8-K

United States

Securities And Exchange Commission

Washington, D.C. 20549

Form 8-K

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 29, 2015

Dover Downs Gaming & Entertainment, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number 1-16791

Delaware	51-0414140
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

1131 N. DuPont Highway
Dover, Delaware	19901
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (302) 674-4600

N/A

(Former name or former address, if changed since last report)

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition and

Item 7.01 Regulation FD Disclosure.

The following information is furnished pursuant to Item 2.02 Results of Operations and Financial Condition and Item 7.01 Regulation FD Disclosure.

On October 29, 2015, we issued a press release announcing our financial results for the third quarter ended September 30, 2015.  A copy of our press release is attached hereto as Exhibit 99.1 and hereby incorporated by reference.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits

99.1Press Release dated October 29, 2015

99.2Reconciliation of Net Earnings (Loss) to EBITDA

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, we have duly caused this report to be signed on our behalf by the undersigned hereunto duly authorized.

	Dover Downs Gaming & Entertainment, Inc.
	/s/ Denis McGlynn
	Denis McGlynn
	President and Chief Executive Officer
Dated: October 29, 2015

2

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press Release dated October 29, 2015, issued by Dover Downs Gaming & Entertainment, Inc.
99.2	Reconciliation of Net Earnings (Loss) to EBITDA

3

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE	For further information, call:
	Timothy R. Horne - Sr. Vice President-Finance
Dover, Delaware, October 29, 2015	(302) 857-3292

DOVER DOWNS GAMING & ENTERTAINMENT, INC. REPORTS RESULTS

FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2015

Dover Downs Gaming & Entertainment, Inc. (NYSE-DDE) today reported results for the three months ended September 30, 2015.

Gaming revenues of $42,012,000 were up 1.6% compared to the third quarter of 2014.  The revenue increase was primarily attributable to increased slot machine revenue.

Other operating revenues of $5,184,000 were down compared to the third quarter of 2014, primarily from the fact that there were several large non-recurring conventions in the third quarter of last year and the fact that the fall NASCAR race weekend at Dover International Speedway was held in the fourth quarter of this year compared to the third quarter of last year.  Occupancy levels in the Dover Downs Hotel were 92% for the third quarter of this year.

General and administrative costs were down to $1,331,000 for the third quarter compared to $1,468,000 last year.

Interest expense decreased to $259,000 during the quarter from lower interest rates and lower average outstanding borrowings.

Net earnings were $826,000, or $.03 per diluted share compared with $699,000 or $.02 per diluted share for the third quarter of 2014.

Denis McGlynn, the Company’s President and Chief Executive Officer, stated:  “The fact that we were able to generate a small Gaming revenue increase for the quarter reflects the value of our assets on-site, especially our 500-room hotel which continues to be our strongest competitive tool.  While we continue to benefit from legislation passed in July 2014 by which the State shares in some of our slot machine vendor costs, more comprehensive legislation proposed in the Senate stalled in 2015 and it remains imperative that we impress upon those who regulate and control our destiny that our hotel and restaurants are in need of upgrades in order to remain the critical marketing assets they have historically been.”

* * *

This release contains or may contain forward-looking statements based on management’s beliefs and assumptions.  Such statements are subject to various risks and uncertainties that could cause results to vary materially.  Please refer to the Company’s SEC filings for a discussion of such factors.

Owned by Dover Downs Gaming & Entertainment, Inc. (NYSE: DDE), Dover Downs Hotel & Casino® is a premier gaming and entertainment resort destination in the Mid-Atlantic region. Gaming operations consist of approximately 2,500 slots and a full complement of table games including poker.  The AAA-rated Four Diamond hotel is Delaware’s largest with 500 luxurious rooms/suites and amenities including a full-service spa/salon, concert hall and 41,500 sq. ft. of multi-use event space.  Live, world-class harness racing is featured November through April, and horse racing is simulcast year-round.  Professional football parlay betting is accepted during the season.  Additional property amenities include multiple restaurants from fine dining to casual fare, bars/lounges and retail shops.  For more information, please visit www.doverdowns.com.

DOVER DOWNS GAMING & ENTERTAINMENT, INC.

CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)

In Thousands, Except Per Share Amounts

(Unaudited)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2015			2014			2015			2014
Revenues:
Gaming (1)	$	42,012		$	41,349		$	118,846		$	120,415
Other operating (2)	5,184			6,639			17,989			19,256
	47,196			47,988			136,835			139,671
Expenses:
Gaming	39,068			38,260			111,704			113,626
Other operating	3,551			4,638			11,957			13,691
General and administrative	1,331			1,468			4,165			4,284
Depreciation	2,030			2,196			6,353			6,764
	45,980			46,562			134,179			138,365
Operating earnings	1,216			1,426			2,656			1,306
Interest expense	(259		)	(412		)	(937		)	(1,312		)
Earnings (loss) before income taxes	957			1,014			1,719			(6		)
Income tax expense	(131		)	(315		)	(614		)	(184		)
Net earnings (loss)	$	826		$	699		$	1,105		$	(190	)
Net earnings (loss) per common share:
- Basic	$	0.03		$	0.02		$	0.03		$	(0.01	)
- Diluted	$	0.03		$	0.02		$	0.03		$	(0.01	)
Weighted average shares outstanding:
- Basic	32,086			31,962			32,085			31,961
- Diluted	32,086			31,962			32,085			31,961

(1)Gaming revenues from the Company’s slot machine and table game operations include the total win from such operations. The Delaware State Lottery Office collects the win and remits a portion thereof to the Company as its commission for acting as a Licensed Agent.  The difference between total win and the amount remitted to the Company is reflected in gaming expenses.

(2)Other operating revenues do not include the retail amount of promotional allowances which are provided to customers on a complimentary basis.

DOVER DOWNS GAMING & ENTERTAINMENT, INC.

CONSOLIDATED BALANCE SHEETS

In Thousands

(Unaudited)

	September 30,			December 31,
	2015			2014
ASSETS
Current assets:
Cash	$	8,787		$	10,079
Accounts receivable	2,793			3,838
Due from State of Delaware	8,758			7,258
Inventories	1,935			1,783
Prepaid expenses and other	3,632			2,324
Receivable from Dover Motorsports, Inc.	11			22
Income taxes receivable	162			6
Deferred income taxes	1,395			1,243
Total current assets	27,473			26,553
Property and equipment, net	146,873			152,107
Other assets	711			752
Deferred income taxes	732			404
Total assets	$	175,789		$	179,816
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	3,301		$	3,975
Purses due horsemen	8,761			6,917
Accrued liabilities	7,398			8,196
Deferred revenue	501			389
Revolving line of credit	33,660			39,010
Total current liabilities	53,621			58,487
Liability for pension benefits	8,435			8,980
Total liabilities	62,056			67,467
Stockholders’ equity:
Common stock	1,799			1,788
Class A common stock	1,487			1,487
Additional paid-in capital	5,334			5,125
Retained earnings	109,734			108,629
Accumulated other comprehensive loss	(4,621		)	(4,680		)
Total stockholders’ equity	113,733			112,349
Total liabilities and stockholders’ equity	$	175,789		$	179,816

DOVER DOWNS GAMING & ENTERTAINMENT, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

In Thousands

(Unaudited)

	Nine Months Ended
	September 30,
	2015			2014
Operating activities:
Net earnings (loss)	$	1,105		$	(190	)
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:
Depreciation	6,353			6,764
Amortization of credit facility origination fees	85			106
Stock-based compensation	285			441
Deferred income taxes	(571		)	(435		)
Changes in assets and liabilities:
Accounts receivable	1,045			748
Due from State of Delaware	(1,500		)	(343		)
Inventories	(152		)	25
Prepaid expenses and other	(1,269		)	(934		)
Receivable from/payable to Dover Motorsports, Inc.	11			(33		)
Income taxes receivable/payable	(104		)	443
Accounts payable	(674		)	(1,393		)
Purses due horsemen	1,844			629
Accrued liabilities	(798		)	39
Deferred revenue	112			(13		)
Liability for pension benefits	(435		)	(335		)
Net cash provided by operating activities	5,337			5,519
Investing activities:
Capital expenditures	(1,118		)	(640		)
Purchase of available-for-sale securities	(8		)	(28		)
Proceeds from sale of available-for-sale securities	5			26
Net cash used in investing activities	(1,121		)	(642		)
Financing activities:
Borrowings from revolving line of credit	46,130			81,470
Repayments of revolving line of credit	(51,480		)	(88,010		)
Repurchase of common stock	(65		)	(104		)
Credit facility fees	(93		)	(108		)
Net cash used in financing activities	(5,508		)	(6,752		)
Net decrease in cash	(1,292		)	(1,875		)
Cash, beginning of period	10,079			12,950
Cash, end of period	$	8,787		$	11,075

EX-99.2

Exhibit 99.2

DOVER DOWNS GAMING & ENTERTAINMENT, INC.

SUPPLEMENTAL DATA

RECONCILIATION OF NET EARNINGS (LOSS) TO EBITDA

In Thousands

(Unaudited)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2015		2014		2015		2014
Reconciliation of net earnings (loss) to EBITDA:
Net earnings (loss)	$	826	$	699	$	1,105	$	(190	)
Income tax expense	131		315		614		184
Earnings (loss) before income taxes	957		1,014		1,719		(6		)
Interest expense	259		412		937		1,312
Depreciation	2,030		2,196		6,353		6,764
EBITDA	$	3,246	$	3,622	$	9,009	$	8,070

We define EBITDA as earnings (loss) before interest, taxes, depreciation and amortization.  EBITDA is a supplemental non-GAAP financial measure commonly used by management and industry analysts to evaluate our operations. We believe that EBITDA provides useful information to investors regarding our ability to service debt.  EBITDA should not be construed as an alternative to net earnings (loss) (as an indicator of our operating performance) or cash flows from operations (as a measure of liquidity) as determined in accordance with accounting principles generally accepted in the United States of America. Not all companies calculate EBITDA in the same manner, and EBITDA as presented by Dover Downs Gaming & Entertainment, Inc. may not be comparable to similarly titled measures presented by other companies.