<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
/X/ Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
for Quarterly Period Ended September 30, 1996
-OR-
/ / Transaction Report Pursuant to Section 13 or 15(d)
of the Securities And Exchange Act of 1934
for the transaction period from _________ to________
- --------------------------------------------------------------------------------
Commission File Number 0-9789
- --------------------------------------------------------------------------------
Premier Parks Inc.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 73-6137714
- --------------------------------------------------------------------------------
(State of other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
11501 Northeast Expressway, Oklahoma City, OK 73131
- --------------------------------------------------------------------------------
(Address of principal executive offices, Zip Code)
(405) 478-2414
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(Registrant's telephone number, including area code)
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
--- ---
Indicate the number of shares outstanding of each of the issuer's classes
of common stock as of the latest practicable date:
At September 30, 1996 Premier Parks Inc. had outstanding 11,357,232 shares
of common stock, par value $.05 per share.
<PAGE>
ITEM 1. FINANCIAL STATEMENTS
PREMIER PARKS INC.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
September 30, December 31,
1996 1995
(Unaudited)
------------- -------------
ASSETS
Current assets:
Cash and cash equivalents $ 73,766 $ 28,787
Accounts receivable 8,409 965
Inventories 3,460 2,904
Prepaid expenses 1,906 2,352
-------------- ------------
Total current assets 87,541 35,008
Other assets:
Deferred charges 4,448 4,839
Deposits and other 7,125 4,229
-------------- ------------
Total other assets 11,573 9,068
Property and equipment, at cost 155,260 125,906
Less accumulated depreciation 15,107 9,905
-------------- ------------
Total property and equipment 140,153 116,001
Intangible assets 13,475 13,471
Less accumulated amortization 628 230
-------------- ------------
12,847 13,241
-------------- ------------
Total assets $ 252,114 $ 173,318
-------------- ------------
-------------- ------------
<PAGE>
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
PREMIER PARKS INC.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
(Unaudited)
------------- ------------
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 6,378 $ 6,361
Accrued interest payable 1,386 4,158
Current portion of long-term debt - 56
Current portion of capitalized lease obligations 1,054 1,009
------------- -------------
Total current liabilities 8,818 11,584
Long-term debt and capitalized lease obligations:
Capitalized lease obligation 2,350 3,213
Long-term debt - Senior notes 90,000 90,000
------------- -------------
Total long-term debt and capitalized lease
obligations 92,350 93,213
Other long-term liabilities 3,234 3,465
Deferred income taxes 26,138 19,145
------------- -------------
Total liabilities 130,540 127,407
------------- -------------
Stockholders' equity
Preferred stock - 200
Common stock 568 244
Capital in excess of par 144,288 79,261
Accumulated deficit (22,593) (33,105)
------------- -------------
122,263 46,600
Less treasury stock, at cost 689 689
------------- -------------
Total stockholders' equity 121,574 45,911
------------- -------------
Total liabilities and stockholders' equity $ 252,114 $ 173,318
------------- -------------
------------- -------------
</TABLE>
<PAGE>
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
PREMIER PARKS INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
1996 1995
------------- ------------
<S> <C> <C>
REVENUE:
Theme park admissions $ 38,970 $ 20,263
Theme park food, merchandise, and other 50,822 18,508
------------- ------------
TOTAL REVENUE 89,792 38,771
COSTS AND EXPENSES:
Operating expenses 32,897 15,640
Selling, general and administrative 15,363 6,833
Costs of products sold 10,685 4,333
Depreciation and amortization 5,599 2,258
------------- ------------
TOTAL COST AND EXPENSES 64,544 29,064
Income from operations 25,248 9,707
OTHER INCOME (EXPENSE)
Interest expense, net (7,657) (3,101)
Other expense, net (59) (87)
------------- ------------
TOTAL OTHER INCOME (EXPENSE) (7,716) (3,188)
Income before income taxes and extraordinary loss 17,532 6,519
Provision for income tax expense 7,020 2,563
------------- ------------
Net income before extraordinary loss 10,512 3,956
Extraordinary loss - early extinguishment of debt - (140)
------------- ------------
NET INCOME $ 10,512 $ 3,816
------------- ------------
------------- ------------
NET INCOME APPLICABLE TO COMMON STOCK $ 9,909 $ 3,816
------------- ------------
------------- ------------
Per share amounts
NET INCOME PER SHARE - PRIMARY 1.24 1.05
------------- ------------
------------- ------------
NET INCOME PER SHARE - FULLY DILUTED 1.11 0.79
------------- ------------
------------- ------------
Average shares outstanding - primary 7,972,227 3,622,414
------------- ------------
------------- ------------
Average shares outstanding - fully diluted 9,431,644 5,266,035
------------- ------------
------------- ------------
</TABLE>
<PAGE>
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
PREMIER PARKS INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
1996 1995
------------- -------------
<S> <C> <C>
REVENUE:
Theme park admissions $ 24,758 $ 14,587
Theme park food, merchandise, and other 35,651 14,816
------------- -------------
TOTAL REVENUE 60,409 29,403
COSTS AND EXPENSES:
Operating expenses 15,496 9,757
Selling, general and administrative 6,198 3,593
Costs of products sold 7,392 3,506
Depreciation and amortization 2,206 1,147
------------- -------------
TOTAL COST AND EXPENSES 31,292 18,003
Income from operations 29,117 11,400
OTHER INCOME (EXPENSE)
Interest expense, net (2,024) (1,718)
Other expense, net (18) (48)
------------- -------------
TOTAL OTHER INCOME (EXPENSE) (2,042) (1,766)
Income before income taxes and extraordinary loss 27,075 9,634
Provision for income tax expense 10,837 3,806
------------- -------------
Net income before extraordinary loss 16,238 5,828
Extraordinary loss - early extinguishment of debt - (140)
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NET INCOME $ 16,238 $ 5,688
------------- -------------
------------- -------------
NET INCOME APPLICABLE TO COMMON STOCK $ 16,238 $ 5,688
------------- -------------
------------- -------------
Per share amounts
NET INCOME PER SHARE - PRIMARY 1.43 1.38
------------- -------------
------------- -------------
NET INCOME PER SHARE - FULLY DILUTED 1.39 0.95
------------- -------------
------------- -------------
Average shares outstanding - primary 11,357,232 4,114,838
------------- -------------
------------- -------------
Average shares outstanding - fully diluted 11,684,180 6,069,675
------------- -------------
------------- -------------
</TABLE>
<PAGE>
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
PREMIER PARKS INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
1996 1995
-------------- ------------
<S> <C> <C>
Cash flow from operating activities:
Net Income $ 10,512 $ 3,816
Adjustments to reconcile net income to net cash
provided by operating activities
Depreciation and amortization 5,599 2,258
Amortization of debt issuance costs 523 136
(Increase) decrease in accounts receivable (7,444) 1,717
Increase in deferred income taxes 6,993 2,561
(Increase) decrease in inventories and prepaid expenses (110) 861
(Increase) decrease in deposits and other (2,858) 1,241
(Decrease) in accounts payable, accrued expenses, (221) (250)
and other liabilities
Increase (decrease) in accrued interest payable (2,772) 1,314
-------------- -------------
Total adjustments (290) 9,978
-------------- -------------
Net cash provided by operating activities 10,222 13,794
-------------- -------------
Cash flow from investing activities:
Additions to property and equipment (29,290) (6,501)
Net cash proceeds from issuance of common stock 65,151 -
Acquisition of Funtime, Inc., net of cash acquired (58,617)
Other investments (38) (49)
-------------- -------------
Net cash provided by (used in) investing activities 35,823 (65,167)
-------------- -------------
Cash flow from financing activities:
Repayment of long-term debt (938) (17,060)
Proceeds from borrowings - 93,176
Proceeds from issuance of preferred stock - 20,000
Payment of debt issuance costs (128) (4,531)
-------------- -------------
Net cash provided by (used in ) financing activities (1,066) 91,585
-------------- -------------
Increase in cash and cash equivalents 44,979 40,212
Cash and cash equivalents at beginning of period 28,787 1,366
-------------- -------------
Cash and cash equivalents at end of period $ 73,766 $ 41,578
-------------- -------------
-------------- -------------
</TABLE>
<PAGE>
PART I - FINANCIAL INFORMATION (Continued)
Item 1 Financial Statements (Continued)
----------------------------------------
PREMIER PARKS INC.
NOTES TO FINANCIAL STATEMENTS
September 30, 1996
1. Management's Discussion and Analysis of Financial Condition and Results
of Operations which follows these notes contains additional information
on the results of operations and the financial position of the Company.
Those comments should be read in conjunction with these notes. The
Company's annual report on Form 10-K for the year ended December 31, 1995
includes additional information about the Company, its operations and its
financial position, and should be read in conjunction with this quarterly
report on Form 10-Q.
2. The information furnished in this report reflects all adjustments which
are, in the opinion of management, necessary to present a fair statement
of the results for the periods presented.
3. Results of operations for the nine month and three month periods ended
September 30, 1996 are not necessarily indicative of the results expected
for the full year. In particular, the Company's theme park operations
contribute most of their annual revenue during the period from Memorial
Day to Labor Day each year.
4. The Company acquired Funtime Parks, Inc. ("Funtime"), a company owning
three regional theme parks, on August 15, 1995 for approximately
$60 million in cash with an additional amount of approximately $5.4
million paid to the former shareholders as a post closing adjustment
related to the operating cash flows of the former Funtime parks after the
acquisition (the "Funtime Acquisition"). The Funtime Acquisition was
accounted for as a purchase. The allocation of the purchase price was
determined based upon estimates of fair value as determined by
independent appraisal. In connection with the Funtime Acquisition, the
Company issued $90 million aggregate principal amount of 12% Senior
Notes due 2003 ("Notes") and $20 million of convertible preferred shares
and converted approximately $9 million of previously existing indebtedness
into Company common shares. Except in the case of a change of control
(as defined in the indenture relating to the Notes) and certain other
circumstances, no principal payment on the Notes is due and payable prior
to maturity (August 15, 2003). The accompanying financial statements for
the nine and three month periods ended September 30, 1995 reflect only
45 days of activities of the parks acquired in the Funtime Acquisition.
The accompanying financial statements for the nine and three month
periods ended September 30, 1996 reflect the activities of those parks
for the full periods.
<PAGE>
The following is the summarized pro forma results of operations for the nine and
three months ended September 30, 1995 assuming that the Funtime Acquisition and
related transactions occurred as of the beginning of the period.
THE COMPANY
UNAUDITED PRO FORMA COMBINED STATEMENT OF OPERATIONS
Nine months Ended September 30, 1995
(In Thousands)
<TABLE>
<CAPTION>
Historical Historical Historical Pro Forma Company
Premier 1 Funtime 2 Combined Adjustments Pro Forma
---------- ---------- ---------- ----------- ---------
<S> <C> <C> <C> <C> <C>
Revenues:
Theme park admissions $ 20,263 $ 15,875 $ 36,138 $ 0 $ 36,138
Theme park food,
merchandise, and other 18,508 22,408 40,916 260 41,176
---------- ---------- --------- ---------- ---------
Total revenue 38,771 38,283 77,054 260 77,314
---------- ---------- --------- ---------- ---------
Expenses:
Operating expenses 15,640 16,576 32,216 (735) 31,481
Selling, general and
administrative 6,833 5,992 12,825 (1,125) 11,700
Costs of products sold 4,333 5,036 9,369 0 9,369
Depreciation and
amortization 2,258 4,145 6,403 (1,726) 4,677
---------- ---------- --------- ---------- ---------
Total cost and expenses 29,064 31,749 60,813 (3,586) 57,227
---------- ---------- --------- ---------- ---------
Operating income 9,707 6,534 16,241 3,846 20,087
Interest expense, net (3,101) (3,062) (6,163) (2,475) (8,638)
Other income (expense) (87) 0 (87) 0 (87)
---------- ---------- --------- ---------- ---------
Total other income (expense) (3,188) (3,062) (6,250) (2,475) (8,725)
---------- ---------- --------- ---------- ---------
Earnings before income
taxes and extraordinary loss 6,519 3,472 9,991 1,371 11,362
Income taxes 2,563 1,354 3,917 642 4,559
---------- ---------- --------- ---------- ---------
Earnings before extraordinary loss 3,956 2,118 6,074 729 6,803
Extraordinary loss - early
extinguishment of debt, net of tax (140) 0 (140) 0 (140)
---------- ---------- --------- ---------- ---------
Net income $ 3,816 $ 2,118 $ 5,934 $ 729 $ 6,663
---------- ---------- --------- ---------- ---------
---------- ---------- --------- ---------- ---------
</TABLE>
1. Includes results of parks acquired in the Funtime Acquisition from August
15 forward.
2. Includes results of parks acquired in the Funtime Acquisition from January
1 to August 14.
<PAGE>
THE COMPANY
UNAUDITED PRO FORMA COMBINED STATEMENT OF OPERATIONS
Three months Ended September 30, 1995
(In Thousands)
<TABLE>
<CAPTION>
Historical Historical Historical Pro Forma Company
Premier 1 Funtime 2 Combined Adjustments Pro Forma
---------- ---------- -------- ----------- ---------
<S> <C> <C> <C> <C> <C>
Revenues:
Theme park admissions $ 14,587 $ 9,680 $ 24,267 $ 0 $ 24,267
Theme park food, merchandise, and other 14,816 13,450 28,266 173 28,439
---------- ---------- --------- ----------- ---------
Total revenue 29,403 23,130 52,533 173 52,706
---------- ---------- --------- ----------- ---------
Expenses:
Operating expenses 9,757 6,039 15,796 (390) 15,406
Selling, general and administrative 3,593 2,533 6,126 (375) 5,751
Costs of products sold 3,506 2,953 6,459 0 6,459
Depreciation and amortization 1,147 829 1,976 (2,477) (501)
---------- ---------- --------- ----------- ---------
Total cost and expenses 18,003 12,354 30,357 (3,242) 27,115
---------- ---------- --------- ----------- ---------
Operating income 11,400 10,776 22,176 3,415 25,591
Interest expense, net (1,718) (321) (2,039) (1,641) (3,680)
Other income (expense) (48) (4) (52) 0 (52)
---------- ---------- --------- ----------- ---------
Total other income (expense) (1,766) (325) (2,091) (1,641) (3,732)
---------- ---------- --------- ----------- ---------
Earnings before income taxes
and extraordinary loss 9,634 10,451 20,085 1,774 21,859
Income taxes 3,807 4,076 7,883 768 8,651
---------- ---------- --------- ----------- ---------
Earnings before extraordinary loss 5,827 6,375 12,202 1,006 13,208
Extraordinary loss - early
extinguishment of debt, net of tax (140) 0 (140) 0 (140)
---------- ---------- --------- ----------- ---------
Net income $ 5,687 $ 6,375 $ 12,062 $ 1,006 $ 13,068
---------- ---------- --------- ----------- ---------
---------- ---------- --------- ----------- ---------
</TABLE>
1. Includes results of parks acquired in the Funtime Acquisition from August
15 forward.
2. Includes results of parks acquired in the Funtime Acquisition from July 1
to August 14.
<PAGE>
PART I - FINANCIAL INFORMATION (Continued)
The amounts listed in the Pro Forma Adjustment columns reflect the effects
of contractual changes (concessionaire arrangements, employment
arrangements, insurance coverage and others) associated with the Funtime
Acquisition, as well as the additional depreciation and amortization and
interest expense, net from the Funtime Acquisition and relating funding
thereof, as if the transaction had occurred at the beginning of the
periods presented. No pro forma interest income from the approximate $30.0
million of net proceeds after the offerings and acquisition described
above has been reflected in interest expense, net.
5. On April 4, 1996, a majority of the Company's common and preferred
shareholders and the Company's board of directors approved a one-for-five
reverse stock split effective May 6, 1996. The par value of the common
stock was increased to $.05 per share from $.01 per share. Additionally,
the authorized common shares of the Company were reduced to 30,000,000.
The accompanying consolidated financial statements and notes to the
consolidated financial statements reflect the reverse stock split as if it
had occurred as of the earliest date presented.
6. In June 1996, the Company issued 3,938,750 common shares in a public
offering for cash in the amount of approximately $70.9 million. In
connection with that issuance, all of the Company's outstanding preferred
shares, together with all accrued dividends thereon, were converted into a
total of 2,560,928 common shares.
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations
---------------------------------------------------------
GENERAL
The Company's revenue is derived principally from the sale of tickets for
entrance to its parks and the sale of food, merchandise, games and attractions
inside its parks and other income. The Company's principal costs of operations
include salaries and wages, fringe benefits, advertising, outside services,
maintenance, utilities and insurance. The Company's expenses are relatively
fixed. Costs for full-time employees, maintenance, utilities, advertising and
insurance do not vary significantly with attendance, thereby providing the
Company with a significant degree of operating leverage as attendance increases.
The Company believes that significant opportunities exist to acquire
additional theme parks. (See discussion of pending acquisitions under
Liquidity, Capital Commitments and Resources.) In addition, the Company intends
to continue its on-going expansion of its rides and attractions and overall
improvement of its existing parks to maintain and enhance the appeal of its
parks.
The Unaudited Consolidated Statement of Operations for the nine month and
three month periods included in the Company's financial statements reflects the
results of the parks acquired in the Funtime Acquisition (the "New Parks") for
1996 and for the forty five day period in 1995 commencing August 15. The
Unaudited Pro Forma Combined Statement of Operations for the nine months and
three months ended September 30, 1995 included in Note 4 of the Notes to the
Financial Statements reflect the results of the New Parks for the full period.
The following
<PAGE>
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations
---------------------------------------------------------
GENERAL - CONTINUED
discussion of the nine month and three month periods ended September 30, 1996
and 1995 includes discussion of the results of the New Parks for the full period
in both years.
RESULTS OF OPERATIONS
NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
Operating revenues:
Operating revenues were $89.8 million in the nine months ended September
30, 1996 compared to $38.8 million in the first nine months of 1995, and to
combined actual revenues for all six parks of $77.1 million, and combined pro
forma revenues for all six parks of $77.3 million, in the first nine months of
1995. This 16.5% increase over combined actual same period 1995 revenues is
attributable to combined increased attendance (15.0%) and per capita spending
(5.9%) at the parks and increased sponsorship revenues, as well as increased
season pass sales at several parks, and increased campground revenues at Darien
Lake (one of the New Parks) and income from the new contractual arrangements at
the Darien Lake Performance Arts Center.
Operating expenses:
Operating expenses increased during the first nine months of 1996 to $32.9
million from $15.6 million reported in 1995, and from $32.2 million combined
actual operating expenses and $31.5 million pro forma combined operating
expenses for the first nine months of 1995. This 4.4% increase over pro forma
combined operating expenses is mainly due to additional staffing related
to the increased attendance levels and increased pay rates, offset to some
extent by a decrease in equipment rental expense due to the purchase of
equipment that had been leased during 1995.
Selling, general and administrative:
Selling, general and administrative expenses were $15.4 million in the first
nine months of 1996, compared to $6.8 million reported, and $12.8 million
combined actual and $11.7 million pro forma combined selling, general and
administrative expenses for 1995. This $3.7 million increase over 1995 pro
forma combined expenses relates primarily to increased advertising and
marketing expenses to promote the newly owned parks and the new rides and
attractions at all of the parks, increased sales taxes arising from increased
volume generally, increased property taxes and professional services and
additional staff added at the corporate level.
<PAGE>
PART I - FINANCIAL INFORMATION (Continued)
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations
---------------------------------------------------------
RESULTS OF OPERATIONS - (CONTINUED)
Costs of Products sold:
Costs of products sold were $10.7 million for the first nine months of 1996.
This compares to $4.3 million reported for the first nine months of 1995, and
$9.4 million combined (actual and pro forma) for the 1995 period. This $1.3
million or 13.8% increase over combined 1995 results is directly related to the
24.2% increase in food, merchandise, and other revenues.
Income from Operations:
As a result of the foregoing, income from operations for the nine months
ended September 30, 1996 increased to $25.2 million from $9.7 million reported
(a 160% increase), and from $16.2 million combined actual (a 55.6% increase),
and $20.0 million pro forma combined (a 25.4% increase)increase from operations
for 1995.
Depreciation and Interest expense, net:
Depreciation expense increased $3.3 million over reported 1995 results and
$0.9 million over pro forma combined depreciation and amortization expense in
1995. The increase over the pro forma combined 1995 expense is a result of the
ongoing capital program at the Company's theme parks. Interest expense, net
increased $4.5 million as a result of interest on the Notes. Interest expense,
net was $0.9 million less than pro forma combined interest expense, net for the
1995 nine month period as a result of interest income which was ignored in the
pro forma tabulations.
THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
Operating revenues:
Operating revenues were $60.4 million in the three month period ended
September 30, 1996 compared to $29.4 million reported, $52.5 million combined
actual and $52.7 million pro forma combined revenues in the three month period
ended September 30, 1995. This $7.9 million (15.0%) increase over combined
actual same period 1995 revenues is attributable to combined increased
attendance (8.8%) and per capita spending (5.7%) at the parks and increased
sponsorship revenues, as well as increased season pass sales at several parks,
and increased campground revenues at Darien Lake, and income from the new
contractual arrangements at the Darien Lake Performance Arts Center.
<PAGE>
PART I - FINANCIAL INFORMATION (Continued)
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations
---------------------------------------------------------
RESULTS OF OPERATIONS - (CONTINUED)
Operating expenses:
Operating expenses during the three months ended September 30, 1996 were
$15.5 million. This compares to $9.8 million reported, $15.8 million combined
actual and $15.4 million pro forma combined operating expenses for same period
1995. This $0.3 million decrease in operating expenses from combined actual
expenses in 1995 arises as a result of reduced equipment rental expenses due to
the purchase of equipment that had been leased during 1995.
Selling, general and administrative:
Selling, general and administrative expenses were $6.2 million in the three
months ended September 30, 1996, compared to $3.6 million reported, $6.1 million
combined actual and $5.8 million pro forma combined selling, general and
administrative expenses during 1995. This $0.1 million increase over 1995
combined actual is attributable to increased marketing expenses and the
additional staff added at the corporate level.
Costs of Products sold:
Costs of products sold were $7.4 million for the three months ended
September 30, 1996. This compares to $3.5 million reported and $6.5 million pro
forma and actual for the three months ended September 30, 1995. This $0.9
million or 15.6% increase over combined 1995 results is directly related to the
25.3% increase in food, merchandise, and other revenues.
Income from Operations:
As a result of the foregoing, income from operations for the three month
period ended September 30 increased to $29.1 million from $11.4 million reported
(a 155.3% increase), $22.2 million combined actual (a 31.1% increase) and $25.6
million pro forma combined (a 13.7% increase) for 1995.
Depreciation and interest expense, net:
Depreciation expense increased to $2.2 million, as compared to $1.1 million
reported, $2.0 million combined actual and ($0.5) million pro forma combined for
1995. Interest expense, net remained flat with 1995.
Because of the seasonal nature of the Company's theme park operations, most
of the Company's revenues are generated from Memorial Day to Labor Day.
<PAGE>
PART I - FINANCIAL INFORMATION (Continued)
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations
---------------------------------------------------------
LIQUIDITY, CAPITAL COMMITMENTS AND RESOURCES
At September 30, 1996, the Company's indebtedness (including capitalized
leases) aggregated $93.4 million, of which approximately $1.1 million matures
prior to September 30, 1997. Substantially all of the Company's existing
indebtedness is represented by the Notes which require annual interest payments
of $10.8 million. Except in the case of a change of control of the Company and
certain other circumstances, no principal payments are due on the Notes until
August 15, 2003, the maturity date.
Borrowings under the Senior Credit Facility, which was entered into at the time
of the Funtime Acquisition, are secured by substantially all of the Company's
assets (other than real estate), including the capital stock of its
subsidiaries. The Senior Credit Facility has an aggregate availability of $20.0
million. At September 30, 1996, there was no amount borrowed under the
Facility which had not been repaid. Interest rates per annum thereunder are
equal to Chemical Bank's Alternative Base Rate plus 0.25% or the London
Interbank Offering Rate plus 3.00%. The Senior Credit Facility matures August
15, 1998. Under the Senior Credit Facility, the Company is required to repay in
full the principal balance for at least 45 consecutive days during the period
from July 1 to November 1 of each year.
In June 1996, the Company concluded a public offering in which it sold
3,938,750 shares of its $.05 par value common stock at $18.00 per share. The
net proceeds of this offering will be used in the Company's continuing effort to
acquire additional facilities as well as fund capital improvements at and
expansions of the existing parks and newly acquired facilities. To this end,
the Company has entered into two separate purchase contracts this quarter. The
Company has agreed to purchase the assets of Great Escape and Splash Water
Kingdom Fun Park in Lake George, New York (a combined theme and water park) for
a cash purchase price of $33.0 million, and to purchase the assets of Elitch
Gardens Amusement Park in Denver, Colorado for a purchase price of $62.5
million, payable by assumption of up to $34.0 million in debt and the
balance in a combination of cash and stock. The Company has also signed an
acquisition contract since September 30th for the purchase of the assets of
Waterworld USA water parks in Sacramento and Concord, California and a related
family entertainment center in Sacramento, California, for a total cash purchase
price of $17.25 million.
The Company expects that its currently available cash, additional cash
generated from operations, and funds available from borrowing facilities which
it is currently finalizing will be adequate to meet its currently anticipated
working capital and debt service requirements, as well as the acquisitions
described above, and to fund planned capital expenditures for the 1997
season, both at its existing and the parks to be acquired described above.
The Company's liquidity could be adversely affected by any event or condition,
such as inclement weather that significantly reduces attendance at any of its
parks.
<PAGE>
SIGNATURES
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 thereunto duly authorized.
Premier Parks Inc.
-----------------------
(Registrant)
/s/Kieran E. Burke
-----------------------
Kieran E. Burke
Chairman/
Chief Executive Officer
October 22, 1996 /s/Richard R. Webb
- ----------------- -----------------------
Date Richard R. Webb
Vice President/Accounting
<PAGE>
PART II - OTHER INFORMATION
ITEMS 1- 5
Not applicable
ITEM 6 Exhibits and Reports on Form 8-K.
(a) EXHIBITS
27. Financial Data Schedule
(b) REPORTS ON FORM 8-K
None
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<CIK> 0000701374
<NAME> PREMIER PARKS INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 73,766
<SECURITIES> 0
<RECEIVABLES> 8,409
<ALLOWANCES> 0
<INVENTORY> 3,460
<CURRENT-ASSETS> 87,541
<PP&E> 155,260
<DEPRECIATION> 15,107
<TOTAL-ASSETS> 252,114
<CURRENT-LIABILITIES> 8,818
<BONDS> 92,350
0
0
<COMMON> 568
<OTHER-SE> 121,006
<TOTAL-LIABILITY-AND-EQUITY> 252,114
<SALES> 89,792
<TOTAL-REVENUES> 89,792
<CGS> 10,685
<TOTAL-COSTS> 10,685
<OTHER-EXPENSES> 53,859
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 7,657
<INCOME-PRETAX> 17,532
<INCOME-TAX> 7,020
<INCOME-CONTINUING> 10,512
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,512
<EPS-PRIMARY> 1.24
<EPS-DILUTED> 1.11
</TABLE>
