UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of report (Date of earliest event reported): March 26, 2015
Canterbury
Park Holding Corporation
(Exact
name of registrant as specified in its charter)
Minnesota
(State
or Other Jurisdiction of Incorporation)
001-31569
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41-1775532
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1100
Canterbury Road, Shakopee, Minnesota
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55379
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(952)
445-7223
(Registrant’s
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions (see
General
Instruction A.2. below):
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Section 2 - Financial Information
Item 2.02 - Results of
Operations and Financial Condition
On March 26, 2015, Canterbury Park Holding Corporation (the “Company”)
issued a press release regarding its results of operations for the year
ended December 31, 2014. A copy of the press release is furnished as
Exhibit 99.1 to this Form 8-K.
The information provided pursuant to Item 2.02 of this Form 8-K is being
furnished and is not “filed” for purposes of Section 18 of the
Securities Act of 1934, nor may it be deemed incorporated by reference
in any filing under the Securities Act of 1933, except as expressly set
forth by specific reference in such filing.
Section 9 - Financial Statements and Exhibits
Item 9.01 -
Financial Statements and Exhibits
(d) Exhibits
The following are filed or furnished as Exhibits to this Report:
Exhibit
No.
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Description of Exhibit
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99.1
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Press release dated March 26, 2015, reporting results for the year
ended December 31, 2014.
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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 hereunto duly authorized.
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CANTERBURY
PARK HOLDING CORPORATION
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Dated:
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March
26, 2015
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By:
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/s/
Randall D. Sampson
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Randall
D. Sampson
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Chief
Executive Officer
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Exhibit 99.1
Canterbury
Park Holding Corporation Reports 2014 Financial Results and Business
Initiatives
SHAKOPEE, Minn.--(BUSINESS WIRE)--March 26, 2015--Canterbury Park
Holding Corporation (NASDAQ:CPHC) today announced financial results for
its fourth quarter and year ended December 31, 2014, and also reviewed
strategic initiatives launched during 2014.
Results for the Year Ended December 31, 2014
The Company’s net revenues in 2014 were $48,470,000, a 3.7% increase
compared to 2013 net revenues of $46,736,000. This overall increase
reflects increases over 2013 of $1.5 million in Card Casino revenues,
$501,000 in concession revenues, and $653,000 in Other Revenues.
Offsetting these increases, was a $986,000 decline in pari-mutuel
revenues over 2013, $412,000 of which reflects an accounting estimate
change that increased 2013 revenue.
Operating expenses in 2014 were $44.4 million compared to $45.0 million
in 2013. This 1.4% decrease is primarily attributable to a $958,000 gain
from insurance recoveries received due to 2014 storm damage, but also
reflects a $195,000 reduction in salary and benefit expense offset by
increases over 2013 of $173,000 in advertising expense and $276,000 in
depreciation due to additional investments in our buildings and
equipment.
The Company’s 2014 net income was $2,411,000 or $.57 per diluted share
compared to net income of $1,017,000 or $.24 per diluted share in 2013.
The Company’s operations continue to generate positive cash flow. For
the twelve months ended December 31, 2014 compared to the same period in
2013, adjusted Earnings before Interest, Taxes, Depreciation and
Amortization (“EBITDA”), which excludes the gain on insurance
recoveries, was $5.3 million compared to $3.6 million in 2013, which as
a percentage of revenues was 10.9% in 2014 compared in 7.7% in 2013.
Results for the Quarter Ended December 31, 2014
The Company’s net revenues in the fourth quarter were $10,264,000, a
2.3% increase from net revenues of $10,036,000 during the same period in
2013, reflecting an increase in card casino revenues of 6.5% offset by a
decrease in pari-mutuel revenue of 16.7%. 2014 fourth quarter net income
was $939,000, or $.22 per share, an increase of 259% over fourth quarter
net income of $362,000, or $.09 per share in 2013. The increase is due
to the $958,000 pre-tax gain from insurance recoveries that was
recognized in the fourth quarter as a reduction in operating expenses.
Additional Financial Information
Further financial information for the fourth quarter and year ended
December 31, 2014 is presented in the accompanying table, and additional
information will be provided in the Company’s Form 10-K Report that will
be filed on March 30, 2015 with the Securities and Exchange Commission.
Management Comments
Mr. Randy Sampson, Canterbury Park’s President and Chief Executive
Officer, commented: “We are pleased with our financial results for the
year ended December 31, 2014 as we reported our best revenue and net
income figures since 2007 due primarily to solid growth in our card
casino operations as well as the insurance recoveries. We are also
pleased with the progress we made in our strategic plans to build a
foundation for future revenue and profit growth. In September we opened
our new 30,000 square foot Expo Center. This facility will allow us to
expand our trade show and event business by providing the ability to do
events year-round. With this venue, Canterbury Park now offers over
100,000 square feet of space for events, the fourth largest available
space of its kind in the Twin Cities. Also, in December we began a
project to remodel our club level to improve our capability to host
banquets and other catered events. In addition to upgrading the finishes
of the space, the project, which will be completed in time for our live
racing meet, will give us more capacity and flexibility to host a wide
variety of banquets and events.”
Commenting further, Mr. Sampson said: “In terms of our business
opportunities, we are most excited about our progress in pursuing the
development of a mixed-use destination lifestyle center on unused and
underutilized land adjacent to our Racetrack. Under a letter of intent
with Kraus-Anderson Incorporated, announced in November, extensive due
diligence regarding the feasibility of this project has now been
successfully completed, and we have begun negotiating the terms of a
formal Development Agreement that would guide financing and construction
of the proposed project. While there is still much work ahead of us to
make this development a reality, we are pleased to be working with
Kraus-Anderson, a proven development company that has considerable
experience with similar mixed-use projects.”
Mr. Sampson concluded: “We remain committed to providing our guests a
premier gaming, entertainment and event experience as evidenced by our
recent investments and plans for future development. With our healthy
cash position, positive cash flow and a stable future provided by the
Cooperative Marketing Agreement we signed in 2012 with the Shakopee
Mdewakanton Sioux Community, we believe we are well positioned to
continue to profitably grow revenues in our core operations, while at
the same time generating new revenue opportunities through strategic
investments that expand and broaden our business.”
Annual Shareholders Meeting
The Company also announced that its 2015 Annual Meeting of Shareholders
will be held on Thursday, June 4, 2015 at 4:00 pm, at the Racetrack in
Shakopee, Minnesota. The date of record for shareholders entitled to
vote at the Annual Meeting is April 10, 2015.
Use of Non-GAAP Financial Measures
To supplement our
financial statements, we also provide investors with EBITDA (defined
below), which is a non-GAAP measure. Adjusted EBITDA represents earnings
before interest income, income tax expense, depreciation and
amortization and gain from insurance recoveries. EBITDA is not a measure
of performance or liquidity calculated in accordance with generally
accepted accounting principles ("GAAP"), and should not be considered an
alternative to, or more meaningful than, net income as an indicator of
our operating performance, or cash flows from operating activities as a
measure of liquidity. EBITDA has been presented as a supplemental
disclosure because it is a widely used measure of performance and basis
for valuation of companies in our industry. Moreover, other companies
that provide EBITDA information may calculate EBITDA differently than we
do.
About Canterbury Park
Canterbury Park Holding
Corporation owns and operates Canterbury Park Racetrack, Minnesota’s
only thoroughbred and quarter horse racing facility. The Company’s
70-day 2015 live race meet begins on May 15 and ends September 12. In
addition, Canterbury Park’s Card Casino hosts card games 24 hours a day,
seven days a week, offering both poker and table games. The Company also
conducts year-round wagering on simulcast horse racing and hosts a
variety of other entertainment and special events at its facility in
Shakopee, Minnesota. For more information about the Company, please
visit us at www.canterburypark.com.
Cautionary Statement
From time to time, in
reports filed with the Securities and Exchange Commission, in press
releases, and in other communications to shareholders or the investing
public, we may make forward-looking statements concerning possible or
anticipated future financial performance, business activities or plans
which are typically preceded by the words “believes,” “expects,”
“anticipates,” “intends” or similar expressions.
For such forward-looking statements, we claim the protection of the
safe harbor for forward-looking statements contained in federal
securities laws. Shareholders and the investing public should
understand that such forward-looking statements are subject to risks and
uncertainties which could affect our actual results, and cause actual
results to differ materially from those indicated in the forward-looking
statements. Such risks and uncertainties include, but are not
limited to: material fluctuations in attendance at the Racetrack,
material changes in the level of wagering by patrons, decline in
interest in the unbanked card games offered in the Card Casino,
competition from other venues offering unbanked card games or other
forms of wagering, competition from other sports and entertainment
options, increases in compensation and employee benefit costs; increases
in the percentage of revenues allocated for purse fund payments; higher
than expected expense related to new marketing initiatives; the impact
of wagering products and technologies introduced by competitors;
legislative and regulatory decisions and changes; the general health of
the gaming sector; and other factors that are beyond our ability to
control or predict.
NOTE: Financial summary on following page.
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CANTERBURY PARK HOLDING CORPORATION’S
SUMMARY OF OPERATING RESULTS
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(Unaudited)
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Three Months
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Three Months
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Twelve Months
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Twelve Months
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Ended
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Ended
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Ended
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Ended
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December 31,
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December 31,
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December 31,
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December 31,
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2014
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2013
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2014
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2013
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Net Operating Revenues
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$10,263,711
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$10,036,460
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$48,469,837
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$46,736,437
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Operating Expenses
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($8,673,352
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)
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($9,415,308
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)
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($44,369,912
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)
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($45,002,628
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)
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Income from Operations
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$1,590,359
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$621,152
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$4,099,925
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$1,733,809
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Non-Operating Revenues, net
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$414
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$459
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$2,407
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$2,684
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Income Tax Expense
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($651,865
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)
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($259,731
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)
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($1,691,177
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)
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($719,781
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)
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Net Income
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$938,908
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$361,880
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$2,411,155
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$1,016,712
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Basic Net Income Per Common Share
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$0.22
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$0.09
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$0.58
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$0.24
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Diluted Net Income Per Common Share
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$0.22
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$0.09
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$0.57
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$0.24
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RECONCILIATION OF NET INCOME TO Adjusted EBITDA
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(Unaudited)
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Year Ended
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Year Ended
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Dec. 31,
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Dec. 31,
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2014
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2013
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Net income
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$
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2,411,155
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$
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1,016,712
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Interest income, net of interest expense
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(2,407
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)
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(2,684
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Income tax expense
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1,691,177
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719,781
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Depreciation
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2,137,778
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1,861,702
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EBITDA
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$
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6,237,703
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$
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3,595,511
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Gain on Insurance Recoveries
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(957,597
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)
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0
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Adjusted EBITDA
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$
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5,280,106
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$
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3,595,511
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CONTACT:
Canterbury Park Holding Corporation
Randy
Sampson, 952-445-7223
Canterbury Park (NASDAQ:CPHC)
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