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Summary of Selected Significant Accounting Policies
6 Months Ended
Jun. 30, 2011
Summary of Selected Significant Accounting Policies  
Summary of Selected Significant Accounting Policies

5.              Summary of Selected Significant Accounting Policies.

 

(a)          Revenue recognition - The Company complies with GAAP requirements for revenue recognition in its financial statements.  Casino revenue is defined as the net win from gaming activities, which is the difference between gaming wagers and the amount paid out to patrons, and is recognized on the day it is earned. Revenues generated from ancillary services, including lodging, sales of food, beverage, cigarettes, and casino logo merchandise are recognized at the time the related services are performed and represent, on an individual basis, less than three percent of total revenues.

 

(b)         Earnings per share - The Company complies with GAAP accounting and disclosure requirements regarding earnings per share. Basic earnings (loss) per common share are computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted earnings (loss) per common share incorporate the dilutive effect of common stock equivalents on an average basis during the period. The Company’s common stock equivalents currently include stock options, warrants and deferred compensation stock. Thus, unexercised stock options to purchase up to 838,025 and 838,525 shares as of June 30, 2011 and June 30, 2010, respectively, were included in the computation of diluted earnings per common share, if such unexercised stock options were “in-the-money” and vested. Warrants to purchase up to 75,000 shares were also included, if they were “in-the-money” and vested. In addition, 51,538 and 47,234 issuable shares, as of June 30, 2011 and June 30, 2010, respectively, under the Company’s Deferred Compensation Plan were also included in the computation.

 

A table illustrating the impact of dilution on earnings per share, based on the treasury stock method, is presented below:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(UNAUDITED)

 

(amounts in thousands, except for

 

For the Six Months Ended
June 30,

 

For the Three Months Ended
June 30,

 

share information)

 

2011

 

2010

 

2011

 

2010

 

Basic Earnings Per Share:

 

 

 

 

 

 

 

 

 

Net earnings

 

$

1,215

 

$

776

 

$

843

 

$

489

 

Weighted average common shares

 

8,871,640

 

8,871,640

 

8,871,640

 

8,871,640

 

Basic earnings per share

 

$

0.14

 

$

0.09

 

$

0.10

 

$

0.06

 

 

 

 

 

 

 

 

 

 

 

Diluted Earnings Per Share:

 

 

 

 

 

 

 

 

 

Net earnings

 

$

1,215

 

$

776

 

$

843

 

$

489

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares

 

8,871,640

 

8,871,640

 

8,871,640

 

8,871,640

 

 

 

 

 

 

 

 

 

 

 

Addition due to the effect of dilutive securities:

 

 

 

 

 

 

 

 

 

Stock options and warrants (1)

 

 

28,303

 

 

28,303

 

Stock issuable under the Deferred Compensation Plan

 

51,538

 

47,234

 

51,538

 

47,234

 

 

 

 

 

 

 

 

 

 

 

Dilutive potential weighted average common shares

 

8,923,178

 

8,947,177

 

8,923,178

 

8,947,177

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share

 

$

0.14

 

$

0.09

 

$

0.09

 

$

0.05

 

 

 

 

 

(1) Per the treasury stock method.

 

(c)          Goodwill - Goodwill represents the excess of the cost of the Company’s Czech subsidiaries over the fair value of their net assets at the date of acquisition, which consisted of the Ceska and Rozvadov casinos and the land in Hate, which is currently, the Route 59 Casino. Goodwill is subject to at least an annual assessment for impairment, applying a fair-value based test. The Company has allocated the goodwill over two reporting units that are components of the operating segment “Czech subsidiaries” and are classified as the “German reporting unit” which consists of the Ceska and Rozvadov casinos, and the “Austrian reporting unit” which consists of the Route 55 and Route 59 casinos and the Hotel Savannah. The impairment assessment requires the Company to compare the fair value of its two reporting units to their respective carrying values to determine whether there is an indication that an impairment exists. The fair value of the two reporting units were determined through a combination of recent appraisals of the Company’s real property and a multiple of earnings before interest, taxes, depreciation and amortization (“EBITDA”), which was based on the Company’s experience and data from independent, third parties. As required, the Company performed its required annual fair-value based testing of the carrying value of goodwill related to its two reporting units at September 30, 2010, and determined that goodwill was not impaired. The Company will perform its required annual assessment of goodwill during the third quarter of 2011. There were no indicators of impairment present during the interim periods following the annual testing date, therefore the Company determined that there was no impairment of goodwill at June 30, 2011.

 

(d)         Property and Equipment - Property and equipment is stated at cost less accumulated depreciation and amortization.  TWC capitalizes the cost of improvements that extend the life of the asset and expenses maintenance and repair costs as incurred.  The Company provides for depreciation and amortization using the straight-line method over the following estimated useful lives:

 

Asset

 

Estimated Useful Life

 

 

 

Building and improvements

 

5-50 years

Gaming equipment

 

4-12 years

Furniture, fixtures and other equipment

 

4-12 years

 

At June 30, 2011 and December 31, 2010, land, property and equipment consisted of the following:

 

 

 

As of
June 30, 2011

 

As of
December 31, 2010

 

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

Land

 

$

2,962

 

$

2,610

 

Building and improvements

 

35,264

 

29,898

 

Furniture, fixtures and other equipment

 

14,626

 

13,987

 

 

 

 

 

 

 

 

 

52,852

 

46,495

 

Less accumulated depreciation and amortization

 

(13,339

)

(10,749

)

 

 

 

 

 

 

 

 

$

39,513

 

$

35,746

 

 

(e)          Impairment for long-lived assets - The Company adheres to GAAP for the impairment on disposal of long-lived assets and periodically evaluates whether current facts or circumstances indicate that the carrying value of its depreciable assets to be held and used may be recoverable. If such circumstances are determined to exist, an estimate of undiscounted future cash flows produced by the long-lived assets, or the appropriate grouping of assets, is compared to the carrying value to determine whether an impairment exists. If an asset is determined to be impaired, the loss is measured based on the difference between the asset’s fair value and its carrying value. An estimate of the asset’s fair value is based on quoted market prices in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including a discounted value of estimated future cash flows. The Company reports an asset to be disposed of at the lower of its carrying value or its estimated net realizable market value. There were no impairment losses for long-lived assets recorded for the six months ending June 30, 2011.

 

(f)            Foreign currency translation - The Company complies with GAAP accounting and reporting requirements for foreign currency translation, where for foreign subsidiaries whose functional currency is the local foreign currency, balance sheet accounts and cash flows are translated at exchange rates in effect at the end of each reporting period and resulting translation adjustments are included in “accumulated other comprehensive income (loss).” Statement of operations accounts are translated by applying the monthly averages of the daily exchange rates of one (1) USD dollar to one (1) CZK at the end of the respective month on the respective monthly local Czech statement of operations accounts for the period.

 

The impact of foreign currency translation on goodwill is presented below:

 

 

 

Applicable

 

Goodwill

 

 

 

 

 

Foreign Exchange

 

German

 

Austrian

 

 

 

As of June 30, 2011 (in thousands, except FX)

 

Rate (“FX”) (2)

 

reporting unit

 

reporting unit

 

Total

 

 

 

 

 

 

 

 

 

 

 

Residual balance, as of January 1, 2003 (in USD) (1)

 

 

 

USD

3,042

 

USD

537

 

USD

3,579

 

 

 

 

 

 

 

 

 

 

 

 

 

 

USD residual balance, translated at June 30, 1998 (date of acquisition) FX rate of:

 

33.8830

 

CZK

103,077

 

CZK

18,190

 

CZK

121,267

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2003 CZK balance, translated to USD, at June 30, 2011 FX of:

 

16.7930

 

USD

6,138

 

USD

1,083

 

USD

7,221

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net increase to Goodwill (adjustment made to Translation Adjustment in consolidation):

 

 

 

USD

3,096

 

USD

546

 

USD

3,642

 

 

 

 

 

(1)   Goodwill was amortized over 15 years until the Company started to comply with GAAP requirements, as of January 1, 2002. This balance represents the remaining, unamortized goodwill, after an impairment charge taken prior to January 1, 2003.

(2)   FX (interbank) rates taken from www.Oanda.com.

 

(g)         Stock-based compensation - The Company complies with the GAAP accounting and reporting requirements for share-based payments which permit companies to adopt its requirements using either a “modified prospective” method, or a “modified retrospective” method. Under the “modified prospective” method, compensation cost is recognized in the financial statements beginning with the effective date, based on the requirements of share-based payments for all share-based payments vested after that date, and based on these requirements for all unvested awards granted prior to the effective date of this pronouncement. Under the “modified retrospective” method, the requirements are the same as under the “modified prospective” method, but also permit entities to restate financial statements of previous periods, either for all prior periods presented or to the beginning of the fiscal year in which the statement is adopted, based on previous pro forma disclosures made in accordance with this pronouncement.  Accordingly, the Company has adopted the modified prospective method of recognition, and began applying the valuation and other criteria to stock options granted beginning January 1, 2006. The Company is recognizing expense for the unvested portion of previously issued grants based on the valuation and attribution methods used previously to calculate the pro forma disclosures. The Company did not recognize expense for employee stock options prior to January 1, 2006.

 

The Company currently utilizes the Black-Scholes option pricing model to measure the fair value of stock options granted to certain key employees. While this pronouncement permits entities to continue to use such a model, it also permits the use of a “lattice” model. The Company expects to continue using the Black-Scholes option pricing model in connection with its adoption of this pronouncement to measure the fair value of stock options granted.

 

(h)         Comprehensive income (loss) — The Company complies with GAAP accounting and reporting requirements for reporting comprehensive income. Those requirements establish rules for reporting and display of comprehensive income (loss) and its components.  Furthermore, they require the Company’s change in the foreign currency translation adjustments to be included in other comprehensive income (loss).

 

(i)             Promotional allowances — Promotional allowances primarily consist of food and beverages (“F&B”) and, to certain of its valuable players, hotel accommodations, all of which are furnished gratuitously.  For the six months ended June 30, 2011 and 2010, revenues do not include the retail amount of F&B and hotel accommodations of $3,221 and $2,961, respectively, provided at no-charge to customers. The retail value of the F&B given away is determined by dividing the F&B costs charged to the gaming operation of $1,291 and $1,267, for the respective periods, by the average percentage of cost of F&B sold.  The cost of hotel accommodations is either the out-of-pocket expenses paid to other hotels or the retail charge of rooms at the Hotel Savannah. The promotional allowances are summarized below:

 

 

 

(UNAUDITED)

 

 

 

For the Six Months Ended

 

For the Three Months Ended

 

 

 

June 30,

 

June 30,

 

(amounts in thousands)

 

2011

 

2010

 

2011

 

2010

 

 

 

 

 

 

 

 

 

 

 

Cost of gratuitous food and beverages (A)

 

$

1,291

 

$

1,267

 

$

624

 

$

599

 

Average cost of food and beverages sold (B)

 

40.2

%

43.1

%

38.9

%

41.4

%

 

 

 

 

 

 

 

 

 

 

Retail value of food and beverages (A/B)

 

$

3,211

 

$

2,938

 

$

1,604

 

$

1,447

 

Cost of hotel accommodations

 

10

 

23

 

3

 

9

 

Total promotional allowances

 

$

3,221

 

$

2,961

 

$

1,607

 

$

1,456

 

 

(j)             Czech taxesThe majority of TWC’s revenues are derived from gaming operations in the Czech Republic, which are subject to gaming taxes only, while its non-gaming revenues, which are not material, have minor corporate income tax liabilities under Czech law.  For the six and three months ended June 30, 2011, TWC’s gaming taxes were approximately $783 and $401, compared with $785 and $383, respectively, for the comparable periods of 2010.  Gaming taxes are computed on gross gaming revenues, which is comprised of live (table) games and slot games revenues. For live game revenue, the applicable taxes and fees are: (i) a 10% administration tax; (ii) a 1% state supervision fee; and (iii) a charity contribution (tax) (herein referred to as the charity tax) according to a gross revenue formula specified by the Czech Ministry of Finance, net of the aforementioned taxes and fees. The applicable charity tax rate is determined separately on annual live game and slot game revenues, net of the above taxes and fees.  Therefore, for all gaming revenue, net of applicable taxes and fees, up to CZK 50,000, or approximately $3,000 at the June 30, 2011 exchange rate, a 6% charity tax applies; up to CZK 100,000, or around $6,000 at the same exchange rate, an 8% rate applies; up to CZK 500,000, or approximately $29,800 at the same exchange rate, a 10% rate applies; and above the CZK 500,000 gaming revenue threshold, a 15% rate applies.  For slot game revenue, the applicable assessment is the charity tax for publicly beneficial, cultural, sporting and welfare purposes, net of local (municipality) administration and slot state-licensing fees. Charity taxes for the three and six months ended June 30, 2011 were $758 and $1,447, versus $627 and $1,306, respectively, for the comparable periods in 2010.

 

Gaming taxes payable are due to the Czech Ministry of Finance annually, typically in April or May of the subsequent year, while charity taxes payable, although having no stated due dates, are paid as mutually agreed with the charities by May of the subsequent year. The Company may allocate this charity contribution to local schools, sports clubs, subsidized or volunteered organizations, or municipalities in which each of the Company’s casinos operate. The distribution is subject to the prior approval of the Czech Ministry of Finance. On May 9, 2011, according to the customary demand notice, the Company remitted to the Ministry of Finance the balance due on its 2010 gaming taxes of approximately CZK 27,000, or $1,600.

 

In conformity with the European Union (“EU”) taxation legislation, when the Czech Republic joined the EU in 2004, its value added tax (“VAT”) increased from a range of 5% to 22%, beginning in January 2004, up to a range of 9% to 19%, by December 31, 2009 for all intra-EU generated purchases. All non-EU generated purchases were impacted by identical VAT increases, beginning in May 2004.  Effective January 1, 2010, VAT rates increased to a range of 10% to 20% in the Czech Republic.  The Company pays its VAT directly to its vendors in connection with any purchases that are subject to this tax.  Unlike in other industries, VATs are not recoverable for gaming operations.  As for the Company’s new hotel operation, Hotel Savannah, the recoverable VAT was non-material for the three and six month periods in 2011 and 2010, respectively.

 

(k)          Income taxes — The Company complies with GAAP accounting and reporting requirements with respect to accounting for income taxes, which require an asset and liability approach to financial accounting and reporting for income taxes.  Deferred income tax assets and liabilities are computed for differences between the financial statement and the tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income.  Valuation allowances are established, when necessary, to reduce deferred income tax assets to the amount expected to be realized.  Accounting for income taxes prescribes, among other things, a recognition threshold and measurement attributes for the financial statement recognition and measurement of uncertain tax positions taken or expected to be taken in a company’s income tax return. Accounting for income taxes utilizes a two-step approach for evaluating uncertain tax positions. Step one or recognition, requires a company to determine if the weight of available evidence indicates a tax position is more likely than not to be sustained upon audit, including resolution of related appeals or litigation processes, if any. Step two or measurement, is based on the largest amount of benefit, which is more likely than not to be realized on settlement with the taxing authority. The Company is subject to income tax examinations by major taxing authorities for all tax years subsequent to 2007. The adoption of the provisions of accounting for income taxes did not have a material impact on the Company’s consolidated financial statements. However, management’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, on-going analyses of and changes to tax laws, regulation and interpretations, thereof.  During the six months ended June 30, 2011, the Company recognized no adjustments for uncertain tax positions.

 

(l)             Recently issued and adopted accounting standards:

 

In April 2010, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2010-16, which requires that an entity should not accrue a jackpot liability (or portions thereof) before the jackpot is won if the entity is not obligated to pay out that jackpot. Jackpots should be accrued and charged to revenue when an entity has the obligation to pay the jackpot. The Company adopted the pronouncement on January 1, 2011 resulting in no impact to the Company’s consolidated balance sheets, statements of income and cash flows.

 

In December 2010, the FASB issued ASU No. 2010-28, “When to Perform Step 2 of the Goodwill Impairment Test for Reporting Units with Zero or Negative Carrying Amounts.” This update provides amendments to Accounting Standards Codification (“ASC”) Topic 350, “Intangibles, Goodwill and Other,” that requires an entity to perform Step 2 impairment test even if a reporting unit has zero or negative carrying amount. Step 1 tests whether the carrying amount of a reporting unit exceeds its fair value. Previously reporting units with zero or negative carrying value passed Step 1 because the fair value was generally greater than zero. Step 2 requires that impairment testing and impairment valuation be calculated in between annual tests if an event or circumstances indicate that it is more likely than not that goodwill has been impaired. ASU No. 2010-28 was effective beginning January 1, 2011. As a result of this standard, goodwill impairments may be reported sooner than under current practice. The adoption of this guidance on January 1, 2011 did not have a material effect on the Company’s consolidated financial statements.

 

In December 2010, the FASB issued ASU No. 2010-29, “Business Combinations (Topic 805): Disclosure of Supplementary Pro Forma Information for Business Combinations.”  ASU No. 2010-29 requires that if a public entity presents comparative financial statements, the entity should disclose only revenue and earnings of the combined entity as though the business combination(s) that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period. This ASU also expands the disclosure requirements regarding supplemental pro forma adjustments to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. ASU No. 2010-29 is effective prospectively for business combinations for which the acquisition date is on or after the first annual reporting period beginning on or after December 15, 2010 (the first quarter of fiscal 2011 for the Company). The Company will provide the supplementary pro forma information in connection with any future business combinations.

 

(m)       New accounting pronouncements:

 

On June 16, 2011, the FASB issued ASU No. 2011-05, “Presentation of Comprehensive Income (Topic 220),” which requires companies to report total net income, each component of comprehensive income, and total comprehensive income on the face of the income statement, or as two consecutive statements. The components of comprehensive income will not be changed, nor does the ASU affect how earnings per share is calculated or reported. These amendments will be reported retrospectively upon adoption. The adoption of the ASU will be required for the Company’s first quarter 2012 Form 10-Q, and is not expected to have a material impact on the Company.