U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000. OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ________________ TO ______________. Commission File No. 0-20630 FULL HOUSE RESORTS, INC. ---------------------------------------- (Exact name of small business issuer as specified in its charter) Delaware 13-3391527 - ------------------------------- ------------------ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2300 W. Sahara Ave. Suite 450, Box 23 Las Vegas, Nevada 89102 - ---------------------------------------- -------- (Address of principal executive offices) (zip code) (702) 221-7800 ---------- (Registrant's telephone number) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS As of August 11, 2000, Registrant had 10,340,380 shares of its $.0001 par value common stock outstanding. FULL HOUSE RESORTS, INC. TABLE OF CONTENTS Page ---- PART I. Financial Information Item 1. Unaudited Condensed Consolidated Financial Statements Unaudited Condensed Consolidated Balance Sheets as of June 30, 2000 and December 31, 1999 3 Unaudited Condensed Consolidated Statements of Operations for the three months ended June 30, 2000 and 1999 4 Unaudited Condensed Consolidated Statements of Operations for the six months ended June 30, 2000 and 1999 5 Unaudited Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2000 and 1999 6 Notes to Unaudited Condensed Consolidated Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10 PART II. Other Information 13 Signatures 13 -2- FULL HOUSE RESORTS, INC. AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - --------------------------------------------------------------------------------
JUNE 30, DECEMBER 31, ASSETS 2000 1999 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 242,906 $ 438,800 Income tax refund receivable -- 34,057 Prepaid expenses 69,877 87,590 ------------ ------------ Total current assets 312,783 560,447 LAND HELD FOR DEVELOPMENT 4,621,670 4,621,670 FIXTURES AND EQUIPMENT, net 56,932 69,413 GOODWILL, net 632,847 885,981 NOTE RECEIVABLE - JOINT VENTURE 1,035,726 839,580 INVESTMENTS IN JOINT VENTURES 3,762,741 3,672,175 DEFERRED TAX ASSET 500,271 614,083 DEPOSITS AND OTHER ASSETS 2,766,343 2,620,487 ------------ ------------ TOTAL $ 13,689,313 $ 13,883,836 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 20,797 $ 19,238 Current portion of long-term debt 3,000,000 -- Payable to joint ventures 184,830 60,077 Accrued expenses 127,084 190,332 ------------ ------------ Total current liabilities 3,332,711 269,647 ------------ ------------ LONG-TERM DEBT, net of current portion 500,000 3,750,000 ------------ ------------ COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Cumulative preferred stock, par value $.0001, 5,000,000 shares authorized; 700,000 shares issued and outstanding; aggregate liquidation preference of $3,780,000 and $3,675,000 70 70 Common stock, par value $.0001, 25,000,000 shares authorized; 10,340,380 shares issued and outstanding 1,034 1,034 Additional paid in capital 17,402,169 17,374,449 Accumulated deficit (7,546,671) (7,511,364) ------------ ------------ Total stockholders' equity 9,856,602 9,864,189 ------------ ------------ TOTAL $ 13,689,313 $ 13,883,836 ============ ============
See notes to unaudited condensed consolidated financial statements. -3- FULL HOUSE RESORTS, INC. AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - --------------------------------------------------------------------------------
THREE MONTHS ENDED JUNE 30, 2000 1999 ------------ ------------ OPERATING REVENUES: Joint ventures $ 901,713 $ 964,551 OPERATING COSTS AND EXPENSES: Joint venture pre-opening costs 120,966 40,065 General and administrative 492,971 506,239 Depreciation and amortization 132,797 132,146 ------------ ------------ Total operating costs and expenses 746,734 678,450 ------------ ------------ INCOME FROM OPERATIONS 154,979 286,101 Interest expense (83,028) (58,196) Interest and other income 2,498 2,349 ------------ ------------ INCOME BEFORE INCOME TAXES 74,449 230,254 INCOME TAX PROVISION (107,366) (60,425) ------------ ------------ NET INCOME (LOSS) (32,917) 169,829 Less, undeclared dividends on cumulative preferred stock 52,500 52,500 ------------ ------------ NET INCOME (LOSS) APPLICABLE TO COMMON SHARES $ (85,417) $ 117,329 ============ ============ NET INCOME (LOSS) PER COMMON SHARE, Basic and Diluted $ (0.01) $ 0.01 ============ ============ Weighted average number of common shares Outstanding; Basic 10,340,380 10,340,380 ============ ============ Diluted 10,340,380 10,382,395 ============ ============
See notes to unaudited condensed consolidated financial statements. -4- FULL HOUSE RESORTS, INC. AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - --------------------------------------------------------------------------------
SIX MONTHS ENDED JUNE 30, 2000 1999 ------------ ------------ OPERATING REVENUES: Joint ventures $ 1,767,313 $ 1,828,629 OPERATING COSTS AND EXPENSES: Joint venture pre-opening costs 257,593 65,170 General and administrative 924,987 1,066,480 Depreciation and amortization 265,615 262,653 ------------ ------------ Total operating costs and expenses 1,448,195 1,394,303 ------------ ------------ INCOME FROM OPERATIONS 319,118 434,326 Interest expense (165,306) (124,859) Interest and other income 5,904 18,125 ------------ ------------ INCOME BEFORE INCOMES TAXES AND CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE 159,716 327,592 INCOME TAX PROVISION (195,022) (125,576) ------------ ------------ NET INCOME (LOSS) BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE (35,306) 202,016 CUMULATIVE EFFECT OF ACCOUNTING CHANGE, net of tax -- (543,870) ------------ ------------ NET LOSS (35,306) (341,854) Less, undeclared dividends on cumulative preferred stock 105,000 105,000 ------------ ------------ NET LOSS APPLICABLE TO COMMON SHARES $ (140,306) $ (446,854) ============ ============ Income (loss) per common share before cumulative effect of change in accounting principle, Basic and Diluted $ (0.01) $ 0.01 Cumulative effect of accounting change, Basic and Diluted -- (0.05) ------------ ------------ NET LOSS PER COMMON SHARE, Basic and Diluted $ (0.01) $ (0.04) ============ ============ Weighted average number of common shares Outstanding, Basic and Diluted 10,340,380 10,340,380 ============ ============
See notes to unaudited condensed consolidated financial statements. -5- FULL HOUSE RESORTS, INC. AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - --------------------------------------------------------------------------------
SIX MONTHS ENDED JUNE 30, 2000 1999 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (35,306) $ (341,854) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 265,615 262,653 Amortization of deferred compensation expense 27,719 78,192 Cumulative effect of change in accounting principle -- 543,870 Equity in income of joint ventures (1,509,720) (1,763,459) Distributions from joint ventures 1,419,154 1,621,279 Changes in assets and liabilities: Receivables 34,057 35,871 Prepaid expenses 17,713 49,790 Other assets (95,857) (98,380) Deferred taxes 113,812 -- Accounts payable and accrued expenses (61,688) (64,372) ----------- ----------- Net cash provided by operating activities 175,499 393,590 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment -- (35,333) Deposits on purchase options (50,000) (1,125,000) Receivables from joint ventures (71,393) 17,074 ----------- ----------- Net cash used in investing activities (121,393) (1,143,259) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from line of credit -- 1,000,000 Repayment of debt (250,000) (1,000,000) ----------- ----------- Net cash used in financing activities (250,000) -- ----------- ----------- NET DECREASE IN CASH AND CASH EQUIVALENTS (195,894) (749,669) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 438,800 1,092,178 ----------- ----------- CASH AND CASH EQUIVALENTS, END OF PERIOD $ 242,906 $ 342,509 =========== ===========
See notes to unaudited condensed consolidated financial statements. -6- FULL HOUSE RESORTS, INC. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Interim Condensed Consolidated Financial Statements - The interim condensed consolidated financial statements of Full House Resorts, Inc. (the "Company") included herein reflect all adjustments which are, in the opinion of management, necessary to present fairly the financial position and results of operations for the interim periods presented. All such adjustments are of a normal recurring nature. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to the rules and regulations of the Securities and Exchange Commission. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-KSB for the year ended December 31, 1999. The results of operations for the period ended June 30, 2000 are not necessarily indicative of the results to be expected for the year ending December 31, 2000. Consolidation - The unaudited condensed consolidated financial statements include the accounts of the Company and all its majority-owned subsidiaries. All material intercompany accounts and transactions have been eliminated. Reclassifications - Certain prior year amounts have been reclassified to conform with the current year presentation. 2. RECENTLY ISSUED ACCOUNTING STANDARDS In June 1998, the Financial Accounting Standards Board issued SFAS No. 133, "Accounting for Derivative Investments and Hedging Activities." This statement establishes accounting and reporting standards for derivative investments, including certain derivative investments embedded in other contracts, and hedging activities. It requires that an entity recognizes all derivatives either as assets or liabilities in the statement of financial position, and measures those instruments at fair value, and is effective for all fiscal quarters of the fiscal years beginning June 15, 2000. This is a complex accounting standard; however, the Company does not expect the adoption of this statement to have a material impact on the consolidated financial statements of the Company. In December 1999, the Securities and Exchange Commission issued Staff Accounting Bulletin No, 101, "Revenue Recognition in Financial Statements" ("SAB 101"). SAB 101 clarifies existing accounting principles related to revenue recognition in financial statements. The Company is required to comply with the provisions of SAB 101 by the fourth quarter of 2000. Due to the nature of the Company's operations, management does not believe that SAB 101 will have a significant impact on the Company's financial statements. -7- 3. SEGMENT INFORMATION The Company has two primary business segments. The Joint Venture segment includes the ventures with GTECH Corporation ("GTECH"), and the Corporate segment reflects the administrative and development expenses of the business. SUMMARY INFORMATION FOR THE THREE MONTH PERIODS ENDED JUNE 30,
2000 Joint Ventures Corporate Consolidated ----------- ----------- ------------ Revenues $ 901,713 $ -- $ 901,713 Pre-opening costs 120,966 -- 120,966 Income (loss) from operations 639,180 (484,201) 154,979 Net income (loss) $ 463,759 $ (496,676) $ (32,917) 1999 Joint Ventures Corporate Consolidated ----------- ----------- ------------ Revenues $ 964,551 $ -- $ 964,551 Pre-opening costs 40,065 -- 40,065 Income (loss) from operations 797,919 (511,818) 286,101 Net income (loss) $ 679,951 $ (510,122) $ 169,829
SUMMARY INFORMATION FOR THE SIX MONTH PERIODS ENDED JUNE 30,
2000 Joint Ventures Corporate Consolidated ----------- ----------- ------------ Revenues $ 1,767,313 $ -- $ 1,767,313 Pre-opening costs 257,593 -- 257,593 Income (loss) from operations 1,226,586 (907,468) 319,118 Net income (loss) $ 898,064 $ (933,370) $ (35,306) 1999 Joint Ventures Corporate Consolidated ----------- ----------- ------------ Revenues $ 1,828,629 $ -- $ 1,828,629 Pre-opening costs 65,170 -- 65,170 Income (loss) from operations 1,510,325 (1,075,999) 434,326 Net income (loss) before cumulative effect of change in accounting principle 1,270,030 (1,068,014) 202,016 Accounting change, net (543,870) -- (543,870) Net income (loss) $ 726,160 $(1,068,014) $ (341,854)
-8- 4. JOINT VENTURE INVESTMENTS The Company has four joint ventures with GTECH. The Delaware venture manages a slot operation at Harrington Raceway in Harrington. The Oregon venture developed the Mill Casino in North Bend, for the Coquille Indian Tribe. The Michigan venture, which has a management agreement with a Tribe in Battle Creek, and the California venture, which has an agreement with a Tribe in Thermal, are both in the development stage. Successful development and, ultimately, sustaining profitable operations is dependent upon future events, including appropriate regulatory approvals and adequate market demand. These two ventures have not generated any revenues, and the costs incurred to date relate to pre-opening expenses such as payroll, legal, and consulting. SUMMARY INFORMATION FOR THE THREE MONTH PERIODS ENDED JUNE 30,
2000 Delaware Oregon Michigan California ------------ ----------- ----------- ---------- Revenues $ 3,822,672 $ 588,504 $ -- $ -- Income (loss) from operations 1,221,509 581,916 (211,550) (30,382) Net income (loss) $ 1,221,509 $ 581,916 $ (211,550) $ (30,382) 1999 Delaware Oregon Michigan California ------------ ----------- ----------- ---------- Revenues $ 2,946,316 $ 579,727 $ -- $ -- Income (loss) from operations 1,366,190 562,912 (54,127) (26,003) Net income (loss) $ 1,366,190 $ 562,912 $ (54,127) $ (26,003)
SUMMARY INFORMATION FOR THE SIX MONTH PERIODS ENDED JUNE 30,
2000 Delaware Oregon Michigan California ------------ ----------- ----------- ---------- Revenues $ 6,965,199 $ 1,144,376 $ -- $ -- Income (loss) from operations 2,396,838 1,137,787 (471,148) (44,038) Net income (loss) $ 2,396,838 $ 1,137,787 $ (471,148) $ (44,038) 1999 Delaware Oregon Michigan California ------------ ----------- ----------- ---------- Revenues $ 5,966,546 $ 1,123,739 $ -- $ -- Income (loss) from operations 2,565,499 1,091,759 (90,265) (40,076) Cumulative effect of change in accounting principle (9,157) (137,351) (1,260,818) (240,765) Net income (loss) $ 2,556,342 $ 954,408 $(1,351,083) $(280,841)
These joint venture entities are treated as partnerships for tax purposes and consequently, no tax provision / benefit is recognized at the venture level. -9- Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Results of Operations Three and Six Months Ended June 30, 2000 Compared to Three and Six Months Ended June 30, 1999 Joint Ventures. Joint Venture income decreased $62,838, or 6.5% for the three month period and $61,316 or 3.4% for the six month period as compared to the same periods in 1999. These decreases are primarily due to legal costs incurred in Delaware which offset improved operating results in Oregon. Pre-opening costs were significantly higher as the Company continues development of the Michigan and California opportunities. Oregon Joint Venture. The Company's share of operating income from the Oregon joint venture was $290,958, an increase of 4.2% for the three month period, and $568,894, an increase of 2.3% for the six month period. These increases were achieved despite the reduction in the venture's fee structure from 13% of revenue to 12% in accordance with the management agreement. The continued growth in the market contributed to revenue increases at the facility that more than offset the fee percentage reduction. Delaware Joint Venture. The Company's share of income from the Delaware joint venture was $610,755 a decrease of $72,340, for the three month period, and $1,198,419, a decrease of $84,330 for the six month period. On May 11, 2000 the Company opened the expansion of the Harrington facility. The decreased fees for the second quarter are primarily due to the expansion opening costs offsetting increased revenues. Also, during the second quarter, the joint venture agreed to share the costs incurred to settle an employment related lawsuit. California and Michigan Joint Ventures. The Company's share of pre-opening costs from the California and Michigan joint ventures increased by $80,901 and $192,423 for the three and six month periods ended June 30, 2000. The majority of these increases were due to increased activities related to the Michigan venture with the Huron Potawatomi Tribe in Battle Creek. These costs were primarily for legal and consulting fees to assist the Tribe in obtaining suitable land and complying with the requirements of the Indian Gaming Regulatory Act. These joint venture companies are still in the development stage and do not have operating revenues. General and Administrative Expenses. General and administrative expenses decreased by $13,268 and $141,493 for the respective three and six month periods ended June 30, 2000. These decreases are primarily due to reduced legal expenses associated with the Company's efforts to develop the Biloxi, Mississippi project. Interest Expense. Interest expense increased by $24,832 and $40,447 for the three and six month periods, respectively, primarily due to an increase in outstanding indebtedness under the bank line, coupled with an increase in interest rates. Interest and Other Income. Interest and other income was comparable in the three month period and decreased by $12,221 in the six month period primarily due to a reduction in invested cash balances. Income Tax Provision. Income tax expense increased by $46,941 and $69,446 for the respective three and six month periods primarily due to a change in deferred tax balances. The effective tax rate reflects a combination of state taxes on the joint venture earnings combined with the tax effect of non-deductible amortization expenses. For federal tax purposes the Company has net operating loss -10- carryforwards of approximately $4,100,000 which may be carried forward to offset future taxable income. The loss carryforwards expire in 2009 through 2019. The availability of the loss carryforwards may be limited in the event of a significant change in ownership of the Company or its subsidiaries. Cumulative Effect of Change in Accounting Principle. In April 1998, The Accounting Standards Executive Committee of the American Institute of Public Accounting issued Statement of Position 98-5, "Reporting on the Costs of Start - Up Activities." It requires that the costs of start-up activities that had been previously capitalized, be expensed as incurred. Accordingly, during the first quarter of 1999, the Company recognized $824,045 of such costs that had been previously incurred by its joint venture investments, net of the related tax benefit of $280,175. Quantitative Disclosure About Market Risk. Market risk is the risk of loss from changes in market rates or prices, such as interest rates and commodity prices. We are exposed to market risk in the form of changes in interest rates and the potential impact such changes may have on our variable rate debt. The Company has not invested in derivative based financial instruments. Liquidity and Capital Resources At June 30, 2000, the Company had cash and cash equivalents of $242,906. For the six months ended June 30, 2000, cash of $175,499 was provided by operating activities, as compared to $393,590 in the prior year period. The decline is primarily due to the reduction in earnings. Net cash used in investing activities was $121,393, primarily for options and deposits related to the Biloxi project as well as joint venture activities in Michigan. In the prior year period, $1,141,259 was used in investing activities, again primarily for Biloxi. Financing activities used $250,000 during the current year period for the repayment of bank borrowings. During the comparable prior period, a temporary draw on the line of credit was also repaid. As a result of the above factors, there was a net decrease in cash and cash equivalents of $195,894 during the first six months of 2000. The Michigan joint venture, as part of its management agreement with the tribe, has advanced funds for tribal operations and the construction of a tribal community center. The increase in notes receivable - joint venture is primarily attributable to this funding, and the repayment obligation is dependent on the future profitable operation of the tribe's gaming enterprise. Full House is a party to a series of agreements with GTECH Corporation, a leading supplier of computerized systems and services for government-authorized lotteries, to jointly pursue certain gaming opportunities. Pursuant to the agreements, joint venture companies equally owned by GTECH and Full House have been formed. Full House has contributed its rights to the North Bend, Oregon facility and the rights to develop the Torres Martinez, Nottawaseppi Huron Band of Potawatomi and Delaware State Fair projects to the joint venture companies. GTECH has contributed cash and other intangible assets and has agreed to loan the joint venture entities up to $16.4 million to complete the North Bend, Oregon and Delaware facilities. Full House has agreed to guarantee one-half of the obligations of the joint venture companies to GTECH under these loans and has guaranteed to GTECH one-half of a $2.0 million loan to the North end, Oregon Indian Tribe. GTECH also provides project management, technology and other expertise to analyze and develop/manage the implementation of opportunities developed by the joint venture entities. GTECH has also loaned Full House $3 million, which loan was convertible, until January 1998 into 600,000 shares of Full House Common Stock. The loan conversion clause expired without exercise. The note bears interest at prime. Interest is paid monthly and the unpaid principal and interest are due on January 25, 2001. In addition, Full House has been reimbursed by one of the joint venture companies for certain advances and expenditures made by Full House relating to the gaming development -11- agreements. As part of this transaction, Allen E. Paulson, William P. McComas and Lee Iacocca have granted to GTECH an option, which expires December 29, 2000, to purchase their shares should they propose to transfer the same. The parties are no longer required to present gaming opportunities to the other for joint development. As a result of its agreements with GTECH, receipt by Full House of revenues from the operations of joint venture projects is governed by the terms of the related agreements applicable to such projects. These contracts provide that net cash flow (after certain deductions) is to be distributed monthly to Full House and GTECH. While Full House does not believe that this arrangement will adversely impact its liquidity, the Company's continuing cash flow is dependent on the operating performance of its joint ventures, and the ability to receive monthly distributions. The Company has a $2 million line of credit with Coast Community bank in Mississippi. The line bears interest at prime plus 1/2%, with interest payable monthly. Any outstanding principal is due at maturity in February 2001. At June 30, 2000, there was $500,000 outstanding at a rate of 9.75%. In November 1998, the Company executed a series of agreements with Hard Rock Cafe International related to the proposed development project in Biloxi, Mississippi. Pursuant to a licensing agreement, the Company has the right to develop and operate a Hard Rock Casino in Biloxi. The Company has paid a territory fee of $2,000,000. In September 1998, the Company and Allen E. Paulson formed a limited liability company, equally owned, for the purpose of developing this project. Mr. Paulson agreed to contribute a gaming vessel (the former Treasure Bay barge in Tunica, MS.), and the Company agreed to contribute its rights to the Hard Rock agreements. This entity plans to develop the Hard Rock - Biloxi and is currently exploring various financing alternatives. The project, as currently envisioned, is expected to cost between $250 and $300 million. Substantial additional financing will be required for the Company to effect its business strategy and no assurance can be given that such financing will be available upon commercially reasonable terms, or at all. As of June 30, 2000, Full House had cumulative undeclared and unpaid dividends in the amount of $1,680,000 on the 700,000 outstanding shares of its 1992-1 Preferred Stock. Such dividends are cumulative whether or not declared, and are currently in arrears. -12- PART II - OTHER INFORMATION Item 1. Legal Proceedings In the Allen E. Paulson vs. Jefferies & Company litigation, which includes a Third Party Complaint against the Company, we filed a Motion to Dismiss on May 31, 2000. On July 27, 2000, the court issued an order denying our motion. The Company is in the process of preparing its Answer and Counterclaims, which must be filed with the court by August 24, 2000. Item 3. Defaults upon Senior Securities As of June 30, 2000, cumulative dividends were $1,680,000, which were undeclared, unpaid and were in arrears, with respect to the Company's Series 1992-1 Preferred Stock, which class ranks prior to the Company's Common Stock with regard to dividend and liquidation rights. Item 4. Submission of Matters to a Vote of Security Holders The Company held its Annual Meeting of Stockholders on June 1, 2000. A total of 9,941,658 shares (90%) were represented by proxy or in person, and cast their votes of the following matters: Election of Directors: FOR AGAINST James C. Gilstrap 9,907,108 34,550 Gregg R. Giuffria 9,907,108 34,550 Lee A. Iacocca 9,907,108 34,550 William P. McComas 9,907,108 34,550 Ronald K. Richey 9,907,108 34,550 Ratification of Deloitte & Touche to serve as independent accountants for the current year: FOR: 9,907,258 AGAINST: 6,000 ABSTAIN: 28,400 Item 6. Exhibits and Reports on Form 8-K (a) Exhibits. 27.1 Financial Data Schedule (b) Reports on Form 8-K; None -13- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. FULL HOUSE RESORTS, INC. Date: August 11, 2000 By: /S/ MICHAEL P. SHAUNNESSY --------------------------------------------- Michael P. Shaunnessy, Executive V.P.-Finance (Principal Accounting and Financial Officer) -14- EXHIBIT INDEX Exhibit Description - ------- ----------- 27.1 Financial Data Schedule -15-