Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 06, 2018 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Eldorado Resorts, Inc. | |
Entity Central Index Key | 1,590,895 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 77,391,244 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | ERI |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 164,086 | $ 134,596 |
Restricted cash | 1,622 | 3,267 |
Marketable securities | 17,057 | 17,631 |
Accounts receivable, net | 42,002 | 45,797 |
Due from affiliates | 187 | 243 |
Inventories | 15,258 | 16,870 |
Prepaid income taxes | 504 | 4,805 |
Prepaid expenses and other | 29,578 | 27,823 |
Assets held for sale | 155,914 | |
Total current assets | 426,208 | 251,032 |
Escrow cash | 604,100 | |
Property and equipment, net | 1,488,866 | 1,502,817 |
Gaming licenses and other intangibles, net | 1,121,573 | 996,816 |
Goodwill | 788,146 | 747,106 |
Non-operating real property | 17,880 | 18,069 |
Other assets, net | 30,401 | 30,632 |
Total assets | 4,477,174 | 3,546,472 |
CURRENT LIABILITIES: | ||
Current portion of long-term debt | 447 | 615 |
Accounts payable | 33,307 | 34,778 |
Due to affiliates | 19 | |
Accrued property, gaming and other taxes | 43,339 | 43,212 |
Accrued payroll and related | 58,567 | 53,330 |
Accrued interest | 37,626 | 25,607 |
Income taxes payable | 268 | 171 |
Accrued other liabilities | 77,495 | 66,038 |
Liabilities related to assets held for sale | 10,868 | |
Total current liabilities | 261,936 | 223,751 |
Long-term debt, less current portion | 2,967,434 | 2,189,578 |
Deferred income taxes | 194,490 | 162,967 |
Other long-term liabilities | 17,163 | 28,579 |
Total liabilities | 3,441,023 | 2,604,875 |
Commitments and contingencies (Note 11) | ||
STOCKHOLDERS' EQUITY: | ||
Common stock, 200,000,000 and 100,000,000 shares authorized, 77,391,244 and 76,825,966 issued and outstanding, par value $0.00001 as of September 30, 2018 and December 31, 2017, respectively | 1 | |
Paid-in capital | 745,745 | 746,547 |
Retained earnings | 290,326 | 194,971 |
Accumulated other comprehensive income | 79 | 79 |
Total stockholders’ equity | 1,036,151 | 941,597 |
Total liabilities and stockholders’ equity | $ 4,477,174 | $ 3,546,472 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Common stock, shares authorized | 200,000,000 | 100,000,000 |
Common stock, shares issued | 77,391,244 | 76,825,966 |
Common stock, shares outstanding | 77,391,244 | 76,825,966 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
REVENUES: | ||||
Net revenues | $ 487,253 | $ 472,878 | $ 1,384,247 | $ 1,050,897 |
EXPENSES: | ||||
Other | 9,315 | 9,632 | 25,030 | 22,702 |
Marketing and promotions | 23,122 | 26,439 | 66,255 | 58,099 |
General and administrative | 75,599 | 75,650 | 223,546 | 168,339 |
Corporate | 9,217 | 7,718 | 33,018 | 21,734 |
Impairment charges | 3,787 | 13,602 | ||
Depreciation and amortization | 35,760 | 29,122 | 99,204 | 69,635 |
Total operating expenses | 396,220 | 389,273 | 1,155,318 | 896,316 |
(Loss) gain on sale or disposal of property and equipment | (110) | 4 | (393) | (51) |
Proceeds from terminated sale | 5,000 | 5,000 | ||
Transaction expenses | (4,091) | (2,094) | (10,043) | (89,172) |
Equity in loss of unconsolidated affiliates | (63) | (23) | (116) | (305) |
Operating (loss) income | 91,769 | 81,492 | 223,377 | 65,053 |
OTHER EXPENSE: | ||||
Interest expense, net | (34,085) | (29,183) | (96,579) | (69,380) |
Loss on early retirement of debt, net | (10,030) | (162) | (37,347) | |
Total other expense | (34,085) | (39,213) | (96,741) | (106,727) |
Net income (loss) before income taxes | 57,684 | 42,279 | 126,636 | (41,674) |
(Provision) benefit for income taxes | (19,980) | (12,592) | (31,281) | 26,116 |
Net income (loss) | $ 37,704 | $ 29,687 | $ 95,355 | $ (15,558) |
Net income (loss) per share of common stock: | ||||
Basic | $ 0.49 | $ 0.39 | $ 1.23 | $ (0.24) |
Diluted | $ 0.48 | $ 0.38 | $ 1.22 | $ (0.24) |
Weighted average number of shares outstanding: | ||||
Weighted average basic shares outstanding | 77,522,664 | 76,902,070 | 77,445,611 | 63,821,705 |
Weighted average diluted shares outstanding | 78,283,588 | 77,959,689 | 78,208,040 | 63,821,705 |
Casino | ||||
REVENUES: | ||||
Net revenues | $ 362,877 | $ 347,537 | $ 1,046,010 | $ 764,684 |
EXPENSES: | ||||
Cost of goods and services | 175,333 | 169,322 | 506,536 | 389,010 |
Pari-mutuel Commissions | ||||
REVENUES: | ||||
Net revenues | 5,292 | 5,111 | 14,407 | 9,859 |
EXPENSES: | ||||
Cost of goods and services | 4,729 | 4,657 | 13,022 | 9,894 |
Food and Beverage | ||||
REVENUES: | ||||
Net revenues | 58,153 | 59,537 | 164,644 | 141,667 |
EXPENSES: | ||||
Cost of goods and services | 45,381 | 51,220 | 134,927 | 120,041 |
Hotel | ||||
REVENUES: | ||||
Net revenues | 44,780 | 45,962 | 114,447 | 99,545 |
EXPENSES: | ||||
Cost of goods and services | 13,977 | 15,513 | 40,178 | 36,862 |
Other | ||||
REVENUES: | ||||
Net revenues | $ 16,151 | $ 14,731 | $ 44,739 | $ 35,142 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 37,704 | $ 29,687 | $ 95,355 | $ (15,558) |
Other comprehensive income, net of tax: | ||||
Comprehensive income (loss), net of tax | $ 37,704 | $ 29,687 | $ 95,355 | $ (15,558) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 95,355 | $ (15,558) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 99,204 | 69,635 |
Amortization of deferred financing costs, discount and debt premium | 3,753 | 5,041 |
Loss on early retirement of debt | 162 | 37,347 |
Stock compensation expense | 9,645 | 4,454 |
Impairment charges | 13,602 | |
Provision (benefit) for deferred income taxes | 28,345 | (25,560) |
Other | 1,626 | 789 |
Change in operating assets and liabilities: | ||
Sale of trading securities | 573 | 272 |
Accounts receivable | (441) | (6,937) |
Inventory | 380 | 17 |
Prepaid expenses and other assets | 649 | 2,054 |
Interest payable | (6,563) | (1,441) |
Income taxes payable | 4,398 | (1,268) |
Accounts payable and accrued liabilities | 12,760 | 2,786 |
Net cash provided by operating activities | 263,448 | 71,631 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment, net | (89,082) | (52,930) |
Proceeds from sale of property and equipment | 920 | |
Net cash used in business combinations | (306,274) | (1,313,052) |
Investment in and loans to unconsolidated affiliate | (698) | |
Net cash used in investing activities | (395,134) | (1,365,982) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of Term Loan | 1,450,000 | |
Borrowings under Revolving Credit Facility | 215,358 | 207,953 |
Payments under Revolving Credit Facility | (35,358) | (236,953) |
Debt premium proceeds | 27,500 | |
Debt issuance costs | (5,401) | (51,338) |
Taxes paid related to net share settlement of equity awards | (10,601) | (10,927) |
Proceeds from exercise of stock options | 154 | 2,900 |
Payments on other long-term payables | (501) | (370) |
Net cash provided by (used in)financing activities | 763,651 | 1,397,015 |
Increase in cash, cash equivalents and restricted cash | 631,965 | 102,664 |
Cash, cash equivalents and restricted cash, beginning of period | 147,749 | 63,444 |
Cash, cash equivalents and restricted cash, end of period | 779,714 | 166,108 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: | ||
Cash and cash equivalents | 164,086 | 134,903 |
Restricted cash | 1,622 | 21,308 |
Restricted and escrow cash included in other noncurrent assets | 614,006 | 9,897 |
Cash, cash equivalents and restricted cash, end of period | 779,714 | 166,108 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest paid | (86,964) | (67,840) |
Income taxes refunded (paid) | 3,953 | (714) |
NON-CASH FINANCING ACTIVITIES: | ||
Net change in payables for capital expenditures | (5,914) | 2,286 |
6% Senior Notes due 2025 | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of Senior Notes | 875,000 | |
6% Senior Notes due 2026 | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of Senior Notes | $ 600,000 | |
Term Loan | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of Term Loan | 1,450,000 | |
Payments under Term Loan | $ (866,750) |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) | Sep. 30, 2018 | Sep. 20, 2018 | Sep. 30, 2017 | Mar. 29, 2017 |
6% Senior Notes due 2025 | ||||
Interest rate on Senior Notes | 6.00% | 6.00% | ||
6% Senior Notes due 2026 | ||||
Interest rate on Senior Notes | 6.00% | 6.00% |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Note 1. Organization and Basis of Presentation Organization The accompanying unaudited 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. The Company acquired Mountaineer, Presque Isle Downs and Scioto Downs in September 2014 pursuant to a merger with MTR Gaming Group, Inc. (“MTR Gaming”) and in November 2015 it acquired Circus Reno and the interests in the Silver Legacy that it did not own prior to such date. On May 1, 2017, the Company completed its acquisition of Isle of Capri Casinos, Inc. pursuant to the Agreement and Plan of Merger dated as of September 19, 2016 with Isle of Capri Casinos, Inc. (“Isle” or “Isle of Capri”). As a result of the Isle Merger, Isle became a wholly-owned subsidiary of ERI. On August 7, 2018, the Company completed its previously announced acquisition of the outstanding partnership interests of Elgin Riverboat Resort – Riverboat Casino d/b/a Grand Victoria Casino, an Illinois partnership (“Elgin”), the owner of Grand Victoria Casino, located in Elgin, Illinois (the “Elgin Acquisition”). As of September 30, 2018, ERI owned and operated the following properties: • Eldorado Resort Casino Reno ( “ ” — • Silver Legacy Resort Casino ( “ ” — • Circus Circus Reno ( “ ” — • Eldorado Resort Casino Shreveport ( “ ” — • Mountaineer Casino, Racetrack & Resort ( “ ” — ’ • Presque Isle Downs & Casino ( “ ” — • Eldorado Gaming Scioto Downs ( “ ” — “ ” s”) • Isle Casino Hotel — — • Lady Luck Casino — — • Isle Casino Racing Pompano Park (“Pompano”) — • Isle Casino Bettendorf (“Bettendorf”) — • Isle Casino Waterloo (“Waterloo”) — • Isle of Capri Casino Hotel Lake Charles (“Lake Charles”) — • Isle of Capri Casino Lula (“Lula”) — • Lady Luck Casino Vicksburg (“Vicksburg”) — • Isle of Capri Casino Boonville (“Boonville”) — • Isle Casino Cape Girardeau (“Cape Girardeau”) — • Lady Luck Casino Caruthersville (“Caruthersville ”)— • Isle of Capri Casino Kansas City (“Kansas City”) — • Lady Luck Casino Nemacolin (“Nemacolin”) — • Grand Victoria Casino (“Elgin”) — In addition, 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 Incorporated. The Company has entered into definitive agreements to sell Presque Isle Downs and Lady Luck Nemacolin. Elgin Acquisition The Elgin Acquisition was made pursuant to a purchase agreement dated as of April 15, 2018, by and among the Company, Elgin Holdings I LLC, a Delaware limited liability company and a direct wholly owned subsidiary of the Company, Elgin Holdings II LLC, a Delaware limited liability company and an indirect wholly owned subsidiary of the Company, MGM Elgin Sub, Inc., a Nevada corporation, Illinois RBG, L.L.C., a Delaware limited liability company and Elgin. As a result of the Elgin Acquisition, Elgin became an indirect wholly-owned subsidiary of the Company. The Company purchased Elgin for $327.5 million and an estimated $1.4 million working capital adjustment subject to finalization within 100 days of the Elgin Acquisition date. The Elgin Acquisition was financed using cash on hand and borrowings under the Company’s revolving credit facility. Transaction expenses attributed to the Elgin Acquisition are reported on the accompanying statement of operations and totaled $2.1 million and $3.4 million for the three and nine months ended September 30, 2018, respectively. As of September 30, 2018, $0.2 million of accrued costs and expenses related to the Elgin Acquisition are included in accrued other liabilities on the accompanying consolidated balance sheet. Reclassifications Certain reclassifications of prior year presentations have been made to conform to the current period presentation. Basis of Presentation The accompanying unaudited consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information with the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by US GAAP for complete financial statements. In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments, all of which are normal and recurring, considered necessary for a fair presentation and have been included herein. The results of operations for these interim periods are not necessarily indicative of the operating results for other quarters, for the full year or any future period. The executive decision maker of our Company reviews operating results, assesses performance and makes decisions on a “significant market” basis. 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. Prior to the Elgin Acquisition, the Company’s principal operating activities occurred in four geographic regions and reportable segments. Following the Elgin Acquisition and in anticipation of the acquisition of Tropicana (see Note 3), a fifth segment, Central, has been added. As of and for the three and nine months ended September 30, 2018, the Central segment only contains Elgin. The reportable segments are based on the similar characteristics of the operating segments within the regions in which they operate: West, Midwest, South, East, and Central (See Note 13 for a listing of properties included in each segment). The financial information included for periods prior to our acquisitions of Isle and Elgin are those of ERI and its subsidiaries. The presentation of information herein for periods prior to our acquisitions of Isle and Elgin and after our acquisitions of Isle and Elgin are not fully comparable because the results of operations for Isle and Elgin are not included for periods prior to our acquisitions of Isle and Elgin. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 and Form 8-K filed on September 5, 2018, which recast the Company’s form 10-K for the year ended December 31, 2017 for adoption of the new revenue recognition standard. Recently Issued Accounting Pronouncements – New Developments and Adoptions of New Accounting Standards In May 2014 (amended January 2017), the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers,” (ASC Topic 606) which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and eliminates existing industry guidance, including revenue recognition guidance specific to the gaming industry. The core principle of the revenue model indicates 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 Company adopted this standard effective January 1, 2018, and elected to apply the full retrospective adoption method. The most significant impacts of the adoption are summarized below in Note 2. In November 2016, ASU No. 2016-18 was issued related to the inclusion of restricted cash in the statement of cash flows. This new guidance requires that a statement of cash flows present the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalent. This update is effective in fiscal years, including interim periods, beginning after December 15, 2017. The Company retrospectively adopted this guidance on December 31, 2017. Upon adoption, the Company included a reconciliation of Cash and cash equivalents and restricted cash reported within the Consolidated Balance Sheets to the total shown in the Consolidated Statements of Cash Flows. Adoptions of this guidance had no other impact on the Consolidated Financial Statements or disclosures. Certain amounts have been retrospectively reclassified for the three and nine months ended September 30, 2017 to conform to the current period presentation and reflect the change in the Company’s Consolidated Statements of Cash Flows required with the adoption of ASU No. 2016-15. In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations – Clarifying the Definition of a Business.” This amendment is intended to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisition (or disposals) of assets or businesses. Amendments in this update provide a more robust framework to use in determining when a set of assets and activities is a business and to provide more consistency in applying the guidance, reduce the costs of application, and make the definition of a business more operable. The amendments are effective for interim and annual periods beginning after December 15, 2017, with early adoption allowed as follows: (1) transactions for which acquisition date occurs before the issuance date or effective date of the amendments, only when the transaction has not been reported in financial statements that have been issued or made available for issuance and (2) transactions in which a subsidiary is deconsolidated or a group of assets is derecognized that occur before the issuance date or effective date of the amendments, only when the transaction has not been reported in financial statements that have been issued or made available for issuance. The Company adopted this accounting standard during the first quarter of 2018, which did not have an impact on our consolidated financial statements, and will result in future acquisitions which do not involve substantive processes being accounted for as asset acquisitions. In February 2016, the FASB issued ASU No. 2016-02 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 (“ROU”) 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. This ASU requires a transition adoption election using either 1) a modified retrospective approach with periods prior to the adoption date being recast or 2) a prospective adoption approach with a cumulative-effect adjustment recognized to the opening balance of retained earnings on the adoption date with prior periods not recast. The Company anticipates adopting this standard on January 1, 2019 using the prospective adoption approach and electing the practical expedients allowed under the standard. Currently, the Company does not have any material capital leases nor any material operating leases where the Company is the lessor. Our operating leases, primarily relating to certain ground leases and slot machines or VLTs, will be recorded on the balance sheet as an ROU asset with a corresponding lease liability, which will be amortized using the effective interest rate method as payments are made. The ROU asset will be depreciated on a straight-line basis and recognized as lease expense. The qualitative and quantitative effects of adoption of ASU 2016-02 are still being analyzed, and the Company is in the process of evaluating the full effect, including the total amount of both capital and operating leases, the new guidance will have on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, “Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement”. This amendment modifies the disclosure requirements on fair value measurements and is effective for annual and interim periods beginning after December 15, 2019, with early adoption allowed. The Company is still evaluating the qualitative and quantitative effect of the new guidance will have on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, “Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract”. The amendments in this update align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). This generally means that an intangible asset is recognized for the software license and, to the extent that the payments attributable to the software license are made over time, a liability also is recognized. If a cloud computing arrangement does not include a software license, the entity should account for the arrangement as a service contract. This generally means that the fees associated with the hosting element (service) of the arrangement are expensed as incurred. The amendment is effective for annual and interim periods beginning after December 15, 2019, with early adoption allowed. The Company is still evaluating the qualitative and quantitative effect of the new guidance will have on our consolidated financial statements. In August 2018, the Securities and Exchange Commission issued a final rule “Disclosure Update and Simplification”. The final rule is intended to update existing disclosure requirements that have become redundant, duplicative, overlapping, outdate or superseded and to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. Included in the final rule is a requirement to present changes in stockholders equity in the Company’s 10-Q filings. The final rule is effective for annual filings on November 5, 2018 and for interim periods beginning after the effective date, and will be included in the Company’s 2019 first quarter filing. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | Note 2. Revenue Recognition Adoption of ASC Topic 606 The adoption of ASC Topic 606 on January 1, 2018 principally affected the presentation of promotional allowances and how the Company measured the liability associated with our customer loyalty programs. The presentation of gross revenues for complimentary goods and services provided to guests with a corresponding offsetting amount included in promotional allowances was eliminated. This adjustment in presentation of promotional allowances did not have an impact on the Company’s historically reported net operating revenues. The majority of such amounts previously included in promotional allowances now offset casino revenues based on an allocation of revenues to performance obligations using stand-alone selling price. Food, beverage, lodging and other services furnished to our guests on a complimentary basis are measured at the respective estimated standalone selling prices and included as revenues within food and beverage, lodging, and retail, entertainment and other, which generally resulted in a corresponding decrease in gaming revenues. The costs of providing such complimentary goods and services are included as expenses within food and beverage, lodging, and retail, entertainment and other. Additionally, as a result of the adoption of the new standard, certain adjustments and other reclassifications to and between revenue categories and to and between expense categories were required; however, the amounts associated with such adjustments did not have a significant impact on the Company’s previously reported operating income or net income. Liabilities associated with our customer loyalty programs are no longer valued at cost; rather a deferred revenue model is used to account for the classification and timing of revenue to be recognized related to the redemption of loyalty program liabilities by our customers. Points earned under the Company’s loyalty programs are deemed to be separate performance obligations, and recorded as a reduction of casino revenues when earned at the retail value of such benefits owed to the customer and recognized as departmental revenue based on where such points are redeemed, upon fulfillment of the performance obligation. The Company elected to adopt the full retrospective method to apply the new guidance to each prior reporting period presented as if it had been in effect since January 1, 2015, with a pre-tax cumulative effect adjustment to our retained earnings upon adoption of $4.7 million. Net of tax, the cumulative effect adjustment to our retained earnings upon adoption was $3.5 million. This was primarily related to our loyalty program point liability, which increased from an estimated incremental cost model to a deferred revenue model at retail value. Adoption of the new standard did not have a significant impact on our previously reported net revenue, expenses, operating income, and net income. The impact of adoption of the new standard to previously reported selected financial statement information was as follows (in thousands): Three Months Ended September 30, 2017 As Reported ASC 606 Adjustments Other Reclassifications (1) As Adjusted Gross revenues $ 483,036 $ (39,651 ) $ 29,493 $ 472,878 Promotional allowances (38,162 ) 41,785 (3,623 ) — Net revenues $ 444,874 $ 2,134 $ 25,870 $ 472,878 Operating income $ 78,924 $ 182 $ 2,386 $ 81,492 Net income $ 29,554 $ 133 $ — $ 29,687 Nine Months Ended September 30, 2017 As Reported ASC 606 Adjustments Other Reclassifications (1) As Adjusted Gross revenues $ 1,088,754 $ (88,225 ) $ 50,368 $ 1,050,897 Promotional allowances (87,776 ) 93,838 (6,062 ) — Net revenues $ 1,000,978 $ 5,613 $ 44,306 $ 1,050,897 Operating income $ 60,955 $ 172 $ 3,926 $ 65,053 Net (loss) income $ (15,754 ) $ 196 $ — $ (15,558 ) (1) Other reclassifications are comprised of the reversal of our Lake Charles property from discontinued operations and other reclassifications to conform to current period presentations. Additionally, adoption of the new standard resulted in a basic earnings per share adjustment from the as reported $0.38 per share to $0.39 per share for the three months ended September 30, 2017. There was no adjustment for the diluted earnings per share for the three months ended September 30, 2017. Adoption of the new standard resulted in a net loss per share adjustment from the as reported $0.25 per share to $0.24 per share for the nine months ended September 30 2018 for both basic and diluted earnings per share. The Company’s consolidated statement of operations presents net revenue disaggregated by type or nature of the good or service (i.e., casino, pari-mutuel, food and beverage, hotel and other). A summary of net revenues disaggregated by type of revenue and reportable segment is presented below (amounts in thousands). Refer to Note 13 for a discussion of the Company’s reportable segments. Three Months Ended September 30, 2018 West Midwest South East Central Corporate and Other Total Casino $ 60,912 $ 86,331 $ 84,299 $ 109,637 $ 21,698 $ — $ 362,877 Pari-mutuel commissions — — 1,854 3,438 — — 5,292 Food and beverage 27,502 6,867 12,492 9,359 1,933 — 58,153 Hotel 31,583 4,720 6,169 2,308 — — 44,780 Other 9,095 1,916 1,755 2,980 266 139 16,151 Net revenues $ 129,092 $ 99,834 $ 106,569 $ 127,722 $ 23,897 $ 139 $ 487,253 Three Months Ended September 30, 2017 West Midwest South East Central Corporate and Other Total Casino $ 63,501 $ 89,482 $ 84,447 $ 110,107 $ — $ — $ 347,537 Pari-mutuel commissions — — 1,766 3,345 — — 5,111 Food and beverage 30,099 7,572 12,669 9,197 — — 59,537 Hotel 31,737 4,828 7,207 2,190 — — 45,962 Other 8,987 1,769 1,845 1,957 — 173 14,731 Net revenues $ 134,324 $ 103,651 $ 107,934 $ 126,796 $ — $ 173 $ 472,878 Nine Months Ended September 30, 2018 West Midwest South East Central Corporate and Other Total Casino $ 168,342 $ 262,138 $ 270,802 $ 323,030 $ 21,698 $ — $ 1,046,010 Pari-mutuel commissions — — 7,853 6,554 — — 14,407 Food and beverage 76,524 20,527 38,936 26,724 1,933 — 164,644 Hotel 77,234 12,775 18,462 5,976 — — 114,447 Other 24,450 5,795 5,559 8,292 266 377 44,739 Net revenues $ 346,550 $ 301,235 $ 341,612 $ 370,576 $ 23,897 $ 377 $ 1,384,247 Nine Months Ended September 30, 2017 West Midwest South East Central Corporate and Other Total Casino $ 132,563 $ 147,469 $ 176,616 $ 308,036 $ — $ — $ 764,684 Pari-mutuel commissions — — 3,271 6,588 — — 9,859 Food and beverage 74,593 12,607 29,231 25,236 — — 141,667 Hotel 69,596 8,282 15,706 5,961 — — 99,545 Other 20,812 2,934 4,130 6,900 — 366 35,142 Net revenues $ 297,564 $ 171,292 $ 228,954 $ 352,721 $ — $ 366 $ 1,050,897 |
Acquisitions, Preliminary Purch
Acquisitions, Preliminary Purchase Price Accounting and Proforma Information | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions, Preliminary Purchase Price Accounting and Proforma Information | Note 3. Acquisitions, Preliminary Purchase Price Accounting and Proforma Information Preliminary Purchase Price Accounting – Elgin On August 7, 2018, the Company completed its acquisition of one hundred percent of the partnership interests in Elgin. The total purchase consideration for the Elgin Acquisition was $328.9 million. The estimated purchase consideration in the acquisition was determined with reference to its acquisition date fair value. Purchase consideration calculation (dollars in thousands) Cash consideration paid $ 327,500 Working capital and other adjustments 1,386 Purchase consideration $ 328,886 The working capital adjustment is subject to finalization within 100 days of the Elgin Acquisition date pursuant to the terms of the purchase agreement; however, no material adjustments are anticipated. The fair values are based on management’s analysis including preliminary work performed by third party valuation specialists, which are subject to finalization and review. The purchase price accounting for Elgin is preliminary and is subject to change. The following table summarizes the preliminary allocation of the purchase consideration to the identifiable assets acquired and liabilities assumed of Elgin, with the excess recorded as goodwill as of September 30, 2018 (dollars in thousands): Cash and cash equivalents $ 22,612 Other current assets 2,237 Property and equipment 60,812 Goodwill 60,086 Intangible assets (i) 205,296 Other noncurrent assets 915 Total assets 351,958 Current liabilities (21,322 ) Noncurrent liabilities (1,750 ) Total liabilities (23,072 ) Net assets acquired $ 328,886 ( i ) Intangible assets consist of gaming license valued at $163.9 million, trade names valued at $12.6 million and player relationships valued at $28.8 million. Valuation methodologies under both a market and income approach used for the identifiable net assets acquired in the Elgin Acquisition make use of Level 3 inputs including discounted cash flows. Trade receivables and payables, inventory and other current and noncurrent assets and liabilities were valued at the existing carrying values as they represented the estimated fair value of those items at the Elgin Acquisition date. The fair value of land was determined using the market approach, which arrives at an indication of value by comparing the site being valued to sites that have been recently acquired in arm’s-length transactions. The market data is then adjusted for any significant differences, to the extent known, between the identified comparable sites and the site being valued. Building and site improvements were valued using the cost approach using a direct cost model built on estimates of replacement cost. With respect to personal property components of the assets, personal property assets with an active and identifiable secondary market such as riverboats, gaming equipment, computer equipment and vehicles were valued using the market approach. Other personal property assets such as furniture, fixtures, computer software, and restaurant equipment were valued using the cost approach which is based on replacement or reproduction costs of the asset. The cost approach is an estimation of fair value developed by computing the current cost of replacing a property and subtracting any depreciation resulting from one or more of the following factors: physical deterioration, functional obsolescence, and/or economic obsolescence. The income approach incorporates all tangible and intangible property and served as a ceiling for the fair values of the acquired assets of the ongoing business enterprise, while still taking into account the premise of highest and best use. The fair value of the gaming license was determined using the multi period excess earnings method. The excess earnings methodology, which is an income approach methodology that allocates the projected cash flows of the business to the gaming license intangible assets less charges for the use of other identifiable assets of Elgin including working capital, fixed assets and other intangible assets. This methodology was considered appropriate as the gaming license is the primary asset of Elgin. The property’s estimated future cash flows were the primary assumption in the respective valuations. Cash flow estimates included net gaming revenue, gaming operating expenses, general and administrative expenses, and tax expense. The renewal of the gaming license depends on a number of factors, including payment of certain fees and taxes, providing certain information to the state’s gaming regulator, and meeting certain inspection requirements. However, ERI’s historical experience has not indicated, nor does ERI expect, any limitations regarding its ability to continue to renew the license. No other competitive, contractual, or economic factor limits the useful lives of this asset. Accordingly, ERI has concluded that the useful life of this license is indefinite. Player relationships were valued using the cost approach and the incremental cash flow method under the income approach. The incremental cash flow method is used to estimate the fair value of an intangible asset based on a residual cash flow notion. This method measures the benefits (e.g., cash flows) derived from ownership of an acquired intangible asset as if it were in place, as compared to the acquirer’s expected cash flows as if the intangible asset were not in place (i.e., with-and-without). The residual or net cash flows of the two models is ascribable to the intangible asset. The trade name was valued using the relief‑from‑royalty method. The loyalty program was valued using a comparative business valuation method. Management has assigned the trade name an indefinite useful life after considering, 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, ERI’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, ERI determined that no legal, regulatory, contractual, competitive, economic or other factors limit the useful lives of these intangible assets. Goodwill is the result of expected synergies from combining operations of the acquired and acquirer. The goodwill acquired is fully amortizable for tax purposes. For the period from the Elgin acquisition date through September 30, 2018, Elgin generated net revenues of $23.9 million and net income of $2.2 million. Acquisition of Tropicana On April 15, 2018 the Company announced that it entered into a definitive agreement to acquire Tropicana Entertainment Inc. (“Tropicana”) in a cash transaction valued at $1.85 billion. At the closing of the transaction on October 1, 2018, a subsidiary of the Company merged into Tropicana and Tropicana became a wholly owned subsidiary of the Company. Immediately prior to the merger, Tropicana sold Tropicana Aruba Resort and Casino and Gaming and Leisure Properties (“GLPI”) acquired substantially all of Tropicana’s real estate, other than the real estate underlying MontBleu Casino Resort & Spa and Lumière Place Casino and Hotel (“Lumière Place”), for approximately $964 million and the Company acquired the real estate underlying Lumière Place for $246 million. The Company also entered into a 15-year master lease with GLPI pursuant to which the Company will lease the Tropicana real estate acquired by GLPI. The Company funded the purchase of the real estate underlying Lumière Place with the proceeds of a $246 million loan from GLPI and funded the $640 million of consideration payable by the Company and the repayment of amounts outstanding under the Tropicana credit facility with cash on hand at the Company and Tropicana, borrowings under the Company’s revolving credit facility and proceeds from the Company’s offering of $600 million of 6% senior notes due 2026. In addition, the Company’s borrowing capacity on its revolving credit facility increased from $300 million to $500 million effective October 1, 2018 and the maturity of the revolving credit facility was extended to October 1, 2023. Transaction expenses related to the Tropicana Acquisition for the three and nine months ended September 30, 2018 totaled $2.0 million and $5.5 million, respectively. As of September 30, 2018, $1.2 million of accrued costs and expenses related to the Tropicana Acquisition are included in accrued other liabilities. Master Lease Following the acquisition of the real estate portfolio by GLPI, the Company entered into a triple net master lease for the Tropicana properties acquired by GLPI with an initial term of 15 years, with renewals of up to 20 years at the Company’s option (“Master Lease”). Under the Master Lease, the Company is required to pay the following, among other things: lease payments to the underlying ground lessor for properties that are subject to ground leases, facility maintenance costs, all insurance premiums for insurance with respect to the leased properties and the business conducted on the leased properties, taxes levied on or with respect to the leased properties (other than taxes on the income of the lessor and all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties). The initial annual rent under the terms of the lease is expected to be approximately $87.6 million. The Company does not have the ability to terminate the obligations under the Master Lease prior to its expiration without GLPI’s consent. Lumière Loan In connection with the purchase of the real estate related to Lumière Place, GLPI, Tropicana St. Louis RE LLC, a wholly-owned subsidiary of the Company (“Tropicana St. Louis RE”), and the Company entered into a loan agreement, dated as of October 1, 2018 (the “Lumière Loan”), relating to a loan of $246 million by GLPI to Tropicana St. Louis RE to fund the entire purchase price of the real estate underlying Lumière Place and a guaranty by the Company of the amounts owed by Tropicana St. Louis RE. The Lumière Loan bears interest at a rate equal to (i) 9.09% until October 1, 2019 and (ii) 9.27% until October 1, 2020, and matures on October 1, 2020. The Lumière Loan is secured by a first priority mortgage on the Lumière Real Property until October 1, 2019. In connection with the issuance of the Lumière Loan, the Company agreed to use its commercially reasonable efforts to transfer one or more of the Grand Victoria Casino, Isle Casino Bettendorf, Isle Casino Hotel Waterloo, Isle of Capri Lula, Lady Luck Casino Vicksburg and Mountaineer Casino, Racetrack and Resort or such other property or properties mutually acceptable to Tropicana St. Louis RE and GLPI, provided that the aggregate value of such property, individually or collectively, is at least $246 million (the “Replacement Property”), to GLPI with a simultaneous leaseback to the Company of such Replacement Property. In connection with such Replacement Property sale, (i) the Company and GLPI will enter into an amendment to the Master Lease to revise the economic terms to include the Replacement Property, (ii) GLPI, or one of its affiliates, will assume the Lumière Loan and Tropicana St. Louis RE’s obligations under the Lumière Loan in consideration of the acquisition of the Replacement Property and the obligations of Tropicana St. Louis RE and the Company under the Lumière Loan will be deemed to have been satisfied, (iii) the Lumière Real Property will be released from the lien placed on it in connection with the Lumière Loan (if such lien has not yet been released in accordance with the terms of the Lumière Loan) and (iv) in the event the value of the Replacement Property is greater than the outstanding obligations of Tropicana St. Louis RE under the Lumière Loan, GLPI will pay Tropicana St. Louis RE the difference between the value of the Replacement Property and the amount of outstanding obligations under the Lumière Loan. If such Replacement Property transaction is not consummated prior to the maturity date of the Lumière Loan, other than as a result of certain failures to perform by GLPI, then the amounts outstanding will be paid in full and the rent under the Master Lease will automatically increase, subject to certain escalations. Due to the closing of the transaction in October, preliminary purchase accounting has not been reflected herein. Unaudited Pro Forma Information Isle The following unaudited pro forma information presents the results of operations of the Company for the nine months ended September 30, 2017, as if the Isle Acquisition had occurred on January 1, 2016 (in thousands). Nine Months Ended September 30, 2017 Net operating revenues $ 1,379,466 Net income 84,134 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, 2016, nor are they indicative of the results of operations for future periods. The pro forma amounts include the historical operating results of the Company and Isle prior to the Isle Acquisition with adjustments directly attributable to the Isle Acquisition. Elgin The following unaudited pro forma information presents the results of operations of the Company for the nine months ended September 30, 2018 and 2017, as if the Elgin Acquisition had occurred on January 1, 2017 (in thousands). Nine Months Ended Nine Months Ended September 30, 2018 September 30, 2017 Net operating revenues $ 1,481,188 $ 1,177,247 Net income (loss) 108,461 (7,095 ) 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, 2017, nor are they indicative of the results of operations for future periods. The pro forma amounts include the historical operating results of the Company and Elgin prior to the Elgin Acquisition with adjustments directly attributable to the Elgin Acquisition. |
Assets Held for Sale
Assets Held for Sale | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Assets Held for Sale | Note 4. Assets Held for Sale On February 28, 2018, the Company entered into definitive agreements to sell substantially all of the assets and liabilities of Presque Isle Downs and Vicksburg to Churchill Downs Incorporated (“CDI”). Under the terms of the agreements, CDI agreed to purchase Presque Isle Downs for cash consideration of approximately $178.9 million and Vicksburg for cash consideration of approximately $50.6 million, in each case subject to a customary working capital adjustment. In conjunction with the classification of Vicksburg’s operations as assets held for sale at March 31, 2018 as a result of the announced sale to CDI, an impairment charge totaling $9.8 million was recorded due to the carrying value exceeding the estimated net sales proceeds. The definitive agreements provided that the dispositions were subject to receipt of required regulatory approvals, termination of the waiting period under the Hart-Scott-Rodino Act and other customary closing conditions, including, in the case of Presque Isle Downs, the prior closing of the sale of Vicksburg or the entry into an agreement to acquire another asset of the Company. On May 7, 2018, the Company and CDI each received a Request for Additional Information and Documentary Materials, often referred to as a “Second Request,” from the Federal Trade Commission in connection with its review of the Vicksburg acquisition. On July 6, 2018, in consideration of the time and expense needed to reply to the Second Request, the Company and CDI entered into a termination agreement and release pursuant to which the parties agreed to terminate the asset purchase agreement with respect to Vicksburg and to enter into an asset purchase agreement pursuant to which CDI would acquire and assume the rights and obligations to operate Nemacolin (the “Vicksburg Termination Agreement”). The Vicksburg Termination Agreement also provided that CDI would pay the Company a $5.0 million termination fee upon execution of a definitive agreement with respect to the Nemacolin transaction. On August 10, 2018, the Company entered into a definitive agreement to sell substantially all of the assets and liabilities of Nemacolin to CDI. Under the terms of the agreement, CDI agreed to purchase Nemacolin for cash consideration of approximately $0.1 million, subject to a customary working capital adjustment. As a result of the agreement to sell Nemacolin, an impairment charge of $3.8 million for the three and nine months ended September 30, 2018 was recorded due to the carrying of the net property and equipment being sold exceeding the estimated net sales proceeds. Both transactions are expected to close in the fourth quarter of 2018 or first quarter of 2019, subject to satisfaction of closing conditions, including receipt of Pennsylvania regulatory approvals. The dispositions of Nemacolin and Presque Isle Downs, both of which are reported in the East segment, met the requirements for presentation as assets held for sale under generally accepted accounting principles as of September 30, 2018. Due to the termination of the Vicksburg sale, Vicksburg is no longer presented as an asset held for sale as of September 30, 2018. The assets and liabilities held for sale, accounted for at carrying value as it was lower than fair value, were as follows (in thousands): September 30, 2018 Nemacolin Presque Isle Downs Total Assets: Accounts receivable, net $ 269 $ 3,261 $ 3,530 Inventories 75 1,534 1,609 Prepaid expenses and other 420 834 1,254 Property and equipment, net 1,195 69,782 70,977 Goodwill — 3,122 3,122 Other intangibles, net — 75,422 75,422 Assets held for sale $ 1,959 $ 153,955 $ 155,914 Liabilities: Accounts payable $ 219 $ 1,295 $ 1,514 Accrued payroll and related 715 691 1,406 Accrued property and other taxes 325 77 402 Accrued other liabilities 1,076 3,934 5,010 Other long term liabilities 120 — 120 Long term obligation 2,416 — 2,416 Liabilities related to assets held for sale $ 4,871 $ 5,997 $ 10,868 The following information presents the net operating revenues and net income (loss) (in thousands): Three Months ended September 30, 2018 Nine Months ended September 30, 2018 Presque Isle Downs Nemacolin Presque Isle Downs Nemacolin Net operating revenues $ 37,685 $ 8,866 $ 107,738 $ 25,799 Net income (loss) 5,713 (2,745 ) 11,909 (3,213 ) These amounts include historical operating results, adjusted to eliminate the internal allocation of interest expense that will not be assumed by the buyer. . |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2018 | |
Share Based Compensation [Abstract] | |
Stock-Based Compensation | Note 5. Stock-Based Compensation Common Stock and Stock‑Based Awards The Company has authorized common stock of 200,000,000 shares, par value $0.00001 per share. In June 2018 the Company amended its certificate of incorporation to increase the total number of authorized shares of common stock from 100,000,000 shares to 200,000,000 shares On November 8, 2018, the Company issued a press release announcing that its Board of Directors has authorized a $150 million common stock repurchase program (the “Share Repurchase Program”) pursuant to which the Company may, from time to time, repurchase shares of common stock on the open market (either with or without a 10b5-1 plan) or through privately negotiated transactions. The Share Repurchase Program has no time limit and may be suspended or discontinued at any time without notice. There is no minimum number of shares of common stock that the Company is required to repurchase under the Share Repurchase Program. Total stock-based compensation expense in the accompanying consolidated statements of operations totaled $2.5 million and $1.4 million during the three months ended September 30, 2018 and 2017, respectively, and $9.6 million and $4.5 million during the nine months ended September 30, 2018 and 2017, respectively. A summary of the RSU and RSA activity for the nine months ended September 30, 2018 is presented in the following table: Restricted Stock Units Restricted Stock Awards Units Weighted- Average Grant Date Fair Value Units Weighted- Average Grant Date Fair Value (in millions) (in millions) Unvested outstanding as of December 31, 2017 1,579,499 $ 12.25 10,809 $ 19.13 Granted 317,904 32.97 — — Vested (783,672 ) 8.05 (10,809 ) 19.13 Canceled (9,885 ) 19.13 — — Unvested outstanding as of September 30, 2018 1,103,846 $ 21.14 — $ — A summary of the ERI Stock Option activity for the nine months ended September 30, 2018 is presented in the following table: Weighted- Average Exercise Options Price Outstanding as of December 31, 2017 271,852 $ 9.63 Expired (15,776 ) 10.89 Exercised (120,120 ) 9.09 Outstanding as of September 30, 2018 135,956 $ 9.96 As of September 30, 2018, 119,505 options were exercisable. |
Other and Intangible Assets, Ne
Other and Intangible Assets, Net | 9 Months Ended |
Sep. 30, 2018 | |
Other And Intangible Assets Net Disclosure [Abstract] | |
Other and Intangible Assets, Net | Note 6. Other and Intangible Assets, net Other and intangible assets, net, include the following amounts (in thousands): September 30, December 31, 2018 2017 Useful Life Goodwill $ 788,146 $ 747,106 Indefinite Gaming licenses $ 965,706 $ 877,174 Indefinite Trade names 120,829 108,250 Indefinite Trade names 5,100 6,700 1 - 3.5 years Loyalty programs 49,005 21,820 1 - 4 years Subtotal 1,140,640 1,013,944 Accumulated amortization trade names (5,100 ) (6,290 ) Accumulated amortization loyalty programs (13,967 ) (10,838 ) Total gaming licenses and other intangible assets $ 1,121,573 $ 996,816 Non-operating real property $ 17,880 $ 18,069 Unamortized debt issuance costs - Revolving Credit Facility $ 8,292 $ 8,616 Restricted cash 9,906 9,886 Other 12,203 12,130 Total other assets, net $ 30,401 $ 30,632 Goodwill represents the excess of the purchase prices of acquiring MTR Gaming, Isle and Elgin over the fair market value of the net assets acquired. In conjunction with the classification of Vicksburg’s operations as assets held for sale at March 31, 2018 (see Note 4) as a result of the announced sale to CDI, an impairment charge totaling $9.8 million was recorded due to the carrying value exceeding the estimated net sales proceeds. The impairment reduced the value of goodwill in the South segment. The following table presents changes to goodwill for the nine months ended September 30, 2018 (in thousands): Balance at January 1, 2018 Acquisitions Impairments Finalization of Isle Purchase Price Accounting Assets Held for Sale Balance at September 30, 2018 (in thousands) Goodwill by reportable segment: West $ 152,775 $ — $ — (14 ) — $ 152,761 Midwest 327,088 — — (4,343 ) — 322,745 South 200,417 — (9,815 ) (1,752 ) — 188,850 East 66,826 — — — (3,122 ) 63,704 Central — 60,086 — — — 60,086 Total Goodwill $ 747,106 $ 60,086 $ (9,815 ) $ (6,109 ) $ (3,122 ) $ 788,146 Gaming licenses represent intangible assets 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 in the jurisdiction. These gaming license rights are not subject to amortization as the Company has determined that they have an indefinite useful lives. Amortization expense related to trade names and loyalty programs for the three months ended September 30, 2018 and 2017 totaled $2.4 million and $1.7 million, respectively, and $5.1 million and $3.3 million for the nine months ended September 30, 2018 and 2017, respectively, which is included in depreciation and amortization expense in the consolidated statements of operations. Such amortization expense is expected to be $3.0 million for the remainder of 2018 and $11.9 million, $8.8 million, $7.2 million and $4.2 million for the years ended December 31, 2019, 2020, 2021 and 2022, respectively. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 7. Income Taxes The SEC staff issued Staff Accounting Bulletin (“SAB”) 118, which provides guidance on accounting for the tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Tax Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the Tax Act. Through the quarter ended September 30, 2018, the Company recognized no adjustments to the provisional amounts recorded at December 31, 2017. Additionally, the Company has not completed its accounting for all of the tax effects of the Tax Act that became effective January 1, 2018, but has recognized provisional amounts in its income tax provision. The Company is awaiting further guidance from U.S. federal and state regulatory bodies with regards to the final accounting and reporting of these items in the several jurisdictions where the Company files tax returns. In all cases, the Company will continue to make and refine its calculations as additional analysis is completed. Its estimates may also be affected as the Company gains a more thorough understanding of the tax law. The Company estimates an annual effective income tax rate based on projected results for the year and applies this rate to income before taxes to calculate income tax expense. Any refinements made due to subsequent information that affects the estimated annual effective income tax rate are reflected as adjustments in the current period. For the three and nine months ended September 30, 2018, the Company’s tax expense was $20.0 million and $31.3 million, no The Company and its subsidiaries file US federal income tax returns and various state and local income tax returns. The Company does not have tax sharing agreements with the other members within the consolidated ERI group. 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. The Company was notified by the Internal Revenue Service in October of 2016 that its federal tax return for the year ended December 31, 2014 had been selected for examination. In September 2017, the IRS informed the Company that they completed the examination of the tax return and made no changes. |
Long-Term Debt and Other Long-T
Long-Term Debt and Other Long-Term Liabilities | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Other Long-Term Liabilities | Note 8. Long-Term Debt and Other Long-Term Liabilities Long‑term debt consisted of the following (in thousands): September 30, December 31, 2018 2017 Term Loan $ 956,750 $ 956,750 Less: Unamortized discount and debt issuance costs (18,840 ) (18,748 ) Net 937,910 938,002 6% Senior Notes due 2026 600,000 — Less: Unamortized debt issuance costs (1,895 ) — Net 598,105 — 6% Senior Notes due 2025 875,000 875,000 Plus: Unamortized debt premium 24,285 26,605 Less: Unamortized debt issuance costs (18,996 ) (20,716 ) Net 880,289 880,889 7% Senior Notes due 2023 375,000 375,000 Less: Unamortized discount and debt issuance costs (6,370 ) (7,146 ) Net 368,630 367,854 Revolving Credit Facility 180,000 — Capital leases 484 917 Long-term notes payable 2,463 2,531 Less: Current portion (447 ) (615 ) Total long-term debt $ 2,967,434 $ 2,189,578 Amortization of the debt issuance costs and the discount and premium associated with our indebtedness totaled $1.2 million and $3.8 million for the three and nine months ended September 30, 2018, respectively. Amortization of the debt issuance costs and the discount and premium associated with our indebtedness totaled $2.0 million and $5.0 million for the three and nine months ended September 30, 2017, respectively. Amortization of debt issuance costs is computed using the effective interest method and is included in interest expense. Scheduled maturities of long‑term debt are $375.0 million in 2023, $956.8 million in 2024, $875.0 million in 2025 and $600.0 million in 2026. Term Loan and Revolving Credit Facility In April 2017, entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto dated as of April 17, 2017 (the “Credit Facility”), consisting of a $1.45 billion term loan facility (the “Term Loan Facility” or “Term Loan”) and a $300.0 million revolving credit facility (the “Revolving Credit Facility”). As of September 30, 2018, the Company had $956.8 million outstanding on the Term Loan and $180.0 million outstanding under the Revolving Credit Facility. The Company had $110.9 million of available borrowing capacity, after consideration of $9.1 million in outstanding letters of credit under its Revolving Credit Facility as of September 30, 2018. The interest rate per annum applicable to loans under the Revolving Credit Facility are, at our option, either LIBOR plus a margin ranging from 1.75% to 2.50% or a base rate plus a margin from 0.75% to 1.50%, the margin is based on our total leverage ratio. The interest rate per annum applicable to the loans under the Term Loan Facility is, at our option, either LIBOR plus 2.25%, or a base rate plus 1.25%; provided, however, that in no event will LIBOR be less than zero or the base rate be less than 1.00%. Additionally, the Company pays a commitment fee on the unused portion of the Revolving Credit Facility of 0.50% per annum. At September 30, 2018, the weighted average interest rates on the Term Loan and Revolving Credit Facility were 4.17% and 4.54%. On June 6, 2018, the Company executed an amendment that modified certain covenants in the Credit Facility to allow for considerations related to the acquisition of Tropicana. The borrowing capacity of the Revolving Credit Facility increased from $300 million to $500 million effective substantially concurrently with the consummation of the Tropicana Acquisition on October 1, 2018 and the maturity date of the Revolving Credit Facility extended to October 1, 2023. As of September 30, 2018 we were in compliance with all covenants under the Credit Facility. Senior Notes 6% Senior Notes due 2026 On September 20, 2018, Delta Merger Sub, Inc. (“Escrow Issuer”), a Delaware corporation and a wholly-owned subsidiary of the Company, issued $600 million aggregate principal amount of 6.0% senior notes due 2026 (the “6% Senior Notes due 2026”) pursuant to an indenture, dated as of September 20, 2018 (the “2026 Indenture”), between Escrow Issuer and U.S. Bank, National Association, as Trustee. Interest on the 6% Senior Notes due 2026 will be paid semi-annually in arrears on March 15 and September 15, commencing March 15, 2019. The 6% Senior Notes due 2026 were general unsecured obligations of Escrow Issuer’s upon issuance and, upon the assumption of such obligations by the Company and the subsidiary guarantors (the “Guarantors”) upon consummation of the Tropicana Acquisition, became general unsecured obligations of the Company and the Guarantors, ranking senior in right of payment to all of the Company’s existing and future debt that is expressly subordinated in right of payment to the 6% Senior Notes due 2026 and the guarantees, ranking equally in right of payment with all of the applicable obligor’s existing and future senior liabilities, including the obligations under the Company’s existing 7% Senior Notes due 2023 and 6% Senior Notes due 2025, and are effectively subordinated to all of the applicable obligor’s existing and future secured debt, including indebtedness under the Company’s existing senior secured credit facility and the Lumière Note (as defined in the 2026 Indenture), in each case, to the extent of the value of the collateral securing such debt. In addition, the 6% Senior Notes due 2026 and the related guarantees are structurally subordinated to all existing and future indebtedness and other liabilities of the Company’s subsidiaries and other entities in which the Company has an equity interest that do not guarantee the 6% Senior Notes due 2026 (other than indebtedness and liabilities owed to the Company or the Guarantors). On or after September 15, 2021, the Company may redeem all or a portion of the 6% Senior Notes due 2026 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 6% Senior Notes due 2026 redeemed, to the applicable redemption date, if redeemed during the 12-month period beginning on September 15 of the years indicated below: Year Percentage 2021 104.500 % 2022 103.000 % 2023 101.500 % 2024 and thereafter 100.000 % Upon the occurrence of a Change of Control (if the 6% Senior Notes due 2026 do not have investment grade status) or a Change of Control Triggering Event (each as defined in the 2026 Indenture), the Company must offer to repurchase the 6% Senior Notes due 2026 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 apply the net proceeds of such sale to make an offer to repurchase the 6% Senior Notes due 2026 at 100% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date. The 6% Senior Notes due 2026 are subject to redemption imposed by gaming laws and regulations of applicable gaming regulatory authorities. The 2026 Indenture contains certain covenants limiting, among other things, the Company’s ability to: • incur additional indebtedness; • create, incur or suffer to exist certain liens; • pay dividends or make distributions on capital stock or repurchase capital stock; • make certain investments; • place restrictions on the ability of subsidiaries to pay dividends or make other distributions to the Issuer; • sell certain assets or merge with or consolidate into other companies; and • enter into certain types of transactions with the stockholders and affiliates. These covenants are subject to a number of exceptions and qualifications as set forth in the 2026 Indenture. The 2026 Indenture also provides for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on such 6% Senior Notes due 2026 to be declared due and payable. The Company applied the net proceeds of the sale of the 6% Senior Notes due 2026, together with borrowings under its existing revolving credit, cash on hand and Tropicana’s cash on hand, to pay the consideration payable by the Company pursuant to the merger agreement, repay all of the debt outstanding under Tropicana’s existing credit facility and pay fees and costs associated with the Tropicana Acquisition that closed on October 1, 2018. 6% Senior Notes due 2025 On March 29, 2017, Eagle II, a wholly owned subsidiary of the Company, issued at par $375.0 million aggregate principal amount of 6.0% senior notes due 2025 (the “6% Senior Notes due 2025”) pursuant to an indenture, dated as of March 29, 2017 (the “2025 Indenture”), between Eagle II and U.S. Bank, National Association, as Trustee. The 6% Senior Notes due 2025 will mature on April 1, 2025, with interest payable semi-annually in arrears on April 1 and October 1. In connection with the consummation of the Isle Acquisition on May 1, 2017, the Company assumed Eagle II’s obligations under the 6% Senior Notes due 2025 and the 2025 Indenture and certain of the Company’s subsidiaries (including Isle and certain of its subsidiaries) executed guarantees of the Company’s obligations under the 6% Senior Notes due 2025. On September 13, 2017, the Company issued an additional $500.0 million principal amount of its 6% Senior Notes due 2025 at an issue price equal to 105.5% of the principal amount of the 6% Senior Notes due 2025. The additional notes were issued pursuant to the 2025 Indenture that governs the 6% Senior Notes due 2025. The Company used the proceeds of the offering to repay $78.0 million of outstanding borrowings under the previous revolving credit facility and used the remainder to repay $444.5 million outstanding borrowings under the previous term loan facility and related accrued interest. 7% Senior Notes due 2023 On July 23, 2015, the Company issued at par $375.0 million in aggregate principal amount of 7.0% senior notes due 2023 (“7% Senior Notes due 2023”) pursuant to an indenture, dated as of July 23, 2015 (the “2023 Indenture”), between the Company and U.S. Bank, National Association, as Trustee. The 7% Senior Notes due 2023 will mature on August 1, 2023, with interest payable semi-annually in arrears on February 1 and August 1 of each year. As of September 30, 2018 we were in compliance with all covenants under the 6% Senior Notes due 2025, 6% Senior Notes due 2026 and 7% Senior Notes due 2023. Other Long-Term Liabilities In conjunction with the Isle Acquisition, the Company acquired the existing lease and management agreements at its Nemacolin location. Under the terms of the agreements, Nemacolin Woodland Resort (“Resort”) provided land, land improvements and a building for the casino property. The Company was deemed, for accounting purposes only, to be the owner of these assets provided by the Resort during the construction and casino operating periods due to the Company’s continuing involvement. Therefore, the transaction was accounted for using the direct financing method. As of September 30, 2018 and December 31, 2017, the Company recorded property and equipment, net of accumulated depreciation, of $1.2 million and $4.2 million, respectively, and a liability of $2.4 million and $4.5 million, respectively. The decreases in the assets and liability were primarily due to the impairment charges (see Note 4) and the Company finalizing its purchase price accounting related to the Isle Acquisition. These assets and liabilities are reported as held for sale at September 30, 2018. In conjunction with the Isle Acquisition, the Company acquired the existing lease and management agreements at its Bettendorf location. Under the terms of the agreements with the City of Bettendorf, Iowa, the Company leases, manages, and provides financial and operating support for the convention center (Quad-Cities Waterfront Convention Center). The Company was deemed, for accounting purposes only, to be the owner of the convention center due to the Company’s continuing involvement. Therefore, the transaction was accounted for using the direct financing method. As of September 30, 2018 and December 31, 2017, the Company recorded property and equipment, net of accumulated depreciation, of $11.9 million and a liability of $5.7 million and $12.5 million, respectively, in other long-term liabilities related to the agreement. The changes in property and equipment and in the liability were primarily due to the Company finalizing its purchase price accounting related to the Isle Acquisition. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 9. 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 Inputs : Quoted market prices in active markets for identical assets or liabilities. • Level 2 Inputs : Observable market‑based inputs or unobservable inputs that are corroborated by market data. • Level 3 Inputs : Unobservable inputs that are not corroborated by market data. Items Measured at Fair Value on a Recurring Basis : The following table sets forth the assets measured at fair value on a recurring basis, by input level, in the consolidated balance sheets at September 30, 2018 and December 31, 2017 (amounts in thousands): September 30, 2018 Assets: Level 1 Level 2 Total Restricted cash and investments $ 7,600 $ 3,928 $ 11,528 Marketable securities 9,486 7,571 17,057 Escrow cash 604,100 — 604,100 December 31, 2017 Assets: Level 1 Level 2 Total Restricted cash and investments $ 9,055 $ 4,098 $ 13,153 Marketable securities 7,906 9,725 17,631 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. Cash and cash equivalents also includes cash maintained for gaming operations. The carrying amounts approximate the fair value because of the short maturity of those instruments (Level 1). Restricted Cash : Restricted cash includes cash reserved for unredeemed winning tickets from the Company’s 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, 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 estimated fair values of our restricted cash and investments are based upon quoted prices available in active markets (Level 1), or quoted prices for similar assets in active and inactive markets (Level 2), and represent the amounts we would expect to receive if we sold our restricted cash and investments. Restricted investments, included in Other Assets, net, relate to trading securities pledged as collateral by our captive insurance company. Escrow Cash : Escrow cash represents the 6% Senior Notes due 2026 issued totaling $600 million plus approximately a month and a half of interest totaling $4.1 million placed into escrow pending satisfaction of certain conditions, including consummation of the Tropicana Acquisition. Escrow cash is classified as Level 1 as its carrying value approximates market prices. Marketable Securities: Marketable securities consist primarily of trading securities held the Company’s captive insurance subsidiary. The estimated fair values of the Company’s marketable securities are determined on an individual asset basis based upon quoted prices of identical assets available in active markets (Level 1), quoted prices of identical assets in inactive markets, or quoted prices for similar assets in active and inactive markets (Level 2), and represent the amounts we would expect to receive if we sold these marketable securities. Long‑term Debt: The fair value of our long-term debt or other long-term obligations is estimated based on the quoted market price of the underlying debt issue (Level 1) or, when a quoted market price is not available, the discounted cash flow of future payments utilizing current rates available to us for the debt of similar remaining maturities (Level 2). Debt obligations with a short remaining maturity have a carrying amount that approximates fair value. There were no transfers between Level 1 and Level 2 investments. The estimated fair values of the Company’s financial instruments are as follows (amounts in thousands): September 30, 2018 December 31, 2017 Carrying Fair Carrying Fair Amount Value Amount Value Financial liabilities: 7% Senior Notes due 2023 $ 368,630 $ 393,750 $ 367,854 $ 400,800 6% Senior Notes due 2025 880,289 889,263 880,889 914,375 6% Senior Notes due 2026 598,105 606,000 — — Term Loan 937,910 961,534 938,002 956,750 Revolving Credit Facility 180,000 180,000 — — Other long-term debt 2,463 2,463 2,531 2,531 Capital leases 484 484 917 917 |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share Basic And Diluted [Abstract] | |
Earnings per Share | Note 10. Earnings per Share The following table illustrates the reconciliation of the numerators and denominators of the basic and diluted net income per share computations for the three and nine months ended September 30, 2018 and 2017 (dollars in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Net income (loss) available to common stockholders $ 37,704 $ 29,687 $ 95,355 $ (15,558 ) Shares outstanding: Weighted average shares outstanding – basic 77,522,664 76,902,070 77,445,611 63,821,705 Effect of dilutive securities: Stock options 93,530 128,696 125,861 N/A RSUs 667,394 928,923 636,568 N/A Weighted average shares outstanding – diluted (1) 78,283,588 77,959,689 78,208,040 63,821,705 Net income (loss) per common share attributable to common stockholders – basic: $ 0.49 $ 0.39 $ 1.23 $ (0.24 ) Net income (loss) per common share attributable to common stockholders – diluted: $ 0.48 $ 0.38 $ 1.22 $ (0.24 ) (1) Excluded from “Weighted average shares outstanding – diluted” are 85,977 stock options and 860,492 RSUs for the nine months ended September 30, 2017 as the inclusion of these shares would have an anti-dilutive effect. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 11. Commitments and Contingencies Litigation. The Company is a party to various lawsuits, which have arisen in the normal course of 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 the consolidated financial condition and those estimated losses are not expected to have a material impact on the results of operations. 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, 2018, which will automatically renew for an additional one-year period, and a proceeds agreement until April 14, 2019. 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, 2021. 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 Affiliates and Joint Ve
Related Affiliates and Joint Ventures | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Affiliates and Joint Ventures | Note 12. Related Affiliates and Joint Ventures C.S. &Y. Associates The Company has a lease agreement with C.S. &Y. Associates (“CS&Y”) which is an entity partially owned by Recreational Enterprises, Inc. (“REI”), which is owned by members of the Carano family, including Gary L. Carano, and various trusts of which members of the Carano family are beneficiaries. In addition, each of Gary L. Carano and Thomas R. Reeg serve as members of the board of directors of REI. The Company owns the entire parcel on which Eldorado Reno is located, except for approximately 30,000 square feet which is leased from CS&Y. For the three and nine months ended September 30, 2018, the Company made lease payments to CS&Y totaling $150,000 and $450,000, respectively. For the three and nine months ended September 30, 2017, the Company made lease payments to CS&Y totaling $150,000 and $392,000, respectively. No amounts were due to or due from CS&Y as of September 30, 2018 and December 31, 2017. Hampton Inn & Suites The Company holds a 42.1% variable interest in a partnership with other investors that developed a 118-room Hampton Inn & Suites hotel at Scioto Downs that opened in March 2017. Pursuant to the terms of the partnership agreement, the Company contributed $1.0 million of cash and 2.4 acres of a leasehold immediately adjacent to The Brew Brothers Pompano Joint Venture The Company formed a joint venture in April 2018 with Cordish Companies (“Cordish”) to master plan and develop a mixed use entertainment and hospitality destination expected to be located on unused land adjacent to the casino and racetrack at our Pompano property. No amounts were due to or due from Cordish as of September 30, 2018. As the managing member, Cordish will operate the business and manage the development, construction, financing, marketing, leasing, maintenance and day-to-day operation of the various phases of the project. Additionally, Cordish will be responsible for the development of the master plan for the project with input from the Company and submit it for review and approval from the Company. The Company and Cordish have made initial cash contributions of $250,000 each, and could be required to make additional contributions to a maximum of $2.0 million ($1.0 million per member) at the request of the managing member. The Company has agreed to donate land to the joint venture for the project. The Company will participate evenly with Cordish in the profits and losses of the joint venture. William Hill On September 5, 2018 the Company announced that it had entered into a definitive agreement pursuant to which, subject to receipt of all necessary regulatory approvals, William Hill US will become the Company’s exclusive sports betting operator for a period of 25 years at its properties in jurisdictions where sports betting is legal. The Company will also work with William Hill US to leverage its licenses to operate mobile and online sports wagering operations in the United States. At the closing of the transactions contemplated by the agreement, the Company will receive a 20% equity stake in William Hill US as well as ordinary shares of William Hill PLC with a value of $50.0 million (based on the 60 day volume-weighted average trading price of William Hill PLC shares ending on September 4, 2018). Pursuant to the terms of the agreement, the Company will have the opportunity to sell its equity in William Hill US following a public offering of William Hill US or through a conversion of the 20% equity stake to William Hill PLC shares or cash at William Hill’s discretion after five years. The transaction is expected to close in the first quarter of 2019. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Note 13. Segment Information The executive decision maker of our Company reviews operating results, assesses performance and makes decisions on a “significant market” basis. 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. As of June 30, 2018, the Company’s principal operating activities occurred in four geographic regions and reportable segments. As referenced in Note 1, a fifth segment, Central, has been added in the third quarter of 2018. The reportable segments are based on the similar characteristics of the operating segments within the regions in which they operate. These segments as of September 30, 2018 are summarized as follows: Segment Property State West Eldorado Reno Nevada Silver Legacy Nevada Circus Reno Nevada Isle Black Hawk Colorado Lady Luck Black Hawk Colorado Midwest Waterloo Iowa Bettendorf Iowa Boonville Missouri Cape Girardeau Missouri Caruthersville Missouri Kansas City Missouri South Pompano Florida Eldorado Shreveport Louisiana Lake Charles Louisiana Lula Mississippi Vicksburg Mississippi East Presque Isle Downs Pennsylvania Nemacolin Pennsylvania Scioto Downs Ohio Mountaineer West Virginia Central Elgin Illinois The following table sets forth, for the periods indicated, certain operating data for our five reportable segments. Three Months Ended Nine months ended Ended September 30, Ended September 30, 2018 2017 2018 2017 (in thousands) Revenues and expenses West: Net operating revenues $ 129,092 $ 134,324 $ 346,550 $ 297,564 Operating income 31,894 32,657 63,898 50,590 Midwest: Net operating revenues 99,834 103,651 301,235 171,292 Operating income 26,637 24,264 80,725 39,676 South: Net operating revenues 106,569 107,934 341,612 228,954 Operating income 16,176 13,682 50,099 32,210 East: Net operating revenues 127,722 126,796 370,576 352,721 Operating income 23,637 21,215 67,164 54,411 Central: Net operating revenues 23,897 — 23,897 — Operating income 2,868 — 2,868 — Corporate: Net operating revenues 139 173 377 366 Operating loss (9,443 ) (10,326 ) (41,377 ) (111,834 ) Total Reportable Segments Net operating revenues $ 487,253 $ 472,878 $ 1,384,247 $ 1,050,897 Operating income $ 91,769 $ 81,492 $ 223,377 $ 65,053 Reconciliations to consolidated net income (loss): Operating income $ 91,769 $ 81,492 $ 223,377 $ 65,053 Unallocated income and expenses: Interest expense, net (34,085 ) (29,183 ) (96,579 ) (69,380 ) Loss on early retirement of debt, net — (10,030 ) (162 ) (37,347 ) (Provision) benefit for income taxes (19,980 ) (12,592 ) (31,281 ) 26,116 Net income (loss) $ 37,704 $ 29,687 $ 95,355 $ (15,558 ) Nine Months Ended September 30, 2018 2017 (in thousands) Capital Expenditures, Net West $ 49,060 $ 30,498 Midwest 14,516 6,545 South 12,307 4,003 East 8,953 6,540 Central 237 — Corporate 4,009 5,344 Total $ 89,082 $ 52,930 West Midwest South East Central Corporate, Other & Eliminations Total Balance sheet as of September 30, 2018 (in thousands) Total assets $ 1,326,305 $ 1,232,101 $ 822,980 $ 1,223,264 $ 353,080 $ (480,556 ) $ 4,477,174 Goodwill 152,761 322,745 188,850 63,704 60,086 — 788,146 Balance sheet as of December 31, 2017 Total assets $ 1,278,062 $ 1,188,758 $ 804,318 $ 1,185,806 $ — $ (910,472 ) $ 3,546,472 Goodwill 152,775 327,088 200,417 66,826 — — 747,106 |
Consolidating Condensed Financi
Consolidating Condensed Financial Information | 9 Months Ended |
Sep. 30, 2018 | |
Condensed Consolidating Financial Information [Abstract] | |
Consolidating Condensed Financial Information | Note 14. Consolidating Condensed Financial Information Certain of our wholly-owned subsidiaries have fully and unconditionally guaranteed on a joint and several basis, the payment of all obligations under our 7% Senior Notes due 2023, 6% Senior Notes due 2025, 6% Senior Notes due 2026 and Credit Facility. As of September 30, 2018, the following wholly-owned subsidiaries of the Company were guarantors, on a joint and several basis, under the 7% Senior Notes due 2023, 6% Senior Notes due 2025, 6% Senior Notes due 2026 and Credit Facility: Isle of Capri Casinos LLC; Eldorado Holdco LLC; Eldorado Resorts LLC; Eldorado Shreveport 1 LLC; Eldorado Shreveport 2 LLC; Eldorado Casino Shreveport Joint Venture; MTR Gaming Group Inc.; Mountaineer Park Inc.; Presque Isle Downs Inc.; Scioto Downs Inc.; Eldorado Limited Liability Company; Circus and Eldorado Joint Venture, LLC; CC Reno LLC; CCR Newco LLC; Black Hawk Holdings, L.L.C.; IC Holdings Colorado, Inc.; CCSC/Blackhawk, Inc.; IOC-Black Hawk Distribution Company, LLC; IOC-Black Hawk County, Inc.; Isle of Capri Bettendorf, L.C.; PPI, Inc.; Pompano Park Holdings LLC; Pompano Park JV Holdings L.L.C.; IOC-Lula, Inc.; IOC-Kansas City, Inc.; IOC-Boonville, Inc.; IOC-Caruthersville, LLC; IOC Cape Girardeau, LLC; IOC-Vicksburg, Inc.; IOC-Vicksburg, L.L.C.; Rainbow Casino-Vicksburg Partnership, L.P.; IOC Holdings L.L.C.; St. Charles Gaming Company, L.L.C.; Elgin Riverboat Resort-Riverboat Casino; Elgin Holdings I LLC; Elgin Holdings II LLC, PPI Development Holdings LLC; and PPI Development LLC. Each of the subsidiaries’ guarantees is joint and several with the guarantees of the other subsidiaries. The consolidating condensed balance sheet as of September 30, 2018 is as follows: Balance Sheet Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Current assets $ 48,687 $ 350,653 $ 26,868 $ — $ 426,208 Intercompany receivables 65,375 — 23,067 (88,442 ) — Investments in subsidiaries 2,931,271 — — (2,931,271 ) — Escrow cash — — 604,100 — 604,100 Property and equipment, net 13,077 1,472,777 3,012 — 1,488,866 Other assets 28,421 1,929,196 27,032 (26,649 ) 1,958,000 Total assets $ 3,086,831 $ 3,752,626 $ 684,079 $ (3,046,362 ) $ 4,477,174 Current liabilities $ 54,422 $ 178,758 $ 28,756 $ — $ 261,936 Intercompany payables — 63,442 25,000 (88,442 ) — Long-term debt, less current maturities 1,992,301 375,000 600,133 — 2,967,434 Deferred income tax liabilities — 221,139 — (26,649 ) 194,490 Other accrued liabilities 4,036 13,127 — — 17,163 Stockholders’ equity 1,036,072 2,901,160 30,190 (2,931,271 ) 1,036,151 Total liabilities and stockholders’ equity $ 3,086,831 $ 3,752,626 $ 684,079 $ (3,046,362 ) $ 4,477,174 The consolidating condensed balance sheet as of December 31, 2017 is as follows: Balance Sheet Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Current assets $ 27,572 $ 201,321 $ 22,139 $ — $ 251,032 Intercompany receivables 274,148 — 34,492 (308,640 ) — Investments in subsidiaries 2,437,287 — — (2,437,287 ) — Property and equipment, net 12,042 1,483,473 7,302 — 1,502,817 Other assets 37,458 1,764,291 27,283 (36,409 ) 1,792,623 Total assets $ 2,788,507 $ 3,449,085 $ 91,216 $ (2,782,336 ) $ 3,546,472 Current liabilities $ 28,677 $ 169,348 $ 25,726 $ — $ 223,751 Intercompany payables — 283,640 25,000 (308,640 ) — Long-term debt, less current maturities 1,814,185 375,000 393 — 2,189,578 Deferred income tax liabilities — 199,376 — (36,409 ) 162,967 Other accrued liabilities 4,127 19,624 4,828 — 28,579 Stockholders’ equity 941,518 2,402,097 35,269 (2,437,287 ) 941,597 Total liabilities and stockholders’ equity $ 2,788,507 $ 3,449,085 $ 91,216 $ (2,782,336 ) $ 3,546,472 The consolidating condensed statement of operations for the three months ended September 30, 2018 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 359,897 $ 8,272 $ — $ 368,169 Non-gaming 10 116,639 2,435 — 119,084 Net revenues 10 476,536 10,707 — 487,253 Operating expenses: Gaming and pari-mutuel commissions — 174,602 5,460 — 180,062 Non-gaming — 68,046 627 — 68,673 Marketing and promotions — 22,687 435 — 23,122 General and administrative — 73,755 1,844 — 75,599 Corporate 8,596 94 527 — 9,217 Impairment charges — — 3,787 — 3,787 Management fee (7,067 ) 7,067 — — — Depreciation and amortization 923 34,782 55 — 35,760 Total operating expenses 2,452 381,033 12,735 — 396,220 Loss on sale of asset or disposal of property and equipment — (101 ) (9 ) — (110 ) Proceeds from terminated sale 5,000 — — 5,000 Transaction expenses (4,090 ) (1 ) — — (4,091 ) Equity in loss of unconsolidated affiliate — (63 ) — — (63 ) Operating (loss) income (1,532 ) 95,338 (2,037 ) — 91,769 Interest expense, net (26,482 ) (6,088 ) (1,515 ) — (34,085 ) Subsidiary income (loss) 60,864 — — (60,864 ) — Income (loss) before income taxes 32,850 89,250 (3,552 ) (60,864 ) 57,684 Income tax benefit (provision) 4,854 (25,778 ) 944 — (19,980 ) Net income (loss) $ 37,704 $ 63,472 $ (2,608 ) $ (60,864 ) $ 37,704 The consolidating condensed statement of operations for the three months ended September 30, 2017 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 343,825 $ 8,823 $ — $ 352,648 Non-gaming — 117,347 2,883 — 120,230 Net revenues — 461,172 11,706 — 472,878 Operating expenses: Gaming and pari-mutuel commissions — 168,102 5,877 — 173,979 Non-gaming — 75,445 920 — 76,365 Marketing and promotions — 25,623 816 — 26,439 General and administrative — 73,840 1,810 — 75,650 Corporate 7,865 (1,464 ) 1,317 — 7,718 Management fee (7,666 ) 7,366 300 — — Depreciation and amortization 303 28,675 144 — 29,122 Total operating expenses 502 377,587 11,184 — 389,273 Gain on sale of asset or disposal of property and equipment — 4 — — 4 Transaction expenses (455 ) (1,639 ) — — (2,094 ) Equity in loss of unconsolidated affiliate — (23 ) — — (23 ) Operating (loss) income (957 ) 81,927 522 — 81,492 Interest expense, net (22,583 ) (6,184 ) (416 ) — (29,183 ) Loss on early retirement of debt, net (10,030 ) — — — (10,030 ) Subsidiary income (loss) 51,738 — — (51,738 ) — (Loss) income before income taxes 18,168 75,743 106 (51,738 ) 42,279 Income tax benefit (provision) 11,519 (24,085 ) (26 ) — (12,592 ) Net (loss) income $ 29,687 $ 51,658 $ 80 $ (51,738 ) $ 29,687 The consolidating condensed statement of operations for the nine months ended September 30, 2018 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 1,036,650 $ 23,767 $ — $ 1,060,417 Non-gaming 10 316,216 7,604 — 323,830 Net revenues 10 1,352,866 31,371 — 1,384,247 Operating expenses: Gaming and pari-mutuel commissions — 503,741 15,817 — 519,558 Non-gaming — 198,113 2,022 — 200,135 Marketing and promotions — 64,943 1,312 — 66,255 General and administrative — 218,054 5,492 — 223,546 Corporate 30,148 751 2,119 — 33,018 Impairment charges — 9,815 3,787 — 13,602 Management fee (19,234 ) 19,234 — — — Depreciation and amortization 2,646 96,180 378 — 99,204 Total operating expenses 13,560 1,110,831 30,927 — 1,155,318 Loss on sale of asset or disposal of property and equipment — (386 ) (7 ) — (393 ) Proceeds from terminated sale 5,000 — 5,000 Transaction expenses (9,543 ) (500 ) — — (10,043 ) Equity in loss of unconsolidated affiliate — (116 ) — — (116 ) Operating (loss) income (18,093 ) 241,033 437 — 223,377 Interest expense, net (75,827 ) (18,293 ) (2,459 ) — (96,579 ) Loss on early retirement of debt, net (162 ) — — — (162 ) Subsidiary income (loss) 164,940 — — (164,940 ) — Income (loss) before income taxes 70,858 222,740 (2,022 ) (164,940 ) 126,636 Income tax benefit (provision) 24,497 (56,519 ) 741 — (31,281 ) Net income (loss) $ 95,355 $ 166,221 $ (1,281 ) $ (164,940 ) $ 95,355 The consolidating condensed statement of operations for the nine months ended September 30, 2017 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 760,033 $ 14,510 $ — $ 774,543 Non-gaming — 271,515 4,839 — 276,354 Net revenues — 1,031,548 19,349 — 1,050,897 Operating expenses: Gaming and pari-mutuel commissions — 389,182 9,722 — 398,904 Non-gaming — 178,036 1,569 — 179,605 Marketing and promotions — 56,641 1,458 — 58,099 General and administrative — 165,279 3,060 — 168,339 Corporate 21,413 (1,791 ) 2,112 — 21,734 Management fee (21,214 ) 20,714 500 — — Depreciation and amortization 635 68,767 233 — 69,635 Total operating expenses 834 876,828 18,654 — 896,316 Loss on sale of asset or disposal of property and equipment (21 ) (30 ) — — (51 ) Transaction expenses (69,628 ) (19,544 ) — — (89,172 ) Equity in loss of unconsolidated affiliate — (305 ) — — (305 ) Operating (loss) income (70,483 ) 134,841 695 — 65,053 Interest expense, net (49,576 ) (19,110 ) (694 ) — (69,380 ) Loss on early retirement of debt, net (37,347 ) — — — (37,347 ) Subsidiary income (loss) 77,393 — — (77,393 ) — (Loss) income before income taxes (80,013 ) 115,731 1 (77,393 ) (41,674 ) Income tax benefit (provision) 64,455 (38,405 ) 66 — 26,116 Net (loss) income $ (15,558 ) $ 77,326 $ 67 $ (77,393 ) $ (15,558 ) The consolidating condensed statement of cash flows for the nine months ended September 30, 2018 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Entries Eldorado Resorts, Inc. Consolidated (in thousands) Net cash (used in) provided by operating activities $ (22,743 ) $ 283,414 $ 2,777 $ — $ 263,448 INVESTING ACTIVITIES: Purchase of property and equipment, net (2,620 ) (85,384 ) (1,078 ) — (89,082 ) Proceeds from sale of property and equipment — 920 — — 920 Cash (used in) provided by business combinations (328,925 ) 22,651 — — (306,274 ) Investment in and loans to unconsolidated affiliate — (698 ) — — (698 ) Net cash used in investing activities (331,545 ) (62,511 ) (1,078 ) — (395,134 ) FINANCING ACTIVITIES: Proceeds from issuance of 6% Senior Notes due 2026 — — 600,000 — 600,000 Borrowings under Revolving Credit Facility 215,358 — — — 215,358 Payments under Revolving Credit Facility (35,358 ) — — — (35,358 ) Net proceeds from (payments to) related parties 208,772 (215,048 ) 6,276 — — Payments on other long-term payables (67 ) (217 ) (217 ) — (501 ) Debt issuance costs (5,401 ) — — — (5,401 ) Taxes paid related to net share settlement of equity awards (10,601 ) — — — (10,601 ) Proceeds from exercise of stock options 154 — — — 154 Net cash provided by (used in) financing activities 372,857 (215,265 ) 606,059 — 763,651 Increase in cash, cash equivalents and restricted cash 18,569 5,638 607,758 — 631,965 Cash, cash equivalents and restricted cash, beginning of period 13,837 118,483 15,429 — 147,749 Cash, cash equivalents and restricted cash, end of period $ 32,406 $ 124,121 $ 623,187 $ — $ 779,714 RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: Cash and cash equivalents $ 31,688 $ 122,451 9,947 $ — $ 164,086 Restricted cash 718 670 234 — 1,622 Restricted and escrow cash included in other noncurrent assets — 1,000 613,006 — 614,006 Total cash, cash equivalents and restricted cash $ 32,406 $ 124,121 $ 623,187 $ — $ 779,714 The consolidating condensed statement of cash flows for the nine months ended September 30, 2017 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Net cash (used in) provided by operating activities $ (64,274 ) $ 131,253 $ 4,652 $ — $ 71,631 INVESTING ACTIVITIES: Purchase of property and equipment, net (4,128 ) (48,439 ) (363 ) — (52,930 ) Cash (used in) provided by business combinations (1,355,371 ) 37,103 5,216 — (1,313,052 ) Net cash used in investing activities (1,359,499 ) (11,336 ) 4,853 — (1,365,982 ) FINANCING ACTIVITIES: Proceeds from issuance of Term Loan 1,450,000 — — — 1,450,000 Proceeds from issuance of 6% Senior Notes Due 2025 875,000 — — — 875,000 Borrowings under Revolving Credit Facility 207,953 — — — 207,953 Payments under Term Loan (866,750 ) — — — (866,750 ) Payments under Revolving Credit Facility (236,953 ) — — — (236,953 ) Net (payments to) proceeds from related parties 41,526 (46,694 ) 5,168 — — Debt premium proceeds 27,500 27,500 Payments on other long-term payables (23 ) (242 ) (105 ) — (370 ) Debt issuance costs (51,338 ) — — — (51,338 ) Taxes paid related to net share settlement of equity awards (10,927 ) — — — (10,927 ) Proceeds from exercise of stock options 2,900 — — — 2,900 Net cash provided by (used in) financing activities 1,438,888 (46,936 ) 5,063 — 1,397,015 Increase in cash, cash equivalents and restricted cash 15,115 72,981 14,568 — 102,664 Cash, cash equivalents and restricted cash, beginning of period 1,410 61,702 332 — 63,444 Cash, cash equivalents and restricted cash, end of period $ 16,525 $ 134,683 $ 14,900 $ — $ 166,108 RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: Cash and cash equivalents $ 15,775 $ 113,302 $ 5,826 $ — $ 134,903 Restricted cash 750 20,381 177 — 21,308 Restricted cash included in other noncurrent assets — 1,000 8,897 — 9,897 Total cash, cash equivalents and restricted cash $ 16,525 $ 134,683 $ 14,900 $ — $ 166,108 |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Elgin Acquisition | Elgin Acquisition The Elgin Acquisition was made pursuant to a purchase agreement dated as of April 15, 2018, by and among the Company, Elgin Holdings I LLC, a Delaware limited liability company and a direct wholly owned subsidiary of the Company, Elgin Holdings II LLC, a Delaware limited liability company and an indirect wholly owned subsidiary of the Company, MGM Elgin Sub, Inc., a Nevada corporation, Illinois RBG, L.L.C., a Delaware limited liability company and Elgin. As a result of the Elgin Acquisition, Elgin became an indirect wholly-owned subsidiary of the Company. The Company purchased Elgin for $327.5 million and an estimated $1.4 million working capital adjustment subject to finalization within 100 days of the Elgin Acquisition date. The Elgin Acquisition was financed using cash on hand and borrowings under the Company’s revolving credit facility. Transaction expenses attributed to the Elgin Acquisition are reported on the accompanying statement of operations and totaled $2.1 million and $3.4 million for the three and nine months ended September 30, 2018, respectively. As of September 30, 2018, $0.2 million of accrued costs and expenses related to the Elgin Acquisition are included in accrued other liabilities on the accompanying consolidated balance sheet. |
Reclassifications | Reclassifications Certain reclassifications of prior year presentations have been made to conform to the current period presentation. |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information with the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by US GAAP for complete financial statements. In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments, all of which are normal and recurring, considered necessary for a fair presentation and have been included herein. The results of operations for these interim periods are not necessarily indicative of the operating results for other quarters, for the full year or any future period. The executive decision maker of our Company reviews operating results, assesses performance and makes decisions on a “significant market” basis. 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. Prior to the Elgin Acquisition, the Company’s principal operating activities occurred in four geographic regions and reportable segments. Following the Elgin Acquisition and in anticipation of the acquisition of Tropicana (see Note 3), a fifth segment, Central, has been added. As of and for the three and nine months ended September 30, 2018, the Central segment only contains Elgin. The reportable segments are based on the similar characteristics of the operating segments within the regions in which they operate: West, Midwest, South, East, and Central (See Note 13 for a listing of properties included in each segment). The financial information included for periods prior to our acquisitions of Isle and Elgin are those of ERI and its subsidiaries. The presentation of information herein for periods prior to our acquisitions of Isle and Elgin and after our acquisitions of Isle and Elgin are not fully comparable because the results of operations for Isle and Elgin are not included for periods prior to our acquisitions of Isle and Elgin. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 and Form 8-K filed on September 5, 2018, which recast the Company’s form 10-K for the year ended December 31, 2017 for adoption of the new revenue recognition standard. |
Recently Issued Accounting Pronouncements – New Developments and Adoptions of New Accounting Standards | Recently Issued Accounting Pronouncements – New Developments and Adoptions of New Accounting Standards In May 2014 (amended January 2017), the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers,” (ASC Topic 606) which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and eliminates existing industry guidance, including revenue recognition guidance specific to the gaming industry. The core principle of the revenue model indicates 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 Company adopted this standard effective January 1, 2018, and elected to apply the full retrospective adoption method. The most significant impacts of the adoption are summarized below in Note 2. In November 2016, ASU No. 2016-18 was issued related to the inclusion of restricted cash in the statement of cash flows. This new guidance requires that a statement of cash flows present the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalent. This update is effective in fiscal years, including interim periods, beginning after December 15, 2017. The Company retrospectively adopted this guidance on December 31, 2017. Upon adoption, the Company included a reconciliation of Cash and cash equivalents and restricted cash reported within the Consolidated Balance Sheets to the total shown in the Consolidated Statements of Cash Flows. Adoptions of this guidance had no other impact on the Consolidated Financial Statements or disclosures. Certain amounts have been retrospectively reclassified for the three and nine months ended September 30, 2017 to conform to the current period presentation and reflect the change in the Company’s Consolidated Statements of Cash Flows required with the adoption of ASU No. 2016-15. In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations – Clarifying the Definition of a Business.” This amendment is intended to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisition (or disposals) of assets or businesses. Amendments in this update provide a more robust framework to use in determining when a set of assets and activities is a business and to provide more consistency in applying the guidance, reduce the costs of application, and make the definition of a business more operable. The amendments are effective for interim and annual periods beginning after December 15, 2017, with early adoption allowed as follows: (1) transactions for which acquisition date occurs before the issuance date or effective date of the amendments, only when the transaction has not been reported in financial statements that have been issued or made available for issuance and (2) transactions in which a subsidiary is deconsolidated or a group of assets is derecognized that occur before the issuance date or effective date of the amendments, only when the transaction has not been reported in financial statements that have been issued or made available for issuance. The Company adopted this accounting standard during the first quarter of 2018, which did not have an impact on our consolidated financial statements, and will result in future acquisitions which do not involve substantive processes being accounted for as asset acquisitions. In February 2016, the FASB issued ASU No. 2016-02 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 (“ROU”) 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. This ASU requires a transition adoption election using either 1) a modified retrospective approach with periods prior to the adoption date being recast or 2) a prospective adoption approach with a cumulative-effect adjustment recognized to the opening balance of retained earnings on the adoption date with prior periods not recast. The Company anticipates adopting this standard on January 1, 2019 using the prospective adoption approach and electing the practical expedients allowed under the standard. Currently, the Company does not have any material capital leases nor any material operating leases where the Company is the lessor. Our operating leases, primarily relating to certain ground leases and slot machines or VLTs, will be recorded on the balance sheet as an ROU asset with a corresponding lease liability, which will be amortized using the effective interest rate method as payments are made. The ROU asset will be depreciated on a straight-line basis and recognized as lease expense. The qualitative and quantitative effects of adoption of ASU 2016-02 are still being analyzed, and the Company is in the process of evaluating the full effect, including the total amount of both capital and operating leases, the new guidance will have on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, “Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement”. This amendment modifies the disclosure requirements on fair value measurements and is effective for annual and interim periods beginning after December 15, 2019, with early adoption allowed. The Company is still evaluating the qualitative and quantitative effect of the new guidance will have on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, “Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract”. The amendments in this update align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). This generally means that an intangible asset is recognized for the software license and, to the extent that the payments attributable to the software license are made over time, a liability also is recognized. If a cloud computing arrangement does not include a software license, the entity should account for the arrangement as a service contract. This generally means that the fees associated with the hosting element (service) of the arrangement are expensed as incurred. The amendment is effective for annual and interim periods beginning after December 15, 2019, with early adoption allowed. The Company is still evaluating the qualitative and quantitative effect of the new guidance will have on our consolidated financial statements. In August 2018, the Securities and Exchange Commission issued a final rule “Disclosure Update and Simplification”. The final rule is intended to update existing disclosure requirements that have become redundant, duplicative, overlapping, outdate or superseded and to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. Included in the final rule is a requirement to present changes in stockholders equity in the Company’s 10-Q filings. The final rule is effective for annual filings on November 5, 2018 and for interim periods beginning after the effective date, and will be included in the Company’s 2019 first quarter filing. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) - Adoption of ASC Topic 606 | 9 Months Ended |
Sep. 30, 2018 | |
Disaggregation Of Revenue [Line Items] | |
Schedule of Impact of Adoption New Standard to Previously reported Selected Financial Statement Information | Adoption of the new standard did not have a significant impact on our previously reported net revenue, expenses, operating income, and net income. The impact of adoption of the new standard to previously reported selected financial statement information was as follows (in thousands): Three Months Ended September 30, 2017 As Reported ASC 606 Adjustments Other Reclassifications (1) As Adjusted Gross revenues $ 483,036 $ (39,651 ) $ 29,493 $ 472,878 Promotional allowances (38,162 ) 41,785 (3,623 ) — Net revenues $ 444,874 $ 2,134 $ 25,870 $ 472,878 Operating income $ 78,924 $ 182 $ 2,386 $ 81,492 Net income $ 29,554 $ 133 $ — $ 29,687 Nine Months Ended September 30, 2017 As Reported ASC 606 Adjustments Other Reclassifications (1) As Adjusted Gross revenues $ 1,088,754 $ (88,225 ) $ 50,368 $ 1,050,897 Promotional allowances (87,776 ) 93,838 (6,062 ) — Net revenues $ 1,000,978 $ 5,613 $ 44,306 $ 1,050,897 Operating income $ 60,955 $ 172 $ 3,926 $ 65,053 Net (loss) income $ (15,754 ) $ 196 $ — $ (15,558 ) (1) Other reclassifications are comprised of the reversal of our Lake Charles property from discontinued operations and other reclassifications to conform to current period presentations. |
Summary of Net Revenues Disaggregated Type of Revenue and Reportable Segment | The Company’s consolidated statement of operations presents net revenue disaggregated by type or nature of the good or service (i.e., casino, pari-mutuel, food and beverage, hotel and other). A summary of net revenues disaggregated by type of revenue and reportable segment is presented below (amounts in thousands). Refer to Note 13 for a discussion of the Company’s reportable segments. Three Months Ended September 30, 2018 West Midwest South East Central Corporate and Other Total Casino $ 60,912 $ 86,331 $ 84,299 $ 109,637 $ 21,698 $ — $ 362,877 Pari-mutuel commissions — — 1,854 3,438 — — 5,292 Food and beverage 27,502 6,867 12,492 9,359 1,933 — 58,153 Hotel 31,583 4,720 6,169 2,308 — — 44,780 Other 9,095 1,916 1,755 2,980 266 139 16,151 Net revenues $ 129,092 $ 99,834 $ 106,569 $ 127,722 $ 23,897 $ 139 $ 487,253 Three Months Ended September 30, 2017 West Midwest South East Central Corporate and Other Total Casino $ 63,501 $ 89,482 $ 84,447 $ 110,107 $ — $ — $ 347,537 Pari-mutuel commissions — — 1,766 3,345 — — 5,111 Food and beverage 30,099 7,572 12,669 9,197 — — 59,537 Hotel 31,737 4,828 7,207 2,190 — — 45,962 Other 8,987 1,769 1,845 1,957 — 173 14,731 Net revenues $ 134,324 $ 103,651 $ 107,934 $ 126,796 $ — $ 173 $ 472,878 Nine Months Ended September 30, 2018 West Midwest South East Central Corporate and Other Total Casino $ 168,342 $ 262,138 $ 270,802 $ 323,030 $ 21,698 $ — $ 1,046,010 Pari-mutuel commissions — — 7,853 6,554 — — 14,407 Food and beverage 76,524 20,527 38,936 26,724 1,933 — 164,644 Hotel 77,234 12,775 18,462 5,976 — — 114,447 Other 24,450 5,795 5,559 8,292 266 377 44,739 Net revenues $ 346,550 $ 301,235 $ 341,612 $ 370,576 $ 23,897 $ 377 $ 1,384,247 Nine Months Ended September 30, 2017 West Midwest South East Central Corporate and Other Total Casino $ 132,563 $ 147,469 $ 176,616 $ 308,036 $ — $ — $ 764,684 Pari-mutuel commissions — — 3,271 6,588 — — 9,859 Food and beverage 74,593 12,607 29,231 25,236 — — 141,667 Hotel 69,596 8,282 15,706 5,961 — — 99,545 Other 20,812 2,934 4,130 6,900 — 366 35,142 Net revenues $ 297,564 $ 171,292 $ 228,954 $ 352,721 $ — $ 366 $ 1,050,897 |
Acquisitions, Preliminary Pur_2
Acquisitions, Preliminary Purchase Price Accounting and Proforma Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Schedule of Purchase Consideration Calculation | Purchase consideration calculation (dollars in thousands) Cash consideration paid $ 327,500 Working capital and other adjustments 1,386 Purchase consideration $ 328,886 |
Summary of the Preliminary Accounting of the Purchase Consideration to the Identifiable Assets Acquired and Liabilities Assumed | The purchase price accounting for Elgin is preliminary and is subject to change. The following table summarizes the preliminary allocation of the purchase consideration to the identifiable assets acquired and liabilities assumed of Elgin, with the excess recorded as goodwill as of September 30, 2018 (dollars in thousands): Cash and cash equivalents $ 22,612 Other current assets 2,237 Property and equipment 60,812 Goodwill 60,086 Intangible assets (i) 205,296 Other noncurrent assets 915 Total assets 351,958 Current liabilities (21,322 ) Noncurrent liabilities (1,750 ) Total liabilities (23,072 ) Net assets acquired $ 328,886 ( i ) Intangible assets consist of gaming license valued at $163.9 million, trade names valued at $12.6 million and player relationships valued at $28.8 million. |
Isle of Capri | |
Schedule of Unaudited Pro Forma Information | The following unaudited pro forma information presents the results of operations of the Company for the nine months ended September 30, 2017, as if the Isle Acquisition had occurred on January 1, 2016 (in thousands). Nine Months Ended September 30, 2017 Net operating revenues $ 1,379,466 Net income 84,134 |
Elgin Acquisition | |
Schedule of Unaudited Pro Forma Information | The following unaudited pro forma information presents the results of operations of the Company for the nine months ended September 30, 2018 and 2017, as if the Elgin Acquisition had occurred on January 1, 2017 (in thousands). Nine Months Ended Nine Months Ended September 30, 2018 September 30, 2017 Net operating revenues $ 1,481,188 $ 1,177,247 Net income (loss) 108,461 (7,095 ) |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Assets and Liabilities Held for Sale, Accounted Carrying Value Lower than Fair Value and Information of Net Operating Revenues and Net Income (Loss) | The assets and liabilities held for sale, accounted for at carrying value as it was lower than fair value, were as follows (in thousands): September 30, 2018 Nemacolin Presque Isle Downs Total Assets: Accounts receivable, net $ 269 $ 3,261 $ 3,530 Inventories 75 1,534 1,609 Prepaid expenses and other 420 834 1,254 Property and equipment, net 1,195 69,782 70,977 Goodwill — 3,122 3,122 Other intangibles, net — 75,422 75,422 Assets held for sale $ 1,959 $ 153,955 $ 155,914 Liabilities: Accounts payable $ 219 $ 1,295 $ 1,514 Accrued payroll and related 715 691 1,406 Accrued property and other taxes 325 77 402 Accrued other liabilities 1,076 3,934 5,010 Other long term liabilities 120 — 120 Long term obligation 2,416 — 2,416 Liabilities related to assets held for sale $ 4,871 $ 5,997 $ 10,868 The following information presents the net operating revenues and net income (loss) (in thousands): Three Months ended September 30, 2018 Nine Months ended September 30, 2018 Presque Isle Downs Nemacolin Presque Isle Downs Nemacolin Net operating revenues $ 37,685 $ 8,866 $ 107,738 $ 25,799 Net income (loss) 5,713 (2,745 ) 11,909 (3,213 ) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Share Based Compensation [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | A summary of the RSU and RSA activity for the nine months ended September 30, 2018 is presented in the following table: Restricted Stock Units Restricted Stock Awards Units Weighted- Average Grant Date Fair Value Units Weighted- Average Grant Date Fair Value (in millions) (in millions) Unvested outstanding as of December 31, 2017 1,579,499 $ 12.25 10,809 $ 19.13 Granted 317,904 32.97 — — Vested (783,672 ) 8.05 (10,809 ) 19.13 Canceled (9,885 ) 19.13 — — Unvested outstanding as of September 30, 2018 1,103,846 $ 21.14 — $ — |
Schedule of Share-based Compensation, Stock Options Activity | A summary of the ERI Stock Option activity for the nine months ended September 30, 2018 is presented in the following table: Weighted- Average Exercise Options Price Outstanding as of December 31, 2017 271,852 $ 9.63 Expired (15,776 ) 10.89 Exercised (120,120 ) 9.09 Outstanding as of September 30, 2018 135,956 $ 9.96 |
Other and Intangible Assets, _2
Other and Intangible Assets, Net (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Other And Intangible Assets Net Disclosure [Abstract] | |
Schedule of Other and Intangible Assets, Net | Other and intangible assets, net, include the following amounts (in thousands): September 30, December 31, 2018 2017 Useful Life Goodwill $ 788,146 $ 747,106 Indefinite Gaming licenses $ 965,706 $ 877,174 Indefinite Trade names 120,829 108,250 Indefinite Trade names 5,100 6,700 1 - 3.5 years Loyalty programs 49,005 21,820 1 - 4 years Subtotal 1,140,640 1,013,944 Accumulated amortization trade names (5,100 ) (6,290 ) Accumulated amortization loyalty programs (13,967 ) (10,838 ) Total gaming licenses and other intangible assets $ 1,121,573 $ 996,816 Non-operating real property $ 17,880 $ 18,069 Unamortized debt issuance costs - Revolving Credit Facility $ 8,292 $ 8,616 Restricted cash 9,906 9,886 Other 12,203 12,130 Total other assets, net $ 30,401 $ 30,632 |
Schedule of Changes to Goodwill by Reportable Segment | The following table presents changes to goodwill for the nine months ended September 30, 2018 (in thousands): Balance at January 1, 2018 Acquisitions Impairments Finalization of Isle Purchase Price Accounting Assets Held for Sale Balance at September 30, 2018 (in thousands) Goodwill by reportable segment: West $ 152,775 $ — $ — (14 ) — $ 152,761 Midwest 327,088 — — (4,343 ) — 322,745 South 200,417 — (9,815 ) (1,752 ) — 188,850 East 66,826 — — — (3,122 ) 63,704 Central — 60,086 — — — 60,086 Total Goodwill $ 747,106 $ 60,086 $ (9,815 ) $ (6,109 ) $ (3,122 ) $ 788,146 |
Long-Term Debt and Other Long_2
Long-Term Debt and Other Long-Term Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Summary of Long-term Debt | Long‑term debt consisted of the following (in thousands): September 30, December 31, 2018 2017 Term Loan $ 956,750 $ 956,750 Less: Unamortized discount and debt issuance costs (18,840 ) (18,748 ) Net 937,910 938,002 6% Senior Notes due 2026 600,000 — Less: Unamortized debt issuance costs (1,895 ) — Net 598,105 — 6% Senior Notes due 2025 875,000 875,000 Plus: Unamortized debt premium 24,285 26,605 Less: Unamortized debt issuance costs (18,996 ) (20,716 ) Net 880,289 880,889 7% Senior Notes due 2023 375,000 375,000 Less: Unamortized discount and debt issuance costs (6,370 ) (7,146 ) Net 368,630 367,854 Revolving Credit Facility 180,000 — Capital leases 484 917 Long-term notes payable 2,463 2,531 Less: Current portion (447 ) (615 ) Total long-term debt $ 2,967,434 $ 2,189,578 |
6% Senior Notes due 2026 | |
Schedule of Redemption Prices of Notes | On or after September 15, 2021, the Company may redeem all or a portion of the 6% Senior Notes due 2026 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 6% Senior Notes due 2026 redeemed, to the applicable redemption date, if redeemed during the 12-month period beginning on September 15 of the years indicated below: Year Percentage 2021 104.500 % 2022 103.000 % 2023 101.500 % 2024 and thereafter 100.000 % |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets Measured at Fair Value on a Recurring Basis | Items Measured at Fair Value on a Recurring Basis : The following table sets forth the assets measured at fair value on a recurring basis, by input level, in the consolidated balance sheets at September 30, 2018 and December 31, 2017 (amounts in thousands): September 30, 2018 Assets: Level 1 Level 2 Total Restricted cash and investments $ 7,600 $ 3,928 $ 11,528 Marketable securities 9,486 7,571 17,057 Escrow cash 604,100 — 604,100 December 31, 2017 Assets: Level 1 Level 2 Total Restricted cash and investments $ 9,055 $ 4,098 $ 13,153 Marketable securities 7,906 9,725 17,631 |
Schedule of estimated fair value of financial instruments | The estimated fair values of the Company’s financial instruments are as follows (amounts in thousands): September 30, 2018 December 31, 2017 Carrying Fair Carrying Fair Amount Value Amount Value Financial liabilities: 7% Senior Notes due 2023 $ 368,630 $ 393,750 $ 367,854 $ 400,800 6% Senior Notes due 2025 880,289 889,263 880,889 914,375 6% Senior Notes due 2026 598,105 606,000 — — Term Loan 937,910 961,534 938,002 956,750 Revolving Credit Facility 180,000 180,000 — — Other long-term debt 2,463 2,463 2,531 2,531 Capital leases 484 484 917 917 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share Basic And Diluted [Abstract] | |
Schedule of Reconciliation of the Numerators and Denominators of the Basic and Diluted Net Income Per Share Computations | The following table illustrates the reconciliation of the numerators and denominators of the basic and diluted net income per share computations for the three and nine months ended September 30, 2018 and 2017 (dollars in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Net income (loss) available to common stockholders $ 37,704 $ 29,687 $ 95,355 $ (15,558 ) Shares outstanding: Weighted average shares outstanding – basic 77,522,664 76,902,070 77,445,611 63,821,705 Effect of dilutive securities: Stock options 93,530 128,696 125,861 N/A RSUs 667,394 928,923 636,568 N/A Weighted average shares outstanding – diluted (1) 78,283,588 77,959,689 78,208,040 63,821,705 Net income (loss) per common share attributable to common stockholders – basic: $ 0.49 $ 0.39 $ 1.23 $ (0.24 ) Net income (loss) per common share attributable to common stockholders – diluted: $ 0.48 $ 0.38 $ 1.22 $ (0.24 ) (1) Excluded from “Weighted average shares outstanding – diluted” are 85,977 stock options and 860,492 RSUs for the nine months ended September 30, 2017 as the inclusion of these shares would have an anti-dilutive effect. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Summary of Reportable Segment | These segments as of September 30, 2018 are summarized as follows: Segment Property State West Eldorado Reno Nevada Silver Legacy Nevada Circus Reno Nevada Isle Black Hawk Colorado Lady Luck Black Hawk Colorado Midwest Waterloo Iowa Bettendorf Iowa Boonville Missouri Cape Girardeau Missouri Caruthersville Missouri Kansas City Missouri South Pompano Florida Eldorado Shreveport Louisiana Lake Charles Louisiana Lula Mississippi Vicksburg Mississippi East Presque Isle Downs Pennsylvania Nemacolin Pennsylvania Scioto Downs Ohio Mountaineer West Virginia Central Elgin Illinois |
Schedule of Operating Data for Reportable Segments | The following table sets forth, for the periods indicated, certain operating data for our five reportable segments. Three Months Ended Nine months ended Ended September 30, Ended September 30, 2018 2017 2018 2017 (in thousands) Revenues and expenses West: Net operating revenues $ 129,092 $ 134,324 $ 346,550 $ 297,564 Operating income 31,894 32,657 63,898 50,590 Midwest: Net operating revenues 99,834 103,651 301,235 171,292 Operating income 26,637 24,264 80,725 39,676 South: Net operating revenues 106,569 107,934 341,612 228,954 Operating income 16,176 13,682 50,099 32,210 East: Net operating revenues 127,722 126,796 370,576 352,721 Operating income 23,637 21,215 67,164 54,411 Central: Net operating revenues 23,897 — 23,897 — Operating income 2,868 — 2,868 — Corporate: Net operating revenues 139 173 377 366 Operating loss (9,443 ) (10,326 ) (41,377 ) (111,834 ) Total Reportable Segments Net operating revenues $ 487,253 $ 472,878 $ 1,384,247 $ 1,050,897 Operating income $ 91,769 $ 81,492 $ 223,377 $ 65,053 Reconciliations to consolidated net income (loss): Operating income $ 91,769 $ 81,492 $ 223,377 $ 65,053 Unallocated income and expenses: Interest expense, net (34,085 ) (29,183 ) (96,579 ) (69,380 ) Loss on early retirement of debt, net — (10,030 ) (162 ) (37,347 ) (Provision) benefit for income taxes (19,980 ) (12,592 ) (31,281 ) 26,116 Net income (loss) $ 37,704 $ 29,687 $ 95,355 $ (15,558 ) |
Schedule of Capital Expenditures, Net for Reportable Segments | Nine Months Ended September 30, 2018 2017 (in thousands) Capital Expenditures, Net West $ 49,060 $ 30,498 Midwest 14,516 6,545 South 12,307 4,003 East 8,953 6,540 Central 237 — Corporate 4,009 5,344 Total $ 89,082 $ 52,930 |
Schedule of Balance Sheet Information for Reportable Segments | West Midwest South East Central Corporate, Other & Eliminations Total Balance sheet as of September 30, 2018 (in thousands) Total assets $ 1,326,305 $ 1,232,101 $ 822,980 $ 1,223,264 $ 353,080 $ (480,556 ) $ 4,477,174 Goodwill 152,761 322,745 188,850 63,704 60,086 — 788,146 Balance sheet as of December 31, 2017 Total assets $ 1,278,062 $ 1,188,758 $ 804,318 $ 1,185,806 $ — $ (910,472 ) $ 3,546,472 Goodwill 152,775 327,088 200,417 66,826 — — 747,106 |
Consolidating Condensed Finan_2
Consolidating Condensed Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Consolidating Condensed Balance Sheet | The consolidating condensed balance sheet as of September 30, 2018 is as follows: Balance Sheet Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Current assets $ 48,687 $ 350,653 $ 26,868 $ — $ 426,208 Intercompany receivables 65,375 — 23,067 (88,442 ) — Investments in subsidiaries 2,931,271 — — (2,931,271 ) — Escrow cash — — 604,100 — 604,100 Property and equipment, net 13,077 1,472,777 3,012 — 1,488,866 Other assets 28,421 1,929,196 27,032 (26,649 ) 1,958,000 Total assets $ 3,086,831 $ 3,752,626 $ 684,079 $ (3,046,362 ) $ 4,477,174 Current liabilities $ 54,422 $ 178,758 $ 28,756 $ — $ 261,936 Intercompany payables — 63,442 25,000 (88,442 ) — Long-term debt, less current maturities 1,992,301 375,000 600,133 — 2,967,434 Deferred income tax liabilities — 221,139 — (26,649 ) 194,490 Other accrued liabilities 4,036 13,127 — — 17,163 Stockholders’ equity 1,036,072 2,901,160 30,190 (2,931,271 ) 1,036,151 Total liabilities and stockholders’ equity $ 3,086,831 $ 3,752,626 $ 684,079 $ (3,046,362 ) $ 4,477,174 The consolidating condensed balance sheet as of December 31, 2017 is as follows: Balance Sheet Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Current assets $ 27,572 $ 201,321 $ 22,139 $ — $ 251,032 Intercompany receivables 274,148 — 34,492 (308,640 ) — Investments in subsidiaries 2,437,287 — — (2,437,287 ) — Property and equipment, net 12,042 1,483,473 7,302 — 1,502,817 Other assets 37,458 1,764,291 27,283 (36,409 ) 1,792,623 Total assets $ 2,788,507 $ 3,449,085 $ 91,216 $ (2,782,336 ) $ 3,546,472 Current liabilities $ 28,677 $ 169,348 $ 25,726 $ — $ 223,751 Intercompany payables — 283,640 25,000 (308,640 ) — Long-term debt, less current maturities 1,814,185 375,000 393 — 2,189,578 Deferred income tax liabilities — 199,376 — (36,409 ) 162,967 Other accrued liabilities 4,127 19,624 4,828 — 28,579 Stockholders’ equity 941,518 2,402,097 35,269 (2,437,287 ) 941,597 Total liabilities and stockholders’ equity $ 2,788,507 $ 3,449,085 $ 91,216 $ (2,782,336 ) $ 3,546,472 |
Consolidating Condensed Statements of Operations | The consolidating condensed statement of operations for the three months ended September 30, 2018 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 359,897 $ 8,272 $ — $ 368,169 Non-gaming 10 116,639 2,435 — 119,084 Net revenues 10 476,536 10,707 — 487,253 Operating expenses: Gaming and pari-mutuel commissions — 174,602 5,460 — 180,062 Non-gaming — 68,046 627 — 68,673 Marketing and promotions — 22,687 435 — 23,122 General and administrative — 73,755 1,844 — 75,599 Corporate 8,596 94 527 — 9,217 Impairment charges — — 3,787 — 3,787 Management fee (7,067 ) 7,067 — — — Depreciation and amortization 923 34,782 55 — 35,760 Total operating expenses 2,452 381,033 12,735 — 396,220 Loss on sale of asset or disposal of property and equipment — (101 ) (9 ) — (110 ) Proceeds from terminated sale 5,000 — — 5,000 Transaction expenses (4,090 ) (1 ) — — (4,091 ) Equity in loss of unconsolidated affiliate — (63 ) — — (63 ) Operating (loss) income (1,532 ) 95,338 (2,037 ) — 91,769 Interest expense, net (26,482 ) (6,088 ) (1,515 ) — (34,085 ) Subsidiary income (loss) 60,864 — — (60,864 ) — Income (loss) before income taxes 32,850 89,250 (3,552 ) (60,864 ) 57,684 Income tax benefit (provision) 4,854 (25,778 ) 944 — (19,980 ) Net income (loss) $ 37,704 $ 63,472 $ (2,608 ) $ (60,864 ) $ 37,704 The consolidating condensed statement of operations for the three months ended September 30, 2017 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 343,825 $ 8,823 $ — $ 352,648 Non-gaming — 117,347 2,883 — 120,230 Net revenues — 461,172 11,706 — 472,878 Operating expenses: Gaming and pari-mutuel commissions — 168,102 5,877 — 173,979 Non-gaming — 75,445 920 — 76,365 Marketing and promotions — 25,623 816 — 26,439 General and administrative — 73,840 1,810 — 75,650 Corporate 7,865 (1,464 ) 1,317 — 7,718 Management fee (7,666 ) 7,366 300 — — Depreciation and amortization 303 28,675 144 — 29,122 Total operating expenses 502 377,587 11,184 — 389,273 Gain on sale of asset or disposal of property and equipment — 4 — — 4 Transaction expenses (455 ) (1,639 ) — — (2,094 ) Equity in loss of unconsolidated affiliate — (23 ) — — (23 ) Operating (loss) income (957 ) 81,927 522 — 81,492 Interest expense, net (22,583 ) (6,184 ) (416 ) — (29,183 ) Loss on early retirement of debt, net (10,030 ) — — — (10,030 ) Subsidiary income (loss) 51,738 — — (51,738 ) — (Loss) income before income taxes 18,168 75,743 106 (51,738 ) 42,279 Income tax benefit (provision) 11,519 (24,085 ) (26 ) — (12,592 ) Net (loss) income $ 29,687 $ 51,658 $ 80 $ (51,738 ) $ 29,687 The consolidating condensed statement of operations for the nine months ended September 30, 2018 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 1,036,650 $ 23,767 $ — $ 1,060,417 Non-gaming 10 316,216 7,604 — 323,830 Net revenues 10 1,352,866 31,371 — 1,384,247 Operating expenses: Gaming and pari-mutuel commissions — 503,741 15,817 — 519,558 Non-gaming — 198,113 2,022 — 200,135 Marketing and promotions — 64,943 1,312 — 66,255 General and administrative — 218,054 5,492 — 223,546 Corporate 30,148 751 2,119 — 33,018 Impairment charges — 9,815 3,787 — 13,602 Management fee (19,234 ) 19,234 — — — Depreciation and amortization 2,646 96,180 378 — 99,204 Total operating expenses 13,560 1,110,831 30,927 — 1,155,318 Loss on sale of asset or disposal of property and equipment — (386 ) (7 ) — (393 ) Proceeds from terminated sale 5,000 — 5,000 Transaction expenses (9,543 ) (500 ) — — (10,043 ) Equity in loss of unconsolidated affiliate — (116 ) — — (116 ) Operating (loss) income (18,093 ) 241,033 437 — 223,377 Interest expense, net (75,827 ) (18,293 ) (2,459 ) — (96,579 ) Loss on early retirement of debt, net (162 ) — — — (162 ) Subsidiary income (loss) 164,940 — — (164,940 ) — Income (loss) before income taxes 70,858 222,740 (2,022 ) (164,940 ) 126,636 Income tax benefit (provision) 24,497 (56,519 ) 741 — (31,281 ) Net income (loss) $ 95,355 $ 166,221 $ (1,281 ) $ (164,940 ) $ 95,355 The consolidating condensed statement of operations for the nine months ended September 30, 2017 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 760,033 $ 14,510 $ — $ 774,543 Non-gaming — 271,515 4,839 — 276,354 Net revenues — 1,031,548 19,349 — 1,050,897 Operating expenses: Gaming and pari-mutuel commissions — 389,182 9,722 — 398,904 Non-gaming — 178,036 1,569 — 179,605 Marketing and promotions — 56,641 1,458 — 58,099 General and administrative — 165,279 3,060 — 168,339 Corporate 21,413 (1,791 ) 2,112 — 21,734 Management fee (21,214 ) 20,714 500 — — Depreciation and amortization 635 68,767 233 — 69,635 Total operating expenses 834 876,828 18,654 — 896,316 Loss on sale of asset or disposal of property and equipment (21 ) (30 ) — — (51 ) Transaction expenses (69,628 ) (19,544 ) — — (89,172 ) Equity in loss of unconsolidated affiliate — (305 ) — — (305 ) Operating (loss) income (70,483 ) 134,841 695 — 65,053 Interest expense, net (49,576 ) (19,110 ) (694 ) — (69,380 ) Loss on early retirement of debt, net (37,347 ) — — — (37,347 ) Subsidiary income (loss) 77,393 — — (77,393 ) — (Loss) income before income taxes (80,013 ) 115,731 1 (77,393 ) (41,674 ) Income tax benefit (provision) 64,455 (38,405 ) 66 — 26,116 Net (loss) income $ (15,558 ) $ 77,326 $ 67 $ (77,393 ) $ (15,558 ) The consolidating condensed statement of operations for the nine months ended September 30, 2017 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 760,033 $ 14,510 $ — $ 774,543 Non-gaming — 271,515 4,839 — 276,354 Net revenues — 1,031,548 19,349 — 1,050,897 Operating expenses: Gaming and pari-mutuel commissions — 389,182 9,722 — 398,904 Non-gaming — 178,036 1,569 — 179,605 Marketing and promotions — 56,641 1,458 — 58,099 General and administrative — 165,279 3,060 — 168,339 Corporate 21,413 (1,791 ) 2,112 — 21,734 Management fee (21,214 ) 20,714 500 — — Depreciation and amortization 635 68,767 233 — 69,635 Total operating expenses 834 876,828 18,654 — 896,316 Loss on sale of asset or disposal of property and equipment (21 ) (30 ) — — (51 ) Transaction expenses (69,628 ) (19,544 ) — — (89,172 ) Equity in loss of unconsolidated affiliate — (305 ) — — (305 ) Operating (loss) income (70,483 ) 134,841 695 — 65,053 Interest expense, net (49,576 ) (19,110 ) (694 ) — (69,380 ) Loss on early retirement of debt, net (37,347 ) — — — (37,347 ) Subsidiary income (loss) 77,393 — — (77,393 ) — (Loss) income before income taxes (80,013 ) 115,731 1 (77,393 ) (41,674 ) Income tax benefit (provision) 64,455 (38,405 ) 66 — 26,116 Net (loss) income $ (15,558 ) $ 77,326 $ 67 $ (77,393 ) $ (15,558 ) |
Consolidating Condensed Statement of Cash Flows | The consolidating condensed statement of cash flows for the nine months ended September 30, 2018 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Entries Eldorado Resorts, Inc. Consolidated (in thousands) Net cash (used in) provided by operating activities $ (22,743 ) $ 283,414 $ 2,777 $ — $ 263,448 INVESTING ACTIVITIES: Purchase of property and equipment, net (2,620 ) (85,384 ) (1,078 ) — (89,082 ) Proceeds from sale of property and equipment — 920 — — 920 Cash (used in) provided by business combinations (328,925 ) 22,651 — — (306,274 ) Investment in and loans to unconsolidated affiliate — (698 ) — — (698 ) Net cash used in investing activities (331,545 ) (62,511 ) (1,078 ) — (395,134 ) FINANCING ACTIVITIES: Proceeds from issuance of 6% Senior Notes due 2026 — — 600,000 — 600,000 Borrowings under Revolving Credit Facility 215,358 — — — 215,358 Payments under Revolving Credit Facility (35,358 ) — — — (35,358 ) Net proceeds from (payments to) related parties 208,772 (215,048 ) 6,276 — — Payments on other long-term payables (67 ) (217 ) (217 ) — (501 ) Debt issuance costs (5,401 ) — — — (5,401 ) Taxes paid related to net share settlement of equity awards (10,601 ) — — — (10,601 ) Proceeds from exercise of stock options 154 — — — 154 Net cash provided by (used in) financing activities 372,857 (215,265 ) 606,059 — 763,651 Increase in cash, cash equivalents and restricted cash 18,569 5,638 607,758 — 631,965 Cash, cash equivalents and restricted cash, beginning of period 13,837 118,483 15,429 — 147,749 Cash, cash equivalents and restricted cash, end of period $ 32,406 $ 124,121 $ 623,187 $ — $ 779,714 RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: Cash and cash equivalents $ 31,688 $ 122,451 9,947 $ — $ 164,086 Restricted cash 718 670 234 — 1,622 Restricted and escrow cash included in other noncurrent assets — 1,000 613,006 — 614,006 Total cash, cash equivalents and restricted cash $ 32,406 $ 124,121 $ 623,187 $ — $ 779,714 The consolidating condensed statement of cash flows for the nine months ended September 30, 2017 is as follows: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Net cash (used in) provided by operating activities $ (64,274 ) $ 131,253 $ 4,652 $ — $ 71,631 INVESTING ACTIVITIES: Purchase of property and equipment, net (4,128 ) (48,439 ) (363 ) — (52,930 ) Cash (used in) provided by business combinations (1,355,371 ) 37,103 5,216 — (1,313,052 ) Net cash used in investing activities (1,359,499 ) (11,336 ) 4,853 — (1,365,982 ) FINANCING ACTIVITIES: Proceeds from issuance of Term Loan 1,450,000 — — — 1,450,000 Proceeds from issuance of 6% Senior Notes Due 2025 875,000 — — — 875,000 Borrowings under Revolving Credit Facility 207,953 — — — 207,953 Payments under Term Loan (866,750 ) — — — (866,750 ) Payments under Revolving Credit Facility (236,953 ) — — — (236,953 ) Net (payments to) proceeds from related parties 41,526 (46,694 ) 5,168 — — Debt premium proceeds 27,500 27,500 Payments on other long-term payables (23 ) (242 ) (105 ) — (370 ) Debt issuance costs (51,338 ) — — — (51,338 ) Taxes paid related to net share settlement of equity awards (10,927 ) — — — (10,927 ) Proceeds from exercise of stock options 2,900 — — — 2,900 Net cash provided by (used in) financing activities 1,438,888 (46,936 ) 5,063 — 1,397,015 Increase in cash, cash equivalents and restricted cash 15,115 72,981 14,568 — 102,664 Cash, cash equivalents and restricted cash, beginning of period 1,410 61,702 332 — 63,444 Cash, cash equivalents and restricted cash, end of period $ 16,525 $ 134,683 $ 14,900 $ — $ 166,108 RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: Cash and cash equivalents $ 15,775 $ 113,302 $ 5,826 $ — $ 134,903 Restricted cash 750 20,381 177 — 21,308 Restricted cash included in other noncurrent assets — 1,000 8,897 — 9,897 Total cash, cash equivalents and restricted cash $ 16,525 $ 134,683 $ 14,900 $ — $ 166,108 |
Organization and Basis of Pre_2
Organization and Basis of Presentation - Additional information (Details) $ in Thousands | Aug. 07, 2018USD ($) | Sep. 30, 2018USD ($)roomMachineGameTerminalaHotel | Jun. 30, 2018Regionsegment | Sep. 30, 2018USD ($)roomMachineGameTerminalaHotelsegment |
Organization and Basis of Presentation | ||||
Number of geographic regions | Region | 4 | |||
Number of reportable segments | segment | 4 | 5 | ||
Isle Casino Hotel | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 238 | 238 | ||
Number of slot machines | Machine | 1,005 | 1,005 | ||
Number of table games | Game | 30 | 30 | ||
Number of table poker room | 9 | 9 | ||
Number of acre owned | a | 10 | 10 | ||
Lady Luck Casino | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 164 | 164 | ||
Number of slot machines | Machine | 472 | 472 | ||
Number of table games | Game | 11 | 11 | ||
Isle Casino Racing Pompano | ||||
Organization and Basis of Presentation | ||||
Number of slot machines | Machine | 1,461 | 1,461 | ||
Number of table poker room | 45 | 45 | ||
Number of acre owned | a | 223 | 223 | ||
Isle Casino Bettendorf | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 509 | 509 | ||
Number of slot machines | Machine | 974 | 974 | ||
Number of table games | Game | 20 | 20 | ||
Number of towers in hotel | 2 | 2 | ||
Isle Casino Waterloo | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 194 | 194 | ||
Number of slot machines | Machine | 936 | 936 | ||
Number of table games | Game | 25 | 25 | ||
Isle of Capri Casino Hotel Lake Charles | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 493 | 493 | ||
Number of slot machines | Machine | 1,173 | 1,173 | ||
Number of table games | Game | 45 | 45 | ||
Number of table poker room | 13 | 13 | ||
Number of acre owned | a | 19 | 19 | ||
Number of hotels | Hotel | 2 | 2 | ||
Isle of Capri Casino Lula | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 486 | 486 | ||
Number of slot machines | Machine | 871 | 871 | ||
Number of table games | Game | 19 | 19 | ||
Number of hotels | Hotel | 2 | 2 | ||
Lady Luck Casino Vicksburg | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 89 | 89 | ||
Number of slot machines | Machine | 603 | 603 | ||
Number of table games | Game | 8 | 8 | ||
Isle of Capri Casino Boonville | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 140 | 140 | ||
Number of slot machines | Machine | 885 | 885 | ||
Number of table games | Game | 20 | 20 | ||
Isle Casino Cape Girardeau | ||||
Organization and Basis of Presentation | ||||
Number of slot machines | Machine | 870 | 870 | ||
Number of table games | Game | 24 | 24 | ||
Number of table poker room | 4 | 4 | ||
Lady Luck Casino Caruthersville | ||||
Organization and Basis of Presentation | ||||
Number of slot machines | Machine | 512 | 512 | ||
Number of table games | Game | 9 | 9 | ||
Isle of Capri Casino Kansas City | ||||
Organization and Basis of Presentation | ||||
Number of slot machines | Machine | 969 | 969 | ||
Number of table games | Game | 13 | 13 | ||
Lady Luck Casino Nemacolin | ||||
Organization and Basis of Presentation | ||||
Number of slot machines | Machine | 600 | 600 | ||
Number of table games | Game | 27 | 27 | ||
Number of acre owned | a | 2,000 | 2,000 | ||
Grand Victoria Casino | ||||
Organization and Basis of Presentation | ||||
Number of slot machines | Machine | 1,088 | 1,088 | ||
Number of table games | Game | 30 | 30 | ||
Number of table poker room | 12 | 12 | ||
Eldorado Reno | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 814 | 814 | ||
Number of slot machines | Machine | 1,128 | 1,128 | ||
Number of table games | Game | 36 | 36 | ||
Silver Legacy | ||||
Organization and Basis of Presentation | ||||
Number of slot machines | Machine | 1,208 | 1,208 | ||
Number of table games | Game | 58 | 58 | ||
Number of rooms in themed hotel | 1,685 | |||
Number of table poker room | 13 | 13 | ||
Eldorado Shreveport | ||||
Organization and Basis of Presentation | ||||
Number of slot machines | Machine | 1,388 | 1,388 | ||
Number of table games | Game | 52 | 52 | ||
Number of table poker room | 8 | 8 | ||
Number of rooms in suite art deco-style hotel | 403 | |||
Mountaineer | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 357 | 357 | ||
Number of slot machines | Machine | 1,487 | 1,487 | ||
Number of table games | Game | 36 | 36 | ||
Number of table poker room | 10 | 10 | ||
Presque Isle Downs | ||||
Organization and Basis of Presentation | ||||
Number of slot machines | Machine | 1,596 | 1,596 | ||
Number of table games | Game | 32 | 32 | ||
Number of table poker room | 7 | 7 | ||
Scioto Downs | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 118 | 118 | ||
Number of video lottery terminals | Terminal | 2,237 | 2,237 | ||
Isle of Capri | ||||
Organization and Basis of Presentation | ||||
Acquisition date | May 1, 2017 | |||
Circus Reno | ||||
Organization and Basis of Presentation | ||||
Number of room in hotel | 1,571 | 1,571 | ||
Number of slot machines | Machine | 706 | 706 | ||
Number of table games | Game | 24 | 24 | ||
Elgin Acquisition | ||||
Organization and Basis of Presentation | ||||
Acquisition date | Aug. 7, 2018 | |||
Acquisition agreement date | Apr. 15, 2018 | |||
Cash consideration paid | $ | $ 327,500 | |||
Working capital and other adjustments | $ | $ 1,386 | |||
Business acquisition, transaction costs | $ | $ 2,100 | $ 3,400 | ||
Business acquisition, accrued costs and expenses | $ | $ 200 | $ 200 | ||
Elgin Acquisition | Maximum | ||||
Organization and Basis of Presentation | ||||
Working capital adjustment finalization period from acquisition date | 100 days |
Revenue Recognition - Additiona
Revenue Recognition - Additional information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation Of Revenue [Line Items] | ||||
Basic earnings per share | $ 0.49 | $ 0.39 | $ 1.23 | $ (0.24) |
Diluted earnings per share | $ 0.48 | 0.38 | $ 1.22 | $ (0.24) |
Adoption of ASC Topic 606 | ||||
Disaggregation Of Revenue [Line Items] | ||||
Cumulative effect on retained earnings, before tax | $ 4.7 | |||
Cumulative effect on retained earnings, net of tax | $ 3.5 | |||
Basic earnings per share | 0.39 | |||
Net loss per share | $ 0.24 | |||
Adoption of ASC Topic 606 | As Reported | ||||
Disaggregation Of Revenue [Line Items] | ||||
Basic earnings per share | 0.38 | |||
Net loss per share | $ 0.25 | |||
Adoption of ASC Topic 606 | ASC 606 Adjustments | ||||
Disaggregation Of Revenue [Line Items] | ||||
Diluted earnings per share | $ 0 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Impact of Adoption New Standard to Previously reported Selected Financial Statement Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation Of Revenue [Line Items] | ||||
Gross revenues | $ 472,878 | $ 1,050,897 | ||
Net revenues | $ 487,253 | 472,878 | $ 1,384,247 | 1,050,897 |
Operating income | 91,769 | 81,492 | 223,377 | 65,053 |
Net (loss) income | $ 37,704 | 29,687 | $ 95,355 | (15,558) |
Adoption of ASC Topic 606 | As Reported | ||||
Disaggregation Of Revenue [Line Items] | ||||
Gross revenues | 483,036 | 1,088,754 | ||
Promotional allowances | (38,162) | (87,776) | ||
Net revenues | 444,874 | 1,000,978 | ||
Operating income | 78,924 | 60,955 | ||
Net (loss) income | 29,554 | (15,754) | ||
Adoption of ASC Topic 606 | ASC 606 Adjustments | ||||
Disaggregation Of Revenue [Line Items] | ||||
Gross revenues | (39,651) | (88,225) | ||
Promotional allowances | 41,785 | 93,838 | ||
Net revenues | 2,134 | 5,613 | ||
Operating income | 182 | 172 | ||
Net (loss) income | 133 | 196 | ||
Adoption of ASC Topic 606 | Other Reclassifications | ||||
Disaggregation Of Revenue [Line Items] | ||||
Gross revenues | 29,493 | 50,368 | ||
Promotional allowances | (3,623) | (6,062) | ||
Net revenues | 25,870 | 44,306 | ||
Operating income | $ 2,386 | $ 3,926 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Net Revenues Disaggregated Type of Revenue and Reportable Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | $ 487,253 | $ 472,878 | $ 1,384,247 | $ 1,050,897 |
Casino | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 362,877 | 347,537 | 1,046,010 | 764,684 |
Pari-mutuel Commissions | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 5,292 | 5,111 | 14,407 | 9,859 |
Food and Beverage | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 58,153 | 59,537 | 164,644 | 141,667 |
Hotel | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 44,780 | 45,962 | 114,447 | 99,545 |
Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 16,151 | 14,731 | 44,739 | 35,142 |
Corporate | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 139 | 173 | 377 | 366 |
Corporate | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 139 | 173 | 377 | 366 |
West Segment | Operating Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 129,092 | 134,324 | 346,550 | 297,564 |
West Segment | Operating Segment | Casino | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 60,912 | 63,501 | 168,342 | 132,563 |
West Segment | Operating Segment | Food and Beverage | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 27,502 | 30,099 | 76,524 | 74,593 |
West Segment | Operating Segment | Hotel | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 31,583 | 31,737 | 77,234 | 69,596 |
West Segment | Operating Segment | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 9,095 | 8,987 | 24,450 | 20,812 |
Midwest Segment | Operating Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 99,834 | 103,651 | 301,235 | 171,292 |
Midwest Segment | Operating Segment | Casino | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 86,331 | 89,482 | 262,138 | 147,469 |
Midwest Segment | Operating Segment | Food and Beverage | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 6,867 | 7,572 | 20,527 | 12,607 |
Midwest Segment | Operating Segment | Hotel | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 4,720 | 4,828 | 12,775 | 8,282 |
Midwest Segment | Operating Segment | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 1,916 | 1,769 | 5,795 | 2,934 |
South Segment | Operating Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 106,569 | 107,934 | 341,612 | 228,954 |
South Segment | Operating Segment | Casino | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 84,299 | 84,447 | 270,802 | 176,616 |
South Segment | Operating Segment | Pari-mutuel Commissions | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 1,854 | 1,766 | 7,853 | 3,271 |
South Segment | Operating Segment | Food and Beverage | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 12,492 | 12,669 | 38,936 | 29,231 |
South Segment | Operating Segment | Hotel | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 6,169 | 7,207 | 18,462 | 15,706 |
South Segment | Operating Segment | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 1,755 | 1,845 | 5,559 | 4,130 |
East Segment | Operating Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 127,722 | 126,796 | 370,576 | 352,721 |
East Segment | Operating Segment | Casino | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 109,637 | 110,107 | 323,030 | 308,036 |
East Segment | Operating Segment | Pari-mutuel Commissions | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 3,438 | 3,345 | 6,554 | 6,588 |
East Segment | Operating Segment | Food and Beverage | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 9,359 | 9,197 | 26,724 | 25,236 |
East Segment | Operating Segment | Hotel | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 2,308 | 2,190 | 5,976 | 5,961 |
East Segment | Operating Segment | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 2,980 | $ 1,957 | 8,292 | $ 6,900 |
Central Segment | Operating Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 23,897 | 23,897 | ||
Central Segment | Operating Segment | Casino | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 21,698 | 21,698 | ||
Central Segment | Operating Segment | Food and Beverage | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | 1,933 | 1,933 | ||
Central Segment | Operating Segment | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenues | $ 266 | $ 266 |
Acquisitions, Preliminary Pur_3
Acquisitions, Preliminary Purchase Price Accounting and Proforma Information - Additional Information (Details) - USD ($) | Oct. 01, 2020 | Oct. 01, 2019 | Oct. 01, 2018 | Aug. 07, 2018 | Sep. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 20, 2018 | Apr. 15, 2018 |
Business Acquisition [Line Items] | |||||||||||
Net income (loss) | $ 37,704,000 | $ 29,687,000 | $ 95,355,000 | $ (15,558,000) | |||||||
6% Senior Notes due 2026 | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Proceeds from issuance of senior notes | $ 600,000,000 | ||||||||||
Interest rate (as a percent) | 6.00% | 6.00% | 6.00% | 6.00% | |||||||
Senior notes, maturity year | 2,026 | ||||||||||
Revolving Credit Facility | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Borrowing capacity | $ 300,000 | $ 300,000 | $ 300,000 | ||||||||
Subsequent Event | 6% Senior Notes due 2026 | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Proceeds from issuance of senior notes | $ 600,000,000 | ||||||||||
Interest rate (as a percent) | 6.00% | ||||||||||
Senior notes, maturity year | 2,026 | ||||||||||
Subsequent Event | Revolving Credit Facility | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Borrowing capacity | $ 500,000,000 | ||||||||||
Elgin Acquisition | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition date | Aug. 7, 2018 | ||||||||||
Purchase consideration | $ 328,886,000 | ||||||||||
Percentage of partnership interest | 100.00% | ||||||||||
Net revenues | 23,900,000 | ||||||||||
Net income (loss) | 2,200,000 | ||||||||||
Acquisition agreement date | Apr. 15, 2018 | ||||||||||
Business acquisition, consideration payable | 328,886,000 | 328,886,000 | $ 328,886,000 | ||||||||
Cash consideration paid | $ 327,500,000 | ||||||||||
Business acquisition, transaction costs | 2,100,000 | 3,400,000 | |||||||||
Business acquisition, accrued costs and expenses | 200,000 | 200,000 | $ 200,000 | ||||||||
Elgin Acquisition | Maximum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Working capital adjustment finalization period from acquisition date | 100 days | ||||||||||
Tropicana Entertainment Inc | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition agreement date | Apr. 15, 2018 | ||||||||||
Business acquisition, consideration payable | $ 1,850,000,000 | ||||||||||
Business acquisition, transaction costs | 2,000,000 | $ 5,500,000 | |||||||||
Business acquisition, accrued costs and expenses | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 | ||||||||
Tropicana Entertainment Inc | Lumière Loan | Scenario Forecast | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Interest rate | 9.27% | 9.09% | |||||||||
Tropicana Entertainment Inc | Subsequent Event | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition date | Oct. 1, 2018 | ||||||||||
Cash consideration paid | $ 640,000,000 | ||||||||||
Purchase price of real property | 246,000,000 | ||||||||||
Tropicana Entertainment Inc | Subsequent Event | Tropicana Aruba Resort, Casino and Gaming and Leisure Properties | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash consideration paid | 964,000,000 | ||||||||||
Tropicana Entertainment Inc | Subsequent Event | Gaming And Leisure Properties | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Loan amount to fund real property | $ 246,000,000 | ||||||||||
Tropicana Entertainment Inc | Subsequent Event | Gaming And Leisure Properties | Master Lease | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquired lease properties, initial term | 15 years | ||||||||||
Acquired lease properties, renewal term | 20 years | ||||||||||
Expected initial annual rent expense | $ 87,600,000 | ||||||||||
Tropicana Entertainment Inc | Subsequent Event | Gaming And Leisure Properties | Lumière Loan | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Loan amount to fund real property | 246,000,000 | ||||||||||
Tropicana Entertainment Inc | Minimum | Subsequent Event | Lumière Loan | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Aggregate value of property | $ 246,000,000 |
Acquisitions, Preliminary Pur_4
Acquisitions, Preliminary Purchase Price Accounting and Proforma Information - Schedule of Purchase Consideration Calculation (Details) - Elgin Acquisition $ in Thousands | Aug. 07, 2018USD ($) |
Business Acquisition [Line Items] | |
Cash consideration paid | $ 327,500 |
Working capital and other adjustments | 1,386 |
Purchase consideration | $ 328,886 |
Acquisitions, Preliminary Pur_5
Acquisitions, Preliminary Purchase Price Accounting and Proforma Information - Summary of Preliminary Purchase Price Accounting to Identifiable Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||
Goodwill | $ 788,146 | $ 747,106 |
Elgin Acquisition | ||
Business Acquisition [Line Items] | ||
Cash and cash equivalents | 22,612 | |
Other current assets | 2,237 | |
Property and equipment | 60,812 | |
Goodwill | 60,086 | |
Intangible assets | 205,296 | |
Other noncurrent assets | 915 | |
Total assets | 351,958 | |
Current liabilities | (21,322) | |
Noncurrent liabilities | (1,750) | |
Total liabilities | (23,072) | |
Net assets acquired | $ 328,886 |
Acquisitions, Preliminary Pur_6
Acquisitions, Preliminary Purchase Price Accounting and Proforma Information - Summary of Preliminary Purchase Price Accounting to Identifiable Assets Acquired and Liabilities Assumed (Parenthetical) (Details) - Elgin Acquisition $ in Millions | Sep. 30, 2018USD ($) |
Trade Names | |
Business Acquisition [Line Items] | |
Intangible asset residual value | $ 12.6 |
Player Relationships | |
Business Acquisition [Line Items] | |
Intangible asset residual value | 28.8 |
Gaming licenses | |
Business Acquisition [Line Items] | |
Intangible asset residual value | $ 163.9 |
Acquisitions, Preliminary Pur_7
Acquisitions, Preliminary Purchase Price Accounting and Proforma Information - Unaudited Pro Forma Information - (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Isle of Capri | ||
Business Acquisition [Line Items] | ||
Net operating revenues | $ 1,379,466 | |
Net income (loss) | 84,134 | |
Elgin Acquisition | ||
Business Acquisition [Line Items] | ||
Net operating revenues | $ 1,481,188 | 1,177,247 |
Net income (loss) | $ 108,461 | $ (7,095) |
Assets Held for Sale - Addition
Assets Held for Sale - Additional information (Details) - USD ($) $ in Thousands | Jul. 06, 2018 | Sep. 30, 2018 | Sep. 30, 2018 | Aug. 10, 2018 | Feb. 28, 2018 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Impairment charges | $ 3,787 | $ 13,602 | |||
Disposal Group, Held-for-sale, Not Discontinued Operations | Churchill Downs Incorporated | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Termination fee | $ 5,000 | ||||
Disposal Group, Held-for-sale, Not Discontinued Operations | Nemacolin | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Cash consideration on sale of assets and liabilities | $ 100 | ||||
Impairment charge of net assets being sold | $ 3,800 | 3,800 | |||
Vicksburg's | Churchill Downs Incorporated | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Impairment charges | $ 9,800 | ||||
Presque Isle Downs | Disposal Group, Held-for-sale, Not Discontinued Operations | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Cash consideration on sale of assets and liabilities | $ 178,900 | ||||
Vicksburg | Disposal Group, Held-for-sale, Not Discontinued Operations | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Cash consideration on sale of assets and liabilities | $ 50,600 |
Assets Held for Sale - Schedule
Assets Held for Sale - Schedule of Assets and Liabilities Held for Sale, Accounted Carrying Value Lower than Fair Value (Details) $ in Thousands | Sep. 30, 2018USD ($) |
ASSETS | |
Assets held for sale | $ 155,914 |
Liabilities: | |
Liabilities related to assets held for sale | 10,868 |
Disposal Group, Held-for-sale, Not Discontinued Operations | |
ASSETS | |
Accounts receivable, net | 3,530 |
Inventories | 1,609 |
Prepaid expenses and other | 1,254 |
Property and equipment, net | 70,977 |
Goodwill | 3,122 |
Other intangibles, net | 75,422 |
Assets held for sale | 155,914 |
Liabilities: | |
Accounts payable | 1,514 |
Accrued payroll and related | 1,406 |
Accrued property and other taxes | 402 |
Accrued other liabilities | 5,010 |
Other long term liabilities | 120 |
Long term obligation | 2,416 |
Liabilities related to assets held for sale | 10,868 |
Nemacolin | Disposal Group, Held-for-sale, Not Discontinued Operations | |
ASSETS | |
Accounts receivable, net | 269 |
Inventories | 75 |
Prepaid expenses and other | 420 |
Property and equipment, net | 1,195 |
Assets held for sale | 1,959 |
Liabilities: | |
Accounts payable | 219 |
Accrued payroll and related | 715 |
Accrued property and other taxes | 325 |
Accrued other liabilities | 1,076 |
Other long term liabilities | 120 |
Long term obligation | 2,416 |
Liabilities related to assets held for sale | 4,871 |
Presque Isle Downs | Disposal Group, Held-for-sale, Not Discontinued Operations | |
ASSETS | |
Accounts receivable, net | 3,261 |
Inventories | 1,534 |
Prepaid expenses and other | 834 |
Property and equipment, net | 69,782 |
Goodwill | 3,122 |
Other intangibles, net | 75,422 |
Assets held for sale | 153,955 |
Liabilities: | |
Accounts payable | 1,295 |
Accrued payroll and related | 691 |
Accrued property and other taxes | 77 |
Accrued other liabilities | 3,934 |
Liabilities related to assets held for sale | $ 5,997 |
Assets Held for Sale - Schedu_2
Assets Held for Sale - Schedule of Information of Net Operating Revenues and Net Income (Loss) (Details) - Disposal Group, Held-for-sale, Not Discontinued Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Presque Isle Downs | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Net operating revenues | $ 37,685 | $ 107,738 |
Net income (loss) | 5,713 | 11,909 |
Nemacolin | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Net operating revenues | 8,866 | 25,799 |
Net income (loss) | $ (2,745) | $ (3,213) |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Nov. 08, 2018 | Jun. 30, 2018 | May 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 100,000,000 | 100,000,000 | ||||
Common stock, par value per share | $ 0.00001 | $ 0.00001 | $ 0.00001 | |||||
Common stock, shares authorized subject to approval | 200,000,000 | |||||||
Stock-based compensation expense | $ 2,500,000 | $ 1,400,000 | $ 9,645,000 | $ 4,454,000 | ||||
Options exercisable, shares | 119,505 | 119,505 | ||||||
Common Stock | Subsequent Event | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock Repurchase Program, Authorized Amount | $ 150,000,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Share-based Compensation, Restricted Stock Units and Restricted Stock Awards Activity (Details) | 9 Months Ended |
Sep. 30, 2018$ / sharesshares | |
Restricted Stock Units (RSUs) | |
Restricted Stock Units and Awards | |
Outstanding at the beginning of the Period (in shares) | shares | 1,579,499 |
Granted (in shares) | shares | 317,904 |
Vested (in shares) | shares | (783,672) |
Canceled (in shares) | shares | (9,885) |
Outstanding at the end of the Period (in shares) | shares | 1,103,846 |
Weighted-Average Grant Date Fair Value | |
Unvested outstanding as of beginning of period | $ / shares | $ 12.25 |
Granted | $ / shares | 32.97 |
Vested | $ / shares | 8.05 |
Canceled | $ / shares | 19.13 |
Unvested outstanding as of end of period | $ / shares | $ 21.14 |
Restricted Stock Awards | |
Restricted Stock Units and Awards | |
Outstanding at the beginning of the Period (in shares) | shares | 10,809 |
Vested (in shares) | shares | (10,809) |
Weighted-Average Grant Date Fair Value | |
Unvested outstanding as of beginning of period | $ / shares | $ 19.13 |
Vested | $ / shares | $ 19.13 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Share-based Compensation, Stock Options Activity (Details) | 9 Months Ended |
Sep. 30, 2018$ / sharesshares | |
Options | |
Outstanding at the beginning of the Period (in shares) | shares | 271,852 |
Expired (in shares) | shares | (15,776) |
Exercised (in shares) | shares | (120,120) |
Outstanding at the end of the Period (in shares) | shares | 135,956 |
Weighted-Average Exercise Price | |
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 9.63 |
Expired (in dollars per share) | $ / shares | 10.89 |
Exercised (in dollars per share) | $ / shares | 9.09 |
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 9.96 |
Other and Intangible Assets, _3
Other and Intangible Assets, Net - Schedule of Other and Intangible Assets, Net (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Goodwill | $ 788,146 | $ 747,106 |
Goodwill, useful life | Indefinite | |
Intangible assets, excluding goodwill- gross | $ 1,140,640 | 1,013,944 |
Total gaming licenses and other intangible assets | 1,121,573 | 996,816 |
Non-operating real property | 17,880 | 18,069 |
Unamortized debt issuance costs - Revolving Credit Facility | 8,292 | 8,616 |
Restricted cash | 9,906 | 9,886 |
Other | 12,203 | 12,130 |
Total other assets, net | 30,401 | 30,632 |
Trade Names | ||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Finite-intangible assets, excluding goodwill- gross | 5,100 | 6,700 |
Accumulated amortization | $ (5,100) | (6,290) |
Trade Names | Minimum | ||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Finite-lived intangible asset, useful life | 1 year | |
Trade Names | Maximum | ||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Finite-lived intangible asset, useful life | 3 years 6 months | |
Loyalty Program | ||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Finite-intangible assets, excluding goodwill- gross | $ 49,005 | 21,820 |
Accumulated amortization | $ (13,967) | (10,838) |
Loyalty Program | Minimum | ||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Finite-lived intangible asset, useful life | 1 year | |
Loyalty Program | Maximum | ||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Finite-lived intangible asset, useful life | 4 years | |
Gaming licenses | ||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Indefinite intangible assets, excluding goodwill- gross | $ 965,706 | 877,174 |
Indefinite intangible assets, useful life | Indefinite | |
Trade Names-Indefinite | ||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Indefinite intangible assets, excluding goodwill- gross | $ 120,829 | $ 108,250 |
Indefinite intangible assets, useful life | Indefinite |
Other and Intangible Assets, _4
Other and Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Impairment charges | $ 3,787 | $ 13,602 | ||
Trade Names and Loyalty Program | ||||
Trade names and customer loyalty program | ||||
Amortization expense | 2,400 | $ 1,700 | 5,100 | $ 3,300 |
Remainder of 2018 | 3,000 | 3,000 | ||
2,019 | 11,900 | 11,900 | ||
2,020 | 8,800 | 8,800 | ||
2,021 | 7,200 | 7,200 | ||
2,022 | $ 4,200 | 4,200 | ||
Vicksburg's | Churchill Downs Incorporated | ||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Impairment charges | $ 9,800 |
Other and Intangible Assets, _5
Other and Intangible Assets, Net - Schedule of Changes to Goodwill by Reportable Segment (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Goodwill [Line Items] | |
Balance at January 1, 2018 | $ 747,106 |
Acquisitions | 60,086 |
Impairments | (9,815) |
Finalization of Isle Purchase Price Accounting | (6,109) |
Assets Held for Sale | (3,122) |
Balance at September 30, 2018 | 788,146 |
West Segment | |
Goodwill [Line Items] | |
Balance at January 1, 2018 | 152,775 |
Finalization of Isle Purchase Price Accounting | (14) |
Balance at September 30, 2018 | 152,761 |
Midwest Segment | |
Goodwill [Line Items] | |
Balance at January 1, 2018 | 327,088 |
Finalization of Isle Purchase Price Accounting | (4,343) |
Balance at September 30, 2018 | 322,745 |
South Segment | |
Goodwill [Line Items] | |
Balance at January 1, 2018 | 200,417 |
Impairments | (9,815) |
Finalization of Isle Purchase Price Accounting | (1,752) |
Balance at September 30, 2018 | 188,850 |
East Segment | |
Goodwill [Line Items] | |
Balance at January 1, 2018 | 66,826 |
Assets Held for Sale | (3,122) |
Balance at September 30, 2018 | 63,704 |
Central Segment | |
Goodwill [Line Items] | |
Acquisitions | 60,086 |
Balance at September 30, 2018 | $ 60,086 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Income tax (benefit) expense | $ 19,980,000 | $ 12,592,000 | $ 31,281,000 | $ (26,116,000) |
Unrecognized Tax Benefits | $ 0 | $ 0 | $ 0 | $ 0 |
Long-Term Debt and Other Long_3
Long-Term Debt and Other Long-Term Liabilities - Summary of Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 20, 2018 | Dec. 31, 2017 | Sep. 13, 2017 | Mar. 29, 2017 | Jul. 23, 2015 |
Long-term debt | ||||||
Less: Unamortized debt issuance costs | $ (8,292) | $ (8,616) | ||||
Capital leases | 484 | 917 | ||||
Long-term notes payable | 2,463 | 2,531 | ||||
Less: Current portion | (447) | (615) | ||||
Long-term debt, noncurrent | 2,967,434 | 2,189,578 | ||||
Term Loan | ||||||
Long-term debt | ||||||
Long-term debt, gross | 956,750 | 956,750 | ||||
Less: Unamortized discount and debt issuance costs | (18,840) | (18,748) | ||||
Long-term Debt | 937,910 | 938,002 | ||||
6% Senior Notes due 2026 | ||||||
Long-term debt | ||||||
Long-term debt, gross | 600,000 | $ 600,000 | ||||
Less: Unamortized discount and debt issuance costs | (1,895) | |||||
Long-term Debt | 598,105 | |||||
6% Senior Notes due 2025 | ||||||
Long-term debt | ||||||
Long-term debt, gross | 875,000 | 875,000 | $ 500,000 | $ 375,000 | ||
Plus: Unamortized debt premium | 24,285 | 26,605 | ||||
Less: Unamortized debt issuance costs | (18,996) | (20,716) | ||||
Long-term Debt | 880,289 | 880,889 | ||||
7% Senior Notes due 2023 | ||||||
Long-term debt | ||||||
Long-term debt, gross | 375,000 | 375,000 | $ 375,000 | |||
Less: Unamortized discount and debt issuance costs | (6,370) | (7,146) | ||||
Long-term Debt | 368,630 | $ 367,854 | ||||
Revolving Credit Facility | ||||||
Long-term debt | ||||||
Amount outstanding | $ 180,000 |
Long-Term Debt and Other Long_4
Long-Term Debt and Other Long-Term Liabilities - Additional Information (Details) - USD ($) | Oct. 01, 2018 | Sep. 13, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 20, 2018 | Dec. 31, 2017 | Apr. 17, 2017 | Mar. 29, 2017 | Jul. 23, 2015 |
Long-term debt | |||||||||||
Amortization of deferred financing costs, discount and debt premium | $ 1,200,000 | $ 2,000,000 | $ 3,800,000 | $ 5,000,000 | |||||||
Scheduled maturities of long-term debt in 2023 | 375,000,000 | 375,000,000 | |||||||||
Scheduled maturities of long-term debt in 2024 | 956,800,000 | 956,800,000 | |||||||||
Scheduled maturities of long-term debt in 2025 | 875,000,000 | 875,000,000 | |||||||||
Scheduled maturities of long-term debt in 2026 | 600,000,000 | $ 600,000,000 | |||||||||
Debt instrument interest rate terms | however, that in no event will LIBOR be less than zero or the base rate be less than 1.00%. | ||||||||||
Repayment of credit facility | $ 35,358,000 | $ 236,953,000 | |||||||||
Property and equipment, net | 1,488,866,000 | 1,488,866,000 | $ 1,502,817,000 | ||||||||
Other long-term liabilities | 17,163,000 | 17,163,000 | 28,579,000 | ||||||||
Lease And Management Agreements [Member] | Nemacolin Woodland Resort | |||||||||||
Long-term debt | |||||||||||
Property and equipment, net | 1,200,000 | 1,200,000 | 4,200,000 | ||||||||
Other long-term liabilities | 2,400,000 | 2,400,000 | 4,500,000 | ||||||||
Lease And Management Agreements [Member] | Quad-Cities Waterfront Convention Center | |||||||||||
Long-term debt | |||||||||||
Property and equipment, net | 11,900,000 | 11,900,000 | 11,900,000 | ||||||||
Other long-term liabilities | $ 5,700,000 | $ 5,700,000 | 12,500,000 | ||||||||
Tropicana Entertainment Inc | Subsequent Event | |||||||||||
Long-term debt | |||||||||||
Acquisition date | Oct. 1, 2018 | ||||||||||
Isle of Capri | |||||||||||
Long-term debt | |||||||||||
Acquisition date | May 1, 2017 | ||||||||||
6% Senior Notes | |||||||||||
Long-term debt | |||||||||||
Interest rate (as a percent) | 6.00% | ||||||||||
6% Senior Notes due 2026 | |||||||||||
Long-term debt | |||||||||||
Interest rate (as a percent) | 6.00% | 6.00% | 6.00% | ||||||||
Debt instrument interest rate terms | Interest on the 6% Senior Notes due 2026 will be paid semi-annually in arrears on March 15 and September 15, commencing March 15, 2019. | ||||||||||
Long-term debt, gross | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | ||||||||
Senior notes, maturity year | 2,026 | ||||||||||
Percentage of issue price of principal amount | 101.00% | ||||||||||
Percentage of repurchase | 100.00% | ||||||||||
6% Senior Notes due 2026 | Subsequent Event | |||||||||||
Long-term debt | |||||||||||
Interest rate (as a percent) | 6.00% | ||||||||||
Senior notes, maturity year | 2,026 | ||||||||||
6% Senior Notes due 2026 | Minimum | |||||||||||
Long-term debt | |||||||||||
Notification period on or after September 15, 2021 | 30 days | ||||||||||
6% Senior Notes due 2026 | Maximum | |||||||||||
Long-term debt | |||||||||||
Notification period on or after September 15, 2021 | 60 days | ||||||||||
6% Senior Notes due 2025 | |||||||||||
Long-term debt | |||||||||||
Interest rate (as a percent) | 6.00% | 6.00% | 6.00% | ||||||||
Debt instrument interest rate terms | The 6% Senior Notes due 2025 will mature on April 1, 2025, with interest payable semi-annually in arrears on April 1 and October 1 | ||||||||||
Long-term debt, gross | $ 500,000,000 | 875,000,000 | $ 875,000,000 | 875,000,000 | $ 375,000,000 | ||||||
Senior notes, maturity date | Apr. 1, 2025 | ||||||||||
Percentage of issue price of principal amount | 105.50% | ||||||||||
7% Senior Notes due 2023 | |||||||||||
Long-term debt | |||||||||||
Interest rate (as a percent) | 7.00% | ||||||||||
Long-term debt, gross | 375,000,000 | $ 375,000,000 | $ 375,000,000 | $ 375,000,000 | |||||||
Senior notes, maturity date | Aug. 1, 2023 | ||||||||||
Term Loan | |||||||||||
Long-term debt | |||||||||||
Credit facility | $ 1,450,000,000 | ||||||||||
Credit facility maturity date | Apr. 17, 2024 | ||||||||||
Credit facility quarterly principal payments | $ 3,600,000 | ||||||||||
Credit facility principal prepayment | $ 444,500,000 | ||||||||||
Amount outstanding | $ 956,800,000 | $ 956,800,000 | |||||||||
Interest rates | 4.17% | 4.17% | |||||||||
Term Loan | LIBOR | |||||||||||
Long-term debt | |||||||||||
Spread on variable rate (as a percent) | 2.25% | ||||||||||
Term Loan | Base rate | |||||||||||
Long-term debt | |||||||||||
Spread on variable rate (as a percent) | 1.25% | ||||||||||
Revolving Credit Facility | |||||||||||
Long-term debt | |||||||||||
Credit facility | $ 300,000,000 | ||||||||||
Credit facility maturity date | Apr. 17, 2022 | ||||||||||
Amount outstanding | $ 180,000,000 | $ 180,000,000 | |||||||||
Available borrowing capacity | $ 110,900,000 | $ 110,900,000 | |||||||||
Interest rates | 4.54% | 4.54% | |||||||||
Commitment fee on unused portion of the credit facility | 0.50% | ||||||||||
Credit facility extended maturity date | Oct. 1, 2023 | ||||||||||
Revolving Credit Facility | Minimum | LIBOR | |||||||||||
Long-term debt | |||||||||||
Spread on variable rate (as a percent) | 1.75% | ||||||||||
Revolving Credit Facility | Minimum | Base rate | |||||||||||
Long-term debt | |||||||||||
Spread on variable rate (as a percent) | 0.75% | ||||||||||
Revolving Credit Facility | Maximum | LIBOR | |||||||||||
Long-term debt | |||||||||||
Spread on variable rate (as a percent) | 2.50% | ||||||||||
Revolving Credit Facility | Maximum | Base rate | |||||||||||
Long-term debt | |||||||||||
Spread on variable rate (as a percent) | 1.50% | ||||||||||
Revolving Credit Facility | Tropicana Entertainment Inc | Subsequent Event | |||||||||||
Long-term debt | |||||||||||
Credit facility | $ 500,000,000 | ||||||||||
Letter of Credit | |||||||||||
Long-term debt | |||||||||||
Amount outstanding | $ 9,100,000 | $ 9,100,000 | |||||||||
Prior Revolving Credit Facility | |||||||||||
Long-term debt | |||||||||||
Repayment of credit facility | 78,000,000 | ||||||||||
Term Loan | |||||||||||
Long-term debt | |||||||||||
Payments under Term Loan | $ 444,500,000 |
Long-Term Debt and Other Long_5
Long-Term Debt and Other Long-Term Liabilities - Schedule of Redemption Prices of Notes (Details) - 6% Senior Notes due 2026 | 9 Months Ended |
Sep. 30, 2018 | |
Year Beginning September 15, 2021 | |
Long-term debt | |
Redemption price (as a percent) | 104.50% |
Year Beginning September 15, 2022 | |
Long-term debt | |
Redemption price (as a percent) | 103.00% |
Year Beginning September 15, 2023 | |
Long-term debt | |
Redemption price (as a percent) | 101.50% |
Year Beginning September 15, 2024 and Thereafter | |
Long-term debt | |
Redemption price (as a percent) | 100.00% |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Assets: | ||
Escrow cash | $ 604,100 | |
Fair Value Recurring Basis | ||
Assets: | ||
Restricted cash and investments | 11,528 | $ 13,153 |
Marketable securities | 17,057 | 17,631 |
Escrow cash | 604,100 | |
Fair Value Recurring Basis | Level 1 | ||
Assets: | ||
Restricted cash and investments | 7,600 | 9,055 |
Marketable securities | 9,486 | 7,906 |
Escrow cash | 604,100 | |
Fair Value Recurring Basis | Level 2 | ||
Assets: | ||
Restricted cash and investments | 3,928 | 4,098 |
Marketable securities | $ 7,571 | $ 9,725 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Sep. 20, 2018 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Escrow cash | $ 604,100,000 | |
Fair value assets, Level 1 to Level 2 transfers amount | 0 | |
Fair value assets, Level 2 to Level 1 transfers amount | $ 0 | |
6% Senior Notes due 2026 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Interest rate (as a percent) | 6.00% | 6.00% |
6% Senior Notes due 2026 | Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Interest rate (as a percent) | 6.00% | |
Escrow cash | $ 600,000,000 | |
Debt interest placed in to escrow | $ 4,100,000 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Estimated Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Financial liabilities: | ||
Capital leases | $ 484 | $ 917 |
7% Senior Notes due 2023 | ||
Financial liabilities: | ||
Long-term debt | 368,630 | 367,854 |
6% Senior Notes due 2025 | ||
Financial liabilities: | ||
Long-term debt | 880,289 | 880,889 |
6% Senior Notes due 2026 | ||
Financial liabilities: | ||
Long-term debt | 598,105 | |
Term Loan | ||
Financial liabilities: | ||
Long-term debt | 937,910 | 938,002 |
Carrying Amount | ||
Financial liabilities: | ||
Capital leases | 484 | 917 |
Carrying Amount | 7% Senior Notes due 2023 | ||
Financial liabilities: | ||
Long-term debt | 368,630 | 367,854 |
Carrying Amount | 6% Senior Notes due 2025 | ||
Financial liabilities: | ||
Long-term debt | 880,289 | 880,889 |
Carrying Amount | 6% Senior Notes due 2026 | ||
Financial liabilities: | ||
Long-term debt | 598,105 | 0 |
Carrying Amount | Term Loan | ||
Financial liabilities: | ||
Long-term debt | 937,910 | 938,002 |
Carrying Amount | Revolving Credit Facility | ||
Financial liabilities: | ||
Long-term debt | 180,000 | 0 |
Carrying Amount | Other long-term debt | ||
Financial liabilities: | ||
Long-term debt | 2,463 | 2,531 |
Fair Value | ||
Financial liabilities: | ||
Capital leases | 484 | 917 |
Fair Value | 7% Senior Notes due 2023 | ||
Financial liabilities: | ||
Long-term debt | 393,750 | 400,800 |
Fair Value | 6% Senior Notes due 2025 | ||
Financial liabilities: | ||
Long-term debt | 889,263 | 914,375 |
Fair Value | 6% Senior Notes due 2026 | ||
Financial liabilities: | ||
Long-term debt | 606,000 | 0 |
Fair Value | Term Loan | ||
Financial liabilities: | ||
Long-term debt | 961,534 | 956,750 |
Fair Value | Revolving Credit Facility | ||
Financial liabilities: | ||
Long-term debt | 180,000 | 0 |
Fair Value | Other long-term debt | ||
Financial liabilities: | ||
Long-term debt | $ 2,463 | $ 2,531 |
Earnings per Share - Schedule o
Earnings per Share - Schedule of Reconciliation of the Numerators and Denominators of the Basic and Diluted Net Income Per Share Computations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Net income (loss) available to common stockholders | $ 37,704 | $ 29,687 | $ 95,355 | $ (15,558) |
Shares outstanding: | ||||
Weighted average shares outstanding – basic | 77,522,664 | 76,902,070 | 77,445,611 | 63,821,705 |
Weighted average shares outstanding – diluted | 78,283,588 | 77,959,689 | 78,208,040 | 63,821,705 |
Net income (loss) per common share attributable to common stockholders – basic: | $ 0.49 | $ 0.39 | $ 1.23 | $ (0.24) |
Net income (loss) per common share attributable to common stockholders – diluted: | $ 0.48 | $ 0.38 | $ 1.22 | $ (0.24) |
Stock Options | ||||
Shares outstanding: | ||||
Effect of dilutive securities | 93,530 | 128,696 | 125,861 | |
Restricted Stock Units (RSUs) | ||||
Shares outstanding: | ||||
Effect of dilutive securities | 667,394 | 928,923 | 636,568 |
Earnings per Share - Schedule_2
Earnings per Share - Schedule of Reconciliation of the Numerators and Denominators of the Basic and Diluted Net Income Per Share Computations (Parenthetical) (Details) | 9 Months Ended |
Sep. 30, 2017shares | |
Stock Options | |
Anti-dilutive shares excluded from calculation of Weighted average shares outstanding – diluted | 85,977 |
Restricted Stock Units (RSUs) | |
Anti-dilutive shares excluded from calculation of Weighted average shares outstanding – diluted | 860,492 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | Sep. 30, 2018 |
Scioto Downs | |
Expenses under the terms of the ground lease | |
Renewal term | 2 years |
Mountaineer Pari-mutuel Clerks | |
Expenses under the terms of the ground lease | |
Renewal term | 1 year |
Related Affiliates and Joint _2
Related Affiliates and Joint Ventures- Additional Information (Details) | Sep. 05, 2018USD ($) | Apr. 30, 2018USD ($) | Sep. 30, 2018USD ($)a | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)aroom | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) |
Related affiliates and joint ventures | |||||||
Receivable from partnership | $ 187,000 | $ 187,000 | $ 243,000 | ||||
Payable to partnership | 19,000 | $ 19,000 | |||||
Pompano Joint Venture | |||||||
Related affiliates and joint ventures | |||||||
Initial cash contributions in joint venture | $ 250,000 | ||||||
Pompano Joint Venture | Maximum | |||||||
Related affiliates and joint ventures | |||||||
Additional contributions cap in joint venture | 2,000,000 | ||||||
Other Investors | |||||||
Related affiliates and joint ventures | |||||||
Variable interest entity, ownership percentage | 42.10% | ||||||
Number of rooms developed | room | 118 | ||||||
Cash | $ 1,000,000 | ||||||
Land | a | 2.4 | ||||||
Cost of hotel construction | $ 16,000,000 | ||||||
Receivable from partnership | 187,000 | 187,000 | |||||
Payable to partnership | $ 19,000 | $ 19,000 | |||||
C. S. & Y. Associates | |||||||
Related affiliates and joint ventures | |||||||
Area of real property leased | a | 30,000 | 30,000 | |||||
Due from related parties | $ 0 | $ 0 | 0 | ||||
Payable to related parties | 0 | 0 | $ 0 | ||||
Lease payments to related party | 150,000 | $ 150,000 | 450,000 | $ 392,000 | |||
Cordish | Pompano Joint Venture | |||||||
Related affiliates and joint ventures | |||||||
Due from related parties | 0 | 0 | |||||
Payable to related parties | $ 0 | $ 0 | |||||
Initial cash contributions in joint venture | 250,000 | ||||||
Additional contributions cap per member in joint venture | $ 1,000,000 | ||||||
William Hill | |||||||
Related affiliates and joint ventures | |||||||
Definitive agreement sports betting period | 25 years | ||||||
Percentage of equity stake | 20.00% | ||||||
Equity stake value in ordinary shares | $ 50,000,000 | ||||||
Volume-weighted average trading price of ordinary shares trading days | 60 days | ||||||
Sale period of equity | 5 years |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 6 Months Ended | 9 Months Ended |
Jun. 30, 2018Regionsegment | Sep. 30, 2018segment | |
Segment Reporting [Abstract] | ||
Number of geographic regions | Region | 4 | |
Number of reportable segments | segment | 4 | 5 |
Segment Information - Summary o
Segment Information - Summary of Reportable Segment (Details) | 9 Months Ended |
Sep. 30, 2018 | |
West Segment | Eldorado Reno | NEVADA | |
Segment Reporting Information [Line Items] | |
Property | Eldorado Reno |
State | Nevada |
West Segment | Silver Legacy | NEVADA | |
Segment Reporting Information [Line Items] | |
Property | Silver Legacy |
State | Nevada |
West Segment | Circus Reno | NEVADA | |
Segment Reporting Information [Line Items] | |
Property | Circus Reno |
State | Nevada |
West Segment | Isle Black Hawk | COLORADO | |
Segment Reporting Information [Line Items] | |
Property | Isle Black Hawk |
State | Colorado |
West Segment | Lady Luck Black Hawk | COLORADO | |
Segment Reporting Information [Line Items] | |
Property | Lady Luck Black Hawk |
State | Colorado |
Midwest Segment | Waterloo | IOWA | |
Segment Reporting Information [Line Items] | |
Property | Waterloo |
State | Iowa |
Midwest Segment | Bettendorf | IOWA | |
Segment Reporting Information [Line Items] | |
Property | Bettendorf |
State | Iowa |
Midwest Segment | Boonville | MISSOURI | |
Segment Reporting Information [Line Items] | |
Property | Boonville |
State | Missouri |
Midwest Segment | Cape Girardeau | MISSOURI | |
Segment Reporting Information [Line Items] | |
Property | Cape Girardeau |
State | Missouri |
Midwest Segment | Caruthersville | MISSOURI | |
Segment Reporting Information [Line Items] | |
Property | Caruthersville |
State | Missouri |
Midwest Segment | Kansas City | MISSOURI | |
Segment Reporting Information [Line Items] | |
Property | Kansas City |
State | Missouri |
South Segment | Pompano | FLORIDA | |
Segment Reporting Information [Line Items] | |
Property | Pompano |
State | Florida |
South Segment | Eldorado Shreveport | LOUISIANA | |
Segment Reporting Information [Line Items] | |
Property | Eldorado Shreveport |
State | Louisiana |
South Segment | Lake Charles | LOUISIANA | |
Segment Reporting Information [Line Items] | |
Property | Lake Charles |
State | Louisiana |
South Segment | Lula | MISSISSIPPI | |
Segment Reporting Information [Line Items] | |
Property | Lula |
State | Mississippi |
South Segment | Vicksburg | MISSISSIPPI | |
Segment Reporting Information [Line Items] | |
Property | Vicksburg |
State | Mississippi |
East Segment | Presque Isle Downs | PENNSYLVANIA | |
Segment Reporting Information [Line Items] | |
Property | Presque Isle Downs |
State | Pennsylvania |
East Segment | Nemacolin | PENNSYLVANIA | |
Segment Reporting Information [Line Items] | |
Property | Nemacolin |
State | Pennsylvania |
East Segment | Scioto Downs | OHIO | |
Segment Reporting Information [Line Items] | |
Property | Scioto Downs |
State | Ohio |
East Segment | Mountaineer | WEST VIRGINIA | |
Segment Reporting Information [Line Items] | |
Property | Mountaineer |
State | West Virginia |
Central Segment | Elgin | ILLINOIS | |
Segment Reporting Information [Line Items] | |
Property | Elgin |
State | Illinois |
Segment Information - Schedule
Segment Information - Schedule of Operating Data for Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues and expenses | ||||
Net operating revenues | $ 487,253 | $ 472,878 | $ 1,384,247 | $ 1,050,897 |
Operating (loss) income | 91,769 | 81,492 | 223,377 | 65,053 |
Unallocated income and expenses: | ||||
Interest expense, net | (34,085) | (29,183) | (96,579) | (69,380) |
Loss on early retirement of debt, net | (10,030) | (162) | (37,347) | |
(Provision) benefit for income taxes | (19,980) | (12,592) | (31,281) | 26,116 |
Net income (loss) | 37,704 | 29,687 | 95,355 | (15,558) |
Operating Segment | West Segment | ||||
Revenues and expenses | ||||
Net operating revenues | 129,092 | 134,324 | 346,550 | 297,564 |
Operating (loss) income | 31,894 | 32,657 | 63,898 | 50,590 |
Operating Segment | Midwest Segment | ||||
Revenues and expenses | ||||
Net operating revenues | 99,834 | 103,651 | 301,235 | 171,292 |
Operating (loss) income | 26,637 | 24,264 | 80,725 | 39,676 |
Operating Segment | South Segment | ||||
Revenues and expenses | ||||
Net operating revenues | 106,569 | 107,934 | 341,612 | 228,954 |
Operating (loss) income | 16,176 | 13,682 | 50,099 | 32,210 |
Operating Segment | East Segment | ||||
Revenues and expenses | ||||
Net operating revenues | 127,722 | 126,796 | 370,576 | 352,721 |
Operating (loss) income | 23,637 | 21,215 | 67,164 | 54,411 |
Operating Segment | Central Segment | ||||
Revenues and expenses | ||||
Net operating revenues | 23,897 | 23,897 | ||
Operating (loss) income | 2,868 | 2,868 | ||
Corporate | ||||
Revenues and expenses | ||||
Net operating revenues | 139 | 173 | 377 | 366 |
Operating (loss) income | $ (9,443) | $ (10,326) | $ (41,377) | $ (111,834) |
Segment Information - Schedul_2
Segment Information - Schedule of Capital Expenditures, Net for Reportable Segments (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Segment Reporting Information [Line Items] | ||
Capital Expenditures, Net | $ 89,082 | $ 52,930 |
Operating Segment | West Segment | ||
Segment Reporting Information [Line Items] | ||
Capital Expenditures, Net | 49,060 | 30,498 |
Operating Segment | Midwest Segment | ||
Segment Reporting Information [Line Items] | ||
Capital Expenditures, Net | 14,516 | 6,545 |
Operating Segment | South Segment | ||
Segment Reporting Information [Line Items] | ||
Capital Expenditures, Net | 12,307 | 4,003 |
Operating Segment | East Segment | ||
Segment Reporting Information [Line Items] | ||
Capital Expenditures, Net | 8,953 | 6,540 |
Operating Segment | Central Segment | ||
Segment Reporting Information [Line Items] | ||
Capital Expenditures, Net | 237 | |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Capital Expenditures, Net | $ 4,009 | $ 5,344 |
Segment Information - Schedul_3
Segment Information - Schedule of Balance Sheet Information for Reportable Segments (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | $ 4,477,174 | $ 3,546,472 |
Goodwill | 788,146 | 747,106 |
Corporate, Other & Eliminations | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | (480,556) | (910,472) |
West Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Goodwill | 152,761 | 152,775 |
West Segment | Operating Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 1,326,305 | 1,278,062 |
Midwest Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Goodwill | 322,745 | 327,088 |
Midwest Segment | Operating Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 1,232,101 | 1,188,758 |
South Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Goodwill | 188,850 | 200,417 |
South Segment | Operating Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 822,980 | 804,318 |
East Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Goodwill | 63,704 | 66,826 |
East Segment | Operating Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 1,223,264 | $ 1,185,806 |
Central Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Goodwill | 60,086 | |
Central Segment | Operating Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | $ 353,080 |
Consolidating Condensed Finan_3
Consolidating Condensed Financial Information - Additional Information (Details) | Sep. 30, 2018 |
7% Senior Notes Due 2023 | |
Condensed Financial Statements Captions [Line Items] | |
Interest rate (as a percent) | 7.00% |
6% Senior Notes Due 2025 | |
Condensed Financial Statements Captions [Line Items] | |
Interest rate (as a percent) | 6.00% |
6% Senior Notes Due 2026 | |
Condensed Financial Statements Captions [Line Items] | |
Interest rate (as a percent) | 6.00% |
Consolidating Condensed Finan_4
Consolidating Condensed Financial Information - Consolidating Condensed Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Condensed Balance Sheet | ||
Current assets | $ 426,208 | $ 251,032 |
Escrow cash | 604,100 | |
Property and equipment, net | 1,488,866 | 1,502,817 |
Other assets | 1,958,000 | 1,792,623 |
Total assets | 4,477,174 | 3,546,472 |
Current liabilities | 261,936 | 223,751 |
Long-term debt, less current maturities | 2,967,434 | 2,189,578 |
Deferred income tax liabilities | 194,490 | 162,967 |
Other accrued liabilities | 17,163 | 28,579 |
Stockholders’ equity | 1,036,151 | 941,597 |
Total liabilities and stockholders’ equity | 4,477,174 | 3,546,472 |
Reportable Legal Entities | Eldorado Resorts, Inc. (Parent Obligor) | ||
Condensed Balance Sheet | ||
Current assets | 48,687 | 27,572 |
Intercompany receivables | 65,375 | 274,148 |
Investments in subsidiaries | 2,931,271 | 2,437,287 |
Property and equipment, net | 13,077 | 12,042 |
Other assets | 28,421 | 37,458 |
Total assets | 3,086,831 | 2,788,507 |
Current liabilities | 54,422 | 28,677 |
Long-term debt, less current maturities | 1,992,301 | 1,814,185 |
Other accrued liabilities | 4,036 | 4,127 |
Stockholders’ equity | 1,036,072 | 941,518 |
Total liabilities and stockholders’ equity | 3,086,831 | 2,788,507 |
Reportable Legal Entities | Guarantor Subsidiaries | ||
Condensed Balance Sheet | ||
Current assets | 350,653 | 201,321 |
Property and equipment, net | 1,472,777 | 1,483,473 |
Other assets | 1,929,196 | 1,764,291 |
Total assets | 3,752,626 | 3,449,085 |
Current liabilities | 178,758 | 169,348 |
Intercompany payables | 63,442 | 283,640 |
Long-term debt, less current maturities | 375,000 | 375,000 |
Deferred income tax liabilities | 221,139 | 199,376 |
Other accrued liabilities | 13,127 | 19,624 |
Stockholders’ equity | 2,901,160 | 2,402,097 |
Total liabilities and stockholders’ equity | 3,752,626 | 3,449,085 |
Reportable Legal Entities | Non-Guarantor Subsidiaries | ||
Condensed Balance Sheet | ||
Current assets | 26,868 | 22,139 |
Intercompany receivables | 23,067 | 34,492 |
Escrow cash | 604,100 | |
Property and equipment, net | 3,012 | 7,302 |
Other assets | 27,032 | 27,283 |
Total assets | 684,079 | 91,216 |
Current liabilities | 28,756 | 25,726 |
Intercompany payables | 25,000 | 25,000 |
Long-term debt, less current maturities | 600,133 | 393 |
Other accrued liabilities | 4,828 | |
Stockholders’ equity | 30,190 | 35,269 |
Total liabilities and stockholders’ equity | 684,079 | 91,216 |
Consolidating and Eliminating Entries | ||
Condensed Balance Sheet | ||
Intercompany receivables | (88,442) | (308,640) |
Investments in subsidiaries | (2,931,271) | (2,437,287) |
Other assets | (26,649) | (36,409) |
Total assets | (3,046,362) | (2,782,336) |
Intercompany payables | (88,442) | (308,640) |
Deferred income tax liabilities | (26,649) | (36,409) |
Stockholders’ equity | (2,931,271) | (2,437,287) |
Total liabilities and stockholders’ equity | $ (3,046,362) | $ (2,782,336) |
Consolidating Condensed Finan_5
Consolidating Condensed Financial Information - Consolidating Condensed Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues: | ||||
Net revenues | $ 487,253 | $ 472,878 | $ 1,384,247 | $ 1,050,897 |
Operating expenses: | ||||
Marketing and promotions | 23,122 | 26,439 | 66,255 | 58,099 |
General and administrative | 75,599 | 75,650 | 223,546 | 168,339 |
Corporate | 9,217 | 7,718 | 33,018 | 21,734 |
Impairment charges | 3,787 | 13,602 | ||
Depreciation and amortization | 35,760 | 29,122 | 99,204 | 69,635 |
Total operating expenses | 396,220 | 389,273 | 1,155,318 | 896,316 |
(Loss) gain on sale of asset or disposal of property and equipment | (110) | 4 | (393) | (51) |
Proceeds from terminated sale | 5,000 | 5,000 | ||
Transaction expenses | (4,091) | (2,094) | (10,043) | (89,172) |
Equity in loss of unconsolidated affiliate | (63) | (23) | (116) | (305) |
Operating (loss) income | 91,769 | 81,492 | 223,377 | 65,053 |
Interest expense, net | (34,085) | (29,183) | (96,579) | (69,380) |
Loss on early retirement of debt, net | (10,030) | (162) | (37,347) | |
Net income (loss) before income taxes | 57,684 | 42,279 | 126,636 | (41,674) |
Income tax benefit (provision) | (19,980) | (12,592) | (31,281) | 26,116 |
Net income (loss) | 37,704 | 29,687 | 95,355 | (15,558) |
Gaming and Pari-mutuel Commissions | ||||
Revenues: | ||||
Net revenues | 368,169 | 352,648 | 1,060,417 | 774,543 |
Operating expenses: | ||||
Operating expenses | 180,062 | 173,979 | 519,558 | 398,904 |
Non-gaming | ||||
Revenues: | ||||
Net revenues | 119,084 | 120,230 | 323,830 | 276,354 |
Operating expenses: | ||||
Operating expenses | 68,673 | 76,365 | 200,135 | 179,605 |
Reportable Legal Entities | Eldorado Resorts, Inc. (Parent Obligor) | ||||
Revenues: | ||||
Net revenues | 10 | 10 | ||
Operating expenses: | ||||
Corporate | 8,596 | 7,865 | 30,148 | 21,413 |
Management fee | (7,067) | (7,666) | (19,234) | (21,214) |
Depreciation and amortization | 923 | 303 | 2,646 | 635 |
Total operating expenses | 2,452 | 502 | 13,560 | 834 |
(Loss) gain on sale of asset or disposal of property and equipment | (21) | |||
Proceeds from terminated sale | 5,000 | 5,000 | ||
Transaction expenses | (4,090) | (455) | (9,543) | (69,628) |
Operating (loss) income | (1,532) | (957) | (18,093) | (70,483) |
Interest expense, net | (26,482) | (22,583) | (75,827) | (49,576) |
Loss on early retirement of debt, net | (10,030) | (162) | (37,347) | |
Subsidiary income (loss) | 60,864 | 51,738 | 164,940 | 77,393 |
Net income (loss) before income taxes | 32,850 | 18,168 | 70,858 | (80,013) |
Income tax benefit (provision) | 4,854 | 11,519 | 24,497 | 64,455 |
Net income (loss) | 37,704 | 29,687 | 95,355 | (15,558) |
Reportable Legal Entities | Guarantor Subsidiaries | ||||
Revenues: | ||||
Net revenues | 476,536 | 461,172 | 1,352,866 | 1,031,548 |
Operating expenses: | ||||
Marketing and promotions | 22,687 | 25,623 | 64,943 | 56,641 |
General and administrative | 73,755 | 73,840 | 218,054 | 165,279 |
Corporate | 94 | (1,464) | 751 | (1,791) |
Impairment charges | 9,815 | |||
Management fee | 7,067 | 7,366 | 19,234 | 20,714 |
Depreciation and amortization | 34,782 | 28,675 | 96,180 | 68,767 |
Total operating expenses | 381,033 | 377,587 | 1,110,831 | 876,828 |
(Loss) gain on sale of asset or disposal of property and equipment | (101) | 4 | (386) | (30) |
Transaction expenses | (1) | (1,639) | (500) | (19,544) |
Equity in loss of unconsolidated affiliate | (63) | (23) | (116) | (305) |
Operating (loss) income | 95,338 | 81,927 | 241,033 | 134,841 |
Interest expense, net | (6,088) | (6,184) | (18,293) | (19,110) |
Net income (loss) before income taxes | 89,250 | 75,743 | 222,740 | 115,731 |
Income tax benefit (provision) | (25,778) | (24,085) | (56,519) | (38,405) |
Net income (loss) | 63,472 | 51,658 | 166,221 | 77,326 |
Reportable Legal Entities | Non-Guarantor Subsidiaries | ||||
Revenues: | ||||
Net revenues | 10,707 | 11,706 | 31,371 | 19,349 |
Operating expenses: | ||||
Marketing and promotions | 435 | 816 | 1,312 | 1,458 |
General and administrative | 1,844 | 1,810 | 5,492 | 3,060 |
Corporate | 527 | 1,317 | 2,119 | 2,112 |
Impairment charges | 3,787 | 3,787 | ||
Management fee | 300 | 500 | ||
Depreciation and amortization | 55 | 144 | 378 | 233 |
Total operating expenses | 12,735 | 11,184 | 30,927 | 18,654 |
(Loss) gain on sale of asset or disposal of property and equipment | (9) | (7) | ||
Operating (loss) income | (2,037) | 522 | 437 | 695 |
Interest expense, net | (1,515) | (416) | (2,459) | (694) |
Net income (loss) before income taxes | (3,552) | 106 | (2,022) | 1 |
Income tax benefit (provision) | 944 | (26) | 741 | 66 |
Net income (loss) | (2,608) | 80 | (1,281) | 67 |
Reportable Legal Entities | Gaming and Pari-mutuel Commissions | Guarantor Subsidiaries | ||||
Revenues: | ||||
Net revenues | 359,897 | 343,825 | 1,036,650 | 760,033 |
Operating expenses: | ||||
Operating expenses | 174,602 | 168,102 | 503,741 | 389,182 |
Reportable Legal Entities | Gaming and Pari-mutuel Commissions | Non-Guarantor Subsidiaries | ||||
Revenues: | ||||
Net revenues | 8,272 | 8,823 | 23,767 | 14,510 |
Operating expenses: | ||||
Operating expenses | 5,460 | 5,877 | 15,817 | 9,722 |
Reportable Legal Entities | Non-gaming | Eldorado Resorts, Inc. (Parent Obligor) | ||||
Revenues: | ||||
Net revenues | 10 | 10 | ||
Reportable Legal Entities | Non-gaming | Guarantor Subsidiaries | ||||
Revenues: | ||||
Net revenues | 116,639 | 117,347 | 316,216 | 271,515 |
Operating expenses: | ||||
Operating expenses | 68,046 | 75,445 | 198,113 | 178,036 |
Reportable Legal Entities | Non-gaming | Non-Guarantor Subsidiaries | ||||
Revenues: | ||||
Net revenues | 2,435 | 2,883 | 7,604 | 4,839 |
Operating expenses: | ||||
Operating expenses | 627 | 920 | 2,022 | 1,569 |
Consolidating and Eliminating Entries | ||||
Operating expenses: | ||||
Subsidiary income (loss) | (60,864) | (51,738) | (164,940) | (77,393) |
Net income (loss) before income taxes | (60,864) | (51,738) | (164,940) | (77,393) |
Net income (loss) | $ (60,864) | $ (51,738) | $ (164,940) | $ (77,393) |
Consolidating Condensed Finan_6
Consolidating Condensed Financial Information - Consolidating Condensed Statement of Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | |
Condensed Statement of Cash Flows | ||||||
Net cash (used in) provided by operating activities | $ 263,448 | $ 71,631 | ||||
INVESTING ACTIVITIES: | ||||||
Purchase of property and equipment, net | (89,082) | (52,930) | ||||
Proceeds from sale of property and equipment | 920 | |||||
Net cash used in business combinations | (306,274) | (1,313,052) | ||||
Investment in and loans to unconsolidated affiliate | (698) | |||||
Net cash used in investing activities | (395,134) | (1,365,982) | ||||
FINANCING ACTIVITIES: | ||||||
Proceeds from issuance of Term Loan | 1,450,000 | |||||
Borrowings under Revolving Credit Facility | 215,358 | 207,953 | ||||
Payments under Revolving Credit Facility | (35,358) | (236,953) | ||||
Debt premium proceeds | 27,500 | |||||
Payments on other long-term payables | (501) | (370) | ||||
Debt issuance costs | (5,401) | (51,338) | ||||
Taxes paid related to net share settlement of equity awards | (10,601) | (10,927) | ||||
Proceeds from exercise of stock options | 154 | 2,900 | ||||
Net cash provided by (used in)financing activities | 763,651 | 1,397,015 | ||||
Increase in cash, cash equivalents and restricted cash | 631,965 | 102,664 | ||||
Cash, cash equivalents and restricted cash, beginning of period | 147,749 | 63,444 | ||||
Cash, cash equivalents and restricted cash, end of period | 779,714 | 166,108 | ||||
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: | ||||||
Cash and cash equivalents | $ 164,086 | $ 134,596 | $ 134,903 | |||
Restricted cash | 1,622 | 21,308 | $ 21,308 | |||
Restricted and escrow cash included in other noncurrent assets | 614,006 | 9,897 | ||||
Restricted cash included in other noncurrentassets | 9,897 | |||||
Total cash, cash equivalents and restricted cash | 147,749 | 63,444 | 779,714 | 147,749 | 166,108 | |
Term Loan | ||||||
FINANCING ACTIVITIES: | ||||||
Proceeds from issuance of Term Loan | 1,450,000 | |||||
Payments under Term Loan | (866,750) | |||||
6% Senior Notes due 2026 | ||||||
FINANCING ACTIVITIES: | ||||||
Proceeds from issuance of senior notes | 600,000 | |||||
6% Senior Notes Due 2025 | ||||||
FINANCING ACTIVITIES: | ||||||
Proceeds from issuance of senior notes | 875,000 | |||||
Revolving Credit Facility | ||||||
FINANCING ACTIVITIES: | ||||||
Borrowings under Revolving Credit Facility | 215,358 | 207,953 | ||||
Payments under Revolving Credit Facility | (35,358) | (236,953) | ||||
Reportable Legal Entities | Eldorado Resorts, Inc. (Parent Obligor) | ||||||
Condensed Statement of Cash Flows | ||||||
Net cash (used in) provided by operating activities | (22,743) | (64,274) | ||||
INVESTING ACTIVITIES: | ||||||
Purchase of property and equipment, net | (2,620) | (4,128) | ||||
Net cash used in business combinations | (328,925) | (1,355,371) | ||||
Net cash used in investing activities | (331,545) | (1,359,499) | ||||
FINANCING ACTIVITIES: | ||||||
Net proceeds from (payments to) related parties | 208,772 | 41,526 | ||||
Debt premium proceeds | 27,500 | |||||
Payments on other long-term payables | (67) | (23) | ||||
Debt issuance costs | (5,401) | (51,338) | ||||
Taxes paid related to net share settlement of equity awards | (10,601) | (10,927) | ||||
Proceeds from exercise of stock options | 154 | 2,900 | ||||
Net cash provided by (used in)financing activities | 372,857 | 1,438,888 | ||||
Increase in cash, cash equivalents and restricted cash | 18,569 | 15,115 | ||||
Cash, cash equivalents and restricted cash, beginning of period | 13,837 | 1,410 | ||||
Cash, cash equivalents and restricted cash, end of period | 32,406 | 16,525 | ||||
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: | ||||||
Cash and cash equivalents | 31,688 | 15,775 | ||||
Restricted cash | 718 | 750 | ||||
Total cash, cash equivalents and restricted cash | 13,837 | 1,410 | 32,406 | 13,837 | 16,525 | |
Reportable Legal Entities | Eldorado Resorts, Inc. (Parent Obligor) | Term Loan | ||||||
FINANCING ACTIVITIES: | ||||||
Proceeds from issuance of Term Loan | 1,450,000 | |||||
Payments under Term Loan | (866,750) | |||||
Reportable Legal Entities | Eldorado Resorts, Inc. (Parent Obligor) | 6% Senior Notes Due 2025 | ||||||
FINANCING ACTIVITIES: | ||||||
Proceeds from issuance of senior notes | 875,000 | |||||
Reportable Legal Entities | Guarantor Subsidiaries | ||||||
Condensed Statement of Cash Flows | ||||||
Net cash (used in) provided by operating activities | 283,414 | 131,253 | ||||
INVESTING ACTIVITIES: | ||||||
Purchase of property and equipment, net | (85,384) | (48,439) | ||||
Proceeds from sale of property and equipment | 920 | |||||
Net cash used in business combinations | 22,651 | 37,103 | ||||
Investment in and loans to unconsolidated affiliate | (698) | |||||
Net cash used in investing activities | (62,511) | (11,336) | ||||
FINANCING ACTIVITIES: | ||||||
Net proceeds from (payments to) related parties | (215,048) | (46,694) | ||||
Payments on other long-term payables | (217) | (242) | ||||
Net cash provided by (used in)financing activities | (215,265) | (46,936) | ||||
Increase in cash, cash equivalents and restricted cash | 5,638 | 72,981 | ||||
Cash, cash equivalents and restricted cash, beginning of period | 118,483 | 61,702 | ||||
Cash, cash equivalents and restricted cash, end of period | 124,121 | 134,683 | ||||
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: | ||||||
Cash and cash equivalents | 122,451 | 113,302 | ||||
Restricted cash | 670 | 20,381 | ||||
Restricted and escrow cash included in other noncurrent assets | 1,000 | |||||
Restricted cash included in other noncurrentassets | 1,000 | |||||
Total cash, cash equivalents and restricted cash | 118,483 | 61,702 | 124,121 | 118,483 | 134,683 | |
Reportable Legal Entities | Non-Guarantor Subsidiaries | ||||||
Condensed Statement of Cash Flows | ||||||
Net cash (used in) provided by operating activities | 2,777 | 4,652 | ||||
INVESTING ACTIVITIES: | ||||||
Purchase of property and equipment, net | (1,078) | (363) | ||||
Net cash used in business combinations | 5,216 | |||||
Net cash used in investing activities | (1,078) | 4,853 | ||||
FINANCING ACTIVITIES: | ||||||
Net proceeds from (payments to) related parties | 6,276 | 5,168 | ||||
Payments on other long-term payables | (217) | (105) | ||||
Net cash provided by (used in)financing activities | 606,059 | 5,063 | ||||
Increase in cash, cash equivalents and restricted cash | 607,758 | 14,568 | ||||
Cash, cash equivalents and restricted cash, beginning of period | 15,429 | 332 | ||||
Cash, cash equivalents and restricted cash, end of period | 623,187 | 14,900 | ||||
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: | ||||||
Cash and cash equivalents | 9,947 | 5,826 | ||||
Restricted cash | 234 | $ 177 | ||||
Restricted and escrow cash included in other noncurrent assets | 613,006 | |||||
Restricted cash included in other noncurrentassets | 8,897 | |||||
Total cash, cash equivalents and restricted cash | 15,429 | 332 | $ 623,187 | $ 15,429 | $ 14,900 | |
Reportable Legal Entities | Non-Guarantor Subsidiaries | 6% Senior Notes due 2026 | ||||||
FINANCING ACTIVITIES: | ||||||
Proceeds from issuance of senior notes | 600,000 | |||||
Reportable Legal Entities | Revolving Credit Facility | Eldorado Resorts, Inc. (Parent Obligor) | ||||||
FINANCING ACTIVITIES: | ||||||
Borrowings under Revolving Credit Facility | 215,358 | 207,953 | ||||
Payments under Revolving Credit Facility | $ (35,358) | $ (236,953) |