Form 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
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 No. 33-50733-02
Resorts International Hotel, Inc.
(Exact name of registrant as specified in its charter)
New Jersey 21-0423320
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1133 Boardwalk, Atlantic City, New Jersey 08401
(Address of principal executive offices) (Zip Code)
(609) 340-7896
(Registrant's telephone number,
including area code)
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 by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 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
- continued -
Exhibit Index is presented on page 16
Total number of pages 18
<PAGE>
Number of shares outstanding of registrant's common stock as of
September 30, 1997: 1,000,000, all of which are owned by one
shareholder. Accordingly there is no current market for any of such
shares.
The registrant meets the conditions set forth in General Instruction
H(1)(a) and (b) of Form 10-Q and is therefore filing this Form 10-Q with
the reduced disclosure format permitted by that General Instruction.
<PAGE>
RESORTS INTERNATIONAL HOTEL, INC.
FORM 10-Q
INDEX
Page Number
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets as of September 30, 1997
and December 31, 1996 4
Consolidated Statements of Operations for the Three
Months and Nine Months Ended September 30,
1997 and 1996 5
Consolidated Statements of Cash Flows for the Nine
Months Ended September 30, 1997 and 1996 6
Notes to Consolidated Financial Statements of
Resorts International Hotel, Inc. 7-9
Item 2. Management's Discussion and Analysis of
Financial Condition and Results
of Operations 9-13
Part II. Other Information
Item 1. Legal Proceedings 13
Item 2. Changes in Securities 14
Item 3. Defaults upon Senior Securities 14
Item 4. Submission of Matters to a Vote
of Security Holders 14
Item 5. Other Information 14
Item 6. Exhibits and Reports on Form 8-K 14
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
RESORTS INTERNATIONAL HOTEL, INC.
CONSOLIDATED BALANCE SHEETS
(In Thousands of Dollars, except par value)
September 30, December 31,
1997 1996
ASSETS (unaudited)
Current assets:
Cash and cash equivalents $ 51,392 $ 20,892
Restricted cash equivalents - 750
Receivables, net 5,949 5,936
Inventories 1,430 1,194
Prepaid expenses 2,167 1,844
Total current assets 60,938 30,616
Property and equipment, net 216,966 209,226
Deferred charges and other assets 18,378 12,637
Goodwill, net of amortization 97,068 98,923
$393,350 $351,402
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities:
Current maturities of long-term debt $ 446 $ 636
Accounts payable and accrued
liabilities 24,773 32,307
Interest payable to affiliates 864 4,244
Due to SINA 7,793 2,422
Total current liabilities 33,876 39,609
Notes payable to affiliates, including
unamortized (discounts) premiums 205,921 155,927
Other long-term debt - 283
Deferred income taxes 35,457 37,500
Shareholder's equity:
Common stock - $1 par value 1,000 1,000
Capital in excess of par 117,083 117,083
Retained earnings 13 -
Total shareholder's equity 118,096 118,083
$393,350 $351,402
The accompanying notes are an integral part
of these consolidated financial statements
<PAGE>
RESORTS INTERNATIONAL HOTEL, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands of Dollars)
(Unaudited)
Three months Nine months
ended September 30, ended September 30,
1997 1996 1997 1996
(Successor)(Predecessor)(Successor)(Predecessor)
REVENUES:
Gaming $ 66,607 $ 72,354 $190,971 $199,601
Food and beverage 7,640 8,126 20,817 20,965
Rooms 5,458 5,293 12,676 12,307
Other 3,785 2,838 8,305 7,086
Gross revenues 83,490 88,611 232,769 239,959
Less:
Promotional allowances (9,088) (8,470) (21,633) (19,871)
Net revenues 74,402 80,141 211,136 220,088
COSTS AND EXPENSES:
Gaming 40,536 44,413 117,681 123,793
Food and beverage 4,315 4,750 12,106 12,543
Rooms 600 718 2,273 2,710
Selling, general and
administrative 6,887 8,425 23,221 25,829
Depreciation and
amortization 3,374 3,092 9,765 9,276
SINA management fee 2,504 2,657 6,981 7,197
Other 7,836 9,044 24,646 26,525
Total costs and
expenses 66,052 73,099 196,673 207,873
Income from operations 8,350 7,042 14,463 12,215
OTHER INCOME (EXPENSES):
Interest and other
income 885 612 2,328 1,776
Interest expense (4,701) (4,198) (13,732) (12,503)
Amortization of debt
premiums, discounts,
and issue costs (157) (371) (89) (1,084)
Income before
extraordinary item 4,377 3,085 2,970 404
Extraordinary item - loss
on extinguishment of debt
(net of income tax
benefit of $2,043) - - (2,957) -
Net income $ 4,377 $ 3,085 $ 13 $ 404
The accompanying notes are an integral part
of these consolidated financial statements
<PAGE>
RESORTS INTERNATIONAL HOTEL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands of Dollars)
(Unaudited)
For the nine months
ended September 30,
1997 1996
CASH FLOWS FROM OPERATING ACTIVITIES: (Successor) (Predecessor)
Reconciliation of net income to net
cash provided by operating activities:
Net income $ 13 $ 404
Extraordinary loss on extinguishment
of debt, net of income tax benefit 2,957 -
Depreciation and amortization 9,765 9,276
Amortization of debt premiums,
discounts and issue costs 89 1,084
Provision for doubtful receivables 696 501
Provision for discount on CRDA
obligations, net of amortization 901 1,150
Deferred tax benefit - (240)
Net increase in receivables (709) (1,066)
Net (increase) decrease in inventories
and prepaid expenses (559) 1,613
Net (increase) decrease in deferred
charges and other assets 1,956 (1,939)
Net increase (decrease) in accounts
payable and accrued liabilities (110) 523
Net decrease in interest payable
to affiliates (3,380) (2,879)
Net cash provided by operating activities 11,619 8,427
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (15,650) (5,026)
CRDA deposits and bond purchases (2,286) (2,170)
Net cash used in investing activities (17,936) (7,196)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds of borrowing from affiliate 199,084 -
Payments to secure borrowings (6,460) -
Repayments of affiliated notes
related to Offer (153,717) -
Repayments to affiliates (340) (501)
Payments of merger costs (2,027) -
Other debt repayments (473) (435)
Net cash flow provided by (used in)
financing activities 36,067 (936)
Net increase in cash and cash
equivalents 29,750 295
Cash and cash equivalents at
beginning of period 21,642 38,777
Cash and cash equivalents at end
of period $ 51,392 $ 39,072
The accompanying notes are an integral part
of these consolidated financial statements
<PAGE>
RESORTS INTERNATIONAL HOTEL, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. General:
The accompanying consolidated interim financial statements, which
are unaudited, include the operations of Resorts International Hotel,
Inc. ("RIH") and its subsidiaries. RIH owns and operates the Resorts
Casino Hotel, a casino/hotel complex located in Atlantic City, New
Jersey. RIH is a wholly owned subsidiary of GGRI, Inc. ("GGRI"), which
is a wholly owned subsidiary of Sun International North America, Inc.
("SINA"). SINA was known as Griffin Gaming & Entertainment, Inc. until
February 6, 1997. "SINA" is used herein to refer to that corporation
both before and after its name change. Neither the accounts of GGRI nor
the accounts of SINA are included in the consolidated financial
statements of RIH.
On December 16, 1996, SINA became a wholly owned subsidiary of Sun
International Hotels Limited ("SIHL"), a corporation organized under the
laws of the Commonwealth of The Bahamas, through a merger transaction
(the "Merger"). As a result of the Merger, RIH's consolidated assets
and liabilities were adjusted to their estimated fair values as of
December 31, 1996. The Merger and related basis adjustments are
discussed in detail in Note 1 of Notes to Consolidated Financial
Statements in RIH's Annual Report on Form 10-K for the year ended
December 31, 1996 (the "RIH 1996 Form 10-K").
While the accompanying interim financial information is unaudited,
management of RIH believes that all adjustments necessary for a fair
presentation of these interim results have been made and all such
adjustments are of a normal recurring nature. The seasonality of the
business is described in Management's Discussion and Analysis of
Financial Condition and Results of Operations in the RIH 1996 Form 10-K.
The results of operations for the three and nine month periods presented
are not necessarily indicative of the results to be expected for the
entire fiscal year ended December 31, 1997.
The notes presented herein are intended to provide supplemental
disclosure of items of significance occurring subsequent to December 31,
1996 and should be read in conjunction with the Notes to Consolidated
Financial Statements contained in pages 32 through 50 of the RIH 1996
Form 10-K.
B. Reverse Repurchase Agreements:
Cash equivalents at September 30, 1997 included $24,980,000 of
reverse repurchase agreements (federal government securities purchased
under agreements to resell those securities) with Prudential Securities,
Inc. under which RIH had not taken delivery of the underlying
securities. These agreements matured during the first week of October
1997.
<PAGE>
C. Refinancing:
In February 1997, Resorts International Hotel Financing, Inc., a
wholly owned subsidiary of RIH ("RIHF"), offered (the "Offer") to
purchase its outstanding $125,000,000 principal amount of 11% Mortgage
Notes due 2003 (the "Mortgage Notes") and $35,000,000 principal amount
of 11.375% Junior Mortgage Notes due 2004 (the "Junior Mortgage Notes").
In connection with the Offer, RIHF sought the consent of the holders
(the "Consents") to amend the relevant indentures to, among other
things, release the collateral for the Mortgage Notes and Junior
Mortgage Notes. Pursuant to the Offer, RIHF acquired $119,645,000
principal amount of Mortgage Notes and $21,001,000 principal amount of
Junior Mortgage Notes, for a total purchase price (including payments
relating to the Consents) of $153,712,000. There remains outstanding
$5,355,000 principal amount of Mortgage Notes and $1,100,000 principal
amount of Junior Mortgage Notes, which, as a result of the amendments to
the indentures, are now unsecured obligations of RIHF. The remaining
Junior Mortgage Notes continue to trade as part of units consisting of
$1,000 principal amount of Junior Mortgage Notes and .1928 of an
ordinary share of SIHL.
In connection with the Offer, SIHL and SINA (the "Issuers") issued
$200,000,000 principal amount of 9% Senior Subordinated Notes due 2007
(the "Senior Notes") which, after costs, resulted in net proceeds of
approximately $194,000,000. These proceeds were loaned to RIH in
exchange for a $200,000,000 promissory note (the "New RIH Note") with
terms that mirror the terms of the Senior Notes, and RIH's guarantee of
the Senior Notes. RIH transferred to RIHF (i) $153,712,000 in cash
which RIHF used to pay the purchase price, (including payments related
to the Consents), excluding accrued interest, for the Mortgage Notes and
Junior Mortgage Notes tendered to RIHF pursuant to the Offer and (ii)
$12,899,000 Junior Mortgage Notes owned by RIH. In exchange for this,
the $125,000,000 and $35,000,000 promissory notes from RIH to RIHF (the
"RIH Notes"), the terms of which mirror the terms of the Mortgage Notes
and Junior Mortgage Notes, respectively, were canceled and RIH issued
new promissory notes to RIHF in the amounts of, and with terms that
mirror, the remaining Mortgage Notes and Junior Mortgage Notes. The
excess of the cash and carrying value of the Junior Mortgage Notes
tendered by RIH to RIHF over the net decrease in carrying value,
excluding accrued interest, of the affiliated notes from RIH to RIHF,
plus estimated costs of the Offer, which were borne by RIH, resulted in
an extraordinary loss of $5,000,000. RIH also recorded a deferred tax
benefit of $2,043,000 related to this extraordinary item.
Interest on both the Senior Notes and the New RIH Note is payable
on March 15 and September 15 in each year. These payments commenced
September 15, 1997 with an interest payment of $9,550,000. The
indenture for the Senior Notes (the "Senior Indenture") contains certain
covenants, including limitations on the ability of the Issuers and the
Guarantors (including RIH) to, among other things: (i) incur additional
indebtedness, (ii) incur certain liens, (iii) engage in certain
transactions with affiliates and (iv) pay dividends and make certain
other restricted payments.
<PAGE>
D. Statements of Cash Flows:
Supplemental disclosures required by Statement of Financial
Accounting Standards No. 95 "Statement of Cash Flows" are presented
below.
Nine Months Ended
September 30,
(In Thousands of Dollars) 1997 1996
Interest paid $17,112 $7,768
Income taxes paid $ - $ -
Non-cash investing and financing
activities - increase in liabilities
for additions to other assets $ 103 $ 136
E. Reclassifications
Certain reclassificaitons have been made to the 1996 balances to
conform with the current year presentation.
F. Commitments and Contingencies:
Casino Reinvestment Development Authority ("CRDA")
As previously reported in the RIH 1996 Form 10-K, certain issues
have been raised by the CRDA and the State of New Jersey Department of
the Treasury (the "Treasury") concerning the satisfaction of investment
obligations for the years 1979 through 1983 by RIH. As of September 30,
1997 RIH, the CRDA and the Treasury have reached a settlement on this
issue. The settlement calls for RIH to donate land with an appraised
value of $4.8 million to the CRDA, contribute $5.6 million of funds
currently on deposit with the CRDA, which were allocated to purchase
Atlantic City Housing Bonds, and establish a $3.0 million mortgage
guarantee program for purchases of residential, owner-occupied property
in the City of Atlantic City. Additionally, because the settlement was
previously provided for, this transaction did not have any impact on
RIH's Consolidated Statement of Operations for the period ended
September 30, 1997.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
FINANCIAL CONDITION
Liquidity
At September 30, 1997 RIH had working capital of $27,062,000
including $51,392,000 of unrestricted cash and cash equivalents.
<PAGE>
RIH, through notes payable to affiliates, is the principal source
of funds for servicing the $200,000,000 principal amount of Senior
Notes, the remaining $5,355,000 principal amount of Mortgage Notes and
the remaining $1,100,000 principal amount of Junior Mortgage Notes.
Annual interest expense on these notes totals approximately $18,700,000.
Capital Expenditures and Resources
In March 1997 SIHL and SINA loaned the net proceeds of the Senior
Notes which, after costs, approximated $194,000,000, to RIH in exchange
for the $200,000,000 New RIH Note and RIH's guarantee of the Senior
Notes. RIH then transferred to RIHF (i) the portion of the proceeds
($153,712,000) needed to purchase the Mortgage Notes and the Junior
Mortgage Notes tendered to RIHF pursuant to the Offer and (ii)
$12,899,000 Junior Mortgage Notes owned by RIH. In exchange for this,
the RIH Notes were canceled and RIH issued new promissory notes to RIHF
in the amounts of $5,355,000 and $1,100,000 and with terms that mirror
the terms of the remaining Mortgage Notes and Junior Mortgage Notes,
respectively. See Note C of Notes to Consolidated Financial Statements
for further discussion of these transactions.
In September 1997, SIHL announced plans for renovation of Resorts
Casino Hotel into a highly themed resort. The renovation is anticipated
to include the construction of a new hotel tower with approximately 600
rooms to replace the 160 existing rooms in the North Tower along with
the remodeling of public areas and the casino. This renovation is
expected to begin in 1998 and cost approximately $150 million.
Financing of this project will come from internal cash flows and an
existing credit facility of an affiliated company of RIH. Any such
plans will be subject to regulatory and other approvals.
In August 1997, RIH purchased $10,894,000 of land adjacent to
Resorts Casino Hotel. This land is currently being used for parking,
although the site, along with other land owned by SINA, could be used
for future expansion.
Competition for Atlantic City casino patrons remains intense.
Adding to the competition for patrons, expansions at two competing
Atlantic City properties opened in mid-1996 which, combined, added
approximately 1,100 hotel rooms and approximately 85,000 square feet of
gaming space. In July 1997 a competitor added approximately 75,000
square feet of casino space which includes approximately 1,766 slot
machines and 58 table games. Several other companies have announced
plans to expand existing or construct new casino/hotels in Atlantic
City. These capacity increases in Atlantic City have negatively
impacted RIH's gaming revenues as described below.
RESULTS OF OPERATIONS - Comparison of Three Month Periods
ended September 30, 1997 and 1996
Gaming revenues were $66,607,000 for the three months ended
September 30, 1997, a decrease of $5,747,000 or 7.9% from gaming
revenues of $72,354,000 for the comparable period in 1996. This
<PAGE>
decrease in gaming revenues consisted of a reduction in both table
games and slot revenues.
Slot revenues were $46,588,000 for the three months ended September
30, 1997, a decrease of $4,134,000 or 8.2% from $50,722,000 for the
comparable period in 1996. This decrease was due to a decrease in slot
handle (dollar amounts wagered) by $45,315,000 or 7.8% to $533,497,000
for the three months ended September 30, 1997 from $578,812,000 for the
comparable period in 1996 and a decrease in cash promotional expenses
(amount of coin coupons and cash back to patrons) of approximately
$973,000 or 10.2% associated with the shifting of marketing programs
that contribute marginal returns and are reflected as revenue.
Management is currently in the process of upgrading its slot product and
in September had completed an upgrade of 35% of its $0.25 denomination
slot product to include more popular machines.
Table games revenues were $18,616,000 for the three months ended
September 30, 1997, a decrease of $1,272,000 or 6.4% from $19,888,000
for the comparable period in 1996. This decrease was due to a
combination of a reduction in table games drop (the dollar amount of
chips purchased) by $5,413,000 or 4.0% to $129,054,000 for the three
months ended September 30, 1997 from $134,467,000 for the comparable
period in 1996, and a reduction in hold percentage (ratio of casino win
to total amount of chips purchased) of 0.4 percentage points to 14.4%
for the three months ended September 30, 1997 from 14.8% for the
comparable period in 1996.
Poker, simulcast and keno revenues were $1,403,000 for the three
months ended September 30, 1997, a decrease of $341,000 or 19.6% from
$1,744,000 for the comparable period in 1996.
Other revenues were $16,883,000 for the three months ended
September 30, 1997, an increase of $626,000 or 3.9% from other revenues
of $16,257,000 for the comparable period of 1996. Other revenues
include revenues from rooms, food and beverage, and miscellaneous items.
The increase is primarily attributable to a $792,000 or 49.8% increase
in total entertainment headliner revenues to $2,381,000 for the three
months ended September 30, 1997 from $1,589,000 for the comparable
period in 1996. This is partially offset by a $486,000 decrease in food
and beverage revenues due to a 28,085 or 4.7% decrease in food covers
and a $0.07 or 0.6% decrease in the average check from 1996.
Gaming costs and expenses were $40,536,000 for the three months
ended September 30, 1997, a decrease of $3,877,000 or 8.7% from expenses
of $44,413,000 for the comparable period in 1996. This represents costs
and expenses associated with table games, slot operations, win
contribution expense, and promotional items and services provided to
patrons. The decrease is primarily due to management's implementation of
various cost containment efforts.
Selling, general and administrative costs were $6,887,000 for the
three months ended September 30, 1997, a decrease of $1,538,000 or 18.3%
from expenses of $8,425,000 for the comparable period in 1996. The
<PAGE>
decrease is primarily due to management's implementation of various cost
containment efforts.
Income from operations was $8,350,000 for the three months ended
September 30, 1997, an increase of $1,308,000 or 18.6% from income of
$7,042,000 for the comparable period in 1996.
Interest expense, net of amortization, was $4,858,000 for the three
months ended September 30, 1997, an increase of $289,000 or 6.3% from
interest expense of $4,569,000 for the comparable period in 1996. This
currently represents interest expense associated with the Senior Notes
as well as the remaining Mortgage Notes and Junior Mortgage Notes.
RESULTS OF OPERATIONS - Comparison of Nine Month Periods
ended September 30, 1997 and 1996
Gaming revenues were $190,971,000 for the nine months ended
September 30, 1997, a decrease of $8,630,000 or 4.3% from gaming
revenues of $199,601,000 for the comparable period in 1996. This
decrease in gaming revenues consisted of a reduction in both table
games and slot revenues.
Slot revenues were $132,400,000 for the nine months ended September
30, 1997, a decrease of $6,848,000 or 4.9% from $139,248,000 for the
comparable period in 1996. This decrease was due to a decrease in slot
handle (dollar amounts wagered) by $80,317,000 or 5.1% to $1,501,740,000
for the nine months ended September 30, 1997 from $1,582,057,000 for the
comparable period in 1996 and a decrease in cash promotional expenses
(amount of coin coupons and cash back to patrons) of approximately $3.6
million or 12.7% associated with the shifting of marketing programs that
contribute marginal returns and are reflected as revenue. Management is
currently in the process of upgrading its slot product and had
completed in September an upgrade of 35% of its $0.25 denomination slot
product to include more popular machines.
Table games revenues were $54,249,000 for the nine months ended
September 30, 1997, a decrease of $843,000 or 1.5% from $55,092,000 for
the comparable period in 1996. This decrease was primarily due to a
decrease in table games drop (the dollar amount of chips purchased) by
$2,055,000 or 0.6% to $352,808,000 for the nine months ended September
30, 1997 from $354,863,000 for the comparable period in 1996 and a hold
percentage (ratio of casino win to total amount of chips purchased)
decrease of 0.1 percentage points to 15.4% for the nine months ended
September 30, 1997 from 15.5% for the comparable period in 1996.
Poker, simulcast and keno revenues were $4,322,000 for the nine
months ended September 30, 1997, a decrease of $939,000 or 17.8% from
$5,261,000 for the comparable period in 1996.
Other revenues were $41,798,000 for the nine months ended September
30, 1997, an increase of $1,440,000 or 3.6% from other revenues of
$40,358,000 for the comparable period of 1996. Other revenues include
revenues from rooms, food and beverage, and miscellaneous items. The
<PAGE>
increase primarily reflects a $1,152,000 or 29.8% increase in total
entertainment headliner revenues to $5,018,000 for the nine months ended
September 30, 1997 from $3,866,000 for the comparable period in 1996.
Gaming costs and expenses were $117,681,000 for the nine months
ended September 30, 1997, a decrease of $6,112,000 or 4.9% from expenses
of $123,793,000 for the comparable period in 1996. This represents costs
and expenses associated with table games, slot operations, win
contribution expense, and promotional items and services provided to
patrons. The decrease is primarily due to management's implementation of
various cost containment efforts during 1997.
Selling, general and administrative costs were $23,221,000 for the
nine months ended September 30, 1997, a decrease of $2,608,000 or 10.1%
from expenses of $25,829,000 for the comparable period in 1996. The
decrease is primarily due to management's implementation of various cost
containment efforts.
Income from operations was $14,463,000 for the nine months ended
September 30, 1997, an increase of $2,248,000 or 18.4% from income of
$12,215,000 for the comparable period in 1996.
Interest expense, net of amortization, was $13,821,000 for the nine
months ended September 30, 1997, an increase of $234,000 or 1.7% from
interest expense of $13,587,000 for the comparable period in 1996. This
currently represents interest expense associated with the Senior Notes
as well as the remaining Mortgage Notes and Junior Mortgage Notes.
Forward Looking Statements
The statements contained herein include forward looking statements
based on management's current expectations of RIH's future performance.
Predictions relating to future performance are inherently uncertain and
subject to a number of risks. Consequently, RIH's actual results could
differ materially from the expectations expressed in the preceding
paragraphs. Factors that could cause RIH's actual results to differ
materially from the expected results include, among other things: the
intensely competitive nature of the casino gaming industry; increases in
the number of competitors in the market in which RIH operates; the
seasonality of the industry in the market in which RIH operates; the
susceptibility of RIH's operating results to adverse weather conditions
and natural disasters; the risk that certain governmental approvals may
not be obtained; changes in governmental regulations governing RIH's
activities and other risks detailed in RIH's filings with the Securities
and Exchange Commission.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
RIH is a defendant in certain litigation. In the opinion of
management, based upon the advice of counsel, the aggregate
liability, if any, arising from such litigation will not have a
<PAGE>
material adverse effect on the accompanying consolidated financial
statements.
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: The following Part I exhibits are filed herewith:
Exhibit Number
(27)(a) Financial data schedule as of September 30, 1997
(27)(b) Restated financial data schedule as of September 30,
1996
b. Reports on Form 8-K
No Current Report on Form 8-K was filed by RIH covering an event
during the third quarter of 1997. No amendments to previously
filed Forms 8-K were filed during the third quarter of 1997.
<PAGE>
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.
RESORTS INTERNATIONAL HOTEL, INC.
(Registrant)
/s/ David R. Hughes
David R. Hughes
Senior Vice President of Finance
(Authorized Officer of
Registrant and Chief Financial
Officer)
Date: November 14, 1997
<PAGE>
RESORTS INTERNATIONAL HOTEL, INC.
Form 10-Q for the quarterly period
Ended September 30, 1997
EXHIBIT INDEX
Exhibit
Number Exhibit Page number in Form 10-Q
(27)(a) Financial data schedule Page 17
as of September 30, 1997
(27)(b) Restated financial data Page 18
schedule as of
September 30, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM RESORTS
INTERNATIONAL HOTEL, INC.'S CONSOLIDATED FINANCIAL STATEMENTS AND NOTES
THERETO INCLUDED IN THE FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 1997,
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> $51,392<F1>
<SECURITIES> 0
<RECEIVABLES> $8,354
<ALLOWANCES> $3,569
<INVENTORY> $1,430
<CURRENT-ASSETS> $60,938
<PP&E> $224,649
<DEPRECIATION> $7,683
<TOTAL-ASSETS> $393,350
<CURRENT-LIABILITIES> $33,876
<BONDS> $205,921<F2>
<COMMON> $1,000
0
0
<OTHER-SE> $117,096
<TOTAL-LIABILITY-AND-EQUITY> $393,350
<SALES> 0
<TOTAL-REVENUES> $211,136
<CGS> 0
<TOTAL-COSTS> $156,706
<OTHER-EXPENSES> $9,765<F3>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> $13,821
<INCOME-PRETAX> $2,970
<INCOME-TAX> 0
<INCOME-CONTINUING> $2,970
<DISCONTINUED> 0
<EXTRAORDINARY> $(2,957)
<CHANGES> 0
<NET-INCOME> $13
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<FN>
<F1>INCLUDES NON-RESTRICTED CASH EQUIVALENTS OF $39,878.
<F2>NET OF UNAMORTIZED (DISCOUNTS) PREMIUMS.
<F3>INCLUDES DEPRECIATION EXPENSE OF $7,911 AND AMORTIZATION OF $1,855.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM RESORTS
INTERNATIONAL HOTEL, INC.'S CONSOLIDATED FINANCIAL STATEMENTS AND NOTES
THERETO INCLUDED IN THE FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 1996,
EXCEPT AS NOTED BELOW IN FOOTNOTE 3, AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1996
<CASH> $39,072<F1>
<SECURITIES> 0
<RECEIVABLES> $8,936
<ALLOWANCES> $3,319
<INVENTORY> $2,064
<CURRENT-ASSETS> $53,482
<PP&E> $222,931
<DEPRECIATION> $69,841
<TOTAL-ASSETS> $222,489
<CURRENT-LIABILITIES> $29,407
<BONDS> $128,292<F2>
<COMMON> $1,000
0
0
<OTHER-SE> $45,080
<TOTAL-LIABILITY-AND-EQUITY> $222,489
<SALES> 0
<TOTAL-REVENUES> $211,136<F3>
<CGS> 0
<TOTAL-COSTS> $165,571<F3>
<OTHER-EXPENSES> $9,276<F4>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> $13,587
<INCOME-PRETAX> $404
<INCOME-TAX> 0
<INCOME-CONTINUING> $404
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> $404
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<FN>
<F1>INCLUDES NON-RESTRICTED CASH EQUIVALENTS OF $25,251 AND RESTRICTED CASH
EQUIVALENTS OF $750.
<F2>NET OF UNAMORTIZED DISCOUNTS.
<F3>CERTAIN RECLASSIFICATIONS HAVE BEEN MADE TO THE 1996 BALANCES TO CONFORM
WITH CURRENT YEAR PRESENTATION
<F4>DEPRECIATION EXPENSE.
</FN>
</TABLE>
