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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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FORM 8-K |
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CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2003 |
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AZTAR CORPORATION (Exact name of registrant as specified in its charter) |
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Delaware (State or other jurisdiction of incorporation or organization) |
1-5440 (Commission File Number) |
86-0636534 (I.R.S. Employer Identification Number) |
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ITEM 7. |
Financial Statements, Pro Forma Financial Information and Exhibits |
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(c) |
Exhibits: |
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99 |
Press release dated October 22, 2003, announcing results for the third quarter ended October 2, 2003. |
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ITEM 12. |
Results of Operations and Financial Condition |
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This Current Report on Form 8-K is being furnished to disclose the press release issued by the registrant on October 22, 2003. The purpose of the press release, which is furnished as Exhibit 99, was to announce the results for the third quarter ended October 2, 2003. |
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The information in this Current Report on Form 8-K, including the exhibit included herewith, is furnished pursuant to Item 12. and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, except as otherwise expressly stated in such filing. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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AZTAR CORPORATION |
Date: October 22, 2003
EXHIBIT INDEX
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Exhibit |
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99 |
Press release dated October 22, 2003, announcing results for the third quarter ended October 2, 2003. |
2
Exhibit 99
AZTAR
News Release
CONTACT: Joe Cole
602/381-4111
FOR IMMEDIATE RELEASE
AZTAR REPORTS THIRD-QUARTER 2003 RESULTS
PHOENIX, Arizona - October 22, 2003 - Aztar Corporation (NYSE: AZR) today announced results for its fiscal third quarter of 2003. Highlights of the quarter, which ended on October 2, 2003, were:
"We are less than five months away from opening the major expansion of our Tropicana Atlantic City, and the excitement level is growing," said Paul E. Rubeli, Aztar chairman of the board and chief executive officer. "The Quarter at Tropicana will bring a new dimension to Atlantic City. With over 40 new dining, entertainment, retail and spa outlets, The Quarter will create a compelling reason for Atlantic City gaming patrons to visit, and become regular customers, at Tropicana."
The expanded Tropicana will feature many of the most well-known and successful brands in their categories. Regional restaurants including New York's Carmine's, Philadelphia's Cuba Libre, and Las Vegas' Red Square will join well-known national restaurants including P. F. Chang's China Bistro and the Palm Restaurant in making their Atlantic City debuts in The Quarter. Exciting entertainment venues will include The Sound of Philadelphia nightclub and restaurant, Ri-Ra Irish Pub music club and restaurant, The Comedy Stop Cabaret & Café, Planet Rose karaoke club, and The IMAX Theater. National apparel, accessory and lifestyle brands such as MONDI, Chico's, Brooks Brothers, and White House/Black Market, as well as unique, regional and fun-oriented retailers such as Melonie de France, Old Farmer's Almanac, Zeytinia New York's Gourmet Choice, and The Spy Store will round out The Quarter.
Aztar Third-Quarter 2003 Earnings Release
October 22, 2003 Page 2
When The Quarter's 40 new outlets are added to the property's existing outlets, the expanded Tropicana will offer over 60 dining, entertainment, retail and spa experiences. There will be more options under one roof than any other hotel or casino on the East Coast and three times more than any other property in the Atlantic City market. In addition to The Quarter, Tropicana will add 502 new hotel rooms for a total of 2,127 rooms; 45,000 square feet of additional meeting space for a total of 122,000 square feet; and a new 2,400-space parking garage bringing the total number of parking spaces to 5,547. The $245 million expansion will be completed in March 2004.
The company recently completed enhancements to other areas of the Tropicana, including a major renovation of the Tropicana's Boardwalk façade and a new Grand Entryway on Brighton Avenue. The Marketplace at the Boardwalk, containing an additional 280 slot machines and an assortment of dining, entertainment and retail facilities, opened earlier this year.
Capital Expenditures
In the third quarter of 2003, purchases of property and equipment totaled $39 million. Approximately $8 million of the total was spent on routine expenditures, and $31 million (including $2.4 million of capitalized interest) went for development.
Share Repurchase
The company announced on December 11, 2002, that its board of directors had authorized management to make discretionary repurchases of up to 4.0 million shares of its common stock, or approximately 10 percent of common stock outstanding at that time. During the third quarter of 2003, the company purchased 615,271 shares at an average price of $17.88 per share, bringing the total purchased in the program to 3,205,776 shares at an average price of $14.42 per share. There were 34.1 million shares of common stock outstanding at the end of the third quarter of 2003.
Year-to-date Results
For the first three quarters of 2003, the company reported EBITDA of $145.8 million, compared with $146.7 million in the year-earlier period; EBITDA margin was 23.2% compared with 23.1%. Operating income was $107.3 million compared with $108.6 million a year earlier. Net income for the first three quarters of 2003 was $49.2 million, equivalent to $1.33 per share, diluted, compared with $46.8 million and $1.19 per share, diluted, in the 2002 period.
Conference Call
Our third-quarter 2003 earnings conference call will be broadcast live on the Internet beginning at 4:30 p.m. Eastern Daylight Time on Wednesday, October 22, 2003. Individuals may access the live audio webcast through our website at www.aztar.com. The call also will be available on replay through that website for one year following the call.
Aztar Third-Quarter 2003 Earnings Release
October 22, 2003 Page 3
Selected Results ($ in millions, except ADR, which is Average Daily Rate)
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Third Quarter |
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Year to Date |
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2003 |
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2002 |
2003 |
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2002 |
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(unaudited) |
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(unaudited) |
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Tropicana Atlantic City |
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Revenue |
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$ |
111.9 |
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$ |
122.6 |
$ |
331.7 |
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$ |
347.4 |
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EBITDA |
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$ |
31.5 |
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$ |
34.1 |
$ |
90.8 |
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$ |
94.7 |
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Depreciation and amortization |
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$ |
7.6 |
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$ |
7.3 |
$ |
22.6 |
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$ |
21.6 |
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Operating income |
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$ |
23.9 |
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$ |
26.8 |
$ |
68.2 |
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$ |
73.1 |
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EBITDA margin |
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28.2 |
% |
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27.8 |
% |
27.4 |
% |
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27.3 |
% |
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Operating income margin |
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21.4 |
% |
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21.9 |
% |
20.6 |
% |
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21.0 |
% |
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Occupancy |
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96.5 |
% |
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97.0 |
% |
94.7 |
% |
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95.8 |
% |
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ADR |
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$ |
94.98 |
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$ |
90.26 |
$ |
86.56 |
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$ |
86.22 |
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Tropicana Las Vegas |
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Revenue |
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$ |
39.5 |
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$ |
37.3 |
$ |
116.3 |
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$ |
112.6 |
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EBITDA |
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$ |
7.0 |
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$ |
5.5 |
$ |
19.8 |
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$ |
18.0 |
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Depreciation and amortization |
|
$ |
1.7 |
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$ |
1.7 |
$ |
5.0 |
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$ |
5.1 |
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Operating income |
|
$ |
5.3 |
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$ |
3.8 |
$ |
14.8 |
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$ |
12.9 |
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EBITDA margin |
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17.7 |
% |
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14.7 |
% |
17.0 |
% |
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16.0 |
% |
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Operating income margin |
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13.4 |
% |
|
10.2 |
% |
12.7 |
% |
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11.5 |
% |
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Occupancy |
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97.8 |
% |
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94.4 |
% |
98.2 |
% |
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94.9 |
% |
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ADR |
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$ |
70.24 |
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$ |
64.19 |
$ |
69.95 |
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$ |
68.40 |
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Ramada Express Laughlin |
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Revenue |
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$ |
20.8 |
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$ |
21.2 |
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$ |
68.0 |
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$ |
70.2 |
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EBITDA |
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$ |
3.3 |
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$ |
3.9 |
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$ |
15.9 |
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$ |
17.4 |
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Depreciation and amortization |
|
$ |
1.5 |
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|
$ |
1.5 |
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$ |
4.7 |
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$ |
4.5 |
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Operating income |
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$ |
1.8 |
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|
$ |
2.4 |
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$ |
11.2 |
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$ |
12.9 |
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EBITDA margin |
|
15.9 |
% |
|
18.4 |
% |
23.4 |
% |
24.8 |
% |
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Operating income margin |
|
8.7 |
% |
|
11.3 |
% |
16.5 |
% |
|
18.4 |
% |
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|
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|
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Occupancy |
|
74.5 |
% |
68.9 |
% |
74.0 |
% |
74.7 |
% |
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ADR |
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$ |
29.39 |
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$ |
32.37 |
$ |
29.97 |
$ |
32.01 |
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Aztar Third-Quarter 2003 Earnings Release
October 22, 2003 Page 4
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Third Quarter |
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Year to Date |
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2003 |
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2002 |
2003 |
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2002 |
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(unaudited) |
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(unaudited) |
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Casino Aztar Evansville |
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Revenue |
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$ |
32.3 |
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$ |
31.0 |
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$ |
94.1 |
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$ |
86.3 |
|
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EBITDA |
|
$ |
9.4 |
|
|
$ |
8.4 |
|
$ |
27.3 |
|
$ |
23.0 |
|
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Depreciation and amortization |
|
$ |
1.5 |
|
|
$ |
1.7 |
|
$ |
4.1 |
|
$ |
4.7 |
|
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Operating income |
|
$ |
7.9 |
|
|
$ |
6.7 |
|
$ |
23.2 |
|
$ |
18.3 |
|
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|
|
|
|
|
|
||||||||||||
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EBITDA margin |
|
29.1 |
% |
|
27.1 |
% |
29.0 |
% |
26.7 |
% |
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Operating income margin |
|
24.5 |
% |
|
21.6 |
% |
24.7 |
% |
|
21.2 |
% |
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|
|
|
|
|
|
|
||||||||||||
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Occupancy |
|
88.1 |
% |
|
88.6 |
% |
85.6 |
% |
83.8 |
% |
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ADR |
|
$ |
62.30 |
|
$ |
64.80 |
$ |
64.21 |
$ |
65.47 |
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|
|
|
|
|
|
|
||||||||||||
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Casino Aztar Caruthersville |
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|
|
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Revenue |
|
$ |
5.8 |
|
|
$ |
6.0 |
|
$ |
17.7 |
|
$ |
18.7 |
|
||||
|
EBITDA |
|
$ |
1.1 |
|
|
$ |
1.1 |
|
$ |
3.3 |
|
$ |
3.5 |
|
||||
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Depreciation and amortization |
|
$ |
0.7 |
|
|
$ |
0.7 |
|
$ |
2.0 |
|
$ |
2.1 |
|
||||
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Operating income |
|
$ |
0.4 |
|
|
$ |
0.4 |
|
$ |
1.3 |
|
$ |
1.4 |
|
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|
|
|
|
|
|
|
||||||||||||
|
EBITDA margin |
|
19.0 |
% |
|
18.3 |
% |
18.6 |
% |
18.7 |
% |
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Operating income margin |
|
6.9 |
% |
|
6.7 |
% |
7.3 |
% |
|
7.5 |
% |
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Corporate |
|
|
|
|
|
|
||||||||||||
|
EBITDA |
|
$ |
( 3.7 |
) |
|
$ |
( 3.2 |
) |
$ |
( 11.3 |
) |
$ |
( 9.9 |
) |
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Depreciation and amortization |
|
$ |
0.0 |
|
|
$ |
0.0 |
|
$ |
0.1 |
|
$ |
0.1 |
|
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Operating income |
|
$ |
( 3.7 |
) |
|
$ |
( 3.2 |
) |
$ |
( 11.4 |
) |
$ |
( 10.0 |
) |
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Consolidated |
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|
|
|
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|
|
|
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|
|
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Revenue |
|
$ |
210.3 |
|
|
$ |
218.1 |
$ |
627.8 |
|
$ |
635.2 |
|
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EBITDA |
|
$ |
48.6 |
|
|
$ |
49.8 |
$ |
145.8 |
|
$ |
146.7 |
|
|||||
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Depreciation and amortization |
|
$ |
13.0 |
|
|
$ |
12.9 |
$ |
38.5 |
|
$ |
38.1 |
|
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Operating income |
|
$ |
35.6 |
|
|
$ |
36.9 |
$ |
107.3 |
|
$ |
108.6 |
|
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Net income |
|
$ |
16.9 |
|
|
$ |
16.6 |
$ |
49.2 |
|
$ |
46.8 |
|
|||||
|
EBITDA margin |
|
23.1 |
% |
|
22.8 |
% |
23.2 |
% |
|
23.1 |
% |
|||||||
|
Operating income margin |
|
16.9 |
% |
|
16.9 |
% |
17.1 |
% |
|
17.1 |
% |
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|
Net income margin |
8.0 |
% |
7.6 |
% |
7.8 |
% |
7.4 |
% |
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EBITDA should not be construed as a substitute for either operating income or net income as they are determined in accordance with generally accepted accounting principles (GAAP). EBITDA information has been included because we believe it is a commonly used measure of operating performance in the gaming industry and an important basis for the valuation of gaming companies.
Aztar Third-Quarter 2003 Earnings Release
October 22, 2003 Page 5
Accordingly, we use EBITDA as the primary operating performance measure in our bonus programs for executive officers. We also use EBITDA to evaluate the operating performance of our properties. The company has significant expenses, including depreciation and amortization, interest expense net of interest income, and income taxes, which are not reflected in EBITDA; we believe that the performance of our operating units is more appropriately measured before these expenses, since the allocation of capital in our company is decided by corporate management and is subject to the approval of the board of directors. In addition, we manage cash and finance our operations at the consolidated level and we file a consolidated income tax return. We do not consider EBITDA in isolation. Our calculation of EBITDA may not be comparable to similarly titled measures reported by other companies. A reconciliation of EBITDA with operating income and net income as determined in accordance with GAAP is shown below (in millions).
|
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Third Quarter |
|
|
|
Year to Date |
|
|||||||||||
|
|
|
2003 |
|
|
2002 |
2003 |
|
|
2002 |
|
|||||||||
|
|
|
|
(unaudited) |
|
(unaudited) |
|
|||||||||||||
|
EBITDA |
$ |
48.6 |
$ |
49.8 |
$ |
145.8 |
$ |
146.7 |
|||||||||||
|
Depreciation and amortization |
( 13.0 |
) |
( 12.9 |
) |
( 38.5 |
) |
( 38.1 |
) |
|||||||||||
|
Operating income |
35.6 |
36.9 |
107.3 |
108.6 |
|||||||||||||||
|
Interest income |
0.2 |
0.2 |
0.5 |
0.9 |
|||||||||||||||
|
Interest expense |
( 8.8 |
) |
( 10.3 |
) |
( 27.6 |
) |
( 31.4 |
) |
|||||||||||
|
Equity in unconsolidated |
|||||||||||||||||||
|
partnership's loss* |
0.0 |
0.0 |
0.0 |
( 0.5 |
) |
||||||||||||||
|
Income taxes |
( 10.1 |
) |
( 10.2 |
) |
( 31.0 |
) |
( 30.8 |
) |
|||||||||||
|
Net income |
$ |
16.9 |
$ |
16.6 |
$ |
49.2 |
$ |
46.8 |
|||||||||||
Aztar is a publicly traded company that operates Tropicana Casino and Resort in Atlantic City, New Jersey, Tropicana Resort and Casino in Las Vegas, Nevada, Ramada Express Hotel and Casino in Laughlin, Nevada, Casino Aztar in Caruthersville, Missouri, and Casino Aztar in Evansville, Indiana.
# # #
The disclosures herein include statements that are 'forward looking' within the meaning of federal securities law. These forward-looking statements generally can be identified by phrases such as the company "believes," "expects," "anticipates," "foresees," "forecasts," "estimates," "targets," or other words or phrases of similar import. Similarly, statements herein that describe the company's business strategy, outlook, objectives, plans, intentions or goals are also forward-looking statements. Such forward-looking information involves important risks and uncertainties that could significantly affect results in the future and, accordingly, such results may differ materially from those expressed in any forward-looking statements made by or on behalf of the company. These risks and uncertainties include, but are not limited to, those relating to war and terrorist activities and other factors affecting discretionary consume r spending, economic conditions, the impact of new competition including the Borgata, which opened in Atlantic City in July 2003, our ability to complete the Tropicana Atlantic City expansion on budget and on time, the success of "The Quarter," the ongoing benefit of dockside gaming in Indiana, our ability to execute our development plans, estimates of development
Aztar Third-Quarter 2003 Earnings Release
October 22, 2003 Page 6
costs and returns on development capital, weather, litigation outcomes, judicial actions, legislative matters and referenda including the potential legalization of gaming in Maryland, New York and Pennsylvania, and taxation including potential tax increases in Indiana, Missouri, Nevada and New Jersey. For more information, review the company's filings with the Securities and Exchange Commission, including the company's annual report on Form 10-K for January 2, 2003 and certain registration statements of the company.
Aztar Corporation and Subsidiaries
Consolidated Statements of Operations (unaudited)
For the periods ended October 2, 2003 and October 3, 2002
(in thousands, except per share data)
|
|
|
Third Quarter |
|
Nine Months |
|||||||||||||
|
|
|
2003 |
|
2002 |
|
2003 |
|
2002 |
|||||||||
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
Casino |
|
$ |
164,748 |
|
$ |
175,137 |
|
$ |
496,084 |
|
$ |
504,777 |
||||
|
|
Rooms |
|
20,885 |
|
18,432 |
|
58,580 |
|
57,463 |
||||||||
|
|
Food and beverage |
|
13,845 |
|
14,099 |
|
42,872 |
|
42,700 |
||||||||
|
|
Other |
|
10,789 |
|
10,438 |
|
30,266 |
|
30,261 |
||||||||
|
|
|
210,267 |
|
218,106 |
|
627,802 |
|
635,201 |
|||||||||
|
Costs and expenses |
|
|
|
|
|||||||||||||
|
|
Casino |
|
70,224 |
|
73,370 |
|
211,399 |
|
211,660 |
||||||||
|
|
Rooms |
|
10,570 |
|
9,796 |
|
30,039 |
|
29,548 |
||||||||
|
|
Food and beverage |
|
13,124 |
|
13,421 |
|
40,562 |
|
40,442 |
||||||||
|
|
Other |
|
7,699 |
|
8,436 |
|
22,925 |
|
24,585 |
||||||||
|
|
Marketing |
|
18,809 |
|
21,782 |
|
57,613 |
|
61,393 |
||||||||
|
|
General and administrative |
|
19,596 |
|
19,090 |
|
57,231 |
|
57,200 |
||||||||
|
|
Utilities |
|
5,650 |
|
5,231 |
|
13,873 |
|
12,987 |
||||||||
|
|
Repairs and maintenance |
|
6,168 |
|
6,153 |
|
18,607 |
|
18,910 |
||||||||
|
|
Provision for doubtful accounts |
|
435 |
|
492 |
|
1,186 |
|
1,860 |
||||||||
|
|
Property taxes and insurance |
|
7,299 |
|
7,600 |
|
22,255 |
|
20,169 |
||||||||
|
|
Rent |
|
2,111 |
|
2,949 |
|
6,385 |
|
9,749 |
||||||||
|
|
Depreciation and amortization |
|
12,971 |
|
12,854 |
|
38,473 |
|
38,061 |
||||||||
|
|
|
|
174,656 |
|
181,174 |
|
520,548 |
|
526,564 |
||||||||
|
|
|
|
|
|
|||||||||||||
|
Operating income |
|
35,611 |
|
36,932 |
|
107,254 |
|
108,637 |
|||||||||
|
|
|
|
|
|
|||||||||||||
|
|
Interest income |
|
153 |
|
219 |
|
549 |
|
860 |
||||||||
|
|
Interest expense |
|
( 8,774 |
) |
( 10,349 |
) |
( 27,540 |
) |
( 31,439 |
) |
|||||||
|
|
Equity in unconsolidated partnership's loss |
|
-- |
|
-- |
|
-- |
|
( 458 |
) |
|||||||
|
Income before income taxes |
|
26,990 |
|
26,802 |
|
80,263 |
|
77,600 |
|||||||||
|
|
|
|
|
|
|||||||||||||
|
|
Income taxes |
|
( 10,088 |
) |
( 10,233 |
) |
( 31,025 |
) |
( 30,794 |
) |
|||||||
|
Net income |
|
$ |
16,902 |
|
$ |
16,569 |
|
$ |
49,238 |
|
$ |
46,806 |
|||||
|
|
|
|
======== |
======== |
|
======== |
|
======== |
|||||||||
|
|
|
|
|
|
|||||||||||||
|
Net income per common share |
|
$ |
.48 |
|
$ |
.44 |
|
$ |
1.38 |
|
$ |
1.24 |
|||||
|
|
|
|
|
|
|||||||||||||
|
Net income per common share assuming dilution |
|
$ |
.46 |
|
$ |
.43 |
|
$ |
1.33 |
|
$ |
1.19 |
|||||
|
|
|
|
|
|
|||||||||||||
|
Weighted-average common shares applicable to: |
|
|
|
|
|||||||||||||
|
|
Net income per common share |
|
34,620 |
|
37,310 |
|
35,275 |
|
37,163 |
||||||||
|
|
Net income per common share assuming dilution |
|
36,321 |
|
38,726 |
|
36,745 |
|
38,944 |
||||||||
|
|
|
|
|
|
|||||||||||||
Aztar Corporation and Subsidiaries
|
|
October 2, 2003 |
January 2, 2003 |
|||||||||
|
Assets |
|
|
|
|
|||||||
|
|
Cash and cash equivalents |
|
$ |
39,889 |
$ |
52,896 |
|
||||
|
|
Other current assets |
|
52,451 |
56,376 |
|
||||||
|
|
Total current assets |
|
92,340 |
|
109,272 |
|
|||||
|
|
Investments |
|
19,111 |
|
17,420 |
|
|||||
|
|
Property and equipment |
|
1,100,232 |
|
1,025,059 |
|
|||||
|
Intangible assets |
60,985 |
53,625 |
|||||||||
|
|
Other assets |
|
11,771 |
5,306 |
|
||||||
|
|
|
$ |
1,284,439 |
$ |
1,210,682 |
|
|||||
|
|
|
========= |
========= |
|
|||||||
|
|
|
|
|
||||||||
|
Liabilities and Shareholders' Equity |
|
|
|
||||||||
|
|
Current portion of long-term debt |
|
$ |
17,007 |
$ |
5,015 |
|
||||
|
|
Other current liabilities |
|
116,640 |
114,606 |
|
||||||
|
|
Total current liabilities |
|
133,647 |
|
119,621 |
|
|||||
|
Long-term debt |
573,314 |
524,066 |
|||||||||
|
Other long-term liabilities |
50,223 |
46,040 |
|||||||||
|
|
Series B convertible preferred stock |
|
5,352 |
|
5,601 |
|
|||||
|
|
Shareholders' equity |
|
521,903 |
515,354 |
|
||||||
|
|
|
$ |
1,284,439 |
$ |
1,210,682 |
|
|||||
|
|
|
========= |
========= |
|
|||||||