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UNITED STATES
SECURITIES & EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-Q/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1998
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[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Transition period from - to -
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Commission File Number: 0-16760
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MGM GRAND, INC.
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(Exact name of registrant as specified in its charter)
Delaware 88-0215232
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3799 Las Vegas Boulevard South, Las Vegas, Nevada 89109
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(Address of principal executive offices) (Zip Code)
(702) 891-3333
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(Registrant's telephone number, including area code)
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(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. [X] Yes [ ] 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 November 6, 1998
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Common Stock, $.01 par value 52,033,094 shares
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MGM GRAND, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
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1998 1997
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 47,713 $ 77,605
Adjustments to reconcile net income to net cash from
operating activities:
Master Plan asset disposition - 28,566
Loss on early extinguishment of debt - 6,571
Depreciation and amortization 56,549 47,731
Amortization of debt offering costs 1,359 960
Provision for doubtful accounts and discounts 26,151 22,735
Earnings in excess of distributions-unconsolidated affiliate (18,933) (22,212)
Deferred income taxes 9,601 22,373
Change in assets and liabilities:
Accounts receivable (3,842) 12,956
Inventories 2,947 (3,210)
Prepaid expenses and other 679 2,522
Income taxes payable 741 (16,122)
Accounts payable, accrued liabilities and other (18,970) (53,145)
Currency translation adjustment 246 407
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Net cash from operating activities 104,241 127,737
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (297,524) (119,084)
Disposition of property and equipment, net 533 130
Investments in unconsolidated affiliates - (7,183)
Change in construction payable (16,100) 86
Change in deposits and other assets, net (18,977) 2,593
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Net cash from investing activities (332,068) (123,458)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments to banks and others (7,201) (9,192)
Issuance of long term debt 500,000 -
Borrowings under bank line of credit 31,000 23,000
Repayments of bank line of credit (31,000) (23,000)
Purchase of treasury stock (210,459) -
Issuance of common stock 1,653 2,494
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Net cash from financing activities 283,993 (6,698)
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NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 56,166 (2,419)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 34,606 61,412
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CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 90,772 $ 58,993
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The accompanying notes are an integral part of these condensed consolidated
financial statements.
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MGM GRAND, INC. AND SUBSIDIARIES
PART II. OTHER INFORMATION
Items 2, 3, 4, 5 and 6 of Part II are not applicable.
ITEM 1. LEGAL PROCEEDINGS
On July 22, 1998, MGM Dist., Inc. (formerly MGM Grand Desert Inn, Inc.
and a subsidiary of the Company ) was granted a dismissal in an adversary
proceeding in the United States Bankruptcy Court for the Central District
of California, in which the plaintiff sought to collect funds previously
paid to the Company in settlement of gaming activities. The plaintiff
subsequently filed a motion for reconsideration which is pending judicial
consideration.
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.
MGM GRAND, INC.
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(Registrant)
Date: November 10, 1998 /s/ ALEJANDRO YEMENIDJIAN
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Alejandro Yemenidjian
President and
Chief Operating Officer
Date: November 10, 1998 /s/ JAMES J. MURREN
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James J. Murren
Executive Vice President
and Chief Financial Officer
(principal accounting officer)
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