-----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, EYqZN9eMEG5qcoQrjIrrZOMREw4AwSNXVydbsQntEf0e4O1XpnV7AkNp+YILyUJa 6U7DU08nmjDsZzMdnXpmFA== 0000950134-97-006233.txt : 19970818 0000950134-97-006233.hdr.sgml : 19970818 ACCESSION NUMBER: 0000950134-97-006233 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970602 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970815 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CROWN CASINO CORP CENTRAL INDEX KEY: 0000799850 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 630851141 STATE OF INCORPORATION: TX FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-14939 FILM NUMBER: 97664321 BUSINESS ADDRESS: STREET 1: 4040 N. MACARTHUR BLVD. STREET 2: SUITE 100 CITY: IRVING STATE: TX ZIP: 75038 BUSINESS PHONE: (972) 717-3423 MAIL ADDRESS: STREET 1: 4040 N. MACARTHUR BLVD. STREET 2: SUITE 100 CITY: IRVING STATE: TX ZIP: 75038 FORMER COMPANY: FORMER CONFORMED NAME: SKYLINK AMERICA INC DATE OF NAME CHANGE: 19920703 8-K/A 1 AMENDMENT NO. 1 TO FORM 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (AMENDMENT NO. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report (Date of earliest event reported) JUNE 2, 1997 CROWN CASINO CORPORATION - ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter)
TEXAS 0-14939 63-0851141 - -------------------------------------------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer Identification No.) of incorporation)
4040 NORTH MACARTHUR BOULEVARD, SUITE 100, IRVING, TEXAS 75038 - ------------------------------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code (972) 717-3423 - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report) 2 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Financial statements of businesses acquired. The following financial statements of Casino Magic Neuquen S.A. are hereby filed with this Report: Report of Independent Public Accountants Consolidated Balance Sheet as of December 31, 1996 Consolidated Statement of Operations for the year ended December 31, 1996 Consolidated Statement of Shareholders' Equity for the year ended December 31, 1996 Consolidated Statement of Cash Flows for the year ended December 31, 1996 Notes to Consolidated Financial Statements (b) Pro-Forma financial information. The following pro-forma financial statements of Crown Casino Corporation are hereby filed with this Report: Introduction to Pro-Forma Financial Information Pro-Forma Condensed Consolidated Balance Sheet (unaudited) as of April 30, 1997 Pro-Forma Condensed Consolidated Statement of Operations (unaudited) for the year ended April 30, 1997 Notes to Pro-Forma Condensed Consolidated Financial Statements (c) Exhibits: 24.1 - Consent of Independent Public Accountants. 2 3 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 hereunto duly authorized. By: \s\ Mark D. Slusser ------------------------- Mark D. Slusser Chief Financial Officer Dated: August 14, 1997 ------------------- 3 4 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Board of Directors of Casino Magic Neuquen S.A.: We have audited the accompanying consolidated balance sheet of Casino Magic Neuquen S.A. (a majority-owned subsidiary of Casino Magic Corp.) and subsidiary as of December 31, 1996 and the related consolidated statements of operations, shareholders' equity, and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Casino Magic Neuquen S.A. and subsidiary as of December 31, 1996, and the results of their operations and their cash flows for the year then ended in conformity with generally accepted accounting principles. New Orleans, Louisiana March 5, 1997 (except with respect to the matter discussed in Note 8, as to which the date is June 2, 1997) Arthur Andersen LLP F-1 5 CASINO MAGIC NEUQUEN S.A. CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 1996
Assets Cash and cash equivalents $ 1,894,746 Other receivables 110,941 Inventories 34,112 ------------ Total current assets 2,039,799 ------------ Property and equipment: Machinery and equipment 588,212 Furniture, fixtures and equipment 439,331 Transportation equipment 115,377 ------------ 1,142,920 Less accumulated depreciation (296,904) ------------ 846,016 ------------ Concession costs, net 9,488,950 Organization and development costs, net 946,235 ------------ $ 13,321,000 ============ Liabilities and Shareholders' Equity Accounts payable $ 44,242 Payroll and payroll taxes 264,642 Taxes payable 143,964 Other liabilities 99,805 Payable to Parent 2,502,702 ------------ Total current liabilities 3,055,355 ------------ Note payable to Parent 8,947,740 Minority interest (1,110) Shareholders' equity: Common stock, par value $1.00 per share, 560,000 shares authorized, issued and outstanding 560,000 Additional paid-in-capital 1,000,000 Accumulated deficit (240,985) ------------ Total shareholders' equity 1,319,015 ------------ $ 13,321,000 ============
See accompanying notes to consolidated financial statements. F-2 6 Casino Magic Neuquen S.A. Consolidated Statement of Operations For the Year Ended December 31, 1996
Revenues: Casino $ 14,630,463 Food and beverage 642,796 ------------ 15,273,259 ------------ Costs and expenses: Casino 8,839,975 Food and beverage 294,278 Selling, general and administrative 2,658,265 Depreciation and amortization 1,771,771 ------------ 13,564,289 ------------ Operating income 1,708,970 Other income (expense): Interest expense (850,447) Interest income 108,144 Other (4,172) ------------ (746,475) ------------ Minority interest 1,193 ------------ Income before income taxes 963,688 Provision for income taxes 50,000 ------------ Net income $ 913,688 ============
See accompanying notes to consolidated financial statements. F-3 7 CASINO MAGIC NEUQUEN S.A. CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (DEFICIT) FOR THE YEAR ENDED DECEMBER 31, 1996
Total Additional Shareholders' Common Paid-in Accumulated Equity Stock Capital Deficit (Deficit) ----------- ----------- ----------- ------------- Balance at December 31, 1995 $ 60,000 $ -- $(1,154,673) $(1,094,673) Issuance of common stock 500,000 1,000,000 -- 1,500,000 Net income -- -- 913,688 913,688 ----------- ----------- ----------- ----------- Balance at December 31, 1996 $ 560,000 $ 1,000,000 $ (240,985) $ 1,319,015 =========== =========== =========== ===========
See accompanying notes to consolidated financial statements. F-4 8 CASINO MAGIC NEUQUEN S.A. CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 1996
Operating activities: Net income $ 913,688 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,771,771 Minority interest (305) Changes in assets and liabilities: Receivables 22,717 Inventories 769 Accounts payable and accrued liabilities (1,073,761) Taxes payable 98,225 ----------- Net cash provided by operating activities 1,733,104 ----------- Investing activities: Purchase of equipment (235,965) Organization and development costs (1,172,080) ----------- Net cash used by investing activities (1,408,045) ----------- Financing activities: Issuance of common stock 1,500,000 Payables to Parent (2,998,013) Other payments of debt (96,893) ----------- Net cash used by financing activities (1,594,906) ----------- Decrease in cash and cash equivalents (1,269,847) Cash and cash equivalents at beginning of year 3,164,593 ----------- Cash and cash equivalents at end of year $ 1,894,746 ===========
See accompanying notes to consolidated financial statements. F-5 9 CASINO MAGIC NEUQUEN S.A. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 1996 1. HISTORY AND DESCRIPTION OF BUSINESS In December 1994 Casino Magic Corp. (the "Parent"), a United States based casino company, was the successful bidder pursuant to an international call for bids to manage and operate two casino properties owned by the Province of Neuquen, Argentina (the "Province"). Pursuant to the bid requirements, the Parent was then required to form a new corporation to become a party to the concession contract with the Province. Accordingly, in December 1994 the Parent formed Casino Magic Neuquen S.A. (the "Company") to manage and operate the Province's two casinos located in the cities of Neuquen and San Martin de los Andes (collectively, the "Casinos"). The Casinos are managed pursuant to an exclusive twelve-year concession contract that provides for certain renewal options (see Note 3). The Company is a 99.9% majority-owned subsidiary of the Parent (see Note 8). The Company began operating the Casinos in January 1995. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The consolidated financial statements include the accounts of Casino Magic Neuquen S.A. and its 99.9% majority-owned subsidiary, Casino Magic Support Services S.A. ("CMSS"). All significant intercompany accounts and transactions have been eliminated. References to the Company include its subsidiary. Cash and Cash Equivalents The Company considers cash and all highly liquid investments with an original maturity of three months or less to be cash equivalents. Casino Revenues In accordance with industry practice, the Company recognizes as casino revenues the net win from gaming activities, which is the difference between gaming wins and losses. Property and Equipment Property and equipment are stated at cost. Expenditures for additions, renewals and improvements are capitalized. Costs of repairs and maintenance are expensed as incurred. Depreciation of property and equipment is computed using the straight-line method over five years. Concession Costs Costs incurred to enter into the concession contract with the Province have been capitalized and are being amortized over the twelve-year initial term of the contract. At December 31, 1996 accumulated amortization amounted to $1,897,790. Organization and Development Costs The Company incurred certain costs in connection with the organization and development of the Company's business. These costs are being amortized using the straight-line method over three years. At December 31, 1996 accumulated amortization amounted to $650,260. Common Stock As of December 31, 1996 the Company had 560,000 shares of its common stock outstanding, of which 60,000 shares were registered. The remaining 500,000 shares are in the process of being registered. Earnings per share was $2.21 for the year ended December 31, 1996 based upon a weighted average number of shares outstanding during the period of 414,167. F-6 10 Foreign Currency Translation The Company keeps its accounting records in Argentine pesos, the legal tender in the Republic of Argentina. The Company's financial statements have been translated from its functional currency (Argentine pesos) into U.S. dollars in accordance with Statement of Financial Accounting Standards No. 52 "Foreign Currency Translation" ("SFAS No. 52") issued by the Financial Accounting Standards Board. In general, SFAS No. 52 requires that assets and liabilities be translated based upon the prevailing exchange rate in effect on the balance sheet date. Revenues, expenses, gains and losses are translated based upon the average exchange rate during the period. All throughout the year ended December 31, 1996 the prevailing exchange rate between the Argentine pesos and the U.S. dollar was 1.00 to 1.00. Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Recent Accounting Pronouncements In February 1997 the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 128 "Earnings Per Share" and No. 129 "Disclosure of Information about Capital Structure." Also, in June 1997 the FASB issued SFAS No. 130 "Reporting Comprehensive Income" and No. 131 "Disclosures about Segments of an Enterprise and Related Information." SFAS No. 128 simplifies the standards for computing earnings per share ("EPS"). It replaces the presentation of primary EPS with a presentation of basic EPS. Basic EPS excludes dilution and is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding during the period. SFAS No. 129 requires the entity to explain pertinent rights and privileges of the various securities it has outstanding. SFAS No. 130 establishes standards for reporting comprehensive income and its components in a full set of general purpose financial statements. SFAS No. 131 requires public companies to disclose certain operating and financial information by business segment in their annual and interim financial statements. SFAS Nos. 128 and 129 are effective for periods ending after December 15, 1997. SFAS Nos. 130 and 131 are effective for fiscal years beginning after December 15, 1997. The Company does not believe SFAS Nos. 128 through 131 will have a material impact upon its financial statements. 3. CONCESSION CONTRACT On December 21, 1994 the Company entered into a concession contract (the "Concession") with the Province which provides the Company with the exclusive right to operate the Casinos, and any other casino located in the Province which is within a 50 kilometer radius of either of the Casinos. The Company is required to operate, manage, maintain and repair the Casinos and related facilities during the term of the Concession. The Company may provide ancillary goods and services related to the operation of the Casinos. The twelve-year initial term may be extended by the Province at its option for a period of up to ten years, provided the Company requests such extension two years prior to the end of the initial term. Furthermore, should the Company, individually or jointly with others, invest $5 million or more in hotel infrastructure in the Province, the Concession term will automatically be extended for a minimum of five additional years. Pursuant to the Concession, the Company is required to pay the Province a monthly rental equal to the greater of (i) $220,000, which amount will be reduced $40,000 in the event the Company ceases to use the Neuquen facility in the operation of the Neuquen casino, or (ii) five percent of the monthly average net gaming revenue for the immediately preceding calendar year. In addition, the Company pays the Province a tax of 2% of its net gaming revenue. The Province has guaranteed the Company that no additional municipal or provincial taxes will be levied on the Company's operations, and that existing municipal or provincial taxes will not be increased. The Concession is not assignable and a transfer of more than 49% of the Company's common stock is not permitted without the consent of the Province. F-7 11 4. TRANSACTIONS WITH PARENT The Parent provides services to the Company under various agreements. Under the Technical Assistance Agreement the Parent provides the Company with certain expertise, technology, information and know-how in the course of operating the Casinos for a fee equal to 3% of revenue. Under the Trademark and Trade Name License Agreement, the Parent grants the Company a non-exclusive license to use the trade name "Casino Magic" and related symbols and logotypes in connection with the operation of the Casinos for a fee equal to 2% of revenue. The Parent also leases certain slot machine equipment to the Company for a fee of $44,000 per month. A summary of expenses incurred by the Company pursuant to the above agreements for the year ended December 31, 1996 is as follows: Technical assistance $ 483,134 Royalties for trade name 322,111 Lease of slot machines 528,000 ------------ $ 1,333,245 ============
5. PAYABLES TO PARENT The Company has certain payables to the Parent. The majority of such monies due pertain to a loan made by the Parent to the Company to fund the initial cost of the Concession. Such loan is in the form of a note payable, which is due no later than December 27, 2006, and bears interest at a rate equal to the prime rate in the United States as published in the Wall Street Journal. Pursuant to such loan the Company incurred interest expense of $850,447 during the year ended December 31, 1996. In addition, the Company has accumulated non-interest bearing balances due to the Parent as a result of the various agreements with the Parent and other advances made by the Parent. The total balances due to the Parent by the Company as of December 31, 1996 were as follows: Payable to Parent $ 2,502,702 Note payable to Parent 8,947,740 ------------ $ 11,450,442 ============
6. INCOME TAXES The provision for income taxes for the year ended December 31, 1996 was as follows: Current $ 50,000 Deferred -- ------------ $ 50,000 ============
The provision for income taxes is different from the amount computed by applying the statutory federal income tax rate to income before income taxes for the following reasons: Federal statutory rate 33% Utilization of loss carryforward (29) Other 1 ------------ 5% ============
In connection with the calculation of the provision for income taxes for the year ended December 31, 1996, the Company utilized approximately $860,000 of net operating loss carryforwards to reduce its federal income taxes for 1996. This deferred tax asset was fully reserved in a valuation allowance at December 31, 1995. F-8 12 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company's deferred tax assets as of December 31, 1996 were as follows: Net operating loss carryforward $ 72,000 Valuation allowance (72,000) ------------ Net deferred tax asset $ -- ============
The above referenced net operating loss carryforward pertains to CMSS, which files a separate income tax return from Casino Magic Neuquen S.A., and may only be used to offset future taxable income of CMSS. 7. LITIGATION Customs Authority On February 15, 1996 the Argentina Customs Authority ("Customs Authority"), by means of an injunction, attempted to stop the Company from using its slot machines located in the Neuquen casino facility. The Customs Authority demanded the Company file certain documentation with respect to imported slot machines including the number of slot machines, unit prices and the accounting treatment. In response to such demand, on February 19, 1996, the Company filed with the Customs Authority the requested documentation. Presently the Customs Authority is determining whether the Company's valuation of imported slot machines was proper for purposes of import taxes. Management of the Company does not believe the resolution of this matter will have a material adverse effect on the Company. Cities of Neuquen and San Martin de los Andes In July 1996 the cities of Neuquen and San Martin de los Andes modified certain of their respective municipal ordinances in order to impose a $1 cover charge on each person entering the Casinos. Historically the Company has not collected cover charges. In response, the Company filed various actions with the court stating that such cover charge is unconstitutional and that it violates the Concession, in that the Concession provides that the Province will guarantee the Company that there will not be any new or additional taxes relative to the Company's operation of the Casinos during the Concession term. As of December 31, 1996 the total estimated claim by the cities of Neuquen and San Martin de los Andes amounted to approximately $400,000 for which the Company has made no provision. Management of the Company does not believe the resolution of this matter will have a material adverse effect on the Company. 8. SUBSEQUENT EVENT On June 2, 1997 Crown Casino Corporation ("Crown"), a United States based holding company, acquired 49% of the common stock of the Company, as well as interests in certain other assets and contracts related to the Company, from the Parent. The interests in certain other assets and contracts include (i) a 49% interest in (a) the note payable by the Company to the Parent, (b) the Trademark and Trade Name License Agreement, and (c) certain slot machines leased to the Company, and (ii) a 16.4% interest in the Technical Assistance Agreement. Pursuant to the purchase agreement between Crown and the Parent, the Parent has agreed to reimburse the Company for certain costs and expenses in connection with the litigation described in Note 7. In particular, the Parent will reimburse the Company for (i) any fine, penalty or other assessment paid by the Company in connection with the dispute with the Customs Authority, and (ii) an amount equal to the unpaid cover charges for all periods prior to June 2, 1997 to the extent such cover charges are paid by the Company. The Parent and Crown also entered into a shareholders' agreement which provides, among other things, that certain material corporate actions require the approval of both the Parent and Crown. F-9 13 CROWN CASINO CORPORATION INTRODUCTION TO PRO-FORMA FINANCIAL INFORMATION PURCHASE OF 49% OF CASINO MAGIC NEUQUEN On June 2, 1997 Crown Casino Corporation ("Crown" or the "Company") acquired 49% of the capital stock of Casino Magic Neuquen S.A. ("CMN"), as well as interests in certain other assets and contracts related to CMN, from Casino Magic Corp. for a purchase price of $7 million. CMN operates casinos in the cities of Neuquen and San Martin de los Andes in the Province of Neuquen, Argentina under an exclusive twelve-year concession contract that expires in 2007, but can be extended by CMN for an additional five years under certain circumstances. The interests in certain other assets and contracts include (i) a demand promissory note in the amount of $4,226,473 issued by CMN, (ii) a 16.4% interest in a certain management agreement relating to CMN, and (iii) a 49% interest in (a) slot machines and a related lease agreement, and (b) a certain royalty agreement, relating to CMN. PRO-FORMA FINANCIAL STATEMENTS The following Pro-Forma Condensed Consolidated Balance Sheet of Crown as of April 30, 1997 gives effect to the Company's purchase of (i) 49% of the capital stock of CMN, and (ii) the above referenced respective percentage interests in the related assets and contracts, as if the transactions had occurred on that date. The following Pro-Forma Condensed Consolidated Statement of Operations of Crown for the year ended April 30, 1997 gives effect to the Company's purchase of (i) 49% of the capital stock of CMN, and (ii) the above referenced respective percentage interests in the related assets and contracts, as if such transactions had occurred at the beginning of the period (May 1, 1996). CMN's accounting year ends on December 31. CMN's operating results for the year ended April 30, 1997 have been derived by adding (i) CMN's operating results for the four months ended April 30, 1997, and subtracting (ii) CMN's operating results for the four months ended April 30, 1996, from (iii) CMN's operating results for the year ended December 31, 1996. The pro-forma information is based on the historical financial statements of Crown and CMN giving effect to the transactions described above and the adjustments described in the accompanying Notes to Pro-Forma Condensed Consolidated Financial Statements and may not be indicative of the results that actually would have occurred had the transactions taken place on the dates indicated or the results which may be obtained in the future. P-1 14 CROWN CASINO CORPORATION PRO-FORMA CONDENSED CONSOLIDATED BALANCE SHEET UNAUDITED APRIL 30, 1997 (IN THOUSANDS)
Record Purchase of 49% of CMN and Historical Related Pro-Forma Crown Assets Consolidated ------------ ------------ ------------ Current assets: Cash and cash equivalents $ 21,118 $ (7,000) $ 14,118 Other current assets 383 383 Land held for sale 15,150 15,150 ------------ ------------ ------------ Total current assets 36,651 (7,000) 29,651 ------------ ------------ ------------ Property and equipment: Furniture, fixtures and equipment 1,811 1,811 Less accumulated depreciation (226) (226) ------------ ------------ 1,585 1,585 ------------ ------------ Investment in CMN and related assets 2,773 2,773 Note receivable from CMN 4,227 4,227 ------------ ------------ ------------ $ 38,236 $ -- $ 38,236 ============ ============ ============ Current liabilities: Accounts payable $ 41 $ 41 Accrued liabilities 423 423 Current and deferred income taxes 1,660 1,660 ------------ ------------ Total current liabilities 2,124 2,124 ------------ ------------ Deferred income taxes 400 400 Stockholders' equity 35,712 35,712 ------------ ------------ $ 38,236 $ 38,236 ============ ============
See accompanying Notes to Pro-Forma Condensed Consolidated Financial Statements. P-2 15 CROWN CASINO CORPORATION PRO-FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS FOR THE YEAR ENDED APRIL 30, 1997 UNAUDITED (IN THOUSANDS, EXCEPT PER SHARE DATA)
Record 49% Record of Historical Pro-Rata Portion Historical CMN on of Contractual Pro-Forma Crown Equity Method Fees and Interest Adjustments Consolidated -------------- ---------------- ------------------ ------------- ------------- Revenues: Management and other fees $ 507 $ 507 ------------ ---------- 507 507 ------------ ---------- Costs and expenses: General and administrative $ 2,796 2,796 Write-down of land held for sale 1,020 1,020 Gaming pre-opening and development 41 41 Gaming acquisition abandonment 696 696 Depreciation and amortization 168 $ 311(a) 479 ------------ ---------- ---------- 4,721 311 5,032 ------------ ---------- ---------- Other income (expense): Interest expense (69) (69) Interest income 1,531 359 1,890 Gain on sale of SCGC 14,934 14,934 Loss on securities sale and other (4,755) (4,755) Equity in earnings of CMN $ 688 688 ------------ ----------- ------------ ---------- ---------- 11,641 688 359 12,688 ------------ ----------- ------------ ---------- ---------- Income (loss) before income taxes 6,920 688 866 (311) 8,163 Provision (benefit) for income taxes (1,940) 294(b) (106)(b) (1,752) ------------ ----------- ------------ ---------- ---------- Net income (loss) $ 8,860 $ 688 $ 572 $ (205) $ 9,915 ============ =========== ============ ========== =========== Income per share $ .80 $ .90 ============ =========== Weighted average common and common equivalent shares outstanding 11,027 11,027 ============ ===========
See accompanying Notes to Pro-Forma Condensed Consolidated Financial Statements. P-3 16 CROWN CASINO CORPORATION NOTES TO PRO-FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (IN THOUSANDS, EXCEPT YEARS AND PERCENTAGES) STATEMENT OF OPERATIONS a - To record amortization of Crown's basis in certain contracts and slot equipment as follows:
Crown's Estimated Life 12 Months Item Basis (in years) Amortization ---- ----- ---------- ------------ Management agreement $ 168 9.5 $ 18 Royalty agreement 336 9.5 35 Slot equipment and lease 1,290 5.0 258 ------ $ 311 ======
b - To record the impact of income taxes based upon a 34% effective income tax rate. P-4 17 INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION - ------- ----------- 24.1 Consent of Independent Public Accountants
EX-24.1 2 POWER OF ATTORNEY 1 EXHIBIT 24.1 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS As independent public accountants, we hereby consent to the incorporation of our report dated March 5, 1997 (except with respect to the matter discussed in Note 8, as to which the date is June 2, 1997) included in this Form 8-K/A of Crown Casino Corporation, into Crown Casino Corporation's previously filed Registration Statements File Nos. 33-59519 and 33-59527. New Orleans, Louisiana Arthur Andersen LLP August 14, 1997 -----END PRIVACY-ENHANCED MESSAGE-----