EX-99.1 2 a10-20146_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Scientific Games Announces Third Quarter 2010 Results

 

NEW YORK, October 28, 2010 - Scientific Games Corporation (Nasdaq: SGMS) today announced results for the third quarter ended September 30, 2010.

 

Summary Financial Results

($ in millions, except per share amounts)

 

 

 

Three Months Ended,
September 30,

 

Nine Months Ended,
September 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

Revenue

 

$

221.1

 

$

239.1

 

$

670.4

 

$

694.9

 

Operating income

 

21.7

 

30.0

 

69.8

 

69.4

 

Adjusted EBITDA

 

70.1

 

84.7

 

225.2

 

244.3

 

 

 

 

 

 

 

 

 

 

 

Net income

 

6.6

 

15.1

 

7.1

 

10.3

 

Net income per share

 

$

0.07

 

$

0.16

 

$

0.08

 

$

0.11

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

 

25.6

 

23.9

 

78.5

 

80.0

 

Free cash flow

 

$

14.5

 

$

21.6

 

$

64.8

 

$

95.9

 

 

Adjusted EBITDA, free cash flow and joint venture EBITDA as used herein are non-GAAP financial measures defined below under “Non-GAAP Financial Measures” and reconciled to GAAP financial measures in the accompanying tables.

 

The results reported in this press release reflect the results of operations of the Company’s racing and venue management businesses, other than associated depreciation and amortization expense which is not reflected in the results in accordance with “held for sale” accounting treatment.

 

Business Highlights

 

·                  The Company’s Italian joint venture began operating under the new instant ticket lottery concession on October 1, 2010 and the final upfront payment was made in October

·                  Completed the sale of the Company’s racing and venue management businesses on October 5, 2010

·                  Scientific Games’ joint venture was selected as the private manager of the Illinois Lottery for a ten-year term; the private manager award is the first of its kind in the U.S. lottery industry

·                  Announced the following awards (subject to final contracts):

·                  primary instant ticket lottery supply contracts with Louisiana and Colorado

·                  lottery systems contract with Iowa

·                  Deployed the Company’s recently acquired GameLogic internet-based platform to launch a player loyalty program for the Montana Lottery

 

“We have made continued progress in recent months on a number of key strategic initiatives to position our company for the next phase in the anticipated evolution of our business. We have strengthened our product offerings, grown our internet-based business, and expanded our distribution channels through acquisitions and partnerships.  Importantly, with our new concession commencing in Italy, the sale of the racing business completed, and large contract re-pricings behind us, our management team can now focus on growing our core lottery and gaming businesses,” stated President and Chief Executive Officer Michael R. Chambrello. “The award to our joint venture of the private manager agreement for the Illinois Lottery, while under protest, is expected to open up new opportunities for our business. The private manager model potentially represents a paradigm shift for the lottery industry,” Mr. Chambrello added.

 

Jeffrey S. Lipkin, Senior Vice President and Chief Financial Officer, added, “The third quarter marks our seventh consecutive quarter of positive free cash flow, with over $175 million of free cash flow generated cumulatively during that period.  Our recent bond financing and tender offer have strengthened our balance sheet and extended our weighted average maturities, while maintaining substantial liquidity for the Company. We are also well positioned with our strong portfolio of contracts that provide long-term, recurring revenue.  As we pursue new opportunities, we continue to remain disciplined regarding capital deployment, and are highly focused on enhancing free cash flow generation and return on investment.”

 

1



 

Third Quarter Financial Results

 

Revenue was $221.1 million in the third quarter of 2010 compared to $239.1 million in the third quarter of 2009.  These results reflected the negative impact of foreign currency translation ($4.0 million) primarily due to the strength of the U.S. Dollar relative to the Euro and the British Pound Sterling.

 

Operating income was $21.7 million in the third quarter of 2010 compared to $30.0 million in the same period in 2009. This primarily reflects the impact of lower revenue and a less profitable mix of revenue in the Lottery Systems and Diversified Gaming Groups, and a write-down related to the sale of the racing and venue management businesses ($2.2 million), partially offset by increased operating margins in the Printed Products Group, lower depreciation and amortization expense ($4.8 million) primarily related to the “held for sale” accounting treatment of the racing and venue management businesses and lower stock-based compensation ($2.4 million).

 

Net income in the third quarter of 2010 was $6.6 million, or $0.07 per share, compared to net income of $15.1 million, or $0.16 per share, in the prior-year period. In addition to the impact of the above mentioned items, the year-over-year decline in net income was attributable to higher interest expense ($1.9 million), lower equity in earnings of joint ventures ($2.3 million), and a write-off of deferred financing costs in connection with the Company’s recent debt refinancing ($2.8 million), partially offset by an increase in other income ($1.2 million).

 

Adjusted EBITDA was $70.1 million in the third quarter of 2010, compared to $84.7 million in the third quarter of 2009. Equity in earnings of joint ventures was $11.8 million in the third quarter of 2010 compared to $14.2 million in the prior-year period, primarily due to reduced earnings from the Italian joint venture as a result of unfavorable foreign currency translation, and increased expenses in the Company’s China printing joint venture.  Joint venture EBITDA was $14.8 million in the third quarter of 2010, compared to $17.3 million in the prior-year period.

 

Net income for the third quarter of 2010 was also impacted by the following items (which are adjustments to “consolidated EBITDA” under the Company’s credit agreement and reflected on a pre-tax basis in Adjusted EBITDA), presented below on an after-tax basis:

 

·      write-down related to the sale of the racing and venue management businesses of $1.4 million,

·      write-off of deferred financing costs in connection with the Company’s recent debt refinancing of $1.4 million,

·      professional fees related to the Italian instant ticket tender process of $0.2 million,

·      employee termination costs related to the Videobet transition of $0.5 million,

·      acquisition advisory fees of $0.1 million, and

·      stock-based compensation expense of $3.0 million.

 

By way of comparison, net income for the third quarter of 2009 was impacted by the following items (which are adjustments to “consolidated EBITDA” under the Company’s credit agreement and reflected on a pre-tax basis in Adjusted EBITDA), presented below on an after-tax basis:

 

·      professional fees related to the Italian instant ticket tender process of $0.4 million,

·      debt related fees and charges of $0.1 million,

·      restructuring expenses of $0.1 million, and

·      stock-based compensation expense of $4.5 million.

 

Printed Products Group

 

Scientific Games’ U.S. instant ticket customers’ retail sales increased approximately 2.5% and 2.0% in the three and nine months ended September 30, 2010, respectively, compared to the prior year periods, based on third-party data.

 

Printed Products Group revenue was $117.0 million in the third quarter of 2010, compared to $120.8 million in the third quarter of 2009.  This decrease was primarily related to reduced revenue in the U.S. ($2.0 million) and international markets ($5.6 million), including a decline in sales of instant tickets to Italy ($1.6 million), which the Company believes was due in part to the uncertainty related to the outcome of the instant ticket tender process and the timing of the launch of a €20 ticket in the third quarter of 2009, and lower phone card sales ($2.3 million). This was partially offset by increased revenue from the Company’s U.S. and European cooperative services program (CSP) contracts ($3.5 million) and higher revenue from the Company’s licensed properties and internet-based services ($2.3 million).

 

Operating income of $28.2 million in the third quarter of 2010 was essentially flat compared to $28.7 million in the third quarter of 2009, while operating income as a percentage of revenue increased from 23.8% of revenue to 24.1% of revenue during those periods, reflecting the positive impact of production efficiencies.

 

2



 

Lottery Systems Group

 

Scientific Games’ U.S. lottery systems customers’ retail sales decreased approximately 7.8% and 2.1% in the three and nine months ended September 30, 2010, respectively, compared to the prior year periods, based on third-party data. The decrease was due in part to lower jackpots in the third quarter of 2010.

 

Lottery Systems Group revenue was $52.8 million in the third quarter of 2010, compared to revenue of $65.5 million in the third quarter of 2009.  Reflected in this performance were lower sales of hardware and software ($7.0 million) and lower service revenue ($5.7 million). The decrease in service revenue was principally due to contract losses in New Hampshire, Vermont and South Dakota ($2.5 million), less favorable pricing terms in certain jurisdictions ($1.4 million), unfavorable foreign currency translation ($1.3 million), and lower international revenue ($1.0 million).

 

Operating income was $3.4 million in the third quarter of 2010, compared to operating income of $11.4 million in the third quarter of 2009.  This primarily reflected the impact of a less profitable revenue mix, partially offset by lower costs due to reduced hardware sales.

 

China Sports Lottery retail sales decreased by 5.3% in the three months ended September 30, 2010, while increasing by 3.6% in the nine months ended September 30, 2010, compared to the prior-year periods. Sales were impacted due in large part to continued competition from the China Welfare Lottery, including their higher price point games. Competition from sports wagering games during the World Cup in July also affected results. The Company is focused on additional areas of potential growth in China, including the expansion of the retailer and validation network following successful tests in several provinces, the introduction of tickets with licensed brands, as well as mobile phone and other related opportunities, supplemented by additional advertising.

 

Diversified Gaming Group

 

Diversified Gaming Group revenue was $51.3 million in the third quarter of 2010, compared to revenue of $52.9 million in the third quarter of 2009. During the quarter, Global Draw benefited from terminal growth and international expansion ($1.0 million); however, service revenue in this business declined ($3.1 million), which included unfavorable foreign currency translation ($1.7 million). Revenue decreased in the racing and venue management businesses ($1.8 million), which included unfavorable foreign currency translation ($1.0 million). Sales revenue increased due to hardware sales in the racing and venue management businesses ($4.3 million).

 

Operating income was $0.2 million in the third quarter of 2010, compared to operating income of $3.3 million in the third quarter of 2009.  This reflects the impact of a less profitable revenue mix, a write-down related to the sale of the racing and venue management businesses ($2.2 million) and higher selling, general and administrative expenses and employee termination costs ($1.1 million), partially offset by a decline in depreciation and amortization expense ($4.2 million), primarily due to the “held for sale” accounting treatment of the racing and venue management businesses.

 

Liquidity and Capital Resources

 

At September 30, 2010, the Company had cash and cash equivalents of $249.6 million and availability under its revolving credit facility of $150.8 million.  The Company had total indebtedness of $1,477.3 million as of September 30, 2010, compared to $1,367.1 million as of December 31, 2009.

 

The Company continued to manage working capital and focus on higher returns on capital while investing in growth, which resulted in free cash flow of $14.5 million in the third quarter of 2010, compared to free cash flow of $21.6 million in the third quarter of 2009. The reduction in free cash flow was primarily due to increased interest expense and capital expenditures.

 

Conference Call Details

 

Scientific Games will host a conference call today at 5:00 PM Eastern Daylight Time to review these results and discuss other topics.  To access the call live via a listen-only webcast, please visit www.scientificgames.com and click on the webcast link under the Investor Information section.  To access the call by telephone, please dial (800) 573-4840 (U.S. and Canada) or (617) 224-4326 (International) fifteen minutes prior to the start of the call. The conference ID is 81892511. A replay of the webcast and accompanying presentation will be archived in the Investor Information section on the Company’s website.

 

About Scientific Games

 

Scientific Games Corporation is a global leader in providing customized, end-to-end gaming solutions to lottery and gaming organizations worldwide.  Scientific Games’ integrated array of products and services include instant lottery games, lottery gaming systems, terminals and services, and internet applications, as well as server-based interactive gaming machines.  Scientific Games serves customers in approximately 50 countries.  For more information, please visit our web site at www.scientificgames.com.

 

Company Contact:

Cindi Buckwalter, Investor Relations

(212) 754-2233

 

3



 

Forward-Looking Statements

 

In this press release the Company makes “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995.  Forward-looking statements describe future expectations, plans, results or strategies and can often be identified by the use of terminology such as “may,” “will,” “estimate,” “intend,” “continue,” “believe,” “expect,” “anticipate,” “could,” “potential,” “opportunity,” or similar terminology. These statements are based upon management’s current expectations, assumptions and estimates and are not guarantees of future results or performance.  Actual results may differ materially from those projected in these statements due to a variety of risks and uncertainties and other factors, including, among other things: competition; material adverse changes in economic and industry conditions; technological change; retention and renewal of existing contracts and entry into new or revised contracts; inability to fully realize, and risks associated with, our deferred tax assets; availability and adequacy of cash flow to satisfy obligations and indebtedness or future needs; protection of intellectual property; security and integrity of software and systems; laws and government regulation, including those relating to gaming licenses, permits and operations; inability to identify, complete and integrate future acquisitions; inability to benefit from, and risks associated with, joint ventures and strategic investments and relationships; failure to enter into the Illinois Lottery private management agreement (including as a result of a protest) or failure to meet the related net income targets or otherwise realize the anticipated benefits under such agreement; seasonality; inability to identify and capitalize on trends and changes in the lottery and gaming industries; inability to enhance and develop successful gaming concepts; dependence on suppliers and manufacturers; liability for product defects; fluctuations in foreign currency exchange rates and other factors associated with foreign operations; influence of certain stockholders; dependence on key personnel; failure to perform on contracts; resolution of pending or future litigation; labor matters; and stock price volatility. Additional information regarding risks and uncertainties and other factors that could cause actual results to differ materially from those contemplated in forward-looking statements is included from time to time in the Company’s filings with the Securities and Exchange Commission, including under the heading “Risk Factors” in our periodic reports. Forward-looking statements speak only as of the date they are made and, except for the Company’s ongoing obligations under the U.S. federal securities laws, the Company undertakes no obligation to publicly update any forward-looking statements whether as a result of new information, future events or otherwise.

 

Non-GAAP Financial Measures

 

Adjusted EBITDA, as included herein, is based on the definition of “consolidated EBITDA” in our credit agreement (summarized in the paragraph below), except that adjusted EBITDA as used herein includes (without duplication) our share of the income (or deficit) of our joint ventures, whether or not such income has been distributed to us (whereas “consolidated EBITDA” for purposes of the credit agreement includes such income only to the extent it has been distributed to us).  Adjusted EBITDA is a non-GAAP financial measure that is presented herein as a supplemental disclosure and is reconciled to net income (loss) in a schedule below.

 

“Consolidated EBITDA” means, for any period, “consolidated net income” as defined in the credit agreement (i.e., generally our consolidated net income (or loss) excluding the income (or deficit) of our joint ventures except to the extent that such income has been distributed to us) for such period plus, to the extent reflected as a charge in the statement of such consolidated net income for such period, the sum of (1) income tax expense, (2) depreciation and amortization expense, (3) interest expense, (4) amortization or write-off of debt discount and debt issuance costs and commissions, discounts and other fees and charges associated with debt (see line item captioned “Debt-Related Fees and Charges” in the schedules below), (5) amortization of intangibles (including goodwill) and organization costs (see line item captioned “Amortization of Intangibles” in the schedules below), (6) earn-out payments with respect to certain acquisitions that we have made, such as our acquisition of Global Draw, or any other permitted acquisitions (generally, acquisitions of companies that are primarily engaged in the same or related line of business and that become subsidiaries of ours, or acquisitions of all or substantially all of the assets of another company or division or business unit of another company), including any loss or expense with respect to such earn-out payments (see line item captioned “Earn-Outs for Permitted Acquisitions” in the schedules below), (7) extraordinary charges or losses determined in accordance with GAAP, (8) non-cash stock-based compensation expenses, (9) up to $3,000,000 of expenses, charges or losses resulting from certain Peru investments (see line item captioned “Peru Investment Expenses, Charges or Losses” in the schedules below), (10) the non-cash portion of any non-recurring write-offs or write-downs as required in accordance with GAAP (see line item captioned “Non-Recurring Write-Offs under GAAP” in the schedules below), (11) advisory fees and related expenses paid to advisory firms in connection with permitted acquisitions (see line item captioned “Acquisition Advisory Fees” in the schedules below), (12) certain specified “permitted add-backs” (i.e., (A) up to $15,000,000 (less the amount of certain permitted pro forma adjustments to consolidated EBITDA in connection with material acquisitions) of charges incurred during any 12-month period in connection with (i) reductions in workforce, (ii) contract losses, discontinued operations, shutdown expenses and cost reduction initiatives, (iii) transaction expenses incurred in connection with potential acquisitions and divestitures, whether or not consummated, and (iv) restructuring charges and transaction expenses incurred in connection with certain transactions with Playtech Limited or its affiliates, and (B) reasonable and customary costs incurred in connection with amendments to the credit agreement) (see line item captioned “Specified Permitted Add-Backs” in the schedules below) (provided that the foregoing amounts do not include write-offs or write-downs of accounts receivable or inventory and, except with respect to permitted add-backs, any write-off or write-down to the extent it is in respect of cash payments to be

 

4



 

made in a future period), (13) to the extent treated as an expense in the period paid or incurred, certain payments, costs and obligations made or incurred by us in connection with any award of a concession to operate the instant ticket lottery in Italy, including any up-front fee required under the applicable tender process (see line item captioned “Italian Concession Obligations” in the schedules below), (14) restructuring charges, transaction expenses and shutdown expenses incurred in connection with the disposition of all or part of our racing and venue management businesses, together with any charges incurred in connection with discontinued operations and cost-reduction initiatives associated with such disposition, in an aggregate amount (for all periods combined) not to exceed $7,325,000 (see line item captioned “Racing Disposition Charges and Expenses” in the schedules below) and (15) up to 5,250,000 during any four-quarter period of expenses or charges incurred in connection with the payment of license royalties or other fees to Playtech Limited or its affiliates and for software services provided to Global Draw or Games Media by Playtech Limited or its affiliates (see line item captioned “Playtech Royalties and Fees” in the schedules below), minus, to the extent included in the statement of such consolidated net income for such period, the sum of (1) interest income, (2) extraordinary income or gains determined in accordance with GAAP and (3) income or gains with respect to earn-out payments with respect to acquisitions referred to above (see line item captioned “Income on Earn-Outs for Permitted Acquisitions” in the schedules below).  Consolidated EBITDA is also subject to certain adjustments in connection with material acquisitions and dispositions as provided in the credit agreement.  The foregoing definitions of “consolidated net income” and “consolidated EBITDA” are qualified in their entirety by the full text of such definitions in our credit agreement, a copy of which is attached as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on February 19, 2010.

 

Beginning with the Company’s press release for the quarter ended March 31, 2010, the definition of “adjusted EBITDA” as used herein and therein is different from the definition used in earnings press releases for prior periods.  For further information concerning the changes to the definition of “adjusted EBITDA”, please see our press release announcing results for the fourth quarter and full year ended December 31, 2009, a copy of which is attached as Exhibit 99.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on March 1, 2010.  The presentation of “adjusted EBITDA” for all prior periods included herein uses the revised definition.

 

Free cash flow, as included herein, represents net cash provided by operating activities less total capital expenditures (which includes wagering systems expenditures and other intangible assets and software expenditures).  Free cash flow is a non-GAAP financial measure that is presented herein as a supplemental disclosure and is reconciled to net cash provided by operating activities in a schedule below.

 

Joint venture EBITDA, as included herein, represents our share of our joint ventures’ EBITDA, which is defined as equity in earnings of our joint ventures (whether or not any such earnings have been distributed to us) plus income tax expense, depreciation and amortization expense and interest (income) loss, net of other.  Joint venture EBITDA is a non-GAAP financial measure that is presented herein as a supplemental disclosure and is reconciled to equity in earnings of joint ventures in a schedule below.

 

The Company’s management uses the foregoing non-GAAP financial measures in conjunction with GAAP financial measures to: monitor and evaluate the performance of the Company’s business operations, as well as the performance of our joint ventures, which have become a more significant part of the Company’s business; facilitate management’s internal comparisons of the Company’s historical operating performance of its business operations; facilitate management’s external comparisons of the results of its overall business to the historical operating performance of other companies that may have different capital structures and debt levels; review and assess the operating performance of the Company’s management team; analyze and evaluate financial and strategic planning decisions regarding future operating investments; and plan for and prepare future annual operating budgets and determine appropriate levels of operating investments.  Accordingly, the Company’s management believes that these non-GAAP financial measures are useful to investors to provide them with disclosures of the Company’s operating results on the same basis as that used by the Company’s management.

 

In addition, management believes adjusted EBITDA is helpful in assessing the Company’s operating performance and highlighting trends in the Company’s core businesses that may not otherwise be apparent when relying solely on GAAP financial measures, because this non-GAAP financial measure eliminates from earnings financial items that management believes have less bearing on the Company’s performance.  In addition, management believes that adjusted EBITDA is useful in evaluating the Company’s financial performance because it is a commonly used financial analysis tool for measuring and comparing gaming companies in several areas, such as liquidity, operating performance and leverage.  Management further believes that adjusted EBITDA and free cash flow provide useful information regarding the Company’s liquidity and its ability to service debt and fund investments.  Management believes that joint venture EBITDA is helpful in monitoring the financial performance of the Company’s joint ventures and eliminates from the joint ventures’ earnings financial items that management believes have less bearing on the joint ventures’ performance.

 

The Company’s management also believes adjusted EBITDA is useful to investors because the definition is derived from the definition of “consolidated EBITDA” in our credit agreement, which is used to calculate the Company’s compliance with the financial covenants contained in the credit agreement.  In addition, the free cash flow

 

5



 

performance metric used in determining performance-based bonuses for 2010 is calculated by subtracting total capital expenditures (which includes wagering systems expenditures and other intangible assets and software expenditures) from adjusted EBITDA (subject to certain additional adjustments in the discretion of the Compensation Committee (e.g., to take into account acquisitions, divestitures, sign-on or guaranteed bonuses approved by the Compensation Committee and accounting changes during the year)).  Moreover, the operating income performance metric used in determining performance-based bonuses for 2010 is subject to the same adjustments used to determine adjusted EBITDA (and certain additional adjustments in the discretion of the Compensation Committee (e.g., to take into account acquisitions, divestitures, sign-on or guaranteed bonuses approved by the Compensation Committee and accounting changes during the year)).

 

Accordingly, the Company’s management believes that the presentation of the non-GAAP financial measures, when used in conjunction with GAAP financial measures, provides both management and investors with financial information that can be useful in assessing the Company’s financial condition and operating performance.

 

The non-GAAP financial measures used herein should not be considered in isolation of, as a substitute for, or superior to, the financial information prepared in accordance with GAAP.  The non-GAAP financial measures as defined in this press release may differ from similarly titled measures presented by other companies. The non-GAAP financial measures, as well as other information in this press release, should be read in conjunction with the Company’s financial statements filed with the Securities and Exchange Commission.

 

6



 

SCIENTIFIC GAMES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

 

(Unaudited, in thousands, except per share amounts)

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

Revenues:

 

 

 

 

 

 

 

 

 

Instant tickets

 

$

115,968

 

$

117,744

 

$

343,506

 

$

340,616

 

Services

 

92,813

 

104,279

 

287,527

 

309,999

 

Sales

 

12,280

 

17,123

 

39,400

 

44,249

 

Total revenues

 

221,061

 

239,146

 

670,433

 

694,864

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Cost of instant tickets (1)

 

67,138

 

69,897

 

199,282

 

202,608

 

Cost of services (1)

 

57,723

 

57,876

 

167,336

 

175,070

 

Cost of sales (1)

 

7,977

 

10,513

 

27,843

 

30,898

 

Selling, general and administrative expenses

 

36,435

 

38,861

 

115,543

 

119,479

 

Write-down of assets held for sale

 

2,155

 

 

8,029

 

 

Employee termination costs

 

602

 

 

602

 

3,920

 

Depreciation and amortization

 

27,284

 

32,049

 

82,017

 

93,453

 

Operating income

 

21,747

 

29,950

 

69,781

 

69,436

 

Other expense (income):

 

 

 

 

 

 

 

 

 

Interest expense

 

24,617

 

22,736

 

74,176

 

62,940

 

Equity in earnings of joint ventures

 

(11,838

)

(14,180

)

(41,281

)

(44,758

)

Loss (gain) on early extinguishment of debt

 

2,236

 

(550

)

2,236

 

(4,594

)

Other expense (income), net

 

(1,229

)

(27

)

11,337

 

(1,013

)

 

 

13,786

 

7,979

 

46,468

 

12,575

 

Income before income tax expense

 

7,961

 

21,971

 

23,313

 

56,861

 

Income tax expense

 

1,372

 

6,865

 

16,180

 

46,599

 

Net income

 

$

6,589

 

$

15,106

 

$

7,133

 

$

10,262

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

Basic net income

 

$

0.07

 

$

0.16

 

$

0.08

 

$

0.11

 

Diluted net income

 

$

0.07

 

$

0.16

 

$

0.08

 

$

0.11

 

Weighted average number of shares:

 

 

 

 

 

 

 

 

 

Basic shares

 

91,844

 

92,727

 

93,122

 

92,577

 

Diluted shares

 

92,240

 

94,028

 

93,648

 

93,859

 

 


(1) Exclusive of depreciation and amortization.

 



 

SCIENTIFIC GAMES CORPORATION AND SUBSIDIARIES

SELECTED CONSOLIDATED BALANCE SHEET DATA

 

September 30, 2010 and December 31, 2009

(Unaudited, in thousands)

 

 

 

September 30,

 

December 31,

 

 

 

2010

 

2009

 

Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

249,570

 

$

260,131

 

Other current assets

 

303,509

 

321,495

 

Assets held for sale

 

88,638

 

91,102

 

Property and equipment, net

 

466,705

 

468,439

 

Long-term assets

 

1,275,995

 

1,150,625

 

Total assets

 

$

2,384,417

 

$

2,291,792

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity:

 

 

 

 

 

Current portion of long-term debt

 

$

8,401

 

$

24,808

 

Other current liabilities

 

174,503

 

180,298

 

Liabilities held for sale

 

18,945

 

20,097

 

Long-term debt, excluding current portion

 

1,468,875

 

1,342,255

 

Other long-term liabilities

 

97,443

 

104,576

 

Stockholders’ equity

 

616,250

 

619,758

 

Total liabilities and stockholders’ equity

 

$

2,384,417

 

$

2,291,792

 

 



 

SCIENTIFIC GAMES CORPORATION AND SUBSIDIARIES

CONSOLIDATED SEGMENT OPERATING DATA

 

Three Months Ended September 30, 2010 and 2009

(Unaudited, in thousands)

 

 

 

Three Months Ended September 30, 2010

 

 

 

Printed

 

Lottery

 

Diversified

 

Unallocated

 

 

 

 

 

Products

 

Systems

 

Gaming

 

Corporate

 

 

 

 

 

Group

 

Group

 

Group

 

Expense

 

Totals

 

 

 

 

 

 

 

 

 

 

 

 

 

Instant tickets

 

$

115,968

 

$

 

$

 

$

 

$

115,968

 

Service revenue

 

 

46,630

 

46,183

 

 

92,813

 

Sales revenue

 

1,024

 

6,141

 

5,115

 

 

12,280

 

Total revenue

 

116,992

 

52,771

 

51,298

 

 

221,061

 

Cost of instant tickets (1)

 

67,138

 

 

 

 

67,138

 

Cost of services (1)

 

 

26,450

 

31,273

 

 

57,723

 

Cost of sales (1)

 

954

 

4,063

 

2,960

 

 

7,977

 

Selling, general and administrative expenses

 

11,416

 

7,138

 

5,598

 

7,433

 

31,585

 

Stock-based compensation

 

1,063

 

751

 

519

 

2,517

 

4,850

 

Write-down of assets held for sale

 

 

 

2,155

 

 

2,155

 

Employee termination costs

 

 

 

602

 

 

602

 

Depreciation and amortization

 

8,184

 

10,969

 

8,005

 

126

 

27,284

 

Operating income (loss)

 

$

28,237

 

$

3,400

 

$

186

 

$

(10,076

)

$

21,747

 

 

 

 

Three Months Ended September 30, 2009

 

 

 

Printed

 

Lottery

 

Diversified

 

Unallocated

 

 

 

 

 

Products

 

Systems

 

Gaming

 

Corporate

 

 

 

 

 

Group

 

Group

 

Group

 

Expense

 

Totals

 

 

 

 

 

 

 

 

 

 

 

 

 

Instant tickets

 

$

117,744

 

$

 

$

 

$

 

$

117,744

 

Service revenue

 

 

52,343

 

51,936

 

 

104,279

 

Sales revenue

 

3,035

 

13,144

 

944

 

 

17,123

 

Total revenue

 

120,779

 

65,487

 

52,880

 

 

239,146

 

Cost of instant tickets (1)

 

69,897

 

 

 

 

69,897

 

Cost of services (1)

 

 

26,741

 

31,135

 

 

57,876

 

Cost of sales (1)

 

2,199

 

7,733

 

581

 

 

10,513

 

Selling, general and administrative expenses

 

10,996

 

7,609

 

5,090

 

7,880

 

31,575

 

Stock-based compensation

 

772

 

560

 

524

 

5,430

 

7,286

 

Employee termination costs

 

 

 

 

 

 

Depreciation and amortization

 

8,216

 

11,452

 

12,209

 

172

 

32,049

 

Operating income (loss)

 

$

28,699

 

$

11,392

 

$

3,341

 

$

(13,482

)

$

29,950

 

 


(1) Exclusive of depreciation and amortization.

 



 

SCIENTIFIC GAMES CORPORATION AND SUBSIDIARIES

CONSOLIDATED SEGMENT OPERATING DATA

 

Nine Months Ended September 30, 2010 and 2009

(Unaudited, in thousands)

 

 

 

Nine Months Ended September 30, 2010

 

 

 

Printed

 

Lottery

 

Diversified

 

Unallocated

 

 

 

 

 

Products

 

Systems

 

Gaming

 

Corporate

 

 

 

 

 

Group

 

Group

 

Group

 

Expense

 

Totals

 

 

 

 

 

 

 

 

 

 

 

 

 

Instant tickets

 

$

343,506

 

$

 

$

 

$

 

$

343,506

 

Service revenue

 

 

148,334

 

139,193

 

 

287,527

 

Sales revenue

 

6,625

 

24,518

 

8,257

 

 

39,400

 

Total revenue

 

350,131

 

172,852

 

147,450

 

 

670,433

 

Cost of instant tickets (1)

 

199,282

 

 

 

 

199,282

 

Cost of services (1)

 

 

78,760

 

88,576

 

 

167,336

 

Cost of sales (1)

 

4,931

 

17,708

 

5,204

 

 

27,843

 

Selling, general and administrative expenses

 

35,812

 

21,927

 

15,984

 

24,437

 

98,160

 

Stock-based compensation

 

2,902

 

2,046

 

1,687

 

10,748

 

17,383

 

Write-down of assets held for sale

 

 

 

8,029

 

 

8,029

 

Employee termination costs

 

 

 

602

 

 

602

 

Depreciation and amortization

 

25,150

 

32,622

 

23,872

 

373

 

82,017

 

Operating income (loss)

 

$

82,054

 

$

19,789

 

$

3,496

 

$

(35,558

)

$

69,781

 

 

 

 

Nine Months Ended September 30, 2009

 

 

 

Printed

 

Lottery

 

Diversified

 

Unallocated

 

 

 

 

 

Products

 

Systems

 

Gaming

 

Corporate

 

 

 

 

 

Group

 

Group

 

Group

 

Expense

 

Totals

 

 

 

 

 

 

 

 

 

 

 

 

 

Instant tickets

 

$

340,616

 

$

 

$

 

$

 

$

340,616

 

Service revenue

 

 

159,414

 

150,585

 

 

309,999

 

Sales revenue

 

9,776

 

31,088

 

3,385

 

 

44,249

 

Total revenue

 

350,392

 

190,502

 

153,970

 

 

694,864

 

Cost of instant tickets (1)

 

202,608

 

 

 

 

202,608

 

Cost of services (1)

 

 

83,511

 

91,559

 

 

175,070

 

Cost of sales (1)

 

6,728

 

22,027

 

2,143

 

 

30,898

 

Selling, general and administrative expenses

 

31,631

 

21,153

 

15,442

 

25,350

 

93,576

 

Stock-based compensation

 

2,510

 

1,889

 

1,841

 

19,663

 

25,903

 

Employee termination costs

 

2,016

 

125

 

433

 

1,346

 

3,920

 

Depreciation and amortization (2)

 

24,095

 

32,882

 

35,959

 

517

 

93,453

 

Operating income (loss)

 

$

80,804

 

$

28,915

 

$

6,593

 

$

(46,876

)

$

69,436

 

 


(1) Exclusive of depreciation and amortization.

 



 

SCIENTIFIC GAMES CORPORATION AND SUBSIDIARIES

RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA

(Unaudited, in thousands)

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

6,589

 

$

15,106

 

$

7,133

 

$

10,262

 

Add: Income tax expense

 

1,372

 

6,865

 

16,180

 

46,599

 

Add: Depreciation and amortization expense

 

27,284

 

32,049

 

82,017

 

93,453

 

Add: Interest expense

 

24,617

 

22,736

 

74,176

 

62,940

 

Add: Other (income) expense, net

 

(1,229

)

(27

)

11,337

 

(1,013

)

Add: Loss (gain) on early extinguishment of debt

 

2,236

 

(550

)

2,236

 

(4,594

)

EBITDA

 

$

60,869

 

$

76,179

 

$

193,079

 

$

207,647

 

 

 

 

 

 

 

 

 

 

 

Credit Agreement adjustments:

 

 

 

 

 

 

 

 

 

Add: Debt Related Fees and Charges (1)

 

$

2,236

 

$

181

 

$

2,236

 

$

1,016

 

Add: Amortization of Intangibles

 

 

 

 

 

Add: Earn-outs for Permitted Acquisitions (2)

 

 

 

 

219

 

Add: Extraordinary Charges or Losses under GAAP

 

 

 

 

 

Add: Non-Cash Stock-Based Compensation Expenses

 

4,850

 

7,286

 

17,383

 

25,903

 

Add: Peru Investment Expenses, Charges or Losses

 

 

 

 

 

Add: Non-Recurring Write-Offs under GAAP (3)

 

669

 

 

5,165

 

 

Add: Acquisition Advisory Fees

 

234

 

 

234

 

 

Add: Specified Permitted Add-Backs (4)

 

602

 

129

 

602

 

4,116

 

Add: Italian Concession Obligations (5)

 

257

 

657

 

17,604

 

657

 

Add: Racing Disposition Charges and Expenses (6)

 

1,486

 

 

2,864

 

 

Add: Playtech Royalties and Fees

 

 

 

 

 

Less: Interest Income

 

(123

)

(323

)

(421

)

(844

)

Less: Extraordinary Income or Gains under GAAP

 

 

 

 

 

Less: Income on Earn-Outs for Permitted Acquisitions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustments to conform to Credit Agreement definition:

 

 

 

 

 

 

 

 

 

Add/Less: Other (income) expense, net (7)

 

1,229

 

27

 

(11,337

)

1,013

 

Add: Loss (gain) on early extinguishment of debt

 

(2,236

)

550

 

(2,236

)

4,594

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

70,073

 

$

84,686

 

$

225,173

 

$

244,321

 

 


(1)          Amounts include write-off of unamortized deferred financing costs in connection with early extinguishment of debt.

(2)          Amount reflects Global Draw employee contingent bonus payments.

(3)          Amounts include non-recurring, non-cash write-off associated with the sale of the racing and venue management businesses.

(4)          Amounts include management transition expenses, transaction expenses, contract impairments and restructuring expenses.

(5)          Amounts include currency hedge losses and legal fees associated with Italy tender process.

(6)          Amounts include racing business capital expenditures, which were expensed in accordance with “held for sale” accounting treatment.

(7)          Amounts include foreign exchange transactions, interest income, minority interest and other items.  For the three and nine months ended September 30, 2010, includes a gain on foreign currency forward contracts related to the Italian tender process of $3.2 million, partially offset by a realized foreign currency loss of $1.8 million related to the investment in the Italian joint venture.

 



 

SCIENTIFIC GAMES CORPORATION AND SUBSIDIARIES

CALCULATION OF FREE CASH FLOW

(Unaudited, in thousands)

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by operating activities

 

$

40,105

 

$

45,481

 

$

143,241

 

$

175,994

 

 

 

 

 

 

 

 

 

 

 

Less: Capital expenditures

 

(3,544

)

(3,118

)

(6,873

)

(9,135

)

Less: Wagering systems expenditures

 

(13,755

)

(13,119

)

(45,257

)

(44,870

)

Less: Other intangible assets and software expenditures

 

(8,326

)

(7,689

)

(26,335

)

(26,040

)

Total Capital Expenditures

 

$

(25,625

)

$

(23,926

)

$

(78,465

)

$

(80,045

)

 

 

 

 

 

 

 

 

 

 

Free cash flow

 

$

14,480

 

$

21,555

 

$

64,776

 

$

95,949

 

 



 

SCIENTIFIC GAMES CORPORATION AND SUBSIDIARIES

Key Performance Indicators

(Unaudited, in thousands, except terminals and ASP)

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

 

 

 

 

 

 

 

 

 

 

Italy - Gratta e Vinci:

 

 

 

 

 

 

 

 

 

Revenues (Euros)

 

2,159,000

 

2,123,000

 

6,993,000

 

7,088,000

 

 

 

 

 

 

 

 

 

 

 

China - China Sports Lottery:

 

 

 

 

 

 

 

 

 

Revenues (RMB)

 

3,813,000

 

4,028,000

 

11,892,000

 

11,479,000

 

Tickets Sold

 

552,994

 

543,604

 

1,659,371

 

1,624,770

 

ASP (RMB)

 

6.90

 

7.41

 

7.17

 

7.06

 

 

 

 

 

 

 

 

 

 

 

Joint Venture EBITDA(1):

 

 

 

 

 

 

 

 

 

Equity in earnings of joint ventures

 

$

11,838

 

$

14,180

 

$

41,281

 

$

44,758

 

Add: Income tax expense

 

482

 

569

 

1,599

 

1,380

 

Add: Depreciation and amortization expense

 

1,767

 

1,730

 

5,215

 

4,298

 

Add: Interest expense, net of other

 

671

 

797

 

3,219

 

2,320

 

Joint Venture EBITDA

 

$

14,758

 

$

17,276

 

$

51,314

 

$

52,756

 

 

 

 

 

 

 

 

 

 

 

Terminal installed base at end of period:

 

 

 

 

 

 

 

 

 

Global Draw

 

18,490

 

17,075

 

18,490

 

17,075

 

Games Media

 

2,842

 

2,323

 

2,842

 

2,323

 

 


(1) Joint Venture EBITDA includes results from the Company’s participation in Consorzio Lotterie Nazionali, Roberts Communications Network, LLC, CSG Lottery Technology (Beijing) Co., Ltd., Shandong Inspur Scientific Games Technology, Ltd., Sciplay and Guard Libang.