UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                                  FORM 10-Q

(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

                 For the quarterly period ended March 31,June 30, 2000

                                      Oror

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ______TO______.

                         Commission File No. 0-22088

                        MONARCH CASINO & RESORT, INC.
            (Exact name of registrant as specified in its charter)
                          -------------------------

                NEVADA                                88-0300760
     (State or other jurisdiction                  (I.R.S. Employer
   of incorporation or organization)              Identification No.)
     1175 W. MOANA LANE, SUITE 200
             RENO, NEVADA                               89509
        (Address of principal                         (Zip code)
          executive offices)

     Registrant's telephone number, including area code:  (775) 825-3355
                          -------------------------
                                NOT APPLICABLE
                (Former name, former address and former fiscal
                     year, if changed since last report.)

     Indicate by check mark 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 ISSUERS INVOLVED IN BANKRUPTCY
                 PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
     Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. YES ___  NO ___

                    APPLICABLE ONLY TO CORPORATE ISSUERS:
     Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.

As of May 3,July 31, 2000, there were 9,436,275 shares of Monarch Casino & Resort,
Inc. $0.01 par value common stock outstanding.

                       PART 1. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                        MONARCH CASINO & RESORT, INC.
                CONDENSED CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended March 31, ----------------------------Six Months Ended June 30, June 30, -------------------------- -------------------------- 2000 1999 2000 1999 ------------ ------------ ------------ ------------ (Unaudited) (Unaudited) (Unaudited) (Unaudited) Revenues Casino......................................Casino........................... $ 14,048,72915,501,459 $ 10,050,70711,827,740 $ 29,550,188 $ 21,878,446 Food and beverage........................... 6,775,376 4,561,487 Hotel....................................... 4,109,261 2,362,892 Other....................................... 809,776 633,056beverage................ 7,400,521 5,802,959 14,175,898 10,364,446 Hotel............................ 4,642,868 3,415,218 8,752,129 5,778,110 Other............................ 896,375 666,772 1,706,151 1,299,828 ------------ ------------ ------------ ------------ Gross revenues........................... 25,743,142 17,608,142revenues................ 28,441,223 21,712,689 54,184,366 39,320,830 Less promotional allowances................. (3,093,416) (2,674,607)allowances...... (3,462,731) (3,134,502) (6,556,147) (5,809,109) ------------ ------------ ------------ ------------ Net revenues............................. 22,649,726 14,933,535revenues.................. 24,978,492 18,578,187 47,628,219 33,511,721 ------------ ------------ ------------ ------------ Operating expenses Casino...................................... 5,833,903 4,528,476Casino........................... 6,386,124 5,091,534 12,220,027 9,620,009 Food and beverage........................... 4,251,636 2,530,308 Hotel....................................... 1,616,464 707,598 Other....................................... 307,076 216,772beverage................ 4,585,251 3,632,785 8,836,887 6,163,093 Hotel............................ 1,608,437 950,546 3,224,901 1,658,144 Other............................ 357,119 282,268 664,195 499,040 Selling, general and administrative......... 5,958,071 4,831,231administrative.................. 6,068,891 5,548,029 12,026,962 10,379,260 Depreciation and amortization............... 2,499,755 1,177,944amortization.... 2,518,646 1,555,122 5,018,401 2,733,066 ------------ ------------ ------------ ------------ Total operating expenses................. 20,466,905 13,992,329expenses...... 21,524,468 17,060,284 41,991,373 31,052,612 ------------ ------------ ------------ ------------ Income from operations................... 2,182,821 941,206operations........ 3,454,024 1,517,903 5,636,846 2,459,109 ------------ ------------ ------------ ------------ Other expense Interest expense............................ 2,039,109 619,935expense................. 2,178,903 920,265 4,218,012 1,540,200 ------------ ------------ ------------ ------------ Total other expense...................... 2,039,109 619,935expenses.......... 2,178,903 920,265 4,218,012 1,540,200 ------------ ------------ ------------ ------------ Income before income taxes............... 143,712 321,271taxes.... 1,275,121 597,638 1,418,834 918,909 Provision for income taxes.................... 50,508 109,232taxes......... 445,301 203,197 495,809 312,429 ------------ ------------ ------------ ------------ Net Income...............................income.................... $ 93,204829,820 $ 212,039394,441 $ 923,025 $ 606,480 ============ ============ ============ ============ Income per share of common stock Net income Basic.....................................Basic.......................... $ 0.010.09 $ 0.02 Diluted...................................0.04 $ 0.010.10 $ 0.020.06 Diluted........................ $ 0.09 $ 0.04 $ 0.10 $ 0.06 Weighted average number of common shares and potential common shares outstanding Basic.....................................Basic.......................... 9,436,275 9,436,275 Diluted................................... 9,483,785 9,510,3699,436,275 9,436,275 Diluted........................ 9,478,796 9,493,765 9,481,390 9,497,903
The accompanying Notes to the Condensed Consolidated Financial Statements are an integral part of these statements. -2- MONARCH CASINO & RESORT, INC. CONDENSED CONSOLIDATED BALANCE SHEETS
March 31,June 30, December 31, 2000 1999 ------------ ------------ (Unaudited) ASSETS Current assets Cash............................................Cash................................................. $ 4,116,5753,903,609 $ 6,367,507 Receivables, net................................ 2,363,576net..................................... 3,258,471 1,954,447 Related party receivables....................... 84,432receivables............................ 59,773 83,205 Inventories..................................... 1,253,822Inventories.......................................... 1,233,955 1,456,602 Prepaid expenses................................ 1,953,381expenses..................................... 2,049,791 1,600,249 Prepaid federal income taxes....................taxes ........................ 443,870 443,870 Deferred income taxes........................... 1,278,795taxes................................ 1,602,772 1,174,626 ------------------------- ------------ Total current assets......................... 11,494,451assets.............................. 12,552,241 13,080,506 ------------------------- ------------ Property and equipment Land............................................Land................................................. 10,339,530 10,339,530 Land improvements............................... 3,077,298improvements.................................... 3,074,414 3,034,095 Buildings....................................... 78,712,595Buildings............................................ 78,785,911 78,432,078 Furniture and equipment......................... 49,827,384equipment.............................. 50,332,559 49,392,494 Building improvements........................... 4,487,226improvements................................ 4,515,799 4,462,520 ------------- ------------ ------------ 146,444,033147,048,213 145,660,717 Less accumulated depreciation and amortization.. (30,463,069)amortization....... (32,980,850) (27,964,180) ------------- ------------ 114,067,363 117,696,537 Construction in progress............................. 419,042 - ------------- ------------ Net property and equipment................... 115,980,964equipment........................ 114,486,405 117,696,537 ------------------------- ------------ Other assets, net................................. 825,704net...................................... 774,026 877,382 ------------------------- ------------ Total assets................................. $128,301,119 $131,654,425 ============assets...................................... $ 127,812,672 $ 131,654,425 ============= ============
The accompanying Notes to the Condensed Consolidated Financial Statements are an integral part of these statements. -3- MONARCH CASINO & RESORT, INC. CONDENSED CONSOLIDATED BALANCE SHEETS
March 31,June 30, December 31, 2000 1999 ------------ ------------ (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Current maturities of long-term debt............debt................. $ 7,425,2068,287,476 $ 7,333,921 Accounts payable................................ 5,138,143payable..................................... 5,797,581 7,238,084 Accounts payable construction................... 310,488payable-construction........................ 496,557 942,264 Accrued expenses................................ 6,115,134expenses..................................... 5,241,093 5,156,363 Federal income taxes payable.................... 283,622payable......................... 580,080 213,686 ------------------------- ------------ Total current liabilities.................... 19,272,593liabilities......................... 20,402,787 20,884,318 Long-term debt, less current maturities........... 80,315,983maturities................ 77,394,700 82,235,509 Deferred income taxes............................. 2,750,758taxes.................................. 3,223,579 2,666,017 Commitments and contingencies.....................contingencies.......................... Stockholders' equity Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued.................issued...................... - - Common stock, $.01 par value, 30,000,000 shares authorized; 9,536,275 issued; 9,436,275 outstanding..........................outstanding............................... 95,363 95,363 Additional paid-in capital......................capital........................... 17,241,788 17,241,788 Treasury stock..................................stock....................................... (329,875) (329,875) Retained earnings............................... 8,954,509earnings.................................... 9,784,330 8,861,305 ------------------------- ------------ Total stockholders' equity................... 25,961,785equity........................ 26,791,606 25,868,581 ------------------------- ------------ Total liabilities and stockholders' equity... $128,301,119equity........ $127,812,672 $131,654,425 ========================= ============
The accompanying Notes to the Condensed Consolidated Financial Statements are an integral part of these statements. -4- MONARCH CASINO & RESORT, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
ThreeSix Months Ended March 31,June 30, ---------------------------- 2000 1999 ------------ ------------ (Unaudited) (Unaudited) Cash flows from operating activities: Net income..................................income............................................ $ 93,204923,025 $ 212,039606,480 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization............. 2,545,132 1,223,205amortization....................... 5,109,154 2,823,559 Gain on disposal of assets................assets.......................... (87,980) -(5,294) Deferred income taxes..................... (19,428) (37,738) (Increase) decreasetaxes............................... 129,416 (97,143) Increase in receivables, net... (410,356) 56,424net........................ (1,280,592) (311,759) Decrease (increase) in inventories........ 202,780 (83,249)inventories.................. 222,647 (435,245) (Increase) decrease in prepaid expenses... (353,132) 439,981expenses............. (449,542) 352,707 Decrease (increase) in other assets....... 5,435 (31,678) Decreaseassets............................ 10,872 19,228 (Decrease) increase in accounts payable.............. (2,099,941) (152,477)payable............. (1,440,503) 1,543,214 Increase (decrease) in accrued expenses, and federal income taxes payable......... 1,028,707 700,310taxes.......................... 451,124 (203,754) ------------ ------------ Net cash provided by operating activities.................... 904,421 2,326,817activities.......... 3,587,621 4,291,993 ------------ ------------ Cash flows from investing activities: Proceeds from sale of assets................assets.......................... 87,980 -11,268 Acquisition of property and equipment....... (759,263) (17,741,284) (Decrease) increaseequipment................. (1,670,529) (24,876,590) Decrease in accounts payable construction.............. (631,776) 7,954construction............. (445,707) (2,056,375) ------------ ------------ Net cash used in investing activities.... (1,303,059) (17,733,330)activities.............. (2,028,256) (26,921,697) ------------ ------------ Cash flows from financing activities: Proceeds from long-term debt................debt.......................... - 15,795,36823,249,498 Principal payments on long-term debt........ (1,852,294) (282,950)debt.................. (4,023,263) (746,082) ------------ ------------ Net cash (used in) provided by financing activities................. (1,852,294) 15,512,418activities.............................. (4,023,263) 22,503,416 ------------ ------------ Net (decrease) increasedecrease in cash......... (2,250,932) 105,905cash............................... (2,463,898) (126,288) Cash at beginning of period...................period............................. 6,367,507 4,919,143 ------------ ------------ Cash at end of period......................... $4,116,575period................................... $ 5,025,0483,903,609 $ 4,792,855 ============ ============ Supplemental disclosure of cash flow information: Cash paid for interest, net of capitalized interest................ $1,536,395interest.......................... $ 315,6644,101,751 $ 1,642,151 Capitalized interest........................interest.................................. $ - $ 529,2241,090,428 Supplemental schedule of non-cash investing and financing activities: The Company financed the purchase of property and equipment in the following amounts...........................amounts............... $ 24,053136,009 $ 306,8676,425,760
The accompanying Notes to the Condensed Consolidated Financial Statements are an integral part of these statements. -5- MONARCH CASINO & RESORT, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation Monarch Casino & Resort, Inc. ("Monarch") was incorporated in 1993. Monarch's wholly-owned subsidiary, Golden Road Motor Inn, Inc. ("Golden Road"), owns and operates the Atlantis Casino Resort (the "Atlantis"), a hotel/casino facility in Reno, Nevada and owns a 16-acre site adjacent to the Atlantis which is .Nevada. Unless stated otherwise, "Monarch" or the "Company" refers collectively to Monarch Casino & Resort, Inc. and its wholly owned subsidiary, Golden Road.Road subsidiary. The consolidated financial statements include the accounts of Monarch and Golden Road. Intercompany balances and transactions are eliminated. Use of Estimates In preparing these financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the year. Actual results could differ from those estimates. Reclassifications Certain amounts in the 1999 consolidated financial statements have been reclassified to conform with the 2000 presentation. These reclassifications had no effect on the Company's previously reported net income. Related Party Receivables Receivables from officers, employees, or affiliated companies are primarily for banquet related services and are priced at the retail value of the goods or services provided. NOTE 2. INTERIM FINANCIAL STATEMENTS The accompanying condensed consolidated financial statements for the three month and six month periods ended March 31,June 30, 2000 and March 31,June 30, 1999 are unaudited. In the opinion of management, all adjustments, consisting of normal recurring adjustments necessary for a fair presentation of the Company's financial position and results of operations for such periods, have been included. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited financial statements included in its Annual Report on Form 10-K for the year ended December 31, 1999. The results for the three month periodand six month periods ended March 31,June 30, 2000 are not necessarily indicative of the results that may be expected for the year ending December 31, 2000, or for any other period. -6- NOTE 3. EARNINGS PER SHARE In 1997, the Company adopted the provisions of Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings Per Share." SFAS No. 128 replaces previously reported earnings per share with "basic" earnings per share and "diluted" earnings per share. Basic earnings per share is computed by dividing reported net earnings by the weighted-average number of common shares outstanding during the period. Diluted earnings per share reflects the additional dilution for all potentially dilutive securities such as stock options. reflects the potential dilution that could occur if options to issue common stock were exercised into common stock. The following is a reconciliation of the number of shares (denominator) used in the basic and diluted earnings per share computations (shares in thousands):
Three Months ended March 31,June 30, ----------------------------------- 2000 1999 ---------------- ---------------- Per Share Per Share Shares Amount Shares Amount ------ --------- ------ --------- Net Income Basic..................... 9,436 $0.01$0.09 9,436 $0.02$0.04 Effect of dilutive stock options............ 4843 - 7458 - ------ ------- ------ ------- Diluted................... 9,479 $0.09 9,494 $0.04 ====== ======= ====== =======
Six Months ended June 30, ----------------------------------- 2000 1999 ---------------- ---------------- Per Share Per Share Shares Amount Shares Amount ------ --------- ------ --------- Net Income Basic..................... 9,436 $0.10 9,436 $0.06 Effect of dilutive stock options............ 45 - 62 - ------ ------ ------ ------ Diluted................... 9,484 $0.01 9,510 $0.029,481 $0.10 9,498 $0.06 ====== ========= ====== ============== ======
The following options were not included in the computation of diluted earnings per share because the options' exercise price was greater than the average market price of the common shares and their inclusion would be antidilutive:antidilutive. -7-
Three Months ended March 31,June 30, ---------------------------- 2000 1999 ----------- ----------- Options to purchase shares of common stock (in thousands)..... 19 2- Exercise prices.................. $5.25-$6.00 $ 8.06- Expiration dates................. 6/03-2/10 6/99-
-7-
Six Months ended June 30, ---------------------------- 2000 1999 ----------- ----------- Options to purchase shares of common stock (in thousands)..... 19 - Exercise prices.................. $5.25-$6.00 - Expiration dates................. 6/03-2/10 -
-8- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS STATEMENT ON FORWARD-LOOKING INFORMATION Certain information included herein contains statements that may be considered 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, such as statements relating to anticipated expenses, capital spending and financing sources. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future and, accordingly, such results may differ from those expressed in any forward-looking statements made herein. These risks and uncertainties include, but are not limited to, those relating to competitive industry conditions, and expansion of Indian casinos in California, Reno-area tourism conditions, dependence on existing management, leverage and debt service (including sensitivity to fluctuations in interest rates), the regulation of the gaming industry (including actions affecting licensing), outcome of litigation, domestic or global economic conditions, changes in federal or state tax laws or the administration of such laws. RESULTS OF OPERATIONS Comparison of Operating Results for the Three Month Periods Ended March 31,June 30, 2000 and 1999 For the three month period ended March 31,June 30, 2000, the Company had net income of $93earned $830 thousand, or $0.01$0.09 per share, on net revenues of $22.6$25.0 million, a decrease from net incomecompared to earnings of $212$394 thousand, or $.02$0.04 per share, on net revenues of $14.9$18.6 million for the three months ended March 31,June 30, 1999. Income from operations for the three months ended March 31,June 30, 2000 totaled $2.2$3.5 million, compared to $941 thousand$1.5 million for the same period in 1999. The Company's first1999 second quarter. Net revenues for the second quarter of 2000 net revenue represents a new firstsecond quarter record for the Company, but net income and earnings per share were negatively impacted primarily by construction disruption and start-up expenses related to the Company's Atlantis expansion project (the "Atlantis Expansion") due to a 112.2%62.0% increase in depreciation and amortization and a 228.9%136.8% increase in interest expense when compared to last year's first quarter. and the absence ofsecond quarter, both as a major event comparable to the four month American Bowling Congress Tournament in 1999's first quarter results In the Reno area market, the January through March period encompassing the Company's first quarter has traditionally been marked by weather-related seasonality, with winter storms producing moderate to severe travel delays and difficulties for visitors to the region. The impactdirect result of the weather this year and the absence of a major event were relatively minor when compared to the negative impact that construction disruption and start-up expenses was relatively minor. The Company incurred ongoing expansion related expenses throughout the first quarter of 1999 with no meaningful offsettingAtlantis expansion. Casino revenues from new capacity coming on line. The Atlantis Expansion consists of the enclosed overhead "skywalk" structure connecting the Atlantis with its 16 acre site across South Virginia Street from the Atlantis (the "Skywalk") and a new 27- story hotel tower containing additional casino and public space (the "Hotel Tower Project"). The Company completed the Skywalk during the third week of March 1999 and began bringing on line certain areas of the Hotel Tower Project during April 1999. The remainder of the Hotel Tower Project will be phased in over a period ending sometime latetotaled $15.5 million in the quarter ending June 30, 1999. Casino revenues were up 39.8% in the firstsecond quarter of 2000, compared toan increase of 31.1% from $11.8 million in the first1999 second quarter, of 1999, reflecting increases in both slot and table game win. Slot revenues were up 41.0%23.4% in the firstsecond quarter of 2000 compared to the firstsecond quarter of 1999 due to an increase in the volume of slot machine play and an increase in the average number of slot machines on average for the quarter. Table game revenue infor the first quarter ofthree months ended June 30, 2000 increased 33.0% from57.0% compared to the first quarter ofsame period in 1999, primarily due to an increase in table game drop and an increase in the average number of table games on average for the quarter. Casino operating expenses amounted to 41.5%41.2% of casino revenues in the first2000 second quarter, of 2000, compared to 45.1%43.0% in the first1999 second quarter, of 1999, with the differenceprimarily due primarily to a decrease in operating and complimentaries costs. -8- Food and beverage revenues for the 2000 second quarter totaled $7.4 million, an increase of 27.5% from $5.8 million in the 1999 second quarter, due primarily to the operation of one new restaurant, an additional beverage lounge, expansion of the buffet, and an increase in the hotel guest traffic -9- created by the new hotel rooms. Food and beverage operating expenses remained relatively constant as a percent of food and beverage revenue at 62.0% in the 2000 second quarter compared to 62.6% in the second quarter of 1999. Hotel revenues increased 35.9% to $4.6 million from the 1999 second quarter, as a result of opening 385 new hotel tower rooms, a slight decrease in the average daily room rate, and an occupancy rate increase. The Atlantis' average daily room rate ("ADR") was $51.73 for the 2000 second quarter compared to $52.45 in the second quarter of 1999. The Atlantis experienced an occupancy rate of 96.7% during the 2000 second quarter, up from an occupancy rate of 90.8% during the same period last year. Hotel operating expenses in the 2000 second quarter were 34.6% of hotel revenues, compared to 27.8% in the 1999 second quarter, as a result of increased 48.5%payroll and operating costs for the hotel expansion, including the new concierge tower rooms. Other revenues totaled $896 thousand in the second quarter of 2000, up 34.4% from $667 thousand in the second quarter of 1999, primarily reflecting the opening of a logo gift shop. Other expenses in the 2000 second quarter were 39.8% of other revenues, compared to 42.3% in the 1999 second quarter. Selling, general and administrative expenses were $6.1 million in the 2000 second quarter or 24.3% of net revenues, compared to $5.5 million or 29.9% of net revenues in the second quarter of 1999. The decrease in these expenses as a percentage of revenue reflects the fact that certain payroll and operating costs have not increased to the same extent as revenues have increased, thereby resulting in certain economies of scale from the expansion. Interest expense for the 2000 second quarter totaled $2.2 million, an increase of 136.8% from $920 thousand in the second quarter of 1999. The increase reflects the Company's increased debt incurred in connection with the Atlantis expansion and an increase in interest rates. Because the Atlantis expansion was in operation in the second quarter of 2000, the Company did not capitalize any interest costs; however, during the 1999 second quarter, while construction was still in progress, $561 thousand in interest costs were capitalized. Comparison of Operating Results for the Six Month Periods Ended June 30, 2000 and 1999 For the six months ended June 30, 2000, the Company earned $923 thousand, or $0.10 per share, on net revenues of $47.6 million, compared to earnings of $606 thousand, or $0.06 per share, on net revenues of $33.5 million during the six months ended June 30, 1999. Operating income for the 2000 six month period totaled $5.6 million, compared to $2.5 million for the same period in 1999. Net revenues for the six months ended June 30, 2000 represents a new record for the Company, but net income and earnings per share were negatively impacted primarily due to an 83.6% increase in depreciation and amortization and a 173.9% increase in interest expense when compared to last year's six month period. Casino revenues for the first six months of 2000 totaled $29.6 million, a 35.1% increase from $21.9 million for the first six months of 1999, reflecting increases in both slot and table game win. Slot revenues were up 31.5% in the first quartersix months of 2000 compared to the first quartersix months of -10- 1999 due to an increase in the volume of slot machine play and an increase in the average number of slot machines for the six month period. Table game revenue for the six months ended June 30, 2000 increased 45.7% compared to the same period in 1999, primarily due to an increase in table game drop and an increase in the average number of table games for the six month period. Casino operating expenses amounted to 41.4% of casino revenues for the six months ended June 30, 2000, compared to 44.0% for the same period in 1999, primarily due to a decrease in operating costs. Food and beverage revenues totaled $14.2 million for the six months ended June 30, 2000, an increase of 36.8% from the $10.4 million for the six months ended June 30, 1999, due primarily to the openingaddition of two new restaurants, an additional beverage lounge, and expansion of the buffet.buffet, and an increase in the number of hotel guests in the newly expanded hotel. While food and beverage operating margins remained relatively constant, reported food and beverage expenses amounted to to 62.8%62.3% of food and beverage revenues during the first quarter of 2000 an improvement fromsix month period, compared to 55.5%59.5% for the same period in the first quarter of 1999, which was primarily caused by classifying certain food and beverage costs in accordance with accounting requirements prescribed by the Securities and Exchange Commission. Hotel revenueswere essentially flatrevenues for the first six months of 2000 increased 51.5% to a total of $8.8 million, up from $5.8 million for the first six months of 1999. The increase reflects a 45.6% increase in room nights available in the first six month period of 2000 first quarter decreasing increased %73.9% from the 1999 first quarter, duecompared to the opening ofsame period for 1999 and an increased occupancy rate. The Atlantis experienced a 91.6% occupancy rate during the new hotel tower with 385 rooms.2000 six month period, compared to 89.1% for the same period in 1999. The Atlantis' average daily room rate ("ADR") decreased was $50.67$51.23 for the six month period in the first quarter of 2000, down only slightly compared to $49.95$51.39 for the same period in the first quarter of 1999. Hotel operating expenses in the first six months of 2000 first quarter were 39.3%36.8% of hotel revenues, compared to 29.9%28.7% for the same period in the 1999 first quarter,1999. This increase in operating expenses as a resultpercentage of hotel revenues resulted from increased payroll and operating costs for the expanded hotel in general and specificallyadditional amenities. Other revenues were $1.7 million for the new concierge tower. Other revenues increased increased 27.9%six months ended June 30, 2000, an increase of 31.3% from $1.3 million in the 2000 first quarter compared to thesame period in 1999, first quarter, primarily reflecting the opening of a logo gift shop. Other expenses in the 2000 first quarter amounted to to 37.9% of other revenues, compared to 34.2% in the 1999 first quarter as a resultpercentage of higher gift shop operating costsrevenue remained fairly constant at 38.9% and a decrease in38.4% for the six month periods ended June 30, 2000 first quarter bad debt recoveries compared to theand 1999, first quarter.respectively. Selling, general and administrative expenses amountedwere $12.0 million in the first six months of 2000, or 25.3% of net revenues, compared to to 26.3%$10.4 million or 31.0% of net revenues in the first quarter of 2000, compared to 32.4% in the first quartersix months of 1999. ThisincreaseThe decrease is primarily due to higher personnel costs and higher economiesin these expenses as a percentage of revenue reflects the fact that certain payroll and operating costs as a result ofhave not increased to the expansion, whereby these costs did not increase as rapidlysame extent as revenues increased.have increased, thereby resulting in certain economies of scale from the expansion. Interest expense for the first six months of 2000 first quarter totaled $ $2.0 thousandmillion,$4.2 million, an decrease increase of of 228.9%173.9%, from $575 620 thousand incompared to $1.5 million for the 1999 first quarter.same period one year earlier. The decrease increase reflects lower average interest rates on the Company's debt and the capitalization of certain interest costs in the 2000 period. the Company's increased debt due to the Atlantis expansion and an increase in interest rates. InBecause the 2000Atlantis expansion was in operation in the first quarter,six months of 2000, the Company did not capitalize any interest costs; however, during the first six months of 1999, first quarter, $529 thousandwhile construction was still in progress, $1.1 million in interest costs were capitalized. -11- OTHER FACTORS AFFECTING CURRENT AND FUTURE RESULTS The recent constitutional amendment approved by California voters allowing the expansion of Indian casinos in California will have an impact on casino revenues in Nevada in general, and many analysts have predicted the impact will be more significant on the Reno-Lake Tahoe market. The extent of this impact is difficult to predict, but the Company believes that the impact on the Company will be mitigated to an extent due to the Atlantis' emphasis on Reno area residents as a significant base of its business. However, if other Reno area casinos suffer business losses due to increased pressure from California Indian casinos, they may intensify their marketing efforts to Reno area residents as well. However, the Company's numerous amenities such as a wide array of restaurants and other venues are a key factor in the Company's ability to attract Reno area residents which competitor facilities will not easily be able to match. -9- The Company also believes that the legalization of unlimited land-based casino gaming in or near any major metropolitan area in the Atlantis' key marketing areas, such as San Francisco or Sacramento, could have a material adverse effect on its business. The gaming industry represents a significant source of tax revenues to the State of Nevada. A recent proposal in Nevada, which is currently under discussion, would increase the tax on gaming revenues from 6.25% to 11.25%. If enacted, this proposal would have a material impact on the Company's results of operations. LIQUIDITY AND CAPITAL RESOURCES For the threesix months ended March 31,June 30, 2000, net cash provided by operating activities totaled $ $904 millionthousand..$3.6 million. Net cash used in investing activities for the same period totaled $1.3$2.0 million, which consisted primarily of acquisitions of property and equipment at the Atlantis. Net cash used forin financing activities totaled $ $1.9$4.0 million as the Company used funds to fund the costs of the Atlantis Expansionreducereduce long-term debt. As a result, at March 31,June 30, 2000, the Company had cash of $ $4.1$3.9 million, compared to $5.06.4$6.4 million at December 31, 1999. The Company has an $80 million construction and reducing revolving credit facility with a group of banks (the "Credit Facility"). The principal terms of the Credit Facility are summarized in the Company's Annual Report on Form 10-K for the year ended December 31, 19981999.1999. At March 31,June 30, 2000, the outstanding balance of the Credit Facility was $ $79.3$77.9 million. The Company also has available a second bank credit facility on which it may borrow up to $4.5 million. The principal terms of this second bank credit facility are also summarized in the Company's Annual Report on Form 10-K for the year ended December 31, 1998. At March 31, 2000, the outstanding balance on this second bank credit facility was $ thousand. In addition to the potential funding requirements associated with the Atlantis Expansion, tThe Company continues to monitor expansion and development opportunities at its other Reno site and elsewhere in Nevada and in other jurisdictions. The decision by the Company to proceed with any substantial project will require the Company to secure adequate financing on acceptable terms. No assurances can be made that if such projects are pursued that adequate financing would be available on acceptable terms, if at all. The Company believes that its existing cash balances, cash flow from operations and borrowings available under the Credit Facility will provide the Company with sufficient resources to fund its operations, meet its existing debt obligations and fund its capital expenditure requirements; however, the Company's operations are subject to financial, economic, competitive, regulatory, and other factors, many of which are beyond its control. If the Company is unable to generate sufficient cash flow, it could -12- be required to adopt one or more alternatives, such as reducing, delaying or eliminating planned capital expenditures, selling assets, restructuring debt or obtaining additional equity capital. -10- YEAR 2000 The Company has undertaken an assessment of the information systems and software used in its operations to determine whether or not those systems were Year 2000 compliant, and implemented plans to upgrade or replace systems and/or software that was determined not to be Year 2000 compliant. Based on that assessment, and the plans made as a result thereof, the Company believes that its critical information systems are Year 2000 compliant or will be made Year 2000 compliant before the end of 1999. The Company begun, and is continuing to assess, potential issues related to the Year 2000 other than those relating to the Company's internal information systems, such as critical supplier readiness and potential problems associated with embedded technologies, and will develop and implement plans to correct any deficiencies found. The costs of addressing the Company's Year 2000 issues have not been fully determined, but are not currently expected to be material to the Company's financial position; however, should the Company and/or its critical suppliers fail to identify and/or correct material Year 2000 issues, such failure could impact the Company's ability to operate as it did before the Year 2000, and subsequently have a material impact on the Company's operating results or financial position. In such an event, the Company will address issues as they arise and strive to minimize any impact on the Company's operations. PART II. OTHER INFORMATION ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS On June 21, 2000, the Company conducted its annual meeting of stockholders in Reno, Nevada, in which the only action taken was the election of directors whose term expired in 2000. The results were as follows: Votes Cast -------------------- Against or Name of Director Elected For Withheld ------------------------ -------------------- John Farahi 9,349,688 14,750 Ronald R. Zideck 9,349,688 14,750 Craig F. Sullivan 9,349,688 14,750 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits Exhibit No. Description ----------- ----------- 27.01EX-27.01 Financial Data Schedule (b) Reports on Form 8-K None. -11-None -13- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MONARCH CASINO & RESORT, INC. (Registrant) Date: MayAugust 11, 2000 By: /s/ BEN FARAHI ------------------------------------ Ben Farahi, Co-Chairman of the Board, Secretary, Treasurer and Chief Financial Officer(Principal Financial Officer and Duly Authorized Officer)
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