(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each Class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.0001 par value per share	FLL	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (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 þ☑ No o☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes þ☑ No o☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company and/or an emerging growth company. See ~~definition~~the definitions of “large accelerated filer,” “accelerated ~~filer”, “small~~filer,” “smaller reporting company” and ~~"emerging~~“emerging growth ~~company"~~company” in Rule 12b-2 of the Exchange ~~Act. (Check one):~~

Act:

Large accelerated filer ☐	Accelerated filer ☐	Emerging growth company ☐
Non-accelerated filer ☑
~~Large Accelerated Filer~~ o	~~Accelerated Filer~~ o
~~Non Accelerated Filer~~ o ~~(Do not check if a smaller reporting company)~~	Smaller reporting company þ☑
~~Emerging growth company~~ o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act: Yes ☐ No ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule ~~12b-2~~12b‑2 of the Exchange Act). Yes o☐ No þ☑

As of ~~November 7, 2017,~~May 11, 2020, there were ~~22,890,823~~27,075,962 shares of Common Stock, $0.0001 par value per share, outstanding.

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FULL HOUSE RESORTS, INC. AND SUBSIDIARIES

FORM 10-Q

INDEX

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

FULL HOUSE RESORTS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(In thousands, except per share data)


	Three Months Ended
	March 31,
	2020		2019
Revenues
Casino	$	20,751	$	28,298
Food and beverage		6,990		8,658
Hotel		1,974		2,715
Other operations, including online/mobile sports operations		1,138		823
Net revenues		30,853		40,494
Operating costs and expenses
Casino		10,333		11,785
Food and beverage		7,136		9,369
Hotel		1,173		2,420
Other operations		562		769
Selling, general and administrative		12,981		12,660
Project development costs		56		133
Depreciation and amortization		2,040		2,091
Gain on disposal of assets, net		—		(1)
		34,281		39,226
Operating (loss) income		(3,428)		1,268
Other (expense) income
Interest expense, net of $220 and $47 capitalized		(2,491)		(2,703)
Adjustment to fair value of warrants		1,656		(40)
		(835)		(2,743)
Loss before income taxes		(4,263)		(1,475)
Income tax provision		95		142
Net loss	$	(4,358)	$	(1,617)

Basic loss per share	$	(0.16)	$	(0.06)
Diluted loss per share	$	(0.22)	$	(0.06)

FULL HOUSE RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(In thousands, except per share data)

Three Months Ended
September 30, Nine Months Ended
September 30,
2017 2016 2017 2016
Revenues
Casino $ 39,009
$ 36,967
$ 110,702
$ 97,093
Food and beverage 8,760
8,282
24,759
21,438
Hotel 2,408
2,361
6,724
6,488
Other operations 1,234
1,252
3,250
3,094
Gross revenues 51,411
48,862
145,435
128,113
Less promotional allowances (7,685 ) (7,601 ) (21,968 ) (20,309 )
Net revenues 43,726
41,261
123,467
107,804
Operating costs and expenses

Casino 20,102
19,380
57,556
49,910
Food and beverage 3,466
2,817
9,598
7,090
Hotel 348
297
826
768
Other operations 483
475
1,333
1,236
Selling, general and administrative 13,076
12,747
39,889
36,508
Project development, acquisition costs and other 65
439
249
1,211
Depreciation and amortization 2,193
2,203
6,428
5,795
39,733
38,358
115,879
102,518
Operating income 3,993
2,903
7,588
5,286
Other (expense) income

Interest expense, net of $77 capitalized for both 2017 periods (2,718 ) (2,748 ) (8,102 ) (6,740 )
Debt modification costs —
(24 ) —
(624 )
Adjustment to fair value of warrants (302 ) 181
(272 ) (60 )
(3,020 )
(2,591 )
(8,374 ) (7,424 )
Income (loss) before income taxes 973
312
(786 ) (2,138 )
Provision for income taxes 184
177
552
458
Net income (loss) $ 789
$ 135
$ (1,338 ) $ (2,596 )

Basic income (loss) per share $ 0.03
$ 0.01
$ (0.06 ) $ (0.13 )
Diluted income (loss) per share $ 0.03
$ —
$ (0.06 ) $ (0.13 )

See condensed notes to consolidated financial statements.

FULL HOUSE RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
September 30,
2017 December 31,
2016
(Unaudited)
ASSETS
Current assets
Cash and equivalents $ 22,420
$ 27,038
Accounts receivable, net of collection allowance of $122 and $53 1,575
1,909
Inventories 1,986
1,329
Prepaid expenses 3,745
2,809
29,726
33,085
Property and equipment, net 114,551
111,465
Other long-term assets

Goodwill 21,286
21,286
Intangible assets, net of accumulated amortization of $7,756 and $7,732 10,943
10,966
Deposits and other 894
404
33,123
32,656
$ 177,400
$ 177,206
LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities

Accounts payable $ 5,321
$ 4,910
Accrued payroll and other 12,195
11,122
Current portion of long-term debt 1,969
1,688
Current portion of capital lease obligation 413
419
19,898
18,139

Common stock warrant liability and other long-term obligations 1,589
1,117
Deferred taxes 2,458
1,907
Long-term debt, net of current portion 92,939
94,246
Capital lease obligation, net of current portion 4,978
5,318
121,862
120,727
Commitments and contingencies (Notes 5 and 7)

Stockholders’ equity

Common stock, $0.0001 par value, 100,000,000 shares authorized; 24,247,418 and 24,221,558 shares issued and 22,890,823 and 22,864,963 shares outstanding 2
2
Additional paid-in capital 51,668
51,271
Treasury stock, 1,356,595 common shares (1,654 ) (1,654 )
Retained earnings 5,522
6,860
55,538
56,479
$ 177,400
$ 177,206

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FULL HOUSE RESORTS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (Unaudited)

(In thousands, except share data)


	March 31,		December 31,
	2020		2019
ASSETS
Current assets
Cash and equivalents	$	24,317	$	28,851
Restricted cash		—		1,000
Accounts receivable, net of allowance of $149 and $141		524		2,206
Inventories		2,101		2,292
Prepaid expenses and other		3,200		3,340
		30,142		37,689

Property and equipment, net		120,193		121,487
Operating lease right-of-use assets, net		19,674		19,171
Goodwill		21,286		21,286
Other intangible assets, net		11,033		11,056
Deposits and other		612		646
	$	202,940	$	211,335
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	5,309	$	5,216
Accrued payroll and related		2,102		3,044
Other accrued expenses and other		8,580		10,613
Current portion of operating lease obligations		3,113		2,707
Current portion of finance lease obligation		473		448
Current portion of long-term debt		1,100		1,100
Common stock warrant liability		399		2,055
		21,076		25,183

Operating lease obligations, net of current portion		16,794		16,706
Finance lease obligation, net of current portion		3,708		3,829
Long-term debt, net		102,874		102,923
Deferred income taxes, net		807		712
Contract liabilities, net of current portion		5,860		5,886
		151,119		155,239
Commitments and contingencies (Note 8)
Stockholders’ equity
Common stock, $0.0001 par value, 100,000,000 shares authorized; 28,345,525 shares issued and 27,075,962 shares outstanding		3		3
Additional paid-in capital		64,485		64,402
Treasury stock, 1,269,563 common shares		(1,548)		(1,548)
Accumulated deficit		(11,119)		(6,761)
		51,821		56,096
	$	202,940	$	211,335

See condensed notes to consolidated financial statements.

FULL HOUSE RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (Unaudited)
(In thousands)
Common stock Treasury stock
Shares Dollars Additional Paid-in Capital Shares Dollars Retained Earnings Total Stockholders' Equity
Balance, January 1, 2017 24,221
$ 2
$ 51,271
1,357
$ (1,654 ) $ 6,860
$ 56,479
Share-based compensation 26
—
397
—
—
—
397
Net loss —
—
—
—
—
(1,338 ) (1,338 )
Balance, September 30, 2017 24,247
$ 2
$ 51,668
1,357
$ (1,654 ) $ 5,522
$ 55,538

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FULL HOUSE RESORTS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (Unaudited)

(In thousands)

												��
				Additional							Total
	Common Stock			Paid-in		Treasury Stock			Accumulated		Stockholders’
	Shares	Dollars		Capital		Shares	Dollars		Deficit		Equity
Balance, January 1, 2020	28,346	$	3	$	64,402	1,270	$	(1,548)	$	(6,761)	$	56,096
Stock-based compensation	—		—		83	—		—		—		83
Net loss	—		—		—	—		—		(4,358)		(4,358)
Balance, March 31, 2020	28,346	$	3	$	64,485	1,270	$	(1,548)	$	(11,119)	$	51,821


				Additional							Total
	Common Stock			Paid-in		Treasury Stock			Accumulated		Stockholders’
	Shares	Dollars		Capital		Shares	Dollars		Deficit		Equity
Balance, January 1, 2019	28,289	$	3	$	63,935	1,357	$	(1,654)	$	(939)	$	61,345
Exercise of stock options	26		—		45	—		—		—		45
Stock-based compensation	—		—		86	—		—		—		86
Net loss	—		—		—	—		—		(1,617)		(1,617)
Balance, March 31, 2019	28,315	$	3	$	64,066	1,357	$	(1,654)	$	(2,556)	$	59,859

See condensed notes to consolidated financial statements.

FULL HOUSE RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(In thousands)

Nine Months Ended
September 30,
2017 2016
Cash flows from operating activities:
Net loss $ (1,338 ) $ (2,596 )
Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation and amortization 6,428
5,795
Amortization of debt issuance and warrant costs 661
864
(Gain) loss on disposal of assets (2 ) 354
Share-based compensation 397
315
Change in value of stock warrants 272
60
Increases and decreases in operating assets and liabilities:

Accounts receivable 334
(93 )
Prepaid expenses, inventories and other (1,306 ) (1,267 )
Deferred taxes 551
459
Accounts payable and accrued expenses 837
2,425
Net cash provided by operating activities 6,834
6,316
Cash flows from investing activities:

Acquisition of Bronco Billy's, net of cash acquired —
(28,369 )
Purchase of property and equipment (8,952 ) (1,736 )
Restricted cash —
569
Refunded deposits and other, net (163 ) 2,861
Net cash used in investing activities (9,115 ) (26,675 )
Cash flows from financing activities:

Repayment of First Lien Term Loan (1,687 ) (2,125 )
Repayment of Revolving Loan —
(2,000 )
Second Lien Term Loan borrowings —
35,000
Repayment of capital lease obligation (346 ) (338 )
Debt issuance costs and other (304 ) (1,670 )
Net cash (used in) provided by financing activities (2,337 ) 28,867

Net (decrease) increase in cash and equivalents (4,618 ) 8,508
Cash and equivalents, beginning of period 27,038
14,574
Cash and equivalents, end of period $ 22,420
$ 23,082

SUPPLEMENTAL CASH FLOW INFORMATION:

Cash paid for interest, net of amounts capitalized $ 7,459
$ 5,738

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FULL HOUSE RESORTS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(In thousands)


	Three Months Ended
	March 31,
	2020		2019
Cash flows from operating activities:
Net loss	$	(4,358)	$	(1,617)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		2,040		2,091
Amortization of debt issuance and warrant costs		225		190
Stock-based compensation		83		86
Change in fair value of stock warrants		(1,656)		40
Change in fair value of interest rate cap		—		69
Gain on disposal of assets		—		(1)
Increases and decreases in operating assets and liabilities:
Accounts receivable		1,682		486
Prepaid expenses, inventories and other		331		(37)
Deferred taxes		95		143
Deferred revenue		(25)		—
Accounts payable and accrued expenses		(2,583)		(2,129)
Net cash used in operating activities		(4,166)		(679)
Cash flows from investing activities:
Purchase of property and equipment		(1,031)		(1,256)
Other		33		4
Net cash used in investing activities		(998)		(1,252)
Cash flows from financing activities:
Payment of debt discount and issuance costs		—		(3)
Repayment of Senior Secured Notes		(275)		(250)
Repayment of finance lease obligation		(95)		(125)
Proceeds from exercise of stock options		—		45
Net cash used in financing activities		(370)		(333)

Net decrease in cash, cash equivalents and restricted cash		(5,534)		(2,264)
Cash, cash equivalents and restricted cash, beginning of period		29,851		20,634
Cash, cash equivalents and restricted cash, end of period	$	24,317	$	18,370

SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest, net of amounts capitalized	$	2,248	$	2,353
NON-CASH INVESTING ACTIVITIES:
Accounts payable related capital expenditures	$	80	$	459

See condensed notes to consolidated financial statements.

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FULL HOUSE RESORTS, INC. AND SUBSIDIARIES

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

1. ORGANIZATION

Organization.Formed as a Delaware corporation in 1987, Full House Resorts, Inc. owns, leases, operates, develops, manages, and/or invests in casinos and related hospitality and entertainment facilities. References in this document to ~~"Full House",~~“Full House,” the ~~"Company", “we”, “our”,~~“Company,” “we,” “our,” or “us” refer to Full House Resorts, Inc. and its subsidiaries, except where stated or the context otherwise indicates.

The Company currently ~~operate~~operates five casinos; four are part of real estate that ~~we own~~it owns or ~~lease~~leases, and one is located within a hotel owned by a third party. The following table identifies the properties along with their respective dates of acquisition and locations:


	Acquisition
Property	~~Acquisition~~ Date	Location
Silver Slipper Casino and Hotel	2012	Hancock County, MS ~~(near~~ (near New Orleans)
Bronco ~~Billy's~~Billy’s Casino and Hotel ~~and Casino~~	2016	Cripple Creek, CO ~~(near~~ (near Colorado Springs)
Rising Star Casino Resort	2011	Rising Sun, IN ~~(near~~ (near Cincinnati)
Stockman’s Casino	2007	Fallon, NV ~~(one~~ (one hour east of Reno)
Grand Lodge Casino (leased and part of the Hyatt Regency Lake Tahoe Resort, Spa and Casino)	2011	Incline Village, NV ~~(North~~ (North Shore of Lake Tahoe)

~~We manage our~~

The Company manages its casinos based on geographic regions within the United States. See Note 1011 for further information.

2. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation.As permitted by the rules and regulations of the Securities and Exchange Commission (“SEC”), certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) have been condensed or omitted. These consolidated financial statements should be read in conjunction with the Company’s ~~2016~~2019 annual consolidated financial statements and notes thereto included in the Company’s Annual Report on Form ~~10-K~~10‑K for the year ended December 31, ~~2016.~~2019.

The interim consolidated financial statements of the Company included herein reflect all adjustments (consisting of normal recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position and results of operations for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of annualized results for an entire year.

The consolidated financial statements include the accounts of Full House and its wholly-owned subsidiaries. All ~~material~~ intercompany accounts and transactions have been eliminated in consolidation.

Liquidity, Going Concern and Management Plans. The consolidated financial statements have been prepared on the going concern basis of accounting, assuming the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company’s casinos are its primary sources of income and operating cash flows and they are relied upon to remain in compliance with debt covenants and meet the Company’s obligations when due. As described in Note 5, the Senior Secured Notes agreement requires the Company to maintain a total leverage ratio covenant, which measures Consolidated EBITDA (as defined in the indenture) against outstanding debt. As detailed in Notes 2 and 14 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, in March 2020, the Company temporarily suspended

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operations at its casinos and hotels pursuant to orders from governmental authorities as a precautionary measure against the ongoing spread of a highly contagious coronavirus that was declared a pandemic (“COVID-19”) by the World Health Organization. The Company currently believes that its properties will reopen to the public according to the following schedule: by May 22, 2020 for the Silver Slipper Casino and Hotel; late May 2020 for Stockman’s Casino and Grand Lodge Casino; early June 2020 for Bronco Billy’s Casino and Hotel; and June 14, 2020 for Rising Star Casino Resort. As COVID-19 is dynamic, such planned opening dates are subject to change. Management believes it has sufficient resources to fund its currently-reduced operations, consisting principally of preservation of assets and a core staff necessary to plan for reopening, beyond the currently-mandated closure periods. However, management does not control and is not qualified to predict the length of the closure of its casinos and hotels due to the pandemic, nor the impact on business volumes once they are open.

As described in Notes 2 and 14 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, a significant period of closure or significant declines in business volumes upon reopening would negatively impact our ability to remain in compliance with our debt covenants. In the event that the Company would fail to meet its debt covenants in the next twelve months from the issuance of the consolidated financial statements, the Company would either seek covenant waivers or attempt to amend its covenants, though there is no certainty that the Company would be successful in such efforts. For example, the Company’s lenders agreed to amend our leverage covenant for the period ended March 31, 2020, and the parties collectively continue to discuss amending covenants for future quarters. ASC 205-40, Going Concern, calls for management to evaluate whether there are conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within twelve months after the date that the financial statements are issued. Because of the length of this look-forward period and the substantial items that are outside of its control, and despite its intent and best efforts to overcome the challenges in the current environment, management concluded that there is substantial doubt as to the Company’s ability to continue as a going concern. The Company is attempting to mitigate the impacts of COVID-19 on the Company through the plans described above.The consolidated financial statements do not include adjustments that might result from the outcome of this uncertainty.

Fair Value and the Fair Value Input Hierarchy.Fair value measurements affect ~~our~~the Company’s accounting for net assets acquired in acquisition transactions and certain financial assets and liabilities, such as ~~our~~its interest rate cap (“Interest Rate Cap”) agreement and common stock warrant liability. Fair value measurements are also used in ~~our~~the Company’s periodic assessments of long-lived tangible and intangible assets for possible impairment, including for property and equipment, goodwill, and other intangible assets. Fair value is defined as the expected price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

GAAP categorizes the inputs used for fair value into a three-level ~~hierarchy. “Level 1”~~hierarchy:

Level 1: Observable inputs, such as quoted prices in active markets for identical assets or liabilities;

Level 2: Comparable inputs other than quoted prices that are observable for similar assets or liabilities in less active markets; and

Level 3: Unobservable inputs which may include metrics that market participants would use to estimate values, such as revenue and earnings multiples and relative rates of return.

The Company utilizes Level 2 inputs are most readily observable, such as quoted prices in an active market for identical assets or liabilities; “Level 2” inputs, such as observable inputs for similar assets in less active markets; and “Level 3” inputs, which are unobservable and may include metrics that market participants would use to estimate values, such as revenue and earnings multiples and relative rateswhen measuring the fair value of ~~return.~~

its Interest Rate Cap (see Note 5).

The Company utilizes Level 3 inputs when measuring the fair value of net assets acquired in business combination transactions, subsequent assessments for impairment, and ~~all~~most financial instruments, including but not limited to the estimated fair value of common stock warrants at issuance and for recurring changes in the related warrant liability (see Note 5)6).

Cash Equivalents and Restricted Cash. Cash equivalents include cash involved in operations and cash in excess of daily requirements that is invested in highly liquid, short-term investments with initial maturities of three months or less when purchased.

Restricted cash balances were funds received from certain sports wagering agreements that had not commenced and were contractually required to be separated from the Company’s operating cash. In March 2020, such cash was no longer categorized as restricted, as the Company was approved for its “master license” for sports betting by the Colorado Limited Gaming Control Commission on March 19, 2020.

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Cash, cash equivalents and restricted cash consisted of the following:


(In thousands)	March 31,		December 31,
	2020		2019
Cash and equivalents	$	24,317	$	28,851
Restricted cash		—		1,000
	$	24,317	$	29,851

Revenue Recognition of Accrued Club Points and Deferred Revenues

Accrued Club Points: Operating Revenues and Related Costs and Expenses. The Company’s revenues consist primarily of casino gaming, food and beverage, hotel, and other revenues (such as entertainment). The majority of the Company’s revenues are derived from casino gaming, principally slot machines.

Gaming revenue is the difference between gaming wins and losses, not the total amount wagered. The Company accounts for its gaming transactions on a portfolio basis as such wagers have similar characteristics and it would not be practical to view each wager on an individual basis.

The Company sometimes provides discretionary complimentary goods and services (“discretionary comps”). For these types of transactions, the Company allocates revenue to the department providing the complimentary goods or services based upon its estimated standalone selling price, offset by a reduction in casino revenues.

Many of the Company’s customers choose to earn points under its customer loyalty programs. As points are accrued, the Company defers a portion of its gaming revenue based on the estimated standalone value of loyalty points being earned by the customer. The standalone value of loyalty points is derived from the retail value of food, beverages, hotel rooms, and other goods or services for which such points may be redeemed. A liability related to these customer loyalty points is recorded, net of estimated breakage and other factors, until the customer redeems these points, primarily for “free casino play/cash back,” complimentary dining, or hotel stays. Such liabilities were approximately $1.4 million each for March 31, 2020 and December 31, 2019. Upon redemption, the related revenue is recognized at retail value within the department providing the goods or services.

Revenue for food and beverage, hotel, and other revenue transactions is typically the net amount collected from the customer for such goods and services, plus the retail value of (i) discretionary comps and (ii) comps provided in return for redemption of loyalty points. The Company records such revenue as the good or service is transferred to the customer. Additionally, the Company may collect deposits in advance for future hotel reservations or entertainment, among other services, which represent obligations to the Company until the service is provided to the customer.

Deferred Revenues: Market Access Fees from Sports Wagering Agreements. These liabilities were created in the third quarter of 2019 when the Company entered into several agreements with various unaffiliated companies allowing for online/mobile sports wagering within Indiana and Colorado, as well as on-site sports wagering at Rising Star Casino Resort and at Bronco Billy’s Casino and Hotel (the “Sports Agreements”). As part of these longer-term Sports Agreements, the Company received one-time market access fees in cash, which were recorded as a long-term liability in the same amount and will be recognized as revenue ratably over the initial term length of 10 years, beginning with the commencement of operations. The current and noncurrent portions of the deferred revenues balance totaling $5.96 million for March 31, 2020 is included with “Other accrued expenses and other” and “Contract liabilities, net of current portion” on the consolidated balance sheets, respectively. Of the Company’s Sports Agreements, on-site sports wagering commenced at Rising Star in the fourth quarter of 2019, as did one of the Company’s three mobile sports wagering websites in Indiana.

Income Taxes.For interim income tax reporting ~~it was determined that~~for the ~~Company's~~three-months ended March 31, 2020, the Company estimates its annual effective tax rate ~~could not be reasonably estimated. As a result, the Company used the actual~~and applies it to its year-to-date ~~effective tax rate to determine the tax expense incurred during the three and nine months ended September 30, 2017 and 2016.~~pretax income or loss.

~~Effective January 1, 2017, the Company adopted Accounting Standards Update ("ASU") No. 2015-17, “Balance Sheet Classification~~

Table of Deferred Taxes,” (“ASU 2015-17”) issued by the Financial Accounting Standards Board. This update requires that deferred tax liabilities and assets, along with any related valuation allowance, be classified as non-current in a classified statement of financial position. The update allows for retrospective application. Accordingly, as of December 31, 2016, we reclassified the current portion of deferred tax assets of $42,000 and the current portion of deferred tax liabilities of $723,000, to non-current deferred tax liabilities.Contents

Reclassifications. WeThe Company made certain minor financial statement presentation reclassifications to prior-period amounts to conform to the current-period presentation. Such reclassifications had no effect on the previously reported ~~net income (loss)~~results of operations or ~~stockholders' equity.~~financial position.

Earnings (Loss) Per Share.Earnings (loss) per share is net income (loss) applicable to common stock divided by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects additional dilutive effects for all potentially-dilutive securities, including common stock options and warrants, using the treasury stock method.

Leases. The Company determines if a contract is or contains a lease at inception or modification of the agreement. A contract is or contains a lease if there are identified assets and the right to control the use of an identified asset is conveyed for a period of time in exchange for consideration. Control over the use of the identified asset means that the lessee has both the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct the use of the asset. ASC 842 requires a dual approach for lessee accounting under which a lessee would classify and account for leases as either finance leases or operating leases, both of which result in the lessee recognizing a right-of-use (“ROU”) asset and a corresponding lease liability on the balance sheet, as measured on a discounted basis for leases with terms greater than a year. For finance leases, the lessee will recognize interest expense associated with the lease liability and depreciation expense associated with the ROU asset; for operating leases, the lessee will recognize straight-line rent expense.

The Company does not recognize ROU assets or lease liabilities for leases with a term of 12 months or less. However, costs related to short-term leases with terms greater than one month, which the Company deems material, are disclosed as a component of lease expenses when applicable. Additionally, the Company accounts for new and existing leases containing both lease and non-lease components (“embedded leases”) together as a single lease component by asset class for gaming-related equipment; therefore, the Company does not allocate contract consideration to the separate lease and non-lease components based on their relative standalone prices.

Finance and operating lease ROU assets and liabilities are recognized based on the present value of future minimum lease payments over the expected lease term at commencement. As the implicit rate is not determinable in most of the Company’s leases, management uses the Company’s incremental borrowing rate as estimated by third-party valuation specialists in determining the present value of future payments. The expected lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. Lease expense for minimum lease payments is recognized on a straight-line basis over the expected lease term.

See Note 3 below regarding lease guidance relief that the Company has taken as they relate to COVID-19.

Recently Issued Accounting ~~Standards Not Yet Adopted.~~Standards. As more fully explained in the notes to the Company's 2016 annual consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2016, certain accounting standards not yet effective may have a material effect on our financial statements. Such new standards include ASU 2016-02 relating to the accounting for leases as a lessee and ASU 2014-09 (as amended) relating to revenue recognition and presentation. These updates will be effective for annual reporting periods beginning after December 15, 2018 and 2017, respectively. Management is currently assessing the impact that adoption of the lease and revenue recognition accounting standards will have on its consolidated financial statements and footnote disclosures. Under the new revenue recognition standard, theThe Company expects it will no longer be permitted to recognize revenues for complimentary goods and services provided to customers as an inducement to gamble as gross revenue with a corresponding offset to promotional allowances to arrive at net revenues. Revenues instead will be presented net of the retail value of those complimentary goods and services.

~~Management~~ believes that there are no other ~~recently issued~~recently-issued accounting standards not yet effective that are currently likely to have a material impact on ~~our~~its financial statements.

3. LEASES

The Company has no material leases in which it is the lessor. As lessee, the Company has one finance lease for a hotel and various operating leases for land, casino and office space, equipment, buildings, and signage. The Company’s lease terms, including extensions, range from one month to approximately 38 years. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants, but the land lease at Silver Slipper does include contingent rent as further discussed below.

As a result of COVID-19, the Financial Accounting Standards Board (“FASB”), which governs U.S. GAAP, has offered companies the accounting election to apply guidance relief relating to lease concessions for business interruptions brought on by government-mandated closures. Normally, such rent deferments or forgiveness of certain payments that have been granted outside the original contract terms would trigger lease remeasurements. However, without relief in applying the lease accounting guidance, these modifications in terms would require evaluations that would be considered both costly and complex for certain companies. Rather than analyzing each lease contract individually, companies can choose on a reasonable basis to either: (1) apply the modification framework for these concessions in accordance with the applicable codification (see Note 2)

3. ~~PROPERTY AND EQUIPMENT~~

~~Property and equipment, including capital lease assets, consists of the following:~~

(In thousands) September 30,
2017 December 31,
2016
(Unaudited)
Land and improvements $ 15,057
$ 14,548
Buildings and improvements 106,416
102,410
Furniture and equipment 40,586
37,312
Construction in progress 2,443
868
164,502
155,138
Less accumulated depreciation and amortization (49,951 ) (43,673 )
$ 114,551
$ 111,465

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~~4. ACQUISITION~~

~~On May 13, 2016, we completed our acquisition of Bronco Billy's Casino~~

to calculate lease remeasurements, or (2) forgo such remeasurements and ~~Hotel ("Bronco Billy's")~~account for ~~consideration of $31.1 million. The results of operations of Bronco Billy's are~~the concessions as if they were made under the enforceable rights included in ~~our consolidated financial statements from~~ the date of acquisition. The acquisition was financed primarily through a $35 million increase in our Second Lien Credit Facility (see Note 5). During the fourth quarter of 2016, we completed our valuation analysis of the acquired net assets.

~~The following unaudited pro forma consolidated statement of operations for~~original agreement.

In its efforts to preserve cash, the Company ~~includes the results~~obtained rent concessions as a direct result of ~~Bronco Billy's~~business disruptions from COVID-19 for certain material leases, as ~~if the acquisition~~further discussed below and ~~related financing transactions occurred on January 1, 2016. The pro forma financial information does not necessarily represent the results that might have actually occurred or may occur~~ in the future. The pro forma amounts include the historical operating results of Full House and Bronco Billy's prior to the acquisition, adjusted only for matters directly attributable to the acquisition, which primarily include interest expense related to the Second Lien Credit Facility. The pro forma results also reflect the removal of non-recurring expenses directly attributable to the transaction of $1.2 million for the nine months ended September 30, 2016. The pro forma results do not include any anticipated synergies or other expected benefits from the acquisition.

Pro Forma Consolidated Statement of Operations
(In thousands except per share data, unaudited)
For the Nine Months Ended September 30, 2016
Net revenues $ 117,352
Net loss (3,372 )
Basic and diluted loss per share (0.17 )

~~5. LONG-TERM DEBT, CAPITAL LEASE AND COMMON STOCK WARRANT LIABILITY~~

~~Long-Term Debt~~

~~Long-term debt, related discounts and issuance costs consists of the following:~~

(In thousands) September 30, 2017
(unaudited)
Outstanding Principal Unamortized Discount Unamortized Debt Issuance Costs
Long-term
Debt, Net
First Lien Term Loan $ 41,625
$ —
$ (374 ) $ 41,251
Revolving Loan —
—
—
—
Second Lien Term Loan 55,000
(346 ) (997 ) 53,657
96,625
(346 ) (1,371 ) 94,908
Less current portion (1,969 ) —
—
(1,969 )
$ 94,656
$ (346 ) $ (1,371 ) $ 92,939

(In thousands) December 31, 2016
Outstanding Principal Unamortized Discount Unamortized Debt Issuance Costs
Long-term
Debt, Net
First Lien Term Loan $ 43,312
$ —
$ (561 ) $ 42,751
Revolving Loan —
—
—
—
Second Lien Term Loan 55,000
(469 ) (1,348 ) 53,183
98,312
(469 ) (1,909 ) 95,934
Less current portion (1,688 ) —
—
(1,688 )
$ 96,624
$ (469 ) $ (1,909 ) $ 94,246

The First Lien and Second Lien Credit Facilities are collateralized by substantially all of our assets and our subsidiaries guarantee our obligations under the agreements. The Second Lien Credit Facility is subordinate to the First Lien Credit Facility.

~~First Lien Credit Facility~~. This facility includes a term loan of originally $45 million and revolving loan of $2 million and matures in May 2019. Variable rate interest payments are required monthly. Quarterly principal payments of $562,500 are payable until May 2018, with such payments increasing to $843,750 thereafter through maturity. As of September 30, 2017, $41.6 million was owed.

The interest rate of the First Lien Credit Facility is based on the greater of the elected London Interbank Offered Rate (“LIBOR”) (as defined) or 1.0%, plus a margin rate of 4.25%. The margin rate increased to 4.25% from 3.75% beginning in May 2017. There is no prepayment premium or interest rate cap associated with this facility.

~~Second Lien Credit Facility~~. This facility is a $55 million term loan and currently is scheduled to mature in November 2019. The maturity is the earlier of (i) May 13, 2022, or (ii) six months following the maturity date of the First Lien Credit Facility. Interest is currently payable monthly at a rate of 13.5%, and may vary between 12.5% and 13.5%, depending on the total leverage of the Company. All principal is due at maturity. If repaid early, the prepayment premium is 2% until May 13, 2018, 1% until May 13, 2019, and no prepayment premium thereafter.

~~Covenants~~. The First Lien and Second Lien Credit Facilities contain customary representations and warranties, events of default, and positive and negative covenants. We are also required to make capital expenditures of at least 1.425%, and no more than 5.25%, of our prior-year revenues, excluding capital expenditures made from any sale of our equity securities.

The First Lien and Second Lien Credit Facilities require that we maintain specified financial covenants, including a total leverage ratio, a first lien leverage ratio, and a fixed charge coverage ratio, all of which measure Adjusted EBITDA against outstanding debt and fixed charges (as defined in the agreements). These financial covenant ratios are currently defined as follows:



~~First Lien Credit Facility~~
~~Applicable Period~~	~~Maximum~~ ~~Total Leverage~~ ~~Ratio~~	~~Maximum~~ ~~First Lien Leverage Ratio~~
~~March 31, 2017 through and including September 29, 2017~~	~~5.875x~~	~~2.625x~~
~~September 30, 2017 through and including March 30, 2018~~	~~5.750x~~	~~2.500x~~
~~March 31, 2018 through and including September 29, 2018~~	~~5.625x~~	~~2.375x~~
~~September 30, 2018 through and including March 30, 2019~~	~~5.375x~~	~~2.250x~~
~~March 31, 2019 and thereafter~~	~~5.250x~~	~~2.125x~~

~~Additionally, the Fixed Charge Coverage Ratio as of the last day of any fiscal quarter shall not be less than 1.10x.~~



~~Second Lien Credit Facility~~
~~Applicable Period~~	~~Maximum~~ ~~Total Leverage~~ ~~Ratio~~	~~Maximum~~ ~~First Lien Leverage Ratio~~
~~March 31, 2017 through and including September 29, 2017~~	~~6.125x~~	~~2.875x~~
~~September 30, 2017 through and including March 30, 2018~~	~~6.000x~~	~~2.750x~~
~~March 31, 2018 through and including September 29, 2018~~	~~5.875x~~	~~2.625x~~
~~September 30, 2018 through and including March 30, 2019~~	~~5.625x~~	~~2.500x~~
~~March 31, 2019 through and including September 29, 2019~~	~~5.500x~~	~~2.375x~~
~~September 30, 2019 and thereafter~~	~~5.250x~~	~~2.250x~~

~~Additionally, the Fixed Charge Coverage Ratio as of the last day of any fiscal quarter shall not be less than 1.0x.~~

We were in compliance with our covenants as of September 30, 2017; however, there can be no assurances that we will remain in compliance with all covenants in the future and/or that we would be successful in obtaining waivers or modifications in the event of noncompliance.

~~Capital Lease~~

Our Indiana subsidiary, Gaming Entertainment (Indiana) LLC, leases a 104-room hotel at Rising Star Casino Resort. At any time during the lease term, we have the option to purchase the hotel at a price based upon the project’s actual cost of $7.7 million, reduced by the cumulative principal payments made by the Company during the lease term. At September 30, 2017, such net amount was $5.4 million. Upon expiration of the lease term, (i) the Landlord has the right to sell the hotel to us, and (ii) we have the option to purchase the hotel.Note 12. In ~~either case, the purchase price is $1 plus closing costs.~~

On March 16, 2016, we amended the hotel lease agreement to extend the payment terms. The amendment included, among other items, a covenant that the Company make certain improvements to the Rising Star Casino Resort of at least $1 million, whichsummary, the Company has ~~already satisfied.~~

~~On September 17, 2017, we entered into a second amendment~~elected to ~~the lease agreement to facilitate construction~~apply guidance relief as granted by FASB for rent deferments as these deferrals of ~~the Recreational Vehicle Park adjoining the leased hotel.~~

~~Common Stock Warrant Liability~~

On May 13, 2016, the Company granted the Second Lien Credit Facility lenders 1,006,568 warrants. The warrants have an exercise price of $1.67 and expire on May 13, 2026. The warrants also provide for redemption rights, preemptive rights under certain circumstances to maintain their 5% ownership interest in the Company, piggyback registration rights and mandatory registration rights after two years. The redemption rights allow the warrant-holders, at their option, to require the Company to repurchase all or a portion of the warrants in the event of: (i) the maturity of the Second Lien Credit Facility, (ii) an acceleration pursuant to the Second Lien Credit Facility, (iii) a refinancing, repayment or other transaction decreasing the aggregate principal amount of the Second Lien Credit Facility debt outstanding as of May 13, 2016 by more than 50%, (iv) a liquidity event, as defined, or (v) the Company's insolvency. The repurchase value is the 21-day average price of the Company's stock at the time of the event, as defined, net of the warrant exercise price. If the redemption rights are exercised, the repurchase amount is payable by the Company in cash or through the issuance of an unsecured note with a four-year term and a minimum interest rate of 13.25%, as further defined, and would be guaranteed by the Company's subsidiaries. Alternatively, the warrant-holders may choose to have the Company register and sell the shares related to the warrants through a public stock offering.

~~We measure the fair value of the warrants at each reporting period. Due to the variable terms regarding~~payments only affect the timing of payments; the ~~settlement~~total rent amounts paid over the course of the ~~warrants,~~original contract remain the same. As such, the Company ~~utilized a "Monte Carlo" simulation approach~~will continue to ~~measure~~accrue for related lease expenses during the ~~fair value~~deferral period and forgo remeasurement of those leases. In contrast, the Company did not apply the aforementioned election for the rent forgiveness that was granted for the land lease at Silver Slipper, since the amounts paid over the remaining term of the warrants. The simulation included certain estimates by Company management regarding the estimated timing of the settlement of the warrants. Significant increases or decreases in those management estimates would result in a significantly higher or lower fair valuecontract reflect an actual reduction from its original lease measurement. At September 30, 2017, the simulation included the following assumptions: an expected contractual term of 2.82 years, an expected stock price volatility rate of 44.11%, an expected dividend yield of 0%, and an expected risk-free interest rate of 1.64%. The common stock warrant liability at September 30, 2017 was $1.4 million.

~~6. INCOME TAXES~~

The Company's effective income tax rate for the three- and nine-months ended September 30, 2017 was 18.9% and (70.2)%, respectively, compared to an effective income tax rate of 56.9% and (21.4)% in the prior-year periods. Our tax rate differs from the statutory rate of 34.0% primarily due to the effects of valuation allowances against net deferred tax assets and certain permanent item differences between tax and financial reporting purposes.

~~7. COMMITMENTS AND CONTINGENCIES~~

~~Litigation~~

In 2013 and 2014, we expended and capitalized approximately $1.6 million to repair construction defects to the parking garage at the Silver Slipper Casino and Hotel. The parking garage was originally built in 2007 and the Company acquired the Silver Slipper Casino in 2012. We hired outside legal counsel to pursue damages against the contractor and architect. During the third quarter of 2015, the case was dismissed in favor of the defendants, as the statutes of repose had expired. On November 25, 2015, we entered into a settlement and release agreement with the architect.

On January 12, 2016, we filed an appellate brief in the U.S. Court of Appeals for the Fifth Circuit ("Fifth Circuit"). On August 31, 2016, the Fifth Circuit heard oral arguments and on January 6, 2017, the Fifth Circuit reversed the District Court’s grant of summary judgment in favor of the contractor and remanded the case back to the District Court for trial. The contractor's request for rehearing was subsequently denied. During March 2017, the Company also filed a lawsuit against the contractor's insurance company.

During September 2017, we reached a settlement with the contractor and contractor's insurance company. The parties agreed to a mutual release of all claims and counterclaims, and the contractor and the contractor's insurance company paid $675,000 to the Company. The settlement effectively compensated the Company for legal and other costs associated in pursuing the matter, including $55,000 and $98,000 of legal costs during the three and nine-months ended September 30, 2017, and $106,000 and $227,000 during the three and nine months ended September 30, 2016, respectively. The settlement proceeds reduced selling, general and administrative costs.

We are party to a number of pending legal proceedings related to matters that occurred in the normal course of business. Management does not expect that the outcome of any such proceedings, either individually or in the aggregate, will have a material effect on our financial position, results of operations and cash flows.

Operating Leases

~~In addition to the following leases, we have less-significant operating leases for certain office and warehouse facilities, office equipment, signage and land.~~

Silver Slipper Casino Land Lease through April 2058 and Options to Purchase.In 2004, ~~our~~the Company’s subsidiary, Silver Slipper Casino Venture, LLC, entered into a land lease with Cure Land Company, LLC for approximately 31 acres of marshlands and a seven-acre parcel on which the Silver Slipper Casino and Hotel is situated. The ~~land lease~~agreement includes fixed, base monthly payments of $77,500 plus contingent rents of 3% of monthly gross gaming revenue (as ~~defined)~~defined in the lease) in excess of $3.65 ~~million.~~

~~The land~~million, with no scheduled base rent increases through the remaining lease term ending in 2058.

Effective March 2020, the Company later executed a fourth amendment to the original lease with the landlord, which granted a waiver of base rent for April and May of 2020. With such abatement totaling $155,000 of undiscounted cash, the Company chose to remeasure this lease in order to more fairly represent the reduction in payments, as this was the only material lease in which the Company was able to obtain rent forgiveness to date. This amendment also ~~includes an exclusive~~delays the beginning of the Company’s purchase option ~~to purchase~~period for the leased ~~land during the period~~land. The Company may exercise its purchase option from ~~February 26, 2019~~April 1, 2022 (as amended) through October 1, 2027, for $15.5 million plus a seller-retained interest in Silver Slipper Casino and Hotel’s operations of 3% of net income (as defined) for ~~ten~~10 years following the purchase date.

In the event that ~~we sell~~the Company sells or ~~transfer~~transfers either (i) substantially all of the assets of Silver Slipper Casino Venture, LLC, or (ii) ~~our~~its membership interests in Silver Slipper Casino Venture, LLC in its entirety, the purchase price will increase to $17.1 million, plus the retained interest ~~for ten years~~ mentioned above.

In either case, the Company also has an option to purchase a four-acre portion from the total 38 acres of leased land for $2.0 million in connection with the development of an owned hotel, which may be exercised at any time and would accordingly reduce the purchase price of the remaining land by $2.0 million. Following a buy-out of the lease, the property would have to purchase or otherwise provide for its drinking water, which is currently provided by the landlord as part of the lease.

Bronco ~~Billy's~~Billy’s Lease through January 2035 and Option to Purchase.Bronco ~~Billy's~~Billy’s leases certain parking lots and buildings, including a portion of the hotel and casino, under a long-term lease. The lease term includes six renewal options in three-year increments to 2035. Bronco ~~Billy's~~Billy’s exercised its first renewal option through January 2020, and currently pays $30,000 per month in rent. In May 2019, Bronco Billy’s also exercised its second renewal option to extend the lease term through January 31, 2023, which ~~increased~~will increase the monthly ~~rents from $18,500~~rent to ~~$25,000 for the first two years of the renewal period and $30,000 for the third year.~~$32,500 beginning in February 2021. The lease also contains ~~a requirement for Bronco Billy's to pay the property taxes and certain other costs associated with the leased property, and includes~~ a $7.6 million purchase option exercisable at any time during the lease term, or as extended, and a right of first ~~refusal.~~refusal on any sale of the property. See Note 12 regarding concessions granted for this lease, which are effective in the second quarter of 2020.

Christmas Casino at Bronco Billy’s through August 2021 and Option to Purchase. As part of the Bronco Billy’s expansion, the Company leased a closed casino in August 2018 and opened it as the rebranded Christmas Casino in November 2018. The lease includes a minimum three-year term with annual lease payments of $0.2 million, and can be extended an additional two years with annual lease payments of $0.3 million. The Company can also purchase the casino at any time during the lease term, or as extended. The purchase price is $2.6 million if bought by October 31, 2020, increasing by $0.1 million on each anniversary thereafter up to $2.8 million. No concession was granted for this lease to date.

Grand Lodge Casino Lease through August 2023. ~~Our~~The Company’s subsidiary, Gaming Entertainment (Nevada), LLC, has a lease with Hyatt Equities, L.L.C. ~~("Hyatt"~~(“Hyatt”) to operate the Grand Lodge Casino. The lease is collateralized by the Company’s interests under

the lease and property as(as defined in the lease) and is subordinate to the liens of the ~~First Lien and Second Lien Credit Facilities.~~senior secured notes due 2024 (see Note 5). Hyatt currently has an option ~~beginning January 1, 2019,~~ to purchase ~~our~~the Company’s leasehold interest and related operating assets of

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the Grand Lodge Casino, subject to assumption of applicable liabilities. The option price is an amount equal to the Grand Lodge Casino’s positive working capital, plus Grand Lodge Casino’s earnings before interest, income taxes, depreciation and amortization (“EBITDA”) for the twelve-month period preceding the acquisition (or pro-rated if less than twelve months remain on the lease), plus the fair market value of the Grand Lodge Casino’s personal property. ~~Monthly~~The current monthly rent ~~increased from $125,000~~of $166,667 is applicable through the remaining lease term ending in August 2023. No concession was granted for this lease to ~~$145,833 on July 1,~~date.

Corporate Office Lease through January 2025. In June 2017, ~~and will increase to $166,667 commencing on January 1, 2018. As a condition of the lease,~~ the Company purchased new gaming devices and equipment and made other capital expenditures totaling up to $1.5 million and Hyatt renovated the casino at its sole cost and expense of up to $3.5 million, with both parties completing these renovations during the second quarter of 2017.

We also have an agreement with Hyatt for exclusive usage of certain hotel rooms and suites by our casino guests. The agreement, which commenced on June 1, 2016, includes a monthly fee of $41,667, a mutual six-month termination notification clause and matures on August 31, 2023, or earlier as set forth therein.

~~Corporate Office Lease.~~ ~~In August 2016, the Company executed a lease for~~leased 4,479 square feet of office space in Las Vegas, ~~Nevada, replacing our previous office space lease that was originally due to expire in May 2018. The new lease terms include a length of 7.6 years,~~Nevada. Annual rent is approximately $0.2 million and the term of ~~annual rents~~the office lease expires in January 2025. No concession was granted for this lease to date.

Finance Lease

Rising Star Casino Hotel Lease through October 2027 and Option to Purchase. The Company’s Indiana subsidiary, Gaming Entertainment (Indiana) LLC, leases a ~~tenant improvement allowance of $0.2 million. The Company began occupying~~104‑room hotel at Rising Star Casino Resort. At any time during the ~~new office space in June 2017. During the third quarter,~~lease term, the Company ~~terminated~~has the ~~previous office space lease effective October 31, 2017 with~~option to purchase the hotel at a price based upon the project’s actual cost of $7.7 million (see Note 4), reduced by the cumulative principal payments made by the Company ~~paying two months of additional rent.~~

~~8. EARNINGS (LOSS) PER SHARE~~

~~The weighted-average number of common and common equivalent shares used in~~during the ~~calculation of basic and diluted income (loss) per share consists~~lease term. At March 31, 2020, such net amount was $4.2 million. Upon expiration of the ~~following:~~

(In thousands) Three Months Ended Nine Months Ended
September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016

Numerator:
Net income (loss) attributable to Full House Resorts, Inc. - basic $ 789
$ 135
$ (1,338 ) $ (2,596 )
Adjustment for assumed conversion of warrants —
(181 ) —
—
Net income (loss) attributable to Full House Resorts, Inc. - diluted $ 789
$ (46 ) $ (1,338 ) $ (2,596 )

Denominator:
Weighted-average common share equivalents - basic 22,891
19,689
22,877
19,666
Potential dilution from share-based awards 772
195
—
—
Potential dilution from assumed conversion of warrants —
112
—
—
Weighted-average common and common share equivalents - diluted 23,663
19,996
22,877
19,666
Anti-dilutive share-based awards and warrants excluded from the calculation of diluted earnings per share 1,487
494
3,545
3,065

~~In November 2016,~~lease term in October 2027, (i) the landlord has the right to sell the hotel to the Company, completed a rights offering to existing common stockholders. Because the rights issuance was offered to all existing stockholders at an exercise price that was less than the fair value of the stock, the weighted average shares outstanding and ~~basic and diluted earnings per share were adjusted retroactively to reflect the bonus element of the rights offering for all periods presented. As a result,~~(ii) the Company ~~retroactively adjusted~~has the ~~basic weighted average number of common shares outstanding from 19,018,809~~option to ~~19,689,332~~purchase the hotel. In either case, the purchase price is $1 plus closing costs. See Note 12 regarding concessions granted for ~~the three months ended September 30, 2016, and from 18,995,279 to 19,665,686 for the nine months ended September 30, 2016.~~

~~9. SHARE-BASED COMPENSATION~~

~~During~~this lease, which are effective in the second quarter of ~~2017, our stockholders approved~~2020.

Leases recorded on the balance sheet consist of the following:


(In thousands)

Leases	Balance Sheet Classification	March 31, 2020		December 31, 2019
Assets
Operating lease assets	Operating Lease Right-of-Use Assets, Net	$	19,674	$	19,171
Finance lease assets	Property and Equipment, Net(1)		4,997		5,037
Total lease assets		$	24,671	$	24,208

Liabilities
Current
Operating	Current Portion of Operating Lease Obligations	$	3,113	$	2,707
Finance	Current Portion of Finance Lease Obligation		473		448
Noncurrent
Operating	Operating Lease Obligations, Net of Current Portion		16,794		16,706
Finance	Finance Lease Obligation, Net of Current Portion		3,708		3,829
Total lease liabilities		$	24,088	$	23,690

(1)Finance lease assets are recorded net of accumulated amortization of $2.7 million as of March 31, 2020.

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The components of lease expense are as follows:


(In thousands)		Three Months Ended
		March 31,
Lease Costs	Statement of Operations Classification	2020		2019
Operating leases:
Fixed/base rent	Selling, General and Administrative Expenses	$	1,200	$	960
Variable payments	Selling, General and Administrative Expenses		154		184
Finance lease:
Amortization of leased assets	Depreciation and Amortization		40		40
Interest on lease liabilities	Interest Expense, Net		32		54
Total lease costs		$	1,426	$	1,238

Maturities of lease liabilities as of March 31, 2020 are summarized as follows:


(In thousands)
	Operating		Financing
Year Ending December 31,	Leases		Lease(1)
2020 (excluding the three months ended March 31, 2020)	$	3,451	$	488
2021		4,684		652
2022		4,468		652
2023		2,876		652
2024		1,135		652
Thereafter		31,017		1,847
Total future minimum lease payments		47,631		4,943
Less: Amount representing interest		(27,724)		(762)
Present value of lease liabilities		19,907		4,181
Less: Current lease obligations		(3,113)		(473)
Long-term lease obligations	$	16,794	$	3,708

(1)The Company’s only material finance lease is at Rising Star Casino Resort for a 104‑room hotel.

Other information related to lease term and discount rate is as follows:


Lease Term and Discount Rate	March 31, 2020		December 31, 2019
Weighted-average remaining lease term
Operating leases	19.3	years	20.2	years
Finance lease	7.5	years	7.8	years
Weighted-average discount rate
Operating leases(1)	9.38	%	9.40	%
Finance lease	4.50	%	4.50	%

(1)Upon adoption of the new lease standard, discount rates used for existing operating leases were established on January 1, 2019.

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Supplemental cash flow information related to leases is as follows:


(In thousands)	Three Months Ended
	March 31,
Cash paid for amounts included in the measurement of lease liabilities:	2020		2019
Operating cash flows for operating leases	$	1,209	$	961
Operating cash flows for finance lease	$	32	$	54
Financing cash flows for finance lease	$	95	$	125

4. PROPERTY AND EQUIPMENT

Property and equipment, including finance lease assets, consists of the following:


(In thousands)	March 31,		December 31,
	2020		2019
Land and improvements	$	16,144	$	16,144
Buildings and improvements		107,139		106,946
Furniture and equipment		48,138		47,886
Finance lease assets (see Note 3)		7,726		7,726
Construction in progress		11,112		10,856
		190,259		189,558
Less: Accumulated depreciation		(70,066)		(68,071)
	$	120,193	$	121,487

5. LONG-TERM DEBT

Long-term debt, related discounts and issuance costs consist of the following:


(In thousands)	March 31,		December 31,
	2020		2019
Senior Secured Notes	$	107,650	$	107,925
Less: Unamortized discounts and debt issuance costs		(3,676)		(3,902)
		103,974		104,023
Less: Current portion of long-term debt		(1,100)		(1,100)
	$	102,874	$	102,923

Senior Secured Notes and Waiver. On April 28, 2020, the Company executed the Third Amendment to Indenture dated as of April 28, 2020 (the “Amendment”) to amend the Indenture dated as of February 2, 2018 (as amended and supplemented, the “Indenture”), which governs the senior secured notes due 2024 issued by the Company in the aggregate principal amount of $110.0 million (collectively, the “Notes”).Reflecting the impact of the temporary closures of the Company’s properties due to COVID-19, the Amendment (i) deleted the total leverage ratio covenant as of March 31, 2020, and (ii) resolved any potential ambiguities regarding a qualified auditor opinion in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. The Company paid an amendment fee of 0.35%, or $376,775 to the ~~2015 Equity Incentive Plan ("2015 Plan") that~~holders of its Notes, based on the outstanding balance of the aggregate principal amount as of March 31, 2020. Additionally, as set forth below, the Amendment increased the ~~number~~optional premiums by 15 basis points, plus accrued and applicable unpaid interest, if the Company chooses to redeem all or a part of ~~shares~~the Notes prior to maturity:


Redemption Periods	Percentage Premium
On February 2, 2020 to February 1, 2021	1.65	%
On February 2, 2021 to February 1, 2022	0.65	%
On or after February 2, 2022	0.15	%

Table of ~~common stock available~~Contents

The Notes bear interest at the greater of the three-month London Interbank Offered Rate (“LIBOR”) or 1.0%, plus a margin rate of 7.0%. Interest on the Notes is payable quarterly in arrears, on March 31, June 30, September 30 and December 31 of each year until the Notes mature on February 2, 2024. On each interest payment date, the Company is required to make principal payments of $275,000 with a balloon payment for ~~issuance under~~ the ~~2015 Plan from 1,400,000 to 2,500,000. In~~

~~addition~~remaining $103.7 million due upon maturity. Excluding the exercise of any optional early redemptions as detailed above, this increase to the ~~increase~~original balloon payment of an additional $165,000 includes 0.15% applied to the aggregate principal amount of the Notes repaid according to the Amendment.

The Notes are collateralized by substantially all of the Company’s assets and are guaranteed by all of its material subsidiaries.

Interest Rate Cap Agreement. The Company maintains an Interest Rate Cap from Capital One, N.A. (“Capital One”) in order to manage expected interest rate increases on the Notes. The agreement is for a notional amount of $50 million and expires on March 31, 2021. The Interest Rate Cap has a strike rate of 3.00% and resets every three months at the end of March, June, September, and December. If the three-month LIBOR exceeds the strike rate at the end of any covered period, the Company will receive cash payments from Capital One. For details regarding fair value measurements, see Note 2.

Covenants. The Indenture governing the Notes contains customary representations and warranties, events of default, and positive and negative covenants, including financial covenants. The Company is required to maintain a total leverage ratio, which measures Consolidated EBITDA (as defined in the ~~number~~Indenture) against outstanding debt. The Company is allowed to deduct up to $15 million of ~~authorized shares issuable under~~its cash and equivalents (beyond estimated cash utilized in daily operations) in calculating the ~~2015 Plan,~~numerator of such ratio. The Amendment deleted the ~~amendment included several "best practices" changes.~~

~~In May 2017,~~total leverage ratio covenant for the period ended March 31, 2020. For the remainder of the year, the total leverage ratio maximum is 5.75x through September 30, 2020 and 5.50x through December 31, 2020. Due to the impact of COVID-19, the Company ~~issued 180,000 stock options under~~is currently in discussions with its lenders regarding amendments with respect to leverage ratio covenants in future periods. However, there can be no assurances that the ~~2015 Plan to various employees~~Company will remain in compliance with all covenants and/or that it would be successful in obtaining waivers or modifications in the event of noncompliance in the future.

6. COMMON STOCK WARRANT LIABILITY

As part of the Company’s former Second Lien Credit Facility, on May 13, 2016, the Company ~~all of~~granted the Second Lien Credit Facility lenders 1,006,568 warrants, which have an exercise price of ~~$2.32. These stock options all vest~~$1.67 and expire on May 13, 2026. The warrants also provide for redemption rights, preemptive rights under certain circumstances to maintain their ownership interest in ~~equal amounts over the next three years. Additionally,~~ the Company, ~~extended~~piggyback registration rights and mandatory registration rights. In addition to a refinancing, the ~~employment~~redemption rights allow the warrant-holders, at their option, to require the Company to repurchase all or a portion of the warrants upon the occurrence of certain events, including: (i) a liquidity event, as defined in the warrant purchase agreement, ~~of Daniel R. Lee,~~or (ii) the ~~Company's President and Chief Executive Officer, through November 2020 and simultaneously issued 240,000 stock options under~~Company’s insolvency. The repurchase value is the 2015 Plan to him with an exercise price of $2.32. Mr. Lee's options will vest ratably on a monthly basis between December 1, 2018 and November 30, 2020 in conjunction with his amended employment agreement. In all cases, the exercise21‑day average price of the ~~options reflects~~Company’s common stock at the ~~Company's closing~~time of such liquidity event, net of the warrant exercise price. If the redemption rights are exercised, the repurchase amount is payable by the Company in cash or through the issuance of an unsecured note with a four-year term and a minimum interest rate of 13.25%, as further defined in the warrant purchase agreement, and would be guaranteed by the Company’s subsidiaries. Alternatively, the warrant-holders may choose to have the Company register and sell the shares related to the warrants through a public stock offering.

The Company’s debt refinancing of the Second Lien Credit Facility during 2018 was considered a “triggering event” for the possible redemption or registration of the warrants. The Company’s warrant-holders have not yet requested the redemption or registration of their outstanding warrants, though they may do so on any six-month anniversary of the refinancing date prior to warrant expiration. Accordingly, the obligation is reflected as a current liability.

The Company measures the fair value of the warrants at each reporting period (see Note 2). At March 31, 2020, the estimated fair value was determined using the following assumptions: an expected contractual term of 6.12 years, an expected stock price volatility rate of 58.85%, an expected dividend yield of 0%, and an expected risk-free interest rate of 0.47%.

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7. INCOME TAXES

The Company’s effective income tax rate for the three-months ended March 31, 2020 and 2019 was (2.2%) and (9.6%), respectively. The Company’s tax rate differs from the statutory rate of 21.0% primarily due to the effects of valuation allowances against net deferred tax assets, as well as certain permanent item differences between tax and financial reporting purposes.

On March 18, 2020, the Families First Coronavirus Response Act (the “FFCR Act”), and on March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) were each enacted in response to COVID-19. The FFCR Act and the CARES Act contain numerous income tax provisions, such as relaxing limitations on the ~~date~~deductibility of ~~grant.~~

~~As compensation for their annual service,~~interest and the use of net operating losses arising in taxable years beginning after December 31, 2017; however, these benefits do not impact the Company’s current tax provision.

8. COMMITMENTS AND CONTINGENCIES

Litigation

The Company is party to a number of pending legal proceedings related to matters that occurred in the normal course of business. Management does not expect that the outcome of any such proceedings, either individually or in the aggregate, will have a material effect on the Company’s financial position, results of operations and cash flows.

Options to Purchase or Lease Land

La Posada del Llano Racetrack Proposal in New Mexico. During July 2018, the Company ~~also issued~~paid $125,000 for options to ~~non-executive members~~purchase approximately 520 acres of adjoining land in Clovis, New Mexico as part of its ~~Board~~racetrack casino proposal to the New Mexico Racing Commission. The proposal was in response to the New Mexico Racing Commission’s request for proposals related to the potential issuance of ~~Directors 59,990 stock~~the state’s sixth racing license. During July 2019, the Company paid an additional $125,000 in total to renew these two options, ~~under~~as detailed below. In August 2019, the ~~2015 Plan with an exercise price~~New Mexico Racing Commission announced that it would not issue the sixth racing license at this time, but may do so in the future. The New Mexico options consisted of:

A $75,000 option to purchase 200 acres of land, which ended on the earlier of either July 2019 or 60 days following the granting of the sixth license to conduct horseracing by the New Mexico Racing Commission and New Mexico Gaming Control Board (“License Award”) and all related approvals, permits, and other licenses. In July 2019, the Company extended the purchase option by one year for another $75,000 under the same terms. Prior to the end of this first option extension, the Company may extend the purchase option by one year for an additional $75,000 under the same terms. Additionally, prior to the end of this first extension period, or as further extended, the Company may purchase the land for $1.4 million, which can be reduced by the option payments.

A $50,000 option to purchase 320 acres of land, which ended on the earlier of either July 2019 or 60 days following the granting of the License Award and all related approvals, permits, and other licenses. In July 2019, the Company extended the purchase option by one year for another $50,000 under the same terms. Prior to the end of this option extension, the Company may purchase the land for $1.6 million, which can be reduced by the option payments.

Table of ~~$2.32~~Contents

9. EARNINGS (LOSS) PER SHARE

The table below reconciles basic and ~~a one-year vesting period; and 25,860 shares~~diluted loss per share of common ~~stock under the 2015 Plan that vested immediately.~~stock:


(In thousands)	Three Months Ended March 31,
	2020		2019
Numerator:
Net loss - basic	$	(4,358)	$	(1,617)
Adjustment for assumed conversion of warrants		(1,656)		—
Net loss - diluted	$	(6,014)	$	(1,617)

Denominator:
Weighted-average common and common share equivalents - basic		27,076		26,940
Potential dilution from assumed conversion of warrants		364		—
Weighted-average common and common share equivalents - diluted		27,440		26,940
Anti-dilutive share-based awards and warrants excluded from the calculation of diluted loss per share		2,844		3,556

10. SHARE-BASED COMPENSATION

As of ~~September 30, 2017, we~~March 31, 2020, the Company had ~~1,037,906~~489,635 share-based awards authorized by shareholders and available for grant from the 2015 ~~Plan.~~

Equity Incentive Plan (the “2015 Plan”).

The following table summarizes information related to ~~our~~the Company’s common stock options as of ~~September 30, 2017:~~March 31, 2020:


		Weighted
	Number	Average
	of Stock	Exercise
	Options	Price
Options outstanding at January 1, 2020	2,844,405	$	1.71
Granted	—		—
Exercised	—		—
Canceled/Forfeited	—		—
Expired	—		—
Options outstanding at March 31, 2020	2,844,405	$	1.71
Options exercisable at March 31, 2020	2,211,671	$	1.57

Number
of Stock
Options

Weighted
Average
Exercise Price
Options outstanding at January 1, 2017 2,057,950
$ 1.42
Granted 479,990
$ 2.32
Exercised —
n/a
Canceled/Forfeited —
n/a
Options outstanding at September 30, 2017 2,537,940
$ 1.59
Options exercisable at September 30, 2017 1,295,996
$ 1.39

We estimated the fair value of each stock option award on the grant date using the Black-Scholes valuation model. Option valuation models require the input of highly subjective assumptions. Changes in assumptions used can materially affect the fair value estimate. Option valuation assumptions for the options granted during the nine-month period ended September 30, 2017 included: an expected volatility range between 43.6% and 44.8%, an expected dividend yield of 0%, an expected term of 4.9 to 6.2 years, and an expected weighted-average risk-free rate of between 1.9% and 2.1%.

Share-based compensation expense totaled ~~$128,000~~$83,000 and ~~$95,000~~$86,000 for the ~~three months~~three-months ended ~~September 30, 2017~~March 31, 2020 and ~~2016, respectively, and $397,000 and $315,000 for the nine months ended September 30, 2017 and 2016,~~2019, respectively. As of ~~September 30, 2017,~~March 31, 2020, there was approximately ~~$0.8~~$0.4 million of unrecognized compensation cost related to unvested stock options previously granted that is expected to be recognized over a ~~weighted average~~weighted-average period of ~~1.4~~approximately 1.9 years.

~~10.~~

11. SEGMENT REPORTING

~~We manage our~~ AND DISAGGREGATED REVENUE

The Company manages its casinos based on geographic regions within the United States. The casino/resort operations include four segments: Silver Slipper Casino and Hotel (Hancock County, Mississippi); Rising Star Casino Resort, consisting of Rising Star Casino Resort (Rising Sun, Indiana) and its ferry boat operations (connecting Rising Sun, Indiana with Boone County, Kentucky); Bronco ~~Billy's~~Billy’s Casino and Hotel ~~(Cripple~~(including the Christmas Casino & Inn, both in Cripple Creek, Colorado); and the Northern Nevada segment, consisting of Grand Lodge Casino (Incline Village, Nevada) and Stockman’s Casino (Fallon, Nevada). ~~Bronco Billy's Casino and Hotel was acquired on May 13, 2016.~~

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The Company utilizes Adjusted Property EBITDA as the measure of segment profit in assessing performance and allocating resources at the reportable segment level. Adjusted Property EBITDA is defined as earnings before interest and other non-operating income (expense), taxes, depreciation and amortization, pre-opening expenses, impairment charges, asset write-offs, recoveries, gain (loss) from asset disposals, project development and acquisition costs, non-cash share-based compensation expense, and corporate-related costs and expenses that are not allocated to each property.

The following tables present the ~~Company's~~Company’s segment information:


(In thousands)	Three Months Ended March 31, 2020
	Silver				Bronco
	Slipper		Rising Star		Billy’s		Northern
	Casino		Casino		Casino		Nevada
	and Hotel		Resort		and Hotel		Casinos		Corporate		Total
Net Revenues
Casino	$	9,070	$	5,028	$	4,005	$	2,648	$	—	$	20,751
Food and beverage		4,679		1,153		767		391		—		6,990
Hotel		969		858		147		—		—		1,974
Other operations		374		632		63		69		—		1,138
	$	15,092	$	7,671	$	4,982	$	3,108	$	—	$	30,853

Adjusted Property EBITDA	$	1,831	$	(1,093)	$	(478)	$	(390)	$	—	$	(130)
Other operating costs and expenses:
Depreciation and amortization												(2,040)
Corporate expenses												(1,119)
Project development costs												(56)
Stock-based compensation												(83)
Operating loss												(3,428)
Other (expense) income:
Interest expense, net												(2,491)
Adjustment to fair value of warrants												1,656
												(835)
Loss before income taxes												(4,263)
Income tax provision												95
Net loss											$	(4,358)

(In thousands, unaudited)

For the Three Months Ended,
For the Nine Months Ended,
September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016
Net Revenues
     Silver Slipper Casino and Hotel $ 16,425
$ 14,987
$ 49,520
$ 44,326
     Rising Star Casino Resort 12,698
12,553
37,498
36,852
     Bronco Billy's Hotel and Casino 7,505
7,092
20,140
10,427
     Northern Nevada Casinos 7,098
6,629
16,309
16,199
$ 43,726
$ 41,261
$ 123,467
$ 107,804

Adjusted Property EBITDA
     Silver Slipper Casino and Hotel $ 3,054
$ 2,304
$ 9,013
$ 7,335
     Rising Star Casino Resort 728
751
2,671
2,483
     Bronco Billy's Hotel and Casino 1,769
1,610
4,092
2,698
     Northern Nevada Casinos 1,892
1,864
2,391
3,256
7,443
6,529
18,167
15,772

Other operating (expenses) income:
Depreciation and amortization (2,193 ) (2,203 ) (6,428 ) (5,795 )
Corporate expenses (1,064 ) (889 ) (3,518 ) (3,165 )
Project development and acquisition costs (53 ) (130 ) (238 ) (902 )
Gain (loss) on asset disposals, net (12 ) (309 ) 2
(309 )
Share-based compensation (128 ) (95 ) (397 ) (315 )
Operating income 3,993
2,903
7,588
5,286
Other (expense) income:
Interest expense (2,718 ) (2,748 ) (8,102 ) (6,740 )
Debt modification costs —
(24 ) —
(624 )
Adjustment to fair value of warrants (302 ) 181
(272 ) (60 )
(3,020 ) (2,591 ) (8,374 ) (7,424 )
Income (loss) before income taxes 973
312
(786 ) (2,138 )
Provision for income taxes 184
177
552
458
Net income (loss) $ 789
$ 135
$ (1,338 ) $ (2,596 )

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(In thousands)	Three Months Ended March 31, 2019
	Silver				Bronco
	Slipper		Rising Star		Billy’s		Northern
	Casino		Casino		Casino		Nevada
	and Hotel		Resort		and Hotel		Casinos		Corporate		Total
Net Revenues
Casino	$	12,379	$	7,343	$	5,243	$	3,333	$	—	$	28,298
Food and beverage		5,371		1,813		974		500		—		8,658
Hotel		1,144		1,423		148		—		—		2,715
Other operations		387		289		75		72		—		823
	$	19,281	$	10,868	$	6,440	$	3,905	$	—	$	40,494

Adjusted Property EBITDA	$	3,845	$	404	$	615	$	(9)	$	—	$	4,855
Other operating costs and expenses:
Depreciation and amortization												(2,091)
Corporate expenses												(1,278)
Project development costs												(133)
Gain on disposal of assets, net												1
Stock-based compensation												(86)
Operating income												1,268
Other (expense) income:
Interest expense, net												(2,703)
Adjustment to fair value of warrants												(40)
												(2,743)
Loss before income taxes												(1,475)
Income tax provision												142
Net loss											$	(1,617)


(In thousands)	March 31,		December 31,
	2020		2019
Total Assets
Silver Slipper Casino and Hotel	$	83,574	$	87,980
Rising Star Casino Resort		34,917		40,277
Bronco Billy's Casino and Hotel		42,470		45,034
Northern Nevada Casinos		14,469		18,612
Corporate and Other		27,510		19,432
	$	202,940	$	211,335

12. SUBSEQUENT EVENTS

Continuation of Temporary Casino Closures. As a precautionary measure against the ongoing spread of COVID-19, various state governments ordered the temporary closure of all casinos in their respective states. As previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, all of the Company’s casinos and related operations temporarily closed in mid-March 2020. While these closures are expected to be temporary, the current circumstances are dynamic and the impacts of COVID-19 on the Company’s business operations, including the duration and impact on overall customer demand, the timing of the reopening of its casinos, the timing of the launch of mobile sports wagering in Indiana and Colorado by the Company’s contracted parties, new information which may emerge concerning the severity of COVID-19, and the actions to contain COVID-19 or treat its impact, among others, cannot be reasonably estimated at this time and the Company anticipates this could have a material adverse impact on its business, results of operations, financial position and cash flows.

(In thousands)
September 30,
2017 December 31,
2016
(unaudited)
Total Assets
     Silver Slipper Casino and Hotel $ 80,830
$ 79,975
     Rising Star Casino Resort 37,066
36,444
     Bronco Billy's Hotel and Casino 35,777
36,732
     Northern Nevada Casinos 13,234
12,722
     Corporate and Other 10,493
11,333
$ 177,400
$ 177,206

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We currently believe that our properties will reopen to the public according to the following schedule: by May 22, 2020 for the Silver Slipper Casino and Hotel; late May 2020 for Stockman’s Casino and Grand Lodge Casino; early June 2020 for Bronco Billy’s Casino and Hotel; and June 14, 2020 for Rising Star Casino Resort. As COVID-19 is dynamic, such planned opening dates are subject to change.

The Company currently believes that, through its current cash balances, it has the liquidity necessary to sustain closure beyond the currently-mandated closure periods. To preserve liquidity, upon the temporary closure of its properties in March 2020, the Company significantly reduced staffing levels at each of its properties and at its corporate office to a small group of essential employees. The Company also elected to suspend construction of the Phase One parking garage at Bronco Billy’s, allowing it to use the cash designated for such construction to provide the Company with additional liquidity until its casinos are permitted to reopen. No assurance can be given that, should the casino closures extend for a prolonged period or if business volumes are significantly impacted after opening and require it to seek additional liquidity, the Company will be able to successfully raise additional funds. As stated above, the Company will work diligently to reopen its casinos as soon as it is permitted to do so.

Waiver and Amendment of Debt Covenants.On April 28, 2020, the Company executed the Amendment dated as of April 28, 2020 to amend the Indenture to the Notes, which deleted the total leverage covenant for the period ended March 31, 2020, amongst other items (see Note 5).

Sports Wagering in Indiana and Colorado. The Colorado Limited Gaming Control Commission approved the Company for its three permitted “Sports Betting Master Licenses” in March 2020. Additionally, in April 2020, the Company’s three providers for mobile sports wagering were approved for their “Temporary Internet Sports Betting Operator Licenses.” On May 1, 2020, online/mobile sports wagering in Colorado went live, though without significant sporting events and games to wager on. The Company currently expects that at least one of its contracted sports wagering websites will launch in Colorado in the second quarter of 2020, and that all three contracted websites will have launched in Colorado by the end of the third quarter of 2020.

In Indiana, one of the Company’s three providers for sports wagering websites launched operations on December 30, 2019. The remaining two companies await licensure.

Contractually, these six sports betting agreements in Colorado and Indiana are expected to result in a combined minimum of $7 million per year in revenues for the Company after their launch of operations, with minimal expected related costs.

Unsecured Loans Under the CARES Act. On May 8, 2020, two wholly-owned subsidiaries of the Company executed promissory notes (the “Promissory Notes”) evidencing unsecured loans in the aggregate amount of $5,606,200 through programs established under the CARES Act and administered by the U.S. Small Business Administration (the “SBA”). Such funds will be used principally to rehire several hundred employees at Rising Star and Bronco Billy’s in preparation for the reopening of these businesses. The Loans are being made through Zions Bancorporation, N.A. dba Nevada State Bank (the “Lender”), have a two-year term, bear interest at a rate of 1.00% per annum, and mature on May 3, 2022. Monthly principal and interest payments are deferred for six months. Beginning in December 2020, the Company is required to make monthly payments of principal and interest to the Lender. The Loans may be prepaid at any time prior to maturity with no prepayment penalties. Such Loans may be forgiven, either in whole or in part, depending on the amount of such proceeds that are used for certain eligible expenses, including primarily the payroll and health benefits of employees who would otherwise be without jobs or health benefits. The details of such potential loan forgiveness are still being developed by the SBA and there is no certainty that any or all of such Loans will be forgiven.

Concessions Obtained for Certain Leases. In the second quarter of 2020, the Company was able to obtain deferments as a direct result of business disruptions from COVID-19 for its operating lease at Bronco Billy’s and its finance lease at Rising Star. Effective March 2020, the Company also obtained rent abatements for April and May of 2020 of its casino land lease at Silver Slipper. For details and discussion of accounting treatment, see Note 3.

Subsequently in April 2020 at Bronco Billy’s, the Company executed a letter agreement to the original lease with the landlord, which granted partial lease deferrals for specified amounts (separately, the “First Deferral Amount” and “Second Deferral Amount”). For each of May, June and July of 2020, the First Deferral Amount would reduce the base rent by $8,000. Also, for each of August, September and October of 2020, the Second Deferral Amount would reduce the base rent by $5,300. Altogether, the deferrals totaling $39,900 of undiscounted cash require the Company to make such payments in full no later

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than December 1, 2021. As the Company determined that this concession affected only the timing of payments, it took the guidance relief of not remeasuring the lease liability and corresponding ROU asset, which would have been required under the existing modification framework in ASC 842. Additionally, the Company will accrue for the full amount of lease expenses corresponding to the respective periods as if no changes to rent payments were made.

At Rising Star, the Company was able to obtain approvals from the landlord for deferments of payments due for April and May 2020 until its reopening. As COVID-19 is dynamic, the Company believes Rising Star will reopen to the public on June 14, 2020, with such planned opening dates subject to change. Altogether, the deferrals amount to approximately $109,000 of undiscounted cash. As the Company determined that this concession affected only the timing of payments, it took the guidance relief of not remeasuring the lease liability and corresponding ROU asset, which would have been required under the existing modification framework in ASC 842. Additionally, the Company will accrue for the full amount of interest expenses corresponding to the respective periods as if no changes to rent payments were made.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This management’s discussion and analysis of financial condition and results of operations contains forward-looking statements that involve risks and uncertainties. Please see “Forward-Looking Statements” for a discussion of the uncertainties, risks and assumptions that may cause our actual results to differ materially from those discussed in the forward-looking statements. This discussion should be read in conjunction with our historical financial statements and related notes thereto and the other disclosures contained elsewhere in this Quarterly Report on Form ~~10-Q,~~10‑Q, and the audited consolidated financial statements and notes for the fiscal year ended December 31, ~~2016,~~2019, which were included in our Annual Report on Form ~~10-K,~~10‑K, filed with the Securities and Exchange Commission ~~("SEC"~~(“SEC”) on March ~~17, 2017.~~30, 2020. The results of operations for the periods reflected herein are not necessarily indicative of results that may be expected for future periods. Full House Resorts, Inc., together with its subsidiaries, may be referred to as “Full ~~House”,~~House,” the ~~“Company”, “we”,~~“Company,” “we,” “our” or ~~“us”,~~“us,” except where stated or the context otherwise indicates.

Executive Overview

Our primary business is the ownership and/or operation of casino and related hospitality and entertainment facilities, which includes offering ~~gaming,~~casino gambling, hotel accommodations, dining, golfing, RV camping, sports betting, entertainment and retail ~~and~~outlets, among other amenities. We own ~~and/~~or operate five casino properties in four ~~states -~~states: Mississippi, Colorado, Indiana and Nevada. We view our Mississippi, Colorado and Indiana properties as distinct operating segments and both of our Nevada properties as one operating segment.

Our portfolio consists of the following:


	Acquisition
Property	~~Acquisition~~ Date	Location
Silver Slipper Casino and Hotel	2012	Hancock County, MS (near New Orleans)
Bronco ~~Billy~~Billy’s Casino and Hotel	2016	Cripple Creek, CO (near Colorado Springs)
Rising Star Casino Resort	2011	Rising Sun, IN (near Cincinnati)
Stockman’s Casino	2007	Fallon, NV (one hour east of Reno)
Grand Lodge Casino (leased and part of the Hyatt Regency Lake Tahoe Resort, Spa and Casino)	2011	Incline Village, NV (North Shore of Lake Tahoe)

Our financial results are dependent upon the number of patrons that we attract to our properties and the amounts those guests spend per visit. While we do provide credit at some of our casinos where we are permitted to by gaming regulations, most of our revenues are cash-based, through customers wagering with cash or paying for non-gaming services with cash or credit cards. Our revenues are primarily derived from ~~gaming activities, which include~~ slot machines, but also include table games, keno, and ~~keno.~~sports betting. In addition, we derive a significant amount of revenue from our hotels and our food and beverage outlets. We also derive revenues from our golf course ~~(at~~at Rising Star, ~~Casino Resort),~~our recreational vehicle parks (“RV parks”) as owned at Rising Star and managed at Silver Slipper, and retail outlets and ~~entertainment, and expect to derive additional revenues from our newly constructed projects as further described herein. Promotional allowances consist primarily of~~entertainment. We often provide hotel rooms and food and beverages ~~furnished~~ to customers on a complimentary ~~basis. The retail~~basis; the value of such services isare included as revenue in those categories, offset by contra-revenue in the ~~respective~~casino revenue ~~classifications~~category. As a result, the casino revenues in our financial statements reflect patron gaming wins and ~~is then deducted as promotional allowances~~losses, reduced by the retail value of complimentary services, the value of free play provided to ~~calculate net revenues.~~ customers, the value of points earned by casino customers that can be redeemed for services or free play, and accruals for certain progressive jackpots offered by the Company.

We may experience significant fluctuations in our quarterly operating results due to seasonality, variations in gaming hold percentages and other factors. Consequently, our operating results for any quarter or year are not necessarily comparable and may not be indicative of future periods’ results.

~~The casino resort industry~~

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Our market environment is ~~capital-intensive,~~highly competitive and wecapital-intensive. We rely on the ability of our properties to generate operating cash flow to pay interest, repay debt, and fund maintenance and certain growth-related capital expenditures. We continuously focus on improving the operating margins of our existing properties through a combination of revenue growth and expense management. We also assess growth and development opportunities, which include capital investments at our existing properties, the development of new properties, and the acquisition of existing properties.

Recent Developments

COVID-19 Pandemic.In March 2020, the World Health Organization declared the outbreak of the novel coronavirus as a pandemic (“COVID-19”), which continues to be spread throughout the U.S. and the world. COVID-19 has driven the implementation of significant, government-imposed measures to prevent or reduce its spread, including travel restrictions, closing of borders, “shelter in place” orders and business closures. Pursuant to state government orders to prevent the spread of COVID-19, we temporarily closed all of our casino properties in March 2020. As a result, we have experienced a material decline in our revenues. While our business performed largely as expected in January, February and early March of 2020, the closure of our casinos during March 2020 resulted in our total operating revenues decreasing by 23.8% in the first quarter of 2020 as compared to the first quarter of 2019. While the length and severity of the impact on our operating results is uncertain, we presently expect the decline in revenue to increase in the second quarter of 2020. The extent to which our financial and operating results in future periods may be affected by COVID-19 will largely depend on future developments, which are highly uncertain and cannot be accurately predicted, including the timing of the reopening of our casinos, new information which may emerge concerning the severity of COVID-19 and the actions to contain COVID-19 or treat its impact, the level of customer demand upon reopening of our casinos, increased operating costs in light of social distancing requirements as a result of COVID-19 and general economic conditions, among others. We currently believe that our properties will reopen to the public according to the following schedule: by May 22, 2020 for the Silver Slipper Casino and Hotel; late May 2020 for Stockman’s Casino and Grand Lodge Casino; early June 2020 for Bronco Billy’s Casino and Hotel; and June 14, 2020 for Rising Star Casino Resort. As COVID-19 is dynamic, such planned opening dates are subject to change. For a further discussion regarding the impacts of COVID-19 on our business, see “Liquidity and Capital Resources – COVID-19 Impact on Liquidity” below.

Waiver and Amendment of Debt Covenants. In April 2020, we obtained a waiver and amendment (the “Waiver and Amendment”) to the indenture dated as of February 2, 2018 (as amended and supplemented, the “Indenture”), which governs the aggregate $110.0 million of senior secured notes due 2024 (collectively, the “Notes”). The Waiver and Amendment was executed in recognition of the impacts of COVID-19 on our business and operations. Pursuant to the Waiver and Amendment, among other things, the noteholders agreed to delete the total leverage ratio covenant for the measurement period ending on March 31, 2020 and to waive the requirement to deliver a financial statement to each noteholder without a “going-concern” or like qualification or exception. In consideration for the amendment and one-time waiver, we paid the noteholders a waiver fee of 0.35%, or $376,775. We also agreed to increase the call premium to noteholders upon optional redemption of the Notes by 15 basis points for all periods on or after February 2, 2020, as well as on any amounts outstanding at maturity. We continue to discuss the amendment of covenant levels for future quarters; however, there can be no assurance that we will be successful in our efforts to obtain such future waivers or amendments.

Bronco Billy’s Expansion Suspended. In March 2020, in light of COVID-19, we suspended construction of the Phase One parking garage at Bronco Billy’s. Whether or not we will be able to complete the parking garage in the near future will depend on the length of time that our casinos are closed, the operating results of our casinos when they reopen, and the capital markets that might be available to us at some future date. Phase Two of the Bronco Billy’s expansion project, which is expected to include a new luxury hotel tower, spa, convention and entertainment space, and two new restaurants, is contingent upon receipt of financing on acceptable terms, among other contingencies. We do not intend to commence construction of Phase Two until Phase One is completed.

Sports Wagering in Colorado and Indiana. In Colorado, the Colorado Limited Gaming Control Commission approved us for our three permitted “Sports Betting Master Licenses” in March 2020. Additionally, in April 2020, our three providers for mobile sports wagering were approved for their “Temporary Internet Sports Betting Operator Licenses.” On May 1, 2020, online/mobile sports wagering in Colorado went live, though without significant sporting events and games to wager on. We currently expect that at least one of our contracted sports wagering websites will launch in Colorado in the second quarter of 2020, and that all three contracted websites will have launched in Colorado by the end of the third quarter of 2020.

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In Indiana, one of our three contracted websites for sports wagering launched operations on December 30, 2019. The remaining two companies await licensure.

Contractually, these six sports betting agreements in Colorado and Indiana are expected to result in a combined minimum of $7 million per year in revenues for us after their launch of operations, with minimal expected related costs.

Unsecured Loans Under the CARES Act. On May 8, 2020, two wholly-owned subsidiaries executed promissory notes (the “Promissory Notes”) evidencing unsecured loans in the aggregate amount of $5,606,200 through programs established under the CARES Act and administered by the U.S. Small Business Administration. Such funds will be used principally to rehire several hundred employees at Rising Star and Bronco Billy’s in preparation for the reopening of these businesses. The Loans are being made through Zions Bancorporation, N.A. dba Nevada State Bank (the “Lender”), have a two-year term, bear interest at a rate of 1.00% per annum, and mature on May 3, 2022. Monthly principal and interest payments are deferred for six months. Beginning in December 2020, we are required to make monthly payments of principal and interest to the Lender. The Loans may be prepaid at any time prior to maturity with no prepayment penalties. Such Loans may be forgiven, either in whole or in part, depending on the amount of such proceeds that are used for certain eligible expenses, including primarily the payroll and health benefits of employees who would otherwise be without jobs or health benefits. The details of such potential loan forgiveness are still being developed by the Small Business Administration and there is no certainty that any or all of such Loans will be forgiven.

Waukegan Proposal. While we remain focused on conserving capital and reopening our operations, we continue to be one of three bidders for the opportunity to build a new casino in Waukegan, Illinois, midway between Chicago and Milwaukee. If chosen, we anticipate developing this casino in a joint venture, employing project financing. There is no certainty that we will be chosen to develop such a casino, that we will find a suitable partner, or that project financing will be available.

Key Performance Indicators

We use several key performance indicators to evaluate the operations of our properties. These key performance indicators include the following:

Gaming revenue indicators:

Slot coin-in is the gross dollar amount wagered in slot machines and table game drop is the total amount of cash or credit exchanged into chips at table games for use by our customers. Slot coin-in and table game drop are indicators of volume.

Slot win is the difference between customer wagers and customer winnings on slot machines. Table game hold is the difference between the amount of money or markers exchanged into chips at the tables and customer winnings paid. Slot win and table game hold percentages represent the relationship between slot win and coin-in and table game win and drop.

Room revenue indicators:

Hotel occupancy rate is an indicator of the utilization of our available rooms. Complimentary room sales, or the retail value of accommodations gratuitously furnished to customers, are included in the calculation of the hotel occupancy rate.

Adjusted EBITDA, Adjusted Property EBITDA and Adjusted Property EBITDA Margin:

Management uses Adjusted EBITDA as a measure of ~~the Company's~~our performance. For a description of Adjusted EBITDA, see ~~"Non-GAAP~~“Non-GAAP Financial ~~Measure". The Company utilizes~~Measure.” We utilize Adjusted Property EBITDA, a financial measure in accordance with generally accepted accounting principles in the United States of America (“GAAP”), as the measure of segment profit in assessing performance and allocating resources at the reportable segment level. For information regarding our operating segments, see Note 1011 of our Condensed Notes to Consolidated Financial Statements included in this quarterly report. In addition, we use Adjusted Property EBITDA Margin, which is calculated by dividing Adjusted Property EBITDA by the ~~property's~~property’s net revenues.

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Results of Operations

Consolidated operating results

The following ~~summarizes~~tables summarize our consolidated operating results for the ~~three-~~three-months ended March 31, 2020 and ~~nine-months ended September 30, 2017 and 2016:~~2019:


	Three Months Ended
(In thousands)	March 31,				Percent
	2020		2019		Change
Net revenues	$	30,853	$	40,494	(23.8)	%
Operating expenses		34,281		39,226	(12.6)	%
Operating (loss) income		(3,428)		1,268	(370.3)	%
Interest and other non-operating expenses, net		835		2,743	(69.6)	%
Income tax provision		95		142	(33.1)	%
Net loss	$	(4,358)	$	(1,617)	169.5	%


	Three Months Ended
(In thousands)	March 31,				Percent
	2020		2019		Change
Casino revenues
Slots	$	17,359	$	23,473	(26.0)	%
Table games		2,751		4,120	(33.2)	%
Other		641		705	(9.1)	%
		20,751		28,298	(26.7)	%

Non-casino revenues, net
Food and beverage		6,990		8,658	(19.3)	%
Hotel		1,974		2,715	(27.3)	%
Other		1,138		823	38.3	%
		10,102		12,196	(17.2)	%
Total net revenues	$	30,853	$	40,494	(23.8)	%

(In thousands)
Three Months Ended
September 30,
Percent Change
Nine Months Ended
September 30,
Percent Change
2017 2016 2017 2016
Net revenues $ 43,726
$ 41,261
6.0 % $ 123,467
$ 107,804
14.5 %
Operating expenses 39,733
38,358
3.6 % 115,879
102,518
13.0 %
Operating income 3,993
2,903
37.5 % 7,588
5,286
43.5 %
Interest and other non-operating expenses 3,020
2,591
16.6 % 8,374
7,424
12.8 %
Income tax expense 184
177
4.0 % 552
458
20.5 %
Net income (loss) $ 789
$ 135
484.4 % $ (1,338 ) $ (2,596 ) (48.5 )%

(In thousands)
Three Months Ended
September 30,
Percent Change
Nine Months Ended
September 30,
Percent Change
2017 2016 2017 2016
Casino revenues
Slots $ 33,862
$ 32,372
4.6 % $ 96,028
$ 83,711
14.7 %
Table games 5,022
4,513
11.3 % 14,330
13,098
9.4 %
Other 125
82
52.4 % 344
284
21.1 %
39,009
36,967
5.5 % 110,702
97,093
14.0 %
Non-casino revenues, net

Food and beverage 3,283
2,860
14.8 % 9,147
7,235
26.4 %
Hotel 568
521
9.0 % 1,309
1,254
4.4 %
Other 866
913
(5.1 )% 2,309
2,222
3.9 %
4,717
4,294
9.9 % 12,765
10,711
19.2 %
Total net revenues $ 43,726
$ 41,261
6.0 % $ 123,467
$ 107,804
14.5 %

The following discussion is based on our consolidated financial statements for the ~~three-~~three-months ended March 31, 2020 and ~~nine-months ended September 30, 2017 and 2016. The results of Bronco Billy's is included beginning May 13, 2016, subsequent to the beginning of the prior year nine-month comparative period.~~

2019.

Revenues.Consolidated net revenues for the three-month period ~~increased~~decreased primarily due to suspended operations at all properties as mandated by state government orders in mid-March 2020, in response to COVID-19. This resulted in our revenues reflecting activities for approximately two-thirds of the first quarter, as compared to the prior-year period which reflects a full period of operations. Of note, “Other Non-casino Revenues” includes $0.4 million of revenue related to our mobile sports operations. The first quarter of 2020 includes a full period of one of our six sports wagering websites, or “skins,” for which we contracted third parties to conduct operations in exchange for minimum annual revenue guarantees. This first sports wagering website commenced operations in Indiana on December 30, 2019. We currently expect at least one additional website to launch in the second quarter of 2020, and for all of our ~~properties, including 9.6% at Silver Slipper, 7.1% in Northern Nevada and 5.8% at Bronco Billy's.~~

~~Consolidated net revenues for~~six contracted websites to have commenced operations by the ~~nine-month period increased due in part to~~end of the ~~inclusion~~third quarter of ~~Bronco Billy's for the full period. Excluding Bronco Billy's, our consolidated net revenues increased 6.1%, led by 11.7% at Silver Slipper and 1.8% at Rising Star, while Northern Nevada was flat.~~

2020.

See further information within our reportable segmentsdescribed below.

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Operating Expenses.Consolidated operating expenses for the three-month period increased 3.6% due primarily to increased promotional activity and customer traffic at Silver Slipper. The increase in costs was partially offset by the receipt of legal settlement proceeds to resolve the Silver Slipper parking garage litigation.

~~Consolidated operating expenses for the nine-month period increased 13.0% primarily~~likewise decreased due to the ~~inclusion~~temporary closures discussed above. A majority of ~~Bronco Billy's~~this decrease, particularly in casino expenses, can be attributed to the lower gaming-related taxes at Rising Star and Silver Slipper as a result of decreased volume. Similarly, decreased volume corresponded to lower food and beverage expenses as there were fewer buffet guests and restaurant covers. The decrease in hotel expenses was due to the scaling back of our workforce and overhead costs, after a brief period of continued wages and health benefits beyond the casino closures. To a lesser extent, decreases in the gaming-related variable rent at Silver Slipper and marketing expenditures for the ~~full period. Excluding Bronco Billy's, our operating expenses increased 4.6%, primarily related~~overall quarter attributed to the ~~factors described above at Silver Slipper. The increase was partially offset by a~~ decrease in ~~project development and acquisition costs from the Bronco Billy's transaction during 2016.~~

consolidated operating expenses.

See further information within our reportable segmentsdescribed below.

Interest and Other Non-Operating Expenses.

Interest Expense

Interest expense consists of the following:


(In thousands)	March 31,
	2020		2019
Interest cost (excluding loan fee amortization)	$	2,486	$	2,491
Amortization of debt issuance costs and discount		225		190
Change in fair value of interest rate cap agreement		—		69
Capitalized interest		(220)		(47)
	$	2,491	$	2,703

(In thousands)
Three Months Ended
September 30,

Nine Months Ended
September 30,
2017 2016 2017 2016
Interest cost (excluding loan fee amortization) $ 2,573
$ 2,523
$ 7,518
$ 5,901
Amortization of debt costs 222
225
661
839
Capitalized interest (77 ) —
(77 ) —
$ 2,718
$ 2,748
$ 8,102
$ 6,740

The ~~increase~~decrease in interest ~~cost~~expense for the ~~nine-month~~three-month period ~~was~~is primarily due to the ~~debt refinancing completed on May 13, 2016,~~increase in capitalized interest for our expansion project at Bronco Billy’s, which we suspended in March 2020 due to COVID-19.

Other Non-Operating Expenses, Net

For the three-month period ended March 31, 2020, we had approximately $1.7 million of other non-operating income from the fair value adjustment to our outstanding warrants, which is a non-cash item related to changes in our stock price. Decreases in our share price result in decreases in the value of the warrants, causing a non-cash gain. Conversely, increases in our share price result in increases in the value of the warrants, causing a non-cash loss.

Income Tax Expense. We recognized income tax expense for the three-months ended March 31, 2020 and 2019, which resulted in ~~$35 million~~effective income tax rates of ~~additional debt used primarily to fund the purchase of Bronco Billy's.~~

~~Other Non-Operating Expenses, Net~~

~~For the three-month periods ended September 30, 2017~~(2.2%) and September 30, 2016, the Company had $0.3 million of non-operating expense and $0.2 million of non-operating income, respectively, due to the change in fair value of the stock warrants. For the nine-month period ended September 30, 2017, we incurred $0.3 million of non-operating expense from the change in fair value of the stock warrants; this amount compares to $0.7 million incurred during the prior-year period, the decrease resulting primarily from debt modification costs associated with the debt refinancing during 2016.(9.6%), respectively.

~~Income Tax Expense.~~ Income tax expense was $0.2 million during each of the three-month periods ended September 30, 2017 and 2016, and was $0.6 million and $0.5 million for the nine-month periods ended September 30, 2017 and 2016, respectively. During 2017, we continued to provide a valuation allowance against our deferred tax assets, net of any available deferred tax liabilities. In future years, if it is determined that we meet the "more likely than not" threshold of utilizing our deferred tax assets, we may reverse some or all of our valuation allowance against our deferred tax assets.

We do not expect to pay any federal income taxes or receive any federal tax refunds related to our ~~2017~~2020 results. Tax losses incurred in ~~2017~~2020 may ~~shelter~~offset taxable income in future years. However, because of the level of uncertainty regarding sufficient prospective income, we currently maintain a valuation allowance against our remaining deferred tax ~~assets, as mentioned above.~~

assets.

Operating Results – Reportable Segments

We manage our casinos based on geographic regions within the United States. Accordingly, Stockman’s ~~Casino~~ and Grand Lodge Casino comprise our Northern Nevada business segment, while Silver Slipper, ~~Casino~~Bronco Billy’s and ~~Hotel,~~ Rising Star ~~Casino Resort and Bronco Billy's Casino and Hotel~~ are ~~each currently~~ distinct segments.

Our Rising Star segment includes ferry boat operations between Indiana and Kentucky, and our Bronco Billy’s segment includes the Christmas Casino & Inn, near Bronco Billy’s in Cripple Creek, Colorado.

The following table presents detail by segment of our consolidated net revenue and Adjusted ~~EBITDA. Management~~EBITDA; see “Non-GAAP Financial Measure” for additional information. Additionally, management uses Adjusted Property EBITDA as the measure of segment ~~profit.~~profit in accordance with GAAP.

(In thousands)
Three Months Ended
September 30,
Percent Change
Nine Months Ended
September 30,
Percent Change
2017 2016 2017 2016
Net revenues
Silver Slipper Casino and Hotel $ 16,425
$ 14,987
9.6 % $ 49,520
$ 44,326
11.7 %
Rising Star Casino Resort 12,698
12,553
1.2 % 37,498
36,852
1.8 %
Bronco Billy's Casino and Hotel 7,505
7,092
5.8 % 20,140
10,427
N/A
Northern Nevada Casinos 7,098
6,629
7.1 % 16,309
16,199
0.7 %
$ 43,726
$ 41,261
6.0 % $ 123,467
$ 107,804
14.5 %
Adjusted Property EBITDA and Adjusted EBITDA

Silver Slipper Casino and Hotel $ 3,054
$ 2,304
32.6 % $ 9,013
$ 7,335
22.9 %
Rising Star Casino Resort 728
751
(3.1 )% 2,671
2,483
7.6 %
Bronco Billy's Casino and Hotel 1,769
1,610
9.9 % 4,092
2,698
N/A
Northern Nevada Casinos 1,892
1,864
1.5 % 2,391
3,256
(26.6 )%
Adjusted Property EBITDA 7,443
6,529
14.0 % 18,167
15,772
15.2 %
Corporate (1,064 ) (889 ) 19.7 % (3,518 ) (3,165 ) 11.2 %
Adjusted EBITDA $ 6,379
$ 5,640
13.1 % $ 14,649
$ 12,607
16.2 %

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(In thousands)	Three Months Ended
	March 31,				Percent
	2020		2019		Change
Net revenues
Silver Slipper Casino and Hotel	$	15,092	$	19,281	(21.7)	%
Rising Star Casino Resort(1)		7,671		10,868	(29.4)	%
Bronco Billy's Casino and Hotel		4,982		6,440	(22.6)	%
Northern Nevada Casinos		3,108		3,905	(20.4)	%
	$	30,853	$	40,494	(23.8)	%
Adjusted Property EBITDA and Adjusted EBITDA
Silver Slipper Casino and Hotel	$	1,831	$	3,845	(52.4)	%
Rising Star Casino Resort(1)		(1,093)		404	(370.5)	%
Bronco Billy's Casino and Hotel		(478)		615	(177.7)	%
Northern Nevada Casinos		(390)		(9)	4,233.3	%
Adjusted Property EBITDA		(130)		4,855	(102.7)	%
Corporate		(1,119)		(1,278)	(12.4)	%
Adjusted EBITDA	$	(1,249)	$	3,577	(134.9)	%

(1) Includes amounts related to the property’s sports revenue guarantees in 2020.

Silver Slipper Casino and Hotel

The net revenue increases during the three- and nine-month periods ended September 30, 2017 compared to the prior-year periods were attributed to successful marketing and food and beverage promotions that resulted in increases in both customer

~~counts and gaming volumes. Slot~~

Net revenues ~~increased 6.5%~~ during the quarter and 10.6% during the nine-month period, with both slot coin-in and slot hold percentage rising in 2017. Table games revenue increased 15.1% and 2.5% for the three- and nine-month periods, with the increase for the three-month perioddecreased by 21.7%, primarily due to impacts of COVID-19. On March 11, 2020, the state gaming commission officially declared a pandemic, which called for an emergency order of closure for all casinos operating in Mississippi by midnight on March 16, 2020. March is typically one of the strongest months of the year for guest counts, gross gaming revenue, and restaurant covers, due in part to out-of-town guests who come to the Gulf Coast hoping to escape the cold winter season in other parts of the country. The first 15 days of March in 2020 were no exception, until the state issuance for mandatory closures halted operations.

Casino revenue decreased by 26.7% for the quarter, with a strong performance through February 2020 being offset by the casino closure in March.

Non-casino revenue decreased by 12.8% for the quarter. Food and beverage revenues, which comprise the majority of our non-casino revenue, decreased by 12.9% during the quarter. Hotel revenues decreased 15.2%, despite a higher ~~hold percentage. Non-gaming net revenues (principally food and beverage revenues) grew 27.6% during~~average daily room rate, with occupancy through the ~~quarter and 29.3% during the nine-month period due to certain promotions offered by the property and the opening~~date of ~~a new restaurant in July 2017. Our~~closure of 82.2%. In last year’s quarter, hotel occupancy was ~~89.3% compared to~~ 88.0% in the prior-year nine-month period. The growth was achieved despite Hurricanes Harvey and Irma, which were in the Gulf of Mexico and came ashore to the west and east of the property, respectively. The storms did not affect the property directly, but caused weak periods during the quarter, as customers were distracted by the potential storm routes. Flooding in parts of Louisiana similarly affected results in the prior-year period.

Adjusted Property EBITDA for the ~~three- and nine-month periods ended September 30, 2017 compared~~quarter decreased by 52.4% due to the ~~prior-year periods increased primarily from the increase in net revenues~~reasons described above along with the legal settlement related to our parking garage litigation described below. Our casino expenses and food and beverage costs increased due to increases in both volumes and promotions. For the quarter, ourabove. Adjusted Property EBITDA Margin ~~increased~~decreased to ~~18.6%~~12.1% for the quarter from ~~15.4%~~19.9% in the prior-year ~~quarter, and~~period.

We currently expect Silver Slipper to reopen to the public by May 22, 2020, in time for the ~~nine-month period increased to 18.2% from 16.5% in~~important Memorial Day holiday weekend, potentially with gaming restrictions and limited amenities for the ~~prior-year~~initial opening period.

During September 2017, we settled litigation involving construction defects at our parking garage. The contractor and contractor's insurance company paid the Company $675,000 in exchange for a mutual release of claims and counterclaims. The settlement, which was recorded as a reduction to selling, general and administrative costs, effectively reimbursed the Company for costs incurred in pursuing those claims including $561,000 of legal fees. See Note 7 to the accompanying consolidated financial statements for further information regarding the lawsuit.

In late-June 2017, we opened a new oyster bar on the casino floor. Additionally, during the third quarter of 2017, we opened a swimming pool and beach complex along the property's white sand beach. See ~~Liquidity and Capital Resources - Capital Investments~~ ~~for further information.~~

Rising Star Casino Resort

Net revenues ~~increased modestly~~ during the ~~three- and nine-month periods ended September 30, 2017 compared~~quarter (excluding $0.4 million related to the ~~prior-year periods,~~property’s sports revenue guarantees) decreased to $7.3 million from $10.9 million. This decrease was due to lower business volumes, primarily due to the impacts of COVID-19, as well as an increase in competition. Pursuant to an order from the state gaming commission, we temporarily suspended operations on March 16, 2020. A casino near Louisville opened a large new casino in mid-December, replacing its original casino boat. Additionally, on January 1, 2020, racetrack casinos near Indianapolis began offering live table ~~games revenue.~~ games.

Casino revenue decreased by 31.5%. Food and beverage revenues decreased 36.4% and hotel revenues also decreased for the quarter, with lower occupancy offset by a higher average daily room rate and the implementation of the daily resort fee.

Table games revenues increased 18.7% and 8.0% during the three- and nine- month periods, while slot revenues and non-gaming net revenues were flat during both periods. Our hotel occupancy was 88.5% compared to 86.3% in the prior-year nine-month period.of Contents

Adjusted Property EBITDA for the ~~three-month period ended September 30, 2017 compared~~quarter (excluding $0.4 million related to the ~~prior-year period~~property’s sports revenue guarantees) decreased ~~3.1%~~by approximately $1.9 million due primarily ~~due to increased selling, general and administrative costs and food and beverage costs. For the nine-month period ended September 30, 2017 compared~~ to the ~~prior-year period, Adjusted Property EBITDA increased 7.6% primarily attributed to higher revenues. Adjusted Property EBITDA Margin for~~property closure as mandated by the ~~quarter was 5.7% versus 6.0% in~~state gaming commission. Including the ~~prior-year period, and 7.1% during the nine-month period versus 6.7% in the prior-year period.~~

~~During the third quarter of 2017, we opened our 56-space RV Park. See~~ ~~Liquidity and Capital Resources - Capital Investments~~ ~~for further information.~~

~~Bronco Billy's Casino and Hotel~~

Bronco Billy's was acquired on May 13, 2016, and therefore the year-to-date amounts for the 2016 period do not include Bronco Billy's results for the full period. See Note 4 to the consolidated financial statements for further information regarding the acquisition of Bronco Billy's.

For the three-month period ended September 30, 2017 compared to the prior-year period, net revenues increased due to an increase in slot coin-in, while Adjusted Property EBITDA increased 9.9% primarily due to the increase in revenues. Adjusted Property EBITDA Margin increased to 23.6% during the quarter from 22.7% in the prior-year quarter.

~~For the nine-month period ended September 30, 2017, net~~sports revenue guarantees, revenues and Adjusted Property EBITDA for the first quarter of 2020 were ~~consistent~~$7.7 million and $(1.1) million, respectively.

We currently expect Rising Star to reopen to the public on June 14, 2020, potentially with gaming restrictions and limited amenities for the ~~Company's expectations~~initial opening period. We expect that our two remaining online/mobile sports wagering websites will commence operations in the third quarter of 2020, subject to the receipt of customary regulatory approvals.

During the fourth quarter of 2019, we installed a new slot system. This new system should improve both the customer experience and the effectiveness and efficiency of our marketing efforts. During this temporary casino closure, we have also prepared new marketing plans that we intend to implement upon the casino’s reopening, which we believe will benefit the property’s expense structure in the longer-term.

The new Indiana gaming legislation passed in 2019 approved a reduction in certain gaming taxes for casino operators in the state, including Rising Star, beginning on July 1, 2021. Based on activity levels in recent ~~historical performance.~~ years, we estimate that the new gaming tax schedule will save us approximately $2.5 million per year.

Bronco Billy’s Casino and Hotel

Net revenues for the quarter decreased by 22.6%, which was also due to the impacts of COVID-19. Pursuant to state government orders, we temporarily closed Bronco Billy’s on March 17, 2020. This resulted in a decrease of casino revenues in the quarter of 23.6% compared to the prior-year’s quarter, reflecting the adverse effect of the casino closure on gaming volumes. Food and beverage revenues decreased during the quarter due to the closure, as did hotel revenues by 1.0%.

Adjusted Property EBITDA ~~during~~for the ~~2016 short-period included lower-than-normal gaming tax expense~~quarter decreased by $1.1 million due to ~~certain anomalies related to~~ the ~~timing of the acquisition and Colorado's graduated gaming tax rate structure. These gaming tax anomalies benefited the second quarter of 2016 by approximately $0.3 million.~~

state-mandated closure.

The market in Cripple Creek is seasonal, favoring the summer months.

~~Northern Nevada~~

~~Net revenues increased~~

We currently expect Bronco Billy’s to reopen to the public in early June 2020, likely with gaming restrictions and limited amenities for the initial opening period.

Similar to Rising Star, during the ~~three-month period ended September 30, 2017 compared~~fourth quarter of 2019, we installed a new slot system. This new system should improve both the customer experience and the effectiveness and efficiency of our marketing efforts. During this temporary casino closure, we have also prepared new marketing plans to implement upon the ~~prior-year period primarily reflecting an 8.6% increase in slot revenues. Revenues from table games remained flat. For~~casino’s reopening, which we believe will benefit the nine-month period ended September 30, 2017 compared to the prior-year period, net revenues were flat despite significant business interruption due to renovation construction activity at Grand Lodge Casino during the first and second quarters of 2017.

Adjusted Property EBITDA during the three-month period ended September 30, 2017 compared to the prior-year period increased slightly primarily due to the revenue increase described above, partially offset by increased promotional and marketing costs. Adjusted Property EBITDA Margin for the quarter was 26.7% compared to 28.1%property’s expense structure in the ~~prior-year quarter.~~

Adjusted Property EBITDA during the nine-month period ended September 30, 2017 compared to the prior-year period decreased 26.6% due to the renovation work during the first and second quarters, when up to two-thirdslonger-term.

In April 2020, each of the ~~casino was closed~~three providers for ~~construction work, as well as increases in promotional costs and salaries and benefits. Adjusted Property EBITDA Margin for the nine-month period decreased to 14.7% from 20.1%~~our three permitted online/mobile sports wagering websites received their Colorado gaming licenses. We expect that at least one of these three websites will commence operations in the ~~prior-year period.~~

~~On June 30, 2017, we in conjunction with our landlord, completed~~second quarter of 2020, and that all three websites will be operational before the ~~approximately $5 million renovation~~end of the Grand Lodge Casino. The renovation included new decor and lighting throughout the casino, along with numerous new slot machines, table games, and slot and table chairs. We believe these changes materially improve the ambiancethird quarter of the casino floor and the overall guest experience. The renovation began during February 2017 and caused us to close portions of our casino floor, which impacted our second quarter financial results. The renovation was completed on-budget and in accordance with our planned construction schedule prior to the start of our busy summer season.

~~The Company's~~2020.

Northern Nevada

Our Northern Nevada operations have historically been seasonal, with the summer months accounting for a disproportionate share of ~~its~~ annual revenues. Additionally, snowfall levels during the winter months also frequently have a positive or negative effect. Grand Lodge Casino is located near several ski resorts, including Alpine Meadows, Northstar and Squaw Valley. Normally, we benefit from a ~~"good"~~“good” snow year, resulting in extended periods of operation at the nearby ski areas. During the first quarter of 2017, however, the snowfall was exceptional (one of the highest in recorded Lake Tahoe history), resulting in extended periods of road closures and power outages. Nevertheless,

Pursuant to state government orders on March 17, 2020, we ~~believe that the favorable ski season helped offset part of the construction disruption at~~temporarily closed both Grand Lodge Casino ~~from our renovation discussed above.~~and Stockman’s Casino. As a result, net revenues for the quarter decreased by 20.4%. Casino revenues decreased by 20.5%. Food and beverage revenue at Stockman’s Casino decreased by $0.1 million as compared to the prior-year quarter.

Adjusted Property EBITDA for the quarter decreased by $0.4 million.

~~Corporate~~

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We currently expect both Grand Lodge Casino and Stockman’s Casino to reopen to the public in late May 2020, likely with gaming restrictions and limited amenities for the initial opening period.

Corporate

Corporate expenses ~~increased during both~~for the ~~three- and nine-month periods ended September 30, 2017~~quarter decreased 12.4%, or $0.2 million, primarily due to ~~increases~~a decrease in ~~salaries~~professional fees, and ~~the cost of health care benefits.~~

~~In August 2016, the Company executed~~to a ~~lease for 4,479 square feet of office space~~lesser extent, a reduction in ~~Las Vegas, Nevada. The new corporate space, while smaller, is in a higher-quality office building~~travel and more convenient for consultants, lenders, investors and others with whom the Company does business. Monthly expenditures for rent in the new office space are $14,000 per month versus $11,000 per month under the previous lease, which was nearing the end of its term and expected to increase. The Company began occupying the new office space in June 2017.

related expenses.

Non-GAAP Financial Measure

“Adjusted EBITDA” is earnings before interest and other non-operating income (expense), taxes, depreciation and amortization, ~~preopening~~pre-opening expenses, impairment charges, asset write-offs, recoveries, gain (loss) from asset disposals, project development and acquisition costs, and non-cash share-based compensation expense. Adjusted EBITDA information is presented solely as supplemental disclosure to measures reported in accordance with generally accepted accounting principles in the United States of America (“GAAP”) because management believes ~~these measures are (1)~~this measure is (i) a widely used ~~measures~~measure of operating performance in the gaming and hospitality industries ~~(2)~~and (ii) a principal basis for valuation of gaming and hospitality ~~companies, and (3) are~~companies. In addition, a version of Adjusted EBITDA (known as Consolidated EBITDA) is utilized in the covenants within our ~~debt agreements,~~indenture, although not necessarily defined in the same way as above. Adjusted EBITDA is not, however, a measure of financial performance or liquidity under GAAP. Accordingly, ~~these measures~~this measure should be considered supplemental and not a substitute for net income (loss) or cash flows as an indicator of the Company’s operating performance or liquidity.

The following table presents a reconciliation of net loss and operating (loss) income to Adjusted ~~EBITDA to operating income and net income (loss):~~EBITDA:


(In thousands)	Three Months Ended
	March 31,
	2020		2019
Net loss	$	(4,358)	$	(1,617)
Income tax provision		95		142
Interest expense, net of amounts capitalized		2,491		2,703
Adjustment to fair value of warrants		(1,656)		40
Operating (loss) income		(3,428)		1,268
Project development costs		56		133
Depreciation and amortization		2,040		2,091
Gain on disposal of assets, net		—		(1)
Stock-based compensation		83		86
Adjusted EBITDA	$	(1,249)	$	3,577

(In thousands)
Three Months Ended
September 30,

Nine Months Ended
September 30,
2017 2016 2017 2016
Adjusted EBITDA $ 6,379
$ 5,640
$ 14,649
$ 12,607
Depreciation and amortization (2,193 ) (2,203 ) (6,428 ) (5,795 )
Gain (loss) on asset disposals (12 ) (309 ) 2
(309 )
Project development and acquisition costs (53 ) (130 ) (238 ) (902 )
Share-based compensation (128 ) (95 ) (397 ) (315 )
Operating income 3,993
2,903
7,588
5,286
Other (expense) income

Interest expense (2,718 ) (2,748 ) (8,102 ) (6,740 )
Debt modification costs —
(24 ) —
(624 )
Adjustment to fair value of warrants (302 ) 181
(272 ) (60 )
(3,020 ) (2,591 ) (8,374 ) (7,424 )
Income (loss) before income taxes 973
312
(786 ) (2,138 )
Income tax expense 184
177
552
458
Net income (loss) $ 789
$ 135
$ (1,338 ) $ (2,596 )

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The following tables present reconciliations of operating income (loss) to Adjusted Property EBITDA and Adjusted EBITDA.


Three Months Ended March 31, 2020
(In thousands)

									Adjusted
									Property
	Operating		Depreciation		Project				EBITDA and
	Income		and		Development		Stock-Based		Adjusted
	(Loss)		Amortization		Costs		Compensation		EBITDA
Casino properties
Silver Slipper Casino and Hotel	$	988	$	843	$	—	$	—	$	1,831
Rising Star Casino Resort		(1,715)		622		—		—		(1,093)
Bronco Billy's Casino and Hotel		(865)		387		—		—		(478)
Northern Nevada Casinos		(540)		150		—		—		(390)
		(2,132)		2,002		—		—		(130)
Other operations
Corporate		(1,296)		38		56		83		(1,119)
	$	(3,428)	$	2,040	$	56	$	83	$	(1,249)


Three Months Ended March 31, 2019
(In thousands)
											Adjusted
											Property
	Operating		Depreciation		Gain on		Project				EBITDA and
	Income		and		Disposal of		Development		Stock-Based		Adjusted
	(Loss)		Amortization		Assets		Costs		Compensation		EBITDA
Casino properties
Silver Slipper Casino and Hotel	$	2,999	$	847	$	(1)	$	—	$	—	$	3,845
Rising Star Casino Resort		(202)		606		—		—		—		404
Bronco Billy's Casino and Hotel		168		447		—		—		—		615
Northern Nevada Casinos		(162)		153		—		—		—		(9)
		2,803		2,053		(1)		—		—		4,855
Other operations
Corporate		(1,535)		38		—		133		86		(1,278)
	$	1,268	$	2,091	$	(1)	$	133	$	86	$	3,577

For the three months ended September 30, 2017
(In thousands)

Operating
income (loss)

Depreciation and
amortization
Loss from asset disposals
Project
development and
acquisition costs

Share-based
compensation

Adjusted
EBITDA
Casino properties
Silver Slipper
Casino and Hotel
$ 2,174
$ 872
$ 8
$ —
$ —
$ 3,054
Rising Star
Casino Resort
117
611
—
—
—
728
Bronco Billy's Casino and Hotel 1,300
468
1
—
—
1,769
Northern
Nevada Casinos
1,685
207
—
—
—
1,892
5,276
2,158
9
—
—
7,443
Other operations

Corporate (1,283 ) 35
3
53
128
(1,064 )
(1,283 ) 35
3
53
128
(1,064 )
$ 3,993
$ 2,193
$ 12
$ 53
$ 128
$ 6,379

For the three months ended September 30, 2016
(In thousands)

Operating
income (loss)

Depreciation and
amortization
Loss from asset disposals
Project
development and
acquisition costs

Share-based
compensation

Adjusted
EBITDA
Casino properties
Silver Slipper
Casino and Hotel
$ 1,480
$ 818
$ 6
$ —
$ —
$ 2,304
Rising Star Casino Resort 83
660
8
—
—
751
Bronco Billy's
Casino and Hotel
1,106
504
—
—
—
1,610
Northern Nevada Casinos 1,350
219
295
—
—
1,864
4,019
2,201
309
—
—

6,529
Other operations

Corporate (1,116 ) 2
—
130
95
(889 )
(1,116 ) 2
—
130
95
(889 )
$ 2,903
$ 2,203
$ 309
$ 130
$ 95
$ 5,640

Operating expenses deducted to arrive at operating income (loss) in the above tables for the three-month ~~periods~~period ended ~~September 30, 2017~~March 31, 2020 and ~~2016~~2019 included facility rents related to: (i) Silver Slipper of $0.4 million during ~~2017~~2020 and ~~$0.3~~$0.5 million for during ~~2016,~~2019, (ii) Northern Nevada of ~~$0.5~~ $0.5��million for both periods, ~~presented,~~ and (iii) Bronco ~~Billy's~~Billy’s of ~~$84,000~~$0.2 million for both ~~periods presented.~~

For the nine months ended September 30, 2017
(In thousands)

Operating
income (loss)

Depreciation and
amortization
(Gain) loss from asset disposals
Project
development and
acquisition costs

Share-based
compensation

Adjusted
EBITDA
Casino properties
Silver Slipper
Casino and Hotel
$ 6,453
$ 2,552
$ 8
$ —
$ —
$ 9,013
Rising Star
Casino Resort
812
1,859
—
—
—
2,671
Bronco Billy's Casino and Hotel 2,691
1,407
(6 ) —
—
4,092
Northern
Nevada Casinos
1,842
556
(7 ) —
—
2,391
11,798
6,374
(5 ) —
—
18,167
Other operations

Corporate (4,210 ) 54
3
238
397
(3,518 )
(4,210 ) 54
3
238
397
(3,518 )
$ 7,588
$ 6,428
$ (2 ) $ 238
$ 397
$ 14,649

For the nine months ended September 30, 2016
(In thousands)

Operating
income (loss)

Depreciation and
amortization
Loss from asset disposals
Project
development and
acquisition costs

Share-based
compensation

Adjusted
EBITDA
Casino properties
Silver Slipper Casino and Hotel $ 4,847
$ 2,482
$ 6
$ —
$ —
$ 7,335
Rising Star Casino Resort 482
1,993
8
—
—
2,483
Bronco Billy's Casino and Hotel 1,975
723
—
—
—
2,698
Northern Nevada Casinos 2,372
589
295
—
—
3,256
9,676
5,787
309
—
—
15,772
Other operations

Corporate (4,390 ) 8
—
902
315
(3,165 )
(4,390 ) 8
—
902
315
(3,165 )
$ 5,286
$ 5,795
$ 309
$ 902
$ 315
$ 12,607

Operating expenses deducted to arrive at operating income in the above tables for the nine month periods ended September 30, 2017 and 2016 included facility rents related to: (i) Silver Slipper of $1.2 million during 2017 and $1.0 million during 2016, (ii) Northern Nevada of $1.4 million during both 2017 and 2016, and (iii) Bronco Billy's of $251,000 during 2017 and $111,000 from May 13, 2016 through September 30, 2016.

periods.

Liquidity and Capital Resources

Cash Flows

As of ~~September 30, 2017,~~March 31, 2020, we had ~~$22.4~~$24.3 million of unrestricted cash and equivalents and we estimate that our $2cash burn rate while operations are closed is approximately $3 million ~~Revolving Loan under our First Lien Credit Facility was undrawn~~per month, including interest and ~~fully available. Our ability~~debt principal payments. Historically, we have utilized approximately $10 million to ~~draw on our Revolving Loan is subject to, among other terms, our continued ability to meet our various financial covenants. Management estimates that approximately~~ $12 million of cash ~~and equivalents is currently required for the~~in our day-to-day operations, including for on-site cash in our slot machines, change and redemption kiosks, and cages. The balance of our cash was earmarked for completion

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of our parking garage in Colorado, which was under construction when operations were required to close. Whether or not we will be able to complete the parking garage in the near future will depend on the length of time that our casinos are closed, the operating results of our casinos when they reopen, and the capital markets that might be available to us at some future date. Subsequent to the end of the ~~Company.~~

first quarter, as discussed above, we received approximately $5.6 million of loan proceeds under the CARES Act.

Our casinos are our primary sources of income and operating cash ~~flow.~~flows and they are all currently closed as a result of COVID-19. There can be no assurance that our business will generate sufficient cash flow from operations once our casinos have reopened or that future borrowings will be available in amounts sufficient to enable us to pay our indebtedness or fund our other liquidity needs. ~~Subject~~In this section, we have described actions with respect to ~~financial, economic, competitive, regulatory and other uncertainties, many beyond~~ our ~~control,~~liquidity that we believe that adequate financial resources (including from existing cash balances, operating cash flows and available credit) will be available to fund ongoing operating requirements over the next 12 months. However, we may need to refinance our debt and/or seek additional debt and/or equity financing to compete effectively and/or grow our business. Management is reviewing market conditions and exploring financing or refinancing alternatives, though there can be no assuranceshave taken as a result of ~~our ability to obtain any additional financing, refinance our existing debt, or fund growth efforts and to continue to expand.~~

COVID-19.

Cash flows -– operating activities.On a consolidated basis, cash ~~provided by~~used in operations during the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2020 was ~~$6.8~~$4.2 million, compared to ~~$6.3~~cash used in operations of $0.7 million in the prior-year period. Trends in our operating cash flows tend to follow trends in operating income, excluding non-cash charges, but are also affected by changes in working capital. Comparing ~~2017~~the 2020 and ~~2016,~~2019 periods, our operating cash flows ~~increased~~decreased primarily due to ~~improved operating results and our legal settlement, partially offset by working capital changes.~~the unforeseen business interruption from the COVID-19 pandemic.

Cash flows – investing activities.On a consolidated basis, cash used in investing activities during the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2020 was ~~$9.1~~$1 million, which primarily related to ~~several growth projects~~the Phase One expansion at ~~our existing properties.~~Bronco Billy’s that was suspended in March 2020 amidst the COVID-19 pandemic. Cash used in investing activities during the prior-year period was ~~$26.7~~$1.3 million, which primarily related to capital expenditures for maintenance and certain growth-related projects, including the ~~acquisition~~Phase One expansion at Bronco Billy’s and the remodeling of ~~Bronco Billy's.~~the Silver Slipper casino.

Cash flows -– financing activities.On a consolidated basis, cash used in financing activities during the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2020 was ~~$2.3~~$0.4 million, ~~which~~compared to cash used in financing activities of $0.3 million in the prior-year period. Both amounts primarily related to ~~principal repayments~~payments for the ~~Company's First Lien Term Loan~~Notes and ~~capital~~the finance lease ~~for the hotel~~ at Rising ~~Star. Cash provided by financing activities for~~Star (see Note 3). Comparing the ~~prior-year period was $28.9 million~~2020 and ~~primarily related to $35~~2019 periods, the higher Notes payment reflects the additional $10 million of ~~Second Lien Term Loan proceeds~~incremental debt sold in May 2019, while the lower finance lease payment at Rising Star in 2020 reflects a month of loan deferment in our efforts to ~~finance~~preserve cash during the ~~acquisition of Bronco Billy's, partially offset by First Lien Term Loan and Revolving Loan repayments.~~COVID-19 pandemic.

Other Factors Affecting Liquidity

We have significant outstanding debt and contractual obligations in addition to ~~planned~~potential future capital expenditures. ~~We expect to meet these obligations~~Our debt matures in February 2024 and planned capital expenditure requirements primarily through future anticipated operating cash flows, cash and equivalents and, if necessary, available borrowings under our Revolving Loan. We also intendwe anticipate needing to refinance our ~~existing~~ debt ~~facilities~~ prior to ~~their maturity. However, our~~its maturity, as we are unlikely to generate sufficient cash flow in the interim to completely repay these obligations. Certain planned capital expenditures designed to grow the Company, if pursued, would likely require additional financing, including perhaps the issuance of additional debt and potentially some form of equity financing, if available at such time. Our operations are subject to financial, economic, competitive, regulatory and other factors, many of which are beyond our control. If we are unable to generate sufficient operating cash flow and/or access the capital markets, ~~do not facilitate the refinancing~~including as a result of ~~our debt,~~COVID-19, we could be required to adopt one or more alternatives, such as reducing, delaying, or eliminating certain planned capital expenditures, selling assets, or obtaining additional equity ~~financing.~~

financing, or borrowing at higher costs of capital. See “Bronco Billy’s Expansion Suspended” for measures that have been implemented as a result of COVID-19.

Long-term Debt.As discussed above in the “Executive Overview,” we executed the Waiver and Amendment in April 2020 to amend the Indenture governing the Notes, which included an amendment to delete our total leverage covenant requirement for the period ended March 31, 2020, among other items.

On February 2, 2018, we issued $100 million of Notes and on May 10, 2019, we issued an additional $10 million of Notes. The ~~Company's First Lien Credit Facility includes~~Notes are collateralized by substantially all of our assets and are guaranteed by all of our material subsidiaries. The total $110 million of Notes bear interest at the greater of the three-month LIBOR or 1.0%, plus a ~~First Lien Term Loan~~margin rate of ~~$45 million and Revolving Loan of $2 million, and~~7.0%. The Indenture governing the ~~Second Lien Credit Facility includes~~Notes provides for a ~~term loan facility of $55 million.~~

At50 basis point interest premium if Mr. Lee reduces his equity interests by 50% or more while serving as our CEO. Mr. Lee has no current intention to sell any shares. Interest on the Notes is payable quarterly in arrears, on March 31, June 30, September 30 ~~2017, there was $41.6 million~~and December 31 of ~~outstanding principal under our First Lien Term Loan. The First Lien Term Loan matures in May 2019 and provides for monthly~~each year until the Notes mature on February 2, 2024. On

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each interest ~~payments at a minimum rate of 5.25% and quarterly~~payment date (as amended), we are required to make principal payments of ~~$562,500 until May 2018 and $843,750 thereafter through~~$275,000 with a balloon payment for the remaining $103.5 million due upon maturity. The ~~First Lien Credit Facility does not allow~~Waiver and Amendment also increased the ~~repayment~~amount due upon prepayment or maturity by 15 basis points, applied to the aggregate principal amount of ~~Second Lien principal obligations so long as~~ the ~~First Lien amounts remain outstanding.~~Notes repaid. As ~~discussed above, at September 30, 2017, there were no amounts outstanding under our $2~~of March 31, 2020, the total balance of the Notes was $107.7 million, ~~Revolving Loan under our First Lien Credit Facility. At September 30, 2017, there was $55 million of outstanding principal under the Second Lien Credit Facility. Interest is currently payable monthly~~accruing interest at a rate of ~~13.5% (and may vary between 12.5% and 13.5%, depending on the total leverage~~8.45%. Mandatory prepayments of the ~~Company),~~Notes will be required upon the occurrence of certain events, including sales of certain assets. We may redeem the Notes, in whole or in part, at any time at the applicable redemption price plus accrued and ~~there are no quarterly principal payment requirements as all principal~~unpaid interest. The redemption price (as amended) is ~~due at maturity.~~ currently 101.65% through February 1, 2021, 100.65% through February 1, 2022, and 100.15% thereafter.

The ~~Second Lien Credit Facility is scheduled to mature six months after~~Indenture governing the ~~First Lien Term Loan, or November 2019.~~

~~The First and Second Lien Credit Facilities contain~~Notes contains customary representations and warranties, events of default, and positive and negative covenants. We are ~~also~~ required to ~~make capital expenditures of at least 1.425%, and no more than 5.25%,~~

~~of our prior-year revenues, excluding capital expenditures made from any sale of our equity securities. The First Lien and Second Lien Credit Facilities require that we~~ maintain ~~specified~~ financial covenants, including a total leverage ratio, ~~a first lien leverage ratio, and a fixed charge coverage ratio, all of~~ which ~~measure Adjusted~~measures Consolidated EBITDA ~~against outstanding debt and fixed charges~~ (as defined in the agreements). Adjusted EBITDA includes results for Bronco Billy's as if it were owned for the entire measurement period. During the period September 30, 2017 through and including March 30, 2018, we are required to maintain (i) with respect to our First Lien Credit Facility, a maximumIndenture) against outstanding debt. The total leverage ratio ~~of 5.750x~~maximum is 5.75x through September 30, 2020 and ~~a maximum first lien leverage ratio of 2.500x and (ii) with respect~~5.50x from October 1, 2020 through December 31, 2020. As discussed above, we amended the Indenture to ~~our Second Lien Credit Facility, a maximum~~delete the total leverage ~~ratio of 6.000x and a maximum first lien leverage ratio of 2.750x. Additionally, under the First Lien and Second Lien Credit Facilities, the fixed charge coverage ratio~~covenant as of ~~the last day of any fiscal quarter shall not be less than 1.10x~~March 31, 2020, and ~~1.0x, respectively.~~

~~As of September 30, 2017, we were in compliance with our~~waived certain other covenants under the ~~First Lien and Second Lien Credit Facilities.~~Indenture. We are currently in discussions to amend the total leverage covenant for future quarters, reflecting the effects of the temporary closure of our properties, but there is no guarantee that we will be successful in such efforts, in which case we may not be able to comply with such covenants in future periods. See Note 5 to the accompanying consolidated financial statements for more information about our ~~First Lien~~Indenture governing the Notes.

Unsecured Loans Under the CARES Act. On May 8, 2020, through two wholly-owned subsidiaries, we executed promissory notes (the “Promissory Notes”) evidencing unsecured loans in the aggregate amount of $5,606,200 through programs established under the CARES Act and ~~Second Lien Credit Facilities.~~

administered by the U.S. Small Business Administration. Such funds will be used principally to rehire several hundred employees at Rising Star and Bronco Billy’s in preparation for the reopening of these businesses. The Loans were made through Zions Bancorporation, N.A. dba Nevada State Bank (the “Lender”), have a two-year term, bear interest at a rate of 1.00% per annum, and mature on May 3, 2022. Monthly principal and interest payments are deferred for six months. Beginning in December 2020, we are required to make monthly payments of principal and interest to the Lender. The Loans may be prepaid at any time prior to maturity with no prepayment penalties. Such Loans may be forgiven, either in whole or in part, depending on the amount of such proceeds that are used for certain eligible expenses, including primarily the payroll and health benefits of employees who would otherwise be without jobs or health benefits. The details of such potential loan forgiveness are still being developed by the Small Business Administration and there is no certainty that any or all of such Loans will be forgiven.

Interest Rate Cap Agreement. We maintain an interest rate cap (“Interest Rate Cap”) with Capital One, N.A. to minimize the effect of interest rate increases on roughly half of our outstanding borrowings with a notional amount of $50 million and strike rate of 3.00%, which resets every three months at the end of March, June, September, and December. The Interest Rate Cap expires on March 31, 2021 and is presented accordingly on our consolidated balance sheet under “Deposits and other” as a non-current asset (see Note 5).

Common Stock Warrants. ~~The Company granted its~~In connection with the former Second Lien Credit Facility, ~~lenders~~we have warrants outstanding, representing rights to purchase approximately 1.0 million shares of ~~the Company's~~our common stock. The warrants include redemption rights which allow the warrant-holders, at their option, to require ~~the Company~~us to repurchase all or a portion of the warrants ~~under~~upon the occurrence of certain ~~conditions.~~triggering events. The refinancing of the Second Lien Credit Facility qualified as a triggering event. Accordingly, we have reclassified the obligation to current. As of the date of this filing, the Second Lien Lenders have not exercised such redemption rights. If they do exercise their redemption rights, we have the option of paying them in cash or with a four-year note on terms stipulated in the warrant agreement, or by registering and selling the shares related to the warrants through a public offering. See Note 56 to the accompanying consolidated financial statements for further information ~~associated with~~about these warrants which could affect our liquidity and capital resources.

Hyatt Option to Purchase our Leasehold Interest and Related Assets.Our lease with Hyatt ~~Equities, L.L.C. ("Hyatt")~~ to operate the Grand Lodge Casino contains an option for Hyatt, ~~beginning~~which began on January 1, 2019, to purchase our leasehold interest and related casino operating assets. See Note 73 to the accompanying consolidated financial statements for further information about this option and related rental commitments that could affect our liquidity and capital ~~resources.~~resources, as well as our expanded lease disclosures in accordance with ASC 842 that was adopted on January 1, 2019.

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Capital Investments. WeIn addition to normal maintenance capital expenditures, we made significant capital investments through ~~September 30, 2017 and expect to make~~March 31, 2020, but have curtailed making any significant additional capital investments during the full year 2017 and beyond. These investments are designed to improve the guest experience and to drive visitation, revenue and income growth. For the projects listed below, we expect to invest an estimated $0.8 million during the remainder of ~~2017.~~2020 until we have a better understanding of our financial position in the midst of the COVID-19 pandemic, which halted our business operations in March 2020.

~~Rising Star~~Bronco Billy’s. As discussed above in the “Executive Overview,” we began Phase One of the two-phase expansion of our Bronco Billy’s property with our purchase of the Imperial Hotel in June 2018, along with other nearby parcels of land, and our lease of the Imperial Casino ~~Resort~~ ~~- We are making significant improvements (approximately $5 million) at Rising Star, including:~~

~~Construction~~in August 2018. The remainder of Phase One includes the construction of a ~~56-space RV park, which was completed during the third quarter of 2017;~~

~~Renovation of approximately 71~~319-space parking garage and connector building. In March 2020, in light of the ~~hotel's guest rooms that had not been refurbished under an earlier refurbishment program. The refurbishment is expected to be completed in 2018;~~

~~Implementation~~COVID-19 pandemic, we suspended construction of ~~a 10-vehicle ferry boat service to Kentucky, which will significantly shorten~~ the ~~distance for customers traveling from Kentucky to Rising Star.~~parking garage. We ~~have received a conditional use permit from the Boone County Board of Adjustment for a ferry landing on land~~estimate that the ~~Company has purchased in Rabbit Hash, Kentucky. Commencement of ferry boat operations remains subject~~remaining cost for Phase One’s parking garage is approximately $16 million. Whether or not we will be able to ~~additional approvals, including but not limited to,~~complete the ~~Army Corps of Engineers and the U.S. Coast Guard;~~

~~Improvements to the entry pavilion and the hotel's lobby and hallways in early 2018; and~~

~~Refurbishment of a portion of the casino to include a VIP room and sense-of-arrival improvements estimated to be completed in 2018.~~

As of September 30, 2017, we had invested a total of approximately $3.0 million with respect to the foregoing improvements at Rising Star, primarily for the RV park, hotel remodel and ferry boat. We currently anticipate investing an additional $0.4 million during the remainder of 2017 and the balance in 2018.

~~Grand Lodge Casino -~~ During 2017, we purchased new gaming devices and equipment and made other capital expenditures alongside certain enhancements funded by our landlord. The Company and the landlord completed the refurbishment in June 2017.

~~Stockman's Casino~~ ~~- During 2016 and 2017, we began improving the property's exterior, including its landscaping, ease of access,~~ parking lot, digital marquee, and new porte cochère. The parking lot and a new digital marquee sign were completed during the fourth quarter of 2016, landscaping improvements were completed during the third quarter of 2017, and a new porte cochère is slated for completion during the fourth quarter of 2017. We anticipate constructing new administrative offices in 2018.

~~Silver Slipper~~ ~~- In late-June 2017, we opened a new 18-seat oyster bar~~garage in the ~~casino. Additionally, during the third quarter of 2017, we opened our new swimming pool and beach complex along the white sand beach fronting the property and made certain~~

~~improvements to traffic patterns and landscaping around the front of the property. We invested approximately $1.3 million related to these improvements.~~

~~Bronco Billy's~~ ~~- During the third quarter of 2017, we converted an underutilized bar at a key location~~near future will depend on the ~~property into a new food~~length of time that our casinos are closed, the operating results of our casinos when they reopen, and ~~beverage concept named~~whether the ~~Crippled Cow. The Crippled Cow offers signature coffee, wood-fired pizzas and micro-brewed beers.~~

~~We also acquired land and options~~capital markets are available to ~~purchase land (including a closed casino and a small operating hotel) whereby a high-quality hotel may be potentially constructed~~us at ~~this property. We are considering re-opening the closed casino.~~

such future date.

Other Capital Expenditures. Additionally, we may fund various other ~~various~~ capital expenditure projects, depending on our financial ~~resources.~~resources and subject to the impacts of the COVID-19 pandemic described herein. Our capital expenditures may fluctuate due to decisions regarding strategic capital investments in new or existing facilities, and the timing of capital investments to maintain the quality of our properties. No assurance can be given that any of our planned capital expenditure projects will be completed or that any completed projects will be successful.

We evaluate projects based on a number of factors, including profitability forecasts, length of the development period, the regulatory and political environment, and the ability to secure the funding necessary to complete the development or acquisition, among other considerations. No assurance can be given that any additional projects will be pursued or completed or that any completed projects will be successful.

~~Credit Facilities~~

COVID-19 Impact on Liquidity.As described in Notes 2 and 12, in March 2020, in their efforts to control the spread of COVID-19, various state governments temporarily closed each of our casinos, which are currently expected to re-open in the schedule discussed above, ~~under~~ subject to future developments.~~Liquidity and Capital Resources~~,

We currently believe that, through our current cash balances, we have ~~significant long-term debt.~~the liquidity necessary to sustain closure beyond the currently-mandated closure periods. To preserve liquidity, upon the temporary closure of our properties in March 2020, we significantly reduced staffing levels at each of our properties and at our corporate office from approximately 1,600 to approximately 30, in addition to a small number of surveillance and security personnel. We also elected to suspend construction of the Phase One parking garage at Bronco Billy’s, allowing us to use the cash designated for such construction to provide us with additional liquidity until our casinos are permitted to reopen. We also elected to defer one-third of management salaries until at least four of our casinos, including Silver Slipper Casino and Hotel, have reopened. In addition, to allow us to rehire several hundred employees at Rising Star and Bronco Billy’s in preparation for the reopening of these businesses, we obtained the Loans pursuant to programs established under the CARES Act, as discussed above. We cannot assure you that, should the casino closures extend for a prolonged period and require us to seek additional liquidity, we will be able to successfully raise additional funds. We will work diligently to reopen our casinos as soon as we are permitted to do so, with all of our casinos expected to have reopened by June 14, 2020. In connection with reopening our casinos, we anticipate that implementation of measures as a result of social distancing requirements will result in additional expenditures.

Because of the length of the look-forward period and the substantial items that are outside of its control, and despite its intent and best efforts to overcome the challenges in the current environment, management concluded that there is substantial doubt as to our ability to continue as a going concern. We are attempting to mitigate the impacts of COVID-19 on us through the plans described above.

Concessions Obtained for Certain Leases. In our efforts to preserve cash, we were able to obtain rent concessions in the form of deferments and abatements totaling approximately $0.3 million. The $155,000 in rent forgiveness for the casino land lease at Silver Slipper and the $109,000 in deferrals for the finance lease at Rising Star would improve our liquidity through May 2020, while the remaining rent deferrals at Bronco Billy’s would not be due until December 1, 2021. See ~~Note 5~~Notes 3 and 12 to the accompanying consolidated financial statements for ~~a description~~details.

Table of ~~the material terms and restrictive covenants of such agreements.~~Contents

Off-balance Sheet Arrangements

We have no off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of Regulation S-K, that have, or are reasonably likely to have, a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources that are material to investors.

Critical Accounting Estimates and Policies

We describe our critical accounting estimates and policies in Note 2, Basis of Presentation and Summary of Significant Accounting Policies, of the Notes to Consolidated Financial Statements included in our Form ~~10-K~~10‑K for the year ended December 31, ~~2016.~~2019. We also discuss our critical accounting estimates and policies in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our Form ~~10-K~~10‑K for the year ended December 31, ~~2016.~~2019. There has been no significant change in our ~~critical accounting policies and~~ estimation methods since the end of ~~2016.~~

2019.

Accounting Election for Lease Deferments under COVID-19 Pandemic. As a result of COVID-19, the Financial Accounting Standards Board (“FASB”), which governs U.S. GAAP, has offered companies the accounting election to apply guidance relief relating to lease concessions for business interruptions brought on by government-mandated closures. Companies can choose on a reasonable basis to either: (1) apply the modification framework for these concessions in accordance with the applicable codification to calculate lease remeasurements, or (2) forgo such remeasurements and account for the concessions as if they were made under the enforceable rights included in the original agreement.

In summary, we have elected to apply guidance relief as granted by FASB for certain rent deferments, as these concessions affect only the timing of payments. However, we will remeasure material leases in which we have been granted rent forgiveness, as these abatements reflect an actual reduction in amounts paid over the remaining term from our original lease measurement. See Notes 3 and 12 to the accompanying consolidated financial statements for details.

Forward-Looking Statements

This Quarterly Report on Form ~~10-Q~~10‑Q contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended relating to our financial condition, profitability, liquidity, adequacy of our financial resources, anticipated sources of funds, fluctuations in operating results, revenue sources, business outlook, market forces, corporate strategies, contractual commitments, legal matters, capital requirements and other matters. The(the “Exchange Act”), for which the Private Securities Litigation Reform Act of 1995 provides a safe ~~harbor for~~harbor. These forward-looking ~~statements. We note that many factors could cause~~statements include, but are not limited to, statements about our ~~actual results~~plans, objectives, representations and ~~experience to change significantly from~~intentions. They are not historical facts and are typically identified by the ~~anticipated results or expectations expressed in our forward-looking statements. When words and expressions~~use of terms such ~~as:~~as “believes,” “expects,” “anticipates,” “estimates,” “plans,” “intends,” “objectives,” “goals,” “aims,” “projects,” “forecasts,” “possible,” “seeks,” “may,” “could,” “should,” “might,” “likely,” “enable,” or similar words or expressions, ~~are used in this Form 10-Q,~~ as well as statements containing phrases such as “in our view,” “there can be no assurance,” “although no assurance can be given,” or “there is no way to anticipate with ~~certainty,~~certainty.” Specifically, this Quarterly Report on Form 10‑Q contains forward-looking statements ~~are being made.~~relating to (i) our expectations regarding our growth strategies; (ii) the impact of the COVID-19 pandemic and our expectations regarding timing of reopening of casinos in the respective states; (iii) our expectations regarding Loans obtained pursuant to programs established under the CARES Act, including our intended use of such Loans; (iv) our development and expansion plans, including a planned expansion of Bronco Billy’s, our budget and ability to obtain financing for such expansion and the timing for commencement (or recommencement in the case of Phase One) or completion of each phase of such expansion; (v) our investments in capital improvements and other projects; (vi) our sports wagering agreements, including expected revenues and expenses, duration of terms and expected timing for launch and commencement of sports betting operations in the respective locations; (vii) our expectations regarding the Waukegan proposal; (viii) our expectations regarding our intentions to implement new marketing plans upon certain casino reopenings and our beliefs regarding the benefit of such plans to the properties’ long-term expense structure; (ix) our estimated operating requirements, including as a result of the impact of COVID-19; (x) our belief that, through our current cash balances, we have the liquidity necessary to sustain closure beyond the currently-mandated closure periods; (xi) our expectations regarding improvements as a result of the new slot systems at Rising Star and Bronco Billy’s; (xii) our intention to focus on improving our operating margins; (xiii) anticipated expenditures as a result of COVID-19 upon reopening of our casinos ; (xiv) our belief regarding our CEO’s current intention not to sell his shares; (xv) our beliefs regarding the adequacy of our insurance; (xvi) our expectations regarding the outcome of legal matters and the impact of recently-issued accounting standards; and (xvii) our estimates and expectations regarding certain accounting and tax matters, including estimated savings as a result of the new gaming tax schedule, among others.

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Various matters may affect the operation, performance, development and results of our business and could cause future outcomes to change significantly from those set forth in our forward-looking statements, including the following risks, uncertainties and other factors:

our ability to repay our substantial indebtedness;

•~~indebtedness and projected borrowing risks;~~

the adverse impact of the COVID-19 pandemic on our business, constructions projects, financial condition and operating results, including on our ability to continue as a going concern;

•~~substantial dilution risks related to our outstanding warrants and options;~~

actions by government officials at the federal, state or local level with respect to steps to be taken, including, without limitation, temporary shutdowns, travel restrictions, social distancing and shelter-in place orders, in connection with the COVID-19 pandemic;

our ability to effectively manage and control expenses during temporary or extended shutdown periods;

the impact of temporary or extended shutdowns on our ability to maintain compliance with the terms and conditions of our indenture and other material contracts;

•~~growth strategies, including potential acquisitions and investments;~~

our ability to maintain strong relationships with our regulators, employees, lenders, suppliers, customers, insurance carriers, and other stakeholders;

•~~challenges regarding the successful integration~~

our ability to successfully implement social distancing and other safety measures and to protect our workforce and guests upon the reopening of our casinos;

changes by the SBA or other governmental authorities regarding the CARES Act, loan programs established under the CARES Act, or related administrative matters;

our ability to comply with the terms of the Loans and the CARES Act and to use the Loans in a manner that results in forgiveness of some or all of the Loans;

the availability of forgiveness of the Loans in whole or in part;

the impact of any uninsured losses;

disruptions in our supply chain;

disruptions or shortages in our labor supply;

the adverse impact of cancellations and/or postponements of hotel stays, live entertainment events and small meeting groups on our business, market position, growth, financial condition and operating results.

changes in guest visitation or spending patterns due to health or other concerns;

substantial dilution related to our outstanding stock warrants and options;

implementation of our growth strategies, including the Bronco Billy’s expansion, capital investments and potential acquisitions;

risks related to development and construction activities (including disputes with and defaults by contractors and subcontractors; construction, equipment or staffing problems; shortages of materials or skilled labor; environment, health and safety issues; and unanticipated cost increases);

Table of ~~acquisitions;~~Contents

•~~development and construction activities risks;~~

risks related to entering into sports betting operations, including our ability to establish and maintain relationships with key partners or vendors, the ability and/or willingness of our sports wagering providers to sustain sports betting operations should they experience an extended period of unprofitability, and the ability to replace existing partners or vendors on similar terms as our existing revenue guarantees;

•

our ability to successfully implement our sports betting operations in the anticipated time frame and to accurately forecast its impact on our cash flows;

delays in timing for Colorado regulators to begin allowing sports betting;

risks related to entering into the sports wagering agreements, including the ability of the parties to perform their obligations under the respective agreements;

the impact that any discontinuance, modification or other reform of LIBOR, or the establishment of alternative reference rates, may have on our LIBOR-based debt instruments such as our senior secured notes;

commerciality of our ferry boat service and risks associated with ferry boat operations;

our ability to successfully integrate acquisitions;

our ability to continue to comply with the covenants and terms of our debt instruments;

the development and success of our expansion projects and the financial performance of completed projects;

our ability to continue to comply with covenants and the terms of our debt instruments;

some of our casinos being on leased property;

changes to anticipated trends in the gaming industries;

changes in patron demographics;

general market and economic conditions including, but not limited to, the effects of housing and energy conditions on the economy in general and on the gaming and lodging industries in particular;

our ability to access capital and credit upon reasonable terms, including our ability to finance future business requirements and to repay or refinance debt as it matures;

our dependence on key personnel;

our ability and the cost to hire, motivate and retain employees, given low unemployment rates and, in some jurisdictions, increases in minimum wages;

availability of adequate levels of insurance;

changes to federal, state, and local taxation and tax rates, and gaming, health and safety and environmental laws, regulations and legislation;

any violations of the anti-money laundering laws;

cyber-security risks, including misappropriation of customer information or other breaches of information security;

Table of ~~our casinos being on leased property;~~Contents

•~~changes to anticipated trends in the gaming industries;~~

our ability to obtain and maintain gaming and other licenses, and obtain entitlements and other regulatory approvals for projects;

•~~changes in patron demographics;~~

the impact of severe weather;

~~general market and economic conditions including, but not limited to, the effects of housing and energy conditions on the economy in general and on the gaming and lodging industries in particular;~~

lack of alternative routes to certain of our properties;

~~access to capital and credit, including our ability to finance future business requirements and to repay or refinance debt as it matures;~~

the competitive environment, including increased competition in our target market areas;

~~dependence on key personnel;~~

substantial dilution related to our outstanding stock warrants and options;

~~availability of adequate levels of insurance;~~

the outcome of litigation matters;

changes to federal, state, and local taxation and tax rates, and gaming and environmental laws, regulations and legislation, including obtaining and maintaining gaming and other licenses and approvals;

marine transportation risks, including disasters, accidents, damage, injury, death and spills;

~~severe weather;~~

our ability to successfully estimate the impact of certain accounting and tax matters, including the effect on our company of adopting certain accounting pronouncements;

~~lack of alternative routes to certain of our properties;~~

the timing and effectiveness of the introduction of sports wagering in Indiana and Colorado, as well as the scale, speed and effectiveness that the parties with which we have contracted will introduce and market their respective sports wagering services;

~~competitive environment, including increased competition in our target market areas;~~

the potential for any of the parties with which we have contracted for sports wagering to terminate their agreements prior to the expiration of their term (such as through bankruptcy, sustained unprofitability of their online/mobile operations, a court ruling that overturns the legality of sports wagering in Indiana or Colorado, or their purchase of a physical casino in Indiana or Colorado with a competing online/mobile sports wagering application, subject to an extended non-compete period), and our ability to replace such party with another third-party on similar financial terms and in a timely manner; and

other ~~risks, uncertainties and~~ factors described from time to time in this and our other SEC filings and reports.

We undertake no obligation to publicly update or revise any forward-looking statements as a result of future developments, events or ~~conditions.~~conditions, except as required by law. New risks emerge from time to time and it is not possible for us to predict all such risk factors, nor can we assess the impact of all such risk factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ significantly from those forecast in any forward-looking statements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Not applicable.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures — As of ~~September 30, 2017,~~March 31, 2020, we completed an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in the ~~Securities~~ Exchange Act ~~of 1934~~ Rule ~~13a-15(e)~~13a‑15(e) and ~~15d-15(e)~~15d‑15(e)). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, 2020, our disclosure controls and procedures are effective at a reasonable assurance level in timely alerting them to material information relating to us, which is required to be included in our periodic SEC filings.

We have established controls and procedures designed at the reasonable assurance level to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and is accumulated

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and communicated to management, including the principal executive officer and the principal financial officer, to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting — There have been no changes in our internal control over financial reporting that occurred during the last fiscal quarter that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1.Legal Proceedings

Reference is made to the disclosure set forth in Part I, Item 3. Legal Proceedings, in our Annual Report on Form 10-K for the year ended December 31, 2016 regarding the construction defect litigation related to the parking garage at the Silver Slipper Casino and Hotel. During the three months ended September 30, 2017, we reached a settlement with the contractor and contractor's insurance company in connection with such litigation. The parties agreed to a mutual release of all claims and counterclaims, and the contractor and the contractor's insurance company agreed to pay us $675,000.

We incurred $55,000 and $98,000 of legal costs during the three and nine-months ended September 30, 2017, respectively, related to this matter. We have received all settlement proceeds. See Part I, Item 1, "Financial Statements" - Note 7 - Litigation for further information.

~~Additionally, we~~ are subject to various legal and administrative proceedings relating to personal injuries, employment matters, commercial transactions and other matters arising in the normal course of business. We do not believe that the final outcome of these matters will have a material adverse effect on our consolidated financial position or results of operations. We maintain what we believe is adequate insurance coverage to further mitigate the risks of such proceedings.

Item 1A. Risk Factors

~~There were no material changes from~~

In addition to the risk factors ~~set forth under Part I, Item 1A “Risk Factors” section of the Company’s~~previously disclosed in our Annual Report on Form ~~10-K~~10‑K for the year ended December 31, ~~2016.~~2019, the following risk factor was identified:

Our loans under the CARES Act may be subject to regulatory review.

On May 8, 2020, two wholly-owned subsidiaries, each of which has less than 500 employees, executed promissory notes, each with a two-year term, evidencing unsecured loans in the aggregate amount of $5,606,200 through programs established under the CARES Act and administered by the U.S. Small Business Administration. Such program was established for companies like ours, which have been heavily impacted by the pandemic, and encourages us to retain or rehire employees who would otherwise be unemployed, which we are doing. The application for the unsecured loans required us to certify, among other things, that the current economic uncertainty made the loan requests necessary to support our ongoing operations. We made this certification in good faith after analyzing, among other things, our financial situation (including our relatively small size and high leverage) and our lack of access to alternative forms of capital in light of the required closure of all of our operations, the uncertain dates at which we can open, and the uncertainty of business levels that will be obtained after we reopen. We believe that we satisfied all eligibility criteria for the loans. However, the certification required in the CARES Act application includes subjective criteria and is subject to interpretation. Others may interpret the criteria differently. If we are subsequently found to have been ineligible to receive the loans, we may be required to repay the loans prior to their maturity. We may also be subject to certain penalties with respect to the loans. In the event that we seek forgiveness of all or a portion of the loans, we will also be required to make certain certifications which will be subject to audit and review by governmental entities. The rules regarding such potential forgiveness are not yet clear and there is no certainty that any or all of the loans will be forgiven. Any of these events could harm our business, results of operations and financial condition.

~~We encourage investors~~

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Item 5. Other Information

Item 1.01 Entry into a Material Definitive Agreement.

On May 8, 2020, Gaming Entertainment (Indiana) LLC and FHR-Colorado LLC (“Borrowers”), subsidiaries of the Company, each executed a promissory note (collectively, the “Promissory Notes”) evidencing unsecured loans in the aggregate amount of $5,606,200 through programs established under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and administered by the U.S. Small Business Administration (“SBA”). Each of those subsidiaries had fewer than 500 employees on average over the 12 month period prior to ~~review~~shutdown and has an NAICS code beginning with 72. A provision of the ~~risks~~CARES Act allows certain businesses with an NAICS code of 72 to qualify for SBA loans even if those businesses, when combined with their affiliates, have more than 500 employees. The Loans were made through Zions Bancorporation, N.A. dba Nevada State Bank (the “Lender”) and ~~uncertainties~~were funded on May 8, 2020.

The Loans have a two-year term and bear interest at a rate of 1.00% per annum. Monthly principal and interest payments are deferred for six months. Beginning in December 2020, the Borrower is required to make monthly payments of principal and interest to the Lender. The Loans may be prepaid at any time prior to maturity with no prepayment penalties. The Promissory Notes mature on May 3, 2022.

The Promissory Notes contain customary events of default relating to, ~~our business disclosed in that Annual Report~~among other things, payment defaults, making materially false and misleading representations to the SBA or Lender, or breaching the terms of the Loan documents. Upon an event of default, the Lender may require immediate payment of all amounts owing under the respective Promissory Notes, collect all amounts owing from the respective Borrowers, or file suit and obtain judgment.

Under the terms of the CARES Act, all or a portion of these loans may be forgiven. Such forgiveness will be determined, subject to certain limitations, based on ~~Form 10-K,~~the use of loan proceeds for payment of certain eligible expenses, including primarily the payroll and health benefits of employees who would otherwise be without jobs or health benefits, as well as ~~those contained~~payments of mortgage interest, rent, and utilities. Such limitations include reductions in ~~"Forward-Looking Statements".~~

~~If any~~forgivable amounts if the Borrowers reduce the number of employees or certain wages, as well as the limitation that no more than 25% of the ~~risks discussed~~amount forgiven can be attributable to non-payroll costs. We will be obligated to repay any portion of the principal amount of the Loans that are not forgiven, together with accrued interest. We intend to use the Loans for qualifying expenses, and will continue to assess whether to apply for forgiveness of the Loans in accordance with the ~~sections referenced above actually occur, our business, financial condition and results~~terms of ~~operations could~~the CARES Act. However, we cannot assure you that we will be ~~materially and adversely affected. If this were to happen, the value~~eligible for forgiveness of ~~our common stock could decline significantly, and investors could lose~~ all or ~~part~~any portion of ~~their investment.~~

~~This report~~the Loans.

The foregoing description of the Promissory Notes does not purport to be complete and is qualified in its entirety by ~~these risk factors.~~reference to the copy of the Promissory Notes attached as Exhibit 10.2 and Exhibit 10.3 to this Quarterly Report on Form 10-Q, which are incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth under Item 1.01 and Exhibit 10.2 and Exhibit 10.3 are incorporated herein by reference.

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Item 6. Exhibits


Exhibit Number		Description
~~10.1†~~ 4.1		Waiver and Third Amendment to Indenture, dated as of April 28, 2020, by and among Full House Resorts, Inc. ~~Annual Incentive Plan for Executives~~, Wilmington Trust, National Association and the Guarantors (as named therein) (incorporated by reference to Exhibit ~~10.1~~4.1 to the ~~Company's~~Company’s Current Report on Form 8-K (SEC File No. 1-32583) filed on ~~August 1, 2017)~~April 29, 2020).
~~10.2~~ 10.1*		~~Second~~Fourth Amendment to ~~Hotel Lease/~~Lease Agreement with Option to Purchase ~~Agreement~~ dated ~~September 19, 2017,~~as of March 20, 2020, by and between ~~Rising Sun/Ohio County First, Inc.~~Cure Land Company, LLC, as landlord, and Silver Slipper Casino Venture LLC, as tenant.
10.2*		Promissory Note, dated as of May 8, 2020, by Gaming Entertainment (Indiana) ~~(incorporated by reference to Exhibit 10.1 to the Company's 8-K filed on September 21, 2017 )~~LLC in favor of Zions Bancorporation, N.A. dba Nevada State Bank.
31.1* 10.3*		Promissory Note, dated as of May 8, 2020, by FHR-Colorado LLC in favor of Zions Bancorporation, N.A. dba Nevada State Bank.
31.1*		Certification of principal executive officer pursuant to Exchange Act Rule ~~13a-14(a)~~13a‑14(a)/15(d)~~-14(a)~~‑14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*		Certification of principal financial officer pursuant to Exchange Act Rule 13a‑14(a)/15(d)‑14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2* 32.1**	~~Certification of principal financial officer pursuant to Exchange Act Rule 13a-14(a)/15(d)-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002~~
32.1*	Certification of principal executive officer pursuant to 18 U.S.C. section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**		Certification of principal financial officer pursuant to 18 U.S.C. section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*		XBRL Instance
101.SCH*		XBRL Taxonomy Extension Schema
101.CAL*		XBRL Taxonomy Extension Calculation
101.DEF*		XBRL Taxonomy Extension Definition
101.LAB*		XBRL Taxonomy Extension Labels
101.PRE*		XBRL Taxonomy Extension Presentation



*	~~Filed herewith.~~
†	~~Management contract or compensatory plan or arrangement.~~

* Filed herewith.

** Furnished herewith.

SIGNATURES

~~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: ~~November 9, 2017~~May 13, 2020	By:	/s/ DANIEL R. LEE
		Daniel R. Lee Chief Executive Officer (on behalf of the Registrant and as principal executive officer)


Date: ~~November 9, 2017~~May 13, 2020	By:	/s/ LEWIS A. FANGER
		Lewis A. Fanger Chief Financial Officer (on behalf of the Registrant and as principal financial officer and as principal accounting officer)


(Mark One)
~~(Mark One)~~ ☑
þ	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended ~~September 30, 2017~~March 31, 2020
or
o ☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from to



Delaware (State or other jurisdiction of incorporation or organization)		13-3391527 (I.R.S. Employer Identification No.)

One Summerlin, 1980 Festival Plaza Drive, Suite 680 Las Vegas, Nevada (Address of principal executive offices)		89135 (Zip Code)


			Page
					~~Page~~ PART I FINANCIAL INFORMATION
~~PART I. Financial Information~~
Item 1.	Financial Statements (Unaudited)		3
	Consolidated Statements of Operations		3
	Consolidated Balance Sheets		4
	Consolidated ~~Statement~~Statements of Changes in Stockholders’ Equity		5
	Consolidated Statements of Cash Flows		6
	Condensed Notes to Consolidated Financial Statements		7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		17 22
Item 3.	Quantitative and Qualitative Disclosures about Market Risk		29 37
Item 4.	Controls and Procedures		29 37

PART ~~II. Other Information~~				II OTHER INFORMATION
Item 1.	Legal Proceedings		30 38
Item 1A.	Risk Factors		30 38
Item 6.5.	~~Exhibits~~Other Information		31 39
Item 6.	Exhibits		40


Signatures		32	40



FULL HOUSE RESORTS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (In thousands, except per share data)
	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Revenues
Casino	$	39,009		$	36,967		$	110,702		$	97,093
Food and beverage	8,760			8,282			24,759			21,438
Hotel	2,408			2,361			6,724			6,488
Other operations	1,234			1,252			3,250			3,094
Gross revenues	51,411			48,862			145,435			128,113
Less promotional allowances	(7,685		)	(7,601		)	(21,968		)	(20,309		)
Net revenues	43,726			41,261			123,467			107,804
Operating costs and expenses
Casino	20,102			19,380			57,556			49,910
Food and beverage	3,466			2,817			9,598			7,090
Hotel	348			297			826			768
Other operations	483			475			1,333			1,236
Selling, general and administrative	13,076			12,747			39,889			36,508
Project development, acquisition costs and other	65			439			249			1,211
Depreciation and amortization	2,193			2,203			6,428			5,795
	39,733			38,358			115,879			102,518
Operating income	3,993			2,903			7,588			5,286
Other (expense) income
Interest expense, net of $77 capitalized for both 2017 periods	(2,718		)	(2,748		)	(8,102		)	(6,740		)
Debt modification costs	—			(24		)	—			(624		)
Adjustment to fair value of warrants	(302		)	181			(272		)	(60		)
	(3,020		)	(2,591		)	(8,374		)	(7,424		)
Income (loss) before income taxes	973			312			(786		)	(2,138		)
Provision for income taxes	184			177			552			458
Net income (loss)	$	789		$	135		$	(1,338	)	$	(2,596	)

Basic income (loss) per share	$	0.03		$	0.01		$	(0.06	)	$	(0.13	)
Diluted income (loss) per share	$	0.03		$	—		$	(0.06	)	$	(0.13	)



FULL HOUSE RESORTS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands, except share data)
	September 30, 2017			December 31, 2016
	(Unaudited)
ASSETS
Current assets
Cash and equivalents	$	22,420		$	27,038
Accounts receivable, net of collection allowance of $122 and $53	1,575			1,909
Inventories	1,986			1,329
Prepaid expenses	3,745			2,809
	29,726			33,085
Property and equipment, net	114,551			111,465
Other long-term assets
Goodwill	21,286			21,286
Intangible assets, net of accumulated amortization of $7,756 and $7,732	10,943			10,966
Deposits and other	894			404
	33,123			32,656
	$	177,400		$	177,206
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	5,321		$	4,910
Accrued payroll and other	12,195			11,122
Current portion of long-term debt	1,969			1,688
Current portion of capital lease obligation	413			419
	19,898			18,139

Common stock warrant liability and other long-term obligations	1,589			1,117
Deferred taxes	2,458			1,907
Long-term debt, net of current portion	92,939			94,246
Capital lease obligation, net of current portion	4,978			5,318
	121,862			120,727
Commitments and contingencies (Notes 5 and 7)
Stockholders’ equity
Common stock, $0.0001 par value, 100,000,000 shares authorized; 24,247,418 and 24,221,558 shares issued and 22,890,823 and 22,864,963 shares outstanding	2			2
Additional paid-in capital	51,668			51,271
Treasury stock, 1,356,595 common shares	(1,654		)	(1,654		)
Retained earnings	5,522			6,860
	55,538			56,479
	$	177,400		$	177,206



Pro Forma Consolidated Statement of Operations
(In thousands except per share data, unaudited)
	For the Nine Months Ended September 30, 2016
Net revenues	$	117,352
Net loss	(3,372		)
Basic and diluted loss per share	(0.17		)



(In thousands)	September 30, 2017
	(unaudited)
	Outstanding Principal			Unamortized Discount			Unamortized Debt Issuance Costs			Long-term Debt, Net
First Lien Term Loan	$	41,625		$	—		$	(374	)	$	41,251
Revolving Loan	—			—			—			—
Second Lien Term Loan	55,000			(346		)	(997		)	53,657
	96,625			(346		)	(1,371		)	94,908
Less current portion	(1,969		)	—			—			(1,969		)
	$	94,656		$	(346	)	$	(1,371	)	$	92,939



(In thousands)	December 31, 2016
	Outstanding Principal			Unamortized Discount			Unamortized Debt Issuance Costs			Long-term Debt, Net
First Lien Term Loan	$	43,312		$	—		$	(561	)	$	42,751
Revolving Loan	—			—			—			—
Second Lien Term Loan	55,000			(469		)	(1,348		)	53,183
	98,312			(469		)	(1,909		)	95,934
Less current portion	(1,688		)	—			—			(1,688		)
	$	96,624		$	(469	)	$	(1,909	)	$	94,246



(In thousands)	Three Months Ended					Nine Months Ended
	September 30, 2017		September 30, 2016			September 30, 2017			September 30, 2016

Numerator:
Net income (loss) attributable to Full House Resorts, Inc. - basic	$	789	$	135		$	(1,338	)	$	(2,596	)
Adjustment for assumed conversion of warrants	—		(181		)	—			—
Net income (loss) attributable to Full House Resorts, Inc. - diluted	$	789	$	(46	)	$	(1,338	)	$	(2,596	)

Denominator:
Weighted-average common share equivalents - basic	22,891		19,689			22,877			19,666
Potential dilution from share-based awards	772		195			—			—
Potential dilution from assumed conversion of warrants	—		112			—			—
Weighted-average common and common share equivalents - diluted	23,663		19,996			22,877			19,666
Anti-dilutive share-based awards and warrants excluded from the calculation of diluted earnings per share	1,487		494			3,545			3,065



	Number of Stock Options	Weighted Average Exercise Price
Options outstanding at January 1, 2017	2,057,950	$	1.42
Granted	479,990	$	2.32
Exercised	—	n/a
Canceled/Forfeited	—	n/a
Options outstanding at September 30, 2017	2,537,940	$	1.59
Options exercisable at September 30, 2017	1,295,996	$	1.39



(In thousands, unaudited)
	For the Three Months Ended,						For the Nine Months Ended,
	September 30, 2017			September 30, 2016			September 30, 2017			September 30, 2016
Net Revenues
Silver Slipper Casino and Hotel	$	16,425		$	14,987		$	49,520		$	44,326
Rising Star Casino Resort	12,698			12,553			37,498			36,852
Bronco Billy's Hotel and Casino	7,505			7,092			20,140			10,427
Northern Nevada Casinos	7,098			6,629			16,309			16,199
	$	43,726		$	41,261		$	123,467		$	107,804

Adjusted Property EBITDA
Silver Slipper Casino and Hotel	$	3,054		$	2,304		$	9,013		$	7,335
Rising Star Casino Resort	728			751			2,671			2,483
Bronco Billy's Hotel and Casino	1,769			1,610			4,092			2,698
Northern Nevada Casinos	1,892			1,864			2,391			3,256
	7,443			6,529			18,167			15,772

Other operating (expenses) income:
Depreciation and amortization	(2,193		)	(2,203		)	(6,428		)	(5,795		)
Corporate expenses	(1,064		)	(889		)	(3,518		)	(3,165		)
Project development and acquisition costs	(53		)	(130		)	(238		)	(902		)
Gain (loss) on asset disposals, net	(12		)	(309		)	2			(309		)
Share-based compensation	(128		)	(95		)	(397		)	(315		)
Operating income	3,993			2,903			7,588			5,286
Other (expense) income:
Interest expense	(2,718		)	(2,748		)	(8,102		)	(6,740		)
Debt modification costs	—			(24		)	—			(624		)
Adjustment to fair value of warrants	(302		)	181			(272		)	(60		)
	(3,020		)	(2,591		)	(8,374		)	(7,424		)
Income (loss) before income taxes	973			312			(786		)	(2,138		)
Provision for income taxes	184			177			552			458
Net income (loss)	$	789		$	135		$	(1,338	)	$	(2,596	)



(In thousands)	Three Months Ended September 30,				Percent Change		Nine Months Ended September 30,						Percent Change
	2017		2016		Percent Change		2017			2016			Percent Change
Net revenues	$	43,726	$	41,261	6.0	%	$	123,467		$	107,804		14.5	%
Operating expenses	39,733		38,358		3.6	%	115,879			102,518			13.0	%
Operating income	3,993		2,903		37.5	%	7,588			5,286			43.5	%
Interest and other non-operating expenses	3,020		2,591		16.6	%	8,374			7,424			12.8	%
Income tax expense	184		177		4.0	%	552			458			20.5	%
Net income (loss)	$	789	$	135	484.4	%	$	(1,338	)	$	(2,596	)	(48.5	)%



For the three months ended September 30, 2017
(In thousands)
	Operating income (loss)			Depreciation and amortization		Loss from asset disposals		Project development and acquisition costs		Share-based compensation		Adjusted EBITDA
Casino properties
Silver Slipper Casino and Hotel	$	2,174		$	872	$	8	$	—	$	—	$	3,054
Rising Star Casino Resort	117			611		—		—		—		728
Bronco Billy's Casino and Hotel	1,300			468		1		—		—		1,769
Northern Nevada Casinos	1,685			207		—		—		—		1,892
	5,276			2,158		9		—		—		7,443
Other operations
Corporate	(1,283		)	35		3		53		128		(1,064		)
	(1,283		)	35		3		53		128		(1,064		)
	$	3,993		$	2,193	$	12	$	53	$	128	$	6,379