Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 31, 2016 | |
Entity Registrant Name | RED ROCK RESORTS, INC. | |
Entity Central Index Key | 1,653,653 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Class A common stock | ||
Entity Common Stock, Shares Outstanding (in shares) | 41,448,530 | |
Class B common stock | ||
Entity Common Stock, Shares Outstanding (in shares) | 74,426,594 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 251,410 | $ 116,426 |
Receivables, net | 33,439 | 35,505 |
Inventories | 10,133 | 10,329 |
Prepaid gaming tax | 22,590 | 19,504 |
Prepaid expenses and other current assets | 11,656 | 8,865 |
Assets held for sale | 21,020 | 21,020 |
Current assets of discontinued operations | 0 | 197 |
Total current assets | 350,248 | 211,846 |
Property and equipment, net of accumulated depreciation of $517,742 and $478,874 at June 30, 2016 and December 31, 2015, respectively | 2,141,458 | 2,140,660 |
Goodwill | 195,676 | 195,676 |
Intangible assets, net of accumulated amortization of $77,815 and $68,648 at June 30, 2016 and December 31, 2015, respectively | 140,830 | 149,997 |
Land held for development | 163,700 | 163,700 |
Investments in joint ventures | 10,931 | 13,991 |
Native American development costs | 12,974 | 11,908 |
Deferred tax asset, net | 26,776 | 0 |
Related party note receivable | 0 | 17,568 |
Other assets, net | 70,117 | 26,765 |
Total assets | 3,112,710 | 2,932,111 |
Current liabilities: | ||
Accounts payable | 23,696 | 24,258 |
Accrued interest payable | 17,176 | 13,413 |
Income tax payable | 3,703 | 0 |
Other accrued liabilities | 136,844 | 132,199 |
Current portion of long-term debt | 62,579 | 88,937 |
Current liabilities of discontinued operations | 0 | 113 |
Total current liabilities | 243,998 | 258,920 |
Long-term debt, less current portion | 2,248,707 | 2,066,260 |
Deficit investment in joint venture | 2,255 | 2,255 |
Interest rate swaps and other long-term liabilities | 6,964 | 30,967 |
Payable to related parties pursuant to tax receivable agreement | 44,475 | 0 |
Total liabilities | 2,546,399 | 2,358,402 |
Commitments and contingencies (Note 15) | ||
Stockholders'/members' equity: | ||
Preferred stock, par value $0.01 per share, 100,000,000 shares authorized; none issued and outstanding | 0 | 0 |
Additional paid-in capital | 187,740 | 0 |
Members' equity | 0 | 558,227 |
Accumulated deficit | (359) | 0 |
Accumulated other comprehensive loss | (3,207) | (5,303) |
Total Red Rock Resorts, Inc. stockholders'/members' equity | 184,589 | 552,924 |
Noncontrolling interest | 381,722 | 20,785 |
Total stockholders'/members' equity | 566,311 | 573,709 |
Total liabilities and stockholders'/members' equity | 3,112,710 | 2,932,111 |
Class A common stock | ||
Stockholders'/members' equity: | ||
Common stock | 414 | 0 |
Class B common stock | ||
Stockholders'/members' equity: | ||
Common stock | $ 1 | $ 0 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Accumulated depreciation | $ 517,742 | $ 478,874 |
Accumulated amortization | $ 77,815 | $ 68,648 |
Preferred stock, shares authorized (in shares) | 100,000,000 | |
Preferred stock, shares issued (in shares) | 0 | |
Preferred stock, shares outstanding (in shares) | 0 | |
Preferred stock, par value (in usd per share) | $ 0.01 | |
Class A common stock | ||
Common stock, shares authorized (in shares) | 500,000,000 | |
Common stock, shares issued (in shares) | 41,448,530 | |
Common stock, shares outstanding (in shares) | 41,448,530 | |
Common stock, par value (in usd per share) | $ 0.01 | |
Class B common stock | ||
Common stock, shares authorized (in shares) | 100,000,000 | |
Common stock, shares issued (in shares) | 74,426,594 | |
Common stock, shares outstanding (in shares) | 74,426,594 | |
Common stock, par value (in usd per share) | $ 0.00001 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Operating revenues: | ||||
Casino | $ 233,796 | $ 229,672 | $ 473,567 | $ 463,737 |
Food and beverage | 66,408 | 62,860 | 133,028 | 128,086 |
Room | 32,979 | 31,255 | 67,363 | 62,646 |
Other | 17,705 | 18,642 | 34,887 | 35,822 |
Management fees | 27,455 | 21,025 | 54,104 | 40,975 |
Gross revenues | 378,343 | 363,454 | 762,949 | 731,266 |
Promotional allowances | (26,857) | (25,636) | (52,216) | (50,679) |
Net revenues | 351,486 | 337,818 | 710,733 | 680,587 |
Operating costs and expenses: | ||||
Casino | 88,986 | 87,147 | 176,407 | 172,178 |
Food and beverage | 44,501 | 40,374 | 87,025 | 81,754 |
Room | 11,893 | 11,302 | 24,278 | 23,090 |
Other | 6,305 | 6,906 | 12,027 | 13,038 |
Selling, general and administrative | 80,152 | 90,269 | 155,242 | 168,618 |
Preopening | 373 | 286 | 721 | 414 |
Depreciation and amortization | 38,436 | 35,810 | 77,863 | 71,003 |
Asset impairment | 0 | 2,001 | 0 | 2,001 |
Write-downs and other charges, net | 10,966 | (622) | 13,334 | 2,393 |
Total operating costs and expenses | 281,612 | 273,473 | 546,897 | 534,489 |
Operating income | 69,874 | 64,345 | 163,836 | 146,098 |
Earnings from joint ventures | 428 | 407 | 1,040 | 817 |
Operating income and earnings from joint ventures | 70,302 | 64,752 | 164,876 | 146,915 |
Other (expense) income: | ||||
Interest expense, net | (34,078) | (36,515) | (69,146) | (72,977) |
Loss on extinguishment and modification of debt | (7,084) | (90) | (7,084) | (90) |
Change in fair value of derivative instruments | 90 | (1) | 87 | (4) |
Total other expense | (41,072) | (36,606) | (76,143) | (73,071) |
Income before income tax | 29,230 | 28,146 | 88,733 | 73,844 |
Provision for income tax | (7,502) | 0 | (7,502) | 0 |
Income from continuing operations | 21,728 | 28,146 | 81,231 | 73,844 |
Discontinued operations | 0 | (33) | 0 | (165) |
Net income | 21,728 | 28,113 | 81,231 | 73,679 |
Less: net income attributable to noncontrolling interests | 16,075 | 2,323 | 17,939 | 3,782 |
Net income attributable to Red Rock Resorts, Inc. | $ 5,653 | $ 25,790 | $ 63,292 | $ 69,897 |
Earnings Per Share [Abstract] | ||||
Basic (in usd per share) | $ 0.01 | $ 0.29 | $ 0.33 | $ 0.77 |
Diluted (in usd per share) | $ 0.01 | $ 0.29 | $ 0.33 | $ 0.77 |
Weighted average shares outstanding, basic (in shares) | 30,031 | 9,888 | 19,960 | 9,888 |
Weighted average shares outstanding, diluted (in shares) | 30,193 | 9,888 | 20,041 | 9,888 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 21,728 | $ 28,113 | $ 81,231 | $ 73,679 |
Unrealized (loss) gain on interest rate swaps: | ||||
Unrealized loss arising during period | (4,979) | (1,042) | (6,494) | (4,788) |
Reclassification of unrealized loss into income | (28) | 3,068 | 1,238 | 6,165 |
Unrealized (loss) gain on interest rate swaps, net | (5,007) | 2,026 | (5,256) | 1,377 |
Unrealized gain on available-for-sale securities: | ||||
Unrealized gain (loss) arising during period | 19 | (26) | 38 | (78) |
Reclassification of other-than-temporary impairment of available-for-sale securities into operations | 0 | 201 | 0 | 201 |
Unrealized gain on available-for-sale securities, net | 19 | 175 | 38 | 123 |
Other comprehensive (loss) income, net of tax | (4,988) | 2,201 | (5,218) | 1,500 |
Comprehensive income | 16,740 | 30,314 | 76,013 | 75,179 |
Less: comprehensive income attributable to noncontrolling interests | 12,536 | 2,323 | 14,400 | 3,782 |
Comprehensive income attributable to Red Rock Resorts, Inc. | $ 4,204 | $ 27,991 | $ 61,613 | $ 71,397 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 81,231 | $ 73,679 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 77,863 | 71,003 |
Change in fair value of derivative instruments | (87) | 4 |
Reclassification of unrealized loss on derivative instruments into income | 1,601 | 6,165 |
Write-downs and other charges, net | 1,108 | 336 |
Asset impairment | 0 | 2,001 |
Amortization of debt discount and debt issuance costs | 9,115 | 9,357 |
Interest—paid in kind | 2,130 | 2,101 |
Share-based compensation | 4,301 | 12,858 |
Settlement of liability-classified equity awards | (18,739) | 0 |
Earnings from joint ventures | (1,040) | (817) |
Distributions from joint ventures | 589 | 903 |
Loss on extinguishment and modification of debt | 7,084 | 90 |
Changes in assets and liabilities: | ||
Receivables, net | 898 | 4,826 |
Interest on related party notes receivable | (247) | (383) |
Inventories and prepaid expenses | (5,802) | (5,731) |
Deferred income tax | 3,799 | 0 |
Accounts payable | (111) | 425 |
Accrued interest payable | 4,338 | (926) |
Income tax payable | 3,703 | 0 |
Other accrued liabilities | (6,775) | 1,780 |
Other, net | 1,023 | 488 |
Net cash provided by operating activities | 165,982 | 178,159 |
Cash flows from investing activities: | ||
Capital expenditures, net of related payables | (87,633) | (51,168) |
Proceeds from asset sales | 8,318 | 8,209 |
Proceeds from repayment of related party notes receivable | 18,330 | 0 |
Deposit for business acquisition | (20,002) | 0 |
Distributions in excess of earnings from joint ventures | 476 | 484 |
Native American development costs | (933) | (1,219) |
Other, net | (1,312) | (1,969) |
Net cash used in investing activities | (82,756) | (45,663) |
Cash flows from financing activities: | ||
Proceeds from issuance of Class A common stock sold in initial public offering, net of underwriting discount and offering costs | 531,949 | 0 |
Purchase of Holdco Units from existing owners -- deemed distribution | (112,474) | 0 |
Purchase of Fertitta Entertainment -- deemed distribution | (389,054) | 0 |
Borrowings under credit agreement with original maturity dates greater than three months | 1,717,500 | 3,000 |
(Payments) borrowings under credit agreements with original maturity dates of three months or less, net | (53,900) | 22,000 |
Payments under credit agreements with original maturity dates greater than three months | (1,468,613) | (71,504) |
Distributions to members and noncontrolling interests | (100,537) | (82,314) |
Payment of debt issuance costs | (36,778) | (446) |
Payments on derivative instruments with other-than-insignificant financing elements | (10,831) | (5,040) |
Payment of note payable | (6,000) | 0 |
Payments on other debt | (21,216) | (1,707) |
Other, net | 1,515 | (1,781) |
Net cash provided by (used in) financing activities | 51,561 | (137,792) |
Cash and cash equivalents (including cash and cash equivalents of discontinued operations): | ||
Increase (decrease) in cash and cash equivalents | 134,787 | (5,296) |
Balance, beginning of period | 116,623 | 123,316 |
Balance, end of period | 251,410 | 118,020 |
Supplemental cash flow disclosures: | ||
Cash paid for interest | 55,545 | 61,480 |
Capital expenditures incurred but not yet paid | 27,855 | 15,291 |
Proceeds from asset sales included in accounts receivable | $ 0 | $ 12,482 |
Organization and Basis of Prese
Organization and Basis of Presentation | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Organization Red Rock Resorts, Inc. (“Red Rock Resorts,” or the “Company”) was formed as a Delaware corporation in September 2015 to manage and own an indirect equity interest in Station Casinos LLC (“Station LLC”). Station LLC, a Nevada limited liability company, is a gaming, development and management company that owns and operates nine major hotel/casino properties and ten smaller casino properties ( three of which are 50% owned) in the Las Vegas regional market. Station LLC also manages a casino in Sonoma County, California and a casino in Allegan County, Michigan, both on behalf of Native American tribes. The Company holds its indirect equity interest in Station LLC through its ownership interest in Station Holdco LLC (“Station Holdco”), which holds all of the economic interests in Station LLC. The Company is a subchapter C corporation subject to federal income taxes and state income taxes in California and Michigan. In May 2016, the Company completed its initial public offering (“IPO”) of approximately 29.5 million shares of Class A common stock, $0.01 par value per share (“Class A common stock”), at an offering price to the public of $19.50 per share. The Company received net proceeds from the IPO of approximately $541.0 million , which was used to purchase newly issued limited liability company interests in Station Holdco (“Holdco Units”) and outstanding Holdco Units from existing members of Station Holdco. Station Holdco used the proceeds from the newly issued Holdco Units to pay the majority of the purchase price of Fertitta Entertainment LLC ("Fertitta Entertainment"). See Note 2 for additional detail about the IPO and the related reorganization transactions. The reorganization transactions related to the IPO are referred to herein as the "Reorganization Transactions." Basis of Presentation The accompanying condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary for a fair presentation of the results for the interim periods have been made. The interim results reflected in these condensed consolidated financial statements are not necessarily indicative of results to be expected for the full fiscal year. These financial statements should be read in conjunction with the audited combined financial statements and related notes of Station Holdco for the year ended December 31, 2015 included in the Company's prospectus filed with the SEC on April 28, 2016 pursuant to Rule 424(b) of the Securities Act of 1933 (as amended, the “Prospectus”). Station Holdco, as combined with Fertitta Entertainment, is the Company's predecessor for accounting purposes. Certain amounts in the condensed consolidated financial statements for the prior year have been reclassified to be consistent with the current year presentation. These reclassifications had no effect on the previously reported net income. Principles of Consolidation In connection with the IPO and Reorganization Transactions, the Company obtained an economic interest of approximately 36% in Station Holdco, 100% of the voting interest in Station LLC and 100% of the voting power in Station Holdco, subject to certain limited exceptions, and was designated as the sole managing member of both Station Holdco and Station LLC. The Company controls and operates all of the business and affairs of Station LLC. The Company’s condensed consolidated financial statements reflect the consolidation of Station Holdco, Station LLC and its consolidated subsidiaries, including the retrospective consolidation of Fertitta Entertainment, for all periods presented. The financial position and results of operations attributable to the Station Holdco equity holders other than Red Rock Resorts are reported within noncontrolling interest in the condensed consolidated financial statements. The condensed consolidated financial statements also include the accounts of MPM Enterprises, LLC ("MPM"), which is a 50% owned, consolidated variable interest entity ("VIE") that manages Gun Lake Casino. The financial position and results of operations attributable to third party holdings of MPM are reported within noncontrolling interest in the condensed consolidated financial statements. All significant intercompany accounts and transactions have been eliminated. Investments in Variable Interest Entities and Joint Ventures The Company consolidates MPM because it directs the activities of MPM that most significantly impact MPM's economic performance and has the right to receive benefits and the obligation to absorb losses that are significant to MPM, and as such, is MPM's primary beneficiary. The assets of MPM reflected in the Company's Condensed Consolidated Balance Sheets at June 30, 2016 and December 31, 2015 included intangible assets of $16.6 million and $21.7 million , respectively, and receivables of $2.9 million and $3.4 million , respectively. MPM's assets may be used only to settle MPM's obligations, and MPM's beneficial interest holders have no recourse to the general credit of the Company. The Company has various investments in 50% owned joint ventures which are accounted for using the equity method, including three 50% owned smaller casino properties. Equity method investments at June 30, 2016 and December 31, 2015 also included $2.9 million and $6.3 million , respectively, of investments in certain restaurants at the Company's properties which are considered to be VIEs, of which the Company is not the primary beneficiary. In January 2016, one of these restaurants closed and the joint venture ended. The Company’s equity method investments are not, in the aggregate, material in relation to its financial position or results of operations. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Significant estimates incorporated into the Company's condensed consolidated financial statements include the estimated useful lives of depreciable and amortizable assets, the estimated cash flows and other factors used in assessing the recoverability of goodwill, intangible assets and other long-lived assets, the estimated fair values of certain assets related to write-downs and impairments, the assumptions used in computing the grant date fair value of share-based compensation, the estimated forecast and other factors used in the recognition and measurement of estimated tax provisions and the evaluation of deferred tax assets, the estimated liabilities due under the Company's tax receivable agreement (see Notes 3 , 12 and 13 ), the estimated reserve for self-insured claims, the estimated costs associated with the Company's player rewards program and the estimated liabilities related to litigation, claims and assessments. Actual results could differ from those estimates. Discontinued Operations During the fourth quarter of 2014, Station LLC's majority-owned consolidated subsidiary, Fertitta Interactive LLC ("Fertitta Interactive"), ceased operations. Fertitta Interactive previously operated online gaming in New Jersey and online poker in Nevada under the Ultimate Gaming and Ultimate Poker brands, respectively. The results of operations of Fertitta Interactive were reported in discontinued operations in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2015, and the assets and liabilities of Fertitta Interactive were reported separately in the Condensed Consolidated Balance Sheet as of December 31, 2015. The Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2015 has not been adjusted for discontinued operations. Reorganization of Corporate Structure In connection with the IPO and the reorganization of its corporate structure, the Company: • Amended and restated its certificate of incorporation (as amended and restated, the “Certificate of Incorporation”) to provide for Class A common stock and Class B common stock, par value of $0.00001 per share (the “Class B common stock”); • Amended and restated the limited liability company agreements of both Station LLC and Station Holdco to, among other things, designate the Company as the sole managing member of Station LLC and Station Holdco; • Issued for nominal consideration one share of Class B common stock to Holdco Unit holders for each Holdco Unit held for an aggregate issuance of 80,562,666 shares of Class B common stock; • Issued 29,511,828 shares of Class A common stock and received proceeds of approximately $541.0 million , which is net of underwriting discount, and paid $4.9 million of offering costs; • Issued 10,137,209 shares of Class A common stock in connection with the merger of certain entities that own Holdco Units (the “Merging Blockers” and such transactions, the “Blocker Mergers”), of which 222,959 shares were withheld to pay withholding tax obligations of $4.1 million with respect to certain members of the Merging Blockers; • Issued, pursuant to the Red Rock Resorts, Inc. 2016 Equity Incentive Plan (the “Equity Incentive Plan”), 189,568 restricted shares of Class A common stock and options to purchase 1,687,205 shares of Class A common stock to certain of the Company’s executive officers, employees and members of its board of directors, and issued 1,832,884 restricted shares of Class A common stock to current and former employees of Station LLC in substitution for profit units issued by Station Holdco that were held by such current and former employees; • Purchased 6,136,072 Holdco Units from certain existing owners using approximately $112.5 million of the net proceeds from the IPO at a price of $18.33 per unit, which was the price paid by the underwriters to the Company for Class A common stock in the IPO, and retired an equal number of shares of Class B common stock; • Acquired newly issued Holdco Units using approximately $424.4 million of the net proceeds from the IPO; • Entered into an exchange agreement (the “Exchange Agreement”) with the Holdco Unit holders pursuant to which they are entitled at any time to exchange Holdco Units, together with an equal number of shares of Class B common stock, for shares of Class A common stock on a one -for- one basis or for cash, at the Company’s election; and • Entered into a tax receivable agreement (the “Tax Receivable Agreement”) with the Holdco Unit holders, as described in Note 3 , that requires the Company to pay 85% of the amount of benefits it realizes as a result of (i) increases in tax basis resulting from the Company’s purchase or exchange of Holdco Units and (ii) certain other tax benefits related to the Tax Receivable Agreement, including tax benefits attributable to payments that the Company is required to make under the Tax Receivable Agreement itself. Acquisition of Fertitta Entertainment In May 2016, Station Holdco contributed $419.5 million of the proceeds from its newly issued Holdco Units to Station LLC which used the proceeds, along with additional borrowings under its $350 million revolving credit facility, to acquire all of the outstanding membership interests of Fertitta Entertainment (the “Fertitta Entertainment Acquisition”) for $460.0 million , which included $51.0 million paid in satisfaction of Fertitta Entertainment’s term loan and revolving credit facility on the closing date, $18.7 million paid to settle Fertitta Entertainment's liability-classified equity awards, and assumed liabilities of $1.3 million . Prior to the Fertitta Entertainment Acquisition, Station LLC had long-term management agreements with affiliates of Fertitta Entertainment to manage its properties. In connection with the Fertitta Entertainment Acquisition, the management agreements were terminated (other than with respect to the Wild Wild West property) and Station LLC entered into new employment agreements with its executive officers and other individuals who were employed by Fertitta Entertainment prior to the completion of the Fertitta Entertainment Acquisition. Prior to the Fertitta Entertainment Acquisition, Station Holdco, Station LLC and Fertitta Entertainment were controlled by Frank J. Fertitta III, the Company’s Chairman and Chief Executive Officer, and Lorenzo J. Fertitta, a member of the Company’s board of directors, who collectively held a majority of the voting and economic interests in these entities. The Fertitta Entertainment Acquisition constituted an acquisition of an entity under common control and was accounted for at historical cost in a manner similar to a pooling of interests, which required the Company to recognize a deemed distribution of approximately $389.6 million to equity holders of Fertitta Entertainment. The condensed consolidated financial statements presented herein include the consolidation of the accounts of Fertitta Entertainment for all periods presented. Holdco Unit Purchases From Existing Owners The Company’s $112.5 million purchase of Holdco Units from existing owners included $44.6 million paid to entities controlled by brothers Frank J. Fertitta III and Lorenzo J. Fertitta and $55.7 million paid to German American Capital Corporation, one of Station Holdco’s significant owners prior to the IPO and an affiliate of Deutsche Bank Securities Inc., an underwriter of the IPO, and a lender under Station LLC's bank credit facility. |
Reorganization of Corporate Str
Reorganization of Corporate Structure | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reorganization of Corporate Structure | Organization and Basis of Presentation Organization Red Rock Resorts, Inc. (“Red Rock Resorts,” or the “Company”) was formed as a Delaware corporation in September 2015 to manage and own an indirect equity interest in Station Casinos LLC (“Station LLC”). Station LLC, a Nevada limited liability company, is a gaming, development and management company that owns and operates nine major hotel/casino properties and ten smaller casino properties ( three of which are 50% owned) in the Las Vegas regional market. Station LLC also manages a casino in Sonoma County, California and a casino in Allegan County, Michigan, both on behalf of Native American tribes. The Company holds its indirect equity interest in Station LLC through its ownership interest in Station Holdco LLC (“Station Holdco”), which holds all of the economic interests in Station LLC. The Company is a subchapter C corporation subject to federal income taxes and state income taxes in California and Michigan. In May 2016, the Company completed its initial public offering (“IPO”) of approximately 29.5 million shares of Class A common stock, $0.01 par value per share (“Class A common stock”), at an offering price to the public of $19.50 per share. The Company received net proceeds from the IPO of approximately $541.0 million , which was used to purchase newly issued limited liability company interests in Station Holdco (“Holdco Units”) and outstanding Holdco Units from existing members of Station Holdco. Station Holdco used the proceeds from the newly issued Holdco Units to pay the majority of the purchase price of Fertitta Entertainment LLC ("Fertitta Entertainment"). See Note 2 for additional detail about the IPO and the related reorganization transactions. The reorganization transactions related to the IPO are referred to herein as the "Reorganization Transactions." Basis of Presentation The accompanying condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary for a fair presentation of the results for the interim periods have been made. The interim results reflected in these condensed consolidated financial statements are not necessarily indicative of results to be expected for the full fiscal year. These financial statements should be read in conjunction with the audited combined financial statements and related notes of Station Holdco for the year ended December 31, 2015 included in the Company's prospectus filed with the SEC on April 28, 2016 pursuant to Rule 424(b) of the Securities Act of 1933 (as amended, the “Prospectus”). Station Holdco, as combined with Fertitta Entertainment, is the Company's predecessor for accounting purposes. Certain amounts in the condensed consolidated financial statements for the prior year have been reclassified to be consistent with the current year presentation. These reclassifications had no effect on the previously reported net income. Principles of Consolidation In connection with the IPO and Reorganization Transactions, the Company obtained an economic interest of approximately 36% in Station Holdco, 100% of the voting interest in Station LLC and 100% of the voting power in Station Holdco, subject to certain limited exceptions, and was designated as the sole managing member of both Station Holdco and Station LLC. The Company controls and operates all of the business and affairs of Station LLC. The Company’s condensed consolidated financial statements reflect the consolidation of Station Holdco, Station LLC and its consolidated subsidiaries, including the retrospective consolidation of Fertitta Entertainment, for all periods presented. The financial position and results of operations attributable to the Station Holdco equity holders other than Red Rock Resorts are reported within noncontrolling interest in the condensed consolidated financial statements. The condensed consolidated financial statements also include the accounts of MPM Enterprises, LLC ("MPM"), which is a 50% owned, consolidated variable interest entity ("VIE") that manages Gun Lake Casino. The financial position and results of operations attributable to third party holdings of MPM are reported within noncontrolling interest in the condensed consolidated financial statements. All significant intercompany accounts and transactions have been eliminated. Investments in Variable Interest Entities and Joint Ventures The Company consolidates MPM because it directs the activities of MPM that most significantly impact MPM's economic performance and has the right to receive benefits and the obligation to absorb losses that are significant to MPM, and as such, is MPM's primary beneficiary. The assets of MPM reflected in the Company's Condensed Consolidated Balance Sheets at June 30, 2016 and December 31, 2015 included intangible assets of $16.6 million and $21.7 million , respectively, and receivables of $2.9 million and $3.4 million , respectively. MPM's assets may be used only to settle MPM's obligations, and MPM's beneficial interest holders have no recourse to the general credit of the Company. The Company has various investments in 50% owned joint ventures which are accounted for using the equity method, including three 50% owned smaller casino properties. Equity method investments at June 30, 2016 and December 31, 2015 also included $2.9 million and $6.3 million , respectively, of investments in certain restaurants at the Company's properties which are considered to be VIEs, of which the Company is not the primary beneficiary. In January 2016, one of these restaurants closed and the joint venture ended. The Company’s equity method investments are not, in the aggregate, material in relation to its financial position or results of operations. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Significant estimates incorporated into the Company's condensed consolidated financial statements include the estimated useful lives of depreciable and amortizable assets, the estimated cash flows and other factors used in assessing the recoverability of goodwill, intangible assets and other long-lived assets, the estimated fair values of certain assets related to write-downs and impairments, the assumptions used in computing the grant date fair value of share-based compensation, the estimated forecast and other factors used in the recognition and measurement of estimated tax provisions and the evaluation of deferred tax assets, the estimated liabilities due under the Company's tax receivable agreement (see Notes 3 , 12 and 13 ), the estimated reserve for self-insured claims, the estimated costs associated with the Company's player rewards program and the estimated liabilities related to litigation, claims and assessments. Actual results could differ from those estimates. Discontinued Operations During the fourth quarter of 2014, Station LLC's majority-owned consolidated subsidiary, Fertitta Interactive LLC ("Fertitta Interactive"), ceased operations. Fertitta Interactive previously operated online gaming in New Jersey and online poker in Nevada under the Ultimate Gaming and Ultimate Poker brands, respectively. The results of operations of Fertitta Interactive were reported in discontinued operations in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2015, and the assets and liabilities of Fertitta Interactive were reported separately in the Condensed Consolidated Balance Sheet as of December 31, 2015. The Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2015 has not been adjusted for discontinued operations. Reorganization of Corporate Structure In connection with the IPO and the reorganization of its corporate structure, the Company: • Amended and restated its certificate of incorporation (as amended and restated, the “Certificate of Incorporation”) to provide for Class A common stock and Class B common stock, par value of $0.00001 per share (the “Class B common stock”); • Amended and restated the limited liability company agreements of both Station LLC and Station Holdco to, among other things, designate the Company as the sole managing member of Station LLC and Station Holdco; • Issued for nominal consideration one share of Class B common stock to Holdco Unit holders for each Holdco Unit held for an aggregate issuance of 80,562,666 shares of Class B common stock; • Issued 29,511,828 shares of Class A common stock and received proceeds of approximately $541.0 million , which is net of underwriting discount, and paid $4.9 million of offering costs; • Issued 10,137,209 shares of Class A common stock in connection with the merger of certain entities that own Holdco Units (the “Merging Blockers” and such transactions, the “Blocker Mergers”), of which 222,959 shares were withheld to pay withholding tax obligations of $4.1 million with respect to certain members of the Merging Blockers; • Issued, pursuant to the Red Rock Resorts, Inc. 2016 Equity Incentive Plan (the “Equity Incentive Plan”), 189,568 restricted shares of Class A common stock and options to purchase 1,687,205 shares of Class A common stock to certain of the Company’s executive officers, employees and members of its board of directors, and issued 1,832,884 restricted shares of Class A common stock to current and former employees of Station LLC in substitution for profit units issued by Station Holdco that were held by such current and former employees; • Purchased 6,136,072 Holdco Units from certain existing owners using approximately $112.5 million of the net proceeds from the IPO at a price of $18.33 per unit, which was the price paid by the underwriters to the Company for Class A common stock in the IPO, and retired an equal number of shares of Class B common stock; • Acquired newly issued Holdco Units using approximately $424.4 million of the net proceeds from the IPO; • Entered into an exchange agreement (the “Exchange Agreement”) with the Holdco Unit holders pursuant to which they are entitled at any time to exchange Holdco Units, together with an equal number of shares of Class B common stock, for shares of Class A common stock on a one -for- one basis or for cash, at the Company’s election; and • Entered into a tax receivable agreement (the “Tax Receivable Agreement”) with the Holdco Unit holders, as described in Note 3 , that requires the Company to pay 85% of the amount of benefits it realizes as a result of (i) increases in tax basis resulting from the Company’s purchase or exchange of Holdco Units and (ii) certain other tax benefits related to the Tax Receivable Agreement, including tax benefits attributable to payments that the Company is required to make under the Tax Receivable Agreement itself. Acquisition of Fertitta Entertainment In May 2016, Station Holdco contributed $419.5 million of the proceeds from its newly issued Holdco Units to Station LLC which used the proceeds, along with additional borrowings under its $350 million revolving credit facility, to acquire all of the outstanding membership interests of Fertitta Entertainment (the “Fertitta Entertainment Acquisition”) for $460.0 million , which included $51.0 million paid in satisfaction of Fertitta Entertainment’s term loan and revolving credit facility on the closing date, $18.7 million paid to settle Fertitta Entertainment's liability-classified equity awards, and assumed liabilities of $1.3 million . Prior to the Fertitta Entertainment Acquisition, Station LLC had long-term management agreements with affiliates of Fertitta Entertainment to manage its properties. In connection with the Fertitta Entertainment Acquisition, the management agreements were terminated (other than with respect to the Wild Wild West property) and Station LLC entered into new employment agreements with its executive officers and other individuals who were employed by Fertitta Entertainment prior to the completion of the Fertitta Entertainment Acquisition. Prior to the Fertitta Entertainment Acquisition, Station Holdco, Station LLC and Fertitta Entertainment were controlled by Frank J. Fertitta III, the Company’s Chairman and Chief Executive Officer, and Lorenzo J. Fertitta, a member of the Company’s board of directors, who collectively held a majority of the voting and economic interests in these entities. The Fertitta Entertainment Acquisition constituted an acquisition of an entity under common control and was accounted for at historical cost in a manner similar to a pooling of interests, which required the Company to recognize a deemed distribution of approximately $389.6 million to equity holders of Fertitta Entertainment. The condensed consolidated financial statements presented herein include the consolidation of the accounts of Fertitta Entertainment for all periods presented. Holdco Unit Purchases From Existing Owners The Company’s $112.5 million purchase of Holdco Units from existing owners included $44.6 million paid to entities controlled by brothers Frank J. Fertitta III and Lorenzo J. Fertitta and $55.7 million paid to German American Capital Corporation, one of Station Holdco’s significant owners prior to the IPO and an affiliate of Deutsche Bank Securities Inc., an underwriter of the IPO, and a lender under Station LLC's bank credit facility. |
Significant Accounting Policies
Significant Accounting Policies Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Except as summarized below, there have been no changes to the Company's significant accounting policies described in the audited combined financial statements and related notes of Station Holdco for the year ended December 31, 2015 included in the Prospectus. Income Taxes Following the IPO, Station Holdco continues to operate as a partnership for federal, state and local tax reporting. Station Holdco holds 100% of the economic interests in Station LLC. The members of Station Holdco are liable for any income taxes resulting from their share of income allocated to them by Station Holdco as a pass-through entity. Red Rock Resorts is taxed as a corporation and will pay corporate federal, state and local taxes on its share of income allocated to it by Station Holdco. The Company recognizes deferred tax assets and liabilities based on the differences between the book value of assets and liabilities for financial reporting purposes and those amounts applicable for income tax purposes. Deferred tax assets represent future tax deductions or credits. Realization of the deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character in either the carryback or carryforward period. Each quarter, the Company analyzes the likelihood that its deferred tax assets will be realized. A valuation allowance is recorded if, based on the weight of all available positive and negative evidence, it is more-likely-than-not (a likelihood of more than 50% ) that some portion, or all, of a deferred tax asset will not be realized. On an annual basis, the Company performs a comprehensive analysis of all forms of positive and negative evidence based on year end results. During each interim period, the Company updates its annual analysis for significant changes in the positive and negative evidence. The Company has determined that a portion of its deferred tax assets do not meet the "more likely than not" threshold required under the accounting standard and as a result, has provided a valuation allowance on its net deferred tax assets. The Company records uncertain tax positions on the basis of a two-step process in which (1) the Company determines whether it is more-likely-than-not the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions meeting the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. The Company determined that no liability for unrecognized tax benefits for uncertain tax positions was required to be recorded at June 30, 2016. In addition, the Company does not believe that it has any tax positions for which it is reasonably possible that it will be required to record a significant liability for unrecognized tax benefits within the next twelve months. Interest and penalties related to income taxes are included in the Company's income tax provision. The Company has incurred no interest or penalties related to income taxes in any of the periods presented. Tax Receivable Agreement with Related Parties In connection with the IPO, the Company entered into the Tax Receivable Agreement with certain pre-IPO owners of Station Holdco. In the event that such parties exchange any or all of their Holdco Units for Class A common stock, the Tax Receivable Agreement requires the Company to make payments to such holders for 85% of the tax benefits realized by the Company by such exchange. The annual tax benefits are computed by calculating the income taxes due, including such tax benefits, and the income taxes due without such benefits. At June 30, 2016, the Company's liability under the Tax Receivable Agreement was $44.5 million . The timing and amount of aggregate payments due under the Tax Receivable Agreement may vary based on a number of factors, including the amount and timing of the taxable income the Company generates each year and the tax rate then applicable. The payment obligations under the Tax Receivable Agreement are Red Rock Resorts' obligations and are not obligations of Station Holdco or Station LLC. Payments are generally due within a specified period of time following the filing of the Company’s annual tax return and interest on such payments will accrue from the original due date (without extensions) of the income tax return until the date paid. Payments not made within the required period after the filing of the income tax return generally accrue interest at a rate of LIBOR plus 5.00% . The Tax Receivable Agreement will remain in effect until all such tax benefits have been utilized or expired unless the Company exercises its right to terminate the Tax Receivable Agreement. The Tax Receivable Agreement will also terminate if the Company breaches its obligations under the Tax Receivable Agreement or upon certain mergers, asset sales or other forms of business combinations, or other changes of control. If the Company exercises its right to terminate the Tax Receivable Agreement, or if the Tax Receivable Agreement is terminated early in accordance with its terms, Red Rock Resorts' payment obligations would be accelerated based upon certain assumptions, including the assumption that the Company would have sufficient future taxable income to utilize such tax benefits. Earnings Per Share Basic earnings per share ("EPS") is computed by dividing net income attributable to Red Rock Resorts by the weighted average number of Class A shares outstanding during the period. Diluted EPS is computed by dividing net income attributable to Red Rock Resorts, including the impact of potentially dilutive securities, by the weighted average number of Class A shares outstanding during the period, including the number of Class A shares that would have been outstanding if the potentially dilutive securities had been issued. Potentially dilutive securities include the outstanding Class B common stock, outstanding stock options and unvested restricted stock. The Company uses the “if-converted” method to determine the potentially dilutive effect of its Class B common stock, and the treasury stock method to determine the potentially dilutive effect of outstanding stock options and unvested restricted stock. Recently Issued and Adopted Accounting Standards In March 2016, the Financial Accounting Standards Board (“FASB”) issued amended accounting guidance that simplifies certain aspects of the accounting for share-based payments, including income taxes, classification of awards as either equity or liabilities and classification within the statement of cash flows. The Company adopted this guidance during the second quarter of 2016 and the adoption had no impact on its financial position or results of operations. In February 2016, the FASB issued amended accounting guidance that changes the accounting for leases and requires expanded disclosures about leasing activities. Under the new guidance, lessees will be required to recognize a right-of-use asset and a lease liability, measured on a discounted basis, at the commencement date for all leases with terms greater than twelve months. Lessor accounting will remain largely unchanged, other than certain targeted improvements intended to align lessor accounting with the lessee accounting model and with the updated revenue recognition guidance issued in 2014. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The amended guidance is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2018 and early adoption is permitted. The Company is currently evaluating the impact this guidance will have on its financial position and results of operations. In November 2015, the FASB issued amended accounting guidance that eliminates the requirement to present deferred tax liabilities and assets as current and noncurrent in a classified balance sheet. Instead, all deferred tax assets and liabilities are required to be classified as noncurrent. The Company adopted this guidance during the second quarter of 2016 and the adoption had no impact on its financial position or results of operations. In September 2015, the FASB issued amended accounting guidance that simplifies the accounting for measurement-period adjustments in business combinations. The amended guidance requires an acquirer to record changes in depreciation, amortization, or other income effects, if any, as a result of changes to estimated amounts identified during the measurement period, in the reporting period in which the adjustments are identified, calculated as if the accounting had been completed at the acquisition date. The amended guidance also requires an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings, by line item, that would have been recorded in previous reporting periods if the adjustment to the estimated amounts had been recognized as of the acquisition date. The Company adopted this guidance in the first quarter of 2016 and the adoption had no impact on its financial position or results of operations. In May 2014, the FASB issued a new accounting standard for revenue recognition which requires entities to recognize revenue when it transfers 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 new standard supersedes the existing accounting guidance for revenue recognition, including industry-specific guidance, and amends certain accounting guidance for recognition of gains and losses on the transfer of non-financial assets. The new guidance is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2017. Early adoption is permitted for annual reporting periods (including interim periods within those periods) beginning after December 15, 2016. Upon adoption, financial statement issuers may elect to apply the new standard either retrospectively to each prior reporting period presented, or using a modified retrospective approach by recognizing the cumulative effect of initial application and providing certain additional disclosures. The Company will adopt this guidance in the first quarter of 2018. The Company is currently evaluating the impact this guidance will have on its financial position and results of operations, and has not yet determined which adoption method it will elect. |
Noncontrolling Interest in Stat
Noncontrolling Interest in Station Holdco | 6 Months Ended |
Jun. 30, 2016 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest in Station Holdco | Noncontrolling Interest in Station Holdco Red Rock Resorts holds its indirect equity interest in Station LLC through its economic interest of approximately 36% in Station Holdco, which holds all of the economic interests in Station LLC. The Company was designated as the sole managing member of both Station Holdco and Station LLC, and controls and operates all of the business and affairs of Station Holdco and Station LLC. The Company consolidates the financial position and results of operations of Station LLC and its subsidiaries and Station Holdco, and presents the interests in Station Holdco not owned by Red Rock Resorts within noncontrolling interest in the condensed consolidated financial statements. Prior to the IPO, all membership interests in Station Holdco represented controlling interests. As a result of the IPO and Reorganization Transactions described in Note 2 , on May 2, 2016, certain existing owners of Station Holdco became noncontrolling interest holders. At that date, the noncontrolling interest holders of Station Holdco owned approximately 66.6% of the outstanding Holdco Units, with the remaining 33.4% owned by Red Rock Resorts. At June 30, 2016, the noncontrolling interest in Station Holdco had been reduced to 64.4% , primarily due to Red Rock Resorts' purchase of additional Holdco Units from existing owners with the proceeds from the exercise of the underwriters' overallotment option that was completed on May 18, 2016. Prospectively, noncontrolling interest will be adjusted to reflect the impact of any changes in Red Rock Resorts' ownership interest in Station Holdco. The ownership of the Holdco Units at June 30, 2016 is summarized as follows: June 30, 2016 Units Ownership % Noncontrolling interest holders' ownership of Holdco Units (equal to outstanding Class B common stock) 74,426,594 64.42 % Red Rock Resorts' ownership of Holdco Units (equal to outstanding Class A common stock, excluding unvested restricted shares) 41,110,670 35.58 % Total Holdco Units 115,537,264 100.00 % The Company uses monthly weighted average ownership percentages to calculate the pretax income attributable to Red Rock Resorts and the noncontrolling interest holders of Station Holdco. Distributions Station Holdco is a limited liability company treated as a partnership for income tax reporting. Federal, state and local taxes resulting from the income of Station Holdco are obligations of its members. Net profits and losses will generally be allocated to the members of Station Holdco (including the Company) in accordance with the number of Holdco Units held by each member for tax reporting. The amended and restated operating agreement of Station Holdco provides for cash distributions to assist members (including the Company) in paying their income tax liabilities. Station Holdco paid distributions of $10.2 million to noncontrolling interest holders for the period from May 2, 2016 through June 30, 2016. |
Native American Development
Native American Development | 6 Months Ended |
Jun. 30, 2016 | |
Development Disclosure [Abstract] | |
Native American Development | Native American Development Following is information about the Company's Native American development activities. North Fork Rancheria of Mono Indian Tribe The Company has development and management agreements with the North Fork Rancheria of Mono Indians (the "Mono"), a federally recognized Native American tribe located near Fresno, California, which were originally entered into in 2003. In August 2014, the Mono and the Company entered into the Second Amended and Restated Development Agreement (the "Development Agreement") and the Second Amended and Restated Management Agreement (the "Management Agreement"). Pursuant to those agreements, the Company will assist the Mono in developing and operating a gaming and entertainment facility (the "North Fork Project") to be located in Madera County, California. The Company purchased a 305 -acre parcel of land located on Highway 99 north of the city of Madera (the "North Fork Site"), which was taken into trust for the benefit of the Mono by the Department of the Interior ("DOI") in February 2013. As currently contemplated, the North Fork Project is expected to include approximately 2,000 slot machines, approximately 40 table games and several restaurants. Development of the North Fork Project is subject to certain governmental and regulatory approvals, including, but not limited to, approval of the Management Agreement by the Chairman of the National Indian Gaming Commission ("NIGC"). Under the Development Agreement, the Company will receive a development fee of 4% of the costs of construction and the costs of development of the North Fork Project (both as defined in the Development Agreement). Under the terms of the Development Agreement, the Company has agreed to arrange the financing for the ongoing development costs and construction of the facility. The Company will contribute significant financial support to the North Fork Project. Through June 30, 2016 , the Company has paid approximately $28.1 million of reimbursable advances to the Mono, primarily to complete the environmental impact study, secure the North Fork Site and pay the costs of litigation. The advances are expected to be repaid from the proceeds of third-party financing or from the Mono's gaming revenues; however, there can be no assurance that the advances will be repaid. The carrying amount of the advances was reduced to fair value upon the Company's adoption of fresh-start reporting in 2011. At June 30, 2016 , the carrying amount of the advances was $13.0 million . The timing of this type of project is difficult to predict and is dependent upon the receipt of the necessary governmental and regulatory approvals. There can be no assurance as to when, or if, these approvals will be obtained. The Company currently estimates that construction of the facility may begin in the next 36 to 48 months and estimates that the facility would be completed and opened for business approximately 18 months after construction begins. There can be no assurance, however, that the North Fork Project will be completed and opened within this time frame or at all. The Company expects to assist the Mono in obtaining third-party financing for the North Fork Project once all necessary regulatory approvals have been received and prior to commencement of construction; however, there can be no assurance that the Company will be able to obtain such financing for the North Fork Project on acceptable terms or at all. The Company has evaluated the likelihood that the North Fork Project will be successfully completed and opened, and has concluded that the likelihood of successful completion is in the range of 65% to 75% at June 30, 2016 . The Company's evaluation is based on its consideration of all available positive and negative evidence about the status of the North Fork Project, including, but not limited to, the status of required regulatory approvals, as well as the progress being made toward the achievement of all milestones and the successful resolution of all contingencies. There can be no assurance that the North Fork Project will be successfully completed or that future events and circumstances will not change the Company's estimates of the timing, scope, and potential for successful completion or that any such changes will not be material. In addition, there can be no assurance that the Company will recover all of its investment in the North Fork Project even if it is successfully completed and opened for business. The following table outlines the Company's evaluation at June 30, 2016 of each of the critical milestones necessary to complete the North Fork Project. As of June 30, 2016 Federally recognized as an Indian tribe by the Bureau of Indian Affairs ("BIA") Yes Date of recognition Federal recognition was terminated in 1961 and restored in 1983. Tribe has possession of or access to usable land upon which the project is to be built The DOI accepted approximately 305 acres of land for the project into trust for the benefit of the Mono in February 2013. Status of obtaining regulatory and governmental approvals: Tribal–state compact A compact was negotiated and signed by the Governor of California and the Mono in August 2012. The Compact was ratified by the California State Assembly and Senate in May 2013 and June 2013, respectively. Opponents of the North Fork Project qualified a referendum, “Proposition 48,” for a state-wide ballot challenging the legislature’s ratification of the Compact. In November 2014, Proposition 48 failed. The State took the position that the failure of Proposition 48 nullified the ratification of the Compact and, therefore, the Compact did not take effect under California law. In March 2015, the Mono filed suit against the State (see North Fork Rancheria of Mono Indians v. State of California) to obtain a compact with the State or procedures from the Assistant Secretary of the Interior for Indian Affairs under which Class III gaming may be conducted on the North Fork Site. In November 2015, the district court issued its order granting judgment in favor of the Mono and ordering the parties to conclude a compact within 60 days. The parties were unable to conclude a compact and the court ordered mediation. In February 2016, the mediation was conducted and the mediator issued her decision selecting the Mono’s compact as the compact that best comports with the law and the orders from the district court. The State had 60 days in which to consent to the selected compact. The State failed to consent to the selected compact and in April 2016, it was submitted to the Secretary of the Interior for the adoption of procedures consistent with the selected compact to allow the Mono to conduct Class III gaming at the North Fork Site. On July 29, 2016, the DOI issued Secretarial procedures (the “Secretarial Procedures”) pursuant to which the Mono may conduct Class III gaming on the North Fork Site. Approval of gaming compact by DOI The Compact was submitted to the DOI in July 2013. In October 2013, notice of the Compact taking effect was published in the Federal Register. The Secretarial Procedures supersede and replace the Compact. Record of decision regarding environmental impact published by BIA In November 2012, the record of decision for the Environmental Impact Statement for the North Fork Project was issued by the BIA. In December 2012, the Notice of Intent to take land into trust was published in the Federal Register. BIA accepting usable land into trust on behalf of the tribe The North Fork Site was accepted into trust in February 2013. Approval of management agreement by NIGC In December 2015, the Mono submitted the Management Agreement, and certain related documents, to the NICG. On July 25, 2016, the Mono received a deficiency letter from the NIGC seeking additional information concerning the Management Agreement. Approval of the Management Agreement by the NIGC is expected to occur following the Mono’s response to the deficiency letter. The Company believes the Management Agreement will be approved because the terms and conditions thereof are consistent with the provisions of the Indian Gaming Regulatory Act. Gaming licenses: Type Current plans for the North Fork Project include the operation of Class II and Class III gaming, which are allowed pursuant to the terms of the Secretarial Procedures and IGRA, following approval of the Management Agreement by the NIGC. Number of gaming devices allowed The Secretarial Procedures allow for the operation of a maximum of 2,000 Class III slot machines at the facility during the first two years of operation and thereafter up to 2,500 Class III slot machines. There is no limit on the number of Class II gaming devices that the Mono can offer. Agreements with local authorities The Mono has entered into memoranda of understanding with the City of Madera, the County of Madera and the Madera Irrigation District under which the Mono agreed to pay one-time and recurring mitigation contributions, subject to certain contingencies. Following is a discussion of legal matters related to the North Fork Project. Stand Up For California! v. Dept. of the Interior. In December 2012, Stand Up for California!, several individuals and the Ministerial Association of Madera (collectively, the “Stand Up” plaintiffs) filed a complaint against the DOI, the BIA and the Secretary of Interior and Assistant Secretary of the Interior, in their official capacities, seeking to overturn the Secretary’s determination to take the North Fork Site into trust for the purposes of gaming (the “North Fork Determination”) and seeking declaratory and injunctive relief to prevent the United States from taking the North Fork Site into trust. The Mono filed a motion to intervene as a party to the lawsuit, which was granted. In January 2013, the Court denied the Stand Up plaintiffs’ Motion for Preliminary Injunction and the United States accepted the North Fork Site into trust for the benefit of the Mono in February 2013. In June 2013, the court granted the Stand Up plaintiffs leave to amend their complaint to add a claim alleging that the federal defendants failed to comply with the requirements of the Clean Air Act, and the Stand Up plaintiffs subsequently filed an amended Complaint for Declaratory and Injunctive Relief challenging the validity of the Compact and alleging that the North Fork Site should be taken out of trust because the purposes for which it was taken into trust are no longer valid. The parties’ motions for summary judgment, oppositions to motions for summary judgment and responses were all filed by April 2015. The parties are currently awaiting a hearing date for oral argument or a decision on the pleadings. In June 2016, the Picayune Rancheria of Chukchansi Indians (“Picayune”) filed a motion for supplemental briefing on the issue of the impact of the potential issuance of secretarial procedures. The DOI and the Mono filed responsive briefs indicating that such briefing was premature. The court has not ruled on Picayune’s motion. Stand Up For California! v. Brown. In March 2013, Stand Up for California! and Barbara Leach, a local resident, filed a complaint for declaratory relief and petition for writ of mandate in California Superior Court for the County of Madera against California Governor Edmund G. Brown, Jr., alleging that Governor Brown violated the California constitutional separation-of-powers doctrine when he concurred in the North Fork Determination. The complaint sought to vacate and set aside the Governor’s concurrence. Plaintiffs’ complaint was subsequently amended to include a challenge to the constitutionality of AB 277. The Mono intervened as a defendant in the lawsuit and both the State and the Mono filed demurrers to plaintiffs’ complaint. In March 2014, the court issued its Judgment of Dismissal dismissing plaintiffs’ amended complaint. In September 2014, plaintiffs filed their opening appellate brief appealing the Judgment of Dismissal. The State and the Mono subsequently filed their responsive briefs and the plaintiffs filed their reply brief in January 2015. Oral arguments were heard on July 26, 2016. Prior to the court’s issuing its Judgment of Dismissal, the Mono filed a Cross-Complaint against the State alleging that Proposition 48 was invalid and unenforceable to the extent that it purports to invalidate the legislative ratification of the Compact. The State and the plaintiffs filed demurrers seeking to dismiss the Cross-Complaint. In June 2014, the court sustained the plaintiffs’ and the State’s demurrers and dismissed the Mono’s Cross-Complaint. The Mono timely filed their notice of appeal for dismissal of the Cross-Complaint and in June 2015, filed their opening appellate brief. In September 2015, plaintiffs and the State filed their responsive briefs and in November 2015 the Mono filed its reply brief. In May 2016, the parties stipulated to the dismissal of the Mono’s appeal. North Fork Rancheria of Mono Indians v. State of California. In March 2015, the Mono filed a complaint against the State alleging that the State violated 25 U.S.C. Section 2710(d)(7) et. seq. by failing to negotiate with the Mono in good faith to enter into a tribal-state compact governing Class III gaming on the Mono’s Indian lands. The compliant sought a declaration that the State failed to negotiate in good faith to enter into an enforceable tribal-state compact and an order directing the State to conclude an enforceable tribal-state compact within 60 days or submit to mediation. The State filed its answer to the Mono’s complaint in May 2015. The Mono’s motion for judgment on the pleadings was filed in August 2015 and the State’s opposition and cross motion for judgment on the pleadings was filed in September 2015. The Mono’s reply and the State’s reply brief were filed in October 2015. In November 2015, the district court issued its order granting judgment in favor of the Mono and ordering the parties to conclude a compact within 60 days. The parties were unable to conclude a compact within such period and on January 13, 2016 the district court filed its Order to Show Cause as to why the court should not order the parties to submit to mediation. On January 26, 2016, the court filed its order confirming the selection of a mediator and requiring the parties to submit their last, best offers for a compact to the mediator within ten days. In February 2016, the mediation was conducted and the mediator issued her decision selecting the Mono’s compact as the compact that best comports with the law and the orders from the district court. The State had 60 days in which to consent to the selected compact. The State failed to consent to the selected compact and in April 2016, the selected compact was submitted to the Secretary of the Interior for the adoption of procedures consistent with the terms of the selected compact to allow the Mono to conduct Class III gaming at the North Fork Site. In March 2016, Picayune filed a motion to intervene in the lawsuit. In April 2016, the Mono and the State filed briefs opposing the intervention. In June 2016, the court denied Picayune’s motion to intervene, but requested briefing on issues raised by Picayune and allowed Picayune to file a brief as an amicus curiae . The Mono, State and Picayune filed briefs and reply briefs on July 15 and 22, respectively. On July 29, 2016, the DOI issued the Secretarial Procedures. Picayune Rancheria of Chukchansi Indians v. Brown . In March 2016, the Picayune Rancheria filed a complaint for declaratory relief and petition for writ of mandate in California Superior Court for the County of Madera against California Governor Edmund G. Brown, Jr., alleging that Governor Brown violated the California constitutional separation-of-powers doctrine when he concurred in the North Fork Determination. The complaint seeks to vacate and set aside the Governor’s concurrence. In May, the Mono filed an ex-parte application to intervene in this case. On July 8, 2016, the court granted the Mono’s application to intervene and the Mono filed a demurrer seeking to dismiss the case. Picayune’s brief opposing the demurrer is scheduled to be filed on September 5, 2016, the Mono’s reply brief is scheduled to be filed on October 3, 2016, and a hearing has been scheduled for October 27, 2016. Picayune Rancheria of Chukchansi Indians v. United States Department of Interior. On July 1, 2016, Picayune filed a complaint in the United States District Court for the Eastern District of California for declaratory and injunctive relief against the DOI. The complaint seeks a declaration that the North Fork Site does not come under one of the exceptions to the general prohibition against gaming on lands taken into trust after October 1988 set forth in IGRA and therefore is not eligible for gaming. It also seeks a declaration that the North Fork Determination has expired because the legislature never ratified Governor Brown’s concurrence, and seeks injunctive relief prohibiting the DOI from taking any action under IGRA concerning the North Fork Site. The Mono intends to file a petition to intervene in this case. |
Long-term Debt
Long-term Debt | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt Long-term debt consisted of the following indebtedness of Station LLC (amounts in thousands): June 30, December 31, 2015 $1.5 billion Term Loan B Facility, due June 8, 2023, interest at a margin above LIBOR or base rate (3.75% at June 30, 2016), net of unamortized discount and deferred issuance costs of $46.0 million at June 30, 2016 $ 1,453,992 $ — $225 million Term Loan A Facility, due June 8, 2021, interest at a margin above LIBOR or base rate (2.95% at June 30, 2016), net of unamortized discount and deferred issuance costs of $8.3 million at June 30, 2016 216,681 — $685 million Revolving Credit Facility, due June 8, 2021, interest at a margin above LIBOR or base rate (2.95% at June 30, 2016) — — $1.625 billion Term Loan B Facility, due March 1, 2020, interest at a margin above LIBOR or base rate (4.25% at December 31, 2015), net of unamortized discount and deferred issuance costs of $45.6 million at December 31, 2015 — 1,423,026 $350 million Revolving Credit Facility, due March 1, 2018, interest at a margin above LIBOR or base rate (6.00% at December 31, 2015) — 20,000 $500 million 7.50% Senior Notes, due March 1, 2021, net of unamortized discount and deferred issuance costs of $10.4 million and $11.3 million at June 30, 2016 and December 31, 2015, respectively 489,633 488,735 Restructured Land Loan, due June 17, 2017, interest at a margin above LIBOR or base rate (4.96% and 3.92% at June 30, 2016 and December 31, 2015, respectively), net of unamortized discount of $1.1 million and $2.1 million, respectively 114,800 112,517 Other long-term debt, weighted-average interest of 3.86% and 4.46% at June 30, 2016 and December 31, 2015, respectively, net of unamortized deferred issuance costs of $0.4 million at December 31, 2015, maturity dates ranging from 2017 to 2027 36,180 110,919 Total long-term debt 2,311,286 2,155,197 Current portion of long-term debt (62,579 ) (88,937 ) Total long-term debt, net $ 2,248,707 $ 2,066,260 New Credit Facility In June 2016, Station LLC entered into a new credit agreement (the “New Credit Facility”) consisting of a $225 million term loan A facility (the “Term A Facility”), a $1.5 billion term loan B facility (the “Term B Facility”) and a revolving credit facility with $685 million of borrowing availability (the "Revolver"). At June 30, 2016 , Station LLC's borrowing availability under the Revolver, subject to continued compliance with the terms of the New Credit Facility, was $651.8 million , which is net of $33.2 million in outstanding letters of credit and similar obligations. The Term A Facility and the Revolver will mature in June 2021 . The Term B Facility will mature in June 2023 . Station LLC must pay a 1.00% premium if it prepays the Term B Facility prior to June 8, 2017 . Station LLC is required to make quarterly principal payments in an amount equal to $ 2.8 million on the Term A Facility and $3.8 million on the Term B Facility, in each case on the last day of each quarter beginning on September 30, 2016 . In addition, Station LLC is required to make mandatory payments of amounts outstanding under the New Credit Facility with the proceeds of certain casualty events, debt issuances, asset sales and equity issuances and, depending on its consolidated total leverage ratio, Station LLC may be required to apply a portion of its excess cash flow to repay amounts outstanding under the New Credit Facility, which would reduce future quarterly principal payments. The Term A Facility and debt incurred under the Revolver bear interest at a rate per annum, at Station LLC’s option, equal to either (i) LIBOR plus an amount ranging from 1.75% to 2.75% , or (ii) an alternate base rate plus an amount ranging from 0.75% up to 1.75% , depending on Station LLC’s consolidated total leverage ratio. The Term B Facility bears interest at a rate per annum, at Station LLC’s option, equal to either (i) LIBOR plus 3.00% , or (ii) an alternate base rate plus 2.00% , subject to a minimum LIBOR rate of 0.75% . The initial margin applicable to the Term A Facility and Revolver for LIBOR loans and alternate base rate loans was 2.50% and 1.50% , respectively. Borrowings under the New Credit Facility are guaranteed by all of Station LLC’s existing and future material restricted subsidiaries and are secured by pledges of all of the equity interests in Station LLC and its material restricted subsidiaries, a security interest in substantially all of the personal property of Station LLC and the subsidiary guarantors, and mortgages on the real property and improvements owned or leased by certain of Station LLC’s subsidiaries. The New Credit Facility contains a number of customary covenants that, among other things, restrict, subject to certain exceptions, the ability of the Company and the subsidiary guarantors to incur debt; create a lien on collateral; engage in mergers, consolidations or asset dispositions; pay dividends or make distributions; make investments, loans or advances; engage in certain transactions with affiliates or subsidiaries; or modify their lines of business. The New Credit Facility also includes certain financial covenants, including the requirements that Station LLC maintain throughout the term of the New Credit Facility and measured as of the end of each quarter, a maximum consolidated total leverage ratio of not more than 6.50 to 1.00 for the quarters ending September 30, 2016 through June 30, 2017, 6.25 to 1.00 for the quarters ending September 30, 2017 through September 30, 2018, 5.75 to 1.00 for the quarters ending December 31, 2018 through March 31, 2019, 5.50 to 1.00 for the quarters ending June 30, 2019 through December 31, 2019 and 5.25 to 1.00 thereafter. Station LLC will also be required to maintain an interest coverage ratio of not less than 2.50 to 1.00 measured on the last day of each quarter beginning with the quarter ending September 30, 2016. A breach of the financial ratio covenants shall only become an event of default under the Term B Facility if the lenders providing the Term A Facility and the Revolver take certain affirmative actions after the occurrence of a default of such financial ratio covenants. The proceeds from the New Credit Facility were used to repay all amounts outstanding under Station LLC's $1.625 billion term loan facility and $350 million revolving credit facility (together, the "Prior Credit Facility"), which was terminated. Such transactions are referred to herein as the “Refinancing Transaction.” The Company evaluated the Refinancing Transaction on a lender by lender basis and accounted for the portion of the transaction that did not meet the criteria for debt extinguishment as a debt modification. As a result of the Refinancing Transaction, Station LLC recognized a $6.6 million loss on debt extinguishment and modification, which included $2.9 million in third-party fees and the write-off of $3.7 million in unamortized debt discount and debt issuance costs related to the extinguished principal amount under the Prior Credit Facility. Restructured Land Loan The current portion of long-term debt at June 30, 2016 and December 31, 2015 excluded amounts outstanding under the $105 million restructured land loan due June 2017 (the "Restructured Land Loan"). In July 2016, CV Propco, LLC (“CV Propco”), a wholly owned subsidiary of Station LLC, entered into the First Loan Modification Agreement and Omnibus Amendment (the “Land Loan Amendment”) with respect to the amended and restated credit agreement governing the Restructured Land Loan, by and among CV Propco, NP Tropicana LLC, NP Landco Holdco LLC, Station LLC, as guarantor, and the lenders party thereto (the “Land Loan Lenders”). Pursuant to the Land Loan Amendment, CV Propco has three one -year extension options. CV Propco exercised its first one -year option to extend the maturity date of the Restructured Land Loan from June 2016 to June 2017 and paid an extension fee of $1.2 million . During the first extension period, the Restructured Land Loan bears interest at rate per annum, at CV Propco's option, equal to either LIBOR plus 4.50% or an alternate base rate plus 3.50% . CV Propco anticipates entering into an interest rate cap agreement in August 2016 that caps LIBOR at 1.50% . Pursuant to the Land Loan Amendment, the Land Loan Lenders agreed to release their lien on a parcel of land located on the northeast corner of Interstate 15 and Cactus Avenue in Las Vegas, Nevada (the "Cactus Assemblage") upon a sale of the Cactus Assemblage that satisfies specified conditions. One of the conditions to the release of the Cactus Assemblage is a maximum loan to value ratio of 50% following such release, which Station LLC may satisfy by delivering a guaranty in an amount up to $40 million . In addition, if the Cactus Assemblage is sold on or before June 16, 2017: (i) beginning on June 17, 2017, and through all extension periods, interest will accrue at a rate equal to LIBOR plus 4.50% (as opposed to 5.50% ) (ii) immediately upon closing of the sale, CV Propco will have the option of paying cash interest at a rate per annum of 3.00% with the remaining interest to be paid in kind, and (iii) CV Propco and NP Tropicana LLC will have the option, exercisable on or before June 17, 2017, to repurchase the outstanding warrants to purchase 60% of the interests of CV Propco and NP Tropicana LLC that are currently held by the Land Loan Lenders for $4 million or to cancel such warrants for no consideration if the Restructured Land Loan is paid in full on or before June 17, 2017. Pursuant to the Land Loan Amendment, in order for CV Propco to execute the second and third one -year extension options, CV Propco is required to enter into an interest rate cap agreement that fixes or caps LIBOR at 2.00% and 2.50% , respectively, and pay an extension fee for each extension option equal to 1.00% of the Restructured Land Loan's then outstanding principal balance. CV Propco has the intent and ability to execute the second one -year extension option to extend the Restructured Land Loan's maturity date to June 17, 2018 . Accordingly, the amounts outstanding under the Restructured Land Loan were excluded from the current portion of long-term debt at June 30, 2016 . Other Debt Included in Other long-term debt at December 31, 2015 , was $51.5 million of debt associated with Fertitta Entertainment's credit facility, which was fully repaid as part of the Fertitta Entertainment Acquisition. Fertitta Entertainment recognized a loss on debt extinguishment of $0.5 million in connection with the repayment. Also included in Other long-term debt at December 31, 2015 was $21.3 million in debt related to an aircraft owned by a consolidated subsidiary of Fertitta Entertainment. Fertitta Entertainment sold this subsidiary to a related party in April 2016. Accordingly, the Company did not assume the debt related to the aircraft. See Note 13 . |
Derivative Instruments
Derivative Instruments | 6 Months Ended |
Jun. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments The Company’s objective in using derivative instruments is to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, Station LLC uses interest rate swaps, including forward-starting swaps, as a primary part of its cash flow hedging strategy, which involves the receipt of variable interest–rate payments in exchange for fixed–rate payments without exchange of the underlying notional amount. The Company does not use derivative financial instruments for trading or speculative purposes. In June 2016, in connection with the Refinancing Transaction, Station LLC terminated the cash flow hedging relationship of its interest rate swap that existed at that time and paid $7.3 million to the counterparty. As a result of the termination of the hedging relationship, cumulative net losses of $6.1 million that had been deferred in accumulated other comprehensive loss will be amortized over the remaining life of the original swap as an increase to interest expense through July 2017 as the hedged interest payments continue to occur. Also in June 2016, Station LLC entered into 16 interest rate swaps with four different counterparties with maturity dates that run concurrently. The interest rate swaps each have one-year terms that run consecutively beginning July 2016 and ending July 2020 with predetermined fixed pay rates that increase with each new term to more closely align with the one-month LIBOR forward curve as of the trade date of the swaps. Beginning in July 2016, Station LLC will pay a weighted-average fixed rate of 0.85% through July 2017, which will increase to a weighted-average rate of approximately 1.11% , 1.39% , and 1.69% in the second, third and fourth one-year terms, respectively. The interest rate swaps will effectively convert $1.1 billion of Station LLC's variable interest-rate debt (based on one -month LIBOR that is subject to a minimum of 0.75% ) to a fixed rate of 3.85% for the next twelve months. Station LLC's interest rate swaps are presented on the Condensed Consolidated Balance Sheets at fair value. The fair value of Station LLC's derivative financial instruments as well as their classification on the Condensed Consolidated Balance Sheets is presented below (amounts in thousands): Balance Sheet Classification Fair Value June 30, 2016 December 31, 2015 Derivatives designated as hedging instruments: Interest rate swaps Interest rate swaps and other long-term liabilities $ 5,033 $ 8,334 The Company defers the gain or loss on the effective portion of the change in fair value of its interest rate swaps as a component of other comprehensive income (loss) until the interest payments being hedged are recorded as interest expense, at which time the amounts in accumulated other comprehensive loss are reclassified as an adjustment to interest expense. At June 30, 2016 , approximately $6.8 million of deferred losses from the Company's interest rate swaps is expected to be reclassified from accumulated other comprehensive loss into earnings during the next twelve months, which includes the amortization of deferred losses from Station LLC's discontinued interest rate swap. The Company recognizes the gain or loss on any ineffective portion of the change in fair value of its interest rate swaps in the period in which the change occurs as a component of change in fair value of derivative instruments in the Condensed Consolidated Statements of Income . Information about pre-tax gains and losses on derivative financial instruments held by the Company and their location within the condensed consolidated financial statements is presented below (amounts in thousands): Derivatives in Cash Flow Hedging Relationships Amount of Loss on Derivatives Recognized in Other Comprehensive Loss (Effective Portion) Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) Amount of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) Location of Gain (Loss) on Derivatives Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Gain (Loss) on Derivatives Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) Three Months Ended June 30, Three Months Ended June 30, Three Months Ended June 30, 2016 2015 2016 2015 2016 2015 Interest rate swaps $ (5,612 ) $ (1,042 ) Interest expense, net $ (335 ) $ (3,068 ) Change in fair value of derivative instruments $ 90 $ (1 ) Derivatives in Cash Flow Hedging Relationships Amount of Loss on Derivatives Recognized in Other Comprehensive Loss (Effective Portion) Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) Amount of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) Location of Gain (Loss) on Derivatives Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Gain (Loss) on Derivatives Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) Six Months Ended June 30, Six Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 2016 2015 Interest rate swaps $ (7,127 ) $ (4,788 ) Interest expense, net $ (1,601 ) $ (6,165 ) Change in fair value of derivative instruments $ 87 $ (4 ) At June 30, 2016 , Station LLC had not posted any collateral related to its interest rate swap agreements; however, Station LLC's obligations under the interest rate swap agreements are subject to the security and guarantee arrangements applicable to the credit agreement governing the New Credit Facility. The interest rate swap agreements contain a cross-default provision under which Station LLC could be declared in default on its obligation under such agreement if certain conditions of default exist on the New Credit Facility. At June 30, 2016 , the termination value of Station LLC's interest rate swaps, including accrued interest, was a net liability of $5.6 million . Had Station LLC been in breach of the provisions of the interest rate swap agreements, it could have been required to pay the termination value to settle the obligations. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Assets Measured at Fair Value on a Recurring Basis Information about the Company's financial assets and liabilities measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements fall, is presented below (amounts in thousands): Fair Value Measurement at Reporting Date Using Balance at June 30, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Available-for-sale securities (a) $ 126 $ 126 $ — $ — Liabilities Interest rate swaps $ 5,033 $ — $ 5,033 $ — Fair Value Measurement at Reporting Date Using Balance at December 31, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Available-for-sale securities (a) $ 85 $ 85 $ — $ — Liabilities Interest rate swaps $ 8,334 $ — $ 8,334 $ — ____________________________________ (a) Available-for-sale securities are included in Other assets, net in the accompanying Condensed Consolidated Balance Sheets. The fair value of Station LLC's interest rate swaps were determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of the interest rate swaps. This analysis reflects the contractual terms of the interest rate swaps, including the period to maturity, and uses observable market-based inputs, including forward interest rate curves. Station LLC incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the counterparty's nonperformance risk in the fair value measurement. Assets Measured at Fair Value on a Nonrecurring Basis During the three months ended June 30, 2015, the Company recognized an impairment charge of $1.8 million to write down the carrying amount of a parcel of land in Las Vegas to its estimated fair value of $2.1 million . Fair Value of Long-term Debt The estimated fair value of Station LLC's long-term debt compared with its carrying amount is presented below (amounts in millions): June 30, December 31, 2015 Aggregate fair value $ 2,386 $ 2,177 Aggregate carrying amount 2,311 2,155 The estimated fair value of Station LLC's long-term debt is based on quoted market prices from various banks for similar instruments, which is considered a Level 2 input under the fair value measurement hierarchy. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Subsequent to the IPO and the Reorganization Transactions described in Notes 1 and 2 , the Company has two classes of common stock. The Company's Certificate of Incorporation authorizes 500,000,000 shares of Class A common stock, par value $0.01 per share and 100,000,000 shares of Class B common stock, par value $0.00001 per share. In addition, the Certificate of Incorporation authorizes up to 100,000,000 shares of preferred stock, par value of $0.01 per share, none of which have been issued. Class A Common Stock Voting Rights The holders of Class A common stock are entitled to one vote per share on all matters to be voted upon by the stockholders and have economic rights. Holders of shares of the Company’s Class A common stock and Class B common stock vote together as a single class on all matters presented to the Company’s stockholders for their vote or approval, except as otherwise required by applicable law or the Certificate of Incorporation. Dividend Rights Subject to preferences that may be applicable to any outstanding preferred stock, the holders of Class A common stock are entitled to receive ratably such dividends, if any, as may be declared from time to time by the board of directors out of funds legally available therefor. Subject to legally available funds, the Company intends to pay quarterly cash dividends to the holders of Class A common stock initially equal to $0.10 per share of Class A common stock, commencing with the third quarter of 2016. The declaration, amount and payment of any future dividends on shares of Class A common stock will be at the sole discretion of the Company’s board of directors and it may reduce or discontinue entirely the payment of such dividends at any time. The board of directors may take into account general economic and business conditions, the Company’s financial condition and operating results, its available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions and implications on the payment of dividends to stockholders or the payment of distributions by subsidiaries (including Station Holdco) to the Company, and such other factors as the board of directors may deem relevant. Red Rock Resorts is a holding company and has no material assets other than its equity interest in Station Holdco and its voting interest in Station LLC. The Company intends to cause Station Holdco to make distributions in an amount sufficient to cover cash dividends declared, if any. If Station Holdco makes such distributions to Red Rock Resorts, the other holders of Holdco Units will be entitled to receive proportionate distributions based on their percentage ownership of Station Holdco. The payment of cash distributions by Station LLC to Station Holdco is restricted under the terms of the agreements governing its outstanding debt, and may be further restricted by other agreements related to indebtedness the Company incurs in the future. The existing debt agreements of Station LLC, including those governing the New Credit Facility and senior notes, contain restrictive covenants that limit its ability to make distributions. Because the only asset of Station Holdco is its interest in Station LLC, the limitations on such distributions will effectively limit the ability of Station Holdco to make distributions to Red Rock Resorts. In addition, any financing arrangements that the Company or any of its subsidiaries enter into in the future may contain similar restrictions. In addition, Station Holdco is generally prohibited under Delaware law from making a distribution to a member to the extent that, at the time of the distribution, after giving effect to the distribution, liabilities of Station Holdco (with certain exceptions) exceed the fair value of its assets. Subsidiaries of Station Holdco, including Station LLC and its subsidiaries, are generally subject to similar legal limitations on their ability to make distributions to their members or equity holders. Because the Company must pay taxes and make payments under the Tax Receivable Agreement, amounts ultimately distributed as dividends to holders of Class A common stock are expected to be less than the amounts distributed by Station Holdco to its members on a per Holdco Unit basis. Rights upon Liquidation In the event of liquidation, dissolution or winding-up of Red Rock Resorts, whether voluntarily or involuntarily, the holders of Class A common stock are entitled to share ratably in all assets remaining after payment of liabilities, subject to prior distribution rights of preferred stock, if any, then outstanding. Other Rights The holders of Class A common stock have no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the Class A common stock. The rights, preferences and privileges of holders of Class A common stock will be subject to those of the holders of any shares of preferred stock the Company may issue in the future. Class B Common Stock Voting Rights All existing owners of Station Holdco other than Red Rock Resorts hold shares of Class B common stock. Although Class B shares have no economic rights, they allow those owners of Station Holdco to exercise voting power at Red Rock Resorts, which is the sole managing member of Station Holdco. Each outstanding share of Class B common stock that is held by a holder that, together with its affiliates, owned Holdco Units representing at least 30% of the outstanding Holdco Units and, at the applicable record date, maintains direct or indirect beneficial ownership of at least 10% of the outstanding shares of Class A common stock (determined on an as-exchanged basis assuming that all of the Holdco Units were exchanged for Class A common stock) is entitled to ten votes and each other outstanding share of Class B common stock is entitled to one vote. Affiliates of brothers Frank J. Fertitta III and Lorenzo J. Fertitta hold all of the Company’s issued and outstanding shares of Class B common stock that have ten votes per share. As a result, Frank J. Fertitta III and Lorenzo J. Fertitta, together with their affiliates, control any action requiring the general approval of the Company’s stockholders, including the election of the board of directors, the adoption of amendments to the Certificate of Incorporation and bylaws and the approval of any merger or sale of substantially all of the Company’s assets. Each share of Class B common stock is entitled to only one vote automatically upon it being held by a holder that, together with its affiliates, did not own at least 30% of the outstanding Holdco Units immediately following the IPO or owns less than 10% of the outstanding shares of Class A common stock (determined on an as-exchanged basis assuming that all of the Holdco Units were exchanged for Class A common stock). In accordance with the exchange agreement, holders of Holdco Units are entitled at any time to exchange Holdco Units, together with an equal number of shares of Class B common stock, for shares of Class A common stock on a one-for-one basis or for cash, at the Company’s election. Accordingly, as members of Station Holdco exchange Holdco Units, the voting power afforded to them by their shares of Class B common stock will be correspondingly reduced. Automatic Transfer In the event that any outstanding share of Class B common stock shall cease to be held by a holder of a Holdco Unit (including a transferee of a Holdco Unit), such share shall automatically be transferred to the Company and thereupon shall be retired. Dividend Rights Class B stockholders will not participate in any dividends declared by the board of directors. Rights upon Liquidation In the event of any liquidation, dissolution, or winding-up of Red Rock Resorts, whether voluntary or involuntary, the Class B stockholders will not be entitled to receive any of the Company’s assets. Other Rights The holders of Class B common stock have no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the Class B common stock. The rights, preferences and privileges of holders of Class B common stock will be subject to those of the holders of any shares of preferred stock the Company may issue in the future. Preferred Stock Subject to limitations prescribed by Delaware law and the Certificate of Incorporation, the board of directors is authorized to issue preferred stock and to determine the terms and conditions of the preferred stock, including whether the shares of preferred stock will be issued in one or more series, the number of shares to be included in each series and the powers, designations, preferences and rights of the shares. The board of directors is authorized to designate any qualifications, limitations or restrictions on the shares without any further vote or action by the stockholders. The issuance of preferred stock may have the effect of delaying, deferring or preventing a change in control of the Company. The Company has no current plan to issue any shares of preferred stock. Changes in Stockholders'/Members' Equity and Noncontrolling Interest The changes in stockholders'/members' equity and noncontrolling interest for the six months ended June 30, 2016 were as follows (amounts in thousands): Station Holdco Combined Members' Equity Red Rock Resorts, Inc. Stockholders' Equity Common Stock Additional paid in capital Accumulated deficit Accumulated other comprehensive loss Noncontrolling interest Total stockholders' / members' equity Controlling members' equity Noncontrolling interest Class A Class B Shares Amount Shares Amount Balances, December 31, 2015 $ 552,924 $ 20,785 — $ — — $ — $ — $ — $ — $ — $ 573,709 Activity prior to the IPO and Reorganization Transactions: Net income 63,651 3,007 — — — — — — — — 66,658 Other comprehensive income 18 — — — — — — — — — 18 Share-based compensation 542 — — — — — — — — — 542 Distributions (83,883 ) (3,567 ) — — — — — — — — (87,450 ) Effects of the IPO and Reorganization Transactions: Effects of the Reorganization Transactions (533,252 ) (20,225 ) — — — — 538,537 — (5,285 ) 20,225 — Issuance of Class A common stock in the IPO, net of underwriting discount and offering costs — — 29,512 295 — — 531,654 — — — 531,949 Issuance of Class B common stock — — — — 80,563 1 — — — — 1 Purchase of Holdco Units from existing owners - deemed distribution — — — — (6,136 ) — (112,474 ) — — — (112,474 ) Issuance of Class A common stock in exchange for Holdco Units — — 11,747 117 — — (117 ) — — — — Purchase of Fertitta Entertainment - deemed distribution — — — — — — (389,555 ) — — — (389,555 ) Recognition of Tax Receivable Agreement liability — — — — — — (44,475 ) — — — (44,475 ) Net deferred tax assets resulting from the Reorganization Transactions — — — — — — 29,943 — 364 — 30,307 Issuance of restricted stock awards — — 190 2 — — (2 ) — — — — Allocate equity to noncontrolling interests in Station Holdco — — — — — — (366,319 ) — 3,411 362,908 — Station Holdco Combined Members' Equity Red Rock Resorts, Inc. Stockholders' Equity Common Stock Additional paid in capital Accumulated deficit Accumulated other comprehensive loss Noncontrolling interest Total stockholders' / members' equity Controlling members' equity Noncontrolling interest Class A Class B Shares Amount Shares Amount Activity subsequent to the IPO and Reorganization Transactions: Net (loss) income — — — — — — — (359 ) — 14,932 14,573 Other comprehensive loss, net of tax — — — — — — — — (1,697 ) (3,539 ) (5,236 ) Share-based compensation — — — — — — 292 — — 539 831 Distributions — — — — — — — — — (13,087 ) (13,087 ) Rebalancing of ownership percentage between the Company and noncontrolling interests in Station Holdco — — — — — — 256 — — (256 ) — Balances, June 30 2016 $ — $ — 41,449 $ 414 74,427 $ 1 $ 187,740 $ (359 ) $ (3,207 ) $ 381,722 $ 566,311 At June 30, 2016 , noncontrolling interest represented the 64.4% ownership interest in Station Holdco not held by the Company, as well as a 50% ownership interest in MPM and ownership interests of the former mezzanine lenders and former unsecured creditors of Station Casinos, Inc. who hold warrants to purchase membership interests in CV Propco and NP Tropicana LLC. In July 2016, the Company's board of directors declared a dividend of $0.10 per share of Class A common stock to be holders of record as of August 15, 2016 to be paid on August 30, 2016. Prior to the payment of the dividend, Station Holdco will make a cash distribution to all Holdco Unit holders, including the Company, of $0.10 per unit for a total distribution of approximately $11.6 million , of which $7.5 million will be paid to its noncontrolling interest holders. Changes in Accumulated Other Comprehensive Income (Loss) The following table presents changes in accumulated other comprehensive income (loss) balances by component of other comprehensive (loss) income, net of tax and noncontrolling interest, for the six months ended June 30, 2016 (amounts in thousands): Accumulated Other Comprehensive Income (Loss) Unrealized Loss on Interest Rate Swaps Unrealized (Loss) Gain on Available-for-sale Securities Total Balances, December 31, 2015 $ (5,279 ) $ (24 ) $ (5,303 ) Other comprehensive (loss) income before reclassifications (a) (2,990 ) 21 (2,969 ) Amounts reclassified from accumulated other comprehensive loss into income (b) 1,290 — 1,290 Net current-period other comprehensive (loss) income (1,700 ) 21 (1,679 ) Effects of the Reorganization Transactions 3,768 7 3,775 Balances, June 30, 2016 $ (3,211 ) $ 4 $ (3,207 ) (a) Net of $0.6 million tax benefit related to unrealized loss on interest rate swaps. (b) Net of $0.4 million tax expense related to unrealized loss reclassified from accumulated other comprehensive loss into income. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation The Company's Equity Incentive Plan is designed to attract, retain and motivate employees and to align the interests of those individuals with the interests of the Company. A total of 11,585,479 shares of Class A common stock are reserved for issuance under the Equity Incentive Plan. In connection with the IPO, the Company granted equity incentive awards to each of its executive officers (other than the Company’s Chairman and Chief Executive Officer) and certain other employees. The awards consisted of (i) options to acquire 1,687,205 shares of Class A common stock and 166,492 restricted shares of Class A common stock. The options will vest in four annual installments of 25% , and the exercise price of the options is equal to the fair market value of the Class A common stock on the date of grant. The restricted shares generally will vest in installments of 50% in each of the third and fourth years following the grant date. The Company also awarded to its independent directors a total of 23,076 restricted shares of Class A common stock having a one -year vesting period. In addition, concurrently with the IPO, the Company issued 1,832,884 restricted shares of Class A common stock to the existing holders of Station Holdco profit units in substitution for such profit units, of which 180,632 shares were unvested upon issuance at the date of substitution. The following table presents information about share-based compensation awards under the Equity Incentive Plan: Restricted Class A Common Stock Stock Options Shares Weighted-average grant date fair value Shares Weighted-average grant date fair value Weighted-average exercise price Issued in substitution for unvested Station Holdco profit units 180,632 $ 6.82 — $ — $ — New awards 189,568 19.50 1,687,205 5.99 19.50 Vested during the period (32,340 ) 6.89 — — — Outstanding at June 30, 2016 337,860 $ 13.93 1,687,205 $ 5.99 $ 19.50 The Company recognized share-based compensation expense of $3.7 million and $4.3 million , respectively, for the three and six months ended June 30, 2016 . For the post-IPO period from May 2, 2016 through June 30, 2016, the Company recognized $0.8 million of share-based compensation expense for awards issued under the Equity Incentive Plan. For the pre-IPO period from January 1, 2016 through May 1, 2016, the Company recognized share-based compensation expense of $3.5 million for awards issued under the three terminated plans described above. Share-based compensation expense was $9.9 million and $12.9 million , respectively, for the three and six months ended June 30, 2015 . At June 30, 2016 , unrecognized share-based compensation cost was $13.6 million , which is expected to be recognized over a weighted-average period of 3.6 years. Prior to the IPO, the Company had three share-based compensation plans, which are described below. These plans were terminated in connection with the IPO and Reorganization Transactions. Station Holdco Profit Units Plan Under the Station Holdco Amended and Restated Profit Units Plan, profit units in Station Holdco were awarded to certain employees of Station LLC, which were subject to service-based vesting. Holders of vested profit units were entitled to participate in Station Holdco's distributions, subject to certain preferred distribution rights of the Holdco Unit holders. Restricted shares of Class A common stock were issued to current and former employees of Station LLC in substitution for all outstanding vested and unvested profit units on a value-for-value basis. Unvested restricted shares awarded in substitution for unvested Station Holdco profit units shall continue to vest under the same terms as the related profit unit awards. Fertitta Entertainment Profit Units Plan The Fertitta Entertainment Profit Units Plan provided for the issuance of Fertitta Entertainment profit interests ("FE Profit Interests") to certain key executives of Fertitta Entertainment. The FE Profit Interests vested over requisite service periods of four to five years. Holders of FE Profit Interests were entitled to participate in Fertitta Entertainment's distributions, subject to the return of capital contributions made by the common unit holders and certain other preferred distribution rights. The Company applied liability accounting for certain awards of FE Profit Interests that were subject to cash settlement and remeasured the liability awards at fair value each reporting period. A liability of $15.8 million related to these awards was included in interest rate swaps and other long-term liabilities in the accompanying Condensed Consolidated Balance Sheet at December 31, 2015. Upon completion of the Fertitta Entertainment Acquisition, all outstanding FE Profit Interests were settled, including the liability awards which were settled for $18.7 million . FI Station Investor Profit Units Plan Certain key executives of Fertitta Entertainment were issued profit interest awards by FI Station Investor LLC ("FI Station Investor") pursuant to the FI Station Investor Profit Units Plan (the "FI Profit Interests"). FI Station Investor is an affiliate of brothers Frank J. Fertitta III and Lorenzo J. Fertitta. Holders of FI Profit Interests were entitled to participate in FI Station Investor's distributions, subject to the return of capital contributions made by the common unit holders and certain other preferred distribution rights. Immediately prior to the completion of the IPO, FI Station Investor distributed a portion of its Holdco Units to holders of FI Profit Interests in settlement of such profit interests. |
Write-downs and Other Charges,
Write-downs and Other Charges, Net | 6 Months Ended |
Jun. 30, 2016 | |
Losses on Asset Disposals and Other Nonroutine Transactions [Abstract] | |
Write-Downs and Other Charges, Net | Write-downs and Other Charges, Net Write-downs and other charges, net include various charges to record net losses on asset disposals and non-routine transactions. Write-downs and other charges, net consisted of the following (amounts in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Transaction-related costs $ 7,770 $ 647 $ 9,038 $ 647 Loss (gain) on disposal of assets, net 1,484 (1,607 ) 2,202 431 Severance expense 294 261 624 530 Other, net 1,418 77 1,470 785 $ 10,966 $ (622 ) $ 13,334 $ 2,393 Transaction-related costs included costs related to IPO-related advisory, legal and other costs that were not deferred as direct and incremental costs of the IPO, as well as costs related to the Fertitta Entertainment Acquisition. Other, net included costs associated with various development and acquisition activities, including the pending acquisition of Palms Casino Resort. See Note 17 . Loss (gain) on disposal of assets, net for the three months ended June 30, 2015 , included $5.6 million of gains on the sale of certain parcels of land that were previously held for development. |
Income Taxes Income Taxes
Income Taxes Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income Taxes As a result of the IPO and related reorganization transactions completed in May 2016, the Company holds an economic interest of approximately 36% in Station Holdco, which holds all of the economic interests in Station LLC. The Company was designated as the sole managing member of both Station Holdco and Station LLC, and consolidates the financial position and results of operations of Station LLC and its subsidiaries and Station Holdco. The approximate 64% ownership in Station Holdco not held by the Company is considered noncontrolling interest. Station Holdco is treated as a partnership for income tax reporting. Station Holdco's members, including the Company, are liable for federal, state and local income taxes based on their share of Station Holdco's taxable income. The Company is subject to federal, state and local taxes on its share of Station Holdco's taxable income. As part of the IPO, the Company acquired stock of the Merging Blockers which own Holdco Units. The Company and the Merging Blockers will file consolidated tax returns. The Company's effective tax rate is significantly less than the statutory rate of 35% primarily because no taxes are payable by the Company for the noncontrolling interests' share of Station Holdco's taxable income due to Station Holdco's pass through structure for federal, state and local income tax reporting. The effective tax rate for the six months ended June 30, 2016 is also lower than statutory rates because income for the period prior to the IPO was not taxable to the Company as it did not yet hold an equity interest in Station Holdco. Station Holdco operates in Nevada, California and Michigan. Nevada does not impose a state income tax and the Company's activities in California and Michigan are minimal. As a result, state income taxes do not have a significant impact on the Company's effective rate. The Company recognized income tax expense of $7.5 million for the three and six months ended June 30, 2016 . As a result of the IPO and the Reorganization Transactions, the Company has recorded deferred tax assets and liabilities based on the differences between the book value of assets and liabilities for financial reporting purposes and those amounts applicable for income tax purposes. Deferred tax assets have been recorded for the basis differences resulting from the purchase of Holdco Units from existing members and newly issued Holdco Units acquired directly from Station Holdco, and from tax basis increases generated from future payments under the Tax Receivable Agreement. Deferred tax liabilities have been recorded in connection with the Holdco Units acquired through the Blocker Mergers. The Company has determined that a portion of its deferred tax assets do not meet the “more likely than not” threshold required under the accounting standard and as a result, has provided a valuation allowance of $109.4 million , yielding a net deferred tax asset of $26.8 million at June 30, 2016. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company has entered into various transactions with related parties, including credit agreements with certain lenders including Deutsche Bank AG Cayman Islands Branch (“Deutsche Bank”), which owns approximately 17% of the Holdco Units, ground leases and other transactions, which are described in the in the audited combined financial statements and related notes of Station Holdco for the year ended December 31, 2015 included in the Prospectus. During the six months ended June 30, 2016, the Company entered into additional related party transactions including the Fertitta Entertainment Acquisition and the Refinancing Transaction, which are described in Notes 2 and 6 , respectively. Other related party transactions are described below. In connection with the IPO, the Company purchased Holdco Units from certain related parties and entered into the Tax Receivable Agreement, as described in Notes 2 and 3 . Under the Tax Receivable Agreement, the Company will pay to the related parties 85% of the calculated tax benefits that are anticipated to be realized as a result of the Holdco Unit purchases. At June 30, 2016 , the Company's liability under the agreement was $44.5 million . No amounts are due under the Tax Receivable Agreement within the next 12 months. Station LLC reimbursed Deutsche Bank for $4.0 million in costs and expenses it incurred related to the Fertitta Entertainment Acquisition. In April 2012, Fertitta Entertainment entered into a non-recourse secured note receivable due April 30, 2019 from Fertitta Investment LLC (“FI”), the parent of FI Station Investor LLC, an entity controlled by brothers Frank J. Fertitta III and Lorenzo J. Fertitta, under which Fertitta Entertainment could lend or advance up to a maximum of $15.0 million . The principal balance accrued interest at an annual rate of 4.99% . The carrying amount of the note receivable was $17.6 million at December 31, 2015, which included unpaid interest of $2.7 million . This note receivable was paid in full in April 2016. Fertitta Entertainment entered into various agreements for partial use of and to share in the cost of aircraft with Fertitta Enterprises, Inc., a company owned by the Frank J. Fertitta and Victoria K. Fertitta Revocable Family Trust. Frank J. Fertitta, Jr. and Victoria K. Fertitta are the parents of brothers Frank J. Fertitta III and Lorenzo J. Fertitta. The agreements were terminated in April 2016. Selling, general and administrative expenses related to these agreements were $0.7 million and $1.1 million for the three and six months ended June 30, 2016 , and $0.6 million and $1.2 million for the three and six months ended June 30, 2015 . In April 2016, Fertitta Entertainment sold all of the outstanding membership interest in FE Aviation II LLC ("FE Aviation") to Fertitta Business Management LLC, an entity controlled by brothers Frank J. Fertitta III and Lorenzo J. Fertitta for $8.0 million . The carrying amount of FE Aviation exceeded the sales price by approximately $0.5 million , which was recognized as a deemed distribution. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic net income per share is calculated by dividing net income attributable to Red Rock Resorts by the weighted average number of shares of Class A common stock outstanding during the period. The calculation of diluted net income per share gives effect to all potentially dilutive shares, including shares issuable pursuant to outstanding stock options and nonvested restricted shares of Class A common stock, based on the application of the treasury stock method, and outstanding Class B common stock that is exchangeable, along with an equal number of Holdco Units, for Class A common stock, based on the application of the as-if converted method. Dilutive shares included in the calculation of diluted net income per share represent nonvested restricted shares of Class A common stock. All other potentially dilutive shares have been excluded from the calculation of diluted net income per share because their inclusion would not have been dilutive. For purposes of calculating net income per share for periods prior to the IPO, including the three and six months ended June 30, 2016 for which a portion of the periods preceded the IPO, the Company has retrospectively presented net income per share as if the Reorganization Transactions had occurred at the beginning of the earliest period presented. Such retrospective presentation reflects approximately 10 million Class A shares outstanding, representing the Holdco Units held by the Merging Blockers, which were the only Holdco Units exchanged for Class A shares in the Reorganization Transactions. Accordingly, for periods prior to the IPO, the Company has applied a hypothetical allocation of net income to the Class A common stock, with the remainder of net income being allocated to noncontrolling interests. The retrospective presentation does not include the 29.5 million shares of Class A common stock issued in the IPO for periods prior to the IPO date. This hypothetical allocation of net income differs from the allocation of net income to Red Rock Resorts and noncontrolling interests presented in the Condensed Consolidated Statements of Income, which assumes no noncontrolling interest in Station Holdco existed prior to the IPO. A reconciliation of the numerator and denominator used in the calculation of basic and diluted net income per share is as follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 (in thousands, except per share amounts) Numerator: Net income $ 21,728 $ 28,113 $ 81,231 $ 73,679 Less net income attributable to noncontrolling interests (a) (21,426 ) (25,286 ) (74,614 ) (66,018 ) Net income attributable to Red Rock Resorts $ 302 $ 2,827 $ 6,617 $ 7,661 Denominator: Weighted average shares of Class A common stock outstanding, basic 30,031 9,888 19,960 9,888 Effect of dilutive securities 162 — 81 — Weighted average shares of Class A common stock outstanding, diluted 30,193 9,888 20,041 9,888 Net income per share of Class A common stock, basic and diluted $ 0.01 $ 0.29 $ 0.33 $ 0.77 ____________________________________ (a) Represents retrospective allocation of net income as if the Reorganization Transactions had occurred at the beginning of the earliest period presented. The calculation of diluted net income per share of Class A common stock excluded the following potentially dilutive shares because their inclusion would not have been dilutive: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Shares issuable in exchange for Class B common stock and Holdco Units 74,427 80,335 74,427 80,335 Share issuable upon exercise of stock options 1,687 — 1,687 — Shares of Class B common stock are not entitled to share in the earnings of the Company and are not participating securities. Accordingly, separate presentation of earnings per share of Class B common stock under the two-class method has not been presented. The shares of Class B common stock are not dilutive under the if-converted method, and therefore are not included in the calculation of diluted net income per share. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company and its subsidiaries are defendants in various lawsuits relating to routine matters incidental to their business. As with all litigation, no assurance can be provided as to the outcome of any legal matters and litigation inherently involves significant costs. |
Segments
Segments | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure | Segments The Company views each of its Las Vegas casino properties and each of its Native American management arrangements as individual operating segments. The Company aggregates all of its Las Vegas operating segments into one reportable segment because all of its Las Vegas properties offer similar products, cater to the same customer base, have the same regulatory and tax structure, share the same marketing techniques, are directed by a centralized management structure and have similar economic characteristics. The Company also aggregates its Native American management arrangements into one reportable segment. The Company utilizes Adjusted EBITDA as the primary measure of each of its properties’ performance. The Company’s segment information and a reconciliation of Adjusted EBITDA to income before income tax is presented below: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Net revenues Las Vegas operations $ 322,876 $ 315,547 $ 654,334 $ 637,046 Native American management 27,320 20,883 53,807 40,669 Reportable segment net revenues 350,196 336,430 708,141 677,715 Corporate and other 1,290 1,388 2,592 2,872 Net revenues $ 351,486 $ 337,818 $ 710,733 $ 680,587 Adjusted EBITDA (a) Las Vegas operations $ 104,627 $ 101,833 $ 223,637 $ 213,082 Native American management 20,096 14,353 40,528 28,756 Reportable segment Adjusted EBITDA 124,723 116,186 264,165 241,838 Corporate and other (7,309 ) (6,296 ) (13,535 ) (12,106 ) Adjusted EBITDA 117,414 109,890 250,630 229,732 Other operating (expense) income Preopening (373 ) (286 ) (721 ) (414 ) Depreciation and amortization (38,436 ) (35,810 ) (77,863 ) (71,003 ) Share-based compensation (3,681 ) (9,851 ) (4,301 ) (12,858 ) Donation to UNLV — (2,500 ) — (2,500 ) Asset impairment — (2,001 ) — (2,001 ) Write-downs and other charges, net (10,966 ) 622 (13,334 ) (2,393 ) Settlement agreement 1,133 — 1,133 — Adjusted EBITDA attributable to MPM noncontrolling interest 5,211 4,688 9,332 8,352 Operating income and earnings from joint ventures 70,302 64,752 164,876 146,915 Other (expense) income Interest expense, net (34,078 ) (36,515 ) (69,146 ) (72,977 ) Loss on extinguishment and modification of debt (7,084 ) (90 ) (7,084 ) (90 ) Change in fair value of derivative instruments 90 (1 ) 87 (4 ) Income before income tax $ 29,230 $ 28,146 $ 88,733 $ 73,844 ____________________________________ (a) Adjusted EBITDA includes income before income tax plus preopening, depreciation and amortization, share-based compensation, a donation to UNLV, asset impairment, write-downs and other charges, net, interest expense, net, loss on extinguishment and modification of debt, and change in fair value of derivative instruments, and excludes the impact of a settlement agreement and Adjusted EBITDA attributable to the noncontrolling interests of MPM. |
Acquisition of Palms Casino Res
Acquisition of Palms Casino Resort | 6 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisition of Palms Casino Resort | Acquisition of Palms Casino Resort In May 2016, Station LLC entered into a definitive agreement to acquire the outstanding partnership interests of FP Holdings, L.P. (“FP Holdings”) and limited liability company interests of certain related entities (collectively, the “Purchased Companies”) which own and operate Palms Casino Resort in Las Vegas, Nevada. Under the terms and subject to the conditions of the purchase agreement, Station LLC will acquire the Purchased Companies for cash consideration of $312.5 million , subject to a working capital adjustment and subject to increase in the amount of FP Holdings’ cash on hand at closing and decrease for indebtedness and certain other liabilities outstanding at the closing of the transaction and expenses incurred by FP Holdings in connection with the transaction. The transaction is anticipated to close by the end of the third quarter of 2016, subject to the satisfaction of customary closing conditions, including the receipt of all required gaming approvals. Pursuant to the terms of the purchase agreement, Station LLC deposited $20.0 million of the purchase price into an escrow account to be released upon consummation of the acquisition of the Purchased Companies or termination of the purchase agreement. The deposit is included in Other assets, net in the Condensed Consolidated Balance Sheet at June 30, 2016. There can be no assurance that the acquisition of the Purchased Companies will be consummated on the terms or on the expected time frame described herein, or at all. |
Organization and Basis of Pre24
Organization and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reclassification | Certain amounts in the condensed consolidated financial statements for the prior year have been reclassified to be consistent with the current year presentation. These reclassifications had no effect on the previously reported net income. |
Principles of Consolidation | Principles of Consolidation In connection with the IPO and Reorganization Transactions, the Company obtained an economic interest of approximately 36% in Station Holdco, 100% of the voting interest in Station LLC and 100% of the voting power in Station Holdco, subject to certain limited exceptions, and was designated as the sole managing member of both Station Holdco and Station LLC. The Company controls and operates all of the business and affairs of Station LLC. The Company’s condensed consolidated financial statements reflect the consolidation of Station Holdco, Station LLC and its consolidated subsidiaries, including the retrospective consolidation of Fertitta Entertainment, for all periods presented. The financial position and results of operations attributable to the Station Holdco equity holders other than Red Rock Resorts are reported within noncontrolling interest in the condensed consolidated financial statements. The condensed consolidated financial statements also include the accounts of MPM Enterprises, LLC ("MPM"), which is a 50% owned, consolidated variable interest entity ("VIE") that manages Gun Lake Casino. The financial position and results of operations attributable to third party holdings of MPM are reported within noncontrolling interest in the condensed consolidated financial statements. All significant intercompany accounts and transactions have been eliminated. Investments in Variable Interest Entities and Joint Ventures The Company consolidates MPM because it directs the activities of MPM that most significantly impact MPM's economic performance and has the right to receive benefits and the obligation to absorb losses that are significant to MPM, and as such, is MPM's primary beneficiary. The assets of MPM reflected in the Company's Condensed Consolidated Balance Sheets at June 30, 2016 and December 31, 2015 included intangible assets of $16.6 million and $21.7 million , respectively, and receivables of $2.9 million and $3.4 million , respectively. MPM's assets may be used only to settle MPM's obligations, and MPM's beneficial interest holders have no recourse to the general credit of the Company. The Company has various investments in 50% owned joint ventures which are accounted for using the equity method, including three 50% owned smaller casino properties. Equity method investments at June 30, 2016 and December 31, 2015 also included $2.9 million and $6.3 million , respectively, of investments in certain restaurants at the Company's properties which are considered to be VIEs, of which the Company is not the primary beneficiary. In January 2016, one of these restaurants closed and the joint venture ended. The Company’s equity method investments are not, in the aggregate, material in relation to its financial position or results of operations. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Significant estimates incorporated into the Company's condensed consolidated financial statements include the estimated useful lives of depreciable and amortizable assets, the estimated cash flows and other factors used in assessing the recoverability of goodwill, intangible assets and other long-lived assets, the estimated fair values of certain assets related to write-downs and impairments, the assumptions used in computing the grant date fair value of share-based compensation, the estimated forecast and other factors used in the recognition and measurement of estimated tax provisions and the evaluation of deferred tax assets, the estimated liabilities due under the Company's tax receivable agreement (see Notes 3 , 12 and 13 ), the estimated reserve for self-insured claims, the estimated costs associated with the Company's player rewards program and the estimated liabilities related to litigation, claims and assessments. Actual results could differ from those estimates. |
Discontinued Operations | Discontinued Operations During the fourth quarter of 2014, Station LLC's majority-owned consolidated subsidiary, Fertitta Interactive LLC ("Fertitta Interactive"), ceased operations. Fertitta Interactive previously operated online gaming in New Jersey and online poker in Nevada under the Ultimate Gaming and Ultimate Poker brands, respectively. The results of operations of Fertitta Interactive were reported in discontinued operations in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2015, and the assets and liabilities of Fertitta Interactive were reported separately in the Condensed Consolidated Balance Sheet as of December 31, 2015. The Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2015 has not been adjusted for discontinued operations. |
Income Taxes | Income Taxes Following the IPO, Station Holdco continues to operate as a partnership for federal, state and local tax reporting. Station Holdco holds 100% of the economic interests in Station LLC. The members of Station Holdco are liable for any income taxes resulting from their share of income allocated to them by Station Holdco as a pass-through entity. Red Rock Resorts is taxed as a corporation and will pay corporate federal, state and local taxes on its share of income allocated to it by Station Holdco. The Company recognizes deferred tax assets and liabilities based on the differences between the book value of assets and liabilities for financial reporting purposes and those amounts applicable for income tax purposes. Deferred tax assets represent future tax deductions or credits. Realization of the deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character in either the carryback or carryforward period. Each quarter, the Company analyzes the likelihood that its deferred tax assets will be realized. A valuation allowance is recorded if, based on the weight of all available positive and negative evidence, it is more-likely-than-not (a likelihood of more than 50% ) that some portion, or all, of a deferred tax asset will not be realized. On an annual basis, the Company performs a comprehensive analysis of all forms of positive and negative evidence based on year end results. During each interim period, the Company updates its annual analysis for significant changes in the positive and negative evidence. The Company has determined that a portion of its deferred tax assets do not meet the "more likely than not" threshold required under the accounting standard and as a result, has provided a valuation allowance on its net deferred tax assets. The Company records uncertain tax positions on the basis of a two-step process in which (1) the Company determines whether it is more-likely-than-not the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions meeting the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. |
Earnings Per Share | Earnings Per Share Basic earnings per share ("EPS") is computed by dividing net income attributable to Red Rock Resorts by the weighted average number of Class A shares outstanding during the period. Diluted EPS is computed by dividing net income attributable to Red Rock Resorts, including the impact of potentially dilutive securities, by the weighted average number of Class A shares outstanding during the period, including the number of Class A shares that would have been outstanding if the potentially dilutive securities had been issued. Potentially dilutive securities include the outstanding Class B common stock, outstanding stock options and unvested restricted stock. The Company uses the “if-converted” method to determine the potentially dilutive effect of its Class B common stock, and the treasury stock method to determine the potentially dilutive effect of outstanding stock options and unvested restricted stock. |
Recently Issued and Adopted Accounting Standards | Recently Issued and Adopted Accounting Standards In March 2016, the Financial Accounting Standards Board (“FASB”) issued amended accounting guidance that simplifies certain aspects of the accounting for share-based payments, including income taxes, classification of awards as either equity or liabilities and classification within the statement of cash flows. The Company adopted this guidance during the second quarter of 2016 and the adoption had no impact on its financial position or results of operations. In February 2016, the FASB issued amended accounting guidance that changes the accounting for leases and requires expanded disclosures about leasing activities. Under the new guidance, lessees will be required to recognize a right-of-use asset and a lease liability, measured on a discounted basis, at the commencement date for all leases with terms greater than twelve months. Lessor accounting will remain largely unchanged, other than certain targeted improvements intended to align lessor accounting with the lessee accounting model and with the updated revenue recognition guidance issued in 2014. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The amended guidance is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2018 and early adoption is permitted. The Company is currently evaluating the impact this guidance will have on its financial position and results of operations. In November 2015, the FASB issued amended accounting guidance that eliminates the requirement to present deferred tax liabilities and assets as current and noncurrent in a classified balance sheet. Instead, all deferred tax assets and liabilities are required to be classified as noncurrent. The Company adopted this guidance during the second quarter of 2016 and the adoption had no impact on its financial position or results of operations. In September 2015, the FASB issued amended accounting guidance that simplifies the accounting for measurement-period adjustments in business combinations. The amended guidance requires an acquirer to record changes in depreciation, amortization, or other income effects, if any, as a result of changes to estimated amounts identified during the measurement period, in the reporting period in which the adjustments are identified, calculated as if the accounting had been completed at the acquisition date. The amended guidance also requires an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings, by line item, that would have been recorded in previous reporting periods if the adjustment to the estimated amounts had been recognized as of the acquisition date. The Company adopted this guidance in the first quarter of 2016 and the adoption had no impact on its financial position or results of operations. In May 2014, the FASB issued a new accounting standard for revenue recognition which requires entities to recognize revenue when it transfers 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 new standard supersedes the existing accounting guidance for revenue recognition, including industry-specific guidance, and amends certain accounting guidance for recognition of gains and losses on the transfer of non-financial assets. The new guidance is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2017. Early adoption is permitted for annual reporting periods (including interim periods within those periods) beginning after December 15, 2016. Upon adoption, financial statement issuers may elect to apply the new standard either retrospectively to each prior reporting period presented, or using a modified retrospective approach by recognizing the cumulative effect of initial application and providing certain additional disclosures. The Company will adopt this guidance in the first quarter of 2018. The Company is currently evaluating the impact this guidance will have on its financial position and results of operations, and has not yet determined which adoption method it will elect. |
Noncontrolling Interest in St25
Noncontrolling Interest in Station Holdco (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest Ownership | The ownership of the Holdco Units at June 30, 2016 is summarized as follows: June 30, 2016 Units Ownership % Noncontrolling interest holders' ownership of Holdco Units (equal to outstanding Class B common stock) 74,426,594 64.42 % Red Rock Resorts' ownership of Holdco Units (equal to outstanding Class A common stock, excluding unvested restricted shares) 41,110,670 35.58 % Total Holdco Units 115,537,264 100.00 % |
Native American Development (Ta
Native American Development (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Development Disclosure [Abstract] | |
Schedule of Development and Management Agreements | The following table outlines the Company's evaluation at June 30, 2016 of each of the critical milestones necessary to complete the North Fork Project. As of June 30, 2016 Federally recognized as an Indian tribe by the Bureau of Indian Affairs ("BIA") Yes Date of recognition Federal recognition was terminated in 1961 and restored in 1983. Tribe has possession of or access to usable land upon which the project is to be built The DOI accepted approximately 305 acres of land for the project into trust for the benefit of the Mono in February 2013. Status of obtaining regulatory and governmental approvals: Tribal–state compact A compact was negotiated and signed by the Governor of California and the Mono in August 2012. The Compact was ratified by the California State Assembly and Senate in May 2013 and June 2013, respectively. Opponents of the North Fork Project qualified a referendum, “Proposition 48,” for a state-wide ballot challenging the legislature’s ratification of the Compact. In November 2014, Proposition 48 failed. The State took the position that the failure of Proposition 48 nullified the ratification of the Compact and, therefore, the Compact did not take effect under California law. In March 2015, the Mono filed suit against the State (see North Fork Rancheria of Mono Indians v. State of California) to obtain a compact with the State or procedures from the Assistant Secretary of the Interior for Indian Affairs under which Class III gaming may be conducted on the North Fork Site. In November 2015, the district court issued its order granting judgment in favor of the Mono and ordering the parties to conclude a compact within 60 days. The parties were unable to conclude a compact and the court ordered mediation. In February 2016, the mediation was conducted and the mediator issued her decision selecting the Mono’s compact as the compact that best comports with the law and the orders from the district court. The State had 60 days in which to consent to the selected compact. The State failed to consent to the selected compact and in April 2016, it was submitted to the Secretary of the Interior for the adoption of procedures consistent with the selected compact to allow the Mono to conduct Class III gaming at the North Fork Site. On July 29, 2016, the DOI issued Secretarial procedures (the “Secretarial Procedures”) pursuant to which the Mono may conduct Class III gaming on the North Fork Site. Approval of gaming compact by DOI The Compact was submitted to the DOI in July 2013. In October 2013, notice of the Compact taking effect was published in the Federal Register. The Secretarial Procedures supersede and replace the Compact. Record of decision regarding environmental impact published by BIA In November 2012, the record of decision for the Environmental Impact Statement for the North Fork Project was issued by the BIA. In December 2012, the Notice of Intent to take land into trust was published in the Federal Register. BIA accepting usable land into trust on behalf of the tribe The North Fork Site was accepted into trust in February 2013. Approval of management agreement by NIGC In December 2015, the Mono submitted the Management Agreement, and certain related documents, to the NICG. On July 25, 2016, the Mono received a deficiency letter from the NIGC seeking additional information concerning the Management Agreement. Approval of the Management Agreement by the NIGC is expected to occur following the Mono’s response to the deficiency letter. The Company believes the Management Agreement will be approved because the terms and conditions thereof are consistent with the provisions of the Indian Gaming Regulatory Act. Gaming licenses: Type Current plans for the North Fork Project include the operation of Class II and Class III gaming, which are allowed pursuant to the terms of the Secretarial Procedures and IGRA, following approval of the Management Agreement by the NIGC. Number of gaming devices allowed The Secretarial Procedures allow for the operation of a maximum of 2,000 Class III slot machines at the facility during the first two years of operation and thereafter up to 2,500 Class III slot machines. There is no limit on the number of Class II gaming devices that the Mono can offer. Agreements with local authorities The Mono has entered into memoranda of understanding with the City of Madera, the County of Madera and the Madera Irrigation District under which the Mono agreed to pay one-time and recurring mitigation contributions, subject to certain contingencies. |
Long-term Debt (Tables)
Long-term Debt (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term debt consisted of the following indebtedness of Station LLC (amounts in thousands): June 30, December 31, 2015 $1.5 billion Term Loan B Facility, due June 8, 2023, interest at a margin above LIBOR or base rate (3.75% at June 30, 2016), net of unamortized discount and deferred issuance costs of $46.0 million at June 30, 2016 $ 1,453,992 $ — $225 million Term Loan A Facility, due June 8, 2021, interest at a margin above LIBOR or base rate (2.95% at June 30, 2016), net of unamortized discount and deferred issuance costs of $8.3 million at June 30, 2016 216,681 — $685 million Revolving Credit Facility, due June 8, 2021, interest at a margin above LIBOR or base rate (2.95% at June 30, 2016) — — $1.625 billion Term Loan B Facility, due March 1, 2020, interest at a margin above LIBOR or base rate (4.25% at December 31, 2015), net of unamortized discount and deferred issuance costs of $45.6 million at December 31, 2015 — 1,423,026 $350 million Revolving Credit Facility, due March 1, 2018, interest at a margin above LIBOR or base rate (6.00% at December 31, 2015) — 20,000 $500 million 7.50% Senior Notes, due March 1, 2021, net of unamortized discount and deferred issuance costs of $10.4 million and $11.3 million at June 30, 2016 and December 31, 2015, respectively 489,633 488,735 Restructured Land Loan, due June 17, 2017, interest at a margin above LIBOR or base rate (4.96% and 3.92% at June 30, 2016 and December 31, 2015, respectively), net of unamortized discount of $1.1 million and $2.1 million, respectively 114,800 112,517 Other long-term debt, weighted-average interest of 3.86% and 4.46% at June 30, 2016 and December 31, 2015, respectively, net of unamortized deferred issuance costs of $0.4 million at December 31, 2015, maturity dates ranging from 2017 to 2027 36,180 110,919 Total long-term debt 2,311,286 2,155,197 Current portion of long-term debt (62,579 ) (88,937 ) Total long-term debt, net $ 2,248,707 $ 2,066,260 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location [Table Text Block] | Information about pre-tax gains and losses on derivative financial instruments held by the Company and their location within the condensed consolidated financial statements is presented below (amounts in thousands): Derivatives in Cash Flow Hedging Relationships Amount of Loss on Derivatives Recognized in Other Comprehensive Loss (Effective Portion) Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) Amount of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) Location of Gain (Loss) on Derivatives Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Gain (Loss) on Derivatives Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) Three Months Ended June 30, Three Months Ended June 30, Three Months Ended June 30, 2016 2015 2016 2015 2016 2015 Interest rate swaps $ (5,612 ) $ (1,042 ) Interest expense, net $ (335 ) $ (3,068 ) Change in fair value of derivative instruments $ 90 $ (1 ) Derivatives in Cash Flow Hedging Relationships Amount of Loss on Derivatives Recognized in Other Comprehensive Loss (Effective Portion) Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) Amount of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) Location of Gain (Loss) on Derivatives Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Gain (Loss) on Derivatives Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) Six Months Ended June 30, Six Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 2016 2015 Interest rate swaps $ (7,127 ) $ (4,788 ) Interest expense, net $ (1,601 ) $ (6,165 ) Change in fair value of derivative instruments $ 87 $ (4 ) The fair value of Station LLC's derivative financial instruments as well as their classification on the Condensed Consolidated Balance Sheets is presented below (amounts in thousands): Balance Sheet Classification Fair Value June 30, 2016 December 31, 2015 Derivatives designated as hedging instruments: Interest rate swaps Interest rate swaps and other long-term liabilities $ 5,033 $ 8,334 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets at Fair Value Recurring Basis and Fair Value Hierarchy | Information about the Company's financial assets and liabilities measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements fall, is presented below (amounts in thousands): Fair Value Measurement at Reporting Date Using Balance at June 30, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Available-for-sale securities (a) $ 126 $ 126 $ — $ — Liabilities Interest rate swaps $ 5,033 $ — $ 5,033 $ — Fair Value Measurement at Reporting Date Using Balance at December 31, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Available-for-sale securities (a) $ 85 $ 85 $ — $ — Liabilities Interest rate swaps $ 8,334 $ — $ 8,334 $ — ____________________________________ (a) Available-for-sale securities are included in Other assets, net in the accompanying Condensed Consolidated Balance Sheets. |
Schedule of Long-Term Debt, Carrying Values and Estimated Fair Values | The estimated fair value of Station LLC's long-term debt compared with its carrying amount is presented below (amounts in millions): June 30, December 31, 2015 Aggregate fair value $ 2,386 $ 2,177 Aggregate carrying amount 2,311 2,155 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Income (Loss) | The following table presents changes in accumulated other comprehensive income (loss) balances by component of other comprehensive (loss) income, net of tax and noncontrolling interest, for the six months ended June 30, 2016 (amounts in thousands): Accumulated Other Comprehensive Income (Loss) Unrealized Loss on Interest Rate Swaps Unrealized (Loss) Gain on Available-for-sale Securities Total Balances, December 31, 2015 $ (5,279 ) $ (24 ) $ (5,303 ) Other comprehensive (loss) income before reclassifications (a) (2,990 ) 21 (2,969 ) Amounts reclassified from accumulated other comprehensive loss into income (b) 1,290 — 1,290 Net current-period other comprehensive (loss) income (1,700 ) 21 (1,679 ) Effects of the Reorganization Transactions 3,768 7 3,775 Balances, June 30, 2016 $ (3,211 ) $ 4 $ (3,207 ) (a) Net of $0.6 million tax benefit related to unrealized loss on interest rate swaps. (b) Net of $0.4 million tax expense related to unrealized loss reclassified from accumulated other comprehensive loss into income. |
Schedule of Changes in Equity and Noncontrolling Interest | The changes in stockholders'/members' equity and noncontrolling interest for the six months ended June 30, 2016 were as follows (amounts in thousands): Station Holdco Combined Members' Equity Red Rock Resorts, Inc. Stockholders' Equity Common Stock Additional paid in capital Accumulated deficit Accumulated other comprehensive loss Noncontrolling interest Total stockholders' / members' equity Controlling members' equity Noncontrolling interest Class A Class B Shares Amount Shares Amount Balances, December 31, 2015 $ 552,924 $ 20,785 — $ — — $ — $ — $ — $ — $ — $ 573,709 Activity prior to the IPO and Reorganization Transactions: Net income 63,651 3,007 — — — — — — — — 66,658 Other comprehensive income 18 — — — — — — — — — 18 Share-based compensation 542 — — — — — — — — — 542 Distributions (83,883 ) (3,567 ) — — — — — — — — (87,450 ) Effects of the IPO and Reorganization Transactions: Effects of the Reorganization Transactions (533,252 ) (20,225 ) — — — — 538,537 — (5,285 ) 20,225 — Issuance of Class A common stock in the IPO, net of underwriting discount and offering costs — — 29,512 295 — — 531,654 — — — 531,949 Issuance of Class B common stock — — — — 80,563 1 — — — — 1 Purchase of Holdco Units from existing owners - deemed distribution — — — — (6,136 ) — (112,474 ) — — — (112,474 ) Issuance of Class A common stock in exchange for Holdco Units — — 11,747 117 — — (117 ) — — — — Purchase of Fertitta Entertainment - deemed distribution — — — — — — (389,555 ) — — — (389,555 ) Recognition of Tax Receivable Agreement liability — — — — — — (44,475 ) — — — (44,475 ) Net deferred tax assets resulting from the Reorganization Transactions — — — — — — 29,943 — 364 — 30,307 Issuance of restricted stock awards — — 190 2 — — (2 ) — — — — Allocate equity to noncontrolling interests in Station Holdco — — — — — — (366,319 ) — 3,411 362,908 — Station Holdco Combined Members' Equity Red Rock Resorts, Inc. Stockholders' Equity Common Stock Additional paid in capital Accumulated deficit Accumulated other comprehensive loss Noncontrolling interest Total stockholders' / members' equity Controlling members' equity Noncontrolling interest Class A Class B Shares Amount Shares Amount Activity subsequent to the IPO and Reorganization Transactions: Net (loss) income — — — — — — — (359 ) — 14,932 14,573 Other comprehensive loss, net of tax — — — — — — — — (1,697 ) (3,539 ) (5,236 ) Share-based compensation — — — — — — 292 — — 539 831 Distributions — — — — — — — — — (13,087 ) (13,087 ) Rebalancing of ownership percentage between the Company and noncontrolling interests in Station Holdco — — — — — — 256 — — (256 ) — Balances, June 30 2016 $ — $ — 41,449 $ 414 74,427 $ 1 $ 187,740 $ (359 ) $ (3,207 ) $ 381,722 $ 566,311 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | The following table presents information about share-based compensation awards under the Equity Incentive Plan: Restricted Class A Common Stock Stock Options Shares Weighted-average grant date fair value Shares Weighted-average grant date fair value Weighted-average exercise price Issued in substitution for unvested Station Holdco profit units 180,632 $ 6.82 — $ — $ — New awards 189,568 19.50 1,687,205 5.99 19.50 Vested during the period (32,340 ) 6.89 — — — Outstanding at June 30, 2016 337,860 $ 13.93 1,687,205 $ 5.99 $ 19.50 |
Write-downs and other charges (
Write-downs and other charges (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Losses on Asset Disposals and Other Nonroutine Transactions [Abstract] | |
Schedule of Losses on Asset Disposals and Nonroutine Transactions | Write-downs and other charges, net consisted of the following (amounts in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Transaction-related costs $ 7,770 $ 647 $ 9,038 $ 647 Loss (gain) on disposal of assets, net 1,484 (1,607 ) 2,202 431 Severance expense 294 261 624 530 Other, net 1,418 77 1,470 785 $ 10,966 $ (622 ) $ 13,334 $ 2,393 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | A reconciliation of the numerator and denominator used in the calculation of basic and diluted net income per share is as follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 (in thousands, except per share amounts) Numerator: Net income $ 21,728 $ 28,113 $ 81,231 $ 73,679 Less net income attributable to noncontrolling interests (a) (21,426 ) (25,286 ) (74,614 ) (66,018 ) Net income attributable to Red Rock Resorts $ 302 $ 2,827 $ 6,617 $ 7,661 Denominator: Weighted average shares of Class A common stock outstanding, basic 30,031 9,888 19,960 9,888 Effect of dilutive securities 162 — 81 — Weighted average shares of Class A common stock outstanding, diluted 30,193 9,888 20,041 9,888 Net income per share of Class A common stock, basic and diluted $ 0.01 $ 0.29 $ 0.33 $ 0.77 ____________________________________ (a) Represents retrospective allocation of net income as if the Reorganization Transactions had occurred at the beginning of the earliest period presented. |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The calculation of diluted net income per share of Class A common stock excluded the following potentially dilutive shares because their inclusion would not have been dilutive: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Shares issuable in exchange for Class B common stock and Holdco Units 74,427 80,335 74,427 80,335 Share issuable upon exercise of stock options 1,687 — 1,687 — |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The Company utilizes Adjusted EBITDA as the primary measure of each of its properties’ performance. The Company’s segment information and a reconciliation of Adjusted EBITDA to income before income tax is presented below: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Net revenues Las Vegas operations $ 322,876 $ 315,547 $ 654,334 $ 637,046 Native American management 27,320 20,883 53,807 40,669 Reportable segment net revenues 350,196 336,430 708,141 677,715 Corporate and other 1,290 1,388 2,592 2,872 Net revenues $ 351,486 $ 337,818 $ 710,733 $ 680,587 Adjusted EBITDA (a) Las Vegas operations $ 104,627 $ 101,833 $ 223,637 $ 213,082 Native American management 20,096 14,353 40,528 28,756 Reportable segment Adjusted EBITDA 124,723 116,186 264,165 241,838 Corporate and other (7,309 ) (6,296 ) (13,535 ) (12,106 ) Adjusted EBITDA 117,414 109,890 250,630 229,732 Other operating (expense) income Preopening (373 ) (286 ) (721 ) (414 ) Depreciation and amortization (38,436 ) (35,810 ) (77,863 ) (71,003 ) Share-based compensation (3,681 ) (9,851 ) (4,301 ) (12,858 ) Donation to UNLV — (2,500 ) — (2,500 ) Asset impairment — (2,001 ) — (2,001 ) Write-downs and other charges, net (10,966 ) 622 (13,334 ) (2,393 ) Settlement agreement 1,133 — 1,133 — Adjusted EBITDA attributable to MPM noncontrolling interest 5,211 4,688 9,332 8,352 Operating income and earnings from joint ventures 70,302 64,752 164,876 146,915 Other (expense) income Interest expense, net (34,078 ) (36,515 ) (69,146 ) (72,977 ) Loss on extinguishment and modification of debt (7,084 ) (90 ) (7,084 ) (90 ) Change in fair value of derivative instruments 90 (1 ) 87 (4 ) Income before income tax $ 29,230 $ 28,146 $ 88,733 $ 73,844 ____________________________________ (a) Adjusted EBITDA includes income before income tax plus preopening, depreciation and amortization, share-based compensation, a donation to UNLV, asset impairment, write-downs and other charges, net, interest expense, net, loss on extinguishment and modification of debt, and change in fair value of derivative instruments, and excludes the impact of a settlement agreement and Adjusted EBITDA attributable to the noncontrolling interests of MPM. |
Organization and Basis of Pre35
Organization and Basis of Presentation (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | ||
May 31, 2016USD ($)$ / sharesshares | Jun. 30, 2016USD ($)Casino_Properties$ / shares | Jun. 30, 2015USD ($) | Dec. 31, 2015USD ($) | |
Related Party Transaction [Line Items] | ||||
Proceeds from issuance of Class A common stock sold in initial public offering, net of underwriting discount and offering costs | $ 531,949 | $ 0 | ||
Ownership percentage | 50.00% | |||
Investments in joint ventures | $ 10,931 | $ 13,991 | ||
MPM Enterprises, LLC | ||||
Related Party Transaction [Line Items] | ||||
Ownership percentage, parent | 50.00% | |||
MPM Enterprises, LLC | Intangible Assets | ||||
Related Party Transaction [Line Items] | ||||
Assets consolidated from variable interest entity | $ 16,600 | 21,700 | ||
MPM Enterprises, LLC | Receivables | ||||
Related Party Transaction [Line Items] | ||||
Assets consolidated from variable interest entity | 2,900 | 3,400 | ||
Variable Interest Entity, Not Primary Beneficiary | ||||
Related Party Transaction [Line Items] | ||||
Investments in joint ventures | $ 2,900 | $ 6,300 | ||
Station Holdco | ||||
Related Party Transaction [Line Items] | ||||
Ownership percentage, parent | 33.40% | |||
Proceeds from issuance of Class A common stock sold in initial public offering, net of underwriting discount and offering costs | $ 424,400 | |||
Ownership percentage | 36.00% | |||
Percentage of voting interests acquired | 100.00% | |||
Station Casinos LLC | ||||
Related Party Transaction [Line Items] | ||||
Percentage of voting interests acquired | 100.00% | |||
Class A common stock | ||||
Related Party Transaction [Line Items] | ||||
Common stock, par value (in usd per share) | $ / shares | $ 0.01 | |||
IPO | Class A common stock | ||||
Related Party Transaction [Line Items] | ||||
Stock issued during IPO, Class A common stock (in shares) | shares | 29,511,828 | |||
Offering price of Class A common stock (in usd per share) | $ / shares | $ 19.50 | |||
Proceeds from issuance of Class A common stock sold in initial public offering, net of underwriting discount and offering costs | $ 541,000 | |||
Major Hotel/Casino Properties | Wholly Owned Properties | ||||
Related Party Transaction [Line Items] | ||||
Casino properties | Casino_Properties | 9 | |||
Smaller Casino Properties | ||||
Related Party Transaction [Line Items] | ||||
Casino properties | Casino_Properties | 10 | |||
Smaller Casino Properties | Partially Owned Properties | ||||
Related Party Transaction [Line Items] | ||||
Casino properties | Casino_Properties | 3 | |||
Ownership percentage, parent | 50.00% |
Reorganization of Corporate S36
Reorganization of Corporate Structure (Details) | 1 Months Ended | 6 Months Ended | |
May 31, 2016USD ($)$ / shares$ / unitshares | Jun. 30, 2016USD ($)$ / sharesshares | Jun. 30, 2015USD ($) | |
Reorganization of Corporate Structure [Line Items] | |||
Proceeds from issuance of Class A common stock sold in initial public offering, net of underwriting discount and offering costs | $ 531,949,000 | $ 0 | |
Payments of offering costs | 36,778,000 | 446,000 | |
Payments to acquire additional interest in subsidiaries | 112,474,000 | 0 | |
Settlement of liability-classified equity awards | (18,739,000) | 0 | |
Purchase of Fertitta Entertainment -- deemed distribution | $ 389,054,000 | $ 0 | |
Revolving Credit Facility | |||
Reorganization of Corporate Structure [Line Items] | |||
Revolving credit facility, maximum borrowing capacity | $ 350,000,000 | ||
Class B common stock | |||
Reorganization of Corporate Structure [Line Items] | |||
Common stock, par value (in usd per share) | $ / shares | $ 0.00001 | $ 0.00001 | |
Stock issued in conversion (in shares) | shares | 80,562,666 | ||
Class A common stock | |||
Reorganization of Corporate Structure [Line Items] | |||
Common stock, par value (in usd per share) | $ / shares | $ 0.01 | ||
Class A common stock | Employee Stock Option | |||
Reorganization of Corporate Structure [Line Items] | |||
Options, granted in period (in shares) | shares | 1,687,205 | ||
Class A common stock | Employee Stock Option | Executive Officer | |||
Reorganization of Corporate Structure [Line Items] | |||
Options, granted in period (in shares) | shares | 1,687,205 | ||
Class A common stock | IPO | |||
Reorganization of Corporate Structure [Line Items] | |||
Stock issued during IPO, Class A common stock (in shares) | shares | 29,511,828 | ||
Proceeds from issuance of Class A common stock sold in initial public offering, net of underwriting discount and offering costs | $ 541,000,000 | ||
Payments of offering costs | 4,900,000 | ||
Station Holdco | |||
Reorganization of Corporate Structure [Line Items] | |||
Proceeds from issuance of Class A common stock sold in initial public offering, net of underwriting discount and offering costs | 419,500,000 | ||
Consideration transferred | 460,000,000 | ||
Other payments to acquire businesses | 51,000,000 | ||
Settlement of liability-classified equity awards | $ (18,700,000) | ||
Business combination, consideration transferred, liabilities incurred | $ 1,300,000 | ||
Station Holdco | |||
Reorganization of Corporate Structure [Line Items] | |||
Common stock conversion ratio | 1 | ||
Proceeds from issuance of Class A common stock sold in initial public offering, net of underwriting discount and offering costs | $ 424,400,000 | ||
Value of shares withheld for tax obligations | $ 4,100,000 | ||
Increase in subsidiary interest (in units) | shares | 6,136,072 | ||
Payments to acquire additional interest in subsidiaries | $ 112,500,000 | ||
Per unit price of increase in subsidiary interest (usd per unit) | $ / unit | 18.33 | ||
Tax receivable agreement, realized tax benefits payable to subsidiary | 85.00% | ||
Station Holdco | Class B common stock | |||
Reorganization of Corporate Structure [Line Items] | |||
Common stock conversion ratio | 1 | ||
Station Holdco | Class A common stock | |||
Reorganization of Corporate Structure [Line Items] | |||
Stock issued in conversion (in shares) | shares | 10,137,209 | ||
Shares withheld for tax obligations (in shares) | shares | 222,959 | ||
Executive Officers, Employees and Members of the Board of Directors | Class A common stock | Restricted Stock | |||
Reorganization of Corporate Structure [Line Items] | |||
Stock issued in conversion (in shares) | shares | 189,568 | ||
Employees of Subsidiaries | Class A common stock | Restricted Stock | |||
Reorganization of Corporate Structure [Line Items] | |||
Stock issued in conversion (in shares) | shares | 1,832,884 | ||
Fertitta Entertainment | |||
Reorganization of Corporate Structure [Line Items] | |||
Purchase of Fertitta Entertainment -- deemed distribution | $ 389,600,000 | ||
Frank J. Fertitta III and Lorenzo J Fertitta | |||
Reorganization of Corporate Structure [Line Items] | |||
Payments to acquire additional interest in subsidiaries | 44,600,000 | ||
German American Capital Corporation | |||
Reorganization of Corporate Structure [Line Items] | |||
Payments to acquire additional interest in subsidiaries | $ 55,700,000 |
Significant Accounting Polici37
Significant Accounting Policies (Details) - USD ($) $ in Millions | 1 Months Ended | |
May 31, 2016 | Jun. 30, 2016 | |
Parent Company | ||
Basis of Presentation and Significant Accounting Policies [Line Items] | ||
Tax receivable agreement, realized tax benefits payable to subsidiary | 85.00% | |
Tax receivable agreement, estimated tax liability | $ 44.5 | |
London Interbank Offered Rate (LIBOR) | Parent Company | ||
Basis of Presentation and Significant Accounting Policies [Line Items] | ||
Tax receivable agreement, basis spread on variable rate, late payments | 5.00% | |
Station Holdco | ||
Basis of Presentation and Significant Accounting Policies [Line Items] | ||
Percentage of voting interests acquired | 100.00% | |
Tax receivable agreement, realized tax benefits payable to subsidiary | 85.00% |
Noncontrolling Interest in St38
Noncontrolling Interest in Station Holdco (Details) - USD ($) $ in Thousands | 2 Months Ended | 4 Months Ended | |
Jun. 30, 2016 | Apr. 30, 2016 | May 31, 2016 | |
Noncontrolling Interest [Line Items] | |||
Ownership percentage | 50.00% | ||
Purchase of Holdco Units from existing owners - deemed distribution | $ 13,087 | $ 87,450 | |
Station Holdco | |||
Noncontrolling Interest [Line Items] | |||
Ownership percentage by noncontrolling owners | 66.60% | 64.00% | |
Purchase of Holdco Units from existing owners - deemed distribution | $ 10,200 | $ 83,883 | |
Station Holdco | |||
Noncontrolling Interest [Line Items] | |||
Ownership percentage | 36.00% | ||
Ownership percentage by noncontrolling owners | 100.00% | ||
Ownership percentage, parent | 33.40% | ||
Noncontrolling interest, units outstanding (in units) | 115,537,264 | ||
Class B common stock | Station Holdco | |||
Noncontrolling Interest [Line Items] | |||
Ownership percentage by noncontrolling owners | 64.42% | ||
Noncontrolling interest, units outstanding (in units) | 74,426,594 | ||
Class A common stock | Station Holdco | |||
Noncontrolling Interest [Line Items] | |||
Ownership percentage by noncontrolling owners | 35.58% | ||
Noncontrolling interest, units outstanding (in units) | 41,110,670 |
Native American Development - N
Native American Development - North Fork (Details) gaming_device in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2016USD ($)aTable_Gamesgaming_device | Jun. 30, 2016USD ($)aTable_Gamesgaming_device | Dec. 31, 2015USD ($) | |
Development and Management Agreements, Native American [Line Items] | |||
Native American development costs | $ 12,974 | $ 12,974 | $ 11,908 |
North Fork Rancheria of Mono Indians | |||
Development and Management Agreements, Native American [Line Items] | |||
Number of slot machines | gaming_device | 2 | 2 | |
Number of table games | Table_Games | 40 | 40 | |
Development fee, percent fee | 4.00% | ||
Reimbursable advances for Native American development | $ 28,100 | $ 28,100 | |
Native American development costs | $ 13,000 | $ 13,000 | |
Estimated period after construction begins, facility is completed and open for business | 18 months | ||
North Fork Rancheria of Mono Indians | Maximum | |||
Development and Management Agreements, Native American [Line Items] | |||
Estimated period to begin construction | 48 months | ||
Successful project completion | 75.00% | 75.00% | |
North Fork Rancheria of Mono Indians | Minimum | |||
Development and Management Agreements, Native American [Line Items] | |||
Estimated period to begin construction | 36 months | ||
Successful project completion | 65.00% | 65.00% | |
North Fork Rancheria of Mono Indians | Land Held for Development | |||
Development and Management Agreements, Native American [Line Items] | |||
Area of land | a | 305 | 305 |
Long-term Debt - Schedule of Lo
Long-term Debt - Schedule of Long-term Instruments (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Current portion of long-term debt | $ (62,579,000) | $ (88,937,000) |
Total long-term debt, net | 2,248,707,000 | 2,066,260,000 |
Restructured Land Loan | ||
Debt Instrument [Line Items] | ||
Face amount | 105,000,000 | |
Station Casinos LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt | 2,311,286,000 | 2,155,197,000 |
Current portion of long-term debt | (62,579,000) | (88,937,000) |
Total long-term debt, net | 2,248,707,000 | 2,066,260,000 |
Station Casinos LLC | Line of Credit | Term Loan B Facility, Due June 8, 2023 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 1,453,992,000 | 0 |
Revolving credit facility, maximum borrowing capacity | $ 1,500,000,000 | |
Interest rate at period end (as a percent) | 3.75% | |
Unamortized discount and deferred issuance costs | $ 46,000,000 | |
Station Casinos LLC | Line of Credit | Term Loan A Facility, Due June 8, 2021 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 216,681,000 | 0 |
Revolving credit facility, maximum borrowing capacity | $ 225,000,000 | |
Interest rate at period end (as a percent) | 2.95% | |
Unamortized discount and deferred issuance costs | $ 8,300,000 | |
Station Casinos LLC | Line of Credit | Term Loan B Facility, Due March 1, 2020 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | $ 1,423,026,000 |
Revolving credit facility, maximum borrowing capacity | 1,625,000,000 | |
Interest rate at period end (as a percent) | 4.25% | |
Unamortized discount and deferred issuance costs | $ 45,600,000 | |
Station Casinos LLC | Revolving Credit Facility | Revolving Credit Facility Due June 8, 2021 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | 0 |
Revolving credit facility, maximum borrowing capacity | $ 685,000,000 | |
Interest rate at period end (as a percent) | 2.95% | |
Station Casinos LLC | Revolving Credit Facility | Revolving Credit Facility Due March 1, 2018 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 0 | $ 20,000,000 |
Revolving credit facility, maximum borrowing capacity | 350,000,000 | |
Interest rate at period end (as a percent) | 6.00% | |
Station Casinos LLC | Senior Notes | 7.50% Senior Notes, Due March 1, 2021 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 489,633,000 | $ 488,735,000 |
Face amount | 500,000,000 | |
Debt instrument, stated interest rate (as a percent) | 7.50% | |
Unamortized discount and deferred issuance costs | 10,400,000 | $ 11,300,000 |
Station Casinos LLC | Restructured Land Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 114,800,000 | $ 112,517,000 |
Interest rate at period end (as a percent) | 4.96% | 3.92% |
Unamortized discount on long-term debt | $ 1,100,000 | $ 2,100,000 |
Station Casinos LLC | Other Long-term Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 36,180,000 | $ 110,919,000 |
Weighted average interest rate (as a percent) | 3.86% | 4.46% |
Unamortized discount on long-term debt | $ 0 | $ 400,000 |
Long-term Debt - Narrative (Det
Long-term Debt - Narrative (Details) | Aug. 15, 2016 | Jun. 30, 2016USD ($)Additional_Extension_Periods | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)Additional_Extension_Periods | Jun. 30, 2015USD ($) | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | ||||||
Loss on extinguishment and modification of debt | $ 7,084,000 | $ 90,000 | $ 7,084,000 | $ 90,000 | ||
Restructured Land Loan | ||||||
Debt Instrument [Line Items] | ||||||
Face amount | $ 105,000,000 | |||||
Loan to value ratio | 0.5 | |||||
Restructured Land Loan | CV Propco, LLC | ||||||
Debt Instrument [Line Items] | ||||||
Maximum guaranty amount | 40,000,000 | $ 40,000,000 | ||||
Restructured Land Loan | CV Propco, LLC | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate, cap (as a percent) | 5.50% | |||||
Restructured Land Loan | CV Propco and NP Tropicana | ||||||
Debt Instrument [Line Items] | ||||||
Percent of warrants to be purchased | 60.00% | |||||
Warrant, redemption consideration | 4,000,000 | $ 4,000,000 | ||||
Warrant, cancellation consideration | 0 | $ 0 | ||||
Restructured Land Loan If Sold | CV Propco, LLC | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate, cap (as a percent) | 4.50% | |||||
Other Long-term Debt | Fertitta Entertainment Credit Facility | Fertitta Entertainment | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate carrying amount | $ 51,500,000 | |||||
Other Long-term Debt | Fertitta Entertainment Aviation Loan | Fertitta Entertainment | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate carrying amount | 21,300,000 | |||||
Station Casinos LLC | ||||||
Debt Instrument [Line Items] | ||||||
Loss on extinguishment and modification of debt | $ 6,600,000 | |||||
Third-party fees | 2,900,000 | |||||
Write off of deferred debt issuance costs | 3,700,000 | |||||
Aggregate carrying amount | 2,311,286,000 | 2,311,286,000 | 2,155,197,000 | |||
Station Casinos LLC | Line of Credit | Term Loan A Facility, Due June 8, 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility, maximum borrowing capacity | 225,000,000 | 225,000,000 | ||||
Aggregate carrying amount | 216,681,000 | 216,681,000 | 0 | |||
Station Casinos LLC | Line of Credit | Term Loan B Facility, Due June 8, 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility, maximum borrowing capacity | 1,500,000,000 | 1,500,000,000 | ||||
Aggregate carrying amount | 1,453,992,000 | 1,453,992,000 | 0 | |||
Station Casinos LLC | Line of Credit | Term Loan B Facility, Due March 1, 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility, maximum borrowing capacity | 1,625,000,000 | 1,625,000,000 | ||||
Aggregate carrying amount | 0 | 0 | 1,423,026,000 | |||
Station Casinos LLC | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing availability | 651,800,000 | 651,800,000 | ||||
Letters of Credit and similar obligations outstanding, amount | $ 33,200,000 | $ 33,200,000 | ||||
Ratio of indebtedness-to-capital, period one | 6.50 | 6.50 | ||||
Ratio of indebtedness-to-capital, period two | 6.25 | 6.25 | ||||
Ratio of indebtedness-to-capital, period three | 5.75 | 5.75 | ||||
Ratio of indebtedness-to-capital, period four | 5.50 | 5.50 | ||||
Ratio of indebtedness-to-capital, after period four | 5.25 | 5.25 | ||||
Interest coverage ratio | 2.5 | 2.5 | ||||
Station Casinos LLC | Revolving Credit Facility | Term Loan A Facility, Due June 8, 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, quarterly principal payments | $ 2,800,000 | |||||
Station Casinos LLC | Revolving Credit Facility | Term Loan A Facility, Due June 8, 2021 | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate, initial period margin (as a percent) | 2.50% | |||||
Station Casinos LLC | Revolving Credit Facility | Term Loan A Facility, Due June 8, 2021 | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate, initial period margin (as a percent) | 1.50% | |||||
Station Casinos LLC | Revolving Credit Facility | Term Loan A Facility, Due June 8, 2021 | Minimum | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 1.75% | |||||
Station Casinos LLC | Revolving Credit Facility | Term Loan A Facility, Due June 8, 2021 | Minimum | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 0.75% | |||||
Station Casinos LLC | Revolving Credit Facility | Term Loan A Facility, Due June 8, 2021 | Maximum | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 2.75% | |||||
Station Casinos LLC | Revolving Credit Facility | Term Loan A Facility, Due June 8, 2021 | Maximum | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 1.75% | |||||
Station Casinos LLC | Revolving Credit Facility | Term Loan B Facility, Due June 8, 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Prepayment penalty premium (as a percent) | 1.00% | |||||
Credit facility, quarterly principal payments | $ 3,800,000 | |||||
Station Casinos LLC | Revolving Credit Facility | Term Loan B Facility, Due June 8, 2023 | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 3.00% | |||||
Basis spread on variable rate, floor (as a percent) | 0.75% | |||||
Station Casinos LLC | Revolving Credit Facility | Term Loan B Facility, Due June 8, 2023 | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 2.00% | |||||
Station Casinos LLC | Revolving Credit Facility | Revolving Credit Facility Due June 8, 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility, maximum borrowing capacity | $ 685,000,000 | $ 685,000,000 | ||||
Aggregate carrying amount | 0 | 0 | 0 | |||
Station Casinos LLC | Revolving Credit Facility | Revolving Credit Facility Due March 1, 2018 | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility, maximum borrowing capacity | 350,000,000 | 350,000,000 | ||||
Aggregate carrying amount | 0 | 0 | 20,000,000 | |||
Station Casinos LLC | Restructured Land Loan | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate carrying amount | 114,800,000 | 114,800,000 | 112,517,000 | |||
Station Casinos LLC | Other Long-term Debt | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate carrying amount | $ 36,180,000 | $ 36,180,000 | $ 110,919,000 | |||
CV Propco, LLC | Restructured Land Loan | ||||||
Debt Instrument [Line Items] | ||||||
Number of extension options | Additional_Extension_Periods | 3 | 3 | ||||
Term of extension period | 1 year | |||||
Payment of extension fees | $ 1,200,000 | |||||
Extension fees (as a percent) | 1.00% | |||||
CV Propco, LLC | Restructured Land Loan | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 4.50% | |||||
Basis spread on variable rate, contingent interest rate cap, year two (as a percent) | 2.00% | |||||
Basis spread on variable rate, contingent interest rate cap, year three (as a percent) | 2.50% | |||||
CV Propco, LLC | Restructured Land Loan | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 3.50% | |||||
CV Propco, LLC | Restructured Land Loan | Subsequent Event | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate, cap (as a percent) | 1.50% | |||||
CV Propco, LLC | Restructured Land Loan If Sold | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, stated interest rate (as a percent) | 3.00% | 3.00% | ||||
Fertitta Entertainment | Other Long-term Debt | Fertitta Entertainment Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Loss on extinguishment and modification of debt | $ (500,000) |
Derivative Instruments (Details
Derivative Instruments (Details) - Interest Rate Swap $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016USD ($)Interest_Rate_Swapscounterparty | Jun. 30, 2016USD ($)Interest_Rate_Swapscounterparty | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)Interest_Rate_Swapscounterparty | Jun. 30, 2015USD ($) | Dec. 31, 2015USD ($) | |
Derivative [Line Items] | ||||||
Amount of loss on derivatives recognized in other comprehensive loss (effective portion) | $ (5,612) | $ (1,042) | $ (7,127) | $ (4,788) | ||
Interest Expense | ||||||
Derivative [Line Items] | ||||||
Amount of loss reclassified from accumulated other comprehensive loss into income (effective portion) | (335) | (3,068) | (1,601) | (6,165) | ||
Gain (Loss) on Derivative Instruments | ||||||
Derivative [Line Items] | ||||||
Amount of gain (loss) on derivatives recognized in income (ineffective portion and amount excluded from effectiveness testing) | $ 90 | $ (1) | $ 87 | $ (4) | ||
Station Casinos LLC | ||||||
Derivative [Line Items] | ||||||
Derivative, fixed interest rate through 2017 (percentage) | 0.85% | 0.85% | 0.85% | |||
Derivative, fixed interest rate, year two | 1.11% | 1.11% | 1.11% | |||
Derivative, fixed interest rate, year three | 1.39% | 1.39% | 1.39% | |||
Derivative, fixed interest rate, year four | 1.69% | 1.69% | 1.69% | |||
Derivative liability, termination value | $ 5,600 | $ 5,600 | $ 5,600 | |||
Station Casinos LLC | Minimum | ||||||
Derivative [Line Items] | ||||||
Derivative, variable interest rate | 0.75% | 0.75% | 0.75% | |||
Station Casinos LLC | LIBOR | ||||||
Derivative [Line Items] | ||||||
Derivative instrument, term for variable interest rate | 1 month | |||||
Station Casinos LLC | Designated as Hedging Instrument | Interest Rate Swaps and Other Long-term Liabilities, net | ||||||
Derivative [Line Items] | ||||||
Fair value, interest rate swaps | $ 5,033 | $ 5,033 | $ 5,033 | $ 8,334 | ||
Station Casinos LLC | Cash Flow Hedges | Designated as Hedging Instrument | ||||||
Derivative [Line Items] | ||||||
Payment to terminate derivative instrument | 7,300 | |||||
Derivative instruments, loss deferred in other comprehensive income (loss) | $ 6,100 | $ 6,100 | $ 6,100 | |||
Derivative, number of interest swaps | Interest_Rate_Swaps | 16 | 16 | 16 | |||
Derivatives, number of counterparties | counterparty | 4 | 4 | 4 | |||
Amount of hedged item | $ 1,100,000 | $ 1,100,000 | $ 1,100,000 | |||
Station Casinos LLC | Cash Flow Hedges | Designated as Hedging Instrument | Fixed Interest Rate | ||||||
Derivative [Line Items] | ||||||
Effective fixed interest rate on hedged variable interest rate debt | 3.85% | 3.85% | 3.85% | |||
Station Casinos LLC | ||||||
Derivative [Line Items] | ||||||
Estimated gain (loss) expected to be reclassified from accumulated other comprehensive income to income | $ (6,800) |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2016 | Dec. 31, 2015 | ||
Station Casinos LLC | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Aggregate fair value | $ 2,386,000 | $ 2,177,000 | ||
Aggregate carrying amount | 2,311,286 | 2,155,197 | ||
Recurring Basis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Available-for-sale securities | [1] | 126 | 85 | |
Fair Value, Measurements, Nonrecurring | Land | Las Vegas Valley | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Impairment of parcel of land | $ 1,800 | |||
Estimated fair value | $ 2,100 | |||
Interest Rate Swap | Recurring Basis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Interest rate swaps | 5,033 | 8,334 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Recurring Basis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Available-for-sale securities | [1] | 126 | 85 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Interest Rate Swap | Recurring Basis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Interest rate swaps | 0 | 0 | ||
Significant Other Observable Inputs (Level 2) | Recurring Basis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Available-for-sale securities | [1] | 0 | 0 | |
Significant Other Observable Inputs (Level 2) | Interest Rate Swap | Recurring Basis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Interest rate swaps | 5,033 | 8,334 | ||
Significant Unobservable Inputs (Level 3) | Recurring Basis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Available-for-sale securities | [1] | 0 | 0 | |
Significant Unobservable Inputs (Level 3) | Interest Rate Swap | Recurring Basis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Interest rate swaps | $ 0 | $ 0 | ||
[1] | (a) Available-for-sale securities are included in Other assets, net in the accompanying Condensed Consolidated Balance Sheets. |
Stockholders' Equity Narrative
Stockholders' Equity Narrative (Details) | Apr. 26, 2016voteshares | Jun. 30, 2016Class$ / sharesshares | May 31, 2016$ / shares |
Class of Stock [Line Items] | |||
Number of classes of stock authorized | Class | 2 | ||
Preferred stock, shares authorized (in shares) | shares | 100,000,000 | 100,000,000 | |
Preferred stock, par value (in usd per share) | $ / shares | $ 0.01 | ||
Preferred stock, shares issued (in shares) | shares | 0 | 0 | |
Class A common stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | shares | 500,000,000 | 500,000,000 | |
Common stock, par value (in usd per share) | $ / shares | $ 0.01 | ||
Common stock, voting rights, number of votes per share | vote | 1 | ||
Expected common stock cash dividend payments (in usd per share) | $ / shares | $ 0.10 | ||
Class B common stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | shares | 100,000,000 | 100,000,000 | |
Common stock, par value (in usd per share) | $ / shares | $ 0.00001 | $ 0.00001 | |
Common stock, voting rights, number of votes per share | vote | 1 | ||
Station Holdco | Class B common stock | |||
Class of Stock [Line Items] | |||
Common stock, voting rights, number of votes per share | vote | 10 | ||
Station Holdco | Minimum | Class A common stock | |||
Class of Stock [Line Items] | |||
Percentage of voting interests acquired | 10.00% | ||
Station Holdco | Minimum | Class B common stock | |||
Class of Stock [Line Items] | |||
Percentage of voting interests acquired | 30.00% | ||
Station Holdco | Maximum | Class A common stock | |||
Class of Stock [Line Items] | |||
Percentage of voting interests acquired | 10.00% |
Stockholders' Equity - Equity (
Stockholders' Equity - Equity (Details) - USD ($) shares in Thousands, $ in Thousands | May 01, 2016 | Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Apr. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balances, December 31, 2015 | $ 573,709 | $ 573,709 | |||||
Net income | $ 14,573 | $ 21,728 | $ 28,113 | 66,658 | 81,231 | $ 73,679 | |
Other comprehensive income | (5,236) | 16,740 | $ 30,314 | 18 | 76,013 | $ 75,179 | |
Share-based compensation | 831 | 542 | |||||
Decrease from distributions to noncontrolling interest holders | (13,087) | (87,450) | |||||
Issuance of stock, value | $ 531,949 | ||||||
Recognition of Tax Receivable Agreement liability | (44,475) | ||||||
Net deferred tax assets resulting from the Reorganization Transactions | 30,307 | ||||||
Balances, June 30, 2016 | 566,311 | 566,311 | 566,311 | ||||
Station Holdco | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Purchase of Holdco Units from existing owners - deemed distribution | (112,474) | ||||||
Fertitta Entertainment | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Decrease from distributions to noncontrolling interest holders | (389,555) | ||||||
Station Holdco | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balances, December 31, 2015 | 552,924 | 552,924 | |||||
Net income | 63,651 | ||||||
Other comprehensive income | 18 | ||||||
Share-based compensation | 542 | ||||||
Decrease from distributions to noncontrolling interest holders | (10,200) | (83,883) | |||||
Effects of the Reorganization Transactions | (533,252) | ||||||
Balances, June 30, 2016 | 0 | 0 | 0 | ||||
Noncontrolling interest | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balances, December 31, 2015 | 0 | 0 | |||||
Net income | 14,932 | ||||||
Other comprehensive income | (3,539) | ||||||
Share-based compensation | 539 | ||||||
Decrease from distributions to noncontrolling interest holders | (13,087) | ||||||
Effects of the Reorganization Transactions | 20,225 | ||||||
Allocate equity to noncontrolling interests in Station Holdco | 362,908 | (256) | |||||
Balances, June 30, 2016 | 381,722 | 381,722 | 381,722 | ||||
Noncontrolling interest | Station Holdco | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balances, December 31, 2015 | 20,785 | 20,785 | |||||
Net income | 3,007 | ||||||
Decrease from distributions to noncontrolling interest holders | (3,567) | ||||||
Effects of the Reorganization Transactions | (20,225) | ||||||
Balances, June 30, 2016 | 0 | 0 | 0 | ||||
Common Stock | Class A common stock | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balances, December 31, 2015 | $ 0 | $ 0 | |||||
Balances, December 31, 2015 (in shares) | 0 | 0 | |||||
Issuance of stock, value | $ 295 | ||||||
Issuance of stock (in shares) | 29,512 | ||||||
Issuance of restricted stock awards | $ 2 | ||||||
Issuance of restricted stock awards (in shares) | 190 | ||||||
Balances, June 30, 2016 | $ 414 | $ 414 | $ 414 | ||||
Balances, December 31, 2015 (in shares) | 41,449 | 41,449 | 41,449 | ||||
Common Stock | Class A common stock | Station Holdco | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Decrease from distributions to noncontrolling interest holders | $ 117 | ||||||
Purchase of Holdco Units from existing owners - deemed distribution (in shares) | 11,747 | ||||||
Common Stock | Class B common stock | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balances, December 31, 2015 | $ 0 | $ 0 | |||||
Balances, December 31, 2015 (in shares) | 0 | 0 | |||||
Issuance of stock, value | $ 1 | ||||||
Issuance of stock (in shares) | 80,563 | ||||||
Balances, June 30, 2016 | $ 1 | $ 1 | $ 1 | ||||
Balances, December 31, 2015 (in shares) | 74,427 | 74,427 | 74,427 | ||||
Common Stock | Class B common stock | Station Holdco | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Purchase of Holdco Units from existing owners - deemed distribution (in shares) | (6,136) | ||||||
Additional paid in capital | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balances, December 31, 2015 | $ 0 | $ 0 | |||||
Share-based compensation | $ 292 | ||||||
Effects of the Reorganization Transactions | $ 538,537 | ||||||
Issuance of stock, value | 531,654 | ||||||
Recognition of Tax Receivable Agreement liability | (44,475) | ||||||
Net deferred tax assets resulting from the Reorganization Transactions | 29,943 | ||||||
Issuance of restricted stock awards | (2) | ||||||
Allocate equity to noncontrolling interests in Station Holdco | (366,319) | 256 | |||||
Balances, June 30, 2016 | 187,740 | $ 187,740 | 187,740 | ||||
Additional paid in capital | Station Holdco | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Decrease from distributions to noncontrolling interest holders | (117) | ||||||
Purchase of Holdco Units from existing owners - deemed distribution | (112,474) | ||||||
Additional paid in capital | Fertitta Entertainment | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Decrease from distributions to noncontrolling interest holders | (389,555) | ||||||
Accumulated deficit | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balances, December 31, 2015 | 0 | 0 | |||||
Net income | (359) | ||||||
Balances, June 30, 2016 | (359) | (359) | (359) | ||||
Accumulated other comprehensive loss | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balances, December 31, 2015 | $ 0 | 0 | |||||
Other comprehensive income | (1,697) | ||||||
Effects of the Reorganization Transactions | (5,285) | ||||||
Net deferred tax assets resulting from the Reorganization Transactions | 364 | ||||||
Allocate equity to noncontrolling interests in Station Holdco | $ 3,411 | ||||||
Balances, June 30, 2016 | $ (3,207) | $ (3,207) | $ (3,207) |
Stockholders' Equity - AOCI (De
Stockholders' Equity - AOCI (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 15, 2016 | Jul. 31, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||
Balances, December 31, 2015 | $ 566,311 | $ 573,709 | ||||
Net current-period other comprehensive (loss) income | $ (4,988) | $ 2,201 | (5,218) | $ 1,500 | ||
Balances, June 30, 2016 | 566,311 | 566,311 | ||||
Tax benefit related to unrealized loss on interest rate swaps | 600 | |||||
Tax expense related to unrealized loss reclassified from accumulated other comprehensive loss into income | 400 | |||||
Accumulated Other Comprehensive Income (Loss) | ||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||
Balances, December 31, 2015 | (3,207) | (5,303) | ||||
Other comprehensive (loss) income before reclassifications | (2,969) | |||||
Amounts reclassified from accumulated other comprehensive loss into income | 1,290 | |||||
Net current-period other comprehensive (loss) income | (1,679) | |||||
Effects of the Reorganization Transactions | 3,775 | |||||
Balances, June 30, 2016 | (3,207) | (3,207) | ||||
Unrealized Loss on Interest Rate Swaps | ||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||
Balances, December 31, 2015 | (3,211) | (5,279) | ||||
Other comprehensive (loss) income before reclassifications | (2,990) | |||||
Amounts reclassified from accumulated other comprehensive loss into income | 1,290 | |||||
Net current-period other comprehensive (loss) income | (1,700) | |||||
Effects of the Reorganization Transactions | 3,768 | |||||
Balances, June 30, 2016 | (3,211) | (3,211) | ||||
Unrealized (Loss) Gain on Available-for-sale Securities | ||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||
Balances, December 31, 2015 | $ 4 | (24) | ||||
Other comprehensive (loss) income before reclassifications | 21 | |||||
Amounts reclassified from accumulated other comprehensive loss into income | 0 | |||||
Net current-period other comprehensive (loss) income | 21 | |||||
Effects of the Reorganization Transactions | 7 | |||||
Balances, June 30, 2016 | $ 4 | $ 4 | ||||
Station Holdco | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Ownership percentage by noncontrolling owners | 100.00% | 100.00% | ||||
Station Holdco | Scenario, Forecast | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Distributions | $ 11,600 | |||||
Dividends to be paid to noncontrolling interests | $ 7,500 | |||||
Station Holdco | Subsequent Event | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Dividends declared (in usd per share) | $ 0.10 | |||||
MPM Enterprises, LLC | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Ownership percentage by noncontrolling owners | 50.00% | 50.00% | ||||
Class A common stock | Subsequent Event | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Dividends declared (in usd per share) | $ 0.10 | |||||
Class A common stock | Station Holdco | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Ownership percentage by noncontrolling owners | 35.58% | 35.58% | ||||
Class B common stock | Station Holdco | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Ownership percentage by noncontrolling owners | 64.42% | 64.42% |
Share-Based Compensation Narrat
Share-Based Compensation Narrative (Details) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | ||||
May 31, 2016shares | Jun. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Apr. 30, 2016USD ($) | Jun. 30, 2016USD ($)planshares | Jun. 30, 2015USD ($) | Mar. 31, 2016shares | Dec. 31, 2015USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based compensation | $ | $ 800 | $ 3,681 | $ 9,851 | $ 3,500 | $ 4,301 | $ 12,858 | |||
Compensation cost not yet recognized | $ | $ 13,600 | $ 13,600 | $ 13,600 | ||||||
Compensation cost not yet recognized, period for recognition | 3 years 7 months 6 days | ||||||||
Share-based compensation plans, prior to IPO | plan | 3 | ||||||||
Fertitta Entertainment | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Deferred compensation share-based arrangements, liability | $ | $ 15,800 | ||||||||
Share-based payment award, liability award settled | $ | $ 18,700 | ||||||||
Class A common stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares authorized (in shares) | 11,585,479 | ||||||||
Employee Stock Option | Class A common stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Options, granted in period (in shares) | 1,687,205 | ||||||||
Restricted Stock | Class A common stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted stock options, granted in period (in shares) | 189,568 | ||||||||
Station Holdco | Restricted Stock | Class A common stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares issued in period to Station Holdco holders (in shares) | 1,832,884 | ||||||||
Restricted stock options, unvested in period (in shares) | 180,632 | 180,632 | |||||||
Executive Officer | Employee Stock Option | Class A common stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Options, granted in period (in shares) | 1,687,205 | ||||||||
Award vesting period | 4 years | ||||||||
Award vesting rights, percentage | 25.00% | ||||||||
Executive Officer | Restricted Stock | Class A common stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted stock options, granted in period (in shares) | 166,492 | ||||||||
Award vesting rights, percentage | 50.00% | ||||||||
Director | Restricted Stock | Class A common stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted stock options, granted in period (in shares) | 23,076 | ||||||||
Award vesting period | 1 year |
Share-Based Compensation Awards
Share-Based Compensation Awards Under Equity Incentive Plan (Details) - Class A common stock - $ / shares | 1 Months Ended | 6 Months Ended |
May 31, 2016 | Jun. 30, 2016 | |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock options, granted in period (in shares) | 189,568 | |
Restricted stock options, vested in period (in shares) | (32,340) | |
Restricted stock options, balance at end of the period (in shares) | 337,860 | |
Weighted average grant date fair value, restricted stock options granted (in usd per share) | $ 19.50 | |
Weighted average grant date fair value, restricted stock options vested (in usd per share) | 6.89 | |
Weighted average grant date fair value, restricted stock options balance at the end of the period (in usd per share) | $ 13.93 | |
Employee Stock Option | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options, granted in period (in shares) | 1,687,205 | |
Options, balance at end of the period (in shares) | 1,687,205 | |
Weighted average grant date fair value, options granted in period (in usd per share) | $ 5.99 | |
Weighted average grant date fair value, options balance at end of the period (in usd per share) | 5.99 | |
Weighted average exercise price, options granted in period (in usd per share) | 19.50 | |
Weighted average exercise price, options balance at end of the period (in usd per share) | $ 19.50 | |
Station Holdco | Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock options, unvested in period (in shares) | 180,632 | 180,632 |
Weighted average grant date fair value, restricted stock options granted (in usd per share) | $ 6.82 |
Write-downs and Other Charges49
Write-downs and Other Charges, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Losses on Asset Disposals and Other Nonroutine Transactions [Abstract] | ||||
Gain on sale of parcels of land | $ 5,600 | |||
Write-downs and other charges [Abstract] | ||||
Transaction-related costs | $ 7,770 | 647 | $ 9,038 | $ 647 |
Loss (gain) on disposal of assets, net | 1,484 | (1,607) | 2,202 | 431 |
Severance expense | 294 | 261 | 624 | 530 |
Other, net | 1,418 | 77 | 1,470 | 785 |
Write-downs and other charges, net | $ 10,966 | $ (622) | $ 13,334 | $ 2,393 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | May 31, 2016 | |
Related Party Transaction [Line Items] | |||||
Ownership percentage in Station Holdco | 50.00% | 50.00% | |||
Federal statutory rate | 35.00% | ||||
Income tax expense | $ 7,502 | $ 0 | $ 7,502 | $ 0 | |
Deferred tax assets, valuation allowance | 109,400 | 109,400 | |||
Deferred tax asset, net | $ 26,800 | $ 26,800 | |||
Station Holdco | |||||
Related Party Transaction [Line Items] | |||||
Ownership percentage in Station Holdco | 36.00% | ||||
Ownership percentage by noncontrolling owners | 100.00% | 100.00% | |||
Station Holdco | |||||
Related Party Transaction [Line Items] | |||||
Ownership percentage by noncontrolling owners | 66.60% | 66.60% | 64.00% |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
May 31, 2016 | Apr. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | Apr. 30, 2012 | |
Related Party Transaction [Line Items] | ||||||||
Payable to related parties pursuant to tax receivable agreement, noncurrent | $ 44,475,000 | $ 44,475,000 | $ 0 | |||||
Transaction-related costs | 7,770,000 | $ 647,000 | 9,038,000 | $ 647,000 | ||||
Related party note receivable | $ 0 | 0 | 17,568,000 | |||||
Purchase of Fertitta Entertainment -- deemed distribution | $ 389,054,000 | 0 | ||||||
Station Holdco | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership percentage by noncontrolling owners | 100.00% | 100.00% | ||||||
Tax receivable agreement realized tax benefits payable to related parties, percent | 85.00% | |||||||
Payable to related parties pursuant to tax receivable agreement, noncurrent | $ 44,500,000 | $ 44,500,000 | ||||||
Payable to related parties pursuant to tax receivable agreement, current | 0 | 0 | ||||||
Fertitta Entertainment | ||||||||
Related Party Transaction [Line Items] | ||||||||
Non-recourse secured note receivable | $ 15,000,000 | |||||||
Notes receivable, interest rate, stated percentage | 4.99% | |||||||
Related party note receivable | 17,600,000 | |||||||
Interest receivable | $ 2,700,000 | |||||||
Selling, general and administrative expenses from transactions with related party | $ 700,000 | $ 600,000 | $ 1,100,000 | $ 1,200,000 | ||||
Purchase of Fertitta Entertainment -- deemed distribution | $ 389,600,000 | |||||||
Station Holdco | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership percentage by noncontrolling owners | 64.00% | 66.60% | 66.60% | |||||
Consideration transferred | $ 460,000,000 | |||||||
Fertitta Entertainment | ||||||||
Related Party Transaction [Line Items] | ||||||||
Consideration transferred | $ 8,000,000 | |||||||
Purchase of Fertitta Entertainment -- deemed distribution | $ 500,000 | |||||||
Deutsche Bank AG, Cayman Islands | Station Holdco | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership percentage by noncontrolling owners | 17.00% | |||||||
Deutsche Bank AG, Cayman Islands | Station Casinos LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Transaction-related costs | $ 4,000,000 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - Class A common stock | 1 Months Ended |
May 31, 2016shares | |
IPO | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Stock issued during IPO, Class A common stock (in shares) | 29,511,828 |
Station Holdco | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Stock issued in conversion (in shares) | 10,137,209 |
Earnings Per Share - Reconcili
Earnings Per Share - Reconciliation of Numerators and Denominators of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 2 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Apr. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | |
Net Income (Loss) Available to Common Stockholders, Diluted [Abstract] | ||||||
Net income | $ 14,573 | $ 21,728 | $ 28,113 | $ 66,658 | $ 81,231 | $ 73,679 |
Less net income attributable to noncontrolling interests (a) | (21,426) | (25,286) | (74,614) | (66,018) | ||
Net income attributable to Red Rock Resorts | $ 302 | $ 2,827 | $ 6,617 | $ 7,661 | ||
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ||||||
Weighted average shares of Class A common stock outstanding, basic (in shares) | 30,031 | 9,888 | 19,960 | 9,888 | ||
Effect of dilutive securities (in shares) | 162 | 0 | 81 | 0 | ||
Weighted average shares of Class A common stock outstanding, diluted (in shares) | 30,193 | 9,888 | 20,041 | 9,888 | ||
Net income per share of Class A common stock, basic and diluted (in usd per share) | $ 0.01 | $ 0.29 | $ 0.33 | $ 0.77 |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Shares Excluded from Computation of Diluted Income Loss Per Share (Details) - shares | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
May 31, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 74,427,000 | 80,335,000 | 74,427,000 | 80,335,000 | |
Employee Stock Option | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,687,000 | 0 | 1,687,000 | 0 | |
Class A common stock | Station Holdco | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Conversion of Stock, Shares Issued | 10,137,209 |
Segment Reporting (Details)
Segment Reporting (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Apr. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | ||
Segment Reporting Information [Line Items] | |||||||
Net revenues | $ 351,486 | $ 337,818 | $ 710,733 | $ 680,587 | |||
Adjusted EBITDAM | [1] | 117,414 | 109,890 | 250,630 | 229,732 | ||
Preopening | (373) | (286) | (721) | (414) | |||
Depreciation and amortization | (38,436) | (35,810) | (77,863) | (71,003) | |||
Share-based compensation | $ (800) | (3,681) | (9,851) | $ (3,500) | (4,301) | (12,858) | |
Donation to UNLV | 0 | (2,500) | 0 | (2,500) | |||
Asset impairment | 0 | (2,001) | 0 | (2,001) | |||
Write-downs and other charges, net | (10,966) | 622 | (13,334) | (2,393) | |||
Settlement agreement | 1,133 | 0 | 1,133 | 0 | |||
Adjusted EBITDA attributable to MPM noncontrolling interest | 5,211 | 4,688 | 9,332 | 8,352 | |||
Operating income and earnings from joint ventures | 70,302 | 64,752 | 164,876 | 146,915 | |||
Interest expense, net | 34,078 | 36,515 | 69,146 | 72,977 | |||
Loss on extinguishment and modification of debt | (7,084) | (90) | (7,084) | (90) | |||
Change in fair value of derivative instruments | 90 | (1) | 87 | (4) | |||
Income before income tax | 29,230 | 28,146 | 88,733 | 73,844 | |||
Las Vegas Operations | |||||||
Segment Reporting Information [Line Items] | |||||||
Net revenues | 322,876 | 315,547 | 654,334 | 637,046 | |||
Adjusted EBITDAM | [1] | 104,627 | 101,833 | 223,637 | 213,082 | ||
Native American Management | |||||||
Segment Reporting Information [Line Items] | |||||||
Net revenues | 27,320 | 20,883 | 53,807 | 40,669 | |||
Adjusted EBITDAM | [1] | 20,096 | 14,353 | 40,528 | 28,756 | ||
Reportable Segment | |||||||
Segment Reporting Information [Line Items] | |||||||
Net revenues | 350,196 | 336,430 | 708,141 | 677,715 | |||
Adjusted EBITDAM | [1] | 124,723 | 116,186 | 264,165 | 241,838 | ||
Corporate and Other | |||||||
Segment Reporting Information [Line Items] | |||||||
Net revenues | 1,290 | 1,388 | 2,592 | 2,872 | |||
Adjusted EBITDAM | [1] | $ (7,309) | $ (6,296) | $ (13,535) | $ (12,106) | ||
[1] | (a)Adjusted EBITDA includes income before income tax plus preopening, depreciation and amortization, share-based compensation, a donation to UNLV, asset impairment, write-downs and other charges, net, interest expense, net, loss on extinguishment and modification of debt, and change in fair value of derivative instruments, and excludes the impact of a settlement agreement and Adjusted EBITDA attributable to the noncontrolling interests of MPM. |
Acquisition of Palms Casino R56
Acquisition of Palms Casino Resort (Details) - Station Casinos LLC - Palms Casino Resort - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2016 | May 31, 2016 | |
Business Acquisition [Line Items] | ||
Escrow deposit, purchase price | $ 20 | |
Scenario, Forecast | ||
Business Acquisition [Line Items] | ||
Consideration transferred | $ 312.5 |