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FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
MARK ONE
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE
REQUIRED]
For the fiscal year ended October 31, 1995
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
[NO FEE REQUIRED]
For the transition period
from to
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Commission file number 0-1365
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SCIOTO DOWNS, INC.
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(Exact name of Registrant as specified in its charter)
Ohio 31-4440550
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(State or other jurisdiction (IRS Employer Identification Number)
of incorporation or
organization)
6000 South High Street, Columbus, Ohio 43207
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (614) 491-2515
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
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SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT
Common Stock
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(Title of Class)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past ninety (90) days.
YES X NO
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The aggregate market value of the Registrant's voting stock held by
nonaffiliated stockholders as of November 29, 1995 was $5,255,172 or $12.00 per
share.
Registrant has only one class of shares outstanding, namely, common
shares. The number of common shares outstanding as of November 29, 1995 was
595,767.
Portions of the following documents are incorporated by reference:
1. Portions of the Annual Report to Stockholders for the year ended
October 31, 1995 are incorporated by reference in Part II.
2. Portions of Scioto Downs, Inc. definitive Proxy Statement
furnished to stockholders in connection with the Annual Meeting of
Stockholders to be held February 14, 1996 are incorporated by reference
in Part III.
The Exhibit index on page 11.
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PART I
ITEM 1. BUSINESS
Registrant's sole business is the ownership and operation of a harness
horse racing facility located at 6000 South High Street, Columbus, Ohio. Racing
operations at the South High Street facility were started in 1959, and there has
been no material change in the method of conducting its business. In addition
to the race track itself, there are parking, grandstand, clubhouse, and eating
facilities for Registrant's customers and barn and stable facilities for the
horses. Revenue is derived principally from commissions on pari-mutuel wagering
(net of pari-mutuel taxes), admission fees to enter the facilities, and
concessions, programs, parking, and other. These items represent 60.8%, 3.1%
and 36.1% of total revenues, respectively, in 1995. The nearest race track
competition is Beulah Park, approximately six miles away, a thoroughbred horse
race track. Beulah Park typically races from November until the first weekend
of May. During fiscal 1995, there was only one day on which both tracks were
open. Registrant conducts its business pursuant to a permit issued annually by
The Ohio State Racing Commission. The Commission prescribes what forms of
wagering are permissible, the number of races allowed, the procedures on
wagering, and the wagering information to be provided to the public. For the
period covered by this report, Registrant was issued a permit by The Ohio State
Racing Commission to conduct harness horse racing at its facilities for a period
of sixty-one days. Racing is primarily conducted at night six days a week. The
sixty-one-day period in 1995 commenced May 6 and continued through July 15.
Registrant then leased its facilities to Mid-America Racing Association, Inc.
for fifty-four days of racing, which period ended September 16, 1995. This
lease generated 4.8% of total revenue. This lease is on file with the
Commission. No racing has been conducted at Registrant's facilities since
September 16, 1995. The
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1996 racing season will commence May 4, 1996. During the racing season,
Registrant employs approximately 350 people, most of whom are pari-mutuel
clerks employed only during the racing meet. During the fiscal year covered by
this report, there was no material change in the business conducted by
Registrant.
ITEM 2. PROPERTIES
Registrant's place of business is located at 6000 South High Street,
Columbus, Ohio. Registrant owns in fee approximately 173 acres of land at this
location. Situated thereon are the physical facilities necessary for the
operation of a harness horse racing business, including the race track,
grandstand with a capacity of 10,000 and enclosed clubhouse buildings with a
capacity of 1,500 for customers, in which are located eating and pari-mutuel
wagering facilities, barns, a paddock, and related facilities for the horses,
drivers, and trainers. In addition, a substantial (approximately 6,000-space)
parking area is provided for customers. These facilities are used fully during
the racing season which covered 115 days commencing in May and ending in
mid-September.
ITEM 3. LEGAL PROCEEDINGS
Registrant is not a party to any material pending legal proceedings other
than routine litigation incidental to its business, most of which is covered by
insurance.
Registrant has no knowledge of any material pending legal proceedings to
which any director, officer or affiliate of the Registrant, any owner of record
or beneficiary of more than five percent of the voting securities of the
Registrant, or any associate of any such director, officer or security holder is
a party adverse to the Registrant or has a material interest adverse to the
Registrant.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
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PART II
The following items are incorporated herein by reference from the
indicated pages of the Annual Report to Stockholders for the fiscal year ended
October 31, 1995:
ANNUAL REPORT TO
STOCKHOLDERS PAGES
Item 5. MARKET FOR THE REGISTRANT'S COMMON
EQUITY AND RELATED STOCKHOLDER
MATTERS 15
Item 6. SELECTED FINANCIAL DATA 14
Item 7. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS 12-14
Item 8. FINANCIAL STATEMENTS AND
SUPPLEMENTARY DATA 4-11
Item 9. CHANGES IN AND DISAGREEMENTS WITH
ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE Not applicable
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PART III
ITEMS 10, 11, 12 and 13. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT;
EXECUTIVE COMPENSATION; SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT; AND CERTAIN RELATIONSHIPS AND RELATED
TRANSACTION
Information called for by Items 10, 11, 12 and 13 is incorporated herein
by reference to the definitive Proxy Statement of the Registrant dated January
22, 1996, relating to the Annual Meeting of Stockholders to be held on February
14, 1996.
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PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM
8-K
SCIOTO DOWNS, INC.
Index to Financial Statements and Financial Statement Schedules
REFERENCE PAGE
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FORM 10-K ANNUAL REPORT
ANNUAL REPORT TO STOCKHOLDERS
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(a) 1 . Financial Statements
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Data incorporated by reference from the attached
1995 Annual Report to Stockholders of Scioto
Downs, Inc.:
Report of Independent Accountants on
Financial Statements 12
Balance Sheets at October 31, 1995 and 1994 4
Statements of Operations for the years ended
October 31, 1995, 1994 and 1993 5
Statements of Stockholders' Equity for the
years ended October 31, 1995, 1994 and
1993 6
Statements of Cash Flows for the years ended
October 31, 1995, 1994 and 1993 7
Notes to the Financial Statements 8-11
(a) 2. Financial Statement Schedules
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Data submitted herewith:
Report of Independent Accountants on
Financial Statement Schedule 8
Schedules for the years ended October 31,
1995, 1994 and 1993:
X - Supplementary Income Statement
Information 9
Schedules other than those listed above are
omitted because they are not required or are
not applicable.
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ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM
8-K, Continued
(a) 3. Exhibits
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See Index to Exhibits at Page 11.
(b) Reports on Form 8-K
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No reports on Form 8-K have been filed during the last quarter of the period covered by
this report.
(c) See Index to Exhibits at Page 11.
(d) See Index to Financial Statements and Financial Statement Schedules.
(e) Not applicable.
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Coopers Coopers & Lybrand L.L.P.
&Lybrand
REPORT OF INDEPENDENT ACCOUNTANTS ON FINANCIAL STATEMENT SCHEDULE
To the Board of Directors and Stockholders
Scioto Downs, Inc.
Our report on the financial statements of Scioto Downs, Inc. has been
incorporated by reference in this Form 10-K from page 12 of the 1995 Annual
Report to Stockholders of Scioto Downs, Inc. In connection with our audits of
such financial statements, we have also audited the related financial statement
schedule listed in the index on page 6 of this Form 10-K.
In our opinion, the financial statement schedule referred to above, when
considered in relation to the basic financial statements taken as a whole,
presents fairly, in all material respects, the information required to be
included therein.
/s/ Coopers & Lybrand L.L.P.
COOPERS & LYBRAND L.L.P.
Columbus, Ohio
November 29, 1995
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SCHEDULE X--SUPPLEMENTARY INCOME STATEMENT INFORMATION
for the years ended October 31, 1995, 1994 and 1993
COLUMN A COLUMN B
CHARGED TO COSTS AND EXPENSES
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ITEM 1995 1994 1993
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Maintenance and repairs $ 165,483 $ 142,020 $ 155,926
Taxes, other than payroll and income taxes (see Note
below) 1,075,411 1,327,834 1,311,467
Advertising 338,779 338,111 310,755
Note:
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Detail of taxes included above:
Pari-mutuel $ 842,511 $ 1,076,533 $ 1,066,663
Real estate and personal property 192,077 206,783 198,174
Other 40,823 44,518 46,630
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$ 1,075,411 $ 1,327,834 $ 1,311,467
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
SCIOTO DOWNS, INC. (Registrant)
Robert S. Steele
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By /s/ Robert S. Steele
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President & Chief Operating Officer and a
Director
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Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant, and in the capacities and on the dates indicated.
Date: January 16, 1996 Robert S. Steele
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By /s/ Robert S. Steele
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President & Chief Operating Officer and a
Director
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Title
Date: January 16, 1996 LaVerne A. Hill
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By /s/ LaVerne A. Hill
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Director
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Title
Date: January 16, 1996 William C. Heer
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By /s/ William C. Heer
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Treasurer and a Director
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Title
Date: January 16, 1996 Russel G. Means
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By /s/ Russel G. Means
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Director
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Title
Date: January 16, 1996 John J. Chester
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By /s/ John J. Chester
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Director
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Title
Date: January 16, 1996 Timothy V. Luther
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By /s/ Timothy V. Luther
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Controller
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Title
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INDEX TO EXHIBITS ANNUAL REPORT ON FORM 10-K
for the year ended October 31, 1995
EXHIBIT NO. DESCRIPTION
3A Articles of Incorporation of the Registrant, as amended to date Incorporated by
reference
3B Code of Regulations of the Registrant, as amended to date Incorporated by
reference
10A Lease with Hilliard Raceway, Inc., now Mid-America Racing Incorporated by
Association, Inc., and amendment thereto reference
13 Annual Report to Stockholders Pages 12-36
27 Financial Data Schedule
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