Document Entity Information
Document Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 23, 2018 | Jun. 30, 2017 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Pinnacle Entertainment, Inc. | ||
Entity Central Index Key | 1,656,239 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Amendment Flag | false | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Well-known Seasoned Issuer | Yes | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Entity Public Float | $ 1,090 | ||
Entity Common Stock, Shares Outstanding | 58,133,737 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues: | |||
Gaming | $ 2,286,881 | $ 2,128,026 | $ 2,048,272 |
Food and beverage | 133,082 | 126,927 | 125,775 |
Lodging | 51,671 | 50,745 | 50,961 |
Retail, entertainment and other | 90,214 | 73,157 | 66,840 |
Total revenues | 2,561,848 | 2,378,855 | 2,291,848 |
Expenses and other costs: | |||
Gaming | 1,243,187 | 1,135,951 | 1,094,803 |
Food and beverage | 126,506 | 120,791 | 118,323 |
Lodging | 25,430 | 24,895 | 25,001 |
Retail, entertainment and other | 40,327 | 28,483 | 28,426 |
General and administrative | 455,525 | 454,790 | 426,064 |
Depreciation and amortization | 217,025 | 218,366 | 242,550 |
Pre-opening, development and other costs | 9,478 | 55,980 | 14,247 |
Impairment of goodwill | 0 | 322,457 | 4,757 |
Impairment of other intangible assets | 0 | 146,500 | 33,845 |
Write-downs, reserves and recoveries, net | 15,750 | 16,967 | 2,666 |
Total expenses and other costs | 2,133,228 | 2,525,180 | 1,990,682 |
Operating income (loss) | 428,620 | (146,325) | 301,166 |
Interest expense, net | (380,859) | (334,293) | (244,408) |
Loss on early extinguishment of debt | (516) | (5,207) | 0 |
Loss from equity method investment | (90) | (90) | (83) |
Income (loss) from continuing operations before income taxes | 47,155 | (485,915) | 56,675 |
Income tax benefit (expense) | 14,603 | 28,035 | (14,560) |
Income (loss) from continuing operations | 61,758 | (457,880) | 42,115 |
Income from discontinued operations, net of income taxes | 0 | 433 | 5,494 |
Net income (loss) | 61,758 | (457,447) | 47,609 |
Less: Net loss attributable to non-controlling interest | 1,346 | 37 | 1,278 |
Net income (loss) attributable to Pinnacle Entertainment, Inc. | $ 63,104 | $ (457,410) | $ 48,887 |
Net income (loss) per common share—basic | |||
Income (loss) from continuing operations (in dollars per share) | $ 1.12 | $ (7.80) | $ 0.71 |
Income from discontinued operations, net of income taxes (in dollars per share) | 0 | 0.01 | 0.09 |
Net income (loss) per common share—basic (in dollars per share) | 1.12 | (7.79) | 0.80 |
Net income (loss) per common share—diluted | |||
Income (loss) from continuing operations (in dollars per share) | 1.02 | (7.80) | 0.68 |
Income from discontinued operations, net of income taxes (in dollars per share) | 0 | 0.01 | 0.09 |
Net income (loss) per common share—diluted (in dollars per share) | $ 1.02 | $ (7.79) | $ 0.77 |
Number of shares - basic (in shares) | 56,518 | 58,741 | 61,030 |
Number of shares - diluted (in shares) | 61,911 | 58,741 | 63,321 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 61,758 | $ (457,447) | $ 47,609 |
Post-retirement benefit obligations, net of income taxes | (62) | (82) | 276 |
Comprehensive income (loss) | 61,696 | (457,529) | 47,885 |
Less: Comprehensive loss attributable to non-controlling interest | 1,346 | 37 | 1,278 |
Comprehensive income (loss) attributable to Pinnacle Entertainment, Inc. | $ 63,042 | $ (457,492) | $ 49,163 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 184,218 | $ 185,093 |
Accounts receivable, net of allowance for doubtful accounts of $6,167 and $5,282 | 53,998 | 42,997 |
Inventories | 10,145 | 9,967 |
Prepaid expenses and other assets | 21,944 | 17,760 |
Total current assets | 270,305 | 255,817 |
Land, buildings, vessels and equipment, net | 2,629,013 | 2,768,491 |
Goodwill | 610,889 | 610,889 |
Other intangible assets, net | 383,569 | 392,398 |
Deferred income taxes | 1,468 | 0 |
Other assets, net | 54,984 | 49,472 |
Total assets | 3,950,228 | 4,077,067 |
Current Liabilities: | ||
Accounts payable | 81,071 | 69,069 |
Accrued interest | 5,401 | 5,286 |
Accrued compensation | 74,204 | 72,939 |
Accrued taxes | 56,538 | 58,207 |
Current portion of long-term debt | 9 | 12,258 |
Current portion of long-term financing obligation | 24,658 | 49,770 |
Other accrued liabilities | 89,141 | 91,062 |
Total current liabilities | 331,022 | 358,591 |
Long-term debt less current portion | 812,315 | 924,442 |
Long-term financing obligation less current portion | 3,088,871 | 3,113,529 |
Deferred income taxes | 0 | 13,242 |
Other long-term liabilities | 38,991 | 40,143 |
Total liabilities | 4,271,199 | 4,449,947 |
Commitments and contingencies (Note 12) | ||
Stockholders’ Deficit: | ||
Preferred stock—$0.01 par value, 250,000 shares authorized, none issued or outstanding | 0 | 0 |
Common stock—$0.01 par value, 150,000,000 authorized, 57,629,392 and 55,812,425 shares issued and outstanding, net of treasury shares | 650 | 620 |
Additional paid-in capital | 932,246 | 919,974 |
Accumulated deficit | (1,170,715) | (1,233,819) |
Accumulated other comprehensive income | 264 | 326 |
Treasury stock, at cost, 7,371,080 and 6,209,541 of treasury shares | (92,511) | (70,166) |
Total Pinnacle Entertainment, Inc. stockholders’ deficit | (330,066) | (383,065) |
Non-controlling interest | 9,095 | 10,185 |
Total stockholders’ deficit | (320,971) | (372,880) |
Total liabilities and stockholders’ deficit | $ 3,950,228 | $ 4,077,067 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 6,167 | $ 5,282 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 250,000 | 250,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (in shares) | 57,629,392 | 55,812,425 |
Common stock, shares outstanding (in shares) | 57,629,392 | 55,812,425 |
Treasury stock, shares (in shares) | 7,371,080 | 6,209,541 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) shares in Thousands, $ in Thousands | Total | Capital Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Total Pinnacle Stockholders’ Equity (Deficit) | Non-Controlling Interest |
Beginning balance (in shares) at Dec. 31, 2014 | 59,980 | |||||||
Beginning balance at Dec. 31, 2014 | $ 289,382 | $ 6,635 | $ 1,096,508 | $ (754,206) | $ 132 | $ (71,090) | $ 277,979 | $ 11,403 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | 47,609 | 48,887 | 48,887 | (1,278) | ||||
Post-retirement benefit obligations, net of income taxes | 276 | 276 | 276 | |||||
Comprehensive income (loss) | 47,885 | |||||||
Share-based compensation | 17,789 | 17,789 | 17,789 | |||||
Common stock issuance and option exercises (in shares) | 891 | |||||||
Common stock issuance and option exercises | 9,871 | $ 89 | 9,782 | 9,871 | ||||
Tax benefit from stock option exercises | 315 | 315 | 315 | |||||
Tax withholdings on share-based payment awards | (1,733) | (1,733) | (1,733) | |||||
Ending balance (in shares) at Dec. 31, 2015 | 60,871 | |||||||
Ending balance at Dec. 31, 2015 | 363,509 | $ 6,724 | 1,122,661 | (705,319) | 408 | (71,090) | 353,384 | 10,125 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | (457,447) | (457,410) | (457,410) | (37) | ||||
Post-retirement benefit obligations, net of income taxes | (82) | (82) | (82) | |||||
Comprehensive income (loss) | (457,529) | |||||||
Share-based compensation | 35,470 | 35,470 | 35,470 | |||||
Impact of Spin-Off and Merger, net | (245,932) | $ (6,134) | (239,798) | (71,090) | 71,090 | (245,932) | ||
Common stock issuance and option exercises (in shares) | 1,151 | |||||||
Common stock issuance and option exercises | $ 2,343 | $ 30 | 2,313 | 2,343 | ||||
Repurchases of common stock (in shares) | (6,200) | (6,210) | ||||||
Repurchases of common stock | $ (70,166) | (70,166) | (70,166) | |||||
Contributions from non-controlling interest holders | 97 | 97 | ||||||
Tax benefit from stock option exercises | 1,051 | 1,051 | 1,051 | |||||
Tax withholdings on share-based payment awards | (1,723) | (1,723) | (1,723) | |||||
Ending balance (in shares) at Dec. 31, 2016 | 55,812 | |||||||
Ending balance at Dec. 31, 2016 | (372,880) | $ 620 | 919,974 | (1,233,819) | 326 | (70,166) | (383,065) | 10,185 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | 61,758 | 63,104 | 63,104 | (1,346) | ||||
Post-retirement benefit obligations, net of income taxes | (62) | (62) | (62) | |||||
Comprehensive income (loss) | 61,696 | |||||||
Share-based compensation | 14,704 | 14,704 | 14,704 | |||||
Common stock issuance and option exercises (in shares) | 2,978 | |||||||
Common stock issuance and option exercises | 4,687 | $ 30 | 4,657 | 4,687 | ||||
Forfeiture of restricted stock awards (in shares) | (16) | |||||||
Forfeiture of restricted stock awards | $ 0 | 0 | ||||||
Repurchases of common stock (in shares) | (1,100) | (1,145) | ||||||
Repurchases of common stock | $ (22,345) | (22,345) | (22,345) | |||||
Contributions from non-controlling interest holders | 256 | 256 | ||||||
Tax withholdings on share-based payment awards | (7,089) | (7,089) | (7,089) | |||||
Ending balance (in shares) at Dec. 31, 2017 | 57,629 | |||||||
Ending balance at Dec. 31, 2017 | $ (320,971) | $ 650 | $ 932,246 | $ (1,170,715) | $ 264 | $ (92,511) | $ (330,066) | $ 9,095 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 61,758 | $ (457,447) | $ 47,609 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 217,025 | 218,366 | 242,550 |
Loss (gain) on sales or disposals of long-lived assets, net | 10,159 | 16,229 | (4,526) |
Loss from equity method investment | 90 | 90 | 83 |
Loss on early extinguishment of debt | 516 | 5,207 | 0 |
Impairment of goodwill | 0 | 322,457 | 4,757 |
Impairment of other intangible assets | 0 | 146,500 | 33,845 |
Impairment of held-to-maturity securities | 3,844 | 0 | 0 |
Impairment of long-lived assets | 47 | 238 | 4,061 |
Amortization of debt issuance costs and debt discounts/premiums | 7,826 | 7,292 | 12,375 |
Share-based compensation expense | 14,704 | 35,470 | 17,789 |
Change in income taxes | (19,328) | (42,381) | 32,288 |
Changes in operating assets and liabilities: | |||
Receivables, net | (11,221) | (6,599) | (4,740) |
Prepaid expenses, inventories and other | (9,259) | 1,219 | 14,773 |
Accounts payable, accrued expenses and other | 9,639 | 9,106 | 7,362 |
Net cash provided by operating activities | 285,800 | 255,747 | 408,226 |
Cash flows from investing activities: | |||
Capital expenditures | (78,941) | (97,932) | (84,032) |
Payment for business combination, net of cash acquired | 0 | (107,509) | 0 |
Proceeds from sales of furniture, fixtures and equipment | 147 | 149 | 436 |
Net proceeds from dispositions of assets held for sale | 0 | 10,325 | 25,066 |
Purchase of other intangible asset | 0 | 0 | (25,000) |
Restricted cash | 596 | 1,371 | 5,667 |
Loans receivable | (2,750) | (1,500) | (2,075) |
Net cash used in investing activities | (80,948) | (195,096) | (79,938) |
Cash flows from financing activities: | |||
Proceeds from Senior Secured Credit Facilities | 608,350 | 1,032,600 | 0 |
Repayments under Senior Secured Credit Facilities | (739,507) | (579,755) | 0 |
Proceeds from Former Senior Secured Credit Facilities | 0 | 134,500 | 466,700 |
Repayments under Former Senior Secured Credit Facilities | 0 | (1,011,285) | (803,200) |
Proceeds from issuance of long-term debt | 0 | 500,625 | 0 |
Repayments under financing obligation | (49,770) | (30,988) | 0 |
Proceeds from common stock options exercised | 4,687 | 2,708 | 9,334 |
Repurchases of common stock | (22,345) | (70,166) | 0 |
Debt issuance costs and debt discount | 0 | (16,198) | 0 |
Tax withholdings on share-based payment awards | (7,089) | (1,723) | (1,733) |
Other | (53) | 90 | (9) |
Net cash used in financing activities | (205,727) | (39,592) | (328,908) |
Change in cash and cash equivalents | (875) | 21,059 | (620) |
Cash and cash equivalents at the beginning of the year | 185,093 | 164,034 | 164,654 |
Cash and cash equivalents at the end of the year | 184,218 | 185,093 | 164,034 |
Supplemental Cash Flow Information: | |||
Cash paid for interest, net of amounts capitalized | 373,408 | 338,796 | 232,002 |
Cash payments (refunds) related to income taxes, net | 3,796 | 12,469 | (17,316) |
Increase (decrease) in construction-related deposits and liabilities | 205 | (1,723) | (5,047) |
Non-cash issuance of common stock | 30 | 686 | 763 |
Non-cash retirement of debt in connection with Spin-Off and Merger | 0 | (2,761,287) | 0 |
Non-cash settlement of accrued interest in connection with Spin-Off and Merger | 0 | (34,133) | 0 |
Non-cash recognition of financing obligation | 0 | 3,194,287 | 0 |
Non-cash consideration for business combination | $ 0 | $ (659) | $ 0 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Summary of Significant Accounting Policies | Organization and Summary of Significant Accounting Policies Organization: Pinnacle Entertainment Inc. owns and operates 16 gaming, hospitality and entertainment businesses, of which 15 operate in leased facilities. Our owned facility is located in Ohio and our leased facilities are located in Colorado, Indiana, Iowa, Louisiana, Mississippi, Missouri, Nevada, and Pennsylvania. The leased facilities located outside of Pennsylvania are subject to the Master Lease (as defined below) and our leased facility located in Pennsylvania is subject to the Meadows Lease (as defined below). References in these footnotes to “Pinnacle,” the “Company,” “we,” “our” or “us” refer to Pinnacle Entertainment, Inc. and its subsidiaries, except where stated or the context otherwise indicates. References to “ Former Pinnacle ” refer to Pinnacle Entertainment, Inc. prior to the Spin-Off and Merger (as such terms are defined below). We view each of our operating businesses as an operating segment with the exception of our two businesses in Jackpot, Nevada, which we view as one operating segment. For financial reporting purposes, we aggregate our operating segments into the following reportable segments: Midwest segment, which includes: Location Ameristar Council Bluffs Council Bluffs, Iowa Ameristar East Chicago East Chicago, Indiana Ameristar Kansas City Kansas City, Missouri Ameristar St. Charles St. Charles, Missouri Belterra Resort Florence, Indiana Belterra Park Cincinnati, Ohio Meadows Washington, Pennsylvania River City St. Louis, Missouri South segment, which includes: Location Ameristar Vicksburg Vicksburg, Mississippi Boomtown Bossier City Bossier City, Louisiana Boomtown New Orleans New Orleans, Louisiana L’Auberge Baton Rouge Baton Rouge, Louisiana L’Auberge Lake Charles Lake Charles, Louisiana West segment, which includes: Location Ameristar Black Hawk Black Hawk, Colorado Cactus Petes and Horseshu Jackpot, Nevada On December 17, 2017, Pinnacle entered into an Agreement and Plan of Merger (the “ Penn National Merger Agreement ”) with Penn National Gaming, Inc., a Pennsylvania corporation (“ Penn National ”), and Franchise Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Penn National (“ Franchise Merger Sub ”), providing for the merger of Franchise Merger Sub with and into Pinnacle (the “ Proposed Company Sale ”), with Pinnacle surviving the Proposed Company Sale as a wholly-owned subsidiary of Penn National . At the effective time of the Proposed Company Sale , each share of Pinnacle common stock, par value $0.01 per share issued and outstanding immediately prior to the effective time (other than shares held by Penn National and other than dissenting shares) will be canceled and converted automatically into the right to receive (i) $20.00 in cash (plus, if the Proposed Company Sale is not consummated on or prior to October 31, 2018, $0.01 for each day during the period commencing on November 1, 2018 through the effective time of the Proposed Company Sale ) (the “Cash Consideration”) and (ii) 0.42 shares of common stock, par value $0.01 per share, of Penn National (the “Penn National Common Stock”) (together with the Cash Consideration and cash required to be paid in lieu of fractional shares of Penn National Common Stock, the “ Proposed Company Sale Consideration ”). In connection with the Proposed Company Sale , Penn National entered into (i) a Membership Interest Purchase Agreement (the “Membership Interest Purchase Agreement”) with Boyd Gaming Corporation (“ Boyd ”), to which Pinnacle will become a party immediately prior to the Proposed Company Sale , pursuant to which a subsidiary of Boyd will acquire the gaming and related operations of Ameristar St. Charles, Ameristar Kansas City, Belterra Resort and Belterra Park, in connection with the Proposed Company Sale ; and (ii) definitive agreements with a subsidiary of Gaming and Leisure Properties, Inc. (“GLPI”), a Pennsylvania corporation and real estate investment trust, to which Pinnacle will become a party immediately prior to the Proposed Company Sale , pursuant to which GLPI’s subsidiary will acquire the real estate associated with Belterra Park, from Pinnacle, and Plainridge Park Casino in Plainville, Massachusetts, from Penn National . At the closing of the transactions contemplated by the Membership Interest Purchase Agreement, GLPI and Boyd will enter into a master lease agreement for the gaming operations acquired by Boyd and Penn National will assume Pinnacle’s existing Master Lease and Meadows Lease and enter into certain amendments thereto. Completion of the Proposed Company Sale is subject to certain conditions, many of which are beyond our control, including, among others: (1) receipt of the approval of stockholders of both Penn National and Pinnacle as required for the transaction, including the approval of the issuance of Penn National ’s common stock in connection with the Proposed Company Sale Consideration ; (2) the absence of any injunction, restraining order or other orders or laws prohibiting the consummation of the Proposed Company Sale ; (3) the expiration or termination of any waiting period applicable to the Proposed Company Sale under the Hart-Scott-Rodino Antitrust Improvement Acts of 1976, as amended; (4) the receipt of all required regulatory approvals in a timely manner (including receipt of necessary approvals from gaming regulatory authorities); (5) the registration of the shares of Penn National to be issued to stockholders of Pinnacle; and (6) the listing of the shares of Penn National on The NASDAQ Stock Market LLC. The obligation of each party to consummate the Proposed Company Sale is also conditioned upon the accuracy of the other party’s representations and warranties, the absence of a material adverse effect involving the other party, and the other party having performed in all material respects its obligations under the Penn National Merger Agreement . Subject to the satisfaction or waiver of the closing conditions, the Proposed Company Sale is expected to close in the second half of 2018. If the Proposed Company Sale is not consummated on or before October 31, 2018, subject to certain limited extensions (including pursuant to Penn National’s election to extend under certain circumstances) provided in the Penn National Merger Agreement , either party may terminate the Penn National Merger Agreement . Consummation of the Proposed Company Sale is not subject to a financing condition. On April 28, 2016, Former Pinnacle completed the transactions under the terms of a definitive agreement with GLPI (the “ GLPI Merger Agreement ”). Pursuant to the terms of the GLPI Merger Agreement , Former Pinnacle separated its operating assets and liabilities (and its Belterra Park property and excess land at certain locations) into the Company, a newly formed subsidiary initially named PNK Entertainment, Inc., and distributed to its stockholders, on a pro rata basis, all of the issued and outstanding shares of common stock of the Company (such distribution referred to as the “Spin-Off”). As a result, Former Pinnacle stockholders received one share of the Company’s common stock, with a par value of $0.01 per share, for each share of Former Pinnacle common stock that they owned. Gold Merger Sub, LLC, a wholly-owned subsidiary of GLPI (“Merger Sub”), then merged with and into Former Pinnacle (the “ Merger ”), with Merger Sub surviving the Merger as a wholly-owned subsidiary of GLPI. Immediately following the Merger , the Company was renamed Pinnacle Entertainment, Inc., and operates its gaming, hospitality and entertainment businesses in the facilities acquired by GLPI under a triple-net master lease agreement (the “Master Lease”). For more information regarding the Spin-Off and Merger, see Note 2, “Spin-Off, Merger and Master Lease.” Former Pinnacle’s historical Consolidated Financial Statements and accompanying notes thereto have been determined to represent the Company’s historical Consolidated Financial Statements based on the conclusion that, for accounting purposes, the Spin-Off should be evaluated as the reverse of its legal form under the requirements of Accounting Standards Codification (“ASC”) Subtopic 505-60, Spinoffs and Reverse Spinoffs , which resulted in the Company being considered the accounting spinnor. In addition, the Master Lease of the facilities acquired by GLPI did not qualify for sale-leaseback accounting pursuant to ASC Topic 840, Leases (“ ASC 840 ”). Therefore, the Master Lease is accounted for as a financing obligation and the facilities remain on the Company’s Consolidated Balance Sheets. On September 9, 2016, we closed on a purchase agreement (the “Purchase Agreement”) with GLP Capital, L.P. (“GLPC”), a subsidiary of GLPI, pursuant to which we acquired all of the equity interests of The Meadows Racetrack and Casino (“Meadows”) located in Washington, Pennsylvania. As a result of the transaction, we own and operate the Meadows’ gaming, entertainment and harness racing business subject to a triple-net lease of its underlying real estate with GLPI (the “Meadows Lease”). See Note 6, “Master Lease Financing Obligation and Lease Obligations” and Note 8, “Investment and Acquisition Activities.” Basis of Presentation: The accompanying Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”). The results for the periods reflect all adjustments, which are of a normal recurring nature, that management considers necessary for a fair presentation of operating results. Principles of Consolidation: The Consolidated Financial Statements include the accounts of Pinnacle Entertainment, Inc. and its subsidiaries. Investments in the common stock of unconsolidated affiliates in which we have the ability to exercise significant influence are accounted for under the equity method. All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates: The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements , and (iii) the reported amounts of revenues and expenses during the reporting period. Estimates used by us include, among other things, the estimated useful lives for depreciable and amortizable assets, the estimated allowance for doubtful accounts receivable, estimated income tax provisions, the evaluation of the future realization of deferred tax assets, determining the adequacy of reserves for self-insured liabilities and our guest loyalty programs, the initial measurement of the financing obligation associated with the Master Lease, estimated cash flows in assessing the recoverability of long-lived assets, asset impairments, goodwill and other intangible assets, contingencies and litigation, and estimates of the forfeiture rate and expected life of share-based payment awards and stock price volatility when computing share-based compensation expense. Actual results may differ from those estimates. Fair Value: Fair value measurements affect our accounting and impairment assessments of our long-lived assets, investments in unconsolidated affiliates, assets acquired in an acquisition, goodwill, and other intangible assets. Fair value measurements also affect our accounting for certain financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: “Level 1” inputs, such as quoted prices in an active market for identical assets or liabilities; “Level 2” inputs, which are observable inputs for similar assets; or “Level 3” inputs, which are unobservable inputs. The following table presents a summary of fair value measurements by level for certain financial instruments not measured at fair value on a recurring basis in the Consolidated Balance Sheets for which it is practicable to estimate fair value: Fair Value Measurements Using: Total Carrying Amount Total Fair Value Level 1 Level 2 Level 3 (in millions) As of December 31, 2017: Assets: Held-to-maturity securities $ 10.4 $ 10.4 $ — $ 7.5 $ 2.9 Promissory notes $ 16.9 $ 17.2 $ — $ 17.2 $ — Liabilities: Long-term debt $ 812.3 $ 854.2 $ — $ 854.2 $ — Other long-term liabilities $ 5.0 $ 5.0 $ — $ 5.0 $ — As of December 31, 2016: Assets: Held-to-maturity securities $ 14.3 $ 16.4 $ — $ 13.4 $ 3.0 Promissory notes $ 15.6 $ 19.8 $ — $ 19.8 $ — Liabilities: Long-term debt $ 936.7 $ 953.2 $ — $ 953.2 $ — Other long-term liabilities $ 5.5 $ 5.6 $ — $ 5.6 $ — The estimated fair values for certain of our long-term held-to-maturity securities and our long-term promissory notes were based on Level 2 inputs using observable market data for comparable instruments in establishing prices. The estimated fair values of certain of our other long-term liabilities were based on Level 2 inputs using a present value of future cash flow valuation technique, which is based on contractually obligated payments and terms. The estimated fair values for certain of our long-term held-to-maturity securities were based on Level 3 inputs using a present value of future cash flow valuation technique that relies on management assumptions and qualitative observations. Key significant unobservable inputs in this technique include discount rate risk premiums and probability-weighted cash flow scenarios. The estimated fair values of our long-term debt were based on Level 2 inputs of observable market data on comparable debt instruments on or about December 31, 2017 and December 31, 2016 . See Note 4, “Long-Term Debt.” Cash and Cash Equivalents: Cash equivalents are highly liquid investments with an original maturity of three months or less at the date of purchase, are stated at the lower of cost or market value, and are valued using Level 1 inputs. Book overdraft balances are included in “Accounts payable” in our Consolidated Balance Sheets. Accounts Receivable: Accounts receivable consists primarily of casino, hotel and other receivables. We extend casino credit to approved customers in states where it is permitted following investigations of creditworthiness. Accounts receivable are non-interest bearing and are initially recorded at cost. We have estimated an allowance for doubtful accounts of $6.2 million and $5.3 million as of December 31, 2017 and 2016 , respectively, to reduce receivables to their carrying amount, which approximates fair value. The allowance for doubtful accounts is estimated based upon, among other things, collection experience, customer credit evaluations and the age of the receivables. Bad debt expense totaled $2.5 million , $0.1 million and $6.1 million , for the years ended December 31, 2017 , 2016 and 2015 , respectively. The recovery of certain casino accounts receivable in 2016, which were fully reserved as of December 31, 2015, reduced our bad debt expense for the year ended December 31, 2016. Inventories: Inventories, which consist primarily of food, beverage and retail items, are stated at the lower of cost or net realizable value. Costs are determined using the first-in, first-out and the weighted average methods. Land, Buildings, Vessels and Equipment: Land, buildings, vessels and equipment are stated at cost. For the year ended December 31, 2017 2016 2015 (in millions) Depreciation expense $ 208.3 $ 206.5 $ 226.8 We capitalize the costs of improvements that extend the life of the asset. We expense repair and maintenance costs as incurred. Gains or losses on the disposition of land, buildings, vessels and equipment are included in the determination of income. We depreciate our land improvements; buildings and improvements; vessels; and furniture, fixtures and equipment using the straight-line method over the shorter of the estimated useful life of the asset or the related lease term, as follows: Years Land improvements 5 to 20 Buildings and improvements 10 to 35 Vessels 10 to 35 Furniture, fixtures and equipment 3 to 20 We review the carrying amounts of our land, buildings, vessels and equipment used in our operations whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable from estimated future undiscounted cash flows expected to result from its use and eventual disposition. If the undiscounted cash flows exceed the carrying amount, no impairment is indicated. If the undiscounted cash flows do not exceed the carrying amount, then an impairment charge is recorded based on the fair value of the asset. Development costs directly associated with the acquisition, development and construction of a project are capitalized as a cost of the project during the periods in which activities necessary to get the property ready for its intended use are in progress. The costs incurred for development projects are carried at cost. Interest costs associated with development projects are capitalized as part of the cost of the constructed asset. When no debt is incurred specifically for a project, interest is capitalized on amounts expended for the project using our weighted-average cost of borrowing. Capitalization of interest ceases when the project, or discernible portions of the project, is substantially complete. If substantially all of the construction activities of a project are suspended, capitalization of interest will cease until such activities are resumed. For further discussion, see Note 4, “Long-Term Debt.” As a result of the Spin-Off and Merger, substantially all of the land, buildings, vessels and associated improvements used in the Company’s operations and included in our Consolidated Balance Sheets are subject to the Master Lease and owned by GLPI. See Note 2, “Spin-Off, Merger and Master Lease.” Goodwill and Other Intangible Assets: Goodwill consists of the excess of the acquisition cost over the fair value of the net assets acquired in business combinations and has been allocated to our reporting units. We consider each of our operating segments to represent a reporting unit. Indefinite-lived intangible assets include gaming licenses, a racing license and trade names for which it is reasonably assured that we will continue to renew indefinitely. Goodwill and other indefinite-lived intangible assets are subject to an annual assessment for impairment during the fourth quarter (October 1st test date), or more frequently if there are indications of possible impairment. In determining the carrying amount of our reporting units, we allocate each reporting unit that is subject to the Master Lease a pro-rata portion of the Master Lease financing obligation. Amortizing intangible assets include player relationships and favorable leasehold interests. We review amortizing intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. See Note 9, “Goodwill and Other Intangible Assets.” Debt Issuance Costs and Debt Discounts/Premiums: Debt issuance costs and debt discounts/premiums incurred in connection with the issuance of debt have been included as a component of the carrying amount of debt, with the exception of revolving credit facility debt issuance costs, which are included in “Other assets, net” in our Consolidated Balance Sheets. Debt issuance costs and debt discounts/premiums are amortized over the contractual term of the debt to interest expense. Debt issuance costs of the revolving credit facility are amortized on a straight-line basis, while all other debt issuance costs and debt discounts/premiums are amortized using the effective interest method. Amortization of debt issuance costs and debt discounts/premiums included in interest expense was $7.8 million , $7.3 million and $12.4 million , for the years ended December 31, 2017 , 2016 and 2015 , respectively. Self-Insurance Accruals: We are self-insured up to certain limits for costs associated with general liability, workers’ compensation and employee health coverage. Insurance claims and reserves include accruals of estimated settlements for known claims, legal costs related to settling such claims and accruals of actuarial estimates of incurred but not reported claims. As of December 31, 2017 and 2016 , we had total self-insurance accruals of $23.3 million and $26.1 million , respectively, which are included in “Total current liabilities” in our Consolidated Balance Sheets. In estimating these accruals, we consider historical loss experience and make judgments about the expected level of costs per claim. We believe the estimates of future liability are reasonable based upon our methodology; however, changes in health care costs, accident frequency and severity could materially affect the estimate for these liabilities. Guest Loyalty Programs: We offer incentives to our guests through our my choice guest loyalty program (“ my choice program ”). Under the my choice program , guests earn points based on their level of play that may be redeemed for various benefits, such as cash back, dining, or hotel stays, among others. The reward credit balance under the my choice program will be forfeited if the guest does not earn any reward credits over the prior six-month period. In addition, based on their level of play, guests can earn additional benefits without redeeming points, such as a car lease, among other items. In January 2018, the Company implemented the my choice program at Meadows, which previously operated its own guest loyalty program. We accrue a liability for the estimated cost of providing these benefits as the benefits are earned. Estimates and assumptions are made regarding cost of providing the benefits, breakage rates, and the combination of goods and services guests will choose. We use historical data to assist in the determination of estimated accruals. Changes in estimates or guest redemption patterns could produce different results. As of December 31, 2017 and 2016 , we had accrued $21.0 million and $25.1 million , respectively, for the estimated cost of providing these benefits, which are included in “Other accrued liabilities” in our Consolidated Balance Sheets. As described below in “Recently Issued Accounting Pronouncements,” the accounting related to our guest loyalty programs was impacted by the adoption of ASC 606 (as defined below) during the first quarter 2018. Income Taxes: Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are provided against deferred tax assets when it is deemed more likely than not that some portion or all of the deferred tax asset will not be realized within a reasonable time period. We assess tax positions using a two-step process. A tax position is recognized if it meets a “more likely than not” threshold, and is measured at the largest amount of benefit that has greater than a 50% chance of being realized. Uncertain tax positions are reviewed each balance sheet date. Liabilities recorded as a result of this analysis are classified as current or long-term based on the timing of expected payment. See Note 5, “Income Taxes.” Revenue Recognition: Gaming revenues consist of the net win from gaming activities, which is the difference between amounts wagered and amounts paid to winning patrons. Cash discounts and other cash incentives to customers related to gaming play are recorded as a reduction to gaming revenue. Food and beverage; lodging; and retail, entertainment, and other; operating revenues are recognized as products are delivered or services are performed. Advance deposits on lodging are recorded as accrued liabilities until services are provided to the customer. As described below in “Recently Issued Accounting Pronouncements,” the accounting related to our revenues, including complimentary revenues, was impacted by the adoption of ASC 606 during the first quarter 2018. The retail value of food and beverage, lodging and other services furnished to guests on a complimentary basis is excluded from revenues as promotional allowances in calculating total revenues. The estimated costs of providing such promotional allowances are included in gaming expenses. Complimentary revenues that have been excluded from the accompanying Consolidated Statements of Operations for the years ended December 31, 2017 , 2016 and 2015 , were as follows: For the year ended December 31, 2017 2016 2015 (in millions) Food and beverage $ 141.6 $ 138.7 $ 137.9 Lodging 63.1 64.5 63.1 Retail, entertainment and other 16.1 16.4 18.0 Total promotional allowances $ 220.8 $ 219.6 $ 219.0 The estimated costs of providing complimentary food and beverage, lodging and other services, for the years ended December 31, 2017 , 2016 and 2015 , were as follows: For the year ended December 31, 2017 2016 2015 (in millions) Promotional allowance costs included in gaming expense $ 163.4 $ 160.3 $ 167.6 Gaming Taxes: We are subject to taxes based on gross gaming revenues in the jurisdictions in which we operate, subject to applicable jurisdictional adjustments. These gaming taxes are an assessment on our gaming revenues and are recorded as a gaming expense in the accompanying Consolidated Statements of Operations. These taxes for the years ended December 31, 2017 , 2016 and 2015 , were as follows: For the year ended December 31, 2017 2016 2015 (in millions) Gaming taxes $ 697.0 $ 616.3 $ 580.3 Leases: The Company has certain long-term lease obligations, including the Meadows Lease, ground leases at certain properties, office space, and equipment. Rent associated with operating leases, excluding contingent rent, is expensed on a straight-line basis over the life of the lease beginning on the date of possession of the leased property. To the extent it is considered probable, contingent rent associated with operating leases is expensed as incurred. At lease inception, the lease term is determined by assuming the exercise of those renewal options that are reasonably assured. The lease term is used to determine whether a lease is capital or operating and is used to calculate the straight-line rent expense. Additionally, the depreciable life of capital lease assets and leasehold improvements is limited by the expected lease term if less than the useful life of the asset. Rent expenses are included in “General and administrative” in our Consolidated Statements of Operations. Advertising Costs: We expense advertising costs the first time the advertising takes place. These costs are included in gaming expenses in the accompanying Consolidated Statements of Operations. In addition, advertising costs associated with development projects are included in pre-opening, development and other costs until the project is completed. These costs for the years ended December 31, 2017 , 2016 and 2015 , were as follows: For the year ended December 31, 2017 2016 2015 (in millions) Advertising costs $ 28.1 $ 33.0 $ 38.4 Pre-opening, Development and Other Costs: Pre-opening, development and other costs consist of payroll costs to hire, employ and train the workforce prior to opening an operating facility; marketing campaigns prior to and in connection with the opening; legal and professional fees related to the project but not otherwise attributable to depreciable assets; and lease payments, real estate taxes, and other general and administrative costs prior to the opening of an operating facility. In addition, pre-opening, development and other costs include acquisition and restructuring costs. Pre-opening, development and other costs are expensed as incurred. Pre-opening, development and other costs for the years ended December 31, 2017 , 2016 and 2015 , consisted of the following: For the year ended December 31, 2017 2016 2015 (in millions) Proposed Company Sale costs (1) $ 6.9 $ — $ — Spin-Off and Merger costs (2) 0.9 48.7 12.2 Meadows acquisition costs (3) 0.2 6.4 — Other 1.5 0.9 2.0 Total pre-opening, development and other costs $ 9.5 $ 56.0 $ 14.2 (1) Amount comprised principally of legal, advisory, and other costs associated with the Proposed Company Sale. (2) Amounts comprised principally of legal, advisory, and other costs. See Note 2, “Spin-Off, Merger and Master Lease.” (3) Amounts comprised principally of legal, advisory, and other costs. See Note 8, “Investment and Acquisition Activities.” Share-based Compensation: We measure the cost of awards of equity instruments to employees based on the grant-date fair value of the award. The grant-date fair value is determined by using either the Black-Scholes option-pricing model or performing a Monte Carlo simulation. The fair value, net of expected forfeitures, is amortized as compensation cost on a straight-line basis over the vesting period. Expected forfeitures are estimated at the time of each grant using historical information. See Note 7, “Employee Benefit Plans.” Earnings Per Share: The computation of basic and diluted earnings per share (“EPS”) is based on net income (loss) attributable to Pinnacle Entertainment, Inc. divided by the basic weighted average number of common shares and diluted weighted average number of common shares, respectively. Diluted EPS reflects the addition of potentially dilutive securities, such as stock options, restricted stock units, restricted stock and performance stock units (“ share-based payment awards ”). We calculate the dilutive effect of share-based payment awards using the treasury stock method. A total of 0.0 million , 1.3 million and 0.3 million share-based payment awards were excluded from the calculation of diluted EPS for the years ended December 31, 2017 , 2016 and 2015 , respectively, because including them would have been anti-dilutive. For the year ended December 31, 2016, we recorded a net loss from continuing operations. Accordingly, the potential dilution from share-based payment awards was anti-dilutive, which resulted in basic EPS equaling diluted EPS for such year. Share-based payment awards that could potentially dilute basic EPS in the future that were not included in the computation of diluted EPS for the year ended December 31, 2016 was 3.0 million . Treasury Stock: In May 2016, the Company’s Board of Directors authorized a share repurchase program of up to $50.0 million of our common stock, which we completed in July 2016. In August 2016, our Board of Directors authorized an additional share repurchase program of up to $50.0 million of our common stock. The cost of the shares acquired is treated as a reduction to stockholders’ equity. During the year ended December 31, 2017 and 2016, we repurchased 1.1 million shares of common stock for $22.3 million and 6.2 million shares of common stock for $70.2 million , respectively. In December 2017, the Company canceled the additional share repurchase program and at that time, we had repurchased 2.8 million shares of common stock for $42.4 million . Business Combinations: We allocate the business combination purchase price to tangible and identifiable intangible assets acquired and liabilities assumed based on their fair values. The excess of the purchase price over those fair values is recorded as goodwill. We determined the fair value of identifiable intangible assets, such as player relationships and trade names, as well as any other significant tangible assets or liabilities, such as long-lived property. The fair value allocation methodology requires management to make assumptions and apply judgment to estimate the fair value of acquired assets and liabilities assumed. Management estimates the fair value of assets and liabilities primarily using discounted cash flows and replacement cost analysis. Provisional fair value measurements of acquired assets and liabilities assumed may be retrospectively adjusted during the measurement period. The measurement period ends once we are able to determine we ha |
Spin-Off, Merger and Master Lea
Spin-Off, Merger and Master Lease | 12 Months Ended |
Dec. 31, 2017 | |
Spin-Off, Merger and Leases [Abstract] | |
Spin-Off, Merger and Master Lease | Spin-Off, Merger and Master Lease Overview of the Spin-Off and Merger: On April 28, 2016, Former Pinnacle completed the transactions under the terms of the GLPI Merger Agreement. Pursuant to the terms of the GLPI Merger Agreement, Former Pinnacle separated its operating assets and liabilities (and its Belterra Park property and excess land at certain locations) into the Company, a newly formed subsidiary, and distributed to its stockholders, on a pro rata basis, all of the issued and outstanding shares of common stock of the Company. As a result, Former Pinnacle stockholders received one share of the Company’s common stock, with a par value of $0.01 per share, for each share of Former Pinnacle common stock that they owned. Merger Sub then merged with and into Former Pinnacle , with Merger Sub surviving the Merger as a wholly-owned subsidiary of GLPI. Following the Merger, the Company operates its gaming, hospitality and entertainment businesses in the facilities acquired by GLPI under the Master Lease. In completing the Merger, each share of common stock, par value $0.10 per share, of Former Pinnacle (the “Former Pinnacle Common Stock”) issued and outstanding immediately prior to the effective time (other than shares of Former Pinnacle Common Stock (i) owned or held in treasury by Former Pinnacle or (ii) owned by GLPI, its subsidiaries or Merger Sub) was canceled and converted into the right to receive 0.85 shares of common stock, par value $0.01 per share, of GLPI. In connection with the Spin-Off and Merger, on April 28, 2016, we made a dividend to Former Pinnacle of $808.4 million (the “Cash Payment”), which was equal to the amount of debt outstanding as of April 28, 2016, less $2.7 billion that GLPI assumed pursuant to the GLPI Merger Agreement. Immediately following the consummation of the Spin-Off and Merger, Former Pinnacle ’s amended and restated credit agreement (“ Former Senior Secured Credit Facilities ”) was repaid in full and terminated and Former Pinnacle ’s 6.375% senior notes due 2021 (“ 6.375% Notes”), 7.50% senior notes due 2021 (“ 7.50% Notes”) and 7.75% senior subordinated notes due 2022 (“ 7.75% Notes”) were redeemed. In addition, Former Pinnacle ’s 8.75% senior subordinated notes due 2020 (“ 8.75% Notes”) were redeemed on May 15, 2016. Following the consummation of the Spin-Off and Merger, the Company had no outstanding obligations under the Former Senior Secured Credit Facilities , the 6.375% Notes, the 7.50% Notes, the 7.75% Notes and the 8.75% Notes. For a description of the Company’s existing long-term debt, see Note 4, “Long-Term Debt.” Master Lease: Fourteen of our sixteen gaming facilities are subject to the Master Lease with GLPI. The Master Lease has an initial term of 10 years with five subsequent, five -year renewal periods at our option. The rent, which is payable in monthly installments, is comprised of base rent, which includes a land and a building component, and percentage rent. The land base rent is fixed for the entire lease term. The building base rent is subject to an annual escalation of up to 2% , depending on the Adjusted Revenue to Rent Ratio (as defined in the Master Lease) of 1.8 :1. The percentage rent, which is fixed for the first two years , will be adjusted every two years to establish a new fixed amount for the next two -year period. Each new fixed amount will be calculated by multiplying 4% by the difference between (i) the average net revenues for the trailing two -year period and (ii) $1.1 billion . In May 2017, the building base rent was adjusted by the annual escalation. As of December 31, 2017, annual rent under the Master Lease was $382.8 million , which was comprised of the land base rent, the building base rent and the percentage rent, which were $44.1 million , $294.6 million and $44.1 million , respectively. Failed Spin-Off-Leaseback: The Spin-Off and the subsequent leaseback of the gaming facilities under the terms of the Master Lease did not meet all of the requirements for sale-leaseback accounting treatment under ASC 840 ; and consequently, is accounted for as a financing obligation. Specifically, the Master Lease contains certain provisions that constitute prohibited forms of continuing involvement in the leased assets; such as, among other provisions, the Master Lease requires us to facilitate and cooperate in transferring ownership of the businesses to a successor tenant in the event that the Master Lease is not renewed or is otherwise terminated. For further information on the accounting of the Master Lease and payments made under the Master Lease, see Note 6, “Master Lease Financing Obligation and Lease Obligations.” |
Land, Buildings, Vessels and Eq
Land, Buildings, Vessels and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Land, Buildings, Vessels and Equipment | Land, Buildings, Vessels and Equipment The following table presents a summary of our land, buildings, vessels and equipment: December 31, 2017 2016 (in millions) Land, buildings, vessels and equipment: Land and land improvements $ 431.6 $ 426.7 Buildings, vessels and improvements 2,700.3 2,689.0 Furniture, fixtures and equipment 805.0 805.9 Construction in progress 28.6 32.7 Land, buildings, vessels and equipment, gross 3,965.5 3,954.3 Less: accumulated depreciation (1,336.5 ) (1,185.8 ) Land, buildings, vessels and equipment, net $ 2,629.0 $ 2,768.5 As a result of the Spin-Off and Merger, substantially all of the land, buildings, vessels and associated improvements used in the Company’s operations and included in the table above are subject to the Master Lease and owned by GLPI. See Note 2, “Spin-Off, Merger and Master Lease.” |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following: December 31, 2017 Outstanding Principal Unamortized Discount, Net of Premium, and Debt Issuance Costs Long-Term Debt, Net (in millions) Senior Secured Credit Facilities: Revolving Credit Facility due 2021 $ 169.2 $ — $ 169.2 Term Loan A Facility due 2021 152.4 (2.2 ) 150.2 5.625% Notes due 2024 500.0 (7.2 ) 492.8 Other 0.1 — 0.1 Total debt including current maturities 821.7 (9.4 ) 812.3 Less: current maturities 0.0 — 0.0 Total long-term debt $ 821.7 $ (9.4 ) $ 812.3 December 31, 2016 Outstanding Principal Unamortized Discount, Net of Premium, and Debt Issuance Costs Long-Term Debt, Net (in millions) Senior Secured Credit Facilities: Revolving Credit Facility due 2021 $ 107.2 $ — $ 107.2 Term Loan A Facility due 2021 180.4 (3.2 ) 177.2 Term Loan B Facility due 2023 165.2 (4.9 ) 160.3 5.625% Notes due 2024 500.0 (8.1 ) 491.9 Other 0.1 — 0.1 Total debt including current maturities 952.9 (16.2 ) 936.7 Less: current maturities (12.3 ) — (12.3 ) Total long-term debt $ 940.6 $ (16.2 ) $ 924.4 Senior Secured Credit Facilities: On April 28, 2016, in connection with the Spin-Off and Merger, the Company entered into a credit agreement with certain lenders (the “ Credit Agreement ”). The Credit Agreement is comprised of (i) a $185.0 million term loan A facility with a maturity of five years (the “ Term Loan A Facility ”), (ii) a $300.0 million term loan B facility with a maturity of seven years (the “ Term Loan B Facility ”) and (iii) a $400.0 million revolving credit facility with a maturity of five years (the “ Revolving Credit Facility ” and together with the Term Loan A Facility and the Term Loan B Facility , the “ Senior Secured Credit Facilities ”). As of December 31, 2017 , we had $169.2 million drawn under the Revolving Credit Facility and had $9.2 million committed under various letters of credit. Loans under the Term Loan A Facility and Revolving Credit Facility bear interest at a rate per annum equal to, at our option, LIBOR plus an applicable margin from 1.50% to 2.50% or the base rate plus an applicable margin from 0.50% to 1.50% , in each case, depending on the Consolidated Total Net Leverage Ratio (as defined in the Credit Agreement) as of the most recent fiscal quarter. Loans under the Term Loan B Facility bore interest at a rate per annum equal to, at our option, LIBOR plus 3.00% or the base rate plus 2.00% and in no event was LIBOR to be less than 0.75% . In addition, we pay a commitment fee on the unused portion of the commitments under the Revolving Credit Facility at a rate that ranges from 0.30% to 0.50% per annum, depending on the Consolidated Total Net Leverage Ratio as of the most recent fiscal quarter. The Term Loan A Facility amortizes in equal quarterly amounts equal to a percentage of the original outstanding principal amount at closing as follows: (i) 5% per annum in the first two years, (ii) 7.5% per annum in the third year and (iii) 10% per annum in the fourth and fifth year. The remaining principal amount is payable on April 28, 2021. The voluntary repayments we made during the year ended December 31, 2017 have satisfied the quarterly amortization payments that were otherwise due during the year ending December 31, 2018. The Term Loan B Facility amortized in equal quarterly amounts equal to 1% per annum of the original outstanding principal amount at closing. The Revolving Credit Facility is not subject to amortization and is due and payable on April 28, 2021. The Credit Agreement contains, among other things, certain affirmative and negative covenants and, solely for the benefit of the lenders under the Senior Secured Credit Facilities , financial covenants, including (1) maximum permitted Consolidated Total Net Leverage Ratio of 3.75 to 1.00 as of December 31, 2017 ; (2) maximum permitted Consolidated Senior Secured Net Leverage Ratio (as defined in the Credit Agreement) of 2.50 to 1.00 as of December 31, 2017 ; and (3) required minimum Interest Coverage Ratio (as defined in the Credit Agreement) of 2.50 to 1.00. The Credit Agreement also contains certain customary events of default, including the occurrence of a change of control, revocation of material licenses by gaming authorities (subject to a cure period), termination of the Master Lease and cross-default to certain events of default under the Master Lease. As of December 31, 2017 , we were in compliance with each of these ratios, and compliance with these ratios does not have a material impact on our financial flexibility, including our ability to incur new indebtedness. 5.625% Notes: On April 28, 2016, we issued $375.0 million in aggregate principal amount of 5.625% senior notes due 2024 (the “Existing 5.625% Notes”). The Existing 5.625% Notes were issued at par, mature on May 1, 2024, and bear interest at the rate of 5.625% per annum. Interest on the Existing 5.625% Notes is payable semi-annually on May 1st and November 1st of each year. On April 28, 2016, the proceeds of the Senior Secured Credit Facilities , together with the proceeds from the Existing 5.625% Notes were used (i) to make the Cash Payment and (ii) to pay fees and expenses related to the issuance of the Senior Secured Credit Facilities and the Existing 5.625% Notes. On October 12, 2016, we issued an additional $125.0 million in aggregate principal amount of 5.625% senior notes due 2024 (the “Additional 5.625% Notes” and together with the Existing 5.625% Notes, the “ 5.625% Notes”), under the bond indenture governing the Existing 5.625% Notes issued on April 28, 2016, as amended and supplemented by that certain first supplemental indenture, dated as of October 12, 2016. The Additional 5.625% Notes were issued at par plus a premium of 50 basis points. We financed the purchase of the Meadows with our Revolving Credit Facility and the net proceeds from the issuance of the Additional 5.625% Notes were used to repay a portion of the outstanding borrowings under our Revolving Credit Facility. The 5.625% Notes become callable at a premium over their face amount on May 1, 2019. Beginning on or after May 1, 2019, 2020 and 2021, and until the next applicable redemption date, the 5.625% Notes are redeemable at a percentage of par equal to 104.219% , 102.813% and 101.406% , respectively. Prior to maturity, on or after May 1, 2022, the 5.625% Notes are redeemable at par. The 5.625% Notes are redeemable prior to such times at a price that reflects a yield to the first call that is equivalent to the applicable Treasury bond yield plus 0.5 percentage points. The bond indenture governing our 5.625% Notes and our Senior Secured Credit Facilities limit the amount of dividends we are permitted to pay. Loss on early extinguishment of debt: During the years ended December 31, 2017 and 2016, we recorded losses of $0.5 million and $5.2 million , respectively, related to the repayments, in full, of the Term Loan B Facility and the Former Senior Secured Credit Facilities, respectively. The losses included the write-off of previously unamortized debt issuance costs and original issuance discount. Interest expense, net, was as follows: For the year ended December 31, 2017 2016 2015 (in millions) Interest expense from financing obligation (1) $ 331.1 $ 225.1 $ — Interest expense from debt (2) 50.3 108.0 244.7 Interest income (0.4 ) (0.4 ) (0.3 ) Capitalized interest (0.1 ) (0.1 ) — Other (3) — 1.7 — Interest expense, net $ 380.9 $ 334.3 $ 244.4 (1) See Note 6, “Master Lease Financing Obligation and Lease Obligations,” for information on total lease payments under the Master Lease. (2) Interest expense associated with the Former Senior Secured Credit Facilities, the 6.375% Notes, the 7.50% Notes, the 7.75% Notes, and the 8.75% Notes, which were no longer obligations of the Company as of April 28, 2016, included in the year ended December 31, 2016 was $76.5 million . (3) Represents a nonrecurring expense associated with the Spin-Off and Merger. Scheduled maturities of long-term debt: As of December 31, 2017 , annual maturities of our long-term debt were as follows (amounts in millions): Year ended December 31: 2018 $ 0.0 2019 9.1 2020 18.5 2021 294.1 2022 0.0 Thereafter 500.0 Total 821.7 Less: unamortized debt discount, net of premium, and debt issuance costs (9.4 ) Long-term debt, including current portion $ 812.3 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes New tax legislation, commonly referred to as The Tax Cuts and Jobs Act (the “Tax Act”), was enacted on December 22, 2017. The Tax Act significantly revised U.S. corporate income tax law to, among other things, reduce the federal corporate income tax rate, impose a new minimum tax on global intangible low-taxed income and implement a modified territorial tax system that included a one-time transition tax on deemed repatriated earnings of foreign subsidiaries. The global intangible low-taxed income and the one-time transition tax on deemed repatriated earnings of foreign subsidiaries did not significantly impact the Company upon enactment. ASC Topic 740, Income Taxes (“ASC 740”), requires companies to recognize the effect of tax law changes in the period of enactment even though the effective date for most provisions is for tax years beginning after December 31, 2017, or in the case of certain other provisions, January 1, 2018. Given the significance of the Tax Act, the SEC staff issued Staff Accounting Bulletin No. 118, which allows registrants to record provisional amounts during a one-year “measurement period” similar to that used when accounting for business combinations. However, the measurement period is deemed to have ended earlier when the registrant has obtained, prepared and analyzed the information necessary to finalize its accounting. During the measurement period, impacts of the law are expected to be recorded at the time a reasonable estimate for all or a portion of the effects can be made, and provisional amounts can be recognized and adjusted as information becomes available, prepared or analyzed. To the extent a reasonable estimate could be made, we have accounted for the impact of the Tax Act for the year ended December 31, 2017 . We will continue to refine our estimates throughout the measurement period or until the accounting is complete, and the impact of the Tax Act may differ from these estimates, possibly materially, due to, among other things, changes in estimates and assumptions we have made. As noted above, the Tax Act permanently reduced the federal corporate income tax rate from 35% to 21% , effective January 1, 2018, which required, in part, a revaluation of our deferred tax assets and liabilities as of December 31, 2017 . The Tax Act also granted indefinite carry-forward of net operating losses generated on or after January 1, 2018. As a result of the revaluation of our deferred tax assets and liabilities, the change in the net operating loss carry-forward rules, and other provisions of the Tax Act, during the year ended December 31, 2017 , we recorded a one-time tax benefit of $21.5 million . The Spin-Off described in Note 2, “Spin-Off, Merger and Master Lease,” was a taxable transaction whereby a gain was recognized for tax purposes and the tax bases of the operating assets were stepped up to fair market value at the time of the transaction. Pursuant to ASC 740, the tax impact directly related to the transaction amongst stockholders was recorded to equity, consistent with the overall accounting treatment of the transaction. All changes in tax bases of assets and liabilities caused by the transactions were recorded to additional paid-in capital. Furthermore, as previously noted, the gaming facilities leased from GLPI are presented on the Company’s Consolidated Balance Sheets at historical cost, net of accumulated depreciation, and the Master Lease is accounted for as a financing obligation. However, for federal and state income tax purposes, the Master Lease is considered an operating lease. As such, the Company does not recognize any tax bases in the leased gaming facilities, which creates basis differences that give rise to deferred income taxes. The composition of our income tax benefit (expense) from continuing operations for the years ended December 31, 2017 , 2016 and 2015 , was as follows: Current Deferred Total (in millions) Year ended December 31, 2017: U.S. Federal $ 1.7 $ 17.3 $ 19.0 State (1.8 ) (2.6 ) (4.4 ) $ (0.1 ) $ 14.7 $ 14.6 Year ended December 31, 2016: U.S. Federal $ (1.6 ) $ 43.4 $ 41.8 State (4.4 ) (9.4 ) (13.8 ) $ (6.0 ) $ 34.0 $ 28.0 Year ended December 31, 2015: U.S. Federal $ 5.3 $ (10.3 ) $ (5.0 ) State (1.9 ) (7.7 ) (9.6 ) $ 3.4 $ (18.0 ) $ (14.6 ) The following table reconciles our effective income tax rate from continuing operations to the federal statutory tax rate: 2017 2016 2015 Percent Amount Percent Amount Percent Amount (in millions, except tax rates) Federal income tax benefit (expense) at the statutory rate 35.0 % $ (16.5 ) 35.0 % $ 170.1 35.0 % $ (19.8 ) State income taxes, net of federal tax benefits 9.3 (4.4 ) (2.4 ) (11.8 ) 5.3 (3.0 ) Acquisition costs 5.9 (2.8 ) (0.4 ) (1.9 ) 8.6 (4.9 ) Impairment of goodwill and other intangible assets — — (23.1 ) (112.5 ) — — Reserves for unrecognized tax benefits 0.2 (0.1 ) 0.2 1.2 (9.3 ) 5.3 Credits (7.0 ) 3.3 0.4 1.7 (3.8 ) 2.1 Change in valuation allowance (9.8 ) 4.7 (3.2 ) (15.6 ) (10.8 ) 6.1 Excess tax benefits related to share-based compensation (24.2 ) 11.4 — — — — Non-deductible expenses and other 5.3 (2.5 ) (0.7 ) (3.2 ) 0.7 (0.4 ) Tax Act (45.7 ) 21.5 — — — — Income tax benefit (expense) from continuing operations (31.0 )% $ 14.6 5.8 % $ 28.0 25.7 % $ (14.6 ) The following table shows the allocation of income tax benefit (expense) between continuing operations and discontinued operations: For the year ended December 31, 2017 2016 2015 (in millions) Income (loss) from continuing operations before income taxes $ 47.1 $ (485.9 ) $ 56.7 Income tax benefit (expense) allocated to continuing operations 14.6 28.0 (14.6 ) Income (loss) from continuing operations 61.7 (457.9 ) 42.1 Income from discontinued operations before income taxes — 0.4 5.7 Income tax benefit (expense) allocated to discontinued operations — 0.0 (0.2 ) Income from discontinued operations, net of income taxes — 0.4 5.5 Net income (loss) $ 61.7 $ (457.5 ) $ 47.6 As of December 31, 2017 and 2016 , the tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities were: December 31, 2017 2016 (in millions) Deferred tax assets: Workers’ compensation insurance reserve $ 2.2 $ 4.1 Allowance for doubtful accounts 3.8 4.8 Legal and merger costs 3.4 4.6 Federal tax credit carry-forwards 3.3 — Federal net operating loss carry-forwards 8.6 0.4 State net operating loss carry-forwards 6.5 0.1 Deferred compensation 0.4 0.2 Pre-opening expenses capitalized for tax purposes 1.2 — Share-based compensation expense—book cost 5.5 7.4 Intangible assets 123.3 212.8 Master Lease 798.4 1,249.6 Accruals, reserves and other 9.7 16.3 Less: valuation allowance (422.7 ) (646.7 ) Total deferred tax assets 543.6 853.6 Deferred tax liabilities: Prepaid expenses (7.5 ) (6.1 ) Land, buildings, vessels and equipment, net (534.6 ) (860.7 ) Total deferred tax liabilities (542.1 ) (866.8 ) Net deferred tax assets (liabilities) $ 1.5 $ (13.2 ) The following table summarizes the total deferred tax assets and total deferred tax liabilities provided in the previous table: December 31, 2017 2016 (in millions) Total deferred tax assets $ 966.3 $ 1,500.3 Less: valuation allowance (422.7 ) (646.7 ) Less: total deferred tax liabilities (542.1 ) (866.8 ) Net deferred tax assets (liabilities) $ 1.5 $ (13.2 ) As of December 31, 2017 , we continue to provide a full valuation allowance against deferred tax assets for all jurisdictions except for certain states, where the deferred tax assets are more likely than not to be realized. In evaluating the need for a valuation allowance, we consider all sources of taxable income available to realize the deferred tax asset, including the future reversal of existing temporary differences, forecasts of future taxable income, and tax planning strategies. We have a cumulative U.S. pretax accounting loss for the years 2015 through 2017. Considering all available evidence both positive and negative, and in light of the cumulative losses in recent years, we determined that a full valuation allowance was appropriate. As of April 29, 2016, the Company became a new taxpayer as a result of the Spin-Off and Merger. As a result, all tax attributes carried over from the year ended December 31, 2015 were either utilized during the pre-transaction period of January 1, 2016 through April 28, 2016, or acquired by GLPI. As of December 31, 2017 , our tax filings reflected available General Business Credit (“GBC”) carry-forwards of $3.3 million . The GBC credit carry-forwards will begin to expire in 2036. As of December 31, 2017 , we had $41.1 million of federal net operating loss carry-forwards, which begin to expire in 2036, and $101.4 million of state net operating loss carry-forwards, predominantly in Louisiana and Pennsylvania, which begin to expire in 2026. As of December 31, 2017 and December 31, 2016, we had $4.2 million and $4.5 million , respectively, of uncertain tax benefits that, if recognized, would impact the effective tax rate. Authoritative guidance requires companies to accrue interest and related penalties, if applicable, on all tax positions for which reserves have been established consistent with jurisdictional tax laws. We recognize accrued interest and penalties related to uncertain tax benefits as a component of income tax benefit (expense). During the year ended December 31, 2017 , there was a net decrease in accrued interest of $0.1 million related to unrecognized tax benefits. We had $0.3 million of cumulative interest accrued as of December 31, 2017 . No penalties were accrued in any of the years ended December 31, 2017 , 2016 or 2015 . The following table summarizes the activity related to uncertain tax benefits, excluding any interest or penalties: 2017 2016 2015 (in millions) Balance as of January 1 $ 4.5 $ 28.4 $ 37.7 Gross increases - tax positions in prior periods — 0.1 0.1 Gross decreases - tax positions in prior periods (0.3 ) (21.0 ) (6.2 ) Gross increases - tax positions in current period — — 1.2 Gross decreases - tax positions in current period — — (1.5 ) Settlements — (3.0 ) (2.9 ) Balance as of December 31 $ 4.2 $ 4.5 $ 28.4 |
Master Lease Financing Obligati
Master Lease Financing Obligation and Lease Obligations | 12 Months Ended |
Dec. 31, 2017 | |
Leases [Abstract] | |
Master Lease Financing Obligation and Lease Obligations | Master Lease Financing Obligation and Lease Obligations Master Lease Financing Obligation: The Company’s Master Lease with GLPI that is described in Note 2, “Spin-Off, Merger and Master Lease,” is accounted for as a financing obligation. At lease inception, the financing obligation was determined to be $3.2 billion and was calculated based on the future minimum lease payments discounted at 10.5% . For purposes of calculating the financing obligation, beginning in the third year of the lease, the percentage rent was excluded since the payment is contingent upon the achievement of future financial results. The discount rate represented the estimated incremental borrowing rate over the lease term of 35 years , which included renewal options that were reasonably assured of being exercised, at lease inception. Total lease payments under the Master Lease were as follows: For the year ended December 31, 2017 2016 (in millions) Reduction of financing obligation $ 49.8 $ 31.0 Interest expense attributable to financing obligation 331.1 225.1 Total lease payments under the Master Lease $ 380.9 $ 256.1 The future minimum lease payments related to the Master Lease financing obligation, as of December 31, 2017 were as follows (amounts in millions): Year ended December 31: 2018 $ 347.3 2019 332.9 2020 332.9 2021 332.9 2022 332.9 Thereafter 9,429.4 Total minimum lease payments 11,108.3 Less: amounts representing interest at 10.5% (8,155.6 ) Plus: residual values 160.9 Present value of future minimum lease payments 3,113.6 Less: current portion of financing obligation (24.7 ) Long-term portion of financing obligation $ 3,088.9 Operating Leases: We have certain long-term operating lease obligations, including the Meadows Lease, corporate office space, ground leases at certain locations, water bottom leases in Louisiana, office space and gaming equipment. Minimum lease payments required under operating leases that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2017 were as follows (amounts in millions): Year ended December 31: 2018 $ 35.2 2019 25.3 2020 25.3 2021 25.2 2022 25.3 Thereafter 559.4 $ 695.7 Total rent expense for these long-term lease obligations for the years ended December 31, 2017 , 2016 and 2015 , was $29.9 million , $19.1 million and $13.6 million , respectively. The Meadows Lease provides for a 10 -year initial term, including renewal terms at our option, up to a total of 29 years . As of December 31, 2017 , annual rent under the Meadows Lease is $25.8 million , payable in monthly installments, and comprised of a base rent of $14.4 million , which is subject to certain adjustments, and a percentage rent of $11.4 million . The base rent is subject to an annual escalation of up to 5% for the initial term or until the lease year in which base rent plus percentage rent is a total of $31.0 million , subject to certain adjustments, and up to 2% thereafter, subject to an Adjusted Revenue to Rent Ratio (as defined in the Meadows Lease) of 1.8 :1 during the second year of the lease, 1.9 :1 during the third year of the lease and 2.0 :1 during the fourth year of the lease and thereafter. The percentage rent is fixed for the first two years and will be adjusted every two years to establish a new fixed amount for the next two -year period equal to 4% of the average annual net revenues during the trailing two -year period. Former Pinnacle leased underlying land occupied by L’Auberge Lake Charles, River City, Belterra Resort and Ameristar East Chicago. At the time of the Spin-Off and Merger, these leases were assigned to GLPI and GLPI immediately subleased the land back to the Company. As a result, we are responsible for making payments under the terms of each of these land leases, which are made directly to the respective landlords. The annual base rent for the leased L’Auberge Lake Charles land is $1.1 million per year, which adjusts annually for changes in the consumer price index. The annual rent for the leased River City land is the greater of $4.0 million or 2.5% of annual adjusted gross receipts (as defined in the lease agreement). The Belterra Resort land lease currently provides for minimum annual rent payments of $1.5 million , plus 1.5% of gross gaming win (as defined in the lease agreement) in excess of $100.0 million . The Ameristar East Chicago land lease currently provides for minimum annual rent payments of $0.6 million , which adjusts every three years primarily based on changes in the consumer price index. We lease corporate office space in Las Vegas, Nevada. The base rent for such office space is $2.7 million per year, subject to periodic increases and the lease term is 11 years, subject to certain renewal options. We are a party to a number of cancelable slot participation and some table game participation arrangements at our various casinos that are customary for casino operations. The slot arrangements generally consist of either a fixed-rent agreement on a per-day basis or a percentage of each slot machine’s gaming revenue, generally payable at month-end. Slot and table game participation fees included in the Consolidated Statements of Operations were as follows: For the year ended December 31, 2017 2016 2015 (in millions) Slot and table game participation fees $ 26.6 $ 26.0 $ 26.5 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Share-based Compensation: Our 2016 Equity and Performance Incentive Plan (the “2016 Plan”), which was approved and adopted in April 2016, allows us to grant options, stock appreciation rights, restricted stock, restricted stock units, performance awards, other stock unit awards and dividend equivalents to directors, employees, consultants and/or advisors of the Company. The 2016 Plan permits the issuance of up to 7.5 million shares of the Company’s common stock, plus any shares subject to awards granted under the Prior Plans and Individual Arrangements (both defined below) which are forfeited, expire or are canceled on or after the effective date of the 2016 Plan. All awards under the 2016 Plan are counted against the 7.5 million share limit as one share for every one share granted. The 2016 Plan had 5.0 million share-based payment awards available for grant as of December 31, 2017 . Prior to the adoption of the 2016 Plan, Former Pinnacle’s 2015 Equity and Performance Incentive Plan (the “2015 Plan”) was terminated upon closing of the Spin-Off and Merger and its 2005 Equity and Performance Incentive Plan (the “2005 Plan” and together with the 2015 Plan, the “Prior Plans”) expired on April 1, 2015. In 2008 and 2010, in order to recruit our executive officers, we granted options outside of the 2005 Plan for the purchase of 850,000 shares of common stock, all of which remained outstanding as of December 31, 2017 . Additionally, in connection with the acquisition of Ameristar Casinos, Inc. (“ Ameristar ”) in 2013, outside of the 2005 Plan, we granted new employees, who were former employees of Ameristar , options to purchase shares of common stock and restricted stock units (collectively, these grants are referred to as “Individual Agreements”). As of December 31, 2017 , we had 7.8 million share-based payment awards outstanding, including stock options, restricted stock units and restricted stock. Stock Options: Options are granted at the current market price at the date of grant. The following tables summarize information related to our stock options: Number of Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Options outstanding as of January 1, 2017 6,387,115 $ 6.16 Granted 20,000 $ 19.30 Exercised (1,257,581 ) $ 4.57 Canceled or forfeited (122,812 ) $ 9.13 Options outstanding as of December 31, 2017 5,026,722 $ 6.53 2.99 $ 131.7 Options exercisable as of December 31, 2017 3,726,796 $ 5.15 2.30 $ 102.8 Expected to vest as of December 31, 2017 1,060,098 $ 10.56 4.98 $ 23.5 For the year ended December 31, 2017 2016 2015 (in millions, except grant date fair value) Weighted average grant date fair value $ 6.37 $ 4.06 $ 10.91 Intrinsic value of stock options exercised $ 19.8 $ 2.7 $ 8.1 Net cash proceeds from exercise of stock options $ 4.7 $ 2.7 $ 9.3 Unamortized compensation costs not yet expensed related to stock options granted totaled $3.8 million as of December 31, 2017 and the weighted average period over which the costs are expected to be recognized is 1.2 years . The associated shares were newly-issued common stock. Restricted Stock Units: The following table summarizes information related to our restricted stock units: Number of Units Weighted Average Grant Date Fair Value Non-vested as of January 1, 2017 2,183,056 $ 9.65 Granted 578,180 $ 19.06 Vested (1,060,599 ) $ 8.61 Canceled or forfeited (176,108 ) $ 12.61 Non-vested as of December 31, 2017 1,524,529 $ 13.61 Unamortized compensation costs not yet expensed related to non-vested restricted stock units totaled $16.0 million as of December 31, 2017 and the weighted average period over which the costs are expected to be recognized is 1.3 years . Restricted Stock: The Company grants restricted stock awards, which are subject to either market or performance conditions. The grant date fair value of the awards subject to market conditions was determined using the Monte Carlo simulation. The grant date fair value of the awards subject to performance conditions was determined as the closing price of the Company’s common stock on the grant date. To the extent that restricted stock awards are forfeited, the forfeited shares will be included in treasury stock. The following table summarizes information related to our restricted stock: Number of Shares Weighted Average Grant Date Fair Value Non-vested as of January 1, 2017 340,620 $ 14.24 Granted 713,470 $ 20.92 Canceled or forfeited (11,428 ) $ 18.70 Non-vested as of December 31, 2017 1,042,662 $ 18.77 The unamortized compensation costs not yet expensed related to restricted stock totaled $9.8 million as of December 31, 2017 and the weighted average period over which the costs are expected to be recognized is 1.5 years . Performance Stock Units: The following table summarizes information related to our performance stock units: Number of Units Weighted Average Grant Date Fair Value Non-vested as of January 1, 2017 108,855 $ 7.84 Vested (108,855 ) $ 7.84 Non-vested as of December 31, 2017 — $ — Compensation Cost: We use the Black-Scholes option-pricing model and the Monte Carlo simulation in order to calculate the compensation cost of employee share-based compensation. Such models require the use of subjective assumptions, including the expected life of the option, the expected volatility of the underlying stock and the expected dividend on the stock. In computing the share-based compensation, the following is a weighted average of the assumptions used: Risk-Free Interest Rate Expected Life at Issuance (in years) Expected Volatility Expected Dividends Options granted in the following periods: 2017 1.8 % 5.37 32.7 % None 2016 1.3 % 5.29 37.1 % None 2015 1.4 % 5.22 36.8 % None The expected volatility was derived from an analysis of both the historic actual volatility of our common stock and the implied volatilities of traded options in our common stock. Future volatility may be substantially less or greater than the expected volatility. We do not currently pay dividends and we do not anticipate that dividends will be paid within the average expected life of existing options. U.S. Treasury rates with similar maturities are used as the proxy for the risk-free interest rate. The expected life at issuance is based on our experience as to the average historical term of option grants that were exercised, canceled or forfeited. The total compensation cost recognized was as follows: For the year ended December 31, 2017 2016 2015 (in millions) Share-based compensation expense $ 14.7 $ 35.5 $ 17.8 In connection with the Spin-Off and Merger, each outstanding vested and non-vested share-based payment award granted by Former Pinnacle on or prior to July 16, 2015 (“Pre-July 2015 Former Pinnacle Awards”) were converted into a combination of (1) corresponding share-based payment awards of the Company, which have continued to vest on the same schedule as Pre-July 2015 Former Pinnacle Awards based on service with the Company, and (2) adjusted Pre-July 2015 Former Pinnacle Awards, which immediately became fully-vested and were settled in shares of GLPI common stock. As a result, during the year ended December 31, 2016, we recorded $22.6 million of incremental expense attributable to the accelerated vesting of adjusted Pre-July 2015 Former Pinnacle Awards. Excluding the accelerated vesting of adjusted Pre-July 2015 Former Pinnacle Awards, the total fair value of share-based payment awards that vested during the years ended December 31, 2017 , 2016 and 2015 was $12.8 million , $10.7 million and $13.6 million , respectively. Directors Deferred Compensation Plan: Any director may elect to receive phantom stock units in lieu of payment of an annual retainer and board fees under the Company’s Directors Deferred Compensation Plan. Phantom stock units are fully expensed when granted. Each phantom stock unit is the economic equivalent of one share of our common stock. Units of phantom stock are payable in common stock following the director’s cessation of service as a director for any reason. 401(k) Plan: We maintain the Pinnacle Entertainment, Inc. 401(k) Investment Plan (the “401(k) Plan”). The 401(k) Plan is an employee benefit plan subject to the provisions of the Employee Retirement Income Security Act of 1974, and is intended to be a qualified plan under Section 401(a) of the Internal Revenue Code of 1986. Participants of the 401(k) Plan may contribute up to 100% of pretax income, subject to the legal limitation ( $18,000 for 2017 ). In addition, participants who are age 50 or older may make an additional contribution to the 401(k) Plan, commonly referred to as a “catch-up” contribution ( $6,000 for 2017 ). We consider discretionary matching contributions under the 401(k) Plan, which vest ratably over four to five years. The match formula is 50% up to 3% of eligible compensation for all eligible participants. For the years ended December 31, 2017 , 2016 and 2015 , matching contributions to the 401(k) Plan totaled $3.8 million , $3.7 million and $3.6 million , respectively. Executive Deferred Compensation Plan: We maintain an Executive Deferred Compensation Plan (the “Executive Plan”), which allows certain highly compensated employees to defer, on a pre-tax basis, a portion of their annual base salary and bonus. Participation in the Executive Plan is limited. A participant is at all times fully vested in his or her contributions, as well as any attributable appreciation or depreciation thereof. We do not make matching contributions to the Executive Plan for the benefit of participating employees and the payment of benefits under the Executive Plan is an unsecured obligation. The total obligation under the Executive Plan and the cash surrender value of insurance policies are as follows: December 31, 2017 2016 (in millions) Total obligation under Executive Plan (1) $ 8.9 $ 8.3 Cash surrender value of insurance policies (2) $ 2.8 $ 2.9 (1) Recorded in “Other long-term liabilities” in the Consolidated Balance Sheets. (2) Recorded in “Other assets, net” in the Consolidated Balance Sheets. |
Investment and Acquisition Acti
Investment and Acquisition Activities | 12 Months Ended |
Dec. 31, 2017 | |
Investment and Acquisitions [Abstract] | |
Investment and Acquisition Activities | Investment and Acquisition Activities Acquisition of the Meadows Business: On September 9, 2016, we closed on the purchase agreement with GLPC pursuant to which we acquired all of the equity interests of the Meadows located in Washington, Pennsylvania for base consideration of $138.0 million , subject to certain adjustments. The purchase price, after giving effect to such adjustments, was $134.0 million and the cash paid for the Meadows business, net of cash acquired, was $107.5 million . As a result of the transaction, we own and operate the Meadows’ gaming, entertainment and harness racing business subject to the Meadows Lease, which is discussed in Note 6, “Master Lease Financing Obligation and Lease Obligations,” and we recorded $18.8 million of goodwill, which has been assigned to our Midwest segment. In the second quarter 2017, management finalized the purchase price allocation, which did not result in any adjustments to the recorded goodwill balance. Retama Park Racetrack: We hold 75.5% of the equity of Pinnacle Retama Partners, LLC (“ PRP ”), which owns the racing license of Retama Park Racetrack located outside of San Antonio, Texas. We consolidate the accounts of PRP in our Consolidated Financial Statements . We also manage Retama Park Racetrack under a management contract with Retama Development Corporation (“ RDC ”), a local government corporation of the City of Selma, Texas. In the second quarter 2015, we determined that there was an indication of impairment on the intangible assets of PRP due to the lack of legislative progress and on-going negative operating results at Retama Park Racetrack. As a result, as noted in Note 9, “Goodwill and Other Intangible Assets,” during the year ended December 31, 2015, we recorded non-cash impairments of the goodwill of PRP and the racing license of Retama Park Racetrack in the amounts of $3.3 million and $5.0 million , respectively. As of December 31, 2017 , PRP held $16.9 million in promissory notes issued by RDC and $7.5 million in local government corporation bonds issued by RDC , at amortized cost. The promissory notes and local government corporation bonds, which are included in “Other assets, net” in our Consolidated Balance Sheets, have long-term contractual maturities and are collateralized by the assets of Retama Park Racetrack. During the year ended December 31, 2017 , we recorded an other-than-temporary impairment on the local government corporation bonds of $3.8 million , which is included in “Write-downs, reserves and recoveries, net” in our Consolidated Statements of Operations. See Note 11, “Write-downs, reserves and recoveries, net.” The contractual terms of these promissory notes include interest payments due at maturity; however, we have not recorded accrued interest on these promissory notes because uncertainty exists as to RDC’s ability to make interest payments. We have the positive intent and ability to hold the local government corporation bonds to maturity and until the amortized cost is recovered. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The following tables set forth changes in the carrying amount of goodwill and other intangible assets: December 31, 2017 Weighted Average Remaining Useful Life (in years) Gross Carrying Amount Additions Cumulative Amortization Cumulative Impairment Losses Intangible Assets, Net (in millions) Goodwill: Midwest segment Indefinite $ 605.7 $ — $ — $ (124.5 ) $ 481.2 South segment Indefinite 248.3 — — (157.7 ) 90.6 West segment Indefinite 78.2 — — (39.1 ) 39.1 Other Indefinite 5.9 — — (5.9 ) — 938.1 — — (327.2 ) 610.9 Indefinite-lived Intangible Assets: Gaming licenses Indefinite 374.9 — — (144.1 ) 230.8 Racing license Indefinite 5.0 — — (5.0 ) — Trade names Indefinite 202.2 — — (61.7 ) 140.5 582.1 — — (210.8 ) 371.3 Amortizing Intangible Assets: Player relationships 2 75.1 — (66.0 ) (0.7 ) 8.4 Favorable leasehold interests 28 4.4 — (0.5 ) — 3.9 79.5 — (66.5 ) (0.7 ) 12.3 Total Goodwill and Other Intangible Assets $ 1,599.7 $ — $ (66.5 ) $ (538.7 ) $ 994.5 December 31, 2016 Weighted Average Remaining Useful Life (in years) Gross Carrying Amount Additions Cumulative Amortization Cumulative Impairment Losses Intangible Assets, Net (in millions) Goodwill: Midwest segment Indefinite $ 586.9 $ 18.8 $ — $ (124.5 ) $ 481.2 South segment Indefinite 248.3 — — (157.7 ) 90.6 West segment Indefinite 78.2 — — (39.1 ) 39.1 Other Indefinite 5.9 — — (5.9 ) — 919.3 18.8 — (327.2 ) 610.9 Indefinite-lived Intangible Assets: Gaming licenses Indefinite 318.6 56.3 — (144.1 ) 230.8 Racing license Indefinite 5.0 — — (5.0 ) — Trade names Indefinite 187.2 15.0 — (61.7 ) 140.5 510.8 71.3 — (210.8 ) 371.3 Amortizing Intangible Assets: Player relationships 3 75.1 — (57.3 ) (0.7 ) 17.1 Favorable leasehold interests 29 4.4 — (0.4 ) — 4.0 79.5 — (57.7 ) (0.7 ) 21.1 Total Goodwill and Other Intangible Assets $ 1,509.6 $ 90.1 $ (57.7 ) $ (538.7 ) $ 1,003.3 As of December 31, 2017 , one reporting unit within each of our reportable segments had a negative carrying amount, which is principally due to the allocation of the Master Lease financing obligation. The amount of goodwill at these reporting units was $5.5 million , $12.4 million and $4.9 million , within the Midwest, South and West segments, respectively, as of December 31, 2017 . The impairment charges discussed below are included in “Impairment of goodwill” and “Impairment of other intangible assets,” as appropriate, in our Consolidated Statements of Operations. 2017 Annual Assessment for Impairment: During the year ended December 31, 2017 , the Company completed its 2017 annual assessment for impairment, which did not result in any impairment charges to goodwill or other intangible assets. 2016 Annual and Interim Assessments for Impairment: As a result of our 2016 annual assessment for impairment, we recognized non-cash impairments of goodwill and gaming licenses in the amounts of $1.2 million and $17.0 million , respectively, which were primarily driven by revisions to our operating projections. The goodwill impairment pertained to Heartland Poker Tour (“HPT”), our live and televised poker tournament series, and the gaming license impairments pertained to our Midwest segment. The estimated fair values of the reporting unit and gaming licenses were determined by using discounted cash flow models, which utilized Level 3 inputs. The Spin-Off and Merger transactions, which closed on April 28, 2016, represented a significant financial restructuring event that increased our cash flow obligations in connection with the Master Lease, which we concluded represented an indicator that impairment may exist on our goodwill and other intangible assets. Consequently, we completed interim impairment assessments on goodwill, gaming licenses and trade names. As a result of these interim impairment assessments, we recognized non-cash impairments to goodwill, gaming licenses and trade names totaling $321.3 million , $68.5 million and $61.0 million , respectively. The goodwill impairments pertained to our Midwest, South and West segments, in the amounts of $124.5 million , $157.7 million and $39.1 million , respectively. The gaming license impairments pertained to our Midwest segment and the trade name impairments related to our Midwest, South and West segments, in the amounts of $35.3 million , $22.2 million and $3.5 million , respectively. The estimated fair values of the reporting units, gaming licenses and trade names were determined by using discounted cash flow models, which utilized Level 3 inputs. The following table presents quantitative information about the significant unobservable inputs used in the fair value measurements of other indefinite-lived intangible assets as of the valuation dates below: Fair Value (in millions) Valuation Technique Unobservable Input Range or Amount As of October 1, 2016: Gaming Licenses $ 82.5 Discounted cash flow Discount rate 9.8% - 15.0% Long-term revenue growth rate 2.0% As of April 28, 2016: Gaming Licenses $ 99.5 Discounted cash flow Discount rate 8.8% - 15.9% Long-term revenue growth rate 2.0% Trade Names $ 125.5 Discounted cash flow Discount rate 14.9% - 15.1% Long-term revenue growth rate 2.0% Pre-tax royalty rate 1.5% - 1.8% The following table presents a summary of fair value measurements by level for the goodwill and other indefinite-lived intangible assets measured at fair value on a nonrecurring basis in the Consolidated Balance Sheets: Fair Value Measurements Using: Total Fair Value Level 1 Level 2 Level 3 Total Impairment (in millions) As of October 1, 2016: Assets: Goodwill $ — $ — $ — $ — $ 1.2 Gaming licenses $ 82.5 $ — $ — $ 82.5 $ 17.0 As of April 28, 2016: Assets: Goodwill $ 115.9 $ — $ — $ 115.9 $ 321.3 Gaming licenses $ 99.5 $ — $ — $ 99.5 $ 68.5 Trade names $ 125.5 $ — $ — $ 125.5 $ 61.0 2015 Annual and Interim Assessments for Impairment: As a result of our 2015 annual assessment for impairment, we recognized non-cash impairments of a gaming license and a trade name in the amounts of $27.5 million and $0.5 million , respectively. The gaming license impairment, which pertained to our Midwest segment, was primarily driven by operating results of one of our reporting units being below expectations, which resulted in revisions to our long-term operating projections for this property. The trade name impairment, which pertained to our West segment, was primarily the result of updated assumptions used in the analysis, such as the discount rate. The fair values of the gaming license and trade name were estimated by using discounted cash flow models, which utilized Level 3 inputs. During 2015, as a result of separate interim assessments for impairment, we recognized non-cash impairments of the goodwill of PRP and HPT in the amounts of $3.3 million and $1.4 million , respectively, and non-cash impairments of the racing license of Retama Park Racetrack, the HPT trade name and the HPT player relationship, in the amounts of $5.0 million , $0.2 million and $0.7 million , respectively. For PRP, we determined that there was an indicator that impairment may exist on its goodwill and other intangible assets as a result of the lack of legislative progress and on-going negative operating results at Retama Park Racetrack. For HPT, we determined that there was an indicator that impairment may exist on its goodwill and other intangible assets due to its operating performance. The estimated fair values of the reporting units, the racing license, the trade name and the player relationship were determined by using discounted cash flow models. In the case of PRP, the cash flows were probability-weighted. Acquisition of the Meadows Business: On September 9, 2016, we closed on a purchase agreement with GLPC pursuant to which we acquired all of the equity interests of the Meadows located in Washington, Pennsylvania. As a result of the acquisition, which is discussed in further detail in Note 8, “Investment and Acquisition Activities,” we recorded $18.8 million to goodwill and $56.3 million and $15.0 million to gaming licenses and trade names, respectively. Acquisition of Belterra Park ’ s VLT License: During 2014, we recorded a $50.0 million intangible asset related to Belterra Park’s video lottery terminal (“VLT”) license. We made payments of $25.0 million for Belterra Park’s VLT license during 2014 and in April 2015, we made our final installment payment of $25.0 million . As of December 31, 2017 , the carrying amount of Belterra Park’s VLT license was $0.5 million . Amortizing Intangible Assets: Player relationships are amortized on an accelerated basis over an approximate weighted average remaining useful life of 2 years. Favorable leasehold interests are amortized on a straight-line basis over an approximate weighted average remaining useful life of 28 years. The aggregate amortization expense for amortizing intangible assets was $8.8 million , $11.9 million and $15.9 million , for the years ended December 31, 2017 , 2016 and 2015 . Estimated future annual amortization is as follows: Player Relationships Favorable Leasehold Interests Total (in millions) Year ended December 31: 2018 $ 6.3 $ 0.1 $ 6.4 2019 2.0 0.1 2.1 2020 0.1 0.1 0.2 2021 — 0.1 0.1 2022 — 0.1 0.1 Thereafter — 3.4 3.4 Total $ 8.4 $ 3.9 $ 12.3 |
Discontinued Operations and Ass
Discontinued Operations and Assets Held for Sale | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations and Assets Held for Sale | Discontinued Operations and Assets Held for Sale Assets held for sale are measured at the lower of carrying amount or estimated fair value less cost to sell. The results of operations of a component or group of components that has either been disposed of or is classified as held for sale is included in discontinued operations when certain criteria are met. The fair value of the assets sold was determined using a market approach using Level 2 inputs, as defined in Note 1, “Organization and Summary of Significant Accounting Policies.” Discontinued Operations Boomtown Reno: In April 2015, we completed the sale of approximately 783 acres of excess land associated with our former Boomtown Reno operations, with a carrying amount of $8.3 million , for cash consideration of $13.1 million , resulting in a gain on disposition of $4.8 million , net of costs to sell. Ameristar Lake Charles: In November 2013, we closed the sale of the equity interests of our subsidiary, which was constructing the Ameristar Lake Charles development project. At the time of the sale, we received $209.8 million in cash consideration and $10.0 million in deferred consideration in the form of a note receivable from the buyer, which we collected in July 2016. Income from discontinued operations, net of income taxes was as follows: For the year ended December 31, 2017 2016 2015 (in millions) Income before income taxes $ — $ 0.4 $ 5.7 Income tax benefit (expense) — 0.0 (0.2 ) Income from discontinued operations, net of income taxes $ — $ 0.4 $ 5.5 Assets Held for Sale Springfield, Massachusetts: In April 2015, we completed the sale of approximately 40 acres of land in Springfield, Massachusetts, originally purchased by Ameristar for a possible future casino resort, with a carrying amount of $3.5 million , for cash consideration of $12.0 million , resulting in a gain on disposition of $8.4 million , net of costs to sell. This gain is included in “Write-downs, reserves and recoveries, net” in our Consolidated Statements of Operations. See Note 11, “Write-downs, reserves and recoveries, net.” Central City, Colorado: In March 2016, we completed the sale of approximately two acres of land in Central City, Colorado, which had a carrying amount of $0.3 million , for cash consideration of $0.3 million . During the year ended December 31, 2015, in order to reduce the carrying amount of this land to its estimated fair value less costs to sell, we recorded a total of $3.0 million in non-cash impairment charges, which is included in “Write-downs, reserves and recoveries, net” in our Consolidated Statements of Operations. See Note 11, “Write-downs, reserves and recoveries, net.” |
Write-downs, Reserves and Recov
Write-downs, Reserves and Recoveries, Net | 12 Months Ended |
Dec. 31, 2017 | |
Write Downs Reserves And Recoveries Net Abstract | |
Write-downs, Reserves and Recoveries, Net | Write-downs, Reserves and Recoveries, Net Write-downs, reserves and recoveries, net, consisted of the following : For the year ended December 31, 2017 2016 2015 (in millions) Loss on disposals of long-lived assets, net $ 10.2 $ 16.2 $ 0.3 Impairment of held-to-maturity securities 3.8 — — Impairment of long-lived assets 0.1 0.2 3.2 Other 1.7 0.5 (0.8 ) Write-downs, reserves and recoveries, net $ 15.8 $ 16.9 $ 2.7 Loss on disposals of long-lived assets, net: During the years ended December 31, 2017 , 2016 and 2015 , we recorded net losses of $10.2 million , $16.2 million and $8.7 million , respectively, related primarily to disposals of furniture, fixtures and equipment at the properties in the normal course of business. Additionally, as discussed in Note 10, “Discontinued Operations and Assets Held for Sale,” during the year ended December 31, 2015, we recorded a gain on the sale of land in Springfield, Massachusetts of $8.4 million . Impairment of held-to-maturity securities: As discussed in Note 8, “Investment and Acquisition Activities,” during the year ended December 31, 2017 , we recorded an other-than-temporary impairment on our local government corporation bonds issued by RDC. Impairment of long-lived assets: During the years ended December 31, 2017 , 2016 and 2015, we recorded non-cash impairments of furniture, fixtures and equipment at the properties in the normal course of business. Additionally, as discussed in Note 10, “Discontinued Operations and Assets Held for Sale,” during the year ended December 31, 2015, we recorded a total of $3.0 million in non-cash impairment charges on land in Central City, Colorado, previously classified as held for sale. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Self-Insurance: We are self-insured up to certain limits for costs associated with general liability, workers’ compensation and employee health coverage. Insurance reserves include accruals for estimated settlements for known claims, as well as accruals for estimates of claims not yet made. As of December 31, 2017 , and 2016 , we had total self-insurance accruals of $23.3 million and $26.1 million , respectively, which are included in “Total current liabilities” in our Consolidated Balance Sheets. Other: We are a party to a number of pending legal proceedings. Management does not expect that the outcome of such proceedings, either individually or in the aggregate, will have a material effect on our financial position, cash flows or results of operations. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We view each of our operating businesses as an operating segment with the exception of our two businesses in Jackpot, Nevada, which we view as one operating segment. Operating segments are aggregated based on their similar economic characteristics, types of customers, types of services provided, the regulatory environments in which they operate, and their management and reporting structure. We have aggregated our operating segments into three reportable segments based on the similar characteristics of the operating segments within the regions in which they operate: Midwest, South and West. Corporate expenses and other is included in the following segment disclosures to reconcile to consolidated results. We use Consolidated Adjusted EBITDAR (as defined below) and Adjusted EBITDAR (as defined below) for each reportable segment to compare operating results and allocate resources. The following table highlights our revenues and Adjusted EBITDAR for each reportable segment and reconciles Income (loss) from continuing operations to Consolidated Adjusted EBITDAR for the years ended December 31, 2017 , 2016 and 2015 . For the year ended December 31, 2017 2016 2015 (in millions) Revenues: Midwest segment (a) $ 1,547.0 $ 1,359.9 $ 1,265.6 South segment (a) 767.1 777.1 793.3 West segment (a) 242.2 236.0 226.6 2,556.3 2,373.0 2,285.5 Corporate and other (b) 5.6 5.9 6.4 Total revenues $ 2,561.9 $ 2,378.9 $ 2,291.9 Adjusted EBITDAR (c): Midwest segment (a) $ 439.8 $ 402.4 $ 379.3 South segment (a) 250.3 246.1 239.0 West segment (a) 93.1 88.4 81.7 783.2 736.9 700.0 Corporate expenses and other (b) (81.3 ) (82.4 ) (83.0 ) Consolidated Adjusted EBITDAR (c) $ 701.9 $ 654.5 $ 617.0 Income (loss) from continuing operations $ 61.7 $ (457.9 ) $ 42.1 Rent expense under the Meadows Lease 16.3 5.1 — Depreciation and amortization 217.0 218.3 242.5 Pre-opening, development and other costs 9.5 56.0 14.2 Non-cash share-based compensation 14.7 35.5 17.8 Impairment of goodwill — 322.5 4.7 Impairment of other intangible assets — 146.5 33.9 Write-downs, reserves and recoveries, net 15.8 16.9 2.7 Interest expense, net 380.9 334.3 244.4 Loss on early extinguishment of debt 0.5 5.2 — Loss from equity method investment 0.1 0.1 0.1 Income tax expense (benefit) (14.6 ) (28.0 ) 14.6 Consolidated Adjusted EBITDAR (c) $ 701.9 $ 654.5 $ 617.0 Capital expenditures: Midwest segment (a) $ 42.7 $ 56.3 $ 45.6 South segment (a) 23.0 27.7 24.1 West segment (a) 5.7 10.6 9.9 Corporate and other, including development projects 7.5 3.3 4.4 $ 78.9 $ 97.9 $ 84.0 December 31, 2017 2016 (in millions) Assets: Midwest segment (a) $ 2,444.3 $ 2,511.7 South segment (a) 952.9 999.9 West segment (a) 477.0 490.6 Corporate and other, including development projects 334.8 333.7 Eliminations (258.8 ) (258.8 ) $ 3,950.2 $ 4,077.1 (a) See Note 1, “Organization and Summary of Significant Accounting Policies,” for a listing of properties included in each reportable segment. (b) Corporate and other includes revenues from HPT and management fees associated with Retama Park Racetrack. Corporate expenses represent payroll, professional fees, travel expenses and other general and administrative expenses not directly related to our casino and hotel operations. Corporate expenses that are directly attributable to a property are allocated to each applicable property. Other includes expenses relating to the operation of HPT and management of Retama Park Racetrack. (c) Consolidated Adjusted EBITDAR is a non-GAAP financial measure. We define Consolidated Adjusted EBITDAR as earnings before interest income and expense, income taxes, depreciation, amortization, rent expense associated with the Meadows Lease, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, gain (loss) on sale of certain assets, loss on early extinguishment of debt, gain (loss) on sale of equity security investments, income (loss) from equity method investments, non-controlling interest and discontinued operations. We define Adjusted EBITDAR for each reportable segment as earnings before interest income and expense, income taxes, depreciation, amortization, rent expense associated with the Meadows Lease, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, inter-company management fees, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of discontinued operations and discontinued operations. We define Adjusted EBITDAR margin as Adjusted EBITDAR for the segment divided by segment revenues. We use Consolidated Adjusted EBITDAR and Adjusted EBITDAR for each segment to compare operating results among our businesses and between accounting periods. Consolidated Adjusted EBITDAR and Adjusted EBITDAR have economic substance because they are used by management as measures to analyze the performance of our business and are especially relevant in evaluating large, long-lived casino-hotel projects because they provide a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. We eliminate the results from discontinued operations at the time they are deemed discontinued. We also review pre-opening, development and other costs separately, as such expenses are also included in total project costs when assessing budgets and project returns, and because such costs relate to anticipated future revenues and income. We believe that Consolidated Adjusted EBITDAR and Adjusted EBITDAR are useful measures for investors because they are indicators of the performance of ongoing business operations. These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value of companies within our industry. In addition, Consolidated Adjusted EBITDAR approximates the measures used in the debt covenants within the Company’s debt agreements. Consolidated Adjusted EBITDAR and Adjusted EBITDAR do not include depreciation or interest expense and, therefore, do not reflect current or future capital expenditures or the cost of capital. Consolidated Adjusted EBITDAR should not be considered as an alternative to operating income (loss) as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Consolidated Adjusted EBITDAR and Adjusted EBITDAR may be different from the calculation methods used by other companies and, therefore, comparability may be limited. |
Quarterly Financial Information
Quarterly Financial Information (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information (Unaudited) | Quarterly Financial Information (Unaudited) The following is a summary of unaudited quarterly financial data for the years ended December 31, 2017 and 2016 : 2017 Dec. 31 Sept. 30 Jun. 30 Mar. 31 (in millions, except per share data) Revenues $ 620.8 $ 647.4 $ 653.6 $ 640.0 Operating income $ 99.4 $ 111.7 $ 106.4 $ 111.0 Net income $ 22.2 $ 13.9 $ 8.4 $ 17.2 Net income attributable to Pinnacle Entertainment, Inc. $ 22.4 $ 14.1 $ 9.4 $ 17.2 Per Share Data (a) Net income—basic $ 0.40 $ 0.25 $ 0.17 $ 0.31 Net income—diluted $ 0.36 $ 0.23 $ 0.15 $ 0.28 2016 Dec. 31 Sept. 30 (b) Jun. 30 (c) Mar. 31 (in millions, except per share data) Revenues $ 637.4 $ 595.2 $ 566.2 $ 580.0 Operating income (loss) $ 84.6 $ 97.3 $ (433.9 ) $ 105.7 Income (loss) from continuing operations $ (9.0 ) $ (0.5 ) $ (489.2 ) $ 40.9 Income from discontinued operations, net of income taxes — 0.0 0.3 0.1 Net income (loss) $ (9.0 ) $ (0.5 ) $ (488.9 ) $ 41.0 Net income (loss) attributable to Pinnacle Entertainment, Inc. $ (9.0 ) $ (0.5 ) $ (488.9 ) $ 41.0 Per Share Data—Basic (a) Income (loss) from continuing operations $ (0.16 ) $ (0.01 ) $ (8.04 ) $ 0.67 Income from discontinued operations, net of income taxes — 0.00 0.00 0.00 Net income (loss)—basic $ (0.16 ) $ (0.01 ) $ (8.04 ) $ 0.67 Per Share Data—Diluted (a) Income (loss) from continuing operations $ (0.16 ) $ (0.01 ) $ (8.04 ) $ 0.65 Income from discontinued operations, net of income taxes — 0.00 0.00 0.00 Net income (loss)—diluted $ (0.16 ) $ (0.01 ) $ (8.04 ) $ 0.65 (a) Net income (loss) per share calculations for each quarter is based on the weighted average number of shares outstanding during the respective periods; accordingly, the sum of the quarters may not equal the full-year income (loss) per share. (b) As discussed in Note 8, “Investment and Acquisition Activities,” we acquired the Meadows business on September 9, 2016. (c) As discussed in Note 9, “Goodwill and Other Intangible Assets,” as a result of the Spin-Off and Merger, during the three months ended June 30, 2016, we recognized non-cash impairments to goodwill, gaming licenses and trade names totaling $321.3 million , $68.5 million and $61.0 million , respectively. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | PINNACLE ENTERTAINMENT, INC. SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS For the years ended December 31, 2015 , 2016 and 2017 (amounts in thousands) As of 2015 As of 2016 As of 2017 As of Description 1/1/2015 Additions Deductions 12/31/2015 Additions Deductions 12/31/2016 Additions Deductions 12/31/2017 Allowance for doubtful accounts $ 4,963 $ 6,124 $ (1,642 ) $ 9,445 $ 72 $ (4,235 ) $ 5,282 $ 2,496 $ (1,611 ) $ 6,167 |
Organization and Summary of S23
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Segment Reporting | We view each of our operating businesses as an operating segment with the exception of our two businesses in Jackpot, Nevada, which we view as one operating segment. |
Basis of Presentation | Basis of Presentation: The accompanying Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”). The results for the periods reflect all adjustments, which are of a normal recurring nature, that management considers necessary for a fair presentation of operating results. |
Principles of Consolidation | Principles of Consolidation: The Consolidated Financial Statements include the accounts of Pinnacle Entertainment, Inc. and its subsidiaries. Investments in the common stock of unconsolidated affiliates in which we have the ability to exercise significant influence are accounted for under the equity method. All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates: The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements , and (iii) the reported amounts of revenues and expenses during the reporting period. Estimates used by us include, among other things, the estimated useful lives for depreciable and amortizable assets, the estimated allowance for doubtful accounts receivable, estimated income tax provisions, the evaluation of the future realization of deferred tax assets, determining the adequacy of reserves for self-insured liabilities and our guest loyalty programs, the initial measurement of the financing obligation associated with the Master Lease, estimated cash flows in assessing the recoverability of long-lived assets, asset impairments, goodwill and other intangible assets, contingencies and litigation, and estimates of the forfeiture rate and expected life of share-based payment awards and stock price volatility when computing share-based compensation expense. Actual results may differ from those estimates. |
Fair Value | The estimated fair values for certain of our long-term held-to-maturity securities and our long-term promissory notes were based on Level 2 inputs using observable market data for comparable instruments in establishing prices. The estimated fair values of certain of our other long-term liabilities were based on Level 2 inputs using a present value of future cash flow valuation technique, which is based on contractually obligated payments and terms. The estimated fair values for certain of our long-term held-to-maturity securities were based on Level 3 inputs using a present value of future cash flow valuation technique that relies on management assumptions and qualitative observations. Key significant unobservable inputs in this technique include discount rate risk premiums and probability-weighted cash flow scenarios. The estimated fair values of our long-term debt were based on Level 2 inputs of observable market data on comparable debt instruments on or about December 31, 2017 and December 31, 2016 . Fair Value: Fair value measurements affect our accounting and impairment assessments of our long-lived assets, investments in unconsolidated affiliates, assets acquired in an acquisition, goodwill, and other intangible assets. Fair value measurements also affect our accounting for certain financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: “Level 1” inputs, such as quoted prices in an active market for identical assets or liabilities; “Level 2” inputs, which are observable inputs for similar assets; or “Level 3” inputs, which are unobservable inputs. |
Cash and Cash Equivalents | Cash and Cash Equivalents: Cash equivalents are highly liquid investments with an original maturity of three months or less at the date of purchase, are stated at the lower of cost or market value, and are valued using Level 1 inputs. Book overdraft balances are included in “Accounts payable” in our Consolidated Balance Sheets. |
Accounts Receivable | The allowance for doubtful accounts is estimated based upon, among other things, collection experience, customer credit evaluations and the age of the receivables. Accounts Receivable: Accounts receivable consists primarily of casino, hotel and other receivables. We extend casino credit to approved customers in states where it is permitted following investigations of creditworthiness. Accounts receivable are non-interest bearing and are initially recorded at cost. |
Inventories | Inventories: Inventories, which consist primarily of food, beverage and retail items, are stated at the lower of cost or net realizable value. Costs are determined using the first-in, first-out and the weighted average methods. |
Land, Building, Vessels and Equipment | Land, Buildings, Vessels and Equipment: Land, buildings, vessels and equipment are stated at cost. We capitalize the costs of improvements that extend the life of the asset. We expense repair and maintenance costs as incurred. Gains or losses on the disposition of land, buildings, vessels and equipment are included in the determination of income. We depreciate our land improvements; buildings and improvements; vessels; and furniture, fixtures and equipment using the straight-line method over the shorter of the estimated useful life of the asset or the related lease term, as follows: Years Land improvements 5 to 20 Buildings and improvements 10 to 35 Vessels 10 to 35 Furniture, fixtures and equipment 3 to 20 We review the carrying amounts of our land, buildings, vessels and equipment used in our operations whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable from estimated future undiscounted cash flows expected to result from its use and eventual disposition. If the undiscounted cash flows exceed the carrying amount, no impairment is indicated. If the undiscounted cash flows do not exceed the carrying amount, then an impairment charge is recorded based on the fair value of the asset. Development costs directly associated with the acquisition, development and construction of a project are capitalized as a cost of the project during the periods in which activities necessary to get the property ready for its intended use are in progress. The costs incurred for development projects are carried at cost. Interest costs associated with development projects are capitalized as part of the cost of the constructed asset. When no debt is incurred specifically for a project, interest is capitalized on amounts expended for the project using our weighted-average cost of borrowing. Capitalization of interest ceases when the project, or discernible portions of the project, is substantially complete. If substantially all of the construction activities of a project are suspended, capitalization of interest will cease until such activities are resumed. For further discussion, see Note 4, “Long-Term Debt.” As a result of the Spin-Off and Merger, substantially all of the land, buildings, vessels and associated improvements used in the Company’s operations and included in our Consolidated Balance Sheets are subject to the Master Lease and owned by GLPI. See Note 2, “Spin-Off, Merger and Master Lease.” |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets: Goodwill consists of the excess of the acquisition cost over the fair value of the net assets acquired in business combinations and has been allocated to our reporting units. We consider each of our operating segments to represent a reporting unit. Indefinite-lived intangible assets include gaming licenses, a racing license and trade names for which it is reasonably assured that we will continue to renew indefinitely. Goodwill and other indefinite-lived intangible assets are subject to an annual assessment for impairment during the fourth quarter (October 1st test date), or more frequently if there are indications of possible impairment. In determining the carrying amount of our reporting units, we allocate each reporting unit that is subject to the Master Lease a pro-rata portion of the Master Lease financing obligation. Amortizing intangible assets include player relationships and favorable leasehold interests. We review amortizing intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. See Note 9, “Goodwill and Other Intangible Assets.” |
Debt Issuance Costs and Debt Discounts/Premiums | Debt Issuance Costs and Debt Discounts/Premiums: Debt issuance costs and debt discounts/premiums incurred in connection with the issuance of debt have been included as a component of the carrying amount of debt, with the exception of revolving credit facility debt issuance costs, which are included in “Other assets, net” in our Consolidated Balance Sheets. Debt issuance costs and debt discounts/premiums are amortized over the contractual term of the debt to interest expense. Debt issuance costs of the revolving credit facility are amortized on a straight-line basis, while all other debt issuance costs and debt discounts/premiums are amortized using the effective interest method. |
Self-Insurance Accruals | Self-Insurance Accruals: We are self-insured up to certain limits for costs associated with general liability, workers’ compensation and employee health coverage. Insurance claims and reserves include accruals of estimated settlements for known claims, legal costs related to settling such claims and accruals of actuarial estimates of incurred but not reported claims. As of December 31, 2017 and 2016 , we had total self-insurance accruals of $23.3 million and $26.1 million , respectively, which are included in “Total current liabilities” in our Consolidated Balance Sheets. In estimating these accruals, we consider historical loss experience and make judgments about the expected level of costs per claim. We believe the estimates of future liability are reasonable based upon our methodology; however, changes in health care costs, accident frequency and severity could materially affect the estimate for these liabilities. |
Guest Loyalty Programs | Guest Loyalty Programs: We offer incentives to our guests through our my choice guest loyalty program (“ my choice program ”). Under the my choice program , guests earn points based on their level of play that may be redeemed for various benefits, such as cash back, dining, or hotel stays, among others. The reward credit balance under the my choice program will be forfeited if the guest does not earn any reward credits over the prior six-month period. In addition, based on their level of play, guests can earn additional benefits without redeeming points, such as a car lease, among other items. In January 2018, the Company implemented the my choice program at Meadows, which previously operated its own guest loyalty program. We accrue a liability for the estimated cost of providing these benefits as the benefits are earned. Estimates and assumptions are made regarding cost of providing the benefits, breakage rates, and the combination of goods and services guests will choose. We use historical data to assist in the determination of estimated accruals. Changes in estimates or guest redemption patterns could produce different results. |
Income Taxes | Income Taxes: Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are provided against deferred tax assets when it is deemed more likely than not that some portion or all of the deferred tax asset will not be realized within a reasonable time period. We assess tax positions using a two-step process. A tax position is recognized if it meets a “more likely than not” threshold, and is measured at the largest amount of benefit that has greater than a 50% chance of being realized. Uncertain tax positions are reviewed each balance sheet date. Liabilities recorded as a result of this analysis are classified as current or long-term based on the timing of expected payment. See Note 5, “Income Taxes.” |
Revenue Recognition | Revenue Recognition: Gaming revenues consist of the net win from gaming activities, which is the difference between amounts wagered and amounts paid to winning patrons. Cash discounts and other cash incentives to customers related to gaming play are recorded as a reduction to gaming revenue. Food and beverage; lodging; and retail, entertainment, and other; operating revenues are recognized as products are delivered or services are performed. Advance deposits on lodging are recorded as accrued liabilities until services are provided to the customer. As described below in “Recently Issued Accounting Pronouncements,” the accounting related to our revenues, including complimentary revenues, was impacted by the adoption of ASC 606 during the first quarter 2018. The retail value of food and beverage, lodging and other services furnished to guests on a complimentary basis is excluded from revenues as promotional allowances in calculating total revenues. The estimated costs of providing such promotional allowances are included in gaming expenses. |
Gaming Taxes | Gaming Taxes: We are subject to taxes based on gross gaming revenues in the jurisdictions in which we operate, subject to applicable jurisdictional adjustments. These gaming taxes are an assessment on our gaming revenues and are recorded as a gaming expense in the accompanying Consolidated Statements of Operations. |
Leases | Leases: The Company has certain long-term lease obligations, including the Meadows Lease, ground leases at certain properties, office space, and equipment. Rent associated with operating leases, excluding contingent rent, is expensed on a straight-line basis over the life of the lease beginning on the date of possession of the leased property. To the extent it is considered probable, contingent rent associated with operating leases is expensed as incurred. At lease inception, the lease term is determined by assuming the exercise of those renewal options that are reasonably assured. The lease term is used to determine whether a lease is capital or operating and is used to calculate the straight-line rent expense. Additionally, the depreciable life of capital lease assets and leasehold improvements is limited by the expected lease term if less than the useful life of the asset. Rent expenses are included in “General and administrative” in our Consolidated Statements of Operations. |
Advertising Costs | Advertising Costs: We expense advertising costs the first time the advertising takes place. These costs are included in gaming expenses in the accompanying Consolidated Statements of Operations. In addition, advertising costs associated with development projects are included in pre-opening, development and other costs until the project is completed. |
Pre-opening, Development and Other Costs | Pre-opening, Development and Other Costs: Pre-opening, development and other costs consist of payroll costs to hire, employ and train the workforce prior to opening an operating facility; marketing campaigns prior to and in connection with the opening; legal and professional fees related to the project but not otherwise attributable to depreciable assets; and lease payments, real estate taxes, and other general and administrative costs prior to the opening of an operating facility. In addition, pre-opening, development and other costs include acquisition and restructuring costs. Pre-opening, development and other costs are expensed as incurred. |
Share-based Compensation | Share-based Compensation: We measure the cost of awards of equity instruments to employees based on the grant-date fair value of the award. The grant-date fair value is determined by using either the Black-Scholes option-pricing model or performing a Monte Carlo simulation. The fair value, net of expected forfeitures, is amortized as compensation cost on a straight-line basis over the vesting period. Expected forfeitures are estimated at the time of each grant using historical information. See Note 7, “Employee Benefit Plans.” |
Earnings Per Share | Earnings Per Share: The computation of basic and diluted earnings per share (“EPS”) is based on net income (loss) attributable to Pinnacle Entertainment, Inc. divided by the basic weighted average number of common shares and diluted weighted average number of common shares, respectively. Diluted EPS reflects the addition of potentially dilutive securities, such as stock options, restricted stock units, restricted stock and performance stock units (“ share-based payment awards ”). We calculate the dilutive effect of share-based payment awards using the treasury stock method. |
Treasury Stock | Treasury Stock: In May 2016, the Company’s Board of Directors authorized a share repurchase program of up to $50.0 million of our common stock, which we completed in July 2016. In August 2016, our Board of Directors authorized an additional share repurchase program of up to $50.0 million of our common stock. The cost of the shares acquired is treated as a reduction to stockholders’ equity. |
Business Combinations | Business Combinations: We allocate the business combination purchase price to tangible and identifiable intangible assets acquired and liabilities assumed based on their fair values. The excess of the purchase price over those fair values is recorded as goodwill. We determined the fair value of identifiable intangible assets, such as player relationships and trade names, as well as any other significant tangible assets or liabilities, such as long-lived property. The fair value allocation methodology requires management to make assumptions and apply judgment to estimate the fair value of acquired assets and liabilities assumed. Management estimates the fair value of assets and liabilities primarily using discounted cash flows and replacement cost analysis. Provisional fair value measurements of acquired assets and liabilities assumed may be retrospectively adjusted during the measurement period. The measurement period ends once we are able to determine we have obtained all necessary information that existed as of the acquisition date or once we determine that such information is unavailable. The measurement period does not extend beyond one year from the acquisition date. See Note 8, “Investment and Acquisition Activities.” |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements: In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which introduced a new standard related to revenue recognition, ASC Topic 606, Revenue from Contracts with Customers (“ASC 606” or the “new revenue standard”). Under ASC 606, recognition of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to which the entity expects to receive in exchange for those goods or services. In addition, the new revenue standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts. ASC 606 was to be adopted using either a full retrospective approach for all periods presented in the period of adoption or a modified retrospective approach. In July 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers - Deferral of the Effective Date , which deferred the implementation of ASC 606 to be effective for fiscal years beginning after December 15, 2017. In March 2016, the FASB issued ASU No. 2016-08, Principal versus Agent Considerations , which clarified the implementation guidance on principal versus agent considerations in the new revenue standard pursuant to ASU No. 2014-09. In April 2016, the FASB issued ASU No. 2016-10, Identifying Performance Obligations and Licensing , and in May 2016, the FASB issued ASU No. 2016-12, Narrow-Scope Improvements and Practical Expedients, which amended certain aspects of the new revenue standard pursuant to ASU No. 2014-09. In December 2016, the FASB issued ASU No. 2016-19 and ASU No. 2016-20, Technical Corrections and Improvements , which further clarified and corrected certain elements of ASC 606. The Company had previously disclosed that it expected to adopt ASC 606 using the full retrospective approach. However, during the fourth quarter 2017, due to changes in facts and circumstances, particularly the Proposed Company Sale to Penn National, we changed our transition method to the modified retrospective approach. Unlike the full retrospective approach, the modified retrospective approach does not require the Company to recast the prior period consolidated financial statements. Instead, the modified retrospective approach requires the Company to provide disclosures in the notes that accompany the consolidated financial statements describing the financial statement line items impacted by the new revenue standard. We adopted ASC 606 during the first quarter 2018 using the modified retrospective approach to all contracts as of the date of initial application, which was January 1, 2018. The Company has concluded that the adoption of the new revenue standard principally affects (1) how we measure the liability associated with our my choice program and (2) the classification and, as it relates to lodging, the measurement, of revenues and expenses between gaming; food and beverage; lodging; and retail, entertainment and other. Under our my choice program, guests earn points based on their level of play, which may be redeemed for various benefits, such as cash back, dining, or hotel stays, among others. Prior to the adoption of ASC 606, we determined our liability for unredeemed points based on the estimated costs of services or merchandise to be provided and estimated redemption rates. Upon adoption of ASC 606, points awarded under our my choice program are considered a material right given to players based on their gaming play and the promise to provide points to players is required to be accounted for as a separate performance obligation. In addition, certain tier benefits associated with our my choice program, represent material rights in a manner similar to player points, which results in such benefits constituting separate performance obligations. Therefore, ASC 606 requires us to allocate the revenues associated with the players’ activity between gaming revenue and the value of the points and certain tier benefits, if applicable. The measurement of the liability is based on the estimated standalone selling price of the points earned after factoring in the likelihood of redemption. The revenue associated with the points earned will be recognized in the period in which they are redeemed. In addition to the above, prior to the adoption of ASC 606, complimentary revenues pertaining to food and beverage; lodging; and retail, entertainment and other; were excluded from the Consolidated Statements of Operations and the estimated costs of providing such complimentary goods and services were included as gaming expenses in the Consolidated Statements of Operations. However, subsequent to the adoption of ASC 606, food and beverage, lodging and other services furnished to our guests on a complimentary basis will be measured at the estimated standalone selling prices and included as revenues within food and beverage; lodging; and retail, entertainment and other; as appropriate, in the Consolidated Statements of Operations, which will result in a corresponding decrease in gaming revenues. Furthermore, specifically as it relates to lodging, the transition from complimentary retail value to estimated standalone selling price will increase the recorded amount of lodging complimentary revenue. Additionally, subsequent to the adoption of ASC 606, the costs of providing such complimentary goods and services will be included as expenses within food and beverage; lodging; and retail, entertainment and other; as appropriate, in the Consolidated Statements of Operations, which will result in a decrease in gaming expenses. The amounts relating to promotional allowances and estimated costs of providing complimentary goods and services for the years ended December 31, 2017, 2016 and 2015, are presented tabularly in “Revenue Recognition” above. Lastly, we expect that the cumulative effect adjustment to our accumulated deficit upon adoption of ASC 606 will not be significant. Adoption of the new revenue standard will also result in additional revenue-related disclosures in the footnotes to our Consolidated Financial Statements. In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities , which addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. We adopted this guidance during the first quarter 2018 and it did not have a material impact on our Consolidated Financial Statements. In February 2016, the FASB issued ASU No. 2016-02, Recognition and Measurement of Leases . Under the new guidance, for all leases (with the exception of short-term leases), at the commencement date, lessees will be required to recognize a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. Further, the new lease guidance simplifies the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and liabilities, which no longer provides a source for off balance sheet financing. The effective date for this update is for the annual and interim periods beginning after December 15, 2018 with early adoption permitted. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The Company currently anticipates adopting this accounting standard during the first quarter 2019. Operating leases, including the Meadows Lease, our ground leases at certain properties, and agreements relating to slot machines, will be recorded on our Consolidated Balance Sheets as a right-of-use asset with a corresponding lease liability, which will represent the present value of the lease payments to be made over the lease term. Additionally, as a result of this ASU, the Company will be required to reassess whether the Spin-Off and Merger transactions qualified for sale-leaseback accounting treatment. The full qualitative and quantitative effects of these changes have not yet been determined and are still being analyzed. In March 2016, the FASB issued ASU No. 2016-06, Contingent Put and Call Options in Debt Instruments , which clarified the requirements for assessing whether contingent call or put options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts. We adopted this guidance during the first quarter 2017 and it did not have a material impact on our Consolidated Financial Statements. In March 2016, the FASB issued ASU No. 2016-07, Investments - Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting , which, among other things, eliminated the requirement that when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence, an investor must adjust the investment, results of operations, and retained earnings retroactively on a step-by-step basis as if the equity method had been in effect during all previous periods that the investment had been held. We adopted this guidance during the first quarter 2017 and it did not have a material impact on our Consolidated Financial Statements. In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting , which simplified several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. We adopted this guidance during the first quarter 2017 and it did not have a material impact on our Consolidated Financial Statements. In adopting this guidance, the Company made an accounting policy election to continue to estimate the number of awards that are expected to vest as opposed to accounting for forfeitures as they occur. Prior periods were not required to be adjusted as a result of the adoption of this guidance. In June 2016, the FASB issued ASU No. 2016-13, Accounting for Credit Losses , which amends the guidance on the impairment of financial instruments. This update adds an impairment model (known as the current expected credit losses model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes, as an allowance, its estimate of expected credit losses. The effective date for this update is for the annual and interim periods beginning after December 15, 2019 and early adoption is permitted beginning after December 15, 2018. We are currently evaluating the impact of adopting this new guidance on our Consolidated Financial Statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments , which amended the current accounting standard to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows in order to reduce the diversity in practice of certain types of cash flows where consistent principles previously did not exist. Further, in November 2016, the FASB issued No. 2016-18, Statement of Cash Flows: Restricted Cash , which amended the existing accounting standard to require the statement of cash flows explain the change during the period in total cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents, which was intended to reduce the diversity in practice caused by the lack of specificity in the existing accounting standard regarding the classification and presentation of changes in restricted cash or restricted cash equivalents. We adopted this guidance during the first quarter 2018 using a retrospective transition approach and it did not have a material impact on our Consolidated Financial Statements. In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business , which amended the guidance of the definition of a business, which affected many areas of accounting including acquisitions, disposals, goodwill and consolidation. We adopted this guidance during the first quarter 2018 using a prospective transition approach and it did not have a material impact on our Consolidated Financial Statements. In January 2017, the FASB issued ASU No. 2017-03, Accounting Changes and Error Corrections (Topic 250) and Investments-Equity Method and Joint Ventures (Topic 323) , which adds and amends the SEC paragraphs pursuant to staff announcements at the September 22, 2016 and November 17, 2016 Emerging Issues Task Force meetings. Principally, this ASU is responsive to the requirement to disclose the impact that recently issued accounting standards will have on the financial statements of a registrant when such standards are adopted in a future period. This guidance, which was effective immediately, did not have a material impact on our Consolidated Financial Statements. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment , which simplified the complexity and cost of performing interim and annual assessments for impairment of goodwill by eliminating the requirement to perform Step 2 of the impairment test. Thereby, companies were no longer required to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets and liabilities) following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Instead, a company should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. A company should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit and after consideration of income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit, if applicable. We adopted this guidance during the first quarter 2017 using a prospective transition approach. In May 2017, the FASB issued ASU No. 2017-09, Scope of Modification Accounting , which provided clarity and intended to reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation . More specifically, ASU No. 2017-09 provided guidance on which changes to the terms and conditions of a share-based payment award require an entity to apply modification accounting. We adopted this guidance during the first quarter 2018 using a prospective transition approach and it did not have a material impact on our Consolidated Financial Statements. In September 2017, the FASB issued ASU No. 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842) , which makes amendments to the SEC paragraphs pursuant to the staff announcement at the July 20, 2017 Emerging Issues Task Force meeting and rescinds prior SEC staff announcements and observer comments. To the extent this guidance is applicable, it is effective immediately. As discussed above, as of December 31, 2017, the Company had not yet adopted ASC Topics 606, Revenue from Contracts with Customers , and 842, Leases ; however, ASC 606 was adopted by the Company during the first quarter 2018. The guidance applicable to the Company in this ASU did not have a material impact on our Consolidated Financial Statements. A variety of proposed or otherwise potential accounting standards are currently under review and study by standard-setting organizations and certain regulatory agencies. Given the tentative and preliminary nature of such proposed standards, we have not yet determined the effect, if any, that the implementation of any such proposed or revised standards would have on our Consolidated Financial Statements . |
Organization and Summary of S24
Organization and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Properties within Reportable Segments | For financial reporting purposes, we aggregate our operating segments into the following reportable segments: Midwest segment, which includes: Location Ameristar Council Bluffs Council Bluffs, Iowa Ameristar East Chicago East Chicago, Indiana Ameristar Kansas City Kansas City, Missouri Ameristar St. Charles St. Charles, Missouri Belterra Resort Florence, Indiana Belterra Park Cincinnati, Ohio Meadows Washington, Pennsylvania River City St. Louis, Missouri South segment, which includes: Location Ameristar Vicksburg Vicksburg, Mississippi Boomtown Bossier City Bossier City, Louisiana Boomtown New Orleans New Orleans, Louisiana L’Auberge Baton Rouge Baton Rouge, Louisiana L’Auberge Lake Charles Lake Charles, Louisiana West segment, which includes: Location Ameristar Black Hawk Black Hawk, Colorado Cactus Petes and Horseshu Jackpot, Nevada |
Fair Value Measurements Not Measured on Recurring Basis | The following table presents a summary of fair value measurements by level for certain financial instruments not measured at fair value on a recurring basis in the Consolidated Balance Sheets for which it is practicable to estimate fair value: Fair Value Measurements Using: Total Carrying Amount Total Fair Value Level 1 Level 2 Level 3 (in millions) As of December 31, 2017: Assets: Held-to-maturity securities $ 10.4 $ 10.4 $ — $ 7.5 $ 2.9 Promissory notes $ 16.9 $ 17.2 $ — $ 17.2 $ — Liabilities: Long-term debt $ 812.3 $ 854.2 $ — $ 854.2 $ — Other long-term liabilities $ 5.0 $ 5.0 $ — $ 5.0 $ — As of December 31, 2016: Assets: Held-to-maturity securities $ 14.3 $ 16.4 $ — $ 13.4 $ 3.0 Promissory notes $ 15.6 $ 19.8 $ — $ 19.8 $ — Liabilities: Long-term debt $ 936.7 $ 953.2 $ — $ 953.2 $ — Other long-term liabilities $ 5.5 $ 5.6 $ — $ 5.6 $ — The following table presents a summary of fair value measurements by level for the goodwill and other indefinite-lived intangible assets measured at fair value on a nonrecurring basis in the Consolidated Balance Sheets: Fair Value Measurements Using: Total Fair Value Level 1 Level 2 Level 3 Total Impairment (in millions) As of October 1, 2016: Assets: Goodwill $ — $ — $ — $ — $ 1.2 Gaming licenses $ 82.5 $ — $ — $ 82.5 $ 17.0 As of April 28, 2016: Assets: Goodwill $ 115.9 $ — $ — $ 115.9 $ 321.3 Gaming licenses $ 99.5 $ — $ — $ 99.5 $ 68.5 Trade names $ 125.5 $ — $ — $ 125.5 $ 61.0 |
Depreciation Expense and Estimated Useful Lives | We depreciate our land improvements; buildings and improvements; vessels; and furniture, fixtures and equipment using the straight-line method over the shorter of the estimated useful life of the asset or the related lease term, as follows: Years Land improvements 5 to 20 Buildings and improvements 10 to 35 Vessels 10 to 35 Furniture, fixtures and equipment 3 to 20 For the year ended December 31, 2017 2016 2015 (in millions) Depreciation expense $ 208.3 $ 206.5 $ 226.8 The following table presents a summary of our land, buildings, vessels and equipment: December 31, 2017 2016 (in millions) Land, buildings, vessels and equipment: Land and land improvements $ 431.6 $ 426.7 Buildings, vessels and improvements 2,700.3 2,689.0 Furniture, fixtures and equipment 805.0 805.9 Construction in progress 28.6 32.7 Land, buildings, vessels and equipment, gross 3,965.5 3,954.3 Less: accumulated depreciation (1,336.5 ) (1,185.8 ) Land, buildings, vessels and equipment, net $ 2,629.0 $ 2,768.5 |
Schedule of Complimentary Revenues | Complimentary revenues that have been excluded from the accompanying Consolidated Statements of Operations for the years ended December 31, 2017 , 2016 and 2015 , were as follows: For the year ended December 31, 2017 2016 2015 (in millions) Food and beverage $ 141.6 $ 138.7 $ 137.9 Lodging 63.1 64.5 63.1 Retail, entertainment and other 16.1 16.4 18.0 Total promotional allowances $ 220.8 $ 219.6 $ 219.0 The estimated costs of providing complimentary food and beverage, lodging and other services, for the years ended December 31, 2017 , 2016 and 2015 , were as follows: For the year ended December 31, 2017 2016 2015 (in millions) Promotional allowance costs included in gaming expense $ 163.4 $ 160.3 $ 167.6 |
Schedule of Gaming Taxes | These taxes for the years ended December 31, 2017 , 2016 and 2015 , were as follows: For the year ended December 31, 2017 2016 2015 (in millions) Gaming taxes $ 697.0 $ 616.3 $ 580.3 |
Schedule of Advertising Costs | These costs for the years ended December 31, 2017 , 2016 and 2015 , were as follows: For the year ended December 31, 2017 2016 2015 (in millions) Advertising costs $ 28.1 $ 33.0 $ 38.4 |
Schedule of Pre-opening, Development, and Other Costs | Pre-opening, development and other costs for the years ended December 31, 2017 , 2016 and 2015 , consisted of the following: For the year ended December 31, 2017 2016 2015 (in millions) Proposed Company Sale costs (1) $ 6.9 $ — $ — Spin-Off and Merger costs (2) 0.9 48.7 12.2 Meadows acquisition costs (3) 0.2 6.4 — Other 1.5 0.9 2.0 Total pre-opening, development and other costs $ 9.5 $ 56.0 $ 14.2 (1) Amount comprised principally of legal, advisory, and other costs associated with the Proposed Company Sale. (2) Amounts comprised principally of legal, advisory, and other costs. See Note 2, “Spin-Off, Merger and Master Lease.” (3) Amounts comprised principally of legal, advisory, and other costs. See Note 8, “Investment and Acquisition Activities.” |
Land, Buildings, Vessels and 25
Land, Buildings, Vessels and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Land, Buildings, Vessels and Equipment | We depreciate our land improvements; buildings and improvements; vessels; and furniture, fixtures and equipment using the straight-line method over the shorter of the estimated useful life of the asset or the related lease term, as follows: Years Land improvements 5 to 20 Buildings and improvements 10 to 35 Vessels 10 to 35 Furniture, fixtures and equipment 3 to 20 For the year ended December 31, 2017 2016 2015 (in millions) Depreciation expense $ 208.3 $ 206.5 $ 226.8 The following table presents a summary of our land, buildings, vessels and equipment: December 31, 2017 2016 (in millions) Land, buildings, vessels and equipment: Land and land improvements $ 431.6 $ 426.7 Buildings, vessels and improvements 2,700.3 2,689.0 Furniture, fixtures and equipment 805.0 805.9 Construction in progress 28.6 32.7 Land, buildings, vessels and equipment, gross 3,965.5 3,954.3 Less: accumulated depreciation (1,336.5 ) (1,185.8 ) Land, buildings, vessels and equipment, net $ 2,629.0 $ 2,768.5 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Long-term debt consisted of the following: December 31, 2017 Outstanding Principal Unamortized Discount, Net of Premium, and Debt Issuance Costs Long-Term Debt, Net (in millions) Senior Secured Credit Facilities: Revolving Credit Facility due 2021 $ 169.2 $ — $ 169.2 Term Loan A Facility due 2021 152.4 (2.2 ) 150.2 5.625% Notes due 2024 500.0 (7.2 ) 492.8 Other 0.1 — 0.1 Total debt including current maturities 821.7 (9.4 ) 812.3 Less: current maturities 0.0 — 0.0 Total long-term debt $ 821.7 $ (9.4 ) $ 812.3 December 31, 2016 Outstanding Principal Unamortized Discount, Net of Premium, and Debt Issuance Costs Long-Term Debt, Net (in millions) Senior Secured Credit Facilities: Revolving Credit Facility due 2021 $ 107.2 $ — $ 107.2 Term Loan A Facility due 2021 180.4 (3.2 ) 177.2 Term Loan B Facility due 2023 165.2 (4.9 ) 160.3 5.625% Notes due 2024 500.0 (8.1 ) 491.9 Other 0.1 — 0.1 Total debt including current maturities 952.9 (16.2 ) 936.7 Less: current maturities (12.3 ) — (12.3 ) Total long-term debt $ 940.6 $ (16.2 ) $ 924.4 |
Schedule of interest expense, net | Interest expense, net, was as follows: For the year ended December 31, 2017 2016 2015 (in millions) Interest expense from financing obligation (1) $ 331.1 $ 225.1 $ — Interest expense from debt (2) 50.3 108.0 244.7 Interest income (0.4 ) (0.4 ) (0.3 ) Capitalized interest (0.1 ) (0.1 ) — Other (3) — 1.7 — Interest expense, net $ 380.9 $ 334.3 $ 244.4 (1) See Note 6, “Master Lease Financing Obligation and Lease Obligations,” for information on total lease payments under the Master Lease. (2) Interest expense associated with the Former Senior Secured Credit Facilities, the 6.375% Notes, the 7.50% Notes, the 7.75% Notes, and the 8.75% Notes, which were no longer obligations of the Company as of April 28, 2016, included in the year ended December 31, 2016 was $76.5 million . (3) Represents a nonrecurring expense associated with the Spin-Off and Merger. |
Schedule of maturities of long-term debt | As of December 31, 2017 , annual maturities of our long-term debt were as follows (amounts in millions): Year ended December 31: 2018 $ 0.0 2019 9.1 2020 18.5 2021 294.1 2022 0.0 Thereafter 500.0 Total 821.7 Less: unamortized debt discount, net of premium, and debt issuance costs (9.4 ) Long-term debt, including current portion $ 812.3 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Benefit (Expense) From Continuing Operations | The composition of our income tax benefit (expense) from continuing operations for the years ended December 31, 2017 , 2016 and 2015 , was as follows: Current Deferred Total (in millions) Year ended December 31, 2017: U.S. Federal $ 1.7 $ 17.3 $ 19.0 State (1.8 ) (2.6 ) (4.4 ) $ (0.1 ) $ 14.7 $ 14.6 Year ended December 31, 2016: U.S. Federal $ (1.6 ) $ 43.4 $ 41.8 State (4.4 ) (9.4 ) (13.8 ) $ (6.0 ) $ 34.0 $ 28.0 Year ended December 31, 2015: U.S. Federal $ 5.3 $ (10.3 ) $ (5.0 ) State (1.9 ) (7.7 ) (9.6 ) $ 3.4 $ (18.0 ) $ (14.6 ) |
Schedule of Effective Income Tax Rate Reconciliation | The following table reconciles our effective income tax rate from continuing operations to the federal statutory tax rate: 2017 2016 2015 Percent Amount Percent Amount Percent Amount (in millions, except tax rates) Federal income tax benefit (expense) at the statutory rate 35.0 % $ (16.5 ) 35.0 % $ 170.1 35.0 % $ (19.8 ) State income taxes, net of federal tax benefits 9.3 (4.4 ) (2.4 ) (11.8 ) 5.3 (3.0 ) Acquisition costs 5.9 (2.8 ) (0.4 ) (1.9 ) 8.6 (4.9 ) Impairment of goodwill and other intangible assets — — (23.1 ) (112.5 ) — — Reserves for unrecognized tax benefits 0.2 (0.1 ) 0.2 1.2 (9.3 ) 5.3 Credits (7.0 ) 3.3 0.4 1.7 (3.8 ) 2.1 Change in valuation allowance (9.8 ) 4.7 (3.2 ) (15.6 ) (10.8 ) 6.1 Excess tax benefits related to share-based compensation (24.2 ) 11.4 — — — — Non-deductible expenses and other 5.3 (2.5 ) (0.7 ) (3.2 ) 0.7 (0.4 ) Tax Act (45.7 ) 21.5 — — — — Income tax benefit (expense) from continuing operations (31.0 )% $ 14.6 5.8 % $ 28.0 25.7 % $ (14.6 ) |
Allocation of Income Tax Benefit (Expense) Between Continuing Operations and Discontinued Operations | The following table shows the allocation of income tax benefit (expense) between continuing operations and discontinued operations: For the year ended December 31, 2017 2016 2015 (in millions) Income (loss) from continuing operations before income taxes $ 47.1 $ (485.9 ) $ 56.7 Income tax benefit (expense) allocated to continuing operations 14.6 28.0 (14.6 ) Income (loss) from continuing operations 61.7 (457.9 ) 42.1 Income from discontinued operations before income taxes — 0.4 5.7 Income tax benefit (expense) allocated to discontinued operations — 0.0 (0.2 ) Income from discontinued operations, net of income taxes — 0.4 5.5 Net income (loss) $ 61.7 $ (457.5 ) $ 47.6 |
Schedule of Deferred Tax Assets and Liabilities | As of December 31, 2017 and 2016 , the tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities were: December 31, 2017 2016 (in millions) Deferred tax assets: Workers’ compensation insurance reserve $ 2.2 $ 4.1 Allowance for doubtful accounts 3.8 4.8 Legal and merger costs 3.4 4.6 Federal tax credit carry-forwards 3.3 — Federal net operating loss carry-forwards 8.6 0.4 State net operating loss carry-forwards 6.5 0.1 Deferred compensation 0.4 0.2 Pre-opening expenses capitalized for tax purposes 1.2 — Share-based compensation expense—book cost 5.5 7.4 Intangible assets 123.3 212.8 Master Lease 798.4 1,249.6 Accruals, reserves and other 9.7 16.3 Less: valuation allowance (422.7 ) (646.7 ) Total deferred tax assets 543.6 853.6 Deferred tax liabilities: Prepaid expenses (7.5 ) (6.1 ) Land, buildings, vessels and equipment, net (534.6 ) (860.7 ) Total deferred tax liabilities (542.1 ) (866.8 ) Net deferred tax assets (liabilities) $ 1.5 $ (13.2 ) The following table summarizes the total deferred tax assets and total deferred tax liabilities provided in the previous table: December 31, 2017 2016 (in millions) Total deferred tax assets $ 966.3 $ 1,500.3 Less: valuation allowance (422.7 ) (646.7 ) Less: total deferred tax liabilities (542.1 ) (866.8 ) Net deferred tax assets (liabilities) $ 1.5 $ (13.2 ) |
Schedule of Unrecognized Tax Benefits | The following table summarizes the activity related to uncertain tax benefits, excluding any interest or penalties: 2017 2016 2015 (in millions) Balance as of January 1 $ 4.5 $ 28.4 $ 37.7 Gross increases - tax positions in prior periods — 0.1 0.1 Gross decreases - tax positions in prior periods (0.3 ) (21.0 ) (6.2 ) Gross increases - tax positions in current period — — 1.2 Gross decreases - tax positions in current period — — (1.5 ) Settlements — (3.0 ) (2.9 ) Balance as of December 31 $ 4.2 $ 4.5 $ 28.4 |
Master Lease Financing Obliga28
Master Lease Financing Obligation and Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Leases [Abstract] | |
Schedule of total lease payments under the Master Lease | Total lease payments under the Master Lease were as follows: For the year ended December 31, 2017 2016 (in millions) Reduction of financing obligation $ 49.8 $ 31.0 Interest expense attributable to financing obligation 331.1 225.1 Total lease payments under the Master Lease $ 380.9 $ 256.1 |
Schedule of future minimum payments related to the Master Lease financing obligation with GLPI | The future minimum lease payments related to the Master Lease financing obligation, as of December 31, 2017 were as follows (amounts in millions): Year ended December 31: 2018 $ 347.3 2019 332.9 2020 332.9 2021 332.9 2022 332.9 Thereafter 9,429.4 Total minimum lease payments 11,108.3 Less: amounts representing interest at 10.5% (8,155.6 ) Plus: residual values 160.9 Present value of future minimum lease payments 3,113.6 Less: current portion of financing obligation (24.7 ) Long-term portion of financing obligation $ 3,088.9 |
Schedule of future minimum rental payments for operating leases | Minimum lease payments required under operating leases that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2017 were as follows (amounts in millions): Year ended December 31: 2018 $ 35.2 2019 25.3 2020 25.3 2021 25.2 2022 25.3 Thereafter 559.4 $ 695.7 |
Schedule of slot and table game participation fees | Slot and table game participation fees included in the Consolidated Statements of Operations were as follows: For the year ended December 31, 2017 2016 2015 (in millions) Slot and table game participation fees $ 26.6 $ 26.0 $ 26.5 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock Option Activity | The following tables summarize information related to our stock options: Number of Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Options outstanding as of January 1, 2017 6,387,115 $ 6.16 Granted 20,000 $ 19.30 Exercised (1,257,581 ) $ 4.57 Canceled or forfeited (122,812 ) $ 9.13 Options outstanding as of December 31, 2017 5,026,722 $ 6.53 2.99 $ 131.7 Options exercisable as of December 31, 2017 3,726,796 $ 5.15 2.30 $ 102.8 Expected to vest as of December 31, 2017 1,060,098 $ 10.56 4.98 $ 23.5 |
Schedule of Weighted Average Grant Date Fair Value | For the year ended December 31, 2017 2016 2015 (in millions, except grant date fair value) Weighted average grant date fair value $ 6.37 $ 4.06 $ 10.91 Intrinsic value of stock options exercised $ 19.8 $ 2.7 $ 8.1 Net cash proceeds from exercise of stock options $ 4.7 $ 2.7 $ 9.3 |
Schedule of Intrinsic Value of Stock Options Exercised | For the year ended December 31, 2017 2016 2015 (in millions, except grant date fair value) Weighted average grant date fair value $ 6.37 $ 4.06 $ 10.91 Intrinsic value of stock options exercised $ 19.8 $ 2.7 $ 8.1 Net cash proceeds from exercise of stock options $ 4.7 $ 2.7 $ 9.3 |
Schedule of Net Cash Proceeds from Exercise of Stock Options | For the year ended December 31, 2017 2016 2015 (in millions, except grant date fair value) Weighted average grant date fair value $ 6.37 $ 4.06 $ 10.91 Intrinsic value of stock options exercised $ 19.8 $ 2.7 $ 8.1 Net cash proceeds from exercise of stock options $ 4.7 $ 2.7 $ 9.3 |
Schedule of Restricted Stock Units Activity | The following table summarizes information related to our restricted stock units: Number of Units Weighted Average Grant Date Fair Value Non-vested as of January 1, 2017 2,183,056 $ 9.65 Granted 578,180 $ 19.06 Vested (1,060,599 ) $ 8.61 Canceled or forfeited (176,108 ) $ 12.61 Non-vested as of December 31, 2017 1,524,529 $ 13.61 |
Schedule of Restricted Stock Activity | The following table summarizes information related to our restricted stock: Number of Shares Weighted Average Grant Date Fair Value Non-vested as of January 1, 2017 340,620 $ 14.24 Granted 713,470 $ 20.92 Canceled or forfeited (11,428 ) $ 18.70 Non-vested as of December 31, 2017 1,042,662 $ 18.77 |
Schedule of Performance Stock Units Activity | The following table summarizes information related to our performance stock units: Number of Units Weighted Average Grant Date Fair Value Non-vested as of January 1, 2017 108,855 $ 7.84 Vested (108,855 ) $ 7.84 Non-vested as of December 31, 2017 — $ — |
Schedule of Weighted Average of Assumptions Used | In computing the share-based compensation, the following is a weighted average of the assumptions used: Risk-Free Interest Rate Expected Life at Issuance (in years) Expected Volatility Expected Dividends Options granted in the following periods: 2017 1.8 % 5.37 32.7 % None 2016 1.3 % 5.29 37.1 % None 2015 1.4 % 5.22 36.8 % None |
Schedule of Share-Based Compensation Expense | The total compensation cost recognized was as follows: For the year ended December 31, 2017 2016 2015 (in millions) Share-based compensation expense $ 14.7 $ 35.5 $ 17.8 |
Schedule of Benefit Obligations | The total obligation under the Executive Plan and the cash surrender value of insurance policies are as follows: December 31, 2017 2016 (in millions) Total obligation under Executive Plan (1) $ 8.9 $ 8.3 Cash surrender value of insurance policies (2) $ 2.8 $ 2.9 (1) Recorded in “Other long-term liabilities” in the Consolidated Balance Sheets. (2) Recorded in “Other assets, net” in the Consolidated Balance Sheets. |
Goodwill and Other Intangible30
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Other Intangible Assets | The following tables set forth changes in the carrying amount of goodwill and other intangible assets: December 31, 2017 Weighted Average Remaining Useful Life (in years) Gross Carrying Amount Additions Cumulative Amortization Cumulative Impairment Losses Intangible Assets, Net (in millions) Goodwill: Midwest segment Indefinite $ 605.7 $ — $ — $ (124.5 ) $ 481.2 South segment Indefinite 248.3 — — (157.7 ) 90.6 West segment Indefinite 78.2 — — (39.1 ) 39.1 Other Indefinite 5.9 — — (5.9 ) — 938.1 — — (327.2 ) 610.9 Indefinite-lived Intangible Assets: Gaming licenses Indefinite 374.9 — — (144.1 ) 230.8 Racing license Indefinite 5.0 — — (5.0 ) — Trade names Indefinite 202.2 — — (61.7 ) 140.5 582.1 — — (210.8 ) 371.3 Amortizing Intangible Assets: Player relationships 2 75.1 — (66.0 ) (0.7 ) 8.4 Favorable leasehold interests 28 4.4 — (0.5 ) — 3.9 79.5 — (66.5 ) (0.7 ) 12.3 Total Goodwill and Other Intangible Assets $ 1,599.7 $ — $ (66.5 ) $ (538.7 ) $ 994.5 December 31, 2016 Weighted Average Remaining Useful Life (in years) Gross Carrying Amount Additions Cumulative Amortization Cumulative Impairment Losses Intangible Assets, Net (in millions) Goodwill: Midwest segment Indefinite $ 586.9 $ 18.8 $ — $ (124.5 ) $ 481.2 South segment Indefinite 248.3 — — (157.7 ) 90.6 West segment Indefinite 78.2 — — (39.1 ) 39.1 Other Indefinite 5.9 — — (5.9 ) — 919.3 18.8 — (327.2 ) 610.9 Indefinite-lived Intangible Assets: Gaming licenses Indefinite 318.6 56.3 — (144.1 ) 230.8 Racing license Indefinite 5.0 — — (5.0 ) — Trade names Indefinite 187.2 15.0 — (61.7 ) 140.5 510.8 71.3 — (210.8 ) 371.3 Amortizing Intangible Assets: Player relationships 3 75.1 — (57.3 ) (0.7 ) 17.1 Favorable leasehold interests 29 4.4 — (0.4 ) — 4.0 79.5 — (57.7 ) (0.7 ) 21.1 Total Goodwill and Other Intangible Assets $ 1,509.6 $ 90.1 $ (57.7 ) $ (538.7 ) $ 1,003.3 |
Schedule of Significant Unobservable Inputs Used in Fair Value Measurements | The following table presents quantitative information about the significant unobservable inputs used in the fair value measurements of other indefinite-lived intangible assets as of the valuation dates below: Fair Value (in millions) Valuation Technique Unobservable Input Range or Amount As of October 1, 2016: Gaming Licenses $ 82.5 Discounted cash flow Discount rate 9.8% - 15.0% Long-term revenue growth rate 2.0% As of April 28, 2016: Gaming Licenses $ 99.5 Discounted cash flow Discount rate 8.8% - 15.9% Long-term revenue growth rate 2.0% Trade Names $ 125.5 Discounted cash flow Discount rate 14.9% - 15.1% Long-term revenue growth rate 2.0% Pre-tax royalty rate 1.5% - 1.8% |
Fair Value Measurements Measured on Nonrecurring Basis | The following table presents a summary of fair value measurements by level for certain financial instruments not measured at fair value on a recurring basis in the Consolidated Balance Sheets for which it is practicable to estimate fair value: Fair Value Measurements Using: Total Carrying Amount Total Fair Value Level 1 Level 2 Level 3 (in millions) As of December 31, 2017: Assets: Held-to-maturity securities $ 10.4 $ 10.4 $ — $ 7.5 $ 2.9 Promissory notes $ 16.9 $ 17.2 $ — $ 17.2 $ — Liabilities: Long-term debt $ 812.3 $ 854.2 $ — $ 854.2 $ — Other long-term liabilities $ 5.0 $ 5.0 $ — $ 5.0 $ — As of December 31, 2016: Assets: Held-to-maturity securities $ 14.3 $ 16.4 $ — $ 13.4 $ 3.0 Promissory notes $ 15.6 $ 19.8 $ — $ 19.8 $ — Liabilities: Long-term debt $ 936.7 $ 953.2 $ — $ 953.2 $ — Other long-term liabilities $ 5.5 $ 5.6 $ — $ 5.6 $ — The following table presents a summary of fair value measurements by level for the goodwill and other indefinite-lived intangible assets measured at fair value on a nonrecurring basis in the Consolidated Balance Sheets: Fair Value Measurements Using: Total Fair Value Level 1 Level 2 Level 3 Total Impairment (in millions) As of October 1, 2016: Assets: Goodwill $ — $ — $ — $ — $ 1.2 Gaming licenses $ 82.5 $ — $ — $ 82.5 $ 17.0 As of April 28, 2016: Assets: Goodwill $ 115.9 $ — $ — $ 115.9 $ 321.3 Gaming licenses $ 99.5 $ — $ — $ 99.5 $ 68.5 Trade names $ 125.5 $ — $ — $ 125.5 $ 61.0 |
Schedule of Future Annual Amortization Expense | Estimated future annual amortization is as follows: Player Relationships Favorable Leasehold Interests Total (in millions) Year ended December 31: 2018 $ 6.3 $ 0.1 $ 6.4 2019 2.0 0.1 2.1 2020 0.1 0.1 0.2 2021 — 0.1 0.1 2022 — 0.1 0.1 Thereafter — 3.4 3.4 Total $ 8.4 $ 3.9 $ 12.3 |
Discontinued Operations and A31
Discontinued Operations and Assets Held for Sale (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations | Income from discontinued operations, net of income taxes was as follows: For the year ended December 31, 2017 2016 2015 (in millions) Income before income taxes $ — $ 0.4 $ 5.7 Income tax benefit (expense) — 0.0 (0.2 ) Income from discontinued operations, net of income taxes $ — $ 0.4 $ 5.5 |
Write-downs, Reserves and Rec32
Write-downs, Reserves and Recoveries, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Write Downs Reserves And Recoveries Net Abstract | |
Schedule of Write-downs, Reserves And Recoveries, Net | Write-downs, reserves and recoveries, net, consisted of the following : For the year ended December 31, 2017 2016 2015 (in millions) Loss on disposals of long-lived assets, net $ 10.2 $ 16.2 $ 0.3 Impairment of held-to-maturity securities 3.8 — — Impairment of long-lived assets 0.1 0.2 3.2 Other 1.7 0.5 (0.8 ) Write-downs, reserves and recoveries, net $ 15.8 $ 16.9 $ 2.7 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The following table highlights our revenues and Adjusted EBITDAR for each reportable segment and reconciles Income (loss) from continuing operations to Consolidated Adjusted EBITDAR for the years ended December 31, 2017 , 2016 and 2015 . For the year ended December 31, 2017 2016 2015 (in millions) Revenues: Midwest segment (a) $ 1,547.0 $ 1,359.9 $ 1,265.6 South segment (a) 767.1 777.1 793.3 West segment (a) 242.2 236.0 226.6 2,556.3 2,373.0 2,285.5 Corporate and other (b) 5.6 5.9 6.4 Total revenues $ 2,561.9 $ 2,378.9 $ 2,291.9 Adjusted EBITDAR (c): Midwest segment (a) $ 439.8 $ 402.4 $ 379.3 South segment (a) 250.3 246.1 239.0 West segment (a) 93.1 88.4 81.7 783.2 736.9 700.0 Corporate expenses and other (b) (81.3 ) (82.4 ) (83.0 ) Consolidated Adjusted EBITDAR (c) $ 701.9 $ 654.5 $ 617.0 Income (loss) from continuing operations $ 61.7 $ (457.9 ) $ 42.1 Rent expense under the Meadows Lease 16.3 5.1 — Depreciation and amortization 217.0 218.3 242.5 Pre-opening, development and other costs 9.5 56.0 14.2 Non-cash share-based compensation 14.7 35.5 17.8 Impairment of goodwill — 322.5 4.7 Impairment of other intangible assets — 146.5 33.9 Write-downs, reserves and recoveries, net 15.8 16.9 2.7 Interest expense, net 380.9 334.3 244.4 Loss on early extinguishment of debt 0.5 5.2 — Loss from equity method investment 0.1 0.1 0.1 Income tax expense (benefit) (14.6 ) (28.0 ) 14.6 Consolidated Adjusted EBITDAR (c) $ 701.9 $ 654.5 $ 617.0 Capital expenditures: Midwest segment (a) $ 42.7 $ 56.3 $ 45.6 South segment (a) 23.0 27.7 24.1 West segment (a) 5.7 10.6 9.9 Corporate and other, including development projects 7.5 3.3 4.4 $ 78.9 $ 97.9 $ 84.0 December 31, 2017 2016 (in millions) Assets: Midwest segment (a) $ 2,444.3 $ 2,511.7 South segment (a) 952.9 999.9 West segment (a) 477.0 490.6 Corporate and other, including development projects 334.8 333.7 Eliminations (258.8 ) (258.8 ) $ 3,950.2 $ 4,077.1 (a) See Note 1, “Organization and Summary of Significant Accounting Policies,” for a listing of properties included in each reportable segment. (b) Corporate and other includes revenues from HPT and management fees associated with Retama Park Racetrack. Corporate expenses represent payroll, professional fees, travel expenses and other general and administrative expenses not directly related to our casino and hotel operations. Corporate expenses that are directly attributable to a property are allocated to each applicable property. Other includes expenses relating to the operation of HPT and management of Retama Park Racetrack. (c) Consolidated Adjusted EBITDAR is a non-GAAP financial measure. We define Consolidated Adjusted EBITDAR as earnings before interest income and expense, income taxes, depreciation, amortization, rent expense associated with the Meadows Lease, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, gain (loss) on sale of certain assets, loss on early extinguishment of debt, gain (loss) on sale of equity security investments, income (loss) from equity method investments, non-controlling interest and discontinued operations. We define Adjusted EBITDAR for each reportable segment as earnings before interest income and expense, income taxes, depreciation, amortization, rent expense associated with the Meadows Lease, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, inter-company management fees, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of discontinued operations and discontinued operations. We define Adjusted EBITDAR margin as Adjusted EBITDAR for the segment divided by segment revenues. We use Consolidated Adjusted EBITDAR and Adjusted EBITDAR for each segment to compare operating results among our businesses and between accounting periods. Consolidated Adjusted EBITDAR and Adjusted EBITDAR have economic substance because they are used by management as measures to analyze the performance of our business and are especially relevant in evaluating large, long-lived casino-hotel projects because they provide a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. We eliminate the results from discontinued operations at the time they are deemed discontinued. We also review pre-opening, development and other costs separately, as such expenses are also included in total project costs when assessing budgets and project returns, and because such costs relate to anticipated future revenues and income. We believe that Consolidated Adjusted EBITDAR and Adjusted EBITDAR are useful measures for investors because they are indicators of the performance of ongoing business operations. These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value of companies within our industry. In addition, Consolidated Adjusted EBITDAR approximates the measures used in the debt covenants within the Company’s debt agreements. Consolidated Adjusted EBITDAR and Adjusted EBITDAR do not include depreciation or interest expense and, therefore, do not reflect current or future capital expenditures or the cost of capital. Consolidated Adjusted EBITDAR should not be considered as an alternative to operating income (loss) as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Consolidated Adjusted EBITDAR and Adjusted EBITDAR may be different from the calculation methods used by other companies and, therefore, comparability may be limited. |
Quarterly Financial Informati34
Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | The following is a summary of unaudited quarterly financial data for the years ended December 31, 2017 and 2016 : 2017 Dec. 31 Sept. 30 Jun. 30 Mar. 31 (in millions, except per share data) Revenues $ 620.8 $ 647.4 $ 653.6 $ 640.0 Operating income $ 99.4 $ 111.7 $ 106.4 $ 111.0 Net income $ 22.2 $ 13.9 $ 8.4 $ 17.2 Net income attributable to Pinnacle Entertainment, Inc. $ 22.4 $ 14.1 $ 9.4 $ 17.2 Per Share Data (a) Net income—basic $ 0.40 $ 0.25 $ 0.17 $ 0.31 Net income—diluted $ 0.36 $ 0.23 $ 0.15 $ 0.28 2016 Dec. 31 Sept. 30 (b) Jun. 30 (c) Mar. 31 (in millions, except per share data) Revenues $ 637.4 $ 595.2 $ 566.2 $ 580.0 Operating income (loss) $ 84.6 $ 97.3 $ (433.9 ) $ 105.7 Income (loss) from continuing operations $ (9.0 ) $ (0.5 ) $ (489.2 ) $ 40.9 Income from discontinued operations, net of income taxes — 0.0 0.3 0.1 Net income (loss) $ (9.0 ) $ (0.5 ) $ (488.9 ) $ 41.0 Net income (loss) attributable to Pinnacle Entertainment, Inc. $ (9.0 ) $ (0.5 ) $ (488.9 ) $ 41.0 Per Share Data—Basic (a) Income (loss) from continuing operations $ (0.16 ) $ (0.01 ) $ (8.04 ) $ 0.67 Income from discontinued operations, net of income taxes — 0.00 0.00 0.00 Net income (loss)—basic $ (0.16 ) $ (0.01 ) $ (8.04 ) $ 0.67 Per Share Data—Diluted (a) Income (loss) from continuing operations $ (0.16 ) $ (0.01 ) $ (8.04 ) $ 0.65 Income from discontinued operations, net of income taxes — 0.00 0.00 0.00 Net income (loss)—diluted $ (0.16 ) $ (0.01 ) $ (8.04 ) $ 0.65 (a) Net income (loss) per share calculations for each quarter is based on the weighted average number of shares outstanding during the respective periods; accordingly, the sum of the quarters may not equal the full-year income (loss) per share. (b) As discussed in Note 8, “Investment and Acquisition Activities,” we acquired the Meadows business on September 9, 2016. (c) As discussed in Note 9, “Goodwill and Other Intangible Assets,” as a result of the Spin-Off and Merger, during the three months ended June 30, 2016, we recognized non-cash impairments to goodwill, gaming licenses and trade names totaling $321.3 million , $68.5 million and $61.0 million , respectively. |
Organization and Summary of S35
Organization and Summary of Significant Accounting Policies - Additional Information (Details) $ / shares in Units, shares in Millions | 1 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2017USD ($)property$ / sharesshares | Dec. 31, 2017USD ($)propertysegment$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)shares | Dec. 17, 2017$ / shares | Aug. 31, 2016USD ($) | May 31, 2016USD ($) | Apr. 28, 2016$ / shares | |
Accounting Policies [Line Items] | ||||||||
Number of gaming businesses owned and operated | property | 16 | 16 | ||||||
Number of gaming facilities subject to the Master and Meadows Leases | property | 15 | 15 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||
Common stock conversion ratio - stock received | 1 | |||||||
Allowance for doubtful accounts | $ 6,167,000 | $ 6,167,000 | $ 5,282,000 | |||||
Bad debt expense | 2,500,000 | 100,000 | $ 6,100,000 | |||||
Amortization of debt issuance costs and debt discounts/premiums | 7,826,000 | 7,292,000 | $ 12,375,000 | |||||
Self insurance accruals | 23,300,000 | 23,300,000 | 26,100,000 | |||||
Guest loyalty program liability | $ 21,000,000 | $ 21,000,000 | $ 25,100,000 | |||||
Threshold for uncertain tax positions | 50.00% | 50.00% | ||||||
Options and securities not included in the computation of diluted earnings per share (in shares) | shares | 3 | |||||||
Authorized amount under share repurchase program | $ 50,000,000 | $ 50,000,000 | ||||||
Shares repurchased (in shares) | shares | 2.8 | 1.1 | 6.2 | |||||
Stock repurchased | $ 42,400,000 | $ 22,345,000 | $ 70,166,000 | |||||
Stock options | ||||||||
Accounting Policies [Line Items] | ||||||||
Options and securities not included in the computation of diluted earnings per share (in shares) | shares | 0 | 1.3 | 0.3 | |||||
Jackpot, Nevada | ||||||||
Accounting Policies [Line Items] | ||||||||
Number of gaming businesses owned and operated | property | 2 | 2 | ||||||
Number of operating segments | segment | 1 | |||||||
Proposed Acquisition - Penn National Gaming | ||||||||
Accounting Policies [Line Items] | ||||||||
Common stock, par value (in dollars per share) | $ / shares | 0.01 | |||||||
Common stock conversion ratio - cash received | $ / shares | 20 | |||||||
Common stock conversion ratio - increase in cash received | $ / shares | $ 0.01 | |||||||
Common stock conversion ratio - stock received | 0.42 |
Organization and Summary of S36
Organization and Summary of Significant Accounting Policies - Fair Value Measurements (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Assets: | ||
Held-to-maturity securities | $ 10.4 | $ 14.3 |
Promissory notes | 16.9 | 15.6 |
Liabilities: | ||
Long-term debt | 812.3 | 936.7 |
Other long-term liabilities | 5 | 5.5 |
Nonrecurring | ||
Assets: | ||
Held-to-maturity securities, fair value | 10.4 | 16.4 |
Promissory notes, fair value | 17.2 | 19.8 |
Liabilities: | ||
Long-term debt, fair value | 854.2 | 953.2 |
Other long-term liabilities, fair value | 5 | 5.6 |
Nonrecurring | Level 1 | ||
Assets: | ||
Held-to-maturity securities, fair value | 0 | 0 |
Promissory notes, fair value | 0 | 0 |
Liabilities: | ||
Long-term debt, fair value | 0 | 0 |
Other long-term liabilities, fair value | 0 | 0 |
Nonrecurring | Level 2 | ||
Assets: | ||
Held-to-maturity securities, fair value | 7.5 | 13.4 |
Promissory notes, fair value | 17.2 | 19.8 |
Liabilities: | ||
Long-term debt, fair value | 854.2 | 953.2 |
Other long-term liabilities, fair value | 5 | 5.6 |
Nonrecurring | Level 3 | ||
Assets: | ||
Held-to-maturity securities, fair value | 2.9 | 3 |
Promissory notes, fair value | 0 | 0 |
Liabilities: | ||
Long-term debt, fair value | 0 | 0 |
Other long-term liabilities, fair value | $ 0 | $ 0 |
Organization and Summary of S37
Organization and Summary of Significant Accounting Policies - Land, Buildings, Vessels and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Land, Buildings, Vessels and Equipment | |||
Depreciation expense | $ 208.3 | $ 206.5 | $ 226.8 |
Minimum | Land improvements | |||
Land, Buildings, Vessels and Equipment | |||
Estimated useful life | 5 years | ||
Minimum | Buildings and improvements | |||
Land, Buildings, Vessels and Equipment | |||
Estimated useful life | 10 years | ||
Minimum | Vessels | |||
Land, Buildings, Vessels and Equipment | |||
Estimated useful life | 10 years | ||
Minimum | Furniture, fixtures and equipment | |||
Land, Buildings, Vessels and Equipment | |||
Estimated useful life | 3 years | ||
Maximum | Land improvements | |||
Land, Buildings, Vessels and Equipment | |||
Estimated useful life | 20 years | ||
Maximum | Buildings and improvements | |||
Land, Buildings, Vessels and Equipment | |||
Estimated useful life | 35 years | ||
Maximum | Vessels | |||
Land, Buildings, Vessels and Equipment | |||
Estimated useful life | 35 years | ||
Maximum | Furniture, fixtures and equipment | |||
Land, Buildings, Vessels and Equipment | |||
Estimated useful life | 20 years |
Organization and Summary of S38
Organization and Summary of Significant Accounting Policies - Revenue Recognition, Gaming Taxes and Advertising Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Food and beverage | $ 141.6 | $ 138.7 | $ 137.9 |
Lodging | 63.1 | 64.5 | 63.1 |
Retail, entertainment and other | 16.1 | 16.4 | 18 |
Total promotional allowances | 220.8 | 219.6 | 219 |
Promotional allowance costs included in gaming expense | 163.4 | 160.3 | 167.6 |
Gaming taxes | 697 | 616.3 | 580.3 |
Advertising costs | $ 28.1 | $ 33 | $ 38.4 |
Organization and Summary of S39
Organization and Summary of Significant Accounting Policies - Pre-opening, Development and Other Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Pre-opening and Development Costs | ||||
Proposed Company Sale costs | [1] | $ 6,900 | $ 0 | $ 0 |
Spin-Off and Merger costs | [2] | 900 | 48,700 | 12,200 |
Pre-opening, development and other costs | 9,478 | 55,980 | 14,247 | |
Other | ||||
Pre-opening and Development Costs | ||||
Pre-opening, development and other costs | 1,500 | 900 | 2,000 | |
The Meadows Racetrack and Casino | ||||
Pre-opening and Development Costs | ||||
Meadows acquisition costs | [3] | $ 200 | $ 6,400 | $ 0 |
[1] | Amount comprised principally of legal, advisory, and other costs associated with the Proposed Company Sale. | |||
[2] | Amounts comprised principally of legal, advisory, and other costs. See Note 2, “Spin-Off, Merger and Master Lease.” | |||
[3] | Amounts comprised principally of legal, advisory, and other costs. See Note 8, “Investment and Acquisition Activities.” |
Spin-Off, Merger and Master L40
Spin-Off, Merger and Master Lease - Overview of the Spin-Off and Merger (Details) $ / shares in Units, $ in Millions | Apr. 28, 2016USD ($)$ / shares | Dec. 31, 2017$ / shares | Dec. 17, 2017$ / shares | Dec. 31, 2016$ / shares |
Spin-Off and Merger [Line Items] | ||||
Common stock conversion ratio - stock received | 1 | |||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Dividend to Former Pinnacle | $ | $ 808.4 | |||
Principal amount of debt assumed by GLPI | $ | $ 2,700 | |||
Former Pinnacle | ||||
Spin-Off and Merger [Line Items] | ||||
Common stock, par value (in dollars per share) | $ 0.10 | |||
Gaming and Leisure Properties, Inc. | ||||
Spin-Off and Merger [Line Items] | ||||
Common stock conversion ratio - stock received | 0.85 | |||
Common stock, par value (in dollars per share) | $ 0.01 | |||
6.375% Senior Notes due 2021 | ||||
Spin-Off and Merger [Line Items] | ||||
Interest rate, stated percentage | 6.375% | |||
7.50% Senior Notes due 2021 | ||||
Spin-Off and Merger [Line Items] | ||||
Interest rate, stated percentage | 7.50% | |||
7.75% Senior Subordinated Notes due 2022 | ||||
Spin-Off and Merger [Line Items] | ||||
Interest rate, stated percentage | 7.75% | |||
8.75% Senior Subordinated Notes due 2020 | ||||
Spin-Off and Merger [Line Items] | ||||
Interest rate, stated percentage | 8.75% |
Spin-Off, Merger and Master L41
Spin-Off, Merger and Master Lease - Master Lease and Failed Spin-Off Leaseback (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($)propertyPeriods | |
Master Lease Financing Obligation [Line Items] | |
Number of gaming facilities subject to the master lease | property | 14 |
Number of gaming businesses owned and operated | property | 16 |
Master Lease | |
Master Lease Financing Obligation [Line Items] | |
Initial lease term | 10 years |
Number of renewal options | Periods | 5 |
Lease term in renewal periods | 5 years |
Annual escalator if certain rent coverage ratio thresholds are met | 2.00% |
Adjusted revenue to rent ratio | 1.8 |
Fixed period of variable rent component | 2 years |
Percentage rent escalation interval | 2 years |
Percentage of average net revenues during preceding two years | 4.00% |
Period used to calculate average actual net revenues | 2 years |
50% of aggregate base year net revenue | $ 1,100 |
Current annual rent payable | 382.8 |
Current annual rent payable - land base rent | 44.1 |
Current annual rent payable - building base rent | 294.6 |
Current annual rent payable - percentage rent | $ 44.1 |
Land, Buildings, Vessels and 42
Land, Buildings, Vessels and Equipment - Summary of Land, Buildings, Vessels and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Land, buildings, vessels and equipment: | ||
Land and land improvements | $ 431,600 | $ 426,700 |
Buildings, vessels and improvements | 2,700,300 | 2,689,000 |
Furniture, fixtures and equipment | 805,000 | 805,900 |
Construction in progress | 28,600 | 32,700 |
Land, buildings, vessels and equipment, gross | 3,965,500 | 3,954,300 |
Less: accumulated depreciation | (1,336,500) | (1,185,800) |
Land, buildings, vessels and equipment, net | $ 2,629,013 | $ 2,768,491 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Apr. 28, 2016 |
Debt Instrument [Line Items] | |||
Outstanding principal | $ 821,700 | $ 952,900 | |
Unamortized discount, net of premium, and debt issuance costs | (9,400) | (16,200) | |
Long-term debt, including current portion | 812,300 | 936,700 | |
Less: current maturities | (9) | (12,258) | |
Long-term debt, noncurrent, outstanding principal | 821,700 | 940,600 | |
Long-term debt less current portion | 812,315 | 924,442 | |
Revolving Credit Facility due 2021 | |||
Debt Instrument [Line Items] | |||
Outstanding principal | 169,200 | 107,200 | |
Unamortized discount, net of premium, and debt issuance costs | 0 | 0 | |
Long-term debt, including current portion | 169,200 | 107,200 | |
Term Loans A Facility due 2021 | |||
Debt Instrument [Line Items] | |||
Outstanding principal | 152,400 | 180,400 | |
Unamortized discount, net of premium, and debt issuance costs | (2,200) | (3,200) | |
Long-term debt, including current portion | 150,200 | 177,200 | |
Term Loan B Facility due 2023 | |||
Debt Instrument [Line Items] | |||
Outstanding principal | 165,200 | ||
Unamortized discount, net of premium, and debt issuance costs | (4,900) | ||
Long-term debt, including current portion | 160,300 | ||
5.625% Senior Unsecured Notes due 2024 | |||
Debt Instrument [Line Items] | |||
Outstanding principal | 500,000 | 500,000 | |
Unamortized discount, net of premium, and debt issuance costs | (7,200) | (8,100) | |
Long-term debt, including current portion | $ 492,800 | $ 491,900 | |
Interest rate, stated percentage | 5.625% | 5.625% | 5.625% |
Other | |||
Debt Instrument [Line Items] | |||
Outstanding principal | $ 100 | $ 100 | |
Unamortized discount, net of premium, and debt issuance costs | 0 | 0 | |
Long-term debt, including current portion | $ 100 | $ 100 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) | 12 Months Ended | ||||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Oct. 12, 2016USD ($) | Apr. 28, 2016USD ($) | |
Debt Instrument [Line Items] | |||||
Long-term debt | $ 812,300,000 | $ 936,700,000 | |||
Letters of credit outstanding, amount | 9,200,000 | ||||
Loss on early extinguishment of debt | $ 516,000 | 5,207,000 | $ 0 | ||
Credit Agreement [Member] | |||||
Debt Instrument [Line Items] | |||||
Consolidated Total Net Leverage Ratio, maximum | 3.75 | ||||
Consolidated Senior Secured Net Leverage Ratio, maximum | 2.5 | ||||
Interest Coverage Ratio, minimum | 2.5 | ||||
Term Loans A Facility due 2021 | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 185,000,000 | ||||
Debt instrument, term | 5 years | ||||
Long-term debt | $ 150,200,000 | 177,200,000 | |||
Spread on LIBOR loan, (minimum) | 1.50% | ||||
Spread on LIBOR loan, (maximum) | 2.50% | ||||
Spread on base rate loan, (minimum) | 0.50% | ||||
Spread on base rate loan, (maximum) | 1.50% | ||||
Principal amortization percentage in the first two years | 5.00% | ||||
Principal amortization percentage in the third year | 7.50% | ||||
Principal amortization percentage in the fourth and fifth years | 10.00% | ||||
Term Loan B Facility due 2023 | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 300,000,000 | ||||
Debt instrument, term | 7 years | ||||
Long-term debt | 160,300,000 | ||||
Spread on LIBOR loan | 3.00% | ||||
Spread on base rate loan | 2.00% | ||||
LIBOR floor | 0.75% | ||||
Principal amortization percentage | 1.00% | ||||
Revolving Credit Facility due 2021 | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 400,000,000 | ||||
Debt instrument, term | 5 years | ||||
Long-term debt | $ 169,200,000 | 107,200,000 | |||
Spread on LIBOR loan, (minimum) | 1.50% | ||||
Spread on LIBOR loan, (maximum) | 2.50% | ||||
Spread on base rate loan, (minimum) | 0.50% | ||||
Spread on base rate loan, (maximum) | 1.50% | ||||
Commitment fee (minimum) | 0.30% | ||||
Commitment fee (maximum) | 0.50% | ||||
6.375% Senior Notes due 2021 | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 6.375% | ||||
7.50% Senior Notes due 2021 | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 7.50% | ||||
7.75% Senior Subordinated Notes due 2022 | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 7.75% | ||||
8.75% Senior Subordinated Notes due 2020 | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 8.75% | ||||
5.625% Senior Unsecured Notes due 2024 | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 492,800,000 | $ 491,900,000 | |||
Interest rate, stated percentage | 5.625% | 5.625% | 5.625% | ||
Debt instrument, face amount | $ 125,000,000 | $ 375,000,000 | |||
Premium (in basis points) | 0.005 | ||||
Early redemption premium | 0.50% | ||||
Debt Instrument, redemption, period one | 5.625% Senior Unsecured Notes due 2024 | |||||
Debt Instrument [Line Items] | |||||
Redemption price, percentage | 104.219% | ||||
Debt Instrument, redemption, period two | 5.625% Senior Unsecured Notes due 2024 | |||||
Debt Instrument [Line Items] | |||||
Redemption price, percentage | 102.813% | ||||
Debt Instrument, redemption, period three | 5.625% Senior Unsecured Notes due 2024 | |||||
Debt Instrument [Line Items] | |||||
Redemption price, percentage | 101.406% |
Long-Term Debt - Schedule of In
Long-Term Debt - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Debt Disclosure [Abstract] | ||||
Interest expense attributable to financing obligation | [1] | $ 331,100 | $ 225,100 | $ 0 |
Interest expense from debt | [2] | 50,300 | 108,000 | 244,700 |
Interest income | (400) | (400) | (300) | |
Capitalized interest | (100) | (100) | 0 | |
Other | [3] | 0 | 1,700 | 0 |
Interest expense, net | $ 380,859 | $ 334,293 | $ 244,408 | |
[1] | See Note 6, “Master Lease Financing Obligation and Lease Obligations,” for information on total lease payments under the Master Lease. | |||
[2] | Interest expense associated with the Former Senior Secured Credit Facilities, the 6.375% Notes, the 7.50% Notes, the 7.75% Notes, and the 8.75% Notes, which were no longer obligations of the Company as of April 28, 2016, included in the year ended December 31, 2016 was $76.5 million. | |||
[3] | Represents a nonrecurring expense associated with the Spin-Off and Merger. |
Long-Term Debt Long-Term Debt -
Long-Term Debt Long-Term Debt - Schedule of Interest Expense Footnotes (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Apr. 28, 2016 | ||
Debt Instrument [Line Items] | |||||
Interest expense from debt | [1] | $ 50.3 | $ 108 | $ 244.7 | |
6.375% Senior Notes due 2021 | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 6.375% | ||||
7.50% Senior Notes due 2021 | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 7.50% | ||||
7.75% Senior Subordinated Notes due 2022 | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 7.75% | ||||
8.75% Senior Subordinated Notes due 2020 | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 8.75% | ||||
Former Senior Secured Credit Facilities and Former Notes | |||||
Debt Instrument [Line Items] | |||||
Interest expense from debt | $ 76.5 | ||||
[1] | Interest expense associated with the Former Senior Secured Credit Facilities, the 6.375% Notes, the 7.50% Notes, the 7.75% Notes, and the 8.75% Notes, which were no longer obligations of the Company as of April 28, 2016, included in the year ended December 31, 2016 was $76.5 million. |
Long-Term Debt - Scheduled Matu
Long-Term Debt - Scheduled Maturities of Long-Term Debt (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Disclosure [Abstract] | ||
2,018 | $ 0 | |
2,019 | 9.1 | |
2,020 | 18.5 | |
2,021 | 294.1 | |
2,022 | 0 | |
Thereafter | 500 | |
Total | 821.7 | $ 952.9 |
Less: unamortized debt discount, net of premium, and debt issuance costs | (9.4) | (16.2) |
Long-term debt, including current portion | $ 812.3 | $ 936.7 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Benefit (Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Current U.S. federal tax benefit (expense) | $ 1,700 | $ (1,600) | $ 5,300 |
Current state tax benefit (expense) | (1,800) | (4,400) | (1,900) |
Current income tax benefit (expense) | (100) | (6,000) | 3,400 |
Deferred U.S. federal tax benefit (expense) | 17,300 | 43,400 | (10,300) |
Deferred state tax benefit (expense) | (2,600) | (9,400) | (7,700) |
Deferred income tax benefit (expense) | 14,700 | 34,000 | (18,000) |
U.S. federal income tax benefit (expense) from continuing operations | 19,000 | 41,800 | (5,000) |
State income tax benefit (expense) from continuing operations | (4,400) | (13,800) | (9,600) |
Income tax benefit (expense) from continuing operations | $ 14,603 | $ 28,035 | $ (14,560) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Income Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Federal income tax benefit (expense) at the statutory rate, percent | 35.00% | 35.00% | 35.00% |
Federal income tax benefit (expense) at the statutory rate | $ (16,500) | $ 170,100 | $ (19,800) |
State income taxes, net of federal tax benefits, percent | 9.30% | (2.40%) | 5.30% |
State income taxes, net of federal tax benefits | $ (4,400) | $ (11,800) | $ (3,000) |
Acquisition costs, percent | 5.90% | (0.40%) | 8.60% |
Acquisition costs | $ (2,800) | $ (1,900) | $ (4,900) |
Impairment of goodwill and other intangible assets, percent | 0.00% | (23.10%) | 0.00% |
Impairment of goodwill and other intangible assets | $ 0 | $ (112,500) | $ 0 |
Reserves for unrecognized tax benefits, percent | 0.20% | 0.20% | (9.30%) |
Reserves for unrecognized tax benefits | $ (100) | $ 1,200 | $ 5,300 |
Credits, percent | (7.00%) | 0.40% | (3.80%) |
Credits | $ 3,300 | $ 1,700 | $ 2,100 |
Change in valuation allowance, percent | (9.80%) | (3.20%) | (10.80%) |
Change in valuation allowance | $ 4,700 | $ (15,600) | $ 6,100 |
Excess tax benefits related to share-based compensation, percent | (24.20%) | (0.00%) | |
Excess tax benefits related to share-based compensation | $ 11,400 | $ 0 | $ 0 |
Non-deductible expenses and other, percent | 5.30% | (0.70%) | 0.70% |
Non-deductible expenses and other | $ (2,500) | $ (3,200) | $ (400) |
Tax Act, percent | (45.70%) | 0.00% | 0.00% |
Tax Act | $ 21,500 | $ 0 | $ 0 |
Income tax benefit (expense) from continuing operations, percent | (31.00%) | 5.80% | 25.70% |
Income tax benefit (expense) from continuing operations | $ 14,603 | $ 28,035 | $ (14,560) |
Income Taxes - Allocation of In
Income Taxes - Allocation of Income Tax Benefit (Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | [1] | Jun. 30, 2016 | [2] | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||||||||||||
Income (loss) from continuing operations before income taxes | $ 47,155 | $ (485,915) | $ 56,675 | ||||||||||
Income tax benefit (expense) allocated to continuing operations | 14,603 | 28,035 | (14,560) | ||||||||||
Income (loss) from continuing operations | $ (9,000) | $ (500) | $ (489,200) | $ 40,900 | 61,758 | (457,880) | 42,115 | ||||||
Income from discontinued operations before income taxes | 0 | 400 | 5,700 | ||||||||||
Income tax benefit (expense) allocated to discontinued operations | 0 | 0 | (200) | ||||||||||
Income from discontinued operations, net of income taxes | 0 | 0 | 300 | 100 | 0 | 433 | 5,494 | ||||||
Net income (loss) | $ 22,200 | $ 13,900 | $ 8,400 | $ 17,200 | $ (9,000) | $ (500) | $ (488,900) | $ 41,000 | $ 61,758 | $ (457,447) | $ 47,609 | ||
[1] | As discussed in Note 8, “Investment and Acquisition Activities,” we acquired the Meadows business on September 9, 2016. | ||||||||||||
[2] | As discussed in Note 9, “Goodwill and Other Intangible Assets,” as a result of the Spin-Off and Merger, during the three months ended June 30, 2016, we recognized non-cash impairments to goodwill, gaming licenses and trade names totaling $321.3 million, $68.5 million and $61.0 million, respectively. |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Components of Deferred Tax Assets and Liabilities [Abstract] | ||
Workers’ compensation insurance reserve | $ 2,200 | $ 4,100 |
Allowance for doubtful accounts | 3,800 | 4,800 |
Legal and merger costs | 3,400 | 4,600 |
Federal tax credit carry-forwards | 3,300 | 0 |
Federal net operating loss carry-forwards | 8,600 | 400 |
State net operating loss carry-forwards | 6,500 | 100 |
Deferred compensation | 400 | 200 |
Pre-opening expenses capitalized for tax purposes | 1,200 | 0 |
Share-based compensation expense—book cost | 5,500 | 7,400 |
Intangible assets | 123,300 | 212,800 |
Master Lease | 798,400 | 1,249,600 |
Accruals, reserves and other | 9,700 | 16,300 |
Less: valuation allowance | (422,700) | (646,700) |
Total deferred tax assets | 543,600 | 853,600 |
Prepaid expenses | (7,500) | (6,100) |
Land, buildings, vessels and equipment, net | (534,600) | (860,700) |
Total deferred tax assets | 966,300 | 1,500,300 |
Total deferred tax liabilities | (542,100) | (866,800) |
Net deferred tax assets | 1,468 | 0 |
Net deferred tax liabilities | $ 0 | $ (13,242) |
Income Taxes - Deferred Tax A52
Income Taxes - Deferred Tax Assets And Liabilities Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Total deferred tax assets | $ 966,300 | $ 1,500,300 |
Less: valuation allowance | (422,700) | (646,700) |
Less: total deferred tax liabilities | 542,100 | 866,800 |
Net deferred tax assets | 1,468 | 0 |
Net deferred tax liabilities | $ 0 | $ (13,242) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating Loss Carryforwards [Line Items] | |||
One-time tax benefit related to the Tax Act | $ 21,500,000 | ||
General Business Credit carry-forwards | 3,300,000 | ||
Unrecognized tax benefits that would impact effective tax rate | 4,200,000 | $ 4,500,000 | |
Decrease in accrued interest related to unrecognized tax benefits | 100,000 | ||
Cumulative interest related to unrecognized tax benefits | 300,000 | ||
Income tax penalties accrued | 0 | $ 0 | $ 0 |
Federal | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 41,100,000 | ||
State | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | $ 101,400,000 |
Income Taxes - Uncertain Tax Po
Income Taxes - Uncertain Tax Positions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance as of January 1 | $ 4.5 | $ 28.4 | $ 37.7 |
Gross increases - tax positions in prior periods | 0 | 0.1 | 0.1 |
Gross decreases - tax positions in prior periods | (0.3) | (21) | (6.2) |
Gross increases - tax positions in current period | 0 | 0 | 1.2 |
Gross decreases - tax positions in current period | 0 | 0 | (1.5) |
Settlements | 0 | (3) | (2.9) |
Balance as of December 31 | $ 4.2 | $ 4.5 | $ 28.4 |
Master Lease Financing Obliga55
Master Lease Financing Obligation and Lease Obligations - Additional Information (Details) | Apr. 28, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Operating Leased Assets | ||||
Rent expense | $ 29,900,000 | $ 19,100,000 | $ 13,600,000 | |
Master Lease | ||||
Operating Leased Assets | ||||
Financing obligation | $ 3,200,000,000 | |||
Discount rate | 10.50% | |||
Total lease term | 35 years | |||
Current annual rent payable | 382,800,000 | |||
Current annual rent payable - percentage rent | $ 44,100,000 | |||
Annual escalator if certain rent coverage ratio thresholds are met | 2.00% | |||
Fixed period of percentage rent component | 2 years | |||
Percentage rent escalation interval | 2 years | |||
Percentage of average net revenues during preceding two years | 4.00% | |||
Period used to calculate average actual net revenues | 2 years | |||
Meadows Lease | ||||
Operating Leased Assets | ||||
Initial lease term | 10 years | |||
Lease term | 29 years | |||
Current annual rent payable | $ 25,800,000 | |||
Current annual rent payable - base rent | 14,400,000 | |||
Current annual rent payable - percentage rent | $ 11,400,000 | |||
Percent escalation during initial term | 0.05 | |||
Sum of base rent and percentage rent threshold | $ 31,000,000 | |||
Annual escalator if certain rent coverage ratio thresholds are met | 2.00% | |||
Adjusted revenue to rent ratio - year 2 | 1.8 | |||
Adjusted revenue to rent ratio - year 3 | 1.9 | |||
Adjusted revenue to rent ratio - year 4 and thereafter | 2 | |||
Fixed period of percentage rent component | 2 years | |||
Percentage rent escalation interval | 2 years | |||
Percentage of average net revenues during preceding two years | 4.00% | |||
Period used to calculate average actual net revenues | 2 years | |||
L'Auberge Lake Charles | ||||
Operating Leased Assets | ||||
Rent expense | $ 1,100,000 | |||
River City | ||||
Operating Leased Assets | ||||
Minimum rental expense | $ 4,000,000 | |||
Minimum rental expense, percentage of annual adjusted gross receipts | 2.50% | |||
Belterra Resort | ||||
Operating Leased Assets | ||||
Minimum rental expense | $ 1,500,000 | |||
Percentage of gross gaming wins in lease agreement | 1.50% | |||
Gross gaming win threshold used to calculate additional annual rental payment | $ 100,000,000 | |||
Ameristar East Chicago | ||||
Operating Leased Assets | ||||
Minimum rental expense | $ 600,000 | |||
Annual rental payment adjustment period | 3 years | |||
Corporate office space | ||||
Operating Leased Assets | ||||
Rent expense | $ 2,700,000 | |||
Lease term | 11 years |
Master Lease Financing Obliga56
Master Lease Financing Obligation and Lease Obligations - Total Lease Payments Related to the Master Lease (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Master Lease Financing Obligation [Line Items] | ||||
Reduction of financing obligation | $ 49,770 | $ 30,988 | $ 0 | |
Interest expense attributable to financing obligation | [1] | 331,100 | 225,100 | $ 0 |
Master Lease | ||||
Master Lease Financing Obligation [Line Items] | ||||
Reduction of financing obligation | 49,800 | 31,000 | ||
Interest expense attributable to financing obligation | 331,100 | 225,100 | ||
Total lease payments under the Master Lease | $ 380,900 | $ 256,100 | ||
[1] | See Note 6, “Master Lease Financing Obligation and Lease Obligations,” for information on total lease payments under the Master Lease. |
Master Lease Financing Obliga57
Master Lease Financing Obligation and Lease Obligations - Future Minimum Payments Related to the Master Lease Financing Obligation with GLPI (Details) - USD ($) $ in Thousands | Apr. 28, 2016 | Dec. 31, 2017 | Dec. 31, 2016 |
Master Lease Financing Obligation, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |||
2,018 | $ 347,300 | ||
2,019 | 332,900 | ||
2,020 | 332,900 | ||
2,021 | 332,900 | ||
2,022 | 332,900 | ||
Thereafter | 9,429,400 | ||
Total minimum lease payments | 11,108,300 | ||
Less: amounts representing interest at 10.5% | (8,155,600) | ||
Plus: residual values | 160,900 | ||
Present value of future minimum lease payments | 3,113,600 | ||
Less: current portion of financing obligation | (24,658) | $ (49,770) | |
Long-term portion of financing obligation | $ 3,088,871 | $ 3,113,529 | |
Master Lease | |||
Master Lease Financing Obligation, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |||
Discount rate | 10.50% |
Master Lease Financing Obliga58
Master Lease Financing Obligation and Lease Obligations - Operating Lease Minimum Payments (Details) $ in Millions | Dec. 31, 2017USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,018 | $ 35.2 |
2,019 | 25.3 |
2,020 | 25.3 |
2,021 | 25.2 |
2,022 | 25.3 |
Thereafter | 559.4 |
Total minimum payments due | $ 695.7 |
Master Lease Financing Obliga59
Master Lease Financing Obligation and Lease Obligations - Slot and Table Game Participation Fees (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Leases [Abstract] | |||
Slot and table game participation fees | $ 26.6 | $ 26 | $ 26.5 |
Employee Benefit Plans - Share-
Employee Benefit Plans - Share-based Compensation (Details) | 12 Months Ended | 36 Months Ended |
Dec. 31, 2017shares | Dec. 31, 2010shares | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based payment awards outstanding (in shares) | 7,800,000 | |
Equity and Performance Incentive Plan 2016 | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Maximum amount of issued shares (in shares) | 7,500,000 | |
Effective weight against limit per grant, options | 1 | |
Share-based awards available for grant (in shares) | 5,000,000 | |
Individual Arrangements | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Options granted (in shares) | 850,000 |
Employee Benefit Plans - Stock
Employee Benefit Plans - Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Options Expected to Vest | |||
Net cash proceeds from exercise of stock options | $ 4,687 | $ 2,708 | $ 9,334 |
Stock options | |||
Number of Stock Options | |||
Options outstanding as of January 1, 2017 (in shares) | 6,387,115 | ||
Granted (in shares) | 20,000 | ||
Exercised (in shares) | (1,257,581) | ||
Canceled or forfeited (in shares) | (122,812) | ||
Options outstanding as of December 31, 2017 (in shares) | 5,026,722 | 6,387,115 | |
Options outstanding, weighted average remaining contractual term (years) | 2 years 11 months 27 days | ||
Options outstanding, aggregate intrinsic value | $ 131,700 | ||
Weighted Average Exercise Price (in dollars per share): | |||
Options outstanding as of January 1, 2017 (in dollars per share) | $ 6.16 | ||
Granted (in dollars per share) | 19.30 | ||
Exercised (in dollars per share) | 4.57 | ||
Canceled or forfeited (in dollars per share) | 9.13 | ||
Options outstanding as of December 31, 2017 (in dollars per share) | $ 6.53 | $ 6.16 | |
Options Exercisable | |||
Options exercisable as of December 31, 2017 (in shares) | 3,726,796 | ||
Options exercisable as of December 31, 2017, weighted average exercise price (in dollars per share) | $ 5.15 | ||
Options exercisable as of December 31, 2017, weighted average remaining contractual term (years) | 2 years 3 months 19 days | ||
Options exercisable as of December 31, 2017, aggregate intrinsic value | $ 102,800 | ||
Options Expected to Vest | |||
Expected to vest as of December 31, 2017 (in shares) | 1,060,098 | ||
Expected to vest as of December 31, 2017, weighted average exercise price (in dollars per share) | $ 10.56 | ||
Expected to vest as of December 31, 2017, weighted average remaining contractual term (years) | 4 years 11 months 24 days | ||
Expected to vest as of December 31, 2017, aggregate intrinsic value | $ 23,500 | ||
Weighted-average grant date fair value (in dollars per share) | $ 6.37 | $ 4.06 | $ 10.91 |
Intrinsic value of stock options exercised | $ 19,800 | $ 2,700 | $ 8,100 |
Net cash proceeds from exercise of stock options | 4,700 | $ 2,700 | $ 9,300 |
Unamortized compensation costs | $ 3,800 | ||
Unamortized compensation costs, weighted average period of recognition | 1 year 2 months 3 days |
Employee Benefit Plans - Restri
Employee Benefit Plans - Restricted and Performance Stock Units (Details) $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($)$ / sharesshares | |
Restricted Stock Units | |
Number of Shares | |
Non-vested as of January 1, 2017 (in shares) | shares | 2,183,056 |
Granted (in shares) | shares | 578,180 |
Vested (in shares) | shares | (1,060,599) |
Canceled or forfeited (in shares) | shares | (176,108) |
Non-vested as of December 31, 2017 (in shares) | shares | 1,524,529 |
Weighted Average Fair Value | |
Non-vested as of January 1, 2017 (in dollars per share) | $ / shares | $ 9.65 |
Granted (in dollars per share) | $ / shares | 19.06 |
Vested (in dollars per share) | $ / shares | 8.61 |
Canceled or forfeited (in dollars per share) | $ / shares | 12.61 |
Non-vested as of December 31, 2017 (in dollars per share) | $ / shares | $ 13.61 |
Unamortized compensation costs | $ | $ 16 |
Unamortized compensation costs, weighted average period of recognition | 1 year 3 months 19 days |
Performance Stock Units | |
Number of Shares | |
Non-vested as of January 1, 2017 (in shares) | shares | 108,855 |
Canceled or forfeited (in shares) | shares | (108,855) |
Non-vested as of December 31, 2017 (in shares) | shares | 0 |
Weighted Average Fair Value | |
Non-vested as of January 1, 2017 (in dollars per share) | $ / shares | $ 7.84 |
Canceled or forfeited (in dollars per share) | $ / shares | 7.84 |
Non-vested as of December 31, 2017 (in dollars per share) | $ / shares | $ 0 |
Employee Benefit Plans - Rest63
Employee Benefit Plans - Restricted Stock (Details) - Restricted Stock $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($)$ / sharesshares | |
Number of Shares | |
Non-vested as of January 1, 2017 (in shares) | shares | 340,620 |
Granted (in shares) | shares | 713,470 |
Canceled or forfeited (in shares) | shares | (11,428) |
Non-vested as of December 31, 2017 (in shares) | shares | 1,042,662 |
Weighted Average Grant Date Fair Value | |
Non-vested as of January 1, 2017 (in dollars per share) | $ / shares | $ 14.24 |
Granted (in dollars per share) | $ / shares | 20.92 |
Canceled or forfeited (in dollars per share) | $ / shares | 18.70 |
Non-vested as of December 31, 2017 (in dollars per share) | $ / shares | $ 18.77 |
Unamortized compensation costs | $ | $ 9.8 |
Unamortized compensation costs, weighted average period of recognition | 1 year 5 months 18 days |
Employee Benefit Plans - Fair V
Employee Benefit Plans - Fair Value Assumptions & Compensation Cost (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Options Granted [Abstract] | |||
Risk-Free Interest Rate | 1.80% | 1.30% | 1.40% |
Expected Life at Issuance (in years) | 5 years 4 months 14 days | 5 years 3 months 16 days | 5 years 2 months 21 days |
Expected Volatility | 32.70% | 37.10% | 36.80% |
Expected Dividends | $ 0 | $ 0 | $ 0 |
Share-based compensation expense | 14,700,000 | 35,500,000 | 17,800,000 |
Incremental expense attributable to accelerated vesting | 22,600,000 | ||
Fair value of share-based payment awards vested during the year | $ 12,800,000 | $ 10,700,000 | $ 13,600,000 |
Employee Benefit Plans - 401(k)
Employee Benefit Plans - 401(k) Plan (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Percent of maximum contribution of pretax income per employee | 100.00% | ||
Amount of maximum contribution per employee | $ 18,000 | ||
Defined contribution, threshold age | 50 years | ||
Amount of maximum catch-up contribution | $ 6,000 | ||
Percentage of discretionary match | 50.00% | ||
Maximum percentage of eligible contribution | 3.00% | ||
Matching contributions | $ 3,800,000 | $ 3,700,000 | $ 3,600,000 |
Minimum | |||
Defined Contribution Plan Disclosure [Line Items] | |||
401(k) vesting period | 4 years | ||
Maximum | |||
Defined Contribution Plan Disclosure [Line Items] | |||
401(k) vesting period | 5 years |
Employee Benefit Plans - Other
Employee Benefit Plans - Other Benefit Plans (Details) - Executive Plan - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | |
Other Benefit Plans | |||
Total obligation under Executive Plan | [1] | $ 8.9 | $ 8.3 |
Cash surrender value of insurance policies | [2] | $ 2.8 | $ 2.9 |
[1] | Recorded in “Other long-term liabilities” in the Consolidated Balance Sheets. | ||
[2] | Recorded in “Other assets, net” in the Consolidated Balance Sheets. |
Investment and Acquisition Ac67
Investment and Acquisition Activities (Details) - USD ($) $ in Thousands | Oct. 01, 2016 | Sep. 09, 2016 | Apr. 28, 2016 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Investment and Acquisition Activities | |||||||
Payment for business combination, net of cash acquired | $ 0 | $ 107,509 | $ 0 | ||||
Goodwill | 610,889 | 610,889 | |||||
Impairment of goodwill | $ 1,200 | $ 321,300 | $ 321,300 | 0 | 322,457 | 4,757 | |
Promissory notes | 16,900 | 15,600 | |||||
Corporate bonds | 10,400 | 14,300 | |||||
Impairment of held-to-maturity securities | 3,844 | 0 | 0 | ||||
Midwest segment | |||||||
Investment and Acquisition Activities | |||||||
Goodwill | $ 481,200 | $ 481,200 | |||||
Impairment of goodwill | $ 124,500 | ||||||
Retama Partners | |||||||
Investment and Acquisition Activities | |||||||
Percentage of voting interests acquired | 75.50% | ||||||
Local government corporation bonds | |||||||
Investment and Acquisition Activities | |||||||
Corporate bonds | $ 7,500 | ||||||
Retama Partners | |||||||
Investment and Acquisition Activities | |||||||
Impairment of goodwill | 3,300 | ||||||
Racing license | Retama Partners | |||||||
Investment and Acquisition Activities | |||||||
Impairment of indefinite-lived intangible assets | $ 5,000 | ||||||
The Meadows Racetrack and Casino | |||||||
Investment and Acquisition Activities | |||||||
Purchase price, before certain adjustments | $ 138,000 | ||||||
Purchase price after certain adjustments | 134,000 | ||||||
Payment for business combination, net of cash acquired | 107,500 | ||||||
Goodwill | 18,800 | ||||||
The Meadows Racetrack and Casino | Midwest segment | |||||||
Investment and Acquisition Activities | |||||||
Goodwill | $ 18,800 |
Goodwill and Other Intangible68
Goodwill and Other Intangible Assets - Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill and Other Intangible Assets [Line Items] | ||
Goodwill, Gross Carrying Value | $ 938,100 | $ 919,300 |
Goodwill, Additions | 0 | 18,800 |
Goodwill, Cumulative Impairment Losses | (327,200) | (327,200) |
Goodwill | 610,889 | 610,889 |
Indefinite-lived Intangible Assets, Gross Carrying Value | 582,100 | 510,800 |
Indefinite-lived Intangible Assets, Additions | 0 | 71,300 |
Indefinite-lived Intangible Assets, Cumulative Impairment Losses | (210,800) | (210,800) |
Indefinite-Lived Intangible Assets, Net | 371,300 | 371,300 |
Amortizing Intangible Assets, Gross Carrying Value | 79,500 | 79,500 |
Amortizing Intangible Assets, Additions | 0 | 0 |
Amortizing Intangible Assets, Cumulative Amortization | (66,500) | (57,700) |
Amortizing Intangible Assets, Cumulative Impairment Losses | (700) | (700) |
Amortizing Intangible Assets, Net | 12,300 | 21,100 |
Total Goodwill and Other Intangible Assets, Gross | 1,599,700 | 1,509,600 |
Total Goodwill and Other Intangible Assets, Additions | 0 | 90,100 |
Total Goodwill and Intangible Asset Impairment | (538,700) | (538,700) |
Total Goodwill and Other Intangible Assets, Net | $ 994,500 | $ 1,003,300 |
Player Relationships | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (years) | 2 years | 3 years |
Amortizing Intangible Assets, Gross Carrying Value | $ 75,100 | $ 75,100 |
Amortizing Intangible Assets, Additions | 0 | 0 |
Amortizing Intangible Assets, Cumulative Amortization | (66,000) | (57,300) |
Amortizing Intangible Assets, Cumulative Impairment Losses | (700) | (700) |
Amortizing Intangible Assets, Net | $ 8,400 | $ 17,100 |
Favorable Leasehold Interests | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (years) | 28 years | 29 years |
Amortizing Intangible Assets, Gross Carrying Value | $ 4,400 | $ 4,400 |
Amortizing Intangible Assets, Additions | 0 | 0 |
Amortizing Intangible Assets, Cumulative Amortization | (500) | (400) |
Amortizing Intangible Assets, Cumulative Impairment Losses | 0 | 0 |
Amortizing Intangible Assets, Net | 3,900 | 4,000 |
Gaming licenses | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets, Gross Carrying Value | 374,900 | 318,600 |
Indefinite-lived Intangible Assets, Additions | 0 | 56,300 |
Indefinite-lived Intangible Assets, Cumulative Impairment Losses | (144,100) | (144,100) |
Indefinite-Lived Intangible Assets, Net | 230,800 | 230,800 |
Racing license | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets, Gross Carrying Value | 5,000 | 5,000 |
Indefinite-lived Intangible Assets, Additions | 0 | 0 |
Indefinite-lived Intangible Assets, Cumulative Impairment Losses | (5,000) | (5,000) |
Indefinite-Lived Intangible Assets, Net | 0 | 0 |
Trade name | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets, Gross Carrying Value | 202,200 | 187,200 |
Indefinite-lived Intangible Assets, Additions | 0 | 15,000 |
Indefinite-lived Intangible Assets, Cumulative Impairment Losses | (61,700) | (61,700) |
Indefinite-Lived Intangible Assets, Net | 140,500 | 140,500 |
Midwest segment | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Goodwill, Gross Carrying Value | 605,700 | 586,900 |
Goodwill, Additions | 0 | 18,800 |
Goodwill, Cumulative Impairment Losses | (124,500) | (124,500) |
Goodwill | 481,200 | 481,200 |
South segment | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Goodwill, Gross Carrying Value | 248,300 | 248,300 |
Goodwill, Additions | 0 | 0 |
Goodwill, Cumulative Impairment Losses | (157,700) | (157,700) |
Goodwill | 90,600 | 90,600 |
West segment | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Goodwill, Gross Carrying Value | 78,200 | 78,200 |
Goodwill, Additions | 0 | 0 |
Goodwill, Cumulative Impairment Losses | (39,100) | (39,100) |
Goodwill | 39,100 | 39,100 |
Other | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Goodwill, Gross Carrying Value | 5,900 | 5,900 |
Goodwill, Additions | 0 | 0 |
Goodwill, Cumulative Impairment Losses | (5,900) | (5,900) |
Goodwill | $ 0 | $ 0 |
Goodwill and Other Intangible69
Goodwill and Other Intangible Assets - Additional Information (Details) - USD ($) | Oct. 01, 2016 | Apr. 28, 2016 | Apr. 30, 2015 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 09, 2016 |
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Goodwill | $ 610,889,000 | $ 610,889,000 | |||||||
Impairment of goodwill and intangible assets | 0 | ||||||||
Impairment of goodwill | $ 1,200,000 | $ 321,300,000 | $ 321,300,000 | 0 | 322,457,000 | $ 4,757,000 | |||
Intangible asset balance | 371,300,000 | 371,300,000 | |||||||
Payments to acquire intangible asset | 0 | 0 | 25,000,000 | ||||||
Aggregate amortization expense | $ 8,800,000 | $ 11,900,000 | 15,900,000 | ||||||
Belterra Park | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Payments to acquire intangible asset | $ 25,000,000 | $ 25,000,000 | |||||||
Retama Partners | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Impairment of goodwill | 3,300,000 | ||||||||
Heartland Poker Tour | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Impairment of goodwill | 1,400,000 | ||||||||
Player Relationships | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Amortization expense, useful life | 2 years | 3 years | |||||||
Player Relationships | Heartland Poker Tour | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Impairment of finite-lived intangible assets | 700,000 | ||||||||
Favorable Leasehold Interests | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Amortization expense, useful life | 28 years | 29 years | |||||||
The Meadows Racetrack and Casino | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Goodwill | $ 18,800,000 | ||||||||
Midwest segment | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Goodwill of reporting units with negative carrying amount | $ 5,500,000 | ||||||||
Goodwill | 481,200,000 | $ 481,200,000 | |||||||
Impairment of goodwill | 124,500,000 | ||||||||
Midwest segment | The Meadows Racetrack and Casino | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Goodwill | 18,800,000 | ||||||||
South segment | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Goodwill of reporting units with negative carrying amount | 12,400,000 | ||||||||
Goodwill | 90,600,000 | 90,600,000 | |||||||
Impairment of goodwill | 157,700,000 | ||||||||
West segment | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Goodwill of reporting units with negative carrying amount | 4,900,000 | ||||||||
Goodwill | 39,100,000 | 39,100,000 | |||||||
Impairment of goodwill | 39,100,000 | ||||||||
Gaming licenses | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Impairment of indefinite-lived intangible assets | $ 17,000,000 | 68,500,000 | 68,500,000 | 27,500,000 | |||||
Intangible asset balance | 230,800,000 | 230,800,000 | |||||||
Gaming licenses | Belterra Park | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Intangible asset balance | 500,000 | $ 50,000,000 | |||||||
Gaming licenses | The Meadows Racetrack and Casino | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Intangible assets acquired | 56,300,000 | ||||||||
Trade name | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Impairment of indefinite-lived intangible assets | 61,000,000 | $ 61,000,000 | 500,000 | ||||||
Intangible asset balance | 140,500,000 | 140,500,000 | |||||||
Trade name | Heartland Poker Tour | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Impairment of indefinite-lived intangible assets | 200,000 | ||||||||
Trade name | The Meadows Racetrack and Casino | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Intangible assets acquired | $ 15,000,000 | ||||||||
Trade name | Midwest segment | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Impairment of indefinite-lived intangible assets | 35,300,000 | ||||||||
Trade name | South segment | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Impairment of indefinite-lived intangible assets | 22,200,000 | ||||||||
Trade name | West segment | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Impairment of indefinite-lived intangible assets | $ 3,500,000 | ||||||||
Racing license | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Intangible asset balance | $ 0 | $ 0 | |||||||
Racing license | Retama Partners | |||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||
Impairment of indefinite-lived intangible assets | $ 5,000,000 |
Goodwill and Other Intangible70
Goodwill and Other Intangible Assets - Schedule of Inputs (Details) | Oct. 01, 2016 | Apr. 28, 2016 |
Gaming licenses | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Valuation techniques | Discounted cash flow | Discounted cash flow |
Long-term revenue growth rate | 2.00% | 2.00% |
Trade name | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Valuation techniques | Discounted cash flow | |
Long-term revenue growth rate | 2.00% | |
Minimum | Gaming licenses | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Discount rate | 9.80% | 8.80% |
Minimum | Trade name | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Discount rate | 14.90% | |
Pre-tax royalty rate | 1.50% | |
Maximum | Gaming licenses | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Discount rate | 15.00% | 15.90% |
Maximum | Trade name | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Discount rate | 15.10% | |
Pre-tax royalty rate | 1.80% |
Goodwill and Other Intangible71
Goodwill and Other Intangible Assets - Summary of Fair Value Measurements (Details) - USD ($) $ in Thousands | Oct. 01, 2016 | Apr. 28, 2016 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of goodwill | $ 1,200 | $ 321,300 | $ 321,300 | $ 0 | $ 322,457 | $ 4,757 |
Nonrecurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Goodwill | 0 | 115,900 | ||||
Nonrecurring | Level 1 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Goodwill | 0 | 0 | ||||
Nonrecurring | Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Goodwill | 0 | 0 | ||||
Nonrecurring | Level 3 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Goodwill | 0 | 115,900 | ||||
Gaming licenses | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of indefinite-lived intangible assets | 17,000 | 68,500 | 68,500 | 27,500 | ||
Gaming licenses | Nonrecurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other intangible assets | 82,500 | 99,500 | ||||
Gaming licenses | Nonrecurring | Level 1 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other intangible assets | 0 | 0 | ||||
Gaming licenses | Nonrecurring | Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other intangible assets | 0 | 0 | ||||
Gaming licenses | Nonrecurring | Level 3 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other intangible assets | $ 82,500 | 99,500 | ||||
Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of indefinite-lived intangible assets | 61,000 | $ 61,000 | $ 500 | |||
Trade name | Nonrecurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other intangible assets | 125,500 | |||||
Trade name | Nonrecurring | Level 1 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other intangible assets | 0 | |||||
Trade name | Nonrecurring | Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other intangible assets | 0 | |||||
Trade name | Nonrecurring | Level 3 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other intangible assets | $ 125,500 |
Goodwill and Other Intangible72
Goodwill and Other Intangible Assets - Future Amortization of Leasehold Interest (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Indefinite-lived Intangible Assets [Line Items] | ||
2,018 | $ 6.4 | |
2,019 | 2.1 | |
2,020 | 0.2 | |
2,021 | 0.1 | |
2,022 | 0.1 | |
Thereafter | 3.4 | |
Finite-Lived Intangible Assets, Net | 12.3 | $ 21.1 |
Player Relationships | ||
Indefinite-lived Intangible Assets [Line Items] | ||
2,018 | 6.3 | |
2,019 | 2 | |
2,020 | 0.1 | |
2,021 | 0 | |
2,022 | 0 | |
Thereafter | 0 | |
Finite-Lived Intangible Assets, Net | 8.4 | 17.1 |
Favorable Leasehold Interests | ||
Indefinite-lived Intangible Assets [Line Items] | ||
2,018 | 0.1 | |
2,019 | 0.1 | |
2,020 | 0.1 | |
2,021 | 0.1 | |
2,022 | 0.1 | |
Thereafter | 3.4 | |
Finite-Lived Intangible Assets, Net | $ 3.9 | $ 4 |
Discontinued Operations and A73
Discontinued Operations and Assets Held for Sale - Additional Information (Details) $ in Millions | 1 Months Ended | 12 Months Ended | |||||
Jul. 31, 2016USD ($) | Mar. 31, 2016USD ($)a | Apr. 30, 2015USD ($)a | Nov. 30, 2013USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Additional Disclosures | |||||||
Gain (loss) on disposition of assets | $ (10.2) | $ (16.2) | $ (0.3) | ||||
Impairment of long-lived assets | $ 0.1 | $ 0.2 | 3.2 | ||||
Boomtown Reno | |||||||
Additional Disclosures | |||||||
Number of acres held from discontinued operation | a | 783 | ||||||
Carrying amount of land | $ 8.3 | ||||||
Cash proceeds from sale of land | 13.1 | ||||||
Gain (loss) on disposition of assets | 4.8 | ||||||
Ameristar Lake Charles | |||||||
Additional Disclosures | |||||||
Proceeds from divestiture of businesses | $ 209.8 | ||||||
Proceed from divestiture of business, deferred consideration | $ 10 | ||||||
Springfield, Massachusetts | |||||||
Additional Disclosures | |||||||
Carrying amount of land | 3.5 | ||||||
Cash proceeds from sale of land | $ 12 | ||||||
Gain (loss) on disposition of assets | 8.4 | ||||||
Additional land for sale | a | 40 | ||||||
Central City, Colorado | |||||||
Additional Disclosures | |||||||
Carrying amount of land | $ 0.3 | ||||||
Cash proceeds from sale of land | $ 0.3 | ||||||
Additional land for sale | a | 2 | ||||||
Impairment of long-lived assets | $ 3 |
Discontinued Operations and A74
Discontinued Operations and Assets Held for Sale - Summary of Revenue and Income from Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2016 | Sep. 30, 2016 | [1] | Jun. 30, 2016 | [2] | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |||||||||
Income before income taxes | $ 0 | $ 400 | $ 5,700 | ||||||
Income tax benefit (expense) | 0 | 0 | (200) | ||||||
Income from discontinued operations, net of income taxes | $ 0 | $ 0 | $ 300 | $ 100 | $ 0 | $ 433 | $ 5,494 | ||
[1] | As discussed in Note 8, “Investment and Acquisition Activities,” we acquired the Meadows business on September 9, 2016. | ||||||||
[2] | As discussed in Note 9, “Goodwill and Other Intangible Assets,” as a result of the Spin-Off and Merger, during the three months ended June 30, 2016, we recognized non-cash impairments to goodwill, gaming licenses and trade names totaling $321.3 million, $68.5 million and $61.0 million, respectively. |
Write-downs, Reserves and Rec75
Write-downs, Reserves and Recoveries, Net - Summary of Write-downs, Reserves, and Recoveries, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Write Downs Reserves And Recoveries Net Abstract | |||
Loss on disposals of long-lived assets, net | $ 10,200 | $ 16,200 | $ 300 |
Impairment of held-to-maturity securities | 3,844 | 0 | 0 |
Impairment of long-lived assets | 100 | 200 | 3,200 |
Other | 1,700 | 500 | (800) |
Write-downs, reserves and recoveries, net | $ 15,750 | $ 16,967 | $ 2,666 |
Write-downs, Reserves and Rec76
Write-downs, Reserves and Recoveries, Net - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Additional Disclosures | |||
Gain (loss) on disposals of long-lived assets, net | $ (10.2) | $ (16.2) | $ (0.3) |
Impairment of land to be disposed of | 0.1 | 0.2 | 3.2 |
Disposals of furniture, fixtures and equipment in normal course of business | |||
Additional Disclosures | |||
Gain (loss) on disposals of long-lived assets, net | $ (10.2) | $ (16.2) | (8.7) |
Springfield, Massachusetts | |||
Additional Disclosures | |||
Gain (loss) on disposals of long-lived assets, net | 8.4 | ||
Central City, Colorado | |||
Additional Disclosures | |||
Impairment of land to be disposed of | $ 3 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Commitments and Contingencies Disclosure [Abstract] | ||
Self insurance accruals | $ 23.3 | $ 26.1 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2017propertysegment | |
Segment Reporting Information [Line Items] | |
Number of gaming businesses owned and operated | property | 16 |
Number of reportable segments | segment | 3 |
Jackpot, Nevada | |
Segment Reporting Information [Line Items] | |
Number of gaming businesses owned and operated | property | 2 |
Number of operating segments | segment | 1 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information (Details) - USD ($) $ in Thousands | Oct. 01, 2016 | Apr. 28, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | [1] | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Revenues: | ||||||||||||||||
Revenues | $ 620,800 | $ 647,400 | $ 653,600 | $ 640,000 | $ 637,400 | $ 595,200 | $ 566,200 | [2] | $ 580,000 | $ 2,561,848 | $ 2,378,855 | $ 2,291,848 | ||||
Adjusted EBITDAR | ||||||||||||||||
Consolidated Adjusted EBITDAR | [3] | 701,900 | 654,500 | 617,000 | ||||||||||||
Income (loss) from continuing operations | ||||||||||||||||
Income (loss) from continuing operations | (9,000) | $ (500) | (489,200) | [2] | $ 40,900 | 61,758 | (457,880) | 42,115 | ||||||||
Rent expense under the Meadows Lease | 16,300 | 5,100 | 0 | |||||||||||||
Depreciation and amortization | 217,025 | 218,366 | 242,550 | |||||||||||||
Pre-opening, development and other costs | 9,478 | 55,980 | 14,247 | |||||||||||||
Non-cash share-based compensation | 14,700 | 35,500 | 17,800 | |||||||||||||
Impairment of goodwill | $ 1,200 | $ 321,300 | $ 321,300 | 0 | 322,457 | 4,757 | ||||||||||
Impairment of other intangible assets | 0 | 146,500 | 33,845 | |||||||||||||
Write-downs, reserves and recoveries, net | 15,750 | 16,967 | 2,666 | |||||||||||||
Interest expense, net | 380,859 | 334,293 | 244,408 | |||||||||||||
Loss on early extinguishment of debt | 516 | 5,207 | 0 | |||||||||||||
Loss from equity method investment | 90 | 90 | 83 | |||||||||||||
Income tax expense (benefit) | (14,603) | (28,035) | 14,560 | |||||||||||||
Capital expenditures: | ||||||||||||||||
Capital expenditures | 78,941 | 97,932 | 84,032 | |||||||||||||
Assets: | ||||||||||||||||
Assets | 3,950,228 | 4,077,067 | 3,950,228 | 4,077,067 | ||||||||||||
Midwest segment | ||||||||||||||||
Income (loss) from continuing operations | ||||||||||||||||
Impairment of goodwill | 124,500 | |||||||||||||||
South segment | ||||||||||||||||
Income (loss) from continuing operations | ||||||||||||||||
Impairment of goodwill | 157,700 | |||||||||||||||
West segment | ||||||||||||||||
Income (loss) from continuing operations | ||||||||||||||||
Impairment of goodwill | $ 39,100 | |||||||||||||||
Operating segments | ||||||||||||||||
Revenues: | ||||||||||||||||
Revenues | 2,556,300 | 2,373,000 | 2,285,500 | |||||||||||||
Adjusted EBITDAR | ||||||||||||||||
Consolidated Adjusted EBITDAR | [3] | 783,200 | 736,900 | 700,000 | ||||||||||||
Operating segments | Midwest segment | ||||||||||||||||
Revenues: | ||||||||||||||||
Revenues | [4] | 1,547,000 | 1,359,900 | 1,265,600 | ||||||||||||
Adjusted EBITDAR | ||||||||||||||||
Consolidated Adjusted EBITDAR | [3],[4] | 439,800 | 402,400 | 379,300 | ||||||||||||
Capital expenditures: | ||||||||||||||||
Capital expenditures | [4] | 42,700 | 56,300 | 45,600 | ||||||||||||
Assets: | ||||||||||||||||
Assets | [4] | 2,444,300 | 2,511,700 | 2,444,300 | 2,511,700 | |||||||||||
Operating segments | South segment | ||||||||||||||||
Revenues: | ||||||||||||||||
Revenues | [4] | 767,100 | 777,100 | 793,300 | ||||||||||||
Adjusted EBITDAR | ||||||||||||||||
Consolidated Adjusted EBITDAR | [3],[4] | 250,300 | 246,100 | 239,000 | ||||||||||||
Capital expenditures: | ||||||||||||||||
Capital expenditures | [4] | 23,000 | 27,700 | 24,100 | ||||||||||||
Assets: | ||||||||||||||||
Assets | [4] | 952,900 | 999,900 | 952,900 | 999,900 | |||||||||||
Operating segments | West segment | ||||||||||||||||
Revenues: | ||||||||||||||||
Revenues | [4] | 242,200 | 236,000 | 226,600 | ||||||||||||
Adjusted EBITDAR | ||||||||||||||||
Consolidated Adjusted EBITDAR | [3],[4] | 93,100 | 88,400 | 81,700 | ||||||||||||
Capital expenditures: | ||||||||||||||||
Capital expenditures | [4] | 5,700 | 10,600 | 9,900 | ||||||||||||
Assets: | ||||||||||||||||
Assets | [4] | 477,000 | 490,600 | 477,000 | 490,600 | |||||||||||
Corporate and other | ||||||||||||||||
Revenues: | ||||||||||||||||
Revenues | [5] | 5,600 | 5,900 | 6,400 | ||||||||||||
Adjusted EBITDAR | ||||||||||||||||
Consolidated Adjusted EBITDAR | [3],[5] | (81,300) | (82,400) | (83,000) | ||||||||||||
Capital expenditures: | ||||||||||||||||
Capital expenditures | 7,500 | 3,300 | $ 4,400 | |||||||||||||
Assets: | ||||||||||||||||
Assets | 334,800 | 333,700 | 334,800 | 333,700 | ||||||||||||
Eliminations | ||||||||||||||||
Assets: | ||||||||||||||||
Assets | $ (258,800) | $ (258,800) | $ (258,800) | $ (258,800) | ||||||||||||
[1] | As discussed in Note 8, “Investment and Acquisition Activities,” we acquired the Meadows business on September 9, 2016. | |||||||||||||||
[2] | As discussed in Note 9, “Goodwill and Other Intangible Assets,” as a result of the Spin-Off and Merger, during the three months ended June 30, 2016, we recognized non-cash impairments to goodwill, gaming licenses and trade names totaling $321.3 million, $68.5 million and $61.0 million, respectively. | |||||||||||||||
[3] | Consolidated Adjusted EBITDAR is a non-GAAP financial measure. We define Consolidated Adjusted EBITDAR as earnings before interest income and expense, income taxes, depreciation, amortization, rent expense associated with the Meadows Lease, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, gain (loss) on sale of certain assets, loss on early extinguishment of debt, gain (loss) on sale of equity security investments, income (loss) from equity method investments, non-controlling interest and discontinued operations. We define Adjusted EBITDAR for each reportable segment as earnings before interest income and expense, income taxes, depreciation, amortization, rent expense associated with the Meadows Lease, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, inter-company management fees, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of discontinued operations and discontinued operations. We define Adjusted EBITDAR margin as Adjusted EBITDAR for the segment divided by segment revenues. We use Consolidated Adjusted EBITDAR and Adjusted EBITDAR for each segment to compare operating results among our businesses and between accounting periods. Consolidated Adjusted EBITDAR and Adjusted EBITDAR have economic substance because they are used by management as measures to analyze the performance of our business and are especially relevant in evaluating large, long-lived casino-hotel projects because they provide a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. We eliminate the results from discontinued operations at the time they are deemed discontinued. We also review pre-opening, development and other costs separately, as such expenses are also included in total project costs when assessing budgets and project returns, and because such costs relate to anticipated future revenues and income. We believe that Consolidated Adjusted EBITDAR and Adjusted EBITDAR are useful measures for investors because they are indicators of the performance of ongoing business operations. These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value of companies within our industry. In addition, Consolidated Adjusted EBITDAR approximates the measures used in the debt covenants within the Company’s debt agreements. Consolidated Adjusted EBITDAR and Adjusted EBITDAR do not include depreciation or interest expense and, therefore, do not reflect current or future capital expenditures or the cost of capital. Consolidated Adjusted EBITDAR should not be considered as an alternative to operating income (loss) as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Consolidated Adjusted EBITDAR and Adjusted EBITDAR may be different from the calculation methods used by other companies and, therefore, comparability may be limited. | |||||||||||||||
[4] | See Note 1, “Organization and Summary of Significant Accounting Policies,” for a listing of properties included in each reportable segment. | |||||||||||||||
[5] | Corporate and other includes revenues from HPT and management fees associated with Retama Park Racetrack. Corporate expenses represent payroll, professional fees, travel expenses and other general and administrative expenses not directly related to our casino and hotel operations. Corporate expenses that are directly attributable to a property are allocated to each applicable property. Other includes expenses relating to the operation of HPT and management of Retama Park Racetrack. |
Quarterly Financial Informati80
Quarterly Financial Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 01, 2016 | Apr. 28, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | [1] | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||||||
Revenues | $ 620,800 | $ 647,400 | $ 653,600 | $ 640,000 | $ 637,400 | $ 595,200 | $ 566,200 | [2] | $ 580,000 | $ 2,561,848 | $ 2,378,855 | $ 2,291,848 | |||||||||
Operating income (loss) | 99,400 | 111,700 | 106,400 | 111,000 | 84,600 | 97,300 | (433,900) | [2] | 105,700 | 428,620 | (146,325) | 301,166 | |||||||||
Income (loss) from continuing operations | (9,000) | (500) | (489,200) | [2] | 40,900 | 61,758 | (457,880) | 42,115 | |||||||||||||
Income from discontinued operations, net of income taxes | 0 | 0 | 300 | [2] | 100 | 0 | 433 | 5,494 | |||||||||||||
Net income (loss) | 22,200 | 13,900 | 8,400 | 17,200 | (9,000) | (500) | (488,900) | [2] | 41,000 | 61,758 | (457,447) | 47,609 | |||||||||
Net income (loss) attributable to Pinnacle Entertainment, Inc. | $ 22,400 | $ 14,100 | $ 9,400 | $ 17,200 | $ (9,000) | $ (500) | $ (488,900) | [2] | $ 41,000 | $ 63,104 | $ (457,410) | $ 48,887 | |||||||||
Per Share Data - Basic | |||||||||||||||||||||
Income (loss) from continuing operations (in dollars per share) | $ (0.16) | [3] | $ (0.01) | [3] | $ (8.04) | [2],[3] | $ 0.67 | [3] | $ 1.12 | $ (7.80) | $ 0.71 | ||||||||||
Income from discontinued operations, net of income taxes (in dollars per share) | 0 | [3] | 0 | [3] | 0 | [2],[3] | 0 | [3] | 0 | 0.01 | 0.09 | ||||||||||
Net income (loss) per common share—basic (in dollars per share) | $ 0.40 | [3] | $ 0.25 | [3] | $ 0.17 | [3] | $ 0.31 | [3] | (0.16) | [3] | (0.01) | [3] | (8.04) | [2],[3] | 0.67 | [3] | 1.12 | (7.79) | 0.80 | ||
Per Share Data - Diluted | |||||||||||||||||||||
Income (loss) from continuing operations (in dollars per share) | (0.16) | [3] | (0.01) | [3] | (8.04) | [2],[3] | 0.65 | [3] | 1.02 | (7.80) | 0.68 | ||||||||||
Income from discontinued operations, net of income taxes (in dollars per share) | 0 | [3] | 0 | [3] | 0 | [2],[3] | 0 | [3] | 0 | 0.01 | 0.09 | ||||||||||
Net income (loss) per common share—diluted (in dollars per share) | $ 0.36 | [3] | $ 0.23 | [3] | $ 0.15 | [3] | $ 0.28 | [3] | $ (0.16) | [3] | $ (0.01) | [3] | $ (8.04) | [2],[3] | $ 0.65 | [3] | $ 1.02 | $ (7.79) | $ 0.77 | ||
Goodwill and Other Intangible Assets [Line Items] | |||||||||||||||||||||
Impairment of goodwill | $ 1,200 | $ 321,300 | $ 321,300 | $ 0 | $ 322,457 | $ 4,757 | |||||||||||||||
Gaming licenses | |||||||||||||||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||||||||||||||
Impairment of indefinite-lived intangible assets | $ 17,000 | 68,500 | 68,500 | 27,500 | |||||||||||||||||
Trade name | |||||||||||||||||||||
Goodwill and Other Intangible Assets [Line Items] | |||||||||||||||||||||
Impairment of indefinite-lived intangible assets | $ 61,000 | $ 61,000 | $ 500 | ||||||||||||||||||
[1] | As discussed in Note 8, “Investment and Acquisition Activities,” we acquired the Meadows business on September 9, 2016. | ||||||||||||||||||||
[2] | As discussed in Note 9, “Goodwill and Other Intangible Assets,” as a result of the Spin-Off and Merger, during the three months ended June 30, 2016, we recognized non-cash impairments to goodwill, gaming licenses and trade names totaling $321.3 million, $68.5 million and $61.0 million, respectively. | ||||||||||||||||||||
[3] | Net income (loss) per share calculations for each quarter is based on the weighted average number of shares outstanding during the respective periods; accordingly, the sum of the quarters may not equal the full-year income (loss) per share. |
Schedule II - Valuation and Q81
Schedule II - Valuation and Qualifying Accounts (Details) - Allowance for doubtful accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning balance | $ 5,282 | $ 9,445 | $ 4,963 |
Additions | 2,496 | 72 | 6,124 |
Deductions | (1,611) | (4,235) | (1,642) |
Ending balance | $ 6,167 | $ 5,282 | $ 9,445 |