August 15, 2024
Erwin Haitzmann, Ph.D.
Chairman of the Board and Co-Chief Executive Officer
Century Casinos, Inc.
455 E. Pikes Peak Ave, Suite 210
Colorado Springs, CO 80903
Re: Century Casinos, Inc.
Definitive Proxy Statement on Schedule 14A
Filed on April 29, 2024
File No. 000-22900
Dear Erwin Haitzmann Ph.D.:
We have limited our review of your most recent definitive proxy statement
to those issues
we have addressed in our comment(s).
Please respond to this letter by providing the requested information
and/or confirming that
you will revise your future proxy disclosures in accordance with the topics
discussed below. If
you do not believe a comment applies to your facts and circumstances, please
tell us why in your
response.
After reviewing your response to this letter, we may have additional
comments.
Definitive Proxy Statement on Schedule 14A
Pay Versus Performance, page 52
1. We note that you have included net (loss) earnings attributable to
Century Casinos, Inc.
shareholders in column (h) of your pay versus performance table in lieu
of net income as
required by Item 402(v)(2)(v) of Regulation S-K. Please include net
income (loss), as
reported in your audited GAAP financial statements, in column (h) for
all years covered
by the table. Refer to Regulation S-K Compliance and Disclosure
Interpretations Question
128D.08. Please note that you may voluntarily provide supplemental
measures of net
income or financial performance, so long as any additional disclosure is
clearly
identified as supplemental, not misleading, and not presented with
greater prominence
than the required disclosure. See Pay Versus Performance, Release No.
34-95607
(August 25, 2022) [87 FR 55134 (September 8, 2022)] at Section II.F.3.
August 15, 2024
Page 2
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Please contact Patrick Fullem at 202-551-8337 or Daniel Crawford at
202-551-7767 with
any questions.
Sincerely,
Division of
Corporation Finance
Disclosure Review
Program
cc: Doug Wright, Esq.