<PAGE>
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
- -- ACT OF 1934
For the Quarterly Period Ended March 31, 1998
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- -- EXCHANGE ACT OF 1934
For the Transition Period from to
------------------- ------------------
Commission file number 0-26922
COAST RESORTS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEVADA 88-0345704
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) identification number)
4500 WEST TROPICANA ROAD, LAS VEGAS, NEVADA 89103
(Address of principal executive offices) (Zip code)
(702)365-7000
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year, if changed since last
report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Shares of Common Stock outstanding as of March 31, 1998: 1,494,352.94
================================================================================
<PAGE>
ITEM 1. FINANCIAL STATEMENTS
COAST RESORTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS, EXCEPT SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
--------- ------------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents............ $ 36,246 $ 29,430
Accounts receivable, net............. 5,594 5,617
Other current assets................. 18,325 17,975
-------- --------
TOTAL CURRENT ASSETS............... 60,165 53,022
PROPERTY AND EQUIPMENT, net............. 304,935 307,151
OTHER ASSETS............................ 6,470 6,446
-------- --------
$371,570 $366,619
======== ========
LIABILITIES AND
STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable..................... $ 7,373 $ 9,107
Accrued liabilities.................. 33,939 27,681
Income taxes payable................. 966 --
Construction accounts payable........ -- 2,491
Current portion of long-term debt.... 8,063 8,076
-------- --------
TOTAL CURRENT LIABILITIES...... 50,341 47,355
LONG-TERM DEBT, less current portion.... 205,308 207,173
DEFERRED RENT........................... 10,011 9,007
OTHER LIABILITIES....................... 9,081 8,645
-------- --------
TOTAL LIABILITIES............ 274,741 272,180
-------- --------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred Stock, $.01 par value,
10,000,000 shares authorized, no
shares issued and outstanding........ -- --
Common Stock, $.01 par value,
75,000,000 shares authorized,
1,494,353 shares issued and
outstanding.......................... 15 15
Additional paid - in capital......... 95,398 95,398
Retained earnings.................... 1,416 (974)
-------- --------
TOTAL STOCKHOLDERS' EQUITY........... 96,829 94,439
-------- --------
$371,570 $366,619
======== ========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
2
<PAGE>
COAST RESORTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------------
1998 1997
------------- ----------
<S> <C> <C>
OPERATING REVENUES:
Casino......................................... $ 59,179 $ 51,901
Food and beverage.............................. 16,578 15,279
Hotel.......................................... 6,937 7,046
Other.......................................... 6,093 4,473
------------- ----------
GROSS OPERATING REVENUES.................... 88,787 78,699
Less: promotional allowances.................. (7,773) (6,320)
------------- ----------
NET OPERATING REVENUES...................... 81,014 72,379
------------- ----------
OPERATING EXPENSES:
Casino......................................... 31,512 27,712
Food and beverage.............................. 11,734 12,817
Hotel.......................................... 2,712 2,989
Other.......................................... 4,827 3,717
General and administrative..................... 13,905 16,807
Deferred rent.................................. 1,004 1,019
Depreciation and amortization.................. 4,881 4,719
------------- ----------
TOTAL OPERATING EXPENSES......................... 70,575 69,780
------------- ----------
OPERATING INCOME............................ 10,439 2,599
------------- ----------
OTHER INCOME (EXPENSES):
Interest expense............................... (6,764) (6,480)
Interest income................................ 100 98
Gain on disposal of assets..................... 25 829
------------- ----------
TOTAL OTHER INCOME (EXPENSES).................... (6,639) (5,553)
------------- ----------
INCOME (LOSS) BEFORE INCOME TAXES................ 3,800 (2,954)
INCOME TAX PROVISION (BENEFIT)................... 1,402 (861)
------------- ----------
NET INCOME (LOSS)................................ $ 2,398 $ (2,093)
============= ==========
BASIC AND DILUTED NET INCOME (LOSS)
PER SHARE OF COMMON STOCK...................... $1.60 $(1.40)
============= ==========
SHARES USED IN COMPUTATION OF BASIC
AND DILUTED NET INCOME (LOSS) PER SHARE........ 1,494,353 1,494,353
============= ==========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
3
<PAGE>
COAST RESORTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(AMOUNTS IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
March 31, 1998 March 31, 1997
-------------- --------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)......................... $ 2,398 $ (2,093)
-------------- --------------
ADJUSTMENTS TO RECONCILE NET INCOME
(LOSS) TO NET CASH PROVIDED BY
(USED IN) OPERATING ACTIVITIES:
Depreciation and amortization........... 4,881 4,719
Provision for bad debts................. 213 61
Gain on disposal of assets.............. (25) (829)
Other non-cash expenses................. 1,112 1,163
Changes in assets and liabilities:
Net increase in accounts
accounts receivable and other
assets................................ (440) (1,945)
Net increase (decrease) in
accounts payable and accrued
liabilities........................... 5,490 (2,320)
--------------- -------------
TOTAL ADJUSTMENTS......................... 11,231 849
--------------- -------------
NET CASH PROVIDED BY (USED IN)
OPERATING ACTIVITIES..................... 13,629 (1,244)
--------------- -------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures...................... (4,794) (21,215)
Proceeds from disposal of assets.......... 25 1,072
--------------- -------------
NET CASH USED BY INVESTING ACTIVITIES..... (4,769) (20,143)
--------------- -------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on long-term debt...... (2,044) (1,943)
--------------- -------------
NET CASH USED IN FINANCING ACTIVITIES..... (2,044) (1,943)
--------------- -------------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS........................... 6,816 (23,330)
CASH AND CASH EQUIVALENTS, at beginning
of period.................................. 29,430 61,567
--------------- -------------
CASH AND CASH EQUIVALENTS, at end of
period..................................... $36,246 $ 38,237
=============== =============
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
4
<PAGE>
COAST RESORTS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - BACKGROUND INFORMATION AND BASIS OF PRESENTATION
Background Information
Coast Resorts, Inc. ("Coast Resorts" or the "Company") is a Nevada
corporation and serves as a holding company for Coast Hotels and Casinos, Inc.
("Coast Hotels") and Coast West, Inc. ("Coast West"). Through Coast Hotels, the
Company owns and operates the following Las Vegas hotel-casinos:
.Gold Coast Hotel and Casino, approximately one mile west of the Las
Vegas Strip on Flamingo Road.
.Barbary Coast Hotel and Casino, located on the Las Vegas Strip.
.The Orleans Hotel and Casino, located approximately one mile west of
the Las Vegas Strip on Tropicana Avenue.
Coast West has no operations but holds a long-term lease (the "Coast West
Lease") on approximately fifty acres of land in Las Vegas on which the Company
may develop and operate a future hotel-casino.
The Gold Coast and Barbary Coast hotel-casinos had, prior to January 1996,
been owned and operated independently by two partnerships, Gold Coast Hotel and
Casino, a Nevada limited partnership, and Barbary Coast Hotel and Casino, a
Nevada general partnership (collectively, the "Predecessor Partnerships"). On
January 1, 1996, the partners of the Predecessor Partnerships completed a
reorganization (the "Reorganization") with Coast Resorts. Coast Resorts was
formed in September 1995 for the purpose of effecting such Reorganization of the
Predecessor Partnerships. Coast Resorts, Gold Coast and Barbary Coast were all
related through common ownership and management control.
In the Reorganization, the partners of the Predecessor Partnerships each
transferred to Coast Resorts their respective partnership interests in the
Predecessor Partnerships in exchange for an aggregate of 1,000,000 shares of
common stock, par value $.01 per share, of Coast Resorts ("Coast Resorts Common
Stock"). Coast Resorts immediately contributed to Coast Hotels all of the
assets and liabilities of the Predecessor Partnerships other than those relating
to the Coast West Lease, which Coast Resorts contributed to Coast West. Coast
Resorts retained the liability for an aggregate principal amount of $51.0
million in notes payable to former partners and retained the liability for $1.5
million relating to demand notes due to a related party (the "Exchange
Liabilities"). On January 16, 1996, the Exchange Liabilities were exchanged for
494,353 shares of Coast Resorts Common Stock, based upon management's estimate
of the fair market value of such Coast Resorts Common Stock.
Basis of Presentation
The accompanying financial statements are unaudited and have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with Article 10 of Regulation S-X. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. The unaudited
financial statements should be read in conjunction with the audited financial
statements and footnotes for the year ended December 31, 1997. In the opinion of
management, all adjustments and normal recurring accruals considered necessary
for a fair presentation of the results for the interim period have been
included. The interim results reflected in the unaudited financial statements
are not necessarily indicative of expected results for the full year.
5
<PAGE>
COAST RESORTS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 2 - ADVANCES TO COAST WEST
Coast Hotels has agreed to provide advances to Coast West sufficient to
make payments on the Coast West Lease and other obligations, including project
development and site improvement. The advances to Coast West are non-interest
bearing and, pursuant to the indenture governing 13% first mortgage notes issued
by Coast Hotels, cannot exceed $8.0 million in aggregate principal amount at any
time outstanding. As of March 31, 1998 and December 31, 1997, Coast Hotels had
advanced Coast West $6.9 million and $6.4 million, respectively, related to the
Coast West Lease and development activities. Coast West is a development stage
enterprise and has no source of income and is therefore solely dependent on the
advances to be provided by Coast Hotels. There can be no assurance that Coast
West will develop a gaming property at the Coast West site or that it will be
able to repay any advances made by Coast Hotels.
Based on the cash requirements of Coast West for lease payments and
anticipated development costs, it is likely that during 1998 Coast West will
require cash from advances from Coast Hotels (or from other sources) that, when
added to the outstanding advances from Coast Hotels, would exceed the maximum $8
million of advances permitted from Coast Hotels. Should Coast West not obtain
financing from another source for its cash needs in excess of the $8 million,
Coast Hotels would be permitted to continue to make advances to Coast West in
excess of $8 million, provided that Coast West becomes a wholly-owned subsidiary
of Coast Hotels and remains a guarantor of the 13% first mortgage notes.
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, certain
financial information regarding the results of operations of the Company:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
------------------
1998 1997
--------- --------
<S> <C> <C>
GOLD COAST
Net operating revenues..................... $32,458 $32,527
Operating income........................... $ 6,674 $ 6,351
EBITDA (1)................................. $ 7,905 $ 7,542
BARBARY COAST
Net operating revenues..................... $10,455 $12,461
Operating income........................... $ 62 $ 820
EBITDA (1)................................. $ 487 $ 1,223
THE ORLEANS
Net operating revenues..................... $38,100 $27,391
Operating income........................... $ 6,062 $(2,481)
EBITDA (1)................................. $ 9,505 $ 889
EBITDAR (1)................................ $10,030 $ 1,419
TOTAL (INCLUDING CORPORATE)
Net operating revenues..................... $81,014 $72,379
Operating income........................... $10,439 $ 2,599
EBITDA (1)................................. $16,324 $ 8,337
EBITDAR (1)................................ $17,394 $ 9,390
</TABLE>
(1) "EBITDA" is defined as earnings before interest, taxes, depreciation,
amortization and deferred (non-cash) rent. "EBITDAR" is defined as earnings
before interest, taxes, depreciation, amortization and rent expense (both
cash and deferred). EBITDA and EBITDAR should not be construed as
alternatives to operating income as an indicator of the company's operating
performance, or as alternatives to cash provided by operating activities as
an indicator of cash flows or a measure of liquidity. EBITDA and EBITDAR
are presented solely as supplemental disclosure because management believes
that they are widely used measures of financial performance in the gaming
industry.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (CONTINUED)
Three Months Ended March 31, 1998 Compared to Three Months Ended March 31, 1997
Net revenues, operating income and net income all improved in the quarter
ended March 31, 1998 compared to the same quarter in 1997, primarily due to
improved revenues at the Company's newest hotel-casino, The Orleans. Net
revenues for the Company were $81.0 million in the first quarter of 1998
compared to $72.4 million in the first quarter of 1997, an increase of $8.6
million (11.9%). Operating income increased $7.8 million (301.8%) to $10.4
million in the first quarter of 1998 compared to $2.6 million in the first
quarter of 1997. Net income for the quarter was $2.4 million compared to a net
loss of $2.1 million in 1997.
The Orleans. The Orleans opened in December 1996 and produced lower-than
expected revenues in the first quarter of 1997. Throughout the remainder of
1997, the property expanded its customer base through increased promotional
activities, the use of headliner entertainment in the showroom and, in December
1997, the opening of twelve new movie theaters. As a result, net revenues in
the first quarter of 1998 were $38.1 million, an increase of $10.7 million
(39.1%) over revenues of $27.4 million in the first quarter of 1997. Casino
revenues increased 46.4% to $26.5 million compared to $18.1 million in the first
quarter of 1997, primarily due to increased table games and slot machine
activity. Food and beverage revenues increased 20.6% to $7.8 million due to
increased customer volume. Hotel revenues for the first quarter remained
relatively flat but other revenues increased $1.8 million to $3.7 million,
primarily due to an increase of $1.2 million in the showroom. Despite an
increase in operating expenses of $2.2 million in the first quarter of 1998,
primarily due to increased casino promotional activities, operating income for
the quarter increased $8.6 million to $6.1 million compared to an operating loss
of $2.5 million in the first quarter of 1997.
Gold Coast. Net revenues at the Gold Coast were $32.5 million in each of
the first quarters of 1998 and 1997. Casino revenues increased $1.0 million,
primarily due to increased slot machine customer wagering volume. Food and
beverage revenues in the 1998 first quarter declined $400,000 compared to 1997
due to slightly lower customer volume. An increased supply of rooms in Las Vegas
led to a lower average room rate, resulting in a decrease of approximately
$200,000 in hotel revenues. A slight decrease in operating expenses, primarily
as a result of reduced staffing, resulted in an increase in operating income of
approximately $300,000 to $6.7 million in the first quarter of 1998 compared to
$6.4 million in 1997.
Barbary Coast. Net revenues at the Barbary Coast declined $2.0 million
(16.1%) to $10.5 million in the first quarter of 1998 compared to $12.5 million
in the first quarter of 1997, primarily as a result of a lower-than-expected
table games win percentage. In addition, table games customer wagering volume
was down 9.3%. Food and beverage revenues were $2.8 million in the first quarter
compared to $2.4 million in 1997, due to increased customer volume. Hotel
revenues declined slightly due to lower rooms occupancy and a lower average room
rate as the Barbary Coast felt the pressure of the increased number of rooms
available on the Las Vegas Strip. Operating income decreased to $62,000 in the
first quarter of 1998 compared to $820,000 in the first quarter of 1997,
primarily as a result of the lower revenues.
LIQUIDITY AND CAPITAL RESOURCES
The Company's principal sources of liquidity have consisted of cash
provided by operating activities, bank financing and debt financing. Cash
provided by operating activities was $13.6 million in the first quarter of 1998,
an increase of $14.8 million over the first quarter of 1997, primarily due to
the Company's increased profitability discussed above as well as an increase in
accrued liabilities.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (CONTINUED)
In January 1996, Coast Hotels issued $175.0 million principal amount of 13%
first mortgage notes due 2002 ("13% First Mortgage Notes"). Additionally, in
November 1997, Coast Hotels issued $16.8 million principal amount of 10 7/8%
first mortgage notes due 2001 ("10 7/8% First Mortgage Notes"). The indentures
pursuant to which the 13% First Mortgage Notes and the 10 7/8% First Mortgage
Notes were issued ("the Indentures") contain covenants that, among other things,
limit the ability of Coast Hotels to pay dividends or make advances to Coast
Resorts, repay existing indebtedness, incur additional indebtedness, or sell
material assets as defined in the Indentures. Additionally, pursuant to the
Indentures, if on July 20, 1998, the Fixed Charge Coverage Ratio (as defined in
the Indenture) of Coast Hotels for the most recently ended four full fiscal
quarters is less than 1.5 to 1, the Company would be required to consummate an
asset sale of the Barbary Coast within one year. The proceeds from such asset
sale would be required to be used by the Company to repurchase Notes at a price
equal to 101% of the principal amount of such Notes. As of March 31, 1998, the
Fixed Charge Coverage Ratio was 1.82 to 1. Based upon recent operating results,
management believes that, for the applicable period, the Fixed Charge Coverage
Ratio will equal or exceed 1.5 to 1, although no assurance can be given that
such Fixed Charge Coverage Ratio will be achieved.
The Company's cash requirements, in addition to debt service on the 10 7/8%
First Mortgage Notes, the 13% First Mortgage Notes and equipment notes payable,
which is anticipated to be approximately $27.0 million in 1998, include land
lease payments for its properties, ongoing maintenance capital expenditures at
its existing facilities and periodic enhancements to those facilities. The
Company's maintenance capital expenditures for 1997 were approximately $9.2
million. Management expects that maintenance capital expenditures for 1998 will
be approximately $7.7 million. Additional expenditures for capital projects,
including additional restaurant, entertainment and gaming facilities at The
Orleans, are expected to cost between $3 million and $5 million in 1998,
although no final plans have been developed concerning the scope or timing of
those projects. Management believes that existing cash balances and operating
cash flow will provide the Company with sufficient resources to meet its
existing debt obligations and foreseeable capital expenditure requirements at
the Company's existing properties.
As a holding company, the Company is reliant on the operations of its
subsidiaries for cash flow. The indentures under which the 13% First Mortgage
Notes and the 10 7/8% First Mortgage Notes were issued restrict the ability of
Coast Hotels to pay dividends or make other distributions to the Company. The
Company's other subsidiary, Coast West, is a development stage company that has
no operations.
Coast Hotels has agreed to provide advances to Coast West sufficient to
make payments on the Coast West Lease and other obligations, including project
development and site improvement. Pursuant to the Indenture under which the 13%
First Mortgage Notes were issued, the advances to Coast West cannot exceed $8.0
million in aggregate principal amount at any time outstanding. As of March 31,
1998, Coast Hotels had advanced Coast West $6.9 million related to the Coast
West Lease and development activities. Based on the cash requirements of Coast
West for lease payments and anticipated development costs, it is likely that
during 1998 Coast West will require cash from Coast Hotels (or other sources)
that, when added to the outstanding advances from Coast Hotels, would exceed $8
million. Should Coast West not obtain financing from another source for its cash
needs in excess of the aggregate $8 million permitted to be advanced to it by
Coast Hotels, Coast Hotels would be permitted to continue to make advances to
Coast West in excess of $8 million if Coast West becomes a wholly-owned
subsidiary of Coast Hotels and remains a guarantor of the 13% First Mortgage
Notes. Coast West has no arrangements for financing any such costs in excess of
$8 million from other sources.
9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (CONTINUED)
The Company has no agreements, arrangements or understandings with respect
to financing the development of future properties. Any future development would
be subject to, among other things, the Company's ability to obtain necessary
financing.
IMPACT OF THE YEAR 2000 ISSUE
The "Year 2000 Issue" is the result of computer programs being written
using two digits rather than four to define the applicable year. If a company's
date-sensitive computer programs should recognize a date "00" as the year 1900
rather than the year 2000, miscalculations or a system failure could occur,
causing disruptions of operations, including, among other things, a temporary
inability to process transactions, send invoices or engage in similar normal
business activities.
The Company is currently reviewing all of its computer systems with regard
to the Year 2000 Issue and has determined that much of its software is already
compliant. For those systems not already compliant, the Company will utilize
both internal and external resources to reprogram, replace and test the software
for the Year 2000 modifications so that its computer systems will properly
recognize and utilize dates beyond December 31, 1999. Management believes that
expenditures for these modifications will not be material. However, the Company
may be adversely affected to the extent that vendors and other entities with
which it does business are unable to achieve Year 2000 compliance by December
31, 1999.
ACCOUNTING PRONOUNCEMENTS
In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 130, "Reporting Comprehensive Income" ("SFAS
130"), which establishes standards for reporting and display of comprehensive
income and its components. SFAS 130 requires a separate statement to report
components of comprehensive income for each period presented. The provisions of
SFAS 130 are effective for fiscal years beginning after December 15, 1997.
Management believes that the Company currently does not have items that would
require presentation in a separate statement of comprehensive income.
In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 131, "Disclosures about Segments of an
Enterprise and Related Information" ("SFAS 131"), which supersedes FASB
Statement No. 14, "Financial Reporting for Segments of a Business Enterprise."
SFAS 131 establishes standards for the way that public business enterprises
report information about operating segments in annual financial statements and
requires that those enterprises report selected information about operating
segments in interim financial reports issued to shareholders. SFAS 131 is
effective for fiscal years beginning after December 15, 1997 and requires
restatement of earlier periods presented. SFAS 131 will not have a material
effect on the Company's financial statements as the required information is
either currently being presented by the Company or it is not applicable to the
Company.
10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (CONTINUED)
In April 1998, the American Institute of Certified Public Accountants
issued Statement of Position 98-5 (SOP 98-5), Reporting on the Costs of Start-Up
Activities. SOP 98-5 requires that the Company expense its pre-opening and
related promotional expense as incurred rather than capitalize it and amortize
it over the estimated period of economic benefit of such costs as has been the
Company's policy in the past. Effective January 1, 1998, the Company adopted SOP
98-5. The adoption had no impact on the financial position, results of
operations or cash flows of the Company as all start-up costs previously
capitalized had been expensed in prior periods.
FORWARD LOOKING STATEMENTS
The statements in this Management's Discussion and Analysis which are not
based on historical fact are forward looking statements that are made pursuant
to the Safe Harbor provisions of the Private Securities Litigation Reform Act of
1995. The statements are subject to risks and uncertainties, including, but not
limited to increased competition, both in Nevada and other jurisdictions,
dependence on the Las Vegas area and the Southern California region for a
majority of the Company's customers and uncertainties associated with
construction projects, including the related disruption of operations and the
availability of financing, if necessary.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Not Applicable.
11
<PAGE>
PART II. OTHER INFORMATION
Item 1: Legal Proceedings.
-----------------
None.
Item 2: Changes in Securities.
---------------------
None.
Item 3: Defaults Upon Senior Securities.
-------------------------------
None.
Item 4: Submission of Matters to a Vote of Security Holders.
---------------------------------------------------
None.
Item 5: Other Information.
-----------------
None.
Item 6: Exhibits and Reports on Form 8-K:
--------------------------------
(a) Exhibits.
27. Financial Data Schedule.
(b) Reports on Form 8-K.
There were no reports filed on Form 8-K during the three months
ended March 31, 1998.
12
<PAGE>
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Quarterly Report on Form 10-Q to be signed on
its behalf by the undersigned thereunto duly authorized.
Date: May 15, 1998 COAST RESORTS, INC., a Nevada corporation
By: /s/ Gage Parrish
--------------------------------------
Gage Parrish
Vice President and Chief Financial
Officer
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-1998 DEC-31-1997
<PERIOD-START> JAN-01-1998 JAN-01-1997
<PERIOD-END> MAR-31-1998 MAR-31-1997
<CASH> 36,246 29,430
<SECURITIES> 0 0
<RECEIVABLES> 5,594 5,617
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 60,165 53,022
<PP&E> 304,935 307,151
<DEPRECIATION> 0 0
<TOTAL-ASSETS> 371,570 366,619
<CURRENT-LIABILITIES> 50,341 47,355
<BONDS> 205,308 207,173
0 0
0 0
<COMMON> 15 15
<OTHER-SE> 96,814 94,424
<TOTAL-LIABILITY-AND-EQUITY> 371,570 366,619
<SALES> 81,014 72,379
<TOTAL-REVENUES> 81,014 72,379
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 70,575 69,780
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 6,639 5,553
<INCOME-PRETAX> 3,800 (2,954)
<INCOME-TAX> 1,402 (861)
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 2,398 (2,093)
<EPS-PRIMARY> 1.60 (1.40)
<EPS-DILUTED> 1.60 (1.40)
</TABLE>
