Consolidating Condensed Financial Information | 3 Months Ended |
Jul. 27, 2014 |
Consolidating Condensed Financial Information | ' |
Consolidating Condensed Financial Information | ' |
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9. Consolidating Condensed Financial Information |
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Certain of our wholly owned subsidiaries have fully and unconditionally guaranteed on a joint and several basis, the payment of all obligations under our 5.875% Senior Notes, 7.75% Senior Notes and 8.875% Senior Subordinated Notes. |
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The following wholly owned subsidiaries of the Company are guarantors, on a joint and several basis, under the 5.875% Senior Notes, 7.75% Senior Notes and 8.875% Senior Subordinated Notes: Black Hawk Holdings, L.L.C.; CCSC/Blackhawk, Inc.; IC Holdings Colorado, Inc.; IOC-Black Hawk Distribution Company, L.L.C.; IOC-Boonville, Inc.; IOC-Caruthersville, L.L.C.; IOC-Kansas City, Inc.; IOC-Lula, Inc.; IOC-Natchez, Inc.; IOC-Black Hawk County, Inc.; IOC-Davenport, Inc.; IOC Holdings, L.L.C.; IOC-Vicksburg, Inc.; IOC-Vicksburg, LLC; Rainbow Casino- Vicksburg Partnership, L.P.; IOC Cape Girardeau, LLC; Isle of Capri Bettendorf, L.C; Isle of Capri Black Hawk, L.L.C.; Isle of Capri Marquette, Inc.; PPI, Inc.; and St. Charles Gaming Company, L.L.C. Each of the subsidiaries’ guarantees is joint and several with the guarantees of the other subsidiaries. |
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During fiscal 2014, the IOC-PA, L.L.C. subsidiary changed designations from a Guarantor Subsidiary to a Non-Guarantor Subsidiary. All periods presented below reflect the operations of IOC-PA, L.L.C as a Non-Guarantor Subsidiary. |
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Consolidating condensed balance sheets as of July 27, 2014 and April 27, 2014 are as follows: |
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| | As of July 27, 2014 | |
| | Isle of Capri | | | | | | Consolidating | | | |
| | Casinos, Inc. | | | | Non- | | and | | Isle of Capri | |
| | (Parent | | Guarantor | | Guarantor | | Eliminating | | Casinos, Inc. | |
| | Obligor) | | Subsidiaries | | Subsidiaries | | Entries | | Consolidated | |
Balance Sheet | | | | | | | | | | | |
Current assets | | $ | 31,018 | | $ | 79,733 | | $ | 35,638 | | $ | (6,803 | ) | $ | 139,586 | |
Intercompany receivables | | 499,928 | | — | | 1,288 | | (501,216 | ) | — | |
Investments in subsidiaries | | 546,040 | | 3,358 | | — | | (549,398 | ) | — | |
Property and equipment, net | | 7,115 | | 898,570 | | 40,508 | | — | | 946,193 | |
Other assets | | 33,852 | | 150,795 | | 19,554 | | (4,220 | ) | 199,981 | |
Total assets | | $ | 1,117,953 | | $ | 1,132,456 | | $ | 96,988 | | $ | (1,061,637 | ) | $ | 1,285,760 | |
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Current liabilities | | $ | 37,103 | | $ | 69,577 | | $ | 33,500 | | $ | (6,803 | ) | $ | 133,377 | |
Intercompany payables | | — | | 476,216 | | 25,000 | | (501,216 | ) | — | |
Long-term debt, less current maturities | | 1,056,259 | | — | | 118 | | — | | 1,056,377 | |
Other accrued liabilities | | 6,641 | | 68,299 | | 7,336 | | (4,220 | ) | 78,056 | |
Stockholders’ equity | | 17,950 | | 518,364 | | 31,034 | | (549,398 | ) | 17,950 | |
Total liabilities and stockholders’ equity | | $ | 1,117,953 | | $ | 1,132,456 | | $ | 96,988 | | $ | (1,061,637 | ) | $ | 1,285,760 | |
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| | As of April 27, 2014 | |
| | Isle of Capri | | | | | | Consolidating | | | |
| | Casinos, Inc. | | | | Non- | | and | | Isle of Capri | |
| | (Parent | | Guarantor | | Guarantor | | Eliminating | | Casinos, Inc. | |
| | Obligor) | | Subsidiaries | | Subsidiaries | | Entries | | Consolidated | |
Balance Sheet | | | | | | | | | | | |
Current assets | | $ | 16,131 | | $ | 80,918 | | $ | 35,589 | | $ | (199 | ) | $ | 132,439 | |
Intercompany receivables | | 530,886 | | — | | — | | (530,886 | ) | — | |
Investments in subsidiaries | | 535,662 | | 3,358 | | — | | (539,020 | ) | — | |
Property and equipment, net | | 6,693 | | 907,175 | | 41,736 | | — | | 955,604 | |
Other assets | | 35,837 | | 151,044 | | 20,236 | | (5,086 | ) | 202,031 | |
Total assets | | $ | 1,125,209 | | $ | 1,142,495 | | $ | 97,561 | | $ | (1,075,191 | ) | $ | 1,290,074 | |
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Current liabilities | | $ | 33,447 | | $ | 67,899 | | $ | 26,716 | | $ | (199 | ) | $ | 127,863 | |
Intercompany payables | | — | | 495,416 | | 35,470 | | (530,886 | ) | — | |
Long-term debt, less current maturities | | 1,065,913 | | — | | 158 | | — | | 1,066,071 | |
Other accrued liabilities | | 6,465 | | 68,002 | | 7,375 | | (5,086 | ) | 76,756 | |
Stockholders’ equity | | 19,384 | | 511,178 | | 27,842 | | (539,020 | ) | 19,384 | |
Total liabilities and stockholders’ equity | | $ | 1,125,209 | | $ | 1,142,495 | | $ | 97,561 | | $ | (1,075,191 | ) | $ | 1,290,074 | |
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Consolidating condensed statements of operations for the three months ended July 27, 2014 and July 28, 2013 are as follows: |
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| | For the Three Months Ended July 27, 2014 | |
| | Isle of Capri | | | | | | Consolidating | | | |
| | Casinos, Inc. | | | | Non- | | and | | Isle of Capri | |
| | (Parent | | Guarantor | | Guarantor | | Eliminating | | Casinos, Inc. | |
| | Obligor) | | Subsidiaries | | Subsidiaries | | Entries | | Consolidated | |
Statement of Operations | | | | | | | | | | | |
Revenues: | | | | | | | | | | | |
Casino | | $ | — | | $ | 244,873 | | $ | 10,199 | | $ | — | | $ | 255,072 | |
Rooms, food, beverage, pari-mutuel and other | | 41 | | 41,441 | | 3,257 | | (2,304 | ) | 42,435 | |
Management fee revenue | | 8,466 | | — | | — | | (8,466 | ) | — | |
Gross revenues | | 8,507 | | 286,314 | | 13,456 | | (10,770 | ) | 297,507 | |
Less promotional allowances | | — | | (53,368 | ) | (2,490 | ) | — | | (55,858 | ) |
Net revenues | | 8,507 | | 232,946 | | 10,966 | | (10,770 | ) | 241,649 | |
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Operating expenses: | | | | | | | | | | | |
Casino | | — | | 38,612 | | 1,516 | | — | | 40,128 | |
Gaming taxes | | — | | 60,533 | | 3,934 | | — | | 64,467 | |
Rooms, food, beverage, pari-mutuel and other | | 9,409 | | 84,733 | | 5,665 | | (2,304 | ) | 97,503 | |
Management fee expense | | — | | 8,166 | | 300 | | (8,466 | ) | — | |
Depreciation and amortization | | 468 | | 17,817 | | 1,358 | | — | | 19,643 | |
Total operating expenses | | 9,877 | | 209,861 | | 12,773 | | (10,770 | ) | 221,741 | |
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Operating income (loss) | | (1,370 | ) | 23,085 | | (1,807 | ) | — | | 19,908 | |
Interest expense, net | | (11,183 | ) | (9,521 | ) | (538 | ) | — | | (21,242 | ) |
Derivative income | | — | | — | | — | | — | | — | |
Equity in income (loss) of subsidiaries | | 5,809 | | — | | — | | (5,809 | ) | — | |
Income (loss) from continuing operations before income taxes and noncontolling interest | | (6,744 | ) | 13,564 | | (2,345 | ) | (5,809 | ) | (1,334 | ) |
Income tax (provision) benefit | | 4,427 | | (6,433 | ) | 1,023 | | — | | (983 | ) |
Income (loss) from continuining operations | | (2,317 | ) | 7,131 | | (1,322 | ) | (5,809 | ) | (2,317 | ) |
Income (loss) of discontinued operations | | — | | — | | — | | — | | — | |
Net income (loss) | | $ | (2,317 | ) | $ | 7,131 | | $ | (1,322 | ) | $ | (5,809 | ) | $ | (2,317 | ) |
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| | For the Three Months Ended July 28, 2013 | |
| | Isle of Capri | | | | | | Consolidating | | | |
| | Casinos, Inc. | | | | Non- | | and | | Isle of Capri | |
| | (Parent | | Guarantor | | Guarantor | | Eliminating | | Casinos, Inc. | |
| | Obligor) | | Subsidiaries | | Subsidiaries | | Entries | | Consolidated | |
Statement of Operations | | | | | | | | | | | |
Revenues: | | | | | | | | | | | |
Casino | | $ | — | | $ | 248,367 | | $ | 2,467 | | $ | — | | $ | 250,834 | |
Rooms, food, beverage, pari-mutuel and other | | 179 | | 42,539 | | 2,668 | | (2,349 | ) | 43,037 | |
Management fee revenue | | 8,238 | | — | | — | | (8,238 | ) | — | |
Gross revenues | | 8,417 | | 290,906 | | 5,135 | | (10,587 | ) | 293,871 | |
Less promotional allowances | | — | | (55,671 | ) | (187 | ) | — | | (55,858 | ) |
Net revenues | | 8,417 | | 235,235 | | 4,948 | | (10,587 | ) | 238,013 | |
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Operating expenses: | | | | | | | | | | | |
Casino | | — | | 39,602 | | 666 | | — | | 40,268 | |
Gaming taxes | | — | | 61,461 | | 1,217 | | — | | 62,678 | |
Rooms, food, beverage, pari-mutuel and other | | 8,133 | | 85,307 | | 6,077 | | (2,349 | ) | 97,168 | |
Management fee expense | | — | | 8,238 | | — | | (8,238 | ) | — | |
Depreciation and amortization | | 403 | | 18,842 | | 557 | | — | | 19,802 | |
Total operating expenses | | 8,536 | | 213,450 | | 8,517 | | (10,587 | ) | 219,916 | |
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Operating income (loss) | | (119 | ) | 21,785 | | (3,569 | ) | — | | 18,097 | |
Interest expense, net | | (11,762 | ) | (10,103 | ) | (699 | ) | — | | (22,564 | ) |
Derivative income | | 230 | | — | | — | | — | | 230 | |
Equity in income (loss) of subsidiaries | | 2,787 | | — | | — | | (2,787 | ) | — | |
Income (loss) from continuing operations before income taxes and noncontolling interest | | (8,864 | ) | 11,682 | | (4,268 | ) | (2,787 | ) | (4,237 | ) |
Income tax (provision) benefit | | 3,216 | | (6,511 | ) | 1,884 | | — | | (1,411 | ) |
Income (loss) from continuining operations | | (5,648 | ) | 5,171 | | (2,384 | ) | (2,787 | ) | (5,648 | ) |
Income (loss) of discontinued operations | | 786 | | 467 | | — | | (467 | ) | 786 | |
Net income (loss) | | $ | (4,862 | ) | $ | 5,638 | | $ | (2,384 | ) | $ | (3,254 | ) | $ | (4,862 | ) |
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Consolidating condensed statements of cash flows for the three months ended July 27, 2014 and July 28, 2013 are as follows: |
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| | Three Months Ended July 27, 2014 | |
| | Isle of Capri | | | | | | Consolidating | | | |
| | Casinos, Inc. | | | | Non- | | and | | Isle of Capri | |
| | (Parent | | Guarantor | | Guarantor | | Eliminating | | Casinos, Inc. | |
| | Obligor) | | Subsidiaries | | Subsidiaries | | Entries | | Consolidated | |
Statement of Cash Flows | | | | | | | | | | | |
Net cash provided by (used in) operating activities | | $ | (16,629 | ) | $ | 26,651 | | $ | 6,599 | | $ | — | | $ | 16,621 | |
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Investing Activities: | | | | | | | | | | | |
Purchases of property and equipment, net of proceeds | | (689 | ) | (8,131 | ) | (137 | ) | — | | (8,957 | ) |
Restricted cash and investments | | — | | — | | 592 | | — | | 592 | |
Parent company investment in subsidiaries | | 26,443 | | — | | — | | (26,443 | ) | — | |
Net cash provided by (used in) investing activities | | 25,754 | | (8,131 | ) | 455 | | (26,443 | ) | (8,365 | ) |
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Financing Activities: | | | | | | | | | | | |
Principal payments on debt | | (16 | ) | — | | (40 | ) | — | | (56 | ) |
Net repayments on line of credit | | (9,700 | ) | — | | — | | — | | (9,700 | ) |
Net proceeds from (payments to) related parties | | — | | (19,201 | ) | (7,242 | ) | 26,443 | | — | |
Net cash provided by (used in) financing activities | | (9,716 | ) | (19,201 | ) | (7,282 | ) | 26,443 | | (9,756 | ) |
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Net decrease in cash and cash equivalents | | (591 | ) | (681 | ) | (228 | ) | — | | (1,500 | ) |
Cash and cash equivalents at beginning of period | | 6,051 | | 53,787 | | 9,992 | | — | | 69,830 | |
Cash and cash equivalents at end of the period | | $ | 5,460 | | $ | 53,106 | | $ | 9,764 | | — | | $ | 68,330 | |
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| | Three Months Ended July 28, 2013 | |
| | Isle of Capri | | | | | | Consolidating | | | |
| | Casinos, Inc. | | | | Non- | | and | | Isle of Capri | |
| | (Parent | | Guarantor | | Guarantor | | Eliminating | | Casinos, Inc. | |
| | Obligor) | | Subsidiaries | | Subsidiaries | | Entries | | Consolidated | |
Statement of Cash Flows | | | | | | | | | | | |
Net cash provided by (used in) operating activities | | $ | (14,815 | ) | $ | 25,320 | | $ | 378 | | $ | — | | $ | 10,883 | |
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Investing Activities: | | | | | | | | | | | |
Purchases of property and equipment, net of proceeds | | 72 | | (9,500 | ) | (11,698 | ) | — | | (21,126 | ) |
Purchases towards gaming license | | — | | — | | (7,500 | ) | — | | (7,500 | ) |
Restricted cash and investments | | — | | — | | 1,846 | | — | | 1,846 | |
Parent company investment in subsidiaries | | (1,315 | ) | — | | — | | 1,315 | | — | |
Net cash provided by (used in) investing activities | | (1,243 | ) | (9,500 | ) | (17,352 | ) | 1,315 | | (26,780 | ) |
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Financing Activities: | | | | | | | | | | | |
Principal payments on debt | | (16 | ) | (200 | ) | (37 | ) | — | | (253 | ) |
Net borrowings on line of credit | | 14,900 | | — | | — | | — | | 14,900 | |
Payments of deferred financing costs | | (659 | ) | — | | — | | — | | (659 | ) |
Net proceeds from (payments to) related parties | | — | | (16,730 | ) | 18,045 | | (1,315 | ) | — | |
Net cash provided by (used in) financing activities | | 14,225 | | (16,930 | ) | 18,008 | | (1,315 | ) | 13,988 | |
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Net (decrease) increase in cash and cash equivalents | | (1,833 | ) | (1,110 | ) | 1,034 | | — | | (1,909 | ) |
Cash and cash equivalents at beginning of period | | 6,914 | | 57,268 | | 4,287 | | — | | 68,469 | |
Cash and cash equivalents at end of the period | | $ | 5,081 | | $ | 56,158 | | $ | 5,321 | | $ | — | | $ | 66,560 | |
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