UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): July 23, 2015
____________________________________________________________________ 


Boyd Gaming Corporation
(Exact Name of Registrant as Specified in its Charter)
____________________________________________________________________ 
Nevada
 
001-12882
 
88-0242733
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification Number)

3883 Howard Hughes Parkway, Ninth Floor
Las Vegas, Nevada 89169
(Address of Principal Executive Offices, Including Zip Code)

(702) 792-7200
(Registrant’s Telephone Number, Including Area Code)


(Former Name or Former Address, if Changed Since Last Report)
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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 





Item 2.02.    Results of Operations and Financial Condition.

On July 23, 2015, Boyd Gaming Corporation issued a press release announcing its financial results for the second quarter ended June 30, 2015 and other financial information. A copy of the press release is furnished hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number
 
Description
 
 
 
99.1
 
Press Release, dated July 23, 2015










SIGNATURE

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.

Date:
July 23, 2015
Boyd Gaming Corporation
 
 
 
 
By:
/s/ Anthony D. McDuffie
 
 
Anthony D. McDuffie
 
 
Vice President and Chief Accounting Officer
 
 
 





EXHIBIT INDEX

Exhibit Number
 
Description
 
 
 
99.1
 
Press Release, dated July 23, 2015







Exhibit 99.1


Financial Contact:
Josh Hirsberg
(702) 792-7234
joshhirsberg@boydgaming.com

Media Contact:
David Strow
(702) 792-7386
davidstrow@boydgaming.com


BOYD GAMING REPORTS SECOND-QUARTER 2015 RESULTS

Second-Quarter 2015 Highlights
All Business Segments Grow Gaming and Non-Gaming Revenues
Company Achieves Double-Digit EBITDA Gains for Third Straight Quarter
Companywide Operating Margins Improve for Fifth Consecutive Quarter


LAS VEGAS - JULY 23, 2015 - Boyd Gaming Corporation (NYSE: BYD) today reported financial results for the second quarter ended June 30, 2015.

Boyd Gaming reported second-quarter 2015 net revenues of $559.9 million, an increase of $19.2 million, or 3.5%, from pro forma net revenues of $540.7 million for the same quarter in 2014. Total Adjusted EBITDA(1) was $162.9 million, up $23.6 million or 17.0% from the comparable pro forma amount of $139.3 million for the year-ago period. Effective September 30, 2014, the Company deconsolidated Borgata and is accounting for its 50% investment in Borgata by applying the equity method for periods subsequent to that date. The prior-year pro forma amounts reflect the results for Borgata on a comparable equity method basis.

Keith Smith, President and Chief Executive Officer of Boyd Gaming, said: “This was an exceptional quarter for our Company, as our property management teams successfully capitalized on a strengthening consumer environment to deliver broad-based revenue growth. At the same time, we continued driving efficiencies to further improve our cost structure, leading to strong flow-through and our third straight quarter of double-digit EBITDA gains. In addition, the upgrades we are making to enhance our amenities

1



also contributed to revenue growth across the portfolio. We are pleased with the progress we have made so far this year, and we remain focused on continuing to produce strong results for our shareholders.”

Adjusted Earnings(1) for the second quarter 2015 were $26.9 million, or $0.24 per share, compared to $5.2 million, or $0.05 per share, for the same period in 2014. The calculations of Adjusted Earnings, Adjusted Earnings per share, and pro forma results reflecting Borgata on a comparable basis for all periods are presented in tables at the end of this press release.

On a GAAP basis, the Company reported a net loss of $6.4 million, or $0.06 per share, for the second quarter 2015, due to pretax losses on the early extinguishments of debt of $31.0 million primarily related to the Company’s redemption of its 9.125% Senior Notes due 2018. By comparison, the Company reported net income of $0.7 million, or $0.01 per share, for the year-ago period.

(1) 
See footnotes at the end of the release for additional information relative to non-GAAP financial measures. 

Key Operations Review

Las Vegas Locals
In the Las Vegas Locals segment, second-quarter 2015 net revenues rose 3.2% to $153.0 million, compared to $148.3 million in the year-ago quarter. Second-quarter 2015 Adjusted EBITDA grew 15.3% to $42.2 million, compared to $36.6 million in the second quarter of 2014. Despite significant disruption from roadwork next to Suncoast and Sam’s Town, all four of the Company’s major Locals properties achieved year-over-year EBITDA growth, led by continued strength at The Orleans and Gold Coast. Gaming revenues in the Las Vegas Locals segment increased year-over-year, with particularly strong growth in table games. Additionally, non-gaming revenues grew for the eighth consecutive quarter.

Downtown Las Vegas
In the Downtown Las Vegas segment, net revenues increased $2.9 million to $58.4 million, compared to $55.6 million in the second quarter of 2014. Adjusted EBITDA was $12.3 million, up $3.8 million from $8.6 million in the year-ago quarter. Significant growth in pedestrian traffic along Fremont Street, as well as continued strength in Hawaiian visitation, contributed to gaming and non-gaming revenue growth at all three downtown properties. EBITDA also benefitted from lower year-over-year fuel costs at the Company’s Hawaiian charter service.


2



Midwest and South; Peninsula
In the Midwest and South segment, net revenues were $217.8 million, an increase of 4.1% from $209.1 million in the second quarter of 2014. Adjusted EBITDA increased 22.7% to $51.8 million, compared to $42.2 million in the year-ago period.

The Peninsula segment reported net revenues of $130.6 million, up 2.2% from $127.8 million in the second quarter of 2014. Adjusted EBITDA grew 8.6% to $49.2 million, compared to $45.3 million in the year-ago period.

Eleven of the 12 properties in the combined segments reported year-over-year EBITDA growth, as nine properties posted double-digit gains. Solid revenue growth and further operational refinements led to substantial flow-through across the two segments, as combined operating margins improved by 300 basis points. Additionally, Kansas Star achieved record second-quarter EBITDA.

Borgata
Borgata reported second-quarter 2015 net revenues of $191.2 million, increasing 5.1% from $181.9 million in the year-ago period. Adjusted EBITDA was $44.5 million, up 4.4% from $42.6 million in the second quarter of 2014. Excluding a one-time property tax benefit of $11.8 million recorded in the year-ago quarter, Borgata grew EBITDA by approximately 45% in the second quarter of 2015.

Due to its deconsolidation, the Company now applies the equity method of accounting to its 50% investment in Borgata. The Company’s share of Borgata’s Adjusted EBITDA was $22.3 million for the second quarter of 2015 as compared to pro forma Adjusted EBITDA of $21.3 million, inclusive of the Company’s share of the one-time property tax benefit, in the prior-year period.

Borgata achieved growth throughout the business, with revenue increases in gaming, hotel, food and beverage, and entertainment. The property increased its market share of gross gaming revenue by nearly 400 basis points year-over-year, to more than 27% of the Atlantic City market. Online gaming contributed $1.6 million to EBITDA during the second quarter, marking a fourth consecutive quarter of profitability.


3



Balance Sheet Statistics
As of June 30, 2015, Boyd Gaming had cash on hand of $124.5 million, including $26.4 million related to Peninsula. Total debt was $3.40 billion, of which $1.04 billion was related to Peninsula. As a result of the deconsolidation, Borgata’s cash and debt balances are no longer included in the Company’s balance sheet. Borgata had cash on hand of $35.1 million and total debt of $710.8 million at June 30, 2015.

In May, the Company completed a public offering of $750 million in 6.875% Senior Notes due 2023. Net proceeds were used to redeem the Company’s existing $500 million in 9.125% Senior Notes due 2018, and to pay down outstanding borrowings under the Company’s revolving credit facility.

Full Year 2015 Guidance
Based on second-quarter results, and to reflect positive trends in the business, the Company is raising its previously provided guidance for the full year 2015. The Company now projects total Adjusted EBITDA, including Peninsula and 50% of Borgata’s Adjusted EBITDA, of $575 million to $595 million.

Conference Call Information
Boyd Gaming will host its conference call to discuss second-quarter 2015 results today, July 23, at 5:00 p.m. Eastern. The conference call number is (888) 317-6003, passcode 1397357. Please call up to 15 minutes in advance to ensure you are connected prior to the start of the call.

The conference call will also be available live on the Internet at www.boydgaming.com, or: https://www.webcaster4.com/Webcast/Page/964/9595

Following the call’s completion, a replay will be available by dialing (877) 344-7529 today, July 23, beginning at 7:00 p.m. Eastern and continuing through Friday, July 31, at 11:59 p.m. Eastern. The conference number for the replay will be 10069416. The replay will also be available on the Internet at www.boydgaming.com.


4



BOYD GAMING CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (a)
(Unaudited)
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
(In thousands, except per share data)
2015
 
2014
 
2015
 
2014
Revenues
 
 
 
 
 
 
 
Gaming
$
468,580

 
$
618,914

 
$
933,337

 
$
1,227,671

Food and beverage
77,909

 
110,353

 
154,205

 
216,996

Room
42,332

 
70,362

 
81,685

 
134,742

Other
30,642

 
41,173

 
60,327

 
80,133

Gross revenues
619,463

 
840,802

 
1,229,554

 
1,659,542

Less promotional allowances
59,596

 
118,268

 
119,109

 
228,659

Net revenues
559,867

 
722,534

 
1,110,445

 
1,430,883

Operating costs and expenses
 
 
 
 
 
 
 
Gaming
224,686

 
288,214

 
451,383

 
573,388

Food and beverage
42,913

 
61,196

 
84,480

 
118,465

Room
10,682

 
14,481

 
20,729

 
27,651

Other
19,744

 
30,362

 
39,390

 
58,154

Selling, general and administrative
81,013

 
111,379

 
162,702

 
236,058

Maintenance and utilities
26,616

 
43,023

 
51,935

 
86,287

Depreciation and amortization
51,964

 
65,898

 
103,906

 
132,077

Corporate expense
17,352

 
17,621

 
37,004

 
37,541

Preopening expenses
830

 
1,790

 
1,335

 
2,574

Impairments of assets

 
293

 
1,065

 
1,926

Asset transactions costs
919

 
1,859

 
1,369

 
2,014

Other operating items, net
54

 
(561
)
 
170

 
(747
)
Total operating costs and expenses
476,773

 
635,555

 
955,468

 
1,275,388

Boyd's share of Borgata's operating income (a)
15,088

 

 
26,763

 

Operating income
98,182

 
86,979

 
181,740

 
155,495

Other expense (income)
 
 
 
 
 
 
 
Interest income
(465
)
 
(470
)
 
(936
)
 
(946
)
Interest expense, net of amounts capitalized
57,131

 
75,296

 
114,066

 
150,799

Loss on early extinguishments of debt
30,962

 
904

 
31,470

 
1,058

Other, net
1,270

 
670

 
1,888

 
382

Boyd's share of Borgata's non-operating items, net (a)
9,112

 

 
16,773

 

Total other expense, net
98,010

 
76,400

 
163,261

 
151,293

Income before income taxes
172

 
10,579

 
18,479

 
4,202

Income taxes benefit (provision)
(6,597
)
 
(5,241
)
 
10,199

 
(10,089
)
Net income (loss)
(6,425
)
 
5,338

 
28,678

 
(5,887
)
Net (income) loss attributable to noncontrolling interest (a)

 
(4,669
)
 

 
374

Net income (loss) attributable to Boyd Gaming Corporation
$
(6,425
)
 
$
669

 
$
28,678

 
$
(5,513
)
 
 
 
 
 
 
 
 
Basic net income (loss) per common share
$
(0.06
)
 
$
0.01

 
$
0.26

 
$
(0.05
)
Weighted average basic shares outstanding
112,232

 
109,884

 
111,841

 
109,819

 
 
 
 
 
 
 
 
Diluted net income (loss) per common share
$
(0.06
)
 
$
0.01

 
$
0.25

 
$
(0.05
)
Weighted average diluted shares outstanding
112,232

 
110,813

 
112,694

 
109,819

_______________________________________________

(a) Due to the deconsolidation of Borgata on September 30, 2014, the Company has accounted for its 50% investment in Borgata by applying the equity method for the three and six months ended June 30, 2015. For the three and six months ended June 30, 2014, Boyd Gaming consolidated the financial results of Borgata. Please see the unaudited pro forma financial results also presented in this release for a comparison of Boyd Gaming’s financial results reflecting Borgata on the equity method for all periods presented.

5



BOYD GAMING CORPORATION
SUPPLEMENTAL INFORMATION
Reconciliation of Adjusted EBITDA to Operating Income (a)
(Unaudited)
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
(In thousands)
2015
 
2014
 
2015
 
2014
Net Revenues by Reportable Segment
 
 
 
 
 
 
 
Las Vegas Locals
$
153,032

 
$
148,270

 
$
303,332

 
$
299,713

Downtown Las Vegas
58,434

 
55,552

 
115,038

 
111,285

Midwest and South
217,777

 
209,104

 
435,542

 
420,740

Peninsula
130,624

 
127,754

 
256,533

 
250,027

Borgata (b)

 
181,854

 

 
349,118

Net revenues
$
559,867

 
$
722,534

 
$
1,110,445

 
$
1,430,883

 
 
 
 
 
 
 
 
Adjusted EBITDA by Reportable Segment
 
 
 
 
 
 
 
Las Vegas Locals
$
42,175

 
$
36,581

 
$
81,052

 
$
76,588

Downtown Las Vegas
12,307

 
8,551

 
22,984

 
17,878

Midwest and South
51,777

 
42,199

 
102,761

 
86,297

Peninsula
49,164

 
45,282

 
95,527

 
90,043

Wholly owned property Adjusted EBITDA
155,423

 
132,613

 
302,324

 
270,806

Corporate expense (c)
(14,777
)
 
(14,625
)
 
(31,419
)
 
(28,795
)
Wholly owned Adjusted EBITDA
140,646

 
117,988

 
270,905

 
242,011

Borgata (b)
22,264

 
42,598

 
41,176

 
63,044

Adjusted EBITDA
162,910

 
160,586

 
312,081

 
305,055

 
 
 
 
 
 
 
 
Other operating costs and expenses
 
 
 
 
 
 
 
Deferred rent
859

 
904

 
1,716

 
1,811

Depreciation and amortization
51,964

 
65,898

 
103,906

 
132,077

Preopening expenses
830

 
1,790

 
1,335

 
2,574

Share-based compensation expense
2,926

 
3,424

 
6,367

 
9,905

Impairments of assets

 
293

 
1,065

 
1,926

Asset transactions costs
919

 
1,859

 
1,369

 
2,014

Other operating items, net
54

 
(561
)
 
170

 
(747
)
Boyd's share of Borgata's other operating costs and expenses
7,176

 

 
14,413

 

Total other operating costs and expenses
64,728

 
73,607

 
130,341

 
149,560

Operating income
98,182

 
86,979

 
181,740

 
155,495

Other expense (income)
 
 
 
 
 
 
 
Interest income
(465
)
 
(470
)
 
(936
)
 
(946
)
Interest expense, net of amounts capitalized
57,131

 
75,296

 
114,066

 
150,799

Loss on early extinguishments of debt
30,962

 
904

 
31,470

 
1,058

Other, net
1,270

 
670

 
1,888

 
382

Boyd's share of Borgata's non-operating items, net
9,112

 

 
16,773

 

Total other expense, net
98,010

 
76,400

 
163,261

 
151,293

Income before income taxes
172

 
10,579

 
18,479

 
4,202

Income taxes benefit (provision)
(6,597
)
 
(5,241
)
 
10,199

 
(10,089
)
Net income (loss)
(6,425
)
 
5,338

 
28,678

 
(5,887
)
Net (income) loss attributable to noncontrolling interest

 
(4,669
)
 

 
374

Net income (loss) attributable to Boyd Gaming Corporation
$
(6,425
)
 
$
669

 
$
28,678

 
$
(5,513
)
_______________________________________________

6



BOYD GAMING CORPORATION
SUPPLEMENTAL INFORMATION
Reconciliation of Adjusted EBITDA to Operating Income (a)
(Unaudited)
(Continued)

(a) See note (a) on Condensed Consolidated Statements of Operations.

(b) The following table reflects the financial results of Borgata as reported by Boyd Gaming in its financial statements under the respective method of accounting for the indicated period. For the three and six months ended June 30, 2015, Boyd Gaming accounted for its 50% investment in Borgata by applying the equity method. For the three and six months ended June 30, 2014, Boyd Gaming consolidated the financial results of the Borgata.
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
(In thousands)
2015
 
2014
 
2015
 
2014
Revenues reported for Borgata
 
 
 
 
 
 
 
Consolidated
$

 
$
181,854

 
$

 
$
349,118

Equity Method

 

 

 

Total
$

 
$
181,854

 
$

 
$
349,118

 
 
 
 
 
 
 
 
Adjusted EBITDA reported for Borgata
 
 
 
 
 
 
 
Consolidated
$

 
$
42,598

 
$

 
$
63,044

Equity Method
22,264

 

 
41,176

 

Total
$
22,264

 
$
42,598

 
$
41,176

 
$
63,044



(c) Reconciliation of corporate expense:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
(In thousands)
2015
 
2014
 
2015
 
2014
Corporate expense as reported on Consolidated Statements of Operations
$
17,352

 
$
17,621

 
$
37,004

 
$
37,541

Corporate share-based compensation expense
(2,575
)
 
(2,996
)
 
(5,585
)
 
(8,746
)
Corporate expense as reported on the above table
$
14,777

 
$
14,625

 
$
31,419

 
$
28,795


7



BOYD GAMING CORPORATION
SUPPLEMENTAL INFORMATION
Reconciliation of Net Income (Loss) to Adjusted Earnings (Loss) and Net Income (Loss) Per Share to
Adjusted Earnings Per Share (a)
(Unaudited)
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
(In thousands, except per share data)
2015
 
2014
 
2015
 
2014
Net income (loss) attributable to Boyd Gaming Corporation
$
(6,425
)
 
$
669

 
$
28,678

 
$
(5,513
)
Pretax adjustments related to Boyd Gaming:
 
 
 
 
 
 
 
Preopening expenses
830

 
1,554

 
1,335

 
2,305

Loss on early extinguishments of debt
30,962

 
904

 
31,470

 
1,058

Impairments of assets

 
293

 
1,065

 
1,926

Asset transactions costs
919

 
1,858

 
1,369

 
2,015

Other operating items, net
54

 
(561
)
 
170

 
(345
)
Other, net
1,270

 
670

 
1,888

 
295

 
 
 
 
 
 
 
 
Pretax adjustments related to Borgata (b):
 
 
 
 
 
 
 
Preopening expenses

 
236

 

 
269

Loss on early extinguishments of debt
272

 

 
518

 
(1,268
)
Valuation adjustments related to consolidation, net

 
(634
)
 

 

Asset transactions costs

 
1

 

 
(1
)
Other operating items, net
(219
)
 

 
(381
)
 
(402
)
Total adjustments
34,088

 
4,321

 
37,434

 
5,852

 
 
 
 
 
 
 
 
Income tax effect for above adjustments
(785
)
 
18

 
(1,789
)
 
63

Impact of tax audit settlement on provision

 

 
(23,196
)
 

Impact on noncontrolling interest, net

 
199

 

 
703

Adjusted earnings
$
26,878

 
$
5,207

 
$
41,127

 
$
1,105

 
 
 
 
 
 
 
 
Net income (loss) per share attributable to Boyd Gaming Corporation
$
(0.06
)
 
$
0.01

 
$
0.25

 
$
(0.05
)
Pretax adjustments related to Boyd Gaming:
 
 
 
 
 
 
 
Preopening expenses
0.01

 
0.01

 
0.01

 
0.02

Loss on early extinguishments of debt
0.28

 
0.01

 
0.29

 
0.01

Impairments of assets

 

 
0.01

 
0.01

Asset transactions costs
0.01

 
0.02

 
0.01

 
0.02

Other operating items, net

 

 

 

Other, net
0.01

 
0.01

 
0.02

 

 
 
 
 
 
 
 
 
Pretax adjustments related to Borgata (b):
 
 
 
 
 
 
 
Preopening expenses

 

 

 

Loss on early extinguishments of debt

 

 

 
(0.01
)
Valuation adjustments related to consolidation, net

 
(0.01
)
 

 

Asset transactions costs

 

 

 

Other operating items, net

 

 

 

Total adjustments
0.31

 
0.04

 
0.34

 
0.05

 
 
 
 
 
 
 
 
Income tax effect for above adjustments
(0.01
)
 

 
(0.02
)
 

Impact of tax audit settlement on provision

 

 
(0.21
)
 

Impact on noncontrolling interest, net

 

 

 
0.01

Adjusted earnings per share
$
0.24

 
$
0.05

 
$
0.36

 
$
0.01

 
 
 
 
 
 
 
 
Weighted average shares outstanding
113,021

 
110,813

 
112,694

 
109,819

_______________________________________________

(a) See note (a) on Condensed Consolidated Statements of Operations.
(b) For periods after the September 30, 2014, date of Borgata's deconsolidation, the calculation includes Boyd's share of the adjusting items. Prior to this date, the calculation includes 100% of the adjusting items for Borgata.


8



BOYD GAMING CORPORATION
SUPPLEMENTAL INFORMATION
Condensed Consolidating Statements of Operations
Three Months Ended June 30, 2015 (a)
(Unaudited)
 
 
 
 
 
 
 
 
 
Boyd Gaming Wholly Owned
 
 
(In thousands, except per share data)
Excluding
Peninsula
Segment
 
Peninsula
Segment
 
Eliminations
 
Boyd Gaming
Consolidated
Revenues
 
 
 
 
 
 
 
Gaming
$
347,647

 
$
120,933

 
$

 
$
468,580

Food and beverage
68,195

 
9,714

 

 
77,909

Room
42,332

 

 

 
42,332

Other
30,755

 
4,940

 
(5,053
)
 
30,642

Gross revenues
488,929

 
135,587

 
(5,053
)
 
619,463

Less promotional allowances
54,631

 
4,965

 

 
59,596

Net revenues
434,298

 
130,622

 
(5,053
)
 
559,867

 
 
 
 
 
 
 
 
Operating costs and expenses
 
 
 
 
 
 
 
Gaming
168,830

 
55,856

 

 
224,686

Food and beverage
36,556

 
6,357

 

 
42,913

Room
10,682

 

 

 
10,682

Other
16,759

 
8,038

 
(5,053
)
 
19,744

Selling, general and administrative
68,023

 
12,990

 

 
81,013

Maintenance and utilities
23,345

 
3,271

 

 
26,616

Depreciation and amortization
34,863

 
17,101

 

 
51,964

Corporate expense
17,005

 
347

 

 
17,352

Preopening expenses
829

 
1

 

 
830

Impairments of assets

 

 

 

Asset transactions costs
397

 
522

 

 
919

Other operating items, net
(1
)
 
55

 

 
54

Total costs and expenses
377,288

 
104,538

 
(5,053
)
 
476,773

 
 
 
 
 
 
 
 
Boyd's share of Borgata's operating income
15,088

 

 

 
15,088

 
 
 
 
 
 
 
 
Operating income
72,098

 
26,084

 

 
98,182

 
 
 
 
 
 
 
 
Other expense (income)
 
 
 
 
 
 
 
Interest income

 
(465
)
 

 
(465
)
Interest expense, net of amounts capitalized
38,706

 
18,425

 

 
57,131

Loss on early extinguishments of debt
30,008

 
954

 

 
30,962

Other, net
1,245

 
25

 

 
1,270

Boyd's share of Borgata's non-operating expenses, net
9,112

 

 

 
9,112

Total other expense, net
79,071

 
18,939

 

 
98,010

Income (loss) before income taxes
(6,973
)
 
7,145

 

 
172

Income taxes benefit (provision)
(2,099
)
 
(4,498
)
 

 
(6,597
)
Net income (loss)
(9,072
)
 
2,647

 

 
(6,425
)
Net (income) loss attributable to noncontrolling interest

 

 

 

Net income (loss) attributable to Boyd Gaming Corporation
$
(9,072
)
 
$
2,647

 
$

 
$
(6,425
)
 
 
 
 
 
 
 
 
Basic net loss per common share
 
 
 
 
 
 
$
(0.06
)
Weighted average basic shares outstanding
 
 
 
 
 
 
112,232

 
 
 
 
 
 
 
 
Diluted net loss per common share
 
 
 
 
 
 
$
(0.06
)
Weighted average diluted shares outstanding
 
 
 
 
 
 
112,232

_______________________________________________

(a) See note (a) on Condensed Consolidated Statements of Operations.

9



BOYD GAMING CORPORATION
SUPPLEMENTAL INFORMATION
Condensed Consolidating Statements of Operations
Three Months Ended June 30, 2014 (a)
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Boyd Gaming Wholly Owned
 
 
 
 
 
 
(In thousands, except per share data)
Excluding
Peninsula
Segment
 
Peninsula Segment
 
Eliminations
 
Total
 
Borgata (b)
 
Eliminations
 
Boyd Gaming
Consolidated
Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Gaming
$
334,090

 
$
118,225

 
$

 
$
452,315

 
$
166,599

 
$

 
$
618,914

Food and beverage
66,679

 
9,610

 

 
76,289

 
34,064

 

 
110,353

Room
40,760

 

 

 
40,760

 
29,602

 

 
70,362

Other
30,861

 
4,825

 
(4,821
)
 
30,865

 
10,308

 

 
41,173

Gross revenues
472,390

 
132,660

 
(4,821
)
 
600,229

 
240,573

 

 
840,802

Less promotional allowances
54,643

 
4,906

 

 
59,549

 
58,719

 

 
118,268

Net revenues
417,747

 
127,754

 
(4,821
)
 
540,680

 
181,854

 

 
722,534

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating costs and expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
Gaming
166,260

 
56,954

 

 
223,214

 
65,000

 

 
288,214

Food and beverage
36,786

 
6,165

 

 
42,951

 
18,245

 

 
61,196

Room
10,788

 

 

 
10,788

 
3,693

 

 
14,481

Other
18,338

 
8,201

 
(4,821
)
 
21,718

 
8,644

 

 
30,362

Selling, general and administrative
70,231

 
12,593

 

 
82,824

 
28,555

 

 
111,379

Maintenance and utilities
24,520

 
3,382

 

 
27,902

 
15,121

 

 
43,023

Depreciation and amortization
33,443

 
18,325

 

 
51,768

 
14,130

 

 
65,898

Corporate expense
17,236

 
385

 

 
17,621

 

 

 
17,621

Preopening expenses
1,130

 
424

 

 
1,554

 
236

 

 
1,790

Impairments of assets
293

 

 

 
293

 

 

 
293

Asset transactions costs
1,755

 
103

 

 
1,858

 
1

 

 
1,859

Other operating items, net
(578
)
 
17

 

 
(561
)
 

 

 
(561
)
Total costs and expenses
380,202

 
106,549

 
(4,821
)
 
481,930

 
153,625

 

 
635,555

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Boyd's share of Borgata's operating income
14,115

 

 

 
14,115

 

 
(14,115
)
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income
51,660

 
21,205

 

 
72,865

 
28,229

 
(14,115
)
 
86,979

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other expense (income)
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income

 
(470
)
 

 
(470
)
 

 

 
(470
)
Interest expense, net of amounts capitalized
38,293

 
19,175

 
 
 
57,468

 
17,828

 

 
75,296

Loss on early extinguishments of debt

 
904

 

 
904

 

 

 
904

Other, net
756

 
(86
)
 

 
670

 

 

 
670

Boyd's share of Borgata's non-operating expenses, net
9,446

 

 

 
9,446

 

 
(9,446
)
 

Total other expense, net
48,495

 
19,523

 

 
68,018

 
17,828

 
(9,446
)
 
76,400

Income (loss) before income taxes
3,165

 
1,682

 

 
4,847

 
10,401

 
(4,669
)
 
10,579

Income taxes provision
(3,686
)
 
(492
)
 

 
(4,178
)
 
(1,063
)
 

 
(5,241
)
Net income (loss)
(521
)
 
1,190

 

 
669

 
9,338

 
(4,669
)
 
5,338

Net income attributable to noncontrolling interest

 

 

 

 

 
(4,669
)
 
(4,669
)
Net income (loss) attributable to Boyd Gaming Corporation
$
(521
)
 
$
1,190

 
$

 
$
669

 
$
9,338

 
$
(9,338
)
 
$
669

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic net income per common share
 
 
 
 
 
 
$
0.01

 
 
 
 
 
$
0.01

Weighted average basic shares outstanding
 
 
 
 
 
 
109,884

 
 
 
 
 
109,884

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted net income per common share
 
 
 
 
 
 
$
0.01

 
 
 
 
 
$
0.01

Weighted average diluted shares outstanding
 
 
 
 
 
 
110,813

 
 
 
 
 
110,813

_______________________________________________
    
(a) See note (a) on Condensed Consolidated Statements of Operations.

(b) Borgata's financial results include the impact of certain valuation adjustments made upon consolidation. These valuation adjustments are not pushed down to Borgata and are therefore not reflected in Borgata's standalone financial statements.

10



BOYD GAMING CORPORATION
SUPPLEMENTAL INFORMATION
Condensed Consolidating Statements of Operations
Six Months Ended June 30, 2015 (a)
(Unaudited)
 
 
 
 
 
 
 
 
 
Boyd Gaming Wholly Owned
 
 
(In thousands, except per share data)
Excluding
Peninsula
Segment
 
Peninsula
Segment
 
Eliminations
 
Boyd Gaming Consolidated
Revenues
 
 
 
 
 
 
 
Gaming
$
695,361

 
$
237,976

 
$

 
$
933,337

Food and beverage
134,512

 
19,693

 

 
154,205

Room
81,685

 

 

 
81,685

Other
61,363

 
8,845

 
(9,881
)
 
60,327

Gross revenues
972,921

 
266,514

 
(9,881
)
 
1,229,554

Less promotional allowances
109,126

 
9,983

 

 
119,109

Net revenues
863,795

 
256,531

 
(9,881
)
 
1,110,445

 
 
 
 
 
 
 
 
Operating costs and expenses
 
 
 
 
 
 
 
Gaming
341,246

 
110,137

 

 
451,383

Food and beverage
71,754

 
12,726

 

 
84,480

Room
20,729

 

 

 
20,729

Other
34,023

 
15,248

 
(9,881
)
 
39,390

Selling, general and administrative
136,456

 
26,246

 

 
162,702

Maintenance and utilities
45,406

 
6,529

 

 
51,935

Depreciation and amortization
69,817

 
34,089

 

 
103,906

Corporate expense
36,252

 
752

 

 
37,004

Preopening expenses
1,334

 
1

 

 
1,335

Impairments of assets
1,065

 

 

 
1,065

Asset transactions costs
717

 
652

 

 
1,369

Other operating items, net
70

 
100

 

 
170

Total costs and expenses
758,869

 
206,480

 
(9,881
)
 
955,468

 
 
 
 
 
 
 
 
Boyd's share of Borgata's operating income
26,763

 

 

 
26,763

 
 
 
 
 
 
 
 
Operating income
131,689

 
50,051

 

 
181,740

 
 
 
 
 
 
 
 
Other expense (income)
 
 
 
 
 
 
 
Interest income
(4
)
 
(932
)
 

 
(936
)
Interest expense, net of amounts capitalized
76,971

 
37,095

 

 
114,066

Loss on early extinguishments of debt
30,008

 
1,462

 

 
31,470

Other, net
1,702

 
186

 

 
1,888

Boyd's share of Borgata's non-operating expenses, net
16,773

 

 

 
16,773

Total other expense, net
125,450

 
37,811

 

 
163,261

Income before income taxes
6,239

 
12,240

 

 
18,479

Income taxes benefit (provision)
19,196

 
(8,997
)
 

 
10,199

Net income
25,435

 
3,243

 

 
28,678

Net (income) loss attributable to noncontrolling interest

 

 

 

Net income attributable to Boyd Gaming Corporation
$
25,435

 
$
3,243

 
$

 
$
28,678

 
 
 
 
 
 
 
 
Basic net income per common share
 
 
 
 
 
 
$
0.26

Weighted average basic shares outstanding
 
 
 
 
 
 
111,841

 
 
 
 
 
 
 
 
Diluted net income per common share
 
 
 
 
 
 
$
0.25

Weighted average diluted shares outstanding
 
 
 
 
 
 
112,694

_______________________________________________

(a) See note (a) on Condensed Consolidated Statements of Operations.


11



BOYD GAMING CORPORATION
SUPPLEMENTAL INFORMATION
Condensed Consolidating Statements of Operations
Six Months Ended June 30, 2014 (a)
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Boyd Gaming Wholly Owned
 
 
 
 
 
 
(In thousands, except per share data)
Excluding
Peninsula
Segment
 
Peninsula Segment
 
Eliminations
 
Total
 
Borgata (b)
 
Eliminations
 
Boyd Gaming
Consolidated
Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Gaming
$
675,294

 
$
232,092

 
$

 
$
907,386

 
$
320,285

 
$

 
$
1,227,671

Food and beverage
132,820

 
19,058

 

 
151,878

 
65,118

 

 
216,996

Room
79,571

 

 

 
79,571

 
55,171

 

 
134,742

Other
62,033

 
8,723

 
(9,502
)
 
61,254

 
18,879

 

 
80,133

Gross revenues
949,718

 
259,873

 
(9,502
)
 
1,200,089

 
459,453

 

 
1,659,542

Less promotional allowances
108,477

 
9,847

 

 
118,324

 
110,335

 

 
228,659

Net revenues
841,241

 
250,026

 
(9,502
)
 
1,081,765

 
349,118

 

 
1,430,883

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating costs and expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
Gaming
334,759

 
110,165

 

 
444,924

 
128,464

 

 
573,388

Food and beverage
72,274

 
12,251

 

 
84,525

 
33,940

 

 
118,465

Room
21,174

 

 

 
21,174

 
6,477

 

 
27,651

Other
37,000

 
15,513

 
(9,502
)
 
43,011

 
15,143

 

 
58,154

Selling, general and administrative
141,135

 
24,966

 

 
166,101

 
69,957

 

 
236,058

Maintenance and utilities
47,601

 
6,592

 

 
54,193

 
32,094

 

 
86,287

Depreciation and amortization
67,296

 
36,790

 

 
104,086

 
27,991

 

 
132,077

Corporate expense
36,733

 
808

 

 
37,541

 

 

 
37,541

Preopening expenses
1,696

 
609

 

 
2,305

 
269

 

 
2,574

Impairments of assets
1,926

 

 

 
1,926

 

 

 
1,926

Asset transactions costs
1,895

 
120

 

 
2,015

 
(1
)
 

 
2,014

Other operating items, net
(428
)
 
83

 

 
(345
)
 
(402
)
 

 
(747
)
Total costs and expenses
763,061

 
207,897

 
(9,502
)
 
961,456

 
313,932

 

 
1,275,388

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Boyd's share of Borgata's operating income
17,593

 

 

 
17,593

 

 
(17,593
)
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income
95,773

 
42,129

 

 
137,902

 
35,186

 
(17,593
)
 
155,495

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other expense (income)
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
(4
)
 
(942
)
 

 
(946
)
 

 

 
(946
)
Interest expense, net of amounts capitalized
76,788

 
38,493

 
 
 
115,281

 
35,518

 
 
 
150,799

Loss on early extinguishments of debt

 
1,058

 

 
1,058

 

 

 
1,058

Other, net
365

 
17

 

 
382

 

 

 
382

Boyd's share of Borgata's non-operating expenses, net
17,967

 

 

 
17,967

 

 
(17,967
)
 

Total other expense, net
95,116

 
38,626

 

 
133,742

 
35,518

 
(17,967
)
 
151,293

Income (loss) before income taxes
657

 
3,503

 

 
4,160

 
(332
)
 
374

 
4,202

Income taxes provision
(5,386
)
 
(4,287
)
 

 
(9,673
)
 
(416
)
 

 
(10,089
)
Net income (loss)
(4,729
)
 
(784
)
 

 
(5,513
)
 
(748
)
 
374

 
(5,887
)
Net loss attributable to noncontrolling interest

 

 

 

 

 
374

 
374

Net income (loss) attributable to Boyd Gaming Corporation
$
(4,729
)
 
$
(784
)
 
$

 
$
(5,513
)
 
$
(748
)
 
$
748

 
$
(5,513
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic net loss per common share
 
 
 
 
 
 
$
(0.05
)
 
 
 
 
 
$
(0.05
)
Weighted average basic shares outstanding
 
 
 
 
 
 
109,819

 
 
 
 
 
109,819

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted net loss per common share
 
 
 
 
 
 
$
(0.05
)
 
 
 
 
 
$
(0.05
)
Weighted average diluted shares outstanding
 
 
 
 
 
 
109,819

 
 
 
 
 
109,819

 
 
 
 
 
 
 
 
 
 
 
 
 
 
_______________________________________________

(a) See note (a) on Condensed Consolidated Statements of Operations.

(b) Borgata's financial results include the impact of certain valuation adjustments made upon consolidation. These valuation adjustments are not pushed down to Borgata and are therefore not reflected in Borgata's standalone financial statements.

12



MARINA DISTRICT DEVELOPMENT COMPANY, LLC
dba BORGATA HOTEL CASINO AND SPA
CONSOLIDATED STATEMENTS OF OPERATIONS (a)
(Unaudited)

 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
(In thousands)
2015
 
2014
 
2015
 
2014
Revenues
 
 
 
 
 
 
 
Gaming
$
170,277

 
$
166,599

 
$
335,405

 
$
320,285

Food and beverage
36,392

 
34,064

 
70,860

 
65,118

Room
30,349

 
29,602

 
57,953

 
55,171

Other
10,397

 
10,308

 
18,907

 
18,879

Gross revenues
247,415

 
240,573

 
483,125

 
459,453

Less promotional allowances
56,252

 
58,719

 
109,373

 
110,335

Net revenues
191,163

 
181,854

 
373,752

 
349,118

Operating costs and expenses
 
 
 
 
 
 
 
Gaming
67,057

 
65,000

 
133,976

 
128,464

Food and beverage
19,147

 
18,245

 
36,834

 
33,940

Room
3,799

 
3,693

 
7,059

 
6,477

Other
9,590

 
8,644

 
16,344

 
15,143

Selling, general and administrative
32,523

 
28,555

 
66,676

 
69,957

Maintenance and utilities
14,520

 
15,072

 
30,511

 
31,999

Depreciation and amortization
14,791

 
14,812

 
29,590

 
29,354

Preopening expenses

 
236

 

 
269

Other operating items, net
(441
)
 
1

 
(765
)
 
(403
)
Total operating costs and expenses
160,986

 
154,258

 
320,225

 
315,200

Operating income
30,177

 
27,596

 
53,527

 
33,918

Other expense
 
 
 
 
 
 
 
Interest expense, net of amounts capitalized
16,307

 
17,828

 
32,964

 
35,518

Loss on early extinguishments of debt
543

 

 
1,035

 

Total other expense
16,850

 
17,828

 
33,999

 
35,518

Income (loss) before state income taxes
13,327

 
9,768

 
19,528

 
(1,600
)
State income tax benefit (expense)
(1,374
)
 
(1,006
)
 
453

 
(302
)
Net income (loss)
$
11,953

 
$
8,762

 
$
19,981

 
$
(1,902
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation of Adjusted EBITDA to Operating Income
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
(In thousands)
2015
 
2014
 
2015
 
2014
Adjusted EBITDA
$
44,527

 
$
42,645

 
$
82,352

 
$
63,138

Less:
 
 
 
 
 
 
 
Depreciation and amortization
14,791

 
14,812

 
29,590

 
29,354

Preopening expenses

 
236

 

 
269

Other operating items, net
(441
)
 
1

 
(765
)
 
(403
)
Operating income
$
30,177

 
$
27,596

 
$
53,527

 
$
33,918

_______________________________________________

(a) These financial statements present the financial results reported by Borgata on a standalone basis and do not include consolidation adjustments recorded by Boyd Gaming during the period that Boyd Gaming consolidated Borgata.



13



Boyd Gaming Corporation
Unaudited Supplemental Pro Forma Information

Boyd Gaming Corporation (“Boyd Gaming”) and MGM Resorts International ("MGM") each originally held a 50% interest in Marina District Development Holding Co., LLC ("Holding Company"). Holding Company owns all the equity interests in Marina District Development Company, LLC, d.b.a. Borgata Hotel Casino and Spa ("Borgata"). Boyd Gaming is the managing member of Holding Company and is responsible for the day-to-day operations of Borgata.

In February 2010, Boyd Gaming entered into an agreement with MGM to amend the operating agreement to, among other things, facilitate the transfer of MGM's interest in Holding Company ("MGM Interest") to a divestiture trust (the "Divestiture Trust") established for the purpose of selling the MGM Interest to a third party. The proposed sale of the MGM Interest through the Divestiture Trust was part of a then-proposed settlement agreement between MGM and the New Jersey Department of Gaming Enforcement (the "NJDGE").

On March 17, 2010, MGM announced that its settlement agreement with the NJDGE had been approved by the New Jersey Casino Control Commission ("NJCCC"). MGM transferred the MGM Interest into the Divestiture Trust on March 24, 2010, and Boyd Gaming determined that it had control, as defined in the relevant accounting literature, of Holding Company and commenced consolidating the business as of that date. Subsequent to a Joint Petition of MGM, Boyd Gaming and Holding Company, on February 13, 2013, the NJCCC approved amendments to the settlement agreement which permitted MGM to file an application for a statement of compliance, which, if approved, would permit MGM to reacquire its interest in Holding Company.

The NJCCC approved MGM’s application for licensure on September 10, 2014. On September 30, 2014, the Divestiture Trust was dissolved and MGM reacquired its Borgata ownership interest and its substantive participation rights in the management of Borgata. As a result, Boyd Gaming deconsolidated Borgata as of the close of business on September 30, 2014, and is accounting for its investment in Borgata applying the equity method for periods subsequent to the deconsolidation.

The following unaudited supplemental information presents Boyd Gaming's financial results for three and six months ended June 30, 2015 and pro forma financial results for the three and six months ended June 30, 2014. The prior year unaudited pro forma financial statements give effect to:

the deconsolidation by Boyd Gaming of Holding Company, and
the recording by Boyd Gaming using the equity method of accounting for its 50% share of the operating results of Holding Company for the periods presented,

and assumes that these transactions occurred as of January 1, 2014.

The unaudited supplemental pro forma information has been prepared based upon currently available information and assumptions that are deemed appropriate by Boyd Gaming’s management. The pro forma information is for informational purposes only and is not intended to be indicative of Boyd Gaming's actual results that would have been reported had the transactions occurred on the date indicated, nor does the information represent a forecast of Boyd Gaming's financial results for any future period.


14



BOYD GAMING CORPORATION
SUPPLEMENTAL PRO FORMA INFORMATION
Pro Forma Condensed Consolidated Statements of Operations
(Unaudited)
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
(In thousands, except per share data)
2015
 
2014
 
2015
 
2014
Revenues
 
 
 
 
 
 
 
Gaming
$
468,580

 
$
452,315

 
$
933,337

 
$
907,386

Food and beverage
77,909

 
76,289

 
154,205

 
151,878

Room
42,332

 
40,760

 
81,685

 
79,571

Other
30,642

 
30,865

 
60,327

 
61,254

Gross revenues
619,463

 
600,229

 
1,229,554

 
1,200,089

Less promotional allowances
59,596

 
59,549

 
119,109

 
118,324

Net revenues
559,867

 
540,680

 
1,110,445

 
1,081,765

Operating costs and expenses
 
 
 
 
 
 
 
Gaming
224,686

 
223,214

 
451,383

 
444,924

Food and beverage
42,913

 
42,951

 
84,480

 
84,525

Room
10,682

 
10,788

 
20,729

 
21,174

Other
19,744

 
21,718

 
39,390

 
43,011

Selling, general and administrative
81,013

 
82,824

 
162,702

 
166,101

Maintenance and utilities
26,616

 
27,902

 
51,935

 
54,193

Depreciation and amortization
51,964

 
51,768

 
103,906

 
104,086

Corporate expense
17,352

 
17,621

 
37,004

 
37,541

Preopening expenses
830

 
1,554

 
1,335

 
2,305

Impairments of assets

 
293

 
1,065

 
1,926

Asset transactions costs
919

 
1,858

 
1,369

 
2,015

Other operating items, net
54

 
(561
)
 
170

 
(345
)
Total operating costs and expenses
476,773

 
481,930

 
955,468

 
961,456

Boyd's share of Borgata's operating income
15,088

 
14,115

 
26,763

 
17,593

Operating income
98,182

 
72,865

 
181,740

 
137,902

Other expense (income)
 
 
 
 
 
 
 
Interest income
(465
)
 
(470
)
 
(936
)
 
(946
)
Interest expense, net of amounts capitalized
57,131

 
57,468

 
114,066

 
115,281

Loss on early extinguishments of debt
30,962

 
904

 
31,470

 
1,058

Other, net
1,270

 
670

 
1,888

 
382

Boyd's share of Borgata's non-operating items, net
9,112

 
9,446

 
16,773

 
17,967

Total other expense, net
98,010

 
68,018

 
163,261

 
133,742

Income before income taxes
172

 
4,847

 
18,479

 
4,160

Income taxes benefit (provision)
(6,597
)
 
(4,178
)
 
10,199

 
(9,673
)
Net income (loss)
(6,425
)
 
669

 
28,678

 
(5,513
)
Net (income) loss attributable to noncontrolling interest

 

 

 

Net income (loss) attributable to Boyd Gaming Corporation
$
(6,425
)
 
$
669

 
$
28,678

 
$
(5,513
)
 
 
 
 
 
 
 
 
Basic net income (loss) per common share
$
(0.06
)
 
$
0.01

 
$
0.26

 
$
(0.05
)
Weighted average basic shares outstanding
112,232

 
109,884

 
111,841

 
109,819

 
 
 
 
 
 
 
 
Diluted net income (loss) per common share
$
(0.06
)
 
$
0.01

 
$
0.25

 
$
(0.05
)
Weighted average diluted shares outstanding
112,232

 
110,813

 
112,694

 
109,819



15



BOYD GAMING CORPORATION
SUPPLEMENTAL PRO FORMA INFORMATION
Reconciliation of Pro Forma Adjusted EBITDA to Pro Forma Operating Income
(Unaudited)
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
(In thousands)
2015
 
2014
 
2015
 
2014
Net Revenues by Reportable Segment
 
 
 
 
 
 
 
Las Vegas Locals
$
153,032

 
$
148,270

 
$
303,332

 
$
299,713

Downtown Las Vegas
58,434

 
55,552

 
115,038

 
111,285

Midwest and South
217,777

 
209,104

 
435,542

 
420,740

Peninsula
130,624

 
127,754

 
256,533

 
250,027

Net revenues
$
559,867

 
$
540,680

 
$
1,110,445

 
$
1,081,765

 
 
 
 
 
 
 
 
Adjusted EBITDA by Reportable Segment
 
 
 
 
 
 
 
Las Vegas Locals
$
42,175

 
$
36,581

 
$
81,052

 
$
76,588

Downtown Las Vegas
12,307

 
8,551

 
22,984

 
17,878

Midwest and South
51,777

 
42,199

 
102,761

 
86,297

Peninsula
49,164

 
45,282

 
95,527

 
90,043

Wholly owned property Adjusted EBITDA
155,423

 
132,613

 
302,324

 
270,806

Corporate expense
(14,777
)
 
(14,625
)
 
(31,419
)
 
(28,795
)
Wholly owned Adjusted EBITDA
140,646

 
117,988

 
270,905

 
242,011

Boyd's share of Borgata's Adjusted EBITDA
22,264

 
21,299

 
41,176

 
31,522

Adjusted EBITDA
162,910

 
139,287

 
312,081

 
273,533

 
 
 
 
 
 
 
 
Other operating costs and expenses
 
 
 
 
 
 
 
Deferred rent
859

 
902

 
1,716

 
1,811

Depreciation and amortization
51,964

 
51,768

 
103,906

 
104,086

Preopening expenses
830

 
1,554

 
1,335

 
2,305

Share-based compensation expense
2,926

 
3,424

 
6,367

 
9,905

Impairments of assets

 
293

 
1,065

 
1,926

Asset transactions costs
919

 
1,858

 
1,369

 
2,015

Other operating items, net
54

 
(561
)
 
170

 
(346
)
Boyd's share of Borgata's operating costs and expenses
7,176

 
7,184

 
14,413

 
13,929

Total other operating costs and expenses
64,728

 
66,422

 
130,341

 
135,631

Operating income
98,182

 
72,865

 
181,740

 
137,902

Other expense (income)
 
 
 
 
 
 
 
Interest income
(465
)
 
(470
)
 
(936
)
 
(946
)
Interest expense, net of amounts capitalized
57,131

 
57,468

 
114,066

 
115,281

Loss on early extinguishments of debt
30,962

 
904

 
31,470

 
1,058

Other, net
1,270

 
670

 
1,888

 
382

Boyd's share of Borgata's non-operating items, net
9,112

 
9,446

 
16,773

 
17,967

Total other expense, net
98,010

 
68,018

 
163,261

 
133,742

Income before income taxes
172

 
4,847

 
18,479

 
4,160

Income taxes benefit (provision)
(6,597
)
 
(4,178
)
 
10,199

 
(9,673
)
Net income (loss)
(6,425
)
 
669

 
28,678

 
(5,513
)
Net (income) loss attributable to noncontrolling interest

 

 

 

Net income (loss) attributable to Boyd Gaming Corporation
$
(6,425
)
 
$
669

 
$
28,678

 
$
(5,513
)


16



Non-GAAP Financial Measures

Regulation G, "Conditions for Use of Non-GAAP Financial Measures," prescribes the conditions for use of non-GAAP financial information in public disclosures. We believe that our presentations of the following non-GAAP financial measures are important supplemental measures of operating performance to investors: earnings before interest, taxes, depreciation and amortization (EBITDA), Adjusted EBITDA, Adjusted Earnings and Adjusted Earnings Per Share (Adjusted EPS). The following discussion defines these terms and why we believe they are useful measures of our performance. We do not provide a reconciliation of forward-looking non-GAAP financial measures to the corresponding forward-looking GAAP measure due to our inability to project special charges and certain expenses.

EBITDA and Adjusted EBITDA

EBITDA is a commonly used measure of performance in our industry that we believe, when considered with measures calculated in accordance with accounting principles generally accepted in the United States (“GAAP”), provides our investors a more complete understanding of our operating results before the impact of investing and financing transactions and income taxes and facilitates comparisons between us and our competitors. Management has historically adjusted EBITDA when evaluating operating performance because we believe that the inclusion or exclusion of certain recurring and non-recurring items is necessary to provide the most accurate measure of our core operating results and as a means to evaluate period-to-period results. We refer to this measure as Adjusted EBITDA. We have chosen to provide this information to investors to enable them to perform more meaningful comparisons of past, present and future operating results and as a means to evaluate the results of core on-going operations. We have historically reported this measure to our investors and believe that the continued inclusion of Adjusted EBITDA provides consistency in our financial reporting. We use Adjusted EBITDA in this press release because we believe it is useful to investors in allowing greater transparency related to a significant measure used by our management in their financial and operational decision-making. Adjusted EBITDA is among the more significant factors in management's internal evaluation of total company and individual property performance and in the evaluation of incentive compensation related to property management. Management also uses Adjusted EBITDA as a measure in the evaluation of potential acquisitions and dispositions. Adjusted EBITDA is also used by management in the annual budget process. Externally, we believe these measures continue to be used by investors in their assessment of our operating performance and the valuation of our company. Adjusted EBITDA reflects EBITDA adjusted for deferred rent, preopening expenses, share-based compensation expense, impairments of assets, asset transactions costs, loss on early extinguishments of debt and other operating charges, net, and Borgata's non-operating expenses, preopening expenses and other items and write-downs, net. For periods prior to the September 30, 2014, deconsolidation of Borgata, the calculation of Adjusted EBITDA includes 100% of the adjusting items for Borgata. For periods after the date of deconsolidation, the calculation includes Boyd’s share of the adjusting items. Pro forma EBITDA and pro forma Adjusted EBITDA reflect Borgata on the equity method for all periods presented. Both EBITDA and Adjusted EBITDA include corporate expense.

Adjusted Earnings and Adjusted EPS

Adjusted Earnings is net income (loss) before preopening expenses, asset transactions costs, net gains on insurance settlements, impairments of assets, certain adjustments to property tax accruals, write-downs and other charges, net, accelerated amortization of deferred loan fees, gain or loss on early retirements of debt, other non-recurring adjustments, net, valuation adjustments related to the consolidation of Borgata, the impact on Boyd’s income tax provision of tax audit settlements, and Borgata's preopening expenses and other items and write-downs, net. For periods prior to the September 30, 2014, deconsolidation of Borgata, the calculation of Adjusted Earnings includes 100% of the adjusting items for Borgata. For periods after the date of deconsolidation, the calculation includes Boyd’s share of the adjusting items. Adjusted Earnings and Adjusted EPS are presented solely as supplemental disclosures because management believes that they are widely used measures of performance in the gaming industry.

Limitations on the Use of Non-GAAP Measures

The use of EBITDA, Adjusted EBITDA, Adjusted Earnings, Adjusted EPS and certain other non-GAAP financial measures has certain limitations. Our presentation of EBITDA, Adjusted EBITDA, Adjusted Earnings, Adjusted EPS or certain other non-GAAP financial measures may be different from the presentation used by other companies and therefore comparability may be limited. Depreciation and amortization expense, interest expense, income taxes and other items have been and will be incurred and are not reflected in the presentation of EBITDA or Adjusted EBITDA. Each of these items should also be considered in the overall evaluation of our results. Additionally, EBITDA and Adjusted EBITDA do not consider capital expenditures and other investing activities and should not be considered as a measure of our liquidity. We compensate for these limitations by providing the relevant disclosure of our depreciation and amortization, interest and income taxes, capital expenditures and other items both in our reconciliations to the historical GAAP financial measures and in our consolidated financial statements, all of which should be considered when evaluating our performance.

EBITDA, Adjusted EBITDA, Adjusted Earnings, Adjusted EPS and certain other non-GAAP financial measures are used in addition to and in conjunction with results presented in accordance with GAAP. EBITDA, Adjusted EBITDA, Adjusted Earnings, Adjusted EPS and certain other non-GAAP financial measures should not be considered as an alternative to net income, operating income, or any other operating performance measure prescribed by GAAP, nor should these measures be relied upon to the exclusion of GAAP financial measures. EBITDA, Adjusted EBITDA, Adjusted Earnings, Adjusted EPS and certain other non-GAAP financial measures reflect additional ways of viewing our operations that we believe, when viewed with our GAAP results and the reconciliations to the corresponding historical GAAP financial measures, provide a more complete understanding of factors and trends affecting our business than could be obtained absent this disclosure. Management strongly encourages investors to review our financial information in its entirety and not to rely on a single financial measure.



17



Forward-looking Statements and Company Information

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements contain words such as “may,” “will,” “might,” “expect,” “believe,” “anticipate,” “could,” “would,” “estimate,” “continue,” “pursue,” or the negative thereof or comparable terminology, and may include (without limitation) information regarding the Company's expectations, goals or intentions regarding future performance. In addition, among others, forward-looking statements in this press release include statements regarding: the Company’s views that there is a strengthening consumer market, the Company's statement that is remaining focused on continuing to produce strong results for shareholders, and all of the statements under the heading “Full Year 2015 Guidance.” Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in any such statement. These risks and uncertainties include, but are not limited to: fluctuations in the Company's operating results; recovery of its properties in various markets; the state of the economy and its effect on consumer spending and the Company's results of operations; the timing for economic recovery, its effect on the Company's business and the local economies where the Company's properties are located; the receipt of legislative, and other state, federal and local approvals for the Company's development projects; whether online gaming will become legalized in various states, the Company's ability to operate online gaming profitably, or otherwise; consumer reaction to fluctuations in the stock market and economic factors; the fact that the Company's expansion, development and renovation projects (including enhancements to improve property performance) are subject to many risks inherent in expansion, development or construction of a new or existing project; the effects of events adversely impacting the economy or the regions from which the Company draws a significant percentage of its customers; competition; litigation; financial community and rating agency perceptions of the Company and its subsidiaries; changes in laws and regulations, including increased taxes; the availability and price of energy, weather, regulation, economic, credit and capital market conditions; and the effects of war, terrorist or similar activity. Additional factors that could cause actual results to differ are discussed under the heading “Risk Factors” and in other sections of the Company's Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and in the Company's other current and periodic reports filed from time to time with the SEC. All forward-looking statements in this press release are made as of the date hereof, based on information available to the Company as of the date hereof, and the Company assumes no obligation to update any forward-looking statement.

About Boyd Gaming
Headquartered in Las Vegas, Boyd Gaming Corporation (NYSE: BYD) is a leading diversified owner and operator of 22 gaming entertainment properties located in Nevada, Illinois, Indiana, Iowa, Kansas, Louisiana, Mississippi and New Jersey. Boyd Gaming press releases are available at www.prnewswire.com. Additional news and information on Boyd Gaming can be found at www.boydgaming.com.




18
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