<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
XXX QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
- --- OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1997.
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
- --- OF 1934 FOR THE TRANSITION PERIOD FROM ________ TO__________.
Commission File Number 0-24554
Canterbury Park Holding Corporation
----------------------------------------------------------
(Exact name of business issuer as specified in its charter)
Minnesota 41-1775532
- ------------------------------- ------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1100 Canterbury Road, Shakopee, Minnesota 55379
- ----------------------------------------- ------------------
(Address of principal executive offices) (Zip Code)
(612) 445-7223
---------------------------
(Issuer's Telephone Number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such report), and (2) has been
subject to such filing requirements for the past 90 days. YES X NO
----- -----
The Company had 2,972,382 shares of common stock, $.01 par value per share,
outstanding as of August 4, 1997.
<PAGE>
Canterbury Park Holding Corporation
INDEX
Page
----
PART 1. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
Consolidated Balance Sheets as of
June 30, 1997 and December 31, 1996 . . . . . . . . . . 3
Consolidated Statements of Operations for the periods
ended June 30, 1997 and 1996. . . . . . . . . . . . . . 4
Consolidated Statements of Cash Flows for the periods
ended June 30, 1997 and 1996. . . . . . . . . . . . . . 5
Notes to Consolidated Financial Statements. . . . . . . 6
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS. . . . . . . . . . 7
PART II. OTHER INFORMATION . . . . . . . . . . . . . . . . . . . . . . . 12
Signatures. . . . . . . . . . . . . . . . . . . . . . . . . . . 13
<PAGE>
CANTERBURY PARK HOLDING CORPORATION AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
JUNE 30, 1997 AND DECEMBER 31, 1996 (UNAUDITED)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1997 1996
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 432,644 $ 296,671
Accounts receivable, net of allowance for uncollectible accounts 269,761 186,834
Inventory 109,875 72,731
Deposits 41,553 20,000
Prepaid expenses 178,660 81,367
----------- -----------
Total current assets 1,032,493 657,603
PROPERTY AND EQUIPMENT, net of accumulated depreciation
of $2,378,743 and $1,981,468, respectively 8,491,681 8,631,754
INTANGIBLE ASSETS, net of accumulated amortization of
$12,193 and $9,925, respectively 12,175 12,775
----------- -----------
$ 9,536,349 $ 9,302,132
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 1,342,573 $ 623,930
Accrued wages and payroll taxes 403,953 161,272
Accrued interest 78,887 149,387
Advance from shareholder (Note 2) 507,399 1,609,754
Accrued property taxes 374,038 370,916
Payable to horsepersons 845,665 560,555
----------- -----------
Total current liabilities 3,552,515 3,475,814
COMMITMENTS AND CONTINGENCIES (Note 3)
SHAREHOLDERS' EQUITY
Common stock, $.01 par value, 10,000,000 shares authorized,
2,972,382 and 2,961,382, respectively, shares issued and
outstanding 29,724 29,614
Additional paid-in capital 7,899,003 7,879,551
Accumulated deficit (1,944,893) (2,082,847)
----------- -----------
Total shareholders' equity 5,983,834 5,826,318
----------- -----------
$ 9,536,349 $ 9,302,132
=========== ===========
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
CANTERBURY PARK HOLDING CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
PERIODS ENDED JUNE 30, 1997 AND 1996 (UNAUDITED)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
THREE MONTHS THREE MONTHS SIX MONTHS SIX MONTHS
ENDED ENDED ENDED ENDED
JUNE 30, 1997 JUNE 30, 1996 JUNE 30, 1997 JUNE 30,1996
<S> <C> <C> <C> <C>
OPERATING REVENUES:
Pari-mutuel $4,247,838 $4,077,679 $6,994,484 $6,712,670
Concessions 763,699 721,607 1,165,349 1,102,175
Admissions and parking 237,726 234,805 297,027 300,444
Programs and racing forms 261,406 278,508 392,495 416,613
Other operating revenue 115,312 83,663 177,193 155,093
---------- ---------- ---------- ----------
5,625,981 5,396,262 9,026,548 8,686,995
OPERATING EXPENSES:
Pari-mutuel expenses
Statutory purses 1,342,139 1,233,586 1,592,606 1,416,988
Host track fees 527,173 488,853 984,908 948,785
Pari-mutuel taxes 9,250 236,112 20,986 394,296
Minnesota breeders' fund 211,565 202,897 354,131 343,167
Salaries and benefits 1,479,539 1,379,089 2,189,006 1,973,936
Cost of concession sales 226,471 226,458 344,598 318,984
Cost of publication sales 288,463 305,639 441,257 470,839
Depreciation and amortization 215,206 199,078 423,266 395,444
Utilities 158,110 174,390 316,003 322,959
Repairs, maintenance and supplies 218,884 173,416 317,054 225,800
Property taxes 93,510 95,985 190,141 191,970
Advertising and marketing 459,263 562,660 553,904 650,144
Other operating expenses 745,482 671,724 1,090,729 1,003,194
---------- ---------- ---------- ----------
5,975,055 5,949,887 8,818,589 8,656,506
NONOPERATING (EXPENSES) REVENUES:
Interest expense (29,242) (52,904) (70,558) (115,157)
Other, net 550 5,055 553 5,975
---------- ---------- ---------- ----------
(28,692) (47,849) (70,005) (109,182)
---------- ---------- ---------- ----------
INCOME (LOSS) BEFORE INCOME TAX (377,766) (601,474) 137,954 (78,693)
INCOME TAX (Note 1)
---------- ---------- ---------- ----------
NET INCOME (LOSS) $ (377,766) $ (601,474) $ 137,954 $ (78,693)
========== ========== ========== ==========
NET INCOME (LOSS) PER COMMON &
COMMON EQUIVALENT SHARE $ (.13) $ (.20) $ .05 $ (.03)
========== ========== ========== ==========
WEIGHTED AVERAGE NUMBER OF COMMON
& COMMON EQUIVALENT SHARES
OUTSTANDING 2,971,294 2,943,468 2,966,973 2,941,369
========== ========== ========== ==========
</TABLE>
See notes to consolidated financial statements.
4
<PAGE>
CANTERBURY PARK HOLDING CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
PERIODS ENDED JUNE 30, 1997 AND 1996 (UNAUDITED)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SIX MONTHS SIX MONTHS
ENDED ENDED
JUNE 30, 1997 JUNE 30, 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (loss) $ 137,954 $ (78,693)
Adjustments to reconcile net income (loss)
to net cash provided by operations:
Depreciation and amortization 423,266 395,444
Increase in accounts receivable (82,927) (91,432)
Increase in other current assets (155,990) (85,595)
Increase in accounts payable and accrued expenses 961,324 828,478
(Decrease) increase in accrued interest (70,500) 13,864
Increase (decrease) in accrued property taxes 3,122 (546)
Increase in payable to horsepersons 285,110 227,627
----------- -----------
Net cash provided by operations 1,501,359 1,209,147
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment (331,642) (320,689)
Additions to intangible assets (1,668)
Proceeds from sale of property and equipment, net 50,717 67,500
----------- -----------
Net cash used in investing activities (282,593) (253,189)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on advance from shareholder, net (1,102,355) (657,201)
Proceeds on exercise of options 19,562 19,238
----------- -----------
Net cash used in financing activities (1,082,793) (637,963)
NET INCREASE IN CASH 135,973 317,995
CASH AT BEGINNING OF PERIOD 296,671 388,571
----------- -----------
CASH AT END OF PERIOD $ 432,644 $ 706,566
=========== ===========
</TABLE>
See notes to consolidated financial statements.
5
<PAGE>
CANTERBURY PARK HOLDING CORPORATION AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PERIODS ENDED JUNE 30, 1997 AND 1996 (UNAUDITED)
- -------------------------------------------------------------------------------
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The summary of significant accounting policies is included in the notes to
consolidated financial statements in the 1996 Annual Report on form 10-KSB.
INCOME TAXES - Income tax expense is computed by applying the estimated
annual effective tax rate to the year-to-date income (if any). For the
period ending June 30, 1997, income tax expense of approximately $92,000 is
offset by a reduction in the valuation allowance recorded on the deferred
tax asset related to the Company's net operating loss carryforward.
EARNINGS PER SHARE - In February 1997, the Financial Accounting Standards
Board issued Statement of Financial Accounting Standards No. 128 (SFAS 128)
"Earnings Per Share," which is effective for periods ending after December
15, 1997. SFAS 128 revises the standards for computing and presenting
earnings per share (EPS). The Company will continue to apply APB Opinion
No. 15 to compute the EPS through the effective date. EPS for the first
six months of 1997 computed under SFAS 128 would have resulted in basic and
diluted earnings per share of $.05 and $.04, respectively.
UNAUDITED FINANCIAL STATEMENTS - The consolidated balance sheet as of June
30, 1997, the consolidated statements of operations for the three and six
months ended June 30, 1997 and 1996, the consolidated statements of cash
flows for the six months ended June 30, 1997 and 1996, and the related
information contained in these notes have been prepared by management
without audit. In the opinion of management, all accruals (consisting of
normal recurring accruals) which are necessary for a fair presentation of
financial position and results of operations for such periods have been
made. Results for an interim period should not be considered as indicative
of results for a full year.
2. RELATED-PARTY TRANSACTIONS
At June 30, 1997, the Company had a $3,000,000 line of credit arrangement
with the Company's majority shareholder, of which $507,399 was outstanding.
The interest rate for borrowings under the line of credit was prime plus
2%. Management believes that funds available under this line of credit, or
any other line of credit which replaces it, along with funds generated from
simulcast operations, will be sufficient to satisfy its liquidity and
capital resource requirements during 1997. If the line of credit is not
replaced, the Company's majority shareholder has agreed not to terminate
this line of credit prior to March 31, 1998.
3. CONTINGENCIES
In accordance with an Earn Out Note, given to the prior owner of the
racetrack as part of the consideration paid by the Company to acquire the
racetrack, if (i) off-track betting becomes legally permissible in the
State of Minnesota and (ii) the Company begins to conduct off-track betting
with respect to or in connection with its operations, the Company will be
required to pay to the IMR Fund, L.P. the greater of $700,000 per operating
year, as defined, or 20% of the net pretax profit, as defined, for each of
five operating years. At the date (if any) that these two conditions are
met, the five minimum payments will be discounted back to their present
value and the sum of those discounted payments will be recorded as an
increase to the purchase price. The purchase price will be further
increased if payments become due under the 20% of Net Pre-Tax Profit
calculation. The first payment is to be made 90 days after the end of the
third operating year in which off-track betting is conducted by the
Company. Remaining payments would be made within 90 days of the end of
each of the next four operating years.
6
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
GENERAL
Canterbury Park Holding Corporation (the "Company") owns and operates
Canterbury Park (the "Racetrack"), the only pari-mutuel horse racing facility in
the State of Minnesota. The Company's revenues for the period from January 1,
1997 to June 30, 1997 were derived primarily from pari-mutuel take-out on races
simulcast to Canterbury Park from racetracks throughout the country during 175
days of simulcast racing and from 25 days of live racing conducted at Canterbury
Park. In 1997 the Company intends to conduct over 300 simulcast racing days and
53 days of live racing featuring thoroughbred and quarter horse racing at
Canterbury Park as the Company conducts its live racing meet from May 17, 1997
to August 17, 1997. In addition, the Company will conduct three days of live
harness racing over the 1997 Labor Day weekend. During live race meets, the
Company earns pari-mutuel take-out on live Thoroughbred, Quarter Horse and
Harness races at the racetrack. The Company earns additional pari-mutuel
revenue from broadcasting its live races to out-of-state racetracks around the
country.
In addition to pari-mutuel revenues, the Company generates revenues from
admissions, advertising, parking, publication sales, concessions, special events
and other sources of revenue.
RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND JUNE 30, 1996:
Operating revenues increased approximately 4% during the six months
ended June 30, 1997, compared to the six months ended June 30, 1996. The
increase is due primarily to higher pari-mutuel revenues, but also to higher
concession sales and space rental revenues.
7
<PAGE>
Pari-mutuel revenue is higher due partly to higher on-track handle
during the first six months and the second quarter of 1997 compared to the
same periods in 1996. As illustrated in the table below, total handle for
the six months ended June 30, 1997 increased 2% to $38.1 million from $37.4
million for the six months ended June 30, 1996. The increase is due
primarily to increased simulcast wagering on live race days, partially as a
result of two additional live racing days in the 1997 second quarter.
SUMMARY OF OPERATING DATA:
<TABLE>
<CAPTION>
Six Months Six Months
Ended Ended
June 30, 1997 June 30, 1996
<S> <C> <C>
RACING DAYS
Simulcast only days 150 132
Live and simulcast days 25 23
----------- -----------
Total Racing Days 175 155
ATTENDANCE
Simulcast only days 70,876 73,162
Live and simulcast days 87,994 85,645
----------- -----------
Total Attendance 158,870 158,807
ON-TRACK HANDLE
Simulcast only days $22,647,000 $22,732,000
Live and simulcast days
Live racing 5,200,000 5,552,000
Simulcast racing 5,847,000 4,734,000
OUT-OF-STATE LIVE HANDLE 4,450,000 4,389,000
----------- -----------
Total Handle $38,144,000 $37,407,000
AVERAGE DAILY ATTENDANCE
Simulcast only days 473 554
Live and simulcast days 3,520 3,724
ON-TRACK PER CAPITA WAGERING
Simulcast only days $ 320 $ 311
Live and simulcast days 126 120
ON-TRACK AVERAGE DAILY HANDLE
Simulcast only days $ 150,980 $ 172,212
Live and simulcast days 441,880 447,217
</TABLE>
Since February of 1997, the Company has conducted simulcast racing seven
days a week, compared to six days per week during the first half of 1996. This
change was in
8
<PAGE>
response to patron requests to provide simulcast racing on Tuesdays. While
attendance on Tuesdays has met management's expectations, average attendance
on these Tuesdays was lower than the average attendance on all other days,
thus contributing to the lower average daily attendance and handle figures
for 1997 compared to 1996. On-track per-capita wagering has increased
compared to the same period in 1996.
The slight increase in out-of-state handle for the 1997 period is due to
continued efforts to "sell" live races to out-of-state locations. While the
gains in out-of-state handle represent a positive trend, the Company's profit
margin on wagers placed on Canterbury Park live races at out-of-state locations
is substantially less than the margin on wagers placed at Canterbury Park.
One of the Company's largest single expense items is horsepersons
purses, which Minnesota law requires to be set aside from pari-mutuel
revenues. Statutory purse expense increased $175,618 or 12.4% for the six
months ended June 30, 1997 compared to the same period in 1996. Purse
expense increased $108,553 for the three months ended June 30, 1997 compared
to the same period in 1996. These increases are due partly to higher
on-track wagering compared to 1996, but are due primarily to the legislation
exempting the first $12 million of take-out from the State of Minnesota
pari-mutuel tax. This legislation which became effective in Minnesota
beginning July 1, 1996 is effective until July 1, 1999 and benefits the
horsepersons' purse fund as well as the Company during a statutorily mandated
twelve-month period beginning July 1 and ending the following June 30. The
effect of this legislation during the first six months of 1997 was to
increase the Racetrack's net pari-mutuel revenue, thereby increasing the
amounts paid to the horsepersons for purses. During the quarterly interim
periods since July 1, 1996, pari-mutuel taxes have been estimated and an
estimated annual effective tax rate had been applied to pari-mutuel take-out.
Total pari-mutuel tax expense incurred for the three month and six month
periods ended June 30, 1997 was $9,250 and $20,986, respectively, compared
to $236,112 and $394,296 for the respective periods ended June 30, 1996.
The legislation described above also provided that winning pari-mutuel
tickets which are not cashed within one year of the end of the respective
race meet will become the property of the Company. The legislation expires
December 31, 1999. The Company is recording revenue associated with the
uncashed winning tickets at the time, based on historical experience, that
management can reasonably estimate the amount of additional winning tickets
from a race meet that will be presented for payment. Revenue recognized from
uncashed winning tickets for the six months ended June 30, 1997 and June 30,
1996 was $96,405 and $16,765, respectively.
The legislative changes enacted in 1996, which expire in December 1999,
have enabled the Company to make changes necessary to improve customer
service and upgrade the Racetrack. These changes have resulted in increased
salary and benefit expenses as well as increased expenditures for repairs and
maintenance.
Advertising and marketing expenses were lower during the first six months
and second quarter of 1997 compared to 1996 because the advertising campaign for
the 1997 live race meet included only minimal television advertising in contrast
to the 1996 television blitz prior to the live meet. In addition, the Company
has reduced overall advertising costs by focusing on more targeted print and
direct mail advertising in 1997.
9
<PAGE>
Net interest expense decreased 45% and 39% for the three-month and
six-month periods ending June 30, 1997, respectively, compared to the
comparable periods in 1996. Positive cash flows from operations have allowed
the Company to reduce its advances on a line of credit with Mr. Curtis
Sampson, the Company's Chairman and largest shareholder. The average daily
balance of advances on the line of credit was approximately $853,000 for the
first half of 1997, compared to $1.8 million for the first half of 1996. The
average interest rate on the line of credit was 10.38% in 1997 compared to
10.39% for the 1996 period. The average daily balance of amounts payable to
Horsepersons was approximately $670,000 for the six months ended June 30,
1997 compared to approximately $475,000 for the six months ended June 30,
1996. The weighted average interest rate on amounts due to Horsepersons was
8.0% during the first six months of 1997 compared to an average of 8.25% for
the same period in 1996.
There is no estimated income tax expense for the six months ended June
30, 1997 because the net operating loss carryforwards of $1,649,000 available
at December 31, 1996 are substantially more than anticipated net income for
the year ended December 31, 1997. In addition, due to the seasonality of
purse expense and to the additional expenses that will be incurred in
connection with live racing, the Company does not expect to generate
operating profits during the third quarter of fiscal year 1997.
Net income for the six months ended June 30, 1997 was $137,954 compared
to a loss of $78,693 for the six months ended June 30, 1996. The net loss of
$601,474 during the quarter ended June 30, 1996 was reduced by $223,708 to a
loss of $377,766 for the quarter ended June 30, 1997. The improvement in
both the three-month and six-month periods is attributable primarily to
higher pari-mutuel revenues, lower advertising and marketing expenses, lower
pari-mutuel tax expense and lower interest expense. These improvements are
partially offset by higher statutory purse expense, higher salaries and
benefits expense and higher repairs, maintenance and supplies expenses.
LIQUIDITY AND CAPITAL RESOURCES
During the period January 1, 1997 through June 30, 1997, cash provided
by operating activities was $1,501,359, which resulted principally from an
increase in accounts payable and accrued expenses of $961,324, and
depreciation and amortization of $423,266. Other items providing cash from
operations included an increase in the payable to horsepersons of $285,110
and net income of $137,954. These items were partially offset by an increase
in accounts receivable and other current assets of $238,917, and a decrease
in accrued interest of $70,500.
During the period January 1, 1997 through June 30, 1997, cash used in
financing activities was $1,082,793, which was primarily the result of payments
reducing the Company's line of credit with Mr. Curtis Sampson.
Under its agreement with the horsepersons' associations the Company is
required to segregate purse funds received from simulcasting for future payment
as purses for live racing or for other uses of the horsepersons. Pursuant to
this agreement, during the six months ended June 30, 1997, the Company has
transferred into a trust account or paid directly to the horsepersons
approximately $1,290,200. At June 30, 1997, the Company had an additional
$845,665 liability to the horsepersons which will be paid with interest in 1997
in accordance with the agreement.
The Company believes that the funds to be generated from operations
together with funds available under its $3,000,000 line of credit with Mr.
Sampson will be sufficient to satisfy its liquidity and capital resource
requirements for the next twelve months. The Company anticipates that it may
pay down a portion of the borrowings under the line of credit with funds
generated from operations and borrow additional amounts under the line of
credit as funds are needed for working capital purposes. The Company is also
attempting to obtain a credit facility from an institutional lender to
replace the line of credit with Mr. Sampson. Mr. Sampson has advised the
Company that if it is unable to obtain a credit facility from an
institutional lender, then he will keep his line of credit in place until at
least March 31, 1998. As of August 4, 1997, borrowings under the line of
credit were approximately $756,000.
10
<PAGE>
OPERATING PLAN:
At June 30, 1997, the Company was in the middle of its 1997 live race
meet which consists of a 26-day mixed meet of Thoroughbred and Quarter Horse
racing, a 27-day Thoroughbred-only meet, and three days of live harness
racing over Labor Day weekend.
The Company's ability to operate profitably during the remainder of 1997
will largely depend on its ability to maintain levels of attendance and wagering
handle for live and simulcast racing at levels similar to 1996. The Company
will also need to maintain operating expenses at levels similar to 1996. In
addition, the Company is emphasizing the expansion of special events in order to
maximize the potential of the facility year-round. Legislation which became
effective in 1996 relating to the pari-mutuel tax and uncashed winning tickets
has supplemented cash flows in 1997, the first full fiscal year that the
legislation has been in effect.
Legislation which would permit the Minnesota State Lottery to operate up
to 1,500 video lottery terminals (VLT's) at Canterbury Park was introduced
during the 1997 session of the Minnesota Legislature. This proposal was
primarily structured to provide a source of financing for a new outdoor
baseball stadium for the Minnesota Twins. Public polling during that period
indicated that public support was strong for funding the stadium bill using
income from VLT's at Canterbury Park. However, the legislative session ended
without resolution of the issue. The stadium issue is currently being
studied by a committee which will report to the Legislature during a special
session expected to convene in September of 1997 to deal with the stadium
issue. The Company has engaged various consultants to research and report to
the committee and the legislature on the viability and potential
profitability of additional gaming at Canterbury Park. No assurance can be
given that any stadium funding legislation authorizing additional gaming at
the Racetrack will be enacted and, if enacted, the Company is unable to
provide any estimates as to the financial impact this legislation would have
on the Company.
FACTORS AFFECTING FUTURE PERFORMANCE:
From time to time, in reports filed with the Securities and Exchange
Commission, in press releases, and in other communications to shareholders or
the investing public, the Company may comment on anticipated future financial
performance. Such forward-looking statements, including statements contained in
this Report on Form 10-QSB, are subject to risks and uncertainties which may
adversely affect future financial performance, including, but not limited to,
fluctuations in attendance at the Racetrack, changes in the level of wagering by
patrons, legislative and regulatory changes, the impact of wagering products
introduced by competitors, higher than expected expenses, and other risks
applicable to the horse racing industry generally.
11
<PAGE>
PART II
OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
None
Item 2. CHANGES IN SECURITIES
None
Item 3. DEFAULTS UPON SENIOR SECURITIES
None
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Company held its Annual Meeting of Shareholders on June 5, 1997.
Shareholders reelected the following directors for a one year term: Brian C.
Barenscheer, Gibson Carothers, Terence McWilliams, Carin Offerman, Curtis A.
Sampson, Randall D. Sampson, and Dale H. Schenian. Not less than 2,893,135
shares (approximately 97% of all outstanding shares) were voted in favor of
the reelection of each of the directors.
In addition, shareholders approved an amendment of the Company's 1994 Stock
Plan increasing the total number of shares issuable pursuant to stock options
or stock grants under the Plan from 250,000 shares to 500,000 shares. A total
of 2,216,966 shares were voted for the proposed amendment of the Plan; 30,930
shares were voted against the proposal; and, 5,000 shares abstained.
Item 5. OTHER INFORMATION
None
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Reports on Form 8-K
None
12
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly cause this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Canterbury Park Holding Corporation
Dated: August 7, 1997 /s/ Randall D. Sampson
------------------------------------------------
Randall D. Sampson,
President, Chief Executive Officer and Treasurer
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 432644
<SECURITIES> 0
<RECEIVABLES> 284363
<ALLOWANCES> 14602
<INVENTORY> 109875
<CURRENT-ASSETS> 1032493
<PP&E> 10870424
<DEPRECIATION> 2378743
<TOTAL-ASSETS> 9536349
<CURRENT-LIABILITIES> 3552515
<BONDS> 0
0
0
<COMMON> 29724
<OTHER-SE> 5954110
<TOTAL-LIABILITY-AND-EQUITY> 9536349
<SALES> 1557844
<TOTAL-REVENUES> 9026548
<CGS> 785855
<TOTAL-COSTS> 8818589
<OTHER-EXPENSES> 70005
<LOSS-PROVISION> 7500
<INTEREST-EXPENSE> 70558
<INCOME-PRETAX> 137954
<INCOME-TAX> 0
<INCOME-CONTINUING> 137954
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 137954
<EPS-PRIMARY> .05
<EPS-DILUTED> 0
</TABLE>
