================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 1998
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: 1-13794
TRUMP HOTELS & CASINO RESORTS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 13-3818402
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2500 Boardwalk
Atlantic City, New Jersey 08401
(Address of principal executive offices) (Zip Code)
(609) 441-6060
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report)
Commission file number: 33-90786
TRUMP HOTELS & CASINO RESORTS HOLDINGS, L.P.
(Exact name of registrant as specified in its charter)
DELAWARE 13-3818407
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2500 Boardwalk
Atlantic City, New Jersey 08401
(Address of principal executive offices) (Zip Code)
(609) 441-6060
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report)
Commission file number: 33-90786
TRUMP HOTELS & CASINO RESORTS FUNDING, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 13-3818405
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2500 Boardwalk
Atlantic City, New Jersey 08401
(Address of principal executive offices) (Zip Code)
(609) 441-6060
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrants (1) have 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
registrants were required to file such reports), and (2) have been subject to
such filing requirements for the past 90 days. Yes _X_ No ___
The number of outstanding shares of Common Stock, par value $.01 per share,
of Trump Hotels & Casino Resorts, Inc. as of August 14, 1998 was 22,195,256.
The number of outstanding shares of Class B Common Stock, par value $.01
per share, of Trump Hotels & Casino Resorts, Inc. as of August 14, 1998 was
1,000.
The number of outstanding shares of Common Stock, par value $.01 per share,
of Trump Hotels & Casino Resorts Funding, Inc. as of August 14, 1998 was 100.
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<PAGE>
<TABLE>
TRUMP HOTELS & CASINO RESORTS, INC.,
TRUMP HOTELS & CASINO RESORTS HOLDINGS, L.P.
AND
TRUMP HOTELS & CASINO RESORTS FUNDING, INC.
INDEX TO FORM 10-Q
<CAPTION>
PART I--FINANCIAL INFORMATION
Page No.
--------
<S> <C>
ITEM 1--Financial Statements
Condensed Consolidated Balance Sheets of Trump Hotels & Casino Resorts, Inc.
as of June 30, 1998 (unaudited) and December 31, 1997................................................ 1
Condensed Consolidated Statements of Operations of Trump Hotels & Casino Resorts, Inc.
for the Three Months and Six Months Ended June 30, 1998 and 1997 (unaudited)......................... 2
Condensed Consolidated Statement of Stockholders' Equity of Trump Hotels & Casino Resorts, Inc.
for the Six Months Ended June 30, 1998 (unaudited).................................................. 3
Condensed Consolidated Statements of Cash Flows of Trump Hotels & Casino Resorts, Inc.
for the Six Months Ended June 30, 1998 and 1997 (unaudited).......................................... 4
Condensed Consolidated Balance Sheets of Trump Hotels & Casino Resorts Holdings, L.P.
as of June 30, 1998 (unaudited) and December 31, 1997............................................... 5
Condensed Consolidated Statements of Operations of Trump Hotels & Casino Resorts Holdings, L.P.
for the Three and Six Months Ended June 30, 1998 and 1997 (unaudited)................................ 6
Condensed Consolidated Statement of Partners' Capital of Trump Hotels & Casino Resorts
Holdings, L.P. for the Six Months Ended June 30, 1998 (unaudited)................................... 7
Condensed Consolidated Statements of Cash Flows of Trump Hotels & Casino Resorts Holdings, L.P.
for the Six Months Ended June 30, 1998 and 1997 (unaudited).......................................... 8
Notes to Condensed Consolidated Financial Statements of Trump Hotels & Casino Resorts, Inc.,
Trump Hotels & Casino Resorts Holdings, L.P. and Trump Hotels & Casino Resorts
Funding, Inc. (unaudited)........................................................................... 9
ITEM 2 -- Management's Discussion and Analysis of Financial Condition and Results
of Operations.................................................................................... 12
ITEM 3 -- Quantitative and Qualitative Disclosures About Market Risk.......................................... 18
</TABLE>
<PAGE>
<TABLE>
TRUMP HOTELS & CASINO RESORTS, INC.
TRUMP HOTELS & CASINO RESORTS HOLDINGS, L.P.
AND
TRUMP HOTELS & CASINO RESORTS FUNDING, INC.
INDEX TO FORM 10-Q CONT'D
<CAPTION>
Page No.
--------
<S> <C>
PART II -- OTHER INFORMATION
ITEM 1 -- Legal Proceedings................................................................................... 19
ITEM 2 -- Changes in Securities and Use of Proceeds........................................................... 20
ITEM 3 -- Defaults Upon Senior Securities..................................................................... 20
ITEM 4 -- Submission of Matters to a Vote of Security Holders................................................. 20
ITEM 5 -- Other Information................................................................................... 20
ITEM 6 -- Exhibits and Reports on Form 8-K.................................................................... 20
SIGNATURES
Signature -- Trump Hotels & Casino Resorts, Inc............................................................... 21
Signature -- Trump Hotels & Casino Resorts Holdings, L.P...................................................... 22
Signature -- Trump Hotels & Casino Resorts Funding, Inc....................................................... 23
</TABLE>
<PAGE>
TRUMP HOTELS & CASINO RESORTS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
<TABLE>
<CAPTION>
ASSETS
June 30, December 31,
1998 1997
----------- -----------
(unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents ................................................... $ 133,904 $ 140,328
Receivables, net ............................................................ 71,910 68,075
Inventories ................................................................. 12,205 13,011
Due from affiliates, net .................................................... 1,402 13,173
Prepaid expenses and other current assets ................................... 19,560 13,892
----------- -----------
Total Current Assets .................................................. 238,981 248,479
INVESTMENT IN BUFFINGTON HARBOR, L.L.C ........................................ 41,858 43,535
INVESTMENT IN TRUMP'S CASTLE PIK NOTES ........................................ 58,500 53,381
PROPERTY AND EQUIPMENT, NET ................................................... 1,978,743 2,004,751
CASH RESTRICTED FOR FUTURE CONSTRUCTION ....................................... 10,023 13,000
DEFERRED BOND AND LOAN ISSUANCE COSTS, NET .................................... 42,483 45,071
DUE FROM AFFILIATES ........................................................... 3,634 3,493
OTHER ASSETS .................................................................. 66,894 60,659
----------- -----------
Total Assets .................................................................. $ 2,441,116 $ 2,472,369
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt ........................................ $ 15,444 $ 21,890
Accounts payable and accrued expenses ....................................... 116,596 109,489
Accrued interest payable .................................................... 30,687 29,038
----------- -----------
Total Current Liabilities ................................................. 162,727 160,417
LONG-TERM DEBT, net of current maturities ..................................... 1,831,885 1,817,569
OTHER LONG-TERM LIABILITIES ................................................... 16,607 17,080
----------- -----------
Total Liabilities ............................................................. 2,011,219 1,995,066
----------- -----------
MINORITY INTEREST ............................................................. 131,921 148,418
STOCKHOLDERS' EQUITY:
Common Stock, $.01 par value, 75,000,000 shares authorized,
24,206,756 issued and outstanding .......................................... 242 242
Class B Common Stock, $.01 par value, 1,000 shares
authorized, issued and outstanding ......................................... -- --
Additional Paid in Capital .................................................. 455,645 455,645
Accumulated Deficit ......................................................... (138,376) (109,726)
Less treasury stock, 2,011,500 and 1,706,500 shares of THCR Common Stock,
respectively, at cost .................................................... (19,535) (17,276)
----------- -----------
Total Stockholders' Equity .................................................... 297,976 328,885
----------- -----------
Total Liabilities and Stockholders' Equity .................................... $ 2,441,116 $ 2,472,369
=========== ===========
The accompanying notes are an integral part of these condensed consolidated financial statements.
1
</TABLE>
<PAGE>
<TABLE>
TRUMP HOTELS & CASINO RESORTS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1998 AND 1997
(unaudited)
(dollars in thousands, except share data)
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
---------------------------- ----------------------------
1998 1997 1998 1997
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
REVENUES:
Gaming ............................................. $ 315,316 $ 336,686 $ 607,529 $ 653,575
Rooms .............................................. 23,613 26,178 44,089 47,803
Food and Beverage .................................. 35,845 38,906 69,516 73,839
Other .............................................. 10,751 12,225 20,424 21,942
------------ ------------ ------------ ------------
Gross Revenues ..................................... 385,525 413,995 741,558 797,159
Less -- Promotional allowances ..................... 41,333 45,971 80,893 86,893
------------ ------------ ------------ ------------
Net Revenues ....................................... 344,192 368,024 660,665 710,266
------------ ------------ ------------ ------------
COSTS AND EXPENSES:
Gaming ............................................. 201,130 212,572 387,472 411,375
Rooms .............................................. 8,161 8,030 15,269 15,130
Food and Beverage .................................. 13,446 12,809 24,210 24,220
General and Administrative ......................... 63,944 68,784 129,899 136,404
Depreciation and Amortization ...................... 20,462 19,203 41,053 46,275
------------ ------------ ------------ ------------
307,143 321,398 597,903 633,404
------------ ------------ ------------ ------------
Income from operations ............................. 37,049 46,626 62,762 76,862
------------ ------------ ------------ ------------
NON-OPERATING INCOME AND (EXPENSES):
Interest income .................................... 2,038 1,237 5,147 3,202
Interest expense ................................... (55,667) (52,671) (111,287) (105,270)
Other non-operating expense ........................ 11 -- (286) --
------------ ------------ ------------ ------------
(53,618) (51,434) (106,426) (102,068)
------------ ------------ ------------ ------------
Loss before equity in loss of Buffington Harbor, L.L.C
and Minority Interest .............................. (16,569) (4,808) (43,664) (25,206)
Equity in loss of Buffington Harbor, L.L.C ............ (742) (1,092) (1,483) (1,730)
------------ ------------ ------------ ------------
Loss before income taxes and minority interest ........ (17,311) (5,900) (45,147) (26,936)
Income tax benefit .................................... -- 883 -- --
Minority Interest ..................................... 6,331 1,810 16,497 9,785
------------ ------------ ------------ ------------
NET LOSS .............................................. $ (10,980) $ (3,207) $ (28,650) $ (17,151)
============ ============ ============ ============
Basic loss per share .................................. $ (.49) $ (.14) $ (1.29) $ (.74)
============ ============ ============ ============
Weighted average shares ............................... 22,195,256 22,679,097 22,212,107 23,094,469
============ ============ ============ ============
Dilutive loss per share ............................... $ (.49) $ (.14) $ (1.29) $ (.74)
============ ============ ============ ============
Weighted average shares ............................... 22,195,256 22,679,097 22,212,107 23,094,469
============ ============ ============ ============
The accompanying notes are an integral part of these condensed consolidated financial statements.
2
</TABLE>
<PAGE>
<TABLE>
TRUMP HOTELS & CASINO RESORTS, INC.
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 1998
(unaudited)
(dollars in thousands)
<CAPTION>
Number of Shares
----------------------- Common Additional
Class B Stock Paid in Accumulated Treasury
Common Common Amount Capital Deficit Stock Total
---------- ---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, December 31, 1997 24,206,756 1,000 $ 242 $ 455,645 $ (109,726) $ (17,276) $ 328,885
Purchase of treasury
stock, 305,000 shares of
THCR Common Stock,
at cost ................. -- -- -- -- -- (2,259) (2,259)
Net Loss ................. -- -- -- -- (28,650) -- (28,650)
---------- ---------- ---------- ---------- ---------- ---------- ----------
Balance, June 30, 1998 ... 24,206,756 1,000 $ 242 $ 455,645 $ (138,376) $ (19,535) $ 297,976
========== ========== ========== ========== ========== ========== ==========
The accompanying notes are an integral part of this condensed consolidated financial statement.
3
</TABLE>
<PAGE>
<TABLE>
TRUMP HOTELS & CASINO RESORTS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR
THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
(unaudited)
(dollars in thousands)
<CAPTION>
1998 1997
--------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss ..................................................................... $ (28,650) $ (17,151)
Adjustments to reconcile net loss to net cash flows from operating activities:
Issuance of debt in exchange for accrued interest .......................... 5,612 4,908
Equity in loss of Buffington Harbor, L.L.C ................................. 1,483 1,730
Depreciation and amortization .............................................. 41,053 46,275
Payment-In-Kind interest in Castle PIK Notes ............................... (5,119) (4,404)
Minority interest in net loss .............................................. (16,497) (9,785)
Accretion of discounts on mortgage notes ................................... 2,198 1,543
Amortization of deferred loan costs ........................................ 4,176 3,955
Provision for losses on receivables ........................................ 6,057 5,336
Valuation allowance of CRDA investments and amortization of Indiana
gaming costs ............................................................ 4,804 5,020
Accretion of phantom stock units ........................................... -- 194
Increase in receivables .................................................... (9,892) (15,092)
Decrease (increase) in inventories ......................................... 806 (1,621)
Increase in other current assets ........................................... (5,047) (7,800)
Decrease (increase) in due from affiliates ................................. 11,610 (1,408)
Increase in other assets ................................................... (3,094) (9,848)
Increase in accounts payable and accrued expenses .......................... 7,072 14,046
Increase in accrued interest payable ....................................... 1,649 3
(Decrease) increase in other long-term liabilities ......................... (2,904) 715
--------- ---------
Net cash flows provided by operating activities ........................... 15,317 16,616
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment, net ...................................... (13,709) (54,256)
Investment in Buffington Harbor, L.L.C ....................................... 194 (1,700)
CRDA Investments ............................................................. (6,603) (6,757)
Cash restricted for future construction ...................................... 2,977 --
--------- ---------
Net cash flows used in investing activities ................................ (17,141) (62,713)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Purchase of treasury stock ................................................... (2,259) (17,276)
Issuance of long-term debt-other ............................................. 68,047 2,013
Payment of long-term debt-other .............................................. (68,799) (9,911)
Cost of issuing debt ......................................................... (1,589) --
--------- ---------
Net cash flows used in financing activities ................................ (4,600) (25,174)
--------- ---------
Net decrease in cash and cash equivalents .................................. (6,424) (71,271)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD ............................... 140,328 175,749
--------- ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD ..................................... $ 133,904 $ 104,478
========= =========
CASH INTEREST PAID ............................................................. $ 102,128 $ 99,151
========= =========
Supplemental Disclosure of Non-Cash Activities:
Purchase of property and equipment under capital lease obligations ............. $ 1,673 $ 1,689
========= =========
The accompanying notes are an integral part of these condensed consolidated financial statements.
</TABLE>
4
<PAGE>
<TABLE>
TRUMP HOTELS & CASINO RESORTS HOLDINGS, L.P.
CONDENSED CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
<CAPTION>
ASSETS
June 30, December 31,
1998 1997
----------- -----------
(unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents .............................................. $ 133,900 $ 140,324
Receivables, net ....................................................... 71,910 68,075
Inventories ............................................................ 12,205 13,011
Due from Affiliates, net ............................................... 1,402 13,173
Prepaid expenses and other current assets .............................. 19,560 13,892
----------- -----------
Total Current Assets ............................................... 238,977 248,475
INVESTMENT IN BUFFINGTON HARBOR, L.L.C .................................... 41,858 43,535
INVESTMENT IN TRUMP'S CASTLE PIK NOTES .................................... 58,500 53,381
PROPERTY AND EQUIPMENT, NET ............................................... 1,978,743 2,004,751
CASH RESTRICTED FOR FUTURE CONSTRUCTION ................................... 10,023 13,000
DEFERRED BOND AND LOAN ISSUANCE COSTS, NET ................................ 42,483 45,071
DUE FROM AFFILIATES ....................................................... 3,634 3,493
OTHER ASSETS .............................................................. 66,894 60,659
----------- -----------
Total Assets .............................................................. $ 2,441,112 $ 2,472,365
=========== ===========
LIABILITIES AND CAPITAL
CURRENT LIABILITIES:
Current maturities of long-term debt ................................... $ 15,444 $ 21,890
Accounts payable and accrued expenses .................................. 116,596 109,489
Accrued interest payable ............................................... 30,687 29,038
----------- -----------
Total Current Liabilities ...................................... 162,727 160,417
LONG-TERM DEBT, net of current maturities ................................. 1,831,885 1,817,569
OTHER LONG-TERM LIABILITIES ............................................... 16,607 17,080
----------- -----------
Total Liabilities ......................................................... 2,011,219 1,995,066
----------- -----------
PARTNERS' CAPITAL:
Partners' Capital ......................................................... 652,503 652,503
Accumulated Deficit ....................................................... (203,075) (157,928)
Less treasury stock ....................................................... (19,535) (17,276)
----------- -----------
Total Partners' Capital ................................................... 429,893 477,299
----------- -----------
Total Liabilities and Partners' Capital ................................... $ 2,441,112 $ 2,472,365
=========== ===========
The accompanying notes are an integral part of these condensed consolidated financial statements.
5
</TABLE>
<PAGE>
<TABLE>
TRUMP HOTELS & CASINO HOLDINGS L.P.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1998 AND 1997
(unaudited)
(dollars in thousands)
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
------------------------ ------------------------
1998 1997 1998 1997
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
REVENUES:
Gaming ................................ $ 315,316 $ 336,686 $ 607,529 $ 653,575
Rooms ................................. 23,613 26,178 44,089 47,803
Food and Beverage ..................... 35,845 38,906 69,516 73,839
Other ................................. 10,751 12,225 20,424 21,942
--------- --------- --------- ---------
Gross Revenues ........................ 385,525 413,995 741,558 797,159
Less -- Promotional allowances ........ 41,333 45,971 80,893 86,893
--------- --------- --------- ---------
Net Revenues .......................... 344,192 368,024 660,665 710,266
--------- --------- --------- ---------
COSTS AND EXPENSES:
Gaming ................................ 201,130 212,572 387,472 411,375
Rooms ................................. 8,161 8,030 15,269 15,130
Food and Beverage ..................... 13,446 12,809 24,210 24,220
General and Administrative ............ 63,944 68,707 129,899 136,210
Depreciation and Amortization ......... 20,462 19,203 41,053 46,275
--------- --------- --------- ---------
307,143 321,321 597,903 633,210
--------- --------- --------- ---------
Income from operations ................ 37,049 46,703 62,762 77,056
--------- --------- --------- ---------
NON-OPERATING INCOME AND (EXPENSES):
Interest income ....................... 2,038 1,237 5,147 3,202
Interest expense ...................... (55,667) (52,671) (111,287) (105,270)
Other non-operating expense ........... 11 -- (286) --
--------- --------- --------- ---------
(53,618) (51,434) (106,426) (102,068)
--------- --------- --------- ---------
Loss before equity in loss of Buffington
Harbor, L.L.C ......................... (16,569) (4,731) (43,664) (25,012)
Equity in loss of Buffington Harbor, L.L.C (742) (1,092) (1,483) (1,730)
--------- --------- --------- ---------
Loss before income taxes ................. (17,311) (5,823) (45,147) (26,742)
Income tax benefit ....................... -- 883 -- --
--------- --------- --------- ---------
NET LOSS ................................. $ (17,311) $ (4,940) $ (45,147) $ (26,742)
========= ========= ========= =========
The accompanying notes are an integral part of these condensed consolidated financial statements.
6
</TABLE>
<PAGE>
TRUMP HOTELS & CASINO RESORTS HOLDINGS, L.P.
CONDENSED CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL
FOR THE SIX MONTHS ENDED JUNE 30, 1998
(unaudited)
(dollars in thousands)
<TABLE>
<CAPTION>
Partners' Accumulated THCR
Capital Deficit Common Stock Total
--------- --------- ------------ ---------
<S> <C> <C> <C> <C>
Balance, December 31, 1997 .. $ 652,503 $(157,928) $ (17,276) $ 477,299
Purchase of 305,000 shares of
THCR Common Stock ........ -- -- (2,259) (2,259)
Net Loss .................... -- (45,147) -- (45,147)
--------- --------- --------- ---------
Balance, June 30, 1998 ..... $ 652,503 $(203,075) $ (19,535) $ 429,893
========= ========= ========= =========
</TABLE>
The accompanying notes are an integral part of this
condensed consolidated financial statement.
7
<PAGE>
<TABLE>
TRUMP HOTELS & CASINO HOLDINGS, L.P.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR
THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
(unaudited)
(dollars in thousands)
<CAPTION>
1998 1997
--------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss ..................................................................... $ (45,147) $ (26,742)
Adjustments to reconcile net loss to net cash flows from operating activities:
Issuance of debt in exchange for accrued interest .......................... 5,612 4,908
Equity in loss of Buffington Harbor, L.L.C ................................. 1,483 1,730
Depreciation and amortization .............................................. 41,053 46,275
Payment-In-Kind interest in Castle PIK Notes ............................... (5,119) (4,404)
Accretion of discounts on mortgage notes ................................... 2,198 1,543
Amortization of deferred loan costs ........................................ 4,176 3,955
Provision for losses on receivables ........................................ 6,057 5,336
Valuation allowance of CRDA investments and amortization of Indiana
gaming costs ............................................................ 4,804 5,020
Increase in receivables .................................................... (9,892) (15,092)
Decrease (increase) in inventories ......................................... 806 (1,621)
Increase in other current assets ........................................... (5,047) (7,800)
Decrease (increase) in due from affiliates ................................. 11,610 (1,408)
Increase in other assets ................................................... (3,094) (9,848)
Increase in accounts payable and accrued expenses .......................... 7,072 14,046
Increase in accrued interest payable ....................................... 1,649 3
(Decrease) increase in other long-term liabilities ......................... (2,904) 715
--------- ---------
Net cash flows provided by operating activities ........................... 15,317 16,616
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment, net ...................................... (13,709) (54,256)
Investment in Buffington Harbor, L.L.C ....................................... 194 (1,700)
CRDA Investments ............................................................. (6,603) (6,757)
Cash restricted for future construction ...................................... 2,977 --
--------- ---------
Net cash flows used in investing activities ................................ (17,141) (62,713)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Purchase of treasury stock ................................................... (2,259) (17,276)
Issuance of long-term debt-other ............................................. 68,047 2,013
Payment of long-term debt-other .............................................. (68,799) (9,911)
Cost of issuing debt ......................................................... (1,589) --
--------- ---------
Net cash flows used in financing activities ................................ (4,600) (25,174)
--------- ---------
Net decrease in cash and cash equivalents .................................. (6,424) (71,271)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD ............................... 140,324 175,745
--------- ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD ..................................... $ 133,900 $ 104,474
========= =========
CASH INTEREST PAID ............................................................. $ 102,128 $ 99,151
========= =========
Supplemental Disclosure of Non-Cash Activities:
Purchase of property and equipment under capital lease obligations ............. $ 1,673 $ 1,689
========= =========
The accompanying notes are an integral part of these condensed consolidated financial statements.
8
</TABLE>
<PAGE>
TRUMP HOTELS & CASINO RESORTS, INC.,
TRUMP HOTELS & CASINO RESORTS HOLDINGS, L.P.
AND
TRUMP HOTELS & CASINO RESORTS FUNDING, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
(1) Organization and Operations
The accompanying condensed consolidated financial statements include those of
Trump Hotels & Casino Resorts, Inc., a Delaware corporation ("THCR"), Trump
Hotels & Casino Resorts Holdings, L.P., a Delaware limited partnership ("THCR
Holdings"), and subsidiaries, including Trump Hotels & Casino Resorts Funding,
Inc. ("THCR Funding"). THCR Holdings is an entity which is currently owned
approximately 63.4% by THCR, as both a general and limited partner, and
approximately 36.6% by Donald J. Trump ("Trump"), as a limited partner. Trump's
limited partnership interest in THCR Holdings represents his economic interests
in the assets and operations of THCR Holdings. Accordingly, such limited
partnership interest is convertible at Trump's option into 13,918,723 shares of
THCR's common stock, par value $.01 per share (the "THCR Common Stock"). The
accompanying consolidated financial statements include those of (i) THCR and its
63.4% owned subsidiary, THCR Holdings, and (ii) THCR Holdings and its wholly
owned subsidiaries:
Trump Atlantic City Associates ("Trump AC") and its subsidiaries, Trump
Plaza Associates ("Plaza Associates") and Trump Taj Mahal Associates ("Taj
Associates"). Plaza Associates owns and operates the Trump Plaza Hotel and
Casino ("Trump Plaza") located in Atlantic City, New Jersey. Taj Associates
owns and operates the Trump Taj Mahal Casino Resort (the "Taj Mahal")
located in Atlantic City, New Jersey. Taj Associates was acquired on April
17, 1996.
Trump Indiana, Inc. ("Trump Indiana"), which commenced operations on June
8, 1996, owns and operates a riverboat gaming facility at Buffington
Harbor, on Lake Michigan, Indiana (the "Indiana Riverboat").
Trump's Castle Associates, L.P. ("Castle Associates"), which was acquired
on October 7, 1996. Castle Associates owns and operates Trump Marina Hotel
Casino ("Trump Marina") located in Atlantic City, New Jersey.
THCR Funding, the co-issuer of $145,000,000 15 1/2% Senior Secured Notes,
due 2005 (the "Senior Notes").
All significant intercompany balances and transactions have been eliminated
in the accompanying condensed consolidated financial statements.
The accompanying condensed consolidated financial statements have been
prepared without audit. In the opinion of management, all adjustments,
consisting of only normal recurring adjustments necessary to present fairly the
financial position, the results of operations and cash flows for the periods
presented, have been made.
The accompanying condensed consolidated financial statements have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission ("SEC"). Accordingly, certain information and note disclosures
normally included in financial statements prepared in conformity with generally
accepted accounting principles have been condensed or omitted.
These condensed consolidated financial statements should be read in
conjunction with the consolidated financial statements and notes thereto
included in the annual report on Form 10-K for the year ended December 31, 1997
filed with the SEC.
The casino industry in Atlantic City is seasonal in nature; accordingly,
results of operations for the period ended June 30, 1998 are not necessarily
indicative of the operating results for a full year.
THCR, THCR Holdings and THCR Funding have no operations and their ability
to service their debt is dependent on the successful operations of Trump AC,
Trump Indiana and Castle Associates. THCR, through THCR Holdings and its
subsidiaries, is the exclusive vehicle through which Trump engages in new gaming
activities in emerging or established gaming jurisdictions.
9
<PAGE>
TRUMP HOTELS & CASINO RESORTS, INC.,
TRUMP HOTELS & CASINO RESORTS HOLDINGS, L.P.
AND
TRUMP HOTELS & CASINO RESORTS FUNDING, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
Basic Loss Per Share
In the fourth quarter of 1997, THCR adopted Statement of Financial
Accounting Standards Board, Statement No. 128 "Earnings per Share" ("SFAS No.
128"). SFAS No. 128 requires the presentation in the consolidated statement of
operations for all years presented of both basic and dilutive earnings per
share. Basic and dilutive loss per share calculated under this Statement does
not differ from earnings per share reported in prior periods.
Basic loss per share is based on the weighted average number of shares of
THCR Common Stock outstanding. Dilutive earnings per share are the same as basic
earnings per share as common stock equivalents have not been included as they
would be anti-dilutive. The shares of THCR's Class B Common Stock, par value
$.01 per share ("the THCR Class B Common Stock") owned by Trump have no economic
interest and therefore are not considered in the calculation of weighted average
shares outstanding.
Reclassifications
Certain reclassifications have been made to prior year financial statements
to conform to the current year presentation.
(2) Property and Equipment
During the second quarter of 1997, THCR revised its estimates of the useful
lives of buildings, building improvements, furniture and fixtures which were
acquired in 1996. Building and building improvements were reevaluated to have a
forty year life and furniture and fixtures were determined to have a seven year
life. During the third quarter of 1997, Trump Indiana revised its estimates of
the useful life of the riverboat and its improvements from fifteen to thirty
years. THCR believes these changes more appropriately reflect the timing of the
economic benefits to be received from these assets during their estimated useful
lives. For the three and six months ended June 30, 1998, the net effect of
applying these new lives was to decrease net loss by $0 and $2,300,000 and
decrease loss per share by $0 and $.07, respectively.
(3) Long-Term Debt and Subsequent Events
On April 17, 1998, Trump's Castle Funding, Inc. ("Castle Funding")
refinanced its 11 1/2% Senior Secured Notes due 2000 (the "Old Castle Senior
Notes") and its term loan with a bank (the "Term Loan") by issuing 10 1/4%
Senior Secured Notes due 2003 (the "New Castle Senior Notes"). The proceeds from
the issuance of the New Castle Senior Notes were used to redeem all of the
issued and outstanding Old Castle Senior Notes at 100% of their principal amount
and to repay the Term Loan in full. In conjunction with this refinancing,
Trump's Castle Hotel & Casino, Inc. ("TCHI"), a New Jersey corporation and the
general partner of Castle Associates, obtained a working capital credit facility
(the "Working Capital Loan"). Both the New Castle Senior Notes and the Working
Capital Loan are guaranteed by Castle Associates.
The New Castle Senior Notes have an outstanding principal amount of
$62,000,000 and bear interest at the rate of 10 1/4% per annum, payable
semi-annually each April and October. The New Castle Senior Notes mature on
April 17, 2003.
The Working Capital Loan has an outstanding principal amount of $5,000,000
and bears interest at the rate of 10 1/4% per annum, payable semi-annually each
April and October. The entire principal balance of the Working Capital Loan
matures on April 17, 2003.
On July 8, 1998, Castle Associates received a bank commitment to refinance
its Mortgage Notes, New Castle Senior Notes and the Working Capital Loan. A
tender offer was made to existing mortgage note holders on July 9, 1998 offering
$940 per $1,000 of principal amount, plus accrued interest. Consummation of the
tender offer is conditioned upon, among other things, a minimum tender of 98% of
the principal amount of the mortgage notes. The expiration of the tender offer
was extended to August 14, 1998. Although it is Castle Associates' intention to
complete this transaction, no assurances can be made as to the ultimate
consummation of the refinancing, or on the precise terms as are currently
outlined in the existing tender offer and bank commitment.
10
<PAGE>
TRUMP HOTELS & CASINO RESORTS, INC.,
TRUMP HOTELS & CASINO RESORTS HOLDINGS, L.P.
AND
TRUMP HOTELS & CASINO RESORTS FUNDING, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
(4) Financial Information
Financial information relating to THCR Funding is as follows:
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
------------ ------------
<S> <C> <C>
Total Assets (including Notes receivable of
$145,000,000 at June 30, 1998 and
December 31, 1997) ................................... $145,936,000 $145,936,000
============ ============
Total Liabilities and Capital (including $145,000,000 of Senior
Notes ................................................ $145,936,000 $145,936,000
============ ============
</TABLE>
<TABLE>
<CAPTION>
Six Months Ended June 30,
1998 1997
------------ ------------
<S> <C> <C>
Interest Income from THCR Holdings ............................ $ 11,238,000 $ 11,238,000
Interest Expense .............................................. $ 11,238,000 $ 11,238,000
------------ ------------
Net Income .................................................... $ -- $ --
============ ============
</TABLE>
(5) Accounts Receivable
Plaza Associates is appealing a real estate tax assessment by the City of
Atlantic City. Included in accounts receivable is $4,400,000 which Plaza
Associates estimates will be recoverable on the settlement of the appeal.
(6) Change in Accounting Policy
On April 9, 1998, the American Institute of Certified Public Accountants
("AICPA") issued Statement of Position ("SOP") 98-5 "Reporting on the Costs of
Start-Up Activities". The new standard amends previous guidance from the AICPA
that permitted capitalization of start-up costs in certain industries and
requires that all nongovernmental entities expense the costs of start-up
activities as those costs are incurred. Under the SOP, the term "start-up" has
been broadly defined to include pre-operating, pre-opening and organization
activities. Companies must adopt the new standard in fiscal years beginning
after December 15, 1998. At adoption, a company must record a cumulative effect
of a change in accounting principle to write off any unamortized start-up costs
that existed as of the beginning of the fiscal year in which the SOP is adopted
and an operating expense for those costs which were incurred and capitalized
since the beginning of the fiscal year and adoption of the SOP.
THCR has not yet decided when it will adopt the new standard, but it is not
expected to be adopted earlier than the first quarter of 1999. Had THCR adopted
the new standard as of June 30, 1998, the net loss of $28,650,000 for the six
months ended June 30, 1998 would have increased by $663,000 for the effect of
the write-off of capitalized costs incurred through the second quarter of 1998
and $1,872,000 for the cumulative effect of change in accounting principle for
costs incurred through December 31, 1997, to an adjusted net loss of
$31,185,000. The corresponding earnings per share effect would increase the net
loss per share as reported of $1.29 for the six months ended June 30, 1998 by
$.03 for the write-off of capitalized costs through the second quarter and $.08
for the cumulative effect of change in accounting principle to an adjusted loss
per share of $1.40.
11
<PAGE>
ITEM 2--MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Capital Resources and Liquidity
Cash flows from operating activities are THCR's principal source of
liquidity and were $15,317,000 for the six months ended June 30, 1998 compared
to $16,616,000 for the comparable period in 1997.
Capital expenditures for Trump AC were $7,726,000 and $51,215,000 for the
six months ended June 30, 1998 and 1997, respectively. Capital expenditures for
improvements to Trump Plaza's existing facilities were $5,234,000 and
$20,987,000 for the six months ended June 30, 1998 and 1997, respectively. In
addition, in 1997, Plaza Associates exercised its option to purchase from
Seashore Four Associates, an entity beneficially owned by Trump, one of the
parcels of land underlying Trump Plaza's main tower, pursuant to the terms of a
lease, the payments under which were terminated upon the exercise of such
option. The purchase price and associated closing costs were $10,144,000.
Capital expenditures attributable to the Taj Mahal were $2,157,000 and
$29,603,000 for the six months ended June 30, 1998 and 1997, respectively.
Capital expenditures for improvements to existing facilities were approximately
$2,157,000 and $5,147,000 for the six months ended June 30, 1998 and 1997,
respectively. Capital expenditures attributable to the expansion of the facility
were approximately $24,456,000 for the six months ended June 30, 1998.
The expansion at the Taj Mahal (the "Taj Mahal Expansion") consisted of the
construction of a new 14-bay bus terminal which was completed in December 1996,
a 2,400 space expansion of the existing self parking facilities, which was
completed in May 1997, and an approximate 7,000 square-foot casino expansion
with 260 slot machines, which was completed in July 1997. The total costs of the
Taj Mahal Expansion including amounts expended in 1996 and 1997 were
approximately $43,500,000 and have been funded principally out of cash from
operations.
Capital expenditures attributable to Castle Associates were $1,147,000 and
$1,397,000 for the six months ended June 30, 1998 and 1997, respectively.
Capital expenditures attributable to Trump Indiana were $4,739,000 and
$1,598,000 for the six months ended June 30, 1998 and 1997, respectively.
Approximately $15 million costs of hotel construction and other infrastructure
improvements will be applied towards satisfying the economic development
commitment required in connection with the Indiana licensing process. THCR is
currently negotiating with the Majestic Star Casino, L.L.C. ("Barden"), the
other riverboat licensee and joint owner with Trump Indiana of Buffington Harbor
Riverboats, L.L. C. ("BHR"), and the City of Gary for the development of a 1,500
space parking garage by BHR which would cost approximately $20 million.
On April 17, 1998 Castle Funding refinanced its Old Castle Senior Notes and
its Term Loan by issuing the New Castle Senior Notes. The proceeds from the
issuance of the New Castle Senior Notes were used to redeem all of the issued
and outstanding Old Castle Senior Notes and 100% of their principal amount and
to repay the Term Loan in full. In conjunction with this refinancing, TCHI, a
New Jersey corporation and the general partner of Castle Associates, obtained a
working capital credit facility (the "Working Capital Loan"). Both the New
Castle Senior Notes and the Working Capital Loan are guaranteed by Castle
Associates.
The New Castle Senior Notes have an outstanding principal amount of
$62,000,000 and bear interest at the rate of 10 1/4% per annum, payable
semi-annually each April and October. The New Castle Senior Notes mature on
April 17, 2003.
The Working Capital Loan has an outstanding principal amount of $5,000,000
and bears interest at the rate of 10 1/4% per annum, payable semi-annually each
April and October. The entire principal balance of the Working Capital Loan
matures on April 17, 2003.
On July 8, 1998, Castle Associates received a bank commitment to refinance
its Mortgage Notes, New Castle Senior Notes and the Working Capital Loan. A
tender offer was made to existing mortgage note holders on July 9, 1998 offering
$940 per $1,000 of principal amount, plus accrued interest. Consummation of the
tender offer is conditioned upon, among other things, a minimum tender of 98% of
the principal amount of the mortgage notes. The expiration of the tender offer
was extended to August 14, 1998. Although it is Castle Associates' intention to
complete this transaction, no assurances can be made as to the ultimate
consummation of the refinancing, or on the precise terms as are currently
outlined in the existing tender offer and bank commitment.
12
<PAGE>
Castle Associates has the authority to obtain a working capital facility of
up to $10,000,000 (of which approximately $5,437,000 is outstanding) although
there can be no assurance that such financing will be available or on terms
acceptable to Castle Associates.
THCR has assessed the year 2000 issue and has begun implementing a plan to
resolve the issue, which is expected to be completed in early 1999. Based upon
management's assessment, it is anticipated that associated costs incurred to
satisfactorily complete the plan will not be material.
The indenture governing the Senior Notes (the "Senior Note Indenture") as
well as indentures of the subsidiaries restrict the ability of THCR Holdings and
its subsidiaries to make distributions to partners or pay dividends, as the case
may be, unless certain financial ratios are achieved. Further, THCR's future
operating results are conditional and could fluctuate, given the rapidly
changing competitive environment.
In addition, the ability of Plaza Associates, Taj Associates and Castle
Associates to make payments of dividends or distributions to THCR Holdings may
be restricted by the New Jersey Casino Control Commission ("CCC"). Similarly,
the ability of Trump Indiana to make payments of dividends or distributions to
THCR Holdings may be restricted by the Indiana Gaming Commission.
Results of Operations: Operating Revenues and Expenses
All business activities of THCR and THCR Holdings are conducted by Plaza
Associates, Taj Associates, Trump Marina and Trump Indiana.
Comparison of Three-Month Periods Ended June 30, 1998 and 1997. The
following tables include selected data of Plaza Associates, Taj Associates,
Trump Indiana and Trump Marina.
<TABLE>
<CAPTION>
Three Months Ended June 30, 1998
-----------------------------------------------------------
Plaza Taj Trump Trump THCR
Associates Associates Indiana Marina Consolidated*
---------- ---------- ------- ------ -------------
(dollars in millions)
<S> <C> <C> <C> <C> <C>
Revenues:
Gaming .......................... $ 93.0 $125.9 $ 35.3 $ 61.2 $315.3
Other ........................... 25.1 29.6 0.8 14.6 70.2
------ ------ ------ ------ ------
Gross Revenues ................. 118.1 155.5 36.1 75.8 385.5
Less: Promotional Allowances ..... 15.7 16.4 0.2 9.0 41.3
------ ------ ------ ------ ------
Net Revenues ................... 102.4 139.1 35.9 66.8 344.2
------ ------ ------ ------ ------
Costs and Expenses:
Gaming .......................... 56.5 79.7 26.2 38.7 201.1
General & Administrative ........ 18.8 21.3 6.7 13.7 63.9
Depreciation & Amortization ..... 6.1 9.0 1.1 4.1 20.5
Other ........................... 8.8 8.6 0.8 3.5 21.6
------ ------ ------ ------ ------
Total Costs and Expenses ....... 90.2 118.6 34.8 60.0 307.1
------ ------ ------ ------ ------
Income from Operations ........... 12.2 20.5 1.1 6.8 37.1
------ ------ ------ ------ ------
Non-operating Income ............. 0.4 1.2 0.2 0.1 2.0
Interest Expense ................. (11.9) (23.5) (2.3) (12.7) (55.7)
------ ------ ------ ------ ------
Total Non-operating Expense, Net (11.5) (22.3) (2.1) (12.6) (53.7)
------ ------ ------ ------ ------
Loss in Joint Venture ............ -- -- (0.7) -- (0.7)
Income Tax Benefit ............... -- -- -- -- --
------ ------ ------ ------ ------
Loss Before Minority Interest .... $ 0.7 $ (1.8) $ (1.7) $ (5.8) (17.3)
====== ====== ====== ======
Minority Interest ................ 6.3
------
Net Loss ......................... $(11.0)
======
</TABLE>
* Intercompany eliminations and expenses of THCR and THCR Holdings are not
separately shown.
13
<PAGE>
<TABLE>
<CAPTION>
Three Months Ended June 30, 1997
-----------------------------------------------------------
Plaza Taj Trump Trump THCR
Associates Associates Indiana Marina Consolidated*
---------- ---------- ------- ------ -------------
(dollars in millions)
<S> <C> <C> <C> <C> <C>
Revenues:
Gaming .......................... $ 97.9 $134.6 $ 35.6 $ 68.5 $336.7
Other ........................... 28.3 31.4 1.0 16.7 77.3
------ ------ ------ ------ ------
Gross Revenues ................. 126.2 166.0 36.6 85.2 414.0
Less: Promotional Allowances ..... 16.7 19.0 0.1 10.2 46.0
------ ------ ------ ------ ------
Net Revenues ................... 109.5 147.0 36.5 75.0 368.0
------ ------ ------ ------ ------
Costs and Expenses:
Gaming .......................... 61.2 84.0 22.9 44.4 212.6
General & Administrative ........ 21.4 20.7 7.6 16.0 68.8
Depreciation & Amortization ..... 5.4 8.8 1.3 3.7 19.2
Other ........................... 8.3 8.6 0.8 3.2 20.8
------ ------ ------ ------ ------
Total Costs and Expenses ....... 96.3 122.1 32.6 67.3 321.4
------ ------ ------ ------ ------
Income from Operations ........... 13.2 24.9 3.9 7.7 46.6
------ ------ ------ ------ ------
Non-operating Income ............. 0.1 0.2 0.1 0.0 1.2
Interest Expense ................. (12.2) (23.7) (2.5) (12.2) (52.6)
------ ------ ------ ------ ------
Total Non-operating Expense, Net (12.1) (23.5) (2.4) (12.2) (51.4)
------ ------ ------ ------ ------
Loss in Joint Venture ............ -- -- (1.1) -- (1.1)
Income Tax Benefit ............... -- -- 0.9 -- 0.9
------ ------ ------ ------ ------
Loss before Minority Interest .... $ 1.1 $ 1.4 $ 1.3 $ (4.5) (5.0)
====== ====== ====== ======
Minority Interest ................ 1.8
------
Net Loss ......................... $ (3.2)
======
</TABLE>
* Intercompany eliminations and expenses of THCR and THCR Holdings are not
separately shown.
<TABLE>
<CAPTION>
Three Months Ended June 30, 1998
-----------------------------------------------------------
Plaza Taj Trump Trump THCR
Associates Associates Indiana Marina Consolidated*
---------- ---------- ------- ------ -------------
(dollars in millions)
<S> <C> <C> <C> <C> <C>
Table Game Revenues .............. $ 23.5 $ 47.6 $ 8.8 $ 15.1 $ 95.0
Incr (Decr) over prior period .... $ (0.1) $ (2.8) $ (2.5) $ (3.7) $ (9.1)
Table Game Drop .................. $156.2 $299.9 $ 55.8 $100.8 $612.7
Incr (Decr) over prior period .... $ (8.3) $(26.9) $ (0.1) $(27.6) $(62.9)
Table Win Percentage ............. 15.0% 15.9% 15.7% 15.0% 15.5%
Incr (Decr) over prior period .... 0.7pts. 0.5pts. (4.6)pts. 0.4pts. 0.1pts.
Number of Table Games ............ 111 153 59 91 414
Incr (Decr) over prior period .... 1 (5) (10) (5) (19)
Slot Revenues .................... $ 69.5 $ 73.7 $ 26.5 $ 45.5 $215.2
Incr (Decr) over prior period .... $ (4.8) $ (5.9) $ 2.2 $ (3.7) $(12.2)
Slot Handle ...................... $856.7 $899.0 $424.0 $561.7 $2,741.4
Incr (Decr) over prior period .... $(46.2) $(22.8) $ 69.0 $(28.3) $(28.3)
Slot Win Percentage .............. 8.1% 8.2% 6.3% 8.1% 7.9%
Incr (Decr) over prior period .... (0.1)pts. (0.4)pts. (0.5)pts. (0.2) pts. (0.3)pts.
Number of Slot Machines .......... 4,092 4,130 1,350 2,163 11,735
Incr (Decr) over prior period .... 28 292 (74) (5) 241
Other Gaming Revenues ............ N/A $ 4.6 N/A $ 0.5 $ 5.1
Incr (Decr) over prior period .... N/A $ 0.0 N/A $ 0.0 $ 0.0
Total Gaming Revenues ............ $ 93.0 $125.9 $ 35.3 $ 61.2 $315.3
Incr (Decr) over prior period .... $ (4.9) $ (8.7) $ (0.3) $ (7.3) $(21.4)
</TABLE>
14
<PAGE>
<TABLE>
<CAPTION>
Three Months Ended June 30, 1997
-----------------------------------------------------------
Plaza Taj Trump Trump THCR
Associates Associates Indiana Marina Consolidated*
---------- ---------- ------- ------ -------------
(dollars in millions)
<S> <C> <C> <C> <C> <C>
Table Game Revenues .............. $ 23.6 $ 50.4 $ 11.3 $ 18.8 $ 104.1
Table Game Drop .................. $164.5 $326.8 $ 55.9 $128.4 $ 675.6
Table Win Percentage ............. 14.3% 15.4% 20.3% 14.6% 15.4%
Number of Table Games ............ 110 158 69 96 433
Slot Revenues .................... $ 74.3 $ 79.6 $ 24.3 $ 49.2 $ 227.4
Slot Handle ...................... $902.9 $921.8 $355.0 $590.0 $2,769.7
Slot Win Percentage .............. 8.2% 8.6% 6.8% 8.3% 8.2%
Number of Slot Machines .......... 4,064 3,838 1,424 2,168 11,494
Other Gaming Revenues ............ N/A $ 4.6 N/A $ 0.5 $ 5.1
Total Gaming Revenues ............ $ 97.9 $134.6 $ 35.6 $ 68.5 $ 336.7
</TABLE>
Gaming revenues are the primary source of THCR's revenues. The year over
year decrease in gaming revenues was due primarily to the decline in slot
revenues at the three Atlantic City properties as the result of an increased
competitive marketplace. The decline in table game revenues at Trump Taj Mahal
was due to the decline of high-end international table game players due to Asian
economic conditions. Table games revenues represent the amount retained by THCR
from amounts wagered at table games. The table win percentage tends to be fairly
constant over the long term, but may vary significantly in the short term, due
to large wagers by "high rollers". The Atlantic City industry table win
percentages were 14.9% and 14.7% for the quarters ended June 30, 1998 and 1997,
respectively. Decreases in table revenues at Trump Indiana are attributed to a
lower table game win percentage as compared to the previous year. Increases in
slot revenues at Trump Indiana are attributed to higher slot handle in 1998.
Gaming costs and expenses were $201,130,000 for the three months ended June
30, 1998, a decrease of $11,442,000 or 5.4% from $212,572,000 from the
comparable period in 1997. This decrease is substantially proportionate to the
decrease in gaming revenues from the comparable period in 1997, and represent
primarily marketing and promotional costs.
General and administrative expenses decreased $4,840,000 or 7.0% from the
comparative period in 1997. This decrease is due primarily to the reduction in
advertising, insurance, and real estate tax expenses in 1998.
15
<PAGE>
Comparison of Six-Month Periods Ended June 30, 1998 and 1997. The following
tables include selected data of Plaza Associates, Taj Associates, Trump Indiana
and Trump Marina.
<TABLE>
<CAPTION>
Six Months Ended June 30, 1998
-----------------------------------------------------------
Plaza Taj Trump Trump THCR
Associates Associates Indiana Marina Consolidated*
---------- ---------- ------- ------ -------------
(dollars in millions)
<S> <C> <C> <C> <C> <C>
Revenues:
Gaming .......................... $180.3 $240.4 $ 63.1 123.8 $607.5
Other ........................... 48.2 56.7 1.5 27.5 134.1
------ ------ ------ ------ ------
Gross Revenues ................. 228.5 297.1 64.6 151.3 741.6
Less: Promotional Allowances ..... 30.1 32.5 0.4 17.9 80.9
------ ------ ------ ------ ------
Net Revenues ................... 198.4 264.6 64.2 133.4 660.7
------ ------ ------ ------ ------
Costs and Expenses:
Gaming .......................... 110.5 152.3 46.1 78.6 387.5
General & Administrative ........ 38.8 42.5 13.6 28.7 129.9
Depreciation & Amortization ..... 12.2 18.3 2.1 8.2 41.1
Other ........................... 15.3 16.6 1.6 5.9 39.4
------ ------ ------ ------ ------
Total Costs and Expenses ....... 176.8 229.7 63.4 121.4 597.9
------ ------ ------ ------ ------
Income from Operations ........... 21.6 34.9 0.8 12.0 62.8
------ ------ ------ ------ ------
Non-operating Income ............. 0.8 1.3 0.3 0.4 4.9
Interest Expense ................. (23.9) (47.1) (4.8) (25.4) (111.3)
------ ------ ------ ------ ------
Total Non-operating Expense, Net (23.1) (45.8) (4.5) (25.0) (106.4)
------ ------ ------ ------ ------
Loss in Joint Venture ............ -- -- (1.5) -- (1.5)
Income Tax Benefit ............... -- -- -- -- --
------ ------ ------ ------ ------
Loss Before Minority Interest .... $ (1.5) $(10.9) $ (5.2) $(13.0) $(45.1)
====== ====== ====== ======
Minority Interest ................ 16.5
------
Net Loss ......................... $(28.6)
======
</TABLE>
* Intercompany eliminations and expenses of THCR and THCR Holdings are not
separately shown.
<TABLE>
<CAPTION>
Six Months Ended June 30, 1997
-----------------------------------------------------------
Plaza Taj Trump Trump THCR
Associates Associates Indiana Marina Consolidated*
---------- ---------- ------- ------ -------------
(dollars in millions)
<S> <C> <C> <C> <C> <C>
Revenues:
Gaming .......................... $184.7 $262.9 $ 73.4 $132.5 $653.6
Other ........................... 52.9 58.0 2.0 30.7 143.6
------ ------ ------ ------ ------
Gross Revenues ................. 237.6 320.9 75.4 163.2 797.2
Less: Promotional Allowances ..... 31.3 35.5 0.3 19.7 86.9
------ ------ ------ ------ ------
Net Revenues ................... 206.3 285.4 75.1 143.5 710.3
------ ------ ------ ------ ------
Costs and Expenses:
Gaming .......................... 116.4 163.2 46.3 85.5 411.4
General & Administrative ........ 41.9 43.0 14.5 32.2 136.4
Depreciation & Amortization ..... 12.0 23.0 2.5 8.7 46.2
Other ........................... 15.8 16.1 1.5 6.0 39.4
------ ------ ------ ------ ------
Total Costs and Expenses ....... 186.1 245.3 64.8 132.4 633.4
------ ------ ------ ------ ------
Income from Operations ........... 20.2 40.1 10.3 11.1 76.9
------ ------ ------ ------ ------
Non-operating Income ............. 0.3 0.6 0.4 0.1 3.2
Interest Expense ................. (24.4) (47.4) (5.4) (24.5) (105.3)
------ ------ ------ ------ ------
Total Non-operating Expense, Net (24.1) (46.8) (5.0) (24.4) (102.1)
------ ------ ------ ------ ------
Loss in Joint Venture ............ -- -- (1.7) -- (1.7)
Income Tax Benefit ............... -- -- -- -- --
------ ------ ------ ------ ------
Loss before Minority Interest .... $ (3.9) $ (6.7) $ 3.6 $(13.3) $(26.9)
====== ====== ====== ======
Minority Interest ................ 9.8
------
Net Loss ......................... $(17.1)
======
</TABLE>
* Intercompany eliminations and expenses of THCR and THCR Holdings are not
separately shown.
16
<PAGE>
<TABLE>
<CAPTION>
Six Months Ended June 30, 1998
-----------------------------------------------------------------------
Plaza Taj Trump Trump THCR
Associates Associates Indiana Marina Consolidated*
---------- ---------- ------- ------ -------------
(dollars in millions)
<S> <C> <C> <C> <C> <C>
Table Game Revenues ......... $ 48.4 $ 89.2 $ 17.2 $ 32.8 $ 187.6
Incr (Decr) over prior period $ 2.9 $ (18.6) $ (5.4) $ (4.5) $ (25.6)
Table Game Drop ............. $ 307.8 $ 574.6 $ 107.0 $ 212.6 $ 1,202.0
Incr (Decr) over prior period $ (16.0) $ (70.2) $ (10.8) $ (32.3) $ (129.3)
Table Win Percentage ........ 15.7% 15.5% 16.1% 15.4% 15.6%
Incr (Decr) over prior period 1.6pts. (1.2)pts. (3.0) pts. 0.2pts. (0.4)pts.
Number of Table Games ....... 114 154 59 93 420
Incr (Decr) over prior period (9) (8) (10) (2) (29)
Slot Revenues ............... $ 131.9 $ 142.0 $ 45.8 $ 90.2 $ 409.9
Incr (Decr) over prior period $ (7.3) $ (4.0) $ (5.1) $ (4.2) $ (20.6)
Slot Handle ................. $ 1,633.0 $ 1,731.0 $ 728.8 $ 1,113.5 $ 5,206.3
Incr (Decr) over prior period $ (57.2) $ (24.0) $ (27.0) $ (24.4) $ (132.6)
Slot Win Percentage ......... 8.1% 8.2% 6.3% 8.1% 7.9%
Incr (Decr) over prior period (0.1)pts. (0.1)pts. (0.4)pts. (0.2)pts. (0.2)pts.
Number of Slot Machines ..... 4,084 4,137 1,356 2,159 11,736
Incr (Decr) over prior period 9 319 (80) (91) 157
Other Gaming Revenues ...... N/A $ 9.2 N/A $ 0.8 $ 10.0
Incr (Decr) over prior period N/A $ 0.1 N/A $ 0.0 $ 0.0
Total Gaming Revenues ....... $ 180.3 $ 240.4 $ 63.1 $ 123.8 $ 607.5
Incr (Decr) over prior period $ (4.4) $ (22.5) $ (10.3) $ (8.7) $ (46.1)
</TABLE>
<TABLE>
<CAPTION>
Six Months Ended June 30, 1997
-----------------------------------------------------------
Plaza Taj Trump Trump THCR
Associates Associates Indiana Marina Consolidated*
---------- ---------- ------- ------ -------------
(dollars in millions)
<S> <C> <C> <C> <C> <C>
Table Game Revenues .............. $ 45.5 $ 107.8 $ 22.6 $ 37.3 $ 213.2
Table Game Drop .................. $ 323.8 $ 644.8 $117.8 244.9 $ 1,331.3
Table Win Percentage ............. 14.1% 16.7% 19.1% 15.2% 16.0%
Number of Table Games ............ 123 162 69 95 449
Slot Revenues .................... $ 139.2 $ 146.0 $ 50.9 $ 94.4 $ 430.5
Slot Handle ...................... $1,690.2 $1,755.0 $ 755.8 $1,137.9 $ 5,338.9
Slot Win Percentage .............. 8.2% 8.3% 6.7% 8.3% 8.1%
Number of Slot Machines .......... 4,075 3,818 1,436 2,250 11,579
Other Gaming Revenues ............ N/A $ 9.1 N/A $ 0.8 $ 9.9
Total Gaming Revenues ............ $ 184.7 $ 262.9 $ 73.4 $ 132.5 $ 653.6
</TABLE>
Gaming revenues are the primary source of THCR's revenues. The year over
year decrease in gaming revenues was due primarily to Taj Associates last year's
first quarter results which included an unusual approximately $8 million dollar
table game win from one premium player, an unusually low table game win
percentage in the current year and a decline in high-end international table
game players due to Asian economic conditions. Table games revenues represent
the amount retained by THCR from amounts wagered at table games. The table win
percentage tends to be fairly constant over the long term, but may vary
significantly in the short term, due to large wagers by "high rollers". The
Atlantic City industry table win percentages were 15.2% and 15.1% for the six
months ended June 30, 1998 and 1997, respectively. Decreases in revenue at Trump
Indiana are attributed to the new facilities and capacity added over the past
year.
Substantially proportionate to the decrease in gaming revenues, gaming
costs and expenses decreased $23,903,000 or 5.8% from the comparable period in
1997. This decrease primarily represents marketing and promotional costs as well
as a lower table game win percentage in the second quarter 1998.
17
<PAGE>
General and administrative expenses decreased $6,505,000 or 4.8% from the
comparative period in 1997. This decrease is primarily due to reductions in
advertising, insurance and real estate tax expenses during 1998. Included in
accounts receivable is $4,400,000 from the City of Atlantic City pending
completion of the Plaza Associates' successful appeal of the real estate tax
asessment assigned to Trump World's Fair.
During the second quarter of 1997, THCR revised its estimates of the useful
lives of buildings, building improvements, furniture and fixtures which were
acquired in 1996. Building and building improvements were reevaluated to have a
forty year life and furniture and fixtures were determined to have a seven year
life. During the third quarter of 1997, Trump Indiana revised its estimates of
the useful life of the riverboat and its improvements from fifteen to thirty
years. THCR believes these changes more appropriately reflect the timing of the
economic benefits to be received from these assets during their estimated useful
lives. For the six months ended June 30, 1998, the net effect of applying these
new lives was to decrease net loss by $2,300,000 and decrease loss per share by
$.07. Additionally, Taj Associates' depreciation decreased due to furniture and
equipment classifications becoming fully depreciated.
Interest expense increased due to the additional $100,000,000 Trump AC Mortgage
Notes at 11 1/4% issued on December 10, 1997 by Trump AC together with Trump AC
Funding II and Trump AC Funding III.
Seasonality
The casino industry in Atlantic City and Indiana is seasonal in nature;
accordingly, the results of operations for the period ending June 30, 1998 are
not necessarily indicative of the operating results for a full year.
Important Factors Relating to Forward-Looking Statements
The Private Securities Litigation Reform Act of 1995 provides a "safe harbor"
for forward-looking statements so long as those statements are identified as
forward-looking and are accompanied by meaningful cautionary statements
identifying important factors that could cause actual results to differ
materially from those projected in such statements. In connection with certain
forward-looking statements contained in this Quarterly Report on Form 10-Q and
those that may be made in the future by or on behalf of the Registrants, the
Registrants note that there are various factors that could cause actual results
to differ materially from those set forth in any such forward-looking
statements. The forward-looking statements contained in this Quarterly Report
were prepared by management and are qualified by, and subject to, significant
business, economic, competitive, regulatory and other uncertainties and
contingencies, all of which are difficult or impossible to predict and many of
which are beyond the control of the Registrants. Accordingly, there can be no
assurance that the forward-looking statements contained in this Quarterly Report
will be realized or that actual results will not be significantly higher or
lower. The statements have not been audited by, examined by, compiled by or
subjected to agreed-upon procedures by independent accountants, and no
third-party has independently verified or reviewed such statements. Readers of
this Quarterly Report should consider these facts in evaluating the information
contained herein. In addition, the business and operations of the Registrants
are subject to substantial risks which increase the uncertainty inherent in the
forward-looking statements contained in this Quarterly Report. The inclusion of
the forward-looking statements contained in this Quarterly Report should not be
regarded as a representation by the Registrants or any other person that the
forward-looking statements contained in the Quarterly Report will be achieved.
In light of the foregoing, readers of this Quarterly Report are cautioned not to
place undue reliance on the forward-looking statements contained herein.
ITEM 3-- QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Pursuant to the General Instructions to Rule 305 of Regulation S-K, the
quantitative and qualitative disclosures called for by this Item 3 and by Rule
305 of Regulation S-K are inapplicable to the Registrants at this time.
18
<PAGE>
PART II -- OTHER INFORMATION
ITEM 1 -- LEGAL PROCEEDINGS
THCR and certain of its subsidiaries, affiliates and employees have been
involved in various legal proceedings. In general, THCR has agreed to indemnify
such persons against any and all losses, claims, damages, expenses (including
reasonable costs, disbursements and counsel fees) and liabilities (including
amounts paid or incurred in satisfaction of settlements, judgments, fines and
penalties) incurred by them in said legal proceedings. Such persons and entities
are vigorously defending the allegations against them and intend to vigorously
contest any future proceedings.
Plaza Associates. The CRDA, as required, set aside funds for investment in
hotel development projects in Atlantic City undertaken by casino licensees which
result in the construction or rehabilitation of at least 200 hotel rooms. These
investments are to fund up to 27% of the cost to casino licensees of such
projects. In June 1993, Plaza Associates made application for such funding to
the CRDA with respect to its proposed construction of the Trump Plaza East
facilities, demolition of a certain structure adjacent thereto, development of
an appurtenant public park, roadway and parking area and acquisition of the
entire project site. The CRDA, in rulings through January 10, 1995, approved the
hotel development project and, with respect to same and pursuant to a credit
agreement between them, reserved to Plaza Associates the right to take
investment tax credits up to approximately $14.2 million. Plaza Associates has,
except for three small parcels discussed below, acquired the site and
constructed and presently operates and maintains the proposed hotel tower,
public park, roadway and parking area.
As part of its approval and on the basis of its powers of eminent domain,
the CRDA, during 1994, initiated certain condemnation proceedings in the
Superior Court of New Jersey, Atlantic County, to acquire five small parcels of
land within the project site. Plaza Associates has since acquired two of the
parcels and proceedings with respect to those parcels have been concluded. The
court, in a July 20, 1998 opinion, directed entry of judgments dismissing the
CRDA actions with respect to the remaining three parcels, which if acquired,
would be included in the public park and parking area of the project, on the
basis of the court's determination that the CRDA had failed to establish that a
valid primarily public purpose justified acquisition of the parcels. Written
orders of dismissal were entered by the court on July 28, 1998. The right of the
CRDA to appeal these judgments will expire on September 11, 1998.
Additionally, with respect to the two parcels to be included in the public
park portion of the project, the CRDA, by a separate motion, sought an order
that Plaza Associates' application and credit agreement be deemed amended to
terminate the CRDA's obligation to acquire the two parcels and to enable the
CRDA to abandon the condemnation proceedings with respect to these two parcels.
This motion was opposed by Plaza Associates. By order dated April 1, 1998, the
Court denied the motion but granted the CRDA leave to amend its pleadings by a
filing within 14 days from the date thereof formally asserting a claim for
specific performance of the alleged agreement. The CRDA did not file any such
amended pleading within this permitted time period.
Also, the defendants in two of the condemnation proceedings filed a
separate joint complaint in the New Jersey Superior Court alleging, among other
claims, that the CRDA and Plaza Associates were wrongfully attempting to deprive
them of property rights in violation of their constitutional and civil rights.
Coking, et al. v. Casino Reinvestment Development Authority, et al., Docket No.
ATL-L-2555-97. The CRDA's motion for summary judgment on the complaint and Plaza
Associates' motion to dismiss it for failure to state a claim were granted by
the New Jersey Superior Court on October 24, 1997 and November 11, 1997.
Other Litigation. On March 13, 1997, THCR filed a lawsuit in the United
States District Court, District of New Jersey, against Mirage Resorts
Incorporated ("Mirage"), the State of New Jersey ("State"), the New Jersey
Department of Transportation ("NJDOT"), the South Jersey Transportation
Authority ("SJTA"), the CRDA, the New Jersey Transportation Trust Fund Authority
and others. THCR was seeking declaratory and injunctive relief to recognize and
prevent violations by the defendants of the casino clause of the New Jersey
State Constitution and various federal securities and environmental laws
relating to proposed infrastructure improvements in the Atlantic City marina
area. While this action was pending, defendants State and the CRDA then filed an
action in the New Jersey State Court seeking declaration of the claim relating
to the casino clause of the New Jersey State Constitution. On May 1, 1997, the
United States District Court dismissed the federal claims and ruled that the
State constitutional claims should be pursued in State Court. On April 2, 1998,
the United States Court of Appeals for the Third Circuit affirmed the dismissal;
THCR's petition to the Third Circuit for a rehearing was denied. On May 14,
1997, the State Court entered a summary judgement in favor of the State and the
CRDA, which was affirmed by the Appellate Division on March 20, 1998. This
decision is currently being appealed in the State Supreme Court.
Trump Indiana. Commencing in early 1994, Trump Indiana (which was then
wholly owned by Trump), through its Indiana counsel, had discussions with eight
Indiana residents regarding the potential purchase by such residents of
non-voting stock of Trump Indiana, representing a total of 7.5% of the equity in
Trump Indiana. The purchase price of the stock was to have been paid with a
promissory note secured by the stock purchased, although the purchase price
19
<PAGE>
and other material terms of the proposed purchase were never agreed upon. Such
discussions did not result in an agreement for, or the purchase of, any stock by
the residents. It was subsequently determined to include Trump Indiana as a
wholly owned subsidiary of THCR Holdings in connection with the June 1995
Offerings. The residents then asserted a right to purchase stock in Trump
Indiana. Trump Indiana and THCR did not agree with the residents' assertions of
any such rights with respect to the stock of Trump Indiana or otherwise, and so
advised the residents. Although discussions had been ongoing with respect to the
resolution of this matter, on March 29, 1996, in the matter entitled Keshav D.
Aggarwal, et. al. v. Donald J. Trump, Trump Hotels & Casino Resorts, Inc., Trump
Hotels & Casino Resorts Holdings, L.P. and Trump Indiana, Inc., such residents
filed a complaint with respect to this matter in the United States District
Court, Southern District of Indiana, seeking, among other things, compensatory
and punitive damages in an unspecified amount and that the court order the
defendants to transfer ownership of 7.5% of Trump Indiana to the plaintiffs.
Trump, THCR, THCR Holdings and Trump Indiana filed an answer to the complaint on
May 31, 1996. Cross-motions for summary judgment have been filed by all parties
and a decision regarding each motion is expected in the near future. Monetary
settlements have been reached between all defendants and six of the plaintiffs.
The remaining plaintiffs voluntarily dismissed their demands for the transfer of
ownership in Trump Indiana. A trial date has been set for January 1999. THCR and
the other defendants intend to vigorously contest the allegations against them.
Further, management believes that the further resolution of these claims will
not have a material adverse effect on THCR.
Various other legal proceedings are now pending against THCR. Except as set
forth herein and in THCR's Annual Report on Form 10-K for the year ended
December 31, 1997, THCR considers all such proceedings to be ordinary litigation
incident to the character of its business and not material to its business or
financial condition. THCR believes that the resolution of these claims, to the
extent not covered by insurance, will not, individually or in the aggregate,
have a material adverse effect on its financial condition or results of
operations of THCR.
ITEM 2 -- CHANGES IN SECURITIES AND USE OF PROCEEDS
None.
ITEM 3 -- DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4 -- SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5 -- OTHER INFORMATION
None.
ITEM 6 -- EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits:
<TABLE>
<CAPTION>
Exhibit No. Description of Exhibit
----------- ----------------------
<S> <C>
27.1(1) Financial Data Schedule of Trump Hotels & Casino Resorts, Inc.
27.2(2) Financial Data Schedule of Trump Hotels & Casino Resorts Holdings, L.P.
27.3(2) Financial Data Schedule of Trump Hotels & Casino Funding, Inc.
</TABLE>
(1) Filed only with the Quarterly Report on Form 10-Q of THCR for the
quarter ended June 30, 1998.
(2) Filed only with the Quarterly Report on Form 10-Q of THCR Holdings and
THCR Funding for the quarter ended June 30, 1998.
b. Current Reports on Form 8-K:
The Registrants did not file any Current Reports on Form 8-K during the
period beginning April 1, 1998 and ending June 30, 1998.
20
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TRUMP HOTELS & CASINO RESORTS, INC.
(Registrant)
Date: August 14, 1998
By:/s/ R. BRUCE MCKEE
---------------------------------------------
R. Bruce McKee
Senior Vice President of Corporate
Finance and Chief Financial Officer
(Duly Authorized Officer and Principal
Financial Officer)
21
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TRUMP HOTELS & CASINO RESORTS HOLDINGS, L.P.
(Registrant)
Date: August 14, 1998
By: TRUMP HOTELS & CASINO RESORTS, INC.,
its general partner
By: /s/ R. BRUCE MCKEE
-----------------------------------------
R. Bruce McKee
Senior Vice President of Corporate
Finance and Chief Financial Officer
(Duly Authorized Officer and
Principal Financial Officer)
22
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TRUMP HOTELS & CASINO RESORTS FUNDING, INC.
(Registrant)
Date: August 14, 1998
By: /s/ R. BRUCE MCKEE
---------------------------------------------
R. Bruce McKee
Senior Vice President of Corporate
Finance and Chief Financial Officer
(Duly Authorized Officer and Principal
Financial Officer)
23
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000943320
<NAME> TRUMP HOTELS & CASINO RESORTS, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 133,904
<SECURITIES> 0
<RECEIVABLES> 94,280
<ALLOWANCES> 22,370
<INVENTORY> 12,205
<CURRENT-ASSETS> 238,981
<PP&E> 2,315,298
<DEPRECIATION> 336,555
<TOTAL-ASSETS> 2,441,116
<CURRENT-LIABILITIES> 162,727
<BONDS> 1,734,153
242
0
<COMMON> 0
<OTHER-SE> 297,734
<TOTAL-LIABILITY-AND-EQUITY> 2,441,116
<SALES> 660,665
<TOTAL-REVENUES> 741,558
<CGS> 0
<TOTAL-COSTS> 426,951<F1>
<OTHER-EXPENSES> 170,952<F2>
<LOSS-PROVISION> 6,057
<INTEREST-EXPENSE> 111,287
<INCOME-PRETAX> (28,650)
<INCOME-TAX> 0
<INCOME-CONTINUING> (28,650)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (28,650)
<EPS-PRIMARY> (1.29)
<EPS-DILUTED> (1.29)
<FN>
<F1> Includes gaming, lodging, food & beverage and other
<F2> Includes general & administration, depreciation & amortization and
development costs.
</FN>
</TABLE>
