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Proc-Type: 2001,MIC-CLEAR
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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 |
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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) |
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 April 21, 2004, announcing results for the first quarter ended April 1, 2004. |
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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 April 21, 2004. The purpose of the press release, which is furnished as Exhibit 99, was to announce the results for the first quarter ended April 1, 2004. |
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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: April 21, 2004
EXHIBIT INDEX
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Exhibit |
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99 |
Press release dated April 21, 2004, announcing results for the first quarter ended April 1, 2004. |
2
Exhibit 99
AZTAR
News Release
FOR IMMEDIATE RELEASE
AZTAR REPORTS FIRST-QUARTER 2004 RESULTS
PHOENIX, Arizona - April 21, 2004 - Aztar Corporation (NYSE:AZR) today reported its first-quarter 2004 financial results. Consolidated EBITDA for the quarter was $46.7 million, which includes $3.5 million under the company's business interruption insurance applicable to the fourth quarter of 2003. In the first quarter of 2003, EBITDA was $44.2 million. Diluted earnings per share in the 2004 first quarter were 10 cents, which includes six cents attributable to the insurance recovery and which is after 31 cents associated with a recent adverse court ruling. Diluted earnings per share in the 2003 first quarter were 36 cents.
"Aztar's operations in the Midwest and Nevada were strong during the 2004 first quarter," said Paul Rubeli, chairman of the board and chief executive officer. "Each of our Nevada and riverboat casino properties produced higher EBITDA than in the year-earlier quarter; in the aggregate, they were up 21%. Business at the Tropicana Atlantic City continues to suffer adverse impacts from the October 2003 construction accident, although the magnitude of those impacts seems to be moderating with each passing month. Most importantly, preparations continue for the opening of the Tropicana Atlantic City expansion, which is targeted for the end of September 2004."
Disruption to Operations from Construction Accident
Operating results in the first quarter of 2004 continued to be impacted by the decline in revenue caused by the disruption that followed the construction accident that occurred on October 30, 2003, at the site of the expansion of the Tropicana Atlantic City. Insurance claims for business interruption that occurred in the 2004 first quarter have been filed with the company's insurers in the amount of $6.9 million. Profit recovery from business interruption insurance is recorded when the amount of recovery, which may be different from the amount claimed, is agreed to by the insurers. If the insurers had agreed to the amount of the claims filed by the company on account of business
Aztar First-Quarter 2004 Earnings Release April 21, 2004 Page 2
interruption during the 2004 first quarter, that recovery would have contributed approximately 11 cents to diluted earnings per share for the quarter.
Indiana Tax Court Ruling
The Indiana Tax Court has recently ruled against Aztar in the company's challenge to an assessment for additional Indiana state income tax. The company had challenged the Indiana Department of Revenue's position that gaming taxes paid to the state based on casino revenues are not deductible for Indiana income tax purposes. The company estimates that it will be obligated to pay approximately $17.3 million to cover assessments of taxes and interest from 1996 through the end of the first quarter of 2004. This amount would then be deductible for federal income tax purposes, resulting in net cash and net income effects of approximately $11.3 million. Accordingly, income taxes in the quarter have been increased by $11.3 million, equivalent to 31 cents per share.
Going forward, the company estimates that Indiana state income taxes, net of the federal benefit, will increase by approximately $1.6 million or four cents per share per annum.
Construction Status
Construction at the Tropicana Atlantic City continues on the new 500-room hotel tower and portions of the 200,000-square-foot dining, entertainment and retail complex to be known as The Quarter. Removal of the garage debris is underway. Although a final schedule for the reconstruction must await completion of the debris removal and further inspection of the adjacent structure, the preliminary schedule continues to call for the opening of the entire project by the end of September 2004.
Capital Expenditures
In the first quarter of 2004, purchases of property and equipment totaled $25 million. Approximately $8 million of the total was spent on routine expenditures, and $17 million (including $2.9 million of capitalized interest) went for development.
Conference Call
Our first-quarter 2004 earnings conference call will be broadcast live on the Internet beginning at 4:30 Eastern Daylight Time on Wednesday, April 21, 2004. Individuals may access the live audio webcast through our website at www.aztar.com. The call also will be available on replay through that website for one year following the call.
Aztar First-Quarter 2004 Earnings Release April 21, 2004 Page 3
Selected Results ($ in millions, except ADR, which is Average Daily Rate)
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First Quarter |
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2004 |
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2003 |
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(unaudited) |
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Tropicana Atlantic City |
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Revenue |
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$ |
99.6 |
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$ |
104.1 |
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EBITDA |
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$ |
23.5 |
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$ |
25.1 |
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Depreciation and amortization |
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$ |
7.9 |
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$ |
7.3 |
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Operating income |
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$ |
15.6 |
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$ |
17.8 |
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EBITDA margin |
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23.6 |
% |
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24.1 |
% |
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Operating income margin |
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15.7 |
% |
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17.1 |
% |
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Occupancy |
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86.3 |
% |
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91.8 |
% |
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ADR |
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$ |
76.71 |
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$ |
76.89 |
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Tropicana Las Vegas |
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Revenue |
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$ |
41.0 |
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$ |
38.3 |
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EBITDA |
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$ |
9.2 |
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$ |
6.2 |
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Depreciation and amortization |
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$ |
1.5 |
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$ |
1.7 |
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Operating income |
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$ |
7.7 |
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$ |
4.5 |
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EBITDA margin |
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22.4 |
% |
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16.2 |
% |
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Operating income margin |
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18.8 |
% |
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11.7 |
% |
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Occupancy |
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98.1 |
% |
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97.8 |
% |
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ADR |
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$ |
86.24 |
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$ |
71.11 |
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Ramada Express Laughlin |
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Revenue |
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$ |
24.8 |
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$ |
24.4 |
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EBITDA |
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$ |
7.2 |
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$ |
6.6 |
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Depreciation and amortization |
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$ |
1.5 |
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$ |
1.5 |
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Operating income |
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$ |
5.7 |
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$ |
5.1 |
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EBITDA margin |
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29.0 |
% |
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27.0 |
% |
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Operating income margin |
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23.0 |
% |
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20.9 |
% |
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Occupancy |
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75.8 |
% |
78.0 |
% |
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ADR |
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$ |
29.19 |
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$ |
27.59 |
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Aztar First-Quarter 2004 Earnings Release April 21, 2004 Page 4
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First Quarter |
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2004 |
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2003 |
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(unaudited) |
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Casino Aztar Evansville |
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Revenue |
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$ |
33.6 |
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$ |
30.2 |
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EBITDA |
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$ |
10.2 |
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$ |
9.1 |
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Depreciation and amortization |
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$ |
1.4 |
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$ |
1.3 |
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Operating income |
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$ |
8.8 |
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$ |
7.8 |
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EBITDA margin |
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30.4 |
% |
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30.1 |
% |
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Operating income margin |
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26.2 |
% |
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25.8 |
% |
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Occupancy |
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85.5 |
% |
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82.8 |
% |
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ADR |
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$ |
60.88 |
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$ |
66.42 |
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Casino Aztar Caruthersville |
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Revenue |
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$ |
6.3 |
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$ |
6.0 |
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EBITDA |
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$ |
1.3 |
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$ |
1.2 |
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Depreciation and amortization |
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$ |
0.7 |
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$ |
0.7 |
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Operating income |
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$ |
0.6 |
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$ |
0.5 |
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EBITDA margin |
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20.6 |
% |
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20.0 |
% |
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Operating income margin |
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9.5 |
% |
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8.3 |
% |
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Corporate |
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EBITDA |
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$ |
( 4.7 |
) |
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$ |
( 4.0 |
) |
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Depreciation and amortization |
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$ |
0.0 |
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$ |
0.0 |
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Operating income |
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$ |
( 4.7 |
) |
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$ |
( 4.0 |
) |
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Consolidated |
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Revenue |
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$ |
205.3 |
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$ |
203.0 |
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EBITDA |
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$ |
46.7 |
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$ |
44.2 |
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Depreciation and amortization |
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$ |
13.0 |
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$ |
12.5 |
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Operating income |
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$ |
33.7 |
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$ |
31.7 |
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Net income |
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$ |
3.7 |
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$ |
13.5 |
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EBITDA margin |
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22.7 |
% |
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21.8 |
% |
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Operating income margin |
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16.4 |
% |
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15.6 |
% |
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Net income margin |
1.8 |
% |
6.7 |
% |
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EBITDA Explanation and Reconciliation
EBITDA is net income before income taxes, interest expense, interest income, and depreciation and amortization. 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). Management uses EBITDA as a measure to compare operating results among our
Aztar First-Quarter 2004 Earnings Release April 21, 2004 Page 5
properties and between accounting periods. We manage cash and finance our operations at the corporate level. We manage the allocation of capital among properties at the corporate level. We also file a consolidated income tax return. Management accordingly believes EBITDA is useful as a measure of operating results at the property level because it reflects the results of operating decisions at that level separated from the effects of tax and financing decisions that are managed at the corporate level. We also use EBITDA as the primary operating performance measure in our bonus programs for executive officers. Management also believes that EBITDA is a commonly used measure of operating performance in the gaming industry and is an important basis for the valuation of gaming companies. Our calculation of EBITDA may not be comparable to similarly titled measures reported by other companies and, therefore, any such differences must be considered when comparing performance among different companies. Whil
e management believes EBITDA provides a useful perspective for some purposes, EBITDA has material limitations as an analytical tool. For example, among other things, although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and EBITDA does not reflect the requirements for such replacements. Interest expense, net of interest income, and income taxes are also not reflected in EBITDA. Therefore, management does not consider EBITDA in isolation, and it should not be considered as a substitute for measures determined in accordance with GAAP. 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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First Quarter |
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2004 |
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2003 |
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(unaudited) |
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EBITDA |
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Tropicana Atlantic City |
$ |
23.5 |
$ |
25.1 |
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Tropicana Las Vegas |
9.2 |
6.2 |
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Ramada Express Laughlin |
7.2 |
6.6 |
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Casino Aztar Evansville |
10.2 |
9.1 |
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Casino Aztar Caruthersville |
1.3 |
1.2 |
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Corporate |
( 4.7 |
) |
( 4.0 |
) |
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Consolidated |
46.7 |
44.2 |
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Depreciation and amortization |
( 13.0 |
) |
( 12.5 |
) |
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Operating income |
33.7 |
31.7 |
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Interest income |
0.2 |
0.2 |
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Interest expense |
( 8.7 |
) |
( 9.6 |
) |
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Income taxes |
( 21.5 |
) |
( 8.8 |
) |
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Net income |
$ |
3.7 |
$ |
13.5 |
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Aztar First-Quarter 2004 Earnings Release April 21, 2004 Page 6
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 consumer spending, economic conditions, the impact of new competition including the Borg
ata, which opened in Atlantic City in July 2003, uncertainties related to the extent and timing of our recoveries from our insurance carriers for our various losses suffered in connection with the accident on October 30, 2003, the extent to which our existing operations will continue to be adversely affected by the ongoing effects of the accident on October 30, 2003, uncertainties related to the extent and effects of the delay in the construction and completion of the Tropicana Atlantic City expansion, which could be significantly greater and longer than we currently anticipate, the ongoing benefit of dockside gaming in Indiana, our ability to execute our development plans, estimates of development 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 in
formation, review the company's filings with the Securities and Exchange Commission, including the company's annual report on Form 10-K for January 1, 2004 and certain registration statements of the company.
For additional information, please contact Joe Cole, Vice President Corporate Communications, at 602-381-4111.
Aztar Corporation and Subsidiaries
Consolidated Statements of Operations (unaudited)
For the periods ended April 1, 2004 and April 3, 2003
(in thousands, except per share data)
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First Quarter |
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2004 |
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2003 |
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Revenues |
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Casino |
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$ |
158,949 |
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$ |
161,506 |
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Rooms |
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|
20,215 |
|
17,678 |
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Food and beverage |
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|
13,512 |
|
14,389 |
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Other |
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|
9,090 |
|
9,443 |
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Business interruption insurance |
3,500 |
-- |
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|
|
|
205,266 |
|
203,016 |
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Costs and expenses |
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|
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Casino |
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|
68,406 |
|
69,696 |
|||||||||||
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|
Rooms |
|
|
9,573 |
|
9,194 |
|||||||||||
|
|
Food and beverage |
|
|
12,988 |
|
13,674 |
|||||||||||
|
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Other |
|
|
7,345 |
|
7,501 |
|||||||||||
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Marketing |
|
|
19,008 |
|
19,147 |
|||||||||||
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General and administrative |
|
|
20,969 |
|
19,020 |
|||||||||||
|
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Utilities |
|
|
4,221 |
|
4,114 |
|||||||||||
|
|
Repairs and maintenance |
|
|
6,175 |
|
6,234 |
|||||||||||
|
|
Provision for doubtful accounts |
|
|
333 |
|
442 |
|||||||||||
|
|
Property taxes and insurance |
|
|
7,453 |
|
7,696 |
|||||||||||
|
|
Rent |
|
|
2,041 |
|
2,079 |
|||||||||||
|
|
Depreciation and amortization |
|
|
13,023 |
|
12,548 |
|||||||||||
|
|
|
|
|
171,535 |
|
171,345 |
|||||||||||
|
|
|
|
|
||||||||||||||
|
Operating income |
|
|
33,731 |
|
31,671 |
||||||||||||
|
|
|
|
|
||||||||||||||
|
|
Interest income |
|
|
167 |
|
192 |
|||||||||||
|
|
Interest expense |
|
|
( 8,674 |
) |
( 9,553 |
) |
||||||||||
|
Income before income taxes |
|
|
25,224 |
|
22,310 |
||||||||||||
|
|
|
|
|
||||||||||||||
|
|
Income taxes |
|
( 21,557 |
) |
( 8,765 |
) |
|||||||||||
|
Net income |
$ |
3,667 |
$ |
13,545 |
|||||||||||||
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|
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|
======== |
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======== |
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|
|
|
|
||||||||||||||
|
Net income per common share |
|
|
$ |
.10 |
|
$ |
.37 |
||||||||||
|
|
|
|
|
||||||||||||||
|
Net income per common share assuming dilution |
|
|
$ |
.10 |
|
$ |
.36 |
||||||||||
|
|
|
|
|
||||||||||||||
|
Weighted-average common shares applicable to: |
|
|
|
||||||||||||||
|
|
Net income per common share |
|
|
34,322 |
|
36,189 |
|||||||||||
|
|
Net income per common share assuming dilution |
|
|
35,743 |
|
37,440 |
|||||||||||
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|
|
|
|
||||||||||||||
Aztar Corporation and Subsidiaries
Consolidated Balance Sheet Summaries (unaudited)
(in thousands)
|
|
April 1, 2004 |
January 1, 2004 |
|||||||||
|
Assets |
|
|
|
|
|||||||
|
|
Cash and cash equivalents |
|
$ |
55,579 |
$ |
70,586 |
|
||||
|
|
Other current assets |
|
58,843 |
58,545 |
|
||||||
|
|
Total current assets |
|
114,422 |
|
129,131 |
|
|||||
|
|
Investments |
|
19,136 |
|
19,586 |
|
|||||
|
|
Property and equipment |
|
1,135,022 |
|
1,121,669 |
|
|||||
|
Intangible assets |
34,934 |
34,616 |
|||||||||
|
|
Other assets |
|
50,647 |
42,771 |
|
||||||
|
|
|
$ |
1,354,161 |
$ |
1,347,773 |
|
|||||
|
|
|
========= |
========= |
|
|||||||
|
|
|
|
|||||||||
|
Liabilities and Shareholders' Equity |
|
|
|
||||||||
|
|
Current portion of long-term debt |
|
$ |
40,663 |
$ |
16,963 |
|
||||
|
|
Other current liabilities |
|
129,065 |
115,093 |
|
||||||
|
|
Total current liabilities |
|
169,728 |
|
132,056 |
|
|||||
|
Long-term debt |
592,070 |
628,603 |
|||||||||
|
Other long-term liabilities |
48,518 |
47,287 |
|||||||||
|
|
Series B convertible preferred stock |
|
5,143 |
|
5,253 |
|
|||||
|
|
Shareholders' equity |
|
538,702 |
534,574 |
|
||||||
|
|
|
$ |
1,354,161 |
$ |
1,347,773 |
|
|||||
|
|
|
========= |
========= |
|
|||||||