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 March 31, 1996
-------------------------------
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 000-21430
---------------
Riviera Holdings Corporation
------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Nevada 88-0296885
------------------------------- ---------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
2901 Las Vegas Boulevard South, Las Vegas, Nevada 89109
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code (702) 794-9527
---------------------------------------------
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 [ ]
APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE LAST FIVE YEARS
Indicate by check mark whether the Registrant has filed all documentation
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 [ ]
APPLICABLE ONLY TO CORPORATE REGISTRANTS
Indicate the number of shares outstanding of each of the Registrant's
classes of common stock, as of the latest practicable date.
As of May 10, 1996 there were 4,800,000 shares of Common Stock, $.001 par
value per share, outstanding
<PAGE>
RIVIERA HOLDINGS CORPORATION
INDEX
Page
----
PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
Independent Accountants' Report 2
Condensed Consolidated Balance Sheets at December 31, 1995, and 3
March 31, 1996 (Unaudited)
Condensed Consolidated Statements of Operations
(Unaudited) for the Three Months ended March 31, 1995 and 1996 4
Condensed Consolidated Statements of Cash Flow (Unaudited) for
the Three Months Ended March 31, 1995 and 1996 5
Notes to Condensed Consolidated Financial Statements (Unaudited) 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
1
<PAGE>
INDEPENDENT ACCOUNTANTS' REPORT
To the Board of Directors
Riviera Holdings Corporation
We have reviewed the accompanying condensed consolidated balance sheet of
Riviera Holdings Corporation (the "Company") and subsidiaries as of March 31,
1996, and the related condensed consolidated statements of operations and of
cash flows for the three month periods ending March 31,1996 and 1995 of the
Company. These financial statements are the responsibility of the Company's
management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and of making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to such condensed consolidated financial statements for them to be in
conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of Riviera Holdings Corporation as of
December 31, 1995, and the related consolidated statements of operations,
shareholders' equity, and cash flows for the year then ended (not presented
herein); and in our report dated February 16, 1996, we expressed an unqualified
opinion on those consolidated financial statements. In our opinion, the
information set forth in the accompanying condensed consolidated balance sheet
as of December 31, 1995, is fairly stated, in all material respects, in relation
to the consolidated balance sheet from which it has been derived.
DELOITTE & TOUCHE LLP
Las Vegas, Nevada
April 27, 1996
2
<PAGE>
<TABLE>
<CAPTION>
RIVIERA HOLDINGS CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
- ----------------------------------------------------------------------------------------------------
December 31, March 31,
ASSETS 1995 1996
---------------- --------------
Unaudited
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 21,962,021 $ 27,886,842
Accounts receivable, net 4,334,364 4,227,326
Inventories 2,186,500 2,664,765
Prepaid expenses and other assets 2,601,519 2,496,911
------------- -------------
Total current assets 31,084.404 37,275,844
PROPERTY AND EQUIPMENT, NET 121,049,407 121,395,964
OTHER ASSETS 4,758,921 3,112,118
RESTRICTED CASH FOR PERIODIC SLOT PAYMENTS 1,038,721 1,038,725
------------- -------------
TOTAL ASSETS $ 157,931,453 $ 162,822,651
============= =============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 2,321,967 $ 1,819,160
Accounts payable 8,408,298 7,228,745
Current income taxes payable 50,716 746,715
Accrued interest 20,396 2,940,872
Other accrued expenses 9,575,879 9,453,545
------------- ------------
Total current liabilities 20,377,256 22,189,037
------------- ------------
DEFERRED INCOME TAXES 3,022,999 3,562,999
------------- ------------
LONG-TERM DEBT, NET OF CURRENT PORTION 108,249,315 108,316,163
------------- ------------
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Common Stock ($.001 par value; 20,000,000
shares authorized; 4,800,000 shares issued
and outstanding) 4,800 4,800
Additional paid-in capital 12,536,902 12,536,902
Retained earnings 13,740,181 16,212,750
------------- ------------
Total shareholders' equity 26,281,883 28,754,452
------------- ------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 157,931,453 $162,822,651
============= ============
<FN>
See notes to condensed consolidated financial statements.
</FN>
</TABLE>
3
<PAGE>
<TABLE>
<CAPTION>
RIVIERA HOLDINGS CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 1995 AND 1996
(Unaudited)
- -------------------------------------------------------------------------------------------------
1995 1996
------------ ------------
<S> <C> <C>
REVENUES:
Casino $ 19,152,184 $ 20,165,297
Rooms 10,467,452 11,257,384
Food and beverage 5,525,835 5,828,257
Entertainment 2,264,010 5,524,502
Other 2,552,605 2,583,817
------------ ------------
39,962,086 45,359,257
Less promotional allowances 2,765,766 3,636,262
------------ ------------
Net revenues 37,196,320 41,722,995
------------ ------------
COSTS AND EXPENSES:
Direct costs and expenses of operating departments:
Casino 11,102,415 12,406,998
Rooms 4,718,799 4,666,563
Food and beverage 3,910,896 3,922,068
Entertainment 1,581,987 3,722,726
Other 892,435 970,728
Other operating expenses:
Selling, general and administrative 7,223,781 7,460,107
Provision for bad debts 342,490 143,053
Depreciation and amortization 1,594,980 1,888,022
------------ ------------
Total costs and expenses 31,367,783 35,180,265
------------ ------------
INCOME FROM OPERATIONS 5,828,537 6,542,730
------------ ------------
OTHER INCOME (EXPENSE):
Interest expense (3,139,588) (3,061,400)
Interest income 224,631 277,239
------------ ------------
Total other income (expense) (2,914,957) (2,784,161)
------------ ------------
INCOME BEFORE PROVISION FOR INCOME TAXES 2,913,580 3,758,569
------------ ------------
PROVISION FOR INCOME TAXES 1,005,000 1,286,000
------------ ------------
NET INCOME $ 1,908,580 $ 2,472,569
============ ============
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
- PRIMARY AND FULLY DILUTED 4,800,000 5,048,178
============ ============
EARNINGS PER COMMON AND COMMON EQUIVALENT
SHARE - PRIMARY AND FULLY DILUTED $ 0.40 $ 0.49
============ ============
<FN>
See notes to condensed consolidated financial statements
</FN>
</TABLE>
4
<PAGE>
<TABLE>
<CAPTION>
RIVIERA HOLDINGS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 1995 AND 1996
(Unaudited)
- -------------------------------------------------------------------------------------------------
1995 1996
------------ ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $1,908,580 $2,472,569
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 1,594,980 1,888,022
Provision for bad debts 342,490 143,053
Provision for gaming discounts 17,500 13,750
Interest expense 3,139,588 3,061,400
Interest paid (200,425) (140,924)
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable 542,233 (49,765)
(Increase) decrease in inventories (13,190) (478,265)
(Increase) decrease in prepaid expenses and other (203,798) 104,608
assets
Decrease in restricted cash for periodic slot payments (13) 0
Increase in accounts payable (112,173) (1,179,558)
(Decrease) increase in accrued expenses 489,134 (122,334)
Increase (decrease) in current income taxes payable 170,000 695,999
Increase in deferred income taxes 235,000 540,000
Increase in non-qualified pension plan obligation to CEO
upon retirement 99,999 106,177
----------- ----------
Net cash provided by operating activities 8,009,905 7,054,732
----------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures for property and equipment (1,899,168) (2,234,578)
Decrease (increase) in other assets 208,424 1,646,803
----------- ----------
Net cash used in investing activities (1,690,744) (587,775)
----------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from long-term borrowings 40,890 49,179
Payments on long-term borrowings (628,828) (591,315)
----------- ----------
Net cash used in financing activities (587,938) (542,136)
----------- ----------
INCREASE IN CASH AND CASH EQUIVALENTS 5,731,223 5,924,821
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 16,425,357 21,962,021
----------- ----------
CASH AND CASH EQUIVALENTS, END OF PERIOD $22,156,580 $27,886,842
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
- INCOME TAXES PAID $600,000 $50,000
----------- ----------
<FN>
See notes to condensed consolidated financial statements
</FN>
</TABLE>
5
<PAGE>
RIVIERA HOLDINGS CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation - Riviera Holdings Corporation ("the Company") and its
wholly-owned subsidiary Riviera Operating Corporation ("ROC") were incorporated
on January 27, 1993, in order to acquire all assets and liabilities of Riviera,
Inc. Casino-Hotel Division (the "Hotel & Casino") .
On June 29, 1993, the Company obtained regulatory approval of their gaming
application from the State of Nevada. For financial reporting purposes it is
assumed the effective date of the plan occurred on midnight June 30, 1993 with
the assets and liabilities being transferred from the Hotel & Casino to the
Company on July 1, 1993. In connection with the effectiveness of the Plan, the
Company and its wholly-owned subsidiary ROC acquired all of the assets of
Riviera, Inc. relating to the Hotel & Casino. On the effective date of the Plan,
the Company issued to holders of Floating Rate First Mortgage Notes, Floating
Rate First Mortgage Reset Notes and Second Series Floating Rate First Mortgage
Notes of the Hotel & Casino (a) 120,000 shares of its common stock, par value
$.001 per share, pre-split, and (b) an aggregate of $100,000,000 first mortgage
notes due December 31, 2002. The Company also issued other notes to unsecured
creditors of the Hotel & Casino.
On April 26, 1994, at the annual meeting, the shareholders of the Company
approved an amendment to the Company's Amended and Restated Articles of
Incorporation to increase the authorized shares of Common Stock from 500,000 to
5,000,000 and a ten-for-one stock split. On November 16, 1995, at a special
meeting, The Shareholders of the Company voted to increase the total number of
authorized shares from 5,000,000 to 20,000,000 with 1,088,580 shares voting for
the proposal and 1,200 shares voting against. Accordingly, per share
information, average number of shares outstanding and number of shares
outstanding in the accompanying condensed consolidated financial statements have
been adjusted for the stock split as of the earliest date presented ( March 31,
1995).
Riviera Gaming Management, Inc. ("RGM"), a wholly owned subsidiary, was
incorporated in August 1995 in the State of Nevada for the purpose of obtaining
management contracts in Nevada and other jurisdictions.
The financial information at March 31, 1996 and for the three months ended March
31, 1996 and 1995, is unaudited. However, such information reflects all
adjustments (consisting solely of normal recurring adjustments) that are, in the
opinion of management, necessary for a fair presentation of the financial
position, results of operations, and cash flows for the interim periods. The
results of operations for the three months ended March 31, 1996 and for the
three months ended March 31, 1995, are not necessarily indicative of the results
that will be achieved for the entire year. Certain reclassifications have been
made to the 1995 financial statements to conform with the current year
presentation.
6
<PAGE>
These financial statements should be read in conjunction with the audited
consolidated financial statements and notes thereto for the year ended December
31, 1995, included in the Company's Annual Report on Form 10-K.
Legal Proceedings
The Company, along with most of the other major hotel-casino companies had been
named in a class action lawsuit that had been transferred to the United States
District Court, for the State of Nevada. This lawsuit was dismissed on April 24,
1996.
Nature of Operations
The sole line of business of the Company is the operation of the Riviera Hotel
and Casino in Las Vegas, Nevada. The Company is engaged in a single industry
segment, the operation of a hotel/casino with restaurants and related
facilities. Casino operations are subject to extensive regulation in the State
of Nevada by the Gaming Control Board and various other state and local
regulatory agencies. Management believes that the Company's procedures for
supervising casino operations, for recording casino and other revenues and for
granting credit comply in all material respects with the applicable regulations.
Earnings Per Share
Earnings per common and common equivalent share and earnings per common shares
assuming full dilution are computed using the weighted average number of shares
outstanding adjusted for the incremental shares attributed to outstanding
options to purchase common stock.
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
The following table sets forth certain operating information for the Company for
the three months ended March 31, 1995 and the three months ended March 31, 1996:
Three Months
Ended March 31,
------------------------------
1995 1996
---- ----
Unaudited
REVENUES:
Casino $19,152 $20,165
Rooms 10,467 11,257
Food and beverage 5,526 5,828
Entertainment 2,264 5,525
Other 2,553 2,584
----- -----
39,962 45,359
Less promotional allowances 2,766 3,636
----- -----
Net revenues 37,196 41,723
------ ------
COSTS AND EXPENSES:
Casino 11,102 12,407
Rooms 4,719 4,667
Food and beverage 3,911 3,922
Entertainment 1,582 3,723
Other 892 971
Selling, general and 7,224 7,460
administrative
Provision for bad debts 342 143
--- ---
Total costs and expenses 29,772 33,293
------ ------
EBITDA (a) $ 7,424 $8,430
======= ======
NET INCOME $ 1,909 $2,473
======= ======
(a) "EBITDA" consists of operating income plus depreciation and amortization.
EBITDA should not be construed as an alternative to operating income (as
determined in accordance with generally accepted accounting principles) as an
indicator of the Company's operating performance or to cash flows from operating
activities (as determined in accordance with generally accepted accounting
principles) as a measure of liquidity. Management believes that EBITDA gives an
indication of the cash generating capacity of the Company and is useful as a
comparison with other industry participants.
8
<PAGE>
Comparison of Three Months Ended March 31, 1996 Versus the Three Months Ended
March 31, 1995
- -------------------------------------------------------------------------------
Revenues
Net revenues increased $4,527,000 (12.2%) to $41,723,000 for the three months
ending March 31, 1996, compared to the quarter ended March 31, 1995. Total
casino revenues increased $1,013,000 (5.3%). Slot revenues increased $1,519,000
(12.6%) for the three months ended March 31, 1996 compared to the quarter ended
March 31, 1995, due to an increase in promotional programs directed at the slot
player. Table games revenue, including baccarat, decreased $726,000 (11.9%) from
the prior year. The cash drop(1) increase of $723,000 was partially offset by a
decrease in credit drop of $557,000 resulting in a net increase of $166,000
(.5%). The win percentage(2) decreased from 17.8% to 15.6%. The increase in drop
represents an increase in win of $29,000 and the decrease in win percentage
represents a decrease in win of $755,000. The increase in drop is attributable
to special events marketing programs, and the decrease in win percentage is due
to the normal fluctuations in table games. Room revenues increased $790,000
(7.6%) to $11,257,000 in the first quarter of 1996 as compared to 1995 and the
average room rate increased $1.68. Occupancy increased to 98.8% in 1996 from
95.4% in 1995. First quarter business mix indicates an increase of 8,000 room
nights for vacationers, an increase of 8.6% over first quarter 1995. Food and
beverage revenues increased $302,000 (5.5%) due primarily to increased covers in
the bars and the buffet. Entertainment revenues increased $3,261,000 from
$2,264,000 in first quarter 1995 to $5,525,000 in 1996. The Splash production
show was closed in the first half of 1995 and accounted for $2,854,000 of the
increase in entertainment revenues. Promotional allowances increased $870,000
(31.5%) because of additional show ticket complimentaries offered to promote the
Splash II production show, and also because of additional casino and slot
marketing programs.
Costs and Expenses
Total costs and expenses increased $3,521,000 (11.83%) in the three months ended
March 31, 1996, as compared to 1995. Casino expense increased $1,305,000 (11.8%)
as the result of increased promotional allowances and additional special events
marketing. Entertainment costs increased $2,141,000 (135.3%) due primarily to
Splash II expenses of $2,300,000 in 1996 compared to the absence of Splash
expense in 1995. The provision for bad debts decreased $199,000 (58.2%) as a
result of the reduction in credit play in the casino, primarily the Mexican
baccarat player.
- ----------
(Footnotes)
(1) "Historical Drop" as defined by the regulations of the Nevada Gaming
Commission and Gaming Control Board (which is an approximate measure of
funds exchanged into chips for use at the Hotel & Casino less credit
instruments repaid at the gaming tables).
(2) Win percentage is calculated by dividing table games revenue by Historical
Drop.
9
<PAGE>
EBITDA
Earnings before depreciation, interest, taxes, and amortization increased
$1,006,000 (13.6%) to $8,430,000 in the first quarter of 1996 compared to 1995.
The increase resulted primarily from increased slot, rooms and entertainment
revenues.
Net Income
The Company reported a net income of $2,473,000 in the first quarter of 1996 as
compared to $1,909,000 during the same period in 1995, an increase of $564,000
(29.6%). Depreciation and amortization increased $293,000 due to capital
improvements that were made since the first quarter of 1995. Federal income tax
expense increased $281,000 in the three months ended March 31, 1996.
Liquidity and Capital Resources
- -------------------------------------------------------------------------------
The Company had cash and cash equivalents of $27,887,000 at March 31, 1996,
which was an increase of $5,925,000 from the balances at the year ended December
31, 1995. Significant debt service on the bonds and class notes are due in June
and December and should be considered in evaluating cash increases in the first
and third quarters.
EBIDTA for the three months ended March 31, 1996 and the year ended December
31,1995 was $8,430,000 and $ 27,791,000, respectively, which was adequate to
cover the Company's debt service and capital expenditures. Current projections
of EBITDA for 1996 are modestly in excess of 1995 and management believes that
sufficient cash flow will be available to cover the Company's debt service and
enable investment in budgeted capital expenditures of approximately $11,165,0000
for 1996. However, if cash flow does not meet projections, management would
defer capital expenditures. In the first three months of 1996 the Company made
capital expenditures of $2,235,000.
The following table sets forth the scheduled cash payments required to be made
by the Company in respect of principal and interest on the first Mortgage Notes,
the Class Notes, and other debts for each year through the maturity dates of the
First Mortgage Notes and the Class Notes as of December 31, 1995.
Pre Funded
Slot Annuities
Included in
Total Principal Principal
Year Interest Principal and Interest Payments
---- -------- --------- ------------ --------
1996 12,061,000 2,322,000 14,383,000 318,000
1997 11,812,000 2,055,000 13,867,000 318,000
1998 11,619,000 1,880,000 13,499,000 217,000
1999 11,425,000 1,844,000 13,269,000 117,000
2000 11,209,000 1,898,000 13,107,000 68,000
2001 11,019,000 572,000 11,591,000
2002 11,000,000 100,000,000 111,000,000
----------- ------------ ------------ ----------
$80,145,000 $110,571,000 $190,716,000 $1,038,000
10
<PAGE>
Cash flow from operations is not expected to be sufficient to pay the principal
of the First Mortgage Notes at maturity in 2002. Accordingly, the ability of the
Company to repay the First Mortgage Notes at maturity will be dependent upon its
ability to refinance the First Mortgage Notes. There can be no assurance that
the Company will be able to refinance the principal amount of the First Mortgage
Notes.
The First Mortgage Notes may not be redeemed except as set forth below prior to
June 1, 1998, and thereafter, may be redeemed at the option of the Company at
the following prices (expressed as a percentage of principal amount):
If redeemed during the 12-month period beginning June 1,
Year Percentage
---- ----------
1998 104.3125%
1999 102.8750%
2000 101.4375%
2001 and thereafter 100.0000%
The First Mortgage Notes provide for mandatory redemption by the Company upon
the order of the Nevada Gaming Authorities. The First Mortgage Notes also
provide that, in certain circumstances, the Company must offer to repurchase the
First Mortgage Notes upon the occurrence of a change of control or certain other
events. In the event of such mandatory redemption or repurchase prior to
maturity, the Company would be unable to pay the principal amount for the First
Mortgage Notes without a refinancing.
During the reorganization proceeding of Riviera, Inc., certain capital
expenditures were deferred. Management considers it important to the competitive
position of the Hotel & Casino that expenditures be made to upgrade the
property. Capital expenditures totaled approximately $5,786,000 in 1993,
$8,933,000 in 1994 and $7,836,000 in 1995. Management has budgeted $11,165,000
in 1996 that the Company expects to finance from cash flow.
The Indenture imposes certain financial covenants and restrictions on the
Company and ROC, including a minimum consolidated net worth requirement and
limitations on the payment of dividends, the incurrence of debt and granting of
liens, capital expenditures and mergers and sales of assets. As a result of
these restrictions, the ability of the company and ROC to incur additional
indebtedness to fund operations or to make capital expenditures is limited. In
the event that cash flow from operations is insufficient to cover cash
requirements, the Company and ROC may not be able to obtain additional funds.
The Company and ROC would be required to curtail or defer certain of their
capital expenditure programs under these circumstances, which could have an
adverse effect on the Company's operations.
11
<PAGE>
Effective September 8, 1995, the Board of Directors and holders of 94% of the
Company's 11% Mortgage Notes ("Notes") approved amendments to certain Note
restrictive covenants. Noteholders who consented to the amendments received a
$5.00 fee for each $1,000 of Notes.
The amendments are designed to permit the Company's management team to utilize
its expertise in turning around troubled gaming properties which are either in,
or on the verge of, bankruptcy and managing casinos in so-called "new venues.
The Company would expect to make a limited investment and obtain a profit based
management contract in properties with which it becomes involved.
12
<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.
RIVIERA HOLDINGS CORPORATION
By /s/ William L. Westerman
---------------------------
Chairman of the Board and
Chief Executive Officer
By /s/ Duane Krohn
------------------
Treasurer and
Chief Financial Officer
Date: May 10, 1996
13
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 27,886,842
<SECURITIES> 0
<RECEIVABLES> 4,886,586
<ALLOWANCES> (659,260)
<INVENTORY> 2,664,765
<CURRENT-ASSETS> 37,275,844
<PP&E> 138,167,652
<DEPRECIATION> (16,771,688)
<TOTAL-ASSETS> 162,822,651
<CURRENT-LIABILITIES> 22,189,037
<BONDS> 100,000,000
0
0
<COMMON> 4,800
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 162,822,651
<SALES> 45,359,257
<TOTAL-REVENUES> 45,636,496
<CGS> 0
<TOTAL-COSTS> 33,149,190
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 143,053
<INTEREST-EXPENSE> 3,061,400
<INCOME-PRETAX> 3,758,569
<INCOME-TAX> 1,286,000
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,472,569
<EPS-PRIMARY> 0.49
<EPS-DILUTED> 0.49
<PAGE>
</TABLE>
