-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SH/Mo+QYYooV8nS5HduYUZT6wA0JhP0WqLsrpRmzF6F7KXL7vUtmjvDM+3oRl969 /wbkuRgkdu/EZOp60s+iOw== 0000899647-05-000016.txt : 20050426 0000899647-05-000016.hdr.sgml : 20050426 20050426164433 ACCESSION NUMBER: 0000899647-05-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050426 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050426 DATE AS OF CHANGE: 20050426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RIVIERA HOLDINGS CORP CENTRAL INDEX KEY: 0000899647 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 880296885 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21430 FILM NUMBER: 05773644 BUSINESS ADDRESS: STREET 1: 2901 LAS VEGAS BLVD SOUTH CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 7027345110 MAIL ADDRESS: STREET 1: 2901 LAS VEGAS BLVD S CITY: LAS VEGAS STATE: NV ZIP: 89109 8-K 1 rhc8k_042605.txt RHC8K_042605 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2005 RIVIERA HOLDINGS CORPORATION (exact name of registrant as specified in its charter) Nevada 000-21430 88-0296885 (State of (Commission (IRS Employer Incorporation) File Number) Identification No.) 2901 Las Vegas Boulevard Las Vegas, Nevada 89109 (Address of principal office) (Zip code) Registrant's Telephone number, (702) 794-9527 including area code Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [] Pre-commencement communications pursuant to rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [] Pre-commencement communications pursuant to rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Section 8 - Other Events Item 8.01. Other Events On April 26, 2005, Riviera Holdings Corporation (Amex: RIV) announced through a press release its first quarter, 2005, financial results. A copy of the press release disclosing those results is filed as an exhibit hereto. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits Exhibit 99 Riviera Holdings Corporation Press Release dated April 26, 2005 SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: April 26, 2005 RIVIERA HOLDINGS CORPORATION By: /s/ Duane Krohn Treasurer and CFO EXHIBIT INDEX Exhibit Number Description 99 Riviera Holdings Corporation Press Release dated April 26, 2005. EX-99 2 rhcpr_042605.txt RHCPR_042605 Riviera Holdings Corporation 2901 Las Vegas Boulevard South Las Vegas, NV 89109 Investor Relations: (800) 362-1460 TRADED: AMEX - RIV www.theriviera.com FOR FURTHER INFORMATION: AT THE COMPANY: INVESTOR RELATIONS CONTACT: Duane Krohn, Treasurer and CFO Betsy Truax, Skorpus Consulting (702) 794-9527 Voice (208) 241-3704 Voice (702) 794-9442 Fax (208) 232-5317 Fax Email: dkrohn@theriviera.com Email: BetsyT@cableone.net FOR IMMEDIATE RELEASE: RIVIERA REPORTS 300% INCREASE IN NET INCOME FOR FIRST QUARTER 2005 LAS VEGAS, NV - April 26, 2005 -- Riviera Holdings Corporation (AMEX: RIV) today reported record financial results for the first quarter ended March 31, 2005. Net revenues for the quarter were $52.5 million, up $2.0 million or 4.0 percent from the first quarter of 2004. Income from operations was $8.8 million, up $1.4 million from the first quarter of 2004. Adjusted EBITDA (1) was $11.6 million, up $913,000 or 8.5 percent from the first quarter of 2004 and a record for any quarter in the Company's history. Adjusted EBITDA consists of earnings before interest, income taxes, depreciation, amortization, equity compensation, asset impairment and mergers, acquisitions and development costs, as shown in the reconciliation to net income in the tables of this release (See also Notes 1 and 2 to the Financial Summary Table). Net income for the quarter was up 300 percent to $2.1 million or $0.18 per diluted share compared with net income of $540,000 or $0.05 per diluted share in the first quarter of 2004. First Quarter 2005 Highlights * Riviera Las Vegas revenues were up $2.0 million or 5.4 percent * Riviera Las Vegas EBITDA was up $1.3 million or 16.7 percent * Riviera Black Hawk revenues were comparable to the first quarter of 2004 * Riviera Black Hawk EBITDA was down $304,000 or 7.2 percent * Riviera Las Vegas occupancy was 94 percent compared to 95 percent in the first quarter of 2004, ADR (Average Daily Rate) increased $6 to $73 and RevPar (Revenue Per Available Room) increased $5 to $68 * The Company has $24.8 million in cash plus a $30 million revolver Riviera Las Vegas Robert Vannucci, President of Riviera Las Vegas, said, "Our Las Vegas property had an excellent first quarter. Our first quarter revenue increases were driven by a 7.1 percent increase in room revenues, a 5.5 percent increase in gross gaming revenues and a 4.9 percent increase in entertainment revenues. "Room revenue increases were attributable to overall ADR increases of 8.8 percent. Tour and travel room rates increased 10 percent, convention occupancy increased from 29.5 percent in the first quarter of last year to 32.5 percent this quarter. We anticipate that demand will continue to increase with the opening of the new Wynn property on April 28, 2005, the Las Vegas centennial celebrations and our own 50th anniversary celebration in April. "Entertainment revenues increased due to a 15 percent increase in average show ticket price from $30 in the first quarter of 2004 to $35 in the first quarter of 2005. "EBITDA in Las Vegas increased by $1.3 million or 16.7 percent as we achieved double-digit growth for the second straight quarter. Revenue increases combined with controlled increases in marketing and operating costs produced an EBITDA margin of 22.5 percent versus 20.3 percent for the same period last year. "As we have stated in the past, Riviera Las Vegas is located on 26 acres of prime real estate on the north end of the Las Vegas Strip. We anticipate that our location will benefit from the continued expansion of the Las Vegas Convention Center and the development of new casinos, hotels and luxury condominiums in the near term. Recent land transactions on or near the Las Vegas Strip are indicators that our land has a fair market value well in excess of its $21 million recorded book value." Riviera Black Hawk Ron Johnson, President of Riviera Black Hawk, said, "First quarter net revenue of $13.1 million was essentially the same as last year's first quarter. EBITDA for the quarter of $3.9 million was down $304,000 from last year's first quarter. EBITDA margin of 30.0 percent was down 2.3 percentage points from the same period last year. "First quarter gaming revenue increases were offset by increased marketing and promotional expense, resulting in the flat net revenues experienced in the first quarter. We increased our promotional expense in an effort to counter the increased promotional expense associated with the opening of a major expansion by one of our competitors in Black Hawk and the opening of two new casinos in Central City. "Although the Black Hawk/Central City market's gaming revenues grew by 3.7 percent in the first quarter, all of the growth came from Central City. Central City continues to benefit from the new access road, which opened in late February of last year, and from the opening of two new casinos. New casino openings tend to temporarily have a negative impact on existing casinos as established casino customers try their luck at the new casinos in the short term. Consequently, we expect that market conditions will return to normal in the second quarter." Consolidated Operations William L. Westerman, Chairman of the Board, said, "We are pleased that our financial performance continued to increase in the first quarter of 2005. The Las Vegas market continues to grow beyond most analysts' expectations and Strip land values are appreciating at a rapid rate. "Last week saw a full array of celebrations commemorating the opening of Riviera Las Vegas on April 20, 1955. The property's excellent first quarter operating results provided a great exclamation point to the conclusion of our festivities. "In Black Hawk, we chose to invest the necessary marketing dollars to maintain our competitive position in that market, responding to the promotional activity undertaken as the result of a major expansion by one of our key competitors. This adversely affected Black Hawk's performance in the first quarter, but was a necessary investment in our future. "With our financial advisor, Jefferies & Company, we continue to explore strategies to maximize shareholder value." Conference Call Information In conjunction with the release of first quarter 2005 financial results, Riviera will broadcast a conference call at 2 p.m. Eastern Standard Time on Tuesday, April 26, 2005. Investors can listen to the call via the Internet at http://phx.corporate-ir.net/playerlink.zhtml?c=96408&s=wm&e=1035338 or www.theriviera.com, or by dialing 800-481-7713. The conference call rebroadcast will be available by dialing 888-203-1112, code 4062073. Safe Harbor Statement The forward-looking statements included in this news release, which reflect our best judgment based on factors currently known to it, involve risks and uncertainties including the results of our previously announced strategic plan to maximize shareholder value, expansion and modernization objectives and timetables, hotel and casino market conditions, financing requirements, interest rates, regulatory requirements and other risks and uncertainties detailed from time to time in filings with the Securities and Exchange Commission, including our annual report on Form 10-K for the year ended December 31, 2004. Actual results may differ materially. About Riviera Holdings Riviera Holdings Corporation owns and operates the Riviera Hotel and Casino on the Las Vegas Strip and the Riviera Black Hawk Casino in Black Hawk, Colorado. Riviera's stock is listed on the American Stock Exchange ("AMEX") under the symbol RIV. - Tables Follow -
Riviera Holdings Corporation and Subsidiaries Financial Summary Three Months Ended March 31 ($ in 000's, except per share amounts) 2005 2004 Var %Var ---- ---- --- ---- Net Revenues: Riviera Las Vegas $ 39,347 $ 37,323 $2,024 5.4% Riviera Black Hawk 13,117 13,137 (20) -0.2% ------------------------------------ Total Net Revenues 52,464 50,460 2,004 4.0% Operating Income: Riviera Las Vegas 7,108 5,672 1,436 24.8% Riviera Black Hawk 2,390 2,810 (420) -14.9% Mergers, acquisitions and development costs, net 667 0 667 Equity Compensation - Restricted Stock (53) 0 (53) Asset Impairment - Monorail (198) 0 (198) Corporate Expenses (1,157) (1,108) (49) -4.4% ------------------------------------ Total Operating Income 8,757 7,374 1,383 18.8% Adjusted EBITDA (1): Riviera Las Vegas 8,853 7,587 1,266 16.7% Riviera Black Hawk 3,939 4,243 (304) -7.2% Corporate Expenses (1,157) (1,108) (49) -4.4% ------------------------------------ Total EBITDA 11,635 10,722 913 8.5% Adjusted EBITDA Margins (2): Riviera Las Vegas 22.5% 20.3% 2.2% Riviera Black Hawk 30.0% 32.3% -2.3% Consolidated 22.2% 21.2% 0.9% Net income $2,138 $ 540 $1,598 300% Weighted average basic shares outstanding (3) 11,781 10,455 1,326 13% Basic earnings per share (3) $ 0.18 $ 0.05 $ 0.13 251% Weighted average diluted shares outstanding (3) 12,070 10,644 1,426 13% Diluted earnings per share (3) $ 0.18 $ 0.05 $ 0.13 251%
(1) Adjusted EBITDA consists of earnings before interest, income taxes, depreciation, amortization, equity compensation, asset impairment and mergers, acquisitions and development costs, net, as shown in the reconciliation to net income (loss) in the tables of this release. In 2004, we entered into confidential discussions regarding a potential sale of our company to a third party. Discussions with one third party, which commenced in 2004, ended in 2005 and we retained a one million dollar fee paid to us by that third party. Such amount is reflected in mergers, acquisitions and developments costs, net. Adjusted EBITDA is presented solely as a supplemental disclosure because management believes that it is 1) a widely used measure of operating performance in the gaming industry, and 2) a principal basis for valuation of gaming companies by certain investors. Management uses property-level EBITDA (earnings before interest, income taxes, depreciation, amortization and corporate expense) as the primary measure of the Company's business segment properties' performance, including the evaluation of operating personnel. Adjusted EBITDA should not be construed as an alternative to operating income as an indicator of the Company's operating performance, as an alternative to cash flows from operating activities as a measure of liquidity, or as any other measure determined in accordance with generally accepted accounting principles. The Company has significant uses of cash flows, including capital expenditures, interest payments and debt principal repayments, which are not reflected in Adjusted EBITDA. Also, other gaming companies that report Adjusted EBITDA information may calculate Adjusted EBITDA in a different manner than the Company. A reconciliation of Adjusted EBITDA to net income (loss) is included in the financial schedules accompanying this release. (2) Adjusted EBITDA margins represent Adjusted EBITDA divided by Net Revenues (3) These amounts have been adjusted to reflect the Company's three-for-one common stock split on March 11, 2005.
Riviera Holdings Corporation and Subsidiaries Reconciliation of Operating Income (Loss) to Adjusted EBITDA: Mergers, ($ In 000's) Net Interest Operating Asset Equity Acquisitions Manage- Income Income & Income Depr- Impairment Compen- & Development ment Adjusted (Loss) (Expense,Net)(Loss) eciation Monorail sation Costs, net Fee EBITDA First Quarter 2005: Riviera Las Vegas $ 7,109 $ 1 $ 7,108 $ 2,256 $ (511) $ 8,853 Riviera Black Hawk 453 (1,937) 2,390 1,038 511 3,939 Corporate (5,424) (4,683) (741) 198 53 (667) - (1,157) --------- --------- ---------- ------- ------- --------- ---------- -------- --------- $ 2,138 $ (6,619) $ 8,757 $ 3,294 $ 198 $53 ($667) $ - $ 11,635 First Quarter 2004: Riviera Las Vegas $ 5,620 $ (52) $ 5,672 $ 2,367 (452) 7,587 Riviera Black Hawk 803 (2,007) 2,810 981 452 4,243 Corporate (5,883) (4,775) (1,108) - - - - - (1,108) ------- ------- ------- ------ ---- ---- ---- ---- ------- $540 $(6,834) $ 7,374 $ 3,348 $ - $ - $ - $ - $ 10,722
Balance Sheet Summary ($ in 000's) Mar 31, Dec 31, 2005 2004 ---------- ---------- Cash and short term investments $24,785 $18,886 Total current assets 35,481 28,933 Property and equipment, net 176,291 177,115 Total assets 222,854 217,536 Total current liabilities 30,876 27,596 Long-term debt, net of current portion 214,896 215,026 Total shareholders' equity (deficiency) (26,813) (29,293)
RIVIERA HOLDINGS CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended March 31 ($ In 000's except per share amounts) 2005 2004 ---------------------------- Revenues: Casino $ 27,483 $ 27,079 Rooms 13,425 12,538 Food and beverage 8,843 8,800 Entertainment 4,882 4,656 Other 2,037 2,047 ---------------------------- Total 56,670 55,120 ---------------------------- Less promotional allowances 4,206 4,660 ---------------------------- Net revenues 52,464 50,460 ---------------------------- COSTS AND EXPENSES: Direct costs and expenses of operating departments: Casino 14,442 13,554 Rooms 6,558 6,364 Food and beverage 6,053 5,801 Entertainment 3,669 3,052 Other 680 715 Other operating expenses: General and administrative 9,427 10,252 Mergers, acquisitions and development costs, net (667) 0 Equity Compensation - Restricted Stock 53 0 Asset Impairment - Monorail 198 0 Depreciation and amortization 3,294 3,348 ---------------------------- Total costs and expenses 43,707 43,086 ---------------------------- INCOME FROM OPERATIONS 8,757 7,374 ---------------------------- OTHER INCOME (EXPENSE): Interest expense (6,659) (6,840) Interest income 40 6 ---------------------------- Total other income (expense) (6,619) (6,834) ---------------------------- NET INCOME (LOSS) $ 2,138 $ 540 ============================ EARNINGS PER SHARE DATA: Weighted average common shares 11,781 10,455 ---------------------------- Basic earnings per share $ 0.18 $ 0.05 ============================ Weighted average common & common equivalent shares 12,070 10,644 ---------------------------- Diluted earnings per share $ 0.18 $ 0.05 ============================
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