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): May 1, 2018
RED ROCK RESORTS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware | 001-37754 | 47-5081182 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
1505 South Pavilion Center Drive, Las Vegas, Nevada 89135 |
(Address of Principal Executive Offices) (Zip Code) |
702-495-3000
(Registrant's telephone number, including area code)
Not Applicable
(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: | ||
[ ] | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item 2.02. Results of Operations and Financial Condition.
On May 1, 2018, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
Effective January 1, 2018, the Company adopted the new accounting standards for revenue recognition applying the full retrospective method, which requires the Company to restate each prior reporting period presented consistent with the standards. The Company is furnishing Exhibit 99.2 to this Form 8-K under Regulation FD to present the Company’s previously reported income statement information for full year 2017 and each quarter of 2017 on a basis consistent with the standards. Beginning with the quarter ended March 31, 2018, the Company’s financial information reflects the adoption of the standards with prior periods adjusted accordingly.
Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1. Press release dated May 1, 2018
Exhibit 99.2. Supplemental 2017 Financial Information as Adjusted for New Revenue Recognition Standard
SIGNATURE
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.
RED ROCK RESORTS, INC. | ||
Date: May 1, 2018 | By: | /s/ Stephen L. Cootey |
Stephen L. Cootey | ||
Executive Vice President, Chief Financial Officer and Treasurer | ||
EXHIBIT 99.1
Red Rock Resorts Announces First Quarter 2018 Results
LAS VEGAS, May 01, 2018 (GLOBE NEWSWIRE) -- Red Rock Resorts, Inc. ("Red Rock Resorts," "we" or the "Company") (NASDAQ:RRR) today reported financial results for the first quarter ended March 31, 2018. The Company has adopted FASB’s new revenue recognition standard (“ASC 606”), effective January 1, 2018. Certain prior period amounts have been adjusted to reflect the full retrospective adoption of ASC 606, with no material impact on operating income, net income or Adjusted EBITDA(1).
Net revenues were $421.0 million for the first quarter of 2018, a decrease of 1.1%, or $4.7 million, from $425.7 million for the same period of 2017. The decrease in net revenues was primarily due to ongoing construction disruption at Palace Station Hotel & Casino (“Palace Station”) and the Palms Casino Resort (the “Palms”) and a decrease in Native American management fees.
Net income was $82.1 million for the first quarter of 2018, an increase of $36.7 million from net income of $45.4 million for the same period of 2017. The increase in net income was primarily due to a $13.3 million after-tax gain associated with the extinguishment of a tax receivable liability, as well as a $14.3 million after-tax positive change in the fair value of interest rate swaps.
Adjusted EBITDA was $140.1 million for the first quarter of 2018, an increase of 2.9% from $136.2 million in the same period of 2017. The increase was primarily due to an increase in Las Vegas operations, partially offset by a decrease in Native American management fees.
Las Vegas Operations
Net revenues from Las Vegas operations were $395.2 million for the first quarter of 2018, a 0.2% increase from $394.2 million in the same period of 2017. Adjusted EBITDA from Las Vegas operations was $125.9 million for the first quarter of 2018, a 4.2% increase from $120.9 million in the same period of 2017. The increase was primarily due to an increase in non-disrupted Las Vegas operations, partially offset by substantial construction disruption at Palace Station and the Palms.
Native American Management
Adjusted EBITDA from Native American operations was $22.1 million for the first quarter of 2018, a 5.2% decrease from $23.3 million in the same period of 2017, due to the expiration of the Gun Lake management agreement in February of 2018.
Palace Station and Palms Redevelopment Update
The Palace Station redevelopment project remains on schedule and the budget remains unchanged. As of March 31, 2018, the Company has incurred $116 million in costs against that $191 million project. The Palace Station project is expected to be completed in phases by the end of 2018.
The Palms redevelopment project remains on schedule and the budget remains unchanged. The final elements of phase one of the project will be open later this month, with components of phase two expected to open through the second quarter of 2019, and phase three of the project expected to open by the fourth quarter of 2019. As of March 31, 2018, the Company has incurred $152 million in costs against that $620 million project.
Balance Sheet Highlights
The Company’s cash and cash equivalents at March 31, 2018 were $179.2 million and total principal amount of debt outstanding at the end of the first quarter was $2.68 billion. The Company’s debt to Adjusted EBITDA and interest coverage ratios, were 5.0x and 4.6x, respectively.
Quarterly Dividend
The Company’s Board of Directors has declared a cash dividend of $0.10 per Class A common share for the second quarter of 2018. The dividend will be payable on June 29, 2018 to all stockholders of record as of the close of business on June 15, 2018.
Prior to the payment of such dividend, Station Holdco LLC (“Station Holdco”) will make a cash distribution to all unit holders of record, including the Company, of $0.10 per unit for a total distribution of approximately $11.6 million, approximately $6.9 million of which is expected to be distributed to the Company and approximately $4.7 million of which is expected to be distributed to the other unit holders of record of Station Holdco.
Conference Call Information
The Company will host a conference call today at 4:30 p.m. Eastern Time to discuss its financial results. The conference call will consist of prepared remarks from the Company and will include a question and answer session. Those interested in participating in the call should dial (877) 793-4361, or (615) 247-0185 for international callers, approximately 15 minutes before the call start time. A replay of the call will be available from today through May 8, 2018 at www.redrockresorts.com. A live audio webcast of the call will also be available at www.redrockresorts.com.
Presentation of Financial Information
(1) Adjusted EBITDA includes net income plus depreciation and amortization, share-based compensation, write-downs and other charges, net, tax receivable agreement liability adjustment, interest expense, net, loss on extinguishment/modification of debt, net, change in fair value of derivative instruments, provision for income tax and other, and excludes Adjusted EBITDA attributable to the noncontrolling interests of MPM.
Company Information and Forward Looking Statements
Red Rock Resorts owns a majority indirect equity interest in and manages Station Casinos LLC (“Station Casinos”). Station Casinos is the leading provider of gaming and entertainment to the residents of Las Vegas, Nevada. Station Casinos’ properties, which are located throughout the Las Vegas valley, are regional entertainment destinations and include various amenities, including numerous restaurants, entertainment venues, movie theaters, bowling and convention/banquet space, as well as traditional casino gaming offerings such as video poker, slot machines, table games, bingo and race and sports wagering. Station Casinos owns and operates Red Rock Casino Resort Spa, Green Valley Ranch Resort Spa Casino, Palms Casino Resort, Palace Station Hotel & Casino, Boulder Station Hotel & Casino, Sunset Station Hotel & Casino, Santa Fe Station Hotel & Casino, Texas Station Gambling Hall & Hotel, Fiesta Rancho Casino Hotel, Fiesta Henderson Casino Hotel, Wildfire Rancho, Wildfire Boulder, Wild Wild West Gambling Hall & Hotel, Wildfire Sunset, Wildfire Valley View, Wildfire Anthem and Wildfire Lake Mead. Station Casinos also owns a 50% interest in Barley’s Casino & Brewing Company, Wildfire Casino & Lanes and The Greens. In addition, Station Casinos is the manager of Graton Resort & Casino in northern California and owns a 50% interest in MPM Enterprises, L.L.C., which managed Gun Lake Casino in southwestern Michigan through February 2018.
This press release contains certain forward-looking statements with respect to the Company and its subsidiaries which involve risks and uncertainties that cannot be predicted or quantified, and consequently, actual results may differ materially from those expressed or implied herein. Such risks and uncertainties include, but are not limited to the effects of the economy and business conditions on consumer spending and our business; competition, including the risk that new gaming licenses or gaming activities are approved; our substantial outstanding indebtedness and the effect of our significant debt service requirements; our ability to refinance our outstanding indebtedness and obtain necessary capital; the impact of extensive regulation; risks associated with changes to applicable gaming and tax laws; risks associated with development, construction and management of new projects or the redevelopment or expansion of existing facilities; and other risks described in the filings of the Company with the Securities and Exchange Commission. In providing forward-looking statements, the Company is not undertaking any duty or obligation to update these statements publicly as a result of new information, future events or otherwise, except as required by law. If the Company updates one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those other forward-looking statements.
View source version on globenewswire.com: http://globenewswire.com/Search?runSearchId=39933809
CONTACT:
Red Rock Resorts
Daniel Foley
Vice President, Finance & Investor Relations
(702) 495-3683
or
Lori Nelson
Vice President of Corporate Communications
(702) 495-4248
Red Rock Resorts, Inc. | |||||||
Condensed Consolidated Statements of Income | |||||||
(amounts in thousands, except per share data) | |||||||
(unaudited) | |||||||
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Operating revenues: | |||||||
Casino | $ | 236,247 | $ | 223,536 | |||
Food and beverage | 90,928 | 98,546 | |||||
Room | 46,630 | 50,760 | |||||
Other | 22,556 | 22,669 | |||||
Management fees | 24,678 | 30,227 | |||||
Net revenues | 421,039 | 425,738 | |||||
Operating costs and expenses: | |||||||
Casino | 78,958 | 76,459 | |||||
Food and beverage | 80,109 | 84,825 | |||||
Room | 20,100 | 21,762 | |||||
Other | 8,786 | 9,031 | |||||
Selling, general and administrative | 95,109 | 94,661 | |||||
Depreciation and amortization | 43,164 | 45,253 | |||||
Write-downs and other charges, net | 3,845 | 1,054 | |||||
Tax receivable agreement liability adjustment | (16,873 | ) | — | ||||
313,198 | 333,045 | ||||||
Operating income | 107,841 | 92,693 | |||||
Earnings from joint ventures | 608 | 415 | |||||
Operating income and earnings from joint ventures | 108,449 | 93,108 | |||||
Other (expense) income: | |||||||
Interest expense, net | (31,111 | ) | (34,944 | ) | |||
Loss on extinguishment/modification of debt, net | — | (2,019 | ) | ||||
Change in fair value of derivative instruments | 15,803 | 39 | |||||
Other | (155 | ) | (86 | ) | |||
(15,463 | ) | (37,010 | ) | ||||
Income before income tax | 92,986 | 56,098 | |||||
Provision for income tax | (10,856 | ) | (10,679 | ) | |||
Net income | 82,130 | 45,419 | |||||
Less: net income attributable to noncontrolling interests | 30,950 | 25,519 | |||||
Net income attributable to Red Rock Resorts, Inc. | $ | 51,180 | $ | 19,900 | |||
Earnings per common share: | |||||||
Earnings per share of Class A common stock, basic | $ | 0.74 | $ | 0.30 | |||
Earnings per share of Class A common stock, diluted | $ | 0.65 | $ | 0.30 | |||
Weighted-average common shares outstanding: | |||||||
Basic | 68,798 | 65,692 | |||||
Diluted | 116,947 | 65,837 | |||||
Dividends declared per common share | $ | 0.10 | $ | 0.10 | |||
Red Rock Resorts, Inc. | |||||||
Segment Information and Reconciliation of Net Income to Adjusted EBITDA | |||||||
(amounts in thousands) | |||||||
(unaudited) | |||||||
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Net revenues | |||||||
Las Vegas operations | $ | 395,170 | $ | 394,244 | |||
Native American management | 24,505 | 30,105 | |||||
Reportable segment net revenues | 419,675 | 424,349 | |||||
Corporate and other | 1,364 | 1,389 | |||||
Net revenues | $ | 421,039 | $ | 425,738 | |||
Net income | $ | 82,130 | $ | 45,419 | |||
Adjustments | |||||||
Depreciation and amortization | 43,164 | 45,253 | |||||
Share-based compensation | 2,454 | 1,412 | |||||
Write-downs and other charges, net | 3,845 | 1,054 | |||||
Tax receivable agreement liability adjustment | (16,873 | ) | — | ||||
Interest expense, net | 31,111 | 34,944 | |||||
Loss on extinguishment/modification of debt, net | — | 2,019 | |||||
Change in fair value of derivative instruments | (15,803 | ) | (39 | ) | |||
Adjusted EBITDA attributable to MPM noncontrolling interest | (962 | ) | (4,638 | ) | |||
Provision for income tax | 10,856 | 10,679 | |||||
Other | 155 | 86 | |||||
Adjusted EBITDA | $ | 140,077 | $ | 136,189 | |||
Adjusted EBITDA | |||||||
Las Vegas operations | $ | 125,877 | $ | 120,857 | |||
Native American management | 22,094 | 23,317 | |||||
Reportable segment Adjusted EBITDA | 147,971 | 144,174 | |||||
Corporate and other | (7,894 | ) | (7,985 | ) | |||
Adjusted EBITDA | $ | 140,077 | $ | 136,189 |
Exhibit 99.2
RED ROCK RESORTS, INC.
SUPPLEMENTAL 2017 FINANCIAL INFORMATION AS ADJUSTED FOR NEW REVENUE RECOGNITION STANDARD (a)
(amounts in thousands, unaudited)
Q1 2017 | Q2 2017 | Q3 2017 | Q4 2017 | YE 2017 | ||||||||||||||||
Operating revenues: | ||||||||||||||||||||
Casino | $ | 223,536 | $ | 219,136 | $ | 221,771 | $ | 221,763 | $ | 886,206 | ||||||||||
Food and beverage | 98,546 | 91,596 | 87,311 | 87,995 | 365,448 | |||||||||||||||
Room | 50,760 | 45,194 | 43,447 | 39,640 | 179,041 | |||||||||||||||
Other | 22,669 | 23,541 | 23,817 | 22,940 | 92,967 | |||||||||||||||
Management fees | 30,227 | 30,676 | 29,602 | 27,972 | 118,477 | |||||||||||||||
Net revenues | 425,738 | 410,143 | 405,948 | 400,310 | 1,642,139 | |||||||||||||||
Operating costs and expenses: | ||||||||||||||||||||
Casino | 76,459 | 77,669 | 77,570 | 79,388 | 311,086 | |||||||||||||||
Food and beverage | 84,825 | 82,819 | 80,019 | 78,406 | 326,069 | |||||||||||||||
Room | 21,762 | 20,653 | 20,056 | 19,297 | 81,768 | |||||||||||||||
Other | 9,031 | 10,214 | 11,013 | 10,074 | 40,332 | |||||||||||||||
Selling, general and administrative | 94,661 | 95,214 | 98,840 | 92,215 | 380,930 | |||||||||||||||
Depreciation and amortization | 45,253 | 46,807 | 42,661 | 43,496 | 178,217 | |||||||||||||||
Write-downs and other charges, net | 1,054 | 9,638 | 15,239 | 3,653 | 29,584 | |||||||||||||||
Tax receivable agreement liability adjustment | - | (444 | ) | 214 | (139,070 | ) | (139,300 | ) | ||||||||||||
Related party lease termination | - | 98,393 | 1,950 | - | 100,343 | |||||||||||||||
Asset impairment | - | - | 1,829 | - | 1,829 | |||||||||||||||
333,045 | 440,963 | 349,391 | 187,459 | 1,310,858 | ||||||||||||||||
Operating income (loss) | 92,693 | (30,820 | ) | 56,557 | 212,851 | 331,281 | ||||||||||||||
Earnings from joint ventures | 415 | 420 | 407 | 390 | 1,632 | |||||||||||||||
Operating income (loss) and earnings from joint ventures | $ | 93,108 | $ | (30,400 | ) | $ | 56,964 | $ | 213,241 | $ | 332,913 |
(a) Reflects the Company's adoption of the new accounting standard for revenue recognition applying the full retrospective method.