18
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended April 28, 1996 Commission File Number 0-13055
S-K-I Limited
(Exact name of registrant as specified in its charter)
Delaware 03-0294233
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
Airport Exec. Plaza, Suite 5
PO Box 5494
West Lebanon, NH 03784
(Address of principal executive office) Zip Code
Registrant's telephone number, including area code 603-298-1183
______________________________________________________________________
(Former name, former address and former fiscal year, if changed
since last report.)
Indicate by checkmark 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, 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.
Class Outstanding at April 28, 1996
Common Stock $.10 Par Value 5,790,882
S-K-I LTD.
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION: Page No.
Item 1. Financial Statements
Consolidated Statement of Operations (Unaudited)
Three Months Ended April 28, 1996
and April 30,1995 3
Consolidated Statement of Operations (Unaudited)
Nine Months Ended April 28,1996
and April 30,1995 4
Consolidated Balance Sheet (Unaudited)
As of April 28,1996 and April 30,1995 5-6
Consolidated Balance Sheet
As of April 28,1996 (Unaudited) and
July 31,1995 7-8
Consolidated Statement of Cash Flows (Unaudited)
Nine Months Ended April 28,1996 and April 30,1995 9
Notes to (Unaudited) Condensed Consolidated Financial
Statements 10-12
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 13-16
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 17
Signature Page 18
S-K-I LTD.
Item 1. Financial Statements
Company or group of companies for which report is filed: S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.
Consolidated Statement of Operations For the Three Months Ended
April 28, 1996 April 30,1995
(Unaudited) (Unaudited)
Revenues $49,670,538 $50,460,547
Expenses:
Cost of operations including
wages, maintenance and supplies 19,172,818 17,642,230
Other taxes 3,282,542 3,306,317
Utilities 2,244,065 2,281,161
Insurance 2,373,557 2,663,976
Selling, general and
administrative expenses 5,580,089 4,919,402
Interest 646,383 1,136,806
Depreciation and amortization(Note 3) 5,223,730 6,918,678
Loss on sale of Bear Mountain(Note 2) 530,000
Total expenses 39,053,184 38,868,570
Income before provision for income taxes 10,617,354 11,591,977
Provision for income taxes (Note 3) 4,140,763 4,444,722
Net income before minority interest 6,476,591 7,147,255
Minority interest in net income of
consolidated subsidiary (494,790) (511,525)
Net income $5,981,801 $6,635,730
Net income per common share (Note 5) $ 1.03 $ 1.15
Retained earnings, beginning of period $ 45,340,240 $ 46,529,898
Add: net income 5,981,801 6,635,730
Retained earnings, end of period $ 51,322,041 $ 53,165,628
See accompanying Notes to (Unaudited) Condensed Consolidated Financial
Statements.
S-K-I LTD.
Item 1. Financial Statements
Company or group of companies for which report is filed: S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.
Consolidated Statement of Operations For the Nine Months Ended
April 28, 1996 April 30, 1995
(Unaudited) (Unaudited)
Revenues $106,751,742 $106,681,987
Expenses:
Cost of operations including
wages, maintenance and supplies 47,885,150 45,309,840
Other taxes 7,540,537 7,544,162
Utilities 7,465,058 7,623,646
Insurance 5,692,399 6,220,257
Selling, general and
administrative expenses 17,060,771 16,376,818
Interest 2,561,289 3,017,626
Depreciation and amortization(Note 3) 10,146,199 13,842,977
Loss on sale of Bear Mountain(Note 2) 4,736,646
Total expenses 103,088,049 99,935,326
Income before provision for income taxes 3,663,693 6,746,661
Provision for income taxes (Note 3) 1,428,840 2,724,258
Net income before minority interest 2,234,853 4,022,403
Minority interest in net income of
consolidated subsidiary (526,528) (193,486)
Net income 1,708,325 3,828,917
Net income per common share (Note 5) $ .30 $ .66
Retained earnings, beginning of period $ 50,366,108 $ 50,030,708
Add: net income 1,708,325 3,828,917
Less: Dividends paid on common stock(Note 9) 752,392 693,997
Retained earnings, end of period $ 51,322,041 $ 53,165,628
See accompanying Notes to (Unaudited) Condensed Consolidated
Financial Statements.
S-K-I LTD.
Item 1. Financial Statements
Company or group of companies for which report is filed: S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.
Consolidated Balance Sheet
April 28, 1996 April 30, 1995
ASSETS (Unaudited) (Unaudited)
Current assets:
Cash and short-term investments
(at cost, which approximates
market value) $ 12,027,556 $ 1,326,146
Accounts receivable 2,068,022 2,374,759
Notes receivable 242,128 244,416
Inventories 3,281,908 4,462,833
Prepaid expenses 1,134,816 1,531,846
TOTAL CURRENT ASSETS 18,754,430 9,940,000
Property and equipment, at cost:
Buildings & grounds 36,335,433 41,324,248
Machinery and equipment 60,313,773 88,710,110
Leasehold improvements 39,794,570 47,947,703
Lifts/liftlines and trails on
corporate property 32,085,284 33,774,710
____________ ___________
168,529,060 211,756,771
Less - accumulated depreciation and
amortization (83,933,510) (102,712,410)
____________ ____________
84,595,550 109,044,361
Construction in progress 772,749 1,596,059
Land and development costs 8,359,837 13,469,692
NET PROPERTY AND EQUIPMENT 93,728,136 124,110,112
Long-term investments 3,588,798 1,778,704
Other assets 2,382,298 2,900,982
TOTAL ASSETS $118,453,662 $138,729,798
See accompanying Notes to (Unaudited) Condensed Consolidated
Financial Statements.
S-K-I LTD.
Item 1. Financial Statements
Company or group of companies for which report is filed: S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.
Consolidated Balance Sheet
April 28, 1996 April 30, 1995
LIABILITIES AND STOCKHOLDERS' EQUITY (Unaudited) (Unaudited)
Current liabilities:
Current portion of long-term debt $ 1,566,927 $ 3,516,151
Accounts payable 1,714,241 2,137,374
Income tax payable (Note 3) 1,256,500 2,779,991
Accrued lease payments - Vermont 1,108,254 1,026,902
Accrued wages 717,329 616,342
Deposits and other unearned revenue 1,044,614 1,057,900
Other accrued expenses (Note 7) 6,512,619 6,134,157
TOTAL CURRENT LIABILITIES 13,920,484 17,268,817
Long-term debt 19,821,979 35,277,079
Subordinated debentures 11,400,000 11,400,000
Deferred income taxes (Note 3) 7,238,102 7,467,449
Other long-term liabilities (Note 7) 5,107,358 4,610,446
Minority interest in consolidated
subsidiary 2,402,716 2,368,624
TOTAL LIABILITIES 59,890,639 78,392,415
Stockholders' equity;
Common stock 579,087 578,331
Paid-in capital 6,661,895 6,593,424
Retained earnings 51,322,041 53,165,628
TOTAL STOCKHOLDERS' EQUITY 58,563,023 60,337,383
TOTAL LIABILITIES AND STOCKHOLDERS'EQUITY $118,453,662 $138,729,798
See accompanying Notes to (Unaudited) Condensed Consolidated Financial
Statements.
S-K-I LTD.
Item 1. Financial Statements
Company or group of companies for which report is filed: S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.
Consolidated Balance Sheet
April 28, 1996 July 31, 1995
ASSETS (Unaudited)
Current assets:
Cash and short-term investments
(at cost, which approximates
market value) $ 12,027,556 $ 2,790,645
Accounts receivable 2,068,022 2,677,434
Notes receivable 242,128 244,775
Inventories 3,281,908 3,955,722
Prepaid expenses 1,134,816 1,360,460
TOTAL CURRENT ASSETS 18,754,430 11,029,036
Property and equipment, at cost:
Buildings and grounds 36,335,433 41,557,838
Machinery and equipment 60,313,773 73,123,058
Leasehold improvements 39,794,570 48,082,570
Lifts/liftlines and trails on
corporate property 32,085,284 33,787,212
168,529,060 196,550,678
Less - accumulated depreciation and
amortization (83,933,510) (89,929,914)
___________ ___________
84,595,550 106,620,764
Construction in progress 772,749 1,684,442
Land and development costs 8,359,837 13,469,642
NET PROPERTY AND EQUIPMENT 93,728,136 121,774,848
Long-term investments 3,588,798 1,628,477
Other assets 2,382,298 2,289,152
TOTAL ASSETS $118,453,662 $136,721,513
See accompanying Notes to (Unaudited) Condensed Consolidated
Financial Statements.
S-K-I LTD.
Item 1. Financial Statements
Company or group of companies for which report is filed: S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.
Consolidated Balance Sheet
April 28, 1996 July 31, 1995
LIABILITIES AND STOCKHOLDERS' EQUITY (Unaudited)
Current liabilities:
Current portion of long-term debt $ 1,566,927 $ 3,858,184
Accounts payable 1,714,241 1,617,621
Income tax payable (Note 3) 1,256,500 272,252
Accrued lease payments - Vermont 1,108,254 1,039,366
Accrued wages 717,329 529,874
Deposits and other unearned revenue 1,044,614 1,706,017
Other accrued expenses (Note 7) 6,512,619 5,157,743
TOTAL CURRENT LIABILITIES 13,920,484 14,181,057
Long-term debt 19,821,979 38,790,032
Subordinated debentures 11,400,000 11,400,000
Deferred income taxes (Note 3) 7,238,102 8,479,956
Other long-term liabilities (Note 7) 5,107,358 4,432,027
Minority interest in consolidated subsidiary 2,402,716 1,876,188
TOTAL LIABILITIES 59,890,639 79,159,260
Stockholders' equity
Common stock 579,087 578,593
Paid-in capital 6,661,895 6,617,552
Retained earnings 51,322,041 50,366,108
TOTAL STOCKHOLDERS' EQUITY 58,563,023 57,562,253
TOTAL LIABILITIES AND STOCKHOLDERS'EQUITY $118,453,662 $136,721,513
See accompanying Notes to (Unaudited) Condensed Consolidated Financial
Statements.
S-K-I LTD.
Item 1. Financial Statements
Company or group of companies for which report is filed:
S-K-I Ltd., Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf
Mountain Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company
Consolidated Statement of Cash Flows For the Nine Months Ended
April 28, 1996 April 30,1995
(Unaudited) (Unaudited)
Cash flows from operating activities:
Net income $ 1,708,325 $3,828,917
Non-cash items included in net income:
Loss on disposition of net assets of
Bear Mountain Ltd. (Note 2) 4,736,646
Minority interest in net income of subsidiary 526,528 193,486
Depreciation and amortization 10,146,199 13,539,407
Deferred income taxes (1,241,854)
CASH FLOW FROM OPERATING ACTIVITIES BEFORE CHANGES
IN ASSETS AND LIABILITIES 15,875,844 17,561,810
Changes in assets and liabilities:
Decrease(increase) in accounts receivable 579,712 (724,565)
Decrease in notes receivable 2,647 127,323
Decrease (increase) in inventories 99,611 (540,996)
Decrease in prepaid expenses 107,643 402,399
Increase (decrease) in accounts payable 96,620 (256,947)
Increase in income taxes payable 984,248 2,517,977
Increase (decrease)in accrued lease
payments-Vermont 68,888 (144,963)
Increase in accrued wages, profit sharing
and incentive compensation 187,455 151,435
(Decrease) in deposits and other unearned revenue (544,347) (383,618)
Increase in other accrued expenses 954,876 296,736
Increase in other long-term liabilities 675,332 934,010
CASH FLOW PROVIDED BY OPERATING ACTIVITIES
AFTER CHANGES IN ASSETS AND LIABILITIES 19,088,529 19,940,601
Cash flows from investing activities:
Additions to property and equipment (6,019,657) (18,981,721)
Net book value of property and equipment sold 86,899 41,067
Purchase of long-term investments (1,960,321) (1,778,704)
Proceeds from disposition of net assets of
Bear Mountain Ltd. (Note 2) 20,000,247
Businesses acquired less cash on hand
from businesses acquired (12,552,020)
Other, net 8,077 (230,632)
NET CASH PROVIDED BY(USED FOR)INVESTING
ACTIVITIES 12,115,245 (33,502,010)
Cash flows from financing activities:
Net (reductions) proceeds in revolving
credit agreement (17,500,000) 12,250,000
Reductions in long-term debt (1,468,050) (1,949,327)
(Decrease)increase in current portion of
long-term debt (2,291,258) 2,560,405
Proceeds from issuance of common stock 44,837 16,172
Payment of dividends (752,392) (693,997)
NET CASH PROVIDED (USED IN) BY
FINANCING ACTIVITIES (21,966,863) 12,183,253
Net increase (decrease) in cash and
short-term investments 9,236,911 (1,378,156)
Cash and short-term investments at beginning
of year 2,790,645 2,704,302
CASH AND SHORT-TERM INVESTMENTS AT
END OF PERIOD $12,027,556 $1,326,146
Interest paid $ 1,998,601 $2,229,834
Income taxes paid, net of refunds 1,686,523 281,350
See accompanying Notes to (Unaudited) Condensed
Consolidated Financial Statements.
S-K-I LTD.
PART 1. NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. In the opinion of the Company, the accompanying
unaudited condensed consolidated financial statements
contain all adjustments necessary to present fairly the
financial position as of April 28, 1996, July 31, 1995 and
April 30, 1995, the results of operations for the three months
and nine months ended April 28, 1996 and April 30, 1995
and cash flows for the nine months ended April 28,1996 and
April 30, 1995. All such adjustments are of a normal
recurring nature with the exception of the sale of the
majority of Bear Mountain assets. The unaudited condensed
consolidated financial statements should be read in
conjunction with the following notes and the consolidated
financial statements in the 1995 Annual Report to the
Securities and Exchange Commission on Form 10-K.
2. Bear Mountain Sale
On October 23, 1995 the Company sold a majority of the ski resort
related and golf course assets of Bear Mountain to Fibreboard Corporation
for approximately $20,370,000. The transaction had the following
non-cash impact on the balance sheet:
Increase in current assets $ 234,000
Decrease in property and equipment,net (23,833,000)
Decrease in other assets, net (269,000)
Increase in current liabilities 400,000
3. Income Taxes
The provision for taxes on income is based on a projected annual
effective tax rate. The Company has reflected an effective tax rate
through the third quarter of approximately 39%.
Deferred income taxes include the cumulative reduction in current
taxes payable resulting principally from the excess of
depreciation reported for tax purposes over that reported for
financial purposes. The reduction in the April 28, 1996 deferred
income tax liability from July 31, 1995 is primarily attributable to the
October 1995 sale of Bear Mountain and other book-tax differences,
principally accelerated depreciation.
4. Seasonal Business
Results for interim periods are not indicative of results to be expected
for the year, due to the seasonal nature of the business (skiing resorts).
5. Net Income per Common Share
Net income per common share figures are based on the average
shares outstanding during the third quarter of Fiscal 1996 of
5,790,882 and year to date Fiscal 1996 of 5,788,592 (5,783,307 in
third quarter Fiscal 1995 and 5,782,745 year to date Fiscal 1995).
Shares issuable upon the exercise of stock options grants have not
been included in the per share computation because they would not
have a material effect on earnings per share.
6. Stock Options
The 1988 Incentive Stock Option Plan authorized 168,750
shares of common stock to be optioned. On November 18, 1994
the stockholders approved an additional 100,000 shares. In the
third quarter of Fiscal 1996 no shares were exercised and no shares
were forfeited. For the nine months ended April 30, 1996,
4,950 shares were exercised and 5,550 shares were forfeited.
The 1982 Stock Option Plan authorized 187,500 shares of common
stock to be optioned. No shares were granted, exercised or
forfeited under this plan during Fiscal 1996.
7. General Liability
Provision is made for the estimated costs under the
deductible portion of S-K-I's general liability insurance
policies. The balance of such reserves at April 28, 1996,
July 31, 1995 and April 30, 1995 were $5,594,666, $4,930,610,
and $4,928,637 respectively. Of such amounts, $4,795,428,
$4,226,237 and $4,224,546 are included in other long-term
liabilities at April 28, 1996, July 31, 1995 and April 30,
1995, respectively, with the remaining balance included in
other accrued expenses.
8. Postretirement Health Care and Life Insurance Benefits
The Company does not provide health care and life insurance
benefits for retired employees who reach normal retirement age.
The adoption of SFAS No. 106, Employer's Accounting for
Postretirement Benefits Other Than Pensions, has no effect on
the Company's financial position or results of operation.
9. Dividend Paid
During November 1995, the Board of Directors declared a $.13 per
share dividend on Common Stock payable to stockholders of record on
December 8, 1995. The dividend was paid on January 17, 1996.
10. Agreement and Plan of Merger
S-K-I Ltd. announced that it has received, through its investment
financial advisor Schroder Wertheim & Co., an offer by LBO Resort
Enterprises of Newry, Maine, to purchase all of the approximately
6,000,000 shares of outstanding stock of S-K-I Ltd. for $18.00
per share. The S-K-I Ltd. Board of Directors has approved a definitive
merger agreement with LBO Resort Enterprises. A meeting of S-K-I Ltd.
shareholders will be held on June 10, 1996 to consider the offer as
recommended by the S-K-I Ltd. Board of Directors. The total value of the
offer for the equity approximates $107,000,000. The transaction is
subject to, among other things, shareholder and regulatory approvals.
11. New Accounting Pronouncements
In March 1995, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards No. 121
(FAS 121), "Accounting for the Impairment of Long-Lived Assets
and for Long-Lived Assets to be Disposed Of". The standard
identifies indicators to determine whether an impairment of
long-lived assets has been incurred and provides guidance in
determining the amount of the impairment. The Company will adopt
SFAS No. 121 in Fiscal 1997. The Company expects that there will
not be a material impact to the Company's financial position or
results of operations as a result of adopting this standard.
In October 1995, the Financial Accounting Standards
Board issued Statement of Financial Accounting Standards No. 123
(FAS 123), "Accounting for Stock-Based Compensation". The Company
does not intend to adopt the new compensation expense provisions of
FAS 123 but will adopt the disclosure provisions in Fiscal 1997.
S-K-I LTD.
PART I.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Revenue and expense changes for the first nine months of
Fiscal 1996 compared to the first nine months of Fiscal 1995.
Revenues of $106,752,000 for Fiscal 1996 approximated the
comparable Fiscal 1995 period. After considering the reduction
from the sale of Bear Mountain, revenue increased 13% reflecting
an overall increase in skier visits resulting in improved
revenues from most operational areas including tickets,
restaurants and bars, retail, rental, repair and ski school at all
the Company's ski areas.
Cost of operations increased to $47,885,000 in Fiscal 1996,
from $45,309,000 in the comparable Fiscal 1995 period. After
considering the reduction resulting from the sale of Bear Mountain,
cost of operations increased 17% in support of increased revenues.
Additionally, in Fiscal 1996, the Company entered into operating
leases for its fleet of snow-grooming vehicles which resulted
in incremental lease expense. In turn, the Company's depreciation
expense was reduced as a result of having disposed of a majority
of its former fleet of owned vehicles in July 1995.
Other taxes of $7,540,000 were approximately equal to the
comparable Fiscal 1995 period. After considering the reduction
resulting from the sale of Bear Mountain, other taxes increased
10% primarily due to increases in sales and meals and rooms tax
resulting from higher revenues.
Selling, general and administrative increased to $17,061,000
in Fiscal 1996 from $16,376,000 in Fiscal 1995. After considering
the reduction resulting from the sale of Bear Mountain, selling
general and administrative expense increased 17% primarily due
to the higher costs of the "Peaks of Excitement" marketing program
which was introduced in Fiscal 1996. Additionally, the Company
incurred certain expenditures for financial advisory and legal
services relating to the impending acquisition by LBO Resort
Enterprises.
Interest decreased 15% due to reduction of debt levels principally
relating to the sale of Bear Mountain assets.
Depreciation and amortization expense decreased to
$10,146,000 in Fiscal 1996, from $13,843,000 in Fiscal 1995.
The reduction is principally attributable to the sale of Bear
Mountain assets.
Revenue and expense changes for the third quarter of
Fiscal 1996 compared to the third quarter of Fiscal 1995.
Revenues decreased to $49,670,000 in Fiscal 1996,
versus $50,460,000 for the comparable Fiscal 1995 period.
After considering the reduction resulting from the sale of
Bear Mountain, revenue increased 8% reflecting an overall
increase in skier visits resulting in improved revenues from
most operational areas including tickets, food and bar, retail,
rental, repair and ski school at all the Company's ski areas.
Cost of operations of $19,173,000 in Fiscal 1996 increased
from the comparable Fiscal 1995 period of $17,642,000. After
considering the reduction resulting from the sale of Bear Mountain,
cost of operations increased 19% in support of increased revenue.
Additionally, in Fiscal 1996, the Company entered into an operating
lease for its fleet of snow-grooming vehicles which resulted in
incremental lease expense compared to the prior year. In turn,
the Company's depreciation expense was reduced as a result of
having disposed of a majority of its former fleet of owned vehicles
in July 1995.
Selling, general and administrative increased to $5,580,089
versus $4,919,402 in Fiscal 1995 period. After considering
the reduction resulting from the sale of Bear Mountain, selling,
general and administrative expense increased 32% due to the higher
cost of the "Peaks of Excitement" marketing program which was
introduced in Fiscal 1996. Additionally, the Company incurred
certain expenditures for financial advisory and legal services
relating to the impending acquisition by LBO Resort Enterprises.
Interest decreased 43% due to reduced debt levels principally
relating to the sale of Bear Mountain assets.
Depreciation and amortization expense decreased to $5,224,000
in Fiscal 1996, from $6,919,000 in Fiscal 1995. The reduction
is principally attributable to the sale of Bear Mountain assets.
Balance Sheet changes at the end of the third quarter of
Fiscal 1996 compared to the end of the third quarter of
Fiscal 1995.
Cash. In October of 1995, the Company sold a majority of
the assets of Bear Mountain. A significant portion of the
proceeds from the sale were used to pay down the Company's debt.
The Company's cash from operations for the nine months ended
April 28, 1996 approximated the prior year, however, the capital
expenditures were significantly lower resulting in an increase
in cash of approximately $10,701,000.
Inventories decreased approximately $1,181,000 primarily due
to the sale of grooming vehicle maintenance parts in July 1995,
the sale of inventories at Bear Mountain in October 1995, and
lower levels of retail inventories compared to the prior year.
Fixed assets decreased approximately $43,228,000 primarily due
to the sale of a majority of Bear Mountain's fixed assets,
the sale of grooming vehicles in July 1995 offset by the
addition of new fixed assets in Fiscal 1996.
Construction in progress decreased approximately $823,000
primarily due to a smaller capital expansion program in
Fiscal 1996.
Land and development decreased $5,110,000 primarily due to
the sale of a majority of Bear Mountain's land and development
assets.
Long-term investments increased approximately $1,810,000 due
to higher levels of investing excess cash and premiums
accumulating within Ski Insurance Company.
Short-term notes payable decreased approximately $1,949,000
primarily due to the payment of a Bear Mountain note and a
paydown in the line of credit at Sugarloaf.
Long-term notes payable decreased approximately $15,455,000
due to repayments of debt.
Other long-term liabilities increased approximately $497,000
due to additional accruals provided for general liability and
workers compensation self-insurances reserves partially offset
by the payment of claims.
Balance Sheet changes at the end of the third quarter
of Fiscal 1996 compared to the year ended July 31, 1995.
Cash. In October of 1995, the Company sold a majority of
the assets of Bear Mountain. A significant portion of the
proceeds from the sale were used to pay down the Company's debt.
The capital expenditures during the nine months ended April 30,
1996 were relatively low resulting in an increase of cash
of $9,237,000.
Inventories decreased approximately $674,000 largely due
to the sale of Bear Mountain inventories and lower levels
of retail inventory.
Fixed assets decreased approximately $28,022,000
primarily due to the sale of Bear Mountain fixed assets
offset by the addition of new fixed assets in Fiscal 1996.
Land and development decreased approximately $5,110,000
primarily due to the sale of Bear Mountain land and
development assets.
Long-term investments increased $1,960,000 due to higher
levels of investing excess cash and premiums accumulating
within Ski Insurance Company.
Short-term notes payable decreased approximately $2,291,000
primarily due to the payment of a note payable associated
with the purchase of Bear Mountain and a paydown in the line
of credit at Sugarloaf.
Income taxes payable increased approximately $984,000
due to normal seasonal fluctuations of the Company's business.
Deposits and unearned revenue are approximately $661,000
lower as a function of higher levels of deferred advance
payments, under the Company's season pass and college card
programs, at year-end compared to April 30.
Other accrued expenses increased approximately $1,355,000
primarily due to additional accruals for workers compensation
and general liability claims partially offset by claim payments
and normal seasonal fluctuations of the Company's business.
Long-term notes payable decreased approximately
$18,968,000 primarily due to repayments of debt.
Deferred income taxes decreased approximately $1,242,000
primarily due to the transfer of deferred income taxes
associated with Bear Mountain to current income taxes
precipitated by the sale of a majority of its assets offset
by other book-tax differences, principally
accelerated depreciation.
Other long-term liabilities increased approximately
$675,000 due to additional accruals provided for general
liability and workers compensation self-insurance reserves
partially offset by the payment of claims.
Liquidity
Cash generated from operations during the first nine months of
Fiscal 1996 was $19,088,529 as compared to
the first nine months of Fiscal 1995 of $19,940,601.
Cash generated from investing activities was $12,115,247
during the first nine months of Fiscal year 1996. Cash used
for investing activities during the first nine months of
Fiscal year 1995 was $33,502,010. Due to the seasonality of
the Company's business and a significant increase to capital
assets in the first nine months of Fiscal 1995, the Company
utilized its bank facilities to meet its cash needs.
During the first nine months of Fiscal 1995, until the sale of
Bear Mountain in late October 1995, the Company utilized its bank
facilities to meet its cash needs.
As discussed in Note 10, the Company's Board of Directors
has approved a definitive merger agreement with LBO Resort
Enterprises.
S-K-I LTD.
PART II
OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K
(b) S-K-I Ltd. filed Form 8-Ks on February 13, 1996 and
February 15, 1996 announcing execution of an Agreement
and Plan of Merger among S-K-I Ltd., LBO Resort Enterprises
and LBO Acquisition Co. dated February 13, 1996 (hereafter,
the "Agreement"). The Agreement, of which a copy was submitted
as an exhibit in the February 15th filing, contemplates the
acquisition of all of S-K-I's common stock for a price of $18 per
share. No financial statements were filed in the 8-Ks.
S-K-I LTD.
SIGNATURE OF CHIEF FINANCIAL OFFICER
Pursuant to the requirement 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.
S-K-I LTD.
Dated:
By:______________________________
Martel D. Wilson, Jr.
Vice President & Chief
Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUL-31-1996
<PERIOD-END> APR-28-1996
<CASH> 12,027,556
<SECURITIES> 0
<RECEIVABLES> 2,310,150
<ALLOWANCES> 0
<INVENTORY> 3,281,908
<CURRENT-ASSETS> 18,754,430
<PP&E> 168,529,060
<DEPRECIATION> (83,933,510)
<TOTAL-ASSETS> 118,453,662
<CURRENT-LIABILITIES> 13,920,484
<BONDS> 11,400,000
0
0
<COMMON> 579,087
<OTHER-SE> 57,983,936
<TOTAL-LIABILITY-AND-EQUITY> 118,453,662
<SALES> 0
<TOTAL-REVENUES> 49,670,538<F1>
<CGS> 0
<TOTAL-COSTS> 19,172,818<F2>
<OTHER-EXPENSES> 19,233,983
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 646,383
<INCOME-PRETAX> 10,122,564
<INCOME-TAX> 4,140,763
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,981,801
<EPS-PRIMARY> 1.03
<EPS-DILUTED> 1.03
<FN>
<F1>Revenues include the sale of tangible products, resort services
and rental and other income. Revenues are dissaggregated for
annual report and 10-K only.
<F2>Cost of goods are dissaggregated for annual report and 10-K only.
</FN>
</TABLE>