Document and Entity Information
Document and Entity Information | 3 Months Ended |
Dec. 31, 2016shares | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | MOHEGAN TRIBAL GAMING AUTHORITY |
Entity Central Index Key | 1,005,276 |
Current Fiscal Year End Date | --09-30 |
Entity Filer Category | Non-accelerated Filer |
Document Type | 10-Q |
Document Period End Date | Dec. 31, 2016 |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | Q1 |
Amendment Flag | false |
Entity Common Stock, Shares Outstanding | 0 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2016 | Sep. 30, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 114,746 | $ 83,743 |
Restricted cash | 309 | 1,232 |
Receivables, net | 43,555 | 42,783 |
Inventories | 15,444 | 15,312 |
Other current assets | 18,300 | 22,409 |
Total current assets | 192,354 | 165,479 |
Non-current assets: | ||
Restricted cash | 184,464 | 205,833 |
Property and equipment, net | 1,319,054 | 1,326,544 |
Goodwill | 39,459 | 39,459 |
Other intangible assets, net | 404,187 | 404,289 |
Other assets, net | 91,769 | 86,358 |
Total assets | 2,231,287 | 2,227,962 |
Current liabilities: | ||
Current portion of long-term debt | 56,472 | 24,259 |
Due to Mohegan Tribe | 0 | 5,500 |
Current portion of capital leases | 0 | 856 |
Trade payables | 11,493 | 13,690 |
Construction payables | 3,407 | 8,462 |
Accrued interest payable | 8,880 | 5,512 |
Other current liabilities | 154,422 | 149,361 |
Total current liabilities | 234,674 | 207,640 |
Non-current liabilities: | ||
Long-term debt, net of current portion | 1,715,081 | 1,647,988 |
Due to Mohegan Tribe, net of current portion | 0 | 7,420 |
Capital leases, net of current portion | 0 | 665 |
Other long-term liabilities | 1,431 | 1,597 |
Total liabilities | 1,951,186 | 1,865,310 |
Commitments and Contingencies | ||
Capital: | ||
Retained earnings | 185,480 | 249,102 |
Accumulated other comprehensive income (loss) | (3,791) | 5,106 |
Mohegan Tribal Gaming Authority total capital | 181,689 | 254,208 |
Non-controlling interests | 98,412 | 108,444 |
Total capital | 280,101 | 362,652 |
Total liabilities and capital | $ 2,231,287 | $ 2,227,962 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | ||
Revenues: | |||
Gaming | $ 285,075 | $ 292,397 | |
Food and beverage | 23,056 | 22,017 | |
Hotel | 14,703 | 12,337 | |
Retail, entertainment and other | 34,465 | 30,469 | |
Gross revenues | 357,299 | 357,220 | |
Less-Promotional allowances | (26,307) | (24,034) | |
Net revenues | 330,992 | 333,186 | |
Operating costs and expenses: | |||
Gaming | [1] | 169,382 | 166,993 |
Food and beverage | 10,329 | 10,324 | |
Hotel | [1] | 6,203 | 3,816 |
Retail, entertainment and other | 15,387 | 9,489 | |
Advertising, general and administrative | [1] | 50,396 | 49,376 |
Corporate | [1] | 11,188 | 4,012 |
Depreciation and amortization | 18,212 | 19,128 | |
(Gain) loss on disposition of assets | 20 | (28) | |
Pre-opening | 455 | 0 | |
Total operating costs and expenses | 281,572 | 263,110 | |
Income from operations | 49,420 | 70,076 | |
Other income (expense): | |||
Interest income | 2,900 | 2,130 | |
Interest expense | (30,035) | (34,147) | |
Loss on modification and early extinguishment of debt | (73,796) | (207) | |
Loss from unconsolidated affiliates | (731) | (393) | |
Other income (expense), net | 1 | (9) | |
Total other expense | (101,661) | (32,626) | |
Net income (loss) | (52,241) | 37,450 | |
(Income) loss attributable to non-controlling interests | 619 | (5,531) | |
Net income (loss) attributable to Mohegan Tribal Gaming Authority | (51,622) | 31,919 | |
Comprehensive income (loss): | |||
Foreign currency translation | (18,310) | (613) | |
Other comprehensive loss | (18,310) | (613) | |
Other comprehensive loss attributable to non-controlling interests | 9,413 | 0 | |
Other comprehensive loss attributable to Mohegan Tribal Gaming Authority | (8,897) | (613) | |
Comprehensive income (loss) attributable to Mohegan Tribal Gaming Authority | $ (60,519) | $ 31,306 | |
[1] | These financial statement line items include costs and expenses associated with related party transactions (refer to Note 4). |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN CAPITAL - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Statements of Changes in Capital | ||
Total capital at beginning of period | $ 362,652 | $ 168,041 |
Net income (loss) | (52,241) | 37,450 |
Foreign currency translation adjustment | (18,310) | (613) |
Contributions from members | 150 | |
Distributions to Mohegan Tribe | (12,000) | (10,600) |
Total capital at end of period | 280,101 | 194,428 |
Retained Earnings | ||
Statements of Changes in Capital | ||
Total capital at beginning of period | 249,102 | 169,452 |
Net income (loss) | (51,622) | 31,919 |
Distributions to Mohegan Tribe | (12,000) | (10,600) |
Total capital at end of period | 185,480 | 190,771 |
Accumulated Other Comprehensive Income (Loss) | ||
Statements of Changes in Capital | ||
Total capital at beginning of period | 5,106 | 0 |
Foreign currency translation adjustment | (8,897) | (613) |
Total capital at end of period | (3,791) | (613) |
Mohegan Tribal Gaming Authority Total Capital | ||
Statements of Changes in Capital | ||
Total capital at beginning of period | 254,208 | 169,452 |
Net income (loss) | (51,622) | 31,919 |
Foreign currency translation adjustment | (8,897) | (613) |
Distributions to Mohegan Tribe | (12,000) | (10,600) |
Total capital at end of period | 181,689 | 190,158 |
Non-controlling Interests | ||
Statements of Changes in Capital | ||
Total capital at beginning of period | 108,444 | (1,411) |
Net income (loss) | (619) | 5,531 |
Foreign currency translation adjustment | (9,413) | 0 |
Contributions from members | 150 | |
Total capital at end of period | $ 98,412 | $ 4,270 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows provided by (used in) operating activities: | ||
Net income (loss) | $ (52,241) | $ 37,450 |
Adjustments to reconcile net income (loss) to net cash flows provided by operating activities: | ||
Depreciation and amortization | 18,212 | 19,128 |
Loss on modification and early extinguishment of debt, net | 65,218 | 207 |
Amortization of debt issuance costs, premiums and discounts | 1,843 | 2,244 |
Provision (recovery) for losses on receivables | 653 | (6,280) |
(Gain) loss on disposition of assets | 20 | (28) |
Loss from unconsolidated affiliates | 731 | 393 |
Loss on foreign currency exchange rate | 3 | 0 |
Changes in operating assets and liabilities: | ||
Increase in receivables | (942) | (8,745) |
Increase in inventories | (132) | (608) |
Increase in prepaid and other assets | (4,062) | (17,929) |
Decrease in trade payables | (2,196) | (49) |
Increase in accrued interest | 3,368 | 10,732 |
Increase (decrease) in other liabilities | (3,302) | 5,509 |
Net cash flows provided by operating activities | 27,173 | 42,024 |
Cash flows provided by (used in) investing activities: | ||
Purchases of property and equipment, including decreases in construction payables of $5,055 and $10,296, respectively | (15,702) | (17,843) |
Issuance of third-party loans and advances | (446) | (2,556) |
Payments received on third-party loans and advances | 43 | 13,441 |
(Increase) decrease in restricted cash, net | 2,681 | (777) |
Proceeds from asset sales | 29 | 82 |
Investments in unconsolidated affiliates | (325) | (500) |
Investments in the New England Black Wolves | 0 | (250) |
Net cash flows used in investing activities | (13,720) | (8,403) |
Cash flows provided by (used in) financing activities: | ||
Borrowings from Mohegan Tribe | 0 | 22,500 |
Repayments to Mohegan Tribe | (12,920) | 0 |
Repayments of other long-term debt | (785,259) | (129) |
Payments on capital lease obligations | (1,521) | (203) |
Distributions to Mohegan Tribe | (12,000) | (10,600) |
Payments of tender offer and repurchase costs | (50,308) | 0 |
Payments of financing fees | (22,092) | (4,621) |
Non-controlling interest contributions | 0 | 150 |
Net cash flows provided by financing activities | 17,553 | 124,184 |
Net increase in cash and cash equivalents | 31,006 | 157,805 |
Effect of exchange rate on cash and cash equivalents | (3) | (613) |
Cash and cash equivalents at beginning of period | 83,743 | 65,754 |
Cash and cash equivalents at end of period | 114,746 | 222,946 |
Supplemental disclosures: | ||
Cash paid during the period for interest | 24,826 | 21,177 |
Non-cash payments received - Cowlitz Tribal Gaming Authority | 0 | 6,000 |
Credit Facility | Prior Senior Secured Credit Facility - Revolving | ||
Cash flows provided by (used in) financing activities: | ||
Credit facility/line of credit borrowings | 35,000 | 231,000 |
Credit facility/line of credit repayments | (48,000) | (194,000) |
Credit Facility | Prior Senior Secured Credit Facility - Term Loan A | ||
Cash flows provided by (used in) financing activities: | ||
Credit facility/line of credit repayments | (99,986) | (2,344) |
Credit Facility | Prior Senior Secured Credit Facility - Term Loan B | ||
Cash flows provided by (used in) financing activities: | ||
Credit facility/line of credit repayments | (778,175) | (2,053) |
Credit Facility | Senior Secured Credit Facility - Revolving | ||
Cash flows provided by (used in) financing activities: | ||
Credit facility/line of credit borrowings | 210,000 | 0 |
Credit facility/line of credit repayments | (111,000) | 0 |
Credit Facility | Senior Secured Credit Facility - Term Loan A | ||
Cash flows provided by (used in) financing activities: | ||
Credit facility/line of credit borrowings | 441,965 | 0 |
Credit Facility | Senior Secured Credit Facility - Term Loan B | ||
Cash flows provided by (used in) financing activities: | ||
Credit facility/line of credit borrowings | 777,150 | 0 |
Credit Facility | Prior Line of Credit | ||
Cash flows provided by (used in) financing activities: | ||
Credit facility/line of credit borrowings | 9,735 | 123,694 |
Credit facility/line of credit repayments | (9,735) | (123,694) |
Credit Facility | Line of Credit | ||
Cash flows provided by (used in) financing activities: | ||
Credit facility/line of credit borrowings | 138,613 | 0 |
Credit facility/line of credit repayments | (138,613) | 0 |
Credit Facility | Prior Downs Lodging Credit Facility | ||
Cash flows provided by (used in) financing activities: | ||
Credit facility/line of credit repayments | 0 | (40,516) |
Credit Facility | Downs Lodging Credit Facility | ||
Cash flows provided by (used in) financing activities: | ||
Credit facility/line of credit borrowings | 0 | 25,000 |
Credit facility/line of credit repayments | (21,656) | 0 |
Credit Facility | Senior Secured Credit Facility, Term Loan A and B | ||
Supplemental disclosures: | ||
Non-cash repayments | 18,651 | 30,196 |
Senior Unsecured Notes | ||
Cash flows provided by (used in) financing activities: | ||
Proceeds from issuance of Senior Unsecured Notes, net of discount | 496,355 | 100,000 |
Promissory Notes | 2012 Mohegan Tribe Promissory Note | ||
Supplemental disclosures: | ||
Non-cash repayments | $ 0 | $ 6,000 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Cash Flows [Abstract] | ||
(Decrease) increase in construction payables | $ (5,055) | $ (10,296) |
ORGANIZATION
ORGANIZATION | 3 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION: The Mohegan Tribe of Indians of Connecticut (the “Mohegan Tribe” or the “Tribe”) established the Mohegan Tribal Gaming Authority (the “Authority”) in July 1995 with the exclusive authority to conduct and regulate gaming activities for the Tribe on Tribal lands and the non-exclusive authority to conduct such activities elsewhere. The Tribe is a federally-recognized Indian tribe with an approximately 595 -acre reservation situated in Southeastern Connecticut, adjacent to Uncasville, Connecticut. Under the Indian Gaming Regulatory Act of 1988, federally-recognized Indian tribes are permitted to conduct full-scale casino gaming operations on tribal lands, subject to, among other things, the negotiation of a compact with the affected state. The Tribe and the State of Connecticut entered into a compact (the “Mohegan Compact”), which was approved by the United States Secretary of the Interior. The Authority is primarily engaged in the ownership, operation and development of gaming facilities. In October 1996, the Authority opened Mohegan Sun, a gaming and entertainment complex situated on an approximately 185 -acre site on the Tribe's reservation. The Authority is governed by a nine -member Management Board, whose members also comprise the Mohegan Tribal Council, the governing body of the Tribe. Any change in the composition of the Mohegan Tribal Council results in a corresponding change in the Authority's Management Board. As of December 31, 2016 , the following subsidiaries were wholly-owned by the Authority: Mohegan Basketball Club, LLC (“MBC”), Mohegan Golf, LLC (“Mohegan Golf”), Mohegan Lacrosse, LLC (“Mohegan Lacrosse”), Mohegan Commercial Ventures-PA, LLC (“MCV-PA”), Mohegan Ventures-Northwest, LLC (“Mohegan Ventures-NW”) and Mohegan Gaming Advisors, LLC ("Mohegan Gaming Advisors"). MBC owns and operates the Connecticut Sun, a professional basketball team in the Women's National Basketball Association (the “WNBA”). MBC currently owns a 4.2% membership interest in WNBA, LLC. Mohegan Golf owns and operates the Mohegan Sun Golf Club in Southeastern Connecticut. Mohegan Lacrosse holds a 50% membership interest in New England Black Wolves, LLC (“NEBW”). NEBW owns and operates the New England Black Wolves, a professional indoor lacrosse team in the National Lacrosse League. MCV-PA holds a 0.01% general partnership interest in each of Downs Racing, L.P. (“Downs Racing”), Backside, L.P., Mill Creek Land, L.P. and Northeast Concessions, L.P. (collectively, along with MCV-PA, the “Pocono Subsidiaries”), while the Authority holds the remaining 99.99% limited partnership interest in each entity. Downs Racing owns and operates Mohegan Sun Pocono, a gaming and entertainment facility situated on an approximately 400 -acre site in Plains Township, Pennsylvania, and several off-track wagering facilities located elsewhere in Pennsylvania (collectively, the “Pennsylvania Facilities”). The Authority views the operations of Mohegan Sun, MBC, Mohegan Golf and Mohegan Lacrosse (collectively, the “Connecticut Facilities”) and the Pennsylvania Facilities as two separate operating segments. Mohegan Ventures-NW and a subsidiary of the Tribe hold 49.15% and 10.85% membership interests in Salishan-Mohegan, LLC (“Salishan-Mohegan”), respectively. Salishan-Mohegan was formed to participate in the development and management of ilani Casino Resort, a gaming and entertainment facility owned by the federally-recognized Cowlitz Indian Tribe (the “Cowlitz Tribe”), which is currently being constructed on the Cowlitz reservation in Clark County, Washington (the “Cowlitz Project”). Mohegan Gaming Advisors was formed to pursue gaming opportunities outside the State of Connecticut, including management contracts and consulting agreements for casino and entertainment properties. The subsidiary and investment interests held by Mohegan Gaming Advisors include the following: • a 100% membership interest in MGA Holding NJ, LLC (“MGA Holding NJ”) and MGA Gaming NJ, LLC (collectively, the “Mohegan NJ Entities”). The Mohegan NJ Entities were formed to pursue management contracts and consulting agreements in the State of New Jersey. MGA Holding NJ holds a 10% ownership interest in Resorts Casino Hotel in Atlantic City, New Jersey, and its associated gaming activities, including on-line gaming in the State of New Jersey. • a 100% membership interest in MGA Holding MA, LLC (“MGA Holding MA”) and MGA Gaming MA, LLC (“MGA Gaming MA”). MGA Holding MA holds a 100% membership interest in MGA Palmer Partners, LLC (“MGA Palmer Partners”). MGA Palmer Partners holds a 100% membership interest in Mohegan Sun Massachusetts, LLC (“Mohegan Sun Massachusetts” and, together with MGA Holding MA, MGA Gaming MA and MGA Palmer Partners, collectively referred to herein as the “Mohegan MA Entities”). The Mohegan MA Entities were formed to pursue gaming opportunities in the Commonwealth of Massachusetts. • a 50.19% membership interest in Inspire Integrated Resort Co., Ltd. (“Inspire Integrated Resort”). Inspire Integrated Resort was formed to pursue gaming opportunities in South Korea ("Project Inspire"). • a 100% membership interest in MGNV, LLC (“MGNV”). MGNV was formed to pursue gaming, hospitality and entertainment opportunities in the State of Nevada. • a 100% membership interest in MGLA, LLC (“MGLA”). MGLA was formed to pursue gaming, hospitality and entertainment opportunities in the State of Louisiana. • a 100% membership interest in MGBR, LLC (“MGBR”). MGBR was formed to pursue gaming, hospitality and entertainment opportunities in South America. MGBR holds a 7.4% membership interest in an unaffiliated third-party limited liability company. The Authority holds a 50% membership interest in MMCT Venture, LLC (“MMCT”). MMCT was formed with the Mashantucket Pequot Tribe (the “MPT”) to pursue additional gaming opportunities in the State of Connecticut. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION: The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In accordance with Rule 10-01, the accompanying unaudited condensed consolidated financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete consolidated financial statements. The accompanying year-end condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America. In management's opinion, all adjustments, including normal recurring accruals and adjustments, necessary for a fair statement of the Authority's operating results for the interim period, have been included. In addition, certain amounts in the accompanying 2016 condensed consolidated financial statements have been reclassified to conform to the 2017 presentation. The gaming market in the Northeastern United States is seasonal in nature, with peak gaming activities often occurring at Mohegan Sun and Mohegan Sun Pocono during the months of May through August. Accordingly, the Authority's operating results for the three months ended December 31, 2016 are not necessarily indicative of operating results for other interim periods or an entire fiscal year. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Authority's Annual Report on Form 10-K for the fiscal year ended September 30, 2016 . Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Authority and its majority and wholly-owned subsidiaries and entities. In accordance with authoritative guidance issued by the Financial Accounting Standards Board (the “FASB”) pertaining to consolidation of variable interest entities ("VIE"), the accounts of Salishan-Mohegan are consolidated into the accounts of Mohegan Ventures-NW, the accounts of Inspire Integrated Resort are consolidated into the accounts of Mohegan Gaming Advisors and the accounts of NEBW are consolidated into the accounts of Mohegan Lacrosse as Mohegan Ventures-NW, Mohegan Gaming Advisors and Mohegan Lacrosse are deemed to be the primary beneficiaries. A primary beneficiary is defined as the party that has both the power to direct the activities that most significantly impact the VIE's economic performance and the obligation to absorb losses of or the right to receive benefits from the VIE that could potentially be significant to the VIE. To determine whether the Authority's interest in a VIE could potentially be significant to the VIE, the Authority considers both qualitative and quantitative factors regarding the nature, size and form of its involvement in the VIE. The Authority assesses whether it is the primary beneficiary of a VIE or the holder of a significant variable interest in a VIE on an on-going basis. In consolidation, all inter-company balances and transactions were eliminated. Long-Term Receivables Long-term receivables consist primarily of receivables from affiliates and others. Receivables from affiliates, which are included in receivables, net, and other assets, net, in the accompanying condensed consolidated balance sheets, consist of reimbursable costs and expenses advanced by Salishan-Mohegan on behalf of the Cowlitz Tribe for the Cowlitz Project (refer to Note 6). The Salishan-Mohegan receivables are payable upon: (1) the related property being taken into trust by the United States Department of the Interior and (2) the receipt of necessary financing for the development of the planned casino. In March 2015, the Cowlitz Project site was taken into trust by the United States Department of the Interior for the benefit of the Cowlitz Tribe. In addition, in December 2015, the Cowlitz Tribal Gaming Authority (the “CTGA”) obtained financing for the Cowlitz Project. The financing provided funding for construction of the Cowlitz Project and a partial repayment of the Salishan-Mohegan receivables. The Authority maintains a reserve for doubtful collection of the remaining Salishan-Mohegan receivables, which is based on the Authority's estimate of the probability that the receivables will be collected. The Authority assesses the reserve for doubtful collection of the Salishan-Mohegan receivables for adequacy on a quarterly basis. In fiscal 2016, following the financing of the Cowlitz Project, the Authority reduced the reserve for doubtful collection of the Salishan-Mohegan receivables. Future developments in the construction and opening of the casino, cash flows generated by the casino and other matters affecting the Cowlitz Project could affect the collectability of the Salishan-Mohegan receivables and the related reserve. Receivables from others, which are primarily included in other assets, net, in the accompanying condensed consolidated balance sheets, consist of funds loaned to a third-party in connection with the Cowlitz Project and a loan to a tenant of Mohegan Sun. The Authority maintains a reserve for doubtful collection of receivables from others, which is based on the Authority's estimate of the probability that these receivables will be collected considering historical experience, creditworthiness of the related third-party and tenant and all other available information. A receivable is charged off against the reserve when the Authority believes it is probable the receivable will not be recovered. The Authority believes that there is no concentration of credit risk for which a reserve has not been established. The following table presents a reconciliation of long-term receivables, including current portions, and the related reserves for doubtful collection of these long-term receivables (in thousands): Long-Term Receivables Affiliates Others Total Balance, September 30, 2016 (1) $ 86,851 $ 3,373 $ 90,224 Additions: Advances and other loans, including interest receivable 2,372 445 2,817 Development fees, including interest receivable 1,961 — 1,961 Deductions: Payments (2) (1,409 ) (43 ) (1,452 ) Balance, December 31, 2016 (1) $ 89,775 $ 3,775 $ 93,550 __________ (1) Includes current portions of $3.9 million and $4.9 million as of December 31, 2016 and September 30, 2016, respectively. Also, includes interest receivable of $53.6 million and $51.0 million as of December 31, 2016 and September 30, 2016, respectively. (2) Payments of receivables from affiliates represent payments of development fees earned. Reserves for Doubtful Collection of Long-Term Receivables Affiliates Others Total Balance, September 30, 2016 $ 16,385 $ — $ 16,385 Additions: Charges to bad debt expense 474 — 474 Balance, December 31, 2016 $ 16,859 $ — $ 16,859 Fair Value of Financial Instruments The fair value amounts presented below are reported to satisfy disclosure requirements pursuant to authoritative guidance issued by the FASB pertaining to disclosures about fair values of financial instruments and are not necessarily indicative of amounts that the Authority could realize in a current market transaction. The Authority applies the following fair value hierarchy, which prioritizes the inputs utilized to measure fair value into three levels: • Level 1 - Quoted prices for identical assets or liabilities in active markets; • Level 2 - Quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets or valuations based on models where the significant inputs are observable or can be corroborated by observable market data; and • Level 3 - Valuations based on models where the significant inputs are unobservable. The unobservable inputs reflect the Authority's estimates or assumptions that market participants would utilize in pricing such assets or liabilities. The Authority's assessment of the significance of a particular input requires judgment and may affect the valuation of financial assets and liabilities and their placement within the fair value hierarchy. The carrying amount of cash and cash equivalents, restricted cash, receivables, trade payables and promissory notes and certain credit facilities approximates fair value. The estimated fair value of the Authority's financing facilities and notes were as follows (in thousands): December 31, 2016 Carrying Value Fair Value Senior Secured Credit Facility - Revolving $ 99,000 $ 98,876 Senior Secured Credit Facility - Term Loan A $ 419,648 $ 429,919 Senior Secured Credit Facility - Term Loan B $ 764,010 $ 787,931 2016 7 7/8% Senior Unsecured Notes $ 486,675 $ 508,125 The estimated fair values of the Authority's financing facilities and notes were based on Level 2 inputs (quoted market prices or prices of similar instruments) on or about December 31, 2016 . Additional Cash Flow Information On December 31, 2016 and 2015, the bank that administers the Authority’s debt service payments for its senior secured credit facilities made required principal payments on behalf of the Authority totaling $18.7 million and $30.2 million , respectively, but did not accordingly debit the Authority’s bank account for these payments . As of December 31, 2016 and 2015, the Authority reflected these transactions as reductions to current portion of long-term debt and corresponding increases to other current liabilities. On the respective following banking days, the bank withdrew the payments from the Authority’s bank account, resulting in reductions to the Authority’s cash and cash equivalents and other current liabilities. Accordingly, the Authority classified the payments made by the bank as non-cash financing outflows and the related amounts owed to the bank as non-cash financing inflows in the accompanying condensed consolidated statements of cash flows for the three months ended December 31, 2016 and 2015. New Accounting Standards In May 2014, the FASB issued an accounting standards update on revenue recognition that will be applied to all contracts with customers. The update requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. It also requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. This guidance will be required to be applied on a retrospective basis, using one of two methodologies, and was to be effective for annual reporting periods beginning after December 15, 2016, with early application not being permitted. However, in July 2015, the FASB deferred the effective date by one year. This guidance will now be effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods thereafter. Entities are permitted to adopt the guidance as of the original effective date. The FASB has since issued several accounting standards updates to further clarify this guidance including: (1) principal versus agent considerations, (2) identifying performance obligations and licensing, (3) narrow-scope improvements and practical expedients and (4) technical corrections and improvements. The Authority is currently evaluating the impact that this guidance will have on its financial statements. In August 2014, the FASB issued an accounting standards update which provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. The update requires management to perform interim and annual assessments of an entity's ability to continue as a going concern within one year of the date the financial statements are issued. It also requires management to provide certain disclosures if conditions or events raise substantial doubt about the entity's ability to continue as a going concern. This guidance will be required for annual reporting periods ending after December 15, 2016, and interim reporting periods thereafter, with early application permitted. The Authority adopted this guidance in its first quarter of fiscal 2017 and its adoption did not impact the Authority's financial statements. In February 2015, the FASB issued an accounting standards update which amends existing requirements applicable to reporting entities that are required to evaluate whether certain legal entities should be consolidated. This guidance will be required to be applied either on a retrospective or modified retrospective basis and will be effective for annual reporting periods beginning after December 15, 2015, and interim reporting periods thereafter, with early application permitted. The Authority adopted this guidance in its first quarter of fiscal 2017 and its adoption did not impact the Authority's financial statements. In February 2016, the FASB issued new guidance pertaining to leases based on the principle that entities should recognize assets and liabilities arising from leases. This guidance does not significantly change the lessees’ recognition, measurement and presentation of expenses and cash flows from the previous accounting standards. Leases are classified as operating or financing. The primary change in the guidance is the requirement for entities to recognize a right-of-use asset representing the right to use the leased asset and a lease liability for payments during the term of operating lease arrangements. Lessees are permitted to make an accounting policy election to not recognize the asset and liability for leases with a term of twelve months or less. Lessors’ accounting is largely unchanged from the previous accounting standard. In addition, the guidance expands disclosure requirements of lease arrangements. This guidance will be required to be applied on a modified retrospective basis, which includes a number of practical expedients, and will be effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods thereafter, with early application permitted. The Authority is currently evaluating the impact that this guidance will have on its financial statements. In August 2016, the FASB issued an accounting standards update which clarifies the treatment of several cash flow categories in an attempt to reduce the current diversity in practice. The update also clarifies that when cash receipts and cash payments have aspects of more than one class of cash flows and cannot be separated, classification will depend on the predominant source or use. This guidance will be required to be applied on a retrospective basis and will be effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods thereafter, with early application permitted. The Authority adopted this guidance in its first quarter of fiscal 2017, and as a result, payments of tender offer and repurchase costs totaling $50.3 million and payments of discounts totaling $15.5 million are classified within cash flows provided by financing activities rather than cash flows provided by operating activities in the accompanying condensed consolidated statement of cash flows for the three months ended December 31, 2016. The adoption of this guidance did not materially impact the accompanying condensed consolidated statement of cash flows for the three months ended December 31, 2015. In October 2016, the FASB issued an accounting standards update which modifies existing guidance with respect to how a decision maker that holds an indirect interest in a VIE through a common control party determines whether it is the primary beneficiary of the VIE as part of its analysis of whether the VIE should be consolidated. This guidance will be required for annual reporting periods beginning after December 15, 2016, and interim reporting periods thereafter. The Authority is currently evaluating the impact that this guidance will have on its financial statements. In November 2016, the FASB issued an accounting standards update which clarifies the classification and presentation of restricted cash in the statement of cash flows. The update requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. This guidance will be required to be applied on a retrospective basis and will be effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods thereafter, with early application permitted. The Authority is currently evaluating the impact that this guidance will have on its financial statements. In January 2017, the FASB issued an accounting standards update which eliminates the second step in the goodwill impairment test which requires an entity to determine the implied fair value of the reporting unit's goodwill. Instead, an entity would recognize an impairment loss if the carrying value of the net assets assigned to the reporting unit exceeds the fair value of the reporting unit, with the impairment loss not to exceed the amount of goodwill allocated to the reporting unit. The guidance will be required to be applied to goodwill impairment tests conducted for annual reporting periods beginning after December 15, 2019, and interim reporting periods thereafter, with early adoption permitted. The Authority is currently evaluating the impact that this guidance will have on its financial statements. |
LONG-TERM DEBT
LONG-TERM DEBT | 3 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT: Long-term debt consisted of the following (in thousands, including current maturities): December 31, September 30, Prior Senior Secured Credit Facility - Revolving, due June 2018 $ — $ 13,000 Prior Senior Secured Credit Facility - Term Loan A, due June 2018, net of discount and debt issuance costs of $1,464 as of September 30, 2016 — 95,399 Prior Senior Secured Credit Facility - Term Loan B, due June 2018, net of discount and debt issuance costs of $11,119 as of September 30, 2016 — 765,002 Senior Secured Credit Facility - Revolving, due October 2021 99,000 — Senior Secured Credit Facility - Term Loan A, due October 2021, net of discount and debt issuance costs of $8,664 as of December 31, 2016 419,648 — Senior Secured Credit Facility - Term Loan B, due October 2023, net of discount and debt issuance costs of $19,027 as of December 31, 2016 764,010 — 2013 9 3/4% Senior Unsecured Notes, due September 2021, net of premium and debt issuance costs of $6,475 as of September 30, 2016 — 578,525 2016 7 7/8% Senior Unsecured Notes, due October 2024, net of discount and debt issuance costs of $13,325 as of December 31, 2016 486,675 — 2015 Senior Unsecured Notes, due December 2017, net of debt issuance costs of $1,679 as of September 30, 2016 — 98,321 2012 11% Senior Subordinated Notes, due September 2018, net of discount and debt issuance costs of $875 as of September 30, 2016 — 99,315 Downs Lodging Credit Facility, due November 2019, net of debt issuance costs of $1,260 as of September 30, 2016 — 20,396 2012 Mohegan Tribe Minor's Trust Promissory Note, due March 2017 — 5,500 2013 Mohegan Tribe Promissory Note, due December 2018 — 7,420 Other 2,220 2,289 Long-term debt, excluding capital leases 1,771,553 1,685,167 Less: current portion of long-term debt (56,472 ) (29,759 ) Long-term debt, net of current portion $ 1,715,081 $ 1,655,408 Maturities of long-term debt, excluding unamortized debt issuance costs and discounts, are as follows (in thousands, including current maturities): Less than 1 year $ 56,472 1-3 years 127,720 3-5 years 382,340 More than 5 years 1,246,037 Total $ 1,812,569 On October 14, 2016, the Authority completed a comprehensive refinancing of its outstanding indebtedness, including the repayment, repurchase and redemption of its Prior Senior Secured Credit Facilities, 2013 Senior Unsecured Notes, 2015 Senior Unsecured Notes and 2012 Senior Subordinated Notes, with proceeds from new senior secured credit facilities and new senior notes (all further discussed below). The Authority incurred approximately $95.6 million in costs in connection with these refinancing transactions. Previously deferred debt issuance costs and debt discounts totaling $14.9 million , as well as $58.9 million in new transaction costs were expensed and recorded as a loss on modification and early extinguishment of debt. New debt issuance costs totaling $2.5 million were capitalized as an asset and will be amortized over the term of the related debt. The remaining $34.2 million in new debt issuance costs was reflected as debt discount and will be amortized over the term of the related debt. Prior Senior Secured Credit Facilities In November 2013, the Authority entered into a loan agreement providing for $855.0 million of term loans and a revolving loan with a letter of credit and borrowing capacity of up to $100.0 million from certain lenders and financial institutions, with RBS Citizens, N.A., serving as Administrative and Collateral Agent (the “Prior Senior Secured Credit Facilities”). On October 14, 2016, the Authority repaid and terminated the Prior Senior Secured Credit Facilities with proceeds from new Senior Secured Credit Facilities (further discussed below). As of September 30, 2016 , accrued interest, including commitment fees, on the Prior Senior Secured Credit Facilities was $179,000 . Senior Secured Credit Facilities On October 14, 2016 (the “Closing Date”), the Authority entered into a credit agreement among the Authority, the Tribe, Citizens Bank, N.A., as Administrative and Collateral Agent, and the other lenders and financial institutions party thereto, providing for $1.4 billion in aggregate principal amount of senior secured credit facilities (the “Senior Secured Credit Facilities”), comprised of a $170.0 million senior secured revolving credit facility (the “Revolving Facility”), a $445.0 million senior secured term loan A facility (the “Term Loan A Facility”) and a $785.0 million senior secured term loan B facility (the “Term Loan B Facility). The Senior Secured Credit Facilities mature on October 13, 2021 (in the case of the Revolving Facility and the Term Loan A Facility) and October 13, 2023 (in the case of the Term Loan B Facility). The Term Loan A Facility amortizes in equal quarterly installments in an aggregate annual amount equal to 15.0% of the initial aggregate principal amount of the Term Loan A Facility for the first two years after the Closing Date, 10.0% of the initial aggregate principal amount of the Term Loan A Facility for the third year after the Closing Date and 7.5% of the initial aggregate principal amount of the Term Loan A Facility in each year thereafter, with the balance payable on the maturity date of the Term Loan A Facility. The Term Loan B Facility amortizes in equal quarterly installments in an aggregate annual amount equal to 1.0% of the initial aggregate principal amount of the Term Loan B Facility. Amortization of the Term Loan A Facility and Term Loan B Facility began with the first full fiscal quarter after the Closing Date. The proceeds from the Term Loan A Facility and Term Loan B Facility, together with a drawing under the Revolving Facility and proceeds from the 2016 Senior Unsecured Notes (as defined below), were used to: (i) repurchase the Authority’s 2013 Senior Unsecured Notes and 2012 Senior Subordinated Notes, (ii) to satisfy in full all amounts outstanding under the Authority’s Prior Senior Secured Credit Facilities, (iii) to prepay all amounts outstanding under the Authority’s 2015 Senior Unsecured Notes and (iv) to satisfy certain other obligations and to pay related fees and expenses. The Revolving Facility is otherwise available for general corporate purposes. Borrowings under the Senior Secured Credit Facilities accrue interest as follows: (i) for base rate loans under the Revolving Facility and Term Loan A Facility, at a base rate equal to the highest of (a) the prime rate, (b) the federal funds rate plus 50 basis points and (c) the one-month LIBOR rate plus 100 basis points (the highest of (a), (b) and (c), the “base rate”), plus a total leverage-based margin of 150 to 325 basis points; (ii) for Eurodollar rate loans under the Revolving Facility and Term Loan A Facility, at the applicable LIBOR rate (subject to a 0.0% LIBOR floor) plus a total leverage-based margin of 250 to 425 basis points; (iii) for base rate loans under the Term Loan B Facility, at the base rate plus 350 basis points; and (iv) for Eurodollar rate loans under the Term Loan B Facility, at the applicable LIBOR rate (subject to a 1.0% LIBOR floor) plus 450 basis points. The Authority is also required to pay a total leverage-based undrawn commitment fee of between 37.5 and 50 basis points under the Revolving Facility. Interest on base rate loans is payable quarterly in arrears. Interest on Eurodollar rate loans is payable at the end of each applicable interest period in arrears, but not less frequently than quarterly. As of December 31, 2016, the $99.0 million outstanding under the Revolving Facility was comprised of a $44.0 million base rate loan based on a base rate of 3.75% plus 325 basis points, a $30.0 million Eurodollar rate loan based on a Eurodollar rate of 0.68% plus 425 basis points and a $25.0 million Eurodollar rate loan based on a Eurodollar rate of 0.74% plus 425 basis points. The commitment fee was 0.50% as of December 31, 2016. As of December 31, 2016, interest on the $428.3 million outstanding under the Term Loan A Facility was based on a Eurodollar rate of 0.77% plus 425 basis points. As of December 31, 2016, interest on the $783.0 million outstanding under the Term Loan B Facility was based on the Eurodollar rate floor of 1.0% plus 450 basis points. As of December 31, 2016, accrued interest, including commitment fees, on the Senior Secured Credit Facilities was $496,000 . The Authority's obligations under the Senior Secured Credit Facilities are fully and unconditionally guaranteed, jointly and severally, by the Pocono Subsidiaries, MBC, Mohegan Golf and Mohegan Ventures-NW (collectively, the “Guarantors”; and the Guarantors other than MBC, collectively, the “Grantors”). The collateral securing the Senior Secured Credit Facilities constitutes substantially all of the Authority’s and the Grantors’ property and assets. In the future, certain other subsidiaries of the Authority may be required to become Guarantors and/or Grantors in accordance with the terms of the Senior Secured Credit Facilities. The Senior Secured Credit Facilities contain customary covenants applicable to the Authority and its restricted subsidiaries, including covenants governing: incurrence of indebtedness, incurrence of liens, payment of dividends and other distributions, investments, asset sales, affiliate transactions and mergers or consolidations. The Senior Secured Credit Facilities also include financial maintenance covenants pertaining to total leverage, secured leverage and fixed charge coverage. The Senior Secured Credit Facilities also contain customary events of default relating to, among other things, failure to make required payments, breach of covenants and breach of representations. As of December 31, 2016, the Authority and the Tribe were in compliance with all respective covenant requirements under the Senior Secured Credit Facilities. Senior Unsecured Notes 2013 9 3 / 4 % Senior Unsecured Notes In August 2013, the Authority issued $500.0 million senior unsecured notes with fixed interest payable at a rate of 9.75% per annum (the “Initial 2013 Senior Unsecured Notes”). In August 2015, the Authority issued an additional $85.0 million of senior unsecured notes under the Initial 2013 Senior Unsecured Notes indenture (the “Additional 2013 Senior Unsecured Notes” and, together with the Initial 2013 Senior Unsecured Notes, the “2013 Senior Unsecured Notes”). On October 14, 2016, the Authority called for redemption of all of its outstanding 2013 Senior Unsecured Notes. The 2013 Senior Unsecured Notes were redeemed on November 14, 2016. As of September 30, 2016 , accrued interest on the 2013 Senior Unsecured Notes was $4.8 million . 2016 7 7 / 8 % Senior Unsecured Notes On October 14, 2016, the Authority issued $500.0 million senior unsecured notes with fixed interest payable at a rate of 7.875% per annum (the “2016 Senior Unsecured Notes”). The 2016 Senior Unsecured Notes mature on October 15, 2024. Interest on the 2016 Senior Unsecured Notes is payable semi-annually in arrears on April 15 and October 15, with the first interest payment scheduled for April 15, 2017. As of December 31, 2016, accrued interest on the 2016 Senior Unsecured Notes was $8.4 million . At any time prior to October 15, 2019, the Authority may redeem the 2016 Senior Unsecured Notes, in whole or in part, at a price equal to 100% of the principal amount of the 2016 Senior Unsecured Notes redeemed plus accrued and unpaid interest, if any, to the date of redemption and a make-whole premium. The 2016 Senior Unsecured Notes are redeemable at the Authority’s option, in whole or in part, at any time on or after October 15, 2019, at specified redemption prices, together with accrued and unpaid interest, if any, to the date of redemption. If the Authority experiences specific kinds of change-of-control triggering events, it is required to make an offer to repurchase the 2016 Senior Unsecured Notes at a purchase price of 101% of the principal amount, plus accrued and unpaid interest, if any. Additionally, if the Authority undertakes specific kinds of asset sales and does not use the related sale proceeds for specified purposes, the Authority may be required to offer to repurchase the 2016 Senior Unsecured Notes at a price equal to 100% of the principal amount, plus accrued and unpaid interest, if any. In certain circumstances, if any gaming regulatory authority requires a holder or beneficial owner of the 2016 Senior Unsecured Notes to be licensed, qualified or found suitable under applicable gaming laws, and such holder or beneficial owner does not obtain such license, qualification or finding of suitability within a specified time, the Authority can require such holder or beneficial owner to dispose of its 2016 Senior Unsecured Notes or call for redemption of the 2016 Senior Unsecured Notes held by such holder or beneficial owner at a purchase price equal to accrued and unpaid interest, if any, plus the lesser of 100% of the principal amount thereof or the price paid for such notes by such holder or beneficial owner. The 2016 Senior Unsecured Notes are unsecured, unsubordinated obligations of the Authority. The 2016 Senior Unsecured Notes are guaranteed by the Guarantors and will be guaranteed by any restricted subsidiary of the Authority that becomes a guarantor in accordance with the terms of the 2016 Senior Unsecured Notes indenture. The 2016 Senior Unsecured Notes indenture contains certain covenants that, subject to certain significant exceptions, limit, among other things, the Authority’s and Guarantors’ ability to incur additional debt, pay dividends or distributions, make certain investments, create liens on assets, enter into transactions with affiliates, merge or consolidate with another company or transfer and sell assets. The 2016 Senior Unsecured Notes indenture also includes customary events of default, including, but not limited to, failure to make required payments, failure to comply with certain agreements or covenants, failure to pay certain other indebtedness the occurrence of which is caused by a failure to pay principal, premium or interest or results in the acceleration of such indebtedness, certain events of bankruptcy and insolvency and certain judgment defaults. As of December 31, 2016, the Authority and the Tribe were in compliance with all respective covenant requirements under the 2016 Senior Unsecured Notes indenture. The 2016 Senior Unsecured Notes and guarantees have not been and will not be registered under the Securities Act of 1933 or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements. The Authority or its affiliates may, from time to time, seek to purchase or otherwise retire outstanding indebtedness for cash in open market purchases, privately negotiated transactions or otherwise. Any such transaction will depend on prevailing market conditions and the Authority's liquidity and covenant requirement restrictions, among other factors. Facility Agreement for Senior Unsecured Notes In November 2015, the Authority entered into an agreement (the “Facility Agreement”) by and among the Authority, the Tribe and UBS AG, London Branch (“UBS”). Pursuant to the Facility Agreement, the Authority may issue, from time to time, to UBS or its designee, senior unsecured notes in an aggregate principal amount of up to $100.0 million (after taking into account borrowings described below), in varying amounts and with varying borrowing dates, maturities and interest rates, as agreed with UBS or its designee. In November 2015, in accordance with the Facility Agreement, the Authority entered into a note purchase agreement pursuant to which it issued floating rate senior notes in an aggregate principal amount of $100.0 million (the “2015 Senior Unsecured Notes”). On October 14, 2016, the Authority repaid and terminated the 2015 Senior Unsecured Notes. As of September 30, 2016 , prepaid interest on the 2015 Senior Unsecured Notes was $1.1 million . Senior Subordinated Notes 2012 11% Senior Subordinated Notes In March 2012, the Authority issued $344.2 million Senior Subordinated Toggle Notes with fixed interest payable at a rate of 11% per annum (the “2012 Senior Subordinated Notes”). On October 14, 2016, the Authority called for redemption of all of its outstanding 2012 Senior Subordinated Notes. The 2012 Senior Subordinated Notes were redeemed on November 14, 2016. As of September 30, 2016 , accrued interest on the 2012 Senior Subordinated Notes was $490,000 . Line of Credit On October 14, 2016, in connection with the new Senior Secured Credit Facilities, the Authority entered into a $25.0 million revolving credit facility with Bank of America, N.A. (the “Line of Credit”). The Line of Credit is coterminous with the Senior Secured Credit Facilities. Pursuant to provisions of the Senior Secured Credit Facilities, under certain circumstances, the Line of Credit may be converted into loans under the Senior Secured Credit Facilities. Under the Line of Credit, each advance accrues interest on the basis of a one-month LIBOR rate plus an applicable margin based on the Authority's total leverage ratio, as each term is defined under the Line of Credit. As of December 31, 2016 , no amount was drawn on the Line of Credit. Borrowings under the Line of Credit are uncollateralized general obligations of the Authority. The Line of Credit contains negative covenants and financial maintenance covenants that are substantially the same as those contained in the Senior Secured Credit Facilities. As of December 31, 2016 , the Authority was in compliance with all covenant requirements under the Line of Credit. As of December 31, 2016 and September 30, 2016 , accrued interest on the Line of Credit was $22,000 and $14,000 , respectively. Downs Lodging Credit Facility In July 2012, Downs Lodging, LLC ("Downs Lodging"), a single purpose entity and wholly-owned subsidiary of the Authority, entered into a credit agreement providing for a $45.0 million term loan from a third-party lender (the “Prior Downs Lodging Credit Facility”). The proceeds from the Prior Downs Lodging Credit Facility were used by Downs Lodging to fund Project Sunlight, a hotel and convention center expansion project at Mohegan Sun Pocono. In November 2015, the Prior Downs Lodging Credit facility was refinanced with proceeds from a new credit agreement, providing for a $25.0 million term loan from a third-party lender (the “Downs Lodging Credit Facility”), and a cash payment of the remaining amount. On October 14, 2016, the Authority repaid and terminated the Downs Lodging Credit Facility, and simultaneously merged Downs Lodging into Downs Racing, with Downs Racing being the surviving entity. As of September 30, 2016 , accrued interest on the Downs Lodging Credit Facility was $73,000 . 2012 Mohegan Tribe Minor's Trust Promissory Note In March 2012, Comerica Bank & Trust, N.A., Trustee f/b/o The Mohegan Tribe of Indians of Connecticut Minor's Trust, made a $20.0 million loan to Salishan-Mohegan (the “2012 Mohegan Tribe Minor's Trust Promissory Note”). On October 14, 2016, the Authority repaid the remaining outstanding principal amount of the 2012 Mohegan Tribe Minor’s Trust Promissory Note. As of September 30, 2016 , accrued interest on the 2012 Mohegan Tribe Minor's Trust Promissory Note was $2,000 . 2013 Mohegan Tribe Promissory Note In March 2013, MG&H purchased and acquired all of the Tribe's membership interest in MG&H in exchange for a $7.4 million promissory note (the “2013 Mohegan Tribe Promissory Note”). On October 14, 2016, the Authority repaid the 2013 Mohegan Tribe Promissory Note. As of September 30, 2016 , accrued interest on the 2013 Mohegan Tribe Promissory Note was $1,000 . 2015 Mohegan Tribe Promissory Note In November 2015, the Tribe made a $22.5 million loan to Mohegan Gaming Advisors (the “2015 Mohegan Tribe Promissory Note”). The remaining outstanding principal amount of the 2015 Mohegan Tribe Promissory Note was repaid at maturity in April 2016. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS: Distributions to the Tribe totaled $12.0 million and $10.6 million for the three months ended December 31, 2016 and 2015, respectively. The Tribe provides certain governmental and administrative services in connection with the operation of Mohegan Sun. Expenses incurred for such services were recorded within operating costs and expenses in the accompanying condensed consolidated statements of income (loss) and comprehensive income (loss) as follows (in millions): For the Three Months Ended December 31, 2016 December 31, 2015 Gaming $ 1.1 $ 1.0 Advertising, general and administrative 5.3 5.0 Corporate 1.6 1.5 Total $ 8.0 $ 7.5 The Authority purchases most of its utilities, including electricity, gas, water and waste water services, from an instrumentality of the Tribe, the Mohegan Tribal Utility Authority. The Authority incurred costs for such utilities totaling $4.2 million and $3.8 million for the three months ended December 31, 2016 and 2015, respectively. The Authority incurred interest expense associated with borrowings from the Mohegan Tribe totaling $32,000 and $599,000 for the three months ended December 31, 2016 and 2015, respectively. The Authority leases the land on which Mohegan Sun is located from the Tribe under a long-term lease agreement. In July 2008, the Authority entered into an additional land lease agreement with the Tribe relating to property located adjacent to the Tribe's reservation that is utilized by Mohegan Sun for employee parking. This agreement required the Authority to make monthly payments equaling $75,000 until maturity on June 30, 2018. The Authority classified this lease as a capital lease for financial reporting purposes due to the existence of a bargain purchase option at the expiration of the lease. This land lease was paid off and terminated on October 14, 2016 and the property was merged into the land under the long-term lease agreement. In March 2015, the Authority entered into a sublease agreement with the Mohegan Tribal Finance Authority to sublease the Earth Hotel Tower and related improvements for the purpose of operating the hotel on a triple net basis for a term of 28 years and 4 months. The Authority also entered into a similar sublease agreement with the Tribe to sublease a related connector which connects the Earth Hotel Tower to the Sky Hotel lobby. Rental payments under these subleases commenced with the opening of the Earth Hotel Tower, which occurred in November 2016. The Authority classified these subleases as operating leases for financial reporting purposes in accordance with authoritative guidance issued by the FASB pertaining to the accounting for leases. The Authority incurred lease expenses associated with these subleases totaling $1.7 million for the three months ended December 31, 2016 , which were recorded within hotel operating costs and expenses in the accompanying condensed consolidated statement of loss and comprehensive loss. As of December 31, 2016 and September 30, 2016, funds loaned, including accrued interest, to Salishan Company, LLC and its owner in connection with the Cowlitz Project totaled $3.3 million and $2.8 million , respectively. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES: Slot Win and Free Promotional Slot Play Contributions In May 1994, the Tribe and the State of Connecticut entered into a Memorandum of Understanding (“MOU”), which sets forth certain matters regarding implementation of the Mohegan Compact. The MOU stipulates that a portion of revenues from slot machines must be paid to the State of Connecticut (“Slot Win Contribution”). Slot Win Contribution payments are not required if the State of Connecticut legalizes any other gaming operation with slot machines, video facsimiles of games of chance or other commercial casino games within the State of Connecticut, except those consented to by the Tribe and the MPT. For each 12 -month period commencing July 1, 1995, Slot Win Contribution payments shall be the lesser of: (1) 30% of gross revenues from slot machines or (2) the greater of (a) 25% of gross revenues from slot machines or (b) $80.0 million . In September 2009, the Authority entered into a settlement agreement with the State of Connecticut regarding contribution payments on the Authority's free promotional slot play program. Under the terms of the settlement agreement, effective July 1, 2009, the State of Connecticut agreed that no value shall be attributed to free promotional slot plays utilized by patrons at Mohegan Sun for purposes of calculating monthly contribution payments, provided that the aggregate amount of free promotional slot plays during any month does not exceed a certain threshold of gross revenues from slot machines for such month. In the event free promotional slot plays granted by the Authority exceed such threshold, contribution payments are required on such excess face amount of free promotional slot plays at the same rate as Slot Win Contribution payments, or 25% . The threshold before contribution payments on free promotional slot plays are required is currently 11% of gross revenues from slot machines. The Authority reflected expenses associated with the combined Slot Win Contribution and free promotional slot play contribution totaling $37.0 million and $35.8 million for the three months ended December 31, 2016 and 2015, respectively. As of December 31, 2016 and September 30, 2016 , the combined outstanding Slot Win Contribution and free promotional slot play contribution totaled $12.5 million and $12.3 million , respectively. Pennsylvania Slot Machine Tax Downs Racing holds a Category One slot machine license issued by the Pennsylvania Gaming Control Board (the “PGCB”) for the operation of slot machines at Mohegan Sun Pocono. This license permits Downs Racing to install and operate up to 3,000 slot machines at Mohegan Sun Pocono, expandable to up to a total of 5,000 slot machines upon request and approval of the PGCB. The Pennsylvania Race Horse Development and Gaming Act stipulates that holders of Category One slot machine licenses must pay a portion of revenues from slot machines to the PGCB on a daily basis (“Pennsylvania Slot Machine Tax”), which includes local share assessments to be paid to the cities and municipalities hosting Mohegan Sun Pocono and amounts to be paid to the Pennsylvania State Horse Racing Commission (the “PSHRC”). The Pennsylvania Slot Machine Tax is currently 55% of gross revenues from slot machines. By statute, 2% of the Pennsylvania Slot Machine Tax is subject to a $10.0 million minimum annual threshold to ensure that the host cities and municipalities receive an annual minimum of $10.0 million in local share assessments. However, on September 28, 2016, the Pennsylvania Supreme Court declared this provision to be unconstitutional and imposed a deadline of 120 days before its ruling will take effect. Downs Racing maintains a $1.5 million escrow deposit in the name of the Commonwealth of Pennsylvania for Pennsylvania Slot Machine Tax payments, which was included in other assets, net in the accompanying condensed consolidated balance sheets. The Authority reflected expenses associated with the Pennsylvania Slot Machine Tax totaling $27.7 million and $30.4 million for the three months ended December 31, 2016 and 2015, respectively. As of December 31, 2016 and September 30, 2016 , outstanding Pennsylvania Slot Machine Tax payments totaled $7.1 million and $4.8 million , respectively. Pennsylvania Table Game Tax In January 2010, the Commonwealth of Pennsylvania amended the Pennsylvania Race Horse Development and Gaming Act to allow slot machine operators in the Commonwealth of Pennsylvania to obtain a table game operation certificate and operate certain table games, including poker. Under the amended law, holders of table game operation certificates must pay a portion of revenues from table games to the PGCB on a weekly basis (“Pennsylvania Table Game Tax”). The Pennsylvania Table Game Tax was 12% , plus 2% in local share assessments. Effective August 1, 2016, the Pennsylvania Table Game Tax was increased to 14% , plus the 2% local share assessments. The Authority reflected expenses associated with the Pennsylvania Table Game Tax totaling $1.8 million and $1.6 million for the three months ended December 31, 2016 and 2015, respectively. As of December 31, 2016 and September 30, 2016 , outstanding Pennsylvania Table Game Tax payments totaled $161,000 and $93,000 , respectively. Pennsylvania Regulatory Fee Slot machine licensees in the Commonwealth of Pennsylvania are required to reimburse state gaming regulatory agencies for various administrative and operating expenses (“Pennsylvania Regulatory Fee”). The Pennsylvania Regulatory Fee was 1.5% of gross revenues from slot machines and table games. Effective August 1, 2016, the Pennsylvania Regulatory Fee was increased to 1.7% of gross revenues from slot machines and table games. The Authority reflected expenses associated with the Pennsylvania Regulatory Fee totaling $1.2 million for each of the three months ended December 31, 2016 and 2015. As of December 31, 2016 and September 30, 2016 , outstanding Pennsylvania Regulatory Fee payments to the PGCB totaled $157,000 and $112,000 , respectively. Pennsylvania Gaming Control Board Loans The PGCB was initially granted $36.1 million in loans to fund start-up costs for gaming in the Commonwealth of Pennsylvania, which are to be repaid by slot machine licensees (the "Initial Loans"). The PGCB was subsequently granted an additional $63.8 million in loans to fund ongoing gaming oversight costs, which are also to be repaid by slot machine licensees (the "Subsequent Loans"). Repayment of the Initial Loans will commence when all 14 authorized gaming facilities are opened in the Commonwealth of Pennsylvania. Currently, 12 of the 14 authorized gaming facilities have commenced operations. As of December 31, 2016 , the Authority has concluded that a repayment contingency for the Initial Loans is probable but not reasonably estimable since the PGCB has not yet established a method of assessment of repayment for the Initial Loans and, as such, the Authority has not recorded a related accrual for such repayment. In June 2011, the PGCB adopted a method of assessment of repayment for the Subsequent Loans pursuant to which repayment commenced on January 1, 2012 and will continue over a 10 -year period in accordance with a formula based on a combination of a single fiscal year and cumulative gross revenues from slot machines for each operating slot machine licensee. The Authority reflected expenses associated with this repayment schedule totaling $152,000 and $157,000 for the three months ended December 31, 2016 and 2015, respectively. Horsemen’s Agreement Downs Racing and the PSHRC are parties to an agreement that governs all live harness racing and simulcasting and account wagering at the Pennsylvania Facilities through December 31, 2017. As of December 31, 2016 and September 30, 2016 , outstanding payments to the PSHRC for purses earned by horsemen, but not yet paid, totaled $5.0 million . Priority Distribution Agreement In August 2001, the Authority and the Tribe entered into an agreement (the “Priority Distribution Agreement”), which stipulates that the Authority must make monthly payments to the Tribe to the extent of the Authority's Net Cash Flow as defined under the Priority Distribution Agreement. The Priority Distribution Agreement was amended as of December 31, 2014. As amended, the Priority Distribution Agreement, which has a perpetual term, limits the minimum aggregate priority distribution payments in each calendar year to $40.0 million . Payments under the Priority Distribution Agreement: (1) do not reduce the Authority's obligations to reimburse the Tribe for governmental and administrative services provided by the Tribe or to make payments under any other agreements with the Tribe, (2) are limited obligations of the Authority and are payable only to the extent of the Authority's Net Cash Flow as defined under the Priority Distribution Agreement and (3) are not secured by a lien or encumbrance on any of the Authority's assets or properties. The Authority reflected payments associated with the Priority Distribution Agreement totaling $10.0 million for each of the three months ended December 31, 2016 and 2015. Litigation and Legal Proceedings On February 2, 2017, the Authority was informed by a representative of the PGCB’s Office of Enforcement Counsel (“OEC”) that OEC is nearing completion of a review of possible operational control deficiencies at Mohegan Sun Pocono, and that based on OEC’s preliminary findings, OEC anticipates that Mohegan Sun Pocono will be subject to disciplinary action including a fine and undertakings to remediate the issues identified by OEC. The operational control deficiencies, which the Authority is presently in the process of remediating, relate to, among other things, its system of tracking and reporting the issuance of certain customer incentives such as free promotional slot play. On February 14, 2017, the Authority informed OEC that, in connection with the Authority’s ongoing review of Mohegan Sun Pocono’s operations, the Authority terminated in January 2017 Mohegan Sun Pocono’s business relationship with ReferLocal, a marketing and advertising company with which Mohegan Sun Pocono did business since 2011 and in which the Authority’s former President and Chief Executive Officer has a 5% equity interest, which equity interest had not previously been disclosed to the Authority’s Management Board. On February 3, 2017, the Authority received a letter from counsel to ReferLocal asserting, among other things, that ReferLocal had suffered damages in connection with the termination of this business relationship and may seek recovery of such damages from the Authority and its former President and Chief Executive Officer. ReferLocal is not registered with the PGCB as a gaming service provider, and the Authority cannot predict whether OEC will conclude that such registration was required or that one or more other aspects of Mohegan Sun Pocono’s prior business relationship with ReferLocal was not in compliance with applicable gaming regulations. The outcome of the foregoing matters is uncertain and the Authority cannot estimate the extent of materiality or the amount or range of reasonably possible loss that may result from them. The Authority is also a defendant in various claims and legal actions resulting from its normal course of business. Some of these matters relate to personal injuries to patrons and damages to patrons' personal assets. The Authority estimates guest claims expense and accrues for such liabilities based upon historical experience. In management's opinion, the aggregate liability, if any, arising from such litigations will not have a material impact on the Authority's financial position, results of operations or cash flows. |
MOHEGAN VENTURES-NORTHWEST, LLC
MOHEGAN VENTURES-NORTHWEST, LLC (COWLITZ PROJECT) | 3 Months Ended |
Dec. 31, 2016 | |
Cowlitz Project | |
Schedule of Long-term Development Projects [Line Items] | |
MOHEGAN VENTURES-NORTHWEST, LLC (COWLITZ PROJECT) | MOHEGAN VENTURES-NORTHWEST, LLC (COWLITZ PROJECT): Mohegan Ventures-NW, a wholly-owned subsidiary of the Authority, is one of three current members in Salishan-Mohegan. Salishan-Mohegan was formed to participate in the development and management of ilani Casino Resort, a gaming and entertainment facility owned by the federally-recognized Cowlitz Tribe and its gaming authority, CTGA, which is currently being constructed on the Cowlitz reservation in Clark County, Washington. Mohegan Ventures-NW, Salishan Company, LLC, an unrelated entity, and a subsidiary of the Tribe hold membership interests in Salishan-Mohegan of 49.15% , 40% and 10.85% , respectively. Salishan-Mohegan is not a restricted entity of the Authority, and therefore, is not a guarantor of the Authority’s debt obligations. In September 2004, Salishan-Mohegan entered into development and management agreements with the Cowlitz Tribe in connection with the Cowlitz Project, which agreements have been amended from time to time. Under the terms of the development agreement, Salishan-Mohegan assists in securing financing, as well as administration and oversight of the planning, designing, development, construction and furnishing of the casino. The development agreement provides for development fees of 3% of total project costs, as defined under the development agreement. Under the terms of Salishan-Mohegan's operating agreement, development fees earned by Salishan-Mohegan are distributed to Mohegan Ventures-NW. In 2006, pursuant to the development agreement, Salishan-Mohegan purchased an approximately 152 -acre site for the casino. In addition, certain receivables contributed to Salishan-Mohegan and amounts advanced by Salishan-Mohegan on behalf of the Cowlitz Tribe are reimbursable to Salishan-Mohegan by the Cowlitz Tribe, subject to appropriate approvals defined under the development agreement. Under the terms of the management agreement, Salishan-Mohegan will manage, operate and maintain the casino for a period of seven years following its opening. The management agreement provides for management fees of 24% of net revenues, as defined under the management agreement, which approximates net income earned from the Cowlitz Project. Under the terms of Salishan-Mohegan’s operating agreement, management fees will be allocated to the members of Salishan-Mohegan based on their respective membership interests. The management agreement is subject to approval by the National Indian Gaming Commission. The Cowlitz Tribe’s Class III Tribal-State gaming compact with the State of Washington became effective in August 2014 and was amended in April 2015. As amended, the compact authorizes the operation of up to 3,000 total gaming machines and 75 table games in a single facility, through the Cowlitz Tribe’s direct allocation of 1,075 gaming machines and 60 table games and the ability to lease additional units from other tribes. The compact is in effect until terminated by written agreement of both parties. In March 2013, litigation commenced challenging the decision of the Assistant Secretary—Indian Affairs of the Department of the Interior to take the Cowlitz Project site into trust. In December 2014, the U.S. District Court for the District of Columbia granted summary judgment in favor of the federal government and Cowlitz Tribe, upholding the Record of Decision to take the site into trust. The plaintiffs appealed to the U.S. Court of Appeals for the District of Columbia Circuit. In July 2016, the Circuit Court of Appeals affirmed the judgment of the District Court in its entirety. In November 2016, certain of the plaintiffs filed a petition to the U.S. Supreme Court for a writ of certiorari to overturn the Circuit Court of Appeals ruling and that petition remains pending. The Authority can provide no assurance as to the outcome of that petition or any future litigation. In March 2015, the Cowlitz Project site was taken into trust by the United States Department of the Interior for the benefit of the Cowlitz Tribe. In connection with this event, the Cowlitz Tribe leased a substantial portion of the Cowlitz Project site back to Salishan-Mohegan for a nominal rental fee. The carrying value of the land totaling approximately $20.0 million was transferred to the Cowlitz Tribe at the time the site was taken into trust. This transfer resulted in additional receivables due from the Cowlitz Tribe. In April 2016, the remaining land totaling approximately $686,000 was transferred to CTGA. In connection with this transfer, Salishan-Mohegan assigned the outstanding balance of the promissory note that funded the acquisition of this portion of the land totaling approximately $342,000 to CTGA. The remaining $344,000 was recorded as an additional receivable due from the Cowlitz Tribe. Construction of the Cowlitz Project commenced in September 2015 and is anticipated to be completed in late spring of 2017. The Authority can provide no assurance that remaining permits or approvals related to construction and opening or other remaining steps and conditions for the Cowlitz Project site to be approved for gaming will be satisfied. In December 2015, the CTGA obtained financing for the Cowlitz Project. The financing provided funding for construction of the Cowlitz Project and a partial repayment of the Salishan-Mohegan receivables. In connection with this transaction, Salishan-Mohegan was repaid $19.4 million of the Salishan-Mohegan receivables, a portion of which was used to repay certain outstanding debt of Salishan-Mohegan. Under the terms of the development agreement, the remaining outstanding Salishan-Mohegan receivables are to be repaid in equal monthly installments over a seven -year period commencing the first month following the opening of the Cowlitz Project. The remaining outstanding Salishan-Mohegan receivables accrue interest at an annual rate equal to 1.0% above the Cowlitz Project financing rate, or 12.5% . Pursuant to the development agreement, repayment of the remaining outstanding Salishan-Mohegan receivables may accelerate depending on the level of available cash at the end of each fiscal year, subject to certain conditions as set forth in the development agreement, including conditions of the Cowlitz financing. Also in connection with the Cowlitz financing, Salishan-Mohegan assigned the lease for the Cowlitz Project site to CTGA. The Authority maintains a reserve for doubtful collection of the Salishan-Mohegan receivables, which is based on the Authority's estimate of the probability that the receivables will be collected. The Authority assesses the reserve for doubtful collection of the Salishan-Mohegan receivables for adequacy on a quarterly basis. In fiscal 2016, following the financing of the Cowlitz Project, the Authority reduced the reserve for doubtful collection of the Salishan-Mohegan receivables. Future developments in the construction and opening of the casino, cash flows generated by the casino and other matters affecting the Cowlitz Project could affect the collectability of the Salishan-Mohegan receivables and the related reserve. As of December 31, 2016 and September 30, 2016 , the Salishan-Mohegan receivables, including accrued interest, totaled $84.3 million and $81.9 million , respectively. As of December 31, 2016 and September 30, 2016 , related reserves for doubtful collection totaled $16.9 million and $16.4 million , respectively. The Salishan-Mohegan receivables were included in other assets, net, in the accompanying condensed consolidated balance sheets. The Authority earned development fees, including accrued interest, totaling $1.8 million and $4.5 million for the three months ended December 31, 2016 and 2015, respectively. |
MOHEGAN GAMING ADVISORS, LLC (P
MOHEGAN GAMING ADVISORS, LLC (PROJECT INSPIRE) | 3 Months Ended |
Dec. 31, 2016 | |
Project Inspire | |
Schedule of Long-term Development Projects [Line Items] | |
MOHEGAN GAMING ADVISORS, LLC (PROJECT INSPIRE) | MOHEGAN GAMING ADVISORS, LLC (PROJECT INSPIRE): Mohegan Gaming Advisors, a wholly-owned subsidiary of the Authority, currently holds a 50.19% membership interest in Inspire Integrated Resort, which was formed to pursue gaming opportunities in South Korea. The remaining 49.81% membership interest in Inspire Integrated Resort is held by an unrelated third-party and its affiliates. Inspire Integrated Resort is not a restricted entity of the Authority, and therefore, is not a guarantor of the Authority’s debt obligations. In February 2016, Inspire Integrated Resort was awarded pre-approval for a gaming license to be issued upon the completion of construction of Project Inspire, a proposed integrated resort and casino to be located at Incheon International Airport in South Korea. I n August 2016, Inspire Integrated Resort entered into an implementation agreement with the Incheon International Airport Authority for the long-term lease and development of land at the project site adjacent to the airport. Mohegan Gaming Advisors and its partner have each contributed approximately $100.0 million in cash into Project Inspire. As of December 31, 2016 , unused contributions, after factoring in the effect of the exchange rate, totaled approximately $184.5 million and were included in non-current assets - restricted cash in the accompanying condensed consolidated balance sheet. |
SEGMENT REPORTING
SEGMENT REPORTING | 3 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING: As of December 31, 2016 , the Authority owns and operates, either directly or through subsidiaries, the Connecticut Facilities and the Pennsylvania Facilities. Substantially all of the Authority's revenues are derived from these operations. The Connecticut Sun franchise, the Mohegan Sun Golf Club and the New England Black Wolves franchise are aggregated with the Mohegan Sun operating segment because these operations all share similar economic characteristics, which is to generate gaming and entertainment revenues by attracting patrons to Mohegan Sun. The Authority's executive officers review and assess the performance and operating results and determine the proper allocation of resources to the Connecticut Facilities and the Pennsylvania Facilities on a separate basis. Accordingly, the Authority has two separate reportable segments: (1) Mohegan Sun, which includes the operations of the Connecticut Facilities and (2) Mohegan Sun Pocono, which includes the operations of the Pennsylvania Facilities. The Authority's operations related to investments in unconsolidated affiliates and certain other Corporate development and management operations have not been identified as separate reportable segments; therefore, these operations are included in Corporate and other in the following segment disclosures to reconcile to consolidated results. For the Three Months Ended (in thousands) December 31, 2016 December 31, 2015 Net revenues: Mohegan Sun $ 259,203 $ 255,083 Mohegan Sun Pocono 68,418 73,024 Corporate and other 3,431 6,352 Inter-segment revenues (60 ) (1,273 ) Total $ 330,992 $ 333,186 Income (loss) from operations: Mohegan Sun $ 49,349 $ 59,054 Mohegan Sun Pocono 7,910 9,006 Corporate and other (7,839 ) 2,016 Total 49,420 70,076 Interest income 2,900 2,130 Interest expense (30,035 ) (34,147 ) Loss on modification and early extinguishment of debt (73,796 ) (207 ) Loss from unconsolidated affiliates (731 ) (393 ) Other income (expense), net 1 (9 ) Net income (loss) (52,241 ) 37,450 (Income) loss attributable to non-controlling interests 619 (5,531 ) Net income (loss) attributable to Mohegan Tribal Gaming Authority $ (51,622 ) $ 31,919 Comprehensive income (loss): Foreign currency translation (18,310 ) (613 ) Other comprehensive loss (18,310 ) (613 ) Other comprehensive loss attributable to non-controlling interests 9,413 — Other comprehensive loss attributable to Mohegan Tribal Gaming Authority (8,897 ) (613 ) Comprehensive income (loss) attributable to Mohegan Tribal Gaming Authority $ (60,519 ) $ 31,306 For the Three Months Ended (in thousands) December 31, 2016 December 31, 2015 Capital expenditures incurred: Mohegan Sun $ 6,894 $ 6,086 Mohegan Sun Pocono 1,255 1,374 Corporate and other 2,498 87 Total $ 10,647 $ 7,547 (in thousands) December 31, 2016 September 30, 2016 Total assets: Mohegan Sun $ 1,347,381 $ 1,332,231 Mohegan Sun Pocono 585,162 551,116 Corporate and other 298,744 344,615 Total $ 2,231,287 $ 2,227,962 |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In accordance with Rule 10-01, the accompanying unaudited condensed consolidated financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete consolidated financial statements. The accompanying year-end condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America. In management's opinion, all adjustments, including normal recurring accruals and adjustments, necessary for a fair statement of the Authority's operating results for the interim period, have been included. In addition, certain amounts in the accompanying 2016 condensed consolidated financial statements have been reclassified to conform to the 2017 presentation. The gaming market in the Northeastern United States is seasonal in nature, with peak gaming activities often occurring at Mohegan Sun and Mohegan Sun Pocono during the months of May through August. Accordingly, the Authority's operating results for the three months ended December 31, 2016 are not necessarily indicative of operating results for other interim periods or an entire fiscal year. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Authority's Annual Report on Form 10-K for the fiscal year ended September 30, 2016 . |
Principles of Consolidation | Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Authority and its majority and wholly-owned subsidiaries and entities. In accordance with authoritative guidance issued by the Financial Accounting Standards Board (the “FASB”) pertaining to consolidation of variable interest entities ("VIE"), the accounts of Salishan-Mohegan are consolidated into the accounts of Mohegan Ventures-NW, the accounts of Inspire Integrated Resort are consolidated into the accounts of Mohegan Gaming Advisors and the accounts of NEBW are consolidated into the accounts of Mohegan Lacrosse as Mohegan Ventures-NW, Mohegan Gaming Advisors and Mohegan Lacrosse are deemed to be the primary beneficiaries. A primary beneficiary is defined as the party that has both the power to direct the activities that most significantly impact the VIE's economic performance and the obligation to absorb losses of or the right to receive benefits from the VIE that could potentially be significant to the VIE. To determine whether the Authority's interest in a VIE could potentially be significant to the VIE, the Authority considers both qualitative and quantitative factors regarding the nature, size and form of its involvement in the VIE. The Authority assesses whether it is the primary beneficiary of a VIE or the holder of a significant variable interest in a VIE on an on-going basis. In consolidation, all inter-company balances and transactions were eliminated. |
Long-Term Receivables | Long-Term Receivables Long-term receivables consist primarily of receivables from affiliates and others. Receivables from affiliates, which are included in receivables, net, and other assets, net, in the accompanying condensed consolidated balance sheets, consist of reimbursable costs and expenses advanced by Salishan-Mohegan on behalf of the Cowlitz Tribe for the Cowlitz Project (refer to Note 6). The Salishan-Mohegan receivables are payable upon: (1) the related property being taken into trust by the United States Department of the Interior and (2) the receipt of necessary financing for the development of the planned casino. In March 2015, the Cowlitz Project site was taken into trust by the United States Department of the Interior for the benefit of the Cowlitz Tribe. In addition, in December 2015, the Cowlitz Tribal Gaming Authority (the “CTGA”) obtained financing for the Cowlitz Project. The financing provided funding for construction of the Cowlitz Project and a partial repayment of the Salishan-Mohegan receivables. The Authority maintains a reserve for doubtful collection of the remaining Salishan-Mohegan receivables, which is based on the Authority's estimate of the probability that the receivables will be collected. The Authority assesses the reserve for doubtful collection of the Salishan-Mohegan receivables for adequacy on a quarterly basis. In fiscal 2016, following the financing of the Cowlitz Project, the Authority reduced the reserve for doubtful collection of the Salishan-Mohegan receivables. Future developments in the construction and opening of the casino, cash flows generated by the casino and other matters affecting the Cowlitz Project could affect the collectability of the Salishan-Mohegan receivables and the related reserve. Receivables from others, which are primarily included in other assets, net, in the accompanying condensed consolidated balance sheets, consist of funds loaned to a third-party in connection with the Cowlitz Project and a loan to a tenant of Mohegan Sun. The Authority maintains a reserve for doubtful collection of receivables from others, which is based on the Authority's estimate of the probability that these receivables will be collected considering historical experience, creditworthiness of the related third-party and tenant and all other available information. A receivable is charged off against the reserve when the Authority believes it is probable the receivable will not be recovered. The Authority believes that there is no concentration of credit risk for which a reserve has not been established. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value amounts presented below are reported to satisfy disclosure requirements pursuant to authoritative guidance issued by the FASB pertaining to disclosures about fair values of financial instruments and are not necessarily indicative of amounts that the Authority could realize in a current market transaction. The Authority applies the following fair value hierarchy, which prioritizes the inputs utilized to measure fair value into three levels: • Level 1 - Quoted prices for identical assets or liabilities in active markets; • Level 2 - Quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets or valuations based on models where the significant inputs are observable or can be corroborated by observable market data; and • Level 3 - Valuations based on models where the significant inputs are unobservable. The unobservable inputs reflect the Authority's estimates or assumptions that market participants would utilize in pricing such assets or liabilities. The Authority's assessment of the significance of a particular input requires judgment and may affect the valuation of financial assets and liabilities and their placement within the fair value hierarchy. The carrying amount of cash and cash equivalents, restricted cash, receivables, trade payables and promissory notes and certain credit facilities approximates fair value. |
New Accounting Standards | New Accounting Standards In May 2014, the FASB issued an accounting standards update on revenue recognition that will be applied to all contracts with customers. The update requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. It also requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. This guidance will be required to be applied on a retrospective basis, using one of two methodologies, and was to be effective for annual reporting periods beginning after December 15, 2016, with early application not being permitted. However, in July 2015, the FASB deferred the effective date by one year. This guidance will now be effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods thereafter. Entities are permitted to adopt the guidance as of the original effective date. The FASB has since issued several accounting standards updates to further clarify this guidance including: (1) principal versus agent considerations, (2) identifying performance obligations and licensing, (3) narrow-scope improvements and practical expedients and (4) technical corrections and improvements. The Authority is currently evaluating the impact that this guidance will have on its financial statements. In August 2014, the FASB issued an accounting standards update which provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. The update requires management to perform interim and annual assessments of an entity's ability to continue as a going concern within one year of the date the financial statements are issued. It also requires management to provide certain disclosures if conditions or events raise substantial doubt about the entity's ability to continue as a going concern. This guidance will be required for annual reporting periods ending after December 15, 2016, and interim reporting periods thereafter, with early application permitted. The Authority adopted this guidance in its first quarter of fiscal 2017 and its adoption did not impact the Authority's financial statements. In February 2015, the FASB issued an accounting standards update which amends existing requirements applicable to reporting entities that are required to evaluate whether certain legal entities should be consolidated. This guidance will be required to be applied either on a retrospective or modified retrospective basis and will be effective for annual reporting periods beginning after December 15, 2015, and interim reporting periods thereafter, with early application permitted. The Authority adopted this guidance in its first quarter of fiscal 2017 and its adoption did not impact the Authority's financial statements. In February 2016, the FASB issued new guidance pertaining to leases based on the principle that entities should recognize assets and liabilities arising from leases. This guidance does not significantly change the lessees’ recognition, measurement and presentation of expenses and cash flows from the previous accounting standards. Leases are classified as operating or financing. The primary change in the guidance is the requirement for entities to recognize a right-of-use asset representing the right to use the leased asset and a lease liability for payments during the term of operating lease arrangements. Lessees are permitted to make an accounting policy election to not recognize the asset and liability for leases with a term of twelve months or less. Lessors’ accounting is largely unchanged from the previous accounting standard. In addition, the guidance expands disclosure requirements of lease arrangements. This guidance will be required to be applied on a modified retrospective basis, which includes a number of practical expedients, and will be effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods thereafter, with early application permitted. The Authority is currently evaluating the impact that this guidance will have on its financial statements. In August 2016, the FASB issued an accounting standards update which clarifies the treatment of several cash flow categories in an attempt to reduce the current diversity in practice. The update also clarifies that when cash receipts and cash payments have aspects of more than one class of cash flows and cannot be separated, classification will depend on the predominant source or use. This guidance will be required to be applied on a retrospective basis and will be effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods thereafter, with early application permitted. The Authority adopted this guidance in its first quarter of fiscal 2017, and as a result, payments of tender offer and repurchase costs totaling $50.3 million and payments of discounts totaling $15.5 million are classified within cash flows provided by financing activities rather than cash flows provided by operating activities in the accompanying condensed consolidated statement of cash flows for the three months ended December 31, 2016. The adoption of this guidance did not materially impact the accompanying condensed consolidated statement of cash flows for the three months ended December 31, 2015. In October 2016, the FASB issued an accounting standards update which modifies existing guidance with respect to how a decision maker that holds an indirect interest in a VIE through a common control party determines whether it is the primary beneficiary of the VIE as part of its analysis of whether the VIE should be consolidated. This guidance will be required for annual reporting periods beginning after December 15, 2016, and interim reporting periods thereafter. The Authority is currently evaluating the impact that this guidance will have on its financial statements. In November 2016, the FASB issued an accounting standards update which clarifies the classification and presentation of restricted cash in the statement of cash flows. The update requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. This guidance will be required to be applied on a retrospective basis and will be effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods thereafter, with early application permitted. The Authority is currently evaluating the impact that this guidance will have on its financial statements. In January 2017, the FASB issued an accounting standards update which eliminates the second step in the goodwill impairment test which requires an entity to determine the implied fair value of the reporting unit's goodwill. Instead, an entity would recognize an impairment loss if the carrying value of the net assets assigned to the reporting unit exceeds the fair value of the reporting unit, with the impairment loss not to exceed the amount of goodwill allocated to the reporting unit. The guidance will be required to be applied to goodwill impairment tests conducted for annual reporting periods beginning after December 15, 2019, and interim reporting periods thereafter, with early adoption permitted. The Authority is currently evaluating the impact that this guidance will have on its financial statements. |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 3 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Reconciliation of long-term receivables and the related reserves for doubtful collection | The following table presents a reconciliation of long-term receivables, including current portions, and the related reserves for doubtful collection of these long-term receivables (in thousands): Long-Term Receivables Affiliates Others Total Balance, September 30, 2016 (1) $ 86,851 $ 3,373 $ 90,224 Additions: Advances and other loans, including interest receivable 2,372 445 2,817 Development fees, including interest receivable 1,961 — 1,961 Deductions: Payments (2) (1,409 ) (43 ) (1,452 ) Balance, December 31, 2016 (1) $ 89,775 $ 3,775 $ 93,550 __________ (1) Includes current portions of $3.9 million and $4.9 million as of December 31, 2016 and September 30, 2016, respectively. Also, includes interest receivable of $53.6 million and $51.0 million as of December 31, 2016 and September 30, 2016, respectively. (2) Payments of receivables from affiliates represent payments of development fees earned. Reserves for Doubtful Collection of Long-Term Receivables Affiliates Others Total Balance, September 30, 2016 $ 16,385 $ — $ 16,385 Additions: Charges to bad debt expense 474 — 474 Balance, December 31, 2016 $ 16,859 $ — $ 16,859 |
Estimated fair value of financing facilities and notes | The estimated fair value of the Authority's financing facilities and notes were as follows (in thousands): December 31, 2016 Carrying Value Fair Value Senior Secured Credit Facility - Revolving $ 99,000 $ 98,876 Senior Secured Credit Facility - Term Loan A $ 419,648 $ 429,919 Senior Secured Credit Facility - Term Loan B $ 764,010 $ 787,931 2016 7 7/8% Senior Unsecured Notes $ 486,675 $ 508,125 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 3 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-term debt | Long-term debt consisted of the following (in thousands, including current maturities): December 31, September 30, Prior Senior Secured Credit Facility - Revolving, due June 2018 $ — $ 13,000 Prior Senior Secured Credit Facility - Term Loan A, due June 2018, net of discount and debt issuance costs of $1,464 as of September 30, 2016 — 95,399 Prior Senior Secured Credit Facility - Term Loan B, due June 2018, net of discount and debt issuance costs of $11,119 as of September 30, 2016 — 765,002 Senior Secured Credit Facility - Revolving, due October 2021 99,000 — Senior Secured Credit Facility - Term Loan A, due October 2021, net of discount and debt issuance costs of $8,664 as of December 31, 2016 419,648 — Senior Secured Credit Facility - Term Loan B, due October 2023, net of discount and debt issuance costs of $19,027 as of December 31, 2016 764,010 — 2013 9 3/4% Senior Unsecured Notes, due September 2021, net of premium and debt issuance costs of $6,475 as of September 30, 2016 — 578,525 2016 7 7/8% Senior Unsecured Notes, due October 2024, net of discount and debt issuance costs of $13,325 as of December 31, 2016 486,675 — 2015 Senior Unsecured Notes, due December 2017, net of debt issuance costs of $1,679 as of September 30, 2016 — 98,321 2012 11% Senior Subordinated Notes, due September 2018, net of discount and debt issuance costs of $875 as of September 30, 2016 — 99,315 Downs Lodging Credit Facility, due November 2019, net of debt issuance costs of $1,260 as of September 30, 2016 — 20,396 2012 Mohegan Tribe Minor's Trust Promissory Note, due March 2017 — 5,500 2013 Mohegan Tribe Promissory Note, due December 2018 — 7,420 Other 2,220 2,289 Long-term debt, excluding capital leases 1,771,553 1,685,167 Less: current portion of long-term debt (56,472 ) (29,759 ) Long-term debt, net of current portion $ 1,715,081 $ 1,655,408 |
Schedule of maturities of long-term debt | Maturities of long-term debt, excluding unamortized debt issuance costs and discounts, are as follows (in thousands, including current maturities): Less than 1 year $ 56,472 1-3 years 127,720 3-5 years 382,340 More than 5 years 1,246,037 Total $ 1,812,569 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 3 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Summary of certain governmental and administrative services | The Tribe provides certain governmental and administrative services in connection with the operation of Mohegan Sun. Expenses incurred for such services were recorded within operating costs and expenses in the accompanying condensed consolidated statements of income (loss) and comprehensive income (loss) as follows (in millions): For the Three Months Ended December 31, 2016 December 31, 2015 Gaming $ 1.1 $ 1.0 Advertising, general and administrative 5.3 5.0 Corporate 1.6 1.5 Total $ 8.0 $ 7.5 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 3 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Financial information related to segments | The Authority's operations related to investments in unconsolidated affiliates and certain other Corporate development and management operations have not been identified as separate reportable segments; therefore, these operations are included in Corporate and other in the following segment disclosures to reconcile to consolidated results. For the Three Months Ended (in thousands) December 31, 2016 December 31, 2015 Net revenues: Mohegan Sun $ 259,203 $ 255,083 Mohegan Sun Pocono 68,418 73,024 Corporate and other 3,431 6,352 Inter-segment revenues (60 ) (1,273 ) Total $ 330,992 $ 333,186 Income (loss) from operations: Mohegan Sun $ 49,349 $ 59,054 Mohegan Sun Pocono 7,910 9,006 Corporate and other (7,839 ) 2,016 Total 49,420 70,076 Interest income 2,900 2,130 Interest expense (30,035 ) (34,147 ) Loss on modification and early extinguishment of debt (73,796 ) (207 ) Loss from unconsolidated affiliates (731 ) (393 ) Other income (expense), net 1 (9 ) Net income (loss) (52,241 ) 37,450 (Income) loss attributable to non-controlling interests 619 (5,531 ) Net income (loss) attributable to Mohegan Tribal Gaming Authority $ (51,622 ) $ 31,919 Comprehensive income (loss): Foreign currency translation (18,310 ) (613 ) Other comprehensive loss (18,310 ) (613 ) Other comprehensive loss attributable to non-controlling interests 9,413 — Other comprehensive loss attributable to Mohegan Tribal Gaming Authority (8,897 ) (613 ) Comprehensive income (loss) attributable to Mohegan Tribal Gaming Authority $ (60,519 ) $ 31,306 For the Three Months Ended (in thousands) December 31, 2016 December 31, 2015 Capital expenditures incurred: Mohegan Sun $ 6,894 $ 6,086 Mohegan Sun Pocono 1,255 1,374 Corporate and other 2,498 87 Total $ 10,647 $ 7,547 (in thousands) December 31, 2016 September 30, 2016 Total assets: Mohegan Sun $ 1,347,381 $ 1,332,231 Mohegan Sun Pocono 585,162 551,116 Corporate and other 298,744 344,615 Total $ 2,231,287 $ 2,227,962 |
ORGANIZATION (Details)
ORGANIZATION (Details) | 3 Months Ended |
Dec. 31, 2016asegmentmember | |
Entity Information [Line Items] | |
Number of reportable segments | segment | 2 |
Downs Racing, L.P. | |
Entity Information [Line Items] | |
General partnership interest percentage | 99.99% |
Backside, L.P. | |
Entity Information [Line Items] | |
General partnership interest percentage | 99.99% |
Mill Creek Land, L.P. | |
Entity Information [Line Items] | |
General partnership interest percentage | 99.99% |
Northeast Concessions, L.P. | |
Entity Information [Line Items] | |
General partnership interest percentage | 99.99% |
MMCT Venture, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 50.00% |
Mohegan Tribe of Indians of Connecticut | |
Entity Information [Line Items] | |
Size of tribe reservation (in acres) | 595 |
Mohegan Tribe of Indians of Connecticut | Salishan-Mohegan, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 10.85% |
Mohegan Tribal Gaming Authority | |
Entity Information [Line Items] | |
Size of gaming and entertainment complex (in acres) | 185 |
Number of members on management board, including tribal council members | member | 9 |
Mohegan Basketball Club, LLC | WNBA, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 4.20% |
Mohegan Lacrosse, LLC | New England Black Wolves | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 50.00% |
Mohegan Commercial Ventures-PA, LLC | Downs Racing, L.P. | |
Entity Information [Line Items] | |
General partnership interest percentage | 0.01% |
Mohegan Commercial Ventures-PA, LLC | Backside, L.P. | |
Entity Information [Line Items] | |
General partnership interest percentage | 0.01% |
Mohegan Commercial Ventures-PA, LLC | Mill Creek Land, L.P. | |
Entity Information [Line Items] | |
General partnership interest percentage | 0.01% |
Mohegan Commercial Ventures-PA, LLC | Northeast Concessions, L.P. | |
Entity Information [Line Items] | |
General partnership interest percentage | 0.01% |
Downs Racing, L.P. | |
Entity Information [Line Items] | |
Size of site on which gaming and entertainment complex is located (in acres) | 400 |
Mohegan Ventures-Northwest, LLC | Salishan-Mohegan, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 49.15% |
Mohegan Gaming Advisors | Mohegan New Jersey Entities | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 100.00% |
Mohegan Gaming Advisors | MGA Holding MA, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 100.00% |
Mohegan Gaming Advisors | MGA Gaming MA, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 100.00% |
Mohegan Gaming Advisors | Inspire Integrated Resort Co., Ltd | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 50.19% |
Mohegan Gaming Advisors | MGNV, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 100.00% |
Mohegan Gaming Advisors | MGLA, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 100.00% |
Mohegan Gaming Advisors | MGBR, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 100.00% |
MGA Holding NJ, LLC | Resorts Casino Hotel in Atlantic City, New Jersey | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 10.00% |
MGA Holding MA, LLC | MGA Palmer Partners, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 100.00% |
MGA Palmer Partners, LLC | Mohegan Sun Massachusetts, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 100.00% |
MGBR, LLC | Walter Games, LLC | |
Entity Information [Line Items] | |
Membership or limited partnership interest percentage | 7.40% |
BASIS OF PRESENTATION - Long-T
BASIS OF PRESENTATION - Long-Term Receivables (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2016 | Sep. 30, 2016 | |
Notes, Loans and Financing Receivable, Gross, Noncurrent [Roll Forward] | ||
Balance, beginning of period | $ 90,224 | |
Additions: Advances and other loans, including interest receivable | 2,817 | |
Additions: Development fees, including interest receivable | 1,961 | |
Deductions: Payments | (1,452) | |
Balance, end of period | 93,550 | |
Current portion of long-term receivables | 3,900 | $ 4,900 |
Interest receivable | 53,600 | $ 51,000 |
Affiliates | ||
Notes, Loans and Financing Receivable, Gross, Noncurrent [Roll Forward] | ||
Balance, beginning of period | 86,851 | |
Additions: Advances and other loans, including interest receivable | 2,372 | |
Additions: Development fees, including interest receivable | 1,961 | |
Deductions: Payments | (1,409) | |
Balance, end of period | 89,775 | |
Others | ||
Notes, Loans and Financing Receivable, Gross, Noncurrent [Roll Forward] | ||
Balance, beginning of period | 3,373 | |
Additions: Advances and other loans, including interest receivable | 445 | |
Additions: Development fees, including interest receivable | 0 | |
Deductions: Payments | (43) | |
Balance, end of period | $ 3,775 |
BASIS OF PRESENTATION - Reserv
BASIS OF PRESENTATION - Reserves For Doubtful Collection of Long-term Receivables (Details) - Allowance for Notes Receivable $ in Thousands | 3 Months Ended |
Dec. 31, 2016USD ($) | |
Allowance for Notes, Loans and Financing Receivable, Noncurrent [Roll Forward] | |
Balance, beginning of period | $ 16,385 |
Additions: Charges to bad debt expense | 474 |
Balance, end of period | 16,859 |
Affiliates | |
Allowance for Notes, Loans and Financing Receivable, Noncurrent [Roll Forward] | |
Balance, beginning of period | 16,385 |
Additions: Charges to bad debt expense | 474 |
Balance, end of period | 16,859 |
Others | |
Allowance for Notes, Loans and Financing Receivable, Noncurrent [Roll Forward] | |
Balance, beginning of period | 0 |
Additions: Charges to bad debt expense | 0 |
Balance, end of period | $ 0 |
BASIS OF PRESENTATION - Fair V
BASIS OF PRESENTATION - Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Oct. 14, 2016 |
Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note stated interest rate | 7.875% | 7.875% |
Fair Value, Inputs, Level 2 | Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note stated interest rate | 7.875% | |
Fair Value, Inputs, Level 2 | Carrying Value | Senior Secured Credit Facility | Senior Secured Credit Facility - Revolving | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | $ 99,000 | |
Fair Value, Inputs, Level 2 | Carrying Value | Senior Secured Credit Facility | Senior Secured Credit Facility - Term Loan A | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 419,648 | |
Fair Value, Inputs, Level 2 | Carrying Value | Senior Secured Credit Facility | Senior Secured Credit Facility - Term Loan B | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note value | 764,010 | |
Fair Value, Inputs, Level 2 | Carrying Value | Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note value | 486,675 | |
Fair Value, Inputs, Level 2 | Fair Value | Senior Secured Credit Facility | Senior Secured Credit Facility - Revolving | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 98,876 | |
Fair Value, Inputs, Level 2 | Fair Value | Senior Secured Credit Facility | Senior Secured Credit Facility - Term Loan A | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 429,919 | |
Fair Value, Inputs, Level 2 | Fair Value | Senior Secured Credit Facility | Senior Secured Credit Facility - Term Loan B | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note value | 787,931 | |
Fair Value, Inputs, Level 2 | Fair Value | Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note value | $ 508,125 |
BASIS OF PRESENTATION - Additio
BASIS OF PRESENTATION - Additional Cash Flow Information and New Accounting Standards (Details) - USD ($) $ in Thousands | Jan. 01, 2017 | Dec. 31, 2016 | Jan. 01, 2016 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||||
Payments of discounts | $ 22,092 | $ 4,621 | ||||
Early Adoption Effect | Accounting Standards Update 2016-15 | ||||||
Debt Instrument [Line Items] | ||||||
Payments of tender offer and repurchase costs | 50,300 | |||||
Payments of discounts | 15,500 | |||||
Credit Facility | Senior Secured Credit Facility, Term Loan A and B | ||||||
Debt Instrument [Line Items] | ||||||
Reduction in notes payable | $ 18,700 | $ 30,200 | $ 18,651 | $ 30,196 | ||
Decrease in cash and cash equivalents for repayment of debt | $ 30,200 | |||||
Credit Facility | Senior Secured Credit Facility, Term Loan A and B | Subsequent Event | ||||||
Debt Instrument [Line Items] | ||||||
Decrease in cash and cash equivalents for repayment of debt | $ 18,700 |
LONG-TERM DEBT - Schedule of D
LONG-TERM DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Oct. 14, 2016 | Sep. 30, 2016 | Aug. 31, 2013 | Mar. 31, 2012 |
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | $ 1,812,569 | ||||
Long-term Debt, Including Due to Related Parties | 1,771,553 | $ 1,685,167 | |||
Less: current portion of long-term debt | (56,472) | (29,759) | |||
Long-term debt, net of current portion | 1,715,081 | 1,655,408 | |||
Credit Facility | Prior Senior Secured Credit Facility - Revolving, due June 2018 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | 0 | 13,000 | |||
Credit Facility | Prior Senior Secured Credit Facility - Term Loan A, due June 2018 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | 0 | 95,399 | |||
Unamortized discount and debt issuance costs | 1,464 | ||||
Credit Facility | Prior Senior Secured Credit Facility - Term Loan B, due June 2018 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | 0 | 765,002 | |||
Unamortized discount and debt issuance costs | 11,119 | ||||
Credit Facility | Senior Secured Credit Facility - Revolving, due October 2021 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | 99,000 | 0 | |||
Credit Facility | Senior Secured Credit Facility - Term Loan A, due October 2021 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | 419,648 | 0 | |||
Unamortized discount and debt issuance costs | 8,664 | ||||
Credit Facility | Senior Secured Credit Facility - Term Loan B, due October 2023 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | 764,010 | 0 | |||
Unamortized discount and debt issuance costs | 19,027 | ||||
Credit Facility | Downs Lodging Credit Facility, due November 2019 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | 0 | 20,396 | |||
Unamortized discount and debt issuance costs | 1,260 | ||||
Senior Unsecured Notes | 2013 9 3/4% Senior Unsecured Notes, due September 2021 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | 0 | 578,525 | |||
Unamortized discount and debt issuance costs | $ 6,475 | ||||
Note stated interest rate | 9.75% | 9.75% | |||
Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes, due October 2024 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | $ 486,675 | $ 0 | |||
Note stated interest rate | 7.875% | 7.875% | |||
Senior Unsecured Notes | 2015 Senior Unsecured Notes, due December 2017 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | $ 0 | 98,321 | |||
Unamortized discount and debt issuance costs | 1,679 | ||||
Senior Subordinated Notes | 2012 11% Senior Subordinated Notes, due September 2018 | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | 0 | 99,315 | |||
Unamortized discount and debt issuance costs | $ 875 | ||||
Note stated interest rate | 11.00% | 11.00% | |||
Promissory Notes | 2012 Mohegan Tribe Minor's Trust Promissory Note, due March 2017 | |||||
Debt Schedule [Abstract] | |||||
Notes Payable, Related Parties | 0 | $ 5,500 | |||
Promissory Notes | 2013 Mohegan Tribe Promissory Note, due December 2018 | |||||
Debt Schedule [Abstract] | |||||
Notes Payable, Related Parties | 0 | 7,420 | |||
Other | |||||
Debt Schedule [Abstract] | |||||
Long-term debt, excluding capital leases | $ 2,220 | $ 2,289 |
LONG-TERM DEBT - Maturities of
LONG-TERM DEBT - Maturities of Debt (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Maturities of Long-Term Debt | |
Less than 1 year | $ 56,472 |
1-3 years | 127,720 |
3-5 years | 382,340 |
More than 5 years | 1,246,037 |
Long-term debt, excluding capital leases | $ 1,812,569 |
LONG-TERM DEBT - Additional Inf
LONG-TERM DEBT - Additional Information (Details) - USD ($) $ in Thousands | Oct. 14, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | |||
Total refinancing costs | $ 95,600 | ||
Previously deferred debt issuance costs | 14,900 | ||
Loss on modification and early extinguishment of debt, net | 58,900 | $ 73,796 | $ 207 |
New debt issuance costs | 2,500 | ||
New debt discount | $ 34,200 |
LONG-TERM DEBT - Senior Secured
LONG-TERM DEBT - Senior Secured Credit Facilities (Details) - USD ($) | Oct. 14, 2016 | Dec. 31, 2016 | Sep. 30, 2016 | Nov. 30, 2013 |
Debt Instrument [Line Items] | ||||
Accrued interest payable | $ 8,880,000 | $ 5,512,000 | ||
Long-term debt | $ 1,771,553,000 | 1,685,167,000 | ||
Revolving Loans | Prior Senior Secured Credit Facility - Revolving | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 3.25% | |||
Credit Facility | Prior Senior Secured Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Accrued interest payable | $ 179,000 | |||
Credit Facility | Prior Senior Secured Credit Facility, Term Loan A and B | ||||
Debt Instrument [Line Items] | ||||
Loan face amount | $ 855,000,000 | |||
Credit Facility | Prior Senior Secured Credit Facility - Revolving | ||||
Debt Instrument [Line Items] | ||||
Loan face amount | $ 100,000,000 | |||
Credit Facility | Revolving Loans | Prior Senior Secured Credit Facility - Revolving | Eurodollar Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 4.25% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | ||||
Debt Instrument [Line Items] | ||||
Borrowing capacity | $ 170,000,000 | |||
Long-term debt | $ 99,000,000 | |||
Fee assessed on unused revolving credit | 0.50% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | Minimum | ||||
Debt Instrument [Line Items] | ||||
Fee assessed on unused revolving credit | 0.375% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | Maximum | ||||
Debt Instrument [Line Items] | ||||
Fee assessed on unused revolving credit | 0.50% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | Federal Funds Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.50% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.00% | |||
Variable rate basis, minimum | 0.00% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | LIBOR | Minimum | ||||
Debt Instrument [Line Items] | ||||
Variable rate, leverage-based margin | 1.50% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | LIBOR | Maximum | ||||
Debt Instrument [Line Items] | ||||
Variable rate, leverage-based margin | 3.25% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | Eurodollar Rate | Tranche 1 | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 30,000,000 | |||
Variable rate on borrowings | 0.68% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | Eurodollar Rate | Tranche 2 | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 25,000,000 | |||
Variable rate on borrowings | 0.74% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | Eurodollar Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Variable rate, leverage-based margin | 2.50% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | Eurodollar Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Variable rate, leverage-based margin | 4.25% | |||
Credit Facility | Revolving Loans | Senior Secured Credit Facility - Revolving | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 44,000,000 | |||
Variable rate on borrowings | 3.75% | |||
Credit Facility | Credit Facility | Senior Secured Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Accrued interest payable | $ 496,000 | |||
Borrowing capacity | $ 1,400,000,000 | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan A | ||||
Debt Instrument [Line Items] | ||||
Borrowing capacity | $ 445,000,000 | |||
Amortization of principal, percentage, year one | 15.00% | |||
Amortization of principal, percentage, year two | 15.00% | |||
Amortization of principal, percentage, year three | 10.00% | |||
Amortization of principal, percentage, annual | 7.50% | |||
Long-term debt before debt discount and debt issuance costs | $ 428,300,000 | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan A | Federal Funds Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.50% | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan A | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.00% | |||
Variable rate basis, minimum | 0.00% | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan A | LIBOR | Minimum | ||||
Debt Instrument [Line Items] | ||||
Variable rate, leverage-based margin | 1.50% | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan A | LIBOR | Maximum | ||||
Debt Instrument [Line Items] | ||||
Variable rate, leverage-based margin | 3.25% | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan A | Eurodollar Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 4.25% | |||
Variable rate on borrowings | 0.77% | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan A | Eurodollar Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Variable rate, leverage-based margin | 2.50% | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan A | Eurodollar Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Variable rate, leverage-based margin | 4.25% | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan B | ||||
Debt Instrument [Line Items] | ||||
Borrowing capacity | $ 785,000,000 | |||
Amortization of principal, percentage, annual | 1.00% | |||
Long-term debt before debt discount and debt issuance costs | $ 783,000,000 | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan B | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 4.50% | |||
Variable rate basis, minimum | 1.00% | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan B | Eurodollar Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 4.50% | |||
Variable rate on borrowings | 1.00% | |||
Credit Facility | Credit Facility | Senior Secured Credit Facility - Term Loan B | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 3.50% |
LONG-TERM DEBT - Senior Unsecu
LONG-TERM DEBT - Senior Unsecured Notes (Details) - USD ($) | Oct. 14, 2016 | Aug. 31, 2015 | Dec. 31, 2016 | Sep. 30, 2016 | Nov. 30, 2015 | Aug. 31, 2013 |
Debt Instrument [Line Items] | ||||||
Accrued interest payable | $ 8,880,000 | $ 5,512,000 | ||||
Senior Unsecured Notes | 2013 9 3/4% Senior Unsecured Notes | ||||||
Debt Instrument [Line Items] | ||||||
Loan face amount | $ 500,000,000 | |||||
Note stated interest rate | 9.75% | 9.75% | ||||
Proceeds from private placement | $ 85,000,000 | |||||
Accrued interest payable | $ 4,800,000 | |||||
Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes | ||||||
Debt Instrument [Line Items] | ||||||
Loan face amount | $ 500,000,000 | |||||
Note stated interest rate | 7.875% | 7.875% | ||||
Accrued interest payable | $ 8,400,000 | |||||
Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes | Redeemable rate prior to October 15, 2019 | ||||||
Debt Instrument [Line Items] | ||||||
Redemption price as a percentage of principal | 100.00% | |||||
Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes | Redeemable rate upon change of control | ||||||
Debt Instrument [Line Items] | ||||||
Redemption price as a percentage of principal | 101.00% | |||||
Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes | Redeemable rate upon certain asset sales | ||||||
Debt Instrument [Line Items] | ||||||
Redemption price as a percentage of principal | 100.00% | |||||
Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes | Redeemable rate upon unsuitability | ||||||
Debt Instrument [Line Items] | ||||||
Redemption price as a percentage of principal | 100.00% | |||||
Senior Unsecured Notes | 2015 Senior Unsecured Notes | ||||||
Debt Instrument [Line Items] | ||||||
Loan face amount | $ 100,000,000 | |||||
Prepaid interest | $ 1,100,000 | |||||
Credit Facility | Facility Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity | $ 100,000,000 |
LONG-TERM DEBT - Senior Subord
LONG-TERM DEBT - Senior Subordinated Notes (Details) - USD ($) | Dec. 31, 2016 | Sep. 30, 2016 | Mar. 31, 2012 |
Debt Instrument [Line Items] | |||
Accrued interest payable | $ 8,880,000 | $ 5,512,000 | |
2012 11 % Senior Subordinated Notes | Senior Subordinated Notes | |||
Debt Instrument [Line Items] | |||
Loan face amount | $ 344,200,000 | ||
Note stated interest rate | 11.00% | 11.00% | |
Accrued interest payable | $ 490,000 |
LONG-TERM DEBT - Line of Credit
LONG-TERM DEBT - Line of Credit and Credit Facility (Details) - USD ($) | Dec. 31, 2016 | Oct. 14, 2016 | Sep. 30, 2016 | Nov. 30, 2015 | Jul. 31, 2012 |
Line of Credit Facility [Line Items] | |||||
Accrued interest payable | $ 8,880,000 | $ 5,512,000 | |||
Credit Facility | Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Borrowing capacity | $ 25,000,000 | ||||
Line of Credit | Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Letters of credit issued | 0 | ||||
Accrued interest payable | 22,000 | $ 14,000 | |||
Downs Lodging, LLC | Downs Lodging Credit Facility | Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Loan face amount | $ 45,000,000 | ||||
Downs Lodging, LLC | Prior Downs Lodging Credit Facility | Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Accrued interest payable | $ 73,000 | ||||
Loan face amount | $ 25,000,000 |
LONG-TERM DEBT - Promissory No
LONG-TERM DEBT - Promissory Notes (Details) - USD ($) | Dec. 31, 2016 | Sep. 30, 2016 | Nov. 30, 2015 | Mar. 31, 2013 | Mar. 31, 2012 |
Debt Instrument [Line Items] | |||||
Accrued interest payable | $ 8,880,000 | $ 5,512,000 | |||
2015 Mohegan Tribe Promissory Note | Mohegan Gaming Advisors | Affiliates | |||||
Debt Instrument [Line Items] | |||||
Loan face amount | $ 22,500,000 | ||||
2012 Mohegan Tribe Promissory Note | Promissory Notes | |||||
Debt Instrument [Line Items] | |||||
Loan face amount | $ 20,000,000 | ||||
Accrued interest payable | 2,000 | ||||
2013 Mohegan Tribe Promissory Note | Promissory Notes | |||||
Debt Instrument [Line Items] | |||||
Loan face amount | $ 7,400,000 | ||||
Accrued interest payable | $ 1,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | Feb. 28, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Related Party Transaction [Line Items] | |||||
Distributions to Mohegan Tribe | $ 12,000,000 | $ 10,600,000 | |||
Mohegan Sun | |||||
Related Party Transaction [Line Items] | |||||
Expenses for services provided to related party | $ 8,000,000 | $ 7,500,000 | |||
Mohegan Tribe of Indians of Connecticut | |||||
Related Party Transaction [Line Items] | |||||
Distributions to Mohegan Tribe | 12,000,000 | 10,600,000 | |||
Incurred interest expense associated with a related party debt | 32,000 | 599,000 | |||
Monthly payment under capital lease | 75,000 | ||||
Mohegan Tribal Utility Authority | |||||
Related Party Transaction [Line Items] | |||||
Utilities purchased from related party | 4,200,000 | $ 3,800,000 | |||
The Tribe and Mohegan Tribal Finance Authority | |||||
Related Party Transaction [Line Items] | |||||
Duration of the term of the Fourth Amendment | 28 years 4 months | ||||
Operating lease expense | 1,700,000 | ||||
Salishan Company, LLC | |||||
Related Party Transaction [Line Items] | |||||
Funds loaned to related parties including accrued interest | $ 3,300,000 | 2,800,000 | |||
Gaming | Mohegan Sun | |||||
Related Party Transaction [Line Items] | |||||
Expenses for services provided to related party | 1,100,000 | 1,000,000 | |||
Advertising, general and administrative | Mohegan Sun | |||||
Related Party Transaction [Line Items] | |||||
Expenses for services provided to related party | 5,300,000 | 5,000,000 | |||
Corporate | Mohegan Sun | |||||
Related Party Transaction [Line Items] | |||||
Expenses for services provided to related party | $ 1,600,000 | $ 1,500,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | Aug. 01, 2016 | Dec. 31, 2016USD ($)gaming_facilityslot_machine | Dec. 31, 2015USD ($) | Jul. 31, 2016 | Feb. 13, 2017 | Sep. 30, 2016USD ($) |
Authority's Former Chief Executive Officer | Subsequent Event | Affiliated entity | ||||||
Commitments and Contingencies [Line Items] | ||||||
Equity interest in business | 5.00% | |||||
Slot Win Contributions | ||||||
Commitments and Contingencies [Line Items] | ||||||
Contribution frequency period | 12 months | |||||
Contribution determination criteria 1, percent of gross revenues from slot machines, lesser of | 30.00% | |||||
Contribution determination criteria 2a, lesser of, percent of gross revenues from slot machines, greater of | 25.00% | |||||
Contribution determination criteria 2b, lesser of, set cash contribution | $ 80,000,000 | |||||
Contribution rate applied to excess free promotional play revenues in excess of limitation, if other than standard rate | 25.00% | |||||
Limitation of excluded free promotional play as a percent of gross revenues from slot machines | 11.00% | |||||
Slot win contributions | $ 37,000,000 | $ 35,800,000 | ||||
Slot win contributions outstanding | $ 12,500,000 | $ 12,300,000 | ||||
Pennsylvania Slot Machine Tax | ||||||
Commitments and Contingencies [Line Items] | ||||||
Tax rate applied to percent of gross revenues from slot machines | 55.00% | |||||
Portion of taxed revenues subject to minimum annual local share assessment | 2.00% | |||||
Minimum annual local share assessment | $ 10,000,000 | |||||
Escrow deposit for tax payments | 1,500,000 | |||||
Slot machine tax expense recognized | 27,700,000 | 30,400,000 | ||||
Slot machine tax expense, outstanding | $ 7,100,000 | 4,800,000 | ||||
Pennsylvania Slot Machine Tax | Downs Racing, L.P. | ||||||
Commitments and Contingencies [Line Items] | ||||||
Number of slot machines at Mohegan Sun at Pocono permitted by license | slot_machine | 3,000 | |||||
Permitted slot machine capacity (in slot machines) | slot_machine | 5,000 | |||||
Pennsylvania Table Game Tax | ||||||
Commitments and Contingencies [Line Items] | ||||||
Table game tax rate | 14.00% | 12.00% | ||||
Additional local tax | 2.00% | 2.00% | ||||
Table game tax expense recognized | $ 1,800,000 | 1,600,000 | ||||
Table game tax expense outstanding | 161,000 | 93,000 | ||||
Pennsylvania Regulatory Fee | ||||||
Commitments and Contingencies [Line Items] | ||||||
Fee rate, percent of gross revenues from slot machines and table games | 1.70% | 1.50% | ||||
Regulatory fee recognized | 1,200,000 | 1,200,000 | ||||
Regulatory fee outstanding | 157,000 | 112,000 | ||||
Pennsylvania Gaming Control Board Loans | ||||||
Commitments and Contingencies [Line Items] | ||||||
Loans granted by PGCB | 36,100,000 | |||||
Additional Loans granted by PGCB | $ 63,800,000 | |||||
Number of authorized gaming facilities | gaming_facility | 14 | |||||
Number of authorized gaming facilities that have commenced operations | gaming_facility | 12 | |||||
PGCB loan repayment period | 10 years | |||||
PGCB loan repayment expense | $ 152,000 | 157,000 | ||||
Horsemen's Agreement | ||||||
Commitments and Contingencies [Line Items] | ||||||
Purses earned by horsemen and other fees outstanding | 5,000,000 | $ 5,000,000 | ||||
Priority Distribution Agreement | ||||||
Commitments and Contingencies [Line Items] | ||||||
Minimum annual limit of priority distribution payments | 40,000,000 | |||||
Priority distribution payments | $ 10,000,000 | $ 10,000,000 |
MOHEGAN VENTURES-NORTHWEST, L35
MOHEGAN VENTURES-NORTHWEST, LLC (COWLITZ PROJECT) (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | |||||
Apr. 30, 2016USD ($) | Dec. 31, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)gaming_machinetable_game | Dec. 31, 2015USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2006a | |
Schedule of Long-term Development Projects [Line Items] | |||||||
Development fees | $ 1,800 | $ 4,500 | |||||
Salishan-Mohegan, LLC | Affiliates | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Receivables and accrued interest | 84,300 | $ 81,900 | |||||
Reserve for doubtful collections | $ 16,900 | $ 16,400 | |||||
Salishan-Mohegan, LLC | Cowlitz Tribe | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Additional receivable recorded | $ 344 | ||||||
Cowlitz Project | Salishan-Mohegan, LLC | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Development fee | 3.00% | ||||||
Area of land purchased (in acres) | a | 152 | ||||||
Term of management agreement | 7 years | ||||||
Management fee | 24.00% | ||||||
Accounts receivable repaid | $ 19,400 | ||||||
Notes receivable term | 7 years | ||||||
Additional interest rate (as a percent) | 1.00% | ||||||
Financing rate (as a percent) | 12.50% | ||||||
Cowlitz Project | Salishan-Mohegan, LLC | Cowlitz Tribe | Land | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Transfer of property | $ 20,000 | ||||||
Cowlitz Project | Salishan-Mohegan, LLC | CTGA | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Reduction in notes payable | $ 342 | ||||||
Cowlitz Project | Salishan-Mohegan, LLC | CTGA | Land | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Transfer of property | $ 686 | ||||||
Cowlitz Project | Cowlitz Tribe | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Number of authorized gaming machines, operation | gaming_machine | 3,000 | ||||||
Number of authorized table games, operation | table_game | 75 | ||||||
Number of authorized gaming machines, leasing | gaming_machine | 1,075 | ||||||
Number of authorized gaming facilities | table_game | 60 | ||||||
Salishan-Mohegan, LLC | Unrelated entity | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Membership or limited partnership interest percentage | 40.00% | ||||||
Salishan-Mohegan, LLC | Mohegan Ventures-Northwest, LLC | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Membership or limited partnership interest percentage | 49.15% | ||||||
Salishan-Mohegan, LLC | Mohegan Tribe of Indians of Connecticut | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Membership or limited partnership interest percentage | 10.85% |
MOHEGAN GAMING ADVISORS, LLC 36
MOHEGAN GAMING ADVISORS, LLC (PROJECT INSPIRE) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2016 | Sep. 30, 2016 | |
Schedule of Long-term Development Projects [Line Items] | ||
Restricted cash | $ 184,464 | $ 205,833 |
Project Inspire | ||
Schedule of Long-term Development Projects [Line Items] | ||
Restricted cash | 184,500 | |
Mohegan Gaming Advisors | Project Inspire | ||
Schedule of Long-term Development Projects [Line Items] | ||
Restricted cash | $ 100,000 | |
Inspire Integrated Resort | Mohegan Gaming Advisors | Project Inspire | ||
Schedule of Long-term Development Projects [Line Items] | ||
Membership or limited partnership interest percentage | 50.19% | |
Inspire Integrated Resort | KCC Corporation | Project Inspire | ||
Schedule of Long-term Development Projects [Line Items] | ||
Membership or limited partnership interest percentage | 49.81% |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) $ in Thousands | Oct. 14, 2016USD ($) | Dec. 31, 2016USD ($)segment | Dec. 31, 2015USD ($) | Sep. 30, 2016USD ($) |
Segment Reporting [Abstract] | ||||
Number of reportable segments | segment | 2 | |||
Segment Reporting Information [Line Items] | ||||
Net revenues | $ 330,992 | $ 333,186 | ||
Income (loss) from operations | 49,420 | 70,076 | ||
Interest income | 2,900 | 2,130 | ||
Interest expense | (30,035) | (34,147) | ||
Loss on modification and early extinguishment of debt | $ (58,900) | (73,796) | (207) | |
Loss from unconsolidated affiliates | (731) | (393) | ||
Other income (expense), net | 1 | (9) | ||
Net income (loss) | (52,241) | 37,450 | ||
(Income) loss attributable to non-controlling interests | 619 | (5,531) | ||
Net income (loss) attributable to Mohegan Tribal Gaming Authority | (51,622) | 31,919 | ||
Comprehensive income (loss): | ||||
Foreign currency translation | (18,310) | (613) | ||
Other comprehensive loss | (18,310) | (613) | ||
Other comprehensive loss attributable to non-controlling interests | 9,413 | 0 | ||
Other comprehensive loss attributable to Mohegan Tribal Gaming Authority | (8,897) | (613) | ||
Comprehensive income (loss) attributable to Mohegan Tribal Gaming Authority | (60,519) | 31,306 | ||
Capital expenditures incurred | 10,647 | 7,547 | ||
Total assets | 2,231,287 | $ 2,227,962 | ||
Mohegan Sun | ||||
Comprehensive income (loss): | ||||
Capital expenditures incurred | 6,894 | 6,086 | ||
Total assets | 1,347,381 | 1,332,231 | ||
Mohegan Sun Pocono | ||||
Comprehensive income (loss): | ||||
Capital expenditures incurred | 1,255 | 1,374 | ||
Total assets | 585,162 | 551,116 | ||
Corporate and other | ||||
Comprehensive income (loss): | ||||
Capital expenditures incurred | 2,498 | 87 | ||
Total assets | 298,744 | $ 344,615 | ||
Operating segments | Mohegan Sun | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 259,203 | 255,083 | ||
Income (loss) from operations | 49,349 | 59,054 | ||
Operating segments | Mohegan Sun Pocono | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 68,418 | 73,024 | ||
Income (loss) from operations | 7,910 | 9,006 | ||
Operating segments | Corporate and other | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 3,431 | 6,352 | ||
Income (loss) from operations | (7,839) | 2,016 | ||
Inter-segment revenues | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | $ (60) | $ (1,273) |