UNITED STATES
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 the quarterly period ended: September 30, 1995
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: 000-20219
TRUMP PLAZA FUNDING, INC.
(Exact name of registrant as specified in its charter)
NEW JERSEY 13-3339198
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Mississippi Avenue and The Boardwalk
Atlantic City, New Jersey 08401
(Address of principal executive (Zip Code)
offices)
(609) 441-6526
(Registrant's telephone number, including area code)
Commission file number: 033-04604-01
TRUMP PLAZA ASSOCIATES
(Exact name of registrant as specified in its charter)
NEW JERSEY 22-3241643
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Mississippi Avenue and the Boardwalk 08401
Atlantic City, New Jersey (Zip Code)
(609) 441-6526
(Registrant's telephone number, including area code)
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q, continued
Indicate by check mark whether the registrants (1) have 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) have been subject to such
filing requirements for the past 90 days. Yes [x] No [ ]
Indicate by check mark whether the Registrants have filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes [x] No [ ]
The number of outstanding shares of Trump Plaza Funding, Inc.'s, common stock as
of November 8, 1995, was 100.
Total number of pages in this Report: 21
<PAGE>
TRUMP PLAZA FUNDING, INC. AND
TRUMP PLAZA ASSOCIATES
INDEX TO FORM 10-Q
Page
Number
PART I -- FINANCIAL INFORMATION
ITEM 1 -- Financial Statements
Condensed Balance Sheets of Trump Plaza Funding,Inc.
as of September 30, 1995 (unaudited) and December 31, 1994. 1
Condensed Statements of Income of Trump Plaza Funding, Inc.
for the Three Months and Nine Months Ended September 30, 1995
and 1994 (unaudited). 2
Condensed Statements of Cash Flows of Trump Plaza Funding, Inc.
for the Nine Months Ended September 30, 1995 and 1994 (unaudited). 3
Condensed Consolidated Balance Sheets of Trump Plaza Holding
Associates and Trump Plaza Associates as of September 30, 1995
(unaudited) and December 31, 1994. 4
Condensed Consolidated Statements of Operations of Trump Plaza
Holding Associates and Trump Plaza Associates for the Three
Months and Nine Months Ended September 30, 1995 and 1994
(unaudited). 5
Condensed Consolidated Statement of Capital (Deficit) of Trump
Plaza Holding Associates and Trump Plaza Associates for the
Nine Months Ended September 30, 1995 (unaudited). 6
Condensed Consolidated Statements of Cash Flows of Trump Plaza
Holding Associates and Trump Plaza Associates for the Nine
Months Ended September 30, 1995 and 1994 (unaudited). 7
Notes to Condensed Financial Statements of Trump Plaza Funding,
Inc., Trump Plaza Holding Associates and Trump Plaza Associates. 8-11
ITEM 2 -- Management's Discussion and Analysis of Financial
Condition and Results of Operations 11-14
PART II -- OTHER INFORMATION
ITEM 1 -- Legal Proceedings 14
ITEM 2 -- Changes in Securities 15
ITEM 3 -- Defaults upon Senior Securities 15
ITEM 4 -- Submission of Matters to a Vote of Security Holders 15
ITEM 5 -- Other Information 15
ITEM 6 -- Exhibits and Reports on Form 8-K 15
Signature - Trump Plaza Funding, Inc. 16
Signature - Trump Plaza Associates 17
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1- Financial Statements
TRUMP PLAZA FUNDING, INC.
CONDENSED BALANCE SHEETS
(in thousands, except share amounts)
September 30, December 31,
1995 1994
------------- ------------
(unaudited)
ASSETS
CURRENT ASSETS:
Cash $ 2 $ 2
Mortgage Interest Receivable 10,467 1,495
-------- --------
Total Current Assets 10,469 1,497
Mortgage Note Receivable 326,543 326,234
Receivable From Partnership 3,822 3,822
-------- --------
Total Assets $340,834 $331,553
======== ========
LIABILITIES AND CAPITAL
CURRENT LIABILITIES:
Accrued Interest Payable $ 10,467 $ 1,495
-------- --------
Total current liabilities 10,467 1,495
10 7/8% Mortgage Bonds, net of
discount due 2001 326,543 326,234
Deferred Income Taxes Payable 3,822 3,822
-------- --------
Total Liabilities 340,832 331,551
-------- --------
CAPITAL:
Common Stock, $.01 par value, 1,000
shares authorized, 100 shares issued
and outstanding -- --
Additional Paid in Capital 2 2
Retained Earnings -- --
-------- --------
Total Liabilities and Capital $340,834 $331,553
======== ========
The accompanying notes are an integral part of
these condensed balance sheets.
<PAGE>
TRUMP PLAZA FUNDING, INC.
CONDENSED STATEMENTS OF INCOME
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
(unaudited)
(in thousands)
For the Three For the Nine
Months Ended Months Ended
September 30, September 30,
----------------- -------------------
1995 1994 1995 1994
---- ---- ---- ----
Interest Income From Plaza
Associates $9,078 $9,067 $27,225 $27,193
Interest Expense (9,078) (9,067) (27,225) (27,193)
------ ------ ------- -------
Income Before Provision for Taxes -- -- -- --
Provision for Income Taxes -- -- -- --
------ ------ ------- ------
Net Income $ -- $ -- $ -- $ --
====== ======= ======= =======
The accompanying notes are an integral part of
these condensed financial statements.
<PAGE>
TRUMP PLAZA FUNDING, INC.
CONDENSED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
(unaudited)
(in thousands)
1995 1994
-------- -------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ -- $ --
Adjustments to Reconcile Net Income
To Net Cash Flows Provided by
Operating Activities:
Accretion of discount on indebtedness 309 277
Deferred income taxes payable -- (180)
------ ------
309 97
Decrease in receivable from partnership -- 180
Increase in interest receivable (8,972) (8,972)
Increase in interest payable 8,972 8,972
------ ------
Net Cash Flows Provided by Operating Activities 309 277
------ ------
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in Mortgage Note Receivable (309) (277)
------ ------
Net Cash Flows Used In
Financing Activities (309) (277)
------ ------
Net Change in Cash -- --
Cash at Beginning of Year 2 2
------ ------
Cash at September 30, $ 2 $ 2
====== ======
The accompanying notes are an integral part of
these condensed financial statments.
<PAGE>
TRUMP PLAZA HOLDING ASSOCIATES AND
TRUMP PLAZA ASSOCIATES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
September 30, December 31,
1995 1994
------------ ------------
(unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 20,079 $ 11,144
Receivables, net 12,321 6,797
Inventories 2,598 2,477
Advances to affiliates, net 403 --
Other current assets 4,765 4,280
-------- --------
Total current assets 40,166 24,698
PROPERTY AND EQUIPMENT, net 376,116 298,354
LAND RIGHTS 29,412 29,688
OTHER ASSETS 16,634 22,903
-------- --------
Total Assets $462,328 $375,643
======== ========
LIABILITIES AND CAPITAL
CURRENT LIABILITIES:
Current maturities of long-term debt $ 2,100 $ 2,969
Accounts payable and accrued expenses 29,255 26,782
Accrued interest payable 10,469 1,871
Due to affiliate, net -- 206
-------- --------
Total Current Liabilities 41,824 31,828
LONG-TERM DEBT, net of discount and current
maturities 331,655 403,214
DISTRIBUTION PAYABLE TO
TRUMP PLAZA FUNDING, INC. 3,822 3,822
DEFERRED STATE INCOME TAXES 1,351 359
-------- --------
Total Liabilities 378,652 439,223
-------- --------
CAPITAL:
Partners' Equity (Deficit) 68,087 (78,772)
Retained Earnings 15,589 15,192
-------- --------
Total Capital (Deficit) 83,676 (63,580)
-------- --------
Total Liabilities and Capital $462,328 $375,643
======== ========
The accompanying notes are an integral part of
these condensed balance sheets.
<PAGE>
TRUMP PLAZA HOLDING ASSOCIATES AND
TRUMP PLAZA ASSOCIATES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
(unaudited)
(in thousands)
<TABLE>
<CAPTION>
For the Three For the Nine
Months Ended Months Ended
September 30, September 30,
---------------------- ---------------------
1995 1994 1995 1994
------- ------- -------- --------
<S> <C> <C> <C> <C>
Revenues:
Gaming $ 85,188 $ 75,573 $ 224,499 $ 197,068
Rooms 5,865 5,552 14,671 14,014
Food and Beverage 12,514 11,370 33,403 29,556
Other 3,422 2,714 7,187 6,558
--------- --------- --------- ---------
Gross Revenues 106,989 95,209 279,760 247,196
Less - Promotional
Allowances 12,094 9,975 28,611 25,130
--------- --------- --------- ---------
Net Revenues 94,895 85,234 251,149 222,066
--------- --------- --------- ---------
COSTS AND EXPENSES:
Gaming 45,296 37,981 121,987 104,100
Rooms 431 638 1,741 2,064
Food and Beverage 4,777 4,642 13,783 12,501
General and Administrative 17,080 18,980 51,073 54,928
Depreciation and Amortization 3,956 3,893 11,792 11,734
Other 935 998 2,556 2,787
--------- --------- --------- ---------
Total Costs and Expenses 72,475 67,132 202,932 188,114
--------- --------- --------- ---------
Income from operations 22,420 18,102 48,217 33,952
--------- --------- --------- ---------
NON-OPERATING EXPENSE (NET):
Interest income 219 204 689 520
Interest expense (9,844) (12,281) (34,419) (36,571)
Other non-operating expense (2,005) (1,172) (3,847) (3,729)
--------- --------- --------- ---------
(11,630) (13,249) (37,577) (39,780)
--------- --------- --------- ---------
Income (Loss) before
provision (benefit) for
state income taxes and
extraordinary loss 10,790 4,853 10,640 (5,828)
PROVISION (BENEFIT) FOR STATE
INCOME TAXES 993 464 993 (523)
--------- --------- --------- ---------
Income before extraordinary
items 9,797 4,389 9,647 (5,305)
Extraordinary Loss -- -- (9,250) --
--------- --------- --------- ---------
Net Income (Loss) $ 9,797 $ 4,389 $ 397 $ (5,305)
========= ========= ========= =========
</TABLE>
The accompanying notes are an integral part of
these condensed financial statements.
<PAGE>
TRUMP PLAZA HOLDING ASSOCIATES AND
TRUMP PLAZA ASSOCIATES
CONDENSED CONSOLIDATED STATEMENT OF CAPITAL (DEFICIT)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995
(unaudited)
(in thousands)
Partners' Retained
Capital Earnings Total
-------- -------- --------
Balance,
December 31, 1994 $(78,772) $15,192 $(63,580)
Net Income -- 397 397
Contributed Capital -- Trump
Hotels & Casino Resorts
Holdings, L.P. 146,859 -- 146,859
-------- ------- -------
Balance,
September 30, 1995 $ 68,087 $15,589 $ 83,676
======== ======= ========
The accompanying notes are an integral part of
these condensed financial statements.
<PAGE>
TRUMP PLAZA HOLDING ASSOCIATES AND
TRUMP PLAZA ASSOCIATES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
(unaudited)
(in thousands)
1995 1994
-------- --------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 397 $(5,305)
Adjustments to reconcile net income (loss) to
net cash flows provided by operating activities--
Noncash charges--
Extraordinary Loss 9,250 --
Depreciation and amortization 11,792 11,734
Accretion of discounts on indebtedness 1,021 1,412
Provisions for losses on receivables 734 357
Deferred state income taxes 992 (523)
Utilization of CRDA credits and donations 445 995
Valuation allowance of CRDA investments (790) 227
-------- --------
23,841 8,897
Increase in receivables (6,258) (437)
Decrease in inventories 382 10
(Increase) decrease in advances to affiliates (609) 375
Increase in other current assets (485) (2,420)
Decrease in other assets 4,470 329
Increase in accounts payable and
accrued expenses 8,298 1,961
Increase in accrued interest payable 2,773 11,102
-------- --------
Net cash flows provided by operating
activities 32,412 19,817
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment, net (86,612) (14,611)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Preferred partnership interest distribution -- (233)
Additional borrowings 1,928 4,348
Payments of debt (3,906) (1,555)
Redemption of PIK Notes (81,746) --
Contributed Capital-Trump Hotels & Casino
Resorts Holdings, L.P. 146,859 --
-------- --------
Net cash flows provided by financing activities 63,135 2,560
-------- --------
Net increase in cash and cash equivalents 8,935 7,766
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 11,144 14,393
-------- --------
CASH AND CASH EQUIVALENTS AT SEPTEMBER 30, $ 20,079 $ 22,159
======== ========
CASH INTEREST PAID $ 22,848 $ 18,445
======== ========
The accompanying notes are an integral part of
these condensed financial statements.
<PAGE>
TRUMP PLAZA FUNDING, INC., TRUMP PLAZA HOLDING ASSOCIATES AND
TRUMP PLAZA ASSOCIATES
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
1. CONDENSED FINANCIAL STATEMENTS:
The accompanying condensed financial statements include those of Trump Plaza
Funding, Inc. ("Plaza Funding"), a New Jersey corporation as well as those of
Trump Plaza Holding Associates, ("Plaza Holding") a New Jersey General
Partnership, and its 99% owned subsidiary, Trump Plaza Associates, ("Plaza
Associates") a New Jersey General Partnership, which owns and operates the Trump
Plaza Hotel and Casino located in Atlantic City, New Jersey. Plaza Funding owns
the remaining 1% interest in, and is the managing general partner of, Plaza
Associates. Plaza Holding's sole source of liquidity is distributions in respect
of its interest in Plaza Associates.
All significant intercompany balances and transactions have been eliminated in
the condensed consolidated financial statements of Plaza Holding.
The accompanying condensed financial statements have been prepared by Plaza
Funding, Plaza Holding and Plaza Associates without audit. In the opinion of
Plaza Funding, Plaza Holding and Plaza Associates, all adjustments, consisting
of only normal recurring adjustments, necessary to present fairly the financial
position, the results of operations and cash flows for the periods presented,
have been made. Certain prior year amounts have been reclassified to conform
with the current period presentation.
The accompanying condensed financial statements have been prepared by Plaza
Funding, Plaza Holding and Plaza Associates pursuant to the rules and
regulations of the Securities and Exchange Commission. Accordingly, certain
information and note disclosures normally included in financial statements
prepared in conformity with generally accepted accounting principles have been
condensed or omitted. These condensed financial statements should be read in
conjunction with the financial statements and notes thereto included in Plaza
Funding's, Plaza Holding's and Plaza Associates' Annual Report on Form 10-K for
the year ended December 31, 1994 filed with the Securities and Exchange
Commission.
The casino industry in Atlantic City is seasonal in nature; therefore, results
of operations for the nine months ended September 30, 1995 are not necessarily
indicative of the operating results for a full year.
8
<PAGE>
TRUMP PLAZA FUNDING, INC., TRUMP PLAZA HOLDING ASSOCIATES AND
TRUMP PLAZA ASSOCIATES
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
2. PUBLIC OFFERINGS:
On June 12, 1995, Trump Hotels & Casino Resorts, Inc., ("the Company") completed
a public offering of 10,000,000 shares of common stock at $14.00 per share (the
"Stock Offering") for gross proceeds of $140,000,000. Concurrently with the
Stock Offering, Trump Hotels & Casino Resorts Holdings, L.P. ("Trump Holdings")
together with its subsidiary, Trump Hotels & Casino Resorts Funding, Inc.
("Trump Funding") issued 15-1/2% Senior Secured Notes (the "Senior Secured
Notes") for gross proceeds of $155,000,000 (the "Note Offering" and, together
with the Stock Offerings, the "Offerings"). From the proceeds from the Stock
Offering, the Company contributed approximately $126,848,000 to Trump Holdings.
Trump Holdings subsequently contributed $146,859,000 to Plaza Holding.
Prior to the Offerings, Donald J. Trump ("Trump") was the sole owner of Trump
Holdings. Concurrent with the Offerings, Trump contributed to Trump Holdings all
of his beneficial interest in Plaza Associates (consisting of all of the
outstanding capital stock of Plaza Funding, a 99% equity interest in Plaza
Holding and all of the outstanding capital stock of Trump Plaza Holding, Inc.
("Plaza Holdings, Inc.") which owns the remaining 1% equity interest in Plaza
Holding). Trump also contributed to Trump Holdings all of his existing interest
and rights to new gaming activities in both emerging and established gaming
jurisdictions, including Trump Indiana but excluding his interests in the Trump
Taj Mahal Casino Resort and Trump's Castle Casino Resort (together, the "Other
Trump Casinos").
3. LONG-TERM DEBT:
Long-term debt consists of the following:
September 30, December 31,
1995 1994
------------ ------------
Plaza Funding:
10-7/8% Mortgage Notes, due 2001 net
of unamortized discount of $3,457,000
and $3,766,000, respectively (A) $326,543,000 $326,234,000
============ ============
9
<PAGE>
TRUMP PLAZA FUNDING, INC., TRUMP PLAZA HOLDING ASSOCIATES AND
TRUMP PLAZA ASSOCIATES
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
3. LONG-TERM DEBT CONT.:
September 30, December 31,
1995 1994
------------- ------------
Plaza Associates:
Partnership Note (10-7/8% Mortgage
Notes, due 2001 net of unamortized
discount of $3,457,000 and $3,766,000
respectively (A) $326,543,000 $326,234,000
Mortgage notes payable 3,055,000 5,494,000
Other notes payable 4,157,000 468,000
------------ ------------
333,755,000 332,196,000
Less - Current maturities 2,100,000 2,969,000
------------ ------------
331,655,000 329,227,000
Plaza Holding:
PIK Notes (12-1/2% Notes due
2003 net of discount of $9,769,000)(B) -- 73,987,000
------------ ------------
$331,655,000 $403,214,000
============ ============
(A) On June 25, 1993, Plaza Funding issued $330,000,000 principal amount of
10-7/8% Mortgage Notes, due 2001 (the "Mortgage Notes"), net of discount of
$4,313,000, and loaned the proceeds to Plaza Associates.
(B) On June 25, 1993 Plaza Holding issued $60,000,000 principal amount of
12-1/2% Pay-In-Kind Notes, due 2003 (the "PIK Notes"), together with Warrants to
acquire an additional $12,000,000 of PIK Notes at no additional cost (the
"Warrants"). The Warrants were exercised prior to June 12, 1995 and the PIK
Notes were repurchased and redeemed on June 12, 1995 from the amounts
contributed to Plaza Holding by Trump Holdings (See Note 2). Such repurchase and
redemption resulted in the recognition of an extraordinary loss of $9,250,000
relating to the redemption and the write-off of unamortized deferred financing
costs.
4. CASINO LICENSE RENEWAL:
The operation of an Atlantic City hotel and casino is subject to significant
regulatory controls which affect virtually all of its operations. Under the New
Jersey Casino Control Act (the "Act") Plaza Associates is required to maintain
certain licenses.
In June 1995, the New Jersey Casino Control Commission ("CCC") renewed Plaza
Associates' license to operate Trump Plaza. This license must be renewed in June
1999, is not transferable, and such renewal of the license will include a review
of the financial stability of Plaza Associates. Upon revocation, suspension for
more than 120 days, or if the CCC fails or refuses to renew such casino license,
the Act allows for the appointment of a conservator to take possession of the
hotel and casino's business and property, subject to all valid liens, claims and
encumbrances.
10
<PAGE>
TRUMP PLAZA FUNDING, INC., TRUMP PLAZA HOLDING ASSOCIATES AND
TRUMP PLAZA ASSOCIATES
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
5. TRUMP REGENCY OPTION:
On June 12, 1995, Trump exercised its option to purchase the Trump Regency
("Trump Plaza Regency Tower".) The option price of $60,000,000 was funded with
$58,150,000 from the capital contributed by Trump Holdings (See Note 2), and
$1,850,000 of previous deposits made by Plaza Associates. Plaza Associates
received the property via directed deed.
Item 2 -- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
CAPITAL RESOURCES AND LIQUIDITY
Cash flows from operating activities at Plaza Associates is the principal source
of liquidity for Plaza Funding, Plaza Holding and Plaza Associates. During June
1995, Trump Holdings made a capital contribution of $146,859,000 in Plaza
Holding and Plaza Associates. This contribution was used to repurchase and
redeem all outstanding 12-1/2% Pay-in-Kind notes due 2003 of Plaza Holding and
related warrants (together with related accrued interest), to purchase the Trump
Plaza Regency Tower and to fund Plaza Associates for construction costs incurred
to renovate the former Holiday Inn ("Trump Plaza East Tower".) Funds have been
restricted by Trump Holdings for the renovation of the Trump Plaza Regency Tower
and further renovation of the Trump Plaza East Tower, both of which are
scheduled for completion during the first quarter of 1996. With these restricted
funds and cash flows from operating activities, management believes that
sufficient funds are available to complete the renovations. When the renovations
are completed, Plaza Associates will have 138,000 square feet of gaming space,
1,404 hotel rooms and additional restaurant and meeting space.
Capital expenditures of $86,612,000 for the nine months ended September 30, 1995
increased approximately $72,001,000, from the comparable period in 1994 and was
primarily attributable to the purchase of the Trump Plaza Regency Tower for
$60,000,000. Also, expenditures for renovation costs associated with the Trump
Plaza East Tower were $14,296,000 for the nine months ended September 30, 1995
versus $5,856,000 for the comparable period in 1994. These expenditures were
funded from cash flows from operating activities.
At September 30, 1995, the Partnership had a combined working capital deficit
totalling approximately $1,658,000, compared to a working capital deficit of
$7,130,000 at December 31, 1994. Included in working capital at September 30,
1995 is a receivable from the Casino Reinvestment Development Authority for
reimbursable improvements made to the Trump Plaza East Tower for $4,194,000.
The Mortgage Note Indenture restricts the ability of Plaza Associates to make
distributions to its partners, and requires compliance with certain financial
ratios. Subject to the satisfaction of these restrictions, Plaza Associates may
make distributions to its partners with respect to their Plaza Associates
interests.
11
<PAGE>
CAPITAL RESOURCES AND LIQUIDITY CONT'D
The financial information presented below reflects the results of operations of
Plaza Associates. Since Plaza Funding and Plaza Holding have no business
operations other than their interest in Plaza Associates, their results of
operations are not discussed below.
OPERATING REVENUES AND EXPENSES
COMPARISON OF THREE-MONTH PERIODS ENDED SEPTEMBER 30, 1995 AND 1994
Gaming revenues were $85,188,000 for three months ended September 30, 1995, an
increase of $9,615,000 or 12.7% from gaming revenues of $75,573,000 for the
comparable period in 1994. The increase in gaming revenues consisted of an
increase in both table games and slot revenues. The increase in gaming revenues
in 1995 is due to an increased level of demand evident in the Atlantic City
market generally, as well as to management's marketing and other initiatives,
the introduction of new slot machines and table games, the addition of bill
acceptors on slot machines, and an increase in casino floor square footage over
the comparable period.
Slot revenues were $58,899,000 for the three months ended September 30, 1995, an
increase of $9,052,000 or 18.2% from $49,847,000 in 1994.
Table games revenues were $26,289,000 for the three months ended September 30,
1995, an increase of $563,000 or 2.2% from $25,726,000 for the comparable period
in 1994. Table games drop (i.e., the dollar value of chips purchased) increased
by 5.6% for the three months ended September 30, 1995, from 1994, offset by a
decrease in the table games hold percentage (the percentage of table drop
retained by Plaza Associates) to 14.5% for the three months ended September 30,
1995 from 15.0% in the comparable period in 1994.
Other revenues were $21,801,000 for the three months ended September 30, 1995,
an increase of $2,165,000 or 11.0% from other revenues of $19,636,000 in the
comparable period in 1994. Other revenues include revenues from rooms, food,
beverage and miscellaneous items. The increase primarily reflects increases in
food and beverage revenues attendant to increased levels of gaming activity due
in part to increased promotional activities.
Promotional allowances were $12,094,000 for the three months ended September 30,
1995, an increase of $2,119,000 or 21.2% from promotional allowances of
$9,975,000 in 1994. This increase is primarily attributable to an increase in
gaming activity during the three months ended September 30, 1995.
Gaming costs and expenses were $45,296,000 for the three months ended September
30, 1995, an increase of $7,315,000 or 19.3% from gaming costs and expenses of
$37,981,000 for the comparable period in 1994. This increase was primarily due
to increased promotional and operating expense and taxes associated with
increased levels of gaming revenues from the comparable period in 1994.
General and administrative expenses were $17,080,000 for the three months ended
September 30, 1995, a decrease of $1,900,000 or 10.0% from general and
administrative expenses of $18,980,000 for the comparable period in 1994. This
decrease is primarily the result of cost containment measures.
12
<PAGE>
OPERATING REVENUES AND EXPENSES CONT'D
Income from operations was $22,420,000 for the three months ended September 30,
1995, an increase of $4,318,000 or 23.9% from income from operations of
$18,102,000 for the comparable period in 1994.
Other non-operating expense was $2,005,000 for the three months ended September
30, 1995, an increase of $833,000 from non-operating expense of $1,172,000 for
the comparable period in 1994. This increase is attributable to costs associated
with Trump Regency which ceased hotel operations on September 18, 1995.
COMPARISON OF NINE-MONTH PERIODS ENDED SEPTEMBER 30, 1995 AND 1994
Gaming revenues were $224,499,000 for nine months ended September 30, 1995, an
increase of $27,431,000 or 13.9% from gaming revenues of $197,068,000 for the
comparable period in 1994. This increase in gaming revenues consisted of an
increase in both table games and slot revenues. While the first nine months of
1994 were adversely affected by unfavorable winter weather and construction and
management turnover, management believes that the increase in gaming revenues in
1995 is also due to an increased level of demand evident in the Atlantic City
market generally, as well as management's marketing and other initiatives, the
introduction of new slot machines and table games, the addition of bill
acceptors on slot machines, and an increase in casino floor square footage.
Slot revenues were $152,318,000 for the nine months ended September 30, 1995, an
increase of $24,534,000 or 19.2% from $127,784,000 in 1994.
Table games revenues were $72,181,000 for the nine months ended September 30,
1995, an increase of $2,897,000 or 4.2%, from $69,284,000 in the comparable
period 1994. Table games drop (i.e., the dollar value of chips purchased)
increased by 5.0% for the nine months ended September 30, 1995 from 1994.
Other revenues were $55,261,000 for the nine months ended September 30, 1995, an
increase of $5,133,000 or 10.2%, from other revenues of $50,128,000 in the
comparable period in 1994. Other revenues include revenues from rooms, food,
beverage and miscellaneous items. The increase primarily reflects increases in
food and beverage revenues attendant to increased levels of gaming activity and
increased promotional expenses.
Promotional allowances were $28,611,000 for the nine months ended September 30,
1995, an increase of $3,481,000 or 13.9% from promotional allowances of
$25,130,000 in 1994. This increase is primarily attributable to an increase in
gaming activity during the nine months ended September 30, 1995.
Gaming costs and expenses were $121,987,000 for the nine months ended September
30, 1995, an increase of $17,887,000, or 17.2 %, from gaming costs and expenses
of $104,100,000 for the comparable period in 1994. This increase was primarily
due to increased promotional and operating expense and taxes associated with
increased levels of gaming revenues from the comparable period in 1994.
13
<PAGE>
OPERATING REVENUES AND EXPENSES CONT'D
General and administrative expenses were $51,073,000 for the nine months ended
September 30, 1995, a decrease of $3,855,000 or 7.0% from general and
administrative expenses of $54,928,000 for the comparable period in 1994. This
decrease is primarily the result of cost containment measures.
Income from operations was $48,217,000 for the nine months ended September 30,
1995, an increase of $14,265,000, or 42.0% from income from operations of
$33,952,000 for the comparable period in 1994.
Other non-operating expense was $3,847,000 for the nine months ended September
30, 1995, an increase of $118,000 from non-operating expense of $3,729,000 for
the comparable period in 1994. This increase is attributable to costs associated
with the Trump Plaza East Tower.
The extraordinary loss of $9,250,000 for the nine months ended September 30,
1995 relates to the redemption and write-off of unamortized deferred financing
costs relating to the repurchase and redemption of PIK Notes and Warrants on
June 12, 1995.
PART II - OTHER INFORMATION
Item 1 -- LEGAL PROCEEDINGS
General
Plaza Associates, its partners, certain members of its former Executive
Committee, and certain of its employees, have been involved in various legal
proceedings. In general, Plaza Associates has agreed to indemnify such persons
and entities, against any and all losses, claims, damages, expenses (including
reasonable costs, disbursements and counsel fees) and liabilities (including
amounts paid or incurred in satisfaction of settlements, judgments, fines and
penalties) incurred by them in said legal proceedings. Such persons and entities
are vigorously defending the allegations against them and intend to vigorously
contest any future proceedings.
Other Litigation
Various legal proceedings are now pending against Plaza Associates. Plaza
Funding considers all such proceedings to be ordinary litigation incident to the
character of its business and not material to its business or financial
condition. The majority of such claims are covered by liability insurance
(subject to applicable deductibles), and Plaza Funding believes that the
resolution of these claims, to the extent not covered by insurance, will not,
individually or in the aggregate, have a material adverse effect on the
financial condition or results of operations of Plaza Funding.
Plaza Associates is also a party to various administrative proceedings involving
allegations that it has violated certain provisions of the Casino Control Act.
Plaza Funding believes that the final outcome of these proceedings will not,
either individually or in the aggregate, have a material adverse effect on Plaza
Funding or on the ability of Plaza Associates to otherwise retain or renew any
casino or other licenses required under the Casino Control Act for the operation
of Trump Plaza. At this juncture, the prospects of a favorable outcome in
actions described above cannot be assessed. Plaza Associates intends to
vigorously contest the allegations made against it.
14
<PAGE>
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:
None
b. Current Reports on Form 8-K:
The Registrants did not file any reports on Form 8-K during
the period beginning July 1, 1995 and ending September 30,
1995.
15
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
TRUMP PLAZA FUNDING, INC.
(Registrant)
Dated: November 8, 1995 By:/s/FRANCIS X. MC CARTHY, JR.
-------------------------------
Francis X. McCarthy, Jr.
Vice President, Chief Financial
Officer and Principal Accounting
Officer
(Duly Authorized Officer and
Chief Accounting Officer)
16
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
TRUMP PLAZA ASSOCIATES
(Registrant)
Dated: November 8, 1995 By:/s/FRANCIS X. MC CARTHY, JR.
-------------------------------
Francis X. McCarthy, Jr.
Chief Financial and Accounting
Officer
(Duly Authorized Officer and
Chief Accounting Officer)
17
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FORM
10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000791445
<NAME> Trump Plaza Funding
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 2
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 10,469
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 340,834
<CURRENT-LIABILITIES> 10,467
<BONDS> 326,543
<COMMON> 0
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 340,834
<SALES> 0
<TOTAL-REVENUES> 27,225
<CGS> 0
<TOTAL-COSTS> 0<F1>
<OTHER-EXPENSES> 0<F2>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 27,225
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<FN>
<F1>Includes gaming, lodging, food & beverage and other
<F2>Includes general & administration and depreciation & amortization
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WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
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<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FORM
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<CIK> 0000791446
<NAME> Trump Plaza Associates
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
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<SECURITIES> 0
<RECEIVABLES> 20,993
<ALLOWANCES> 8,672
<INVENTORY> 2,598
<CURRENT-ASSETS> 40,166
<PP&E> 520,920
<DEPRECIATION> 144,804
<TOTAL-ASSETS> 462,328
<CURRENT-LIABILITIES> 41,824
<BONDS> 326,543
<COMMON> 0
0
0
<OTHER-SE> 83,676
<TOTAL-LIABILITY-AND-EQUITY> 462,328
<SALES> 251,149
<TOTAL-REVENUES> 279,760
<CGS> 0
<TOTAL-COSTS> 140,067<F1>
<OTHER-EXPENSES> 62,865<F2>
<LOSS-PROVISION> 788
<INTEREST-EXPENSE> 34,419
<INCOME-PRETAX> 10,640
<INCOME-TAX> 993
<INCOME-CONTINUING> 9,647
<DISCONTINUED> 0
<EXTRAORDINARY> (9,250)
<CHANGES> 0
<NET-INCOME> 397
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<FN>
<F1>Includes gaming, lodging, food & beverage and other
<F2>Includes general & administration and depreciation & amortization
</FN>
</TABLE>
