Cover
Cover - USD ($) | 12 Months Ended | |
Sep. 30, 2020 | Mar. 31, 2020 | |
Cover [Abstract] | ||
Document Type | 10-K | |
Document Annual Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 033-80655 | |
Entity Registrant Name | MOHEGAN TRIBAL GAMING AUTHORITY | |
Entity Tax Identification Number | 06-1436334 | |
Entity Address, Address Line One | One Mohegan Sun Boulevard | |
Entity Address, City or Town | Uncasville | |
Entity Address, State or Province | CT | |
Entity Address, Postal Zip Code | 06382 | |
City Area Code | (860) | |
Local Phone Number | 862-8000 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | Yes | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 0 | |
Entity Public Float | $ 0 | |
Entity Central Index Key | 0001005276 | |
Current Fiscal Year End Date | --09-30 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | FY | |
No Trading Symbol Flag | true | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 112,665 | $ 130,138 |
Restricted cash and cash equivalents | 934 | 4,960 |
Accounts receivable, net of allowance for doubtful accounts of $16,313 and $11,715, respectively | 43,602 | 52,764 |
Inventories | 16,773 | 18,248 |
Due from Ontario Lottery and Gaming Corporation | 2,854 | 10,946 |
Casino Operating and Services Agreement customer contract asset | 24,843 | 3,004 |
Other current assets | 46,362 | 47,276 |
Total current assets | 248,033 | 267,336 |
Restricted cash and cash equivalents | 28,470 | 145,631 |
Property and equipment, net | 1,498,047 | 1,520,687 |
Right-of-use operating lease assets | 408,434 | |
Other intangible assets, net | 327,841 | 455,265 |
Casino Operating and Services Agreement customer contract asset, net of current portion | 104,405 | 50,192 |
Notes receivable | 2,514 | 2,514 |
Other assets, net | 89,444 | 69,971 |
Total assets | 2,707,188 | 2,511,596 |
Current liabilities: | ||
Current portion of long-term debt | 75,355 | 76,909 |
Current portion of finance lease obligations | 2,802 | |
Capital lease obligations, current | 1,133 | |
Current portion of right-of-use operating lease obligations | 19,939 | |
Trade payables | 22,469 | 16,672 |
Accrued payroll | 32,705 | 53,225 |
Construction payables | 40,932 | 11,888 |
Accrued interest payable | 26,349 | 19,804 |
Due to Ontario Lottery and Gaming Corporation | 25,405 | 30,662 |
Other current liabilities | 157,910 | 174,231 |
Total current liabilities | 403,866 | 384,524 |
Long-term debt, net of current portion | 1,894,655 | 1,832,248 |
Finance lease obligations, net of current portion | 28,209 | |
Capital lease obligations, net of current portion | 28,561 | |
Lease obligations, net of current portion | 411,698 | |
Accrued payroll | 3,978 | 0 |
Build-to-suit liability | 90,292 | |
Other long-term liabilities | 32,771 | 38,538 |
Total liabilities | 2,775,177 | 2,374,163 |
Commitments and Contingencies | ||
Capital: | ||
Retained earnings (deficit) | (75,692) | 137,124 |
Accumulated other comprehensive income (loss) | 223 | (6,633) |
Total capital attributable to Mohegan Tribal Gaming Authority | (75,469) | 130,491 |
Non-controlling interests | 7,480 | 6,942 |
Total capital | (67,989) | 137,433 |
Total liabilities and capital | $ 2,707,188 | $ 2,511,596 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 16,313 | $ 11,715 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues: | |||
Revenues | $ 1,114,962 | $ 1,388,810 | $ 1,456,980 |
Less-Promotional allowances | 0 | 0 | (101,348) |
Net revenues | 1,114,962 | 1,388,810 | 1,355,632 |
Operating costs and expenses: | |||
Advertising, general and administrative, including related party transactions of $28,873, $43,826 and $42,663, respectively | 226,588 | 223,716 | 200,786 |
Corporate, including related party transactions of $7,221, $5,825 and $6,344, respectively | 44,177 | 45,880 | 40,087 |
Depreciation and amortization | 109,067 | 122,657 | 81,789 |
Impairment of Mohegan Sun Pocono's intangible assets | 126,596 | 0 | 0 |
Impairment of Mohegan Sun Pocono's goodwill | 0 | 39,459 | 0 |
Other, net, including related party transactions of $0, $0 and $1,343, respectively | 15,616 | 9,273 | 13,220 |
Total operating costs and expenses | 1,148,179 | 1,252,348 | 1,111,098 |
Income (loss) from operations | (33,217) | 136,462 | 244,534 |
Other income (expense): | |||
Interest income | 1,754 | 6,803 | 15,468 |
Interest expense, net of capitalized interest | (134,925) | (144,130) | (126,653) |
Loss on modification of debt | (2,888) | 0 | 0 |
Other, net | 566 | (482) | (1,266) |
Total other expense | (135,493) | (137,809) | (112,451) |
Income (loss) before income tax | (168,710) | (1,347) | 132,083 |
Income tax benefit (provision) | 6,694 | (1,029) | (475) |
Net income (loss) | (162,016) | (2,376) | 131,608 |
Income attributable to non-controlling interests | (139) | (169) | (1,054) |
Net income (loss) attributable to Mohegan Tribal Gaming Authority | (162,155) | (2,545) | 130,554 |
Comprehensive income (loss): | |||
Foreign currency translation adjustment | 7,303 | (18,666) | 9,362 |
Other | (48) | 31 | 0 |
Other comprehensive income (loss) | 7,255 | (18,635) | 9,362 |
Other comprehensive (income) loss attributable to non-controlling interests | (399) | 940 | (7,374) |
Other comprehensive income (loss) attributable to Mohegan Tribal Gaming Authority | 6,856 | (17,695) | 1,988 |
Comprehensive income (loss) attributable to Mohegan Tribal Gaming Authority | (155,299) | (20,240) | 132,542 |
Gaming | |||
Revenues: | |||
Revenues | 799,647 | 936,412 | 1,162,300 |
Operating costs and expenses: | |||
Operating costs and expenses | 444,875 | 551,738 | 655,956 |
Food and beverage | |||
Revenues: | |||
Revenues | 103,678 | 157,544 | 88,247 |
Operating costs and expenses: | |||
Operating costs and expenses | 91,662 | 123,814 | 41,102 |
Hotel | |||
Revenues: | |||
Revenues | 69,113 | 97,235 | 62,378 |
Operating costs and expenses: | |||
Operating costs and expenses | 35,578 | 42,476 | 27,756 |
Retail, entertainment and other | |||
Revenues: | |||
Revenues | 142,524 | 197,619 | 144,055 |
Operating costs and expenses: | |||
Operating costs and expenses | $ 54,020 | $ 93,335 | $ 50,402 |
CONSOLIDATED STATEMENTS OF IN_2
CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Advertising, general and administrative | $ 226,588 | $ 223,716 | $ 200,786 |
Corporate | 44,177 | 45,880 | 40,087 |
Other, net | 15,616 | 9,273 | 13,220 |
Gaming | |||
Operating costs and expenses | 444,875 | 551,738 | 655,956 |
Hotel | |||
Operating costs and expenses | 35,578 | 42,476 | 27,756 |
Affiliated entity | |||
Advertising, general and administrative | 28,873 | 43,826 | 42,663 |
Corporate | 7,221 | 5,825 | 6,344 |
Other, net | 0 | 0 | 1,343 |
Affiliated entity | Gaming | |||
Operating costs and expenses | 2,265 | 2,809 | 4,766 |
Affiliated entity | Hotel | |||
Operating costs and expenses | $ 8,644 | $ 8,645 | $ 8,823 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN CAPITAL - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member | us-gaap:AccountingStandardsUpdate201409Member | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Total capital at beginning of period | $ 137,433 | $ 270,794 | $ 309,169 |
Net income (loss) | (162,016) | (2,376) | 131,608 |
Foreign currency translation adjustment | 7,303 | (18,666) | 9,362 |
Contribution from Mohegan Tribe | 10,000 | ||
Distributions to Mohegan Tribe | (60,000) | (60,000) | (60,000) |
Ownership rights settlement related to Project Inspire | (6,147) | ||
Redemption of membership interest related to Project Inspire | (106,702) | ||
Redemption of Mohegan Tribe membership interest related to the Cowlitz Project | (10,000) | ||
Redemption of membership interest related to the New England Black Wolves franchise | 75 | ||
Other | (48) | 31 | |
Total capital at end of period | (67,989) | 137,433 | 270,794 |
Cumulative Effect, Period of Adoption, Adjustment | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Total capital at beginning of period | (41,575) | ||
Total capital at end of period | (41,575) | ||
Retained Earnings (Deficit) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Total capital at beginning of period | 137,124 | 250,707 | 196,645 |
Net income (loss) | (162,155) | (2,545) | 130,554 |
Contribution from Mohegan Tribe | 10,000 | ||
Distributions to Mohegan Tribe | (60,000) | (60,000) | (60,000) |
Redemption of membership interest related to Project Inspire | (9,996) | ||
Redemption of Mohegan Tribe membership interest related to the Cowlitz Project | (4,114) | ||
Redemption of membership interest related to the New England Black Wolves franchise | (4,499) | ||
Total capital at end of period | (75,692) | 137,124 | 250,707 |
Retained Earnings (Deficit) | Cumulative Effect, Period of Adoption, Adjustment | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Total capital at beginning of period | (41,575) | ||
Total capital at end of period | (41,575) | ||
Accumulated Other Comprehensive Income (Loss) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Total capital at beginning of period | (6,633) | 11,062 | 1,125 |
Foreign currency translation adjustment | 6,904 | (17,726) | 1,988 |
Ownership rights settlement related to Project Inspire | 271 | ||
Redemption of membership interest related to Project Inspire | 7,678 | ||
Other | (48) | 31 | |
Total capital at end of period | 223 | (6,633) | 11,062 |
Total Capital Attributable to Mohegan Tribal Gaming Authority | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Total capital at beginning of period | 130,491 | 261,769 | 197,770 |
Net income (loss) | (162,155) | (2,545) | 130,554 |
Foreign currency translation adjustment | 6,904 | (17,726) | 1,988 |
Contribution from Mohegan Tribe | 10,000 | ||
Distributions to Mohegan Tribe | (60,000) | (60,000) | (60,000) |
Ownership rights settlement related to Project Inspire | 271 | ||
Redemption of membership interest related to Project Inspire | (2,318) | ||
Redemption of Mohegan Tribe membership interest related to the Cowlitz Project | (4,114) | ||
Redemption of membership interest related to the New England Black Wolves franchise | (4,499) | ||
Other | (48) | 31 | |
Total capital at end of period | (75,469) | 130,491 | 261,769 |
Total Capital Attributable to Mohegan Tribal Gaming Authority | Cumulative Effect, Period of Adoption, Adjustment | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Total capital at beginning of period | (41,575) | ||
Total capital at end of period | (41,575) | ||
Non-controlling Interests | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Total capital at beginning of period | 6,942 | 9,025 | 111,399 |
Net income (loss) | 139 | 169 | 1,054 |
Foreign currency translation adjustment | 399 | (940) | 7,374 |
Ownership rights settlement related to Project Inspire | (6,418) | ||
Redemption of membership interest related to Project Inspire | (104,384) | ||
Redemption of Mohegan Tribe membership interest related to the Cowlitz Project | (5,886) | ||
Redemption of membership interest related to the New England Black Wolves franchise | 4,574 | ||
Total capital at end of period | 7,480 | 6,942 | 9,025 |
Mohegan Tribe | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Distributions from Cowlitz Project | (730) | (6,496) | |
Mohegan Tribe | Retained Earnings (Deficit) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Distributions from Cowlitz Project | (730) | (6,496) | |
Mohegan Tribe | Total Capital Attributable to Mohegan Tribal Gaming Authority | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Distributions from Cowlitz Project | (730) | $ (6,496) | |
Salishan Company, LLC | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Distributions from Cowlitz Project | (661) | (120) | |
Salishan Company, LLC | Retained Earnings (Deficit) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Distributions from Cowlitz Project | (661) | (120) | |
Salishan Company, LLC | Total Capital Attributable to Mohegan Tribal Gaming Authority | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Distributions from Cowlitz Project | $ (661) | $ (120) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows provided by operating activities: | |||
Net income (loss) | $ (162,016,000) | $ (2,376,000) | $ 131,608,000 |
Adjustments to reconcile net income (loss) to net cash flows provided by operating activities: | |||
Depreciation and amortization | 109,067,000 | 122,657,000 | 81,789,000 |
Non-cash operating lease expense | 12,465,000 | ||
Accretion of discounts | 1,109,000 | 1,188,000 | 2,163,000 |
Amortization of discounts and debt issuance costs | 19,205,000 | 19,562,000 | 15,485,000 |
Provision for (recovery of) losses on receivables | 4,592,000 | 976,000 | (5,937,000) |
Impairment of Mohegan Sun Pocono's intangible assets | 126,596,000 | 0 | 0 |
Impairment of Mohegan Sun Pocono's goodwill | 0 | 39,459,000 | 0 |
Deferred income taxes | (7,049,000) | 637,000 | 0 |
Other, net | 1,585,000 | (888,000) | 609,000 |
Changes in operating assets and liabilities, net of effect of the MGE Niagara Resorts acquisition: | |||
Accounts receivable | 4,423,000 | (6,558,000) | (4,859,000) |
Accrued interest on notes receivable related to the Cowlitz Project | 0 | 71,579,000 | (12,857,000) |
Inventories | 1,435,000 | 461,000 | (405,000) |
Due from Ontario Lottery and Gaming Corporation | 7,571,000 | (10,943,000) | 0 |
Casino Operating and Services Agreement customer contract asset | (77,026,000) | (53,191,000) | 0 |
Other assets | 7,797,000 | (3,646,000) | (5,050,000) |
Trade payables | 5,125,000 | 1,992,000 | 725,000 |
Accrued interest | 6,550,000 | 387,000 | 391,000 |
Due to Ontario Lottery and Gaming Corporation | (1,983,000) | 29,122,000 | 0 |
Operating lease liabilities | 3,105,000 | ||
Other liabilities | (14,339,000) | (10,019,000) | 11,048,000 |
Net cash flows provided by operating activities | 48,212,000 | 200,399,000 | 214,710,000 |
Cash flows used in investing activities: | |||
Purchases of property and equipment | (149,031,000) | (77,613,000) | (136,551,000) |
Acquisition of the MGE Niagara Resorts, net of cash acquired | (1,666,000) | (72,287,000) | 0 |
Proceeds from notes receivable related to the Cowlitz Project | 0 | 32,026,000 | 0 |
Other, net | (3,929,000) | (7,105,000) | (8,265,000) |
Net cash flows used in investing activities | (173,356,000) | (143,580,000) | (144,816,000) |
Cash flows provided by (used in) financing activities: | |||
Payments on redemption note payable | (20,434,000) | (3,969,000) | 0 |
Other borrowings | 2,845,000 | 11,335,000 | 42,264,000 |
Other repayments | (4,690,000) | (5,450,000) | (269,000) |
Payments on finance lease obligations | (1,298,000) | (292,000) | 0 |
Redemption of membership interest related to Project Inspire | 0 | 0 | (106,702,000) |
Payments of financing fees | (13,752,000) | (3,263,000) | (10,996,000) |
Other, net | (1,527,000) | (1,527,000) | (1,527,000) |
Net cash flows provided by (used in) financing activities | (14,424,000) | 2,041,000 | (83,990,000) |
Net increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents | (139,568,000) | 58,860,000 | (14,096,000) |
Effect of exchange rate on cash, cash equivalents, restricted cash and restricted cash equivalents | 908,000 | (12,757,000) | 9,666,000 |
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of year | 280,729,000 | 234,626,000 | 239,056,000 |
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of year | 142,069,000 | 280,729,000 | 234,626,000 |
Reconciliation of cash, cash equivalents, restricted cash and restricted cash equivalents to the consolidated consolidated balance sheets: | |||
Cash, cash equivalents, restricted cash and restricted cash equivalents | 280,729,000 | 234,626,000 | 234,626,000 |
Supplemental disclosures: | |||
Cash paid for interest | 114,873,000 | 123,731,000 | 111,172,000 |
Non-cash transactions: | |||
Right-of-use operating lease assets | 426,403,000 | 0 | 0 |
Right-of-use operating lease obligations | 426,548,000 | 0 | 0 |
Finance lease assets and obligations | 2,879,000 | 29,986,000 | 0 |
Construction payables | 38,172,000 | 11,888,000 | 10,747,000 |
Senior secured credit facility reductions | 10,514,000 | 13,295,000 | 18,858,000 |
MGE Niagara Resorts - recognition (derecognition) of build-to-suit asset and liability | (90,675,000) | 90,292,000 | 0 |
MGE Niagara Resorts - recognition of parking license asset and liability | 0 | 5,242,000 | 0 |
Payment by third-party for interactive gaming and sports wagering licenses | 0 | 18,000,000 | 0 |
Conversion of redemption liability to redemption note payable | 0 | 0 | 74,084,000 |
Ownership rights settlement related to Project Inspire | 0 | 0 | 6,335,000 |
Senior Secured Credit Facility, Term Loan A and Term Loan B | |||
Cash flows provided by (used in) financing activities: | |||
Repayments of line of credit | 0 | 0 | 0 |
MGE Niagara Credit Facility | |||
Cash flows provided by (used in) financing activities: | |||
Proceeds from line of credit | 80,247,000 | 0 | 0 |
Repayments of line of credit | (53,820,000) | 0 | 0 |
Credit Facility | Senior Secured Credit Facility | |||
Cash flows provided by (used in) financing activities: | |||
Proceeds from line of credit | 650,525,000 | 1,258,939,000 | 1,382,631,000 |
Repayments of line of credit | (555,525,000) | (1,222,939,000) | (1,316,631,000) |
Credit Facility | Senior Secured Credit Facility - Term Loan B | |||
Cash flows provided by (used in) financing activities: | |||
Proceeds from line of credit | 0 | 0 | 79,800,000 |
Credit Facility | Senior Secured Credit Facility, Term Loan A and Term Loan B | |||
Cash flows provided by (used in) financing activities: | |||
Repayments of line of credit | (47,618,000) | (64,307,000) | (86,064,000) |
Term Loan | MGE Niagara Credit Facility | |||
Cash flows provided by (used in) financing activities: | |||
Proceeds from line of credit | 0 | 75,220,000 | 0 |
Repayments of line of credit | (3,716,000) | (944,000) | 0 |
Convertible Debenture | |||
Cash flows provided by (used in) financing activities: | |||
Proceeds from line of credit | 0 | 30,088,000 | 0 |
Mohegan Hotel Holding, LLC | |||
Cash flows used in investing activities: | |||
Investments | (10,750,000) | 0 | 0 |
Mohegan Tribe | |||
Cash flows provided by (used in) financing activities: | |||
Proceeds from Mohegan Tribe subordinated loan | 5,000,000 | 0 | 0 |
Contribution | 10,000,000 | 0 | 0 |
Payments of distributions to affiliates | (60,000,000) | (60,000,000) | (60,000,000) |
Redemption of Mohegan Tribe membership interest related to the Cowlitz Project | 0 | (10,000,000) | 0 |
Cowlitz | |||
Cash flows provided by (used in) financing activities: | |||
Payments of distributions to affiliates | 0 | (730,000) | (6,496,000) |
Salishan Company, LLC | |||
Cash flows provided by (used in) financing activities: | |||
Payments of distributions to affiliates | (661,000) | (120,000) | 0 |
Project Inspire | |||
Cash flows used in investing activities: | |||
Investments | $ (7,980,000) | $ (18,601,000) | $ 0 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION: Organization The Mohegan Tribe of Indians of Connecticut (the “Mohegan Tribe”) established the Mohegan Tribal Gaming Authority in July 1995 with the exclusive authority to conduct and regulate gaming activities for the Mohegan Tribe on tribal lands and the non-exclusive authority to conduct such activities elsewhere. The Mohegan Tribe is a sovereign Indian nation with independent legal jurisdiction over its people and land. Like other sovereign governments, the Mohegan Tribe and its entities, including the Mohegan Tribal Gaming Authority, are generally not subject to federal, state or local income taxes. However, MGE Niagara Entertainment Inc. (“MGE Niagara”), a wholly-owned subsidiary, is subject to tax in Ontario, Canada, and certain non-tribal entities are subject to state or local income taxes in the United States. The Mohegan Tribal Gaming Authority d/b/a Mohegan Gaming & Entertainment (the “Company”) is primarily engaged in the ownership, operation and development of integrated entertainment facilities, both domestically and internationally. This ownership, operation and development includes the following: (i) ownership and operation of Mohegan Sun, a gaming and entertainment complex located on an approximately 196-acre site in Uncasville, Connecticut, (ii) ownership and operation of Mohegan Sun Pocono, a gaming and entertainment facility located on an approximately 400-acre site in Plains Township, Pennsylvania, (iii) operation of the Niagara Fallsview Casino Resort, Casino Niagara and the 5,000-seat Niagara Falls Entertainment Centre, all in Niagara Falls, Canada (collectively, the “MGE Niagara Resorts”), (iv) development and management of ilani Casino Resort in Clark County, Washington (the “Cowlitz Project”), and development rights to any future development at ilani Casino Resort, (v) management of Resorts Casino Hotel in Atlantic City, New Jersey and ownership of 10% of the casino’s holding company and its subsidiaries, including those conducting or licensing online gaming and retail sports wagering in New Jersey, (vi) management of Paragon Casino Resort in Marksville, Louisiana, (vii) development and construction of an integrated resort and casino project to be located adjacent to the Incheon International Airport in South Korea (“Project Inspire”), (viii) operation of the casino at Virgin Hotels Las Vegas in Las Vegas, Nevada (the “Mohegan Sun Casino at Virgin Hotels Las Vegas”), following the completion of planned renovations, and (ix) development and construction of an integrated resort and casino project to be located near Athens, Greece (“INSPIRE Athens”). Impact of the COVID-19 Pandemic and Company Response In March 2020, the World Health Organization declared the outbreak of COVID-19 a global pandemic and the United States federal government declared it a national emergency. The spread of COVID-19 has affected most segments of the global economy, including the Company’s operations. On March 18, 2020, the Company announced the temporary suspension of operations at its North American owned, operated and managed properties to ensure the health and safety of its employees, guests and the surrounding communities in which the Company operates, consistent with directives from various government bodies. Following these closures, we reopened our properties as follows: (i) Paragon Casino Resort on May 20, 2020, (ii) ilani Casino Resort on May 28, 2020, (iii) Mohegan Sun on June 1, 2020, (iv) Mohegan Sun Pocono on June 22, 2020 and (v) Resorts Casino Hotel on July 2, 2020. On December 11, 2020, Mohegan Sun Pocono was again temporarily closed due to the current resurgence of COVID-19. As of the date of the filing of this Annual Report on Form 10-K, Mohegan Sun Pocono and the MGE Niagara Resorts remain temporarily closed. Like other integrated resort operators, these business disruptions have had a material adverse impact on the Company’s financial condition, results of operations and cash flows. The Company cannot predict when its remaining closed properties will be able to reopen or the conditions upon which additional reopenings may occur, and while the Company's reopened properties have experienced some level of continued business disruption, the Company expects that these disruptions will gradually dissipate, and remains confident in its ability to mitigate the impact of any such disruption through expense management. The impact of COVID-19 on the Company's operations through the date of the filing of this Annual Report on Form 10-K has been significant, though the full extent of its impact will depend on future developments, which are highly uncertain and cannot be predicted with confidence, such as the duration of COVID-19 or the extent of the current resurgence of COVID-19, the manner in which the Company’s guests, suppliers and other third parties respond to COVID-19, including the perception of safety and health measures taken by the Company, new information which may emerge concerning the severity of COVID-19 and the actions to contain or treat it, as well as general economic conditions and consumer confidence. Accordingly, the Company cannot reasonably estimate the extent to which COVID-19 will further impact its future financial condition, results of operations and cash flows. In response to COVID-19, the Company completed a series of transactions to ensure maximum financial flexibility, including (i) on March 13, 2020, it drew the remaining balance of its senior secured revolving credit facility, in the amount of approximately $125 million and (ii) on August 28, 2020, it entered into an amendment to its senior secured credit facilities which, among other things, waived non-compliance with certain of its financial covenants through June 30, 2020 and modified the financial covenants applicable to periods subsequent to June 30, 2020 (refer to Note 11). In March 2020, the Company also took various actions to reduce costs in an effort to mitigate the operating and financial impact of COVID-19, including (i) furloughing approximately 98% of its workforce immediately following the closure of its properties for the period of such closure, (ii) enacting meaningful compensation reductions to its remaining property and corporate personnel, including executive leadership, during the closure period, (iii) obtaining relief from certain threshold payments otherwise due to the Ontario Lottery and Gaming Corporation (the “OLG”) for the duration of the closure of the MGE Niagara Resorts, to be followed by a phased-in approach to such payments thereafter, (iv) obtaining a three month forbearance of gaming tax payments due to Connecticut and Pennsylvania, (v) deferring rental payments due under certain of MGE Niagara's lease agreements and (vi) executing other substantial reductions in operating expenses, capital expenditures and overall costs. In addition, in November 2020, the Company implemented a reduced hours initiative in an effort to align staffing levels with a recent reduction in business volumes. The Company could experience other potential adverse impacts as a result of COVID-19, including, but not limited to, charges from further adjustments to the carrying value of its intangible assets, as well as other long-lived asset impairment charges. Actual results may differ materially from the Company’s current estimates as the scope of COVID-19 evolves, depending largely, but not exclusively, on the duration and extent of the Company’s business disruptions. In accordance with Accounting Standards Update (“ASU”) No. 2014-15, Presentation of Financial Statements- Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, substantial doubt about an entity’s ability to continue as a going concern exists when conditions and events, considered in the aggregate, indicate that it is probable that the entity will be unable to meet its obligations as they become due within one year after the date that the entity’s financial statements are issued. In this connection, the Company notes that certain tranches of its senior secured credit facilities mature on October 13, 2021. The Company has determined that it will need to refinance these near-term maturities in order to meet the debt obligations at maturity, and expects that without such a refinancing it is probable that it will not have sufficient liquidity to meet those debt obligations, and it may not be able to satisfy its financial covenants under the senior secured credit facilities (refer to Note 11). These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the accompanying consolidated financial statements are issued. If the Company is not able to refinance its near-term maturities, the Company would need to seek additional sources of liquidity and/or obtain waivers or amendments under the senior secured credit facilities. However, it can provide no assurance that it will be successful in these pursuits. If the Company is unable to obtain such liquidity and/or waivers or amendments, it would be in default under the senior secured credit facilities, which may result in cross-defaults under its other outstanding indebtedness. If such defaults or cross-defaults were to occur, it would allow the Company's lenders to exercise their rights and remedies as defined under their respective agreements, including their right to accelerate the repayment of outstanding indebtedness. If such acceleration were to occur, the Company can provide no assurance that it would be able to obtain the financing necessary to repay such accelerated indebtedness. As discussed above, the Company’s operations were adversely impacted by COVID-19. It was the first time that the Company completely suspended its operations for any period of time or opened to the public in a limited capacity. The Company has undertaken several proactive measures to ensure maximum financial flexibility and to mitigate the operating and financial impact of COVID-19. However, there is continued uncertainty surrounding the evolving nature of COVID-19 and its impact on the Company’s operations. As a result, the Company is unable to predict its future operating results with reasonable certainty. If the Company is unable to (i) execute its business plan, (ii) sufficiently offset declines in revenues with appropriate cost reductions or (iii) execute certain cost containment initiatives, it may not have sufficient liquidity to meet distributions to the Mohegan Tribe, capital expenditures and working capital requirements. The accompanying consolidated financial statements do not include any adjustments that may result from the outcome of this uncertainty. Accordingly, the accompanying consolidated financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business. |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its majority and wholly-owned subsidiaries and entities. The accounts of MGE Niagara are consolidated into the accounts of the Company as MGE Niagara is a variable interest entity and the Company is deemed to be the primary beneficiary of MGE Niagara. In consolidation, all inter-company balances and transactions are eliminated. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures of contingent assets and liabilities. Cash and Cash Equivalents Cash and cash equivalents consist of deposits that can be redeemed on demand and investments with original maturities of less than three months. Cash and cash equivalents include all operating cash and in-house funds. Restricted Cash and Cash Equivalents Restricted cash and cash equivalents consist of deposits that are restricted as to their withdrawal or use. Restricted cash and cash equivalents primarily include cash intended to be used for the development and construction of Project Inspire. Accounts Receivable Accounts receivable consists of casino receivables, which represent credit extended to approved casino patrons, and hotel and other non-gaming receivables. The Company maintains a reserve for doubtful collection of these receivables, which primarily relates to casino receivables. Inventories Inventories are stated at the lower of cost or net realizable value and consist primarily of food and beverage, retail, hotel and operating supplies. Cost is determined using the average cost method. Property and Equipment Property and equipment are stated at cost. Depreciation is recognized over the estimated useful lives of the assets, other than land, on a straight-line basis. Leasehold improvements are amortized over the shorter of the lease terms or the estimated useful lives of the improvements. Estimated useful lives by asset categories are as follows: Buildings and land improvements 40 years Furniture and equipment 3 - 7 years The costs of significant improvements are capitalized. Costs of normal repairs and maintenance are expensed as incurred. Property and equipment are assessed for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. If it is determined that the carrying amounts may not be recoverable based on current and future levels of income and cash flows, as well as other factors, an impairment loss will be recognized at such time. Goodwill Goodwill related to the acquisition of Mohegan Sun Pocono and was not subject to amortization, but was assessed at least annually for impairment by comparing its fair value to its carrying value. As of September 30, 2019, the Company assessed the goodwill for impairment and determined that its fair value was less than its carrying value. The fair value was estimated utilizing a combination of the income approach (discounted cash flow method) and the market approach (guideline public company method). Accordingly, the Company determined that the goodwill was fully impaired and recorded an impairment charge of $39.5 million in its fourth quarter of fiscal 2019. The amount of the impairment loss was calculated as the excess of the asset’s carrying value over its fair value. The impairment was primarily driven by a continued decline in gaming revenues, a higher weighted average cost of capital utilized for the cash flow valuation and lower operating income growth rates . Other Intangible Assets Other intangible assets consist primarily of Mohegan Sun's trademark and Mohegan Sun Pocono's various gaming licenses. These intangible assets all have indefinite lives. Intangible assets with indefinite lives are assessed at least annually for impairment by comparing their fair value to their carrying value. However, these intangible assets may be assessed more frequently for impairment if events or changes in circumstances, such as declines in revenues, earnings and cash flows or material adverse changes in business climate, indicate that their carrying value may be impaired. During the second quarter of its fiscal 2020, the Company identified an indicator of impairment on Mohegan Sun Pocono's intangible assets due to COVID-19. As a result, the Company revised its cash flow projections to reflect the current business climate, including the uncertainty surrounding the nature, timing and extent of reopening Mohegan Sun Pocono. The estimated fair value of these intangible assets was determined by using discounted cash flow models, which utilized Level 3 inputs. The primary unobservable input utilized in estimating the fair value of these intangible assets was the discount rate, which was 10.5%. As a result of this interim assessment, the Company recorded an impairment charge related to Mohegan Sun Pocono’s intangible assets of $126.6 million in the second quarter of its fiscal 2020. As of September 30, 2020, the Company assessed its intangible assets with indefinite lives for any further impairment and determined that no impairment existed. Intangible assets with finite lives are assessed for impairment whenever events or circumstances indicate that their carrying value may not be recoverable. If necessary, an impairment charge is recognized when the carrying value of the asset (asset group) exceeds the estimated undiscounted cash flows expected from the use and eventual disposition of the asset (asset group). The amount of the impairment charge, if any, is calculated as the excess of the asset’s (asset group’s) carrying value over their fair value. As of September 30, 2020, the Company assessed its intangible assets with finite lives for impairment and determined that no impairment existed. The evaluation of intangible assets for impairment requires the use of estimates about future cash flows. Such estimates are, by their nature, subjective. Actual results may differ materially from the Company’s estimates and could result in impairment charges in the future. Debt Issuance Costs Debt issuance costs are amortized to interest expense based on the effective interest method. Self-insurance Reserves The Company is self-insured up to certain limits for costs associated with workers’ compensation, general liability and employee medical coverage. Insurance claims and reserves include estimated settlements of known claims, as well as estimates of incurred but not reported claims. These reserves are recorded within other current liabilities. In estimating self-insurance reserves, the Company considers historical loss experiences and expected levels of costs per claim. Claims are accounted for based on estimates of undiscounted claims, including claims incurred but not reported. Leases Effective October 1, 2019, the Company accounts for leases in accordance with guidance provided by ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”), which requires, among other things, lessees to recognize a right-of-use (“ROU”) asset and liability for leases with terms in excess of 12 months. Prior to October 1, 2019, the Company accounted for leases in accordance with guidance provided by Accounting Standards Codification (“ASC”) Topic 840, “Leases” (“ASC 840”), which required that leases be evaluated and classified as operating leases or capital leases for financial reporting purposes. Leases that met one or more of the capital lease criteria under this guidance were recorded as capital leases. All other leases were recorded as operating leases. Capital leases were initially recorded at the lower of the fair value of the leased assets or the present value of future minimum lease payments and were amortized in accordance with guidance provided by ASC Topic 840-30, “Leases - Capital Leases”. The Company determines if a contract is, or contains, a lease at its inception or at the time of any modification. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Control over the use of the identified asset requires that the lessee has both: (i) the right to obtain substantially all of the economic benefits from the use of the asset and (ii) the right to direct the use of the asset. ROU operating and finance lease assets and liabilities are recognized on the respective lease commencement date based on the present value of future lease payments over the expected lease term. An expected lease term includes any option to extend or terminate the lease if it is reasonably certain that the Company will exercise such option. The Company utilizes the incremental borrowing rate (“IBR”) applicable to the lease as determined at the lease commencement date to calculate the present value of future lease payments. The applicable IBR is determined based on the treasury group to which the leasing entity belongs and that group’s estimated interest rate for collateralized borrowings over a similar term as the future lease payments. Upon adoption of ASU 2016-02, the Company utilized IBRs as of October 1, 2019 to determine the present value of the remaining lease payments for operating leases that commenced prior to that date. Operating lease expense for fixed lease payments is recognized on a straight-line basis over the expected lease term. ROU finance lease assets are recorded within property and equipment, net and are amortized on a straight-line basis over the related lease term. Revenue Recognition The Company’s revenues from contracts with customers consist of gaming, including racing and sports betting, food and beverage, hotel, retail, entertainment and convention related transactions, as well as management and development services related to management and development contracts with third-party facilities. The transaction price in a gaming contract is the difference between gaming wins and losses, not the total amount wagered. The transaction price in a racing contract, inclusive of live racing at the Company’s facilities, as well as import and export arrangements, is the commission received from the pari-mutuel pool less contractual fees and obligations, which primarily consist of purse funding requirements, simulcasting fees, tote fees and certain pari-mutuel taxes that are directly related to racing operations. The transaction price in sports betting is the share of the revenues the Company expects to collect as the agent. The transaction prices in food and beverage, hotel, retail, entertainment and convention contracts are the net amounts collected for such goods and services. Sales and other taxes collected on behalf of governmental authorities are accounted for on a net basis and are not recorded within revenues or expenses. The transaction prices in management and development service contracts are the amounts collected for services rendered in accordance with contractual terms, inclusive of reimbursable costs and expenses. The Company recognizes gaming revenues as amounts wagered less prizes paid out. Gaming transactions involve two performance obligations for patrons participating in the Company’s loyalty reward programs and a single performance obligation for patrons that do not participate. The Company applies a practical expedient by accounting for gaming contracts on a portfolio basis, as such contracts share similar characteristics. The effects on the Company's consolidated financial statements under this approach do not differ materially versus under an individual contract basis. The Company utilizes a deferred revenue model to reduce gaming revenues by the estimated fair value of loyalty points earned by patrons. Revenues allocated to gaming performance obligations are recognized when gaming occurs as such activities are settled immediately. Revenues allocated to the loyalty points deferred revenue liability are recognized when loyalty points are redeemed. The deferred revenue liability is based on the estimated stand-alone selling price of loyalty points earned after factoring in the likelihood of redemption. Food and beverage, hotel, retail, entertainment and convention transactions have been determined to be separate, stand-alone performance obligations and revenues for such contracts are recognized when the related goods and services are transferred to patrons. Revenues from contracts which include a combination of these transactions are allocated on a pro rata basis based on the stand-alone selling price of the goods and services. Revenues from food and beverage, hotel, retail, entertainment and other services, including revenues associated with loyalty point redemptions, are recognized at the time such service is performed. Minimum rental revenues are recognized on a straight-line basis over the terms of the related leases. Percentage rental revenues are recognized in the periods in which the tenants exceed their respective percentage rent thresholds. Management and development services have been determined to be separate, stand-alone performance obligations and revenues for such contracts are recognized when the related services are performed. The Company recognizes management fees pursuant to the respective management agreement, usually as a percentage of the related project's earnings during the period. Development fees are recognized pursuant to the respective development agreement, typically as a percentage of construction costs incurred during the period. Management and development fees are recorded within retail, entertainment and other revenues. MGE Niagara operates the MGE Niagara Resorts under the terms of a 21-year Casino Operating and Services Agreement (the “COSA”) with the OLG. Pursuant to the laws of Canada and Ontario, the OLG retains legal authority to conduct and manage lottery schemes on behalf of the Ontario government. MGE Niagara is acting as a service provider to the OLG under the COSA and, therefore, recognizes gaming revenues net of amounts due to the OLG. MGE Niagara retains all non-gaming revenues and recognizes these amounts on a gross basis. The COSA represents a series of distinct goods and services and, therefore, is deemed to be a single performance obligation. The transaction price under the COSA includes both fixed and variable consideration. The fixed consideration is comprised of an annual service provider fee and additional consideration for permitted capital expenditures up to an annual cap. The fixed consideration is recognized as revenue on a straight line basis over the term of the COSA. The variable consideration consists of 70% of gaming revenues (as defined under the COSA), in excess of a guaranteed annual minimum amount payable to the OLG (the “Threshold”). Annual Threshold amounts are contractually established and vary from year to year. If gaming revenues are less than the Threshold for any given year, the Company is obligated to make a payment to cover the related shortfall. The variable consideration is recognized as revenue as services are rendered under the terms of the COSA. The Company measures its progress in satisfying this performance obligation based on the output method, which aligns with the benefits provided to the OLG. Projected revenues are estimated based on the most likely amount within a range of possible outcomes to the extent that a significant reversal in the amount of cumulative revenues recognized is not probable of occurring. The difference between revenues recognized and cash received is recorded as an asset or a liability and classified as short-term or long-term based upon the anticipated timing of reversal. In the event an asset is recorded, such asset is assessed at least annually for impairment. Revenue Disaggregation The Company is primarily engaged in the ownership, operation and development of integrated entertainment facilities both domestically and internationally. The Company’s current wholly-owned operations are focused within Connecticut and Pennsylvania. The Company also currently manages other gaming facilities elsewhere within the United States and Canada. The Company generates revenues by providing the following types of goods and services: gaming, food and beverage, hotel, retail, entertainment and other and management and development. Revenue disaggregation by geographic location and revenue type for the fiscal years ended September 30, 2020 and 2019 was as follows (in thousands): For the Fiscal Year Ended September 30, 2020 Connecticut Pennsylvania Canada (Mohegan Sun) (Mohegan Sun Pocono) (MGE Niagara Resorts) (1) Other Gaming $ 518,599 $ 159,661 $ 121,387 $ — Food and beverage 64,012 12,208 27,544 (86) Hotel 58,219 4,578 6,319 (3) Retail, entertainment and other 74,844 4,713 24,775 830 Management and development — — — 37,189 Net revenues $ 715,674 $ 181,160 $ 180,025 $ 37,930 _________ (1) Gaming revenues represent revenues earned under the COSA. For the Fiscal Year Ended September 30, 2019 Connecticut Pennsylvania Canada (Mohegan Sun) (Mohegan Sun Pocono) (MGE Niagara Resorts) (1) Other Gaming $ 654,273 $ 211,800 $ 70,339 $ — Food and beverage 114,446 22,981 20,319 (202) Hotel 84,543 8,246 4,451 (5) Retail, entertainment and other 138,781 8,027 17,416 1,206 Management and development — — — 32,429 Net revenues $ 992,043 $ 251,054 $ 112,525 $ 33,428 _________ (1) Gaming revenues represent revenues earned under the COSA. Contract and Contract-related Assets As of September 30, 2020 and 2019, contract assets related to the COSA totaled $129.2 million and $53.2 million, respectively. Contract and Contract-related Liabilities A difference may exist between the timing of cash receipts from patrons and the recognition of revenues, resulting in a contract or contract-related liability. In general, the Company has three types of such liabilities: (1) outstanding gaming chips and slot tickets liability, which represents amounts owed in exchange for outstanding gaming chips and slot tickets held by patrons, (2) loyalty points deferred revenue liability and (3) patron advances and other liability, which primarily represents funds deposited in advance by patrons for gaming and advance payments by patrons for goods and services such as advance ticket sales, deposits on rooms and convention space and gift card purchases. These liabilities are generally expected to be recognized as revenues within one year and are recorded within other current liabilities. The following table summarizes these liabilities (in thousands): September 30, 2020 September 30, 2019 Outstanding gaming chips and slot tickets liability $ 7,623 $ 7,968 Loyalty points deferred revenue liability 35,368 40,968 Patron advances and other liability 17,340 22,312 Total $ 60,331 $ 71,248 As of September 30, 2020 and 2019, customer contract liabilities related to Mohegan Sun Pocono's revenue sharing agreement with Unibet Interactive Inc. (“Unibet”) totaled $16.8 million and $18.0 million, respectively, and were primarily recorded within other long-term liabilities. Unibet, a subsidiary of the Kindred Group, paid certain interactive gaming license fees to the Pennsylvania Gaming Control Board (the “PGCB”) on behalf of Mohegan Sun Pocono and became licensed as a sports wagering and interactive gaming operator by the PGCB. The Company recorded these license fees, which are reimbursable to Unibet under certain conditions, as intangible assets with corresponding customer contract liabilities as Unibet is deemed to be a customer of Mohegan Sun Pocono with respect to these gaming activities. Due from/to Ontario Lottery and Gaming Corporation On a bi-weekly basis, the OLG remits estimated amounts due to MGE Niagara pursuant to the terms of the COSA. Any such remittance that is due, but not yet received, is recorded within due from Ontario Lottery and Gaming Corporation. Differences between actual and estimated amounts due are separately settled with the OLG on an annual basis, however, a quarterly interim reconciliation process is available. Any settlement amount owed to the OLG is recorded within due to Ontario Lottery and Gaming Corporation. Gaming Costs and Expenses Gaming costs and expenses primarily represent portions of gaming revenues that must be paid to the State of Connecticut and the PGCB. Gaming costs and expenses also include, among other things, payroll costs, expenses associated with the operation of slot machines, table games, poker, live harness racing, racebook and sportsbook, certain marketing expenditures and promotional expenses related to certain loyalty point and coupon redemptions. Advertising Costs and Expenses Production costs are expensed the first time the advertisement takes place. Prepaid rental fees associated with billboard advertisements are capitalized and amortized over the terms of the related rental agreements. Advertising costs and expenses totaled $22.5 million, $27.7 million and $27.5 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. Pre-opening Costs and Expenses Costs of start-up activities, pre-opening costs and expenses are expensed as incurred. Pre-opening costs and expenses totaled $15.6 million, $8.5 million and $5.5 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively, and were recorded within other, net. Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, “Income Taxes” (“ASC 740”). Under ASC 740, deferred tax assets and liabilities are determined based on the differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities, and are measured at the prevailing enacted tax rates that will be in effect when these differences are settled or realized. ASC 740 requires that deferred tax assets be reduced by a valuation allowance if it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. ASC 740 also creates a single model to address uncertainty in tax positions and clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements by prescribing the minimum recognition threshold a tax position is required to meet before being recognized in the entity's financial statements. In addition, ASC 740 provides guidance with respect to de-recognition, measurement, classification, interest and penalties, accounting in interim periods and disclosure requirements. As of September 30, 2020 and 2019, the Company’s uncertain tax positions were insignificant. Foreign Currency The financial position and operating results of foreign operations are consolidated using the local currency as the functional currency. Local currency assets and liabilities are translated at the end-of-period rates, while local currency revenue and expenses are translated at average rates in effect during the period. Local currency equity is translated at historical rates and the resulting cumulative translation adjustments are recorded as a component of accumulated other comprehensive income or loss. Business Acquisitions The Company accounts for business acquisitions using the acquisition method of accounting, which requires that assets acquired and liabilities assumed be recognized at fair value as of the acquisition date. The purchase price of business acquisitions is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on estimated fair values and any excess purchase price over the tangible and identifiable assets acquired and liabilities assumed, if any, is recorded as goodwill. The Company may use independent valuation specialists to assist in determining the estimated fair values of assets acquired and liabilities assumed, which could require certain significant management assumptions and estimates. Earth Hotel Tower On January 21, 2020, the Company, through a wholly-owned subsidiary, purchased a 45% interest in Mohegan Hotel Holding, LLC, the indirect owner of the Earth Hotel Tower, in exchange for $15.8 million, which the Company believes represented the fair market value of the investment. A portion of the consideration paid, totaling $5.0 million, was advanced to Mohegan Hotel Holding, LLC in fiscal 2019. Fair Value of Financial Instruments The Company 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 Company's estimates or assumptions that market participants would utilize in pricing such assets or liabilities. The Company'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 and cash equivalents, receivables and trade payables approximates fair value. The estimated fair values of the Company's long-term debt were as follows (in thousands): September 30, 2020 Carrying Value Fair Value Senior secured credit facility - revolving (1) $ 197,000 $ 178,531 Senior secured credit facility - term loan A (1) 227,710 213,356 Senior secured credit facility - term loan B (1) 792,829 723,121 2016 7 7/8% senior unsecured notes (1) 491,821 468,125 MGE Niagara Resorts credit facility - revolving (1) 26,187 26,187 MGE Niagara Resorts credit facility - term loan (1) 69,297 70,144 MGE Niagara Resorts convertible debenture (2) 29,928 29,928 Mohegan Expo credit facility (3) 27,750 28,408 Guaranteed credit facility (3) 29,529 30,406 Mohegan Tribe subordinated loan (3) 5,000 5,000 Redemption note payable (3) 69,099 69,099 Other (3) 3,860 3,860 Long-term debt $ 1,970,010 $ 1,846,165 ________ (1) Estimated fair values were based on Level 2 inputs (quoted market prices or prices of similar instruments) as of September 30, 2020. (2) Estimated fair value was based on Level 3 inputs (changes in market conditions) from date of issuance (June 11, 2019) to September 30, 2020. (3) Estimated fair values were based on Level 3 inputs (present value of future payments discounted to carrying value) as of September 30, 2020. |
NEW ACCOUNTING STANDARDS
NEW ACCOUNTING STANDARDS | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Standards | NEW ACCOUNTING STANDARDS: The following accounting standard was adopted during the fiscal year ended September 30, 2020: ASU 2016-02 In February 2016, the Financial Accounting Standards Board (the “FASB”) issued ASU 2016-02, which requires, among other things, lessees to recognize a ROU asset and liability for leases with terms in excess of 12 months and the disclosure of information about leasing arrangements. In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements” and ASU No. 2018-10, “Codification Improvements to Topic 842, Leases”, which clarify various aspects of ASU 2016-02. Effective October 1, 2019, the Company adopted ASU 2016-02 under a modified retrospective transition approach. Accordingly, comparative information as of September 30, 2019 and for the fiscal years ended September 30, 2019 and 2018 has not been restated and continues to be reported under accounting standards in effect for those periods. The Company elected the package of practical expedients included in ASU 2016-02, which allowed it to: (i) not reassess whether any expired or existing contracts contain leases, (ii) not reassess the lease classification for any expired or existing leases and (iii) not reassess the initial direct costs for existing leases. The Company also made an accounting policy election to not recognize leases with an initial term of 12 months or less on its balance sheet. In addition, the Company elected to not separate lease and non-lease components for all significant classes of underlying assets for which the Company is the lessee. For instances in which the Company is the lessor, and the class of underlying asset represents retail space, the Company accounts for both the lease and non-lease components as a single lease component. In all other instances, non-lease components are accounted for separately in accordance with applicable guidance, most commonly ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”. As of October 1, 2019, the adoption of ASU 2016-02 resulted in the recognition of ROU operating lease assets of $359.2 million and related ROU operating lease liabilities of $366.8 million, as well as the derecognition of a previously recognized build-to-suit asset and related liability of $90.3 million. The difference between the ROU operating lease assets and liabilities reflects the reclassification of historical prepaid and deferred rent balances. The adoption of ASU 2016-02 did not impact the Company's retained earnings or the Company’s compliance with its financial covenants under its current debt agreements. The following accounting standards will be adopted in future reporting periods: ASU 2016-13 In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurements of Credit Losses on Financial Instruments” (“ASU 2016-13”), which sets forth a current expected credit loss model which requires a company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable supportable forecasts. This model replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. ASU 2016-13 is effective for annual reporting periods beginning after December 15, 2019, including interim periods within those annual reporting periods, and must be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company is currently evaluating the impact ASU 2016-13 will have on its financial statements, but does not expect its adoption to have a material impact. ASU 2018-13 In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”), which adds, amends and removes certain disclosure requirements related to fair value measurements. ASU 2018-13 requires enhanced disclosures on valuation techniques and inputs that a reporting entity uses to determine its measures of fair value, including judgments and assumptions that the entity makes and the uncertainties in the fair value measurements as of the reporting date. ASU 2018-13 is effective for annual reporting periods beginning after December 15, 2019. Certain amended or eliminated disclosure requirements may be adopted earlier, while certain additional disclosure requirements can be adopted on its effective date. In addition, certain changes required by this new standard require retrospective adoption, while other changes must be adopted prospectively. The Company is currently evaluating the impact ASU 2018-13 will have on its financial statement disclosures. ASU 2019-12 In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”), which simplifies various aspects related to the accounting for income taxes. This new standard removes certain exceptions to the general principles in ASU 2019-12 and clarifies and amends existing guidance to improve consistent application. ASU 2019-12 is effective for annual reporting periods beginning after December 15, 2020. The Company is currently evaluating the impact ASU 2019-12 will have on its financial statements, but does not expect its adoption to have a material impact. ASU 2020-06 In August 2020, the FASB issued ASU 2020-06, “Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40)” (“ASU 2020-06”), which simplifies the accounting for convertible instruments by removing major separation models required under current guidance. ASU 2020-06 also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and simplifies the diluted earnings per share calculation in certain areas. ASU 2020-06 is effective for annual reporting periods beginning after December 15, 2021, including interim periods within those annual reporting periods, with early adoption permitted. The Company is currently evaluating the impact ASU 2020-06 will have on its financial statements and related disclosures, but does not expect its adoption to have a material impact. |
MGE NIAGARA RESORTS
MGE NIAGARA RESORTS | 12 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
MGE NIAGARA RESORTS | MGE NIAGARA RESORTS: In September 2018, MGE Niagara was selected by the OLG to be the service provider for the MGE Niagara Resorts. On June 11, 2019 (the “Closing Date”), MGE Niagara completed the acquisition of the MGE Niagara Resorts (the “Acquisition”), assumed the day-to-day operations of the properties under the terms of the COSA and engaged in a series of transactions related thereto, including: • a lease agreement with the OLG to lease the Fallsview Casino Resort and related administrative office space. This lease agreement requires MGE Niagara to make monthly payments of 2.2 million Canadian dollars ($1.6 million as of September 30, 2020) until the end of the lease term on March 31, 2040. This lease is classified as an operating lease. • a lease agreement with a third-party investor to lease Casino Niagara and related license agreements to operate an adjacent parking lot and the right for patrons to use an adjacent parking garage. This lease agreement requires MGE Niagara to make monthly payments of approximately 500,000 Canadian dollars (approximately $374,000 as of September 30, 2020) until the end of the lease term on March 31, 2040 in exchange for the rights under the lease and licenses. The present value of the future payments was allocated to the respective rights based upon their relative fair value as follows: (i) 36.9 million Canadian dollars ($27.6 million as of September 30, 2020) towards the Casino Niagara lease, which is classified as a finance lease, (ii) 6.9 million Canadian dollars ($5.2 million as of September 30, 2020) towards an intangible asset, which is being amortized over the term of the lease on a straight-line basis and (iii) the residual allocation of the payments is classified as an operating land lease. • a commitment to enter into a lease agreement with a third-party to lease the Niagara Falls Entertainment Centre on a date after the completion of its construction. The Company was deemed, for accounting purposes only, to be the owner of this construction project, despite not being the legal owner prior to the completion of construction. Accordingly, the Company capitalized 119.6 million Canadian dollars ($90.3 million as of September 30, 2019) for amounts paid as a build-to-suit asset within property and equipment, net and recorded a corresponding build-to-suit liability. As of October 1, 2019, the adoption of ASU 2016-02 resulted in the derecognition of the build-to-suit asset and related liability. On June 5, 2020, MGE Niagara received notice from the landlord of the Niagara Falls Entertainment Centre that construction of the facility had reached substantial completion. Accordingly, MGE Niagara entered into an agreement to lease the facility commencing on August 19, 2020. This agreement requires MGE Niagara to make monthly payments of 900,000 Canadian dollars (approximately $673,000 as of September 30, 2020) until the end of the lease term on March 31, 2040. This lease is classified as an operating lease. As of the Closing Date, the purchase price of the Acquisition was approximately 96 million Canadian dollars (approximately $72 million), net of cash acquired of approximately 57 million Canadian dollars (approximately $43 million). During the fiscal year ended September 30, 2020, the Company recorded adjustments to the purchase price of the Acquisition totaling 2.2 million Canadian dollars ($1.7 million), net of cash acquired of approximately 518,000 Canadian dollars (approximately $390,000). MGE Niagara funded the Acquisition with proceeds from borrowings under a 100.0 million Canadian dollar term loan facility, the issuance of a 40.0 million Canadian dollar convertible debenture to a third-party investor and a 60.0 million Canadian dollar investment by the Company. The Acquisition was accounted for as a purchase of a business under the acquisition method of accounting in accordance with guidance provided by ASC Topic 805, “Business Combinations”. The following table summarizes the allocation of the total purchase price to the estimated fair values of the assets acquired and liabilities assumed (in thousands): Purchase Price Accounts receivable $ 1,448 Inventories 3,410 Other current assets 15,983 Property and equipment 50,282 Intangible asset 16,689 Due to Ontario Lottery and Gaming Corporation 1,525 Other current liabilities (15,384) Total $ 73,953 |
COWLITZ PROJECT
COWLITZ PROJECT | 12 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
COWLITZ PROJECT | COWLITZ PROJECT: The Company owns 100% of Salishan-Mohegan, LLC (“Salishan-Mohegan”), which developed and currently manages the Cowlitz Project, a gaming and entertainment facility owned by the federally-recognized Cowlitz Indian Tribe and the Cowlitz Tribal Gaming Authority. The Cowlitz Project opened in April 2017. Through Salishan-Mohegan Development Company, LLC, Salishan-Mohegan, along with Salishan Company, LLC (“Salishan Company”), an unrelated entity, also holds the development rights to any future development at ilani Casino Resort. Under the terms of Salishan-Mohegan's development agreements, development fees of $1.8 million, $976,000 and $570,000 were earned for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. Under the terms of Salishan-Mohegan's management agreement, Salishan-Mohegan manages, operates and maintains the casino resort through May 2024 for a fee representing 24% of net revenues, as defined under the management agreement. Management fees earned by Salishan-Mohegan totaled $34.2 million, $27.9 million and $13.5 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. Salishan-Mohegan advanced funds for the Cowlitz Project before financing was obtained for the project. On December 4, 2018, the Company received $106.6 million from the Cowlitz Tribal Gaming Authority. This amount represented the full repayment of then-outstanding advances and accrued interest, through the repayment date, totaling $32.0 million and $74.6 million, respectively. The Company owns 100% of Inspire Integrated Resort Co., Ltd. (“Inspire Integrated Resort”) and MGA Korea, LLC, which were formed to develop and construct Project Inspire. In February 2016, Inspire Integrated Resort was awarded pre-approval for a foreigner-only gaming license to be issued upon completion of the construction of Project Inspire. In August 2016, Inspire Integrated Resort entered into an agreement with the Incheon International Airport Authority for the long-term lease and development of land at the project site adjacent to the airport. Portions of the parcel of land covered by the lease will be released to Inspire Integrated Resort for development as the various phases of the project are approved by local authorities. Rental payments for each phase commence upon their respective initial operation commencement date, as defined, and will be based upon the governmentally appraised value of the project at such time. The overall term of the lease ends on the date which is the fiftieth anniversary of the operation commencement date, with a renewal option for an additional 49 years. In March 2019, the Company received the necessary approvals for the initial phase of the project and, as a result, it was granted control of the related portion of the overall parcel of land. Accordingly, for accounting purposes, the lease term for this portion of land commenced on such date and the Company began recognizing rental expense. Rental expense is being recognized on a straight-line basis over the lease term, as defined above. Rental expense totaled $3.9 million and $1.8 million for the fiscal years ended September 30, 2020 and 2019, respectively, and was recorded within pre-opening costs and expenses. The Company owns 100% of MGNV, LLC (“MGNV”), which was formed to operate the Mohegan Sun Casino at Virgin Hotels Las Vegas. In July 2019, MGNV entered into a casino lease agreement with JC Hospitality, LLC, which is currently redeveloping the former Hard Rock Hotel and Casino in Las Vegas, Nevada, into an integrated resort under the Virgin Hotels brand, which will include the Mohegan Sun Casino at Virgin Hotels Las Vegas. Pursuant to the lease agreement, MGNV will lease and operate the more than 60,000-square-foot Mohegan Sun Casino at Virgin Hotels Las Vegas, subject to the completion of planned renovations. During the initial term of this 20-year lease agreement, the Company is required to make annual minimum rent payments of $9.0 million, subject to escalators which could result in annual minimum rent payments of up to $15.0 million, plus consumer price index inflators and additional common area maintenance fees. Annual minimum rent payments commence upon the first anniversary of the Lease Commencement Date, as defined under the lease agreement, and continue until the end of the lease term, which is currently estimated to conclude in 2041, subject to additional extensions at MGNV's option. The lease agreement is contingent upon and subject to the Company obtaining necessary approvals from all regulatory authorities, including without limitation, the State of Nevada and Clark County, Nevada. As of September 30, 2020, MGNV had not obtained control of the premises as defined under the lease agreement, as the planned renovations had not yet been completed. |
PROJECT INSPIRE
PROJECT INSPIRE | 12 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
PROJECT INSPIRE | COWLITZ PROJECT: The Company owns 100% of Salishan-Mohegan, LLC (“Salishan-Mohegan”), which developed and currently manages the Cowlitz Project, a gaming and entertainment facility owned by the federally-recognized Cowlitz Indian Tribe and the Cowlitz Tribal Gaming Authority. The Cowlitz Project opened in April 2017. Through Salishan-Mohegan Development Company, LLC, Salishan-Mohegan, along with Salishan Company, LLC (“Salishan Company”), an unrelated entity, also holds the development rights to any future development at ilani Casino Resort. Under the terms of Salishan-Mohegan's development agreements, development fees of $1.8 million, $976,000 and $570,000 were earned for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. Under the terms of Salishan-Mohegan's management agreement, Salishan-Mohegan manages, operates and maintains the casino resort through May 2024 for a fee representing 24% of net revenues, as defined under the management agreement. Management fees earned by Salishan-Mohegan totaled $34.2 million, $27.9 million and $13.5 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. Salishan-Mohegan advanced funds for the Cowlitz Project before financing was obtained for the project. On December 4, 2018, the Company received $106.6 million from the Cowlitz Tribal Gaming Authority. This amount represented the full repayment of then-outstanding advances and accrued interest, through the repayment date, totaling $32.0 million and $74.6 million, respectively. The Company owns 100% of Inspire Integrated Resort Co., Ltd. (“Inspire Integrated Resort”) and MGA Korea, LLC, which were formed to develop and construct Project Inspire. In February 2016, Inspire Integrated Resort was awarded pre-approval for a foreigner-only gaming license to be issued upon completion of the construction of Project Inspire. In August 2016, Inspire Integrated Resort entered into an agreement with the Incheon International Airport Authority for the long-term lease and development of land at the project site adjacent to the airport. Portions of the parcel of land covered by the lease will be released to Inspire Integrated Resort for development as the various phases of the project are approved by local authorities. Rental payments for each phase commence upon their respective initial operation commencement date, as defined, and will be based upon the governmentally appraised value of the project at such time. The overall term of the lease ends on the date which is the fiftieth anniversary of the operation commencement date, with a renewal option for an additional 49 years. In March 2019, the Company received the necessary approvals for the initial phase of the project and, as a result, it was granted control of the related portion of the overall parcel of land. Accordingly, for accounting purposes, the lease term for this portion of land commenced on such date and the Company began recognizing rental expense. Rental expense is being recognized on a straight-line basis over the lease term, as defined above. Rental expense totaled $3.9 million and $1.8 million for the fiscal years ended September 30, 2020 and 2019, respectively, and was recorded within pre-opening costs and expenses. The Company owns 100% of MGNV, LLC (“MGNV”), which was formed to operate the Mohegan Sun Casino at Virgin Hotels Las Vegas. In July 2019, MGNV entered into a casino lease agreement with JC Hospitality, LLC, which is currently redeveloping the former Hard Rock Hotel and Casino in Las Vegas, Nevada, into an integrated resort under the Virgin Hotels brand, which will include the Mohegan Sun Casino at Virgin Hotels Las Vegas. Pursuant to the lease agreement, MGNV will lease and operate the more than 60,000-square-foot Mohegan Sun Casino at Virgin Hotels Las Vegas, subject to the completion of planned renovations. During the initial term of this 20-year lease agreement, the Company is required to make annual minimum rent payments of $9.0 million, subject to escalators which could result in annual minimum rent payments of up to $15.0 million, plus consumer price index inflators and additional common area maintenance fees. Annual minimum rent payments commence upon the first anniversary of the Lease Commencement Date, as defined under the lease agreement, and continue until the end of the lease term, which is currently estimated to conclude in 2041, subject to additional extensions at MGNV's option. The lease agreement is contingent upon and subject to the Company obtaining necessary approvals from all regulatory authorities, including without limitation, the State of Nevada and Clark County, Nevada. As of September 30, 2020, MGNV had not obtained control of the premises as defined under the lease agreement, as the planned renovations had not yet been completed. |
MOHEGAN SUN CASINO AT VIRGIN HO
MOHEGAN SUN CASINO AT VIRGIN HOTELS LAS VEGAS | 12 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
MOHEGAN SUN CASINO AT VIRGIN HOTELS LAS VEGAS | COWLITZ PROJECT: The Company owns 100% of Salishan-Mohegan, LLC (“Salishan-Mohegan”), which developed and currently manages the Cowlitz Project, a gaming and entertainment facility owned by the federally-recognized Cowlitz Indian Tribe and the Cowlitz Tribal Gaming Authority. The Cowlitz Project opened in April 2017. Through Salishan-Mohegan Development Company, LLC, Salishan-Mohegan, along with Salishan Company, LLC (“Salishan Company”), an unrelated entity, also holds the development rights to any future development at ilani Casino Resort. Under the terms of Salishan-Mohegan's development agreements, development fees of $1.8 million, $976,000 and $570,000 were earned for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. Under the terms of Salishan-Mohegan's management agreement, Salishan-Mohegan manages, operates and maintains the casino resort through May 2024 for a fee representing 24% of net revenues, as defined under the management agreement. Management fees earned by Salishan-Mohegan totaled $34.2 million, $27.9 million and $13.5 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. Salishan-Mohegan advanced funds for the Cowlitz Project before financing was obtained for the project. On December 4, 2018, the Company received $106.6 million from the Cowlitz Tribal Gaming Authority. This amount represented the full repayment of then-outstanding advances and accrued interest, through the repayment date, totaling $32.0 million and $74.6 million, respectively. The Company owns 100% of Inspire Integrated Resort Co., Ltd. (“Inspire Integrated Resort”) and MGA Korea, LLC, which were formed to develop and construct Project Inspire. In February 2016, Inspire Integrated Resort was awarded pre-approval for a foreigner-only gaming license to be issued upon completion of the construction of Project Inspire. In August 2016, Inspire Integrated Resort entered into an agreement with the Incheon International Airport Authority for the long-term lease and development of land at the project site adjacent to the airport. Portions of the parcel of land covered by the lease will be released to Inspire Integrated Resort for development as the various phases of the project are approved by local authorities. Rental payments for each phase commence upon their respective initial operation commencement date, as defined, and will be based upon the governmentally appraised value of the project at such time. The overall term of the lease ends on the date which is the fiftieth anniversary of the operation commencement date, with a renewal option for an additional 49 years. In March 2019, the Company received the necessary approvals for the initial phase of the project and, as a result, it was granted control of the related portion of the overall parcel of land. Accordingly, for accounting purposes, the lease term for this portion of land commenced on such date and the Company began recognizing rental expense. Rental expense is being recognized on a straight-line basis over the lease term, as defined above. Rental expense totaled $3.9 million and $1.8 million for the fiscal years ended September 30, 2020 and 2019, respectively, and was recorded within pre-opening costs and expenses. The Company owns 100% of MGNV, LLC (“MGNV”), which was formed to operate the Mohegan Sun Casino at Virgin Hotels Las Vegas. In July 2019, MGNV entered into a casino lease agreement with JC Hospitality, LLC, which is currently redeveloping the former Hard Rock Hotel and Casino in Las Vegas, Nevada, into an integrated resort under the Virgin Hotels brand, which will include the Mohegan Sun Casino at Virgin Hotels Las Vegas. Pursuant to the lease agreement, MGNV will lease and operate the more than 60,000-square-foot Mohegan Sun Casino at Virgin Hotels Las Vegas, subject to the completion of planned renovations. During the initial term of this 20-year lease agreement, the Company is required to make annual minimum rent payments of $9.0 million, subject to escalators which could result in annual minimum rent payments of up to $15.0 million, plus consumer price index inflators and additional common area maintenance fees. Annual minimum rent payments commence upon the first anniversary of the Lease Commencement Date, as defined under the lease agreement, and continue until the end of the lease term, which is currently estimated to conclude in 2041, subject to additional extensions at MGNV's option. The lease agreement is contingent upon and subject to the Company obtaining necessary approvals from all regulatory authorities, including without limitation, the State of Nevada and Clark County, Nevada. As of September 30, 2020, MGNV had not obtained control of the premises as defined under the lease agreement, as the planned renovations had not yet been completed. |
INSPIRE ATHENS
INSPIRE ATHENS | 12 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
INSPIRE ATHENS | INSPIRE ATHENS: The Company indirectly owns 100% of MGE Hellinikon B.V., which was formed to own a majority of a joint venture to develop and construct INSPIRE Athens. In October 2020, the joint venture was selected by the Hellenic Gaming Commission as the provisional contractor to develop the first integrated resort and casino in Greece at the Hellinikon, a large multi-purpose development project near Athens on the Athenian Riviera. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | PROPERTY AND EQUIPMENT, NET: Property and equipment, net, consisted of the following (in thousands): September 30, 2020 September 30, 2019 Land $ 44,848 $ 44,848 Land improvements 101,746 100,879 Buildings and improvements 1,852,131 1,839,872 Build-to-suit asset — 93,828 Furniture and equipment 655,529 660,936 Construction in process (1) 252,394 103,327 Subtotal 2,906,648 2,843,690 Less: accumulated depreciation (1,408,601) (1,323,003) Property and equipment, net $ 1,498,047 $ 1,520,687 _________ (1) As of September 30, 2020 and 2019, Project Inspire related construction in process totaled $230.4 million and $99.3 million, respectively. As of September 30, 2020 and 2019, ROU finance lease assets totaled $29.1 million and $29.4 million, respectively. Depreciation expense totaled $107.6 million, $121.8 million and $81.3 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. In fiscal 2019, the Company made an out-of-period correction, which increased depreciation and amortization expense by $6.3 million. This adjustment resulted from the assignment, in a prior year, of an incorrect useful life to depreciate a long lived asset related to tenant allowances. In fiscal 2019, the Company also committed to a plan to repurpose the recently closed Casino of the Wind section of Mohegan Sun. In connection with this decision, the Company determined that certain assets related to the Casino of the Wind had no alternative future use. Accordingly, depreciation on these assets was accelerated, which increased depreciation and amortization expense by $21.6 million. |
OTHER INTANGIBLE ASSETS, NET
OTHER INTANGIBLE ASSETS, NET | 12 Months Ended |
Sep. 30, 2020 | |
Other Intangible Assets Net [Abstract] | |
OTHER INTANGIBLE ASSETS, NET | OTHER INTANGIBLE ASSETS, NET: Other intangible assets, net, consisted of the following (in thousands): September 30, 2020 September 30, 2019 Mohegan Sun trademark (1) $ 119,692 $ 119,692 Mohegan Sun Pocono slot machine, table game, interactive gaming and sports wagering licenses (1) 171,904 298,500 MGE Niagara Resorts Casino Operating and Services Agreement rights (2) 16,751 16,753 Other 25,638 25,889 Subtotal 333,985 460,834 Less: accumulated amortization (6,144) (5,569) Other intangible assets, net $ 327,841 $ 455,265 ____________ (1) Indefinite lives. (2) 21-year useful life. Amortization expense totaled $1.4 million, $738,000 and $413,000 for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT: Long-term debt consisted of the following (in thousands): September 30, 2020 September 30, 2019 Senior Secured Credit Facility - Revolving $ 197,000 $ 102,000 Senior Secured Credit Facility - Term Loan A, net of discount and debt issuance costs of $4,199 and $4,236, respectively 227,710 263,829 Senior Secured Credit Facility - Term Loan B, net of discount and debt issuance costs of $20,809 and $16,925, respectively 792,829 805,394 2016 7 7/8% Senior Unsecured Notes, net of discount and debt issuance costs of $8,179 and $9,565, respectively 491,821 490,435 MGE Niagara Resorts Credit Facility - Revolving 26,187 — MGE Niagara Resorts Credit Facility - Term Loan, net of debt issuance costs of $847 and $1,002, respectively 69,297 73,564 MGE Niagara Resorts Convertible Debenture 29,928 30,204 Mohegan Expo Credit Facility, net of debt issuance costs of $658 and $925, respectively 27,750 29,357 Guaranteed Credit Facility, net of debt issuance costs of $877 and $1,191, respectively 29,529 31,840 Mohegan Tribe Subordinated Loan 5,000 — Redemption Note Payable, net of discount of $15,701 and $23,905, respectively 69,099 81,329 Other 3,860 1,205 Long-term debt 1,970,010 1,909,157 Less: current portion of long-term debt (75,355) (76,909) Long-term debt, net of current portion $ 1,894,655 $ 1,832,248 Maturities of long-term debt are as follows (in thousands): Fiscal Years 2021 $ 75,355 2022 461,205 2023 38,198 2024 911,219 2025 505,041 Thereafter 30,262 Total $ 2,021,280 Senior Secured Credit Facilities In October 2016, the Company entered into a Credit Agreement among the Company, the Mohegan Tribe, Citizens Bank, N.A., as Administrative and Collateral Agent, and the other lenders thereto, providing for $1.4 billion 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 Revolving Facility and the Term Loan A Facility mature on October 13, 2021 and the Term Loan B Facility matures on October 13, 2023. In April 2017, the Company entered into an amendment to the Senior Secured Credit Facilities. This amendment reduced the interest rate margins by 0.50%. In April 2018, the Company entered into a second amendment to the Senior Secured Credit Facilities primarily to increase the borrowing capacity under the Revolving Facility by $80.0 million, to borrow an additional $80.0 million under the Term Loan B Facility and to revise the covenants and interest rates under the Term Loan A Facility and the Term Loan B Facility. On August 28, 2020, the Company entered into a fourth amendment to the Senior Secured Credit Facilities (the “Fourth Amendment”). Pursuant to the Fourth Amendment, the Company will, during the period beginning on August 28, 2020, and ending upon the achievement of certain financial ratios specified in the Fourth Amendment (such period, the “Financial Covenant Restricted Period”), be subject to, among other things: (i) a minimum liquidity covenant that requires cash and cash equivalents and available borrowings under the Revolving Facility to be at least $70.0 million as of the last day of each calendar month, (ii) a covenant that requires the Company be in pro forma compliance with such minimum liquidity covenant in order to make any interest payment on the 2016 7 7 / 8 % Senior Unsecured Notes and (iii) certain additional reporting covenants. The Fourth Amendment also waives the Company’s obligation to comply with its financial covenants for its fiscal quarters ending March 31, 2020 and June 30, 2020, and modifies its financial covenants applicable during the Financial Covenant Restricted Period to provide the Company with greater flexibility in light of the impact of COVID-19 on the Company's business, in particular during the March 2020 through May 2020 period, all as set forth in the Fourth Amendment. In addition, the Fourth Amendment provides that, commencing on August 24, 2020: (i) loans under the Term Loan A Facility will bear interest at either an adjusted LIBOR rate or a base rate, in each case, plus an applicable margin equal to 6.125% per annum for adjusted LIBOR rate loans and 5.125% per annum for base rate loans, and (ii) loans under the Term Loan B Facility will bear interest at either an adjusted LIBOR rate or a base rate, in each case, plus an applicable margin equal to 6.375% per annum for adjusted LIBOR rate loans and 5.375% per annum for base rate loans, provided that the applicable rate for loans under the Term Loan B Facility are subject to certain ratings-based step downs and “most-favored-nation” protections as set forth in the Fourth Amendment. The Fourth Amendment also provides for a 1.00% per annum LIBOR floor applicable to adjusted LIBOR rate loans under the Term Loan A Facility and a 0.75% per annum LIBOR floor applicable to adjusted LIBOR rate loans under the Revolving Facility. Lastly, the Fourth Amendment: (i) carves out COVID-19 related effects from certain terms of the Senior Secured Credit Facilities and (ii) makes certain other changes to the covenants and other provisions of the Senior Secured Credit Facilities. Substantially concurrently with entering into the Fourth Amendment, the Mohegan Tribe made a $20.0 million cash payment to the Company, consisting of: (i) a $10.0 million contribution, (ii) a $5.0 million subordinated loan maturing on October 16, 2024 and bearing interest in-kind at 10% per annum and (iii) a $5.0 million reimbursement commensurate with a reduction in governmental and administrative services provided by the Mohegan Tribe. The Company incurred approximately $16.1 million in costs in connection with the Fourth Amendment. New transaction costs totaling $2.8 million were expensed and recorded as a loss on modification of debt. New debt issuance costs totaling $3.0 million were capitalized as an asset and will be amortized over the term of the related debt. The remaining $10.3 million in new debt issuance costs was reflected as debt discount and will be amortized over the term of the related debt. The Term Loan A Facility is repayable, in quarterly installments, at a rate of $66.8 million per annum through December 2018, $44.5 million per annum through December 2019 and $33.4 million per annum thereafter, with the balance payable at maturity in October 2021. The Term Loan B Facility is repayable, in quarterly installments, at a rate of $8.7 million per annum, with the balance payable at maturity in October 2023. The Term Loan A Facility and the Term Loan B Facility require additional mandatory repayments based on a percentage of excess cash flow, as defined under the Senior Secured Credit Facilities. For the fiscal years ended September 30, 2020, 2019 and 2018, there were no mandatory repayments. As of September 30, 2020, letters of credit issued under the Revolving Facility totaled $2.2 million. The Company had $50.8 million of borrowing capacity under its Revolving Facility as of September 30, 2020, after factoring in outstanding letters of credit. As of September 30, 2020, the $197.0 million outstanding under the Revolving Facility accrue interest at 4.50%. As of September 30, 2020, outstanding borrowings under the Term Loan A Facility and the Term Loan B Facility accrue interest at 7.13% and 7.38%, respectively. The Company is also required to pay leverage-based undrawn commitment fees of between 37.5 thousand and 50 basis points under the Revolving Facility. This fee was 50 basis points as of September 30, 2020. The Company's obligations under the Senior Secured Credit Facilities are guaranteed by certain of the Company’s restricted subsidiaries, as defined under the Senior Secured Credit Facilities. The Senior Secured Credit Facilities are secured by substantially all of the Company’s and its restricted subsidiaries’ assets. The Senior Secured Credit Facilities contain 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, senior secured leverage and minimum fixed charge coverage. In addition, the Senior Secured Credit Facilities contain events of default relating to, among other things, failure to make required payments, breach of covenants and breach of representations. On September 30, 2020 and 2019, the bank that administers the Company's debt service payments for its Senior Secured Credit Facilities made required principal payments on behalf of the Company totaling $10.5 million and $13.3 million , respectively, but did not accordingly debit the Company's bank account for these payments . As of September 30, 2020 and 2019, the Company reflected these non-cash 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 Company's bank account, resulting in reductions to the Company's cash and cash equivalents and other current liabilities. Senior Unsecured Notes 2016 7 7 / 8 % Senior Unsecured Notes In October 2016, the Company issued $500.0 million senior unsecured notes with interest at 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. At any time prior to October 15, 2019, the Company could have redeemed 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 Company’s option, in whole or in part, at any time on or after October 15, 2019, at specified redemption prices, plus accrued and unpaid interest, if any, to the date of redemption. If the Company 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 price equal to 101% of the principal amount, plus accrued and unpaid interest, if any. Additionally, if the Company undertakes specific kinds of asset sales and does not use the related sale proceeds for specified purposes, the Company 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 Company 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 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 Company, and are guaranteed by certain of the Company’s restricted subsidiaries. The 2016 Senior Unsecured Notes indenture contains certain covenants that, subject to certain significant exceptions, limit, among other things, the Company’s and certain of its restricted subsidiaries’ 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 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. Line of Credit In October 2016, in connection with the new Senior Secured Credit Facilities, the Company 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. Each advance accrues interest at a base rate plus a spread. As of September 30, 2020, no amounts were drawn on the Line of Credit. 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. MGE Niagara Resorts Credit Facilities In June 2019, MGE Niagara entered into a Credit Agreement with, among others, Bank of Montreal, as Administrative Agent, and the lenders party thereto (the “MGE Niagara Resorts Credit Agreement”), providing for senior secured credit facilities in the aggregate principal amount of 290.0 million Canadian dollars ($217.0 million as of September 30, 2020) (the “MGE Niagara Resorts Credit Facilities”), comprised of a revolving credit facility in the amount of 190.0 million Canadian dollars ($142.2 million as of September 30, 2020) (the “MGE Niagara Resorts Revolving Facility”) and a term loan facility in the amount of 100.0 million Canadian dollars ($74.8 million as of September 30, 2020) (the “MGE Niagara Resorts Term Loan Facility”). The MGE Niagara Resorts Credit Facilities mature on June 10, 2024. In July 2019, MGE Niagara entered into an amendment to the MGE Niagara Resorts Credit Facilities to increase the borrowing capacity under the MGE Niagara Resorts Revolving Facility by 10.0 million Canadian dollars ($7.5 million as of September 30, 2020). On March 16, 2020, the OLG directed the MGE Niagara Resorts to close due to COVID-19. On May 15, 2020, MGE Niagara entered into a Limited Waiver (the “Limited Waiver”) with respect to the MGE Niagara Resorts Credit Facilities. The Limited Waiver, among other things: (i) waived the occurrence of an event of default that would have been caused under the MGE Niagara Resorts Credit Facilities due to the closure of the MGE Niagara Resorts for a period of 60 consecutive days or more and (ii) extended the waiver period through June 15, 2020 (the “Initial Waiver Period”). In exchange for the waivers granted under the Limited Waiver, MGE Niagara agreed not to make any request for advances under the MGE Niagara Resorts Credit Facilities during the Initial Waiver Period. Because the MGE Niagara Resorts were required to continue to remain closed as directed by the OLG through the Initial Waiver Period, MGE Niagara entered into an Amended and Restated Limited Waiver (the “Amended and Restated Limited Waiver”) on June 15, 2020 which, among other things, extended the Initial Waiver Period to July 15, 2020 (the “Extended Waiver Period”). On June 30, 2020, MGE Niagara entered into a Second Amended and Restated Limited Waiver (the “Second Waiver”) which, among other things: (i) waived anticipated breaches of certain financial covenants under the MGE Niagara Resorts Credit Facilities as a result of the closure of the MGE Niagara Resorts until July 31, 2020 (the “Covenant Waiver”), (ii) waived the requirement for MGE Niagara to deliver a compliance certificate under the MGE Niagara Resorts Credit Facilities for the fiscal quarter ending June 30, 2020 (the “Certificate Waiver”) and (iii) extended the Extended Waiver Period to July 31, 2020 (the “Second Extended Waiver Period”). In connection with the Second Waiver, MGE Niagara agreed, among other things, during the Second Extended Waiver Period, to: (i) continue not to make any request for advances under the MGE Niagara Resorts Credit Facilities, (ii) an increase in the Applicable Margin (as defined under the MGE Niagara Resorts Credit Facilities) to pricing level 4, a 50 basis point increase over pricing level 3 and (iii) not make certain Distributions (as defined under the MGE Niagara Resorts Credit Facilities). On July 31, 2020, MGE Niagara entered into a Third Amended and Restated Limited Waiver (the “Third Waiver”) which, among other things, extended: (i) the Covenant Waiver, (ii) the Certificate Waiver and (iii) the Second Extended Waiver Period to September 30, 2020 (the “Third Extended Waiver Period”). In connection with the Third Waiver, MGE Niagara agreed, among other things, during the Third Extended Waiver Period, to: (i) continue not to make any request for advances under the MGE Niagara Resorts Credit Facilities, (ii) replace the Applicable Margin schedule in the MGE Niagara Resorts Credit Facilities, which replacement schedule adds a new pricing level 5 increasing the Applicable Margin by 100 basis points over pricing level 4 and apply pricing level 5 as the current Applicable Margin, (iii) require MGE Niagara to maintain minimum liquidity of 15.0 million Canadian dollars, (iv) deliver to the administrative agent a weekly liquidity report and (v) refrain from making certain Distributions (as defined under the MGE Niagara Resorts Credit Facilities). On September 30, 2020, MGE Niagara entered into a Fourth Amended and Restated Limited Waiver (the “Fourth Waiver”) which, among other things: (i) waived anticipated breaches of certain financial covenants under the MGE Niagara Resorts Credit Facilities as a result of the closure of the MGE Niagara Resorts until November 30, 2020, (ii) waived the requirement for MGE Niagara to deliver (a) compliance certificates under the MGE Niagara Resorts Credit Facilities for the fiscal quarters ending June 30, 2020 and September 30, 2020 and (b) an annual business plan for the year ending March 31, 2020 and (iii) extended the waiver of the occurrence of an event of default that would have been caused under the MGE Niagara Resorts Credit Facilities due to the closure of the MGE Niagara Resorts, through November 30, 2020 (the “Extended Waiver Period”). In connection with the Fourth Waiver, MGE Niagara agreed, among other things, during the Extended Waiver Period, to: (i) continue not to make any request for advances under the MGE Niagara Resorts Credit Facilities, (ii) continue pricing under the MGE Niagara Resorts Credit Facilities at pricing level 5, which increased the Applicable Margin (as defined under the MGE Niagara Resorts Credit Facilities) by 100 basis points over pricing level 4, (iii) continue to require MGE Niagara to maintain minimum liquidity of 15.0 million Canadian dollars, (iv) continue to deliver to the administrative agent a weekly liquidity report and (v) refrain from making certain Distributions (as defined under the MGE Niagara Resorts Credit Facilities). The MGE Niagara Resorts Term Loan Facility is repayable, in quarterly installments, at a rate of 5.0 million Canadian dollars ($3.7 million as of September 30, 2020) per annum, commencing September 30, 2019. As of September 30, 2020, letters of credit issued under the MGE Niagara Resorts Revolving Facility totaled 35.0 Canadian dollars ($26.2 million as of September 30, 2020). Borrowings under the MGE Niagara Resorts Credit Facilities accrue interest at a base rate plus a spread. As of September 30, 2020, the 35.0 Canadian dollars ($26.2 million as of September 30, 2020) outstanding under the MGE Niagara Resorts Revolving Facility accrue interest at 5.95%. As of September 30, 2020, outstanding borrowings under the MGE Niagara Resorts Term Loan Facility accrue interest at 5.48%. MGE Niagara is also required to pay leverage-based undrawn commitment fees of between 75 and 125 basis points under the MGE Niagara Resorts Revolving Facility. As of September 30, 2020, the commitment fee under MGE Niagara Resorts Revolving Facility was 125 basis points. MGE Niagara is an unrestricted subsidiary under the Company’s existing credit facilities and indenture and the MGE Niagara Resorts Credit Facilities are non-recourse to the Company and its restricted subsidiaries thereunder. The MGE Niagara Resorts Credit Facilities are secured by, among other things, substantially all of the properties and assets of MGE Niagara, subject to certain customary exceptions, as well as by a pledge of (i) all of the issued and outstanding shares of MGE Niagara and (ii) a convertible debenture held by a third-party investor. The MGE Niagara Resorts Credit Agreement contains customary covenants applicable to MGE Niagara, including covenants governing: incurrence of indebtedness, incurrence of liens, payment of dividends and other distributions, asset sales, acquisitions and investments, affiliate transactions and fundamental changes. The MGE Niagara Resorts Credit Agreement also includes financial maintenance covenants pertaining to total leverage and fixed charge coverage. In addition, the MGE Niagara Resorts Credit Agreement contains customary events of default relating to, among other things, failure to make payments, breach of covenants and breach of representations. MGE Niagara Resorts Convertible Debenture In June 2019, MGE Niagara issued a convertible debenture (the “MGE Niagara Resorts Convertible Debenture”) to a third-party investor (the "Convertible Debenture Holder") in an aggregate principal amount of 40.0 million Canadian dollars ($29.9 million as of September 30, 2020). The MGE Niagara Resorts Convertible Debenture is convertible, at the option of the Convertible Debenture Holder, between the fourth and sixth anniversaries of the Closing Date, into Class B Special shares representing 40% of the capital of MGE Niagara. The Class B Special shares will be similar in nature to the existing Common shares. The MGE Niagara Resorts Convertible Debenture accrues interest at an annual rate of 3.50% prior to the sixth anniversary of the Closing Date and 8.00% thereafter, compounded annually. The first interest payment is payable on June 11, 2022, with annual payments due thereafter. Repayment of the outstanding principal, plus any accrued interest, is due thirty days following the expiration or the termination of the COSA. If the MGE Niagara Resorts Convertible Debenture is not converted as of the sixth anniversary of the Closing Date, either MGE Niagara or the Convertible Debenture Holder may elect early repayment of half of the principal outstanding as of such date. Mohegan Expo Credit Facility In April 2017, the Company, through its wholly-owned subsidiary, Mohegan Expo Center, LLC (“Mohegan Expo”), entered into a loan agreement with certain third-party lenders providing for a $25.0 million tax-exempt senior secured multi-draw term loan with an $8.3 million increase option (the “Mohegan Expo Credit Facility”). In September 2017, Mohegan Expo exercised the Mohegan Expo Credit Facility increase option. The proceeds from the Mohegan Expo Credit Facility were used to partially finance the construction of an $80.0 million exposition and convention center (the “Earth Expo & Convention Center”). The Earth Expo & Convention Center opened in May 2018. For the fiscal years ended September 30, 2020, 2019 and 2018, Mohegan Expo generated net revenues totaling $3.5 million, $6.0 million and $647,000 respectively, and loss from operations totaling $1.4 million, $81,000 and $1.6 million, respectively. The Mohegan Expo Credit Facility matures on April 1, 2022. The Mohegan Expo Credit Facility is repayable with an initial payment of $1.1 million for the period from April 18, 2018 through September 30, 2018 commencing on October 1, 2018 and in quarterly installments, at a rate of $2.5 million per annum, thereafter. As of September 30, 2020, outstanding borrowings under the Mohegan Expo Credit Facility accrue interest at 4.08%. Mohegan Expo is required to maintain a six-month debt service reserve in a designated account under the Mohegan Expo Credit Facility. The Mohegan Expo Credit Facility is a senior secured obligation of Mohegan Expo, collateralized by all existing and future assets of Mohegan Expo. The Mohegan Expo Credit Facility subjects Mohegan Expo to certain covenant requirements. Guaranteed Credit Facility In September 2018, the Company entered into a loan agreement with certain third-party lenders providing for a $23.7 million term loan secured by a 90% loan guarantee by the Department of the Interior, Assistant Secretary—Indian Affairs, Division of Capital Investment (the “Guaranteed Credit Facility”), pursuant to the Indian Loan Guaranty, Insurance and Interest Subsidy Program (the “BIA Loan Guaranty Program”). In October 2018, the Company entered into a follow-on loan agreement providing for an additional $11.3 million term loan under the BIA Loan Guaranty Program. This additional term loan completes the allocation to the Company of $35.0 million in guaranteed term loans under the BIA Loan Guaranty Program. The proceeds from the Guaranteed Credit Facility were used to reimburse certain costs relating to the Earth Expo & Convention Center. The Guaranteed Credit Facility matures on October 1, 2023. The Guaranteed Credit Facility, is repayable, in quarterly installments, at a rate of $2.6 million per annum, commencing January 1, 2019. As of September 30, 2020, outstanding borrowings under the Guaranteed Credit Facility accrue interest at 2.91%. The Guaranteed Credit Facility subjects the Company to certain covenant requirements. Mohegan Tribe Subordinated Loan Substantially concurrently with entering into the Fourth Amendment, the Mohegan Tribe made a $5.0 million subordinated loan to the Company. This loan matures on October 16, 2024 and bears interest in-kind at 10% per annum. Redemption Note Payable The Redemption Note Payable matures on April 14, 2024. The Redemption Note Payable is payable in monthly installments of $1.9 million over a five-year period, commencing in May 2019 (refer to Note 5). Debt Covenant Compliance As of September 30, 2020, the Company was in compliance with all financial covenants. |
LEASES
LEASES | 12 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
LEASES | LEASES: Lessee The Company leases real estate and equipment under various operating and finance lease agreements. Lease terms range from approximately one month to 50 years and do not contain any material residual value guarantees or restrictive covenants. Rental payments under these lease agreements are fixed and/or variable based on periodic adjustments for inflation, performance, usage or appraised land values. Variable components of lease payments are not included in the calculation of ROU assets and liabilities. The Company’s lease arrangements contain both lease and non-lease components. For instances in which the Company is a lessee, the Company accounts for both lease and non-lease components as a single lease component for substantially all classes of underlying assets (primarily real estate and equipment). Leases with an expected or initial term of 12 months or less are not recorded on the Company’s consolidated balance sheet and the related lease expenses are recognized on a straight-line basis over the expected lease term. Information related to weighted average lease terms and discount rates is as follows: September 30, 2020 Weighted average remaining lease terms (years): Operating leases 22 Finance leases 18 Weighted average discount rates: Operating leases (1) 8.48 % Finance leases 4.99 % _________ (1) The weighted average discount rates for existing operating leases were established upon the adoption of ASU 2016-02 The components of lease expense are as follows (in thousands): For the Fiscal Year Ended September 30, 2020 Operating lease expense $ 38,414 Short-term lease expense 27,121 Variable lease expense 12,922 Finance lease expense: Amortization of ROU assets 2,401 Interest on lease liabilities 1,547 Less: sublease income (1) (20,791) Total $ 61,614 _________ (1) Represents income earned by the Company from the rental of hotel, convention or retail space at the MGE Niagara Resorts and the Earth Hotel Tower at Mohegan Sun, both of which are leased properties. Supplemental cash flow information related to lease liabilities is as follows (in thousands): For the Fiscal Year Ended September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Payments on operating lease obligations $ 22,844 Payments for interest on finance lease obligations 889 Payments on finance lease obligations 1,298 Total $ 25,031 Maturities of ROU lease obligations are as follows (in thousands): Operating Leases Finance Leases Fiscal years: 2021 $ 48,623 $ 4,261 2022 38,295 3,107 2023 37,824 2,913 2024 37,942 2,547 2025 38,201 2,146 Thereafter 812,066 30,445 Total future lease payments 1,012,951 45,419 Less: amounts representing interest (581,314) (14,735) Plus: residual values — 327 Present value of future lease payments 431,637 31,011 Less: current portion of lease obligations (19,939) (2,802) Lease obligations, net of current portion $ 411,698 $ 28,209 In connection with the acquisition of the MGE Niagara Resorts, the Company committed to enter into a lease agreement with a third-party to lease the Niagara Falls Entertainment Centre. Prior to the adoption of ASU 2016-02, the Company was deemed, for accounting purposes only, to be the owner of this construction project, despite not being the legal owner prior to the completion of construction. Accordingly, the Company capitalized $90.3 million as of September 30, 2019 as a build-to-suit asset within property and equipment, net and recorded a corresponding build-to-suit liability. In connection with the adoption of ASU 2016-02, the Company derecognized the build-to-suit asset and liability in their entirety. Lessor The Company leases space at its facilities to third parties. Lease terms for these non-cancelable operating leases range from approximately one month to 21 years. Rental income under these lease agreements is fixed and/or variable based on percentage of tenant sales or periodic adjustments for inflation. Rental income is recorded within hotel and retail, entertainment and other revenues. For instances in which the Company is the lessor, and the class of underlying asset represents retail space, the Company accounts for both the lease and non-lease components, such as common area maintenance and tenant services, as a single lease component. In all other instances, non-lease components are accounted for separately in accordance with applicable guidance, most commonly ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”. Lease income consists of the following (in thousands): For the Fiscal Year Ended September 30, 2020 Hotel Retail, Fixed rent $ 42,473 $ 7,160 Variable rent — 4,176 Total $ 42,473 $ 11,336 Future fixed rental income that the Company expects to earn under non-cancelable operating leases, exclusive of amounts under contingent escalated rent clauses, is as follows (in thousands): Fiscal years: Operating Leases Fixed Rental Income 2021 $ 6,669 2022 4,954 2023 4,397 2024 3,891 2025 2,804 Thereafter 6,715 Total $ 29,430 Due to the evolving nature of COVID-19 and the related economic uncertainties, the Company cannot be certain that the contractual future fixed rental income presented above will be realized in their entirety. The portions of Mohegan Sun, including the Sky Hotel Tower and the Earth Expo & Convention Center, and Mohegan Sun Pocono that are leased to third parties under operating leases are recorded within property and equipment, net as follows (in thousands): September 30, 2020 Property and equipment, at cost $ 484,143 Less: accumulated depreciation (198,080) Property and equipment, net $ 286,063 As of September 30, 2019, information pertaining to the Company’s leases, as accounted for under prior accounting standards, was as follows: Capital Leases Minimum future capital lease payments were as follows (in thousands): Fiscal years: Capital Leases 2020 $ 2,571 2021 2,598 2022 2,598 2023 2,548 2024 2,251 Thereafter 32,832 Total minimum future capital lease payments 45,398 Less: amounts representing interest (16,031) Plus: residual values 327 Present value of capital lease obligations 29,694 Less: current portion of capital lease obligations (1,133) Capital lease obligations, net of current portion $ 28,561 Operating Leases Minimum future rental income that the Company expected to earn under non-cancelable leases was as follows (in thousands): Fiscal years: Operating Leases 2020 $ 4,808 2021 4,038 2022 2,485 2023 2,092 2024 2,011 Thereafter 5,734 Total $ 21,168 Minimum future rental payments that the Company expected to incur under non-cancelable leases and subleases was as follows (in thousands): Operating Leases Fiscal years: Minimum Future Rental Payments Minimum Future Sublease Income Total 2020 $ 32,504 $ (1,709) $ 30,795 2021 30,376 (1,428) 28,948 2022 30,651 (1,114) 29,537 2023 30,473 (987) 29,486 2024 30,602 (1,025) 29,577 Thereafter 715,910 (843) 715,067 Total $ 870,516 $ (7,106) $ 863,410 |
LEASES | LEASES: Lessee The Company leases real estate and equipment under various operating and finance lease agreements. Lease terms range from approximately one month to 50 years and do not contain any material residual value guarantees or restrictive covenants. Rental payments under these lease agreements are fixed and/or variable based on periodic adjustments for inflation, performance, usage or appraised land values. Variable components of lease payments are not included in the calculation of ROU assets and liabilities. The Company’s lease arrangements contain both lease and non-lease components. For instances in which the Company is a lessee, the Company accounts for both lease and non-lease components as a single lease component for substantially all classes of underlying assets (primarily real estate and equipment). Leases with an expected or initial term of 12 months or less are not recorded on the Company’s consolidated balance sheet and the related lease expenses are recognized on a straight-line basis over the expected lease term. Information related to weighted average lease terms and discount rates is as follows: September 30, 2020 Weighted average remaining lease terms (years): Operating leases 22 Finance leases 18 Weighted average discount rates: Operating leases (1) 8.48 % Finance leases 4.99 % _________ (1) The weighted average discount rates for existing operating leases were established upon the adoption of ASU 2016-02 The components of lease expense are as follows (in thousands): For the Fiscal Year Ended September 30, 2020 Operating lease expense $ 38,414 Short-term lease expense 27,121 Variable lease expense 12,922 Finance lease expense: Amortization of ROU assets 2,401 Interest on lease liabilities 1,547 Less: sublease income (1) (20,791) Total $ 61,614 _________ (1) Represents income earned by the Company from the rental of hotel, convention or retail space at the MGE Niagara Resorts and the Earth Hotel Tower at Mohegan Sun, both of which are leased properties. Supplemental cash flow information related to lease liabilities is as follows (in thousands): For the Fiscal Year Ended September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Payments on operating lease obligations $ 22,844 Payments for interest on finance lease obligations 889 Payments on finance lease obligations 1,298 Total $ 25,031 Maturities of ROU lease obligations are as follows (in thousands): Operating Leases Finance Leases Fiscal years: 2021 $ 48,623 $ 4,261 2022 38,295 3,107 2023 37,824 2,913 2024 37,942 2,547 2025 38,201 2,146 Thereafter 812,066 30,445 Total future lease payments 1,012,951 45,419 Less: amounts representing interest (581,314) (14,735) Plus: residual values — 327 Present value of future lease payments 431,637 31,011 Less: current portion of lease obligations (19,939) (2,802) Lease obligations, net of current portion $ 411,698 $ 28,209 In connection with the acquisition of the MGE Niagara Resorts, the Company committed to enter into a lease agreement with a third-party to lease the Niagara Falls Entertainment Centre. Prior to the adoption of ASU 2016-02, the Company was deemed, for accounting purposes only, to be the owner of this construction project, despite not being the legal owner prior to the completion of construction. Accordingly, the Company capitalized $90.3 million as of September 30, 2019 as a build-to-suit asset within property and equipment, net and recorded a corresponding build-to-suit liability. In connection with the adoption of ASU 2016-02, the Company derecognized the build-to-suit asset and liability in their entirety. Lessor The Company leases space at its facilities to third parties. Lease terms for these non-cancelable operating leases range from approximately one month to 21 years. Rental income under these lease agreements is fixed and/or variable based on percentage of tenant sales or periodic adjustments for inflation. Rental income is recorded within hotel and retail, entertainment and other revenues. For instances in which the Company is the lessor, and the class of underlying asset represents retail space, the Company accounts for both the lease and non-lease components, such as common area maintenance and tenant services, as a single lease component. In all other instances, non-lease components are accounted for separately in accordance with applicable guidance, most commonly ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”. Lease income consists of the following (in thousands): For the Fiscal Year Ended September 30, 2020 Hotel Retail, Fixed rent $ 42,473 $ 7,160 Variable rent — 4,176 Total $ 42,473 $ 11,336 Future fixed rental income that the Company expects to earn under non-cancelable operating leases, exclusive of amounts under contingent escalated rent clauses, is as follows (in thousands): Fiscal years: Operating Leases Fixed Rental Income 2021 $ 6,669 2022 4,954 2023 4,397 2024 3,891 2025 2,804 Thereafter 6,715 Total $ 29,430 Due to the evolving nature of COVID-19 and the related economic uncertainties, the Company cannot be certain that the contractual future fixed rental income presented above will be realized in their entirety. The portions of Mohegan Sun, including the Sky Hotel Tower and the Earth Expo & Convention Center, and Mohegan Sun Pocono that are leased to third parties under operating leases are recorded within property and equipment, net as follows (in thousands): September 30, 2020 Property and equipment, at cost $ 484,143 Less: accumulated depreciation (198,080) Property and equipment, net $ 286,063 As of September 30, 2019, information pertaining to the Company’s leases, as accounted for under prior accounting standards, was as follows: Capital Leases Minimum future capital lease payments were as follows (in thousands): Fiscal years: Capital Leases 2020 $ 2,571 2021 2,598 2022 2,598 2023 2,548 2024 2,251 Thereafter 32,832 Total minimum future capital lease payments 45,398 Less: amounts representing interest (16,031) Plus: residual values 327 Present value of capital lease obligations 29,694 Less: current portion of capital lease obligations (1,133) Capital lease obligations, net of current portion $ 28,561 Operating Leases Minimum future rental income that the Company expected to earn under non-cancelable leases was as follows (in thousands): Fiscal years: Operating Leases 2020 $ 4,808 2021 4,038 2022 2,485 2023 2,092 2024 2,011 Thereafter 5,734 Total $ 21,168 Minimum future rental payments that the Company expected to incur under non-cancelable leases and subleases was as follows (in thousands): Operating Leases Fiscal years: Minimum Future Rental Payments Minimum Future Sublease Income Total 2020 $ 32,504 $ (1,709) $ 30,795 2021 30,376 (1,428) 28,948 2022 30,651 (1,114) 29,537 2023 30,473 (987) 29,486 2024 30,602 (1,025) 29,577 Thereafter 715,910 (843) 715,067 Total $ 870,516 $ (7,106) $ 863,410 |
LEASES | LEASES: Lessee The Company leases real estate and equipment under various operating and finance lease agreements. Lease terms range from approximately one month to 50 years and do not contain any material residual value guarantees or restrictive covenants. Rental payments under these lease agreements are fixed and/or variable based on periodic adjustments for inflation, performance, usage or appraised land values. Variable components of lease payments are not included in the calculation of ROU assets and liabilities. The Company’s lease arrangements contain both lease and non-lease components. For instances in which the Company is a lessee, the Company accounts for both lease and non-lease components as a single lease component for substantially all classes of underlying assets (primarily real estate and equipment). Leases with an expected or initial term of 12 months or less are not recorded on the Company’s consolidated balance sheet and the related lease expenses are recognized on a straight-line basis over the expected lease term. Information related to weighted average lease terms and discount rates is as follows: September 30, 2020 Weighted average remaining lease terms (years): Operating leases 22 Finance leases 18 Weighted average discount rates: Operating leases (1) 8.48 % Finance leases 4.99 % _________ (1) The weighted average discount rates for existing operating leases were established upon the adoption of ASU 2016-02 The components of lease expense are as follows (in thousands): For the Fiscal Year Ended September 30, 2020 Operating lease expense $ 38,414 Short-term lease expense 27,121 Variable lease expense 12,922 Finance lease expense: Amortization of ROU assets 2,401 Interest on lease liabilities 1,547 Less: sublease income (1) (20,791) Total $ 61,614 _________ (1) Represents income earned by the Company from the rental of hotel, convention or retail space at the MGE Niagara Resorts and the Earth Hotel Tower at Mohegan Sun, both of which are leased properties. Supplemental cash flow information related to lease liabilities is as follows (in thousands): For the Fiscal Year Ended September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Payments on operating lease obligations $ 22,844 Payments for interest on finance lease obligations 889 Payments on finance lease obligations 1,298 Total $ 25,031 Maturities of ROU lease obligations are as follows (in thousands): Operating Leases Finance Leases Fiscal years: 2021 $ 48,623 $ 4,261 2022 38,295 3,107 2023 37,824 2,913 2024 37,942 2,547 2025 38,201 2,146 Thereafter 812,066 30,445 Total future lease payments 1,012,951 45,419 Less: amounts representing interest (581,314) (14,735) Plus: residual values — 327 Present value of future lease payments 431,637 31,011 Less: current portion of lease obligations (19,939) (2,802) Lease obligations, net of current portion $ 411,698 $ 28,209 In connection with the acquisition of the MGE Niagara Resorts, the Company committed to enter into a lease agreement with a third-party to lease the Niagara Falls Entertainment Centre. Prior to the adoption of ASU 2016-02, the Company was deemed, for accounting purposes only, to be the owner of this construction project, despite not being the legal owner prior to the completion of construction. Accordingly, the Company capitalized $90.3 million as of September 30, 2019 as a build-to-suit asset within property and equipment, net and recorded a corresponding build-to-suit liability. In connection with the adoption of ASU 2016-02, the Company derecognized the build-to-suit asset and liability in their entirety. Lessor The Company leases space at its facilities to third parties. Lease terms for these non-cancelable operating leases range from approximately one month to 21 years. Rental income under these lease agreements is fixed and/or variable based on percentage of tenant sales or periodic adjustments for inflation. Rental income is recorded within hotel and retail, entertainment and other revenues. For instances in which the Company is the lessor, and the class of underlying asset represents retail space, the Company accounts for both the lease and non-lease components, such as common area maintenance and tenant services, as a single lease component. In all other instances, non-lease components are accounted for separately in accordance with applicable guidance, most commonly ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”. Lease income consists of the following (in thousands): For the Fiscal Year Ended September 30, 2020 Hotel Retail, Fixed rent $ 42,473 $ 7,160 Variable rent — 4,176 Total $ 42,473 $ 11,336 Future fixed rental income that the Company expects to earn under non-cancelable operating leases, exclusive of amounts under contingent escalated rent clauses, is as follows (in thousands): Fiscal years: Operating Leases Fixed Rental Income 2021 $ 6,669 2022 4,954 2023 4,397 2024 3,891 2025 2,804 Thereafter 6,715 Total $ 29,430 Due to the evolving nature of COVID-19 and the related economic uncertainties, the Company cannot be certain that the contractual future fixed rental income presented above will be realized in their entirety. The portions of Mohegan Sun, including the Sky Hotel Tower and the Earth Expo & Convention Center, and Mohegan Sun Pocono that are leased to third parties under operating leases are recorded within property and equipment, net as follows (in thousands): September 30, 2020 Property and equipment, at cost $ 484,143 Less: accumulated depreciation (198,080) Property and equipment, net $ 286,063 As of September 30, 2019, information pertaining to the Company’s leases, as accounted for under prior accounting standards, was as follows: Capital Leases Minimum future capital lease payments were as follows (in thousands): Fiscal years: Capital Leases 2020 $ 2,571 2021 2,598 2022 2,598 2023 2,548 2024 2,251 Thereafter 32,832 Total minimum future capital lease payments 45,398 Less: amounts representing interest (16,031) Plus: residual values 327 Present value of capital lease obligations 29,694 Less: current portion of capital lease obligations (1,133) Capital lease obligations, net of current portion $ 28,561 Operating Leases Minimum future rental income that the Company expected to earn under non-cancelable leases was as follows (in thousands): Fiscal years: Operating Leases 2020 $ 4,808 2021 4,038 2022 2,485 2023 2,092 2024 2,011 Thereafter 5,734 Total $ 21,168 Minimum future rental payments that the Company expected to incur under non-cancelable leases and subleases was as follows (in thousands): Operating Leases Fiscal years: Minimum Future Rental Payments Minimum Future Sublease Income Total 2020 $ 32,504 $ (1,709) $ 30,795 2021 30,376 (1,428) 28,948 2022 30,651 (1,114) 29,537 2023 30,473 (987) 29,486 2024 30,602 (1,025) 29,577 Thereafter 715,910 (843) 715,067 Total $ 870,516 $ (7,106) $ 863,410 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS: Services The Mohegan Tribe provides certain governmental and administrative services to the Company. The Company incurred expenses for such services totaling $22.9 million, $33.2 million and $35.4 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. The Company purchases most of its utilities, including electricity, gas, water and waste water services, from an instrumentality of the Mohegan Tribe. The Company incurred costs for such utilities totaling $15.5 million, $19.3 million and $19.8 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. Leases The Company leases the land on which Mohegan Sun is located from the Mohegan Tribe under a long-term lease agreement. The current term of 25 years, which commenced in October 2016, is renewable by the Company for an additional 25 years upon expiration. The lease agreement requires the Company to make a nominal annual rental payment. The Company also subleases the Earth Hotel Tower, which opened in November 2016, from a subsidiary of the Mohegan Tribe and previously subleased a related connector from the Mohegan Tribe. In December 2017, the Company purchased the connector for $8.5 million, which the Company believes represented its fair market value. The Company incurred rental expense relating to these subleases totaling $8.6 million, $8.6 million and $8.8 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. Contribution On August 28, 2020, the Company entered into the Fourth Amendment to its Senior Secured Credit Facilities. Substantially concurrently with entering into the Fourth Amendment, the Mohegan Tribe made a $20.0 million cash payment to the Company, consisting of: (i) a $10.0 million contribution, (ii) a $5.0 million subordinated loan maturing on October 16, 2024 and bearing interest in-kind at 10% per annum and (iii) a $5.0 million reimbursement commensurate with a reduction in governmental and administrative services provided by the Mohegan Tribe. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Sep. 30, 2020 | |
Compensation Related Costs [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS: The Company offers a retirement savings plan for its employees under Section 401(k) and Section 401(a) of the Internal Revenue Code (the “Mohegan Retirement and 401(k) Plan”). The Company may make discretionary matching contributions of 50%, up to the first 3% of participants’ eligible compensation contributed to the 401(k) portion of the plan. The Company temporarily suspended its discretionary matching contributions from April 13, 2020 through July 27, 2020 in an effort to reduce costs to mitigate the operating and financial impact of COVID-19. The Company contributed $1.5 million, $2.4 million and $2.5 million, net of forfeitures, to the Mohegan Retirement and 401(k) Plan for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. The Company, together with the Mohegan Tribe, offers a non-qualified deferred compensation plan for certain key employees (the “Mohegan Deferred Compensation Plan”). As of September 30, 2020 and 2019, the balance under the Mohegan Deferred Compensation Plan totaled $10.7 million and $10.4 million, respectively. The related asset and liability are recorded within other current assets and other current liabilities, respectively. The Company, together with the Mohegan Tribe, offers a benefit plan for certain eligible employees (the “Mohegan Benefit Plan”). The Mohegan Benefit Plan is sponsored by the Mohegan Tribe for the benefit of participants who authorize the purchase of life insurance policies as a means of providing certain life insurance benefits to the participants and their spouses as joint insured. As of September 30, 2020 and 2019, the balance under the Mohegan Benefit Plan totaled $6.4 million and $5.5 million, respectively, and is recorded within other assets, net. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES: Similar to other sovereign governments, the Mohegan Tribe and its entities, including the Company, are not subject to United States federal income taxes. However, MGE Niagara is subject to income taxes in Ontario, Canada, while certain of the Company's non-tribal entities are subject to income taxes in various state and local jurisdictions within the United States. The components of income or loss before income tax are as follows (in thousands): For the Fiscal Years Ended September 30, 2020 September 30, 2019 September 30, 2018 Domestic $ (124,227) $ 3,909 $ 138,453 Foreign (44,483) (5,256) (6,370) Income (loss) before income tax $ (168,710) $ (1,347) $ 132,083 The components of income tax are as follows (in thousands): For the Fiscal Years Ended September 30, 2020 September 30, 2019 September 30, 2018 Current: Federal $ — $ — $ — State (355) (392) (475) Foreign — — — Total (355) (392) (475) Non-current: Federal — — — State — — — Foreign 7,049 (637) — Total 7,049 (637) — Income tax benefit (provision) $ 6,694 $ (1,029) $ (475) The components of deferred income tax benefit or provision result from various temporary differences and relate to items included in the consolidated statements of income or loss. The tax effect of these temporary differences are recorded within deferred income tax assets and liabilities as follows (in thousands): September 30, 2020 September 30, 2019 Deferred income tax assets: Canadian net operating loss carryforward $ 33,364 $ 12,163 Right-of-use lease liabilities 95,589 528 Accumulated book depreciation in excess of tax depreciation 6,969 — Other 158 — Total 136,080 12,691 Deferred income tax liabilities: Casino Operating and Services Agreement customer contract asset (34,251) (13,300) Right-of-use lease assets (95,454) (28) Total (129,705) (13,328) Deferred income tax asset (liability) (1) $ 6,375 $ (637) ____________ (1) Recorded within other assets, net and other long-term liabilities. MGE Niagara incurred a net operating loss of $16.3 million for Canadian tax purposes primarily due to excess depreciation and amortization that was recognized for accounting purposes over actual depreciation and amortization that was claimed for tax purposes. This net operating loss carryforward will be available to offset future taxable income through March 31, 2041. |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING: The Company, either directly or through subsidiaries, operates Mohegan Sun, along with its other Connecticut operations (the “Connecticut Facilities”), Mohegan Sun Pocono, along with its other Pennsylvania operations (the “Pennsylvania Facilities”) and the MGE Niagara Resorts. The Company assumed the day-to-day operations of the MGE Niagara Resorts on June 11, 2019. Certain other properties that are managed or under development by the Company are identified as the management, development and other reportable segment. The Company's chief operating decision maker currently reviews and assesses the performance and operating results and determines the proper allocation of resources to the Connecticut Facilities, the Pennsylvania Facilities, the MGE Niagara Resorts and the properties managed or under development on a separate basis. Accordingly, the Company has four separate reportable segments: (i) Mohegan Sun, which includes the operations of the Connecticut Facilities, (ii) Mohegan Sun Pocono, which includes the operations of the Pennsylvania Facilities, (iii) the MGE Niagara Resorts and (iv) management, development and other. The Company's corporate functions, along with any inter-segment activities are disclosed separately in the following segment disclosures to reconcile to consolidated results. For the Fiscal Years Ended (in thousands) September 30, 2020 September 30, 2019 September 30, 2018 Net revenues: Mohegan Sun $ 715,674 $ 992,043 $ 1,068,892 Mohegan Sun Pocono 181,160 251,054 265,691 MGE Niagara Resorts 180,025 112,525 — Management, development and other 37,189 33,349 19,806 Corporate 741 1,001 1,483 Inter-segment 173 (1,162) (240) Total $ 1,114,962 $ 1,388,810 $ 1,355,632 Income (loss) from operations: Mohegan Sun $ 128,449 $ 156,276 $ 230,890 Mohegan Sun Pocono (1) (2) (115,073) (5,253) 37,541 MGE Niagara Resorts (24,676) 7,368 — Management, development and other 1,585 1,152 (686) Corporate (23,439) (22,161) (23,211) Inter-segment (63) (920) — Total $ (33,217) $ 136,462 $ 244,534 _________ (1) Includes a $126.6 million impairment charge related to Mohegan Sun Pocono's intangible assets in fiscal 2020. (2) Includes a $39.5 million impairment charge related to Mohegan Sun Pocono's goodwill in fiscal 2019. For the Fiscal Years Ended (in thousands) September 30, 2020 September 30, 2019 September 30, 2018 Capital expenditures incurred: Mohegan Sun $ 17,600 $ 30,931 $ 93,165 Mohegan Sun Pocono 3,559 6,526 9,889 MGE Niagara Resorts 17,799 3,389 — Management, development and other 137,171 40,114 19,724 Corporate 545 34 24 Total $ 176,674 $ 80,994 $ 122,802 (in thousands) September 30, 2020 September 30, 2019 Total assets: Mohegan Sun $ 1,271,435 $ 1,282,384 Mohegan Sun Pocono 409,630 548,424 MGE Niagara Resorts 581,562 342,821 Management, development and other 423,313 313,458 Corporate 992,874 912,712 Inter-segment (971,626) (888,203) Total $ 2,707,188 $ 2,511,596 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES: Slot Win Contribution The Mohegan 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 Connecticut, except those consented to by the Mohegan Tribe and the Mashantucket Pequot Tribe. Annual Slot Win Contribution payments are the lesser of (i) 30% of gross revenues from slot machines and (ii) the greater of 25% of gross revenues from slot machines or $80.0 million. Pennsylvania Slot Machine Tax The Pennsylvania Race Horse Development and Gaming Act stipulates that holders of Category One slot machine licenses, including Mohegan Sun Pocono, must pay a portion of revenues from slot machines and other assessments to the PGCB (collectively, the “Pennsylvania Slot Machine Tax”). The Pennsylvania Slot Machine Tax approximates 52% of gross revenues from slot machines, plus an annual $10.0 million slot machine operation fee. Casino Operating and Services Agreement Thresholds MGE Niagara operates the MGE Niagara Resorts under the terms of the COSA. Annual Threshold amounts under the COSA are contractually established and vary from year to year. If gaming revenues are less than the Threshold for any given year, the Company is obligated to make a payment to cover the related shortfall (refer to Note 2). Mohegan Sun Casino at Virgin Hotels Las Vegas Lease In July 2019, MGNV entered into a casino lease agreement with JC Hospitality, LLC, which is currently redeveloping the former Hard Rock Hotel and Casino in Las Vegas, Nevada, into an integrated resort under the Virgin Hotels brand, which will include the Mohegan Sun Casino at Virgin Hotels Las Vegas. During the initial term of the 20-year lease agreement, the Company is required to make annual minimum rent payments of $9.0 million, subject to escalators which could result in annual minimum rent payments of up to $15.0 million, plus consumer price index inflators and additional common area maintenance fees. Annual minimum rent payments commence upon the first anniversary of the Lease Commencement Date, as defined under the lease agreement, and continue until the end of the lease term, which is currently estimated to conclude in 2041, subject to additional extensions at MGNV's option. The lease agreement is contingent upon and subject to the Company obtaining necessary approvals from all regulatory authorities, including without limitation, the State of Nevada and Clark County, Nevada. Priority Distribution The Company and the Mohegan Tribe are parties to a perpetual agreement, which requires the Company to make payments to the Mohegan Tribe to the extent of the Company's net cash flow, as defined, subject to a minimum payment of $40.0 million per calendar year. Purchase and Other Contractual Obligations As of September 30, 2020, the Company was contractually committed to purchase goods and services totaling $63.7 million, of which $36.2 million is expected to be incurred in fiscal 2021. Litigation The Company is a defendant in various claims and legal actions resulting from its normal course of business, primarily relating to personal injuries to patrons and damages to patrons' personal assets. The Company estimates litigation claims expense and accrues for such liabilities based upon historical experience. In management's opinion, the aggregate liability, if any, arising from such legal actions will not have a material impact on the Company's financial position, results of operations or cash flows. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS: Amendment to Line of Credit On November 18, 2020, the Company entered into a third amendment to the Line of Credit and a first amendment to its autoborrow service agreement pursuant to which the Line of Credit was amended to: (i) reduce the Facility Limit (as defined under the Line of Credit) from $25.0 million to $20.0 million and (ii) add a 0.75% per annum LIBOR floor. Amendments and Waivers with Respect to MGE Niagara Resorts Credit Facilities On November 30, 2020, MGE Niagara entered into a Fifth Amended and Restated Limited Waiver (the “Fifth Waiver”) which, among other things: (i) waived anticipated breaches of certain financial covenants under the MGE Niagara Resorts Credit Facilities as a result of the closure of the MGE Niagara Resorts until March 31, 2021, (ii) waived the requirement for MGE Niagara to deliver (a) compliance certificates under the MGE Niagara Resorts Credit Facilities for the fiscal quarters ending June 30, 2020, September 30, 2020, December 31, 2020 and March 31, 2021 and (b) an annual business plan for the year ending March 31, 2020 and (iii) extended the waiver of the occurrence of an event of default that would have been caused under the MGE Niagara Resorts Credit Facilities due to the closure of the MGE Niagara Resorts, through March 31, 2021 (the “ Extended Waiver Period”). In connection with the Fifth Waiver, MGE Niagara agreed, among other things, during the Extended Waiver Period, to: (i) continue not to make any request for advances under the MGE Niagara Resorts Credit Facilities, (ii) continue pricing under the MGE Niagara Resorts Credit Facilities at pricing level 5 (iii) continue to require MGE Niagara to maintain minimum liquidity of 15.0 million Canadian dollars, (iv) continue to deliver to the administrative agent a weekly liquidity report and (v) refrain from making certain Distributions (as defined under the MGE Niagara Resorts Credit Facilities). New Main Street Term Loan Facility On December 1, 2020, the Company entered into a loan agreement (the “Loan Agreement”) among the Company, the Mohegan Tribe and Liberty Bank, as lender (the “Lender”) in connection with the Main Street Priority Loan Facility (the “MSPLF”) established by the Board of Governors of the Federal Reserve System (the “Federal Reserve”) under Section 13(3) of the Federal Reserve Act. The Loan Agreement provides for a senior secured term loan facility (the “Term Loan Facility”) in aggregate principal amount of $50.0 million, subject to approval by the Federal Reserve, which was received on December 15, 2020. On December 15, 2020 (the “Closing Date”), the Company borrowed the full $50.0 million in principal amount of the Term Loan Facility, which matures on December 1, 2025. The proceeds from the Term Loan Facility will be used: (i) to repay amounts outstanding under the Revolving Facility, (ii) to fund transaction costs in connection with the Loan Agreement and (iii) for working capital and general corporate purposes. The Loan Agreement contains customary covenants applicable to the Company 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 Loan Agreement also includes financial maintenance covenants pertaining to total leverage, secured leverage, fixed charge coverage and liquidity. In addition, the Loan Agreement contains customary events of default relating to, among other things, failure to make required payments, breach of covenants and breach of representations. The financial and non-financial covenants contained in the Loan Agreement are substantially identical to the covenants contained in the Senior Secured Credit Facilities. The Loan Agreement also requires the Company to comply with all terms and conditions of the MSPLF. Borrowings under the Loan Agreement will bear interest at a rate equal to the three-month LIBOR plus 3.00%, payable quarterly in arrears, provided that interest paid on or prior to December 1, 2021 may be paid in-kind and added to the principal amount of the loans outstanding under the Term Loan Facility. The Company is required to repay 15% of the aggregate principal amount of loans under the Term Loan Facility on each of the third and fourth anniversary of the Closing Date. The Company's obligations under the Term Loan Facility are guaranteed by certain of the Company’s restricted subsidiaries, as defined under the Loan Agreement. The Term Loan Facility is secured by substantially all of the Company’s and its restricted subsidiaries’ assets. The liens securing the obligations under the Loan Agreement are pari passu pursuant to an intercreditor agreement between the Lender and the agent of the Senior Secured Credit Facilities. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | 12 Months Ended |
Sep. 30, 2020 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS AND RESERVES FOR THE FISCAL YEARS ENDED SEPTEMBER 30, 2020, 2019 and 2018 (in thousands) Column A Column B Column C Column D Balances at Charges to Deductions Balances Description: Fiscal Year ended September 30, 2020 Reserves and allowances deducted from asset accounts: Reserves for uncollectible accounts: $ 11,715 $ 4,592 $ (6) $ 16,313 Fiscal Year ended September 30, 2019 Reserves and allowances deducted from asset accounts: Reserves for uncollectible accounts: $ 12,265 $ 976 $ 1,526 $ 11,715 Fiscal Year ended September 30, 2018 Reserves and allowances deducted from asset accounts: Reserves for uncollectible accounts: $ 20,785 $ 4,396 $ 12,916 $ 12,265 _________________ (1) Deductions from reserves generally represent write-off of uncollectible accounts, net of recoveries of accounts previously written-off. In fiscal 2018, deductions from reserves primarily include $10.3 million related to certain notes receivable related to the Cowlitz Project. |
BASIS OF PRESENTATION AND SUM_2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its majority and wholly-owned subsidiaries and entities. The accounts of MGE Niagara are consolidated into the accounts of the Company as |
Use of Estimates | Use of EstimatesThe preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures of contingent assets and liabilities. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of deposits that can be redeemed on demand and investments with original maturities of less than three months. Cash and cash equivalents include all operating cash and in-house funds. |
Restricted Cash and Cash Equivalents | Restricted Cash and Cash EquivalentsRestricted cash and cash equivalents consist of deposits that are restricted as to their withdrawal or use. Restricted cash and cash equivalents primarily include cash intended to be used for the development and construction of Project Inspire. |
Accounts Receivable | Accounts ReceivableAccounts receivable consists of casino receivables, which represent credit extended to approved casino patrons, and hotel and other non-gaming receivables. The Company maintains a reserve for doubtful collection of these receivables, which primarily relates to casino receivables. |
Inventories | InventoriesInventories are stated at the lower of cost or net realizable value and consist primarily of food and beverage, retail, hotel and operating supplies. Cost is determined using the average cost method. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. Depreciation is recognized over the estimated useful lives of the assets, other than land, on a straight-line basis. Leasehold improvements are amortized over the shorter of the lease terms or the estimated useful lives of the improvements. Estimated useful lives by asset categories are as follows: Buildings and land improvements 40 years Furniture and equipment 3 - 7 years The costs of significant improvements are capitalized. Costs of normal repairs and maintenance are expensed as incurred. |
Goodwill | Goodwill Goodwill related to the acquisition of Mohegan Sun Pocono and was not subject to amortization, but was assessed at least annually for impairment by comparing its fair value to its carrying value. As of September 30, 2019, the Company assessed the goodwill for impairment and determined that its fair value was less than its carrying value. The fair value was estimated utilizing a combination of the income approach (discounted cash flow method) and the market approach (guideline public company method). Accordingly, the Company determined that the goodwill was fully impaired and recorded an impairment charge of $39.5 million in its fourth quarter of fiscal 2019. The amount of the impairment loss was calculated as the excess of the asset’s carrying value over its fair value. The impairment was primarily driven by a continued decline in gaming revenues, a higher weighted average cost of capital utilized for the cash flow valuation and lower operating income growth rates . |
Other Intangible Assets | Other Intangible Assets Other intangible assets consist primarily of Mohegan Sun's trademark and Mohegan Sun Pocono's various gaming licenses. These intangible assets all have indefinite lives. Intangible assets with indefinite lives are assessed at least annually for impairment by comparing their fair value to their carrying value. However, these intangible assets may be assessed more frequently for impairment if events or changes in circumstances, such as declines in revenues, earnings and cash flows or material adverse changes in business climate, indicate that their carrying value may be impaired. During the second quarter of its fiscal 2020, the Company identified an indicator of impairment on Mohegan Sun Pocono's intangible assets due to COVID-19. As a result, the Company revised its cash flow projections to reflect the current business climate, including the uncertainty surrounding the nature, timing and extent of reopening Mohegan Sun Pocono. The estimated fair value of these intangible assets was determined by using discounted cash flow models, which utilized Level 3 inputs. The primary unobservable input utilized in estimating the fair value of these intangible assets was the discount rate, which was 10.5%. As a result of this interim assessment, the Company recorded an impairment charge related to Mohegan Sun Pocono’s intangible assets of $126.6 million in the second quarter of its fiscal 2020. As of September 30, 2020, the Company assessed its intangible assets with indefinite lives for any further impairment and determined that no impairment existed. Intangible assets with finite lives are assessed for impairment whenever events or circumstances indicate that their carrying value may not be recoverable. If necessary, an impairment charge is recognized when the carrying value of the asset (asset group) exceeds the estimated undiscounted cash flows expected from the use and eventual disposition of the asset (asset group). The amount of the impairment charge, if any, is calculated as the excess of the asset’s (asset group’s) carrying value over their fair value. As of September 30, 2020, the Company assessed its intangible assets with finite lives for impairment and determined that no impairment existed. The evaluation of intangible assets for impairment requires the use of estimates about future cash flows. Such estimates are, by their nature, subjective. Actual results may differ materially from the Company’s estimates and could result in impairment charges in the future. |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs are amortized to interest expense based on the effective interest method. |
Self-insurance Reserves | Self-insurance ReservesThe Company is self-insured up to certain limits for costs associated with workers’ compensation, general liability and employee medical coverage. Insurance claims and reserves include estimated settlements of known claims, as well as estimates of incurred but not reported claims. These reserves are recorded within other current liabilities. In estimating self-insurance reserves, the Company considers historical loss experiences and expected levels of costs per claim. Claims are accounted for based on estimates of undiscounted claims, including claims incurred but not reported. |
Leases | Leases Effective October 1, 2019, the Company accounts for leases in accordance with guidance provided by ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”), which requires, among other things, lessees to recognize a right-of-use (“ROU”) asset and liability for leases with terms in excess of 12 months. Prior to October 1, 2019, the Company accounted for leases in accordance with guidance provided by Accounting Standards Codification (“ASC”) Topic 840, “Leases” (“ASC 840”), which required that leases be evaluated and classified as operating leases or capital leases for financial reporting purposes. Leases that met one or more of the capital lease criteria under this guidance were recorded as capital leases. All other leases were recorded as operating leases. Capital leases were initially recorded at the lower of the fair value of the leased assets or the present value of future minimum lease payments and were amortized in accordance with guidance provided by ASC Topic 840-30, “Leases - Capital Leases”. |
Leases | Leases Effective October 1, 2019, the Company accounts for leases in accordance with guidance provided by ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”), which requires, among other things, lessees to recognize a right-of-use (“ROU”) asset and liability for leases with terms in excess of 12 months. Prior to October 1, 2019, the Company accounted for leases in accordance with guidance provided by Accounting Standards Codification (“ASC”) Topic 840, “Leases” (“ASC 840”), which required that leases be evaluated and classified as operating leases or capital leases for financial reporting purposes. Leases that met one or more of the capital lease criteria under this guidance were recorded as capital leases. All other leases were recorded as operating leases. Capital leases were initially recorded at the lower of the fair value of the leased assets or the present value of future minimum lease payments and were amortized in accordance with guidance provided by ASC Topic 840-30, “Leases - Capital Leases”. |
Revenue Recognition | Revenue Recognition The Company’s revenues from contracts with customers consist of gaming, including racing and sports betting, food and beverage, hotel, retail, entertainment and convention related transactions, as well as management and development services related to management and development contracts with third-party facilities. The transaction price in a gaming contract is the difference between gaming wins and losses, not the total amount wagered. The transaction price in a racing contract, inclusive of live racing at the Company’s facilities, as well as import and export arrangements, is the commission received from the pari-mutuel pool less contractual fees and obligations, which primarily consist of purse funding requirements, simulcasting fees, tote fees and certain pari-mutuel taxes that are directly related to racing operations. The transaction price in sports betting is the share of the revenues the Company expects to collect as the agent. The transaction prices in food and beverage, hotel, retail, entertainment and convention contracts are the net amounts collected for such goods and services. Sales and other taxes collected on behalf of governmental authorities are accounted for on a net basis and are not recorded within revenues or expenses. The transaction prices in management and development service contracts are the amounts collected for services rendered in accordance with contractual terms, inclusive of reimbursable costs and expenses. The Company recognizes gaming revenues as amounts wagered less prizes paid out. Gaming transactions involve two performance obligations for patrons participating in the Company’s loyalty reward programs and a single performance obligation for patrons that do not participate. The Company applies a practical expedient by accounting for gaming contracts on a portfolio basis, as such contracts share similar characteristics. The effects on the Company's consolidated financial statements under this approach do not differ materially versus under an individual contract basis. The Company utilizes a deferred revenue model to reduce gaming revenues by the estimated fair value of loyalty points earned by patrons. Revenues allocated to gaming performance obligations are recognized when gaming occurs as such activities are settled immediately. Revenues allocated to the loyalty points deferred revenue liability are recognized when loyalty points are redeemed. The deferred revenue liability is based on the estimated stand-alone selling price of loyalty points earned after factoring in the likelihood of redemption. Food and beverage, hotel, retail, entertainment and convention transactions have been determined to be separate, stand-alone performance obligations and revenues for such contracts are recognized when the related goods and services are transferred to patrons. Revenues from contracts which include a combination of these transactions are allocated on a pro rata basis based on the stand-alone selling price of the goods and services. Revenues from food and beverage, hotel, retail, entertainment and other services, including revenues associated with loyalty point redemptions, are recognized at the time such service is performed. Minimum rental revenues are recognized on a straight-line basis over the terms of the related leases. Percentage rental revenues are recognized in the periods in which the tenants exceed their respective percentage rent thresholds. Management and development services have been determined to be separate, stand-alone performance obligations and revenues for such contracts are recognized when the related services are performed. The Company recognizes management fees pursuant to the respective management agreement, usually as a percentage of the related project's earnings during the period. Development fees are recognized pursuant to the respective development agreement, typically as a percentage of construction costs incurred during the period. Management and development fees are recorded within retail, entertainment and other revenues. MGE Niagara operates the MGE Niagara Resorts under the terms of a 21-year Casino Operating and Services Agreement (the “COSA”) with the OLG. Pursuant to the laws of Canada and Ontario, the OLG retains legal authority to conduct and manage lottery schemes on behalf of the Ontario government. MGE Niagara is acting as a service provider to the OLG under the COSA and, therefore, recognizes gaming revenues net of amounts due to the OLG. MGE Niagara retains all non-gaming revenues and recognizes these amounts on a gross basis. The COSA represents a series of distinct goods and services and, therefore, is deemed to be a single performance obligation. The transaction price under the COSA includes both fixed and variable consideration. The fixed consideration is comprised of an annual service provider fee and additional consideration for permitted capital expenditures up to an annual cap. The fixed consideration is recognized as revenue on a straight line basis over the term of the COSA. The variable consideration consists of 70% of gaming revenues (as defined under the COSA), in excess of a guaranteed annual minimum amount payable to the OLG (the “Threshold”). Annual Threshold amounts are contractually established and vary from year to year. If gaming revenues are less than the Threshold for any given year, the Company is obligated to make a payment to cover the related shortfall. The variable consideration is recognized as revenue as services are rendered under the terms of the COSA. The Company measures its progress in satisfying this performance obligation based on the output method, which aligns with the benefits provided to the OLG. Projected revenues are estimated based on the most likely amount within a range of possible outcomes to the extent that a significant reversal in the amount of cumulative revenues recognized is not probable of occurring. The difference between revenues recognized and cash received is recorded as an asset or a liability and classified as short-term or long-term based upon the anticipated timing of reversal. In the event an asset is recorded, such asset is |
Due from/to Ontario Lottery and Gaming Corporation | Due from/to Ontario Lottery and Gaming Corporation On a bi-weekly basis, the OLG remits estimated amounts due to MGE Niagara pursuant to the terms of the COSA. Any such remittance that is due, but not yet received, is recorded within due from Ontario Lottery and Gaming Corporation. Differences between actual and estimated amounts due are separately settled with the OLG on an annual basis, however, a quarterly interim reconciliation process is available. Any settlement amount owed to the OLG is recorded within due to Ontario Lottery and Gaming Corporation. |
Gaming Costs and Expenses | Gaming Costs and Expenses Gaming costs and expenses primarily represent portions of gaming revenues that must be paid to the State of Connecticut and the PGCB. Gaming costs and expenses also include, among other things, payroll costs, expenses associated with the operation of slot machines, table games, poker, live harness racing, racebook and sportsbook, certain marketing expenditures and promotional expenses related to certain loyalty point and coupon redemptions. |
Advertising Costs and Expenses | Advertising Costs and ExpensesProduction costs are expensed the first time the advertisement takes place. Prepaid rental fees associated with billboard advertisements are capitalized and amortized over the terms of the related rental agreements. Advertising costs and expenses totaled $22.5 million, $27.7 million and $27.5 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. |
Pre-Opening Costs and Expenses | Pre-opening Costs and Expenses Costs of start-up activities, pre-opening costs and expenses are expensed as incurred. Pre-opening costs and expenses totaled $15.6 million, $8.5 million and $5.5 million for the fiscal years ended September 30, 2020, 2019 and 2018, respectively, and were recorded within other, net. |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, “Income Taxes” (“ASC 740”). Under ASC 740, deferred tax assets and liabilities are determined based on the differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities, and are measured at the prevailing enacted tax rates that will be in effect when these differences are settled or realized. ASC 740 requires that deferred tax assets be reduced by a valuation allowance if it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. ASC 740 also creates a single model to address uncertainty in tax positions and clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements by prescribing the minimum recognition threshold a tax position is required to meet before being recognized in the entity's financial statements. In addition, ASC 740 provides guidance with respect to de-recognition, measurement, classification, interest and penalties, accounting in interim periods and disclosure requirements. As of September 30, 2020 and 2019, the Company’s uncertain tax positions were insignificant. |
Foreign Currency | Foreign Currency The financial position and operating results of foreign operations are consolidated using the local currency as the functional currency. Local currency assets and liabilities are translated at the end-of-period rates, while local currency revenue and expenses are translated at average rates in effect during the period. Local currency equity is translated at historical rates and the resulting cumulative translation adjustments are recorded as a component of accumulated other comprehensive income or loss. |
Business Acquisitions | Business Acquisitions The Company accounts for business acquisitions using the acquisition method of accounting, which requires that assets acquired and liabilities assumed be recognized at fair value as of the acquisition date. The purchase price of business acquisitions is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on estimated |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company 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 Company's estimates or assumptions that market participants would utilize in pricing such assets or liabilities. The Company'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. |
New Accounting Standards | The following accounting standard was adopted during the fiscal year ended September 30, 2020: ASU 2016-02 In February 2016, the Financial Accounting Standards Board (the “FASB”) issued ASU 2016-02, which requires, among other things, lessees to recognize a ROU asset and liability for leases with terms in excess of 12 months and the disclosure of information about leasing arrangements. In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements” and ASU No. 2018-10, “Codification Improvements to Topic 842, Leases”, which clarify various aspects of ASU 2016-02. Effective October 1, 2019, the Company adopted ASU 2016-02 under a modified retrospective transition approach. Accordingly, comparative information as of September 30, 2019 and for the fiscal years ended September 30, 2019 and 2018 has not been restated and continues to be reported under accounting standards in effect for those periods. The Company elected the package of practical expedients included in ASU 2016-02, which allowed it to: (i) not reassess whether any expired or existing contracts contain leases, (ii) not reassess the lease classification for any expired or existing leases and (iii) not reassess the initial direct costs for existing leases. The Company also made an accounting policy election to not recognize leases with an initial term of 12 months or less on its balance sheet. In addition, the Company elected to not separate lease and non-lease components for all significant classes of underlying assets for which the Company is the lessee. For instances in which the Company is the lessor, and the class of underlying asset represents retail space, the Company accounts for both the lease and non-lease components as a single lease component. In all other instances, non-lease components are accounted for separately in accordance with applicable guidance, most commonly ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”. As of October 1, 2019, the adoption of ASU 2016-02 resulted in the recognition of ROU operating lease assets of $359.2 million and related ROU operating lease liabilities of $366.8 million, as well as the derecognition of a previously recognized build-to-suit asset and related liability of $90.3 million. The difference between the ROU operating lease assets and liabilities reflects the reclassification of historical prepaid and deferred rent balances. The adoption of ASU 2016-02 did not impact the Company's retained earnings or the Company’s compliance with its financial covenants under its current debt agreements. The following accounting standards will be adopted in future reporting periods: ASU 2016-13 In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurements of Credit Losses on Financial Instruments” (“ASU 2016-13”), which sets forth a current expected credit loss model which requires a company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable supportable forecasts. This model replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. ASU 2016-13 is effective for annual reporting periods beginning after December 15, 2019, including interim periods within those annual reporting periods, and must be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company is currently evaluating the impact ASU 2016-13 will have on its financial statements, but does not expect its adoption to have a material impact. ASU 2018-13 In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”), which adds, amends and removes certain disclosure requirements related to fair value measurements. ASU 2018-13 requires enhanced disclosures on valuation techniques and inputs that a reporting entity uses to determine its measures of fair value, including judgments and assumptions that the entity makes and the uncertainties in the fair value measurements as of the reporting date. ASU 2018-13 is effective for annual reporting periods beginning after December 15, 2019. Certain amended or eliminated disclosure requirements may be adopted earlier, while certain additional disclosure requirements can be adopted on its effective date. In addition, certain changes required by this new standard require retrospective adoption, while other changes must be adopted prospectively. The Company is currently evaluating the impact ASU 2018-13 will have on its financial statement disclosures. ASU 2019-12 In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”), which simplifies various aspects related to the accounting for income taxes. This new standard removes certain exceptions to the general principles in ASU 2019-12 and clarifies and amends existing guidance to improve consistent application. ASU 2019-12 is effective for annual reporting periods beginning after December 15, 2020. The Company is currently evaluating the impact ASU 2019-12 will have on its financial statements, but does not expect its adoption to have a material impact. ASU 2020-06 In August 2020, the FASB issued ASU 2020-06, “Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40)” (“ASU 2020-06”), which simplifies the accounting for convertible instruments by removing major separation models required under current guidance. ASU 2020-06 also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and simplifies the diluted earnings per share calculation in certain areas. ASU 2020-06 is effective for annual reporting periods beginning after December 15, 2021, including interim periods within those annual reporting periods, with early adoption permitted. The Company is currently evaluating the impact ASU 2020-06 will have on its financial statements and related disclosures, but does not expect its adoption to have a material impact. |
BASIS OF PRESENTATION AND SUM_3
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives by Asset Categories | Estimated useful lives by asset categories are as follows: Buildings and land improvements 40 years Furniture and equipment 3 - 7 years |
Disaggregation of Revenue | Revenue disaggregation by geographic location and revenue type for the fiscal years ended September 30, 2020 and 2019 was as follows (in thousands): For the Fiscal Year Ended September 30, 2020 Connecticut Pennsylvania Canada (Mohegan Sun) (Mohegan Sun Pocono) (MGE Niagara Resorts) (1) Other Gaming $ 518,599 $ 159,661 $ 121,387 $ — Food and beverage 64,012 12,208 27,544 (86) Hotel 58,219 4,578 6,319 (3) Retail, entertainment and other 74,844 4,713 24,775 830 Management and development — — — 37,189 Net revenues $ 715,674 $ 181,160 $ 180,025 $ 37,930 _________ (1) Gaming revenues represent revenues earned under the COSA. For the Fiscal Year Ended September 30, 2019 Connecticut Pennsylvania Canada (Mohegan Sun) (Mohegan Sun Pocono) (MGE Niagara Resorts) (1) Other Gaming $ 654,273 $ 211,800 $ 70,339 $ — Food and beverage 114,446 22,981 20,319 (202) Hotel 84,543 8,246 4,451 (5) Retail, entertainment and other 138,781 8,027 17,416 1,206 Management and development — — — 32,429 Net revenues $ 992,043 $ 251,054 $ 112,525 $ 33,428 _________ (1) Gaming revenues represent revenues earned under the COSA. |
Contract with Customer | The following table summarizes these liabilities (in thousands): September 30, 2020 September 30, 2019 Outstanding gaming chips and slot tickets liability $ 7,623 $ 7,968 Loyalty points deferred revenue liability 35,368 40,968 Patron advances and other liability 17,340 22,312 Total $ 60,331 $ 71,248 |
Schedule of Estimated Fair Value of Financing Facilities and Notes | The estimated fair values of the Company's long-term debt were as follows (in thousands): September 30, 2020 Carrying Value Fair Value Senior secured credit facility - revolving (1) $ 197,000 $ 178,531 Senior secured credit facility - term loan A (1) 227,710 213,356 Senior secured credit facility - term loan B (1) 792,829 723,121 2016 7 7/8% senior unsecured notes (1) 491,821 468,125 MGE Niagara Resorts credit facility - revolving (1) 26,187 26,187 MGE Niagara Resorts credit facility - term loan (1) 69,297 70,144 MGE Niagara Resorts convertible debenture (2) 29,928 29,928 Mohegan Expo credit facility (3) 27,750 28,408 Guaranteed credit facility (3) 29,529 30,406 Mohegan Tribe subordinated loan (3) 5,000 5,000 Redemption note payable (3) 69,099 69,099 Other (3) 3,860 3,860 Long-term debt $ 1,970,010 $ 1,846,165 ________ (1) Estimated fair values were based on Level 2 inputs (quoted market prices or prices of similar instruments) as of September 30, 2020. (2) Estimated fair value was based on Level 3 inputs (changes in market conditions) from date of issuance (June 11, 2019) to September 30, 2020. (3) Estimated fair values were based on Level 3 inputs (present value of future payments discounted to carrying value) as of September 30, 2020. |
MGE NIAGARA RESORTS (Tables)
MGE NIAGARA RESORTS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of the total purchase price to the estimated fair values of the assets acquired and liabilities assumed (in thousands): Purchase Price Accounts receivable $ 1,448 Inventories 3,410 Other current assets 15,983 Property and equipment 50,282 Intangible asset 16,689 Due to Ontario Lottery and Gaming Corporation 1,525 Other current liabilities (15,384) Total $ 73,953 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net, consisted of the following (in thousands): September 30, 2020 September 30, 2019 Land $ 44,848 $ 44,848 Land improvements 101,746 100,879 Buildings and improvements 1,852,131 1,839,872 Build-to-suit asset — 93,828 Furniture and equipment 655,529 660,936 Construction in process (1) 252,394 103,327 Subtotal 2,906,648 2,843,690 Less: accumulated depreciation (1,408,601) (1,323,003) Property and equipment, net $ 1,498,047 $ 1,520,687 _________ (1) As of September 30, 2020 and 2019, Project Inspire related construction in process totaled $230.4 million and $99.3 million, respectively. |
OTHER INTANGIBLE ASSETS, NET (T
OTHER INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Other Intangible Assets Net [Abstract] | |
Schedule of Other Current Assets and Other Current Liabilities | Other intangible assets, net, consisted of the following (in thousands): September 30, 2020 September 30, 2019 Mohegan Sun trademark (1) $ 119,692 $ 119,692 Mohegan Sun Pocono slot machine, table game, interactive gaming and sports wagering licenses (1) 171,904 298,500 MGE Niagara Resorts Casino Operating and Services Agreement rights (2) 16,751 16,753 Other 25,638 25,889 Subtotal 333,985 460,834 Less: accumulated amortization (6,144) (5,569) Other intangible assets, net $ 327,841 $ 455,265 ____________ (1) Indefinite lives. (2) 21-year useful life. |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term debt | Long-term debt consisted of the following (in thousands): September 30, 2020 September 30, 2019 Senior Secured Credit Facility - Revolving $ 197,000 $ 102,000 Senior Secured Credit Facility - Term Loan A, net of discount and debt issuance costs of $4,199 and $4,236, respectively 227,710 263,829 Senior Secured Credit Facility - Term Loan B, net of discount and debt issuance costs of $20,809 and $16,925, respectively 792,829 805,394 2016 7 7/8% Senior Unsecured Notes, net of discount and debt issuance costs of $8,179 and $9,565, respectively 491,821 490,435 MGE Niagara Resorts Credit Facility - Revolving 26,187 — MGE Niagara Resorts Credit Facility - Term Loan, net of debt issuance costs of $847 and $1,002, respectively 69,297 73,564 MGE Niagara Resorts Convertible Debenture 29,928 30,204 Mohegan Expo Credit Facility, net of debt issuance costs of $658 and $925, respectively 27,750 29,357 Guaranteed Credit Facility, net of debt issuance costs of $877 and $1,191, respectively 29,529 31,840 Mohegan Tribe Subordinated Loan 5,000 — Redemption Note Payable, net of discount of $15,701 and $23,905, respectively 69,099 81,329 Other 3,860 1,205 Long-term debt 1,970,010 1,909,157 Less: current portion of long-term debt (75,355) (76,909) Long-term debt, net of current portion $ 1,894,655 $ 1,832,248 |
Schedule of Maturities of Long-term Debt | Maturities of long-term debt are as follows (in thousands): Fiscal Years 2021 $ 75,355 2022 461,205 2023 38,198 2024 911,219 2025 505,041 Thereafter 30,262 Total $ 2,021,280 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Lease Cost | Information related to weighted average lease terms and discount rates is as follows: September 30, 2020 Weighted average remaining lease terms (years): Operating leases 22 Finance leases 18 Weighted average discount rates: Operating leases (1) 8.48 % Finance leases 4.99 % _________ (1) The weighted average discount rates for existing operating leases were established upon the adoption of ASU 2016-02 The components of lease expense are as follows (in thousands): For the Fiscal Year Ended September 30, 2020 Operating lease expense $ 38,414 Short-term lease expense 27,121 Variable lease expense 12,922 Finance lease expense: Amortization of ROU assets 2,401 Interest on lease liabilities 1,547 Less: sublease income (1) (20,791) Total $ 61,614 _________ (1) Represents income earned by the Company from the rental of hotel, convention or retail space at the MGE Niagara Resorts and the Earth Hotel Tower at Mohegan Sun, both of which are leased properties. Supplemental cash flow information related to lease liabilities is as follows (in thousands): For the Fiscal Year Ended September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Payments on operating lease obligations $ 22,844 Payments for interest on finance lease obligations 889 Payments on finance lease obligations 1,298 Total $ 25,031 |
Operating Lease Liability | Maturities of ROU lease obligations are as follows (in thousands): Operating Leases Finance Leases Fiscal years: 2021 $ 48,623 $ 4,261 2022 38,295 3,107 2023 37,824 2,913 2024 37,942 2,547 2025 38,201 2,146 Thereafter 812,066 30,445 Total future lease payments 1,012,951 45,419 Less: amounts representing interest (581,314) (14,735) Plus: residual values — 327 Present value of future lease payments 431,637 31,011 Less: current portion of lease obligations (19,939) (2,802) Lease obligations, net of current portion $ 411,698 $ 28,209 |
Finance Lease Liability | Maturities of ROU lease obligations are as follows (in thousands): Operating Leases Finance Leases Fiscal years: 2021 $ 48,623 $ 4,261 2022 38,295 3,107 2023 37,824 2,913 2024 37,942 2,547 2025 38,201 2,146 Thereafter 812,066 30,445 Total future lease payments 1,012,951 45,419 Less: amounts representing interest (581,314) (14,735) Plus: residual values — 327 Present value of future lease payments 431,637 31,011 Less: current portion of lease obligations (19,939) (2,802) Lease obligations, net of current portion $ 411,698 $ 28,209 |
Schedule of Rent Expense | Lease income consists of the following (in thousands): For the Fiscal Year Ended September 30, 2020 Hotel Retail, Fixed rent $ 42,473 $ 7,160 Variable rent — 4,176 Total $ 42,473 $ 11,336 |
Schedule of Lease Payments to Be Received | Future fixed rental income that the Company expects to earn under non-cancelable operating leases, exclusive of amounts under contingent escalated rent clauses, is as follows (in thousands): Fiscal years: Operating Leases Fixed Rental Income 2021 $ 6,669 2022 4,954 2023 4,397 2024 3,891 2025 2,804 Thereafter 6,715 Total $ 29,430 |
Schedule of Property and Equipment | The portions of Mohegan Sun, including the Sky Hotel Tower and the Earth Expo & Convention Center, and Mohegan Sun Pocono that are leased to third parties under operating leases are recorded within property and equipment, net as follows (in thousands): September 30, 2020 Property and equipment, at cost $ 484,143 Less: accumulated depreciation (198,080) Property and equipment, net $ 286,063 |
Schedule of Future Minimum Capital Lease Payments | Minimum future capital lease payments were as follows (in thousands): Fiscal years: Capital Leases 2020 $ 2,571 2021 2,598 2022 2,598 2023 2,548 2024 2,251 Thereafter 32,832 Total minimum future capital lease payments 45,398 Less: amounts representing interest (16,031) Plus: residual values 327 Present value of capital lease obligations 29,694 Less: current portion of capital lease obligations (1,133) Capital lease obligations, net of current portion $ 28,561 |
Schedule of Future Minimum Rental Payments | Minimum future rental income that the Company expected to earn under non-cancelable leases was as follows (in thousands): Fiscal years: Operating Leases 2020 $ 4,808 2021 4,038 2022 2,485 2023 2,092 2024 2,011 Thereafter 5,734 Total $ 21,168 |
Schedule of Future Rental Payments | Minimum future rental payments that the Company expected to incur under non-cancelable leases and subleases was as follows (in thousands): Operating Leases Fiscal years: Minimum Future Rental Payments Minimum Future Sublease Income Total 2020 $ 32,504 $ (1,709) $ 30,795 2021 30,376 (1,428) 28,948 2022 30,651 (1,114) 29,537 2023 30,473 (987) 29,486 2024 30,602 (1,025) 29,577 Thereafter 715,910 (843) 715,067 Total $ 870,516 $ (7,106) $ 863,410 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income or Loss Before Income Tax | The components of income or loss before income tax are as follows (in thousands): For the Fiscal Years Ended September 30, 2020 September 30, 2019 September 30, 2018 Domestic $ (124,227) $ 3,909 $ 138,453 Foreign (44,483) (5,256) (6,370) Income (loss) before income tax $ (168,710) $ (1,347) $ 132,083 |
Schedule of Components of Income Tax | The components of income tax are as follows (in thousands): For the Fiscal Years Ended September 30, 2020 September 30, 2019 September 30, 2018 Current: Federal $ — $ — $ — State (355) (392) (475) Foreign — — — Total (355) (392) (475) Non-current: Federal — — — State — — — Foreign 7,049 (637) — Total 7,049 (637) — Income tax benefit (provision) $ 6,694 $ (1,029) $ (475) |
Schedule of Deferred Income Tax Assets and Liabilities | The tax effect of these temporary differences are recorded within deferred income tax assets and liabilities as follows (in thousands): September 30, 2020 September 30, 2019 Deferred income tax assets: Canadian net operating loss carryforward $ 33,364 $ 12,163 Right-of-use lease liabilities 95,589 528 Accumulated book depreciation in excess of tax depreciation 6,969 — Other 158 — Total 136,080 12,691 Deferred income tax liabilities: Casino Operating and Services Agreement customer contract asset (34,251) (13,300) Right-of-use lease assets (95,454) (28) Total (129,705) (13,328) Deferred income tax asset (liability) (1) $ 6,375 $ (637) ____________ (1) Recorded within other assets, net and other long-term liabilities. |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Financial Information Related to Segments | The Company's corporate functions, along with any inter-segment activities are disclosed separately in the following segment disclosures to reconcile to consolidated results. For the Fiscal Years Ended (in thousands) September 30, 2020 September 30, 2019 September 30, 2018 Net revenues: Mohegan Sun $ 715,674 $ 992,043 $ 1,068,892 Mohegan Sun Pocono 181,160 251,054 265,691 MGE Niagara Resorts 180,025 112,525 — Management, development and other 37,189 33,349 19,806 Corporate 741 1,001 1,483 Inter-segment 173 (1,162) (240) Total $ 1,114,962 $ 1,388,810 $ 1,355,632 Income (loss) from operations: Mohegan Sun $ 128,449 $ 156,276 $ 230,890 Mohegan Sun Pocono (1) (2) (115,073) (5,253) 37,541 MGE Niagara Resorts (24,676) 7,368 — Management, development and other 1,585 1,152 (686) Corporate (23,439) (22,161) (23,211) Inter-segment (63) (920) — Total $ (33,217) $ 136,462 $ 244,534 _________ (1) Includes a $126.6 million impairment charge related to Mohegan Sun Pocono's intangible assets in fiscal 2020. (2) Includes a $39.5 million impairment charge related to Mohegan Sun Pocono's goodwill in fiscal 2019. For the Fiscal Years Ended (in thousands) September 30, 2020 September 30, 2019 September 30, 2018 Capital expenditures incurred: Mohegan Sun $ 17,600 $ 30,931 $ 93,165 Mohegan Sun Pocono 3,559 6,526 9,889 MGE Niagara Resorts 17,799 3,389 — Management, development and other 137,171 40,114 19,724 Corporate 545 34 24 Total $ 176,674 $ 80,994 $ 122,802 (in thousands) September 30, 2020 September 30, 2019 Total assets: Mohegan Sun $ 1,271,435 $ 1,282,384 Mohegan Sun Pocono 409,630 548,424 MGE Niagara Resorts 581,562 342,821 Management, development and other 423,313 313,458 Corporate 992,874 912,712 Inter-segment (971,626) (888,203) Total $ 2,707,188 $ 2,511,596 |
ORGANIZATION (Details)
ORGANIZATION (Details) | 12 Months Ended |
Sep. 30, 2020asegment | |
Entity Information [Line Items] | |
Number of seats | segment | 5,000 |
MGE Niagara | |
Entity Information [Line Items] | |
Ownership percentage | 10.00% |
Mohegan Sun | |
Entity Information [Line Items] | |
Size of gaming and entertainment complex (in acres) | 196 |
Mohegan Sun Pocono | |
Entity Information [Line Items] | |
Size of gaming and entertainment complex (in acres) | 400 |
ORGANIZATION - Impact of the CO
ORGANIZATION - Impact of the COVID-19 Pandemic and Company Response (Details) - USD ($) $ in Millions | Mar. 13, 2020 | Mar. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Proceeds from line of credit | $ 125 | |
Percentage of furloughing approximately | 98.00% | |
Gaming tax payments, forbearance period | 3 months |
BASIS OF PRESENTATION AND SUM_4
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) | 12 Months Ended |
Sep. 30, 2020 | |
Buildings and land improvements | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 40 years |
Minimum | Furniture and equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Maximum | Furniture and equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
BASIS OF PRESENTATION AND SUM_5
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accounting Policies [Abstract] | |||
Impairment of Mohegan Sun Pocono's goodwill | $ 0 | $ 39,459 | $ 0 |
BASIS OF PRESENTATION AND SUM_6
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Other Intangible Assets (Details) - Mohegan Sun Pocono $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |
Fair value of intangible assets, measurement with unobservable inputs estimated discount rate | 10.50% |
Impairment of Mohegan Sun Pocono's intangible assets | $ 126.6 |
BASIS OF PRESENTATION AND SUM_7
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Capitalized contract cost, amortization period | 21 years |
Variable consideration of gaming revenues | 70.00% |
BASIS OF PRESENTATION AND SUM_8
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Disaggregation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | |||
Net revenues | $ 1,114,962 | $ 1,388,810 | $ 1,355,632 |
Connecticut | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 715,674 | 992,043 | |
Pennsylvania | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 181,160 | 251,054 | |
Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 180,025 | 112,525 | |
Other | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 37,930 | 33,428 | |
Gaming | Connecticut | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 518,599 | 654,273 | |
Gaming | Pennsylvania | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 159,661 | 211,800 | |
Gaming | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 121,387 | 70,339 | |
Gaming | Other | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 0 | 0 | |
Food and beverage | Connecticut | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 64,012 | 114,446 | |
Food and beverage | Pennsylvania | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 12,208 | 22,981 | |
Food and beverage | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 27,544 | 20,319 | |
Food and beverage | Other | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | (86) | (202) | |
Hotel | Connecticut | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 58,219 | 84,543 | |
Hotel | Pennsylvania | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 4,578 | 8,246 | |
Hotel | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 6,319 | 4,451 | |
Hotel | Other | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | (3) | (5) | |
Retail, entertainment and other | Connecticut | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 74,844 | 138,781 | |
Retail, entertainment and other | Pennsylvania | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 4,713 | 8,027 | |
Retail, entertainment and other | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 24,775 | 17,416 | |
Retail, entertainment and other | Other | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 830 | 1,206 | |
Management and development | Connecticut | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 0 | 0 | |
Management and development | Pennsylvania | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 0 | 0 | |
Management and development | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | 0 | 0 | |
Management and development | Other | |||
Disaggregation of Revenue [Line Items] | |||
Net revenues | $ 37,189 | $ 32,429 |
BASIS OF PRESENTATION AND SUM_9
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Contract with Customers (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Revenue from External Customer [Line Items] | ||
Contract assets | $ 129,200 | $ 53,200 |
Contract related liabilities | 60,331 | 71,248 |
Mohegan Sun Pocono | ||
Revenue from External Customer [Line Items] | ||
Contract related liabilities | 16,800 | 18,000 |
Outstanding gaming chips and slot tickets liability | ||
Revenue from External Customer [Line Items] | ||
Contract related liabilities | 7,623 | 7,968 |
Loyalty points deferred revenue liability | ||
Revenue from External Customer [Line Items] | ||
Contract related liabilities | 35,368 | 40,968 |
Patron advances and other liability | ||
Revenue from External Customer [Line Items] | ||
Contract related liabilities | $ 17,340 | $ 22,312 |
BASIS OF PRESENTATION AND SU_10
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Advertising Costs and Expenses (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accounting Policies [Abstract] | |||
Advertising expense | $ 22.5 | $ 27.7 | $ 27.5 |
BASIS OF PRESENTATION AND SU_11
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Pre-Opening Costs and Expenses (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accounting Policies [Abstract] | |||
Pre-opening costs and expenses | $ 15.6 | $ 8.5 | $ 5.5 |
BASIS OF PRESENTATION AND SU_12
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Earth Hotel Tower (Details) $ in Millions | Jan. 21, 2020USD ($) |
Business Acquisition [Line Items] | |
Consideration transferred | $ 15.8 |
Mohegan Hotel Holdings LLC | |
Business Acquisition [Line Items] | |
Consideration transferred | $ 5 |
Mohegan Hotel Holdings LLC | |
Business Acquisition [Line Items] | |
Percentage of voting interest acquired | 45.00% |
BASIS OF PRESENTATION AND SU_13
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Carrying Value | Fair value, inputs, level 2 | Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | $ 1,970,010 | |
Carrying Value | Fair value, inputs, level 2 | Credit Facility | Revolving Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 197,000 | |
Carrying Value | Fair value, inputs, level 2 | Credit Facility | Term Loan A Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 227,710 | |
Carrying Value | Fair value, inputs, level 2 | Credit Facility | Term Loan B Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 792,829 | |
Carrying Value | Fair value, inputs, level 2 | Credit Facility | MGE Niagara Credit Facility - Revolving | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note value | 26,187 | |
Carrying Value | Fair value, inputs, level 2 | Credit Facility | MGE Niagara Credit Facility - Term Loan | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 69,297 | |
Carrying Value | 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] | ||
Credit facility value | $ 491,821 | |
Note stated interest rate | 7.875% | |
Carrying Value | Fair Value, Inputs, Level 3 | Credit Facility | MGE Niagara Resorts Convertible Debenture | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | $ 29,928 | |
Carrying Value | Fair Value, Inputs, Level 3 | Credit Facility | Mohegan Expo Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 27,750 | |
Carrying Value | Fair Value, Inputs, Level 3 | Credit Facility | Guaranteed Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 29,529 | |
Carrying Value | Fair Value, Inputs, Level 3 | Credit Facility | Mohegan Tribe Subordinated Loan | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 5,000 | |
Carrying Value | Fair Value, Inputs, Level 3 | Credit Facility | Redemption note payable | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 69,099 | |
Carrying Value | Fair Value, Inputs, Level 3 | Credit Facility | Other | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | $ 3,860 | |
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | $ 1,846,165 | |
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Credit Facility | Revolving Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 178,531 | |
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Credit Facility | Term Loan A Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 213,356 | |
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Credit Facility | Term Loan B Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 723,121 | |
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Credit Facility | MGE Niagara Credit Facility - Revolving | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note value | 26,187 | |
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Credit Facility | MGE Niagara Credit Facility - Term Loan | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 70,144 | |
Estimate of Fair Value Measurement | 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] | ||
Credit facility value | 468,125 | |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 3 | Credit Facility | MGE Niagara Resorts Convertible Debenture | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 29,928 | |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 3 | Credit Facility | Mohegan Expo Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 28,408 | |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 3 | Credit Facility | Guaranteed Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 30,406 | |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 3 | Credit Facility | Mohegan Tribe Subordinated Loan | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 5,000 | |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 3 | Credit Facility | Redemption note payable | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | 69,099 | |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 3 | Credit Facility | Other | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit facility value | $ 3,860 |
NEW ACCOUNTING STANDARDS (Detai
NEW ACCOUNTING STANDARDS (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2018 | Oct. 01, 2019 | Sep. 30, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member | us-gaap:AccountingStandardsUpdate201409Member | ||
Right-of-use operating lease assets | $ 408,434 | |||
Operating Lease, Liability | $ 431,637 | |||
Build-to-suit liability | $ 90,292 | |||
Accounting Standards Update 2016-02 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Right-of-use operating lease assets | $ 359,200 | |||
Operating Lease, Liability | 366,800 | |||
Build-to-suit asset | 90,300 | |||
Build-to-suit liability | $ 90,300 |
MGE NIAGARA RESORTS - Additiona
MGE NIAGARA RESORTS - Additional Information (Details) $ in Thousands, $ in Thousands | Sep. 30, 2020USD ($) | Jun. 11, 2019USD ($) | Jun. 11, 2019CAD ($) | Jun. 10, 2019CAD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2020CAD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) |
Business Acquisition [Line Items] | ||||||||
Present value of capital lease obligations | $ 29,694 | |||||||
Intangible assets | $ 333,985 | $ 333,985 | 460,834 | |||||
Capitalized build-to-suit assets | 90,300 | |||||||
Purchase price | 1,666 | 72,287 | $ 0 | |||||
Long-term debt | 1,970,010 | 1,970,010 | $ 1,909,157 | |||||
MG&E Niagra Entertainment | ||||||||
Business Acquisition [Line Items] | ||||||||
Operating lease, monthly payment | 1,600 | $ 2,200 | ||||||
Monthly payment under capital lease | 374 | 500 | ||||||
Present value of capital lease obligations | 27,600 | 36,900 | 27,600 | |||||
Capitalized build-to-suit assets | 90,300 | 119,600 | 90,300 | |||||
Purchase price | 72,000 | 96,000 | 1,700 | $ 2,200 | ||||
Cash acquired from acquisition | $ 43,000 | 57,000 | 390 | $ 518 | ||||
MG&E Niagra Entertainment | Credit Facility | ||||||||
Business Acquisition [Line Items] | ||||||||
Monthly payment under capital lease | 673 | 900 | ||||||
Long-term debt | $ 100,000 | |||||||
MG&E Niagra Entertainment | Credit Facility | MGE Niagara Credit Facility | ||||||||
Business Acquisition [Line Items] | ||||||||
Equity method investment | 60,000 | |||||||
MG&E Niagra Entertainment | Convertible Debenture | ||||||||
Business Acquisition [Line Items] | ||||||||
Long-term debt | $ 40,000 | |||||||
MG&E Niagra Entertainment | Lease Agreements | ||||||||
Business Acquisition [Line Items] | ||||||||
Intangible assets | $ 5,200 | $ 6,900 | $ 5,200 |
MGE NIAGARA RESORTS - Fair Valu
MGE NIAGARA RESORTS - Fair Value of Purchase Price (Details) - MG&E Niagra Entertainment $ in Thousands | Jun. 11, 2019USD ($) |
Business Acquisition [Line Items] | |
Accounts receivable | $ 1,448 |
Inventories | 3,410 |
Other current assets | 15,983 |
Property and equipment | 50,282 |
Intangible asset | 16,689 |
Due to Ontario Lottery and Gaming Corporation | 1,525 |
Other current liabilities | (15,384) |
Total | $ 73,953 |
COWLITZ PROJECT (Details)
COWLITZ PROJECT (Details) - USD ($) $ in Thousands | Dec. 04, 2018 | Dec. 15, 2017 | May 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Apr. 30, 2017 |
Schedule of Long-term Development Projects [Line Items] | |||||||
Development fees revenue | $ 1,800 | $ 976 | $ 570 | ||||
Management fee (as a percent) | 24.00% | ||||||
Management fees | $ 34,200 | $ 27,900 | $ 13,500 | ||||
Redemption note payable | Notes payable to banks | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Redemption price of membership interest | $ 114,800 | ||||||
Redemption liability | $ 68,500 | ||||||
Equal monthly installments | $ 1,900 | $ 1,900 | |||||
Periodic payment of debt instrument | 5 years | 5 years | |||||
Cowlitz Tribal Gaming Authority | Salishan-Mohegan, LLC | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Repayments of related party debt | $ 106,600 | ||||||
Amount received from related parties | 32,000 | ||||||
Interest receivable | $ 74,600 | ||||||
Salishan-Mohegan and Cowlitz Project | |||||||
Schedule of Long-term Development Projects [Line Items] | |||||||
Ownership percentage | 100.00% |
PROJECT INSPIRE (Details)
PROJECT INSPIRE (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
May 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Aug. 31, 2016 | |
Schedule of Long-term Development Projects [Line Items] | |||||
Rental expense | $ 38,414 | ||||
Difference in carrying value vs. value of consideration paid | $ 106,702 | ||||
Retained Earnings | |||||
Schedule of Long-term Development Projects [Line Items] | |||||
Difference in carrying value vs. value of consideration paid | $ 10,000 | $ 9,996 | |||
Project Inspire | |||||
Schedule of Long-term Development Projects [Line Items] | |||||
Renewable period of additional term | 49 years | ||||
Rental expense | $ 3,900 | ||||
Rental expense | $ 1,800 | ||||
Project Inspire | Inspire Integrated Resort | KCC Corporation | |||||
Schedule of Long-term Development Projects [Line Items] | |||||
Contributions | 106,700 | ||||
Non-controlling interest portion of AOCI | $ 7,700 | ||||
Inspire Integrated Resort and MGA Korea | |||||
Schedule of Long-term Development Projects [Line Items] | |||||
Ownership percentage | 100.00% |
MOHEGAN SUN CASINO AT VIRGIN _2
MOHEGAN SUN CASINO AT VIRGIN HOTELS LAS VEGAS (Details) ft² in Thousands, $ in Millions | 1 Months Ended | 12 Months Ended |
Jul. 31, 2019USD ($)ft² | Sep. 30, 2020 | |
Virgin Hotels Las Vegas Lease | ||
Lessee, Lease, Description [Line Items] | ||
Area of real estate | ft² | 60 | |
Term of lease | 20 years | |
Annual lease payment | $ 9 | |
Annual payments maximum amount | $ 15 | |
MGNV LLC | ||
Lessee, Lease, Description [Line Items] | ||
Ownership percentage | 100.00% |
INSPIRE ATHENS (Details)
INSPIRE ATHENS (Details) | 12 Months Ended |
Sep. 30, 2020 | |
INSPIRE ATHENS | |
Schedule of Long-term Development Projects [Line Items] | |
Ownership percentage | 100.00% |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Property and equipment, at cost | $ 2,906,648 | $ 2,843,690 | |
Less: accumulated depreciation | (1,408,601) | (1,323,003) | |
Property and equipment, net | 1,498,047 | 1,520,687 | |
Finance lease, right-of-use asset | 29,100 | 29,400 | |
Depreciation expense | 107,600 | 121,800 | $ 81,300 |
Accelerated depreciation | 21,600 | ||
Restatement Adjustment | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Depreciation and amortization expense | 6,300 | ||
Land | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Property and equipment, at cost | 44,848 | 44,848 | |
Land improvements | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Property and equipment, at cost | 101,746 | 100,879 | |
Buildings and improvements | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Property and equipment, at cost | 1,852,131 | 1,839,872 | |
Build-to-suit asset | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Property and equipment, at cost | 0 | 93,828 | |
Furniture and equipment | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Property and equipment, at cost | 655,529 | 660,936 | |
Construction in process | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Property and equipment, at cost | 252,394 | 103,327 | |
Project Inspire | Construction in process | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Property and equipment, at cost | $ 230,400 | $ 99,300 |
OTHER INTANGIBLE ASSETS, NET -
OTHER INTANGIBLE ASSETS, NET - Schedule of Other Current Assets and Other Current Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Subtotal | $ 333,985 | $ 460,834 |
Less: accumulated amortization | (6,144) | (5,569) |
Other intangible assets, net | 327,841 | 455,265 |
Mohegan Sun trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other indefinite-lived intangible assets | 119,692 | 119,692 |
Mohegan Sun Pocono slot machine, table game, interactive gaming and sports wagering licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other indefinite-lived intangible assets | 171,904 | 298,500 |
MGE Niagara Resorts Casino Operating and Services Agreement rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other intangible assets, gross | $ 16,751 | 16,753 |
Useful life | 21 years | |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other intangible assets, gross | $ 25,638 | $ 25,889 |
OTHER INTANGIBLE ASSETS, NET _2
OTHER INTANGIBLE ASSETS, NET - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization | $ 1,400 | $ 738 | $ 413 | |
Mohegan Sun Pocono | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Fair value of intangible assets, measurement with unobservable inputs estimated discount rate | 10.50% | |||
Impairment of Mohegan Sun Pocono's intangible assets | $ 126,600 |
LONG-TERM DEBT - Schedule of Lo
LONG-TERM DEBT - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 | Oct. 31, 2016 |
Debt Schedule [Abstract] | |||
Long-term debt | $ 1,970,010 | $ 1,909,157 | |
Less: current portion of long-term debt | (75,355) | (76,909) | |
Long-term debt, net of current portion | 1,894,655 | 1,832,248 | |
Credit Facility | Senior Secured Credit Facility - Revolving | |||
Debt Schedule [Abstract] | |||
Long-term debt | 197,000 | 102,000 | |
Credit Facility | Senior Secured Credit Facility - Term Loan A | |||
Debt Schedule [Abstract] | |||
Long-term debt | 227,710 | 263,829 | |
Debt issuance costs | 4,199 | 4,236 | |
Credit Facility | Senior Secured Credit Facility - Term Loan B | |||
Debt Schedule [Abstract] | |||
Long-term debt | 792,829 | 805,394 | |
Debt issuance costs | 20,809 | 16,925 | |
Credit Facility | 2016 7 7/8% Senior Unsecured Notes | |||
Debt Schedule [Abstract] | |||
Long-term debt | 491,821 | 490,435 | |
Credit Facility | MGE Niagara Resorts Credit Facility - Revolving | |||
Debt Schedule [Abstract] | |||
Long-term debt | 26,187 | 0 | |
Credit Facility | MGE Niagara Credit Facility - Term Loan | |||
Debt Schedule [Abstract] | |||
Long-term debt | 69,297 | 73,564 | |
Debt issuance costs | 847 | 1,002 | |
Credit Facility | Mohegan Expo Credit Facility | |||
Debt Schedule [Abstract] | |||
Long-term debt | 27,750 | 29,357 | |
Debt issuance costs | 658 | 925 | |
Credit Facility | Guaranteed Credit Facility | |||
Debt Schedule [Abstract] | |||
Long-term debt | 29,529 | 31,840 | |
Debt issuance costs | 877 | 1,191 | |
Credit Facility | Mohegan Tribe Subordinated Loan | |||
Debt Schedule [Abstract] | |||
Long-term debt | 5,000 | 0 | |
Convertible Debenture | MGE Niagara Resorts Convertible Debenture | |||
Debt Schedule [Abstract] | |||
Long-term debt | 29,928 | 30,204 | |
Notes payable to banks | Redemption note payable | |||
Debt Schedule [Abstract] | |||
Long-term debt | 69,099 | 81,329 | |
Debt issuance costs | $ 15,701 | 23,905 | |
Senior Unsecured Notes | 2016 7 7/8% Senior Unsecured Notes | |||
Debt Schedule [Abstract] | |||
Note stated interest rate | 7.875% | 7.875% | |
Debt issuance costs | $ 8,179 | 9,565 | |
Senior Unsecured Notes | Other | |||
Debt Schedule [Abstract] | |||
Long-term debt | $ 3,860 | $ 1,205 |
LONG-TERM DEBT - Fiscal Year Ma
LONG-TERM DEBT - Fiscal Year Maturity (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
2021 | $ 75,355 |
2022 | 461,205 |
2023 | 38,198 |
2024 | 911,219 |
2025 | 505,041 |
Thereafter | 30,262 |
Total | $ 2,021,280 |
LONG-TERM DEBT - Senior Secured
LONG-TERM DEBT - Senior Secured Credit Facilities (Details) - USD ($) | Aug. 28, 2020 | Aug. 24, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Apr. 30, 2018 | Apr. 30, 2017 | Oct. 31, 2016 |
Debt Instrument [Line Items] | |||||||||
Cash and cash equivalents | $ 112,665,000 | $ 130,138,000 | $ 103,944,000 | ||||||
Contribution from Mohegan Tribe | 10,000,000 | ||||||||
Loss on modification of debt | (2,888,000) | 0 | 0 | ||||||
Principal payments | $ 10,500,000 | 13,300,000 | |||||||
Senior Secured Credit Facilities | Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | $ 1,400,000,000 | ||||||||
Reduction of interest rate | 0.50% | ||||||||
Commitment fee percentage | 0.50% | ||||||||
Senior Secured Credit Facilities | Credit Facility | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Commitment fee percentage | 0.375% | ||||||||
Senior Secured Credit Facilities | Credit Facility | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Commitment fee percentage | 0.50% | ||||||||
Senior Secured Credit Facility - Revolving | Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | $ 170,000,000 | ||||||||
Letters of credit issued | $ 2,200,000 | ||||||||
Remaining borrowing capacity | 50,800,000 | ||||||||
Fourth Amendment To Credit Agreement | Mohegan Tribe | |||||||||
Debt Instrument [Line Items] | |||||||||
Cash investments | $ 20,000,000 | $ 20,000,000 | |||||||
Contribution from Mohegan Tribe | 10,000,000 | 10,000,000 | |||||||
Subordinated debt | $ 5,000,000 | $ 5,000,000 | $ 5,000,000 | ||||||
Subordinated loan, interest in-kind, percentage | 10.00% | 10.00% | 10.00% | ||||||
Reimbursement from limited partnership investment | $ 5,000,000 | $ 5,000,000 | |||||||
Fourth Amendment To Credit Agreement | Senior Secured Credit Facilities | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 0.75% | ||||||||
Interest and debt expense | $ 16,100,000 | ||||||||
Loss on modification of debt | 2,800,000 | ||||||||
Debt issuance costs, net | 3,000,000 | ||||||||
Amortization of debt discount (premium) | $ 10,300,000 | ||||||||
Senior Secured Credit Facility - Term Loan A | |||||||||
Debt Instrument [Line Items] | |||||||||
Credit facility payment | 44,500,000 | 66,800,000 | |||||||
Senior Secured Credit Facility - Term Loan A | Forecast | |||||||||
Debt Instrument [Line Items] | |||||||||
Credit facility payment | $ 33,400,000 | ||||||||
Senior Secured Credit Facility - Term Loan A | Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate, credit facility | 7.13% | ||||||||
Senior Secured Credit Facility - Term Loan B | |||||||||
Debt Instrument [Line Items] | |||||||||
Credit facility payment | $ 8,700,000 | ||||||||
Senior Secured Credit Facility - Term Loan B | Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate, credit facility | 7.38% | ||||||||
Senior Secured Credit Facility, Term Loan A and Term Loan B | |||||||||
Debt Instrument [Line Items] | |||||||||
Mandatory repayment | $ 0 | 0 | 0 | ||||||
Senior Secured Credit Facility, Term Loan A and Term Loan B | Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Mandatory repayment | $ 47,618,000 | $ 64,307,000 | $ 86,064,000 | ||||||
2016 Senior Unsecured Notes | Senior Unsecured Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Note stated interest rate | 7.875% | 7.875% | |||||||
Term Loan A | Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | $ 445,000,000 | ||||||||
Term Loan A | Fourth Amendment To Credit Agreement | Senior Secured Credit Facilities | Adjusted LIBOR Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 6.125% | ||||||||
Term Loan A | Fourth Amendment To Credit Agreement | Senior Secured Credit Facilities | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 5.125% | ||||||||
Term Loan A | Fourth Amendment To Credit Agreement | Senior Secured Credit Facilities | LIBOR Floor | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 1.00% | ||||||||
Term Loan B | Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | $ 785,000,000 | ||||||||
Increase to maximum borrowing capacity | $ 80,000,000 | ||||||||
Term Loan B | Fourth Amendment To Credit Agreement | Senior Secured Credit Facilities | Adjusted LIBOR Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 6.375% | ||||||||
Term Loan B | Fourth Amendment To Credit Agreement | Senior Secured Credit Facilities | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 5.375% | ||||||||
Revolving Credit Facility | Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Credit facility outstanding | $ 197,000,000 | ||||||||
Interest rate, credit facility | 4.50% | ||||||||
Revolving Credit Facility | Fourth Amendment To Credit Agreement | Senior Secured Credit Facilities | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Cash and cash equivalents | $ 70,000,000 |
LONG-TERM DEBT - Senior Unsecur
LONG-TERM DEBT - Senior Unsecured Notes (Details) - Senior Unsecured Notes - 2016 Senior Unsecured Notes - USD ($) | 1 Months Ended | |
Oct. 31, 2016 | Sep. 30, 2020 | |
Debt Instrument [Line Items] | ||
Loan face amount | $ 500,000,000 | |
Note stated interest rate | 7.875% | 7.875% |
Redeemable in whole or in part | ||
Debt Instrument [Line Items] | ||
Redemption price (as a percent) | 100.00% | |
Redeemable rate upon change of control | ||
Debt Instrument [Line Items] | ||
Redemption price (as a percent) | 101.00% | |
Redeemable rate upon certain asset sales | ||
Debt Instrument [Line Items] | ||
Redemption price (as a percent) | 100.00% | |
Redemption of debt instrument in period four | ||
Debt Instrument [Line Items] | ||
Redemption price (as a percent) | 100.00% |
LONG-TERM DEBT - Credit Facilit
LONG-TERM DEBT - Credit Facility (Details) | May 15, 2020 | Jun. 30, 2019CAD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2019CAD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2020CAD ($) | Jul. 31, 2020CAD ($) | Jun. 30, 2020 | Jul. 31, 2019USD ($) | Jul. 31, 2019CAD ($) | Oct. 30, 2018USD ($) | Sep. 28, 2018USD ($) | Apr. 30, 2017USD ($) | Oct. 31, 2016USD ($) |
Debt Instrument [Line Items] | ||||||||||||||||
Revenues | $ 1,114,962,000 | $ 1,388,810,000 | $ 1,456,980,000 | |||||||||||||
Credit Facility | Mohegan Exposition and Convention Center | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Revenues | 3,500,000 | 6,000,000 | 647,000 | |||||||||||||
Loss from operations | 1,400,000 | 81,000 | $ 1,600,000 | |||||||||||||
Credit Facility | Department Of The Interior, Assistant Secretary-Indian Affairs, Division Of Capital Investment | Financial guarantee | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Loan guarantee by third party | 90.00% | |||||||||||||||
Credit Facility | Mohegan Exposition and Convention Center | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Investment building and building improvements | $ 80,000,000 | |||||||||||||||
Bank of America, N.A. Line of Credit | Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Borrowing capacity | 25,000,000 | $ 25,000,000 | ||||||||||||||
Credit facility outstanding | 0 | |||||||||||||||
MGE Niagara Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Borrowing capacity | $ 290,000,000 | $ 290,000,000 | 217,000,000 | $ 7,500,000 | $ 10,000,000 | |||||||||||
MGE Niagara Resorts Credit Facility - Revolving | Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Credit facility outstanding | $ 26,200,000 | $ 35,000,000 | ||||||||||||||
Debt, weighted average interest rate | 5.95% | 5.95% | ||||||||||||||
MGE Niagara Resorts Credit Facility - Revolving | Credit Facility | Minimum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Commitment fee percentage | 0.75% | |||||||||||||||
MGE Niagara Resorts Credit Facility - Revolving | Credit Facility | Maximum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Commitment fee percentage | 1.25% | |||||||||||||||
MGE Niagara Resorts Credit Facility - Revolving | Revolving Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Borrowing capacity | 190,000,000 | 190,000,000 | $ 142,200,000 | |||||||||||||
Letters of credit issued | 26,200,000 | $ 35,000,000 | ||||||||||||||
MGE Niagara Term Loan Facility | Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Borrowing capacity | 100,000,000 | 100,000,000 | 74,800,000 | |||||||||||||
Debt instrument, quarterly installment | $ 3,700,000 | $ 5,000,000 | ||||||||||||||
Debt, weighted average interest rate | 5.48% | 5.48% | ||||||||||||||
Commitment fee percentage | 1.25% | |||||||||||||||
MGE Niagara Resorts Credit Facility | Initial Waiver | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Waiver consecutive days | 60 days | |||||||||||||||
MGE Niagara Resorts Credit Facility | Second Waiver | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Basis point increase over pricing level 3 | 50 | |||||||||||||||
MGE Niagara Resorts Credit Facility | Third Waiver | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Basis points over pricing level 4 | 100 | |||||||||||||||
Minimum liquidity requirement | $ 15,000,000 | |||||||||||||||
MGE Niagara Resorts Credit Facility | Fourth Waiver | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Basis points over pricing level 4 | 0.0100 | |||||||||||||||
Minimum liquidity requirement | $ 15,000,000 | |||||||||||||||
MGE Niagara Convertible Debentures | Debentures Subject to Mandatory Redemption | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Borrowing capacity | $ 40,000,000 | $ 40,000,000 | $ 29,900,000 | |||||||||||||
Debt instrument, convertible, percent of capital shares | 40.00% | |||||||||||||||
Interest rate, credit facility | 3.50% | 3.50% | ||||||||||||||
Debt instrument, interest rate, effective percentage, after sixth anniversary | 8.00% | 8.00% | ||||||||||||||
Debt instrument, repayment period following Expiration or termination | 30 days | |||||||||||||||
Mohegan Expo Credit Facility | Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Borrowing capacity | 25,000,000 | |||||||||||||||
Increase to maximum borrowing capacity | $ 8,300,000 | |||||||||||||||
Term Loan A | Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Interest rate, credit facility | 4.08% | 4.08% | ||||||||||||||
Credit facility payment | $ 1,100,000 | $ 2,500,000 | ||||||||||||||
Debt instrument, term | 6 months | |||||||||||||||
BIA Loan Guaranty Program (Guaranteed Credit Facility) | Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Interest rate, credit facility | 2.91% | 2.91% | ||||||||||||||
Credit facility payment | $ 2,600,000 | |||||||||||||||
Long-term debt | $ 23,700,000 | |||||||||||||||
BIA Loan Guaranty Program (Second Guaranteed Credit Facility) | Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Long-term debt | $ 11,300,000 | |||||||||||||||
BIA Loan Guaranty Program (Guaranteed Credit Facility And Second Guaranteed Credit Facility) | Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Long-term debt | $ 35,000,000 |
LONG-TERM DEBT - Subordinated L
LONG-TERM DEBT - Subordinated Loan, and Redemption Notes Payable (Details) - USD ($) $ in Millions | Dec. 15, 2017 | May 31, 2019 | Sep. 30, 2020 | Aug. 28, 2020 | Aug. 24, 2020 |
Fourth Amendment To Credit Agreement | Mohegan Tribe | |||||
Debt Instrument [Line Items] | |||||
Subordinated debt | $ 5 | $ 5 | $ 5 | ||
Subordinated loan, interest in-kind, percentage | 10.00% | 10.00% | 10.00% | ||
Notes payable to banks | Redemption note payable | |||||
Debt Instrument [Line Items] | |||||
Equal monthly installments | $ 1.9 | $ 1.9 | |||
Periodic payment of debt instrument | 5 years | 5 years |
LEASES - Additional Information
LEASES - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 |
Lessor, Lease, Description [Line Items] | ||
Capitalized build-to-suit assets | $ 90.3 | |
Minimum | ||
Lessor, Lease, Description [Line Items] | ||
Finance lease, contract term | 1 month | |
Lessee, operating lease, contract term | 1 month | |
Operating lease, contract term | 1 month | |
Maximum | ||
Lessor, Lease, Description [Line Items] | ||
Finance lease, contract term | 50 years | |
Lessee, operating lease, contract term | 50 years | |
Operating lease, contract term | 21 years |
LEASES - Lease Cost (Details)
LEASES - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2018 | |
Lease, Cost [Abstract] | ||
Weighted average remaining lease term, Operating leases | 22 years | |
Weighted average remaining lease term, Finance leases | 18 years | |
Weighted average discount rate, Operating leases | 8.48% | |
Weighted average discount rate, Finance leases | 4.99% | |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member | us-gaap:AccountingStandardsUpdate201409Member |
Operating lease expense | ||
Operating lease expense | $ 38,414 | |
Short-term lease expense | 27,121 | |
Variable lease expense | 12,922 | |
Finance lease expense: | ||
Amortization of ROU assets | 2,401 | |
Interest on lease liabilities | 1,547 | |
Less: sublease income | (20,791) | |
Total | $ 61,614 |
LEASES - Supplemental Cash Flow
LEASES - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Leases [Abstract] | |||
Payments on operating lease obligations | $ 22,844 | ||
Payments for interest on finance lease obligations | 889 | ||
Payments on finance lease obligations | 1,298 | $ 292 | $ 0 |
Total | $ 25,031 |
LEASES - Operating and Finance
LEASES - Operating and Finance Lease Liability (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Operating Leases | |
2021 | $ 48,623 |
2022 | 38,295 |
2023 | 37,824 |
2024 | 37,942 |
2025 | 38,201 |
Thereafter | 812,066 |
Total future lease payments | 1,012,951 |
Less: amounts representing interest | (581,314) |
Plus: residual values | 0 |
Present value of future lease payments | 431,637 |
Less: current portion of lease obligations | (19,939) |
Lease obligations, net of current portion | 411,698 |
Finance Leases | |
2021 | 4,261 |
2022 | 3,107 |
2023 | 2,913 |
2024 | 2,547 |
2025 | 2,146 |
Thereafter | 30,445 |
Total future lease payments | 45,419 |
Less: amounts representing interest | (14,735) |
Plus: residual values | 327 |
Present value of future lease payments | 31,011 |
Less: current portion of lease obligations | (2,802) |
Lease obligations, net of current portion | $ 28,209 |
LEASES - Lease Revenue (Details
LEASES - Lease Revenue (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2020USD ($) | |
Hotel | |
Lessor, Lease, Description [Line Items] | |
Fixed rent | $ 42,473 |
Variable rent | 0 |
Total | 42,473 |
Retail, entertainment and other | |
Lessor, Lease, Description [Line Items] | |
Fixed rent | 7,160 |
Variable rent | 4,176 |
Total | $ 11,336 |
LEASES - Future Minimum Rentals
LEASES - Future Minimum Rentals (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Leases [Abstract] | |
2021 | $ 6,669 |
2022 | 4,954 |
2023 | 4,397 |
2024 | 3,891 |
2025 | 2,804 |
Thereafter | 6,715 |
Total | $ 29,430 |
LEASES - Cost and Accumulated D
LEASES - Cost and Accumulated Depreciation (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Operating Leased Assets [Line Items] | ||
Property and equipment, at cost | $ 2,906,648 | $ 2,843,690 |
Less: accumulated depreciation | (1,408,601) | (1,323,003) |
Property and equipment, net | 1,498,047 | $ 1,520,687 |
Mohegan Sun | ||
Operating Leased Assets [Line Items] | ||
Property and equipment, at cost | 484,143 | |
Less: accumulated depreciation | (198,080) | |
Property and equipment, net | $ 286,063 |
LEASES - Capital Leases (Detail
LEASES - Capital Leases (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 2,571 |
2021 | 2,598 |
2022 | 2,598 |
2023 | 2,548 |
2024 | 2,251 |
Thereafter | 32,832 |
Total minimum future capital lease payments | 45,398 |
Less: amounts representing interest | (16,031) |
Plus: residual values | 327 |
Present value of capital lease obligations | 29,694 |
Less: current portion of capital lease obligations | (1,133) |
Capital lease obligations, net of current portion | $ 28,561 |
LEASES - Operating Leases Non-C
LEASES - Operating Leases Non-Cancelable Leases (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 4,808 |
2021 | 4,038 |
2022 | 2,485 |
2023 | 2,092 |
2024 | 2,011 |
Thereafter | 5,734 |
Total | $ 21,168 |
LEASES - Operating Leases Non_2
LEASES - Operating Leases Non-Cancelable Leases and Subleases (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Minimum Future Rental Payments | |
2020 | $ 32,504 |
2021 | 30,376 |
2022 | 30,651 |
2023 | 30,473 |
2024 | 30,602 |
Thereafter | 715,910 |
Total | 870,516 |
Minimum Future Sublease Income | |
2020 | (4,808) |
2021 | (4,038) |
2022 | (2,485) |
2023 | (2,092) |
2024 | (2,011) |
Thereafter | (5,734) |
Thereafter | (21,168) |
Total | |
2020 | 30,795 |
2021 | 28,948 |
2022 | 29,537 |
2023 | 29,486 |
2024 | 29,577 |
Thereafter | 715,067 |
Total | 863,410 |
Assets Subleased | |
Minimum Future Sublease Income | |
2020 | (1,709) |
2021 | (1,428) |
2022 | (1,114) |
2023 | (987) |
2024 | (1,025) |
Thereafter | (843) |
Thereafter | $ (7,106) |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | Aug. 28, 2020 | Aug. 24, 2020 | Dec. 31, 2017 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Related Party Transaction [Line Items] | ||||||
Connector purchase price | $ 8,500 | $ 149,031 | $ 77,613 | $ 136,551 | ||
Rental expense | 38,414 | |||||
Contribution amount | 10,000 | |||||
Mohegan Tribal Utility Authority | ||||||
Related Party Transaction [Line Items] | ||||||
Utilities purchased from related party | $ 15,500 | 19,300 | 19,800 | |||
Mohegan Tribe | ||||||
Related Party Transaction [Line Items] | ||||||
Term of contract | 25 years | |||||
Renewable period of additional term | 25 years | |||||
Mohegan Tribal Finance Authority | Subleases | ||||||
Related Party Transaction [Line Items] | ||||||
Rental expense | $ 8,600 | |||||
Rental expense | 8,600 | 8,800 | ||||
Mohegan Tribe | Fourth Amendment To Credit Agreement | ||||||
Related Party Transaction [Line Items] | ||||||
Cash investments | $ 20,000 | $ 20,000 | ||||
Contribution amount | 10,000 | 10,000 | ||||
Subordinated debt | $ 5,000 | $ 5,000 | $ 5,000 | |||
Subordinated loan, interest in-kind, percentage | 10.00% | 10.00% | 10.00% | |||
Reimbursement from limited partnership investment | $ 5,000 | $ 5,000 | ||||
Mohegan Sun | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses for services provided to related party | $ 22,900 | $ 33,200 | $ 35,400 |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Compensation Related Costs [Abstract] | |||
Maximum employer match as percent of employee contribution | 50.00% | ||
Maximum match from employer as a percent of participants' salary | 3.00% | ||
Contributions, net of forfeitures | $ 1.5 | $ 2.4 | $ 2.5 |
Deferred compensation plan assets | 10.7 | 10.4 | |
Benefit plan balance | $ 6.4 | $ 5.5 |
INCOME TAXES - Components of In
INCOME TAXES - Components of Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (124,227) | $ 3,909 | $ 138,453 |
Foreign | (44,483) | (5,256) | (6,370) |
Income (loss) before income tax | $ (168,710) | $ (1,347) | $ 132,083 |
INCOME TAXES - Components of Pr
INCOME TAXES - Components of Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Current: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | (355) | (392) | (475) |
Foreign | 0 | 0 | 0 |
Total | (355) | (392) | (475) |
Non-current: | |||
Federal | 0 | 0 | 0 |
State | 0 | 0 | 0 |
Foreign | 7,049 | (637) | 0 |
Total | 7,049 | (637) | 0 |
Total income tax provision | $ 6,694 | $ (1,029) | $ (475) |
INCOME TAXES - Deferred Tax Ass
INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Income Tax Disclosure [Abstract] | ||
Canadian net operating loss carryforward | $ 33,364 | $ 12,163 |
Right-of-use lease liabilities | 95,589 | 528 |
Accumulated book depreciation in excess of tax depreciation | 6,969 | 0 |
Other | 158 | 0 |
Total | 136,080 | 12,691 |
Casino Operating and Services Agreement customer contract asset | (34,251) | (13,300) |
Right-of-use lease assets | (95,454) | (28) |
Total | (129,705) | (13,328) |
Deferred income tax asset (liability) | $ 6,375 | |
Deferred income tax asset (liability) | $ (637) |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Tax Credit Carryforward [Line Items] | |||
Net operating loss | $ 162,016 | $ 2,376 | $ (131,608) |
MGE Niagara Resorts | |||
Tax Credit Carryforward [Line Items] | |||
Net operating loss | $ 16,300 |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020USD ($)segment | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | segment | 4 | ||
Impairment of Mohegan Sun Pocono's intangible assets | $ 126,596 | $ 0 | $ 0 |
Impairment of Mohegan Sun Pocono's goodwill | 0 | 39,459 | 0 |
Revenues: | |||
Revenues | 1,114,962 | 1,388,810 | 1,456,980 |
Total | 1,114,962 | 1,388,810 | 1,355,632 |
Income Statement [Abstract] | |||
Income (loss) from operations: | (33,217) | 136,462 | 244,534 |
Capital [Abstract] | |||
Capital expenditures incurred | 176,674 | 80,994 | 122,802 |
ASSETS | |||
Total assets | 2,707,188 | 2,511,596 | |
Operating segments | Mohegan Sun | |||
Revenues: | |||
Revenues | 715,674 | 992,043 | 1,068,892 |
Income Statement [Abstract] | |||
Income (loss) from operations: | 128,449 | 156,276 | 230,890 |
Capital [Abstract] | |||
Capital expenditures incurred | 17,600 | 30,931 | 93,165 |
ASSETS | |||
Total assets | 1,271,435 | 1,282,384 | |
Operating segments | Mohegan Sun Pocono | |||
Revenues: | |||
Revenues | 181,160 | 251,054 | 265,691 |
Income Statement [Abstract] | |||
Income (loss) from operations: | (115,073) | (5,253) | 37,541 |
Capital [Abstract] | |||
Capital expenditures incurred | 3,559 | 6,526 | 9,889 |
ASSETS | |||
Total assets | 409,630 | 548,424 | |
Operating segments | MGE Niagara Resorts | |||
Revenues: | |||
Revenues | 180,025 | 112,525 | 0 |
Income Statement [Abstract] | |||
Income (loss) from operations: | (24,676) | 7,368 | 0 |
Capital [Abstract] | |||
Capital expenditures incurred | 17,799 | 3,389 | 0 |
ASSETS | |||
Total assets | 581,562 | 342,821 | |
Operating segments | Management, development and other | |||
Revenues: | |||
Revenues | 37,189 | 33,349 | 19,806 |
Income Statement [Abstract] | |||
Income (loss) from operations: | 1,585 | 1,152 | (686) |
Capital [Abstract] | |||
Capital expenditures incurred | 137,171 | 40,114 | 19,724 |
ASSETS | |||
Total assets | 423,313 | 313,458 | |
Corporate | |||
Revenues: | |||
Revenues | 741 | 1,001 | 1,483 |
Income Statement [Abstract] | |||
Income (loss) from operations: | (23,439) | (22,161) | (23,211) |
Capital [Abstract] | |||
Capital expenditures incurred | 545 | 34 | 24 |
ASSETS | |||
Total assets | 992,874 | 912,712 | |
Inter-segment | |||
Revenues: | |||
Revenues | 173 | (1,162) | (240) |
Income Statement [Abstract] | |||
Income (loss) from operations: | (63) | (920) | $ 0 |
ASSETS | |||
Total assets | $ (971,626) | $ (888,203) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended |
Jul. 31, 2019 | Sep. 30, 2020 | |
Commitments and Contingencies [Line Items] | ||
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 | |
Purchase obligation | 63.7 | |
Purchase obligation, due in next twelve months | $ 36.2 | |
Virgin Hotels Las Vegas Lease | ||
Commitments and Contingencies [Line Items] | ||
Term of lease | 20 years | |
Annual lease payment | $ 9 | |
Annual payments maximum amount | $ 15 | |
Slot Win Contributions | ||
Commitments and Contingencies [Line Items] | ||
Contribution determination criteria 1, percent of gross revenues from slot machines, lesser of | 30.00% | |
Pennsylvania Slot Machine Tax | ||
Commitments and Contingencies [Line Items] | ||
Tax rate applied to percent of gross revenues from slot machines | 52.00% | |
Slot machine operation fee | $ 10 | |
Priority Distribution Agreement | ||
Commitments and Contingencies [Line Items] | ||
Annual initial amount of priority distribution payments | $ 40 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ in Millions | Dec. 01, 2020USD ($) | Nov. 18, 2020USD ($) | Dec. 15, 2020USD ($) | Nov. 30, 2020CAD ($) | Sep. 30, 2020USD ($) | Jul. 31, 2020CAD ($) | Oct. 31, 2016USD ($) |
Senior Secured Credit Facility | Credit Facility | |||||||
Subsequent Event [Line Items] | |||||||
Borrowing capacity | $ 25,000,000 | $ 25,000,000 | |||||
Credit facility outstanding | $ 0 | ||||||
MGE Niagara Resorts Credit Facility | Third Waiver | |||||||
Subsequent Event [Line Items] | |||||||
Minimum liquidity requirement | $ 15 | ||||||
Subsequent event | Senior Secured Credit Facility | Credit Facility | |||||||
Subsequent Event [Line Items] | |||||||
Borrowing capacity | $ 20,000,000 | ||||||
Subsequent event | Senior Secured Credit Facility | LIBOR Floor | Credit Facility | |||||||
Subsequent Event [Line Items] | |||||||
Basis spread on variable rate | 0.75% | ||||||
Subsequent event | MGE Niagara Resorts Credit Facility | Third Waiver | |||||||
Subsequent Event [Line Items] | |||||||
Minimum liquidity requirement | $ 15 | ||||||
Subsequent event | Term Loan Facility | |||||||
Subsequent Event [Line Items] | |||||||
Repayment of aggregate principal amount of loans | 15.00% | ||||||
Subsequent event | Term Loan Facility | Notes payable to banks | |||||||
Subsequent Event [Line Items] | |||||||
Borrowing capacity | $ 50,000,000 | ||||||
Credit facility outstanding | $ 50,000,000 | ||||||
Subsequent event | Term Loan Facility | LIBOR | |||||||
Subsequent Event [Line Items] | |||||||
Basis spread on variable rate | 3.00% |
SCHEDULE II - VALUATION AND Q_2
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES (Details) - Reserves for uncollectible accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balances at Beginning of Year | $ 11,715 | $ 12,265 | $ 20,785 |
Charges to Costs and Expenses | 4,592 | 976 | 4,396 |
Deductions from Reserves | (6) | 1,526 | 12,916 |
Balances at End of Year | $ 16,313 | $ 11,715 | 12,265 |
Cowlitz Project | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Write-off of receivables | $ 10,300 |