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 1-11569
------------------------------------------
RIO HOTEL & CASINO, INC.
- -----------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Nevada 95-3671082
-------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3700 West Flamingo Road, Las Vegas, Nevada 89103
- -----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(702) 252-7733
- -----------------------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
- -----------------------------------------------------------------
(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
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date.
24,761,183 shares of Common Stock, $0.01 par value as of
May 6, 1998
- -----------------------------------------------------------------
<PAGE>
FORM 10-Q
TABLE OF CONTENTS
PAGE
NUMBER
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements 3
Consolidated Balance Sheets 3
Consolidated Statements of Income 4
Consolidated Statements of Cash Flows 5
Supplemental Disclosure of Cash Flow
Information 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 8
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 2. Changes in Securities 11
Item 3. Defaults Upon Senior Securities 11
Item 4. Submission of Matters to a Vote of Security
Holders 11
Item 5. Other Information 11
Item 6. Exhibits and Reports on Form 8-K 11
SIGNATURE 12
EXHIBIT INDEX 13
2
<PAGE>
[CAPTION]
<TABLE>
RIO HOTEL & CASINO, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
March 31, December 31,
1998 1997
----------------- -----------------
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 19,550,588 $ 22,241,976
Accounts receivable, net 30,432,785 28,177,480
Inventories 8,541,510 7,797,343
Prepaid expenses and other current assets 12,180,760 8,277,440
----------------- -----------------
Total current assets 70,705,643 66,494,239
----------------- -----------------
Property and equipment:
Land and improvements 90,257,690 85,713,088
Building and improvements 419,626,021 418,618,050
Equipment, furniture and improvements 90,960,318 82,792,652
Less: accumulated depreciation (88,394,992) (82,162,055)
----------------- -----------------
512,449,037 504,961,735
Construction in progress 25,038,732 5,354,757
----------------- -----------------
Net property and equipment 537,487,769 510,316,492
----------------- -----------------
Other assets, net 12,367,237 11,344,116
----------------- -----------------
$ 620,560,649 $ 588,154,847
================= =================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current maturities of long-term debt $ 2,846,746 $ 2,434,483
Accounts payable 11,764,759 11,440,103
Accrued expenses 26,371,326 23,554,336
Accounts payable - related party 8,569,854 2,808,488
Accrued interest 7,844,038 7,412,999
----------------- -----------------
Total current liabilities 57,396,723 47,650,409
----------------- -----------------
Non-current liabilities:
Long-term debt, less current maturities 263,082,754 250,522,894
Deferred income taxes 19,654,698 19,806,419
----------------- -----------------
Total non-current liabilities 282,737,452 270,329,313
----------------- -----------------
Total liabilities 340,134,175 317,979,722
----------------- -----------------
Stockholders' equity:
Common stock, $0.01 par value;
100,000,000 shares authorized;
24,776,941 and 24,643,141 shares
issued and outstanding 247,770 246,432
Additional paid-in capital 182,160,882 179,912,196
Retained earnings 98,017,822 90,016,497
----------------- -----------------
Total stockholders' equity 280,426,474 270,175,125
----------------- -----------------
$ 620,560,649 $ 588,154,847
================= =================
</TABLE>
See accompanying Notes to Consolidated Financial Statements
3
<PAGE>
[CAPTION]
<TABLE>
RIO HOTEL & CASINO, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended
--------------------------------------
March 31, 1998 March 31, 1997
------------------ ----------------
<S> <C> <C>
Revenues:
Casino $ 48,162,663 $ 33,012,359
Room 19,478,790 14,995,925
Food and beverage 32,886,676 23,253,604
Other 6,659,082 5,203,978
Casino promotional allowances (10,447,122) (6,538,281)
------------------ ----------------
96,740,089 69,927,585
------------------ ----------------
Expenses:
Casino 24,524,493 18,230,112
Room 5,712,102 4,191,490
Food and beverage 23,531,717 17,954,856
Other 4,062,934 2,863,254
Selling, general and administrative 13,598,868 9,014,196
Depreciation and amortization 6,620,841 5,367,613
Preopening cost - 11,200,000
------------------ ----------------
78,050,955 68,821,521
------------------ ----------------
Operating profit 18,689,134 1,106,064
Interest expense 6,088,622 4,919,405
------------------ ----------------
Income (loss) before income tax 12,600,512 (3,813,341)
Income tax benefit (provision) (4,599,187) 1,396,018
------------------ ----------------
Net income (loss) $ 8,001,325 $ (2,417,323)
================== ================
Earnings (loss) per common share:
Basic $ 0.32 $ (0.11)
================== ================
Diluted $ 0.32 $ (0.11)
================== ================
Weighted average number of common
shares outstanding:
Basic 24,716,139 21,191,104
Stock Options 399,553 297,930
------------------ ----------------
Diluted 25,115,692 21,489,034
================== ================
</TABLE>
See accompanying Notes to Consolidated Financial Statements
4
<PAGE>
[CAPTION]
<TABLE>
RIO HOTEL & CASINO, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
-----------------------------------
1998 1997
---------------- ----------------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 8,001,325 $ (2,417,323)
Adjustments to reconcile net income (loss) to net
cash provided by operating activities:
Compensation expense recognized from
stock option grant 28,720 28,871
Depreciation and amortization 6,620,841 5,367,613
Provision for uncollectible accounts (7,472,601) 136,043
Deferred income taxes (472,273) (936,851)
(Increase) decrease in assets:
Accounts receivable 5,217,296 (3,551,494)
Inventories (744,167) (676,623)
Prepaid expenses and other current assets (3,727,441) (1,947,831)
Other, net (1,153,192) 631,280
Increase (decrease) in liabilities:
Accounts payable (7,578,607) 2,845,833
Accrued expenses 11,437,824 4,567,255
Accrued interest 431,039 (1,976,990)
---------------- ----------------
Net cash provided by operating activities 10,588,764 2,069,783
---------------- ----------------
Cash flows from investing activities:
Purchase of land and improvements (4,544,602) (4,640,874)
Purchase of equipment, furniture and
improvements (23,126,870) (30,263,951)
Funds advanced for purchase of interest in golf
course - (5,180,196)
---------------- ----------------
Net cash used in investing activities (27,671,472) (40,085,021)
---------------- ----------------
Cash flows from financing activities:
Proceeds from borrowings 33,000,000 37,000,000
Net proceeds from issuance of senior
subordinated notes - 121,562,500
Net proceeds from common stock issuance 1,503,725 195,500
Payments on notes and loans payable (20,112,405) (112,055,794)
---------------- ----------------
Net cash provided by financing activities 14,391,320 46,702,206
---------------- ----------------
Net increase (decrease) in cash and cash equivalents (2,691,388) 8,686,968
Cash and cash equivalents, beginning of period 22,241,976 10,623,094
---------------- ----------------
Cash and cash equivalents, end of period $19,550,588 $ 19,310,062
================ ================
</TABLE>
See accompanying Notes to Consolidated Financial Statements
5
<PAGE>
[CAPTION]
<TABLE>
RIO HOTEL & CASINO, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
(Unaudited)
Three Months Ended
March 31,
---------------------------------
1998 1997
-------------- --------------
<S> <C> <C>
Cash payments made for interest, net of
capitalized interest $ 5,292,230 $ 6,579,425
============== ==============
Cash payments made for income taxes $ 2,000,000 $ -
============== ==============
Non-cash financing and investing activities:
Purchase of property and equipment financed
through payables $ 8,569,854 $ 15,785,501
============== ===============
Tax benefit arising from exercise of stock
options under the Company's Non-Statutory
and Long Term Incentive Stock Option Plans $ 717,579 $ 117,862
============== ===============
</TABLE>
See accompanying Notes to Consolidated Financial Statements
6
<PAGE>
RIO HOTEL & CASINO, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 - BASIS OF PRESENTATION
The consolidated financial statements include the accounts
of Rio Hotel & Casino, Inc. and its wholly owned
subsidiaries Rio Properties, Inc. ("Rio Properties" which
owns and operates the Rio Suite Hotel & Casino [the "Rio"]
in Las Vegas, Nevada), Rio Development Company, Inc., Rio
Resort Properties, Inc., Rio Leasing, Inc. and Rio
Properties' wholly owned subsidiaries, HLG, Inc. and
Cinderlane, Inc. (collectively the "Company").
All significant intercompany balances and transactions have
been eliminated in consolidation.
The consolidated balance sheet as of March 31, 1998 and the
related consolidated statements of income for the three
month periods ended March 31, 1998 and 1997 and consolidated
statements of cash flows for the three month periods ended
March 31, 1998 and 1997 are unaudited but, in the opinion of
management, reflect all adjustments necessary for a fair
presentation of results for such periods. The results of
operations for an interim period are not necessarily
indicative of the results for the full year. The
consolidated financial statements should be read in
conjunction with the consolidated financial statements and
notes thereto contained in the Company's annual report on
Form 10-K for the year ended December 31, 1997.
NOTE 2 - LONG-TERM DEBT
On February 24, 1998, the Company's credit line with a
consortium of banks was amended and restated, increasing the
amount available from $190.0 million to $275.0 million.
Loan costs will be reduced pursuant to the amended and
restated terms of the new agreement, and a mechanism has
been provided whereby the amount available under the credit
line may be increased by an additional $25.0 million.
NOTE 3 - REPORTING ON THE COSTS OF START-UP ACTIVITIES
In April 1998, the Accounting Standards Executive Committee
of the American Institute of Certified Public Accountants
issued Statement of Position No. 98-5 "Reporting on the
Costs of Start-up Activities" ("SOP 98-5"). The provisions
of SOP 98-5 are effective for fiscal years beginning after
December 15, 1998 and require that the costs associated with
start-up activities (including preopening expenses of
casinos) be expensed as incurred.
The Company currently capitalizes preopening costs and
writes off such costs in the period in which the related
facility opens. The Company will adopt the provisions of
SOP 98-5 effective January 1, 1999, and all capitalized
preopening costs related to the Company's current expansion
activities will be written off and reflected as a cumulative
effect of a change in accounting principle, net of income
tax, in its 1999 first quarter financial statements.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSES OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
STATEMENT ON FORWARD-LOOKING INFORMATION
Certain information included herein contains statements that
may be considered forward-looking statements within the meaning
of the Section 21E of the Securities Exchange Act of 1934, such
as statements relating to plans for future expansion, capital
spending and financing sources. Such forward-looking information
involves important risks and uncertainties that could
significantly affect anticipated results in the future and,
accordingly, such results may differ from those expressed in any
forward-looking statements made herein. These risks and
uncertainties include, but are not limited to, those relating to
construction activities, dependence on existing management,
gaming regulations (including actions affecting licensing),
leverage and debt service (including sensitivity to fluctuations
in interest rates), issues related to the Year 2000, domestic or
global economic conditions and changes in federal or state tax
laws or the administration of such laws.
MATERIAL CHANGES IN RESULTS OF OPERATIONS
OVERVIEW
On February 7, 1997, the Company opened the Masquerade
Village and Tower, which consisted of five new restaurants,
21 retail shops, approximately 30,000 square feet of gaming
area, the "Masquerade Show in the Sky", an entertainment
event featuring parade floats with live entertainers
suspended from the Masquerade Village's ceiling, and
approximately 1,000 new suites, 447 of which were available
as of December 31, 1996.
THREE MONTHS ENDED MARCH 31, 1998 AND 1997
REVENUES. The Company's net revenues increased to
$96.7 million in the three months ended March 31, 1998 from
$69.9 million in the same period in the prior year, an
increase of $26.8 million or 38%. Casino revenues increased
$15.2 million, or 46%, to $48.2 million for the three months
ended March 31, 1998 compared to $33.0 million in the
three months ended March 31, 1997. Table game revenues were
$21.8 million for the three months ended March 31, 1998, an
increase of $8.1 million, or 59%, from the $13.7 million
reported in the same period in the prior year. The Company
experienced unusually low table game hold percentages of 14%
and 12% for the three months ended March 31, 1998 and 1997,
respectively, on table game handles of $182.2 million in the
1998 three month period and $111.7 million in the prior
year period. Increased customer traffic associated with the
Masquerade Village and Tower having been open for a year and
during the entire three months ended March 31, 1998, and an
increased emphasis by management on marketing to table game
customers with higher credit limits and average wagers are
considered to be the primary contributors to the increased
table game revenues. Slot machine revenues were $23.8
million in the first quarter of 1998, an increase of $5.9
million, or 33%, from 1997 first quarter revenues of $17.9
million. Other casino revenues, consisting of the race and
sports books, keno and poker increased $1.2 million, or
85%, to $2.6 million for the quarter ended March 31, 1998
from $1.4 million in the prior year period. The increase in
customer traffic associated with the Masquerade Village and
Tower expansion having been open for a year and for the full
three months ended March 31, 1998, together with increased
advertising and promotional efforts are considered to be the
primary reasons for the increase in slot machine and other
casino revenues.
Room revenues increased by $4.5 million, or 30%, to
$19.5 million in the three months ended March 31, 1998
from $15.0 million in the same period in the prior year.
The occupancy rate was 95.0% for the three months ended
March 31, 1998 compared to 93.2% in the prior year period,
with 40,908 more suites available and 42,072 more suites
being occupied during the three months ended March 31, 1998
than in the same period in 1997. The average room rate
increased from $89 for the three months ended March 31,
1997 to $93 in the current year's quarter.
8
<PAGE>
Food and beverage revenues increased $9.6 million, or
41%, to $32.9 million for the three months ended March 31,
1998 compared to $23.3 million in the three months ended
March 31, 1997. Management believes that having the five
restaurants and bars located in the Masquerade Village
open during the three months ended March 31, 1998, and
increased customers generated through the additional rooms
and the increased advertising and promotional programs
were the primary reasons for the increase. An increase
in the average food check also contributed to the increase
in food and beverage revenues.
Other revenues increased by $1.5 million to $6.7
million in the three months ended March 31, 1998 from $5.2
million in the prior year period. A decrease of $1.3
million in retail sales, which resulted from leasing to a
third party the gift shop and most other retail shops that
were previously operated by the Company, was offset by an
increase in showroom admissions of $1.3 million, an increase
of $0.6 million in shop rental income, golf course revenues
of $0.6 million, and increases in telephone and salon
revenues.
OPERATING MARGINS. Operating profit as a percentage of
net revenue was 19% for the three months ended March 31,
1998 and 18% before preopening expense for the prior year
quarter. The casino operating margin was $23.6 million, or
49%, for the three months ended March 31, 1998 compared
to $14.8 million, or 45%, in the same period in the prior
year. Casino expenses were $24.5 million for the three
months ended March 31, 1998 after a $6.3 million decrease
in the provision for doubtful accounts. Casino expenses in
the three months ended March 31, 1997 were $18.2 million.
Increased payroll and other volume related expenses,
including gaming taxes and casino marketing and promotional
costs, were the primary reasons for the increase in casino
expense when comparing the two periods. For the three
months ended March 31, 1998 and 1997, hotel operating
profits were 71% and 72%, respectively; food and beverage
operating profits were 28% and 23%, respectively; and other
operating department profit margins were 39% and 45%,
respectively. Management believes that the food and
beverage operating margin was positively impacted by an
increase in the average food check, volume related
purchasing and administrative efficiencies, and the
profitability of the VooDoo Cafe and Lounge which opened in
May 1997 and is located on the 40th and 41st floors of the
Masquerade Tower. The decrease in the operating profit
margin for other departments is primarily due to increased
showroom entertainment costs, expenses associated with the
operation of the "Masquerade Show in the Sky" which
commenced operations on February 7, 1997, and $0.7 million
in golf course operating expenses. Selling, general and
administrative expenses increased as a percentage of gross
revenue from 13% to 14% for the three months ended March 31,
1997 and 1998, respectively. Increases in payroll and
advertising and promotional expenses were the primary
contributors to the increase in selling, general and
administrative expenses, with increases in property taxes,
casualty insurance and utilities also being a factor.
PROMOTIONAL ALLOWANCES. Promotional allowances, which
represent the retail value of rooms, food, beverage and
other services provided to customers without charge, were
10% and 9% of total revenues for the three months ended
March 31, 1998 and 1997, respectively. Management believes
that this increase was primarily due to complimentary rooms,
food, beverage and other services being extended in
connection with the volume increase in table games.
DEPRECIATION AND AMORTIZATION. Depreciation and
amortization increased by $1.2 million, or 23%, to $6.6
million in the three months ended March 31, 1998 compared to
$5.4 million in the prior year's first quarter. This
increase is primarily attributable to depreciation and
amortization expense associated with the Masquerade Village
and Tower.
OTHER INCOME AND EXPENSE. Interest expense increased
by $1.2 million to $6.1 million in the three months ended
March 31, 1998 from $4.9 million in the same period in 1997.
Interest expense was reduced by $0.9 million and $2.5
million for the three month periods ended March 31, 1998 and
1997, respectively, due to interest being capitalized on the
Masquerade Village expansion in 1997 and, in 1998 on the
$200 million expansion project that commenced in October
1997 (the "Phase VI Expansion") that will include a new
parking structure, a state-of-the-art convention/event
facility, a new road that will provide additional access to
the Las Vegas Strip, a new Palazzo Suite complex and other
improvements to the Rio.
9
<PAGE>
NET INCOME. Net income for the three months ended
March 31, 1998 was $8.0 million, or $0.32 per common share
on a diluted basis, compared to a loss of $2.4 million,
or $.11 per common share on a diluted basis in the three
months ended March 31, 1997. In the prior year period, the
Company incurred $11.2 million ($7.1 million net of income
tax) associated with the opening of the Masquerade Village
and Tower. Adjusted on a pro forma basis for these
preopening expenses, net income for the three months ended
March 31, 1997 would have been $4.7 million, or $0.22 per
common share on a diluted basis.
IMPACT OF INFLATION
Absent changes in competitive and economic conditions or in
specific prices affecting the industry, the Company believes that
the hotel-casino industry may be able to maintain its operating
profit margins in periods of general inflation by increasing
minimum wagering limits for its games and increasing the prices
of its hotel rooms, food and beverage and other items, and by
taking action designed to increase the number of patrons. The
industry may be able to maintain growth in gaming revenues by the
tendency of customer gaming budgets to increase with inflation.
Changes in specific prices (such as fuel and transportation
prices) relative to the general rate of inflation may have a
material effect on the hotel-casino industry.
LIQUIDITY AND CAPITAL RESOURCES
On February 24, 1998, the Company's credit line with a
consortium of banks was amended and restated, increasing the
amount available from $190.0 million to $275.0 million and
reducing the interest rate. The amended and restated agreement
provides a mechanism whereby the amount available under the
credit line may be increased by an additional $25.0 million.
During the three months ended March 31, 1998, net cash
provided by operating activities was $10.6 million. Net cash
used in investing activities during the three months ended
March 31, 1998 was $27.7 million, including approximately $16.7
million related to the Phase VI Expansion, $2.1 million in land
acquisitions adjacent to the Rio and $3.7 million for the
improvements of the Rio Secco Golf Club, including the
construction of the clubhouse and golf school which will open in
the second quarter of 1998.
Based upon cash on hand, cash available through borrowings
under the $275.0 million line of credit, $244.0 million of which
was available as of March 31, 1998, and cash provided by
operations, the Company believes that it has adequate cash
available to fund real estate purchase commitments, the Phase VI
Expansion project, ongoing maintenance and upgrades and the
Company's operations.
10
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Several lawsuits were filed on September 18, 1997 and
October 15, 1997 against a number of entities, including the
Company, which have been consolidated by the Clark County,
Nevada, District Court (the "Nevada District Court") under the
designation, "Seven Hills Golf Course Litigation" (Case No.
A377455). These lawsuits arose out of the Company's purchase of
golf course property currently known as the Rio Secco Golf Club,
which the Company purchased as an amenity for the customers of
the Rio (the "Rio Customers"). Plaintiffs allege that the
Company violated the relevant CC&R's in purchasing the golf
course and is required to open the course to non-Rio Customers.
Plaintiffs are claiming that their interests run with the land,
which the Company denies. On October 28, 1997, the Company
issued a press release opening the golf course for play to non-
Rio Customers and, then, agreed to keep the course open to non-
Rio Customers pending final adjudication of the lawsuits as to
the Company. On January 6, 1998, the Nevada District Court
clarified the case management order to provide for a trial date
of September 14, 1998, at which time the issues of local, public
or private access to the golf course will be decided by the
court, along with all equitable issues in the case. Any and all
damage issues would be reserved for a later hearing. On March 9,
1998, the Nevada District Court certified a class consisting of
all present and future record owners of residential lots within
the Seven Hills Master-Planned Community with respect to the
issue of right of access. On April 3, 1998, the Nevada District
Court denied motions for summary judgment filed by plaintiffs in
the consolidated action on the issue of access to the golf course
and denied a motion for mandatory injunctive relief related to
the issues of fees for play on the golf course. Management
believes that the substantive allegations in the complaints are
without merit and that, aside from its own legal fees and
potential exposure for the legal fees of certain plaintiffs,
there is no liability or exposure for money damages from any of
the claims for relief brought against it. Accordingly,
management intends vigorously to defend the Company against all
allegations.
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
EXHIBIT NUMBER DESCRIPTION
27.01 Financial Data Schedule
(b) REPORT ON FORM 8-K
The Company filed a Form 8-K dated February 24, 1998 with
the Securities and Exchange Commission on March 10, 1997
reporting that the Company amended and restated its
revolving credit facility with the Amended and Restated
Credit Agreement (the "Amended Bank Loan") among
Rio Properties, Inc. ("Rio Properties") and Rio
11
<PAGE>
Leasing, Inc. ("Rio Leasing"), both Rio Properties and Rio
Leasing are wholly owned subsidiaries of the Company, and Bank of
America NT&SA as Agent and the other financial institutions party
thereto. The Amended Bank Loan amended and restated the Rio Bank
Loan increasing the funds available under the revolving credit
facility to $275 million, providing a mechanism whereby the
Company may borrow an additional $25 million above and beyond the
$275 million, and extending the maturity date to December 31,
2003. The Amended Loan Agreement is collateralized by a first
deed of trust on the real property, equipment and improvements of
Rio Leasing, Rio Properties and Rio Properties' subsidiaries and
is guaranteed by the Company. The Amended Bank Loan is a secured
reducing revolving credit facility to be used for making allowed
capital expenditures, funding working capital needs, and paying
for general corporate purposes.
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 thereunto duly authorized.
RIO HOTEL & CASINO, INC.
---------------------------------
(Registrant)
May 13, 1998 /s/ Ronald J. Radcliffe
- ---------------------- ---------------------------------
(Date) RONALD J. RADCLIFFE
Vice President, Treasurer and
Chief Financial Officer
(Duly Authorized Officer and
Principal Financial Officer)
12
<PAGE>
EXHIBIT INDEX
[CAPTION]
<TABLE>
<S> <C> <C>
EXHIBIT NUMBER DESCRIPTION Page Number
27.01 Financial Data Schedule 14
13
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 19,551
<SECURITIES> 0
<RECEIVABLES> 46,105
<ALLOWANCES> 15,672
<INVENTORY> 8,542
<CURRENT-ASSETS> 70,706
<PP&E> 625,883
<DEPRECIATION> 88,395
<TOTAL-ASSETS> 620,561
<CURRENT-LIABILITIES> 57,397
<BONDS> 265,929
0
0
<COMMON> 248
<OTHER-SE> 280,179
<TOTAL-LIABILITY-AND-EQUITY> 620,561
<SALES> 96,740
<TOTAL-REVENUES> 76,740
<CGS> 0
<TOTAL-COSTS> 78,051
<OTHER-EXPENSES> 0
<LOSS-PROVISION> (6,260)
<INTEREST-EXPENSE> 6,089
<INCOME-PRETAX> 12,601
<INCOME-TAX> 4,599
<INCOME-CONTINUING> 8,001
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,001
<EPS-PRIMARY> .32
<EPS-DILUTED> .32
</TABLE>
