UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITY EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 26, 2011

 

 

(Exact name of registrant as specified in its charter)

 

 

 

 

Kentucky		001-33998		61-0156015
(State of incorporation)		(Commission file number)		(IRS Employer Identification No.)

700 Central Avenue, Louisville, Kentucky 40208

(Address of principal executive offices)

(Zip Code)

(502) 636-4400

(Registrant’s telephone number, including area code)

 

 

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (18 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

A copy of the news release issued by Churchill Downs Incorporated (the “Company”) on October 26, 2011 announcing the results of operations and financial condition for the third quarter ended September 30, 2011, is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

 

(d)

Exhibits

 

99.1

Press Release dated October 26, 2011 issued by Churchill Downs Incorporated.

 

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto, duly authorized.

 

				CHURCHILL DOWNS INCORPORATED
October 26, 2011				/s/ William E. Mudd
				By: William E. Mudd
				Title: Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)

Exhibit 99.1

 

FOR IMMEDIATE RELEASE		Contact: Julie Koenig Loignon (502) 636-4502 (office) (502) 262-5461 (mobile) Julie.Koenig@kyderby.com

CHURCHILL DOWNS INCORPORATED REPORTS

2011 THIRD-QUARTER RESULTS

 

•

Net Revenues from Continuing Operations Grow 13 Percent, Reach New Q3 High

•

EBITDA More Than Doubles From Prior-Year Period

•

Growth in Gaming and Online Business Segments Fuels Higher Earnings

LOUISVILLE, Ky. (Wednesday, Oct. 26, 2011) – Churchill Downs Incorporated (“CDI” or “the Company”) (NASDAQ: CHDN) today reported business results for the third quarter and nine months ended Sept. 30, 2011.

Net revenues from continuing operations set a new record for the third quarter, $166.3 million, up 13 percent from the $147.5 million recorded during the third quarter of 2010. The increase was due primarily to the inclusion of net revenues of $13.4 million generated by Harlow’s Casino Resort & Hotel (“Harlow’s”), which the Company acquired in December 2010, as well as the improved quarter-over-quarter performance of the Calder Casino and the Company’s Online business segment. CDI’s online-wagering company, TwinSpires.com, experienced a handle increase of 4.2 percent as compared to the prior-year period, which was partially due to growth in new customers and an increase in average-daily wagering through the platform. During the third quarter of 2011, total wagering on U.S. Thoroughbred races declined an average of 7.4 percent compared to the same period in 2010, according to statistics released by the Equibase Company.

EBITDA (earnings before interest, taxes, depreciation and amortization) for the third quarter more than doubled to $43.0 million from the $17.1 million recorded during the third quarter of 2010. Significant items affecting CDI’s EBITDA growth include the impact of the receipt of $19.3 million in Illinois Horse Racing Equity Trust Fund proceeds recorded as miscellaneous other income during the quarter. The Trust Fund monies were related to Illinois riverboat casino impact fees that had been held in escrow pending the resolution of litigation. CDI’s share of the Trust Fund monies contributed to higher Racing Operations EBITDA for the third quarter of 2011. Gaming EBITDA also increased $5.3 million quarter-over-quarter, due to the inclusion of $4.0 million of EBITDA from Harlow’s and an increase of $0.9 million of EBITDA from the Calder Casino. EBITDA from CDI’s Online business grew $4.0 million compared to the year-earlier quarter, due to an increase of $2.2 million in pari-mutuel revenue as well as the impact of charges related to the integration of Youbet.com that were recorded during the third quarter of 2010.

Net earnings from continuing operations for the period were $19.7 million, or $1.16 per diluted common share, versus $3.7 million, or $0.22 per diluted common share, in the third quarter of 2010. Net earnings from continuing operations were positively impacted by the continued growth of the Company’s Gaming and Online business segments and the inclusion of Illinois Horse Racing Equity Trust Fund monies during the quarter.

CDI Chairman and Chief Executive Officer Robert L. Evans said, “It was a very good quarter, even when we exclude the impact of the Illinois Horse Racing Equity Trust Fund proceeds. Once again, the decline in net revenues and EBITDA, excluding those Trust Fund proceeds, in our Racing Operations was more than offset by significant gains in our Online and Gaming businesses. We used the resulting cash flow to pay down another $28.6 million in long-term debt

 

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Churchill Downs Incorporated Reports 2011 Third-Quarter Results

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Wednesday, October 26, 2011

during the third quarter, bringing our debt reduction for the first nine months of the year to $108.8 million.”

A conference call regarding this news release is scheduled for Thursday, Oct. 27, 2011, at 9 a.m. EDT. Investors and other interested parties may listen to the teleconference by accessing the online, real-time webcast and broadcast of the call at http://ir.churchilldownsincorporated.com/events.cfm or by dialing (877) 372-0878 and entering the conference ID number 52962986 at least 10 minutes before the appointed time. International callers should dial (253) 237-1169. An online replay of the call will be available at http://ir.churchilldownsincorporated.com/events.cfm by noon EDT. A copy of the Churchill Downs Incorporated’s news release announcing quarterly results and relevant financial and statistical information about the period will be accessible at www.churchilldownsincorporated.com.

In addition to the results provided in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), CDI has provided a non-GAAP measurement, which presents a financial measure of earnings before interest, taxes, depreciation and amortization (“EBITDA”). CDI uses EBITDA as a key performance measure of results of operations for purposes of evaluating performance internally. CDI believes the use of this measure enables management and investors to evaluate and compare, from period to period, CDI’s operating performance in a meaningful and consistent manner. This non-GAAP measurement is not intended to replace the presentation of CDI’s financial results in accordance with GAAP. A reconciliation of EBITDA to net earnings is included in the Supplemental Information by Operating Unit table within this news release.

Churchill Downs Incorporated (“CDI”) (NASDAQ: CHDN), headquartered in Louisville, Ky., owns and operates the world-renowned Churchill Downs Racetrack, home of the Kentucky Derby and Kentucky Oaks, as well as racetrack and casino operations and a poker room in Miami Gardens, Fla.; racetrack, casino and video poker operations in New Orleans,. La.; racetrack operations in Arlington Heights, Ill.; and a casino resort in Greenville, Miss. CDI also owns the country’s premier account wagering company, TwinSpires.com, and other advance-deposit wagering providers; the totalizator company, United Tote; and a collection of racing-related telecommunications and data companies. Information about CDI can be found online at www.churchilldownsincorporated.com.

Information set forth in this discussion and analysis contains various “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The Private Securities Litigation Reform Act of 1995 (the “Act”) provides certain “safe harbor” provisions for forward-looking statements. All forward-looking statements made in this Quarterly Report on Form 10-Q are made pursuant to the Act. The reader is cautioned that such forward-looking statements are based on information available at the time and/or management’s good faith belief with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. Forward-looking statements speak only as of the date the statement was made. We assume no obligation to update forward-looking information to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “should,” “will,” and similar words, although some forward-looking statements are expressed differently. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors that could cause actual results to differ materially from

 

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Churchill Downs Incorporated Reports 2011 Third-Quarter Results

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expectations include: the effect of global economic conditions, including any disruptions in the credit markets; a decrease in consumers’ discretionary income; the effect (including possible increases in the cost of doing business) resulting from future war and terrorist activities or political uncertainties; the overall economic environment; the impact of increasing insurance costs; the impact of interest rate fluctuations; the effect of any change in our accounting policies or practices; the financial performance of our racing operations; the impact of gaming competition (including lotteries, online gaming and riverboat, cruise ship and land-based casinos) and other sports and entertainment options in the markets in which we operate; our ability to maintain racing and gaming licenses to conduct our businesses; the impact of live racing day competition with other Florida, Illinois and Louisiana racetracks within those respective markets; the impact of higher purses and other incentives in states that compete with our racetracks; costs associated with our efforts in support of alternative gaming initiatives; costs associated with customer relationship management initiatives; a substantial change in law or regulations affecting pari-mutuel and gaming activities; a substantial change in allocation of live racing days; changes in Kentucky, Florida, Illinois or Louisiana law or regulations that impact revenues or costs of racing operations in those states; the presence of wagering and gaming operations at other states’ racetracks and casinos near our operations; our continued ability to effectively compete for the country’s horses and trainers necessary to achieve full field horse races; our continued ability to grow our share of the interstate simulcast market and obtain the consents of horsemen’s groups to interstate simulcasting; our ability to enter into agreements with other industry constituents for the purchase and sale of racing content for wagering purposes; our ability to execute our acquisition strategy and to complete or successfully operate planned expansion projects; our ability to successfully complete any divestiture transaction; market reaction to our expansion projects; the inability of our totalisator company, United Tote, to maintain its processes accurately or keep its technology current; our accountability for environmental contamination; the ability of our online business to prevent security breaches within its online technologies; the loss of key personnel; the impact of natural and other disasters on our operations and our ability to obtain insurance recoveries in respect of such losses (including losses related to business interruption); our ability to integrate any businesses we acquire into our existing operations, including our ability to maintain revenues at historic levels and achieve anticipated cost savings; the impact of wagering laws, including changes in laws or enforcement of those laws by regulatory agencies; the outcome of pending or threatened litigation; changes in our relationships with horsemen’s groups and their memberships; our ability to reach agreement with horsemen’s groups on future purse and other agreements (including, without limiting, agreements on sharing of revenues from gaming and advance deposit wagering); the effect of claims of third parties to intellectual property rights; and the volatility of our stock price.

The reader should read this discussion in conjunction with the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q and the Company’s Annual Report on Form 10-K for the year ended Dec. 31, 2010, for further information, including Part I – Item 1A, “Risk Factors” for a discussion regarding some of the reasons that actual results may be materially different from those we anticipate, as modified by Part II – Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q.

 

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Churchill Downs Incorporated Reports 2011 Third-Quarter Results

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Wednesday, October 26, 2011

CHURCHILL DOWNS INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF NET EARNINGS

For the three months ended September 30, 2011, and 2010

(Unaudited)

(in thousands, except per common share data)

 

		Three Months Ended
		September 30,
		2011				2010				% Change
Net revenues
Racing		$	66,539			$	67,348			(1)
Gaming			51,922				34,667			50
Online			42,015				39,232			7
Other			5,873				6,299			(7)
			166,349				147,546			13
Operating expenses
Racing			64,681				67,083			(4)
Gaming			39,051				27,978			40
Online			30,584				28,559			7
Other			5,808				5,350			9
Selling, general and administrative expenses			16,138				15,281			6
Operating income			10,087				3,295			F
Other income (expense):
Interest income			116				30			F
Interest expense			(1,576	)			(1,625	)		(3)
Equity in loss of unconsolidated investments			(467	)			(470	)		(1)
Miscellaneous, net			19,934				1,832			F
			18,007				(233	)		F
Earnings from continuing operations before provision for income taxes			28,094				3,062			F
Income tax provision			(8,374	)			638			U
Earnings from continuing operations			19,720				3,700			F
Discontinued operations, net of income taxes			60				(4,389	)		F
Net earnings (loss)		$	19,780			$	(689	)		F
Net earnings (loss) per common share data:
Basic
Earnings from continuing operations		$	1.17			$	0.22			F
Discontinued operations			—				(0.26	)		F
Net earnings (loss)		$	1.17			$	(0.04	)		F
Diluted
Earnings from continuing operations		$	1.16			$	0.22			F
Discontinued operations			0.01				(.26	)		F
Net earnings (loss)		$	1.17			$	(.04	)		F
Weighted average shares outstanding
Basic			16,858				16,311
Diluted			16,974				16,768

NM: Not meaningful U: > 100% unfavorable F: > 100% favorable

 

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CHURCHILL DOWNS INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF NET EARNINGS

For the nine months ended September 30, 2011, and 2010

(Unaudited)

(in thousands, except per common share data)

 

		Nine Months Ended
		September 30,
		2011				2010				% Change
Net revenues
Racing		$	246,372			$	247,801			(1)
Gaming			160,468				104,263			54
Online			125,344				87,374			43
Other			15,405				8,666			78
			547,589				448,104			22
Operating expenses
Racing			201,356				209,918			(4)
Gaming			118,690				88,502			34
Online			85,800				61,950			38
Other			16,591				7,961			U
Selling, general and administrative expenses			50,443				43,937			15
Operating income			74,709				35,836			F
Other income (expense):
Interest income			240				158			52
Interest expense			(7,497	)			(4,303	)		74
Equity in earnings of unconsolidated investments			(423	)			(317	)		33
Miscellaneous, net			23,549				2,485			F
			15,869				(1,977	)		F
Earnings from continuing operations before provision for income taxes			90,578				33,859			F
Income tax provision			(34,054	)			(10,034	)		U
Earnings from continuing operations			56,524				23,825			F
Discontinued operations, net of income taxes:
Earnings (loss) from operations			61				(5,577	)		F
Gain on sale of assets			157				—			F
Net earnings		$	56,742			$	18,248			F
Net earnings per common share data:
Basic
Earnings from continuing operations		$	3.36			$	1.56			F
Discontinued operations			0.01				(0.36	)		F
Net earnings		$	3.37			$	1.20			F
Diluted
Earnings from continuing operations		$	3.34			$	1.56			F
Discontinued operations			0.01				(0.36	)		F
Net earnings		$	3.35			$	1.20			F
Weighted average shares outstanding
Basic			16,555				14,796
Diluted			16,939				15,257

NM: Not meaningful U: > 100% unfavorable F: > 100% favorable

 

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Churchill Downs Incorporated Reports 2011 Third-Quarter Results

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Wednesday, October 26, 2011

CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION BY OPERATING UNIT

For the three months ended September 30, 2011, and 2010

(in thousands, except per common share data)

 

		Three Months Ended
		September 30,
		2011				2010				% Change
Net revenues from external customers:
Churchill Downs		$	5,911			$	6,005			(2)
Arlington Park			30,875				30,208			2
Calder			23,673				24,396			(3)
Fair Grounds			6,080				6,739			(10)
Total Racing Operations			66,539				67,348			(1)
Calder Casino			20,251				17,089			19
Fair Grounds Slots			9,880				9,329			6
VSI			8,350				8,249			1
Harlow’s Casino			13,441				—			F
Total Gaming			51,922				34,667			50
Online Business			42,015				39,232			7
Other Investments			5,820				6,235			(7)
Corporate			53				64			(17)
Net revenues		$	166,349			$	147,546			13
Intercompany net revenues:
Churchill Downs		$	381			$	336			13
Arlington Park			1,468				1,199			22
Calder			582				557			4
Fair Grounds			21				39			(46)
Total Racing Operations			2,452				2,131			15
Online Business			186				152			22
Other Investments			1,148				589			95
Eliminations			(3,786	)			(2,872	)		32
Net revenues		$	—			$	—
Reconciliation of Segment EBITDA to net earnings:
Racing		$	20,414			$	1,254			F
Gaming			13,148				7,892			67
Online			9,818				5,818			69
Other Investments			1,157				1,792			(35)
Corporate			(1,540	)			296			U
Total EBITDA			42,997				17,052			F
Depreciation and amortization			(13,443	)			(12,395	)		8
Interest (expense) income, net			(1,460	)			(1,595	)		(8)
Income tax expense			(8,374	)			638			U
Earnings from continuing operations			19,720				3,700			F
Discontinued operations, net of income taxes			60				(4,389	)		F
Net earnings		$	19,780			$	(689	)		F

NM: Not meaningful U: > 100% unfavorable F: > 100% favorable

 

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Churchill Downs Incorporated Reports 2011 Third-Quarter Results

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CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION BY OPERATING UNIT

For the nine months ended September 30, 2011, and 2010

(in thousands, except per common share data)

 

		Nine Months Ended
		September 30,
		2011				2010				% Change
Net revenues from external customers:
Churchill Downs		$	104,072			$	100,609				3
Arlington Park			62,273				63,994				(3	)
Calder			45,753				48,015				(5	)
Fair Grounds			34,274				35,183				(3	)
Total Racing Operations			246,372				247,801				(1	)
Calder Casino			62,574				48,848				28
Fair Grounds Slots			31,510				29,979				5
VSI			26,566				25,436				4
Harlow’s Casino			39,818				—				F
Total Gaming			160,468				104,263				54
Online Business			125,344				87,374				43
Other Investments			15,143				8,599				76
Corporate			262				67				F
Net revenues		$	547,589			$	448,104				22
Intercompany net revenues:
Churchill Downs		$	3,993			$	2,872				39
Arlington Park			3,160				2,542				24
Calder			1,129				932				21
Fair Grounds			799				586				36
Total Racing Operations			9,081				6,932				31
Online Business			601				533				13
Other Investments			2,900				1,604				81
Eliminations			(12,582	)			(9,069	)			39
Net revenues		$	—			$	—
Reconciliation of Segment EBITDA to net earnings:
Racing		$	66,223			$	37,819				75
Gaming			43,479				19,537				F
Online			28,671				14,467				98
Other Investments			2,110				2,918				(28	)
Corporate			(1,329	)			(2,327	)			(43	)
Total EBITDA			139,154				72,414				92
Depreciation and amortization			(41,319	)			(34,410	)			20
Interest (expense) income, net			(7,257	)			(4,145	)			75
Income tax expense			(34,054	)			(10,034	)			U
Earnings from continuing operations			56,524				23,825				F
Discontinued operations, net of income taxes			218				(5,577	)			F
Net earnings		$	56,742			$	18,248				F

 

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Churchill Downs Incorporated Reports 2011 Third-Quarter Results

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CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION BY OPERATING UNIT

For the three and nine months ended September 30, 2011, and 2010

(in thousands, except per common share data)

 

		Three Months Ended September 30,								Change
Management fee expense (income):		2011				2010				$				%
Racing Operations		$	2,830			$	1,676			$	1,154				69	%
Gaming			2,053				809				1,244				U
Online Business			1,659				1,258				401				32	%
Other Investments			595				244				351				U
Corporate Income			(7,137	)			(3,987	)			(3,150	)			79	%
Total management fees		$	—			$	—			$	—

 

		Nine Months Ended September 30,								Change
Management fee expense (income):		2011				2010				$				%
Racing Operations		$	8,820			$	9,148			$	(328	)			-4	%
Gaming			5,540				3,123				2,417				77	%
Online Business			4,349				3,284				1,065				32	%
Other Investments			951				387				564				U
Corporate Income			(19,660	)			(15,942	)			(3,718	)			23	%
Total management fees		$	—			$	—			$	—

 

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Churchill Downs Incorporated Reports 2011 Third-Quarter Results

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Wednesday, October 26, 2011

CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION BY OPERATING UNIT

For the three and nine months ended September 30, 2011, and 2010

(in thousands, except per common share data)

 

		Three Months Ended September 30, 2010
		Previously Reported				Revised				Effect of Change
Net revenues from external customers:
Churchill Downs		$	5,449			$	6,005			$	556
Arlington Park			29,445				30,208				763
Calder			21,604				24,396				2,792
Fair Grounds			5,942				6,739				797
Total Racing Operations			62,440				67,348				4,908
Calder Casino			13,161				17,089				3,928
Fair Grounds Slots			8,600				9,329				729
VSI			6,545				8,249				1,704
Total Gaming			28,306				34,667				6,361
Online Business			38,739				39,232				493
Other Investments			6,195				6,235				40
Corporate			64				64				—
Net revenues from external customers		$	135,744			$	147,546			$	11,802

 

		Nine Months Ended September 30, 2010
		Previously Reported				Revised				Effect of Change
Net revenues from external customers:
Churchill Downs		$	96,979			$	100,609			$	3,630
Arlington Park			61,533				63,994				2,461
Calder			42,848				48,015				5,167
Fair Grounds			32,367				35,183				2,816
Total Racing Operations			233,727				247,801				14,074
Calder Casino			34,906				48,848				13,942
Fair Grounds Slots			27,716				29,979				2,263
VSI			20,202				25,436				5,234
Total Gaming			82,824				104,263				21,439
Online Business			86,089				87,374				1,285
Other Investments			8,599				8,599				—
Corporate			67				67				—
Net revenues from external customers		$	411,306			$	448,104			$	36,798

 

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CHURCHILL DOWNS INCORPORATED

CONDENSED, CONSOLIDATED BALANCE SHEETS

(in thousands)

 

		September 30, 2011				December 31, 2010
ASSETS
Current assets:
Cash and cash equivalents		$	26,883			$	26,901
Restricted cash			50,472				61,891
Accounts receivable, net of allowance for doubtful accounts of $4,164 in 2011 and $4,098 in 2010			33,083				33,307
Deferred income taxes			16,417				16,136
Income taxes receivable			—				11,674
Other current assets			18,782				20,086
Total current assets			145,637				169,995
Property and equipment, net			482,005				507,476
Goodwill			213,712				214,528
Other intangible assets, net			106,729				113,436
Other assets			8,787				12,284
Total assets		$	956,870			$	1,017,719
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	42,512			$	47,703
Bank overdraft			10,279				5,660
Purses payable			23,315				12,265
Accrued expenses			47,826				49,754
Income taxes payable			16,120				—
Dividends payable			—				8,165
Deferred revenue			18,750				24,512
Deferred riverboat subsidy			—				40,492
Total current liabilities			158,802				188,551
Long-term debt			156,270				265,117
Convertible note payable, related party			—				15,075
Other liabilities			30,181				17,775
Deferred revenue			17,025				15,556
Deferred income taxes			8,803				9,431
Total liabilities			371,081				511,505
Commitments and contingencies
Shareholders’ equity:
Preferred stock, no par value; 250 shares authorized; no shares issued			—				—
Common stock, no par value; 50,000 shares authorized; 17,166 shares issued at September 30, 2011 and 16,571 shares issued at December 31, 2010			259,336				236,503
Retained earnings			326,453				269,711
Total shareholders’ equity			585,789				506,214
Total liabilities and shareholders’ equity		$	956,870			$	1,017,719

 

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Churchill Downs Incorporated Reports 2011 Third-Quarter Results

Page 11 of 11

Wednesday, October 26, 2011

CHURCHILL DOWNS INCORPORATED

CONDENSED, CONSOLIDATED STATEMENT OF CASH FLOWS

For the nine months ended September 30, 2011, and 2010

(unaudited)

(in thousands)

 

		2011				2010
Cash flows from operating activities:
Net earnings		$	56,742			$	18,248
Adjustments to reconcile net earnings to net cash provided by
operating activities:
Depreciation and amortization			41,319				34,410
Asset impairment loss			482				1,598
Gain on sale of business			(271	)			—
Equity in losses of unconsolidated investments			423				317
Gain on derivative instruments			(3,096	)			(612	)
Share-based compensation			4,332				2,388
Other			2,139				1,192
Increase (decrease) in cash resulting from changes in operating assets and liabilities, net of business acquisitions:
Restricted cash			11,536				(20,395	)
Accounts receivable			1,825				2,099
Other current assets			(3,865	)			(1,549	)
Accounts payable			229				(6,656	)
Purses payable			11,051				4,367
Accrued expenses			3,099				7,250
Deferred revenue			2,121				(3,225	)
Deferred riverboat subsidy			(40,492	)			14,648
Income taxes payable			27,560				(554	)
Other assets and liabilities			16,498				1,815
Net cash provided by operating activities			131,632				55,341
Cash flows from investing activities:
Additions to property and equipment			(16,802	)			(56,493	)
Acquisition of business, net of cash acquired			—				(32,408	)
Purchases of minority investements			(158	)			(400	)
Acquisition of gaming license			(2,250	)			(2,750	)
Proceeds on sale of property and equipment			50				16
Change in deposit wagering asset			(117	)			(37	)
Net cash used in investing activities			(19,277	)			(92,072	)
Cash flows from financing activities:
Borrowings on bank line of credit			230,311				204,260
Repayments on bank line of credit			(339,158	)			(141,849	)
Repayment of note payable, related party			—				(24,043	)
Change in book overdraft			4,618				6,929
Payment of dividends			(8,165	)			(6,777	)
Repurchase of common stock			(732	)			(1,354	)
Common stock issued			635				459
Change in deposit wagering liability			118				(4	)
Net cash (used in) provided by financing activities			(112,373	)			37,621
Net (decrease) increase in cash and cash equivalents			(18	)			890
Cash and cash equivalents, beginning of period			26,901				13,643
Cash and cash equivalents, end of period		$	26,883			$	14,533

 

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