Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 02, 2016 | Jun. 30, 2015 | |
Document and Entity Information Abstract | |||
Entity Registrant Name | Eldorado Resorts, Inc. | ||
Entity Central Index Key | 1,590,895 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 230.1 | ||
Entity Common Stock, Shares Outstanding | 46,850,583 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets: | ||
Cash and cash equivalents | $ 78,278 | $ 87,604 |
Restricted cash | 5,271 | 5,734 |
Accounts receivable, net | 9,981 | 7,112 |
Due from unconsolidated affiliates | 362 | |
Inventories | 11,742 | 7,234 |
Prepaid income taxes | 112 | |
Prepaid expenses and other | 10,795 | 9,447 |
Total current assets | 116,179 | 117,493 |
Restricted cash | 2,500 | |
Investment in and advances to unconsolidated affiliates | 1,286 | 14,009 |
Property and equipment, net | 625,416 | 456,139 |
Gaming licenses and other intangibles. net | 492,033 | 491,913 |
Goodwill | 66,826 | 66,826 |
Non-operating real property | 16,314 | 16,419 |
Other assets, net | 6,954 | 6,260 |
Total assets | 1,325,008 | 1,171,559 |
Current Liabilities: | ||
Current portion of long-term debt | 4,524 | 32 |
Accounts payable | 17,005 | 12,021 |
Due to affiliates | 129 | 187 |
Accrued interest | 14,978 | 27,469 |
Income taxes payable | 137 | |
Accrued gaming taxes and assessments | 19,424 | 15,782 |
Accrued payroll | 17,852 | 9,443 |
Accrued other liabilities | 31,798 | 24,165 |
Deferred income taxes | 2,608 | |
Total current liabilities | 105,710 | 91,844 |
Long-term debt, less current maturities | 861,713 | 775,059 |
Deferred income taxes | 78,797 | 144,439 |
Other liabilities | 8,121 | 8,595 |
Total liabilities | $ 1,054,341 | $ 1,019,937 |
Commitments and Contingencies (Note 10) | ||
Stockholders' Equity: | ||
Common stock, 100,000,000 shares authorized, 46,817,829 and 46,426,714 issued and outstanding, par value $0.00001 | ||
Paid-in capital | $ 170,897 | $ 165,857 |
Accumulated deficit | 99,758 | (14,425) |
Accumulated other comprehensive income | 12 | 87 |
Total stockholders’ equity | 270,667 | 151,519 |
Non-controlling interest | 103 | |
Total stockholders’ equity | 270,667 | 151,622 |
Total liabilities and stockholders' equity | $ 1,325,008 | $ 1,171,559 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
CONSOLIDATED BALANCE SHEETS | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 46,817,829 | 46,426,714 |
Common stock, shares outstanding | 46,817,829 | 46,426,714 |
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues: | |||
Casino | $ 614,227 | $ 298,848 | $ 192,379 |
Pari-mutuel commissions | 9,031 | 1,986 | |
Food and beverage | 97,740 | 68,233 | 60,556 |
Hotel | 37,466 | 28,007 | 26,934 |
Other | 26,077 | 13,198 | 10,384 |
Gross revenues | 784,541 | 410,272 | 290,253 |
Less promotional allowances | (64,757) | (48,449) | (43,067) |
Net operating revenues | 719,784 | 361,823 | 247,186 |
Expenses: | |||
Casino | 357,572 | 167,792 | 101,913 |
Pari-mutuel commissions | 9,973 | 2,411 | |
Food and beverage | 52,606 | 37,411 | 28,982 |
Hotel | 11,307 | 8,536 | 7,891 |
Other | 15,325 | 9,348 | 7,290 |
Marketing and promotions | 31,227 | 21,982 | 17,740 |
General and administrative | 96,870 | 58,738 | 43,713 |
Corporate | 16,469 | 4,617 | |
Depreciation and amortization | 56,921 | 28,643 | 17,031 |
Total operating expenses | 648,270 | 339,478 | 224,560 |
Loss on sale or disposal of property | (6) | (84) | (226) |
Acquisition charges | (2,452) | (7,411) | (3,173) |
Equity in income of unconsolidated affiliates | 3,460 | 2,705 | 3,355 |
Operating (loss) income | 72,516 | 17,555 | 22,582 |
Other Income (Expense): | |||
Interest expense | (61,558) | (30,734) | (15,665) |
Gain on extinguishment of debt of unconsolidated affiliate | 11,980 | ||
Gain on valuation of unconsolidated affiliate | 35,582 | ||
Gain on termination of supplemental executive retirement plan assets of unconsolidated affiliate | 715 | ||
Loss on early retirement of debt | 1,937 | 90 | |
Total other expense | (27,913) | (30,109) | (3,685) |
Net (loss) income before income taxes | 44,603 | (12,554) | 18,897 |
Provision for income taxes | 69,580 | (1,768) | 0 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Total | 114,183 | (14,322) | 18,897 |
Non-controlling interest | 103 | ||
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC. | $ 114,183 | $ (14,425) | $ 18,897 |
Net income (loss) per share of common stock: | |||
Basic | $ 2.45 | $ (0.48) | $ 0.81 |
Diluted | $ 2.43 | $ (0.48) | $ 0.81 |
Weighted average number of shares outstanding: | |||
Weighted Average Number of Shares Outstanding, Basic | 46,550,042 | 29,901,405 | 23,311,492 |
Weighted Average Number of Shares Outstanding, Diluted | 47,008,980 | 29,901,405 | 23,311,492 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||
NET (LOSS) INCOME | $ 114,183 | $ (14,322) | $ 18,897 |
Defined benefit pension plan: | |||
Defined benefit pension plan—amortization of net gain | (75) | 87 | |
Minimum pension liability adjustment of unconsolidated affiliate | (1,772) | 1,772 | |
Total Comprehensive Income (Loss) | 114,108 | (16,007) | 20,669 |
Less: Comprehensive income attributable to noncontrolling interest | (103) | ||
Comprehensive income (loss) | $ 114,108 | $ (16,110) | $ 20,669 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) | MTR GamingCommon Stock Member | MTR GamingAdditional Paid-in Capital | MTR Gaming | Common Stock Member | Additional Paid-in Capital | Accumulated Deficit | Noncontrolling Interest | Accumulated Other Comprehensive Income | Total |
BALANCE AT THE BEGINNING at Dec. 31, 2012 | $ 61,003,000 | $ 61,003,000 | |||||||
Beginning Balance (in shares) at Dec. 31, 2012 | 23,311,492 | ||||||||
Net income (loss) | 18,897,000 | 18,897,000 | |||||||
Net income (loss) | 18,897,000 | ||||||||
Minimum pension liability adjustment of unconsolidated affiliate | $ 1,772,000 | 1,772,000 | |||||||
Cash distributions to members | (6,097,000) | (6,097,000) | |||||||
BALANCE AT THE END at Dec. 31, 2013 | 73,803,000 | 1,772,000 | 75,575,000 | ||||||
BALANCE AT THE END (in shares) at Dec. 31, 2013 | 23,311,492 | ||||||||
Net income (loss) | $ (14,425,000) | (14,425,000) | |||||||
Net income (loss) attributable to noncontrolling interest | $ 103,000 | 103,000 | |||||||
Net income (loss) | (14,322,000) | ||||||||
Pension other comprehensive gain, net of tax | 87,000 | 87,000 | |||||||
Minimum pension liability adjustment of unconsolidated affiliate | (1,772,000) | (1,772,000) | |||||||
Noncash distribution of Tamarack investment | (5,479,000) | (5,479,000) | |||||||
Cash distributions to members | (575,000) | (575,000) | |||||||
MTR Gaming shares converted upon reverse merger | $ 98,011,000 | $ 98,011,000 | |||||||
MTR Gaming shares converted upon reverse merger (in shares) | 23,100,140 | ||||||||
Escrow shares returned to authorized and unissued (in shares) | (25,290) | ||||||||
Acquisition of non-controlling interest (in shares) | 23,100,140 | ||||||||
Exercise of stock options | 245,000 | 245,000 | |||||||
Exercise of stock options (in shares) | 76,633 | ||||||||
Shares withheld related to net share settlement of stock awards | (148,000) | (148,000) | |||||||
Shares withheld related to net share settlement of stock awards (in shares) | (36,261) | ||||||||
BALANCE AT THE END at Dec. 31, 2014 | 151,519,000 | ||||||||
Balance at the end at Dec. 31, 2014 | 165,857,000 | (14,425,000) | 103,000 | 87,000 | 151,622,000 | ||||
BALANCE AT THE END (in shares) at Dec. 31, 2014 | 46,426,714 | ||||||||
Net income (loss) | 114,183,000 | 114,183,000 | |||||||
Net income (loss) | 114,183,000 | ||||||||
Pension other comprehensive gain, net of tax | (75) | (75,000) | |||||||
MTR Gaming shares converted upon reverse merger | 224,894,000 | ||||||||
MTR Gaming shares converted upon reverse merger (in shares) | 373,135 | ||||||||
Issuance of restricted stock units | (1,488,000) | $ (1,488,000) | |||||||
Issuance of restricted stock units (in shares) | 17,980,000 | ||||||||
Acquisition of non-controlling interest (in shares) | 373,135 | ||||||||
Exercise of stock options (in shares) | 0 | ||||||||
BALANCE AT THE END at Dec. 31, 2015 | 170,897,000 | $ 99,758,000 | $ 12,000 | $ 270,667,000 | |||||
Balance at the end at Dec. 31, 2015 | 270,667,000 | ||||||||
BALANCE AT THE END (in shares) at Dec. 31, 2015 | 46,817,829 | ||||||||
Acquisition of non-controlling interest | $ (3,552,000) | $ 103,000 | $ (3,449,000) |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2014USD ($) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |
Tax | $ 50 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income (loss) | $ 114,183 | $ (14,322) | $ 18,897 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 56,921 | 28,643 | 17,031 |
Amortization of debt issuance costs and (premium) discount | (4,372) | (2,261) | 854 |
Equity in income of unconsolidated affiliates | (3,460) | (2,705) | (3,355) |
Gain on termination of supplemental executive retirement plan assets of unconsolidated affiliate | (715) | ||
Gain on extinguishment of debt of unconsolidated affiliate | (11,980) | ||
Gain (Loss )on early retirement of debt | 1,937 | 90 | |
Gain on valuation of unconsolidated affiliate | (35,582) | ||
Distributions from unconsolidated affiliate | 509 | 1,626 | |
Change in fair value of acquisition related contingencies | 52 | 16 | |
Stock-based compensation expense | 1,488 | ||
Loss on sale or disposal of property | 6 | 84 | 226 |
(Benefit) provision for bad debts | (18) | 1,070 | 847 |
(Benefit) provision for deferred income taxes | (70,773) | 1,583 | |
Change in operating assets and liabilities: | |||
Restricted cash | (711) | 2,273 | 83 |
Accounts receivable | 2,955 | 358 | (454) |
Inventories | (71) | (12) | (264) |
Prepaid expenses and other | 2,094 | 2,503 | (37) |
Accounts payable | 178 | 1,811 | 400 |
Interest payable | (14,112) | 18,063 | |
Income taxes payable | (137) | 137 | |
Accrued and other liabilities and due to unconsolidated affiliates | 4,715 | (973) | (172) |
Net cash provided by operating activities | 56,715 | 31,606 | 23,536 |
INVESTING ACTIVITIES: | |||
Capital expenditures, net of payables | (36,762) | (10,564) | (7,413) |
Investment in unconsolidated affiliate | (1,010) | ||
Net cash (used) acquired in business combinations | (125,016) | 48,110 | |
Proceeds from sale of property and equipment | 153 | 3 | 19 |
Decrease in restricted cash due to credit support deposit | 2,500 | 2,500 | |
Reimbursement of capital expenditures from West Virginia regulatory authorities | 1,266 | 799 | |
(Increase) decrease in other assets, net | 115 | (435) | (166) |
Net cash (used in) provided by investing activities | (158,754) | 40,413 | (7,560) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of Senior Notes | 375,000 | ||
Payments from issuance of New Term Loan | 425,000 | ||
Net borrowings on New Revolving Credit Facility | 131,000 | ||
Principal payments under New Revolving Credit Facility | (37,500) | ||
Retirement of long‑term debt | (728,664) | (13,525) | (5,000) |
Principal payments on capital leases | (88) | (225) | (369) |
Debt issuance costs | (25,820) | ||
Call premium on early retirement of debt | (44,090) | ||
Cash distributions to members | (575) | (6,097) | |
Proceeds from exercise of stock options | (2,125) | 245 | |
Repurchase of treasury stock | (148) | ||
Net cash provided by (used in) financing activities | 92,713 | (14,228) | (11,466) |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (9,326) | 57,791 | 4,510 |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 87,604 | 29,813 | 25,303 |
CASH AND CASH EQUIVALENTS, END OF YEAR | 78,278 | 87,604 | 29,813 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||
Interest paid | 78,378 | 14,848 | 14,827 |
Cash paid during period for income taxes | 1,198 | 360 | |
Noncash distribution of Tamarack investment | 5,479 | ||
Payables for purchase of property and equipment | 500 | $ 3,890 | 397 |
Capital lease obligations settled through deposits | 68 | ||
Equipment acquired under capital leases | $ 870 | $ 95 |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Organization and Basis of Presentation | |
Organization and Basis of Presentation | Note 1. Organization and Basis of Presentation The accompanying consolidated financial statements include the accounts of Eldorado Resorts, Inc. (“ERI” or the “Company”), a Nevada corporation formed in September 2013, and its consolidated subsidiaries. As explained in greater detail in Note 3, ERI was formed in September 2013 to be the parent company following the merger of wholly owned subsidiaries of the Company into Eldorado HoldCo LLC (“HoldCo”), a Nevada limited liability company formed in 2009 that is the parent company of Eldorado Resorts LLC (“Resorts”), and MTR Gaming Group, Inc. (“MTR Gaming”), a Delaware corporation incorporated in 1988 (the “Merger”). Effective upon the consummation of the Merger on September 19, 2014 (the “Merger Date”), MTR Gaming and HoldCo each became a wholly owned subsidiary of ERI and, as a result of such transactions, Resorts became an indirect wholly owned subsidiary of ERI. The Merger has been accounted for as a reverse acquisition of MTR Gaming by HoldCo under accounting principles generally accepted in the United States (“US GAAP”). As a result, HoldCo is considered the acquirer of MTR Gaming for accounting purposes. The accompanying consolidated financial statements for periods prior to the Merger Date are those of HoldCo and its subsidiaries, and for periods subsequent to the Merger Date also include MTR Gaming and its subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. On November 24, 2015 (the “Acquisition Date”), Resorts consummated the acquisition of all of the assets and properties of Circus Circus Reno (“Circus Reno”) and the 50% membership interest in the Silver Legacy Joint Venture owned by Galleon, Inc. (collectively, the “Circus Reno/Silver Legacy Purchase” or the “Acquisition”) pursuant to a Purchase and Sale Agreement, dated as of July 7, 2015 (the “Purchase Agreement”), entered into with Circus Circus Casinos, Inc. and Galleon, Inc., each an affiliate of MGM Resorts International, with respect to the acquisition. On the Acquisition Date, Eldorado Resorts LLC also exercised its right to acquire the 3.8% interest in Eldorado Limited Liability Company (“ELLC”) held by certain affiliates and shareholders of the Company. As a result of these transactions, ELLC and CC-Reno, LLC, a newly formed Nevada limited liability company, became wholly-owned subsidiaries of ERI, and Silver Legacy became an indirect wholly ‑owned subsidiary of ERI. The accompanying consolidated financial statements for periods prior to the Acquisition Date do not include the results of operations for Circus Reno and account for Silver Legacy as an investment in unconsolidated affiliate. Resorts owns and operates the Eldorado Resorts Casino Reno, a premier hotel, casino and entertainment facility centrally located in downtown Reno, Nevada (the “Eldorado Reno”), which opened for business in 1973. Resorts also owns Eldorado Resort Casino Shreveport (“Eldorado Shreveport”), a 403 ‑room all suite art deco ‑style hotel and a tri ‑level riverboat dockside casino complex situated on the Red River in Shreveport, Louisiana, which commenced operations under its previous owners in December 2000. Prior to the Acquisition Date, Resorts owned a 48.1% interest in the joint venture (the “Silver Legacy Joint Venture”) which owns the Silver Legacy Resort Casino (the “Silver Legacy”), a major themed hotel and casino situated between and seamlessly connected at the mezzanine level to the Eldorado Reno and Circus Reno hotel and casino. Resorts acquired the remaining interest in Silver Legacy in 2015 as well as acquiring Circus Reno, previously owned and operated by Galleon, Inc., an indirect, wholly owned subsidiary of MGM Resorts International. Resorts previously owned a 21.3% interest in Tamarack Crossing, LLC (“Tamarack”), a Nevada limited liability company that owned and operated Tamarack Junction, a casino in south Reno which commenced operations on September 4, 2001. On September 1, 2014, and as a condition to closing the Merger, Resorts distributed to HoldCo, and HoldCo subsequently distributed to its members, including members of the Carano family, on a pro rata basis Resorts’ interest in Tamarack. No gain or loss was recognized in the accompanying consolidated financial statements as a result of such distribution because the distribution was in the amount of the book value of Tamarack and totaled $5.5 million. MTR Gaming operates as a hospitality and gaming company with racetrack, gaming and hotel properties in West Virginia, Pennsylvania and Ohio. MTR Gaming, through its wholly owned subsidiaries, owns and operates Mountaineer Casino, Racetrack & Resort in Chester, West Virginia (“Mountaineer”), Presque Isle Downs & Casino in Erie, Pennsylvania (“Presque Isle Downs”), and Scioto Downs in Columbus, Ohio. Scioto Downs, through its subsidiary, RacelineBet, Inc., also operates Racelinebet.com, a national account wagering service that offers online and telephone wagering on horse races as a marketing affiliate of TwinSpires.com, an affiliate of Churchill Downs, Inc . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Principles of Consolidation. The accompanying consolidated financial statements include the accounts of the Company as described in Note 1. All significant intercompany transactions have been eliminated in consolidation. Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates incorporated into the Company’s consolidated financial statements include estimated useful lives for depreciable and amortizable assets, estimated allowance for doubtful accounts receivable, estimated cash flows in assessing the recoverability of long ‑lived assets, self ‑insurance reserves, players’ club liabilities, contingencies and litigation, claims and assessments, and fair value measurements related to the Company’s long ‑term debt. Actual results could differ from these estimates. Cash and Cash Equivalents. Cash and cash equivalents include all unrestricted, highly liquid investments purchased with a remaining maturity of 90 days or less. Cash and cash equivalents also includes cash maintained for gaming operations. Restricted Cash. Restricted cash includes unredeemed winning tickets from our racing operations, funds related to horsemen’s fines and certain simulcasting funds that are restricted to payments for improving horsemen’s facilities and racing purses at Scioto Downs, cash deposits that serve as collateral for letters of credit surety bonds and short ‑term certificates of deposit that serve as collateral for certain bonding requirements. The Company also has two certificates of deposit which are used for security with the Nevada Department of Insurance for its self ‑insured workers compensation. The certificates of deposit matured on January 31, 2016 and February 5, 2016 at which time they were renewed into one certificate of deposit and increased to $598,000 and the maturity date was extended to January 28, 2017. Each of Resorts and Galleon were required to each deposit $5.0 million of cash into a bank account as collateral in favor of the lender under Silver Legacy Joint Venture credit agreement in November 2013. In conjunction with the Acquisition and repayment of Silver Legacy’s debt, the credit support obligation was eliminated. Accounts Receivable and Credit Risk. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of casino accounts receivable. The Company issues markers to approved casino customers following background checks and assessments of creditworthiness. Trade receivables, including casino and hotel receivables, are typically non ‑interest bearing. Accounts are written off when management deems the account to be uncollectible. Recoveries of accounts previously written off are recorded when received. An estimated allowance for doubtful accounts is maintained to reduce the Company’s receivables to their carrying amount, which approximates fair value. The allowance is estimated based on specific review of customer accounts as well a historical collection experience and current economic and business conditions. Management believes that as of December 31, 2015 and 2014, no significant concentrations of credit risk existed. Certain Concentrations of Risk. The Company’s operations are in limited market areas. Therefore, the Company is subject to risks inherent within those markets. To the extent that new casinos enter into the markets or hotel room capacity is expanded, competition will increase. The Company may also be affected by economic conditions in the United States and globally affecting the markets or trends in visitation or spending in the markets in which it operates. We maintain cash balances at certain financial institutions in excess of amounts insured by the Federal Deposit Insurance Corporation. In addition, we maintain significant cash balances on hand at our gaming facilities. Inventories. Inventories are stated at the lower of average cost, using a first ‑in, first ‑out basis, or market. Inventories consist primarily of food and beverage, retail merchandise and operating supplies. Cost is determined primarily by the average cost method for food and beverage and operating supplies. Property and Equipment. Property and equipment are stated at cost. Depreciation is computed using the straight ‑line method over the estimated useful life of the asset or the term of the capitalized lease, whichever is less. Costs of major improvements are capitalized, while costs of normal repairs and maintenance are charged to expense as incurred. Gains or losses on the disposal of property and equipment are included in operating income. Investment in Unconsolidated Affiliates. The Company’s investments in unconsolidated affiliates which are 50% or less owned are accounted for under the equity method. The Company does not have significant variable interests in variable interest entities. All intercompany balances and transactions have been eliminated in consolidation. The Company considers whether the fair values of any of its equity method investments have declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. Estimated fair value is determined using a discounted cash flow analysis based on estimated future results of the investee and market indicators of terminal year capitalization rate. There were no impairments of the Company’s equity method investments during 2015, 2014 or 2013 . Goodwill and Other Intangible Assets and Non ‑Operating Real Properties. Goodwill represents the excess of purchase price over fair market value of net assets acquired in business combinations. Goodwill and indefinite-lived intangible assets must be reviewed for impairment at least annually and between annual test dates in certain circumstances. The Company performs its annual impairment tests in the fourth quarter of each fiscal year. No impairments were indicated as a result of the annual impairment review for goodwill and indefinite-lived intangible assets in 2015, 2014 and 2013. We have designated certain assets, consisting principally of land and undeveloped properties, as non ‑operating real property and have declared our intent to sell those assets. However, we do not anticipate that we will be able to sell the majority of the assets within the next twelve months. As such, these properties are not classified as held ‑for ‑sale as of December 31, 2015. Indefinite ‑Lived Intangible Assets. Indefinite ‑lived intangible assets consist primarily of expenditures associated with obtaining racing and gaming licenses. Indefinite ‑lived intangible assets are not subject to amortization, but are subject to an annual impairment test. If the carrying amount of an indefinite ‑lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess amount. Self ‑Insurance Reserves. The Company is self ‑insured for various levels of general liability, employee medical insurance coverage and workers’ compensation coverage. Self ‑insurance reserves are estimated based on the Company’s claims experience and are included in accrued other liabilities on the consolidated balance sheets. At December 31, 2015 and 2014, accrued insurance and medical claims reserves were $3.5 million and $1.3 million , respectively. Outstanding Chip Liability. The Company recognizes the impact on gaming revenues on an annual basis to reflect an estimate of the change in the value of outstanding chips that are not expected to be redeemed. This estimate is determined by measuring the difference between the total value of chips placed in service less the value of chips in the inventory of chips under our control. This measurement is performed on an annual basis utilizing a methodology in which a consistent formula is applied to estimate the percentage value of chips not in custody that are not expected to be redeemed. In addition to the formula, certain judgments are made with regard to various denominations and souvenir chips. Loyalty Program. The Company offers programs at its properties whereby our participating patrons can accumulate points for wagering that can be redeemed for credits for free play on slot machines, lodging, food and beverage, merchandise and in limited situations, cash. Based upon the estimated redemptions of frequent player program points, an estimated liability is established for the cost of redemption of earned but unredeemed points. The estimated cost of redemption utilizes estimates and assumptions of the mix of the various product offerings for which the points will be redeemed and costs of such product offerings. Changes in the programs, membership levels and changes in the redemption patterns of our participating patrons can impact this liability. The aggregate outstanding liability for the loyalty program was $3.4 million and $2.4 million at December 31, 2015 and 2014, respectively, and is included as a component of other accrued liabilities in our accompanying consolidated balance sheets. Revenues and Promotional Allowances. The Company recognizes as casino revenue the net win from gaming activities, which is the difference between gaming wins and losses. Progressive jackpots are accrued and charged to revenue at the time the obligation to pay the jackpot is established. Gaming revenues are recognized net of certain cash and free play incentives. Pari ‑mutuel commissions consist of commissions earned from thoroughbred and harness racing and importing of simulcast signals from other race tracks and are recognized at the time wagers are made. Such commissions are a designated portion of the wagering handle as determined by state racing commissions, and are shown net of the taxes assessed by state and local agencies, as well as purses and other contractual amounts paid to horsemen associations. The Company recognizes revenues from fees earned through the exporting of simulcast signals to other race tracks at the time wagers are made. Such fees are based upon a predetermined percentage of handle as contracted with the other race tracks. Hotel, food and beverage, and other operating revenues are recognized as services are performed. Advance deposits on rooms and advance ticket sales are recorded as accrued liabilities until services are provided to the customer. The retail value of food, beverage, rooms and other services furnished to customers on a complimentary basis is included in gross revenues and then deducted as promotional allowances. The Company rewards customers, through the use of our loyalty programs, with complimentaries based on amounts wagered or won that can be redeemed for a specified time period. The Company also offers discretionary coupons to our customers, the retail values of which are included as a component of promotional allowances in the accompanying consolidated statements of operations in accordance with Financial Accounting Standards Board (“FASB”) Section 605 ‑50 for revenue recognition. The retail value of complimentaries included in promotional allowances is as follows (in thousands): For the Year Ended December 31, 2015 2014 2013 Food and beverage $ $ $ Hotel Other $ $ $ The costs of providing such complimentary services are recorded in casino expenses in the accompanying consolidated statements of operations and are estimated as follows (in thousands): For the Year Ended December 31, 2015 2014 2013 Food and beverage $ $ $ Hotel Other $ $ $ Advertising. Advertising costs are expensed in the period the advertising initially takes place and are included in marketing and promotions expenses. Advertising costs included in marketing and promotion expenses were $31.2 million, $22.0 million and $17.7 million for the years ended December 31, 2015, 2014 and 2013, respectively. Income Taxes. We account for income taxes in accordance with ASC Topic 740, Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred income tax liabilities and deferred income tax assets for the difference between the book basis and tax basis of assets and liabilities. We have recorded valuation allowances related to net operating loss carry forwards and certain temporary differences. Recognizable future tax benefits are subject to a valuation allowance, unless such tax benefits are determined to be more likely than not realizable. We recognize accrued interest and penalties related to unrecognized tax benefits in income tax expense. Fair Value Measurements . Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Accordingly, fair value is a market based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there is a three ‑tier fair value hierarchy, which prioritizes the inputs used in measuring fair values as follows: · Level 1 : Quoted market prices in active markets for identical assets or liabilities. · Level 2 : Observable market ‑based inputs or unobservable inputs that are corroborated by market data. · Level 3 : Unobservable inputs that are not corroborated by market data. Stock ‑Based Compensation. We account for stock ‑based compensation in accordance with Accounting Standards Codification (“ASC”) 718, Compensation—Stock Compensation . ASC 718 requires all share ‑based payments to employees and non ‑employee members of the Board of Directors, including grants of stock options and restricted stock units (“RSUs”), to be recognized in the consolidated statement of operations based on their fair values and that compensation expense be recognized for awards over the requisite service period of the award or until an employee’s eligible retirement date, if earlier. Earnings per Share. Basic earnings per share is computed by dividing net income (loss) by the weighted average shares outstanding during the reporting period. Diluted earnings per share is computed similarly to basic earnings per share except that the weighted average shares outstanding are increased to include additional shares from the assumed exercise of stock options and the assumed vesting of restricted share units, if dilutive. The number of additional shares is calculated by assuming that outstanding stock options were exercised, that outstanding restricted share units were released and that the proceeds from such activities were used to acquire shares of common stock at the average market price during the reporting period. Segment Reporting. The executive decision makers of our Company review operating results, assess performance and make decisions on a “significant market” basis. The Company’s management views each of its casino resorts as an operating segment. Operating segments are aggregated based on their similar economic characteristics, types of customers, types of services and products provided, the regulatory environments in which they operate, and their management and reporting structure. The Company’s principal operating activities occur in three geographic regions: Nevada, Louisiana and Eastern. The Company has aggregated its operations into three reportable segments based on the similar characteristics of the operating segments within the regions in which they operate. We, therefore, consider Eldorado Reno, Silver Legacy and Circus Reno as Nevada, Eldorado Shreveport as Louisiana, and Scioto Downs, Presque Isle Downs and Mountaineer as Eastern. Capitalized Interest. The interest cost associated with major development and construction projects is capitalized and included in the cost of the project. When no debt is incurred specifically for a project, interest is capitalized on amounts expended on the project using the weighted-average cost of the Company’s outstanding borrowings. Capitalization of interest ceases when the project is substantially complete or development activity is suspended for more than a brief period. For the year ended December 31, 2015, the Company had $0.2 million of capitalized interest costs. The Company did not record capitalized interest costs in 2014 and 2013. Recently Issued Accounting Pronouncements In February 2016, the FASB issued an accounting standards update which addresses the recognition and measurement of leases. Under the new guidance, for all leases (with the exception of short-term leases), at the commencement date, lessees will be required to recognize a lease liability, which is a lessee ’ s obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee's right to use, or control the use of, a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. Further, the new lease guidance simplifies the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and liabilities, which no longer provides a source for off balance sheet financing. The effective date for this update is for the annual and interim periods beginning after December 15, 2018 with early adoption permitted. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. We are currently evaluating the impact of adopting this accounting standard on our consolidated financial statements. In November 2015, the FASB issued ASU 2015-17, “Income Taxes—Balance Sheet Classification of Deferred Taxes”, which eliminates the guidance in Topic 740, Income Taxes, that required an entity to separate deferred tax liabilities and assets between current and noncurrent amounts in a classified balance sheet. The amendment require that all deferred tax liabilities and assets of the same tax jurisdiction or a tax filing group, as well as any related valuation allowance, be offset and presented as a single noncurrent amount in a classified balance sheet. The amendment is effective for annual periods beginning after December 15, 2016. Early application is permitted. The guidance may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company applied this guidance in the accompanying consolidated financial statements with prospective application effective October 1, 2015. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. ASU 2015-16 eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize a measurement-period adjustment during the period in which it determines the amount of the adjustment. The guidance is effective for public business entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. For all other entities, it is effective for fiscal years beginning after December 15, 2016. We are evaluating the effects, if any, that the adoption of this guidance will have on our consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory”, which requires that inventory within the scope of ASU 2015-11 be measured at the lower of cost and net realizable value. Inventory measured using last-in, first-out (LIFO) and the retail inventory method are not impacted by the new guidance. ASU 2015-11 applies to all other inventory, which includes inventory that is measured using first-in, first-out (FIFO) or average cost. An entity should measure inventory within the scope of ASU 2015-11 at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. ASU 2015-11 is effective for annual periods beginning after December 15, 2016. Early adoption is permitted. We are currently evaluating the impact on our financial statements and disclosures. In April 2015, the FASB issued an accounting standards update which changes the presentation of debt issuance costs in financial statements. Under the new standard, an entity presents such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. The amortization of the costs is reported as interest expense. In August 2015, the FASB issued an accounting standards update which clarifies that companies may continue to present unamortized debt issuance costs associated with line of credit arrangements as an asset. The new guidance should be applied on a retrospective basis, wherein the balance sheet of each individual period should be adjusted to reflect the period-specific effects of applying the new guidance. The effective dates for these updates were for the annual and interim periods beginning after December 15, 2015. We elected to early adopt this guidance during the third quarter of 2015. In February 2015, the FASB issued ASU 2015-02, “Amendments to the Consolidation Analysis”, which amends: the assessment of whether a limited partnership is a variable interest entity; the effect that fees paid to a decision maker have on the consolidation analysis; how variable interests held by a reporting entity’s related parties or de facto agents affect its consolidation conclusion; and for entities other than limited partnerships, clarifies how to determine whether the equity holders as a group have power over an entity. The new guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. We elected to early adopt this guidance during the fourth quarter of 2015. In January 2015, the FASB issued ASU No. 2015 ‑1, “Income Statement—Extraordinary and Unusual Items” (Subtopic 225 ‑20) which eliminates the concept of accounting of Extraordinary Items, previously defined as items that are both unusual and infrequent, which were reported as a separate item on the income statement, net of tax, after income from continuing operations. The elimination of this concept is intended to simplify accounting for unusual items and more closely align with international accounting practices. This amendment is effective for annual periods ending after December 15, 2015 and for subsequent interim and annual periods thereafter. Early adoption is permitted. We believe that the effects, if any, of the adoption of this guidance will not have a material impact on our consolidated financial statements. In August 2014, the FASB issued ASU No. 2014 ‑15, “Presentation of Financial Statements—Going Concern” (Subtopic 205 ‑40) which amends the current guidance in ASC Topic 205 by adding Subtopic 40. Subtopic 40 requires management to evaluate whether there are conditions or events that in aggregate would raise substantial doubt about an entity’s ability to continue as a going concern for one year from the date the financial statements are issued or available to be issued. If substantial doubt existed, management would be required to make certain disclosures related to nature of the substantial doubt and under certain circumstances, how that substantial doubt would be mitigated. This amendment is effective for annual periods ending after December 15, 2016 and for subsequent interim and annual periods thereafter. Early adoption is permitted. We are currently evaluating the effects, if any, adoption of this guidance will have on our consolidated financial statements. In June 2014, the FASB issued an accounting standards update with respect to performance share awards. This accounting standards update requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period or periods for which the requisite service has already been rendered. The effective date for this update is for the annual and interim periods beginning after December 15, 2015. Early adoption is permitted. We do not believe that the adoption of this accounting standard will have a material impact on our consolidated financial statements. In May 2014, the FASB issued ASU No. 2014 ‑9, “Revenue from Contracts with Customers”, which provides guidance for revenue recognition. The new standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry ‑specific guidance. The core principle of the revenue model is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard is designed to create greater comparability for financial statement users across industries and jurisdictions and also requires enhanced disclosures. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. Early adoption is not permitted. We are currently evaluating the impact of the adoption of ASU 2014 ‑09 on our consolidated financial statements. Reclassifications Certain reclassifications of prior year presentations have been made to conform to the current period presentation . |
Acquisition and Purchase Accoun
Acquisition and Purchase Accounting | 12 Months Ended |
Dec. 31, 2015 | |
Acquisition and Purchase Accounting | |
Acquisition and Purchase Accounting | Note 3. Acquisition and Preliminary Purchase Accounting Purchase of Silver Legacy and Circus Reno On November 24, 2015, the Company acquired all of the assets and properties of Circus Reno and the 50% membership interest in the Silver Legacy Joint Venture owned by Galleon, Inc. The total estimated purchase consideration is $224.9 million. The purchase consideration and allocation are still considered preliminary pending receipt of a final valuation report from third-pa r ty valuation specialists, the final determination of the income tax implications of the acquisition and fair values, and the finalization and approval by all parties of the purchase price allocation and working capital adjustments required under the Purchase and Sale Agreement. Purchase consideration calculation (dollars in thousands) Silver Legacy Circus Reno Total Cash consideration paid by ERI for MGM’s 50% equity interest and MGM’s member note $ $ $ Fair value of ERI’s preexisting 50% equity interest — Settlement of Silver Legacy’s long term debt(1) — Closing Silver Legacy and Circus Reno net working capital(2) Purchase consideration $ $ $ (1) Represents $5.0 million of short-term debt, $75.5 million of long-term debt, the remaining 50% of the $11.5 million of member notes (net of discount), and accrued interest. (2) Per the Purchase and Sale Agreement, the purchase price was $72.5 million plus the Final Closing Circus Reno Net Working Capital (as defined in the Purchase and Sale Agreement). The preliminary working capital adjustment was $8.0 million and is subject to final approval and possible adjustment. The transaction was accounted for using the acquisition method. Accordingly, goodwill if any, will be measured as the excess of the total consideration over the amounts assigned to the identifiable assets acquired and liabilities assumed. Preliminary Purchase Price Allocation – Silver Legacy and Circus Reno The following table summarizes the preliminary allocation of the estimated purchase consideration to the identifiable assets acquired and liabilities assumed in the Circus Reno/Silver Legacy Purchase. The fair values were based on management’s analysis, including preliminary work performed by third ‑party valuation specialists. The following table summarizes the preliminary purchase price allocation of the acquired assets and assumed liabilities as of December 31, 2015 (dollars in thousands): Silver Legacy Circus Reno Total Current and other assets, net $ $ $ Property and equipment Intangible assets(1) Other noncurrent assets — Net assets acquired $ $ $ (1) Intangible assets consist of trademarks which are non amortizable and loyalty programs which are amortized over one year. Fair valuation methods used for the identifiable net assets acquired in that acquisition make use of quoted prices in active markets and discounted cash flows using current interest rates and are provisional pending development of a final valuation. Trade receivables and payables, inventory as well as other current and noncurrent assets and liabilities were valued at the existing carrying values as they represented the fair value of those items at December 31, 2015, based on management’s judgments and estimates. The fair value estimate of property and equipment utilized a combination of the cost and market approaches, depending on the characteristics of the asset classification. The fair value of land was determined using the market approach, which considers sales of comparable assets and applies compensating factors for any differences specific to the particular assets. With respect to personal property components of the assets (gaming equipment, furniture, fixtures and equipment, computers, and vehicles) the cost approach was used, which is based on replacement or reproduction costs of the asset. Building and site improvements were valued using the cost approach using a direct cost model built on estimates of replacement cost. Trademark were valued using the relief ‑from ‑royalty method. The loyalty program was valued using a comparative business valuation method. Management has assigned trademarks an indefinite useful life, in accordance with its review of applicable guidance of ASC Topic No. 350, Intangibles—Goodwill and Other . The standard required management to consider, among other things, the expected use of the asset, the expected useful life of other related asset or asset group, any legal, regulatory, or contractual provisions that may limit the useful life, the Company’s own historical experience in renewing similar arrangements, the effects of obsolescence, demand and other economic factors, and the maintenance expenditures required to obtain the expected cash flows. In that analysis, management determined that no legal, regulatory, contractual, competitive, economic or other factors limit the useful lives of these intangible assets. The loyalty program is being amortized on a straight ‑line basis over a one year useful life. For the period from the Acquisition Date through December 31, 2015, the Silver Legacy generated net revenue of $13.5 million and a net loss of $0.3 million. Circus Reno generated net revenues of $8.3 million and net income of $1.4 million during the same period. Unaudited Pro Forma Information The following unaudited pro forma information presents the results of operations of the Company for the years ended December 31, 2015 and 2014, as if the Merger and A cquisition had both occurred on January 1, 2014 (in thousands except per share data). For the years ended December 31, 2015 2014 Net revenues $ $ Net income Net income per common share: Basic $ $ Diluted $ $ Weighted shares outstanding: Basic Diluted These pro forma results do not necessarily represent the results of operations that would have been achieved if the acquisition had taken place on January 1, 2014, nor are they indicative of the results of operations for future periods. The pro forma amounts include the historical operating results of the Company, MTR Gaming, the Silver Legacy and Circus Reno prior to the Merger and A cquisition, with adjustments directly attributable to the Merger and A cquisition. MTR Gaming Merger Consideration Transferred The total consideration paid was $103.0 million. The purchase consideration in a reverse acquisition is determined with reference to the value of equity that the accounting acquirer, HoldCo, would have had to issue to the owners of the accounting acquiree, MTR Gaming, to give them the same percentage interest in the combined entity. However, in a reverse acquisition between a public company as the legal acquirer and a private company as the accounting acquirer, the fair value of the legal acquirer’s publicly traded stock generally is a more reliable determination of the fair value of the purchase consideration than the fair value of the accounting acquirer’s untraded equity security, and, as such, is generally used in calculating the purchase consideration. Accordingly, the following table provides the calculation of the purchase price using the fair value of the outstanding common stock of MTR Gaming based on the closing stock price of $4.43 on the Merger Date, as well as a reconciliation of the total shares outstanding on the Merger Date. Final Purchase Price Allocation The following table summarizes the fair values of the assets acquired and liabilities assumed at the Merger Date. The fair values were based on management’s analysis, including work performed by third-party valuation specialists. The following table summarizes the final purchase price allocation of the acquired assets and assumed liabilities as recorded at fair value on the Merger Date (in thousands): Current and other assets $ Property and equipment Goodwill Intangible assets (1) Other noncurrent assets Total assets Current liabilities Long-term debt (2) Deferred income taxes (3) Other noncurrent liabilities Total liabilities assumed Net assets acquired $ (1) Intangible assets consist of gaming licenses, trade names and loyalty programs. (2) Long-term debt was comprised of MTR Second Lien Notes totaling $570.7 million. (3) Deferred tax liabilities were derived based on fair value adjustments for property and equipment, identified intangibles, deferred financing costs, certain long term liabilities and long-term debt. Goodwill, the excess of the purchase price of acquiring MTR Gaming over the fair market value of the net assets acquired, in the amount of $66.8 million was recorded as of the Merger Date. The Company considers the goodwill to represent benefits expected to be realized as a result of the Merger. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2015 | |
Accounts Receivable | |
Accounts Receivable | Note 4. Accounts Receivable Components of accounts receivable, net are as follows (in thousands): December 31, 2015 2014 Accounts receivable $ $ Allowance for doubtful accounts Total $ $ The provision for bad debt expense was $1.1 million and $0.8 million for the years ended December 31, 2014 and 2013, respectively. There was a benefit for bad debt expense of less than $0.1 million in 2015. Write ‑offs of accounts receivable were $1.1 million, $0.2 million and $1.1 million for the years ended December 31, 2015, 2014 and 2013, respectively. Recoveries of accounts receivable previously written off during the years ended December 31, 2015 and 2014 amounted to $0.2 million and $0.2 million , respectively and were less than $0.1 million during the year ended December 31, 2013. |
Investment in Unconsolidated Af
Investment in Unconsolidated Affiliates | 12 Months Ended |
Dec. 31, 2015 | |
Investment in Unconsolidated Affiliates | |
Investment in Unconsolidated Affiliates | Note 5. Investment in Unconsolidated Affiliates Hotel Partnership. The Company holds a 42.1% variable interest in a partnership with other investors to develop a new 118 -room Hampton Inn & Suites hotel to be developed at Scioto Downs. Pursuant to the terms of the partnership agreement, the Company contributed $1 million of cash and 2.4 acres of a leasehold immediately adjacent to the Brew Brothers microbrewery and restaurant at Scioto Downs. The partnership will be responsible for the construction of the hotel at an estimated cost of $15.0 million and other investor members have been identified to operate the hotel upon completion. The Company is not the primary beneficiary, and therefore, the entity is accounted for under the equity method of accounting. At December 31, 2015, the Company’s investment in the partnership was $1.3 million, classified as “Investment in and advances to unconsolidated affiliates” in the consolidated balance sheets, representing the Company’s maximum exposure to loss. Silver Legacy Joint Venture. Effective March 1, 1994, ELLC and Galleon, (each a “Partner” and, together, the “Partners”), entered into the Silver Legacy Joint Venture pursuant to a joint venture agreement (the “Joint Venture Agreement”) to develop the Silver Legacy. The Silver Legacy consists of a casino and hotel located in Reno, Nevada, which began operations on July 28, 1995. Prior to the Acquisition Date, each partner owned a 50% interest in the Silver Legacy Joint Venture. Prior to the Merger Date, the Company owned a 48.1% interest in the Silver Legacy Joint Venture by means of its 96.2% ownership of ELLC, which owned a 50% interest in the Silver Legacy Joint Venture. The noncontrolling interest’s share of $103,000 in income was reflected in the accompanying consolidated statements of operations for the year ended December 31, 2014. On the Acquisition Date, Resorts consummated the acquisition of the other 50% membership interest in the Silver Legacy Joint Venture owned by Galleon, Inc. pursuant to the Purchase Agreement and also exercised its right to acquire the 3.8% interest in ELLC held by certain affiliates of the Company. As a result of these transactions, ELLC became a wholly-owned subsidiary of ERI and Silver Legacy became an indirect wholly ‑owned subsidiary of ERI. In conjunction with the Acquisition, we recorded a $35.6 million gain related to the valuation of our pre-acquisition investment in the Silver Legacy Joint Venture. As consideration for the noncontrolling interest, the Company issued 373,135 shares of common stock. Subsequent to this action the Company owned 100% of ELLC. The Company valued the shares at the market price on the day the shares were issued to the noncontrolling interest holders. The value of the total consideration paid was $3.6 million. In December 2014, Silver Legacy deposited $5.0 million of cash into a cash collateral account securing its obligations under its credit agreement, which reduced the credit support obligation of each of ELLC and Galleon to $2.5 million each and resulted in the return of $2.5 million of the $5.0 million of cash collateral that Resorts previously provided as credit support for Silver Legacy’s obligations under its credit agreement. In August 2015, the remaining credit support obligation was released upon Silver Legacy’s deposit of an additional $5.0 million. The collateral deposit was included as noncurrent restricted cash in the amounts of $2.5 million in the accompanying consolidated balance sheets at December 31, 2014. On December 16, 2013, the Silver Legacy Joint Venture entered into a new senior secured term loan facility totaling $90.5 million (the “New Silver Legacy Credit Facility”) to refinance its indebtedness under its then existing senior secured term loan and Silver Legacy Second Lien Notes. The New Silver Legacy Credit Facility was scheduled to mature on November 16, 2017, which was the maturity date of the original Silver Legacy credit facility. In connection with the Circus Reno/Silver Legacy Purchase, all amounts outstanding under the Silver Legacy Credit Facility were paid in full and the cash collateral securing such obligations were released. Equity in income related to the Silver Legacy Joint Venture for the 2015 period prior to the Acquisition Date and for the years ended December 31, 2014 and 2013 amounted to $3.5 million, $2.0 million and 2.3 million, respectively. Summarized information for the Company’s investment in and advances to the Silver Legacy Joint Venture for 2015 prior to its acquisition by the Company and for the years ended December 31, 2014 and 2013 are as follows (in thousands): Period from, January 1, 2015 through November 23, For the year ended December 31, 2015 2014 2013 Beginning balance $ $ $ Equity in income of unconsolidated affiliate Gain on early extinguishment of debt of unconsolidated affiliate — — Gain on termination of supplemental executive retirement plan of unconsolidated affiliate — — Other comprehensive (loss) income-minimum pension liability adjustment of unconsolidated affiliate — Valuation of unconsolidated affiliate — — Net acquisition of non controlling interest — — Member’s distribution — — Ending balance $ $ $ Summarized balance sheet information for the Silver Legacy Joint Venture is as follows (in thousands): December 31, 2014 Current assets $ Property and equipment, net Other assets, net Total assets $ Current liabilities $ Long-term liabilities Partners’ equity Total liabilities and partners’ equity $ Summarized results of operations for the Silver Legacy Joint Venture are as follows (in thousands): Period from, January 1, 2015 through November 23, For the year ended December 31, 2015 2014 2013 Net revenues $ $ $ Operating expenses Operating income Other income (expense) Reorganization items — — Net income $ $ $ Tamarack. Prior to the Merger, Resorts owned a 21.3% interest in Tamarack, which owned and operated Tamarack Junction, a small casino in south Reno, Nevada. Donald L. Carano (“Carano”), who was the presiding member of Resorts’ Board of Managers and the Chief Executive Officer of Resorts, owned a 26.3% interest in Tamarack. Four members of Tamarack, including Resorts and three unaffiliated third parties, managed the business and affairs of Tamarack Junction. At December 31, 2013, Resorts’ financial investment in Tamarack was $5.3 million. Resorts’ capital contribution to Tamarack represented its proportionate share of the total capital contributions of the members. Resorts’ investment in Tamarack was accounted for using the equity method of accounting. Equity in income related to Tamarack for the period prior to its disposition in 2014 and for the year ended December 31, 2013 of $0.7 million and $1.1 million, respectively, is included as a component of operating income. On September 1, 2014, and as a condition to closing the Merger, Resorts distributed to HoldCo and HoldCo subsequently distributed to its members, including members of the Carano family, on a pro rata basis Resorts’ interest in Tamarack. No gain or loss was recognized in the accompanying unaudited consolidated financial statements as a result of such distribution because the distribution was in the amount of the book value of Tamarack. The distributed interests in Tamarack had a carrying amount of $5.5 million. Summarized information for the Company’s equity in Tamarack for 2014 prior to its disposition and for the year ended December 31, 2013 is as follows (in thousands): Period from, January 1, 2014 For the year ended through December 31, September 1, 2014 2013 Beginning balance $ $ Member’s distribution Equity in net income of unconsolidated affiliate Distribution of investment — Ending balance $ — $ Summarized unaudited results of operations for Tamarack are as follows (in thousands): Period from, January 1, 2014 For the year ended through December 31, September 1, 2014 2013 Net revenues $ $ Operating expenses Operating income Other expense Net income $ $ |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property and Equipment | |
Property and Equipment | Note 6. Property and Equipment Property and equipment consisted of the following (in thousands): Estimated Service Life December 31, (years) 2015 2014 Land and improvements — $ $ Buildings and other leasehold improvements 10 - 45 Riverboat 25 Furniture, fixtures and equipment 3 - 15 Furniture, fixtures and equipment held under capital leases (Note 16) 3 - 15 Construction in progress Less—Accumulated depreciation and amortization Property and equipment, net $ $ Substantially all property and equipment is pledged as collateral under our long ‑term debt (see Note 9). Depreciation expense, including amortization expense on capital leases, was $5 1.0 million, $2 6.9 million and $17.0 million for the years ended December 31, 2015, 2014 and 2013, respectively. At December 31, 2015 and 2014, accumulated depreciation and amortization includes $3.3 million and $3.4 million, respectively, related to assets acquired under capital leases. During the year ended December 31, 2015, Mountaineer submitted $3.9 million for reimbursement from the West Virginia Racing Commission for capital expenditures of which $1.3 million has been reimbursed in 2015. These reimbursement amounts were applied against the applicable acquisition costs, which resulted in corresponding adjustments to the basis of the capitalized fixed assets. These reimbursements, which are reflected within investing activities in our accompanying consolidated statement of cash flows, did not have a material impact on our consolidated financial statements. Future reimbursements from the West Virginia Racing Commission are subject to the availability of racing funds . In addition to the racing funds discussed above, Mountaineer also participates in a modernization fund which provides for reimbursement from amounts paid to the West Virginia Lottery Commission of $1 for each $2 expended for certain qualifying capital expenditures having a useful life of more than three years and placed into service after July 1, 2011. Qualifying capital expenditures include the purchase of slot machines and related equipment to the extent such slot machines are retained by Mountaineer at its West Virginia location for not less than five years. Any unexpended balance from a given fiscal year will be available for one additional fiscal year, after which time the remaining unused balance carr ied forward will be forfeited. As of December 31, 2015, Mountaineer remains eligible for $3.0 million under annual modernization fund grants that expire in varying dates through June 30, 2017. We can make no assurances Mountaineer will be able to make qualifying capital expenditures purchases sufficient to receive reimbursement of the available funds prior to their expiration nor that the modernization funds will continue to be available . |
Other and Intangible Assets, ne
Other and Intangible Assets, net | 12 Months Ended |
Dec. 31, 2015 | |
Other and Intangible Assets, net | |
Other and Intangible Assets, net | Note 7. Other and Intangible Assets, net Other and intangible assets, net, include the following amounts (in thousands): December 31, 2015 2014 Goodwill $ $ Gaming license (indefinite-lived) Trade names Loyalty programs Accumulated amortization trade names Accumulated amortization loyalty programs Total goodwill and other intangible assets $ $ Land held for development $ $ Other Total Other Assets, net $ $ Goodwill, the excess of the purchase price of acquiring MTR Gaming over the fair market value of the net assets acquired, in the amount of $66.8 million was recorded as of December 31, 2015. For financial reporting purposes, goodwill is not amortized, but is reviewed no less than annually or when events or circumstances indicate the carrying value might exceed the market value to determine if there has been an impairment in the recorded value. Included in gaming licenses is the Eldorado Shreveport gaming license recorded at $20.6 million at both December 31, 2015 and 2014. The license represents an intangible asset acquired from the purchase of a gaming entity located in a gaming jurisdiction where competition is limited, such as when only a limited number of gaming operators are allowed to operate. Included in gaming licenses are the gaming and racing licenses of Mountaineer, Presque Isle Downs and Scioto Downs totaling $482.1 million, which reflects the fair value of the licenses calculated as of the Merger Date, as well as the Eldorado Shreveport gaming license in the amount of $20.6 million as of December 31, 2015 and 2014. Gaming license rights are not subject to amortization as the Company has determined that they have an indefinite useful life. Trade names are amortized on a straight ‑line basis over a 3.5 year useful life and the loyalty program is amortized on a straight ‑line basis over a one year useful life. Amortization expense with respect to trade names and the loyalty program amounted to $1.9 million and $4.0 million, respectively, for the year ended December 31, 2015, which is included in depreciation and amortization in the consolidated statements of operations. Such amortization expense is expected to be $1.9 million during each of the years ended December 31, 2016 through 2017 and $0.4 million for the year ended December 31, 2018 . |
Accrued and Other Liabilities
Accrued and Other Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Accrued and Other Liabilities | |
Accrued and Other Liabilities | Note 8. Accrued and Other Liabilities Accrued and other liabilities consisted of the following (in thousands): December 31, 2015 2014 Accrued insurance and medical claims $ $ Unclaimed chips Accrued purses and track related liabilities Jackpot liabilities and other accrued gaming promotions Construction project and equipment liabilities Other $ $ |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure | |
Long-Term Debt | Note 9. Long ‑Term Debt Long-term debt consisted of the following (in thousands): December 31, 2015 2014 Senior Notes $ $ — Less: Unamortized debt issuance costs — Net — New Term Loan — Less: Unamortized discount and debt issuance costs — Net — New Revolving Credit Facility — Less: Unamortized debt issuance costs — Net — Resorts Senior Secured Notes — Less: Unamortized discount and debt issuance costs — Net — MTR Second Lien Notes — Add: Unamortized premium — Net — Capital leases Less: Current portion Total long-term debt $ $ Scheduled maturities of long ‑term debt are $93.5 million in 2020, $395.3 million in 2022 and $375.0 million in 2023. Debt issuance costs and the discount associated with the issuance of the Senior Notes, New Term Loan and New Revolving Credit Facility (as such terms are defined below) in July 2015 totaled $25.8 million. Amortization of debt issuance costs is computed using the effective interest method and is included in interest expense. Amortization of the debt issuance costs and the discount associated with the Senior Notes and New Credit Facility (as defined below) totaled $1.5 million for the year ended December 31, 2015. Amortization of Resorts’ bond costs was computed using the straight ‑line method, which approximated the effective interest method, over the term of the bonds, and was included in interest expense. Amortization expense with respect to deferred financing costs on Resorts Senior Secured Notes (as defined below) amounted to $0.5 million and $0.9 million for years ended December 31, 2015 and 2014, respectively. Refinancing Transaction and Senior Notes On July 23, 2015, the Company issued $375 million in aggregate principal amount of 7.0% senior notes due 2023 (“Senior Notes”) pursuant to the indenture, dated as of July 23, 2015 (the “Indenture”), at an issue price equal to 100.0% of the aggregate principal amount of the Senior Notes. The Senior Notes are guaranteed by all of the Company’s direct and indirect restricted subsidiaries other than immaterial subsidiaries, CC-Reno and the Silver Legacy Joint Venture. CC-Reno, LLC and the Silver Legacy Joint Venture will become guarantors upon receipt of the requisite gaming approvals. The Senior Notes will mature on August 1, 2023, with interest payable semi-annually in arrears on February 1 and August 1 of each year. The Company used the net proceeds from the Senior Notes offering together with borrowings under the New Term Loan and the New Revolving Credit Facility (as defined below) to (i) purchase or otherwise redeem (a) all of the outstanding Resorts Senior Secured Notes and (b) all of the outstanding MTR Second Lien Notes, (ii) pay a portion of the purchase price for the Circus Reno/Silver Legacy Purchase and repay all amounts outstanding under the Silver Legacy Joint Venture credit facility, and (iii) pay fees and costs associated with such transactions. Net proceeds from the Senior Notes offering totaling $50.0 million were used for the Circus Reno/Silver Legacy Purchase on the Acquisition Date. As a result of the July 2015 refinancing, we recognized a $1.9 million net loss on the early retirement of debt. On or after August 1, 2018, the Company may redeem all or a portion of the Senior Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest and additional interest, if any, on the Senior Notes redeemed, to the applicable redemption date, if redeemed during the twelve month period beginning on August 1 of the years indicated below: Year Percentage 2018 % 2019 % 2020 % 2021 and thereafter % Prior to August 1, 2018, the Company may redeem all or a portion of the Senior Notes at a price equal to 100% of the Senior Notes redeemed plus accrued and unpaid interest to the redemption date, plus a make-whole premium. At any time prior to August 1, 2018, the Company is also entitled to redeem up to 35% of the original aggregate principal amount of the Senior Notes with proceeds of certain equity financings at a redemption price equal to 107% of the principal amount of the Senior Notes redeemed, plus accrued and unpaid interest. If the Company experiences certain change of control events (as defined in the Indenture), it must offer to repurchase the Senior Notes at 101% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date. If the Company sells assets under certain circumstances and does not use the proceeds for specified purposes, the Company must offer to repurchase the Senior Notes at 100% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date. The Senior Notes are subject to redemption imposed by gaming laws and regulations of applicable gaming regulatory authorities. The Indenture contains certain covenants limiting, among other things, the Company’s ability and the ability of its subsidiaries (other than its unrestricted subsidiaries) to: · pay dividends or distributions or make certain other restricted payments or investments; · incur or guarantee additional indebtedness or issue disqualified stock or create subordinated indebtedness that is not subordinated to the Senior Notes or the guarantees of the Senior Notes; · create liens; · transfer and sell assets; · merge, consolidate, or sell, trainer or otherwise dispose of all or substantially all of the Company’s assets; · enter into certain transactions with affiliates; · engage in lines of business other than the Company’s core business and related businesses; and · create restrictions on dividends or other payments by restricted subsidiaries. These covenants are subject to a number of exceptions and qualifications as set forth in the Indenture. The Indenture also provides for customary events of default which, if any of them occurs, would permit or require the principal of and accrued interest on such Senior Notes to be declared due and payable. As of December 31, 2015, the Company was in compliance with all of the covenants under the Indenture relating to the Senior Notes. New Credit Facility On July 23, 2015, the Company entered into a new $425.0 million seven year term loan (the “New Term Loan”) and a new $150.0 million five year revolving credit facility (the “New Revolving Credit Facility” and, together with the New Term Loan, the “New Credit Facility”). Also on July 23, 2015, the Company borrowed $40.0 million under the New Revolving Credit Facility. As of December 31, 2015, the Company had $422.9 million outstanding on the New Term Loan and $93.5 million in borrowings outstanding under the New Revolving Credit Facility. The Company had $56.5 million of available borrowing capacity under its New Revolving Credit Facility as of December 31, 2015. At December 31, 2015, the interest rate on the New Term Loan was 4.25% and the average interest rate on the New Revolving Credit Facility was 3.7% . The New Term Loan bears interest at a rate per annum of, at the Company’s option, either (x) LIBOR plus 3.25% , with a LIBOR floor of 1.0% , or (y) a base rate plus 2.25% . Borrowings under the New Revolving Credit Facility bear interest at a rate per annum of, at the Company’s option, either (x) LIBOR plus a spread ranging from 2.5% to 3.25% or (y) a base rate plus a spread ranging from 1.5% to 2.25% , in each case with the spread determined based on the Company’s total leverage ratio. Additionally, the Company pays a commitment fee on the unused portion of the New Revolving Credit Facility not being utilized in the amount of 0.50% per annum . The New Credit Facility is secured by substantially all of the Company’s personal property assets and substantially all personal property assets of each subsidiary that guaranties the New Credit Facility (other than certain subsidiary guarantors designated as immaterial or restricted subsidiaries) (the ‘‘New Credit Facility Guarantors’’), whether owned on the closing date of the New Credit Facility or thereafter acquired, and mortgages on the real property and improvements owned or leased us or the New Credit Facility Guarantors. The New Credit Facility is also secured by a pledge of all of the equity owned by us and the New Credit Facility Guarantors (subject to certain gaming law restrictions). The credit agreement governing the New Credit Facility contains a number of customary covenants that, among other things, restrict, subject to certain exceptions, the Company’s ability and the ability of the New Credit Facility Guarantors to incur additional indebtedness, create liens on collateral, engage in mergers, consolidations or asset dispositions, make distributions, make investments, loans or advances, engage in certain transactions with affiliates or subsidiaries or make capital expenditures. The credit agreement governing the New Credit Facility also includes requirements the Company maintains a maximum total leverage ratio and a minimum interest coverage ratio (adjusting over time). The Company is required to maintain a maximum total leverage ratio of 6.75 to 1.00 from the closing date through December 31, 2015, 6.00 to 1.00 from January 1, 2016 to December 31, 2017 and 5.00 to 1.00 thereafter. In addition, the Company is required to maintain a minimum interest coverage ratio of 2.50 to 1.00 from the closing date through December 31, 2015, and 2.75 to 1.00 from January 1, 2016 through December 31, 2016 and 3.00 to 1.00 thereafter. A default of the financial ratio covenants shall only become an event of default under the New Term Loan if the lenders providing the New Revolving Credit Facility take certain affirmative actions after the occurrence of a default of such financial ratio covenants. The credit agreement governing the New Credit Facility contains a number of customary events of default, including, among others, for the non-payment of principal, interest or other amounts, the inaccuracy of certain representations and warranties, the failure to perform or observe certain covenants, a cross default to other indebtedness including the Senior Notes, certain events of bankruptcy or insolvency; certain ERISA events, the invalidity of certain loan documents, certain changes of control and the loss of certain classes of licenses to conduct gaming. If any event of default occurs, the lenders under the New Credit Facility would be entitled to take various actions, including accelerating amounts due thereunder and taking all actions permitted to be taken by a secured creditor. As of December 31, 2015, the Company was in compliance with the covenants under the New Credit Facility. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes | |
Income Taxes | Note 10. Income Taxes The components of the Company’s provision for income taxes for the years ended December 31, 2015 and 2014 are presented below (amounts in thousands). For the year ended December 31, 2013, the Company was treated as a partnership for income tax purposes. 2015 2014 Current: Federal $ $ State Local Total current Deferred: Federal State Local Total deferred Income tax (benefit) expense $ $ The following is a reconciliation of the statutory federal income tax rate (benefit) to the Company’s effective tax rate for the years ended December 31, 2015 and 2014: 2015 2014 Federal statutory rate % % State and local taxes % % State tax rate adjustment % — % Permanent items % % Valuation allowance % % Minority interest % % Change in tax status % % Non-taxable gain on fair value adjustment % — % Other % % (Benefit) provision for income taxes % % For the year ended December 31, 2015, the difference between the effective rate and the statutory rate is attributable primarily to the release of most of the federal valuation allowance on the Company’s deferred tax assets and the non-taxable gain on the fair value adjustment of previously unconsolidated affiliate. The Company continues to provide for a valuation allowance against net federal and state deferred tax assets associated with non-operating land, the sale of which could result in capital losses that can only be offset against capital gains. The Company also continues to provide for a valuation allowance against net state deferred tax assets relating to operations in Pennsylvania and West Virginia. Management determined it was not more-likely-than-not that the Company will realize these net deferred tax assets. For the year ended December 31, 2014, the difference between the effective rate and the statutory rate is attributed primarily to the federal and state valuation allowances on the Company’s deferred tax assets. As a result of the Company’s net operating losses and net deferred tax asset position as of December 31, 2014 (after exclusion of certain deferred tax liabilities that generally cannot be offset against deferred tax assets, known as “Naked Credits”), the Company provided for a full valuation allowance against substantially all of the net federal and the net state deferred tax assets. A valuation allowance is recognized if, based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax asset will not be realized. Management must analyze all available positive and negative evidence regarding realization of the deferred tax assets and make an assessment of the likelihood of sufficient future taxable income. For the year ended December 31, 2014, the Company was in a three-year cumulative loss position, which was significant negative evidence, and the Company did not have positive evidence to outweigh the negative evidence. For the year ended December 31, 2015, the Company’s position changed to a three-year cumulative income position. Additionally, due to positive evidence including reduction in interest expense and acquisitions of properties with positive operations, management believes it is more-likely-than-not to realize its federal, Louisiana and City of Columbus, Ohio deferred tax assets with the exception of non-operating land. The Company will continue to evaluate the realization of its deferred tax assets on a quarterly basis and make adjustments to its valuation allowance as appropriate. Prior to September 19, 2014, HoldCo was taxed as a partnership under the Internal Revenue Code pursuant to which income taxes were primarily the responsibility of the partners. The Company is a C Corporation subject to the federal and state corporate ‑level income taxes at prevailing corporate tax rates. As a result of this change in status, a state tax expen se of $0.7 million was recognized by the Company during 2014. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s net deferred taxes related to continuing operations at December 31, 2015 and 2014 are as follows (amounts in thousands): 2015 2014 Deferred tax assets: Loss and credit carryforwards $ $ Accrued expenses Fixed assets Investment in partnerships — Debt Stock-based compensation Other Deferred tax liabilities: Identified intangibles Investment in partnerships — Prepaid expenses Other — Valuation allowance Net deferred tax liabilities $ $ At December 31, 2015, management determined it was more ‑likely ‑than ‑not that the Company will realize its federal, Louisiana and Columbus, Ohio deferred tax assets. The recognition of the federal deferred tax assets during 2015 resulted in an income tax benefit of $80.3 million. Management has determined that it is not more-likely-than-not that the Company will realize its Pennsylvania and West Virginia deferred tax assets. Therefore, a full valuation allowance has been recognized against these deferred tax assets, excluding deferred tax liabilities related to indefinite ‑lived assets. These indefinite ‑lived assets primarily related to gaming licenses in various jurisdictions. These gaming licenses are not being amortized for book purposes, and will only reverse upon ultimate sale or book impairment. Due to the uncertain timing of such reversal, the temporary differences associated with indefinite ‑lived intangibles and certain land improvements cannot be considered a source of future taxable income for purposes of determining the valuation allowance. As of December 31, 2015, the Company had federal and state net operating loss carryforwards of $133.3 million and $40.0 million, respectively. The federal and state net operating losses begin to expire in 2027 and 2018, respectively. As of December 31, 2015, the Company had Alternative Minimum Tax credit carryforwards of $0.6 million, which can be carried forward indefinitely. As of December 31, 2015, the Company had federal jobs credit carryforwards of $ 0.8 million, which begin to expire in 2026. Utilization of net operating loss, credit, and other carryforwards are sub ject to annual limitations due to ownership changes as provided by the Internal Revenue Code of 1986, as amended and similar state provisions. An ownership change is defined as a greater than 50% change in ownership by 5% shareholders in any three ‑year period. Under Sections 382 and 383 of the Internal Revenue Code of 1986, as amended, the Company had a “change in ownership” event that limits the utilization of net operating loss, credit, and other carryforwards that were previously available to MTR Gaming Group to offset future taxable income. The “change in ownership” event occurred on September 19, 2014 in connection with the merger with MTR Gaming Group. This limitation resulted in no significant loss of federal attributes, but did result in significant loss of state attributes. The federal and state net operating loss credit and other carryforwards are stated net of limitations. As of December 31, 2015, there were no unrecognized tax benefits and the Company does not expect a significant increase or decrease to the total amounts of unreco gnized tax benefits within the next twelve months. We recognize accrued interest and penalties related to unrecognized tax benefits in income tax expense. The Company files a US federal and various state and local income tax returns. With few exceptions, the Company is no longer subject to US federal or state and local tax examinations by tax authorities for years before 2012. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2015 | |
Employee Benefit Plans | |
Employee Benefit Plans | Note 11. Employee Benefit Plans Resorts’ Plans. Resorts participates in a multi-employer savings plan (the “401(k) Plan”) qualified under Sections 401(a) and 401(k) of the Internal Rev enue Code of 1986, as amended. The 401(k) Plan in which Resorts participates functions as an aggregation of several single-employer plans in order to enable the participating employers to pool plan assets for investment purposes and to reduce the costs of plan administration. The 401(k) Plan maintains separate accounts for each employer so that each employer’s contributions provide benefits only for its employees. Generally, all employees of Resorts who are 21 years of age or older, who have completed six months and 1,000 hours of service and who are not covered by collective bargaining agreements, including the named executive officers, are eligible to p articipate in the 401(k) Plan. Employees who elect to participate in the 401(k) Plan may defer up to 100% but not less than 1% of their annual compensation, subject to statu tory and certain other limits. Effective February 15, 2009, Resorts ceased making matching con tributions to the 401(k) Plan. Effective February 1, 2014, Eldorado Reno reinstated an employer matching contribution up to 25 percent of the first four percent of each particip ating employee’s compensation. Employees of the Eldorado Shreveport also partic ipate in Resorts’ 401(k) Plan. The plan covering Eldorado Shreveport’s employees allows for an employer contribution up to 50 percent of the first six percent of each participating employee’s contribution, subject to statu tory and certain other limits. Resorts’ matching contributions were $0.5 million, $0.4 million and $0.2 million, respectively, for the years ended December 31, 2015, 2014 and 2013. MTR Gaming’s Plans. In December 2008, MTR Gaming established the MTR Gaming Group, Inc. Retirement Plan (the “MTR Retirement Plan”). At that time, the Mountaineer qualified defined contribution plan and the Scioto Downs’ 401(k) plan were merged into the MTR Retirement Plan. Additionally, the Retirement Plan provides 401(k) participation to Presque Isle Downs’ employees. Matching contributions by MTR Gaming were $0.1 million and $0.1 million for 2015 and the 2014 period subsequent to the Merger Date, respectively . Mountaineer’s qualified defined contribution plan (established by West Virginia legislation) covers substantially all of its employees and was merged as a component of the MTR Retirement Plan as previously discussed. Contributions to the plan are based on 1/4% of the race track and simulcast wagering handles and approximately 1% of the net win from gaming operations until the racetrack reaches its Excess Net Terminal Income threshold, which for Mountaineer is approximately $160 million per year based on th e state’s June 30 fiscal year. Contributions to the MTR Retirement Plan for the benefit of Mountaineer employees were $1.3 million and $ 0.4 million for 2015 and for the 2014 period subsequent to the Merger Date, respectively . Scioto Downs sponsors a noncontributory defined-benefit plan covering all full-time employees meeting certai n age and service requirements. On May 31, 2001, the plan was amended to freeze eligibility, accrual of years of service and benefits. Scioto Downs’ pension income during the 2014 period subsequent to the Merger Date was $39,000 . As of December 31, 2015, the fair value of the plan assets was $1.1 million and the fair value of the benefit obligations was $0.9 million, resulting in an over-funded status of $0.3 million. The plan assets are comprised primarily of money market and mutual funds whose values are determined based on quoted market prices and are classified in Level 1 of the fair value hierarchy. We did not make cash contributions to the Scioto Downs pension plan during 2015. On January 1, 2016 the Company established a new multi ‑employer savings plan for all of its employees. The plan covering Resorts’ employees allows for an employer contribution up to 50 percent of the first four percent of each participating employee’s contribution, up to a maximum of $1,000 , subject to statutory and certain other limits. |
Common Stock and Incentive Awar
Common Stock and Incentive Awards | 12 Months Ended |
Dec. 31, 2015 | |
Common Stock and Incentive Awards | |
Common Stock and Incentive Awards | Note 12. Common Stock and Incentive Awards Common Stock and Stock ‑Based Awards The Company has authorized common stock of 100,000,000 shares, par value $0.00001 per share. The Company accounts for stock-based compensation in accordance with ASC 718, Compensation—Stock Compensation . Total stock-based compensation expense recognized was $1.5 million during the year ended December 31, 2015. There was no stock based compensation expense in 2014. These amounts are included in corporate expenses in the Company’s consolidated statements of operations. The Board of Directors (“BOD”) adopted the Eldorado Resorts, Inc. 2015 Equity Incentive Plan (“2015 Plan”) on January 23, 2015 and our shareholders subsequently approved the adoption of the 2015 Plan on June 23, 2015. The Plan permits the granting of stock options, including incentive stock options (“ERI Stock Options”), stock appreciation rights (“SARs”), restricted stock or restricted stock units (“RSUs”), performance awards, and other stock-based awards and dividend equivalents. ERI Stock Options primarily vest ratably over three years and RSUs granted to employees and executive officers primarily vest and become non-forfeitable upon the third anniversary of the date of grant. RSUs granted to non-employee directors vest immediately and are delivered upon the date that is the earlier of termination of service on the BOD or the consummation of a change of control of the Company. The performance awards relate to the achievement of defined levels of performance and are generally measured over a one or two-year performance period depending upon the award agreement. If the performance award levels are achieved, the awards earned will vest and become payable at the end of the vesting period, defined as either a one or two calendar year period following the performance period. Payout ranges are from 0% up to 200% of the award target. Other stock-based awards will consist of any right which is not an ERI Stock Option, SAR, RSU, or performance award, and an award based on shares of the Company’s common stock. On January 23, 2015, the Compensation Committee of the BOD of the Company approved the grant of 685,606 RSUs and performance awards with a fair value of $4.03 per unit, the NASDAQ average price per share on that date, to executive officers and certain key employees under the 2015 Plan, and the grant of 89,900 RSUs with a fair value of $4.03 per unit, the NASDAQ average price per share on that date, to non-employee members of the BOD under the 2015 Plan. Such awards became effective upon our shareholders’ approval of the 2015 Plan on June 23, 2015. Throughout 2015, an additional 9,171 RSUs were granted to certain employees under the 2015 Plan. A summary of the RSU activity for the year ended December 31, 2015 is as follows: Weighted-Average Weighted-Average Equity Grant Date Remaining Aggregate Awards Fair Value Contractual Life Fair Value (in years) (in millions) Unvested outstanding as of December 31, 2014 — $ — — — Granted (1) Vested Unvested outstanding as of December 31, 2015 $ $ (1) Includes 475,409 of performance awards expected to be awarded at 135% of target. As of December 31, 2015, the Company had $2.4 million of unrecognized compensation expense, including performance awards at the 135% target, related to unvested RSUs that is expected to be recognized over a weighted-average period of 2.12 years. During the first quarter of 2016, an executive officer terminated employment with the Company. In conjunction with the termination, unvested RSU’s totaling 75,516 , which were outstanding as of December 31, 2015, subsequently vested. As a result, stock compensation expense totaling $0.3 million and severance costs totaling $0.8 million were recognized during the first quarter of 2016. On September 19, 2014, as a result of the Merger, all MTR Gaming common stock, par value $0.00001 per share (“MTR Stock”), all options and rights to receive MTR Gaming Stock (each, a “Stock Option”) granted under the MTR Gaming 2010 Long Term Incentive Plan (the “ MTR Plan”), and all restricted stock units in respect of shares of MTR Gaming Stock (each, an “MTR RSU”) that were outstanding immediately prior to the Effective Time were converted into a right to receive shares of ERI Stock, or options to acquire ERI Stock, as follows: · 5,785,123 shares of MTR Stock converted into a right to receive $6.05 in cash per each share of MTR Stock, and the remaining 22,600,961 shares of MTR Stock converted into the right to receive one share of ERI Common Stock per each share of MTR Stock. · All outstanding MTR Gaming Stock options vested (to the extent not already vested) and converted into an option or right to purchase the same number of shares of ERI Common Stock (at the same exercise price per share as in effect prior to such conversion). All other terms, except vesting requirements, applicable to such stock options remain the same. · Each MTR RSU that was outstanding under the MTR Plan (including any such MTR RSUs held in participant accounts under any employee benefit or compensation plan or arrangement of MTR Gaming) were settled in the same number of shares of ERI stock as the number of shares of MTR Stock that were subject to such MTR RSU immediately prior to the Effective Time. No further vesting, lapse, or other restrictions under the terms of the prior award agreement applicable to such MTR RSU will apply. Upon consummation of the Mergers, the Company assumed the MTR Plan from MTR Gaming in accordance with the Plan’s terms. No future equity awards will be made pursuant to the MTR Plan. However, outstanding awards granted under the MTR Plan will continue unaffected. Due to the MTR Gaming Stock Options being fully vested immediately prior to the Mergers and no additional equity awards being issued by the Company subsequent to the Merger, the Company did not record any stock ‑based compensation expense during the year ended December 31, 2014. A summary of the Stock Option activity from the date of the Merger Date is as follows: Weighted-Average Range of Weighted-Average Remaining Aggregate Options Exercise Prices Exercise Price Contractual Life Intrinsic Value (in years) (in millions) Outstanding as of Merger Date $ - $16.27 $ Granted Exercised $ - $3.94 $ Expired — — — Forfeited — — — Outstanding and Exercisable as of December 31, 2014 $ - $16.27 $ $ Expired $11.30 $ Outstanding and Exercisable as of December 31, 2015 $ - $16.27 $ $ There were no options exercised in 2015. Cash received from the exercise of stock options was $0.2 million for the year ended December 31, 2014. The Company did not recognize a tax benefit from the stock option exercises as the Company is in a net operating loss carryforward position. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings per Share | |
Earnings per Share | Note 13. Earnings per Share The following table illustrates the required disclosure of the reconciliation of the numerators and denominators of the basic and diluted net income per share computations during the years ended December 31, 2015, 2014 and 2013 (dollars in thousands, except per share amounts): 2015 2014 2013 Net income (loss) available to common stockholders $ $ $ Shares outstanding: Weighted average shares outstanding Diluted shares outstanding Basic net income (loss) per common share $ $ $ Diluted net income (loss) per common share $ $ $ As the accounting acquirer in the Merger and in accordance with the applicable accounting guidance in ASC 805, for purposes of computing comparative earnings per share, the Company has presented the historical weighted average number of common shares outstanding multiplied by the exchange ratio established in the Merger Agreement (see Note 3) for the year ended December 31, 2013. At the Merger Date, there were no dilutive securities outstanding. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss) Income | 12 Months Ended |
Dec. 31, 2015 | |
Accumulated Other Comprehensive (Loss) Income | |
Accumulated Other Comprehensive (Loss) Income | Note 14. Accumulated Other Comprehensive Income (Loss) The Company’s accumulated other comprehensive loss is related to the Scioto Downs defined benefit pension plan. A summary of the change in accumulated other comprehensive income during the year ended December 31, 2015 is as follows (in thousands): Balance as of December 31, 2014 $ Other comprehensive loss before reclassifications, net of tax of $2 Balance as of December 31, 2015 $ |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value of Financial Instruments | |
Fair Value Measurements | Note 15. Fair Value Measurements The following methods and assumptions are used to estimate the fair value of each class of financial instruments for which it is practical to estimate fair value: Cash and Cash Equivalents : Cash equivalents include investments in money market funds. Investments in this category can be redeemed immediately at the current net asset value per share. A money market fund is a mutual fund whose investments are primarily in short ‑term debt securities designed to maximize current income with liquidity and capital preservation, usually maintaining per share net asset value at a constant amount, such as one dollar. The carrying amounts approximate the fair value because of the short maturity of those instruments. Restricted Cash : The credit support deposit was classified as Level 1 as its carrying value approximates market prices. Advance to Silver Legacy Joint Venture: The $7.5 million note receivable, which was settled at the Acquisition Date as part of the Circus Reno/Silver Legacy Purchase, due to ELLC from the Silver Legacy Joint Venture (see Note 5) was classified as Level 2 based upon market ‑based inputs. Long ‑term Debt : The $375 million in aggregate principal amount of Senior Notes, Resorts Senior Secured Notes and MTR Second Lien Notes were classified as Level 2 based upon market ‑based inputs. The fair value of the Senior Notes was calculated based on management’s estimates of the borrowing rates available as of December 31, 2015, for debt with similar terms and maturities. The fair value of Resorts Senior Secured Notes and the MTR Second Lien Notes were based on quoted market prices as of December 31, 2014. Term Loan : Resorts’ term loan under the New Credit Facility (see Note 9) is classified as Level 2 as it is tied to market rates of interest and its carrying value approximates market value. Revolving Credit Facility : Resorts’ revolving credit facility under the New Credit Facility (see Note 9) is classified as Level 2 as it is tied to market rates of interest and its carrying value approximates market value. Acquisition ‑Related Contingent Considerations : Contingent consideration related to the July 2003 acquisition of Scioto Downs represents the estimate of amounts to be paid to former stockholders of Scioto Downs under certain earn ‑out provisions. We consider the acquisition ‑related contingency’s fair value measurement, which includes forecast assumptions, to be Level 3 within the fair value hierarchy. The fair value of the acquisition ‑related contingent consideration was based on its fair value as of the Merger Date. The estimated fair values of the Company’s financial instruments are as follows (amounts in thousands): December 31, 2015 December 31, 2014 Carrying Fair Carrying Fair Amount Value Amount Value Financial assets: Cash and cash equivalents $ $ $ $ Restricted cash Advance to Silver Legacy Joint Venture — — — Financial liabilities: 7.0% Senior Notes $ $ $ — $ — New Term Loan — — New Revolving Credit Facility — — 8.625% Senior Secured Notes — — 11.5% Senior Secured Second Lien Notes — — Acquisition-related contingent considerations The following table represents the change in acquisition ‑related contingent consideration liabilities during the period from the Merger Date to December 31, 2015 (amounts in thousands): Balance as of Merger Date $ Amortization of present value discount(1) Fair value adjustment for change in consideration expected to be paid(2) Settlements — Balance as of December 31, 2014 Amortization of present value discount(1) Fair value adjustment for change in consideration expected to be paid(2) Settlements Balance as of December 31, 2015 $ (1) Changes in present value are included as a component of interest expense in the consolidated statements of operations. (2) Fair value adjustments for changes in earn-out estimates are recorded as a component of general and administrative expense in the consolidated statements of operations. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies. | |
Commitments and Contingencies | Note 16. Commitments and Contingencies Capital Leases. The Company leases certain equipment under agreements classified as capital leases. The future minimum lease payments, including interest, at December 31, 2015 are $0.3 million in 2016, 2017 and 2018. After reducing these amounts for interest of $0.1 million, the present value of the minimum lease payments at December 31, 2015 is $0.8 million. Operating Leases. The Company leases land and certain equipment, including some of our slot machines, timing and photo finish equipment, videotape and closed circuit television equipment, and certain pari ‑mutuel equipment, under operating leases. Future minimum payments under non ‑cancellable operating leases with initial terms of one year or more consisted of the following at December 31, 2015 (in thousands): Leases 2016 $ 2017 2018 2019 2020 Thereafter $ Total rental expense under operating leases (exclusive of the Shreveport ground lease described below) was $3.7 million, $2.3 million and $1.6 million for the years ended December 31, 2015, 2014 and 2013, respectively. Additional rent for land upon which the Eldorado Reno resides of $0.6 million in each of the years ended December 31, 2015, 2014 and 2013 was paid to C. S. & Y. Associates, a general partnership of which Donald L. Carano is a general partner (see Note 17). This rental agreement expires June 30, 2027 and the rental payments are more fully described in Note 17, Related Parties. Eldorado Shreveport is party to a ground lease with the City of Shreveport for the land on which the casino was built. The lease had an initial term which ended December 20, 2010 with subsequent renewals for up to an additional 40 years. The base rental amount during the initial ten -year lease term was $0.5 million per year. The Louisiana Partnership has extended the lease for the first five - year renewal term during which the base annual rental is $0.4 million . The annual base rental payment will increase by 15% during each of the second, third, fourth and fifth five ‑year renewal terms with no further increases. The base rental portion of the ground lease is being amortized on a straight ‑line basis. In addition to the base rent, the lease requires percentage rent based on adjusted gross receipts to the City of Shreveport and payments in lieu of admission fees to the City of Shreveport and the Bossier Parish School Board. Expenses under the terms of the ground lease are as follows (in thousands): For the year ended December 31, 2015 2014 2013 Ground lease: Base rent $ $ $ Percentage rent Payment in lieu of admissions fees and school taxes $ $ $ Bond Requirements. Mountaineer is required to maintain bonds in the aggregate amount of $1.1 million for the benefit of the West Virginia Lottery Commission, Presque Isle Downs is required to maintain a slot machine payment bond for the benefit of the Commonwealth of Pennsylvania in the amount of $1.0 million and Scioto Downs is required to maintain a VLT license bond for the benefit of the Ohio Lottery Commission in the amount of $1.0 million. The bonding requirements have been satisfied via the issuance of surety bonds. Litigation. We are a party to various lawsuits, which have arisen in the normal course of our business. Estimated losses are accrued for these lawsuits and claims when the loss is probable and can be estimated. The current liability for the estimated losses associated with those lawsuits is not material to our consolidated financial condition and those estimated losses are not expected to have a material impact on our results of operations. Collective Bargaining Agreements. As of December 31, 2015, we had approximately 7,800 employees. As of such date, we had 11 collective bargaining agreements covering approximately 1,100 employees . Ohio Gaming Referendum Challenge . On October 21, 2011, the Ohio Roundtable filed a complaint in the Court of Common Pleas in Franklin County, Ohio against a number of defendants, including the Governor, the Ohio Lottery Commission and the Ohio Casino Control Commission. The complaint alleges a variety of substantive and procedural defects relative to the approval and implementation of video lottery terminals as well as several counts dealing with the taxation of standalone casinos. As interveners, we, along with four of the other racinos in Ohio, filed motions for judgment on the pleadings to supplement the position of the Racing Commission. In May 2012, the Court of Common Pleas dismissed the case; however, the plaintiffs filed an appeal and oral arguments were held on January 17, 2013 in the 10 th District Court of Appeals. In March 2013, the Court of Appeals upheld the ruling. The decision of the Appeals Court was appealed to the Ohio Supreme Court by the plaintiffs on April 30, 2013 and the Ohio Supreme Court has elected to accept the appeal. The Ohio Supreme Court temporarily stayed the appeal until it first ruled on a matter with similar procedural issues. A decision was issued on that case on June 10, 2014. In response to a motion to dismiss as improvidently granted which was filed jointly by Appellees, the remaining propositions of law were briefed by the parties and oral argument before the Ohio Supreme Court was held on June 23, 2015. A decision on the case has not been issued by the Ohio Supreme Court. Environmental Remediation. In October 2004, the Company acquired 229 acres of real property, known as the International Paper site, as an alternative site to build Presque Isle Downs. In connection with the acquisition of the International Paper site, the Company entered into a consent order and decree (the “Consent Order”) with the PaDEP and International Paper insulating us from liability for certain pre ‑existing contamination, subject to compliance with the Consent Order, which included a proposed environmental remediation plan for the site, which was tied specifically to the use of the property as a racetrack. The proposed environmental remediation plan in the Consent Order was based upon a “baseline environmental report” and management estimated that such remediation would be subsumed within the cost of developing the property as a racetrack. The racetrack was never developed at this site. In October 2005, the Company sold 205 acres to GEIDC who assumed primary responsibility for the remediation obligations under the Consent Order relating to the property they acquired. However, the Company was advised by the PaDEP that it was not released from its liability and responsibility under the Consent Order. The Company also purchased an Environmental Risk Insurance Policy in the amount of $10.0 million with respect to the property, which was renewed in October 2015 for a period of one year. The Company believes that the insurance coverage is in excess of any exposure that we may have in this matter. Regulatory Gaming Assessments. The Pennsylvania Gaming Control Board (the “PGCB”), the Pennsylvania Department of Revenue and the Pennsylvania State Police (collectively “the Borrowers”), were required to fund the costs they incurred in connection with the initial development of the infrastructure to support gaming operations in Pennsylvania as well as the initial ongoing costs of the Borrowers. The initial funding of these costs was provided from a loan from the Pennsylvania General Fund in the amount of $36.1 million, and further funding was provided from additional loans from the Pennsylvania Property Tax Reserve Fund in the aggregate amount of $63.8 million. The Pennsylvania Department of Revenue will assess all licensees, including Presque Isle Downs, their proportionate share of amounts represented by the borrowings, which are in the aggregate amount of $99.9 million, once the designated number of Pennsylvania’s slot machine licensees is operational. On July 11, 2011, the PGCB issued an administrative order which established that payments associated with the $63.8 million that was borrowed from the Property Tax Reserve Fund would commence on January 1, 2012. The repayment allocation between all current licensees is based upon equal weighting of (1) cumulative gross slot revenue since inception in relation to the combined cumulative gross slot revenue for all licensees and (2) single year gross slot revenue (during the state’s fiscal year ending June 30) in relation to the combined single year gross slot revenue for all licensees; and amounts paid each year will be adjusted annually based upon changes in the licensee’s proportionate share of gross slot revenue. MTR Gaming has estimated that its total proportionate share of the aggregate $63.8 million to be assessed to the gaming facilities will be $4.1 million and will be paid quarterly over a ten ‑year period, which began effective January 1, 2012. For the $36.1 million that was borrowed from the General Fund, payment is scheduled to begin after all fourteen licensees are operational. Although MTR Gaming cannot determine when payment will begin, it has considered a similar repayment model for the General Fund borrowings and estimated that its total proportionate share of the aggregate $36.1 million to all fourteen gaming facilities will approximate $2.1 million, which has been accrued in the accompanying consolidated balance sheet at December 31, 2015. The recorded estimate is subject to revision based upon future changes in the revenue assumptions utilized to develop the estimate. The estimated total obligation at December 31, 2015 and 2014 was $4.3 million and $5.0 million, respectively and is accrued in the accompanying consolidated balance sheet. MTR Gaming paid $0.4 million in 2015 and $0.1 million during the 2014 period subsequent to the Merger Date. Agreements with Horsemen and Pari-mutuel Clerks. The Federal Interstate Horse Racing Act and the state racing laws in West Virginia, Ohio and Pennsylvania require that, in order to simulcast races, we have written agreements with the horse owners and trainers at those racetracks. In addition, in order to operate slot machines in West Virginia, we are required to enter into written agreements regarding the proceeds of the slot machines (a “proceeds agreement”) with a representative of a majority of the horse owners and trainers and with a representative of a majority of the pari ‑mutuel clerks. In Pennsylvania and Ohio, we must have an agreement with the representative of the horse owners. We have the requisite agreements in place with the horsemen at Mountaineer until December 31, 2018. With respect to the Mountaineer pari ‑mutuel clerks, we have a labor agreement in force until November 30, 2016 and a proceeds agreement until April 14, 2018. We are required to have a proceeds agreement in effect on July 1 of each year with the horsemen and the pari ‑mutuel clerks as a condition to renewal of our video lottery license for such year. If the requisite proceeds agreement is not in place as of July 1 of a particular year, Mountaineer’s application for renewal of its video lottery license could be denied, in which case Mountaineer would not be permitted to operate either its slot machines or table games. Scioto Downs has the requisite agreement in place with the OHHA until December 31, 2023, with automatic two ‑year renewals unless either party requests re ‑negotiation pursuant to its terms. Presque Isle Downs has the requisite agreement in place with the Pennsylvania Horsemen’s Benevolent and Protective Association until May 1, 2019. With the exception of the respective Mountaineer, Presque Isle Downs and Scioto Downs horsemen’s agreements and the agreement between Mountaineer and the pari ‑mutuel clerks’ union described above, each of the agreements referred to in this paragraph may be terminated upon written notice by either party. |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2015 | |
Related Parties | |
Related Parties | Note 17. Related Parties REI and HCM Prior to the consummation of the Merger, Resorts was party to a management agreement (the “Eldorado Management Agreement”) with REI and HCM, pursuant to which REI and HCM (collectively, the “Managers”) agreed to (a) develop strategic plans for Resorts’ business, including preparing annual budgets and capital expenditure plans, (b) provide advice and oversight with respect to financial matters of Resorts, (c) establish and oversee the operation of financial accounting systems and controls and regularly review Resorts’ financial reports, (d) provide planning, design and architectural services to Resorts and (e) furnish advice and recommendations with respect to certain other aspects of Resorts’ operations. In consideration for such services, Resorts agreed to pay the Managers a management fee not to exceed 1.5% of Resorts’ annual net revenues, not to exceed $600,000 per year. The current term of the Eldorado Management Agreement was scheduled to continue in effect until July 1, 2017. During each of the years 2014 and 2013, the Company paid management fees to REI and HCM in the aggregate amount of $0.5 million and $0.6 million, respectively. REI is beneficially owned by members of the Carano family and HCM is beneficially owned by members of the Poncia family. The Carano family and Poncia family hold ownership interests in ERI of 23.8% and 12.5% , respectively, as of December 31, 2015. Management fees were not paid subsequent to the consummation of the Merger. Subsequent to the consummation of the Merger, Donald L. Carano and Raymond J. Poncia received remuneration in the amount of $0.4 million and $0.2 million in both 2015 and 2014, respectively, for their services as consultants to ERI and its subsidiaries in lieu of the management fees previously paid under the terms of the Eldorado M anagement A greement. REI shares certain officers with the Company including Gary Carano who holds the title of Treasurer with REI, Gene Carano who is an Executive Vice President with REI and Glenn Carano who is the Secretary of REI. C. S. & Y. The Company owns the entire parcel on which Eldorado Reno is located, except for approximately 30,000 square feet which is leased from C. S. & Y. Associates, a general partnership of which Carano is a general partner (the “CSY Lease”). The CSY Lease expires on June 30, 2027. Annual rent is equal to the greater of (1) $0.4 million or (2) an amount based on a decreasing percentage of the Eldorado’s gross gaming revenues ranging from 3% of the first $6.5 million of gross gaming revenues to 0.1% of gross gaming revenues in excess of $75.0 million. Rent pursuant to the CSY Lease amounted to $0.6 million in each of the years ended December 31, 2015, 2014 and 2013. Additionally, a subordination fee of $0.1 million was paid annually during the term of the Resorts Senior Secured Notes. As a result of the July 2015 refinancing, the subordination was eliminated. Silver Legacy In 2015, all related party transactions between Silver Legacy and Resorts refer to the period of January 1, 2015 to the Acquisition Date at which time all transactions were eliminated in consolidation. As of December 31, 2014, the Company’s receivables from related parties amounted to $0.4 million. As of December 31, 2014, the Company’s payables to related parties amounted to $0.2 million. At December 31, 2015, there were no receivable s or payable s to related parties. Resorts owns the skywalk that connects the Silver Legacy with Eldorado Reno. The charges from the service provider for the utilities associated with this skywalk are billed to the Silver Legacy together with the charges for the utilities associated with the Silver Legacy. Such charges are paid to the service provider by Silver Legacy, and the Silver Legacy is reimbursed by Eldorado Reno for the portion of the charges allocable to the utilities provided to the skywalk. The charges for the utilities provided to the skywalk during January 1, 2015 through the Acquisition Date and during each year ended December 31, 2014 and 2013 were $0.1 million, respectively. In October 2005, the Silver Legacy began providing on-site laundry services for Eldorado Reno related to the cleaning of certain types of linens. Although there is no agreement obligating Eldorado Reno to utilize this service, it is anticipated that the Silver Legacy will continue to provide these laundry services in the future. The Silver Legacy charges Eldorado Reno for labor and laundry supplies on a per unit basis which totaled $0.1 million, $0.2 million and $0.1 million, respectively, during the period from January 1, 2015 through the Acquisition Date and the years ended December 31, 2014 and 2013. Since 1998, the Silver Legacy has purchased from Eldorado Reno homemade pasta and other products for use in the restaurants at Silver Legacy. For purchases of these products during the period from January 1, 2015 through the Acquisition Date and the years ended December 31, 2014 and 2013, which are billed to Silver Legacy at cost plus associated labor, the Silver Legacy paid Eldorado Reno $0.1 million. During the period from January 1, 2015 through the Acquisition Date and during 2014 and 2013, the Silver Legacy reimbursed Resorts $0.9 million, $0.5 million and $0.6 million, respectively, for Silver Legacy’s allocable portion of the shared administrative services costs associated with the operations performed at Eldorado Reno, Eldorado Shreveport and MTR and Resorts reimbursed the Silver Legacy $0.8 million in the 2015 period and $0.3 million in both 2014 and 2013 for Eldorado Reno’s allocable portion of the shared administrative services costs associated with the operations performed at Silver Legacy. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2015 | |
Segment Information | |
Segment Information | Note 18. Segment Information The following table sets forth, for the period indicated, certain operating data for our reportable segments. Management views each of our casinos as an operating segment. Operating segments are aggregated based on their similar economic characteristics, types of customers, types of services and products provided, and their management and reporting structure. The Company’s principal operating activities occur in three geographic regions: Nevada, Louisiana and parts of the eastern United States. The Company has aggregated its operating segments into three reportable segments: Eldorado Reno, Silver Legacy and Circus Reno as Nevada, Eldorado Shreveport as Louisiana, and Scioto Downs, Presque Isle and Mountaineer as Eastern. (Acquisition Date through December 31, 2015 and Merger Date through December 31, 2014). For the year ended December 31, 2015 2014 2013 (in thousands) Revenues and expenses Nevada: Net operating revenues(a) $ $ $ Expenses, excluding depreciation and corporate Loss on sale or disposal of property — Equity in income of unconsolidated affiliates Acquisition charges — Depreciation Operating income (loss)—Nevada $ $ $ Louisiana: Net operating revenues $ $ $ Expenses, excluding depreciation, amortization(a) Gain (loss) on sale or disposal of property Depreciation and amortization Operating income—Louisiana $ $ $ Eastern: Net operating revenues $ $ $ — Expenses, excluding depreciation, amortization and corporate — Gain on sale or disposal of property — — Depreciation and amortization — Operating income—Eastern $ $ $ — Corporate: Corporate expenses $ $ $ — Acquisition charges — Loss on sale or disposal of property — — Depreciation and amortization — Operating loss—Corporate $ $ $ — For the year ended December 31, 2015 2014 2013 (in thousands) Total Reportable Segments Net operating revenues(a) $ $ $ Expenses, excluding depreciation, amortization(a) Loss on sale or disposal of property Equity in income of unconsolidated affiliates Acquisition charges Depreciation and amortization Operating income—Total Reportable Segments $ $ $ Reconciliations to Consolidated Net Income (Loss): Operating Income — Total Reportable Segments $ $ $ Unallocated income and expenses: Interest income — Interest expense Gain on valuation of unconsolidated affiliate — — Gain on extinguishment of debt of unconsolidated affiliate — — Gain on termination of supplemental executive retirement plan assets of unconsolidated affiliate — — Loss on early retirement of debt — Non ‑ controlling interest — — Benefit (provision) for income taxes — Net income (loss) $ $ $ (a) Net revenues for Nevada and expenses for Louisiana are net of the elimination of $2.3 million and $3.0 million of management and incentive fees received by Eldorado Reno and paid by Eldorado Shreveport for 2014 and 2013, respectively. There were no such fees paid in 2015. For the Year Ended December 31, 2015 2014 2013 (in thousands) Capital Expenditures Nevada $ $ $ Louisiana Eastern — Corporate — — Total $ $ $ As of December 31, 2015 2014 (in thousands) Total Assets Nevada $ $ Louisiana Eastern Corporate — Eliminating entries (a) Total $ $ (a) Reflects the following eliminations for the periods indicated. Proceeds from Resorts Senior Secured Notes loaned to Eldorado Shreveport $ — $ Reclass deferred tax assets against deferred tax liabilities — Accrued interest on the above intercompany loan Intercompany receivables/payables Net investment in Silver Legacy/Circus Reno — Net investment in and advances to MTR Gaming Net investment in and advances to Silver Legacy — Net investment in and advances to Eldorado Shreveport $ $ |
Consolidating Condensd Financia
Consolidating Condensd Financial Information | 12 Months Ended |
Dec. 31, 2015 | |
Condensed Consolidating Financial Information | |
Condensed Consolidating Financial Information | Note 19 . Consolidating Condensed Financial Information All of our wholly owned subsidiaries, except for the subsidiaries acquired in the Acquisition, have fully and conditionally guaranteed on a joint and several basis, the payments of all obligations under our Senior Notes and New Credit Facility as of December 31, 2015. Silver Legacy Joint Venture, LLC and CC-Reno, LLC were not guarantors as of December 31, 2015, but will become guarantors upon receipt of the required regulatory approval. The consolidating condensed balance sheet as of December 31, 2015 is as follows: Balance Sheet Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated Current assets $ $ $ $ $ Intercompany receivables — — — Investment in and advances to unconsolidated affiliates — — Investments in subsidiaries — — — Property and equipment, net — Other assets — Total assets $ $ $ $ $ Current liabilities $ $ $ $ $ Intercompany payables — — Long-term debt, less current maturities — Other accrued liabilities Stockholders’ equity Total liabilities and stockholders’ equity $ $ $ $ $ The consolidating condensed statement of operations for the year ended December 31, 2015 is as follows : Statement of Operations Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated Revenues: Gaming and pari-mutuel commissions $ — $ $ $ — $ Non-gaming — — Gross revenues — — Less promotional allowances — — Net revenues — — Operating expenses: Gaming and pari-mutuel commissions — — Non-gaming — — Marketing and promotions — — General and administrative Depreciation and amortization — Total operating expenses Loss on disposal of assets — — — Acquisition charges — — Equity in income of unconsolidated affiliates — — — Operating (loss) income Interest expense, net — Gain on valuation of unconsolidated affiliate — — — Loss on early retirement of debt — — Net (loss) income before income taxes Income tax benefit — — Net (loss) income $ $ $ $ $ The consolidating Condensed Statement of Cash Flows for the year ended December 31, 2015 is as follows: Statement of Cash Flows Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated Net cash (used in) provided by operating activities $ $ $ $ $ INVESTING ACTIVITIES: Capital expenditures, net of payables — Reimbursement of capital expenditures from West Virginia regulatory authorities — — — Investment in unconsolidated affiliate — — — Proceeds from sale of property and equipment — — — Decrease in restricted cash due to credit support deposit — — — (Increase) Decrease in other assets, net Net cash (used) acquired in business combinations — — Net cash (used in) provided by investing activities FINANCING ACTIVITIES: Proceeds from long-term debt borrowings — — — Net borrowings on New Revolving Credit Facility — — — Principal payments under Senior Notes — — — Retirement of long-term debt — — Principal payments on capital leases — — — Debt issuance costs — — — Call premium on early retirement of debt — — — Net proceeds from (payments to) related parties — — Net cash provided by (used in) financing activities INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR — CASH AND CASH EQUIVALENTS, END OF YEAR $ $ $ $ — $ |
Quarterly Data (Unaudited)
Quarterly Data (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Data (Unaudited) | |
Quarterly Data (Unaudited) | Note 20. Quarterly Data (Unaudited) The following table sets forth certain consolidated quarterly financial information for the years ended December 31, 2015, 2014 and 2013. The quarterly information only includes the operations of Silver Legacy and Circus Reno from the Acquisition Date through December 31, 2015 and MTR Gaming from the Merger Date through December 31, 2015. Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2015: Revenues $ $ $ $ Less—promotional allowances Net revenues Operating expenses Operating income Net (loss) income $ $ $ $ Basic net (loss) income per common share $ $ $ $ Diluted net (loss) income per common share $ $ $ $ Weighted average shares outstanding—basic Weighted average shares outstanding—diluted Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2014: Revenues $ $ $ $ Less—promotional allowances Net revenues Operating expenses Operating income Net (loss) income $ $ $ $ Basic and diluted net (loss) income per common share $ $ $ $ Weighted average shares outstanding—basic and diluted Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2013: Revenues $ $ $ $ Less—promotional allowances Net revenues Operating expenses Operating income Net income $ $ $ $ Basic and diluted net income per common share $ $ $ $ Weighted average shares outstanding—basic and diluted |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Schedule II - Valuation and Qualifying Accounts | |
Schedule II - Valuation and Qualifying Accounts | ELDORADO RESORTS, INC. SCHEDULE I I—VALUATION AND QUALIFYING ACCOUNTS Column B Balance at Column E Beginning of Column C Column D Balance at End Column A Period Additions(1) Deductions(2) of Period Year ended December 31, 2015: Allowance for doubtful accounts $ $ $ $ Year ended December 31, 2014: Allowance for doubtful accounts $ $ $ $ Year ended December 31, 2013: Allowance for doubtful accounts $ $ $ $ (1) Amounts charged to costs and expenses, net of recoveries. (2) Uncollectible accounts written off, net of recoveries of $927,000 , $200,000 and $28,000 in 2015, 2014 and 2013, respectively. |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Significant Accounting Policies | |
Principles of Consolidation | Principles of Consolidation. The accompanying consolidated financial statements include the accounts of the Company as described in Note 1. All significant intercompany transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates incorporated into the Company’s consolidated financial statements include estimated useful lives for depreciable and amortizable assets, estimated allowance for doubtful accounts receivable, estimated cash flows in assessing the recoverability of long ‑lived assets, self ‑insurance reserves, players’ club liabilities, contingencies and litigation, claims and assessments, and fair value measurements related to the Company’s long ‑term debt. Actual results could differ from these estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents. Cash and cash equivalents include all unrestricted, highly liquid investments purchased with a remaining maturity of 90 days or less. Cash and cash equivalents also includes cash maintained for gaming operations. |
Restricted Cash | Restricted Cash. Restricted cash includes unredeemed winning tickets from our racing operations, funds related to horsemen’s fines and certain simulcasting funds that are restricted to payments for improving horsemen’s facilities and racing purses at Scioto Downs, cash deposits that serve as collateral for letters of credit surety bonds and short ‑term certificates of deposit that serve as collateral for certain bonding requirements. The Company also has two certificates of deposit which are used for security with the Nevada Department of Insurance for its self ‑insured workers compensation. The certificates of deposit matured on January 31, 2016 and February 5, 2016 at which time they were renewed into one certificate of deposit and increased to $598,000 and the maturity date was extended to January 28, 2017. Each of Resorts and Galleon were required to each deposit $5.0 million of cash into a bank account as collateral in favor of the lender under Silver Legacy Joint Venture credit agreement in November 2013. In conjunction with the Acquisition and repayment of Silver Legacy’s debt, the credit support obligation was eliminated. |
Accounts Receivable and Credit Risk | Accounts Receivable and Credit Risk. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of casino accounts receivable. The Company issues markers to approved casino customers following background checks and assessments of creditworthiness. Trade receivables, including casino and hotel receivables, are typically non ‑interest bearing. Accounts are written off when management deems the account to be uncollectible. Recoveries of accounts previously written off are recorded when received. An estimated allowance for doubtful accounts is maintained to reduce the Company’s receivables to their carrying amount, which approximates fair value. The allowance is estimated based on specific review of customer accounts as well a historical collection experience and current economic and business conditions. Management believes that as of December 31, 2015 and 2014, no significant concentrations of credit risk existed. |
Certain Concentrations of Risk | Certain Concentrations of Risk. The Company’s operations are in limited market areas. Therefore, the Company is subject to risks inherent within those markets. To the extent that new casinos enter into the markets or hotel room capacity is expanded, competition will increase. The Company may also be affected by economic conditions in the United States and globally affecting the markets or trends in visitation or spending in the markets in which it operates. We maintain cash balances at certain financial institutions in excess of amounts insured by the Federal Deposit Insurance Corporation. In addition, we maintain significant cash balances on hand at our gaming facilities. |
Inventories | Inventories. Inventories are stated at the lower of average cost, using a first ‑in, first ‑out basis, or market. Inventories consist primarily of food and beverage, retail merchandise and operating supplies. Cost is determined primarily by the average cost method for food and beverage and operating supplies. |
Property and Equipment | Property and Equipment. Property and equipment are stated at cost. Depreciation is computed using the straight ‑line method over the estimated useful life of the asset or the term of the capitalized lease, whichever is less. Costs of major improvements are capitalized, while costs of normal repairs and maintenance are charged to expense as incurred. Gains or losses on the disposal of property and equipment are included in operating income. |
Investment in Unconsolidated Affiliates | Investment in Unconsolidated Affiliates. The Company’s investments in unconsolidated affiliates which are 50% or less owned are accounted for under the equity method. The Company does not have significant variable interests in variable interest entities. All intercompany balances and transactions have been eliminated in consolidation. The Company considers whether the fair values of any of its equity method investments have declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. Estimated fair value is determined using a discounted cash flow analysis based on estimated future results of the investee and market indicators of terminal year capitalization rate. There were no impairments of the Company’s equity method investments during 2015, 2014 or 2013 |
Long-Lived and Finite-Lived Intangible Assets and Non-Operating Real Properties | Goodwill and Other Intangible Assets and Non ‑Operating Real Properties. Goodwill represents the excess of purchase price over fair market value of net assets acquired in business combinations. Goodwill and indefinite-lived intangible assets must be reviewed for impairment at least annually and between annual test dates in certain circumstances. The Company performs its annual impairment tests in the fourth quarter of each fiscal year. No impairments were indicated as a result of the annual impairment review for goodwill and indefinite-lived intangible assets in 2015, 2014 and 2013. We have designated certain assets, consisting principally of land and undeveloped properties, as non ‑operating real property and have declared our intent to sell those assets. However, we do not anticipate that we will be able to sell the majority of the assets within the next twelve months. As such, these properties are not classified as held ‑for ‑sale as of December 31, 2015. |
Indefinite-Lived Intangible Assets | Indefinite ‑Lived Intangible Assets. Indefinite ‑lived intangible assets consist primarily of expenditures associated with obtaining racing and gaming licenses. Indefinite ‑lived intangible assets are not subject to amortization, but are subject to an annual impairment test. If the carrying amount of an indefinite ‑lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess amount. |
Self-Insurance Reserves | Self ‑Insurance Reserves. The Company is self ‑insured for various levels of general liability, employee medical insurance coverage and workers’ compensation coverage. Self ‑insurance reserves are estimated based on the Company’s claims experience and are included in accrued other liabilities on the consolidated balance sheets. At December 31, 2015 and 2014, accrued insurance and medical claims reserves were $3.5 million and $1.3 million, respectively. |
Outstanding Chip Liability | Outstanding Chip Liability. The Company recognizes the impact on gaming revenues on an annual basis to reflect an estimate of the change in the value of outstanding chips that are not expected to be redeemed. This estimate is determined by measuring the difference between the total value of chips placed in service less the value of chips in the inventory of chips under our control. This measurement is performed on an annual basis utilizing a methodology in which a consistent formula is applied to estimate the percentage value of chips not in custody that are not expected to be redeemed. In addition to the formula, certain judgments are made with regard to various denominations and souvenir chips. |
Frequent Players Program | Loyalty Program. The Company offers programs at its properties whereby our participating patrons can accumulate points for wagering that can be redeemed for credits for free play on slot machines, lodging, food and beverage, merchandise and in limited situations, cash. Based upon the estimated redemptions of frequent player program points, an estimated liability is established for the cost of redemption of earned but unredeemed points. The estimated cost of redemption utilizes estimates and assumptions of the mix of the various product offerings for which the points will be redeemed and costs of such product offerings. Changes in the programs, membership levels and changes in the redemption patterns of our participating patrons can impact this liability. The aggregate outstanding liability for the loyalty program was $3.4 million and $2.4 million at December 31, 2015 and 2014, respectively, and is included as a component of other accrued liabilities in our accompanying consolidated balance sheets. |
Revenues and Promotional Allowances | Revenues and Promotional Allowances. The Company recognizes as casino revenue the net win from gaming activities, which is the difference between gaming wins and losses. Progressive jackpots are accrued and charged to revenue at the time the obligation to pay the jackpot is established. Gaming revenues are recognized net of certain cash and free play incentives. Pari ‑mutuel commissions consist of commissions earned from thoroughbred and harness racing and importing of simulcast signals from other race tracks and are recognized at the time wagers are made. Such commissions are a designated portion of the wagering handle as determined by state racing commissions, and are shown net of the taxes assessed by state and local agencies, as well as purses and other contractual amounts paid to horsemen associations. The Company recognizes revenues from fees earned through the exporting of simulcast signals to other race tracks at the time wagers are made. Such fees are based upon a predetermined percentage of handle as contracted with the other race tracks. Hotel, food and beverage, and other operating revenues are recognized as services are performed. Advance deposits on rooms and advance ticket sales are recorded as accrued liabilities until services are provided to the customer. The retail value of food, beverage, rooms and other services furnished to customers on a complimentary basis is included in gross revenues and then deducted as promotional allowances. The Company rewards customers, through the use of our loyalty programs, with complimentaries based on amounts wagered or won that can be redeemed for a specified time period. The Company also offers discretionary coupons to our customers, the retail values of which are included as a component of promotional allowances in the accompanying consolidated statements of operations in accordance with Financial Accounting Standards Board (“FASB”) Section 605 ‑50 for revenue recognition. |
Advertising | Advertising. Advertising costs are expensed in the period the advertising initially takes place and are included in marketing and promotions expenses. Advertising costs included in marketing and promotion expenses were $31.2 million, $22.0 million and $17.7 million for the years ended December 31, 2015, 2014 and 2013, respectively. |
Income Taxes | Income Taxes. We account for income taxes in accordance with ASC Topic 740, Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred income tax liabilities and deferred income tax assets for the difference between the book basis and tax basis of assets and liabilities. We have recorded valuation allowances related to net operating loss carry forwards and certain temporary differences. Recognizable future tax benefits are subject to a valuation allowance, unless such tax benefits are determined to be more likely than not realizable. We recognize accrued interest and penalties related to unrecognized tax benefits in income tax expense. |
Fair Value Measurements | Fair Value Measurements . Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Accordingly, fair value is a market based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there is a three ‑tier fair value hierarchy, which prioritizes the inputs used in measuring fair values as follows: · Level 1 : Quoted market prices in active markets for identical assets or liabilities. · Level 2 : Observable market ‑based inputs or unobservable inputs that are corroborated by market data. · Level 3 : Unobservable inputs that are not corroborated by market data. |
Stock-Based Compensation | Stock ‑Based Compensation. We account for stock ‑based compensation in accordance with Accounting Standards Codification (“ASC”) 718, Compensation—Stock Compensation . ASC 718 requires all share ‑based payments to employees and non ‑employee members of the Board of Directors, including grants of stock options and restricted stock units (“RSUs”), to be recognized in the consolidated statement of operations based on their fair values and that compensation expense be recognized for awards over the requisite service period of the award or until an employee’s eligible retirement date, if earlier. |
Earnings per Share | Earnings per Share. Basic earnings per share is computed by dividing net income (loss) by the weighted average shares outstanding during the reporting period. Diluted earnings per share is computed similarly to basic earnings per share except that the weighted average shares outstanding are increased to include additional shares from the assumed exercise of stock options and the assumed vesting of restricted share units, if dilutive. The number of additional shares is calculated by assuming that outstanding stock options were exercised, that outstanding restricted share units were released and that the proceeds from such activities were used to acquire shares of common stock at the average market price during the reporting period. |
Segment Reporting | Segment Reporting. The executive decision makers of our Company review operating results, assess performance and make decisions on a “significant market” basis. The Company’s management views each of its casino resorts as an operating segment. Operating segments are aggregated based on their similar economic characteristics, types of customers, types of services and products provided, the regulatory environments in which they operate, and their management and reporting structure. The Company’s principal operating activities occur in three geographic regions: Nevada, Louisiana and Eastern. The Company has aggregated its operations into three reportable segments based on the similar characteristics of the operating segments within the regions in which they operate. We, therefore, consider Eldorado Reno, Silver Legacy and Circus Reno as Nevada, Eldorado Shreveport as Louisiana, and Scioto Downs, Presque Isle Downs and Mountaineer as Eastern. Capitalized Interest. The interest cost associated with major development and construction projects is capitalized and included in the cost of the project. When no debt is incurred specifically for a project, interest is capitalized on amounts expended on the project using the weighted-average cost of the Company’s outstanding borrowings. Capitalization of interest ceases when the project is substantially complete or development activity is suspended for more than a brief period. For the year ended December 31, 2015, the Company had $0.2 million of capitalized interest costs. The Company did not record capitalized interest costs in 2014 and 2013. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, the FASB issued an accounting standards update which addresses the recognition and measurement of leases. Under the new guidance, for all leases (with the exception of short-term leases), at the commencement date, lessees will be required to recognize a lease liability, which is a lessee ’ s obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee's right to use, or control the use of, a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. Further, the new lease guidance simplifies the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and liabilities, which no longer provides a source for off balance sheet financing. The effective date for this update is for the annual and interim periods beginning after December 15, 2018 with early adoption permitted. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. We are currently evaluating the impact of adopting this accounting standard on our consolidated financial statements. In November 2015, the FASB issued ASU 2015-17, “Income Taxes—Balance Sheet Classification of Deferred Taxes”, which eliminates the guidance in Topic 740, Income Taxes, that required an entity to separate deferred tax liabilities and assets between current and noncurrent amounts in a classified balance sheet. The amendment require that all deferred tax liabilities and assets of the same tax jurisdiction or a tax filing group, as well as any related valuation allowance, be offset and presented as a single noncurrent amount in a classified balance sheet. The amendment is effective for annual periods beginning after December 15, 2016. Early application is permitted. The guidance may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company applied this guidance in the accompanying consolidated financial statements with prospective application effective October 1, 2015. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. ASU 2015-16 eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize a measurement-period adjustment during the period in which it determines the amount of the adjustment. The guidance is effective for public business entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. For all other entities, it is effective for fiscal years beginning after December 15, 2016. We are evaluating the effects, if any, that the adoption of this guidance will have on our consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory”, which requires that inventory within the scope of ASU 2015-11 be measured at the lower of cost and net realizable value. Inventory measured using last-in, first-out (LIFO) and the retail inventory method are not impacted by the new guidance. ASU 2015-11 applies to all other inventory, which includes inventory that is measured using first-in, first-out (FIFO) or average cost. An entity should measure inventory within the scope of ASU 2015-11 at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. ASU 2015-11 is effective for annual periods beginning after December 15, 2016. Early adoption is permitted. We are currently evaluating the impact on our financial statements and disclosures. In April 2015, the FASB issued an accounting standards update which changes the presentation of debt issuance costs in financial statements. Under the new standard, an entity presents such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. The amortization of the costs is reported as interest expense. In August 2015, the FASB issued an accounting standards update which clarifies that companies may continue to present unamortized debt issuance costs associated with line of credit arrangements as an asset. The new guidance should be applied on a retrospective basis, wherein the balance sheet of each individual period should be adjusted to reflect the period-specific effects of applying the new guidance. The effective dates for these updates were for the annual and interim periods beginning after December 15, 2015. We elected to early adopt this guidance during the third quarter of 2015. In February 2015, the FASB issued ASU 2015-02, “Amendments to the Consolidation Analysis”, which amends: the assessment of whether a limited partnership is a variable interest entity; the effect that fees paid to a decision maker have on the consolidation analysis; how variable interests held by a reporting entity’s related parties or de facto agents affect its consolidation conclusion; and for entities other than limited partnerships, clarifies how to determine whether the equity holders as a group have power over an entity. The new guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. We elected to early adopt this guidance during the fourth quarter of 2015. In January 2015, the FASB issued ASU No. 2015 ‑1, “Income Statement—Extraordinary and Unusual Items” (Subtopic 225 ‑20) which eliminates the concept of accounting of Extraordinary Items, previously defined as items that are both unusual and infrequent, which were reported as a separate item on the income statement, net of tax, after income from continuing operations. The elimination of this concept is intended to simplify accounting for unusual items and more closely align with international accounting practices. This amendment is effective for annual periods ending after December 15, 2015 and for subsequent interim and annual periods thereafter. Early adoption is permitted. We believe that the effects, if any, of the adoption of this guidance will not have a material impact on our consolidated financial statements. In August 2014, the FASB issued ASU No. 2014 ‑15, “Presentation of Financial Statements—Going Concern” (Subtopic 205 ‑40) which amends the current guidance in ASC Topic 205 by adding Subtopic 40. Subtopic 40 requires management to evaluate whether there are conditions or events that in aggregate would raise substantial doubt about an entity’s ability to continue as a going concern for one year from the date the financial statements are issued or available to be issued. If substantial doubt existed, management would be required to make certain disclosures related to nature of the substantial doubt and under certain circumstances, how that substantial doubt would be mitigated. This amendment is effective for annual periods ending after December 15, 2016 and for subsequent interim and annual periods thereafter. Early adoption is permitted. We are currently evaluating the effects, if any, adoption of this guidance will have on our consolidated financial statements. In June 2014, the FASB issued an accounting standards update with respect to performance share awards. This accounting standards update requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period or periods for which the requisite service has already been rendered. The effective date for this update is for the annual and interim periods beginning after December 15, 2015. Early adoption is permitted. We do not believe that the adoption of this accounting standard will have a material impact on our consolidated financial statements. In May 2014, the FASB issued ASU No. 2014 ‑9, “Revenue from Contracts with Customers”, which provides guidance for revenue recognition. The new standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry ‑specific guidance. The core principle of the revenue model is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard is designed to create greater comparability for financial statement users across industries and jurisdictions and also requires enhanced disclosures. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. Early adoption is not permitted. We are currently evaluating the impact of the adoption of ASU 2014 ‑09 on our consolidated financial statements. |
Reclassifications | Reclassifications Certain reclassifications of prior year presentations have been made to conform to the current period presentation |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Significant Accounting Policies | |
Schedule of retail value of complimentary services | For the Year Ended December 31, 2015 2014 2013 Food and beverage $ $ $ Hotel Other $ $ $ |
Schedule of cost of complimentary services | The costs of providing such complimentary services are recorded in casino expenses in the accompanying consolidated statements of operations and are estimated as follows (in thousands): For the Year Ended December 31, 2015 2014 2013 Food and beverage $ $ $ Hotel Other $ $ $ |
Schedule of change in acquisition-related contingent consideration liabilities | The following table represents the change in acquisition ‑related contingent consideration liabilities during the period from the Merger Date to December 31, 2015 (amounts in thousands): Balance as of Merger Date $ Amortization of present value discount(1) Fair value adjustment for change in consideration expected to be paid(2) Settlements — Balance as of December 31, 2014 Amortization of present value discount(1) Fair value adjustment for change in consideration expected to be paid(2) Settlements Balance as of December 31, 2015 $ (1) Changes in present value are included as a component of interest expense in the consolidated statements of operations. (2) Fair value adjustments for changes in earn-out estimates are recorded as a component of general and administrative expense in the consolidated statements of operations. |
Acquisition and Purchase Acco32
Acquisition and Purchase Accounting (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Acquisition and Purchase Accounting | |
Schedule of calculation of the purchase consideration calculation | Purchase consideration calculation (dollars in thousands) Silver Legacy Circus Reno Total Cash consideration paid by ERI for MGM’s 50% equity interest and MGM’s member note $ $ $ Fair value of ERI’s preexisting 50% equity interest — Settlement of Silver Legacy’s long term debt(1) — Closing Silver Legacy and Circus Reno net working capital(2) Purchase consideration $ $ $ (1) Represents $5.0 million of short-term debt, $75.5 million of long-term debt, the remaining 50% of the $11.5 million of member notes (net of discount), and accrued interest. (2) Per the Purchase and Sale Agreement, the purchase price was $72.5 million plus the Final Closing Circus Reno Net Working Capital (as defined in the Purchase and Sale Agreement). The preliminary working capital adjustment was $8.0 million and is subject to final approval and possible adjustment. |
Schedule of prelimnary purchase price allocation | The following table summarizes the preliminary purchase price allocation of the acquired assets and assumed liabilities as of December 31, 2015 (dollars in thousands): Silver Legacy Circus Reno Total Current and other assets, net $ $ $ Property and equipment Intangible assets(1) Other noncurrent assets — Net assets acquired $ $ $ |
Schedule of unaudited pro forma financial results | The following unaudited pro forma information presents the results of operations of the Company for the years ended December 31, 2015 and 2014, as if the Merger and A cquisition had both occurred on January 1, 2014 (in thousands except per share data). For the years ended December 31, 2015 2014 Net revenues $ $ Net income Net income per common share: Basic $ $ Diluted $ $ Weighted shares outstanding: Basic Diluted |
Summary of the final purchase price allocation of the assets acquired and liabilities assumed at the Merger Date | The following table summarizes the final purchase price allocation of the acquired assets and assumed liabilities as recorded at fair value on the Merger Date (in thousands): Current and other assets $ Property and equipment Goodwill Intangible assets (1) Other noncurrent assets Total assets Current liabilities Long-term debt (2) Deferred income taxes (3) Other noncurrent liabilities Total liabilities assumed Net assets acquired $ (1) Intangible assets consist of gaming licenses, trade names and loyalty programs. (2) Long-term debt was comprised of MTR Second Lien Notes totaling $570.7 million. (3) Deferred tax liabilities were derived based on fair value adjustments for property and equipment, identified intangibles, deferred financing costs, certain long term liabilities and long-term debt. |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounts Receivable | |
Schedule of accounts receivable | Components of accounts receivable, net are as follows (in thousands): December 31, 2015 2014 Accounts receivable $ $ Allowance for doubtful accounts Total $ $ |
Investment in Unconsolidated 34
Investment in Unconsolidated Affiliates (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Tamarack | |
Summary of information for the Company's equity investment | Summarized information for the Company’s equity in Tamarack for 2014 prior to its disposition and for the year ended December 31, 2013 is as follows (in thousands): Period from, January 1, 2014 For the year ended through December 31, September 1, 2014 2013 Beginning balance $ $ Member’s distribution Equity in net income of unconsolidated affiliate Distribution of investment — Ending balance $ — $ |
Summary of results of operations | Summarized unaudited results of operations for Tamarack are as follows (in thousands): Period from, January 1, 2014 For the year ended through December 31, September 1, 2014 2013 Net revenues $ $ Operating expenses Operating income Other expense Net income $ $ |
Silver Legacy Joint Venture | |
Summary of information for the Company's equity investment | Summarized information for the Company’s investment in and advances to the Silver Legacy Joint Venture for 2015 prior to its acquisition by the Company and for the years ended December 31, 2014 and 2013 are as follows (in thousands): Period from, January 1, 2015 through November 23, For the year ended December 31, 2015 2014 2013 Beginning balance $ $ $ Equity in income of unconsolidated affiliate Gain on early extinguishment of debt of unconsolidated affiliate — — Gain on termination of supplemental executive retirement plan of unconsolidated affiliate — — Other comprehensive (loss) income-minimum pension liability adjustment of unconsolidated affiliate — Valuation of unconsolidated affiliate — — Net acquisition of non controlling interest — — Member’s distribution — — Ending balance $ $ $ |
Summary of balance sheet information | Summarized balance sheet information for the Silver Legacy Joint Venture is as follows (in thousands): December 31, 2014 Current assets $ Property and equipment, net Other assets, net Total assets $ Current liabilities $ Long-term liabilities Partners’ equity Total liabilities and partners’ equity $ |
Summary of results of operations | Summarized results of operations for the Silver Legacy Joint Venture are as follows (in thousands): Period from, January 1, 2015 through November 23, For the year ended December 31, 2015 2014 2013 Net revenues $ $ $ Operating expenses Operating income Other income (expense) Reorganization items — — Net income $ $ $ |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment | |
Summary of property and equipment | Property and equipment consisted of the following (in thousands): Estimated Service Life December 31, (years) 2015 2014 Land and improvements — $ $ Buildings and other leasehold improvements 10 - 45 Riverboat 25 Furniture, fixtures and equipment 3 - 15 Furniture, fixtures and equipment held under capital leases (Note 16) 3 - 15 Construction in progress Less—Accumulated depreciation and amortization Property and equipment, net $ $ |
Other and Intangible Assets, 36
Other and Intangible Assets, net (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Other and Intangible Assets, net | |
Schedule of other and intangible assets, net | Other and intangible assets, net, include the following amounts (in thousands): December 31, 2015 2014 Goodwill $ $ Gaming license (indefinite-lived) Trade names Loyalty programs Accumulated amortization trade names Accumulated amortization loyalty programs Total goodwill and other intangible assets $ $ Land held for development $ $ Other Total Other Assets, net $ $ |
Accrued and Other Liabilities (
Accrued and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accrued and Other Liabilities | |
Schedule of accrued and other liabilities | Accrued and other liabilities consisted of the following (in thousands): December 31, 2015 2014 Accrued insurance and medical claims $ $ Unclaimed chips Accrued purses and track related liabilities Jackpot liabilities and other accrued gaming promotions Construction project and equipment liabilities Other $ $ |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Long-term debt | |
Summary of long-term debt obligations | Long-term debt consisted of the following (in thousands): December 31, 2015 2014 Senior Notes $ $ — Less: Unamortized debt issuance costs — Net — New Term Loan — Less: Unamortized discount and debt issuance costs — Net — New Revolving Credit Facility — Less: Unamortized debt issuance costs — Net — Resorts Senior Secured Notes — Less: Unamortized discount and debt issuance costs — Net — MTR Second Lien Notes — Add: Unamortized premium — Net — Capital leases Less: Current portion Total long-term debt $ $ |
Resorts | |
Long-term debt | |
Schedule of redemption prices of notes | Year Percentage 2018 % 2019 % 2020 % 2021 and thereafter % |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes | |
Schedule of Components of Income Tax Expense (Benefit) | The components of the Company’s provision for income taxes for the years ended December 31, 2015 and 2014 are presented below (amounts in thousands). For the year ended December 31, 2013, the Company was treated as a partnership for income tax purposes. 2015 2014 Current: Federal $ $ State Local Total current Deferred: Federal State Local Total deferred Income tax (benefit) expense $ $ |
Schedule of Effective Income Tax Rate Reconciliation | The following is a reconciliation of the statutory federal income tax rate (benefit) to the Company’s effective tax rate for the years ended December 31, 2015 and 2014: 2015 2014 Federal statutory rate % % State and local taxes % % State tax rate adjustment % — % Permanent items % % Valuation allowance % % Minority interest % % Change in tax status % % Non-taxable gain on fair value adjustment % — % Other % % (Benefit) provision for income taxes % % |
Schedule of Deferred Tax Assets and Liabilities | Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s net deferred taxes related to continuing operations at December 31, 2015 and 2014 are as follows (amounts in thousands): 2015 2014 Deferred tax assets: Loss and credit carryforwards $ $ Accrued expenses Fixed assets Investment in partnerships — Debt Stock-based compensation Other Deferred tax liabilities: Identified intangibles Investment in partnerships — Prepaid expenses Other — Valuation allowance Net deferred tax liabilities $ $ |
Common Stock and Incentive Aw40
Common Stock and Incentive Awards (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Common Stock and Incentive Awards | |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | A summary of the RSU activity for the year ended December 31, 2015 is as follows: Weighted-Average Weighted-Average Equity Grant Date Remaining Aggregate Awards Fair Value Contractual Life Fair Value (in years) (in millions) Unvested outstanding as of December 31, 2014 — $ — — — Granted (1) Vested Unvested outstanding as of December 31, 2015 $ $ (1) Includes 475,409 of performance awards expected to be awarded at 135% of target. |
Schedule of Share-based Compensation, Stock Options, Activity | Weighted-Average Range of Weighted-Average Remaining Aggregate Options Exercise Prices Exercise Price Contractual Life Intrinsic Value (in years) (in millions) Outstanding as of Merger Date $ - $16.27 $ Granted Exercised $ - $3.94 $ Expired — — — Forfeited — — — Outstanding and Exercisable as of December 31, 2014 $ - $16.27 $ $ Expired $11.30 $ Outstanding and Exercisable as of December 31, 2015 $ - $16.27 $ $ |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings per Share | |
Schedule of reconciliation of the numerators and denominators of the basic and diluted net income per share computations | The following table illustrates the required disclosure of the reconciliation of the numerators and denominators of the basic and diluted net income per share computations during the years ended December 31, 2015, 2014 and 2013 (dollars in thousands, except per share amounts): 2015 2014 2013 Net income (loss) available to common stockholders $ $ $ Shares outstanding: Weighted average shares outstanding Diluted shares outstanding Basic net income (loss) per common share $ $ $ Diluted net income (loss) per common share $ $ $ |
Accumulated Other Comprehensi42
Accumulated Other Comprehensive (Loss) Income (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accumulated Other Comprehensive (Loss) Income | |
Summary of the change in accumulated other comprehensive loss | A summary of the change in accumulated other comprehensive income during the year ended December 31, 2015 is as follows (in thousands): Balance as of December 31, 2014 $ Other comprehensive loss before reclassifications, net of tax of $2 Balance as of December 31, 2015 $ |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value of Financial Instruments | |
Schedule of assets and liabilities measured at fair value on a recurring basis | The estimated fair values of the Company’s financial instruments are as follows (amounts in thousands): December 31, 2015 December 31, 2014 Carrying Fair Carrying Fair Amount Value Amount Value Financial assets: Cash and cash equivalents $ $ $ $ Restricted cash Advance to Silver Legacy Joint Venture — — — Financial liabilities: 7.0% Senior Notes $ $ $ — $ — New Term Loan — — New Revolving Credit Facility — — 8.625% Senior Secured Notes — — 11.5% Senior Secured Second Lien Notes — — Acquisition-related contingent considerations |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table represents the change in acquisition ‑related contingent consideration liabilities during the period from the Merger Date to December 31, 2015 (amounts in thousands): Balance as of Merger Date $ Amortization of present value discount(1) Fair value adjustment for change in consideration expected to be paid(2) Settlements — Balance as of December 31, 2014 Amortization of present value discount(1) Fair value adjustment for change in consideration expected to be paid(2) Settlements Balance as of December 31, 2015 $ (1) Changes in present value are included as a component of interest expense in the consolidated statements of operations. (2) Fair value adjustments for changes in earn-out estimates are recorded as a component of general and administrative expense in the consolidated statements of operations. |
Commitment And Contingencies (T
Commitment And Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies. | |
Schedule of Future Minimum Rental Payments for Operating Leases | The Company leases land and certain equipment, including some of our slot machines, timing and photo finish equipment, videotape and closed circuit television equipment, and certain pari ‑mutuel equipment, under operating leases. Future minimum payments under non ‑cancellable operating leases with initial terms of one year or more consisted of the following at December 31, 2015 (in thousands): Leases 2016 $ 2017 2018 2019 2020 Thereafter $ |
Schedule of ground lease expenses | further increases. The base rental portion of the ground lease is being amortized on a straight ‑line basis. In addition to the base rent, the lease requires percentage rent based on adjusted gross receipts to the City of Shreveport and payments in lieu of admission fees to the City of Shreveport and the Bossier Parish School Board. Expenses under the terms of the ground lease are as follows (in thousands): For the year ended December 31, 2015 2014 2013 Ground lease: Base rent $ $ $ Percentage rent Payment in lieu of admissions fees and school taxes $ $ $ |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Information | |
Schedule of operating data for reportable segments | For the year ended December 31, 2015 2014 2013 (in thousands) Revenues and expenses Nevada: Net operating revenues(a) $ $ $ Expenses, excluding depreciation and corporate Loss on sale or disposal of property — Equity in income of unconsolidated affiliates Acquisition charges — Depreciation Operating income (loss)—Nevada $ $ $ Louisiana: Net operating revenues $ $ $ Expenses, excluding depreciation, amortization(a) Gain (loss) on sale or disposal of property Depreciation and amortization Operating income—Louisiana $ $ $ Eastern: Net operating revenues $ $ $ — Expenses, excluding depreciation, amortization and corporate — Gain on sale or disposal of property — — Depreciation and amortization — Operating income—Eastern $ $ $ — Corporate: Corporate expenses $ $ $ — Acquisition charges — Loss on sale or disposal of property — — Depreciation and amortization — Operating loss—Corporate $ $ $ — For the year ended December 31, 2015 2014 2013 (in thousands) Total Reportable Segments Net operating revenues(a) $ $ $ Expenses, excluding depreciation, amortization(a) Loss on sale or disposal of property Equity in income of unconsolidated affiliates Acquisition charges Depreciation and amortization Operating income—Total Reportable Segments $ $ $ Reconciliations to Consolidated Net Income (Loss): Operating Income — Total Reportable Segments $ $ $ Unallocated income and expenses: Interest income — Interest expense Gain on valuation of unconsolidated affiliate — — Gain on extinguishment of debt of unconsolidated affiliate — — Gain on termination of supplemental executive retirement plan assets of unconsolidated affiliate — — Loss on early retirement of debt — Non ‑ controlling interest — — Benefit (provision) for income taxes — Net income (loss) $ $ $ |
Schedule of capital expenditures for reportable segments | For the Year Ended December 31, 2015 2014 2013 (in thousands) Capital Expenditures Nevada $ $ $ Louisiana Eastern — Corporate — — Total $ $ $ |
Reconciliation of total assets by reportable segment to consolidated total assets | As of December 31, 2015 2014 (in thousands) Total Assets Nevada $ $ Louisiana Eastern Corporate — Eliminating entries (a) Total $ $ |
Summary of eliminating and reclassification entries | Proceeds from Resorts Senior Secured Notes loaned to Eldorado Shreveport $ — $ Reclass deferred tax assets against deferred tax liabilities — Accrued interest on the above intercompany loan Intercompany receivables/payables Net investment in Silver Legacy/Circus Reno — Net investment in and advances to MTR Gaming Net investment in and advances to Silver Legacy — Net investment in and advances to Eldorado Shreveport $ $ |
Condensed Consolidating Financi
Condensed Consolidating Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Condensed Consolidating Financial Information [Abstract] | |
Condensed Balance Sheet | The consolidating condensed balance sheet as of December 31, 2015 is as follows: Balance Sheet Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated Current assets $ $ $ $ $ Intercompany receivables — — — Investment in and advances to unconsolidated affiliates — — Investments in subsidiaries — — — Property and equipment, net — Other assets — Total assets $ $ $ $ $ Current liabilities $ $ $ $ $ Intercompany payables — — Long-term debt, less current maturities — Other accrued liabilities Stockholders’ equity Total liabilities and stockholders’ equity $ $ $ $ $ |
Condensed Income Statement | The consolidating condensed statement of operations for the year ended December 31, 2015 is as follows : Statement of Operations Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated Revenues: Gaming and pari-mutuel commissions $ — $ $ $ — $ Non-gaming — — Gross revenues — — Less promotional allowances — — Net revenues — — Operating expenses: Gaming and pari-mutuel commissions — — Non-gaming — — Marketing and promotions — — General and administrative Depreciation and amortization — Total operating expenses Loss on disposal of assets — — — Acquisition charges — — Equity in income of unconsolidated affiliates — — — Operating (loss) income Interest expense, net — Gain on valuation of unconsolidated affiliate — — — Loss on early retirement of debt — — Net (loss) income before income taxes Income tax benefit — — Net (loss) income $ $ $ $ $ |
Condensed Cash Flow Statement | The consolidating Condensed Statement of Cash Flows for the year ended December 31, 2015 is as follows: Statement of Cash Flows Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated Net cash (used in) provided by operating activities $ $ $ $ $ INVESTING ACTIVITIES: Capital expenditures, net of payables — Reimbursement of capital expenditures from West Virginia regulatory authorities — — — Investment in unconsolidated affiliate — — — Proceeds from sale of property and equipment — — — Decrease in restricted cash due to credit support deposit — — — (Increase) Decrease in other assets, net Net cash (used) acquired in business combinations — — Net cash (used in) provided by investing activities FINANCING ACTIVITIES: Proceeds from long-term debt borrowings — — — Net borrowings on New Revolving Credit Facility — — — Principal payments under Senior Notes — — — Retirement of long-term debt — — Principal payments on capital leases — — — Debt issuance costs — — — Call premium on early retirement of debt — — — Net proceeds from (payments to) related parties — — Net cash provided by (used in) financing activities INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR — CASH AND CASH EQUIVALENTS, END OF YEAR $ $ $ $ — $ |
Quarterly Data (Unaudited) (Tab
Quarterly Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Data (Unaudited) | |
Quarterly Data (Unaudited) | Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2015: Revenues $ $ $ $ Less—promotional allowances Net revenues Operating expenses Operating income Net (loss) income $ $ $ $ Basic net (loss) income per common share $ $ $ $ Diluted net (loss) income per common share $ $ $ $ Weighted average shares outstanding—basic Weighted average shares outstanding—diluted Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2014: Revenues $ $ $ $ Less—promotional allowances Net revenues Operating expenses Operating income Net (loss) income $ $ $ $ Basic and diluted net (loss) income per common share $ $ $ $ Weighted average shares outstanding—basic and diluted Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2013: Revenues $ $ $ $ Less—promotional allowances Net revenues Operating expenses Operating income Net income $ $ $ $ Basic and diluted net income per common share $ $ $ $ Weighted average shares outstanding—basic and diluted |
Organization and Basis of Pre48
Organization and Basis of Presentation (Details) $ in Millions | Sep. 01, 2014USD ($) | Dec. 31, 2015item | Aug. 31, 2014 | Aug. 30, 2014 | Jul. 28, 1995 | Jul. 27, 1995 |
Silver Legacy Joint Venture | ||||||
Organization and Basis of Presentation | ||||||
Ownership interest (as a percent) | 50.00% | 100.00% | 48.10% | |||
Galleon | Silver Legacy Joint Venture | ||||||
Organization and Basis of Presentation | ||||||
Ownership percentage allowed to be acquired | 50.00% | |||||
Resorts | Silver Legacy Joint Venture | ||||||
Organization and Basis of Presentation | ||||||
Ownership interest (as a percent) | 48.10% | |||||
Resorts | Tamarack | ||||||
Organization and Basis of Presentation | ||||||
Ownership interest (as a percent) | 21.30% | 21.30% | ||||
Gain (loss) on distribution of interest in equity method investment | $ 0 | |||||
Equity Method Investment Distributed Carrying Amount | $ 5.5 | |||||
Eldorado Casino Shreveport Joint Venture | ||||||
Organization and Basis of Presentation | ||||||
Number of rooms in suite art deco-style hotel | item | 403 | |||||
ELLC | Silver Legacy Joint Venture | ||||||
Organization and Basis of Presentation | ||||||
Ownership interest (as a percent) | 50.00% |
Summary of Significant Accoun49
Summary of Significant Accounting Policies - Restricted cash - (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 31, 2015 | Aug. 31, 2014 | Aug. 30, 2014 | Aug. 02, 2014 | Nov. 30, 2013 | Jul. 28, 1995 | Jul. 27, 1995 | Feb. 28, 1994 | |
Restricted Cash | |||||||||||||||||||||||
Collateral for certificates of deposit | $ 5,000,000 | ||||||||||||||||||||||
Certificates of deposit | $ 598,000 | ||||||||||||||||||||||
Collateral deposits | $ 2,500,000 | $ 2,500,000 | |||||||||||||||||||||
Accounts Receivable and Credit Risk | |||||||||||||||||||||||
Concentration Risk, Credit Risk, Financial Instruments | 0 | 0 | |||||||||||||||||||||
Investment in Unconsolidated Affiliates | |||||||||||||||||||||||
Impairment charge | $ 0 | $ 0 | $ 0 | ||||||||||||||||||||
Self-Insurance Reserves | |||||||||||||||||||||||
Accrued insurance and medical claims reserves | $ 3,500,000 | 1,300,000 | 3,500,000 | 1,300,000 | |||||||||||||||||||
Frequent Players Program | |||||||||||||||||||||||
Aggregate outstanding liability for the frequent players program | 3,400,000 | 2,400,000 | 3,400,000 | 2,400,000 | |||||||||||||||||||
Revenues and Promotional Allowances | |||||||||||||||||||||||
Promotional Allowances | $ 17,680,000 | $ 15,996,000 | $ 15,723,000 | $ 15,358,000 | $ 15,841,000 | $ 11,579,000 | $ 10,976,000 | $ 10,053,000 | $ 10,284,000 | $ 11,319,000 | $ 11,036,000 | $ 10,428,000 | 64,757,000 | 48,449,000 | 43,067,000 | ||||||||
Advertising | |||||||||||||||||||||||
Advertising Costs | 31,200,000 | 22,000,000 | 17,700,000 | ||||||||||||||||||||
Capitalized Interest | |||||||||||||||||||||||
Capitalized interest costs. | $ 200,000 | ||||||||||||||||||||||
Silver Legacy Joint Venture | |||||||||||||||||||||||
Restricted Cash | |||||||||||||||||||||||
Collateral deposits | $ 5,000,000 | ||||||||||||||||||||||
Investment in Unconsolidated Affiliates | |||||||||||||||||||||||
Ownership interest (as a percent) | 50.00% | 50.00% | 100.00% | 48.10% | |||||||||||||||||||
ELLC | |||||||||||||||||||||||
Investment in Unconsolidated Affiliates | |||||||||||||||||||||||
Ownership interest (as a percent) | 96.20% | ||||||||||||||||||||||
ELLC | Silver Legacy Joint Venture | |||||||||||||||||||||||
Investment in Unconsolidated Affiliates | |||||||||||||||||||||||
Ownership interest (as a percent) | 50.00% | ||||||||||||||||||||||
Resorts | Silver Legacy Joint Venture | |||||||||||||||||||||||
Restricted Cash | |||||||||||||||||||||||
Collateral deposits | 5,000,000 | ||||||||||||||||||||||
Investment in Unconsolidated Affiliates | |||||||||||||||||||||||
Ownership interest (as a percent) | 48.10% | 48.10% | |||||||||||||||||||||
Resorts | Tamarack | |||||||||||||||||||||||
Investment in Unconsolidated Affiliates | |||||||||||||||||||||||
Ownership interest (as a percent) | 21.30% | 21.30% | |||||||||||||||||||||
Galleon | Silver Legacy Joint Venture | |||||||||||||||||||||||
Restricted Cash | |||||||||||||||||||||||
Collateral deposits | $ 5,000,000 | ||||||||||||||||||||||
Galleon | ELLC | |||||||||||||||||||||||
Investment in Unconsolidated Affiliates | |||||||||||||||||||||||
Ownership interest (as a percent) | 50.00% | ||||||||||||||||||||||
Complimentaries | |||||||||||||||||||||||
Revenues and Promotional Allowances | |||||||||||||||||||||||
Promotional Allowances | $ 64,757,000 | 48,449,000 | 43,067,000 | ||||||||||||||||||||
Costs and Expenses | 40,188,000 | 32,080,000 | 28,919,000 | ||||||||||||||||||||
Food and Beverage | |||||||||||||||||||||||
Revenues and Promotional Allowances | |||||||||||||||||||||||
Promotional Allowances | 44,998,000 | 33,182,000 | 29,356,000 | ||||||||||||||||||||
Costs and Expenses | 31,220,000 | 25,190,000 | 22,873,000 | ||||||||||||||||||||
Hotel | |||||||||||||||||||||||
Revenues and Promotional Allowances | |||||||||||||||||||||||
Promotional Allowances | 15,711,000 | 12,582,000 | 11,386,000 | ||||||||||||||||||||
Costs and Expenses | 6,638,000 | 5,030,000 | 4,438,000 | ||||||||||||||||||||
Others | |||||||||||||||||||||||
Revenues and Promotional Allowances | |||||||||||||||||||||||
Promotional Allowances | 4,048,000 | 2,685,000 | 2,325,000 | ||||||||||||||||||||
Costs and Expenses | $ 2,330,000 | $ 1,860,000 | $ 1,608,000 |
Acquisition and Purchase Acco50
Acquisition and Purchase Accounting (Details) $ in Thousands | Nov. 24, 2015 | Jul. 28, 1995USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 19, 2014USD ($) |
Purchase Consideration Calculation Abstract | |||||
Cash consideration paid by ERI for MGM’s 50% equity interest and MGM’s member note | $ 72,500 | ||||
Fair value of ERI’s preexisting 50% equity interest | 56,500 | ||||
Assumption of Silver Legacy’s long term debt(1) | 87,854 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Working Capital | 8,040 | ||||
Purchase consideration | 224,894 | ||||
Estimated fair values of the assets acquired and liabilities assumed | |||||
Current and other assets | 23,740 | ||||
Property and equipment | 184,345 | ||||
Goodwill | 66,826 | $ 66,826 | |||
Intangible assets | 6,000 | ||||
Other noncurrent assets | 10,809 | ||||
Long-term debt | 87,854 | ||||
Net assets acquired | 224,894 | ||||
MTR Gaming | |||||
Purchase Consideration Calculation Abstract | |||||
Assumption of Silver Legacy’s long term debt(1) | $ 624,877 | ||||
Purchase consideration | 103,000 | ||||
Estimated fair values of the assets acquired and liabilities assumed | |||||
Current and other assets | 75,031 | ||||
Property and equipment | 289,211 | ||||
Goodwill | 66,826 | ||||
Intangible assets | 473,000 | ||||
Other noncurrent assets | 20,381 | ||||
Total assets | 924,449 | ||||
Current liabilities | 46,446 | ||||
Long-term debt | 624,877 | ||||
Deferred income taxes | 143,104 | ||||
Other noncurrent liabilities | 7,011 | ||||
Total liabilities assumed | 821,438 | ||||
Net assets acquired | 103,011 | ||||
Silver Legacy Joint Venture | |||||
Purchase Consideration Calculation Abstract | |||||
Cash consideration paid by ERI for MGM’s 50% equity interest and MGM’s member note | 56,500 | ||||
Fair value of ERI’s preexisting 50% equity interest | 56,500 | ||||
Assumption of Silver Legacy’s long term debt(1) | 87,854 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Working Capital | 6,124 | ||||
Purchase consideration | $ 3,600 | 206,978 | |||
Estimated fair values of the assets acquired and liabilities assumed | |||||
Current and other assets | 21,625 | ||||
Property and equipment | 169,544 | ||||
Intangible assets | 5,000 | ||||
Other noncurrent assets | 10,809 | ||||
Long-term debt | 87,854 | ||||
Net assets acquired | 206,978 | ||||
Silver Legacy Joint Venture | Member notes | |||||
Purchase Consideration Calculation Abstract | |||||
Assumption of Silver Legacy’s long term debt(1) | $ 11,500 | ||||
Percentage of debt assumed | 50 | ||||
Estimated fair values of the assets acquired and liabilities assumed | |||||
Long-term debt | $ 11,500 | ||||
Silver Legacy Joint Venture | Short-term Debt | |||||
Purchase Consideration Calculation Abstract | |||||
Assumption of Silver Legacy’s long term debt(1) | 5,000 | ||||
Estimated fair values of the assets acquired and liabilities assumed | |||||
Long-term debt | 5,000 | ||||
Silver Legacy Joint Venture | Long-term Debt | |||||
Purchase Consideration Calculation Abstract | |||||
Assumption of Silver Legacy’s long term debt(1) | 75,500 | ||||
Estimated fair values of the assets acquired and liabilities assumed | |||||
Long-term debt | 75,500 | ||||
Circus Reno | |||||
Purchase Consideration Calculation Abstract | |||||
Cash consideration paid by ERI for MGM’s 50% equity interest and MGM’s member note | 16,000 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Working Capital | 1,916 | ||||
Purchase consideration | 17,916 | ||||
Estimated fair values of the assets acquired and liabilities assumed | |||||
Current and other assets | 2,115 | ||||
Property and equipment | 14,801 | ||||
Intangible assets | 1,000 | ||||
Net assets acquired | $ 17,916 | ||||
MTR Gaming | |||||
Purchase Consideration Calculation Abstract | |||||
Purchase consideration | $ 98,011 | ||||
MTR Gaming | 11.55 Senior Secured Second Lien Notes | |||||
Estimated fair values of the assets acquired and liabilities assumed | |||||
Long-term debt, gross | $ 570,700 | ||||
Galleon | Silver Legacy Joint Venture | |||||
Acquisition and purchase accounting | |||||
Ownership interest held by former members of subsidiary (as a percent) | 50.00% |
Acquisition and Purchase Acco51
Acquisition and Purchase Accounting - Unaudited Pro Forma Information - (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Pro Forma Information | ||
Net revenues | $ 901,455 | $ 908,415 |
Net income | $ 97,783 | $ 40,552 |
Net (loss) income per common share | ||
Basic (in dollars per share) | $ 2.10 | $ 0.87 |
Diluted (in dollars per share) | $ 2.08 | $ 0.87 |
Weighted shares outstanding | ||
Basic (in shares) | 46,550,042 | 46,426,714 |
Diluted (in shares) | 47,008,980 | 46,509,008 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accounts receivable | $ 12,055 | $ 9,701 | |
Allowance for doubtful accounts | 2,074 | 2,589 | |
Total | 9,981 | 7,112 | |
(Benefit) provision for bad debts | (18) | 1,070 | $ 847 |
Write-offs of accounts receivable | 1,100 | 200 | 1,100 |
Recoveries of accounts receivable previously written | $ 200 | $ 200 | |
Maximum | |||
Recoveries of accounts receivable previously written | $ 100 |
Investment in Unconsolidated 53
Investment in Unconsolidated Affiliates (Details) $ / shares in Units, $ in Thousands | Aug. 31, 2014item | Jul. 28, 1995USD ($)shares | Dec. 31, 2014USD ($)$ / shares | Aug. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Dec. 31, 2015USD ($)aroom$ / shares | Dec. 31, 2014USD ($)$ / shares | Dec. 31, 2013USD ($) | Aug. 31, 2015USD ($) | Aug. 30, 2014 | Dec. 16, 2013USD ($) | Nov. 30, 2013USD ($) | Jul. 27, 1995 | Feb. 28, 1994 |
Investment in Unconsolidated Affiliates | ||||||||||||||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | $ 14,009 | $ 1,286 | $ 14,009 | |||||||||||
Net Income (Loss) Attributable to Noncontrolling Interest | $ 103 | |||||||||||||
Total consideration paid | $ 224,894 | |||||||||||||
Par Value per share | $ / shares | $ 0.00001 | $ 0.00001 | $ 0.00001 | |||||||||||
Net income (loss) attributable to noncontrolling interest | $ 103 | |||||||||||||
Notes receivable | $ 14,009 | $ 1,286 | 14,009 | |||||||||||
Collateral deposits | $ 5,000 | |||||||||||||
Restricted cash | 2,500 | 2,500 | ||||||||||||
Summary of company's equity investment | ||||||||||||||
Equity in income (loss) of unconsolidated affiliate | $ 3,460 | 2,705 | $ 3,355 | |||||||||||
Gain on termination of supplemental executive retirement plan assets of unconsolidated affiliate | 715 | |||||||||||||
Other comprehensive loss (minimum pension liability adjustment of unconsolidated affiliate) | (1,772) | 1,772 | ||||||||||||
Other Investors | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
Variable Interest Entity, Ownership Percentage | 42.10% | |||||||||||||
Number of Rooms and Suites Hotel will have | room | 118 | |||||||||||||
Cash | $ 1,000 | |||||||||||||
Land | a | 2.4 | |||||||||||||
Estimated cost of hotel construction | $ 15,000 | |||||||||||||
Silver Legacy Joint Venture | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
Total consideration paid | $ 3,600 | $ 206,978 | ||||||||||||
Collateral deposits | 5,000 | 5,000 | ||||||||||||
Credit support obligation reduced | 2,500 | |||||||||||||
Return of collateral deposit | 2,500 | |||||||||||||
Silver Legacy Joint Venture | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
Ownership interest (as a percent) | 100.00% | 50.00% | 48.10% | |||||||||||
Acquisition of non-controlling interest (in shares) | shares | 373,135 | |||||||||||||
Restricted cash | $ 5,000 | |||||||||||||
ELLC | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
Ownership interest (as a percent) | 96.20% | |||||||||||||
Ownership percentage allowed to be acquired | 3.80% | |||||||||||||
Tamarack | ||||||||||||||
Summary of company's equity investment | ||||||||||||||
Beginning balance | $ 5,268 | $ 5,268 | 5,268 | 5,066 | ||||||||||
Equity in income (loss) of unconsolidated affiliate | 720 | 1,094 | ||||||||||||
Member's distribution | (509) | (892) | ||||||||||||
Liquidation of investment | (5,479) | |||||||||||||
Ending balance | 5,268 | |||||||||||||
Unaudited results of operations | ||||||||||||||
Net revenues | 12,908 | 21,548 | ||||||||||||
Operating expenses | (9,431) | (16,172) | ||||||||||||
Operating income | 3,477 | 5,376 | ||||||||||||
Interest expense | 45 | 97 | ||||||||||||
Net income (loss) | 3,432 | 5,279 | ||||||||||||
Number of members from parent company managing business and affairs | item | 4 | |||||||||||||
Number of unaffiliated third parties managing business and affairs | item | 3 | |||||||||||||
ELLC | Silver Legacy Joint Venture | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
Ownership interest (as a percent) | 50.00% | |||||||||||||
Galleon | Silver Legacy Joint Venture | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
Ownership percentage allowed to be acquired | 50.00% | |||||||||||||
Restricted cash | 5,000 | |||||||||||||
Galleon | ELLC | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
Ownership interest (as a percent) | 50.00% | |||||||||||||
Silver Legacy Joint Venture | ||||||||||||||
Summary of company's equity investment | ||||||||||||||
Beginning balance | $ 13,081 | $ 13,081 | $ 14,009 | 13,081 | (2,198) | |||||||||
Equity in income (loss) of unconsolidated affiliate | 3,460 | 1,985 | 2,261 | |||||||||||
Gain on termination of supplemental executive retirement plan assets of unconsolidated affiliate | (715) | |||||||||||||
Other comprehensive loss (minimum pension liability adjustment of unconsolidated affiliate) | (1,772) | 1,772 | ||||||||||||
Valuation of unconsolidated affiliate | 35,582 | |||||||||||||
Net acquisition of non-controlling interest | 3,449 | |||||||||||||
Member's distribution | (734) | |||||||||||||
Ending balance | 14,009 | 56,500 | 14,009 | 13,081 | ||||||||||
Balance sheet information | ||||||||||||||
Current assets | 30,563 | 30,563 | ||||||||||||
Property and equipment, net | 190,592 | 190,592 | ||||||||||||
Other assets, net | 6,412 | 6,412 | ||||||||||||
Total assets | 227,567 | 227,567 | ||||||||||||
Current liabilities | 18,707 | 18,707 | ||||||||||||
Long-term liabilities | 89,322 | 89,322 | ||||||||||||
Partners' equity | 119,538 | 119,538 | ||||||||||||
Total liabilities and partners' equity | $ 227,567 | 227,567 | ||||||||||||
Unaudited results of operations | ||||||||||||||
Net revenues | 117,029 | 127,095 | 125,841 | |||||||||||
Operating expenses | (90,608) | (112,086) | (112,558) | |||||||||||
Operating income | 26,421 | 15,009 | 13,283 | |||||||||||
Other expense | (19,226) | (9,607) | 15,606 | |||||||||||
Reorganization items | (407) | |||||||||||||
Net income (loss) | $ 7,195 | 5,402 | 28,482 | |||||||||||
Silver Legacy Joint Venture | New Silver Legacy Credit Facility | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
New senior secured term loan facility | $ 90,500 | |||||||||||||
Resorts | Silver Legacy Joint Venture | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
Ownership interest (as a percent) | 48.10% | |||||||||||||
Restricted cash | $ 5,000 | |||||||||||||
Resorts | Tamarack | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
Ownership interest (as a percent) | 21.30% | 21.30% | 21.30% | |||||||||||
Summary of company's equity investment | ||||||||||||||
Equity in income (loss) of unconsolidated affiliate | $ 700 | 1,100 | ||||||||||||
Balance sheet information | ||||||||||||||
Partners' equity | $ 5,300 | |||||||||||||
Resorts | Tamarack | Carano | ||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||
Equity Ownership percentage | 26.30% |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | $ 324,547,000 | $ 283,886,000 | |
Property, Plant and Equipment, Gross | 949,963,000 | 740,025,000 | |
Property, Plant and Equipment, Net | 625,416,000 | 456,139,000 | |
Depreciation, Depletion and Amortization, Nonproduction | 56,921,000 | 28,643,000 | $ 17,031,000 |
Capital Expenditure reimbursed by West Virginia Racing Commission | 1,266,000 | 799,000 | |
Mountaineer | |||
Property, Plant and Equipment [Line Items] | |||
Capital expenditure submitted for reimbursement from the West Virginia Racing Commission | 3,900,000 | ||
Capital Expenditure reimbursed by West Virginia Racing Commission | 1,300,000 | ||
Amount of qualified capital expenditure reiumbursed by West Virginia lottery commission | 1 | ||
Amount of qualified capital expenditure submitted for reiumbursement by West Viriginia lottery commission | 2 | ||
Modernization Fund Grants Eligibility Fund | 3,000,000 | ||
Land and Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 54,633,000 | 40,170,000 | |
Building and Other Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 619,614,000 | 460,662,000 | |
Building and Other Leasehold Improvements [Member] | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Useful Life | 10 years | ||
Building and Other Leasehold Improvements [Member] | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Useful Life | 45 years | ||
Riverboat [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 39,027,000 | 39,023,000 | |
Property, Plant and Equipment, Useful Life | 25 years | ||
Furniture, fixtures and equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 229,798,000 | 193,448,000 | |
Furniture, fixtures and equipment [Member] | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Useful Life | 3 years | ||
Furniture, fixtures and equipment [Member] | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Useful Life | 15 years | ||
Furniture, fixtures and equipment held under capital leases [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 4,199,000 | 3,592,000 | |
Furniture, fixtures and equipment held under capital leases [Member] | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Useful Life | 3 years | ||
Furniture, fixtures and equipment held under capital leases [Member] | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Useful Life | 15 years | ||
Construction in Progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 2,692,000 | 3,130,000 | |
Assets acquired under capital lease [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | $ 3,300,000 | $ 3,400,000 |
Other and Intangible Assets, 55
Other and Intangible Assets, net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Trade names and customer loyalty program | ||
Goodwill | $ 66,826 | $ 66,826 |
Intangible Assets Gross including Goodwill | 499,574 | 493,574 |
Total goodwill and other intangible assets | 492,033 | 491,913 |
Land held for development | 906 | 906 |
Other | 6,048 | 5,354 |
Total Other Assets, net | 6,954 | 6,260 |
Trade name | ||
Trade names and customer loyalty program | ||
Intangible assets, excluding goodwill- gross | 9,800 | 6,700 |
Accumulated Amortization | $ (2,462) | (547) |
Finite-Lived Intangible Asset, Useful Life | 3 years 6 months | |
Amortization expense | $ 1,900 | |
Customer loyalty program | ||
Trade names and customer loyalty program | ||
Intangible assets, excluding goodwill- gross | 7,700 | 4,800 |
Accumulated Amortization | (5,079) | (1,114) |
Amortization expense | 4,000 | |
Trade names and the customer loyalty program | ||
Trade names and customer loyalty program | ||
2,016 | 1,900 | |
2,017 | 1,900 | |
2,018 | 400 | |
Gaming licenses (Indefinite-lived) | ||
Trade names and customer loyalty program | ||
Intangible assets, excluding goodwill- gross | 482,074 | 482,074 |
Gaming licenses (Indefinite-lived) | Eldorado Casino Shreveport Joint Venture | ||
Trade names and customer loyalty program | ||
Intangible Assets, Net (Excluding Goodwill) | $ 20,600 | $ 20,600 |
Accrued and Other Liabilities56
Accrued and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accrued and Other Liabilities | ||
Accrued insurance and medical claims | $ 3,472 | $ 1,273 |
Unclaimed chips | 2,320 | 938 |
Accrued purses and track related liabilities | 3,758 | 4,303 |
Progressive slot liability and accrued gaming promotions | 8,517 | 8,439 |
Construction project and equipment liabilities | 1,911 | 2,333 |
Other | 11,820 | 6,879 |
Accrued other liabilities, Current | $ 31,798 | $ 24,165 |
Long-Term Debt (Details)
Long-Term Debt (Details) $ in Thousands | Jul. 23, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Sep. 19, 2014USD ($) |
Long-term debt | |||||
Capital leases | $ 817 | $ 35 | |||
Less: Current portion | (4,524) | (32) | |||
Less-Current portion | (4,524) | (32) | |||
Long-term debt, noncurrent | 861,713 | 775,059 | |||
Interest Expense | 61,558 | 30,734 | $ 15,665 | ||
Scheduled maturities of long-term debt in 2020 | 93,500 | ||||
Scheduled maturities of long-term debt in 2022 | 395,300 | ||||
Scheduled maturities of long-term debt in 2023 | 375,000 | ||||
Debt issuance costs and discount | 25,800 | ||||
Amortization of debt issuance costs and discount | $ 1,500 | ||||
From the closing date through December 31, 2015 | |||||
Long-term debt | |||||
Debt Instrument Covenant Leverage Ratio | 6.75 | ||||
From January 1, 2016 to December 31, 2017 | |||||
Long-term debt | |||||
Debt Instrument Covenant Leverage Ratio | 6 | ||||
From January 1, 2018 and thereafter | |||||
Long-term debt | |||||
Debt Instrument Covenant Leverage Ratio | 5 | ||||
Senior Notes | |||||
Long-term debt | |||||
Long-term debt, gross | $ 375,000 | ||||
Less: Unamortized debt issuance costs | (8,957) | ||||
Long-term Debt. | 366,043 | ||||
Interest rate (as a percent) | 7.00% | ||||
Gain (loss) on retirement of debt | 1,900 | ||||
Proceeds from Debt, Net | $ 50,000 | ||||
New Term Loan | |||||
Long-term debt | |||||
Long-term debt, gross | $ 425,000 | 422,875 | |||
Less: Unamortized discount and debt issuance costs | (14,465) | ||||
Long-term Debt. | $ 408,410 | ||||
Interest rate (as a percent) | 4.25% | ||||
Debt Instrument, Term | 7 years | ||||
New Revolving Credit Facility | |||||
Long-term debt | |||||
Long-term debt, gross | $ 150,000 | $ 93,500 | |||
Less: Unamortized debt issuance costs | (2,533) | ||||
Long-term Debt. | $ 90,967 | ||||
Interest rate (as a percent) | 3.70% | ||||
Debt Instrument, Term | 5 years | ||||
Debt Instrument, Unused Borrowing Capacity, Amount | $ 56,500 | ||||
Resorts Senior Secured Notes | |||||
Long-term debt | |||||
Long-term debt, gross | 168,000 | ||||
Less: Unamortized discount and debt issuance costs | (3,771) | ||||
Long-term Debt. | 164,229 | ||||
Amortization expense of deferred financing costs | $ 500 | 900 | |||
MTR Second Lien Notes | |||||
Long-term debt | |||||
Long-term debt, gross | 560,664 | ||||
Add: Unamortized premium | 50,163 | ||||
Long-term Debt. | 610,827 | ||||
Year beginning August 1, 2018 | Senior Notes | |||||
Long-term debt | |||||
Redemption price (as a percent) | 105.25% | ||||
Year beginning August 1, 2019 | Senior Notes | |||||
Long-term debt | |||||
Redemption price (as a percent) | 103.50% | ||||
Year beginning August 1, 2020 | Senior Notes | |||||
Long-term debt | |||||
Redemption price (as a percent) | 101.75% | ||||
Year beginning August 1, 2021 and thereafter | Senior Notes | |||||
Long-term debt | |||||
Redemption price (as a percent) | 100.00% | ||||
Resorts | Prior to June 15, 2015 | 8.625% Resorts Senior Secured Notes | |||||
Long-term debt | |||||
Redemption price (as a percent) | 100.00% | ||||
MTR Gaming | 11.55 Senior Secured Second Lien Notes | |||||
Long-term debt | |||||
Long-term debt, gross | $ 570,700 | ||||
Silver Legacy Joint Venture | |||||
Long-term debt | |||||
Gain (loss) on retirement of debt | $ 11,980 | ||||
New Credit Facility | Resorts | New Term Loan | |||||
Long-term debt | |||||
Long-term debt, gross | $ 861,713 | $ 775,059 |
Long-Term Debt - Resorts Secure
Long-Term Debt - Resorts Secured Credit Facility - (Details) $ in Millions | Jul. 23, 2015 | Dec. 31, 2015USD ($) |
New Term Loan | ||
Debt instruments | ||
Term of debt | 7 years | |
New Revolving Credit Facility | ||
Debt instruments | ||
Term of debt | 5 years | |
Available borrowing capacity | $ 56.5 | |
Commitment fee on unused portion of the credit facility | 0.50% | |
LIBOR | New Term Loan | ||
Debt instruments | ||
Spread on variable rate (as a percent) | 3.25% | |
Floor rate (as a percent) | 1.00% | |
LIBOR | Minimum | New Term Loan | ||
Debt instruments | ||
Spread on variable rate (as a percent) | 2.50% | |
LIBOR | Maximum | New Term Loan | ||
Debt instruments | ||
Spread on variable rate (as a percent) | 3.25% | |
Base rate | New Term Loan | ||
Debt instruments | ||
Spread on variable rate (as a percent) | 2.25% | |
Base rate | Minimum | New Term Loan | ||
Debt instruments | ||
Spread on variable rate (as a percent) | 1.50% | |
Base rate | Maximum | New Term Loan | ||
Debt instruments | ||
Spread on variable rate (as a percent) | 2.25% | |
From the closing date through December 31, 2015 | ||
Debt instruments | ||
Leverage ratio | 6.75 | |
From the closing date through December 31, 2015 | Minimum | ||
Debt instruments | ||
Interest coverage ratio | 2.50 | |
From January 1, 2016 to December 31, 2017 | ||
Debt instruments | ||
Leverage ratio | 6 | |
From January 1, 2018 and thereafter | ||
Debt instruments | ||
Leverage ratio | 5 | |
From January 1, 2016 through December 31, 2016 | Minimum | ||
Debt instruments | ||
Interest coverage ratio | 2.75 | |
From January 1, 2017 and thereafter | Minimum | ||
Debt instruments | ||
Interest coverage ratio | 3 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current: | |||
Federal | $ (29) | $ 10 | |
State | 665 | 120 | |
Local | 557 | 55 | |
Total Current | 1,193 | 185 | |
Current State and Local Tax Expense (Benefit) | 700 | ||
Deferred: | |||
Federal | (68,103) | 846 | |
State | (2,691) | 711 | |
Local | 21 | 26 | |
Total Deferred | (70,773) | 1,583 | |
Income Tax Expense | $ (69,580) | $ 1,768 | $ 0 |
Reconciliation of the expected statutory federal income tax provision | |||
Federal statutory rate | 35.00% | (35.00%) | |
State and local taxes | 1.00% | (4.40%) | |
State tax rate adjustment | (3.30%) | ||
Permanent items | 0.40% | 3.60% | |
Valuation allowance | (180.50%) | 77.30% | |
Minority interest | 0.20% | 1.20% | |
Change in tax status | 18.20% | (28.00%) | |
Non-taxable gain on fair value adjustment | (27.90%) | ||
Other | 0.90% | (0.60%) | |
Provision (benefit) for income taxes | (156.00%) | 14.10% | |
State tax expense due to change in status from partnership to C corp. | $ 700 | ||
Deferred Tax Assets: | |||
Loss and credit carryforwards | $ 50,100 | 43,505 | |
Accrued expenses | 7,134 | 6,431 | |
Fixed assets | 8,697 | 10,956 | |
Investment in partnerships | 5,845 | ||
Debt | 11,611 | 23,826 | |
Stock-based compensation | 701 | 179 | |
Other | 599 | 35 | |
Deferred tax assets | 78,842 | 90,777 | |
Deferred Tax Liabilities: | |||
Identified intangibles | (145,053) | (146,715) | |
Investment in partnerships | (2,008) | ||
Prepaid expenses | (1,906) | (2,042) | |
Other | (97) | ||
Deferred tax liabilities | (149,064) | (148,757) | |
Valuation allowance | (8,575) | (89,067) | |
Net deferred tax liabilities | (78,797) | $ (147,047) | |
Alternative Minimum Tax credit carryforwards | 600 | ||
Federal jobs credit carryforwards | 800 | ||
Other | 97 | ||
Recognition of the federal deferred tax assets during 2015 resulted in an income tax benefit | 80,300 | ||
Federal | |||
Deferred Tax Liabilities: | |||
Net operating loss carryforwards | 133,300 | ||
State | |||
Deferred Tax Liabilities: | |||
Net operating loss carryforwards | $ 40,000 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) | Jan. 01, 2016 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 50.00% | ||||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 4.00% | ||||||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Amount | $ 1,000 | ||||||
Resorts | |||||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 25.00% | ||||||
Matching Contributions | $ 500,000 | $ 400,000 | $ 200,000 | ||||
Defined Contribution Plan, First Match Threshold, Percentage | 4.00% | ||||||
Resorts Plans | |||||||
Age limit for inclusion in 401k plan | 21 years | ||||||
Limit of months of completed service for inclusion in 401k plan | 6 months | ||||||
Limit of hours of completed service for inclusion in 401k plan | 1,000 | ||||||
Resorts | Minimum | |||||||
Defined Contribution Plan, Contributions Per Employee, Percent | 1.00% | ||||||
Resorts | Maximum | |||||||
Defined Contribution Plan, Contributions Per Employee, Percent | 100.00% | ||||||
MTR Gaming | |||||||
Matching Contributions | $ 100,000 | $ 100,000 | |||||
MTR Gamings Plans | |||||||
Race track and simulcast wagering handles - Percent | 0.25% | ||||||
Net win from gaming operations - Percent | 1.00% | ||||||
Excess Net Terminal Income threshold | $ 160,000,000 | ||||||
Mountaineer | |||||||
Matching Contributions | $ 400,000 | ||||||
Eldorado Shreveport | |||||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 50.00% | ||||||
Defined Contribution Plan, First Match Threshold, Percentage | 6.00% | ||||||
Scioto Downs | |||||||
MTR Gamings Plans | |||||||
Pension Income | $ 39,000 | $ 39,000 | |||||
Scioto Downs | |||||||
Fair Value of Plan Assets | $ 1,100,000 | ||||||
Fair value of Benefit Obligations | 900,000 | ||||||
Funded Status of Plan | $ 300,000 |
Common Stock and Incentive Aw61
Common Stock and Incentive Awards (Details) | Jan. 23, 2015$ / sharesshares | Sep. 18, 2014USD ($)$ / sharesshares | Mar. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Sep. 19, 2014$ / shares |
Stock-based compensation expense | $ | $ 1,488,000 | ||||||
Common Stock, Shares, Issued | 46,817,829 | 46,426,714 | 46,817,829 | ||||
Common Stock, Shares, Outstanding | 46,817,829 | 46,426,714 | 46,817,829 | ||||
Unrecognized Compensation Expense | $ | $ 2,400,000 | $ 2,400,000 | |||||
Common Stock | |||||||
Authorized Common Stock | 100,000,000 | 100,000,000 | 100,000,000 | ||||
Par Value per share | $ / shares | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||||
Summary of Stock Option Activity | |||||||
Proceeds from Stock Options Exercised | $ | $ (2,125,000) | $ 245,000 | |||||
Options | |||||||
Outstanding at the beginning of the Period (in shares) | 398,200 | ||||||
Exercised - in shares | 0 | ||||||
Expired (in shares) | (86,000) | ||||||
Outstanding at the end of the Period (in shares) | 398,200 | ||||||
Range of Exercise Price | |||||||
Lower end of exercise price | $ / shares | $ 2.44 | ||||||
Upper end of exercise price | $ / shares | $ 11.30 | 16.27 | |||||
Weighted-Average Exercise Price | |||||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | 7.88 | ||||||
Expired (in dollars per share) | $ / shares | $ 11.30 | ||||||
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 7.88 | ||||||
Weighted- Average Remaining Contractual Life (in years) | 4 years 6 months 15 days | ||||||
Aggregate Intrinsic Value | |||||||
Aggregate Intrinsic Value | $ | $ 200,000 | ||||||
Summary of the RSU activity | |||||||
Outstanding at the beginning of the Period (in shares) | 398,200 | ||||||
Exercised - in shares | 0 | ||||||
Forfeited | 86,000 | ||||||
Outstanding at the end of the Period (in shares) | 398,200 | ||||||
Aggregate Fair Value | |||||||
Cash received from the exercise of stock options | $ | $ 200,000 | ||||||
Restricted stock units (RSUs) | |||||||
Fair Value | $ / shares | $ 4.03 | ||||||
Granted (in shares) | 89,900 | ||||||
Recognition period of unrecognized compensation cost | 2 years 1 month 13 days | ||||||
Options | |||||||
Outstanding at the beginning of the Period (in shares) | 827,383 | ||||||
Granted (in shares) | 917,283 | ||||||
Vested (in shares) | 89,900 | ||||||
Outstanding at the end of the Period (in shares) | 827,383 | 827,383 | |||||
Weighted-Average Exercise Price | |||||||
Granted (in dollars per share) | $ / shares | $ 4.08 | ||||||
Vested (in dollars per share) | $ / shares | 4.03 | ||||||
Outstanding at the end of the period ( in dollars per share) | $ / shares | $ 4.09 | $ 4.09 | |||||
Weighted- Average Remaining Contractual Life (in years) | 2 years 1 month 13 days | ||||||
Aggregate Intrinsic Value | |||||||
Aggregate fair value | $ | $ 3,400,000 | ||||||
Summary of the RSU activity | |||||||
Outstanding at the beginning of the Period (in shares) | 827,383 | ||||||
Granted (in shares) | 917,283 | ||||||
Outstanding at the end of the Period (in shares) | 827,383 | 827,383 | |||||
Weighted Average Grant Date Fair Value | |||||||
Unvested outstanding as of beginning of period | $ / shares | $ 4.09 | ||||||
Granted | $ / shares | $ 4.03 | ||||||
Outstanding at the end of the period ( in dollars per share) | $ / shares | $ 4.09 | $ 4.09 | |||||
Restricted stock units (RSUs) | Plan 2015 Member | |||||||
Granted (in shares) | 9,171 | ||||||
RSU And Performance Awards | |||||||
Fair Value | $ / shares | $ 4.03 | ||||||
Granted (in shares) | 685,606 | ||||||
Weighted Average Grant Date Fair Value | |||||||
Granted | $ / shares | $ 4.03 | ||||||
Stock options. | |||||||
Options | |||||||
Outstanding at the beginning of the Period (in shares) | 312,200 | 474,833 | |||||
Exercised - in shares | (76,633) | ||||||
Outstanding at the end of the Period (in shares) | 312,200 | 312,200 | |||||
Weighted-Average Exercise Price | |||||||
Exercised (in dollars per share) | $ / shares | $ 3.22 | ||||||
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 7.13 | ||||||
Outstanding and Exercisable (in dollars per share) | $ / shares | $ 6.94 | $ 6.94 | |||||
Weighted- Average Remaining Contractual Life (in years) | 3 years 5 months 19 days | ||||||
Aggregate Intrinsic Value | |||||||
Aggregate Intrinsic Value | $ | $ 1,300,000 | ||||||
Summary of the RSU activity | |||||||
Outstanding at the beginning of the Period (in shares) | 312,200 | 474,833 | |||||
Exercised - in shares | (76,633) | ||||||
Outstanding at the end of the Period (in shares) | 312,200 | 312,200 | |||||
Performance Awards | |||||||
Percentage of target to be achieved to be eligible to receive performance awards | 135 | ||||||
Options | |||||||
Granted (in shares) | 475,409 | ||||||
Summary of the RSU activity | |||||||
Granted (in shares) | 475,409 | ||||||
Common Stock Member | |||||||
Common Stock | |||||||
Par Value per share | $ / shares | $ 0.00001 | ||||||
MTR Gaming 2010 Long Term Incentive Plan | |||||||
Right to receive per share | $ | $ 6.05 | ||||||
Converted to a right to receive $ 6.05 per share | |||||||
Number of shares converted | 5,785,123 | ||||||
Converted to a right to receive one share of ERI Stock | |||||||
Number of shares converted | 22,600,961 | ||||||
Number of shares granted on conversion (per share) | 1 | ||||||
Outstanding as of beginning | |||||||
Range of Exercise Price | |||||||
Lower end of exercise price | $ / shares | $ 2.44 | ||||||
Upper end of exercise price | $ / shares | $ 16.27 | ||||||
Exercised | |||||||
Range of Exercise Price | |||||||
Lower end of exercise price | $ / shares | $ 2.44 | ||||||
Upper end of exercise price | $ / shares | $ 3.94 | ||||||
Outstanding as of the end | |||||||
Range of Exercise Price | |||||||
Lower end of exercise price | $ / shares | 2.44 | ||||||
Upper end of exercise price | $ / shares | $ 16.27 | ||||||
Ex Executive Officer | |||||||
Severance Costs | $ | $ 800,000 | ||||||
Ex Executive Officer | Restricted stock units (RSUs) | |||||||
Stock-based compensation expense | $ | $ 300,000 | ||||||
Summary of the RSU activity | |||||||
Vested | 75,516 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 19, 2014 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Earnings per Share | ||||||||||||||||
Net income (loss) | $ 114,183 | $ (14,425) | $ 18,897 | |||||||||||||
Shares outstanding: | ||||||||||||||||
Weighted average shares outstanding | 46,670,735 | 46,516,614 | 46,516,614 | 46,494,638 | 46,550,042 | 29,901,405 | 23,311,492 | |||||||||
Weighted Average Number of Shares Outstanding, Diluted | 0 | 47,227,127 | 46,763,589 | 46,657,618 | 46,494,638 | 47,008,980 | 29,901,405 | 23,311,492 | ||||||||
Weighted Average Number of Shares Outstanding, Basic and Diluted | 46,441,249 | 26,075,022 | 23,311,492 | 23,311,492 | 23,311,492 | 23,311,492 | 23,311,492 | 23,311,492 | 46,550,042 | 29,901,405 | 23,311,492 | |||||
Basic and diluted net (loss) income per common share | $ (0.23) | $ (0.16) | $ 0.12 | $ (0.10) | $ 0.30 | $ 0.14 | $ 0.28 | $ 0.09 | $ 2.43 | $ (0.48) | $ 0.81 | |||||
Effect of dilutive securities | 47,008,980 | 29,901,405 | 23,311,492 | |||||||||||||
Diluted shares outstanding | 0 | 47,227,127 | 46,763,589 | 46,657,618 | 46,494,638 | 47,008,980 | 29,901,405 | 23,311,492 | ||||||||
Basic (in dollars per share) | $ 2.45 | $ (0.48) | $ 0.81 | |||||||||||||
Diluted (in dollars per share) | $ 2.33 | $ 0.12 | $ 0.10 | $ (0.13) | $ 2.43 | $ (0.48) | $ 0.81 |
Accumulated Other Comprehensi63
Accumulated Other Comprehensive (Loss) Income (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Change in accumulated other comprehensive income | |
Balance at the beginning of the period | $ 87 |
Other comprehensive income before reclassifications, net of tax of $50 | (75) |
Balance at the end of the period | 12 |
Other comprehensive income before reclassifications, tax amount | $ 2 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Change in acquisition-related contingent consideration liabilities | ||
Balance at the beginning of the period | $ 508 | $ 524 |
Amortization of present value discount | 38 | 52 |
Fair value adjustment for change in consideration expected to be paid | (22) | 38 |
Settlements | (85) | |
Balance at the end of the period | 524 | 529 |
Notes receivable | 14,009 | 1,286 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes, Resorts Senior Secured Notes and MTR Second Lien Notes | 375,000 | |
Silver Legacy Joint Venture | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Notes Receivable, Fair Value Disclosure | 7,500 | |
Carrying Amount | ||
Financial assets: | ||
Cash and cash equivalents | 87,604 | 78,278 |
Restricted cash | 8,234 | 5,271 |
Financial liabilities: | ||
Acquisition-related contingent considerations | 524 | 529 |
Fair Value | ||
Financial assets: | ||
Cash and cash equivalents | 87,604 | 78,278 |
Restricted cash | 8,234 | 5,271 |
Advance to Silver Legacy Joint Venture | 4,911 | |
Financial liabilities: | ||
Acquisition-related contingent considerations | 524 | 529 |
8.625% Resorts Senior Secured Notes | Carrying Amount | ||
Financial liabilities: | ||
Long-term debt, total | 164,229 | |
8.625% Resorts Senior Secured Notes | Fair Value | ||
Financial liabilities: | ||
Long-term debt, total | 174,720 | |
11.55 Senior Secured Second Lien Notes | Carrying Amount | ||
Financial liabilities: | ||
Long-term debt, total | 610,827 | |
11.55 Senior Secured Second Lien Notes | Fair Value | ||
Financial liabilities: | ||
Long-term debt, total | 606,919 | |
Senior Notes | ||
Financial liabilities: | ||
Long-term debt, total | 366,043 | |
New Term Loan | ||
Financial liabilities: | ||
Long-term debt, total | 408,410 | |
New Term Loan | Carrying Amount | ||
Financial liabilities: | ||
Long-term debt, total | 408,410 | |
New Term Loan | Fair Value | ||
Financial liabilities: | ||
Long-term debt, total | 419,796 | |
New Revolving Credit Facility | ||
Financial liabilities: | ||
Long-term debt, total | 90,967 | |
New Revolving Credit Facility | Carrying Amount | ||
Financial liabilities: | ||
Long-term debt, total | 90,967 | |
New Revolving Credit Facility | Fair Value | ||
Financial liabilities: | ||
Long-term debt, total | 93,500 | |
Resorts Senior Secured Notes | ||
Financial liabilities: | ||
Long-term debt, total | 164,229 | |
MTR Second Lien Notes | ||
Financial liabilities: | ||
Long-term debt, total | $ 610,827 | |
7% Senior Notes | Carrying Amount | ||
Financial liabilities: | ||
Long-term debt, total | 366,043 | |
7% Senior Notes | Fair Value | ||
Financial liabilities: | ||
Long-term debt, total | $ 367,500 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Sep. 30, 2014USD ($) | Oct. 31, 2005a | Oct. 31, 2004a | Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($)aemployeeagreementitem | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Capital Lease | |||||||
Capital Lease Obligations | $ 35 | $ 817 | $ 35 | ||||
Future Minimum Lease Payments - 2015 | 300 | ||||||
Interest reduced to arrive at Present Value of Minimum Lease Payments | 100 | ||||||
Present Value of Minimum Lease Payments | 800 | ||||||
Expenses under the terms of the ground lease | |||||||
Loss on sale or disposal of property | $ (6) | (84) | $ (226) | ||||
Bond Requirements | |||||||
Entity number of employees | employee | 7,800 | ||||||
Number of collective bargaining agreements | agreement | 11 | ||||||
Number of employees covered under collective bargaining agreements | employee | 1,100 | ||||||
Environmental Remediation | |||||||
Amount of Environmental Risk Insurance Policy purchased | $ 10,000 | ||||||
Regulatory Gaming Assessments | |||||||
Borrowings to fund initial development of gaming | 99,900 | ||||||
Estimated total obligation for assessments | 5,000 | 4,300 | 5,000 | ||||
Obligations paid | $ 100 | $ 100 | 400 | ||||
C. S. & Y. Associates | |||||||
Future minimum payments under non-cancellable operating leases | |||||||
Rental Expense | 600 | 600 | 600 | ||||
Expenses under the terms of the ground lease | |||||||
Base Rental | $ 600 | 600 | 600 | ||||
Regulatory Gaming Assessments | |||||||
Area of real property leased | a | 30,000 | ||||||
Shreveport Ground Operating Lease | |||||||
Future minimum payments under non-cancellable operating leases | |||||||
2,016 | $ 2,782 | ||||||
2,017 | 2,034 | ||||||
2,018 | 1,702 | ||||||
2,019 | 1,466 | ||||||
2,020 | 1,287 | ||||||
Thereafter | 25,942 | ||||||
Total | 35,213 | ||||||
Other Operating Leases [Member] | |||||||
Future minimum payments under non-cancellable operating leases | |||||||
Rental Expense | 3,700 | 2,300 | 1,600 | ||||
Expenses under the terms of the ground lease | |||||||
Base Rental | 3,700 | 2,300 | 1,600 | ||||
Initial funding by Pennsylvania General Fund | |||||||
Regulatory Gaming Assessments | |||||||
Borrowings to fund initial development of gaming | 36,100 | ||||||
Additional funding by Pennsylvania Property Tax Relief Reserve Fund | |||||||
Regulatory Gaming Assessments | |||||||
Borrowings to fund initial development of gaming | 63,800 | ||||||
MTR Gaming | |||||||
Environmental Remediation | |||||||
Area of real property sold (in acres) | a | 205 | ||||||
MTR Gaming | Initial funding by Pennsylvania General Fund | |||||||
Regulatory Gaming Assessments | |||||||
Estimated total proportionate share of assessment upon gaming facilities | $ 2,100 | ||||||
MTR Gaming | Additional funding by Pennsylvania Property Tax Relief Reserve Fund | |||||||
Regulatory Gaming Assessments | |||||||
Period for quarterly payments of proportionate share of funding for assessments | 10 years | ||||||
Presque Isle Downs | |||||||
Bond Requirements | |||||||
Posted surety bond amount | $ 1,000 | ||||||
Environmental Remediation | |||||||
Area of real property acquired (in acres) | a | 229 | ||||||
Scioto Downs | |||||||
Bond Requirements | |||||||
Posted surety bond amount | $ 1,000 | ||||||
The borrowers | Initial funding by Pennsylvania General Fund | |||||||
Regulatory Gaming Assessments | |||||||
Number of licensees operational after which repayment of borrowing from General Fund would commence | item | 14 | ||||||
Eldorado Shreveport | |||||||
Future minimum payments under non-cancellable operating leases | |||||||
Rental Expense | $ 500 | ||||||
Expenses under the terms of the ground lease | |||||||
Base Rent | 585 | 585 | 585 | ||||
Percentage Rent | 1,363 | 1,336 | 1,400 | ||||
Total | 1,948 | 1,921 | 1,985 | ||||
Payment in lieu of admissions fees and school taxes | $ 5,985 | $ 5,908 | $ 6,154 | ||||
Lease term | 10 years | ||||||
Renewal Term | 40 years | ||||||
Base Rental | $ 500 | ||||||
Louisiana Partnership | |||||||
Expenses under the terms of the ground lease | |||||||
Base Rent | $ 400 | ||||||
Initial Renewal Term | 5 years | ||||||
Rent Escalation Percentage | 15.00% | ||||||
Mountaineer | |||||||
Bond Requirements | |||||||
Posted surety bond amount | $ 1,100 |
Related Parties (Details)
Related Parties (Details) | Nov. 24, 2015USD ($) | Jan. 01, 2015USD ($) | Jun. 30, 2011USD ($) | Dec. 31, 2014USD ($) | Nov. 24, 2015USD ($) | Dec. 31, 2015USD ($)a | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Related parties | ||||||||
Receivables from related parties | $ 400,000 | |||||||
Payable to related parties | 200,000 | |||||||
Wine Purchases | 52,606,000 | $ 37,411,000 | $ 28,982,000 | |||||
Other Revenue, Net | 26,077,000 | 13,198,000 | 10,384,000 | |||||
Eldorado Shreveport MTR Resorts | ||||||||
Related parties | ||||||||
Shared Administrative Costs Reimbursed | 800,000 | 300,000 | 300,000 | |||||
Silver Legacy | ||||||||
Related parties | ||||||||
Utilities | $ 100,000 | $ 100,000 | 100,000 | 100,000 | ||||
Cost of pasta and other products | $ 100,000 | |||||||
Labor and Laundry Supplies | $ 100,000 | 200,000 | 100,000 | |||||
Shared Administrative Costs Reimbursed | $ 900,000 | 500,000 | 600,000 | |||||
REI and HCM | ||||||||
Related parties | ||||||||
Maximum Management Fee Percentage Allowed | 1.50% | |||||||
Payment for Management Fee | 500,000 | 600,000 | ||||||
REI and HCM | Management agreement | Maximum | ||||||||
Related parties | ||||||||
Maximum Annual Payment of Management Fee | $ 600,000 | |||||||
Carano Family | ||||||||
Related parties | ||||||||
Ownership interest percentage | 23.80% | |||||||
Poncia Family | ||||||||
Related parties | ||||||||
Ownership interest percentage | 12.50% | |||||||
C. S. & Y. Associates | ||||||||
Related parties | ||||||||
Area of real property leased | a | 30,000 | |||||||
Annual Rent Payable | $ 600,000 | $ 600,000 | $ 600,000 | |||||
C. S. & Y. Associates | Minimum | ||||||||
Related parties | ||||||||
Rent percentage of revenues | 3 | |||||||
Rent Payable is 3% of | $ 6,500,000 | |||||||
Annual Rent Payable | $ 400,000 | |||||||
C. S. & Y. Associates | Maximum | ||||||||
Related parties | ||||||||
Rent percentage of revenues | 0.10 | |||||||
Rent Payable is 0.1% of | $ 75,000,000 | |||||||
Donald L Carano | ||||||||
Related parties | ||||||||
Financial Advisory Fees | 400,000 | |||||||
Raymond J Poncia | ||||||||
Related parties | ||||||||
Financial Advisory Fees | $ 200,000 | |||||||
8.625% Resorts Senior Secured Notes | ||||||||
Related parties | ||||||||
Subordination Fees Paid | $ 100,000 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues and expenses | |||||||||||||||
Net operating revenues | $ 186,160 | $ 183,540 | $ 182,633 | $ 167,451 | $ 164,095 | $ 78,949 | $ 61,749 | $ 57,030 | $ 55,548 | $ 63,631 | $ 65,828 | $ 62,179 | |||
(Loss) gain on sale or disposition of property | $ (6) | $ (84) | $ (226) | ||||||||||||
Acquisition charges | (2,452) | (7,411) | (3,173) | ||||||||||||
Equity in net income (losses) of unconsolidated affiliate | 3,460 | 2,705 | 3,355 | ||||||||||||
Depreciation and amortization | (56,921) | (28,643) | (17,031) | ||||||||||||
Operating (loss) income | 13,281 | 24,092 | 23,059 | 12,084 | 6,450 | 2,778 | 6,775 | 1,552 | 1,035 | 7,092 | 10,500 | 6,025 | 72,516 | 17,555 | 22,582 |
Reconciliations to Consolidated Net Income (Loss) | |||||||||||||||
Operating Income | 13,281 | $ 24,092 | $ 23,059 | $ 12,084 | 6,450 | $ 2,778 | $ 6,775 | $ 1,552 | $ 1,035 | $ 7,092 | $ 10,500 | $ 6,025 | 72,516 | 17,555 | 22,582 |
Unallocated income and expenses: | |||||||||||||||
Interest expense | (61,558) | (30,734) | (15,665) | ||||||||||||
Gain on valuation of unconsolidated affiliate | 35,582 | ||||||||||||||
Gain (Loss) On Extinguishment Of Debt Of Unconsolidated Affiliate | 11,980 | ||||||||||||||
Gain on termination of supplemental executive retirement plan assets of unconsolidated affiliate | 715 | ||||||||||||||
Gain on early retirement of debt, net | (1,937) | (90) | |||||||||||||
Provision for income taxes | 69,580 | (1,768) | 0 | ||||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC. | 114,183 | (14,425) | 18,897 | ||||||||||||
Capital Expenditures | 36,762 | 10,564 | 7,413 | ||||||||||||
Total Assets | 1,325,008 | 1,171,559 | 1,325,008 | 1,171,559 | |||||||||||
Eliminations for the period | |||||||||||||||
Net investment in and advances to other segment | 1,286 | 14,009 | 1,286 | 14,009 | |||||||||||
Nevada | |||||||||||||||
Revenues and expenses | |||||||||||||||
Net operating revenues | 127,802 | 105,945 | 109,691 | ||||||||||||
Expenses, excluding depreciation and amortization | (107,723) | (95,592) | (96,685) | ||||||||||||
(Loss) gain on sale or disposition of property | (3) | (14) | |||||||||||||
Acquisition charges | (6,298) | (3,173) | |||||||||||||
Equity in net income (losses) of unconsolidated affiliate | 3,460 | 2,705 | 3,355 | ||||||||||||
Depreciation | 9,547 | 7,951 | 8,318 | ||||||||||||
Operating (loss) income | 13,989 | (1,191) | 4,856 | ||||||||||||
Reconciliations to Consolidated Net Income (Loss) | |||||||||||||||
Operating Income | 13,989 | (1,191) | 4,856 | ||||||||||||
Louisiana | |||||||||||||||
Revenues and expenses | |||||||||||||||
Net operating revenues | 136,342 | 133,960 | 140,495 | ||||||||||||
Expenses, excluding depreciation and amortization | (107,316) | (112,068) | (113,844) | ||||||||||||
(Loss) gain on sale or disposition of property | 18 | (84) | (212) | ||||||||||||
Depreciation and amortization | (7,621) | (8,403) | (8,713) | ||||||||||||
Operating (loss) income | 21,423 | 13,405 | 17,726 | ||||||||||||
Reconciliations to Consolidated Net Income (Loss) | |||||||||||||||
Operating Income | 21,423 | 13,405 | 17,726 | ||||||||||||
Eastern | |||||||||||||||
Revenues and expenses | |||||||||||||||
Net operating revenues | 455,640 | 124,168 | |||||||||||||
Expenses, excluding depreciation and amortization | (359,841) | (100,808) | |||||||||||||
(Loss) gain on sale or disposition of property | 33 | ||||||||||||||
Depreciation and amortization | (39,341) | (12,274) | |||||||||||||
Operating (loss) income | 56,491 | 11,086 | |||||||||||||
Reconciliations to Consolidated Net Income (Loss) | |||||||||||||||
Operating Income | 56,491 | 11,086 | |||||||||||||
Unallocated income and expenses: | |||||||||||||||
Capital Expenditures | 26,556 | 3,816 | |||||||||||||
Total Assets | 883,344 | 921,726 | 883,344 | 921,726 | |||||||||||
Eldorado Reno | Nevada | |||||||||||||||
Unallocated income and expenses: | |||||||||||||||
Capital Expenditures | 4,682 | 3,475 | 3,520 | ||||||||||||
Total Assets | 376,760 | 235,170 | 376,760 | 235,170 | |||||||||||
Eldorado Shreveport | Louisiana | |||||||||||||||
Unallocated income and expenses: | |||||||||||||||
Capital Expenditures | 4,032 | 3,273 | 3,893 | ||||||||||||
Total Assets | 135,403 | 141,317 | 135,403 | 141,317 | |||||||||||
Corporate | |||||||||||||||
Revenues and expenses | |||||||||||||||
Corporate expenses | (16,469) | (4,617) | |||||||||||||
(Loss) gain on sale or disposition of property | (54) | ||||||||||||||
Acquisition charges | (2,452) | (1,113) | |||||||||||||
Depreciation and amortization | (412) | (15) | |||||||||||||
Operating (loss) income | (19,387) | (5,745) | |||||||||||||
Reconciliations to Consolidated Net Income (Loss) | |||||||||||||||
Operating Income | (19,387) | (5,745) | |||||||||||||
Unallocated income and expenses: | |||||||||||||||
Capital Expenditures | 1,492 | ||||||||||||||
Total Assets | 495,202 | 495,202 | |||||||||||||
Eldorado Resorts, Inc. Consolidated | |||||||||||||||
Revenues and expenses | |||||||||||||||
(Loss) gain on sale or disposition of property | (6) | ||||||||||||||
Acquisition charges | (2,452) | ||||||||||||||
Equity in net income (losses) of unconsolidated affiliate | 3,460 | ||||||||||||||
Depreciation and amortization | (56,921) | ||||||||||||||
Operating (loss) income | 72,516 | ||||||||||||||
Reconciliations to Consolidated Net Income (Loss) | |||||||||||||||
Operating Income | 72,516 | ||||||||||||||
Unallocated income and expenses: | |||||||||||||||
Interest expense | (61,558) | ||||||||||||||
Gain on valuation of unconsolidated affiliate | 35,582 | ||||||||||||||
Gain on early retirement of debt, net | (1,937) | ||||||||||||||
Provision for income taxes | 69,580 | ||||||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC. | 114,183 | ||||||||||||||
Total Assets | 1,325,008 | 1,325,008 | |||||||||||||
Eliminations for the period | |||||||||||||||
Net investment in and advances to other segment | 1,286 | 1,286 | |||||||||||||
Operating segment | |||||||||||||||
Revenues and expenses | |||||||||||||||
Net operating revenues | 719,784 | 364,073 | 250,186 | ||||||||||||
Expenses, excluding depreciation and amortization | (591,349) | (313,085) | (210,529) | ||||||||||||
(Loss) gain on sale or disposition of property | (6) | (84) | (226) | ||||||||||||
Acquisition charges | (2,452) | (7,411) | (3,173) | ||||||||||||
Equity in net income (losses) of unconsolidated affiliate | 3,460 | 2,705 | 3,355 | ||||||||||||
Depreciation and amortization | (56,921) | (28,643) | (17,031) | ||||||||||||
Operating (loss) income | 72,516 | 17,555 | 22,582 | ||||||||||||
Reconciliations to Consolidated Net Income (Loss) | |||||||||||||||
Operating Income | 72,516 | 17,555 | 22,582 | ||||||||||||
Unallocated income and expenses: | |||||||||||||||
Interest income | 18 | 16 | |||||||||||||
Interest expense | (61,558) | (30,752) | (15,681) | ||||||||||||
Gain on valuation of unconsolidated affiliate | 35,582 | ||||||||||||||
Gain (Loss) On Extinguishment Of Debt Of Unconsolidated Affiliate | 11,980 | ||||||||||||||
Gain on termination of supplemental executive retirement plan assets of unconsolidated affiliate | 715 | ||||||||||||||
Gain on early retirement of debt, net | (1,937) | (90) | |||||||||||||
Income (Loss) from Continuing Operations Attributable to Noncontrolling Interest | (103) | ||||||||||||||
Provision for income taxes | 69,580 | (1,768) | |||||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC. | 114,183 | (14,425) | $ 18,897 | ||||||||||||
Eliminating entries | |||||||||||||||
Unallocated income and expenses: | |||||||||||||||
Total Assets | (565,701) | (126,654) | (565,701) | (126,654) | |||||||||||
Eliminations for the period | |||||||||||||||
Proceeds from Resorts Senior Secured Notes loaned to Eldorado Shreveport | 116,308 | 116,308 | |||||||||||||
Accrued interest on the above intercompany loan | 11,521 | 418 | 11,521 | 418 | |||||||||||
Intercompany receivables/payables | 394,804 | 130 | 394,804 | 130 | |||||||||||
Eliminating entries | Eldorado Reno | |||||||||||||||
Unallocated income and expenses: | |||||||||||||||
Management fees included in net operating revenue | 2,300 | 3,000 | |||||||||||||
Eliminating entries | Eldorado Shreveport | |||||||||||||||
Eliminations for the period | |||||||||||||||
Net investment in and advances to other segment | 8,482 | 4,798 | 8,482 | 4,798 | |||||||||||
Eliminating entries | MTR Gaming | |||||||||||||||
Eliminations for the period | |||||||||||||||
Net investment in and advances to other segment | 5,000 | $ 5,000 | 5,000 | $ 5,000 | |||||||||||
Eliminating entries | Silver Legacy | |||||||||||||||
Eliminations for the period | |||||||||||||||
Net investment in and advances to other segment | 56,500 | 56,500 | |||||||||||||
Eliminating entries | Silver Legacy Circus Reno | |||||||||||||||
Eliminations for the period | |||||||||||||||
Net investment in and advances to other segment | $ 88,314 | $ 88,314 |
Condensed Consolidating Finan68
Condensed Consolidating Financial Information Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Condensed Balance Sheet | ||||
Current assets | $ 116,179 | $ 117,493 | ||
Investment in and advances to unconsolidated affiliates | 1,286 | 14,009 | ||
Property and equipment, net | 625,416 | 456,139 | ||
Total assets | 1,325,008 | 1,171,559 | ||
Current liabilities | 105,710 | 91,844 | ||
Long-term debt, less current maturities | 861,713 | 775,059 | ||
Stockholders' equity | 270,667 | 151,519 | $ 75,575 | $ 61,003 |
Total liabilities and stockholders' equity | 1,325,008 | $ 1,171,559 | ||
Eldorado Resorts, Inc. (Parent Obligor) | ||||
Condensed Balance Sheet | ||||
Current assets | 2,248 | |||
Intercompany receivables | 401,998 | |||
Advance to Silver Legacy Joint Venture | 88,314 | |||
Property and equipment, net | 2,553 | |||
Other assets | 89 | |||
Total assets | 495,202 | |||
Current liabilities | 24,238 | |||
Long-term debt, less current maturities | 486,171 | |||
Other accrued liabilities | 4,905 | |||
Stockholders' equity | (20,112) | |||
Total liabilities and stockholders' equity | 495,202 | |||
Consolidating and Eliminating Entries | ||||
Condensed Balance Sheet | ||||
Current assets | (5,147) | |||
Intercompany receivables | (401,998) | |||
Investment in and advances to unconsolidated affiliates | (61,500) | |||
Advance to Silver Legacy Joint Venture | (88,314) | |||
Total assets | (556,959) | |||
Current liabilities | (27,652) | |||
Intercompany payables | (381,123) | |||
Other accrued liabilities | (72,422) | |||
Stockholders' equity | (75,762) | |||
Total liabilities and stockholders' equity | (556,959) | |||
Eldorado Resorts, Inc. Consolidated | ||||
Condensed Balance Sheet | ||||
Current assets | 116,179 | |||
Investment in and advances to unconsolidated affiliates | 1,286 | |||
Property and equipment, net | 625,416 | |||
Other assets | 582,127 | |||
Total assets | 1,325,008 | |||
Current liabilities | 105,710 | |||
Long-term debt, less current maturities | 861,713 | |||
Other accrued liabilities | 86,918 | |||
Stockholders' equity | 270,667 | |||
Total liabilities and stockholders' equity | 1,325,008 | |||
Guarantor Subsidiaries | ||||
Condensed Balance Sheet | ||||
Current assets | 87,976 | |||
Investment in and advances to unconsolidated affiliates | 62,786 | |||
Property and equipment, net | 439,640 | |||
Other assets | 575,466 | |||
Total assets | 1,165,868 | |||
Current liabilities | 78,508 | |||
Intercompany payables | 389,272 | |||
Long-term debt, less current maturities | 325,542 | |||
Other accrued liabilities | 151,910 | |||
Stockholders' equity | 220,636 | |||
Total liabilities and stockholders' equity | 1,165,868 | |||
Non-Guarantor Subsidiaries | ||||
Condensed Balance Sheet | ||||
Current assets | 31,102 | |||
Property and equipment, net | 183,223 | |||
Other assets | 6,572 | |||
Total assets | 220,897 | |||
Current liabilities | 30,616 | |||
Intercompany payables | (8,149) | |||
Long-term debt, less current maturities | 50,000 | |||
Other accrued liabilities | 2,525 | |||
Stockholders' equity | 145,905 | |||
Total liabilities and stockholders' equity | $ 220,897 |
Condensed Consolidating Finan69
Condensed Consolidating Financial Information Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues: | |||||||||||||||
Gross revenues | $ 784,541 | $ 410,272 | $ 290,253 | ||||||||||||
Less promotional allowances | $ (17,680) | $ (15,996) | $ (15,723) | $ (15,358) | $ (15,841) | $ (11,579) | $ (10,976) | $ (10,053) | $ (10,284) | $ (11,319) | $ (11,036) | $ (10,428) | (64,757) | (48,449) | (43,067) |
Net operating revenues | 203,840 | 199,536 | 198,356 | 182,809 | 179,936 | 90,528 | 72,725 | 67,083 | 65,832 | 74,950 | 76,864 | 72,607 | 719,784 | 361,823 | 247,186 |
Operating expenses: | |||||||||||||||
Marketing and promotions | 31,227 | 21,982 | 17,740 | ||||||||||||
General and administrative | 96,870 | 58,738 | 43,713 | ||||||||||||
Depreciation and amortization | 56,921 | 28,643 | 17,031 | ||||||||||||
Total operating expenses | 171,464 | 161,610 | 160,430 | 154,766 | 156,755 | 72,943 | 56,054 | 53,726 | 54,528 | 57,283 | 57,301 | 55,448 | 648,270 | 339,478 | 224,560 |
Loss on disposal of assets | 6 | 84 | 226 | ||||||||||||
Acquisition charges | (2,452) | (7,411) | (3,173) | ||||||||||||
Equity in income of unconsolidated affiliates | 3,460 | 2,705 | 3,355 | ||||||||||||
Operating (loss) income | $ 13,281 | $ 24,092 | $ 23,059 | $ 12,084 | $ 6,450 | $ 2,778 | $ 6,775 | $ 1,552 | $ 1,035 | $ 7,092 | $ 10,500 | $ 6,025 | 72,516 | 17,555 | 22,582 |
Interest expense, net | 61,558 | 30,734 | 15,665 | ||||||||||||
Gain on valuation of unconsolidated affiliate | (35,582) | ||||||||||||||
Loss on early retirement of debt | (1,937) | (90) | |||||||||||||
Net (loss) income before income taxes | 44,603 | (12,554) | 18,897 | ||||||||||||
Provision for income taxes | 69,580 | (1,768) | 0 | ||||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC. | 114,183 | $ (14,425) | $ 18,897 | ||||||||||||
Eldorado Resorts, Inc. (Parent Obligor) | |||||||||||||||
Operating expenses: | |||||||||||||||
General and administrative | 13,738 | ||||||||||||||
Depreciation and amortization | 369 | ||||||||||||||
Total operating expenses | 14,107 | ||||||||||||||
Acquisition charges | (2,368) | ||||||||||||||
Operating (loss) income | (16,475) | ||||||||||||||
Interest expense, net | 10,613 | ||||||||||||||
Loss on early retirement of debt | (1,855) | ||||||||||||||
Net (loss) income before income taxes | (28,943) | ||||||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC. | (28,943) | ||||||||||||||
Consolidating and Eliminating Entries | |||||||||||||||
Operating expenses: | |||||||||||||||
General and administrative | (13,760) | ||||||||||||||
Total operating expenses | (13,760) | ||||||||||||||
Operating (loss) income | 13,760 | ||||||||||||||
Net (loss) income before income taxes | 13,760 | ||||||||||||||
Provision for income taxes | 67,019 | ||||||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC. | 80,779 | ||||||||||||||
Eldorado Resorts, Inc. Consolidated | |||||||||||||||
Revenues: | |||||||||||||||
Gaming and pari-mutuel comissions | 623,258 | ||||||||||||||
Non-gaming | 161,283 | ||||||||||||||
Gross revenues | 784,541 | ||||||||||||||
Less promotional allowances | (64,757) | ||||||||||||||
Net operating revenues | 719,784 | ||||||||||||||
Operating expenses: | |||||||||||||||
Gaming and pari-mutuel commissions | 367,545 | ||||||||||||||
Non-gaming | 79,238 | ||||||||||||||
Marketing and promotions | 31,227 | ||||||||||||||
General and administrative | 113,339 | ||||||||||||||
Depreciation and amortization | 56,921 | ||||||||||||||
Total operating expenses | 648,270 | ||||||||||||||
Loss on disposal of assets | 6 | ||||||||||||||
Acquisition charges | (2,452) | ||||||||||||||
Equity in income of unconsolidated affiliates | 3,460 | ||||||||||||||
Operating (loss) income | 72,516 | ||||||||||||||
Interest expense, net | 61,558 | ||||||||||||||
Gain on valuation of unconsolidated affiliate | (35,582) | ||||||||||||||
Loss on early retirement of debt | (1,937) | ||||||||||||||
Net (loss) income before income taxes | 44,603 | ||||||||||||||
Provision for income taxes | 69,580 | ||||||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC. | 114,183 | ||||||||||||||
Guarantor Subsidiaries | |||||||||||||||
Revenues: | |||||||||||||||
Gaming and pari-mutuel comissions | 612,229 | ||||||||||||||
Non-gaming | 147,894 | ||||||||||||||
Gross revenues | 760,123 | ||||||||||||||
Less promotional allowances | (62,113) | ||||||||||||||
Net operating revenues | 698,010 | ||||||||||||||
Operating expenses: | |||||||||||||||
Gaming and pari-mutuel commissions | 362,011 | ||||||||||||||
Non-gaming | 71,966 | ||||||||||||||
Marketing and promotions | 30,100 | ||||||||||||||
General and administrative | 109,808 | ||||||||||||||
Depreciation and amortization | 54,893 | ||||||||||||||
Total operating expenses | 628,778 | ||||||||||||||
Loss on disposal of assets | 6 | ||||||||||||||
Acquisition charges | (84) | ||||||||||||||
Equity in income of unconsolidated affiliates | 3,460 | ||||||||||||||
Operating (loss) income | 72,602 | ||||||||||||||
Interest expense, net | 49,409 | ||||||||||||||
Gain on valuation of unconsolidated affiliate | (35,582) | ||||||||||||||
Loss on early retirement of debt | (82) | ||||||||||||||
Net (loss) income before income taxes | 58,693 | ||||||||||||||
Provision for income taxes | 2,561 | ||||||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC. | 61,254 | ||||||||||||||
Non-Guarantor Subsidiaries | |||||||||||||||
Revenues: | |||||||||||||||
Gaming and pari-mutuel comissions | 11,029 | ||||||||||||||
Non-gaming | 13,389 | ||||||||||||||
Gross revenues | 24,418 | ||||||||||||||
Less promotional allowances | (2,644) | ||||||||||||||
Net operating revenues | 21,774 | ||||||||||||||
Operating expenses: | |||||||||||||||
Gaming and pari-mutuel commissions | 5,534 | ||||||||||||||
Non-gaming | 7,272 | ||||||||||||||
Marketing and promotions | 1,127 | ||||||||||||||
General and administrative | 3,553 | ||||||||||||||
Depreciation and amortization | 1,659 | ||||||||||||||
Total operating expenses | 19,145 | ||||||||||||||
Operating (loss) income | 2,629 | ||||||||||||||
Interest expense, net | 1,536 | ||||||||||||||
Net (loss) income before income taxes | 1,093 | ||||||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC. | $ 1,093 |
Condensed Consolidating Finan70
Condensed Consolidating Financial Information Statement of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Statement of Cash Flows | |||
Net cash (used in) provided by operating activities | $ 56,715 | $ 31,606 | $ 23,536 |
INVESTING ACTIVITIES: | |||
Capital expenditures, net of payables | (36,762) | (10,564) | (7,413) |
Reimbursement of capital expenditures from West Virginia regulatory authorities | 1,266 | 799 | |
Investment in unconsolidated affiliate | (1,010) | ||
Proceeds from sale of property and equipment | 153 | 3 | 19 |
Decrease in restricted cash due to credit support deposit | 2,500 | 2,500 | |
(Increase) decrease in other assets, net | 115 | (435) | (166) |
Net Cash Used Acquired In Business Combination | (125,016) | 48,110 | |
Net cash (used in) provided by investing activities | (158,754) | 40,413 | (7,560) |
FINANCING ACTIVITIES: | |||
Net borrowings on New Revolving Credit Facility | 131,000 | ||
Retirement of long‑term debt | 728,664 | 13,525 | 5,000 |
Principal payments on capital leases | (88) | (225) | (369) |
Debt issuance costs | 25,820 | ||
Call premium on early retirement of debt | (44,090) | ||
Net cash provided by (used in) financing activities | 92,713 | (14,228) | (11,466) |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 87,604 | 29,813 | 25,303 |
CASH AND CASH EQUIVALENTS, END OF YEAR | 78,278 | 87,604 | $ 29,813 |
Eldorado Resorts, Inc. (Parent Obligor) | |||
Condensed Statement of Cash Flows | |||
Net cash (used in) provided by operating activities | (856) | ||
INVESTING ACTIVITIES: | |||
Capital expenditures, net of payables | (2,602) | ||
(Increase) decrease in other assets, net | (89) | ||
Net Cash Used Acquired In Business Combination | (211,813) | ||
Net cash (used in) provided by investing activities | (214,504) | ||
FINANCING ACTIVITIES: | |||
Proceeds from long-term debt borrowings | 800,000 | ||
Net borrowings on New Revolving Credit Facility | 93,500 | ||
Principal payments under Senior Notes | (2,125) | ||
Retirement of long‑term debt | 649,538 | ||
Debt issuance costs | 25,820 | ||
Net cash provided by (used in) financing activities | 216,017 | ||
Cash and Cash Equivalents, Period Increase (Decrease) | 657 | ||
CASH AND CASH EQUIVALENTS, END OF YEAR | 657 | ||
Consolidating and Eliminating Entries | |||
Condensed Statement of Cash Flows | |||
Net cash (used in) provided by operating activities | (2,592) | ||
INVESTING ACTIVITIES: | |||
(Increase) decrease in other assets, net | (1,747) | ||
Net Cash Used Acquired In Business Combination | 86,797 | ||
Net cash (used in) provided by investing activities | 85,050 | ||
FINANCING ACTIVITIES: | |||
Net proceeds from (payments to) related parties | (67,204) | ||
Net cash provided by (used in) financing activities | (67,204) | ||
Cash and Cash Equivalents, Period Increase (Decrease) | 15,254 | ||
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | (15,254) | ||
CASH AND CASH EQUIVALENTS, END OF YEAR | (15,254) | ||
Eldorado Resorts, Inc. Consolidated | |||
Condensed Statement of Cash Flows | |||
Net cash (used in) provided by operating activities | 56,715 | ||
INVESTING ACTIVITIES: | |||
Capital expenditures, net of payables | (36,762) | ||
Reimbursement of capital expenditures from West Virginia regulatory authorities | 1,266 | ||
Investment in unconsolidated affiliate | (1,010) | ||
Proceeds from sale of property and equipment | 153 | ||
Decrease in restricted cash due to credit support deposit | 2,500 | ||
(Increase) decrease in other assets, net | 115 | ||
Net Cash Used Acquired In Business Combination | (125,016) | ||
Net cash (used in) provided by investing activities | (158,754) | ||
FINANCING ACTIVITIES: | |||
Proceeds from long-term debt borrowings | 800,000 | ||
Net borrowings on New Revolving Credit Facility | 93,500 | ||
Principal payments under Senior Notes | (2,125) | ||
Retirement of long‑term debt | 728,664 | ||
Principal payments on capital leases | (88) | ||
Debt issuance costs | 25,820 | ||
Call premium on early retirement of debt | (44,090) | ||
Net cash provided by (used in) financing activities | 92,713 | ||
Cash and Cash Equivalents, Period Increase (Decrease) | (9,326) | ||
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 87,604 | ||
CASH AND CASH EQUIVALENTS, END OF YEAR | 78,278 | 87,604 | |
Guarantor Subsidiaries | |||
Condensed Statement of Cash Flows | |||
Net cash (used in) provided by operating activities | 51,784 | ||
INVESTING ACTIVITIES: | |||
Capital expenditures, net of payables | (33,920) | ||
Reimbursement of capital expenditures from West Virginia regulatory authorities | 1,266 | ||
Investment in unconsolidated affiliate | (1,010) | ||
Proceeds from sale of property and equipment | 153 | ||
Decrease in restricted cash due to credit support deposit | 2,500 | ||
(Increase) decrease in other assets, net | 1,993 | ||
Net cash (used in) provided by investing activities | (29,018) | ||
FINANCING ACTIVITIES: | |||
Retirement of long‑term debt | 79,126 | ||
Principal payments on capital leases | (88) | ||
Call premium on early retirement of debt | (44,090) | ||
Net proceeds from (payments to) related parties | 73,036 | ||
Net cash provided by (used in) financing activities | (50,268) | ||
Cash and Cash Equivalents, Period Increase (Decrease) | (27,502) | ||
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 87,604 | ||
CASH AND CASH EQUIVALENTS, END OF YEAR | 60,102 | 87,604 | |
Non-Guarantor Subsidiaries | |||
Condensed Statement of Cash Flows | |||
Net cash (used in) provided by operating activities | 8,379 | ||
INVESTING ACTIVITIES: | |||
Capital expenditures, net of payables | (240) | ||
(Increase) decrease in other assets, net | (42) | ||
Net cash (used in) provided by investing activities | (282) | ||
FINANCING ACTIVITIES: | |||
Net proceeds from (payments to) related parties | (5,832) | ||
Net cash provided by (used in) financing activities | (5,832) | ||
Cash and Cash Equivalents, Period Increase (Decrease) | 2,265 | ||
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 15,254 | ||
CASH AND CASH EQUIVALENTS, END OF YEAR | $ 17,519 | $ 15,254 |
Quarterly Data Unaudited (Detai
Quarterly Data Unaudited (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 19, 2014 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Quarterly Data Unaudited | ||||||||||||||||
Revenues | $ 203,840 | $ 199,536 | $ 198,356 | $ 182,809 | $ 179,936 | $ 90,528 | $ 72,725 | $ 67,083 | $ 65,832 | $ 74,950 | $ 76,864 | $ 72,607 | $ 719,784 | $ 361,823 | $ 247,186 | |
Less promotional allowances | (17,680) | (15,996) | (15,723) | (15,358) | (15,841) | (11,579) | (10,976) | (10,053) | (10,284) | (11,319) | (11,036) | (10,428) | (64,757) | (48,449) | (43,067) | |
Net Revenues | 186,160 | 183,540 | 182,633 | 167,451 | 164,095 | 78,949 | 61,749 | 57,030 | 55,548 | 63,631 | 65,828 | 62,179 | ||||
Operating expenses | 171,464 | 161,610 | 160,430 | 154,766 | 156,755 | 72,943 | 56,054 | 53,726 | 54,528 | 57,283 | 57,301 | 55,448 | 648,270 | 339,478 | 224,560 | |
Operating Income | 13,281 | 24,092 | 23,059 | 12,084 | 6,450 | 2,778 | 6,775 | 1,552 | 1,035 | 7,092 | 10,500 | 6,025 | $ 72,516 | $ 17,555 | $ 22,582 | |
Net (loss) Income | $ 110,153 | $ 5,399 | $ 4,795 | $ (6,164) | $ (10,834) | $ (4,064) | $ 2,909 | $ (2,333) | $ 7,078 | $ 3,184 | $ 6,548 | $ 2,087 | ||||
Earnings Per Share, Basic [Abstract] | ||||||||||||||||
Basic net income per common share | $ 2.36 | $ 0.12 | $ 0.10 | $ (0.13) | ||||||||||||
Weighted Average Number of Shares Outstanding, Basic | 46,670,735 | 46,516,614 | 46,516,614 | 46,494,638 | 46,550,042 | 29,901,405 | 23,311,492 | |||||||||
Weighted Average Number of Shares Outstanding, Diluted | 0 | 47,227,127 | 46,763,589 | 46,657,618 | 46,494,638 | 47,008,980 | 29,901,405 | 23,311,492 | ||||||||
Earnings Per Share, Diluted [Abstract] | ||||||||||||||||
Diluted net income per common share | $ 2.33 | $ 0.12 | $ 0.10 | $ (0.13) | $ 2.43 | $ (0.48) | $ 0.81 | |||||||||
Weighted Average Number of Shares Outstanding, Diluted | 0 | 47,227,127 | 46,763,589 | 46,657,618 | 46,494,638 | 47,008,980 | 29,901,405 | 23,311,492 | ||||||||
Basic and diluted | $ (0.23) | $ (0.16) | $ 0.12 | $ (0.10) | $ 0.30 | $ 0.14 | $ 0.28 | $ 0.09 | $ 2.43 | $ (0.48) | $ 0.81 | |||||
Weighted Average Number of Shares Outstanding, Basic and Diluted | 46,441,249 | 26,075,022 | 23,311,492 | 23,311,492 | 23,311,492 | 23,311,492 | 23,311,492 | 23,311,492 | 46,550,042 | 29,901,405 | 23,311,492 |
Schedule II_Valuation and Quali
Schedule II—Valuation and Qualifying Accounts (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Uncollectible accounts written off | $ 1,100,000 | $ 200,000 | $ 1,100,000 |
Allowance for doubtful accounts | |||
Balance at Beginning of Period | 2,589,000 | 1,379,000 | 1,605,000 |
Additions | (18,000) | 1,266,000 | 847,000 |
Deductions | 497,000 | 56,000 | 1,073,000 |
Balance at End of Period | 2,074,000 | 2,589,000 | 1,379,000 |
Uncollectible accounts written off | $ 927,000 | $ 200,000 | $ 28,000 |