Greektown Holdings, L.L.C. 8-K
Exhibit 99.1
FOR IMMEDIATE RELEASE
February 14, 2014
Greektown Holdings, L.L.C. Reports Fourth Quarter and Full Year 2013 Financial Results
DETROIT, February 14, 2014 – Greektown Holdings, L.L.C. (“Greektown” or the “company”) today reported financial results for its fourth quarter and full year ended December 31, 2013.
| • | Net revenues for the three months ended December 31, 2013 were $71.5 million compared to $76.9 million for the same quarter of 2012, a decrease of 7.1%. |
| • | Net loss for the quarter was $9.7 million compared to $9.5 million a year ago, inclusive of $36.4 million of fourth quarter 2013 income resulting from the reversal of the company’s deferred tax liability associated with the previously-announced restructuring, and the resulting $42.1 million impairment of the company’s goodwill. |
| • | Adjusted EBITDA(1) decreased to $12.4 million in the fourth quarter of 2013 from $15.3 million in the same quarter of 2012, exclusive of the $42.1 million goodwill impairment during the fourth quarter of 2013. |
| • | For the year ended December 31, 2013, the company generated net revenues of $305.8 million, net loss of $30.9 million and Adjusted EBITDA(1)of $56.0 million, compared to net revenues of $331.7 million, net loss of $23.8 million and Adjusted EBITDA(1)of $75.9 million for the year ended December 31, 2012. |
Cash and cash equivalents were $37.2 million at December 31, 2013, compared to $49.4 million at December 31, 2012. The company’s borrowing capacity under its existing revolving credit facility was approximately $28.6 million at December 31, 2013. As of February 14, 2014, the company has $20.6 million of borrowing capacity. The company has engaged an investment bank and expects to begin discussions with investors relating to potential refinancing transactions in the near term that, subsequent to the refinancing, could result in additional secured indebtedness of the company. The company can provide no assurance that any refinancing transactions will occur.
The company’s management has identified various strategic initiatives which are expected to result in cost savings and operational efficiencies, as well as enhanced guest experience and additional revenue opportunities. Management believes that these initiatives, which have commenced and will continue to be implemented throughout 2014, would have resulted in a run-rate impact of approximately $10-$15 million of additional EBITDA for the year ended December 31, 2013. Additionally, the company intends to commence a significant renovation of its casino, which will result in improvements to the floorplan, gaming equipment, amenities and overall guest experience. The company expects to invest approximately $125-$150 million to complete these renovations over 18-24 months from the time of commencement. The renovation is subject to available debt and equity financing and operating cash flows, and the company can provide no assurance that it will be completed within the expected time frame or at all.
In February 2014, the Board of Directors approved the sale of the company’s Fort Street and Brush Street parking garages and two surface lots to affiliates of our owner, consistent with the receipt of a third party fairness opinion. The total proceeds are anticipated to be approximately $25 million.
"Under new, local ownership and with a cohesive approach to reinvestment, Greektown’s operational and physical opportunities are substantial,” said Mark Dunkeson, president and chief operating officer of Rock Gaming LLC, the casino-hotel’s operator. “I am proud to be leading the Greektown team through this process and confident in our continued progress," he said.
(1)EBITDA (earnings before interest, taxes, depreciation and amortization and other income/expense) and Adjusted EBITDA are measurements not in accordance with U.S. Generally Accepted Accounting Principles (GAAP) but is commonly used in the gaming industry as a measure of performance and as a basis for valuation of gaming companies. Adjusted EBITDA represents EBITDA adjusted to eliminate (i) a refund of prior year use taxes, (ii) goodwill impairment charges, (iii) ownership transition and termination benefit expenses and (iv) certain costs, fees and expenses related to a prior proposed refinancing of our Senior Secured Notes. EBITDA and Adjusted EBTIDA are supplemental financial measures used by management, as well as industry analysts, to evaluate our operations. However, EBITDA and Adjusted EBITDA should not be construed as alternatives to income from operations (as an indicator of our operating performance) or to cash flows from operating activities (as a measure of liquidity) as determined in accordance with GAAP. Not all companies calculate EBITDA or Adjusted EBITDA in the same manner. As a result, the company’s EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures presented by other companies.
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About Greektown Holdings, L.L.C.
Greektown Holdings, L.L.C. owns and operates, through its subsidiaries, Greektown Casino-Hotel. Located in downtown Detroit's historic Greektown Entertainment District, Greektown Casino-Hotel opened in November 2000 as the state’s third commercial casino. Greektown Casino-Hotel expanded its gaming floor and developed a modern 400-room, 30-story hotel in February 2009. The urban casino employs 1,800 team members and features 2,850 slot machines, 50 table games, and a poker room, along with three restaurants, a five-outlet food court, two bars and a VIP players’ lounge. Greektown Casino-Hotel has also partnered with 14 local restaurants to offer fine dining rewards to guests. For more information, visit www.greektowncasino.com.
Safe Harbor Statement
Certain statements in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and may include, but are not limited to, statements about capitalization and performance of Greektown and the expected results of Greektown’s cost savings and operational efficiencies and their run-rate impact on EBITDA. All forward-looking statements involve risks and uncertainties. All statements contained herein that are not clearly historical in nature are forward-looking, and words such as “anticipate,” “expect,” “will,” “continue,” or other similar words or phrases are generally intended to identify forward-looking statements. Any forward-looking statement contained herein, in other press releases, written statements or documents filed with the Securities and Exchange Commission are subject to known and unknown risks, uncertainties and contingencies, and there can be no assurance that the expected benefits of our new projects will be realized. Many of these risks, uncertainties and contingencies are beyond Greektown’s control, and may cause actual results, performance or achievements to differ materially from anticipated results, performance or achievements. Any forward-looking statements in this release speak only as of the date of this release, and Greektown undertakes no obligation to update any forward-looking statement to reflect events or circumstances after that date or to reflect the occurrence of unanticipated events.
Media Contact:
Rock Gaming LLC
Jennifer Kulczycki
313-373-3033
jenniferkulczycki@rock-gaming.com
Investor Contact:
Greektown Holdings, L.L.C.
Glen Tomaszewski
Senior Vice President, Chief Financial Officer and Treasurer
313-223-2999, ext. 5467
gtomaszewski@greektowncasino.com
| Greektown Holdings, L.L.C. |
| Consolidated Balance Sheets |
| (In thousands, except share and per share data) |
| | | |
| | Successor | Predecessor |
| | December 31, | December 31, |
| | 2013 | 2012 |
| | | |
| Assets | | |
| Current assets: | | |
| Cash and cash equivalents | $ 37,237 | $ 49,442 |
| Accounts receivable – gaming, less allowance for doubtful accounts of $220 and $236 in 2013 and 2012, respectively | 628 | 710 |
| Accounts receivable – other, less allowance for doubtful accounts of $178 and $163 in 2013 and 2012, respectively | 1,548 | 1,397 |
| Inventories | 432 | 458 |
| Prepaid expenses | 5,415 | 3,902 |
| Prepaid Michigan Gaming Control Board annual fee | 9,280 | 9,104 |
| Prepaid municipal service fees | 3,362 | 3,411 |
| Deposits | 175 | 1,632 |
| Total current assets | 58,077 | 70,056 |
| | | |
| Property, building, and equipment, net | 335,805 | 342,417 |
| | | |
| Other assets: | | |
| Financing fees - net of accumulated amortization of $8,530 in 2012 | 152 | 8,235 |
| Deposits and other assets | 30 | 30 |
| Casino development rights | 177,700 | 117,800 |
| Trade names - net of accumulated amortization of $2,130 in 2013 | 12,070 | 26,300 |
| Rated player relationships - - net of accumulated amortization of $2,655 and $34,500 in 2013 and 2012, respectively | 15,045 | 34,500 |
| Goodwill | 81,011 | 110,252 |
| | | |
| Total assets | $ 679,890 | $ 709,590 |
| | | |
| Liabilities and shareholders' equity | | |
| Current liabilities: | | |
| Accounts payable | 10,003 | 17,503 |
| Accrued interest | 25,202 | 25,125 |
| Accrued expenses and other liabilities | 11,436 | 9,858 |
| Current portion of revolving credit facility | 3,000 | 3,000 |
| Total current liabilities | 49,641 | 55,486 |
| | | |
| Long-term liabilities: | | |
| Other accrued income taxes | 9,460 | 9,165 |
| Leasehold liability | 1,929 | – |
| Revolving credit facility, less current portion | 9,750 | 12,000 |
| Senior secured notes - net | 403,592 | 371,843 |
| Obligation under capital lease | 4,693 | 2,472 |
| Deferred income taxes | – | 16,821 |
| Total long-term liabilities | 429,424 | 412,301 |
| | | |
| Total liabilities | 479,065 | 467,787 |
| | | |
| Shareholders' equity: | | |
| Series A-1 preferred stock at $0.01 par value; | | |
| 1,688,268 shares authorized, 1,463,535 shares issued and outstanding at December 31, 2012 | – | 185,396 |
| Series A-2 preferred stock at $0.01 par value; | | |
| 645,065 shares authorized, 162,255 shares issued and outstanding at December 31, 2012 | – | 20,551 |
| Series A-1 preferred warrants at $0.01 par value; | | |
| 202,511 shares issued and outstanding at December 31, 2012 | – | 25,651 |
| Series A-2 preferred warrants at $0.01 par value; | | |
| 460,587 shares issued and outstanding at December 31, 2012 | – | 58,342 |
| Series A-1 common stock at $1,045.00 par value; | | |
| 4,354,935 shares authorized, 152,054 shares issued and outstanding at December 31, 2012 | – | 1 |
| Series A-2 common stock at $0.01 par value; 645,065 shares authorized, no shares issued | – | – |
| Additional paid-in capital | – | 14,429 |
| Accumulated deficit | – | (62,567) |
| Membership interest | 200,825 | – |
| Total Greektown Superholdings, Inc. shareholders' equity/membership interest | 200,825 | 241,803 |
| Total liabilities and shareholders' equity /membership interest | $ 679,890 | $ 709,590 |
| Greektown Holdings, L.L.C. |
| Consolidated Statements of Cash Flows |
| (In Thousands) |
| | | |
| | Successor | Predecessor |
| | Nine Months Ended December 31, | Three Months Ended March 31, | Year Ended December 31, |
| | 2013 | 2013 | 2012 |
| Operating activities | | | |
| Net loss | $ (19,731) | $ (11,155) | $ (23,795) |
| Adjustments to reconcile net loss to net cash provided by operating activities: | | | |
| Depreciation and amortization | 18,516 | 7,595 | 32,264 |
| Amortization of finance fees and accretion of (premium)/discount on senior notes | (8,358) | 2,007 | 7,540 |
| Goodwill impairment | 42,055 | – | – |
| Deferred income taxes | (33,414) | 1,682 | 6,727 |
| Stock based compensation | 871 | 198 | 777 |
| Changes in current assets and liabilities: | | | |
| Accounts receivable - gaming | (8) | 90 | 24 |
| Accounts receivable - other | 114 | (265) | (181) |
| Inventories | 5 | 21 | (60) |
| Prepaid expenses | (3,105) | 1,465 | 1,357 |
| Deposits | 1,457 | - | (1) |
| Accounts payable | (4,697) | (2,803) | (1,121) |
| Accrued interest | 12,524 | (12,447) | 62 |
| Accrued expenses and other liabilities | (3,209) | 10,106 | 503 |
| Net cash provided by (used in) operating activities | 3,020 | (3,506) | 24,096 |
| | | | |
| Investing activities | | | |
| Capital expenditures | (1,788) | (7,529) | (40,300) |
| Net cash used in investing activities | (1,788) | (7,529) | (40,300) |
| | | | |
| Financing activities | | | |
| Borrowings under revolving credit facility | – | – | 15,000 |
| Payments on revolving credit facility | (2,250) | – | – |
| Financing fees paid | (152) | – | (108) |
| Net cash (used in) provided by financing activities | (2,402) | – | 14,892 |
| | | | |
| Net decrease in cash and cash equivalents | (1,170) | (11,035) | (1,312) |
| Cash and cash equivalents at beginning of period | 38,407 | 49,442 | 50,754 |
| Cash and cash equivalents at end of period | $ 37,237 | $ 38,407 | $ 49,442 |
| | | | |
| Supplemental disclosure of cash flow information | | | |
| Cash paid during the period for interest | $ 25,354 | $ 25,126 | $ 50,268 |
| Cash paid during the period for income taxes | $ – | $ – | $ – |
| | | | |
| The accompanying notes are an integral part of the consolidated financial statements. |
| Greektown Holdings, L.L.C. |
| Reconciliation of Net Loss to EBITDA (1) |
| (In thousands) |
| | | | | | | |
| | Successor | Predecessor | | Successor | Predecessor |
| | Three Months Ended December 31, | Three Months Ended December 31, | | Nine Months Ended December 31, | Three Months Ended March 31, | Year Ended December 31, |
| | 2013 | 2012 | | 2013 | 2013 | 2012 |
| Net loss | $ (9,733) | $ (9,516) | | $ (19,731) | $ (11,155) | $ (23,795) |
| Interest expense | 9,916 | 14,603 | | 29,866 | 14,762 | 58,121 |
| Income tax (benefit)/expense | (36,338) | 1,672 | | (33,193) | 1,746 | 6,938 |
| Depreciation and amortization | 6,016 | 7,641 | | 18,516 | 7,595 | 32,264 |
| Goodwill impairment | 42,055 | - | | 42,055 | - | - |
| Other expense/(income) | 70 | 323 | | (85) | 188 | 622 |
| EBITDA (1) | $ 11,986 | $ 14,723 | | $ 37,428 | $ 13,136 | $ 74,150 |
| Use tax refund | (1,048) | - | | (1,048) | - | - |
| Ownership transition and termination benefit expenses | 1,472 | - | | 3,145 | 2,964 | - |
| Refinancing expense | - | 622 | | 157 | 235 | 1,732 |
| Adjusted EBITDA (1) | $ 12,410 | $ 15,345 | | $ 39,682 | $ 16,335 | $ 75,882 |
(1)EBITDA (earnings before interest, taxes, depreciation and amortization and other income/expense) and Adjusted EBITDA are measurements not in accordance with U.S. Generally Accepted Accounting Principles (GAAP) but is commonly used in the gaming industry as a measure of performance and as a basis for valuation of gaming companies. Adjusted EBITDA represents EBITDA adjusted to eliminate (i) a refund of prior year use taxes, (ii) goodwill impairment charges, (iii) ownership transition and termination benefit expenses and (iv) certain costs, fees and expenses related to a prior proposed refinancing of our Senior Secured Notes. EBITDA and Adjusted EBTIDA are supplemental financial measures used by management, as well as industry analysts, to evaluate our operations. However, EBITDA and Adjusted EBITDA should not be construed as alternatives to income from operations (as an indicator of our operating performance) or to cash flows from operating activities (as a measure of liquidity) as determined in accordance with GAAP. Not all companies calculate EBITDA or Adjusted EBITDA in the same manner. As a result, the company’s EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures presented by other companies.
