Table of Contents
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a–16 OR 15d–16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2013
Commission File Number: 001-33178
MELCO CROWN ENTERTAINMENT LIMITED
36th Floor, The Centrium
60 Wyndham Street
Central
Hong Kong
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20–F or Form 40–F. Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3–2(b) under the Securities Exchange Act of 1934. Yes ¨ No x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3–2(b): 82– N/A
Table of Contents
MELCO CROWN ENTERTAINMENT LIMITED
Form 6–K
TABLE OF CONTENTS
Table of Contents
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, thereunto duly authorized.
| MELCO CROWN ENTERTAINMENT LIMITED | ||
| By: | /s/ Geoffrey Davis | |
| Name: | Geoffrey Davis, CFA | |
| Title: | Chief Financial Officer | |
Date: February 6, 2013
3
Table of Contents
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Unaudited Results for The Fourth Quarter and Full Year Ended December 31, 2012, dated February 6, 2013 | |
Exhibit 99.1
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
Melco Crown Entertainment Limited
(Incorporated in the Cayman Islands with limited liability)
(SEHK stock code: 6883)
UNAUDITED RESULTS FOR THE FOURTH QUARTER
AND FULL YEAR ENDED DECEMBER 31, 2012
This announcement is issued pursuant to Rule 13.09 of the Rules Governing the Listing of the Securities of The Stock Exchange of Hong Kong Limited.
Melco Crown Entertainment Limited (the “Company” or “Melco Crown Entertainment”) (SEHK: 6883) (NASDAQ: MPEL), a developer and owner of casino gaming and entertainment resort facilities currently focused on the Macau market, today released its unaudited financial results for the fourth quarter and year ended December 31, 2012, as part of its regular earnings disclosure practices for the Company’s American depository shares (“ADSs”), which are listed on the NASDAQ Global Select Market in the United States.
These unaudited results have been prepared in accordance with the United States Generally Accepted Accounting Principles (“U.S. GAAP”), which differ in certain respects from the International Financial Reporting Standards (“IFRS”). A reconciliation of material differences of such financial information prepared in accordance with IFRS will be included within the Company’s audited preliminary results announcement to be reported no later than March 31, 2013.
Net revenue for the fourth quarter of 2012 was US$1,101.8 million, representing an increase of approximately 9% from US$1,008.3 million for the comparable period in 2011. The increase in net revenue was primarily attributable to substantially improved group-wide mass table games and gaming machines revenue and higher group-wide rolling chip volumes, partially offset by a lower group-wide rolling chip win rate.
Adjusted EBITDA(1) was US$247.5 million for the fourth quarter of 2012, as compared to Adjusted EBITDA of US$231.6 million in the fourth quarter of 2011. The 7% year-over-year improvement in Adjusted EBITDA in the fourth quarter of 2012 was driven by stronger mass market revenues together with our ongoing commitment to control costs, partially offset by a lower group-wide rolling chip win rate.
On a U.S. GAAP basis, net income attributable to Melco Crown Entertainment for the fourth quarter of 2012 was US$108.0 million, or US$0.20 per ADS, compared with net income attributable to Melco Crown Entertainment of US$107.5 million, or US$0.20 per ADS, in the fourth quarter of 2011. The year-over-year increase in net income was primarily a result of the meaningful improvements in operating fundamentals at City of Dreams and Altira Macau, partially offset by development costs for the Philippines project as well as lower group-wide win rate. The net loss attributable to non-controlling interests during the fourth quarter of 2012 was US$6.7 million as compared to US$3.7 million in the fourth quarter of 2011. The net loss attributable to non-controlling interests relates to Studio City, with the year-over-year increase attributable to the US$825 million Studio City senior note interest incurred during the fourth quarter of 2012.
1
Mr. Lawrence Ho, Co-Chairman and Chief Executive Officer of Melco Crown Entertainment, commented, “Our results in the fourth quarter of 2012 completes a stellar year for our Company, achieving record quarterly and full year EBITDA. Our flagship property, City of Dreams, continued to deliver impressive results, recording significant sequential and year-over-year improvements in operating fundamentals in the fourth quarter, particularly as it relates to the increasingly important premium mass segment.
“We also recently successfully priced a US$1 billion senior note offering at an attractive 5.0% coupon, which will allow us upon completion to, among other things, refinance our US$600 million 10.25% senior notes. The attractive rates and improved flexibility achieved in this new offering reflects the improvement in our operating fundamentals over the last three years.
“Studio City remains on track to open around the middle of 2015. We successfully raised US$825 million under our Studio City senior note offering and signed the facilities agreement with the lead arranging banks in relation to our US$1.4 billion Studio City senior secured facilities, both of which are achieved without a corporate guarantee from the Company, while the latter is accomplished based on limited sponsor support from the Company. Together with full contribution of committed shareholder equity, these financings upon full drawdown are expected to deliver a fully funded project at the Studio City level. Our funding approach, together with our fixed price, lump-sum, contracting strategy provides us with greater certainty regarding cost and timetable.
“During the fourth quarter, we completed the acquisition of a majority interest in Manchester International Holdings Unlimited Corporation, a company listed on the Philippines Stock Exchange. We remain on track to open our unique integrated casino resort in mid-2014.
2
“In Macau and the surrounding region, substantial improvements in infrastructure are also well underway, which will enable Macau to cater to a wider spectrum of visitors and be a meaningful catalyst for future visitation growth. We believe this exciting infrastructure blueprint, together with the wide-reaching Hengqin development, will further broaden Macau’s appeal and meaningfully improve visitors’ overall experience, thereby ensuring the long term success of Macau as a World-class leisure and tourism destination.”
City of Dreams Fourth Quarter Results
For the fourth quarter of 2012, net revenue at City of Dreams was US$772.5 million compared to US$695.9 million in the fourth quarter of 2011. City of Dreams generated Adjusted EBITDA of US$219.5 million in the fourth quarter of 2012, representing an increase of 18% compared to US$186.6 million in the comparable period of 2011.
The year-over-year improvement in Adjusted EBITDA was primarily a result of the 48% year-over-year improvement in the mass table games gross gaming revenue and 15% year-over-year increase in rolling chip volumes, partially offset by a lower rolling chip win rate.
Rolling chip volume for the fourth quarter of 2012 was US$23.5 billion, representing an increase of 15% when compared to rolling chip volume of US$20.4 billion for the comparable period of 2011. The rolling chip win rate was 2.6% in the fourth quarter of 2012 versus 3.0% in the comparable period of 2011. The expected rolling chip win rate range is 2.7%-3.0%.
Mass market table games drop increased 24% to US$1,009.4 million compared with US$811.0 million in the fourth quarter of 2011. The mass market table games hold percentage was 30.9% in the fourth quarter of 2012 compared to 25.7% in the fourth quarter of 2011. At City of Dreams, we expect our mass market table games hold percentage to range from 27%- 31%.
Slot handle for the fourth quarter of 2012 was US$1,033.1 million, up 82% from US$566.8 million generated in the quarter ended December 31, 2011.
Total non-gaming revenue at City of Dreams in the fourth quarter of 2012 was US$64.4 million, an increase of 11% from US$58.1 million in the fourth quarter of 2011. Occupancy per available room in the fourth quarter of 2012 was 96%, versus 92% in the fourth quarter of 2011. The average daily rate (“ADR”) in the fourth quarter of 2012 was US$189 per occupied room, an increase of 7% when compared with US$176 in the fourth quarter of 2011.
3
Altira Macau Fourth Quarter Results
For the quarter ended December 31, 2012, net revenue at Altira Macau was US$281.7 million compared to US$268.0 million in the fourth quarter of 2011. Altira Macau generated Adjusted EBITDA of US$43.8 million in the fourth quarter of 2012 compared with Adjusted EBITDA of US$53.2 million in the fourth quarter of 2011, a decline of 18%.
Rolling chip volume totaled US$11.9 billion in the fourth quarter of 2012 versus US$12.1 billion in the fourth quarter of 2011. In the fourth quarter of 2012, the rolling chip win rate was 3.1%, as compared to 2.9% for the comparable period in 2011. The expected rolling chip win rate range is 2.7%-3.0%.
In the mass market table games segment, drop totaled US$158.1 million in the fourth quarter of 2012, an increase of 9% from US$144.6 million generated in the comparable period in 2011. The mass market table games hold percentage was 16.5% in the fourth quarter of 2012 compared with 17.5% in the fourth quarter of last year. At Altira Macau, we expect our mass market table games hold percentage to range from 15%- 17%.
Total non-gaming revenue at Altira Macau in the fourth quarter of 2012 was US$8.6 million, up from US$8.1 million in the fourth quarter of 2011. Occupancy per available room in the fourth quarter of 2012 was 99%, versus 98% in the comparable period in 2011. ADR was US$228 per occupied room, compared to US$196 in the fourth quarter of 2011, an increase of 16%.
4
Mocha Clubs Fourth Quarter Results
Net revenue from Mocha Clubs totaled US$35.3 million in the fourth quarter of 2012, up 2% from US$34.5 million in the fourth quarter of 2011. Mocha Clubs generated US$8.1 million of Adjusted EBITDA in the fourth quarter of 2012, a decrease of 21% when compared to Adjusted EBITDA of US$10.2 million in the same period in 2011.
The number of gaming machines in operation at Mocha Clubs averaged approximately 2,000 in the fourth quarter of 2012, compared to approximately 1,800 in the comparable period in 2011. The net win per gaming machine per day was US$183 in the quarter ended December 31, 2012, as compared with US$200 in the comparable period in 2011, a decrease of 9%.
Other Factors Affecting Earnings
Total non-operating expense for the fourth quarter of 2012 was US$36.6 million, which included, among other things, US$28.9 million in net interest expense and other finance costs of US$4.2 million and costs associated with debt modification of US$3.3 million related to consent solicitation for the US$600 million 10.25% senior notes. We recorded US$3.3 million of capitalized interest during the fourth quarter of 2012. The year-on-year increase in non-operating expenses of US$5.5 million was primarily attributable to the increase in net interest expense from the US$825 million Studio City senior note issued during the fourth quarter of 2012 and one-off cost associated with debt modification on our US$600 million 10.25% senior notes, partially offset by a lower interest margin on our 2011 Credit Facilities when compared to the same period in 2011.
Depreciation and amortization costs of US$95.5 million were recorded in the fourth quarter of 2012, of which US$14.3 million was related to the amortization of our gaming sub-concession and US$15.8 million was related to the amortization of land use rights. The year-over-year increase in depreciation and amortization costs is a result of increased amortization of Studio City’s land use rights.
5
Financial Position and Capital Expenditure
Cash and cash equivalents as of December 31, 2012 totaled US$3.1 billion, including US$1.4 billion of restricted cash. Total debt at the end of the fourth quarter of 2012 was US$3.2 billion, and total net debt to shareholders’ equity as of December 31, 2012 was 2%, compared to 25% as at the end of the fourth quarter of 2011.
Capital expenditures for the fourth quarter of 2012 were US$76.7 million, which primarily related to various projects at City of Dreams, as well as design and construction costs associated with Studio City.
Full Year Results
For the year ended December 31, 2012, Melco Crown Entertainment reported net revenue of US$4.1 billion versus US$3.8 billion in the prior year. The year-over-year increase in net revenue was driven by substantially improved mass table games volumes and blended hold percentages, as well as increased volumes in the gaming machines segment, partially offset by lower group-wide rolling chip volumes.
Adjusted EBITDA for the year ended December 31, 2012 was US$920.2 million, as compared with an Adjusted EBITDA of US$809.4 million in 2011. The year-over-year improvements in Adjusted EBITDA were primarily attributable to substantially improved mass table games and gaming machine revenues together with strict cost control focus, partially offset by lower group-wide rolling chip revenue.
On a U.S. GAAP basis, net income attributable to Melco Crown Entertainment for 2012 was US$417.2 million, or US$0.76 per ADS, compared with a net income attributable to Melco Crown Entertainment of US$294.7 million, or US$0.55 per ADS, in the comparable period of 2011.
The shareholders and potential investors of Melco Crown Entertainment are advised not to place undue reliance on the unaudited earnings and financial information of the Company for the fourth quarter and the financial year ended December 31, 2012 and are reminded that such financial information presented herein have been prepared in accordance with U.S. GAAP which differ in certain respects from IFRS and has not been audited. Consequently, the Company does not offer any indication or assurance that the relevant audited consolidated financial results of Melco Crown Entertainment for the financial year ended December 31, 2012, which will include the reconciliation of material differences between U.S. GAAP and IFRS, to be released by the Company no later than March 31, 2013, will be the same as that presented herein.
6
Conference Call Information
Melco Crown Entertainment will hold a conference call to discuss its fourth quarter 2012 financial results on February 6, 2013 at 8:30 a.m. Eastern Time (9:30 p.m. Hong Kong Time). To join the conference call, please use the dial-in details below:
| US Toll Free | 1 866 519 4004 | |
| US Toll / International | 1 718 354 1231 | |
| HK Toll | 852 2475 0994 | |
| HK Toll Free | 800 930 346 | |
| UK Toll Free | 080 823 46646 | |
| Australia Toll Free | 1 800 457 076 | |
| Passcode | MPEL | |
An audio webcast will also be available at www.melco-crown.com.
To access the replay, please use the dial-in details below:
| US Toll Free | 1 855 452 5696 | |
| US Toll / International | 1 646 254 3697 | |
| HK Toll Free | 800 963 117 | |
| Conference ID | 91893596 | |
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its offi cers, directors or employees to third parties. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. These factors include, but are not limited to, (i) growth of the gaming market and visitation in Macau, (ii) capital and credit market volatility, (iii) local and global economic conditions, (iv) our anticipated growth strategies, and (v) our future business development, results of operations and fi nancial condition. In some cases, forward-looking statements can be identifi ed by words or phrases such as “may”, “will”, “expect”, “anticipate”, “target”, “aim”, “estimate”, “intend”, “plan”, “believe”, “potential”, “continue”, “is/are likely to” or other similar expressions. Further information regarding these and other risks, uncertainties or factors is included in the Company’s fi lings with the SEC. All information provided in this announcement is as of the date of this release, and the Company undertakes no duty to update such information, except as required under applicable law.
7
Non-GAAP Financial Measures
| (1) | “Adjusted EBITDA” is earnings before interest, taxes, depreciation, amortization, pre-opening costs, development costs, property charges and others, share-based compensation, other non-operating income and expenses and net loss attributable to non-controlling interests. “Adjusted property EBITDA” is earnings before interest, taxes, depreciation, amortization, pre-opening costs, development costs, property charges and others, share-based compensation, corporate and others expenses, other non-operating income and expenses and net loss attributable to non-controlling interests. Adjusted EBITDA and adjusted property EBITDA are presented exclusively as a supplemental disclosure because management believes that they are widely used to measure the performance, and as a basis for valuation, of gaming companies. Management uses adjusted EBITDA and adjusted property EBITDA as measures of the operating performance of its segments and to compare the operating performance of its properties with those of its competitors. The Company also presents adjusted EBITDA and adjusted property EBITDA because they are used by some investors as ways to measure a company’s ability to incur and service debt, make capital expenditures, and meet working capital requirements. Gaming companies have historically reported adjusted EBITDA and adjusted property EBITDA as supplements to financial measures in accordance with U.S. generally accepted accounting principles (“GAAP”). However, adjusted EBITDA and adjusted property EBITDA should not be considered as alternatives to operating income as indicators of the Company’s performance, as alternatives to cash flows from operating activities as measures of liquidity, or as alternatives to any other measure determined in accordance with GAAP. Unlike net income, adjusted EBITDA and adjusted property EBITDA do not include depreciation and amortization or interest expense and therefore do not reflect current or future capital expenditures or the cost of capital. The Company compensates for these limitations by using adjusted EBITDA and adjusted property EBITDA as only two of several comparative tools, together with GAAP measurements, to assist in the evaluation of operating performance. Such GAAP measurements include operating income (loss), net income (loss), cash flows from operations and cash flow data. The Company has significant uses of cash flows, including capital expenditures, interest payments, debt principal repayments, taxes and other non-recurring charges, which are not reflected in adjusted EBITDA or adjusted property EBITDA. Also, the Company’s calculation of adjusted EBITDA and adjusted property EBITDA may be different from the calculation methods used by other companies and, therefore, comparability may be limited. Reconciliations of adjusted EBITDA and adjusted property EBITDA with the most comparable financial measures calculated and presented in accordance with GAAP are provided herein immediately following the financial statements included in this press release. |
| (2) | “Adjusted net income” is net income before pre-opening costs, development costs, property charges and others, change in fair value of interest rate swap agreements, reclassification of accumulated losses of interest rate swap agreements from accumulated other comprehensive losses, loss on extinguishment of debt and costs associated with debt modification. Adjusted net income and adjusted net income per share (“EPS”) are presented as supplemental disclosures because management believes that they are widely used to measure the performance, and as a basis for valuation, of gaming companies. These measures are used by management and/or evaluated by some investors, in addition to income and EPS computed in accordance with GAAP, as an additional basis for assessing period-to-period results of our business. Adjusted net income may be different from the calculation methods used by other companies and, therefore, comparability may be limited. Reconciliations of adjusted net income with the most comparable financial measures calculated and presented in accordance with GAAP are provided herein immediately following the financial statements included in this press release. |
8
About Melco Crown Entertainment Limited
Melco Crown Entertainment, with its shares listed on the Main Board of The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”) (SEHK: 6883) and its American depositary shares listed on the NASDAQ Global Select Market (NASDAQ: MPEL), is a developer, owner and through a Macau subsidiary which holds a gaming sub-concession, an operator of casino gaming and entertainment casino resort facilities focused on the Macau market. Melco Crown Entertainment currently operates Altira Macau (www.altiramacau.com), a casino hotel located at Taipa, Macau and City of Dreams (www.cityofdreamsmacau.com), an integrated urban casino resort located in Cotai, Macau. Melco Crown Entertainment’s business also includes the Mocha Clubs (www.mochaclubs.com), which comprise the largest non-casino based operations of electronic gaming machines in Macau. The Company is also developing the planned Studio City Project, a cinematically-themed integrated entertainment, retail and gaming resort in Cotai, Macau. For more information about Melco Crown Entertainment, please visit www.melco-crown.com.
Melco Crown Entertainment has strong support from both of its major shareholders, Melco International Development Limited (“Melco”) and Crown Limited (“Crown”). Melco is a listed company on the Hong Kong Stock Exchange and is substantially owned and led by Mr. Lawrence Ho, who is Co-Chairman, an Executive Director and the CEO of Melco Crown Entertainment. Crown is a top-50 company listed on the Australian Securities Exchange and led by Executive Chairman Mr. James Packer, who is also Co-Chairman and a Non-executive Director of Melco Crown Entertainment.
Investment Community, please contact:
Ross Dunwoody
Vice President, Investor Relations
Tel: +853 8868 7575 or +852 2598 3689
Email: rossdunwoody@melco-crown.com
For media enquiry, please contact:
Maggie Ma
Head of Corporate Communications
Tel: +853 8868 3767 or +852 3151 3767
Email: maggiema@melco-crown.com
Macau, February 6, 2013
As of the date of this announcement, the executive director of the Company is Lawrence Yau Lung Ho; the non-executive directors are James Douglas Packer, John Peter Ben Wang, Yuk Man Chung, William Todd Nisbet, and Rowen Bruce Craigie and the independent non-executive directors are James Andrew Charles MacKenzie, Thomas Jefferson Wu, Yiu Wa Alec Tsui, and Robert Wason Mactier.
9
Melco Crown Entertainment Limited and Subsidiaries
Condensed Consolidated Statements of Operations
(In thousands of U.S. dollars, except share and per share data)
| Three Months Ended December 31, |
Year Ended December 31, |
|||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Audited) | |||||||||||||
| OPERATING REVENUES |
||||||||||||||||
| Casino |
$ | 1,065,397 | $ | 969,282 | $ | 3,934,761 | $ | 3,679,423 | ||||||||
| Rooms |
31,212 | 27,195 | 118,059 | 103,009 | ||||||||||||
| Food and beverage |
21,255 | 17,290 | 72,718 | 61,840 | ||||||||||||
| Entertainment, retail and others |
22,191 | 22,781 | 90,789 | 86,167 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Gross revenues |
1,140,055 | 1,036,548 | 4,216,327 | 3,930,439 | ||||||||||||
| Less: promotional allowances |
(38,244 | ) | (28,200 | ) | (138,314 | ) | (99,592 | ) | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net revenues |
1,101,811 | 1,008,348 | 4,078,013 | 3,830,847 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| OPERATING COSTS AND EXPENSES |
||||||||||||||||
| Casino |
(767,097 | ) | (691,885 | ) | (2,834,762 | ) | (2,698,981 | ) | ||||||||
| Rooms |
(3,442 | ) | (4,366 | ) | (14,697 | ) | (18,247 | ) | ||||||||
| Food and beverage |
(6,533 | ) | (9,181 | ) | (27,531 | ) | (34,194 | ) | ||||||||
| Entertainment, retail and others |
(16,919 | ) | (14,868 | ) | (62,816 | ) | (58,404 | ) | ||||||||
| General and administrative |
(62,831 | ) | (58,689 | ) | (226,980 | ) | (220,224 | ) | ||||||||
| Pre-opening costs |
(934 | ) | (1,198 | ) | (5,785 | ) | (2,690 | ) | ||||||||
| Development costs |
(7,186 | ) | — | (11,099 | ) | (1,110 | ) | |||||||||
| Amortization of gaming subconcession |
(14,309 | ) | (14,309 | ) | (57,237 | ) | (57,237 | ) | ||||||||
| Amortization of land use rights |
(15,796 | ) | (13,895 | ) | (59,911 | ) | (34,401 | ) | ||||||||
| Depreciation and amortization |
(65,355 | ) | (65,982 | ) | (261,449 | ) | (259,224 | ) | ||||||||
| Property charges and others |
(4,612 | ) | — | (8,654 | ) | (1,025 | ) | |||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total operating costs and expenses |
(965,014 | ) | (874,373 | ) | (3,570,921 | ) | (3,385,737 | ) | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| OPERATING INCOME |
136,797 | 133,975 | 507,092 | 445,110 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| NON-OPERATING EXPENSES |
||||||||||||||||
| Interest expenses, net |
(28,866 | ) | (25,023 | ) | (98,653 | ) | (109,675 | ) | ||||||||
| Other finance costs |
(4,246 | ) | (3,547 | ) | (14,596 | ) | (15,614 | ) | ||||||||
| Reclassification of accumulated losses of interest rate swap agreements from accumulated other comprehensive losses |
— | — | — | (4,310 | ) | |||||||||||
| Change in fair value of interest rate swap agreements |
— | 653 | 363 | 3,947 | ||||||||||||
| Foreign exchange gain (loss), net |
1,336 | 785 | 4,685 | (1,771 | ) | |||||||||||
| Listing expenses |
— | (4,790 | ) | — | (8,950 | ) | ||||||||||
| Other (expenses) income, net |
(1,529 | ) | 875 | 115 | 3,664 | |||||||||||
| Loss on extinguishment of debt |
— | — | — | (25,193 | ) | |||||||||||
| Costs associated with debt modification |
(3,277 | ) | — | (3,277 | ) | — | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total non-operating expenses |
(36,582 | ) | (31,047 | ) | (111,363 | ) | (157,902 | ) | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| INCOME BEFORE INCOME TAX |
100,215 | 102,928 | 395,729 | 287,208 | ||||||||||||
| INCOME TAX CREDIT |
1,078 | 906 | 2,943 | 1,636 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| NET INCOME |
101,293 | 103,834 | 398,672 | 288,844 | ||||||||||||
| NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS |
6,688 | 3,712 | 18,531 | 5,812 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| NET INCOME ATTRIBUTABLE TO MELCO CROWN ENTERTAINMENT LIMITED |
$ | 107,981 | $ | 107,546 | $ | 417,203 | $ | 294,656 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| NET INCOME ATTRIBUTABLE TO MELCO CROWN ENTERTAINMENT LIMITED PER SHARE: |
||||||||||||||||
| Basic |
$ | 0.066 | $ | 0.067 | $ | 0.254 | $ | 0.184 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Diluted |
$ | 0.065 | $ | 0.066 | $ | 0.252 | $ | 0.182 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| NET INCOME ATTRIBUTABLE TO MELCO CROWN ENTERTAINMENT LIMITED PER ADS: |
||||||||||||||||
| Basic |
$ | 0.197 | $ | 0.200 | $ | 0.761 | $ | 0.551 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Diluted |
$ | 0.195 | $ | 0.198 | $ | 0.755 | $ | 0.547 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| WEIGHTED AVERAGE SHARES USED IN NET INCOME ATTRIBUTABLE TO MELCO CROWN ENTERTAINMENT LIMITED PER SHARE CALCULATION: |
||||||||||||||||
| Basic |
1,646,515,795 | 1,616,178,241 | 1,645,346,902 | 1,604,213,324 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Diluted |
1,660,262,969 | 1,628,172,182 | 1,658,262,996 | 1,616,854,682 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
10
Melco Crown Entertainment Limited and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands of U.S. dollars)
| December 31, 2012 |
December 31, 2011 |
|||||||
| (Unaudited) | (Audited) | |||||||
| ASSETS |
||||||||
| CURRENT ASSETS |
||||||||
| Cash and cash equivalents |
$ | 1,709,209 | $ | 1,158,024 | ||||
| Restricted cash |
672,981 | — | ||||||
| Accounts receivable, net |
320,929 | 306,500 | ||||||
| Amounts due from affiliated companies |
1,322 | 1,846 | ||||||
| Amount due from a shareholder |
— | 6 | ||||||
| Income tax receivable |
266 | — | ||||||
| Inventories |
16,576 | 15,258 | ||||||
| Prepaid expenses and other current assets |
27,743 | 23,882 | ||||||
|
|
|
|
|
|||||
| Total current assets |
2,749,026 | 1,505,516 | ||||||
|
|
|
|
|
|||||
| PROPERTY AND EQUIPMENT, NET |
2,684,094 | 2,655,429 | ||||||
| GAMING SUBCONCESSION, NET |
542,268 | 599,505 | ||||||
| INTANGIBLE ASSETS, NET |
4,220 | 4,220 | ||||||
| GOODWILL |
81,915 | 81,915 | ||||||
| LONG-TERM PREPAYMENT, DEPOSITS AND OTHER ASSETS |
88,241 | 72,858 | ||||||
| RESTRICTED CASH |
741,683 | 364,807 | ||||||
| DEFERRED TAX ASSETS |
105 | 24 | ||||||
| DEFERRED FINANCING COSTS |
65,930 | 42,738 | ||||||
| LAND USE RIGHTS, NET |
989,984 | 942,968 | ||||||
|
|
|
|
|
|||||
| TOTAL |
$ | 7,947,466 | $ | 6,269,980 | ||||
|
|
|
|
|
|||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
||||||||
| CURRENT LIABILITIES |
||||||||
| Accounts payable |
$ | 13,745 | $ | 12,023 | ||||
| Accrued expenses and other current liabilities |
850,841 | 588,719 | ||||||
| Income tax payable |
1,191 | 1,240 | ||||||
| Current portion of long-term debt |
854,940 | — | ||||||
| Amounts due to affiliated companies |
949 | 1,137 | ||||||
|
|
|
|
|
|||||
| Total current liabilities |
1,721,666 | 603,119 | ||||||
|
|
|
|
|
|||||
| LONG-TERM DEBT |
2,339,924 | 2,325,980 | ||||||
| OTHER LONG-TERM LIABILITIES |
7,412 | 27,900 | ||||||
| DEFERRED TAX LIABILITIES |
66,350 | 70,028 | ||||||
| LAND USE RIGHTS PAYABLE |
71,358 | 55,301 | ||||||
| SHAREHOLDERS’ EQUITY |
||||||||
| Ordinary shares |
16,581 | 16,531 | ||||||
| Treasury shares |
(113 | ) | (106 | ) | ||||
| Additional paid-in capital |
3,235,835 | 3,223,274 | ||||||
| Accumulated other comprehensive losses |
(1,057 | ) | (1,034 | ) | ||||
| Retained earnings (accumulated losses) |
134,693 | (282,510 | ) | |||||
|
|
|
|
|
|||||
| Total Melco Crown Entertainment Limited shareholders’ equity |
3,385,939 | 2,956,155 | ||||||
| Noncontrolling interests |
354,817 | 231,497 | ||||||
|
|
|
|
|
|||||
| Total equity |
3,740,756 | 3,187,652 | ||||||
|
|
|
|
|
|||||
| TOTAL |
$ | 7,947,466 | $ | 6,269,980 | ||||
|
|
|
|
|
|||||
11
Melco Crown Entertainment Limited and Subsidiaries
Reconciliation of Net Income Attributable to Melco Crown Entertainment Limited to
Adjusted Net Income Attributable to Melco Crown Entertainment Limited
(In thousands of U.S. dollars, except share and per share data)
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
| Net Income Attributable to Melco Crown Entertainment Limited |
$ | 107,981 | $ | 107,546 | $ | 417,203 | $ | 294,656 | ||||||||
| Pre-opening Costs |
934 | 1,198 | 5,785 | 2,690 | ||||||||||||
| Development Costs |
7,186 | — | 11,099 | 1,110 | ||||||||||||
| Property Charges and Others |
4,612 | — | 8,654 | 1,025 | ||||||||||||
| Reclassification of accumulated losses of interest rate swap agreements from accumulated other comprehensive losses |
— | — | — | 4,310 | ||||||||||||
| Change in fair value of interest rate swap agreements |
— | (653 | ) | (363 | ) | (3,947 | ) | |||||||||
| Loss on extinguishment of debt |
— | — | — | 25,193 | ||||||||||||
| Costs associated with debt modification |
3,277 | — | 3,277 | — | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Adjusted Net Income Attributable to Melco Crown Entertainment Limited |
$ | 123,990 | $ | 108,091 | $ | 445,655 | $ | 325,037 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| ADJUSTED NET INCOME ATTRIBUTABLE TO MELCO CROWN ENTERTAINMENT LIMITED PER SHARE: |
||||||||||||||||
| Basic |
$ | 0.075 | $ | 0.067 | $ | 0.271 | $ | 0.203 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Diluted |
$ | 0.075 | $ | 0.066 | $ | 0.269 | $ | 0.201 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| ADJUSTED NET INCOME ATTRIBUTABLE TO MELCO CROWN ENTERTAINMENT LIMITED PER ADS: |
||||||||||||||||
| Basic |
$ | 0.226 | $ | 0.201 | $ | 0.813 | $ | 0.608 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Diluted |
$ | 0.224 | $ | 0.199 | $ | 0.806 | $ | 0.603 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| WEIGHTED AVERAGE SHARES USED IN ADJUSTED NET INCOME ATTRIBUTABLE TO MELCO CROWN ENTERTAINMENT LIMITED PER SHARE CALCULATION: |
||||||||||||||||
| Basic |
1,646,515,795 | 1,616,178,241 | 1,645,346,902 | 1,604,213,324 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Diluted |
1,660,262,969 | 1,628,172,182 | 1,658,262,996 | 1,616,854,682 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
12
Melco Crown Entertainment Limited and Subsidiaries
Reconciliation of Operating Income (Loss) to Adjusted EBITDA and Adjusted Property EBITDA
(In thousands of U.S. dollars)
| Three Months Ended December 31, 2012 | ||||||||||||||||||||||||
| Altira Macau | Mocha | City of Dreams | Studio City | Corporate and Others |
Total | |||||||||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||||||||
| Operating Income (Loss) |
$ | 35,791 | $ | 4,705 | $ | 157,824 | $ | (11,840 | ) | $ | (49,683 | ) | $ | 136,797 | ||||||||||
| Pre-opening Costs |
— | — | 252 | 682 | — | 934 | ||||||||||||||||||
| Development Costs |
— | — | — | — | 7,186 | 7,186 | ||||||||||||||||||
| Depreciation and Amortization |
7,992 | 3,101 | 56,828 | 10,883 | 16,656 | 95,460 | ||||||||||||||||||
| Share-based Compensation |
30 | 38 | 180 | — | 2,223 | 2,471 | ||||||||||||||||||
| Property Charges and Others |
— | 224 | 4,388 | — | — | 4,612 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Adjusted EBITDA |
43,813 | 8,068 | 219,472 | (275 | ) | (23,618 | ) | 247,460 | ||||||||||||||||
| Corporate and Others Expenses |
— | — | — | — | 23,618 | 23,618 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Adjusted Property EBITDA |
$ | 43,813 | $ | 8,068 | $ | 219,472 | $ | (275 | ) | $ | — | $ | 271,078 | |||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Three Months Ended December 31, 2011 | ||||||||||||||||||||||||
| Altira Macau | Mocha | City of Dreams | Studio City | Corporate and Others |
Total | |||||||||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||||||||
| Operating Income (Loss) |
$ | 43,626 | $ | 7,187 | $ | 129,648 | $ | (10,316 | ) | $ | (36,170 | ) | $ | 133,975 | ||||||||||
| Pre-opening Costs |
— | 49 | 10 | 1,139 | — | 1,198 | ||||||||||||||||||
| Depreciation and Amortization |
9,559 | 2,885 | 56,802 | 9,014 | 15,926 | 94,186 | ||||||||||||||||||
| Share-based Compensation |
35 | 40 | 159 | — | 1,973 | 2,207 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Adjusted EBITDA |
53,220 | 10,161 | 186,619 | (163 | ) | (18,271 | ) | 231,566 | ||||||||||||||||
| Corporate and Others Expenses |
— | — | — | — | 18,271 | 18,271 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Adjusted Property EBITDA |
$ | 53,220 | $ | 10,161 | $ | 186,619 | $ | (163 | ) | $ | — | $ | 249,837 | |||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
13
Melco Crown Entertainment Limited and Subsidiaries
Reconciliation of Adjusted EBITDA and Adjusted Property EBITDA to Net Income
Attributable to Melco Crown Entertainment Limited
(In thousands of U.S. dollars)
| Three Months Ended December 31, |
||||||||
| 2012 | 2011 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| Adjusted Property EBITDA |
$ | 271,078 | $ | 249,837 | ||||
| Corporate and Others Expenses |
(23,618 | ) | (18,271 | ) | ||||
|
|
|
|
|
|||||
| Adjusted EBITDA |
247,460 | 231,566 | ||||||
| Pre-opening Costs |
(934 | ) | (1,198 | ) | ||||
| Development Costs |
(7,186 | ) | — | |||||
| Depreciation and Amortization |
(95,460 | ) | (94,186 | ) | ||||
| Share-based Compensation |
(2,471 | ) | (2,207 | ) | ||||
| Property Charges and Others |
(4,612 | ) | — | |||||
| Interest and Other Non-Operating Expenses, Net |
(36,582 | ) | (31,047 | ) | ||||
| Income Tax Credit |
1,078 | 906 | ||||||
|
|
|
|
|
|||||
| Net Income |
101,293 | 103,834 | ||||||
| Net Loss Attributable to Noncontrolling Interests |
6,688 | 3,712 | ||||||
|
|
|
|
|
|||||
| Net Income Attributable to Melco Crown Entertainment Limited |
$ | 107,981 | $ | 107,546 | ||||
|
|
|
|
|
|||||
14
Melco Crown Entertainment Limited and Subsidiaries
Reconciliation of Operating Income (Loss) to Adjusted EBITDA and Adjusted Property EBITDA
(In thousands of U.S. dollars)
| Year Ended December 31, 2012 | ||||||||||||||||||||||||
| Altira Macau | Mocha | City of Dreams | Studio City | Corporate and Others |
Total | |||||||||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||||||||
| Operating Income (Loss) |
$ | 119,850 | $ | 22,185 | $ | 570,168 | $ | (43,600 | ) | $ | (161,511 | ) | $ | 507,092 | ||||||||||
| Pre-opening Costs |
— | 16 | 3,097 | 2,672 | — | 5,785 | ||||||||||||||||||
| Development Costs |
— | — | — | — | 11,099 | 11,099 | ||||||||||||||||||
| Depreciation and Amortization |
34,741 | 12,831 | 226,553 | 40,258 | 64,214 | 378,597 | ||||||||||||||||||
| Share-based Compensation |
106 | 138 | 556 | — | 8,173 | 8,973 | ||||||||||||||||||
| Property Charges and Others |
— | 895 | 5,345 | — | 2,414 | 8,654 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Adjusted EBITDA |
154,697 | 36,065 | 805,719 | (670 | ) | (75,611 | ) | 920,200 | ||||||||||||||||
| Corporate and Others Expenses |
— | — | — | — | 75,611 | 75,611 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Adjusted Property EBITDA |
$ | 154,697 | $ | 36,065 | $ | 805,719 | $ | (670 | ) | $ | — | $ | 995,811 | |||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Year Ended December 31, 2011 | ||||||||||||||||||||||||
| Altira Macau | Mocha | City of Dreams | Studio City | Corporate and Others |
Total | |||||||||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||||||||
| Operating Income (Loss) |
$ | 207,727 | $ | 29,299 | $ | 367,931 | $ | (16,315 | ) | $ | (143,532 | ) | $ | 445,110 | ||||||||||
| Pre-opening Costs |
35 | 246 | 1,270 | 1,139 | — | 2,690 | ||||||||||||||||||
| Development Costs |
— | — | — | — | 1,110 | 1,110 | ||||||||||||||||||
| Depreciation and Amortization |
38,322 | 10,737 | 224,492 | 14,876 | 62,435 | 350,862 | ||||||||||||||||||
| Share-based Compensation |
216 | 168 | 747 | — | 7,493 | 8,624 | ||||||||||||||||||
| Property Charges and Others |
— | 25 | — | — | 1,000 | 1,025 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Adjusted EBITDA |
246,300 | 40,475 | 594,440 | (300 | ) | (71,494 | ) | 809,421 | ||||||||||||||||
| Corporate and Others Expenses |
— | — | — | — | 71,494 | 71,494 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Adjusted Property EBITDA |
$ | 246,300 | $ | 40,475 | $ | 594,440 | $ | (300 | ) | $ | — | $ | 880,915 | |||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
15
Melco Crown Entertainment Limited and Subsidiaries
Reconciliation of Adjusted EBITDA and Adjusted Property EBITDA to Net Income
Attributable to Melco Crown Entertainment Limited
(In thousands of U.S. dollars)
| Year Ended December 31, |
||||||||
| 2012 | 2011 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| Adjusted Property EBITDA |
$ | 995,811 | $ | 880,915 | ||||
| Corporate and Others Expenses |
(75,611 | ) | (71,494 | ) | ||||
|
|
|
|
|
|||||
| Adjusted EBITDA |
920,200 | 809,421 | ||||||
| Pre-opening Costs |
(5,785 | ) | (2,690 | ) | ||||
| Development Costs |
(11,099 | ) | (1,110 | ) | ||||
| Depreciation and Amortization |
(378,597 | ) | (350,862 | ) | ||||
| Share-based Compensation |
(8,973 | ) | (8,624 | ) | ||||
| Property Charges and Others |
(8,654 | ) | (1,025 | ) | ||||
| Interest and Other Non-Operating Expense, Net |
(111,363 | ) | (157,902 | ) | ||||
| Income Tax Credit |
2,943 | 1,636 | ||||||
|
|
|
|
|
|||||
| Net Income |
398,672 | 288,844 | ||||||
| Net Loss Attributable to Noncontrolling Interests |
18,531 | 5,812 | ||||||
|
|
|
|
|
|||||
| Net Income Attributable to Melco Crown Entertainment Limited |
$ | 417,203 | $ | 294,656 | ||||
|
|
|
|
|
|||||
16
Melco Crown Entertainment Limited and Subsidiaries
Supplemental Data Schedule
| Three Months Ended December 31, |
Year Ended December 31, |
|||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| Room Statistics: |
||||||||||||||||
| Altira Macau |
||||||||||||||||
| Average daily rate (3) |
$ | 228 | $ | 196 | $ | 221 | $ | 196 | ||||||||
| Occupancy per available room |
99 | % | 98 | % | 98 | % | 98 | % | ||||||||
| Revenue per available room (4) |
$ | 225 | $ | 192 | $ | 216 | $ | 191 | ||||||||
| City of Dreams |
||||||||||||||||
| Average daily rate (3) |
$ | 189 | $ | 176 | $ | 185 | $ | 172 | ||||||||
| Occupancy per available room |
96 | % | 92 | % | 93 | % | 91 | % | ||||||||
| Revenue per available room (4) |
$ | 181 | $ | 162 | $ | 171 | $ | 156 | ||||||||
| Other Information: |
||||||||||||||||
| Altira Macau |
||||||||||||||||
| Average number of table games |
176 | 199 | 180 | 203 | ||||||||||||
| Table games win per unit per day (5) |
$ | 24,313 | $ | 20,630 | $ | 20,789 | $ | 22,231 | ||||||||
| City of Dreams |
||||||||||||||||
| Average number of table games |
451 | 428 | 445 | 421 | ||||||||||||
| Average number of gaming machines |
1,440 | 1,468 | 1,417 | 1,372 | ||||||||||||
| Table games win per unit per day (5) |
$ | 22,052 | $ | 21,030 | $ | 20,997 | $ | 19,450 | ||||||||
| Gaming machines win per unit per day (6) |
$ | 337 | $ | 243 | $ | 313 | $ | 268 | ||||||||
| (3) | Average daily rate is calculated by dividing total room revenue by total occupied rooms |
| (4) | Revenue per available room is calculated by dividing total room revenue by total rooms available |
| (5) | Table games win per unit per day is shown before discounts and commissions |
| (6) | Gaming machines win per unit per day is shown before deducting cost for slot points |
17