SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 29, 1995
--------------
OR
( ) 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 1-5440
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AZTAR CORPORATION
- ---------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 86-0636534
- ----------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2390 East Camelback Road, Suite 400, Phoenix, Arizona 85016
- --------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (602) 381-4100
----------------
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
----- -----
At July 26, 1995, the registrant had outstanding 38,107,415 shares of
its common stock, $.01 par value.
<PAGE>
AZTAR CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Page
----
Consolidated Balance Sheets at June 29, 1995 and
December 29, 1994 3
Consolidated Statements of Operations for the quarters
and six months ended June 29, 1995 and June 30, 1994 5
Consolidated Statements of Cash Flows for the six months
ended June 29, 1995 and June 30, 1994 7
Consolidated Statements of Shareholders' Equity for the
six months ended June 29, 1995 and June 30, 1994 9
Notes to Consolidated Financial Statements 10
2
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AZTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (unaudited)
---------------------------------------
(in thousands, except share data)
June 29, December 29,
1995 1994
------------ ------------
Assets
Current assets:
Cash and cash equivalents $ 46,125 $ 43,861
Short-term investments 8,250 8,250
Accounts receivable, net 19,869 17,391
Refundable income taxes 1,587 723
Inventories 5,874 5,693
Prepaid expenses 9,044 9,992
Deferred income taxes 7,894 7,894
---------- ----------
Total current assets 98,643 93,804
Investments in and advances to
unconsolidated partnership 12,036 12,627
Other investments 22,971 24,928
Property and equipment:
Buildings and equipment, net 650,216 635,678
Land 90,447 81,795
Construction in progress 51,116 37,965
Leased under capital leases, net 743 852
---------- ----------
792,522 756,290
Deferred charges and other assets 29,093 27,710
---------- ----------
$ 955,265 $ 915,359
========== ==========
The accompanying notes are an integral part of these financial statements.
3
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AZTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (unaudited) (continued)
---------------------------------------
(in thousands, except share data)
June 29, December 29,
1995 1994
------------- ------------
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable and accruals $ 50,367 $ 40,083
Accrued payroll and employee benefits 19,174 15,467
Accrued interest payable 14,379 13,847
Income taxes payable 2,601 2,608
Current portion of long-term debt 597 666
---------- ----------
Total current liabilities 87,118 72,671
Long-term debt 450,151 430,212
Other long-term liabilities 22,060 21,986
Deferred income taxes 24,657 24,411
Contingencies and commitments
Series B ESOP convertible preferred stock
(redemption value $5,497 and $4,900) 5,090 4,711
Shareholders' equity:
Common stock, $.01 par value (38,105,494
and 37,459,228 shares outstanding) 421 414
Paid-in capital 351,396 347,284
Retained earnings 32,728 30,555
Less: Treasury stock (17,027) (16,885)
Unearned compensation (1,329) --
---------- ----------
Total shareholders' equity 366,189 361,368
---------- ----------
$ 955,265 $ 915,359
========== ==========
The accompanying notes are an integral part of these financial statements.
4
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AZTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
For the periods ended June 29, 1995 and June 30, 1994
-------------------------------------------------------
(in thousands, except per share data)
Second Quarter Six Months
------------------- -------------------
1995 1994 1995 1994
--------- --------- --------- ---------
Revenues
Casino $118,935 $110,108 $230,847 $217,080
Rooms 10,448 10,910 20,149 20,966
Food and beverage 11,980 11,309 23,107 21,886
Other 4,027 3,420 6,855 6,381
-------- -------- -------- --------
145,390 135,747 280,958 266,313
Costs and expenses
Casino 55,606 51,604 110,320 101,008
Rooms 6,405 6,738 12,188 12,630
Food and beverage 11,068 10,338 21,453 19,759
Other 2,397 1,697 4,204 3,539
Marketing 14,018 10,767 24,944 21,415
General and administrative 13,288 11,608 24,264 23,302
Utilities 3,032 3,334 5,967 6,490
Repairs and maintenance 5,041 4,864 9,960 9,431
Provision for doubtful accounts 886 588 1,681 1,639
Property taxes and insurance 4,798 3,944 9,515 8,360
Rent 2,843 2,370 5,639 4,715
Depreciation and amortization 9,630 9,095 18,682 18,381
Preopening costs 2,586 -- 2,586 --
-------- -------- -------- --------
131,598 116,947 251,403 230,669
-------- -------- -------- --------
Operating income 13,792 18,800 29,555 35,644
Interest income 889 570 1,717 1,126
Interest expense (12,735) (11,760) (24,954) (23,582)
-------- -------- -------- --------
Income before other items and
income taxes 1,946 7,610 6,318 13,188
Equity in unconsolidated
partnership's loss (1,323) (988) (2,649) (1,928)
-------- -------- -------- --------
Income before income taxes 623 6,622 3,669 11,260
Income taxes (98) (41) (1,184) (126)
-------- -------- -------- --------
Net income $ 525 $ 6,581 $ 2,485 $ 11,134
======== ======== ======== ========
The accompanying notes are an integral part of these financial statements.
5
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AZTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)(continued)
For the periods ended June 29, 1995 and June 30, 1994
-------------------------------------------------------
(in thousands, except per share data)
Second Quarter Six Months
------------------- -------------------
1995 1994 1995 1994
--------- --------- --------- ---------
Net income per common and
common equivalent share $ .01 $ .17 $ .06 $ .28
Net income per common share
assuming full dilution $ .01 $ .16 $ .05 $ .28
Weighted average common shares
applicable to:
Net income per common and
common equivalent share 39,119 38,184 38,852 38,223
Net income per common share
assuming full dilution 40,145 39,211 39,997 39,252
The accompanying notes are an integral part of these financial statements.
6
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AZTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
For the periods ended June 29, 1995 and June 30, 1994
-------------------------------------------------------
(in thousands)
Six Months
---------------------
1995 1994
Cash Flows from Operating Activities --------- ---------
Net income $ 2,485 $ 11,134
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation and amortization 20,516 19,605
Provision for losses on accounts receivable 1,681 1,639
Loss on reinvestment obligation -- 486
Rent expense (340) 484
Distribution in excess of equity in income
of partnership 591 627
Deferred income taxes 246 (2,598)
Change in assets and liabilities:
(Increase) decrease in accounts receivable (4,159) (1,915)
(Increase) decrease in refundable income taxes (864) 2,031
(Increase) decrease in inventories and
prepaid expenses 598 365
Increase (decrease) in accounts payable,
accrued expenses and income taxes payable 14,995 (1,735)
Other items, net 1,585 447
--------- ---------
Net cash provided by (used in) operating activities 37,334 30,570
--------- ---------
Cash Flows from Investing Activities
Payments received on notes receivable 488 472
Reduction in other investments 5,183 --
Purchases of property and equipment (54,503) (26,181)
Additions to other long-term assets (6,721) (3,185)
--------- ---------
Net cash provided by (used in) investing activities (55,553) (28,894)
--------- ---------
Cash Flows from Financing Activities
Proceeds from issuance of long-term debt 30,000 10,000
Proceeds from issuance of common stock 1,391 --
Principal payments on long-term debt (10,311) (20,249)
Debt issuance costs (80) (229)
Preferred stock dividend (380) (389)
Redemption of preferred stock (137) (102)
--------- ---------
Net cash provided by (used in) financing activities 20,483 (10,969)
--------- ---------
Net increase (decrease) in cash and cash equivalents 2,264 (9,293)
Cash and cash equivalents at beginning of period 43,861 39,551
--------- ---------
Cash and cash equivalents at end of period $ 46,125 $ 30,258
========= =========
The accompanying notes are an integral part of these financial statements.
7
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AZTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)(continued)
For the periods ended June 29, 1995 and June 30, 1994
-------------------------------------------------------
(in thousands)
Six Months
-------------------
1995 1994
-------- --------
Supplemental Cash Flow Disclosures
Summary of non-cash investing and financing activities:
Capital lease obligations incurred for property
and equipment $ 41 $ --
Tax benefit from stock options and preferred stock
dividend 552 83
Issuance of restricted stock 2,244 --
Forfeiture of restricted stock 142 --
Cash flow during the period for the following:
Interest paid, net of amount capitalized $ 23,360 $ 22,389
Income taxes paid 1,257 620
The accompanying notes are an integral part of these financial statements.
8
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AZTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (unaudited)
For the periods ended June 29, 1995 and June 30, 1994
-------------------------------------------------------
(in thousands, except number of shares)
Six Months
---------------------
1995 1994
---------- ---------
Common stock:
Beginning balance $ 414 $ 414
Stock options exercised for 354,562 shares
in 1995 4 --
Issuance of 292,000 shares of restricted stock
in 1995 3 --
-------- --------
Ending balance 421 414
-------- --------
Paid-in capital:
Beginning balance 347,284 346,965
Stock options exercised 1,387 --
Tax benefit from stock options exercised 484 --
Issuance of restricted stock 2,241 --
-------- --------
Ending balance 351,396 346,965
-------- --------
Retained earnings:
Beginning balance 30,555 16,559
Preferred stock dividend, net of income tax
benefit of $68 and $83 (312) (311)
Net income 2,485 11,134
-------- --------
Ending balance 32,728 27,382
-------- --------
Treasury stock:
Beginning balance (16,885) (16,885)
Forfeiture of 18,000 shares of restricted stock
in 1995 (142) --
-------- --------
Ending balance (17,027) (16,885)
-------- --------
Unearned compensation:
Beginning balance -- (65)
Issuance of restricted stock (2,244) --
Amortization 773 35
Forfeiture of restricted stock 142 --
-------- --------
Ending balance (1,329) (30)
-------- --------
$366,189 $357,846
======== ========
The accompanying notes are an integral part of these financial statements.
9
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AZTAR CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
Note 1: General
- ----------------
The consolidated financial statements reflect all adjustments, such adjust-
ments being normal recurring accruals, which are necessary, in the opinion of
management, for the fair presentation of the results of the interim periods;
interim results, however, may not be indicative of the results for the full
year.
The notes to the interim consolidated financial statements are presented to
enhance the understanding of the financial statements and do not necessarily
represent complete disclosures required by generally accepted accounting
principles. The interest that was capitalized during the quarter and six
months ended 1995 was $1,162,000 and $2,351,000, respectively; and $772,000
and $1,267,000 for the quarter and six months ended 1994. Capitalized
preopening costs, included in deferred charges and other assets, were
$851,000 and $817,000 at June 29, 1995 and December 29, 1994, respectively.
For additional information regarding significant accounting policies,
long-term debt, lease obligations, and other matters applicable to the
Company, reference should be made to the Company's Annual Report to
Shareholders for the year ended December 29, 1994.
Certain reclassifications have been made in the 1994 Consolidated Statements
of Operations and the Consolidated Statement of Cash Flows in order to be
comparable with the 1995 presentation.
Note 2: Investments in and Advances to Unconsolidated Partnership
- -----------------------------------------------------------------
Following are summarized operating results for the Company's unconsolidated
partnership, accounted for using the equity method for the periods ended
June 29, 1995 and June 30, 1994 (in thousands):
Second Quarter Six Months
--------------------- -------------------
1995 1994 1995 1994
-------- -------- -------- --------
Revenues $ 4,385 $ 3,675 $ 8,774 $ 7,257
Operating expenses (692) (698) (1,376) (1,381)
-------- -------- -------- --------
Operating income 3,693 2,977 7,398 5,876
Interest expense (1,680) (1,005) (3,374) (1,928)
-------- -------- -------- --------
Net income $ 2,013 $ 1,972 $ 4,024 $ 3,948
======== ======== ======== ========
Note 3: Other Long-term Liabilities
- -------------------------------------
At June 29, 1995 and December 29, 1994, other long-term liabilities consisted
of (in thousands):
1995 1994
-------- --------
Accrued rent expense $ 12,602 $ 13,043
Deferred compensation and retirement plans 9,304 8,789
Deferred income 154 154
-------- --------
$ 22,060 $ 21,986
======== ========
10
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AZTAR CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) (continued)
Note 4: Income Taxes
- ----------------------
The Company is responsible, with certain exceptions, for the taxes of Ramada
through December 20, 1989. The Internal Revenue Service has completed its
examination of the years 1986 and 1987. Ramada has signed a partial
agreement for those two years and has filed a petition with the U.S. Tax
Court for two remaining issues. The Internal Revenue Service is examining
the income tax returns for the years 1988 through 1993. The New Jersey
Division of Taxation is examining the income tax returns for the years 1983
through 1989. Management believes that adequate provision for income taxes
and interest has been made in the financial statements.
Gross deferred tax assets are reduced by a valuation allowance. The
December 29, 1994 and December 30, 1993 valuation allowances were reduced
during the 1995 and 1994 periods which caused a decrease in income tax
expense of $502,000 and $765,000 in the 1995 second quarter and six-month
periods, respectively; and $2,370,000 and $3,974,000 in the 1994 second
quarter and six-month periods, respectively.
Note 5: Net Income Per Share
- -----------------------------
Net income per common and common equivalent share is computed based on the
weighted average number of common shares outstanding after consideration of
the dilutive effect of restricted stock and stock options. Net income per
common share, assuming full dilution, is computed based on the weighted
average number of common shares outstanding after consideration of the
dilutive effect of restricted stock, stock options and the assumed conversion
of the preferred stock at the stated rate. Net income for both computations
is adjusted for dividends on the preferred stock.
Note 6: Contingencies and Commitments
- --------------------------------------
In connection with the Company's commitment, subject to the granting of a
riverboat gaming license, to make certain payments to the City of Evansville,
Indiana as well as other civic and charitable institutions, the Company
obtained a letter of credit for $13,450,000. The Company's short-term
investments at June 29, 1995 and December 29, 1994, are pledged as collateral
for this letter of credit.
The Company agreed to indemnify Ramada against all monetary judgments in
lawsuits pending against Ramada and its subsidiaries as of the conclusion of
the restructuring of Ramada (the "Restructuring") on December 20, 1989, as
well as all related attorneys' fees and expenses not paid at that time,
except for any judgments, fees or expenses accrued on the hotel business
balance sheet and except for any unaccrued and unreserved aggregate amount up
to $5,000,000 of judgments, fees or expenses related exclusively to the hotel
business. Aztar is entitled to the benefit of any crossclaims or
counterclaims related to such lawsuits and of any insurance proceeds
received. In addition, the Company agreed to indemnify Ramada for various
lease guarantees made by Ramada relating to the restaurant business conducted
through its Marie Callender Pie Shops, Inc. subsidiary. In connection with
these matters, the Company has an accrued liability of $3,953,000 and
$3,963,000 at June 29, 1995 and December 29, 1994, respectively.
11
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AZTAR CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) (continued)
Note 6: Contingencies and Commitments (continued)
- --------------------------------------------------
The Company is a party to various other claims, legal actions and complaints
arising in the ordinary course of business or asserted by way of defense or
counterclaim in actions filed by the Company. Management believes that its
defenses are substantial in each of these matters and that the Company's
legal posture can be successfully defended without material adverse effect on
its consolidated financial statements.
The Company had commitments for the purchase of property and equipment of
approximately $59,000,000 at June 29, 1995.
12
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AZTAR CORPORATION AND SUBSIDIARIES
Item 2. Management's Discussion and Analysis
Financial Condition
On July 14, 1995, Aztar received authorization from the U.S. Army Corps of
Engineers to begin construction of docking facilities for the Company's
riverboat gaming facility planned to be licensed in the Evansville, Indiana
market. State permits and approvals have been obtained and construction
commenced on July 31, 1995. The Company anticipates a construction schedule
of approximately four months depending on weather conditions and other
factors for the completion of the docking and temporary facilities. The
temporary facilities will include surface parking and a 13,000-square-foot
climate-controlled tent pavilion. Barring unanticipated delays, operations
are projected to commence late this year utilizing these facilities. The
hotel, pavilion, permanent parking facilities, and other amenities are
scheduled for completion within a year of the commencement of gaming
operations.
On April 26, 1995, the Missouri Gaming Commission granted Aztar a riverboat
gaming license to operate Casino Aztar Caruthersville, the Company's
riverboat casino development in Caruthersville, Missouri. The casino began
operations on April 28, 1995, using temporary facilities for ticketing and
passenger waiting. The pavilion and other permanent facilities were opened
on July 20, 1995.
During the first quarter of 1995, the Company repaid $10,000,000 under the
reducing revolving credit facility and then borrowed $30,000,000 under this
facility during the second quarter of 1995, leaving an outstanding balance of
$70,000,000 at June 29, 1995.
At June 29, 1995, the Company had commitments of approximately $59,000,000
for the purchase of property and equipment.
Results of Operations
Six Months Ended June 29, 1995 Compared to Six Months Ended June 30, 1994
The Company's consolidated revenues for the first half of 1995 were $281.0
million, a 5% increase over $266.3 million for the first half of 1994 as
higher total revenues at TropWorld and added revenues from the Company's
recently opened riverboat casino in Caruthersville, Missouri more than offset
decreases in total revenues at Tropicana and Ramada Express. Casino Aztar
Caruthersville began operations on April 28, 1995. Consolidated casino
revenue was $13.8 million higher in the 1995 versus 1994 six-month period
primarily because an increase in casino revenue at TropWorld and added casino
revenue from Casino Aztar Caruthersville more than offset a decrease in
casino revenue at Tropicana. Consolidated operating income for the first
half of 1995 was $32.2 million before the effects of a $2.6 million writeoff
of preopening costs in connection with Casino Aztar Caruthersville compared
to $35.6 million consolidated operating income for the first half of 1994.
Excluding the writeoff of preopening costs, the decline in consolidated
operating income reflected an increase in operating income at TropWorld that
was more than offset by lower operating results at Tropicana and Ramada
Express.
13
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AZTAR CORPORATION AND SUBSIDIARIES
The Company's equity in unconsolidated partnership's loss was $0.7 million or
37% higher in the 1995 versus 1994 six-month period as a result of higher
interest expense incurred by the partnership. The increase in interest
expense was a result of higher interest rates.
For a discussion of income taxes, refer to "Note 4: Income Taxes".
TROPWORLD Total revenues at TropWorld were $165.9 million in the first half
of 1995 compared to $151.7 million in the first half of last year, a 9%
increase primarily as a result of higher casino revenue. The increase in
casino revenue was caused, in large part, by a strong market growth rate of
13% in the Atlantic City market during the first half of 1995. Casino
revenues were reduced in the 1994 six-month period due to severe weather
conditions in the East during January and February. In addition, casino
revenue was higher in the 1995 versus 1994 six-month period as a result of an
increase in coin redemptions and an increase in the use of complimentary food
and beverage and rooms as a means of promoting casino activity.
TropWorld had operating income of $30.1 million in the first half of 1995, up
29% from $23.3 million in the first half of last year. The increase in
operating income reflected the higher casino revenue, partially offset by a
$6.6 million or 10% increase in casino costs that was primarily attributable
to the increased coin redemptions and complimentaries. Marketing costs were
19% higher in the 1995 versus 1994 six-month period due primarily to an
increase in the number of special events offered at the property. Operating
income is after rent expense of $0.7 million in both periods and depreciation
and amortization expense of $11.1 million in the first half of 1995 compared
to $11.4 million in the first half of 1994.
TROPICANA At Tropicana, total revenues were $69.6 million in the first half
of 1995, a decrease of 4% from $72.3 million in the first half of last year.
Casino revenue declined by $2.9 million primarily as a result of weak
conditions in the Las Vegas market during this year's six-month period
combined with lower table games revenue in the 1995 versus 1994 six-month
period.
Operating income at Tropicana was $0.3 million for the first half of 1995
compared to $6.8 million for the first half of 1994. Operating income is
after rent and depreciation and amortization expenses. Rent expense was $4.7
million in the 1995 six-month period compared to $3.8 million in the 1994
six-month period, a 24% increase attributable to a higher interest component
of rent payments made to the Company's unconsolidated partnership.
Depreciation and amortization expense was $3.5 million in the first half of
1995 compared to $3.1 million in the first half of 1994.
RAMADA EXPRESS At Ramada Express, total revenues were $41.9 million in the
first half of 1995, down slightly from $42.3 million in the first half of
last year. Operating income was $7.7 million in the 1995 six-month period, a
decrease from $10.3 million in the 1994 six-month period. Operating income
is after rent and depreciation and amortization expenses. Rent expense was
insignificant in both periods. Depreciation and amortization was $3.6
million in the first half of 1995 compared to $3.7 million in the first half
of 1994.
14
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AZTAR CORPORATION AND SUBSIDIARIES
CASINO AZTAR CARUTHERSVILLE Casino Aztar Caruthersville, which opened on
April 28, 1995, added $3.6 million to total consolidated revenues for the
first half of 1995. Before the effects of a $2.6 million writeoff of
preopening costs, Casino Aztar Caruthersville had an operating loss of $0.2
million. Depreciation and amortization expense was $0.4 million.
Quarter Ended June 29, 1995 Compared to Quarter Ended June 30, 1994
The Company's consolidated revenues for the 1995 second quarter were $145.4
million compared to $135.7 million for the 1994 second quarter, a 7% increase
primarily reflecting higher total revenues at TropWorld and added revenues
from the recently opened Casino Aztar Caruthersville. Consolidated casino
revenue was $8.8 million higher in the 1995 second quarter versus the 1994
second quarter primarily due to an increase in casino revenue at TropWorld
and added casino revenue from Casino Aztar Caruthersville. Consolidated
operating income for the 1995 second quarter was $16.4 million before the
effects of a $2.6 million writeoff of preopening costs in connection with
Casino Aztar Caruthersville, compared to $18.8 million consolidated operating
income for the second quarter of last year. Excluding the writeoff of
preopening costs, the decline in consolidated operating income reflected an
increase in operating income at TropWorld that was more than offset by lower
operating results at Tropicana and Ramada Express.
The Company's equity in unconsolidated partnership's loss was $0.3 million or
34% higher in the 1995 versus 1994 second quarter as a result of higher
interest expense incurred by the partnership. The increase in interest
expense was a result of higher interest rates.
For a discussion of income taxes, refer to "Note 4: Income Taxes".
TROPWORLD TropWorld had total revenues of $85.8 million in the second quarter
of 1995 compared to $79.6 million in last year's second quarter, an 8%
increase primarily as a result of higher casino revenue. The increase in
casino revenue reflected a strong market growth rate of 10% in the Atlantic
City market during the second quarter of 1995. In addition, casino revenue
was higher in the 1995 versus 1994 second quarter due to an increase in coin
redemptions.
TropWorld had operating income of $16.2 million in the 1995 second quarter,
up 18% from $13.8 million in the 1994 second quarter. Marketing costs were
38% higher due primarily to an increase in the number of special events
offered at the property during the second quarter of 1995. Operating income
is after rent expense of $0.4 million in both periods and depreciation and
amortization expense of $5.5 million in the 1995 second quarter compared to
$5.7 million in the 1994 second quarter.
TROPICANA At Tropicana, total revenues were $35.4 million in the second
quarter of 1995 compared to $35.6 million in the second quarter of last year.
Tropicana had operating income of $0.3 million for the 1995 second quarter,
down from $2.7 million for the 1994 second quarter. Operating income is
after rent and depreciation and amortization expenses. Rent expense was $2.3
million in the 1995 second quarter compared to $1.9 million in the 1994
second quarter, a 23% increase attributable to a higher interest component of
15
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AZTAR CORPORATION AND SUBSIDIARIES
rent payments made to the company's unconsolidated partnership. Depreciation
and amortization expense was $1.8 million in the 1995 second quarter compared
to $1.5 million in the 1994 second quarter.
RAMADA EXPRESS Total revenues at Ramada Express were $20.6 million in the
second quarter of 1995, up slightly from $20.5 million in the 1994 second
quarter. Operating income was $3.3 million in the 1995 second quarter
compared to $4.8 million in last year's second quarter. Operating income is
after rent and depreciation and amortization expenses. Rent expense was
insignificant in both periods. Depreciation and amortization was $1.8
million in both periods.
CASINO AZTAR CARUTHERSVILLE Casino Aztar Caruthersville, which opened on
April 28, 1995, added $3.6 million to total consolidated revenues for the
1995 second quarter. Before the effects of a $2.6 million writeoff of
preopening costs, Casino Aztar Caruthersville had an operating loss of $0.2
million. Depreciation and amortization expense was $0.4 million.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
In connection with Case No. CV-S-94-1126-LDG(RJJ), as reported under Part
I, Item 3 of the Company's Form 10-K for the year ended December 29,
1994, the plaintiffs, as reported under Item 1 of the Company's Form 10-Q
for the quarter ended March 30, 1995, have filed a motion asking the
Court to hold a case management and scheduling conference, and to permit
discovery to resume. The Company (and all other defendants) have opposed
this motion, and have suggested to the Court that consideration of the
pending motions would be the more effective means of handling the case,
since the granting of the motion to dismiss would end the case and
obviate the need for scheduling or management of the case. No argument
date has been set.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Page No.
----------
11. Statement Regarding Computation of Per Share Earnings. *
27. Financial Data Schedule. *
* See exhibit index at page E-1 of this report for
a listing of exhibits filed with this report.
All other exhibits have been omitted because the
information is either not required or not applicable.
(b) The Company did not file any report on Form 8-K
during the quarter ended June 29, 1995.
16
<PAGE>
AZTAR CORPORATION AND SUBSIDIARIES
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.
AZTAR CORPORATION
------------------------------
(Registrant)
Date August 1, 1995 By ROBERT M. HADDOCK
-------------------------- ---------------------------
Robert M. Haddock
Executive Vice President and
Chief Financial Officer
17
<PAGE>
AZTAR CORPORATION AND SUBSIDIARIES
Exhibit Index
- -------------
11. Statement Regarding Computation of Per Share Earnings.
27. Financial Data Schedule.
E-1
<PAGE>
Exhibit 11
AZTAR CORPORATION AND SUBSIDIARIES
STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS
For the periods ended June 29, 1995 and June 30, 1994
---------------------------------------------------------------
(in thousands, except per share data)
Second Quarter Six Months
------------------- -------------------
1995 1994 1995 1994
--------- --------- --------- ---------
Net income $ 525 $ 6,581 $ 2,485 $ 11,134
Deduct: preferred stock dividend
(net of income taxes credited to
retained earnings) (154) (155) (312) (311)
--------- --------- -------- --------
Net income applicable to computation $ 371 $ 6,426 $ 2,173 $ 10,823
======== ======== ======== ========
Weighted average common shares
assuming no dilution 38,026 37,371 37,837 37,368
Common equivalent shares
Additional shares applicable to
restricted stock based on the
market close price at the end
of the period -- -- -- --
Additional shares applicable to
stock options based on the
weighted average market price 1,093 813 1,015 855
-------- -------- -------- --------
Weighted average common shares
applicable to net income per
common and common equivalent share 39,119 38,184 38,852 38,223
Additional shares applicable to
stock options based on the market
close price at the end of the period 24 -- 140 --
Conversion of preferred stock at
the stated rate 1,002 1,027 1,005 1,029
-------- -------- -------- --------
Weighted average common shares
assuming full dilution 40,145 39,211 39,997 39,252
======== ======== ======== ========
Net income per common and common
equivalent share $ .01 $ .17 $ .06 $ .28
Net income per common share assuming
full dilution $ .01 $ .16 $ .05 $ .28
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Consolidated Balance Sheet at June 29, 1995 and the Consolidated Statement of
Operations for the year-to-date period ended June 29, 1995 and is qualified in
its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-28-1995
<PERIOD-END> JUN-29-1995
<CASH> 46,125
<SECURITIES> 8,250
<RECEIVABLES> 30,217
<ALLOWANCES> 10,348
<INVENTORY> 5,874
<CURRENT-ASSETS> 98,643
<PP&E> 991,177
<DEPRECIATION> 198,655
<TOTAL-ASSETS> 955,265
<CURRENT-LIABILITIES> 87,118
<BONDS> 450,151
<COMMON> 421
5,090
0
<OTHER-SE> 365,768
<TOTAL-LIABILITY-AND-EQUITY> 955,265
<SALES> 23,107
<TOTAL-REVENUES> 280,958
<CGS> 21,453
<TOTAL-COSTS> 148,165
<OTHER-EXPENSES> 15,927
<LOSS-PROVISION> 1,681
<INTEREST-EXPENSE> 24,954
<INCOME-PRETAX> 6,318
<INCOME-TAX> 1,184
<INCOME-CONTINUING> 2,485
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,485
<EPS-PRIMARY> .06
<EPS-DILUTED> .05
</TABLE>
