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 24, 2012
BALLY TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Nevada |
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001-31558 |
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88-0104066 |
(State or other jurisdiction of |
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(Commission File Number) |
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(I.R.S. Employer |
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6601 S. Bermuda Rd. Las Vegas, Nevada (Address of principal executive |
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89119 (Zip Code) |
Registrants telephone number, including area code: (702) 584-7700
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.
On October 25, 2012, Bally Technologies, Inc. (the Company), issued a press release (the Release) announcing the Companys results for the first fiscal quarter of 2013 and updated guidance for the fiscal year ended June 30, 2013. A copy of the Release is attached hereto as Exhibit 99.1 and the portions thereof announcing the Companys results for the fiscal quarter ended September 30, 2012 are incorporated herein by reference.
Item 8.01 Other Events.
On October 24, 2012, the Board of Directors of the Company approved a new $150 million share-repurchase program, which replaced the Companys prior repurchase program.
Item 9.01. Exhibit.
(d) Exhibits
99.1 Press release issued by the Company, dated October 25, 2012.
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, thereunto duly authorized.
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BALLY TECHNOLOGIES, INC. | ||
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By: |
/s/Mark Lerner |
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Mark Lerner | |
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Senior Vice President, General Counsel and Secretary | |
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Dated: October 29, 2012 |
Exhibit 99.1
Investor Contact: Michael J. Carlotti |
Media Contact: Laura Olson-Reyes |
(702) 584-7995 |
(702) 584-7742 |
mcarlotti@ballytech.com |
lolson-reyes@ballytech.com |
BALLY TECHNOLOGIES, INC. REPORTS RECORD FIRST QUARTER FISCAL 2013 DILUTED EPS OF $0.77, UP 71 PERCENT FROM PRIOR YEAR
- WIDE-AREA PROGRESSIVE INSTALLED BASE GROWS 94 PERCENT AND SETS RECORD QUARTERLY REVENUE; CASH CONNECTION INSTALLED BASE INCREASES TO 1,216 UNITS
- GAMING EQUIPMENT REVENUES INCREASE 28 PERCENT
- BOARD OF DIRECTORS APPROVES NEW $150 MILLION SHARE REPURCHASE PROGRAM; COMPANY REPURCHASED $67 MILLION WORTH OF STOCK SINCE JUNE 30, 2012
- INCREASES FISCAL 2013 DILUTED EPS GUIDANCE TO $3.05 TO $3.35
LAS VEGAS, October 25, 2012 Bally Technologies, Inc. (NYSE: BYI), a leader in slots, video machines, casino management, interactive applications, and networked and server-based systems for the global gaming industry, today announced record first quarter diluted earnings per share (Diluted EPS) of $0.77 and revenue of $235 million for the three months ended September 30, 2012.
Our first quarter fiscal 2013 results continue to reflect the success of our expanded game studios, our new technology platform, and our successful execution on a number of other initiatives, including the entrance into new markets, said Richard M. Haddrill, the Companys Chief Executive Officer. We expect continued growth from each of our businesses as both our visibility and our customer partnerships are at remarkable levels, and we continue to identify new growth opportunities. Further, the Bally showing earlier this month at the Global Gaming Expo (G2E) was the best in our companys history.
This week, the Companys Board of Directors authorized a new $150 million share repurchase program, replacing our existing program under which we had repurchased approximately $127 million of common stock, including $67 million of stock repurchased at an average price of $44.22 per share during the first quarter, said Neil Davidson, the Companys Chief Financial Officer. The new repurchase program allows us to continue to support our capital-deployment strategy and reflects our continued confidence in Ballys long-term growth plan and ability to consistently generate free cash flow.
Additionally, the Companys leverage ratio remains comfortably below 2.0 times, which leaves the Companys share repurchases unrestricted under the terms of its credit agreement. This quarter represented the 20th consecutive quarter the Company has repurchased its common stock.
The first quarter was momentous as we shipped our first Video Lottery Terminal (VLT) units to the Atlantic Lottery Corporation, as well as initial Video Gaming Terminal (VGT) units in Illinois, said Ramesh Srinivasan, the Companys President and Chief Operating Officer. We are pleased with the feedback we received from customers earlier this month at
Bally Technologies, Inc. Reports Record First Quarter Diluted EPS of $0.77 and Revenue of $235 Million |
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G2E, where we showcased a significantly expanded game library and premium titles, such as NASCAR® and Pawn Stars, and additional content for the Elite Bonusing Suite. We remain confident in our growing for-sale content and in the performance of our wide-area progressive (WAP) products including GREASE and Michael Jackson King of Pop, and now our newest title, Betty Boops Fortune Teller, which yet again drove record quarterly gaming operations revenues and gross margin.
First Quarter Fiscal Year 2013 Highlights
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Three Months Ended September 30, |
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2012 |
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% Rev |
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2011 |
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% Rev |
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(dollars in millions, except per share amounts) |
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Revenues: |
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Gaming Equipment |
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$ |
82.7 |
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35 |
% |
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$ |
64.4 |
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33 |
% |
Gaming Operations |
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101.2 |
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43 |
% |
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85.0 |
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44 |
% | ||
Systems |
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51.3 |
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22 |
% |
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45.6 |
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23 |
% | ||
Total revenues |
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$ |
235.2 |
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100 |
% |
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$ |
195.0 |
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100 |
% |
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Gross Margin: |
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Gaming Equipment (1) |
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$ |
39.2 |
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47 |
% |
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$ |
28.4 |
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44 |
% |
Gaming Operations |
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70.1 |
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69 |
% |
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60.7 |
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71 |
% | ||
Systems (1) |
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39.5 |
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77 |
% |
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34.5 |
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76 |
% | ||
Total gross margin |
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$ |
148.8 |
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63 |
% |
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$ |
123.6 |
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63 |
% |
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Selling, general and administrative |
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$ |
64.5 |
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27 |
% |
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$ |
57.2 |
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29 |
% |
Research and development costs |
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25.1 |
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11 |
% |
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23.4 |
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12 |
% | ||
Depreciation and amortization |
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5.6 |
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2 |
% |
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5.6 |
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3 |
% | ||
Operating income |
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$ |
53.6 |
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23 |
% |
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$ |
37.4 |
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19 |
% |
Adjusted EBITDA |
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$ |
78.8 |
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$ |
59.1 |
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Diluted EPS |
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$ |
0.77 |
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$ |
0.45 |
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(1) Gross Margin from Gaming Equipment and Systems excludes amortization related to certain intangibles, including core technology and license rights, which are included in depreciation and amortization.
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Three Months Ended |
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2012 |
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2011 |
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Operating Statistics |
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New gaming devices |
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4,608 |
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3,399 |
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New unit Average Selling Price (ASP) |
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$ |
16,853 |
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$ |
16,624 |
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As of September 30, |
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2012 |
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2011 |
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End-of-period installed base: |
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Linked progressive systems |
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2,251 |
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1,181 |
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Rental and daily-fee games |
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14,971 |
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14,466 |
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Lottery systems |
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12,040 |
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8,418 |
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Centrally determined systems |
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39,192 |
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48,125 |
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Bally Technologies, Inc. Reports Record First Quarter Diluted EPS of $0.77 and Revenue of $235 Million |
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Highlights of Certain Results for the Three Months Ended September 30, 2012
Overall
· Total revenue increased 21 percent to a first-quarter record $235 million as compared with $195 million last year.
· Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization, including share-based compensation), a non-GAAP financial measure, increased 33 percent to a first-quarter record $79 million as compared with $59 million last year.
· Selling, general and administrative expenses (SG&A) declined to 27 percent of total revenues from 29 percent last year. SG&A increased $7 million primarily due to an increase in payroll to support key new markets.
· Research and development expenses (R&D) decreased to 11 percent of total revenues compared to 12 percent last year, with revenues continuing to grow faster than R&D expense growth.
· Operating income increased 43 percent to a first-quarter record $54 million compared with $37 million last year. Operating margin increased to 23 percent from 19 percent last year.
· Diluted EPS increased 71 percent to a first-quarter record $0.77 from $0.45 last year.
Gaming Equipment
· Revenues increased 28 percent to $83 million as compared with $64 million last year, driven by higher domestic replacement sales, the shipment of 670 units to the Atlantic Lottery Corporation, and initial shipments into the Illinois VGT market.
· ASP of new gaming devices, including lower-ASP VLTs and VGTs, increased slightly to $16,853 per unit from $16,624 last year, primarily as a result of the mix of Pro Series cabinets sold in the quarter.
· New-unit sales to international customers were 16 percent of total new-unit shipments.
· Gross margin increased to 47 percent from 44 percent last year, primarily due to mix and cost reductions on certain models of the Pro Series line of cabinets.
Gaming Operations
· Revenues increased 19 percent to a record $101 million as compared with $85 million last year, driven primarily by 94 percent growth in the installed base of WAP games, as well as previously placed games at Resorts World Casino New York City which opened in late calendar 2011.
· Gross margin decreased to 69 percent from 71 percent last year, primarily due to higher jackpot expense.
Systems
· Revenues increased 13 percent to $51 million as compared with $46 million last year.
· Maintenance revenues increased 17 percent to a record $21 million as compared with $18 million last year.
· Gross margin increased to 77 percent from 76 percent last year, primarily as a result of the change in mix of products. Specifically, hardware sales were 26 percent of systems revenues, and software and service sales were 34 percent, as compared to 28 percent for hardware and 33 percent for software and services in the same period last year.
Fiscal 2013 Business Update
The Company increased its fiscal 2013 guidance for Diluted EPS to a range of $3.05 to $3.35.
The Company has provided this range of earnings guidance for fiscal 2013 to give investors general information on the overall direction of its business at this time. The guidance provided is subject to numerous uncertainties, including, among others, overall economic and capital-market conditions, the market for gaming devices and systems, changes in gaming legislation, the timing of new jurisdictions and casino openings, the timing and completion of new systems installations, competitive product introductions, complex revenue-recognition rules related to the Companys business, and assumptions about the Companys new product introductions and regulatory approvals. The Company does not intend and undertakes no obligation to update its forward-looking statements, including forecasts, potential opportunities for growth in new and existing markets, and future prospects for proposed new products. Accordingly, the Company does not intend to update
Bally Technologies, Inc. Reports Record First Quarter Diluted EPS of $0.77 and Revenue of $235 Million |
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guidance during the quarter. Additional information about the factors that could potentially affect the Companys financial results included in todays press release can be found in the Companys Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.
New Share Repurchase Program
This week the Companys Board of Directors approved a new $150 million share repurchase program. The shares may be repurchased in such amounts as management deems appropriate in light of prevailing market and economic conditions, alternative uses of capital, restrictions under the Companys debt obligations, regulatory requirements, and other factors. In implementing its repurchase program, the Company may utilize a variety of methods, which may include open market purchases, privately negotiated transactions, block trades, accelerated share repurchase transactions, or any combination thereof.
Purchases may be made on a case-by-case basis or on a non-discretionary basis in a manner designed to comply with the requirements of Rule 10b5-1 and/or Rule 10b-18 under the Securities Exchange Act of 1934. This program does not obligate the Company to acquire any particular amount of common stock. The program may be suspended, modified, or discontinued at any time at the discretion of the Companys Board of Directors and has no set expiration date.
Bally and IGT Settle Patent Litigation
Bally and International Game Technology (NYSE:IGT) announced today they have entered into a Settlement and License Agreement that will end their pending patent litigation in the case styled IGT v. Bally Gaming Intl, Inc., Civil Action No. 1:06-cv-00282-SLR (D. Del.). As part of the settlement agreement, Bally Technologies will obtain a patent license to IGTs bonusing portfolio under confidential terms and will dismiss its counterclaims with prejudice.
Non-GAAP Financial Measures
The following table reconciles the Companys net income attributable to Bally Technologies, Inc., as determined in accordance with generally accepted accounting principles (GAAP), to Adjusted EBITDA:
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Three Months Ended |
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September 30, |
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2012 |
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2011 |
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(in 000s) |
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Income from continuing operations, net of tax |
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$ |
32,532 |
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$ |
20,392 |
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Interest expense, net |
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3,473 |
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3,273 |
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Income tax expense |
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18,429 |
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11,853 |
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Depreciation and amortization |
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21,319 |
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20,209 |
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Share-based compensation |
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3,021 |
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3,392 |
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Adjusted EBITDA |
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$ |
78,774 |
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$ |
59,119 |
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Adjusted EBITDA is a supplemental non-GAAP financial measure used by the Companys management and by some industry analysts to evaluate the Companys ability to service debt, and is used by some investors and financial analysts in the gaming industry in measuring and comparing Ballys leverage, liquidity, and operating performance to other gaming companies. Adjusted EBITDA should not be considered an alternative to operating income or net cash from operations as determined in accordance with GAAP. Not all companies calculate Adjusted EBITDA the same way, and the Companys presentation may be different from those presented by other companies.
Earnings Conference Call and Webcast
As previously announced, the Company is hosting a conference call and webcast today at 4:30 p.m. EDT (1:30 p.m. PDT). The conference-call dial-in number is 888-396-2384 or 617-847-8711 (International); passcode Bally. The webcast can be accessed by visiting BallyTech.com and selecting Investor Relations. Interested parties should initiate the call and webcast process at least five minutes prior to the beginning of the presentation. For those who miss this event, an archived version will be available at BallyTech.com until November 25, 2012.
Bally Technologies, Inc. Reports Record First Quarter Diluted EPS of $0.77 and Revenue of $235 Million |
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About Bally Technologies, Inc.
With a history dating back to 1932, Las Vegas-based Bally Technologies designs, manufactures, operates, and distributes advanced technology-based gaming devices and systems worldwide, as well as interactive and mobile solutions. Ballys product line includes reel-spinning slot machines, video slot machines, wide-area progressives, and Class II, lottery, and central determination games and platforms. Bally also offers an array of casino management, slot accounting, bonusing, cashless, and table-management solutions. Additional Company information, including the Companys investor presentation, can be found at BallyTech.com. Connect with Bally on Facebook, Twitter, YouTube and LinkedIn.
This news release may contain forward-looking statements within the meaning of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, and is subject to the safe harbors created thereby. Forward looking-statements are subject to change and involve risks and uncertainties that could significantly affect future results, including those risks detailed from time to time in the Companys filings with the Securities and Exchange Commission. Although the Company believes any expectations expressed in any forward-looking statements are reasonable, future results may differ materially from those expressed in any forward-looking statements. The Company undertakes no obligation to update the information in this press release except as required by law and represents that the information speaks only as of todays date.
BALLY TECHNOLOGIES, INC.
Michael Jackson - ©2012 Triumph International, Inc. under license from Bravado Merchandising. All rights reserved. GREASE - ©2012 Paramount Pictures. All Rights Reserved. NASCAR - NASCAR® is a registered trademark of the National Association for Stock Car Auto Racing, Inc. NASCAR® is a registered trademark of NASCAR, Inc.; Pawn Stars - ©2012 A&E Television Networks, LLC. All rights reserved. Pawn Stars, HISTORY, the H and their associated logos are trademarks of A&E Television Networks, LLC. Gold & Silver and its associated logos are trademarks of Gold & Silver Coin Shop, Inc. All rights reserved. Betty Boop ©2012 King Features Syndicate, Inc. Hearst Holding, Inc. www.BettyBoop.com
Bally Technologies, Inc. Reports Record First Quarter Diluted EPS of $0.77 and Revenue of $235 Million |
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BALLY TECHNOLOGIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2012 AND 2011
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Three Months Ended |
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September 30, |
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2012 |
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2011 |
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(in 000s, except per share amounts) |
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Revenues: |
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Gaming equipment and systems |
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$ |
134,011 |
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$ |
110,013 |
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Gaming operations |
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101,140 |
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84,954 |
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235,151 |
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194,967 |
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Costs and expenses: |
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Cost of gaming equipment and systems (1) |
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55,354 |
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47,101 |
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Cost of gaming operations |
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30,993 |
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24,232 |
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Selling, general and administrative |
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64,516 |
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57,222 |
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Research and development costs |
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25,095 |
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23,386 |
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Depreciation and amortization |
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5,604 |
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5,635 |
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181,562 |
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157,576 |
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Operating income |
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53,589 |
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37,391 |
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Other income (expense): |
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Interest income |
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1,144 |
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1,324 |
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Interest expense |
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(4,617 |
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(4,597 |
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Other, net |
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(743 |
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(1,856 |
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Income from operations before income taxes |
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49,373 |
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32,262 |
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Income tax expense |
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(18,429 |
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(11,853 |
) | ||
Net income |
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30,944 |
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20,409 |
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Less net income (loss) attributable to noncontrolling interests |
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(1,588 |
) |
17 |
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Net income attributable to Bally Technologies, Inc. |
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$ |
32,532 |
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$ |
20,392 |
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Basic and Diluted earnings per share attributable to Bally Technologies, Inc.: |
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Basic earnings per share |
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$ |
0.80 |
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$ |
0.47 |
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Diluted earnings per share |
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$ |
0.77 |
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$ |
0.45 |
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Weighted average shares outstanding: |
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Basic |
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40,868 |
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43,708 |
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Diluted |
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42,115 |
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45,567 |
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(1) Cost of gaming equipment and systems excludes amortization related to certain intangibles, including core technology and license rights, which are included in depreciation and amortization.
Bally Technologies, Inc. Reports Record First Quarter Diluted EPS of $0.77 and Revenue of $235 Million |
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BALLY TECHNOLOGIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF SEPTEMBER 30, 2012 AND JUNE 30, 2012
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September 30, |
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June 30, |
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|
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(in 000s, except share amounts) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
55,811 |
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$ |
32,673 |
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Restricted cash |
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12,827 |
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13,645 |
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Accounts and notes receivable, net of allowances for doubtful accounts of $16,674 and $14,073 |
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274,081 |
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264,842 |
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Inventories |
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70,960 |
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75,066 |
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Prepaid and refundable income tax |
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14,035 |
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13,755 |
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Deferred income tax assets |
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41,695 |
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42,822 |
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Deferred cost of revenue |
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20,319 |
|
17,615 |
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Prepaid assets |
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16,477 |
|
13,061 |
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Other current assets |
|
3,491 |
|
6,980 |
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Total current assets |
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509,696 |
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480,459 |
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Restricted long-term investments |
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10,887 |
|
12,171 |
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Long-term accounts and notes receivables, net of allowances for doubtful accounts of $3,695 and $3,029 |
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45,348 |
|
55,786 |
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Property, plant and equipment, net of accumulated depreciation of $57,949 and $58,823 |
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32,763 |
|
30,667 |
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Leased gaming equipment, net of accumulated depreciation of $192,556 and $185,846 |
|
124,912 |
|
121,151 |
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Goodwill |
|
172,095 |
|
171,971 |
| ||
Intangible assets, net |
|
37,046 |
|
39,166 |
| ||
Deferred income tax assets |
|
7,892 |
|
7,409 |
| ||
Income tax receivable |
|
12,041 |
|
12,041 |
| ||
Deferred cost of revenue |
|
14,627 |
|
16,542 |
| ||
Other assets, net |
|
22,083 |
|
23,104 |
| ||
Total assets |
|
$ |
989,390 |
|
$ |
970,467 |
|
|
|
|
|
|
| ||
LIABILITIES AND STOCKHOLDERS EQUITY |
|
|
|
|
| ||
Current liabilities: |
|
|
|
|
| ||
Accounts payable |
|
$ |
33,549 |
|
$ |
41,414 |
|
Accrued and other liabilities |
|
83,720 |
|
85,310 |
| ||
Jackpot liabilities |
|
9,248 |
|
11,682 |
| ||
Deferred revenue |
|
54,560 |
|
46,314 |
| ||
Income tax payable |
|
14,000 |
|
12,226 |
| ||
Current maturities of long-term debt |
|
19,034 |
|
17,091 |
| ||
Total current liabilities |
|
214,111 |
|
214,037 |
| ||
Long-term debt, net of current maturities |
|
538,750 |
|
494,375 |
| ||
Deferred revenue |
|
23,699 |
|
26,715 |
| ||
Other income tax liability |
|
14,210 |
|
13,922 |
| ||
Other liabilities |
|
25,833 |
|
23,943 |
| ||
Total liabilities |
|
816,603 |
|
772,992 |
| ||
Commitments and contingencies |
|
|
|
|
| ||
Stockholders equity: |
|
|
|
|
| ||
Special stock, 10,000,000 shares authorized: Series E, $100 liquidation value; 115 shares issued and outstanding |
|
12 |
|
12 |
| ||
Common stock, $.10 par value; 100,000,000 shares authorized; 63,481,000 and 63,150,000 shares issued and 40,894,000 and 42,102,000 outstanding |
|
6,340 |
|
6,309 |
| ||
Treasury stock at cost, 22,587,000 and 21,048,000 shares |
|
(858,709 |
) |
(790,633 |
) | ||
Additional paid-in capital |
|
500,904 |
|
489,002 |
| ||
Accumulated other comprehensive loss |
|
(12,966 |
) |
(13,477 |
) | ||
Retained earnings |
|
537,427 |
|
504,895 |
| ||
Total Bally Technologies, Inc. stockholders equity |
|
173,008 |
|
196,108 |
| ||
Noncontrolling interests |
|
(221 |
) |
1,367 |
| ||
Total stockholders equity |
|
172,787 |
|
197,475 |
| ||
Total liabilities and stockholders equity |
|
$ |
989,390 |
|
$ |
970,467 |
|