<PAGE>
UNITED STATES
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 SEPTEMBER 30, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________________ to ______________
Commission File Number 0-2380
SPORTS ARENAS, INC.
(Exact name of registrant as specified in its charter)
Delaware 13-1944249
----------------------- -------------------------
(State of Incorporation) (I.R.S. Employer I.D. No.)
5230 Carroll Canyon Road, Suite 310, San Diego, California 92121
-----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (619) 587-1060
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
-- ---
The number of shares outstanding of the issuer's only class of common stock
($.01 par value) as of September 30, 1995 was 27,250,000 shares.
<PAGE>
SPORTS ARENAS, INC.
FORM 10-Q
QUARTER ENDED SEPTEMBER 30, 1995
INDEX
Part I - Financial Information:
Item 1.- Consolidated Condensed Financial Statements:
Balance Sheets as of September 30, 1995 and June 30, 1995 1-2
Statements of Operations for the Three Months Ended
September 30, 1995 and 1994 3
Statements of Cash Flows for the Three Months Ended
September 30, 1995 and 1994 4
Notes to Financial Statements 5-8
Item 2.- Management's Discussion and Analysis of Financial
Condition and Results of Operations 9-11
Part II - Other Information 12
Signature 13
<PAGE>
SPORTS ARENAS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
September 30, June 30,
1995 1995
------------ ------------
(Unaudited)
<S> <C> <C>
Current assets:
Cash and equivalents $ 139,596 $ 120,027
Current portion of notes receivable 25,000 25,000
Current portion of notes receivable-affiliate 100,000 100,000
Construction contract receivables 363,887 273,912
Other receivables 21,650 41,346
Costs in excess of billings on uncompleted contracts 27,426 14,471
Prepaid expenses 156,424 148,225
----------- -----------
Total current assets 833,983 722,981
----------- -----------
Receivables due after one year:
Note receivable 737,494 743,144
Less deferred gain (731,797) (737,447)
Affiliate 603,142 595,224
Other 100,790 115,100
----------- -----------
709,629 716,021
Less current portion (125,000) (125,000)
----------- -----------
584,629 591,021
----------- -----------
Property and equipment, at cost:
Land 1,879,000 1,529,000
Buildings 5,665,528 4,477,544
Equipment and leasehold and tenant improvements 5,705,070 5,702,034
----------- -----------
13,249,598 11,708,578
Less accumulated depreciation and amortization (5,596,310) (5,088,774)
----------- -----------
Net property and equipment 7,653,288 6,619,804
----------- -----------
Other assets:
Undeveloped land, at cost 4,804,496 4,804,496
Capitalized carrying costs on leased land 86,991 87,465
Goodwill, net 739,947 807,216
Deferred loan costs, net 118,796 127,002
Investments 1,281,172 1,416,147
Other 132,604 132,309
----------- -----------
7,164,006 7,374,635
----------- -----------
$16,235,906 $15,308,441
----------- -----------
----------- -----------
</TABLE>
See accompanying notes to consolidated condensed financial statements.
1
<PAGE>
SPORTS ARENAS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS (CONTINUED)
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIENCY)
<TABLE>
<CAPTION>
September 30, June 30,
1995 1995
------------ ------------
(Unaudited)
<S> <C> <C>
Current liabilities:
Assessment district obligation - in default $ 1,980,614 $ 1,928,403
Long-term debt due within one year 1,501,000 705,000
Note payable, line of credit 283,742 88,742
Accounts payable 896,996 663,814
Accrued payroll and related expenses 92,599 130,890
Accrued property taxes 306,149 249,146
Accrued interest 54,451 93,350
Accrued frequent bowler program expense 219,134 200,292
League bowler prize funds 137,139 -
Other accrued liabilities 132,600 264,488
----------- -----------
Total current liabilities 5,604,424 4,324,125
----------- -----------
Long-term debt, excluding current portion 6,652,958 6,803,635
----------- -----------
Long-term debt, related party 346,000 -
----------- -----------
Distributions received in excess of basis
in investment 9,636,970 9,559,390
----------- -----------
Tenant security deposits 25,927 24,616
----------- -----------
Minority interests in consolidated subsidiaries 2,119,402 2,212,677
----------- -----------
Commitments and contingencies
Shareholders' equity (deficiency):
Common stock, $.01 par value, 50,000,000 shares
authorized, 27,250,000 shares issued and outstanding 272,500 272,500
Additional paid-in capital 1,730,049 1,730,049
Accumulated deficit (8,507,117) (8,017,273)
----------- -----------
(6,504,568) (6,467,129)
Less note receivable from shareholder (1,645,207) (1,601,278)
----------- -----------
Total shareholders' equity (deficiency) (8,149,775) (7,616,002)
----------- -----------
$ 16,235,906 $ 15,308,441
----------- -----------
----------- -----------
</TABLE>
See accompanying notes to consolidated condensed financial statements.
2
<PAGE>
SPORTS ARENAS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
(Unaudited)
<TABLE>
<CAPTION>
1995 1994
------------ ------------
<S> <C> <C>
Revenues:
Bowling $ 1,743,800 $ 1,806,472
Rental 124,019 151,937
Construction 528,704 423,549
Other 30,233 48,070
Other-related party 27,040 26,739
----------- -----------
2,453,796 2,456,767
----------- -----------
Costs and expenses:
Bowling 1,218,599 1,280,141
Rental 54,927 85,584
Construction 461,391 344,899
Development 46,376 -
Selling, general and administrative 745,386 780,564
Depreciation and amortization 261,353 305,319
----------- -----------
2,788,032 2,796,507
----------- -----------
Loss from operations (334,236) (339,740)
----------- -----------
Other income (charges):
Investment income:
Related party 55,894 42,064
Other 17,568 6,028
Interest expense and amortization of finance costs (220,800) (248,995)
Interest expense related to development activities (54,695) -
Recognize deferred gain 5,650 -
Equity in income of investees 40,775 76,640
----------- -----------
(155,608) (124,263)
----------- -----------
Net loss $ (489,844) $ (464,003)
----------- -----------
----------- -----------
Per common share (based on weighted average
shares outstanding):
Net loss $ (.02) $ (.02)
------ ------
------ ------
</TABLE>
See accompanying notes to consolidated condensed financial statements.
3
<PAGE>
SPORTS ARENAS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
(Unaudited)
<TABLE>
<CAPTION>
1995 1994
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (489,844) $ (464,003)
Adjustments to reconcile net loss to net
cash provided (used) by operating activities:
Amortization of deferred financing costs 9,842 19,977
Depreciation and amortization 261,353 305,320
Undistributed income of investees (40,775) (76,640)
Interest accrued on assessment district obligation 52,211 -
Interest income accrued on note receivable
from shareholder (43,929) (31,290)
Recognize deferred gain (5,650) -
----------- -----------
(256,792) (246,636)
Changes in assets and liabilities:
Increase in other receivables, prepaid expenses,
and costs in excess of billings (91,433) (52,431)
Increase in accounts payable and accrued
expenses 233,786 9,740
Other (1,537) (9,395)
----------- -----------
Net cash used by operating activities (115,976) (298,722)
----------- -----------
Cash flows from investing activities:
(Increase) decrease in notes receivable 12,042 (1,192)
Capital expenditures (3,036) (45,582)
Distributions from investees 105,000 97,500
Purchase of additional interest in Redbird Properties (5,246) -
----------- -----------
Net cash provided by investing activities 108,760 50,726
----------- -----------
Cash flows from financing activities:
Scheduled principal payments (168,215) (309,362)
Proceeds from line of credit 210,000 -
Payments on line of credit (15,000) -
Other - (21,758)
----------- -----------
Net cash provided (used) by financing activities 26,785 (331,120)
----------- -----------
Net increase (decrease) in cash and equivalents 19,569 (579,116)
Cash and equivalents, beginning of year 120,027 904,744
----------- -----------
Cash and equivalents, end of year $ 139,596 $ 325,628
----------- -----------
----------- -----------
</TABLE>
See accompanying notes to consolidated condensed financial statements.
4
<PAGE>
SPORTS ARENAS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 1995 AND 1994
(Unaudited)
1. The information furnished reflects all adjustments which management believes
are necessary to a fair statement of the Company's financial position,
results of operations and changes in cash flow for the interim periods.
2. Due to the seasonal fluctuations of the bowling operations, the financial
results for the interim periods ended September 30, 1995 and 1994, are
not necessarily indicative of operations for the entire year.
3. Investments:
(a) Investments consist of the following:
<TABLE>
<CAPTION>
September 30, June 30,
1995 1995
------------ ------------
<S> <C> <C>
Accounted for on the equity method:
Investment in UCV, L.P. $ (9,636,970) $ (9,559,390)
Vail Ranch Limited Partnership 1,219,033 1,219,033
Redbird Properties, Ltd. - 134,975
------------ ------------
(8,417,937) (8,205,382)
Less Investment in UCV, L.P. classified as
liability- Distributions received in excess
of basis in investment 9,636,970 9,559,390
------------ ------------
1,219,033 1,354,008
------------ ------------
Accounted for on the cost basis:
All Seasons Inns, La Paz 62,139 62,139
------------ ------------
$ 1,281,172 $ 1,416,147
------------ ------------
------------ ------------
</TABLE>
The following is a summary of the equity in income (loss) of the
investments accounted for by the equity method:
<TABLE>
<CAPTION>
1995 1994
--------- ---------
<S> <C> <C>
UCV, L.P. $ 40,775 $ 117,468
Old Vail Partners - (40,000)
Redbird Properties, Ltd. - (828)
--------- ---------
$ 40,775 $ 76,640
--------- ---------
--------- ---------
</TABLE>
During the three months ended September 30, 1995, the Company received
$105,000 of cash distributions from UCV, L.P. ($57,500 from UCV, L.P. and
$40,000 from Old Vail Partners in 1994).
5
<PAGE>
SPORTS ARENAS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 1995 AND 1994
(Unaudited)
3. Investments (continued):
(b) Investment in UCV, L.P.
The operating results of this investment are included in the accompanying
consolidated statements of operations based upon the partnership's fiscal
year (March 31). Summarized information from UCV, L.P.'s unaudited
statements of income for the three-month periods ended June 30, 1995 and
1994 are as follows:
<TABLE>
<CAPTION>
1995 1994
--------- ---------
<S> <C> <C>
Revenues $ 1,007,000 $ 979,000
Operating and general and administrative
costs 356,000 340,000
Depreciation 48,000 45,000
Interest expense 522,000 359,000
Net income 81,000 235,000
</TABLE>
(c) Investment in Redbird Properties, Ltd.
At June 30, 1995, the Company owned a 40 percent limited partnership
interest in Redbird Properties, Ltd. which owns the land and building
in which one of the Company's bowling centers (Red Bird Lanes) is
located. The other 60 percent interest was owned by Harold S. Elkan
as a 30 percent limited partner, and by his brother, directly and
indirectly, as a one percent general partner and 29 percent limited
partner. Effective July 1, 1995, the Company purchased an additional
29 percent partnership interest in Redbird Properties, Ltd. from
Harold S. Elkan for $446,000. The purchase price is payable in
monthly installments of interest at 8 percent per annum plus annual
principal payments of $100,000 on January 1, 1996-1999 and $46,000 on
January 1, 2000. The agreement provides for an adjustment to the
purchase price if the partnership subsequently sells the real estate
prior to June 30, 1996. The Company's partnership interest is entitled
to a priority return over the other limited partners. The Company and
the other partners are co-guarantors of a loan to the partnership
which is collateralized by the partnership's land and building.
6
<PAGE>
SPORTS ARENAS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 1995 AND 1994
(Unaudited)
3. Investments (continued):
(c) Investment in Redbird Properties, Ltd. (continued):
The Company had accounted for its investment in Redbird Properties
using the equity method of accounting through June 30, 1995. As a
result of acquiring the additional 29 percent interest, Redbird
Properties became a consolidated subsidiary, effective July 1, 1995.
This transaction resulted in an increase in the following assets and
liabilities: Property and equipment- $1,537,984, Accumulated
depreciation- $331,500; Note payable- $713,538; Note payable, related
party- $446,000. The effect of this transaction was also to eliminate
the Company's $134,975 investment in Redbird Properties and to reduce
Minority interests by $93,275, which relates to advances to the other
partners in excess of their basis. The following is summarized
financial information of Redbird Properties, Ltd. as of and for the
three months ended September 30, 1995 (included in the consolidated
condensed financial statements) and 1994 (accounted for using the
equity method).
<TABLE>
<CAPTION>
1995 1994
--------- ---------
<S> <C> <C>
Assets $ 691,000 $ 733,000
Liabilities 714,000 750,000
Rent from Red Bird Lanes 28,000 28,000
Interest expense (18,000) (19,000)
Depreciation (11,000) (11,000)
Net loss (1000) (2,000)
</TABLE>
4. Contingencies:
(a) Old Vail Partners (OVP), a consolidated subsidiary and 50 percent owned
by the Company, owns approximately 40 acres of undeveloped land and a 50
percent limited partnership interest in Vail Ranch Limited Partnership
(VRLP). VRLP is a partnership formed in September 1994 between OVP and
a third party (Developer) to develop 32 acres of the land that was
contributed by OVP to VRLP. The 40 acres of land owned by OVP and the
32 acres of land owned by VRLP are located within a special assessment
district of the County of Riverside, California (the County) which was
created to fund and develop roadways, sewers, and other required
infrastructure improvements in the area necessary for the owners to
develop their properties. Property within the assessment district is
collateral for an allocated portion of the bonded debt that were issued
by the assessment district to fund the improvements. The annual
payments (made in semiannual installments) due related to the bonded
debt are approximately $156,000 for the 40 acres and $340,000 for the 32
acres. The payments continue through the year 2014 and include interest
at approximately 7-3/4 percent. OVP and VRLP are delinquent in the
payment of property taxes and assessments for the last two to four
years. The County has judgments for the defaults under the assessment
district obligations on both properties. Other than a notice of levy
for the judgment affecting 33 acres of the 40 acre property, the County
has not yet commenced foreclosure proceedings on these judgments.
7
<PAGE>
SPORTS ARENAS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 1995 AND 1994
(Unaudited)
4. Contingencies (continued):
(a) (continued)
The amount due to cure the judgments at September 30, 1995 was
approximately $736,000 for the 32 acres owned by VRLP and $494,000 for
the 40 acres owned by OVP. The principal balance of the allocated
portion of the bonds ($1,513,730) related to the 40 acres, and
delinquent interest and penalties ($466,884) are classified as
"Assessment district obligation- in default" in the consolidated
balance sheet. In addition, accrued property taxes in the balance
sheet includes $209,129 of delinquent property taxes and late fees
related to the 40 acre parcel. The judgment related to VRLP's 32 acres
will be cured once construction financing is obtained by VRLP.
In November 1993, the City of Temecula adopted a general development
plan that designates the 40 acres of property owned by OVP as suitable
for "professional office" use, which is contrary to its zoning as
"commercial" use. As part of the adoption of its general development
plan, the City of Temecula adopted a provision that, until the zoning
is changed on properties affected by the general plan, the general plan
shall prevail when a use designated by the general plan conflicts with
the existing zoning on the property. The result is that the City of
Temecula has effectively down-zoned the 40 acre parcel from a
"commercial" to "professional office" use. The parcel is subject to
Assessment District liens which were allocated in 1989 based on a
higher "commercial" use. Since the Assessment District liens are not
subject to reapportionment as a result of re-zoning, a "professional
office" use is not economically feasible due to the disproportionately
high allocation of Assessment District costs. OVP has filed suit
against the City of Temecula claiming that the City's adoption of a
general plan as a means of effectively re-zoning the property is
invalid. Additionally, OVP is claiming that, if the effective re-
zoning is valid, the action is a taking and damaging of OVP's property
without payment of just compensation. OVP is seeking to have the
effective re-zoning invalidated and an unspecified amount of damages.
The outcome of this litigation is uncertain. If the City of Temecula
is successful in its attempt to down-zone the property, the value of
the property may be significantly impaired.
(b) The Company is involved in other various routine litigation and disputes
incident to its business. In the management's opinion, based in part
on the advice of legal counsel, none of these matters will have a
material adverse affect on the Company's financial position.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS:
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital deficit of $4,770,441 as of September 30,
1995 is a $1,169,297 increase from the $3,601,144 working capital deficit as of
June 30, 1995. The increase in the deficit is partially attributable to the
inclusion of a $704,000 note payable of Redbird Properties in the current
portion of long-term debt because it matures in January 1996. The financial
statements of Redbird Properties did not become a part of the Company's
consolidated financial statements until July 1, 1995, which is when the Company
acquired an additional 29 percent interest in the partnership. The Company is
currently negotiating the terms of an extension of the due date with the
existing lender, which has twice previously extended the note payable for three-
year terms. The increase in the deficit is also attributable to the negative
cash flow from operations after debt service for the three months ended
September 30, 1995. This increase is comparable to the same period in 1993 and
is reflective of the seasonality of the bowling industry.
As described in Note 4 of the Notes to Consolidated Condensed Financial
Statements, Old Vail Partners is delinquent in the payment of special assessment
district obligations and property taxes on 40 acres of undeveloped land. The
County of Riverside has obtained judgments for the default in assessment
district payments. The amount due to cure the judgment as of September 30, 1995
is $494,000. This amount will increase by approximately $160,000 related to the
billings due in December 1995 and April 1996. Other than a notice of levy
received in November 1995 on a 33 acre portion of the 40 acres of land, the
County has not yet commenced foreclosure proceedings on the judgments. If the
County of Riverside takes the property to public sale and the judgments are not
satisfied prior to the sale, Old Vail Partners could lose title to the property
and the property would not be subject to redemption. Also as described in Note
4 of the Notes to Consolidated Condensed Financial Statements, Old Vail Partners
is contesting an attempt by the City of Temeculah to effectively down-zone the
property. As a results of the judgments and the attempts to down-zone the
property, the recoverability of the carrying value of this property is
uncertain.
Management estimates a $250,000 cash flow deficit for the remaining three
quarters in the year ending June 30, 1996 from operating activities after adding
estimated distributions from UCV ($235,000) and deducting capital expenditures
and scheduled principal payments on long-term debt. The Company believes its
cash at September 30, 1995 and the Company's line of credit will be sufficient
to fund the expected cash flow deficit. This analysis does not include
consideration of the following due to their uncertainty: any distributions the
Company may receive from its investment in Vail Ranch Limited Partners; or, any
payments due for delinquent or current property taxes and assessments on
undeveloped land because these amounts may not be paid unless the Company is
able to obtain an alternative source of funds.
9
<PAGE>
RESULTS OF OPERATIONS
The net loss increased by $25,841 during the three month period ended
September 30, 1995 versus the same period in 1994. The increase primarily
relates to increases in the costs and interest expense related to the
development segment ($101,071 in total) which were only partially offset by a
$75,859 improvement in the results of operations of the rental segment.
The loss from the bowling segment in 1995 only increased by $18,000 over
the same period in 1994. However, bowling revenues decreased by $63,000 (3%)
primarily due to the decreases in open and league play at one of the bowling
centers in Georgia. The decrease in revenues were partially offset by a $62,000
(5%) decrease in bowl costs and a $18,000 (4%) increase in selling general and
administrative costs related to the bowling segment. Bowling costs primarily
decreased because of decreases in payroll ($31,000) and the elimination of
$28,000 of rent paid to Redbird Properties, which became a consolidated
subsidiary effective July 1, 1995. Redbird Properties, which had previously
been an unconsolidated subsidiary, owns the land and building in which Redbird
Lanes bowling center is located. The consolidation of Redbird Properties also
resulted in a $14,000 increase in interest expense related to the bowling
segment. Depreciation and amortization related to the bowling segment decreased
by $16,000 primarily due to the expiration of the amortization period of
covenants-not-to-compete in the year ended June 30, 1995.
In October 1994, the Company transferred title in an office building to the
lender in complete satisfaction of a related note payable. As a result of the
disposition of this office building, the following items decreased: rental
revenues by $50,000, rental costs by $25,000, depreciation by $27,000, and
interest expense by $29,000. Rental revenues otherwise increased by $22,000 due
to improved occupancy at the remaining office building and due to the inclusion
of $11,000 of rental revenues from Old Vail Partners, which became a
consolidated subsidiary on October 1, 1994. Interest expense related to the
rental segment decreased further by $20,000 as a result of refinancing the loan
collateralized by the remaining office building in October 1994 with a loan at a
lower interest rate.
Construction costs as a percentage of construction revenues increased from
81 percent in 1994 to 87 percent in 1995, resulting in a $15,000 decrease in the
gross profit. However, selling, general and administrative costs related to the
construction segment decreased by $15,000 due to the decreased profitability.
Development costs and expenses primarily consists of legal costs incurred
to contest the City of Temecula's attempts to down-zone the undeveloped land
owned by Old Vail Partners. Interest expense related to development activities
primarily relates to interest accrued on the past due and current assessment
district obligations of Old Vail Partners. Old Vail Partners became a
consolidated subsidiary on October 1, 1994.
Other than changes associated with the bowling and construction segments,
selling, general and administrative expense decreased by $38,000 (14%) in 1995.
This reduction is primarily due to reductions is corporate office payroll
($26,000) and travel expenses. The
10
<PAGE>
reduction in payroll expense is the result of some restructuring that was
implemented in January 1995.
The equity in income of investees decreased by $36,000 in 1995 primarily
due to the $76,000 decrease in the equity in net income of University City
Village. Interest expense of University City Village increased by $163,000 due
to a refinancing of University City Village's long term debt in June 1994. The
equity in income of investees increased by $40,000 in 1995 because Old Vail
Partners is no longer accounted for using the equity method of accounting and is
now a consolidated subsidiary.
11
<PAGE>
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
As of September 30, 1995, there were no changes in legal proceedings
from those set forth in Item 3 of the Form 10-K filed for the year ended
June 30, 1995.
ITEM 2. CHANGES IN SECURITIES
NONE
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
N/A
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDER
NONE
ITEM 5. OTHER INFORMATION
NONE
ITEM 6. EXHIBITS & REPORTS ON FORM 8-K
(a) Exhibits: NONE
(b) Reports on Form 8-K: NONE
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.
SPORTS ARENAS, INC.
By: /s/ Harold S. Elkan
----------------------
Harold S. Elkan, President and Director
Date: November 14, 1995
-----------------
By:/s/ Steven R. Whitman
---------------------
Steven R. Whitman, Treasurer,
Principal Accounting Officer and Director
Date: November 14, 1995
-----------------
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1995
<PERIOD-START> JUL-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 139,596
<SECURITIES> 0
<RECEIVABLES> 510,537
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 833,983
<PP&E> 13,249,598
<DEPRECIATION> 5,596,310
<TOTAL-ASSETS> 16,235,906
<CURRENT-LIABILITIES> 5,604,424
<BONDS> 5,998,958
<COMMON> 272,500
0
0
<OTHER-SE> (6,777,068)
<TOTAL-LIABILITY-AND-EQUITY> 16,235,906
<SALES> 0
<TOTAL-REVENUES> 2,453,796
<CGS> 0
<TOTAL-COSTS> 1,781,293
<OTHER-EXPENSES> 1,006,739
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 275,495
<INCOME-PRETAX> (489,844)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (489,844)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> (.02)
</TABLE>
