U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-QSB (X) QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED FEBRUARY 25, 2001 ( ) TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE EXCHANGE ACT FOR THE TRANSITION PERIOD FROM TO ------- ------- COMMISSION FILE NO. 0-15030 WINTER SPORTS, INC. (EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER) MONTANA 81-0221770 (STATE OF INCORPORATION) (I.R.S. EMPLOYER I.D. NO.) P.O. BOX 1400, WHITEFISH, MONTANA 59937 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE (406) 862-1900 FORMER NAME, FORMER ADDRESS & FORMER FISCAL YEAR, IF CHANGED SINCE LAST REPORT CHECK WHETHER THE ISSUER (1) FILED ALL REPORTS REQUIRED TO BE FILED BY SECTION 13 OR 15(D) OF THE EXCHANGE ACT DURING THE PAST 12 MONTHS, AND (2) HAS BEEN SUBJECT TO SUCH FILING REQUIREMENTS FOR THE PAST 90 DAYS. YES X NO AS OF APRIL 3, 2001 THE NUMBER OF SHARES OUTSTANDING OF THE ISSUER'S COMMON STOCK, NO PAR VALUE, WAS 988,668. TRANSITION SMALL BUSINESS DISCLOSURE FORMAT YES NO X WINTER SPORTS, INC. INDEX PAGE NO. PART I. FINANCIAL STATEMENTS CONDENSED CONSOLIDATED BALANCE SHEETS AT: FEBRUARY 25, 2001(UNAUDITED) FEBRUARY 27, 2000(UNAUDITED) MAY 31, 2000 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE PERIODS: DECEMBER 4, 2000 - FEBRUARY 25, 2001(UNAUDITED) DECEMBER 6, 1999 - FEBRUARY 27, 2000(UNAUDITED) JUNE 1, 2000 - FEBRUARY 25, 2001(UNAUDITED) JUNE 1, 1999 - FEBRUARY 27, 2000(UNAUDITED) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE PERIODS: JUNE 1, 2000 - FEBRUARY 25, 2001(UNAUDITED) JUNE 1, 1999 - FEBRUARY 27, 2000(UNAUDITED) NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS ITEM 5. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K SIGNATURES WINTER SPORTS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS 2/25/01 2/27/00 5/31/00 (UNAUDITED) (UNAUDITED) SEE NOTE 2 ASSETS CURRENT ASSETS CASH AND CASH EQUIVALENTS $ 848,678 $ 350,530 $ 297,356 CERTIFICATES OF DEPOSIT 0 72,079 0 RECEIVABLES (NET OF RESERVE FOR BAD DEBTS OF $17,680, $17,680 AND $17,680, RESPECTIVELY) 426,701 298,661 85,895 RECEIVABLES - RELATED PARTIES 40,262 12,187 17,258 INTEREST RECEIVABLE 0 3,758 0 INCOME TAX REFUND RECEIVABLE 0 164 190,284 CURRENT DEFERRED TAX ASSET 27,320 24,516 27,320 INVENTORIES 684,833 532,252 406,876 PREPAID EXPENSES 174,248 226,100 223,708 TOTAL CURRENT ASSETS 2,202,042 1,520,247 1,248,697 PROPERTY AND EQUIPMENT PROPERTY AND EQUIPMENT, AT COST 24,287,398 23,729,107 24,350,639 ACCUMULATED DEPRECIATION AND AMORTIZATION (14,157,800) (12,779,984) (13,346,404) 10,129,598 10,949,123 11,004,235 CONSTRUCTION IN PROGRESS 1,866,938 1,595,933 564,681 LAND AND DEVELOPMENT COSTS 2,912,792 3,075,949 3,051,961 NET PROPERTY AND EQUIPMENT 14,909,328 15,621,005 14,620,877 OTHER ASSETS 219,576 405,690 209,824 TOTAL ASSETS $17,330,946 $17,546,942 $16,079,398 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES ACCOUNTS PAYABLE $ 767,360 $ 750,099 $ 844,126 ACCOUNTS PAYABLE - RELATED PARTIES 47,658 212 21,784 EMPLOYEE COMPENSATION AND RELATED EXPENSES 414,474 377,112 166,983 TAXES OTHER THAN INCOME AND PAYROLL 224,794 279,457 142,440 INCOME TAXES PAYABLE 103,278 923,048 0 INTEREST PAYABLE 81,815 0 45,063 DEPOSITS AND OTHER UNEARNED INCOME 820,643 1,005,815 1,858,915 OTHER CURRENT LIABILITIES 13,073 16,882 15,338 TOTAL CURRENT LIABILITIES 2,473,095 3,352,625 3,094,649 LONG-TERM DEBT 3,946,520 3,255,000 1,996,319 DEFERRED INCOME TAXES 1,447,290 1,470,564 1,447,290 TOTAL LIABILITIES 7,866,905 8,078,189 6,538,258 STOCKHOLDERS' EQUITY COMMON STOCK (5,000,000 SHARES AUTHORIZED; NO PAR VALUE; 988,668, 1,008,368 AND 1,008,368 SHARES OUTSTANDING) 3,887,676 4,099,174 4,099,174 ADDITIONAL PAID-IN CAPITAL 0 20,519 20,519 RETAINED EARNINGS 5,576,365 5,349,060 5,421,447 TOTAL STOCKHOLDERS' EQUITY 9,464,041 9,468,753 9,541,140 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $17,330,946 $17,546,942 $16,079,398 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. WINTER SPORTS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) THIRD QUARTER YEAR TO DATE 12/3/00 12/6/99 6/1/00 6/1/99 TO TO TO TO 2/25/01 2/27/00 2/25/01 2/27/00 REVENUE LIFTS $ 3,596,338 $ 3,750,748 $ 3,991,447 $ 4,150,967 FOOD, BEVERAGE & RETAIL 411,323 457,620 571,252 856,343 EQUIPMENT RENTAL & REPAIR 466,274 495,423 513,005 537,578 LODGING 102,147 120,194 180,116 180,207 LEASE, MANAGEMENT & OTHER FEES 983,048 1,082,271 1,460,664 1,554,609 LEASE, MANAGEMENT & OTHER FEES - RELATED PARTIES 116,298 132,780 142,583 180,502 REAL ESTATE SALES 232,000 2,087,000 2,041,200 3,874,240 TOTAL REVENUE 5,907,428 8,126,036 8,900,267 11,334,446 OPERATING COSTS AND EXPENSES DIRECT EXPENSES - LIFTS 886,407 704,938 1,542,771 1,314,095 DEPRECIATION - LIFTS 492,479 462,547 492,479 462,547 COST OF FOOD, BEVERAGE & RETAIL 212,089 214,848 295,693 362,597 COST OF REAL ESTATE SALES 204,612 803,919 1,069,652 1,622,749 PAYROLL & RELATED EXPENSES 996,573 948,717 2,071,102 2,034,949 DIRECT EXPENSES 463,575 483,589 1,101,657 1,203,577 DIRECT EXPENSES - RELATED PARTIES 25,781 7,435 66,561 37,778 MARKETING 312,109 334,383 728,874 792,253 MARKETING - RELATED PARTIES 1,600 0 1,600 0 DEPRECIATION & AMORTIZATION 346,557 307,849 373,727 334,453 GENERAL & ADMINISTRATIVE 199,050 195,439 701,165 602,287 GENERAL & ADMINISTRATIVE - RELATED PARTIES 0 14,511 400 18,042 TOTAL OPERATING COSTS AND EXPENSES 4,140,832 4,478,185 8,445,681 8,785,327 OPERATING INCOME (LOSS) 1,766,596 3,647,851 454,586 2,549,119 OTHER INCOME (EXPENSE) INTEREST INCOME 0 0 0 0 INTEREST EXPENSE (83,894) (101,643) (205,273) (341,523) GAIN (LOSS) ON DISPOSAL OF ASSETS 0 0 0 4,645 OTHER INCOME (EXPENSE) 1,000 233 8,882 136,291 TOTAL OTHER INCOME (EXPENSE) (82,894) (101,410) (196,391) (200,587) INCOME (LOSS) BEFORE INCOME TAX 1,683,702 3,546,441 258,195 2,348,532 PROVISION FOR (RECOVERY OF) INCOME TAX 673,481 1,304,318 103,278 922,884 NET INCOME (LOSS) $ 1,010,221 $ 2,242,123 $ 154,917 $ 1,425,648 EARNINGS(LOSS) PER COMMON SHARE $ 1.02 $ 2.22 $ .15 $ 1.41 WEIGHTED AVERAGE SHARES OUTSTANDING 992,353 1,008,368 1,001,376 1,008,368 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. WINTER SPORTS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW 6/1/00 6/1/99 TO TO 2/25/01 2/27/00 NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $(344,506) $3,545,009 CASH FLOWS FROM INVESTING ACTIVITIES: PURCHASE OF CERTIFICATES OF DEPOSIT 0 (72,079) REDEMPTION OF CERTIFICATES OF DEPOSIT 0 7,125 PROCEEDS FROM SALES OF ASSETS 63,241 4,645 DEPOSIT ON RENTAL PROPERTY PURCHASED (12,000) 0 PROPERTY AND EQUIPMENT ACQUISITIONS (873,597) (35,933) NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (822,356) (96,242) CASH FLOWS FROM FINANCING ACTIVITIES PROCEEDS FROM DRAWS ON LONG-TERM REVOLVER 4,160,201 4,457,399 STOCK REPURCHASE PLAN (232,017) 0 PRINCIPAL PAYMENTS ON LONG-TERM REVOLVER (2,210,000) (6,809,241) PRINCIPAL PAYMENTS ON CONSTRUCTION LOAN 0 ( 982,527) NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 1,718,184 (3,334,369) NET INCREASE IN CASH AND CASH EQUIVALENTS 551,322 114,398 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 297,356 236,132 CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 848,678 $ 350,530 SUPPLEMENTAL DISCLOSURES OF CASH PAID YEAR-TO-DATE FOR: INTEREST (NET OF CAPITALIZED INTEREST) $ 152,329 $ 236,824 INCOME TAXES (NET OF REFUNDS) $ 0 $ 0 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. WINTER SPORTS, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION THE FINANCIAL STATEMENTS INCLUDED HEREIN ARE CONDENSED ACCORDING TO 10-QSB REPORTING REQUIREMENTS. THEY DO NOT CONTAIN ALL INFORMATION REQUIRED BY GENERALLY ACCEPTED ACCOUNTING PRINCIPLES TO BE INCLUDED IN A SET OF AUDITED FINANCIAL STATEMENTS. THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ARE PREPARED BY MANAGEMENT AND ARE UNAUDITED. ACCORDINGLY, THE FINANCIAL STATEMENTS SHOULD BE READ IN CONJUNCTION WITH THE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTAINED HEREIN IN THE COMPANY'S ANNUAL REPORT FOR THE YEAR ENDED MAY 31, 2000. IN THE OPINION OF MANAGEMENT, THE ACCOMPANYING CONDENSED CONSOLIDATED FINANCIAL STATEMENTS CONTAIN ALL ADJUSTMENTS (CONSISTING OF NORMAL RECURRING ACCRUALS) NECESSARY FOR THE FAIR PRESENTATION OF THE INTERIM PERIODS PRESENTED. CERTAIN AMOUNTS IN THE FEBRUARY 27, 2000 FINANCIAL STATEMENTS HAVE BEEN RECLASSIFIED TO CONFORM TO THE FEBRUARY 25, 2001 PRESENTATION. NOTE 2 - MAY 31, 2000 THE BALANCE SHEET AT MAY 31, 2000 HAS BEEN CONDENSED FROM THE AUDITED FINANCIAL STATEMENTS OF THAT DATE. NOTE 3 - SEASONAL NATURE OF OPERATIONS THE COMPANY'S OPERATIONS ARE HIGHLY SEASONAL IN NATURE. REVENUES, EARNINGS AND CASH FLOW ARE GENERATED PRINCIPALLY FROM THE WINTER OPERATION OF LIFTS AND RELATED FACILITIES. IT IS THE COMPANY'S PRACTICE TO RECOGNIZE SUBSTANTIALLY ALL OF THE YEAR'S DEPRECIATION EXPENSE IN THE THIRD AND FOURTH QUARTERS IN ORDER TO BETTER MATCH EXPENSES INCURRED IN GENERATING REVENUE DURING THE COMPANY'S MAIN PERIODS OF BUSINESS. THE COMPANY ALSO GENERATES REVENUES FROM THE SALE OF REAL ESTATE THAT IS ONGOING THROUGHOUT THE FISCAL YEAR. THEREFORE, THE RESULTS OF OPERATIONS FOR THE INTERIM AND YEAR-TO-DATE PERIODS ENDED FEBRUARY 25, 2001 AND FEBRUARY 27, 2000 ARE NOT NECESSARILY INDICATIVE OF THE RESULTS TO BE EXPECTED FOR THE FULL YEAR. NOTE 4 - LEGAL PROCEEDINGS AND CONTINGENCIES FROM TIME TO TIME, THE COMPANY HAS BEEN A DEFENDANT IN UNRELATED LAWSUITS FILED BY INDIVIDUALS WHO ARE EACH SEEKING DAMAGES OF SPECIFIED AMOUNTS, FOR ALLEGED PERSONAL INJURIES RESULTING FROM ACCIDENTS OCCURRING ON THE COMPANY'S PROPERTY OR WHILE SKIING. THE COMPANY'S INSURANCE CARRIER PROVIDES DEFENSE AND COVERAGE FOR THESE CLAIMS AND THE COMPANY'S PARTICIPATION HAS BEEN LIMITED TO ITS POLICY DEDUCTIBLE. SUCH AMOUNTS ARE CHARGED TO GENERAL AND ADMINISTRATIVE EXPENSE UPON SETTLEMENT. NOTE 5 - NOTES PAYABLE THE COMPANY CURRENTLY HAS A LOAN AGREEMENT WITH BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION, DOING BUSINESS AS SEAFIRST BANK (SEAFIRST). THE AGREEMENT PROVIDES FOR A $9,750,000 REVOLVING REDUCING LINE OF CREDIT, WHICH MATURES ON JUNE 1, 2008. THE AGREEMENT CONTAINS COVENANTS THAT REQUIRE MINIMUM NET WORTH, A FIXED CHARGE COVERAGE RATIO AND RESTRICTS INVESTMENT, DISPOSITION OF ASSETS, CAPITAL EXPENDITURES, OUTSIDE BORROWING AND PAYMENT OF DIVIDENDS. EACH JUNE 1, THE AMOUNT AVAILABLE UNDER THE LINE REDUCES BY $750,000. AT FEBRUARY 25, 2001 $4,303,480 WAS UNUSED AND AVAILABLE UNDER THE $8,250,000 INSTRUMENT. AT FEBRUARY 27, 2000 $5,745,000 WAS UNUSED OF THE $9,000,000 THEN AVAILABLE UNDER THE INSTRUMENT. THE LOAN BEARS INTEREST AT OR BELOW SEAFIRST'S PRIME RATE. NOTE 6 - BUSINESS SEGMENT INFORMATION THE COMPANY OPERATES PRINCIPALLY IN TWO INDUSTRIES: THE OPERATION OF A SKI AREA AND THE SALE OF REAL ESTATE. FINANCIAL INFORMATION BY INDUSTRY SEGMENT FOR THE THIRD QUARTER AND YEAR-TO-DATE FOR 2001 AND 2000 IS SUMMARIZED AS FOLLOWS: SKI AREA REAL ESTATE CONSOLIDATED THIRD QUARTER QUARTER ENDED 2/25/01 TOTAL REVENUE $ 4,693,751 $ 1,213,677 $ 5,907,428 OPERATING PROFIT $ 801,325 $ 965,271 $ 1,766,596 DEPRECIATION AND AMORTIZATION $ 831,876 $ 7,160 $ 839,036 IDENTIFIABLE ASSETS $ 14,510,623 $ 2,820,322 $ 17,330,945 CAPITAL EXPENDITURES $ 0 $ 0 $ 0 QUARTER ENDED 2/27/00 TOTAL REVENUE $ 4,958,136 $ 3,167,899 $ 8,126,035 OPERATING PROFIT $ 1,327,663 $ 2,320,187 $ 3,647,850 DEPRECIATION AND AMORTIZATION $ 763,236 $ 7,160 $ 770,396 IDENTIFIABLE ASSETS $ 13,803,276 $ 3,743,666 $ 17,546,942 CAPITAL EXPENDITURES $ 35,933 $ 0 $ 35,933 6/1/00 TO 2/25/01 TOTAL REVENUE $ 6,713,427 $ 2,186,840 $ 8,900,267 OPERATING PROFIT $ (378,559) $ 833,145 $ 454,586 DEPRECIATION AND AMORTIZATION $ 847,598 $ 18,608 $ 866,206 IDENTIFIABLE ASSETS $ 14,510,623 $ 2,820,322 $ 17,330,945 CAPITAL EXPENDITURES $ 873,597 $ 0 $ 873,597 6/1/99 TO 2/27/00 TOTAL REVENUE $ 7,291,289 $ 4,043,157 $ 11,334,446 OPERATING PROFIT (LOSS) $ 383,527 $ 2,165,592 $ 2,549,119 DEPRECIATION AND AMORTIZATION $ 780,567 $ 16,433 $ 797,000 IDENTIFIABLE ASSETS $ 13,803,276 $ 3,743,666 $ 17,546,942 CAPITAL EXPENDITURES $ 35,933 $ 0 $ 35,933 WINTER SPORTS, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE FOR THE PERIOD PERIOD 6/1/00 6/1/99 TO TO 2/25/01 2/27/00 GROSS REVENUE $ 8,900,267 $ 11,334,446 NET INCOME $ 154,917 $ 1,425,648 INCOME PER COMMON SHARE $ .15 $ 1.41 TOTAL ASSETS $ 17,330,946 $ 17,546,942 LONG-TERM DEBT $ 3,946,520 $ 3,255,000 RESULTS OF OPERATIONS, THIRD QUARTER AND YEAR-TO-DATE REVENUES TOTAL REVENUES FOR THE THIRD QUARTER WERE $5,907,428, A DECREASE OF $2,218,608 OR 27% FROM THE SAME QUARTER OF THE PRIOR YEAR. THE DECREASE IS DUE PRIMARILY TO A DECREASE IN LIFT REVENUE FROM $3,750,748 IN THE THIRD QUARTER OF LAST YEAR TO $3,596,338 DURING THE THIRD QUARTER THIS YEAR, A DECREASE OF 4%. ACCOMPANYING THE DECREASE IN LIFT REVENUE, THE COMPANY ALSO EXPERIENCED A DECREASE IN LEASE, MANAGEMENT & OTHER FEES REVENUE OF 9% OVER THE SAME TIME LAST YEAR. THE COMPANY ALSO EXPERIENCED A DECREASE OF $46,297 IN FOOD, BEVERAGE & RETAIL OVER THE SAME QUARTER LAST YEAR. THE DECREASE IN REVENUES IS A RESULT OF LOWER THAN NORMAL SNOWFALL EXPERIENCED AT THE RESORT DURING THE THIRD QUARTER AND THUS A DECREASE IN THE NUMBER OF SKIER VISITATIONS COMPARED WITH THE PREVIOUS YEAR. REAL ESTATE SALES DECREASED FROM THE THIRD QUARTER LAST YEAR. REVENUES DECREASED BY OVER 88% TO $232,000 DURING THE THIRD QUARTER OF THIS YEAR COMPARED TO $2,087,000 AT THIS TIME LAST YEAR. THIS DECREASE IS DUE TO LESS REAL ESTATE PRODUCT AVAILABLE DUE TO STRONG SALES DURING THE LAST FISCAL YEAR. OPERATING COSTS AND EXPENSES TOTAL OPERATING COSTS AND EXPENSES DECREASED BY $337,353 (7.5%) FROM THE SAME QUARTER OF THE PREVIOUS YEAR. THE DECREASE WAS PRIMARILY DUE TO A FEWER NUMBER OF REAL ESTATE SALES IN THE CURRENT QUARTER COMPARED TO THAT OF LAST YEAR. COST OF REAL ESTATE SALES DECREASED FROM $803,919 DURING THE QUARTER ENDING FEBRUARY 27, 2000 TO $204,612 FOR THE QUARTER ENDING FEBRUARY 25, 2001. THE COMPANY EXPERIENCED AN INCREASE IN DIRECT EXPENSES- LIFTS OF $181,469 OR 25.7% FROM THE SAME TIME LAST YEAR DUE TO AND INCREASE IN SNOWMAKING AND GROOMING BECAUSE OF LESS NATURAL SNOWFALL. THE COMPANY ALSO INSTALLED A NEW T-BAR LIFT WHICH INCREASED THE SKI TERRAIN OVER THE SUMMER MONTHS. THE INCREASED COSTS IN OPERATING THIS LIFT AS WELL AS OVERALL INCREASES IN UTILITIES AND REGULAR MAINTENANCE OF OUR FACILITIES ALSO ACCOUNTED FOR THE INCREASE IN OPERATING COSTS. YEAR TO DATE OPERATING COSTS AND EXPENSES HAVE DECREASED 3.8% OR $339,646. A DECREASE IN THE COST OF REAL ESTATE SALES DUE TO LOWER REAL ESTATE SALES FROM THE PREVIOUS YEAR ACCOUNTS FOR MOST OF THIS DECREASE. THE COMPANY IS EXPERIENCING HIGHER FUEL AND UTILITY BILLS AS WELL AS OTHER OCCUPANCY EXPENSES WHICH ACCOUNTS FOR THE INCREASE OF 16% IN GENERAL & ADMINISTRATIVE EXPENSES. OTHER INCOME AND EXPENSE INTEREST EXPENSE FOR THE QUARTER ENDED FEBRUARY 25, 2001 WAS $83,894; A DECREASE OF $14,602 OR 14.8% LOWER THAN THE THIRD QUARTER OF LAST YEAR. INTEREST EXPENSE DROPPED BY $136,116 OR 40% OVER THE FIRST THREE QUARTERS OF THE CURRENT FISCAL YEAR. THESE DECREASES ARE DUE TO LOWER LEVELS OF BORROWING ON THE COMPANY'S LINE OF CREDIT, AS A RESULT OF POSITIVE CASH FLOW AND LOWER INTEREST RATES ON THE OPERATING LINE OF CREDIT. OTHER INCOME OTHER INCOME, YEAR-TO-DATE FOR FISCAL YEAR 2000 REFLECT REVENUES EARNED FROM SALES OF TIMBER ON THE COMPANY'S BASE AREA LANDS. THE REVENUE RECEIVED IS OF A ONE-TIME NATURE, AS THE COMPANY DOES NOT EXPECT TO HARVEST ANY MORE TIMBER IN THE NEAR FUTURE. NET INCOME THE THIRD QUARTER NET INCOME OF $1,010,221 WAS $1,231,902 OR 55% LESS THAN THE SAME QUARTER LAST YEAR. THE YEAR TO DATE NET INCOME OF $154,917 WAS $1,270,731 LESS THAN DURING THE SAME TIME PERIOD LAST YEAR. THIS WAS PRIMARILY DUE TO A DECREASE IN REAL ESTATE SALES COUPLED WITH A DECREASE IN SKIER VISITATION AND THE ASSOCIATED REVENUES. THE COMPANY'S MAIN PERIODS OF BUSINESS OCCUR IN ITS FISCAL THIRD QUARTER, FROM MID-NOVEMBER THROUGH MID-APRIL. DUE TO THE SEASONAL NATURE OF THE COMPANY'S BUSINESS, RESULTS IN ANY ONE QUARTER ARE NOT NECESSARILY INDICATIVE OF THE RESULTS FOR THE ENTIRE YEAR. LIQUIDITY AND CAPITAL RESOURCES WORKING CAPITAL AT THE END OF THE THIRD QUARTER OF 2001 WAS $(271,054). THIS REPRESENTS AN INCREASE OF $1,561,325 FROM THE END OF THE SAME QUARTER LAST YEAR. THE INCREASE IS PRIMARILY DUE TO INCREASES IN CASH AND INVENTORY COUPLED WITH HIGHER DEFERRED REVENUE COMPARED TO THE END OF THE SAME QUARTER LAST YEAR. TOTAL LIABILITIES OF $7,866,905 REPRESENT 83% OF STOCKHOLDERS' EQUITY AT FEBRUARY 25, 2001 COMPARED TO $8,078,189 OR 85% OF STOCKHOLDERS' EQUITY AT FEBRUARY 27, 2000. MANAGEMENT CONTINUALLY EVALUATES THE COMPANY'S CASH AND FINANCING REQUIREMENTS. OVER THE YEARS, THE COMPANY HAS OBTAINED FAVORABLE FINANCING FROM FINANCIAL INSTITUTIONS WHEN NECESSARY TO FUND OFF-SEASON CASH REQUIREMENTS AND CAPITAL ACQUISITIONS. THE COMPANY HAS A REDUCING REVOLVING CREDIT AGREEMENT THAT PROVIDES FLEXIBLE FINANCIAL RESOURCES ALLOWING THE COMPANY TO MEET SHORT-TERM NEEDS AND FUND CAPITAL EXPENDITURES. THE $9.75 MILLION AGREEMENT REDUCES AVAILABLE CAPACITY BY $750,000 EACH JUNE 1. AT FEBRUARY 25, 2001, THERE WAS $3,946,520 OUTSTANDING ON THE AVAILABLE LINE OF CREDIT OF $8,250,000. FINANCING OF FUTURE DEVELOPMENT AND BUSINESS OPPORTUNITIES IS ANTICIPATED TO INCLUDE CASH GENERATED FROM OPERATIONS, ISSUANCE OF ADDITIONAL DEBT AND MAY ALSO INCLUDE ADDITIONAL EQUITY FINANCING. THE COMPANY'S BOARD OF DIRECTORS AUTHORIZED A STOCK REPURCHASE PROGRAM ON MAY 19, 2000. UNDER THIS PROGRAM THE COMPANY COULD REPURCHASE UP TO 40,000 SHARES OF THE COMPANY'S OUTSTANDING COMMON STOCK AT PREVAILING MARKET PRICES FROM TIME TO TIME OVER A SIX TO EIGHT MONTH TIME PERIOD. ON DECEMBER 20, 2000 THE BOARD OF DIRECTORS EXTENDED THIS PROGRAM FOR AN ADDITIONAL SIX MONTHS AS OF APRIL 3, 2001, THE COMPANY HAD REPURCHASED 19,700 SHARES UNDER THIS PROGRAM. ON MARCH 19, 2001, THE COMPANY ANNOUNCED THAT HINES RESORTS, A DIVISION OF INTERNATIONAL REAL ESTATE FIRM HINES, WAS SELECTED AS THE DEVELOPER FOR THE VILLAGE AT BIG MOUNTAIN SKI & SUMMER RESORT. PLANS CALL FOR A PEDESTRIAN-SCALE VILLAGE WITH MORE THAN 700 RESIDENTIAL/LODGING UNITS, AT LEAST ONE HOTEL, CONDOMINIUMS AND TOWN HOMES, EMPLOYEE HOUSING, AS WELL AS ADDITIONAL COMMERCIAL SPACE AND A CONFERENCE CENTER. GROUND BREAKING FOR THE FIRST PROJECTS, AS WELL AS PRE-SALES WILL BEGIN THIS SUMMER. THE COMPANY FILED FORM 8-K ON THIS DATE TO ANNOUNCE THIS SELECTION. THE COMPANY HAS ENTERED INTO NEGOTIATIONS WITH CERTAIN OWNERS OF PROPERTIES LOCATED WITHIN THE VILLAGE TO PURCHASE THEIR UNITS AS WELL AS THE BUSINESS ASSOCIATED WITH THOSE UNITS. THESE NEGOTIATIONS ARE SUBJECT TO THE COMPANY'S DUE DILIGENCE PROCEDURES AND AT THIS POINT HAVE NOT BEEN FINALIZED. THE COMPANY PLANS TO OPERATE THE PROPERTIES AS THEY HAVE BEEN OPERATED IN THE PAST. FORWARD-LOOKING STATEMENTS THIS REPORT CONTAINS FORWARD-LOOKING STATEMENTS REGARDING MATTERS THAT ARE SUBJECT TO RISKS AND UNCERTAINTIES. FOR SUCH STATEMENTS, THE COMPANY CLAIMS THE PROTECTION OF THE SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS CONTAINED IN SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. THE COMPANY'S RESULTS COULD DIFFER MATERIALLY FROM THOSE DISCUSSED IN EACH FORWARD-LOOKING STATEMENT DUE TO VARIOUS FACTORS THAT ARE OUTSIDE THE COMPANY'S CONTROL. WINTER SPORTS, INC. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS REFERENCE IS MADE TO NOTE 5 OF THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THIS FORM 10-QSB, WHICH IS INCORPORATED HEREIN BY REFERENCE. ITEM 5. OTHER INFORMATION NONE ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K THE COMPANY FILED FORM 8K ON DECEMBER 20,2000 TO REPORT A CONTINUATION OF THE STOCK REPURCHASE PROGRAM FOR AN ADDITIONAL SIX MONTHS. WINTER SPORTS, INC. FORM 10-QSB SIGNATURES IN ACCORDANCE WITH THE REQUIREMENTS OF THE EXCHANGE ACT, THE REGISTRANT CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED. WINTER SPORTS, INC. (REGISTRANT) DATE: APRIL 10, 2001 /S/ MICHAEL COLLINS MICHAEL COLLINS PRESIDENT AND CHIEF EXECUTIVE OFFICER (PRINCIPAL EXECUTIVE OFFICER) DATE: APRIL 10, 2001 /S/ JAMI M. PHILLIPS JAMI M. PHILLIPS CHIEF FINANCIAL OFFICER AND TREASURER (PRINCIPAL FINANCIAL OFFICER)