| Multimedia Games,
Inc.
HOST: Mr. Clifton Lind
DATE: June 18, 2002
This transcript contains forward-looking
statements reflecting management's current forecast of certain
aspects of our future. It is based on current information which
we have assessed but which by its nature is dynamic and subject
to rapid and abrupt changes. Forward-looking statements include
quotes by Gordon T. Graves and Clifton E. Lind concerning our
projected earnings per share; the effects of recent events on
our earnings per share and on past projections of our earnings
per share; the projected costs and time demands of converting
our tribal customers from using the MegaNanza game to using
the Reel Time Bingo game; the effect of recent events on
our projected future growth plan; the likely effect on our industry
of recent clarifications in Class II gaming rules; the likelihood
of the legality of the Reel Time Bingo game being challenged
by the National Indian Gaming Commission; the likelihood of competitors
gaining some of our floor space due to recent events; and the
projected success of the Reel Time Bingo game. The forward-looking
statements are generally accompanied by words such as "plan," "estimate," "expect," "believe," "think," "should," "would," "could," "anticipate," or
other words that convey uncertainty of future events or outcomes.
Our actual results could differ materially from those stated
or implied by our forward-looking statements, due to risks and
uncertainties associated with our business. These risks are described
in our Annual Report on Form 10-K for the fiscal year ended September
30, 2001, and our April 19, 2002 Amended Registration Statement
on Form S-3/A, which you should read carefully, and which are
incorporated herein by this reference.
OPERATOR: Good afternoon and welcome,
ladies and gentlemen, to the Multimedia Games Investor call.
At this time - (technical difficulties)
PAUL HURDLOW:
forward-looking
statements made by Multimedia Games management on this call.
Those statements will be made in reliance upon the safe harbor
provisions of securities laws and are subject to a number of
risks and uncertainties that could cause outcomes to differ materially
from what the company currently expects. Some of those risks
and uncertainties are detailed in our public filings which are
available at the SEC's website and also in our press releases
that we issue from time to time. Investors are encouraged to
review those risk factors carefully before making decisions to
trade in the company's securities. So with that forward-looking
statement warning, I'd like to turn the conference call over
to Multimedia Games' Chief Executive Officer, Mr. Gordon Graves.
MR. GRAVES: Thank you, Paul. Clifton
and I and the rest of our management team are extremely disappointed
with what's happened in the last four days and I know that all
of our fellow shareholders out there are real disappointed also.
We've taken a pretty big hit here. It's going to have an impact
on our earnings for the year. We thought we had this situation
with Montie Deer and the NIGC [National Indian Gaming Commission]
pretty much under control. And he threw us a curve ball with
sending that Notice of Violation out yesterday. That was surprising
and extremely disappointing, and of course we've taken a tremendous
hit in our market value today.
Things do look better today than they did
last night when we put that press release together. So far, only
one tribe has received a Notice of Violation and we were disappointed
that that tribe did decide that they would stop running MegaNanza
immediately, but they did. And so we're in the process of converting
them over today. They're running one game and we'll be converting
them to another game here a little later on and I'll let Clifton
Lind talk about that in a just a few minutes.
As some of you have probably seen, we put
out a press release here about 15 minutes ago. Three of our largest
tribal customers have just filed a motion to intervene in our
lawsuit with the NIGC in Tulsa. It's just been filed a few minutes
ago. And in addition, we and the tribes have filed a motion for
a temporary restraining order and an injunction to prevent the
government from taking further action [against] MGAM or the tribes.
As you know, we've got a suit that we filed
in District Court against the NIGC on April the 18th and that's
still going on. I think having the tribes join us in this case
obviously is a big benefit. The tribes have a very strong position
in any federal lawsuit that [makes it] very advantageous to be
sitting there side by side with those tribes.
As you know many - this lawsuit is real
important to us, but right now our primary focus is on getting
all of the MegaNanza games out there, get the machines that have
MegaNanza running on them converted over to our new Reel Time
Bingo game which does not have the feature that [NIGC Deputy
General Counsel] Penny Coleman objected to.
Now it's interesting that in Penny Coleman's
Advisory Opinion saying that MegaNanza was not Class II, it was
based on a rule which that has now been eliminated with this
new set of rules that were issued yesterday. So we're getting
kind of strange mixed messages from the NIGC. It's like a schizophrenic
type of, almost - but as I said before, you can't expect a regulatory
body to act like - or any bureaucracy to really act like a rational
person; you know, there's different factions that are pushing
different ways. And there certainly is a lot of conflict within
the NIGC, as most of you already know.
I think when you look at Reel Time Bingo
getting converted over, if you look at it in kind of a worst
case basis -Right now, no other tribes that we know of have received
violation notices. That doesn't - I've heard rumors another one
is going to and that doesn't mean the others won't, but right
now there's only that one.
But from a worst case analysis, I said to
myself, "Well what happens if all 4,000 of our MegaNanza
machines have to be replaced with - I meant the games on those
machines - have to be replaced with Reel Time Bingo?" And
I said, "Well, let's say in the worst case it takes four
weeks to get that done, which, since we don't have to go out
and change chips - I won't say it should be easy to do it in
that time because Clifton will disagree with me - obviously it's
a tough hard job to do that. But anyway I think four weeks is
really a pessimistic [estimate of the] time they'd take to do
it. And if that's done evenly, that said, we would have an average
of 2,000 machines out there for a 30 day period or for a four-week
period, let's say for a month, again, to be conservative. That's
50% of what we had out there last quarter, at the end of last
quarter. If you look at it on a quarterly basis, that would be
a 17% reduction. Last quarter we made 47 cents per share and
a 17% reduction would be about 8 to 9 cents. So it's probably
in that order of magnitude. It [the reduction] could be bigger
than that. It could be as low as 5 [cents]. It could be as high
as 15 [cents]. I mean we just really don't quite know yet. But
that's the order of magnitude of impact on our earnings per share
for the year I think we're looking at. Obviously, you know, I
said, worst case. Worst case normally is a little worse than
what you think the worst case is, but anyway it's some place
in that ball park. I don't think right now we can say any closer
than that. I think this is an overall hell standpoint. I think
all of this is going to work out. I think in the long term all
this is good for Indian Country and will be good for us.
You know we ended last quarter with about
$17 million in the bank. We probably have about $19 million in
there now. I think that our cash flow for the rest of the year
is going to be positive. It won't be as positive as we had hoped
it would in that worst scenario case where I had talked about
10 cents a share. That's equivalent to abut $3 million in cash
that we won't be getting that we would be getting. But we still
have a nice healthy balance sheet. I think our tribes are with
us, stronger than ever. And our staff is enthusiastic and again
our staff has done a great job. Clifton, I'd like to turn this
over to you if I could.
MR. LIND: Thank you, Gordon. First
I'd like to start off by thanking the staff for the work that
they've done over the last four days. As we've said this took
all of Indian Country as well as Multimedia Games by surprise.
While Gordon and Gary and I were out on
Friday, Skip, Dirk, Ruby, Tommy, James and others did an extraordinary
job working with our customers and explaining the situation and
what was happening and hoping to gather information for what
was happening, so we appreciate the great job that they did calming
the fears of some of the customers at the early stages of this.
Brendan, Jeff, Joe, Bo, Naveen, Troy, and
the entire technology team had been working all night to facilitate
an earlier release of the New-Generation Reel Time Bingo that
we have been modifying and developing and improving and convening
focus groups on over the last four weeks and which we're very
excited about. I know that team will be working on that again
tonight, so we want to thank them for the extraordinary effort
that they're making.
And then at 5:05 [p.m.] yesterday, our largest
customer got the NOV. I want to thank our legal team and the
three tribal legal teams that worked through the night to facilitate
a joint filing today in a little over 15 hours, of two motions
which will, we hope, give the tribes and MGAM some protection.
And without the dedicated support of those legal teams, we'd
be having a different conference call here today.
Over the next few days, the sales service
teams, customer support teams, the technology teams, the sales
and marketing teams will put in countless hundreds of hours as
they try to facilitate a smooth roll-out to our customers of
Reel Time Bingo. And it's going to be particularly challenging
because we're compressing the roll-out schedule for customers
who will decide or have decided that they don't want to run the
risk of fines until and if the TRO gets issued protecting them
as they eagerly await the roll out of Reel Time Bingo in their
halls. We are going to have to call on our staff like never before
to expedite getting this new game in place.
At a recent user conference meeting, I apologized
to our customers for any inconvenience and/or embarrassment that
the NIGC advisory opinion had caused them. I've assured our customers
that we would not put a game out until our staff, our attorneys,
our tribal regulators, and our compliance committee had all agreed
that they met the requirements [for a] legal Class II game. That
has been our policy in the past and I've pledged to them that
that would be our policy in the future. I want to restate that
same pledge to our shareholders. We continue to believe that
MegaNanza 30 and the other forms of bonanza bingo that we're
running are legal Class II games. And we think that the courts
will assist us in making yet additional new gaming law for the
benefit of our Native American customers. Our customers have
been very courageous since the advisory opinions came out and
I especially want to thank our largest customer, who has continued
to stand by us even though they received in sort of an unprecedented
fashion this NOV.
I cannot think of another team that I would
like to face this opportunity with. I am convinced that the future
of this company has never been brighter. We are the only company
that we know of that has been able to produce a high-speed standard
sequence linked bingo game. We think that the many features that
these new games have will be winners with our customers, and
we hope that NIGC will be fair-handed and cause the other competitors
who are running bonanza bingo games to have to cease running
those as well, if we discontinue running our bonanza bingo games.
Gordon, at this time I'll turn it back to you and you can handle
any questions.
MR. GRAVES: Thanks, Clifton. Craig,
you got anything you'd like to add?
CRAIG: No. I mean I was going to
just talk about the numbers. I think you've done a great job
in talking about the numbers. You know there's a lot of potential
impact that could be out there that we're not aware of at this
point. But like you said our best guess with the knowledge we
know right now we just feel that the earnings per share on a
diluted basis should range somewhere from $1.60 to $1.70. But
a lot of these preliminary estimates are -
MR. GRAVES: - numbers we're talking
about are without the write-off of the offering cost, the one-time
expense of the offering cost which is still on the books, right?
CRAIG: That is correct. And it appears
likely that we're going to go ahead and make that decision to
write off those costs for the third quarter and that would be
an additional - about 3 cents per share impact on earnings per
share, but that's all I have, Gordon.
MR. GRAVES: Okay. Thanks so much.
CRAIG: Thank you.
MR. GRAVES: I'd like to open it up
to questions. I'd like to limit it to no more than two questions
per person if we could today, just so everybody gets their whack
in.
OPERATOR: The question and answer
session will begin now. If you are using a speakerphone, please
pick up the handset before pressing any numbers. Should you have
a question, please press 1 followed by 4 on your pushbutton telephone.
If you would like to withdraw your question, please press 1 followed
by 3. Your question will be taken in the order it is received.
Please standby for the first question. The first question comes
from David Bain. Please state your affiliation followed by your
question.
MR. BAIN: Hi, the Seidler Companies.
Hi, guys, thanks for setting up the call and helping me clarify
things. I was hoping - first, the Temporary Restraining Order
(TRO), would that cover the Reel Time Bingo or would you -
MR. GRAVES: The TRO is on the MegaNanza
game based originally on the preliminary or the unofficial advisory
opinion.
MR. BAIN: Uh-huh.
MR. GRAVES: So the TRO is covering
MegaNanza.
MR. BAIN: Okay. So can you speak
a little bit to the safeguards on the Reel Time Bingo?
MR. GRAVES: Yeah. I can a little
bit. I think that we're just in a unique situation right now
where it happens that there was an [Advisory] Opinion letter
that was written out there by an attorney [the NIGC Deputy General
Counsel] that - attorneys are going to represent their clients
the best they can and there's no question the attorney that wrote
that Opinion was representing the side that wants to hold back
Indian gaming. But an attorney is not going to write something
that's not - they can't live with themselves with.
MR. BAIN: Right.
MR. GRAVES: But with these new rules
- and so that opinion is already out there.
MR. BAIN: Uh-huh.
MR. GRAVES: So he could take advantage
- the [NIGC] Chairman could take advantage of the fact that opinion
was out there and use that to take this [NOV] action.
MR. BAIN: Right. Okay.
MR. GRAVES: Does that answer your
question?
MR. BAIN: Yeah. I believe so. And
that kind of leads into my next question.
MR. GRAVES: So now with these new
rules, you're not going to get an attorney with any integrity
to go through and do this, again, I don't think, I don't mean
- I don't believe Penny Coleman under today's rules would have
come to the conclusion she did. Well, I'm sure she wouldn't because
one of her strong - if not her strongest argument was something
that the new rules has eliminated.
MR. BAIN: Yeah. I was going to ask
you about the new rules, if you can expand on that. I've read
the documents and it seems to me they talk a lot about linking
games, which was a factor in the MegaMania® decision, correct?
MR. GRAVES: Well, it was a factor
that was - it was the factor that I think was probably important
in the judge's making his opinion.
MR. BAIN: So how do you think that
has liberalized the rules going forward in Class II gaming?
MR. GRAVES: Well, I think the most
important thing - the biggest argument that those people who
have wanted to hold back Indian gaming have used in the past
has been a conflict between the law, the Indian Gaming Regulatory
Act (IGRA), and a rule that was written in 1992 by the NIGC -
MR. BAIN: Uh-huh.
MR. GRAVES: - that ended up causing
a contradiction.
MR. BAIN: Right.
MR. GRAVES: And these new rules get
rid of that contradiction.
MR. BAIN: Uh-huh.
MR. GRAVES: So the main argument
that has been used in the past is now gone completely.
MR. BAIN: Okay.
MR. GRAVES: That's the main reason.
The other - it makes it clear now that bingo - it focuses for
the first time on how you really make decisions about what class
the game fits in, [which is] how the game outcome is determined.
MR. BAIN: Okay.
MR. GRAVES: What's the game outcome
determination process? And the law now makes it clear that if
it's a bingo game where people are playing against each other,
if that's the game outcome determination process, that's bingo
-
MR. BAIN: Right.
MR. GRAVES: - rather than focusing
it on the other end, and what [kind of game] it looks like to
the layman.
MR. BAIN: Okay.
MR. GRAVES: I hope that answers the
question.
MR. BAIN: Yeah. Absolutely. Do you
mind if I ask two short questions, two more short questions?
MR. GRAVES: For you - any time.
MR. BAIN: Thanks, Gordon. Yes or
no: Would this hamper any future growth plan such as your possibly
striking some deals with tribes?
MR. GRAVES: I don't think so. You
know it's a little early to tell, but I don't think so.
MR. BAIN: Okay. Great. And any news
on the court date seeking judicial declaration of MegaNanza as
Class II?
MR. GRAVES: No. That would just be
a guess on our part right now.
MR. BAIN: Gotcha. All right. Well,
I appreciate it, guys. Thanks a lot.
MR. GRAVES: Okay.
OPERATOR: The next question comes
from Jeff Martin. Please state your affiliation followed by your
question.
MR. MARTIN: Jeff Martin with Roth
Capital Partners. Thank you for taking my question. Gordon, could
you address the opportunity that these rule changes really bring
forth? And wouldn't this really create a market opportunity or
facilitate the selling of Class II games into, for example, the
California market?
MR. GRAVES: Yes. I think it will.
I'd like to ask Clifton to talk about that if you will, Clifton.
He's been following that (indiscernible).
MR. LIND: There is absolutely no
question that the clarification of the rules will make it easier
for additional tribes in additional jurisdictions to feel good
about entering the Class II market. In addition, the roll out
of our Reel Time Bingo game, which is a linked game with a conventional
sequence whereby the cards are sold and then the balls are drawn,
also will make it easier for tribes in other jurisdictions to
enter into Class II gaming.
The California tribes had a difficult decision
to make because there was not any affirmative opinion from the
NIGC concerning bonanza-style bingo games. And so it was an uncomfortable
position for a lot of tribes to take the risk of putting in a
bonanza-style bingo game without an affirmative ruling from the
NIGC or a court case to say that they were a legal form of Class
II gaming.
The new Reel Time Bingo and the other games
in that new family of games that we're rolling out removes all
of those questions. The linking was a feature of the MegaMania
cases and a feature that each one of the district judges and
the circuit judges pointed to and liked. And so we are happy
about returning to linked games not only because we think we
have good case law to defend MegaMania-type games with, but also
because it gives us a chance to do some exciting things with
progressives and jackpots that you can't do with just an in-hall
game. So we think not only California, but several other jurisdictions
will now find it much easier because of the rules and because
of our return to a linked game, to get into Class II gaming.
MR. MARTIN: Great. Thank you for
the clarification there. And my second question would be what's
the potential for the NIGC or the Department of Justice to come
in and raise an issue with Reel Time Bingo? I think that's the
pivotal question here.
MR. GRAVES: Clifton, you want to
answer that?
MR. LIND: Sure. It's my feeling that
there's an incredibly small risk of that happening. I believe
that the case law so firmly supports all of the fundamental specifications
of Reel Time Bingo that it would be shocking to me to find any
analyst who has studied the bingo law and the bingo court cases
and the original Congressional soliloquies on the purpose of
the National Indian Gaming Regulatory Act - it would shock me
for them to find any fault with Reel Time Bingo. Now that is
not to say that the Justice Department does not always have a
concern and a duty to make sure that there are not Johnson Act
violations. But we feel that the new rules firmly clarify that
any electronic device that's used to broaden the play of the
game in a Class II bingo game is exempted from the Johnson Act.
And even without this clarification, all of the federal judges
in the two district court cases and the circuit court cases confirmed
that position in the past. So I could not feel more positive
about the ability of Reel Time Bingo and other conventional-sequence
linked bingo games to survive any test that either NIGC or Justice
Department might challenge it to. I would not expect that to
do it. In fact I think that the vast majority of the staff of
the NIGC are dedicated, hardworking public servants who are there
to do an extraordinary job both for the U.S. government and to
serve the sovereign nations that are out there. And they have
no intention of inflicting pain or suffering unnecessarily on
sovereign Native American nations. And I can tell you that the
staff members that we talked to about Reel Time Bingo are genuinely
excited about us bringing the game out because it takes them
out of this position of having to worry about harming the tribes
by taking the detrimental action that they did on this bonanza-style
bingo game. So I could not feel more strongly about the future
success and the specifications that we arrived at after literally
years of study for this new linked interactive standard-sequence
bingo game.
MR. MARTIN: Great. Thank you, Clifton,
and thank you, Gordon.
MR. GRAVES: You're welcome.
OPERATOR: Your next question comes
from George Boltress. Please state your affiliation followed
by your question.
MR. BOLTRESS: Yeah. I had a little
trouble getting on the call so you might have touched on this.
But I don't understand - apparently in the Federal Register,
they've defined what Class II is. And if the Justice Department
dismissed the restraining order, whereas the woman had no authority
to issue what she did, then why can't the tribes or you get an
injunction by a judge against this notice until it's settled
by the courts or something?
MR. GRAVES: You did hit on a leg.
We have just filed. The tribes have joined us and intervened
in the case with us in Tulsa and we together have just filed
asking for a temporary restraining order about 30 or 25 minutes
ago.
MR. BOLTRESS: Thanks.
MR. GRAVES: You got it.
OPERATOR: Our next question comes
from Daniel Davila. Please state your affiliation followed by
your question.
MR. DAVILA: Good afternoon. Hibernia
Southcoast Capital.
MR. GRAVES: Hello, Danny.
MR. DAVILA: Hi, Gordon. Clifton,
if I understood you correctly and then to paraphrase, you were
somewhat in shock, certainly dismayed at the events of the past
couple of days. What's to say that we won't wake up once upon
a time in the future and you won't be equally shocked that Reel
Time Bingo has been equally declared, you know, somehow in violation?
MR. LIND: Danny, the difference between
the bonanza - we knew when we ran the bonanza bingo game, offered
it, and sent the original description of bonanza bingo games
to the NIGC in December of 2000 that we were breaking new ground.
Although it was based on the judge's comments on the MegaMania
cases, it was a departure from the linked games where cards were
sold and then balls were drawn, which is considered to be the
standard sequence of the bingo game.
There are about 160 computers out there
called card minders that today play standard-sequence bingo games,
[that] have never been challenged by the government, and in fact
have been cited in certain situations by the government as a
perfect example of technological aid. So one can never be sure
that there's not going to be some cavalier action taken, but
we are sure that this game maps very closely to all of the specifications
of MegaMania. And again, we have two federal district courts
and two circuit courts that have affirmed the principles of using
technological aids in support of bingo where they broaden the
play of the game and [the game] is linked between halls, and
that is the exact premise that this game is built on. In fact
this is a form of MegaMania that's played at a higher speed.
And simply, technology and our years of expertise have now put
us in the position to do something our competitors can't do and
we couldn't do in December of 2000. And that was play a conventional
bingo game at a high speed.
However there is no certainty - the Justice
Department has always been and continues to be concerned about
Johnson Act devices. And the question rolls around periodically
whether it really exempts Class II gaming from the Johnson Act
requirements. It is clear to us especially with this clarification
that was published in the Congressional record on Monday, that
at least two of the commissioners agree with the courts that
it does provide for there to be an exemption for the use of this
type of electronic device to assist in the play of electronic
bingo games. And so there's just no risk of new ground here,
we're based on proven court-tested cases that we've participated
in and in other rulings of other federal judges that have been
upheld by the circuit courts. We can't have any assurance beyond
that that our great court system has affirmed what our legal
staff and we believe to be the case.
MR. GRAVES: Let me say this on that.
Clifton is always overly conservative and one reason I'm glad
he is because that compensates for these types of surprises.
MR. DAVILA: Okay. I guess my follow
up question then would be given that two Commissioners have in
essence ruled, and the way they have, I think it would be helpful
for us out here to understand the defending Commissioner's problem
-
MR. GRAVES: All right. Well, let
me talk about that.
MR. DAVILA: - with the company, with
the device, you know, whatever it is there seems to be a backdrop
here. I mean if we had some color on what exactly his problem
is and then there's a follow up to that. You know, why the tribe
that got the NOV capitulated to him.
MR. GRAVES: Well, I think I could
answer that question. Even though the majority - well, first
let me talk - it's hard for any of us to do anything but speculate
why the Chairman was so dead-set against seeing these new rules
passed, which we believe, really clarify the law, and takes out
this big contradiction involving the Johnson Act devices. So
we can speculate on why he's like he is or why he's doing this,
but I mean there's nothing more that we can do than speculate.
You know, I would say that there are a lot
of people in the Justice Department, law enforcement people,
and I've said this before - John Ashcroft said not too long ago
that you can't just change the rules and expect law enforcement
people to accept and follow those new rules, it takes a long
time for law enforcement people to adjust. He [Commissioner Deer]
comes from the Justice Department as a prosecutor and I think
that clouds his thoughts a little bit. I think he sees himself
as an enforcer more than an enabler, but that's just real speculation.
But certainly, for some reason he feels
that he would like to hold back Class II gaming, and [then] the
other two Commissioners push through and pass this new rule.
And I think that - I don't think that he's taken this action
because he's got anything against Multimedia Games, I think it's
more that this was kind of his last chance to take a whack at
Class II gaming. I think that's more the case. I'm sure he feels
just as strongly and sincerely that it's wrong for the tribes
to be able to run these types of games, just as strongly as I
feel that it is their right to run these games.
So it's hard to speculate exactly why he's
like he is or why he's taking this position. But the fact is
that he's taken it and why was it this one tribe that got sent
the NOV? Well, I think he saw that after he sent out the warning
in order to get the tribes to - really no tribes shut down when
he sent out this warning or these threats last week. So once
a tribe does get a Notice of Violation, that essentially increases
the ante because now he can start saying, "Well, if you
lose - you can defy me and go to court on this, but if you lose
in court, I'm assessing the fine starting today that you'll have
to pay if you lose." So it increases the ante for the tribes
considerably.
And I think to answer your question "Why
did this tribe decide not to continue to run the game?" This
tribe is a tribe that I'd say bends over backwards to follow
the rules from what I see and know, and they're just meticulous
about that. And, again, it's something that's hard for us to
speculate. Clifton, do you want to say something about that?
MR. LIND: Sure. Danny, let me go
back to the first question. You know, the difference here between
the Chairman's and our position and the position of many of the
tribes has to do with the interpretation of what the Congressional
intent was back when IGRA was passed by Congress, and with many
people going back and reading the Congressional records and the
testimony that was read into [the record at] the hearings. And
good people disagreeing on what Congress intended to have happen.
When the Native American Class II gaming leaders read what Congress
intended, it was that the Native Americans were entitled to able
to use technological aids in any form to broaden the play of
the game. That's how we read it and that's how our attorneys
read it, that's what we believe to be the law. It is clear that
the chairman and other people look back and say, Well, in 1988,
Congress surely didn't know what could be done with technological
aids in 1995 and 2000 and 2003 and heaven forbid what might be
done with technological aids five years from now."
So good people disagree on the interpretation
of this and that's why there's a court system for us to turn
to. The fact is if you want a good background on what Montie
Deer's thoughts were on that, there is no question that Gordon
is correct in what he says. You know, Montie Deer feels in his
heart that he is right and he is pursuing his charge of trying
to do his job and execute it well. But I urge you to go to the
Congressional record or to the NIGC website and read his dissent
that he filed. And I'll also encourage you to read the preamble
that the other commissioners filed.
I find that they are both well-reasoned
and they're both heartfelt and it's just different interpretations
of what the Congressional intent was. We are fortunate and believe
we're right that the courts will continue to agree with our interpretation
and go back to the law. And all four of the judges said, "What
is the law? Don't tell me what you think the interpretation was,
but what was the law?" That's what our court system is based
on and why we had so much confidence in when our legal team tells
us we've got a legal game and that we can put it out there without
significant risk.
Now the second question is, "Why did
the tribe discontinue running this game?" There was a court
case several months ago in Oklahoma where a judge ruled that
the NIGC could begin assessing fines from the time that it put
out a notice of violation. And that it did not have to wait until
the courts had finally resolved the issue in order to levy or
even collect fines. And so there has been a recent court ruling
which has made it more dangerous for the tribes to continue running
games because they can a) be forced to give up 100% of the revenue.
And, b) be fined in addition to that. So once a tribe is hit
with an NOV, it is a very risky and expensive thing now to continue
to run a game. And the easier thing for the tribe to do and the
politically correct thing for the tribe to do is switch out to
another game.
Fortunately, we've used all of this time
in the last five weeks to run focus groups and tests and refine
the pay tables and the graphics and the graphical user interface
that the players use on our new conventional-sequence games.
And even though this was a week sooner than we had planned, we
thought, we're going to rise to the occasion and get this new
game out there for the tribe and so we're going to try minimize
the loss of revenue that it has by running our Legacy games until
we get this new game out there. I mean, it's understandable to
us why the tribe made the decision that it did and it's not in
any way a reflection of their loyalty, lack of loyalty. They
continue to be dedicated to our company, and we're converting
every one of those games as we speak to another one of our games,
and by the end of the week hope to have them all converted to
the new Reel-Time game which we feel so good about.
MR. DAVILA: Thank you very much,
gentlemen.
MR. LIND: Danny, just one last thing.
I mean the Chairman's abandoning the protocol of government-to-government
discussions was a surprise to everyone including the tribe. In
the past, if the Chairman, who is in charge of the staff, and
therefore in charge of the enforcement, had a problem with the
tribe running the game, they gave them verbal notice. And if
the tribe had not responded in two weeks to verbal notice they
typically gave them 14 days' written notice before a Notice of
Violation was issued.
So the tribe and Multimedia were taken by
surprise with this abandonment of protocol. And that's why we
believed [what we did] yesterday [when] we put out a press release.
We believed that there was not the risk that this would happen
because protocol from years of NIGC's dealing with the tribes
dictated that it wouldn't happen and that it would not happen
precipitously, and we were surprised by that and the tribe was
surprised by that. And regrettably, a lot of our shareholders
have been hurt and we want to rectify that by returning the tribal
income and our income to the level that it was as soon as possible.
MR. DAVILA: Thank you very much.
MR. GRAVES: A lot of shareholders
including us. It's hurt us all.
OPERATOR: Our next question comes
from Macon Rudisill. Please state your affiliation followed by
your question.
MR. RUDISILL: Keene Capital Management.
Hi, guys, how you doing?
MR. GRAVES: Well, we're doing pretty
good.
MR. RUDISILL: Good.
MR. GRAVES: We put in a hard four
days, but everybody is doing great.
MR. RUDISILL: Okay. Just one final
question. On the replacement cycle, you know, it's hard I guess
to clearly get your hands around the exact time that this would
take place and it looks like you've kind of given yourself some
room there with about a month. Have you ever had any periods
in the past where you've had to do this type of upgrade for the
number, you know, on the worst case scenario, [for the number]
the units you placed? I mean I'm just trying to get a feel for
how conservative -
MR. GRAVES: Yeah. We (indiscernible)
how long this takes. Clifton, do you want to answer that question?
MR. LIND: As a matter of course,
we do software upgrades throughout the month. And as you know,
we have three different primary servers and computer systems
involved in our games. There's the host computer that runs the
game. There are the in-hall servers that communicate between
the hall and the player station and the hall and the host computer.
And then there are the player stations in the halls themselves.
On a major upgrade like this, we prefer to do them not with a
download of software, but with a visit to the halls, because
any time you roll out a new system there is training required
that we need to do with the staff for a number of days.
Now we have rolled out network-wide changes
in very short periods of time, meaning in a matter of hours,
by downloading it remotely from central. This is going to be
a more systematic roll-out because it involves actually changing
out the in-hall server. We're going to remove the MegaNanza server
and we're going to put in a more powerful server to communicate
with our game host and facilitate the running of a linked game.
So there has to be a hardware change there.
We have to change out glass in many of the
games where the pay tables and the bingo patterns will have changed
because of the new game that we're running. Someone always asks, "What
does a glass change cost?" It costs $40 to $50 per machine
to do a glass change. And then it takes five minutes for us to
load - to erase the old hard drive, load new software on it,
and run the verification on the new software to make sure it
loaded correctly. So we can do one major hall a day or we can
do several minor halls a day with the same installation team
as it moves around from hall to hall.
So if everything went perfectly, we could
take care of the entire system in a little over two weeks. A
more convenient time, without working people 24 hours a day,
is probably three weeks, and a worst-case estimate would be four
weeks. But we're fortunate enough that the tribes that have been
affected are primarily Oklahoma tribes, and we have field staff
across the United States, so we're flying in additional resources
tomorrow to help us with the roll out of these new games. So
we expect it to go smoothly and expect it to go quickly with
a lot dedicated hard work from our field service staff.
MR. RUDISILL: And just a clarification
on a couple of the analyst notes, [which] mentioned that the
down times might create an opportunity for some of your competitors.
How do you rebut against those comments.
MR. LIND: Gordon, may I handle that?
There is no question that we have competitors who have machines
sitting in warehouses that we have displaced. So there are many
of those competitors who are in our customers' halls today trying
to get our customers to take out our machines and put in their
machines. And some of those competitors will be successful because
- I just got off a sales call before I got on this call and there
are customers who are concerned about the NOV being issued or
saying, "Can you be in our hall tomorrow and be changing
out our games?" And the answer is, of course, that we cannot
be in all the halls tomorrow changing out all the games.
So there is no question that we will lose
some floor space initially to competitors. They are competitors
that we have displaced before and we intend to displace again
when we get all of the game faces changed over to Reel Time Bingo.
We think we will do just what we've done over the last 12 months
and that's move competitors' machines out of the hall and move
our machines back in. So yes, there will be an initial loss of
floor space. Yes, less desirable games will go into the hall
and I will tell you we have a more desirable game in Reel Time
Bingo to replace them yet. And our field tests, our focus groups,
and I think our history will show that. The transition from a
bonanza bingo game to a conventional sequence game will be nearly
transparent to the player, and therefore we think we will get
back the floor space that we might lose here in the next two
or three weeks by not being able to respond quickly.
Right now, we have had only one large tribe
and a number of small locations who have stopped running the
game. And only one of those tribes is on schedule right now to
have all of those machines replaced with our new Reel Time Bingo.
And if we're successful in receiving the standstill order from
the courts, we may have more time and roll these games out over
a longer period and may not have to have any other tribal customers
lose revenue by going to a competitor's game. So we're hopeful
that the courts will give us some latitude here and give the
tribe some latitude. But we intend to get the floor space back
exactly the way we got it the first time and that is to earn
it back with better games.
MR. GRAVES: Thanks, Clifton.
MR. RUDISILL: Thank you.
OPERATOR: Our next question comes
from Louis Corrigan. Please state your affiliation followed by
your question.
MR. CORRIGAN: Hi. Aesop Capital.
I had a few questions. First, I'd be interested to know if there
has been any insider buying or selling in the last week?
MR. GRAVES: Any insider?
MR. CORRIGAN: Yes.
MR. GRAVES: Not that I know of. I
don't know. Clifton, do you know of any?
MR. LIND: My family has been buying
stock, Gordon.
MR. GRAVES: Okay.
MR. CORRIGAN: In the last few days?
MR. LIND: Yes.
MR. CORRIGAN: Okay. In talking to
the NIGC, it sounds to me as if there's nothing holding them
back from issuing an NOV to every single one of your customers.
Would you agree with that?
MR. GRAVES: Yeah. I think that's
right.
MR. CORRIGAN: Okay.
MR. GRAVES: The only thing keeping
them from it is if they don't have the resources, I think. But
if they got the resources from some place, then that's the reason
we put those numbers out there, is assuming that did happen.
MR. CORRIGAN: Okay. And the numbers
of 8 to 10 cents impact in Q3, does that factor in the added
cost of having to upgrade all the games?
MR. GRAVES: Yeah.
MR. LIND: Uh-huh.
MR. GRAVES: Yeah. I think so.
MR. CORRIGAN: It's not just the revenue
impact?
MR. GRAVES: No. I think it includes
it all.
MR. LIND: We consistently expense
glass replacements, and we as a normal course of business do
upgrades and glass replacements as part of our normal maintenance.
Fortuitously, our most popular games out there do not require
a glass change. We have duplicated the pay tables [on screen]
at least to the extent that they're displayed on the glass flares
and so there will not be any glass changes required on over half
the machines, so it's an easy transition for us to the new games.
MR. CORRIGAN: So you wouldn't expect
to have to capitalize or take any sort of one-time charge for
this?
MR. LIND: That is correct.
MR. CORRIGAN: Okay.
MR. LIND: We will not take any one-time
charge and we will not capitalize any glass changes. Now, as
a normal course of business, we upgrade call servers once a year
and we're using this opportunity and have scheduled as part of
our normal maintenance, an opportunity to go to dual-processor
servers. And so we will go ahead and accelerate this with the
game change, but server replacement once a year is a normal part
of our business.
MR. CORRIGAN: Okay. And in your press
releases you continually refer to the fact that Chairman Deer
is the ex-prosecutor for the Justice Department. And I guess
that's there for the reasons that you've mentioned on the call,
but I guess a larger issue is do you think he is acting in some
way out of the desire of the Justice Department to shut you down
or to cause you and your customer so much pressure that you have
to stop selling the games all together?
MR. GRAVES: Well, I think that's
a common tactic that law enforcement people have used in the
past. Again it's hard for us to speculate on that.
MR. CORRIGAN: Have you received any
sort of notification or anything like that from the Justice Department?
MR. GRAVES: No.
MR. CORRIGAN: Okay. And finally you
had mentioned in your press release that the new ruling from
the NIGC ought to create enhanced competition on the market.
And since you have disproportionate share of the Class II market
at the current point, do you foresee the need to trim your guidance
for next year or to adjust -
MR. GRAVES: No. Definitely not.
MR. CORRIGAN: So you would not expect
to see actually that your competitors -
MR. GRAVES: - but I don't think we'll
see - you never know, but I'm not expecting to see - I don't
- if it'll be anything it'll be higher next year. It'll take
longer than that for the competition to get in there and have
an impact in my guess, but that's a wild guess, you don't know,
we don't know this, but that's my guess. Some of the analysts
have talked about this and if you look at some of the things
they've written on this it's pretty good.
MR. CORRIGAN: Okay. Thanks very much.
MR. GRAVES: Uh-huh.
OPERATOR: Our next question comes
from Steve Neren. Please state your affiliation followed by your
question.
MR. NEREN: Fahnestock and Company.
Gordon, you and Clifton have spent a lot of time kind of defending
this Chairman here. I would like you to discuss if possible the
Justice Department's response to your lawsuit, which I believe
came out on Friday, which I believe is in direct confrontation
with what Mr. Deer did. And also possibly if you would give us
some feeling about the conflict between Mr. Deer's action over
the past few days which seems to be contrary to what the Commission
vote was on Wednesday with his two fellow Commissioners.
MR. GRAVES: Steve, I'm going to run
catch an airplane here and I apologize for having to run. But
I'm going to duck out and let Clifton answer that question.
MR. NEREN: You're trying to get off
on that one.
MR. GRAVES: First, I find it a very
good question. Clifton, if you'd answer that I'd appreciate that
and I really appreciate everybody's support and Brendan and I
are going to run and catch an airplane.
MR. NEREN: Clifton, can you help
us on that?
MR. LIND: Sure, Steve. First, it
is correct on Saturday, our lawyer received notice that the government
had filed a motion to dismiss our lawsuit, among other things.
The government claimed that NIGC had not taken final action insofar
as MegaNanza was concerned. Obviously, it is again speculation,
but it would appear reasonable to interpret that as meaning there
was a disconnect between what was going on at NIGC and what was
going on at their law office, the Justice Department. And so
I think that it would be more difficult for them at this time
to use that as part of their pleading. They also pleaded that
we did not have standing because NIGC does not have any authority
over us. And of course we've seen today and we saw when the Advisory
Opinion came out, that even a government agency that doesn't
have authority over a commercial enterprise can have a huge financial
impact on its future by making an advisory opinion. So we did
feel when we filed the lawsuit and [still] feel today that it
is right for the courts to decide, certainly since the tribes
have intervened. And that is based upon these threatening actions
of last Friday and the NOV being issued yesterday. You know,
our team believes and the tribes' legal teams believe that they
now have standing to enter this case. And so we think that the
court will not be very sympathetic with the Justice Department's
motion to dismiss our lawsuit.
Your second question had to do with the
apparent disconnect between the Chairman and the two Commissioners.
And if you again read his dissent that he filed to their adoption
of these rules and the publication of these rules, which will
become law or become official in 29 days now, it's very clear
that there's just a disconnect. He did not feel that the original
rules were ambiguous and he felt that they clearly - Congress
clearly intended to give the NIGC the right to pursue the Johnson
Act and other facsimile issues. Quite frankly, good people disagree
on that, not only our legal team as you would expect, but the
tribal legal team as you would expect. Many judges and scholars
have disagreed -
MR. NEREN: Clifton, these rules that
were pronounced in the Federal Register, written in the Federal
Register on Monday, become official in 29 days. He's going to
be gone by then or he's going to be gone shortly thereafter.
MR. LIND: Well, sir, we understand
that he'll be gone some time during August and so he's not going
to be around to se this challenge through to a conclusion. That
is correct.
MR. NEREN: So what's to guarantee
that there will be a challenge? I mean if the two members of
the commission who will still be there have voted to establish
these new rules, the person who is challenging these rules is
going to be gone.
MR. LIND: Well, these rules we believe
will become official rules. We are told by our counsel that [halting
the process] would take something tantamount to Congress stepping
in right now and stopping these from becoming the new rules and
becoming effective, so we don't believe there will be an effective
challenge to these rules.
MR. NEREN: In that case, to some
degree, the very changes you're making here, I'm not saying you
shouldn't do it [make the changes], but the fact is, that the
way I read the rules is it makes MegaNanza legal under the present
conditions anyway.
MR. LIND: Yes. We certainly felt
it [MegaNanza] was legal before and we think that argument is
only improved by these rules. And so certainly in the pleadings
that were filed today, the tribes and Multimedia both asked the
judge to give heavy consideration to the fact that these new
rules clearly, in our opinion, make MegaNanza a legal - if not
a bingo game as we contend, [then] a game similar to bingo under
our reading of the rules. So, Steve, I think you're on target
there, but that doesn't solve the problem that we're in today
that the chairman has issued an NOV to one of our customers and
we have to respond to that. It is not clear what the future holds
for MegaNanza. Reel Time Bingo may prove to be so popular that
it's not necessary to pursue this from Multimedia's standpoint,
and the tribes now have standing and they also have a decision
to make and a role to play in their decision whether or not we
go forward and make new law concerning Class II gaming.
MR. NEREN: By the way, just before
I forget this, there has been concern here, somebody raised it
before about some of your competitors coming in and getting floor
space. The way I understand it - the competition, even though
[Mr. Deer] didn't issue an NOV on any competitor of yours, they
have the same problems with their machines as supposedly you
have with MegaNanza.
MR. LIND: I mean, we have tried to
take the high road and not knock any of our competition out there.
But we clearly think there are gray-area machines that are being
run and wonder why the Chairman chose to pick on MegaNanza when
there might be other machines that aren't as clearly bingo games
or games similar to bingo. But certainly, there are four small
companies probably five who have knocked off [copied] MegaNanza
now. As you know, Steve, it is our goal every 18 months to obsolete
any bingo system that we put out there. You know we've been running
this system for nearly 18 months now, so we expected it to be
knocked off. That's why we've been working since January of last
year on Reel Time Bingo.
MR. NEREN: Thank you, Clifton. I
hate to say this, but there's something capricious about what
this man did and it's almost too bad that you can't sue him or
at least try - I know you can question whether his actions were
truly because he believed that there was something wrong here.
MR. LIND: Well, Steve, I understand
that's the way it appears. I choose to believe that Chairman
Deer has no evil in his heart and I think he's a man of honor
and integrity, and he may be frustrated by the fact that his
view has not been shared either by the other Commissioners or
that Indian Country (SIDE ONE ENDS) - I'm sure that the chairman
found that very frustrating.
MR. NEREN: Well, the fact that he's
leaving in a matter of five or six weeks certainly would indicate
that it's his last hurrah.
MR. LIND: I understand. Steve, he's
been a loyal dedicated public servant for many years now and
I wish him well in his new endeavors.
MR. NEREN: Thank you.
OPERATOR: Our next question comes
from Ronald Rotter. Please state your affiliation followed by
your question.
MR. RONNER: Ron Rotter with RLR Partners.
Hi. It appears it's possible the future of the company might
be with Reel Time Bingo versus MegaNanza. So I'd like you to
tell us if you could, Clifton, to the player, what the difference
in the play is going to be? And also if you could address the
question, you had indicated in the release that it indicated
that the hold was going to be 96% versus 93%, which would indicate
that you need almost as much as double the play just to get the
same net win to the company. Is that correct? And what makes
you believe that you can get that much additional playing, if
you could just describe to the layperson, to the player, how
it's going to appear different.
MR. LIND: Ron, certainly you ask
if something is correct, I can't give a yes or no answer to what
you said. Let me say that the future does we think lie with Reel
Time Bingo and other linked games because of the progressive
opportunities - both regional and nationwide progressives that
these games offer that the other games, the in-hall games did
not. When we first brought out MegaNanza 65 and then replaced
it with MegaNanza 30, our target payout was 96%. As you as a
devotee of MegaNanza probably know, we played under a very strict
game definition that the game would always end on 30 balls. And
that the game-ending pattern would be achieved on 30 balls and
that there were always the same number of cards, 253 cards in
the deck. That game was a very popular game. It was also a game
that very astute players could play a strategy and improve their
likelihood of winning.
Over the last six months, we have deployed
several revisions to that game and during that six-month period
the hold has gradually fallen and that is because we introduced
a larger number of bingo cards and therefore there were larger
standard deviations and statistical variations in the actual
pay-outs that were achieved. So actually the hold has been falling,
and at the same time our focus groups have shown that our players
are very astute. That if we change the payout by one-half of
1% of the players, our very dedicated players can recognize that.
So one of the things we're most excited
about is we're going to get the payout on Reel Time Bingo back
up to where the payout was on MegaNanza when we first brought
it out. The game plays just as fast as MegaNanza 30, and so we
expect to see holds actually go up from their current level because
the higher the payout the more prizes you can play, the more
the customers enjoy it, the more fun they have, the more it becomes
entertainment as the number of winning experiences goes up. So
we're excited about the payout and we expect to see the hold
go up. Our average player comes to the hall with X amount to
lose and we find that they play more and they spend more if the
payout is higher on their game and they can have an hour and
a half or two-hour experience rather than having the 30-minute
experience. So we're excited about the higher holds.
Number two, you asked what difference will
the players see. The players will see these same game faces.
However this is not a 30-ball game. This is a game that will
vary depending on the number of cards that are sold, and let's
say one game may have an expected winner on the 19th ball. And
in another game it might be the 45th ball. All of those games
are spit out in very rapid sequence, and so to the player there
will be no delay. The balls are being spit out in a time that
the player has normally been waiting to daub the ball, so the
design staff and the technology team have done an excellent job
in concealing the delay, so that the player sees no game delay
at all. The only change in the game face they'll see is the spinning
reels will be the same themes that they have always seen before.
But in addition, we're getting ready to introduce a whole new
line of Bally themes including a couple Bally progressives.
I'm sure you're familiar with the Bally
game faces and we think that they will help us, particularly
in the progressive area. But other than that, the only difference
a player will see is the different colored bingo card and the
fact that the bingo flashboard as we call it will show not 30
balls, but the actual number of balls it takes for the winner
to achieve a winning pattern. So as I've said before, it will
almost be transparent to the player. That is why we always have
our - and it would likely be transparent to a regulator who can't
see behind the screen to what the real fundamental bingo game
is that's going on. So that is why we have all of our games certified
by gaming laboratories, so that we could give regulators an independent
description of how the game is actually working.
MR. RONNER: Thanks, Clifton.
OPERATOR: Our next question comes
from Joel Raman. Please state your affiliation followed by your
question.
MR. RAMAN: Berger Capital. A question
just on the numbers, I want to make sure I understand how this
works and you guys get to the 8 to 10 cents. If you're saying
that in a worst case the sort of 4,000 machines go down for four
weeks, right, and we're talking about like, a $180 hold, let's
say just to make the math easy. How do you get to the 8 to 10
cents? I mean can you just walk us through that a little bit
more, because I get 4,000 machines times 180 bucks is, you know,
$720,000 a day times call it a month, that's 30 days which gets
me to, like, $21 million in revenue, which over the I guess,
30% hold we get on that gets us to $6.5 million, which on the
14.8 million shares or whatever it is gets us to a higher number
than the 8 to 10 cents. So can you just kind of walk us through
how you guys get to the 8 to 10 cents that you guys were talking
about before?
MR. LIND: Yeah. I think that was
Gordon's example. And the fundamental thing that you missed in
Gordon's example, it was not my example or Craig's example, by
the way, but Gordon's example is certainly one way to look at
it, was that he was assuming that we shut all 4,000 machines
down today and that we had them all running again in 30 days.
So that the average number of machines was 2,000 that was down.
And so that was the biggest disconnect in your numbers and his
numbers because we're immediately rolling out the new games.
So even if all 4,000 of them shut down today, which is far, far
from the case - remember we've only had one major tribe and a
number of small tribes that have taken the precaution of shutting
down the games. But even if that were the case, we immediately
began rolling out the games. And so new games come online immediately,
so that the average would only be 2,000. Actually, based upon
the support that we've had today, we don't think it's going to
be anywhere near that number of machines that get shut down,
and we just go in and do a reinstall of the software.
MR. RAMAN: Okay. I just want to be
clear. So the 8 to 10 cents doesn't exactly - because even if
I use the 2,000 machines, right, and take that as an average
instead, that still comes to twice that 8 to 9 cents number.
There's not actually - is there sort of any kind of top down
math that you guys can run real quick, just back of the envelope
that gets us to the 8 to 9 cents that Gordon was talking about?
MR. LIND: Well, we of course - Craig
and I run bottoms up math and we stayed up nearly all night last
night doing forecasts and different scenarios. So the range that
Craig gave you was based on thorough analysis and -
MR. RAMAN: Can you just walk us through
the analysis? I would probably be helpful for all of us.
MR. LIND: Well, first I don't on
the top of my head agree with your math and again wasn't following
- Gordon had done that math in his head and I am not familiar
with what calculations he did to get to there. But needless to
say your right calculations are correct, but I think - I mean
are you missing the fact that we're only talking about having
on the average in that worse case 2,000 machines down for one
month of the quarter?
MR. RAMAN: No. I think I'm running
exactly that. I thought maybe you guys could just give a little
more color on that 8 to 9 cents number because I just couldn't
tie to it. But it's okay, no big deal.
MR. LIND: Okay. Well, let me say
that Craig and I put considerable effort into running multiple
scenarios from the bottoms up and that we support and stick with
the range that was discussed.
MR. RAMAN: Okay. But you don't want
to walk through it right now.
MR. LIND: Not from the top down and
I want to say that as a result of today I am more confident that
the delta from our previous guidance is going to be smaller rather
than larger insofar as that range is concerned, because of the
number of tribes who intend to continue to run these games. And,
again, Gordon's example assumed a worst case that all 4,000 of
them got shut down.
MR. RAMAN: Okay. Sounds good. And
I didn't mean to spend so much time on that.
MR. LIND: Okay. No problem.
MR. RAMAN: How many machines are
installed in Chickasaw halls?
MR. LIND: There were a little over
1,200 machines in the Chickasaw halls.
MR. RAMAN: And can you give us sort
of how many are installed between the Cherokee and the Choctaw
as well?
MR. LIND: That is confidential information,
but let me say that they are the third and the fourth largest
customers that we have after the Chickasaws.
MR. RAMAN: Who is the second?
MR. LIND: It is another Oklahoma
tribe that wishes to remain confidential.
MR. RAMAN: Okay. And there's only
one of those tribes have removed the games - have sort of shut
down the games thus far, right?
MR. LIND: Only the Chickasaw tribe
and five smaller operations that are all under the advice of
one gaming commissioner. And so none of the larger tribes, none
of other our major customers have shut down.
MR. RAMAN: And in the feedback that
you're getting from the Chickasaws, what percentage of the machines,
the MegaNanza machines that they had, so of the 1,200 machines,
how many do you think they will turn over to the Reel Time Bingo?
MR. LIND: As of this time they have
asked us to reinstall Reel Time Bingo on every one of them.
MR. RAMAN: Okay. So 100%.
MR. LIND: Uh-huh.
MR. RAMAN: Okay. Good. And then if
you could just provide a little bit more color on - because the
last time we spoke about this it was more of a flip of a switch
kind of thing that we were talking about, and now obviously it's
something that takes a little bit longer than flipping the switch.
Is the difference in sort of flipping of switch and in the four
weeks that you guys are conservatively giving us - is that just
because it kind of all happened at once and it's going to take
time to kind of go to each place and do that?
MR. LIND: Yeah. In the Notice of
Violation, the chairman has issued a list of steps that this
tribe has to go through to avoid a fine. And one of the steps
that it has to go through is that the machines that were plain
MegaNanza have to be physically removed from the halls. So we
included in this time enough time for us to go and remove the
machine and replace it with another machine.
MR. LIND: (indiscernible)
MR. RAMAN: The machine then is basically
the same machine, but with a different glass and all that stuff
you're talking about before?
MR. LIND: We will remove the machines
from this particular hall that is under this NOV and only this
machine. And we will comply with the letter of the law for this
tribe so that the Chairman cannot come back and say they didn't
comply with the NOV.
MR. RAMAN: Okay. So you do have to
put in new machines, like actual new units of machines, it's
not just a software and a server thing?
MR. LIND: No. The only thing that
is required is a software change and some glass changes, but
as a courtesy to this tribe and out of respect for the Commissioner,
we intend to actually remove the machines, put in other machines
that are coming off the line, and then take these machines and
put them elsewhere where MegaNanza - where the tribe is not under
the mandate to remove the machines.
MR. RAMAN: So to try to qualify it
a little better. You were given sort of a $40 to $50 for the
glass kind of cost. If that sort of necessitates then 1,200 new
machines to be installed, what's kind of the cost of those 1,200
new machines that you're going to have to put in there for you
guys?
MR. LIND: Well, we always in our
model - it varies depending on whether we manufacture it or whether
we buy it from a manufacturer. But we've always assumed in all
of our models $5,000 a machine, but I mean we have in the pipeline
- these machines are ready to go to fill orders, firm orders
that we have for either casinos that are open now or casinos
that we expect to open in the next 120 days. So this is no additional
cost; remember all of our machines are rental machines and so
we'll just pull the old one off of the floor, refurbish them,
clean them, and put them out in a new location.
MR. RAMAN: Got it. And then the last
question is originally I think you guys had given I think in
one of the press releases I think a June 15th date for when the
Reel Time Bingo games would be ready. What sort of happened between
then and now to push it back a little bit?
MR. LIND: In our original focus groups
that we had at each of the tribal locations, the players made
suggestions that we thought were worthy of incorporating in the
new graphical user interfaces, so that took us some time. In
addition, two weeks ago I made the decision to raise the pay
tables on these games and it was my fault for delaying that decision
and it caused a one-week delay in the game because we had to
recalculate the math and determine new patterns to agree with
the math. And so changing the pay tables has cost us another
week. Totally my fault.
MR. RAMAN: Got it. Okay. And then
just to summarize then you guys are sort of saying a $1.60 to
$1.70 for the year not including the 3 cents from the offering
and next year sort of maintain where it was prior to all of this?
MR. LIND: Right.
MR. RAMAN: Excellent. Thanks very
much for having the call.
OPERATOR: Our next question comes
from Rob Knight. Please state your affiliation followed by your
question.
MR. KNIGHT: Hi, gentlemen. How are
you today?
MR. LIND: Fine, thank you.
MR. KNIGHT: And thanks for taking
the call. Did the tribe that got the NOV join you in your lawsuit
today?
MR. LIND: Yes, they did.
MR. KNIGHT: They did. Okay. Can you
also give me an idea whether you'll have to capitalize any software
costs for the Reel Time Bingo?
MR. LIND: Under standard FASB rules
there are a minimum - any time costs are specific to a new system
or a new product, it is our policy to be very aggressive in writing
off software costs we have typically, and Craig is here. But
I would say 85% of all of our software costs get written off.
If any costs are capitalized, if they're associated with a game
and they get written off over the next 12 months. If they're
associated with the system, they get written off over 18 months.
And so we have very little in the way of capitalized software.
MR. KNIGHT: How much do you have
in capitalized software now if I could ask?
MR. LIND: I would say that certainly
less than a million dollars. Craig thinks $500,000.
MR. KNIGHT: Okay. The Chickasaw hall,
is that managed by -?
MR. LIND: They're all self-managed
by an outstanding in-house manager.
MR. KNIGHT: Okay. You had a management
agreement though for your machines there, did you not?
MR. LIND: No. No.
MR. KNIGHT: You didn't?
MR. LIND: No. We are not a management
company. We again supply machines under rental agreements.
MR. KNIGHT: Okay. So there was never
a management agreement with Chickasaw hall?
MR. LIND: That is correct.
MR. KNIGHT: Okay. Thank you.
OPERATOR: Our next question comes
from Richard Klein. Please state your affiliation followed by
your question. Mr. Klein, your line is live.
MR. KLEIN: Hello.
MR. LIND: Hello.
MR. KLEIN: Hi. Kensington Management.
You got it, I'm worn out and my questions are all answered, but
thanks for having the call.
MR. LIND: Thank you.
OPERATOR: Our next question comes
from Dave Scially. Please state your affiliation.
MR. SCIALLY: West Highland Capital.
My appreciation as well for the call. A couple of questions for
you. First of all, I had a hard time understanding if Reel Time
Bingo is a generic family of games or is it a specific game itself?
MR. LIND: Reel Time Bingo is the
first game of our new standard sequence games. Just like when
we came out with a MegaNanza 65, and then a MegaNanza 30, and
then a Count Down Bingo and a Two-Step Bingo, all
of which were in the bonanza family of games.
MR. SCIALLY: Okay. That helps me
understand that. And then secondly, Clifton, and this is probably
not going to be a good time to ask this question, but you said
that your family had been buying stock. Can you give us any color
about the timing of those purchases and what size we're talking
about?
MR. LIND: It is both my extended
family. Let me just say my family has, ever since the Advisory
Opinion came out, we have felt that the stock was a value.
MR. SCIALLY: Okay. That's fair enough.
And then you had mentioned I guess a movement or a motion by
the NIGC or Montie Deer to dismiss -
MR. LIND: Yeah. Actually filed by
NIGC through the Justice Department's lawyer.
MR. SCIALLY: What would be the time
frame for the judge in the matter to render a decision about
that motion?
MR. LIND: They just filed their motion
for dismissal on Friday. I believe we have 20 days to respond
to that, and so we of course, have had our legal team devoted
to the other matters since Friday. And if we can get Tony and
our other members of our team some sleep tonight, I'm sure tomorrow
they'll start working on the response for that. We'll have it
filed in a timely manner and then it will take the judge sometime
to respond to it. However, I mean there is little question among
our legal team that the actions since last Friday will make it
difficult for a judge to be very sympathetic with the Justice
Department's motion to dismiss.
MR. SCIALLY: Thank you for that answer.
And then lastly would your Board consider a buy-back using some
of the cash that you have on hand?
MR. LIND: There is no question that
we have been a purchaser of stock in the past. And there is no
question that our Board and our management team feels the stock
is of value today. Gordon and I have approved ,along with Craig,
the authorization to do some repurchases. We have never wanted
to influence the market direction of the stock by our purchases,
so we have not repurchased any stock at this time, but we certainly
feel that it's underpriced. And with the cash that we have, we
are looking very carefully at our cash needs, particularly in
light of the fact that we may choose to not go forward with any
sort of secondary offering at the present time. So we want a
few more days to study our cash needs.
Gordon and Brendan and most of the team
are on the airplane right now to go visit with the New York Lottery.
We have other lottery opportunities that we are working on and
we don't want to buy back stock today and then force ourselves
to have to go borrow money here and the immediate future, so
we're going to study that very carefully. But suffice it to say
that management and the Board feel the stock is undervalued at
the present time.
MR. SCIALLY: Terrific. Thank you
so very much for hosting this call.
OPERATOR: Our next question comes
from Todd York. Please state your affiliation followed by your
question.
MR. YORK: Hi, guys. I still have
a couple of questions about some of these Oklahoma gaming facilities
particularly the Cheyenne Arapaho facility and the Seneca Cayuga
facility -
MR. LIND: Right.
MR. YORK: - have they decided to
shut down using any of their Multimedia games?
MR. LIND: They discontinued today
running the MegaNanza games. Those two facilities - we are under
a memorandum of understanding and a test with those. It is our
understanding from discussions with their lawyer today that they
are challenging NIGC from the standpoint that those three tribes
feel -
MR. YORK: I just mentioned two tribes.
MR. LIND: Well, there are a group
of four locations that are patrolled by the same gaming commission
and attorney. And they all feel that they have the right of self-determination
and I am paraphrasing. I'm not a tribal lawyer right now, but
their lawyer told our lawyer this morning that they are petitioning
NIGC to be allowed to continue to play the games without threat
of a fine because they are under the agreement with us, that
memorandum of understanding and confidentiality agreement, whereby
they are conducting a test of our games. And there is a provision
under IGRA to allow tribes to conduct tests of games and so they
feel that they should not be subject to any threat. But we are
told by their attorney to avoid any fines. They have asked the
NIGC for clarification of that.
MR. YORK: So are you saying that
these are the sites that are testing the Reel Time Bingo right
now?
MR. LIND: These are sites that are
in a test for Two Step Bingo, which is a bonanza bingo game that
we specifically developed to their gaming commission specification.
MR. YORK: But go back to what you
said at the beginning. So they went ahead and shut down these
games.
MR. LIND: This morning. That is correct.
MR. YORK: So, can you give us a number
about these four tribes? About how many games it is in addition
to the Chickasaw.
MR. LIND: Just a round number, it
appears to be about 250 games.
MR. YORK: So we're looking at 1,450
games plus these other small tribes that you were talking about
or these small tribes -
MR. LIND: There are a total of 1,400
machines that as we speak are not running. The Chickasaw games
are in the process of conversion, but there are 1,404 that were
shut down since the rule came out on Friday. We're in the process
of putting the 1,200 plus Chickasaw games back up even as we
speak. That started this morning. So if we get all 1,200 plus
of the Chickasaw games then there will be only 200 to 300 machines
that aren't running today.
MR. YORK: And let me ask you a question
about the Reel Time Bingo. Just real fast to address what Penny
Coleman put in her opinion. I'm just looking in here about the
drawing. You know part of - in her opinion she said that the
games were drawing the bingo cards before the players were playing
now. I know it says real-time in the game, but can you assure
us that the real-time is doing this, so when a customer plays
- puts their money in, then the cards are drawn or are the cards
still drawn beforehand?
MR. LIND: No. The player buys his
card and then the balls are drawn. That is for Reel Time Bingo.
That is the reverse of what happens in bonanza bingo games where
the balls are drawn and then the cards are sold to the player.
MR. YORK: Now do you also anticipate
anything here about - here it says if the player fails to daub
their card within a specific short three to ten-second time period,
any prizes they may have won during the game are forfeited to
a progressive prize or to a fund that is given to a charity.
Do you foresee any problem with that?
MR. LIND: That is not consistent
with the versions of the games that are running today. That is
-
MR. YORK: But it will be consistent
with what's being installed at the Chickasaws as of today right
now?
MR. LIND: The games that are being
installed at the Chickasaws today are MegaMania, and if a player
fails to daub -
MR. YORK: So they're not installing
Reel Time Bingo. I guess I was misunderstanding. They're going
to be installing old MegaMania games.
MR. LIND: I told you that today they
were installing Legacy bingo games, which is primarily MegaMania.
They're going to run those for 24 hours, and tomorrow we're going
to begin installing Reel Time Bingo.
MR. YORK: Okay. Thank you.
OPERATOR: Our next question comes
from Fred Overhausen. Please state your affiliation followed
by your question. Mr. Overhausen, your line is live.
MR. LIND: I think we should go on
to the next.
OPERATOR: Okay. Our next question
comes from Charles Dietz. Please state your affiliation followed
by your question.
MR. DIETZ: Private Investor. Question.
Has there been any feedback from New York? I heard that some
of your executives are flying there. Have they expressed any
concern about what's going on with the current situation?
MR. LIND: They are fully apprised
of the current situation. We would be surprised if there wasn't
some concern about the current situation. The fact is that it
would certainly be one of the topics that we discuss in our meetings
tomorrow, but we are moving ahead toward contract.
MR. DIETZ: Thank you.
OPERATOR: Our next question comes
from Steven Angeli. Please state your affiliation followed by
your question.
MR. ANGELI: Wellington Management.
What is your best guess as to when you could typically in this
kind of scenario, and you've gone through it in the past I believe,
get the temporary injunction against the NIGC's enforcement?
MR. LIND: Well, our lawyers are arguing
that right now even as we speak, and I have a message from them.
Regrettably, the judge who is handling the MegaMania case is
out of town for the week, and a magistrate has been assigned
to hear the pleadings today. We would be surprised if a magistrate
would take action in the absence of the judge. The judge will
be back in town by Monday. However, we hope that the magistrate
will confer with the judge and that there will be some resolution
this week, but we just can't speak to it.
MR. ANGELI: Okay. Thank you.
OPERATOR: Our next question comes
from Marty Dehen. Please state your affiliation followed by your
question.
MR. DEHEN: Capital Suisse Securities.
Hi, Clifton.
MR. LIND: Hi, Marty.
MR. DEHEN: I wanted to ask a couple
of questions. One, how big is the potential size of the New York
Lottery deal? How many machines?
MR. LIND: Well, Marty, the New York
Lottery contract was divided into two different acquisitions.
We were the successful winner of the central system. Again, we
are foreclosed from providing any machines.
MR. DEHEN: Okay.
MR. LIND: We get a fee for operating
the central system and providing the network for the player stations
to hook up to. There has been various forecasts. The lottery
asked all of the bidders to assume that there would be 9,750
machines hooked up to the central system. There are also forecasts
that will show during the last of the contract that [number]
will grow to over 20,000 machines. But other vendors, the usual
suspects, will be providing those machines and causing them to
interface to our communication protocol. And we will be providing
the outcome to the machines and then they will be displayed in
the normal video lottery manner.
MR. DEHEN: Is your fee based on the
number of machines?
MR. LIND: Our fee is based on revenue.
MR. DEHEN: Okay. I haven't heard
much about the Seminole deal. They provided a big part of the
earnings per share in the quarter ending in December. What's
the likelihood of getting the Seminoles going with the Reel Time
Bingo?
MR. LIND: We had a very successful
test, which was what we had agreed, is to run a test for 90 days,
since the Seminoles are very successful. Regrettably, we were
not able to come up with a business model that fit our needs
and was acceptable to the great Seminole nation. We have an extraordinary
high degree of respect for their tribal leaders and particularly
their gaming operators. But we do not have any business from
the Seminole nation in our forecast for either this year or for
next year. We continue to try to work on that and we'll continue
to try to work on that, but I think it is not likely that we
will find a business model that suits both of us.
MR. DEHEN: And the last question,
the Reel Time Bingo, you aren't expecting any resistance in California
on that are you?
MR. LIND: Reel Time Bingo is so clearly
a Class II bingo game and supported by the MegaMania cases that
we expect absolutely zero resistance to that. Now each one of
the tribes in California that has a dilemma with a limit of 2,000
machines and has more players than it has machines, will make
its own independent decision on whether or not it will put in
Class II gaming. We, of course, think that it is in their interest
to do so. All of the tribes have a contract renegotiation coming
up next year, and we know some of the tribes will choose not
to put in Class II games because they don't want it to affect
their contract negotiations. Others are very enthusiastic about
us putting in Reel Time Bingo in the immediate future. So we
expect the tribes to make different decisions depending on their
independent situations, and we respect both their sovereignty
and their right to view that situation, you know, in what is
their own best interest.
MR. DEHEN: Their restriction is only
on Class III slot machines. They're really unlimited in number
of Class II machines. Is that correct?
MR. LIND: I'm sorry, Marty, you bleeped
out.
MR. DEHEN: Oh. Okay. I said the -
MR. LIND: I think your question -
what I heard was whether or not their restriction was on Class
II machines or it was on total number of machines. Is that correct?
MR. DEHEN: Yes. And I also wondered
if there were any limitations on the number of Class II machines.
MR. LIND: Well, of course it is -
many of the tribes feel that the state compact applied only to
the Class III compacted machines. In the past there has been
some - in the state government who have viewed that the restriction
was on all machines whether they were Class II or Class III.
The tribes that we're talking with do not accept the state's
view of that. There's not a clear answer to your question. The
tribes think there is no limit on Class II machines. Some members
of the state regulatory agencies feel that there are.
MR. DEHEN: So the rules that came
out yesterday don't really pertain to California or did they
help clarify it?
MR. LIND: They clarified to Class
II gaming throughout the United States, but I thought your question
was were there any restrictions on the number of Class II machines
that the California tribes can run in addition to their Class
III machines. And I've said that our tribes that we're dealing
with say there are no restrictions, but there are some state
regulators in California who think that possibly there are restrictions.
That the 2,000 machine limit should apply to all machines whether
they're Class II or Class III.
MR. DEHEN: Okay. Thanks, Clifton.
MR. LIND: Thank you, Marty.
OPERATOR: Gentlemen, our final question
comes from Richard Keim. Please state your question, sir. Mr.
Keim, your line is live.
MR. KEIM: This seems to be a duplicate
[question] with the frustration of trying to get on, but thanks
again.
MR. LIND: Sorry about your frustration
there. Thank you so much. Okay. Well, we thank everybody for
spending these two hours with us here. We appreciate your loyalty
in the past. We ask for your loyalty in the future. I can assure
you management and the entire staff is working diligently to
not only preserve MegaNanza in the other halls, but also to get
Reel Time Bingo out there. We appreciate the support of our tribes.
We want to welcome our new shareholders onboard and we're sorry
for those that took this bad news to heart and are no longer
our shareholders. We think that they've missed an opportunity.
We are committed to rebuilding shareholder value and look forward
to our next conference call when we'll be talking about the third
fiscal quarter earnings. Thank you very much.
OPERATOR: Ladies and gentlemen, a
replay of this call will be available starting today, June 18th,
running through June 25th. To access this rebroadcast you may
do so by dialing 1-800-428-6051, international dialers, 973-709-2089
with a pin number of 247925. That concludes our conference call
for today. Thank you all for participating and have a nice day.
All parties may now disconnect.
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