Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days after end of month
Submit copy of report to any official committee appointed in the case.
REQUIRED DOCUMENTS | | Form No. | | Document Attached | | Explanation Attached | | Affidavit/ Supplement Attached |
Schedule of Cash Receipts and Disbursements | | MOR-1 | | Yes | | | | |
Bank Reconciliation (or copies of debtor’s bank reconciliations) | | MOR-1a | | Yes | | | | |
Schedule of Professional Fees Paid | | MOR-1b | | Yes | | | | |
Copies of bank statements | | | | No | | | | |
Cash disbursements journals | | | | No | | | | |
Statement of Operations | | MOR-2 | | Yes | | | | |
Balance Sheet | | MOR-3 | | Yes | | | | |
Status of Post-petition Taxes | | MOR-4 | | Yes | | | | |
Copies of IRS Form 6123 or payment receipt | | | | N/A | | | | |
Copies of tax returns filed during reporting period | | | | N/A | | | | |
Summary of Unpaid Post-petition Debts | | MOR-4 | | Yes | | | | |
Listing of aged accounts payable | | MOR-4 | | Yes | | | | |
Accounts Receivable Reconciliation and Aging | | MOR-5 | | Yes | | | | |
Debtor Questionnaire | | MOR-5 | | Yes | | | | |
I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.
| | |
Signature of Debtor | | Date |
| | |
| | |
Signature of Joint Debtor | | Date |
| | |
/s/ Blake Tohana | | November 30, 2009 |
Signature of Authorized Individual* | | Date |
| | |
Blake Tohana | | EVP + CFO |
Printed Name of Authorized Individual | | Title of Authorized Individual |
*Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS
Amounts reported should be per the debtor’s books, not the bank statement. The beginning cash should be the ending cash from the prior month or, if this is the first report, the amount should be the balance on the date the petition was filled. The amounts reported in the “CURRENT MONTH - ACTUAL” column must equal the sum of the four bank account columns. The amounts reported in the “PROJECTED” columns should be taken from the SMALL BUSINESS INITIAL REPORT (FORM IR-1). Attach copies of the bank statements and the cash disbursements journal. The total disbursements listed in the disbursements journal must equal the total disbursements reported on this page. A bank reconciliation must be attached for each account. [See MOR-1 (CONT)]
| | BANK ACCOUNTS | | CURRENT MONTH | | CUMULATIVE FILING TO DATE | |
| | OPER. | | PAYROLL | | TAX | | OTHER | | ACTUAL | | PROJECTED | | ACTUAL | | PROJECTED | |
CASH BEGINNING OF MONTH | | 1,186,146 | | 0 | | | | 8,290,167 | | 9,476,313 | | | | 801,229 | | | |
RECEIPTS | | | | | | | | | | | | | | | | | |
CASH SALES | | | | | | | | | | | | | | | | | |
ACCOUNTS RECEIVABLE | | | | | | | | | | | | | | 90,752 | | | |
LOANS AND ADVANCES | | | | | | | | | | | | | | | | | |
SALE OF ASSETS | | | | | | | | | | | | | | 7,648,428 | | | |
OTHER (ATTACH LIST) | | 2,451,445 | | | | | | 103 | | 2,451,548 | | | | 25,847,326 | | | |
TRANSFERS (FROM DIP ACCTS) | | 6,500,000 | | | | | | 718 | | 6,500,718 | | | | 32,831,412 | | | |
| | | | | | | | | | | | | | | | | |
TOTAL RECEIPTS | | 8,951,445 | | | | | | 821 | | 8,952,266 | | | | 66,417,918 | | | |
| | | | | | | | | | | | | | | | | |
NET PAYROLL | | 298,000 | | | | | | | | 298,000 | | | | 2,003,724 | | | |
PAYROLL TAXES | | 162,858 | | | | | | | | 162,858 | | | | 1,320,349 | | | |
SALES, USE & OTHER TAXES | | | | | | | | | | | | | | | | | |
INVENTORY PURCHASES | | | | | | | | | | | | | | | | | |
SECURED RENTAL/LEASES | | | | | | | | | | | | | | 10,869 | | | |
INSURANCE | | 943,676 | | | | | | | | 943,676 | | | | 8,827,902 | | | |
ADMINISTRATIVE | | 329,336 | | | | | | 718 | | 330,054 | | | | 4,946,045 | | | |
SELLING | | | | | | | | | | | | | | | | | |
OTHER (ATTACH LIST) | | 3,685,968 | | | | | | 7,648,428 | | 11,334,396 | | | | 34,654,939 | | | |
| | | | | | | | | | | | | | | | | |
OWNER DRAW* | | | | | | | | | | | | | | | | | |
TRANSFERS (TO DIP ACCTS) | | 1,550,718 | | | | | | | | 1,550,718 | | | | 4,373,246 | | | |
| | | | | | | | | | | | | | | | | |
PROFESSIONAL FEES | | 2,729,538 | | | | | | | | 2,729,538 | | | | 9,966,095 | | | |
U.S. TRUSTEE QUARTERLY FEES | | | | | | | | | | | | | | 36,639 | | | |
COURT COSTS | | | | | | | | | | | | | | | | | |
TOTAL DISBURSEMENTS | | 9,700,094 | | | | | | 7,649,146 | | 17,349,240 | | | | 66,139,808 | | | |
| | | | | | | | | | | | | | | | | |
NET CASH FLOW (RECEIPTS LESS DISBURSEMENTS) | | (748,649 | ) | | | | | (7,648,325 | ) | (8,396,974 | ) | | | 278,110 | | | |
| | | | | | | | | | | | | | | | | |
CASH - END OF MONTH | | 437,497 | | | | | | 641,842 | | 1,079,339 | | | | 1,079,339 | | | |
* COMPENSATION TO SOLE PROPRIETORS FOR SERVICES RENDERED TO BANKRUPTCY ESTATE
THE FOLLOWING SECTION MUST BE COMPLETED
DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES (FROM CURRENT MONTH ACTUAL COLUMN)
TOTAL DISBURSEMENTS (LESS TRANSFERS TO OTHER ACCOUNTS) | | $ | 17,349,240 | |
LESS: TRANSFERS TO DEBTOR IN POSSESSION ACCOUNTS | | $ | 1,550,718 | |
LESS: DIP LOAN REPAYMENTS | | $ | 7,648,428 | |
PLUS: ESTATE DISBURSEMENTS MADE BY OUTSIDE SOURCES (i.e. from escrow accounts) | | $ | | |
TOTAL DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES | | $ | 8,150,094 | |
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
BANK RECONCILIATIONS
Continuation Sheet for MOR-1
A bank reconciliation must be included for each bank account. The debtor’s bank reconciliation may be substituted for this page.
| | Operating | | Payroll | | Tax | | Other | |
BALANCE PER BOOKS | | # | | | | # | | | | # | | | | # | | | |
| | | | | | | | | | | | | | | | | |
BANK BALANCE | | | | | | | | | | | | | | | | | |
(+) DEPOSITS IN TRANSIT (ATTACH LIST) | | | | | | | | | | | | | | | | | |
(-) OUTSTANDING CHECKS (ATTACH LIST) | | | | | | | | | | | | | | | | | |
OTHER (ATTACH EXPLANATION) | | | | | | | | | | | | | | | | | |
ADJUSTED BANK BALANCE* | | | | | | | | | | | | | | | | | |
*Adjusted bank balance must equal balance per books
| | | | | | | | | | | | | | | | | |
DEPOSITS IN TRANSIT | | Date | | Amount | | Date | | Amount | | Date | | Amount | | Date | | Amount | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
CHECKS OUTSTANDING | | Ck. # | | Amount | | Ck. # | | Amount | | Ck. # | | Amount | | Ck. # | | Amount | |
| | | | | | | | | | | | | | | | | |
OTHER (RECEIPTS) | | | | | | | | | | | | | | | | | |
Foreign Exchange Revaluation | | | | (12,408 | ) | | | | | | | | | | | | |
Funding from various business units | | | | 1,250,000 | | | | | | | | | | | | | |
Interest earned | | | | | | | | | | | | | | | | 103 | |
ATM Revenue net of fees | | | | 12,052 | | | | | | | | | | | | | |
Turfway Tracks Settlement | | | | 966,699 | | | | | | | | | | | | | |
Ohio Lottery Commission Refund | | | | 100,000 | | | | | | | | | | | | | |
GST Refund | | | | 41,004 | | | | | | | | | | | | | |
Canadian Federal Tax Refund | | | | 11,803 | | | | | | | | | | | | | |
MEC Dixon rental income | | | | 81,603 | | | | | | | | | | | | | |
Various cash receipts | | | | 692 | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
OTHER (DISBURSEMENTS) | | | | | | | | | | | | | | | | | |
401K payments/advances | | | | 254,812 | | | | | | | | | | | | | |
Employee Travel Expenses | | | | 45,632 | | | | | | | | | | | | | |
DIP Loan interest and commitment fee payment | | | | 649,940 | | | | | | | | | | | | | |
DIP Loan payment | | | | | | | | | | | | | | | | 7,648,428 | |
BMO interest & LC fees | | | | 274,668 | | | | | | | | | | | | | |
Forest City Capital Contributions | | | | 2,413,204 | | | | | | | | | | | | | |
Directors Retainer | | | | 47,712 | | | | | | | | | | | | | |
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
ACCOUNTS RECEIVABLE RECONCILIATION AND AGING
Accounts Receivable Reconciliation | | | | | |
Total Accounts Receivable at the beginning of the reporting period | | 441,098 | | | |
+ Amounts billed during the period | | 36,009 | | | |
- Amounts collected during the period | | 348,413 | | | |
Total Accounts Receivable at the end of the reporting period | | 128,694 | | | |
| | | | | |
Accounts Receivable Aging | | | | | |
0 - 30 days old | | 36,009 | | | |
31 - 60 days old | | 75,126 | | | |
61 - 90 days old | | 6,022 | | | |
91+ days old | | 11,537 | | | |
Total Accounts Receivable | | 128,694 | | | |
Amount considered uncollectible (Bad Debt) | | | | | |
Accounts Receivable (Net) | | 128,694 | | | |
DEBTOR QUESTIONNAIRE
Must be completed each month | | Yes | | No |
1. | | Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below. | | | | X |
2. | | Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below. | | | | X |
3. | | Have all postpetition tax returns been timely filed? If no, provide an explanation below. | | X | | |
4. | | Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below. | | X | | |
5. | | Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3. | | | | X |
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID
This schedule is to include all retained professional payments from case inception to current month.
| | Period | | Amount | | | | Check | | Amount Paid | | Year-To-Date | |
Payee | | Covered | | Covered | | Payor | | Number | | Date | | Fees | | Expenses | | Fees | | Expenses | |
FTI Consulting, Inc. | | | | | | | | | | | | | | | | $ | 1,156,375 | | $ | 65,282 | |
Kramer Levin Naftalis & Frankel LLP | | Mar 18 – Jun 30, 2009 | | $ | 263,121 | | Magna Entertainment Corp. | | Wire Payment | | 10/8/2009 | | $ | 263,121 | | | | | | | |
Kramer Levin Naftalis & Frankel LLP | | Jul 1 – Jul 31, 2009 | | $ | 343,850 | | Magna Entertainment Corp. | | Wire Payment | | 10/9/2009 | | $ | 319,053 | | $ | 24,797 | | | | | |
Kramer Levin Naftalis & Frankel LLP | | Aug 1 – Aug 31, 2009 | | $ | 301,524 | | Magna Entertainment Corp. | | Wire Payment | | 10/29/2009 | | $ | 277,583 | | $ | 23,941 | | $ | 2,144,503 | | $ | 100,184 | |
Richards Layton & Finger, P.A. | | Jul 1 – Jul 31, 2009 | | $ | 22,972 | | Magna Entertainment Corp. | | Wire Payment | | 10/1/2009 | | $ | 20,688 | | $ | 2,284 | | | | | |
Richards Layton & Finger, P.A. | | Mar 5 – Jun 30, 2009 | | $ | 32,134 | | Magna Entertainment Corp. | | Wire Payment | | 10/8/2009 | | $ | 32,134 | | | | | | | |
Richards Layton & Finger, P.A. | | Aug 1 – Aug 31, 2009 | | $ | 23,960 | | Magna Entertainment Corp. | | Wire Payment | | 10/29/2009 | | $ | 22,027 | | $ | 1,933 | | $ | 203,387 | | $ | 18,930 | |
Weil, Gotshal & Manges LLP | | Mar 6 – Jun 30, 2009 | | $ | 416,152 | | Magna Entertainment Corp. | | Wire Payment | | 10/8/2009 | | $ | 416,152 | | | | | | | |
Weil, Gotshal & Manges LLP | | Jul 1 – Jul 31, 2009 | | $ | 364,012 | | Magna Entertainment Corp. | | Wire Payment | | 10/20/2009 | | $ | 359,169 | | $ | 4,843 | | $ | 2,439,928 | | $ | 82,165 | |
Miller Buckfire & Co., LLC | | Mar 5 – Jun 30, 2009 | | $ | 116,129 | | Magna Entertainment Corp. | | Wire Payment | | 10/8/2009 | | $ | 116,129 | | | | | | | |
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID — CONTINUATION SHEET
This schedule is to include all retained professional payments from case inception to current month.
| | Period | | Amount | | | | Check | | Amount Paid | | Year-To-Date | |
Payee | | Covered | | Covered | | Payor | | Number | | Date | | Fees | | Expenses | | Fees | | Expenses | |
Miller Buckfire & Co., LLC | | Jul 1 – Jul 31, 2009 | | $ | 144,945 | | Magna Entertainment Corp. | | Wire Payment | | 10/20/2009 | | $ | 120,000 | | $ | 24,945 | | $ | 700,645 | | $ | 125,033 | |
Osler, Hoskin & Harcourt LLP | | Mar 5 – Jun 30, 2009 | | $ | 121,980 | | Magna Entertainment Corp. | | Wire Payment | | 10/6/2009 | | $ | 121,980 | | | | $ | 652,829 | | $ | 16,226 | |
Alix Partners, LLC | | | | | | | | | | | | | | | | $ | 188,912 | | $ | 39,168 | |
Blackstone Advisory Services L.P. | | Mar 18 – Jun 30, 2009 | | $ | 118,640 | | Magna Entertainment Corp. | | Wire Payment | | 10/19/2009 | | $ | 118,640 | | | | | | | |
Blackstone Advisory Services L.P. | | Jul 1 – Jul 31, 2009 | | $ | 124,787 | | Magna Entertainment Corp. | | Wire Payment | | 10/20/2009 | | $ | 120,000 | | $ | 4,787 | | $ | 713,199 | | $ | 35,037 | |
Kurtzman Carson Consultants LLC | | Aug 1 – Aug 31, 2009 | | $ | 119,173 | | Magna Entertainment Corp. | | Wire Payment | | 10/29/2009 | | $ | 119,173 | | | | $ | 963,300 | | | |
Pachulski, Stang, Ziehl & Jones LLP | | Mar 18 – Jun 30, 2009 | | $ | 14,933 | | Magna Entertainment Corp. | | Wire Payment | | 10/8/2009 | | $ | 14,933 | | | | | | | |
Pachulski, Stang, Ziehl & Jones LLP | | Jul 1 – Jul 31, 2009 | | $ | 33,584 | | Magna Entertainment Corp. | | Wire Payment | | 10/29/2009 | | $ | 28,237 | | $ | 5,347 | | $ | 102,902 | | $ | 17,267 | |
Fasken Martineau DuMoulin LLP | | Apr 7 – Jun 30, 2009 | | $ | 7,467 | | Magna Entertainment Corp. | | Wire Payment | | 10/21/2009 | | $ | 7,467 | | | | | | | |
Fasken Martineau DuMoulin LLP | | Aug 1 – Aug 31, 2009 | | $ | 47,750 | | Magna Entertainment Corp. | | Wire Payment | | 10/29/2009 | | $ | 47,358 | | $ | 392 | | $ | 87,754 | | $ | 644 | |
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID — CONTINUATION SHEET
This schedule is to include all retained professional payments from case inception to current month.
| | Period | | Amount | | | | Check | | Amount Paid | | Year-To-Date | |
Payee | | Covered | | Covered | | Payor | | Number | | Date | | Fees | | Expenses | | Fees | | Expenses | |
The Garden City Group, Inc. | | May 5 – Jul 31, 2009 | | $ | 10,110 | | Magna Entertainment Corp. | | 113754 | | 10/7/2009 | | $ | 9,991 | | $ | 119 | | $ | 9,991 | | $ | 119 | |
Mayer Brown LLP | | May 14 – Aug 31, 2009 | | $ | 102,315 | | Magna Entertainment Corp. | | Wire Payment | | 10/13/2009 | | $ | 97,057 | | $ | 5,258 | | $ | 97,057 | | $ | 5,258 | |
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
STATEMENT OF OPERATIONS
(Income Statement)
The Statement of Operations is to be prepared on an accrual basis. The accrual basis of accounting recognizes revenue when it is realized and expenses when they are incurred, regardless of when cash is actually received or paid.
| | Month | | Cumulative Filing to Date | |
REVENUES | | | | | |
Gross Revenues | | $ | | | $ | | |
Less: Returns and Allowances | | | | | |
Net Revenue | | $ | | | $ | | |
COST OF GOODS SOLD | | | | | |
Beginning Inventory | | | | | |
Add: Purchases | | | | | |
Add: Cost of Labor | | | | | |
Add: Other Costs (attach schedule) | | | | | |
Less: Ending Inventory | | | | | |
Cost of Goods Sold | | | | | |
Gross Profit | | | | | |
OPERATING EXPENSES | | | | | |
Advertising | | 4,034 | | 71,448 | |
Auto and Truck Expense | | | | | |
Bad Debts | | | | 3,354 | |
Contributions | | | | | |
Employee Benefits Programs | | 37,522 | | 312,463 | |
Insider Compensation* | | 175,894 | | 881,302 | |
Insurance | | 143,240 | | 1,147,189 | |
Management Fees/Bonuses | | (660,999 | ) | (7,037,195 | ) |
Office Expense | | 22,303 | | 35,215 | |
Pension & Profit-Sharing Plans | | | | | |
Repairs and Maintenance | | 23,381 | | 189,028 | |
Rent and Lease Expense | | 23,341 | | 279,635 | |
Salaries/Commissions/Fees | | 263,047 | | 2,288,357 | |
Supplies | | | | | |
Taxes - Payroll | | | | | |
Taxes - Real Estate | | | | | |
Taxes - Other | | | | | |
Travel and Entertainment | | 46,201 | | 450,959 | |
Utilities | | | | | |
Other (attach schedule) | | 241,968 | | 2,202,157 | |
Total Operating Expenses Before Depreciation | | 319,932 | | 823,912 | |
Depreciation/Depletion/Amortization | | 512,059 | | 6,440,505 | |
Net Profit (Loss) Before Reorganization Items | | (831,991 | ) | (7,264,417 | ) |
OTHER INCOME AND EXPENSES | | | | | |
Other Income (attach schedule) | | (12,442 | ) | (238,910 | ) |
Interest Expense | | 4,784,661 | | 33,117,081 | |
Other Expense (attach schedule) | | 123,018 | | 1,794,609 | |
Net Profit (Loss) Before Reorganization Items | | (5,727,228 | ) | (41,937,197 | ) |
REORGANIZATION ITEMS | | | | | |
Professional Fees | | 2,405,928 | | 12,934,043 | |
U.S. Trustee Quarterly Fees | | 14,625 | | 51,264 | |
Interest Earned on Accumulated Cash from Chapter 11 (see continuation sheet) | | | | | |
Gain (Loss) from Sale of Equipment | | | | | |
Other Reorganization Expenses (attach schedule) | | 66 | | 86,585 | |
Total Reorganization Expenses | | 2,420,619 | | 13,071,892 | |
Income Taxes | | | | 4,621,440 | |
Net Profit (Loss) | | $ | (8,147,847 | ) | $ | (59,630,529 | ) |
* “Insider” is defined in 11 U.S.C. Section 101(31).
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
STATEMENT OF OPERATIONS - continuation sheet
| | Month | | Cumulative Filing to Date | |
BREAKDOWN OF “OTHER” CATEGORY | | | | | |
| | | | | |
Other Expenses | | | | | |
Write Off of Deferred costs | | | | 825,864 | |
TVG Litigation costs | | 123,018 | | 968,745 | |
| | | | | |
Other Operational Expenses | | | | | |
| | | | | |
Other Income | | | | | |
ATM Revenues | | 12,136 | | 232,573 | |
Other Miscellanceous | | 306 | | 6,337 | |
| | | | | |
Other Operating Expenses | | | | | |
Memberships & Subscriptions | | 5,057 | | 41,465 | |
Audit Fees | | 696 | | (107,588 | ) |
Tax Fees | | 56,192 | | 533,073 | |
Legal Expenses | | 24,258 | | 367,086 | |
Consulting Fees | | 21,749 | | 198,499 | |
Shareholder Info | | 4,192 | | 88,238 | |
Trademarks & Logos | | 2,190 | | 10,792 | |
Filing & Lobbying | | 35,168 | | 147,835 | |
MSI Intercompany Fees | | 39,957 | | 360,905 | |
Bank Service Charges | | 21,107 | | 178,555 | |
Recruiting | | | | 60,000 | |
Foreign Exchange (Gain) / Loss | | 31,402 | | 323,297 | |
Other Reorganization Expenses | | | | | |
Ground Travel | | 66 | | 2,609 | |
Meals | | | | 101 | |
Office Expense | | | | 35 | |
Insurance Service Fees | | | | 24,840 | |
E&Y Bankruptcy Retention Fees | | | | 59,000 | |
Reorganization Items - Interest Earned on Accumulated Cash from Chapter 11:
Interest earned on cash accumulated during the chapter 11 case, which would not have been earned but for the bankruptcy proceeding, should be reported as a reorganization item.
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
BALANCE SHEET
The Balance Sheet is to be completed on an accrual basis only. Pre-petition liabilities must be classified separately from postpetition obligations.
ASSETS | | BOOK VALUE AT END OF CURRENT REPORTING MONTH | | BOOK VALUE ON PETITION DATE | |
CURRENT ASSETS | | | | | |
Unrestricted Cash and Equivalents | | 442,703 | | 806,435 | |
Restricted Cash and Cash Equivalents (see continuation sheet) | | 641,842 | | | |
Accounts Receivable (Net) | | 128,694 | | 539,865 | |
Notes Receivable | | | | | |
Inventories | | | | | |
Prepaid Expenses | | 2,718,424 | | 4,201,995 | |
Professional Retainers | | | | | |
Other Current Assets (attach schedule) | | | | | |
TOTAL CURRENT ASSETS | | $ | 3,931,663 | | $ | 5,548,295 | |
PROPERTY AND EQUIPMENT | | | | | |
Real Property and Improvements | | | | | |
Machinery and Equipment | | | | | |
Furniture, Fixtures and Office Equipment | | 10,988,926 | | 10,972,271 | |
Leasehold Improvements | | | | | |
Vehicles | | | | | |
Less Accumulated Depreciation | | (9,494,558 | ) | (9,299,978 | ) |
TOTAL PROPERTY & EQUIPMENT | | $ | 1,494,368 | | $ | 1,672,293 | |
OTHER ASSETS | | | | | |
Loans to Insiders* | | | | | |
Other Assets (attach schedule) | | 1,030,475,033 | | 1,023,855,318 | |
TOTAL OTHER ASSETS | | $ | 1,030,475,033 | | $ | 1,023,855,318 | |
TOTAL ASSETS | | $ | 1,035,901,064 | | $ | 1,031,075,906 | |
LIABILITIES AND OWNER EQUITY | | BOOK VALUE AT END OF CURRENT REPORTING MONTH | | BOOK VALUE ON PETITION DATE | |
LIABILITIES NOT SUBJECT TO COMPROMISE | | | | | |
Accounts Payable | | 1,428,757 | | | |
Taxes Payable (refer to FORM MOR-4) | | | | | |
Wages Payable | | 5,678 | | | |
Notes Payable | | | | | |
Rent/Leases - Building/Equipment | | | | | |
Secured Debt/Adequate Protection Payments | | 29,735,569 | | | |
Professional Fees | | | | | |
Amounts Due to Insiders* | | | | | |
Other Postpetition Liabilities (attach schedule) | | 20,777,340 | | 6,269,666 | |
TOTAL POSTPETITION LIABILITIES | | $ | 51,947,344 | | $ | 6,269,666 | |
LIABILITIES SUBJECT TO COMPROMISE (Pre-Petition) | | | | | |
Secured Debt | | 232,106,675 | | 216,123,174 | |
Priority Debt | | | | | |
Unsecured Debt | | 228,332,477 | | 225,537,969 | |
TOTAL PRE-PETITION LIABILITIES | | 460,439,152 | | 441,661,143 | |
| | | | | |
TOTAL LIABILITIES | | $ | 512,386,496 | | $ | 447,930,809 | |
OWNER EQUITY | | | | | |
Capital Stock | | 701,630,421 | | 701,630,421 | |
Additional Paid-In Capital | | 4,149,000 | | 4,149,000 | |
Partners’ Capital Account | | | | | |
Owner’s Equity Account | | | | | |
Retained Earnings - Pre-Petition | | (122,634,324 | ) | (122,634,324 | ) |
Retained Earnings - Postpetition | | (59,630,529 | ) | | |
Adjustments to Owner Equity (attach schedule) | | | | | |
NET OWNER EQUITY | | $ | 523,514,568 | | $ | 583,145,097 | |
TOTAL LIABILITIES AND OWNERS EQUITY | | $ | 1,035,901,064 | | $ | 1,031,075,906 | |
* “Insider” is defined in 11 U.S.C. Section 101(31).
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
BALANCE SHEET - continuation sheet
ASSETS | | BOOK VALUE AT END OF CURRENT REPORTING MONTH | | BOOK VALUE ON PETITION DATE | |
Other Current Assets | | | | | |
| | | | | |
Other Assets | | | | | |
Investments in subsidiaries | | 525,744,326 | | 523,543,107 | |
Income Taxes Receivable | | 8,592,151 | | 13,110,591 | |
Deferred taxes Receivable | | 89,794,850 | | 89,781,850 | |
Other Assets | | 11,525,464 | | 8,178,857 | |
Intercompany Receivable from MEC Holdings (USA) Inc. | | (2,741,516 | ) | 3,769,683 | |
Intercompany Payable to MEC Holdings (Canada) Inc. | | (422,870 | ) | (358,867 | ) |
Intercompany Receivable from MEC Dixon Inc. | | 15,338,396 | | 15,335,309 | |
Intercompany Receivable from Magna Racino | | 567,858 | | 484,635 | |
Intercompany Receivable from Santa Anita Co. Inc. | | 71,839,935 | | 72,999,028 | |
Intercompany Payable to San Luis Rey Downs | | (6,944,466 | ) | (7,106,529 | ) |
Intercompany Payable to Pacific Racing | | 418,747 | | (1,406,389 | ) |
Intercompany Payable to Bay Meadows | | (23,818,104 | ) | (23,818,104 | ) |
Intercompany Receivable from Lone Star Park | | 4,452,445 | | 1,909,994 | |
Intercompany Receivable from Gulfstream Park | | 99,419,797 | | 105,212,712 | |
Intercompany Receivable from GPRA Training Center | | 79,841,693 | | 79,655,973 | |
Intercompany Receivable from GPRA Commercial Enterprises Inc. | | 28,709,240 | | 17,930,982 | |
Intercompany Payable to Sunshine Meadows Racing | | (1,602,019 | ) | (458,456 | ) |
Intercompany Receivable from MJC Laurel Park | | 36,239,287 | | 34,313,644 | |
Intercompany Receivable from MJC Pimlico | | 14,475,696 | | 13,486,004 | |
Intercompany Receivable from MJC Bowie | | 792,821 | | 789,365 | |
Intercompany Receivable from Remington Park | | 14,860,947 | | 20,986,871 | |
Intercompany Receivable from Thistledown | | 15,137,635 | | 12,843,147 | |
Intercompany Payable to MEC Racing Pennsylvania Inc. | | (2,805,016 | ) | (2,814,367 | ) |
Intercompany Receivable from Pennsylvania Racing Services Inc. | | 3,161,378 | | 3,403,680 | |
Intercompany Receivable from MEC Oregon Racing | | 13,697,346 | | 13,004,877 | |
Intercompany Receivable from Multnomah | | 800,822 | | 800,822 | |
Intercompany Receivable from MI Racing Inc. | | 18,513,468 | | 18,541,298 | |
Intercompany Receivable from DLR Inc. | | 1,001,180 | | 1,001,081 | |
Intercompany Receivable from OTL Inc. | | 115,637 | | 115,552 | |
Intercompany Payable to MGE | | (21,088,057 | ) | (20,780,578 | ) |
Intercompany Receivable from MI Developments | | 495,313 | | 983,490 | |
Intercompany Receivable from 1180482 Ontario Inc. | | 2,169 | | 2,169 | |
Intercompany Receivable from MEC Bedding | | 10,295,925 | | 10,273,706 | |
Intercompany Receivable from MEC Land Holdings | | 8,940,621 | | 8,940,621 | |
Intercompany Payable to Palm Meadows Residential | | (1,920,119 | ) | (1,920,119 | ) |
Intercompany Payable to XpressBet | | (21,220,321 | ) | (22,065,651 | ) |
Intercompany Receivable from HRTV | | 35,908,662 | | 36,759,971 | |
Intercompany Payable to Fontana Housing | | (26,069,316 | ) | (27,682,115 | ) |
Intercompany Receivable from SBI | | 230,300 | | 230,300 | |
Intercompany Receivable from MEC Maryland Investment Inc. | | 18,027,915 | | 18,027,915 | |
Intercompany Receivable from MEC NY Acquisitions, Inc. | | 9,330 | | 9,330 | |
Intercompany Receivable from Amtote | | 10,155,483 | | 5,839,929 | |
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
BALANCE SHEET - continuation sheet
LIABILITIES AND OWNER EQUITY | | BOOK VALUE AT END OF CURRENT REPORTING MONTH | | BOOK VALUE ON PETITION DATE | |
Other Postpetition Liabilities | | | | | |
Audit Accrual | | 186,276 | | 471,172 | |
Tax Accrual | | 347,917 | | 269,166 | |
Group RSP | | 57,959 | | 38,183 | |
Due to Magna International Inc. | | 977,033 | | 1,109,176 | |
Interest Accrual on Convertible Debentures | | 16,284,063 | | 3,855,417 | |
Interest Accrual on BMO Loan | | 266,197 | | — | |
Estimated IBNR | | 7,000 | | 7,000 | |
Severance Accrual | | 226,179 | | 162,619 | |
Legal Accrual | | 202,526 | | 79,500 | |
FSA Employee Deductions | | — | | 275 | |
ATM Settlement for the Tracks | | — | | 7,344 | |
Consulting Fees | | 7,426 | | 9,814 | |
Zurich Claim service fee | | 50,000 | | 50,000 | |
Directors Fees | | — | | 210,000 | |
Bankruptcy Professional Fees Accrual | | 2,164,764 | | — | |
Adjustments to Owner Equity | | | | | |
| | | | | |
Postpetition Contributions (Distributions) (Draws) | | | | | |
Restricted Cash is cash that is restricted for a specific use and not available to fund operations. Typically, restricted cash is segregated into a separate account, such as an escrow account.
In re Magna Entertainment Corp. | | Case No. 09-10720 |
| | Reporting Period: September 28 – November 1, 2009 |
STATUS OF POSTPETITION TAXES
The beginning tax liability should be the ending liability from the prior month or, if this is the first report, the amount should be zero. Attach photocopies of IRS Form 6123 or payment receipt to verify payment or deposit of federal payroll taxes.
Attach photocopies of any tax returns filed during the reporting period.
Federal | | Beginning Tax Liability | | Amount Withheld or Accrued | | Amount Paid | | Date Paid | | Check No. T | | Ending Tax Liability | |
Withholding | | | | | | | | | | | | | |
FICA-Employee | | | | | | | | | | | | | |
FICA-Employer | | | | | | | | | | | | | |
Unemployment | | | | | | | | | | | | | |
Income | | | | | | | | | | | | | |
Other: | | | | | | | | | | | | | |
Total Federal Taxes | | | | | | | | | | | | | |
State and Local | | | | | | | | | | | | | |
Withholding | | | | | | | | | | | | | |
Sales | | | | | | | | | | | | | |
Excise | | | | | | | | | | | | | |
Unemployment | | | | | | | | | | | | | |
Real Property | | | | | | | | | | | | | |
Personal Property | | | | | | | | | | | | | |
Other: | | | | | | | | | | | | | |
Total State and Local | | | | | | | | | | | | | |
Total Taxes | | | | | | | | | | | | | |
SUMMARY OF UNPAID POSTPETITION DEBTS
Attach aged listing of accounts payable.
Number of Days Past Due
| | Current | | 0-30 | | 31-60 | | 61-90 | | Over 90 | | Total | |
Accounts Payable | | 206,900 | | | | 287,633 | | 191,121 | | 743,103 | | 1,428,757 | |
Wages Payable | | 5,678 | | | | | | | | | | 5,678 | |
Taxes Payable | | | | | | | | | | | | | |
Rent/Leases-Building | | | | | | | | | | | | | |
Rent/Leases-Equipment | | | | | | | | | | | | | |
Secured Debt/Adequate Protection Payments | | 29,735,569 | | | | | | | | | | 29,735,569 | |
Professional Fees | | | | | | | | | | | | | |
Amounts Due to Insiders* | | | | | | | | | | | | | |
Other: Accrued Liabilities | | 20,777,340 | | | | | | | | | | 20,777,340 | |
Other: | | | | | | | | | | | | | |
Total Postpetition Debts | | 50,725,487 | | | | 287,633 | | 191,121 | | 743,103 | | 51,947,344 | |
Explain how and when the Debtor intends to pay any past-due postpetition debts.
* “Insider” is defined in 11 U.S.C. Section 101(31).