industries Inc. Conference Call held on May 7,
2008
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99.3
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Press
Release of WMS Industries Inc. dated May 6,
2008
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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 hereunto
duly authorized.
WMS
Industries Inc.
/s/
Kathleen J. McJohn
Name:
Kathleen J. McJohn
Title:
Vice President, General Counsel and Secretary
Date: May 9, 2008
Exhibit
Index
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Exhibits
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Description
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99.1
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Press
Release of WMS Industries Inc. dated May 6, 2008
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99.2
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Transcript
of WMS Industries Inc. Conference Call held on May 7,
2008
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99.3
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Press
Release of WMS Industries Inc. dated May 6, 2008
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