9
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_____________
FORM 10-Q/A
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 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 0-14897
Players International, Inc.
(Exact name of registrant as specified in its charter)
Nevada 95-4175832
(State or other jurisdiction of incorporation or organization)
(I.R.S. employer identification no.)
1300 Atlantic Ave., Suite 800 Atlantic City, NJ 08401
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (609) 449-7777
(Former name, former address and former fiscal year, if changed
since last report.)
Indicate by check 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
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of February 4, 1999, there were 32,024,737 shares of the
Registrant's $0.005 per share par value Common Stock
outstanding, net of treasury stock.
1
PLAYERS INTERNATIONAL, INC. AND SUBSIDIARIES
INDEX
PART II - OTHER INFORMATION PAGE
Item 6.Exhibits and Reports on Form 8-K 3
Signature 4
2
PART I - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
Exhibits filed with this Form 10-Q/A:
Exhibit No. Exhibit Description
4.1 Rights Agreement dated as of January 27, 1997,
between Players International, Inc. and Interwest Transfer
Company, Inc. as Rights Agent (1)
10.1 Amended and Restated 1993 Stock Incentive Plan,
as amended through November 12,1998 (1)
10.2 Amendment dated as of August 31, 1998 to Agreement
dated as of August 1, 1997, between Players International,
Inc. and John Groom (1)
10.3 Amendment dated as of August 31, 1998 to Employment
Agreement dated as of March 31, 1997 between Players
International, Inc. and Patrick Madamba, Jr. (1)
10.4 Amendment dated November 12, 1998 to Employment
Agreement dated October 1, 1996 between Players
International, Inc. and Howard A. Goldberg (1)
10.5 Amendment dated as of November 12, 1998 to
Employment Agreement dated as of March 31, 1997 between
Players International, Inc. and Patrick Madamba, Jr. (1)
10.6 Restated Amendment dated as of January 6, 1999
between Players International, Inc. and Peter J. Aranow (1)
10.7 Restated Amendment dated January 29, 1999 between
Players International, Inc. and Peter J. Aranow (1)
27.0 Financial Data Schedule (1)
27.1 Amended Financial Data Schedules for the periods
ended June 30, 1996 and December 31, 1996
27.2 Restated Financial Data Schedule for the period
ended March 31, 1996
27.3 Financial Data Schedule for the period ended June
30, 1997
(1) Filed as an exhibit to the Company's
Quarterly Report on Form 10-Q for the quarter ended December 31,
1998, and incorporated herein by reference.
Reports on Form 8-K Filed During Quarter:
A Form 8-K was filed by the Company on November
12, 1998 regarding the Registrant's Board rejection of a $6.00
per share merger proposal by Hollywood Park, Inc.
3
SIGNATURE
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly
authorized.
PLAYERS INTERNATIONAL, INC.
Date: April 29, 1999 By: /s/ Raymond A. Spera
Raymond A. Spera
Chief Financial Officer
(Principal Financial Officer)
4
EXHIBIT 27.1
[ARTICLE] 5
[MULTIPLIER] 1,000
<TABLE>
<S> <C> <C>
AMENDED AMENDED
<PERIOD TYPE> 3-MOS 9-MOS
<FISCAL YEAR END> MAR-31-1997 MAR-31-1997
<PERIOD END> JUN-30-1996 DEC-31-1996
[CASH] 20610 16006
[SECURITIES] 2945 0
[RECEIVABLES] 7658 5418
[ALLOWANCES] 280 513
[INVENTORY] 3005 3152
<CURRENT ASSETS> 39722 35844
[PP&E] 316894 320861
[DEPRECIATION] 27119 30663
<TOTAL ASSETS> 440508 457301
<CURRENT LIABILITIES> 35604 45883
[BONDS] 179500 185000
0 0
[PREFERRED] 0 0
[COMMON] 149 160
[OTHER-SE] 198176 196834
<TOTAL LIABILITY AND 440508 457301
EQUITY>
[SALES] 0 0
<TOTAL REVENUES> 79611 218866
[CGS] 0 0
<TOTAL COSTS> 36027 103053
<OTHER EXPENSES> 32012 108080
<LOSS PROVISION> 0 0
<INTEREST EXPENSE> 3864 11587
[INCOME-PRETAX] 7806 (3584)
[INCOME-TAX] 3044 (1398)
[INCOME-CONTINUING] 4762 (2186)
[DISCONTINUED] 0 0
[EXTRAORDINARY] 0 0
[CHANGES] 0 0
[NET-INCOME] 4762 (2186)
<EPS-BASIC> .16 (.07)
[EPS-DILUTED] .15 (.07)
</TABLE
EXHIBIT 27.2
[ARTICLE] 5
[MULTIPLIER] 1,000
</TABLE>
<TABLE>
<S> <C>
RESTATED
<PERIOD TYPE> YEAR
<FISCAL YEAR END> MAR-31-1996
<PERIOD END> MAR-31-1996
[CASH] 18786
[SECURITIES] 4461
[RECEIVABLES] 7721
[ALLOWANCES] 118
[INVENTORY] 2719
<CURRENT ASSETS> 41583
[PP&E] 302994
[DEPRECIATION] 23078
<TOTAL ASSETS> 413432
<CURRENT LIABILITIES> 39705
[BONDS] 153000
0
[PREFERRED] 0
[COMMON] 149
[OTHER-SE] 193478
<TOTAL LIABILITY AND 413432
EQUITY>
[SALES] 0
<TOTAL REVENUES> 291395
[CGS] 0
<TOTAL COSTS> 126063
<OTHER EXPENSES> 121461
<LOSS PROVISION> 0
<INTEREST EXPENSE> 14718
[INCOME-PRETAX] 36590
[INCOME-TAX] 14270
[INCOME-CONTINUING] 22320
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] 22320
<EPS-BASIC> .75
[EPS-DILUTED] .70
</TABLE
EXHIBIT 27.3
[ARTICLE] 5
[MULTIPLIER] 1,000
</TABLE>
<TABLE>
<S> <C>
<PERIOD TYPE> 3-MOS
<FISCAL YEAR END> MAR-31-1998
<PERIOD END> JUN-30-1997
[CASH] 18863
[SECURITIES] 0
[RECEIVABLES] 13042
[ALLOWANCES] 1267
[INVENTORY] 1408
<CURRENT ASSETS> 60452
[PP&E] 251165
[DEPRECIATION] 31163
<TOTAL ASSETS> 428804
<CURRENT LIABILITIES> 94803
[BONDS] 151848
0
[PREFERRED] 0
[COMMON] 163
[OTHER-SE] 156011
<TOTAL LIABILITY AND 428804
EQUITY>
[SALES] 0
<TOTAL REVENUES> 84182
[CGS] 0
<TOTAL COSTS> 41236
<OTHER EXPENSES> 36201
<LOSS PROVISION> 0
<INTEREST EXPENSE> 6254
[INCOME-PRETAX] 484
[INCOME-TAX] 191
[INCOME-CONTINUING] 293
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] 293
<EPS-BASIC> .01
[EPS-DILUTED] .01
</TABLE
</TABLE>