-----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, SloXDf4RpuI/neS9fFYOFektaEpvudl6zt4GBt/As8GkHZ59uiQWfUhdqxBqA8ds SmVjc4I27N7jExK19QPiSQ== 0000796912-95-000011.txt : 19951119 0000796912-95-000011.hdr.sgml : 19951119 ACCESSION NUMBER: 0000796912-95-000011 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951114 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: PLAYERS INTERNATIONAL INC /NV/ CENTRAL INDEX KEY: 0000796912 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEMBERSHIP SPORTS & RECREATION CLUBS [7997] IRS NUMBER: 954175832 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-14897 FILM NUMBER: 95592618 BUSINESS ADDRESS: STREET 1: 800 BILBO ST CITY: LAKE CHARLES STATE: LA ZIP: 70601 BUSINESS PHONE: 3184371560 MAIL ADDRESS: STREET 1: 800 BILBO ST CITY: LAKE CHARLES STATE: LA ZIP: 70601 FORMER COMPANY: FORMER CONFORMED NAME: PLAYERS CLUB INTERNATIONAL INC DATE OF NAME CHANGE: 19861020 10-Q 1 19 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 _____________ FORM 10-Q (Mark One) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1995 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF SECURITIES EXCHANGE ACT OF 1943 For the transition period from _______________________ to ____________________ Commission file number 0-14897 Players International, Inc. Nevada 95-4175832 (State or other jurisdiction (I.R.S. employer of incorporation or identification no.) organization) 3900 Paradise Road, Suite 135 Las Vegas, NV 89109 (Address of principal (Zip code) executive offices) Registrant's telephone number, including area code (702) 691-3300 Former name, former address and former fiscal year, if changed since last report. Indicate by check whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No APPLICABLE ONLY TO CORPORATE ISSUERS: The number of shares outstanding of each of the registrant's classes of common stock was 29,404,100 shares at November 13, 1995. PLAYERS INTERNATIONAL, INC. AND SUBSIDIARIES INDEX PART I - FINANCIAL INFORMATION PAGE Item 1. Financial Statements Condensed Consolidated Balance Sheets at September 30, 1995 and March 31, 1995 1 Condensed Consolidated Statements of Operations for Three and Six Months Ended September 30, 1995 and September 30, 1994 3 Condensed Consolidated Statements of Cash Flows for Six Months Ended September 30, 1995 and September 30, 1994 4 Notes to Condensed Consolidated Financial Statements 5 Item 2.Management's Discussion and Analysis of Results of Operations and Financial Condition 7 PART II - OTHER INFORMATION Item 1.Legal Proceedings 10 Item 4.Submission of Matters to a Vote of Security Holders 10 Item 6.Exhibits and Reports on Form 8-K 11 PART I - FINANCIAL INFORMATION Item 1.Financial Statements PLAYERS INTERNATIONAL, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (dollars in thousands) ASSETS September 30,1995 March 31, 1995 1995 (Unaudited) CURRENT ASSETS: Cash and cash equivalents $ 18,476 $ 23,886 Marketable securities, net 120,827 26,446 Accounts receivable, net of allowance for doubtful accounts of $151 at September 30, 1995 and $130 at March 31, 1995 1,637 1,351 Notes receivable 3,248 1,279 Inventories 2,135 863 Deferred income tax 2,110 2,345 Prepaid expenses and other current assets 6,877 5,452 Total current assets 155,310 61,622 PROPERTY AND EQUIPMENT, net of accumulated depreciation and amortization of $17,085 at September 30, 1995 and $10,248 at March 31, 1995 175,729 118,105 DEFERRED INCOME TAX - long-term 1,943 1,943 INTANGIBLES, net 51,964 39,130 OTHER ASSETS 11,240 2,990 TOTAL ASSETS $ 396,186 $ 223,790 The accompanying notes are an integral part of these condensed consolidated statements. PLAYERS INTERNATIONAL, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (dollars in thousands, except par value) LIABILITIES AND STOCKHOLDERS' EQUITY September 30, 1995 March 31, 1995 (Unaudited) CURRENT LIABILITIES: Current portion of long-term debt $ 504 $ 3,375 Accounts payable 6,228 8,233 Accrued liabilities 22,580 27,030 Other liabilities 6,474 669 Total current liabilities 35,786 39,307 OTHER LONG-TERM LIABILITIES 17,356 2,808 LONG-TERM DEBT, net of current portion 150,000 5,532 STOCKHOLDERS' EQUITY: Preferred stock, no par value, Authorized--10,000,000 shares Issued and outstanding--none Common stock, $.005 par value, Authorized--90,000,000 shares Issued and outstanding-- 29,814,100 at September 30,1995 29,672,400 at March 31, 1995 149 148 Additional paid-in capital 122,970 121,712 Unrealized loss on marketable (56) (451) securities, net of tax Retained earnings 69,981 54,734 TOTAL STOCKHOLDERS' EQUITY 193,044 176,143 TOTAL LIABILITIES AND STOCKHOLDER EQUITY $ 396,186 $ 223,790 The accompanying notes are an integral part of these condensed consolidated statements. PLAYERS INTERNATIONAL, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (dollars in thousands, except per share data) (Unaudited) For the Three For the Six Months Ended Months Ended September 30, March 31, 1995 1994 1995 1994 REVENUES: Casino $73,743 $55,276 $136,853 $99,972 Food and beverage 3,502 2,077 5,170 4,024 Hotel 1,600 -- 1,600 -- Other 1,451 1,505 2,285 3,188 80,296 58,858 145,908 107,184 COSTS AND EXPENSES: Casino 29,843 18,734 54,241 34,405 Food and beverage 4,194 1,870 5,740 3,896 Hotel 908 -- 918 -- Other gaming related expenses 21,158 11,939 35,645 22,016 Corporate administrative expenses 2,494 2,004 4,324 3,524 Pre-opening and gaming development costs 2,237 1,729 7,995 3,304 Depreciation and amortization 5,780 1,675 9,258 3,387 66,614 37,951 118,121 70,532 Income before other income (expense) and provision for incomes taxes 13,682 20,907 27,787 36,652 OTHER INCOME (EXPENSE): Interest income 2,060 716 4,183 1,373 Other income, net 72 1 377 301 Interest expense (3,963) (177) (7,352) (318) (1,831) 540 (2,792) 1,356 Income before provision for income taxes 11,851 21,447 24,995 38,008 PROVISION FOR INCOME TAXES 4,622 8,137 9,748 14,257 NET INCOME $ 7,229 $13,310 $15,247 $23,751 EARNINGS PER COMMON AND COMMON SHARE EQUIVALENT: Primary 0.22 0.43 0.47 0.77 Fully diluted 0.22 0.42 0.47 0.76 WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES: Primary 32,730,731 31,048,200 32,602,273 30,816,300 Fully diluted 32,730,819 31,440,450 32,602,654 31,247,100 The accompanying notes are an integral part of these condensed consolidated statements. PLAYERS INTERNATIONAL, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (dollars in thousands) (Unaudited) For the Six Months Ended September 30, 1995 1994 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $15,247 $23,751 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 9,258 3,387 Other (2,169) 148 Changes in assets and liabilities: Accounts and notes receivable (2,276) (417) Inventories, prepaid expenses and other current assets (2,697) (1,335) Other assets (10,235) 281 Accounts payable and accrued liabilities (7,025) 1,872 Other liabilities 197 (206) Income tax payable -- (2,607) Net cash provided by operating activities 300 24,874 CASH FLOWS FROM INVESTING ACTIVITIES: Net purchases of property and equipment (56,336) (12,408) Purchase of marketable securities, net (91,562) (11,611) Net cash used in investing activities (147,898) (24,019) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of long-term debt 150,000 -- Payments of long-term debt (9,071) (83) Proceeds from exercise of stock options 1,260 1,105 Other (1) (253) Net cash provided by financing activities 142,188 769 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (5,410) 1,624 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 23,886 13,957 CASH AND CASH EQUIVALENTS AT END OF PERIOD $18,476 $15,581 SUPPLEMENTAL CASH FLOW DISCLOSURE: Interest paid $ 275 $ 318 Income taxes paid 8,596 16,329 Debt incurred to purchase land and equipment 667 3,211 Stock issued to purchase land -- 4,238 Unrealized gain (loss) on marketable securities, net of tax 394 (528) Accrued liabilities incurred to purchase property and equipment 5,500 -- Other long-term liabilities relating to costs in excess of fair value of tangible assets acquired 14,656 -- The accompanying notes are an integral part of these condensed consolidated statements. PLAYERS INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Note 1 - Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and the notes thereto included in the Company's Form 10-K for the year ended March 31, 1995. In the opinion of management, all adjustments (which include normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows of all periods presented have been made. On April 26, 1995, the Board of Directors declared a 3- for-2 stock split for stockholders of record at the close of business on May 8, 1995. All references to share data have been retroactively restated to reflect this split. The results of operations for the six month period ended September 30, 1995 are not necessarily indicative of the operating results for the full year. Certain reclassifications have been made to the financial statements as previously presented to conform to current classifications. Note 2 - Casino Revenues and Promotional Allowances Casino revenues are the net of gaming wins less losses. Revenues exclude the retail value of complimentary admissions, food and beverage and other items furnished to customers, which totaled approximately $5,764,000 and $2,138,000, and $9,705,000 and $3,813,000 for the three and six months ended September 30, 1995 and 1994, respectively. The estimated cost of providing such complimentary services are included in casino costs and expenses through inter-department allocations from the department granting the services as follows (dollars in thousands): For the Three Months For the Six Months Ended September 30, Ended September 30, 1995 1994 1995 1994 Food and beverage $ 4,002 $ 1,259 $ 6,786 $ 2,234 Admissions and other 1,086 782 1,896 1,369 $ 5,088 $ 2,041 $ 8,682 $ 3,603 Note 3 - Pre-opening and Gaming Development Costs All costs in connection with the identification and development of new gaming jurisdictions and sites are being expensed, except for the cost of property and equipment which is capitalized. Note 4 - Primary and Fully Diluted Shares Per share amounts have been computed based on the weighted average number of outstanding shares and common stock equivalents, if dilutive, during each period. A summary of the number of shares used in computing primary earnings per share follows: For the Three Months For the Six Months Ended September 30, Ended September 30, 1995 1994 1995 1994 Weighted average number of shares outstanding 30,051,219 26,937,450 29,889,606 26,697,600 Dilutive effect of options and warrants 2,679,512 4,110,750 2,712,667 4,118,700 Shares used in computing primary earnings per share 32,730,731 31,048,200 32,602,273 30,816,300 The number of shared used in computing fully diluted earnings per share is as follows: For the Three Months For the Six Months Ended September 30, Ended September 30, 1995 1994 1995 1994 Weighted average number of shares outstanding 30,051,219 26,937,450 29,889,606 26,697,600 Dilutive effect of options and warrants 2,679,600 4,503,000 2,713,048 4,549,500 Shares used in computing fully diluted earnings per share 32,730,819 31,440,450 32,602,654 31,247,100 Note 5 - Long-Term Debt On April 17, 1995, the Company issued $150,000,000 aggregate principal amount of 10-7/8% Senior Notes maturing on April 15, 2005. Interest is payable in cash semi- annually on April 15 and October 15 commencing October 15, 1995. On June 30, 1995, the Company paid off an aggregate of $8,876,000 of existing debt. On August 31, 1995, the Company closed on a $120,000,000 line of credit. As of September 30, 1995, no draws had been made under the line of credit. Note 6 - Subsequent Events On October 19, 1995, the Company replaced its Player II Riverboat in Lake Charles, Louisiana with the Players III Riverboat which was purchased from President Casinos for $18,000,000 plus incidental closing costs. The Company's original Lake Charles riverboat, the Players II will be moved to the Metropolis, Illinois facility where it will replace the Company's existing Metropolis riverboat. The Company repurchased in November, 1995 a total of 410,000 shares of its common stock in the open market for a total cost of $4,700,000. Item 2.Management's Discussion and Analysis of Results of Operations and Financial Condition General The Company is currently a developer and operator of gaming and entertainment facilities. The Company owns and operates one riverboat casino in Metropolis, Illinois, which commenced operations on February 23, 1993, two riverboat casinos in Lake Charles, Louisiana, the Players Riverboat Casino, which commenced operations on December 8, 1993, and the Lake Charles Star Riverboat Casino, which commenced operations on April 27, 1995, and Players Island Resort, a land based casino complex which opened on June 29, 1995 in Mesquite, Nevada. The Company also operates a horse racetrack in Paducah, Kentucky. The Company is presently engaged in the application and/or development process for a number of potential gaming and entertainment facilities in jurisdictions where gaming has been legalized or may soon be legalized. Liquidity and Capital Resources Cash and cash equivalents and marketable investment grade debt securities totaled $139.3 million at September 30, 1995 as compared to $50.3 million at March 31, 1995, reflecting primarily the Company's issuance of $150 million of 10-7/8% Senior Notes on April 17, 1995. For the six months ended September 30, 1995, cash provided by operating activities was $300,000 as compared to $24.9 million for the comparable period of the prior year. The decrease is attributable primarily to an increase in other assets (due to the payment of costs associated with issuing $150 million of 10-7/8% Senior Notes and arranging the $120 million bank credit facility) and the payoff of accrued liabilities (related to the purchase of the Showboat Star Partnership). During the six months ended September 30, 1995, the Company used $147.9 million in investing activities as compared to $24 million for the comparable period of the prior year. The use of cash is related to the investment by the Company of $56.3 million in property and equipment, primarily in Mesquite, Nevada, and Lake Charles, Louisiana. The Company also recorded net purchases of marketable securities during the current six month period of $91.6 million. Cash provided by financing activities of $142.2 million for the six months ended September 30, 1995, reflects $150 million in proceeds from the issuance of Senior Notes offset by the repayment of $9.1 million in long term debt. The Company is pursuing the development or acquisition of additional gaming and entertainment facilities which will require extensive amounts of capital. Based on projects currently under development, the Company estimates that expenditures for completion of additional facilities could total up to $175 million over the next twelve months. The Company expects to fund these expenditures with (i) cash and marketable securities on hand, (ii) cash flow from operations, and if needed, (iii) drawings available under its $120 million bank credit agreement. On October 19, 1995, the Company replaced its Players II Riverboat in Lake Charles, Louisiana, with the Players III Riverboat which was purchased from President Casinos for $18 million plus incidental closing costs. In connection with this acquisition, the Company invested approximately $9 million for gaming equipment, refitting and transportation costs. On November 2, 1995, the Company finalized its agreement with Harrah's Entertainment, Inc. to form a joint venture and co-develop a $270 million two riverboat casino complex in Maryland Heights, Missouri. Based on a fully developed budget for the project, the Company's portion is expected to be $135 million. The project is targeted to open in the December 1996 quarter, subject to the receipt of all necessary approvals for the joint development project. In November 1995, the Company repurchased a total of 410,000 shares of its common stock in the open market for a total cost of $4.7 million (through November 10, 1995). Results of Operations Total revenues for the three and six months ended September 30, 1995 increased to $80.3 million and $145.9 million, or by 36.4% and 36.1%, respectively, when compared to total revenues of $58.9 million and $107.2 million for the comparable periods of the prior year. This increase is primarily attributable to the opening of two new casinos, the Lake Charles Star Riverboat which opened on April 27, 1995 and Players Island Resort in Mesquite, Nevada which opened on June 29, 1995. Combined casino revenues totaled $73.7 million and $136.9 million for the three and six months ended September 30, 1995 as compared to $55.3 million and $100 million for the prior year periods. The period over period increases in casino revenues can be attributed to the opening of the aforementioned new facilities and to the continued success of the marketing programs in Metropolis. Total operating costs, exclusive of corporate administrative expense, pre-opening and gaming development costs and depreciation and amortization, increased 72.6% to $56.1 million and 60% to $96.5 million for the three and six months ended September 30, 1995 as compared to $32.5 million and $60.3 million for the comparable periods of the prior year. The increase in operating expenses is, again, primarily attributable to the opening of the Lake Charles Star Riverboat in April 1995 and Players Island Resort in June 1995. In addition, the Lake Charles and Metropolis operations have increased their spending on advertising and marketing as a result of increased competition in Lake Charles and in anticipation of heightened competition in the Metropolis market later this year. The Lake Charles facility was also subject to a $.50 per passenger increase in the head tax it pays to the local municipality. Corporate administrative costs were $2.5 million and $4.3 million for the current year periods as compared to $2 million and $3.5 million for the three and six months ended September 30, 1994. The increases primarily reflect staff expansion and additional administrative activities associated with the operation of three facilities as compared to two facilities for the prior year periods. Pre-opening and gaming development costs were $2.2 million and $8 million for the three and six months ended September 30, 1995 as compared to $1.7 million and $3.3 million for the comparable periods of the prior year primarily due to the Company's Mesquite, Nevada and Maryland Heights, Missouri projects. Pre-opening expenses for the three and six months ended September 30, 1995 were $1.4 million and $6.2 million. In comparison, the Company recorded pre-opening costs of $246,000 and $298,000 for the three and six months ended September 30, 1994. Development costs amounted to $874,000 for the three months and $1.8 million for the six months ended September 30, 1995 as compared to $1.5 million and $3 million for the three and six months ended September 30, 1994. The decrease in development costs is primarily the result of reduced legislative activity in emerging jurisdictions. Depreciation and amortization for the three and six months ended September 30, 1995 increased to $5.8 million and $9.3 million, respectively, as compared to $1.7 million and $3.4 million for the comparable periods of the prior year. The increase in depreciation and amortization expense is primarily due to the opening of the Lake Charles Star Riverboat in April 1995, the completion of Players Island Resort in June 1995 and the amortization of goodwill associated with the acquisition of the Lake Charles Star Riverboat. Other expenses amounted to $1.8 million and $2.8 million for the current year periods as compared to other income of $540,000 and $1.4 million for the three and six months ended September 30, 1994. In April 1995, the Company issued $150 million in 10-7/8% Senior Notes resulting in interest expense of $4 million and $7.4 million for the three and six months ended September 30, 1995 as compared to $177,000 and $318,000 for the comparable periods of the prior year. The increase in interest expense was partially offset by an increase in interest income to $2.1 million and $4.2 million for the three and six months ended September 30, 1995 as compared to $716,000 and $1.4 million for the previous year periods. The increase in interest income resulted from the investment of the proceeds of the Senior Notes in investment grade debt securities. The Company's effective net tax rate covering both state and Federal taxes was 39% for the three and six months ended September 30, 1995 as compared to 38% for the comparable periods of the prior year. The increase reflects less tax exempt income on investments during the current year periods as compared to the three and six months ended September 30, 1994. Consolidated net income for the three and six months ended September 30, 1995 was $7.2 million, or $.22 per share, and $15.2 million, or $.47 per share, respectively, as compared to $13.3 million, or $.42 per share, and $23.8 million, or $.76 per share, for the comparable periods of the prior year. The period over period decreases in net income are primarily attributable to increased operating and depreciation and amortization costs associated with the Company's new operations and to increased interest expense related to the issuance of $150 million in debt in April 1995. PART II - OTHER INFORMATION Item 1. Legal Proceedings The Company has the following new legal proceedings and developments to report: Schreier v. Players International, Inc., et al On or about October 27, 1995 the Company was served with a purported class action in the United States District Court for the District of Nevada which is essentially identical to the Poulos and Ahearn litigation described in the Company's Form 10-K, except for certain variations in the definition of the purported class. The Company will file motions to dismiss the Complaint which will be analogous to those currently pending before the Court in the Poulos and Ahearn matter. Hyland v. Players International, Inc. et al This purported class action was filed on May 5, 1995 in the United States District Court, District of New Jersey seeking damages for violation of the Sherman Anti-Trust Act, the Federal Fair Credit Reporting Act and various State law causes of action arising out of an alleged conspiracy on the part of the casino industry to prohibit card counters from playing blackjack. The Complaint names 88 defendants consisting of virtually every casino operating in the North American continent. The Company has successfully obtained a voluntary dismissal without prejudice of the plaintiff's Complaint on the ground that the plaintiff had failed to name the proper corporate entity. Since this dismissal is without prejudice, the plaintiffs may amend the Complaint to name the Company. Moreover, defendants in the case have pending motions to dismiss plaintiff's Complaint for failure to state a claim; certain defendants having pending motions to dismiss for lack of personal jurisdiction; and certain other defendants have pending motions to transfer jurisdiction of the matter to the District of Nevada. Labor Developments The May 23, 1995 petition by the American Maritime Officers Union (the `AMO') requesting AMO representation of licensed crew members (captains, mates and chief engineers) at Lake Charles was dismissed on September 29, 1995. The May 23, 1995 petition by the Seafarers International Union (`SIU') to represent unlicensed Lake Charles crew members resulted in an election for which the tentative results indicated that such employees (currently 61 in number) were in favor of union representation. The Company filed objections with the National Labor Relations Board (the `NLRB') regarding the conduct of the SIU election, which are pending. Therefore, the NLRB has not taken final action to certify the results of such election. A separate petition before the NLRB seeking union representation of approximately one-half of the Metropolis work force by the United Food and Commercial Workers Union, Local 881 (`Local 881'), has resulted in the scheduling of an election on December 8, 1995. An earlier claim of unfair labor charges in connection with Local 881's petition has been resolved and disposed of by the NLRB without any Company payment. Item 4. Submission of Matters to a Vote of Security Holders On September 12, 1995, the annual meeting of the Registrant's Stockholders was held, and current directors were re-elected. The directors for fiscal year 1996 are Edward Fishman, David Fishman, Howard Goldberg, Thomas E. Gallagher, Marshall S. Geller, Steven P. Perskie and Lee Seidler. On the record date fixed for the annual meeting, stockholders holding 29,763,904 shares of the Registrant's Common Stock were entitled to vote. Present at the meeting in person, or by proxy were stockholders holding 28,677,439 shares of Common Stock. Proposal 2, Amendment to the Amended and Restated 1993 Stock Incentive Plan was approved with 24,340,348 votes for, 546,146 votes against, 412,454 abstentions and 389,162 not indicated. Proposal 3, Amendment to the 1994 Directors Stock Incentive Plan was approved with 23,975,152 votes for, 904,724 votes against, 419,102 abstentions and 389,132 not indicated. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits - none (b) The following reports on Form 8-K were filed in the quarter covered by this Form 10-Q. A current report filed on Form 8-K on July 20, 1995 discussed the Company's plans to purchase the President Casino IV Riverboat, place it in Lake Charles, Louisiana and move the original Lake Charles riverboat, the Players II, to Metropolis, Illinois. The July 20, 1995 Form 8-K also discussed the letter of intent with Harrah's Entertainment related to a joint venture to operate a riverboat facility in Shreveport, Louisiana. A current report filed on Form 8-K on September 22, 1995 discussed recent operating results as well as a proposed riverboat casino project in Harrison County, Indiana. This 8-K also discussed the termination of the joint venture with H Group Holdings, Inc., to acquire stock in Grand Palais Riverboat, Inc. SIGNATURES 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 thereunto duly authorized. PLAYERS INTERNATIONAL, INC. Date: November 13, 1995 By /s/ Peter J. Aranow Peter J. Aranow, Executive Vice President Chief Financial Officer Date: November 13, 1995 By /s/ Stephen K. Radusch Stephen K. Radusch, Controller Principal Accounting Officer EX-27 2
5 1000 6-MOS MAR-31-1996 SEP-30-1995 18476 120827 5036 151 2135 155310 192814 17085 396186 35786 150504 149 0 0 192895 396186 0 80296 0 34945 31669 0 3963 11851 4622 7229 0 0 0 7229 .22 .22
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