Golden Nugget Online Gaming (GNOG) 10-K 31 Mar 21 2020 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2020	Mar. 15, 2021	Jun. 30, 2020
Document Type	10-K
Document Period End Date	Dec. 31, 2020
Entity Registrant Name	Golden Nugget Online Gaming, Inc.
Title of 12(b) Security	Class A common stock, $0.0001 par value
Trading Symbol	GNOG
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Public Float			$ 517,068,750
Entity Central Index Key	0001768012
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Amendment Flag	false
Class A common stock
Entity Common Stock, Shares Outstanding		46,566,547
Common Class B
Entity Common Stock, Shares Outstanding		31,350,625

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Assets
Cash and cash equivalents	$ 77,862	$ 846
Restricted cash	54,570	38,086
Accounts receivable - trade and other	6,372	4,894
Income taxes receivable	685
Other current assets	938	265
Total current assets	140,427	44,091
Property and equipment, net	606	720
Deferred tax assets	34,716	2,370
Other assets, net	2,976	24
Total assets	178,725	47,205
Liabilities
Accounts payable	10,061	3,908
Accrued salary and payroll taxes	2,946	1,976
Accrued gaming and related taxes	16,716	13,697
Payable to an affiliate	2,757
Interest payable	54
Deferred revenue - current	3,269	2,113
Current portion of long-term debt		74
Customer deposits	44,250	29,210
Total current liabilities	80,053	50,978
Long-term debt	141,727
Tax receivable agreement liability	23,334
Deferred revenue - long-term	5,821	4,612
Total liabilities	250,935	55,590
Commitments and contingencies (Note 11)
Redeemable non-controlling interests	617,607
Stockholders' deficit
Preferred stock, $0.0001 par value, 1,000,000 authorized, no shares issued or outstanding
Accumulated deficit	(689,824)	(8,385)
Total stockholder's deficit	(689,817)	(8,385)
Total liabilities and stockholder's deficit	178,725	$ 47,205
Class A common stock
Stockholders' deficit
Common stock Value	4
Common Class B
Stockholders' deficit
Common stock Value	$ 3

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2020	Dec. 31, 2019
Preferred Stock,par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred Stock Authorized	1,000,000	1,000,000
Preferred Stock Issued	0	0
Preferred Stock Outstanding	0	0
Common stock, shares issued	31,625,000
Common stock, shares outstanding	31,625,000
Class A common stock
Common stock, par value (in dollars per share)	$ 0.0001
Common stock, shares authorized	220,000,000
Common stock, shares issued	36,982,320
Common stock, shares outstanding	36,982,320
Common Class B
Common stock, par value (in dollars per share)	$ 0.0001
Common stock, shares authorized	50,000,000
Common stock, shares issued	31,350,625
Common stock, shares outstanding	31,350,625

Consolidated Statement of Opera

Consolidated Statement of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Revenues
Total revenue	$ 91,120	$ 55,421	$ 42,902
Costs and expenses
Labor	9,026	7,102	5,153
Gaming taxes	17,238	9,985	8,378
Royalty and licenses fees	10,128	5,875	4,530
Selling, general and administrative expense	25,909	14,687	12,840
Acquisition Transaction related expenses	4,137
Depreciation and amortization	190	135	126
Total costs and expenses	66,628	37,784	31,027
Operating income	24,492	17,637	11,875
Other expense
Interest expense, net	38,492	6	8
Other expense	25,384
Total other expense	63,876	6	8
Income (loss) before income taxes	(39,384)	17,631	11,867
Provision for income taxes	(7,651)	5,960	4,708
Net income (loss)	(31,733)	11,671	7,159
Net loss attributable to non-controlling interests	17,350
Net income (loss) attributable to GNOG	$ (14,383)	11,671	7,159
Loss per share attributable to GNOG
Basic	$ (0.40)
Diluted	$ (0.47)
Weighted-average number of common shares outstanding:
Basic	36,982
Diluted	68,333
Casino gaming
Revenues
Total revenue	$ 79,919	47,694	38,827
Other
Revenues
Total revenue	$ 11,201	$ 7,727	$ 4,075

Consolidated Statement of Chang

Consolidated Statement of Changes in Stockholders' Deficit - USD ($) $ in Thousands	Class A common stockCommon Stock	Class A common stock	Common Class BCommon Stock	Common Class B	Additional Paid-in Capital	Accumulated Deficit	Note From Old GNOG Parent	Redeemable Non-controlling interests	Total
Balance at Dec. 31, 2017						$ (8,043)			$ (8,043)
Dividend to Parent						(8,396)			(8,396)
Net income (loss)						7,159			7,159
Balance at Dec. 31, 2018						(9,280)			(9,280)
Dividend to Parent						(10,776)			(10,776)
Net income (loss)						11,671			11,671
Balance at Dec. 31, 2019						(8,385)			(8,385)
Net income prior to Acquisition Transaction						415			415
Note receivable from parent of Old GNOG							$ (288,000)		(288,000)
Contribution from parent of Old GNOG						18,712	(1,920)		16,792
Dividend to Parent						(30,542)			(30,542)
Acquisition Transaction recapitalization	$ 4		$ 3		$ 277,330	(288,545)	$ 289,920	$ (9,089)	278,712
Acquisition Transaction recapitalization (in shares)	36,982,000		31,351,000
Net loss post Acquisition Transaction						(14,798)		(17,350)	(14,798)
Stock-based compensation					35				35
Adjustment of redeemable non-controlling interests to redemption value					$ (277,365)	(366,681)		644,046	(644,046)
Net income (loss)									(14,383)
Balance at Dec. 31, 2020	$ 4		$ 3			$ (689,824)		$ 617,607	$ (689,817)
Balance (in shares) at Dec. 31, 2020	36,982,000	36,982,320	31,351,000	31,350,625					31,625,000

Consolidated Statement of Cash

Consolidated Statement of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Cash flows from operating activities
Net income (loss)	$ (31,733)	$ 11,671	$ 7,159
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization	190	135	126
Stock-based compensation	35
Deferred tax expense	(10,050)	269	655
Amortization of debt issuance costs, discounts and other	11,808
Changes in assets and liabilities, net and other
Accounts receivable - trade and other	(1,478)	(1,429)	(1,488)
Income taxes receivable	(685)
Other assets	(3,616)	(13)	(10)
Accounts payable	6,153	1,174	757
Accrued liabilities	4,258	8,876	1,835
Payable to an affiliate	2,757
Interest payable	54
Deferred revenue	2,365	(2,711)	6,952
Customer deposits	15,040	17,227	10,376
Net cash (used in) provided by operating activities	(4,902)	35,199	26,362
Cash flows from investing activities
Property and equipment additions	(59)		(73)
Net cash used in investing activities	(59)		(73)
Cash flows from financing activities
Proceeds from term loan, net of discount	288,000
Repayment of term loan	(150,000)
Note from parent of Old GNOG treated as a distribution in the recapitalization	(288,000)
Payments of equipment loans	(74)	(84)	(62)
Repayment of loan from parent of Old GNOG			(6,463)
Cash received in the Acquisition Transaction	270,366
Payment of debt issuance costs	(8,081)
Dividend to parent of Old GNOG	(30,542)	(10,776)	(8,396)
Contribution from parent of Old GNOG	16,792
Net cash provided by (used in) financing activities	98,461	(10,860)	(14,921)
Net increase in cash, cash equivalents and restricted cash	93,500	24,339	11,368
Beginning of year	38,932	14,593	3,225
End of year	132,432	38,932	14,593
Supplemental disclosure of cash flow information
Interest	26,713	6	$ 8
Non-cash financing activities:
Property and equipment financed by notes payable		$ 30
Accretion on note from parent of Old GNOG	$ 1,920

Consolidated Statement of Cas_2

Consolidated Statement of Cash Flows - Disclosure of cash, cash equivalents and restricted cash (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Disclosure of Cash, Cash Equivalents and Restricted Cash [Abstract]
Cash and cash equivalents	$ 77,862	$ 846	$ 42
Restricted cash	54,570	38,086	14,551
Cash, cash equivalents and restricted cash	$ 132,432	$ 38,932	$ 14,593

Nature of Operations and Recent

Nature of Operations and Recent Developments	12 Months Ended
	Dec. 31, 2020
Nature of Operations and Recent Developments
Nature of Operations and Recent Developments	1. Nature of Operations and Recent Developments Golden Nugget Online Gaming, Inc. (formerly known as Landcadia Holdings II, Inc. or “GNOG”, the “Company”, “we”, “our” or “us”) is an online gaming, or iGaming, and digital sports entertainment company focused on providing our customers with the most enjoyable, realistic and exciting online gaming experience in the market. We currently operate in New Jersey and Michigan where we offer patrons the ability to play their favorite casino games and bet on live-action sports events. We were one of the first online gaming operators to enter the New Jersey market in 2013 and we commenced operations in Michigan on January 22, 2021. We are authorized by the New Jersey Division of Gaming Enforcement (“DGE”) and the Michigan Gaming Control Board (“MGCB”) to operate interactive real money online gaming in New Jersey and Michigan. Acquisition Transaction On December 29, 2020 (the “Closing Date”) we completed the acquisition of Golden Nugget Online Gaming, LLC (formerly known as Golden Nugget Online Gaming, Inc., or “Old GNOG”), a New Jersey limited liability company and wholly-owned subsidiary of GNOG Holdco (“GNOG LLC”). The acquisition was completed pursuant to the purchase agreement, dated June 28, 2020 by and among the Company, LHGN HoldCo, LLC, a Delaware limited liability company and newly formed, wholly-owned subsidiary of the Company (“Landcadia Holdco”), Landry’s Fertitta, LLC, a Texas limited liability company (“LF LLC”), GNOG Holdings, LLC, a Delaware limited liability company and newly formed, wholly-owned subsidiary of LF LLC (“GNOG Holdco”), and GNOG LLC. The transactions contemplated by the Purchase Agreement are referred to herein as the “Acquisition Transaction.” The Acquisition Transaction was accounted for as a reverse recapitalization and the reported amounts from operations prior to the Acquisition Transaction are those of Old GNOG (See Note 3). Following the Acquisition Transaction, we operate as an umbrella partnership C-corporation, or “Up-C,” meaning that substantially all of our assets are held indirectly through Golden Nugget Online Gaming LLC (“GNOG LLC”), our indirect subsidiary, and our business is conducted through GNOG LLC. Covid‑19 During March 2020, a global pandemic was declared by the World Health Organization related to the rapidly growing outbreak of a novel strain of coronavirus (COVID‑19). The pandemic has significantly impacted the economic conditions around the world, accelerating during the last half of March 2020, as federal, state and local governments react to the public health crisis. The direct impact on us is primarily through an increase in new patrons utilizing online gaming due to closures of land-based casinos and suspensions, postponement and cancellations of major sports seasons and sporting events, although sports betting accounted for less than 1% of our revenues for 2020. Land based casinos reopened during the quarter with significant restrictions, which eased over time. However, virus cases began to increase and capacity restrictions were reinstituted. As a result, the ultimate impact of this pandemic on our financial and operating results is unknown and will depend, in part, on the length of time that these disruptions exist and the subsequent behavior of new patrons after land-based casinos reopen fully. A significant or prolonged decrease in consumer spending on entertainment or leisure activities could have an adverse effect on the demand for the Company's product offerings, reducing cash flows and revenues, and thereby materially harming the Company's business, financial condition and results of operations. In addition, a recurrence of COVID-19 cases or an emergence of additional variants or strains could cause other widespread or more severe impacts depending on where infection rates are highest. As steps taken to mitigate the spread of COVID-19 have necessitated a shift away from a traditional office environment for many employees, the Company has business continuity programs in place to ensure that employees are safe and that the business continues to function with minimal disruptions to normal work operations while employees work remotely. The Company will continue to monitor developments relating to disruptions and uncertainties caused by COVID-19.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2020
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation and Use of Estimates The acquisition of Old GNOG has been accounted for as a reverse recapitalization. Under this method of accounting, Old GNOG was treated as the acquirer for financial reporting purposes. Therefore, the consolidated financial statements included herein reflect (i) the historical operating results of Old GNOG prior to the Acquisition Transaction, (ii) our combined results following the Acquisition Transaction, (iii) the assets, liabilities and accumulated deficit of Old GNOG at their historical amounts, and (iv) our equity and earnings per share presented for the period from the Closing Date through the end of the year. These audited consolidated financial statements include all the accounts of GNOG and its subsidiaries. All significant intercompany accounts and transactions have been eliminated. The financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the period reported. Management utilizes estimates, including, but not limited to, the useful lives of assets and inputs used to calculate the tax receivable agreement liability. Actual results could differ from those estimates. Emerging Growth Company Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies, but any such election to opt out is irrevocable. The Partnership has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Partnership, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Partnership’s consolidated financial statements with another company which is neither an emerging growth company nor an emerging growth company, which has opted out of using the extended transition period, difficult or impossible because of the potential differences in accounting standards used. Concentrations Related to Credit Risk Financial instruments that potentially subject us to concentrations of credit risk consist primarily of operating cash and cash equivalents and cash reserved for users. The Company maintains separate accounts for cash and cash reserved for users in two financial institutions. Some amounts exceed federally insured limits. Management believes all financial institutions holding our cash are of high credit quality and we do not believe we are subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business as one operating segment. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include cash on accounts and cash on hand. We consider short-term, highly liquid investments that have an original maturity of three months or less to be cash equivalents. Amounts held in financial institutions are in excess of FDIC insurance limits. We have not experienced any losses in such account and believe we are not exposed to any significant risks on our cash in bank accounts. Restricted cash represents required amounts on hand that generally represent the amount of players’ funds on deposit in their wagering accounts. Accounts Receivable Receivables consist of amounts due from third party payment processors and online gaming operators. As of December 31, 2020, and 2019, there were $4.7 million and $3.3 million, respectively, due from gaming operators. Receivables are reviewed for collectability based on historical collection experience and specific review of individual accounts. Receivables are written off when they are deemed to be uncollectible. For the years ended December 31, 2020 and 2019 there was no allowance for doubtful accounts. Accounts receivables are non-interest bearing and are initially recorded at cost. Amounts written off totaled $0.4 million, $0.2 million and $0.1 million for the years ended December 31, 2020, 2019 and 2018, respectively. Customer Deposits Customer deposits are liabilities that relate to amounts due to players and online betting operators and are required to be maintained to comply with regulatory requirements. The amounts due to players consist of customer deposits, plus bonuses converted to cash, plus winning wagers, less losing wagers, and less player withdrawals. We separately track amounts due to players and per certain regulatory requirements must maintain a balance equal to or greater than amounts due as restricted cash. Property and Equipment, net Property and equipment are carried at cost, net of accumulated depreciation. Depreciation is computed utilizing the straight-line method over the estimated useful life of the asset. Leasehold improvements depreciation is computed over the shorter of the lease term or estimated useful life of the asset. Additions and improvements are capitalized, while repairs and maintenance are expensed as incurred. Useful lives of each asset class are as follows: Computer equipment and software 3-5 years Furniture and fixtures 5 years Leasehold improvements Lesser of the lease terms or the estimated useful lives of the improvements, generally 1 – 10 years Financial Instruments and Fair Value Fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there exists a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 Unadjusted quoted market prices for identical assets or liabilities; Level 2 Quoted market prices for identical assets or liabilities in an active market that have been adjusted for items such as effects of restrictions for transferability and those that are not quoted but are observable through corroboration with observable market data, including quoted market prices for similar assets or liabilities; and Level 3 Unobservable inputs for the asset or liability only used when there is little, if any, market activity for the asset or liability at the measurement date. This hierarchy requires us to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. The carrying value of certain of our assets and liabilities, consisting primarily of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and certain accrued liabilities approximates their fair value due to the short-term nature of such instruments. The fair value of our long-term debt is determined by Level 1 measurements based on quoted market prices. The fair value and carrying value of our long-term debt as of December 31, 2020 was $171.0 million and $145.0 million, respectively. Revenue and Cost Recognition We recognize revenue for services when the services are performed and when we have no substantive performance obligations remaining. Online real money gaming revenues are recognized as the aggregate net difference between gaming wins and losses and are recorded as gaming revenue in the accompanying statements of operations, with liabilities recognized for funds deposited by customers before gaming play occurs. We report 100% of wins as revenue and our content provider’s share is reported in costs and expenses. Jackpots, other than the incremental progressive jackpots, are recognized at the time they are won by customers. We accrue the incremental progressive jackpots as the progressive games are played, and the progressive jackpot amount increases, with a corresponding reduction to gaming revenues. Free play and other incentives to customers related to internet gaming play are recorded as a reduction of gaming revenue. We are contracted to manage multi-year market access agreements with online gaming operators that are authorized to operate real money online gaming and sports betting in New Jersey, for which we receive royalties and cost reimbursement. Initial fees received for the market access agreements and prepaid guaranteed minimum royalties are deferred and recognized over the term of the contract as the performance obligations are satisfied. Gaming Taxes We incur gaming taxes, which are determined by each jurisdiction in which we operate, and are generally based on a percentage of gross gaming revenues (“GGR”) minus applicable deductions. We record a liability for gaming taxes payable as accrued gaming and related taxes in our consolidated balance sheets. Advertising Advertising costs are expensed as incurred during such year and are recorded as selling, general and administrative expense in our accompanying statements of operations. Advertising expenses were $17.5 million, $9.3 million and $8.2 million, in 2020, 2019 and 2018, respectively. Stock-Based Compensation We record compensation expense over the requisite service period for all stock-based compensation based on the grant date fair value of the award. The expense is included in selling, general and administrative expense in our statements of operations. As we have limited historical experience, our policy is to account for forfeitures of share-based compensation awards as they occur. Income Taxes We were subject to a tax sharing agreement with certain affiliates prior to the December 29, 2020 closing date of the Acquisition Transaction and we recognized tax assets and liabilities associated with temporary differences on a separate return basis in accordance with GAAP. Following the consummation of the Acquisition Transaction, we operate as an Up-C, meaning that substantially all of our assets are held indirectly through Golden Nugget Online Gaming LLC (“GNOG LLC”), our indirect subsidiary, and our business is conducted through GNOG LLC. We follow the liability method of accounting for income taxes. Under this method, deferred income taxes are recorded based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the underlying assets are realized or liabilities are settled. A valuation allowance reduces deferred tax assets when it is more likely than not that some or all of the deferred tax assets will not be realized. We use a recognition threshold of more-likely-than-not, and a measurement attribute for all tax positions taken or expected to be taken on a tax return, in order to be recognized in the financial statements. Accordingly, we report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. We recognize interest and penalties, if any, related to unrecognized tax benefits in income tax expense. Adopted Accounting Pronouncements In August 2018, the FASB issued ASU 2018‑13, “Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement.” This update modifies fair value measurement disclosure requirements including (i) removing certain disclosure requirements such as the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, (ii) modifying certain disclosure requirements, and (iii) adding certain disclosure requirements such as changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period. The amendments in this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. Adoption of this standard did not materially impact our financial statements. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU 2016‑02, “Leases (Topic 842).” This guidance requires recognition of most lease liabilities on the balance sheet to give investors, lenders, and other financial statement users a more comprehensive view of a company’s long-term financial obligations, as well as the assets it owns versus leases. ASU 2016‑02 will be effective for fiscal years beginning after December 15, 2021, and for interim periods within annual periods after December 15, 2022. In July 2018, the FASB issued ASU 2018‑11 making transition requirements less burdensome. The standard provides an option to apply the transition provisions of the new standard at its adoption date instead of at the earliest comparative period presented in the Company’s financial statements. We are currently evaluating the impact that this guidance will have on our financial statements as well as the expected adoption method. We do not believe the adoption of this standard will have a material impact on our financial statements. In June 2016, the FASB issued ASU 2016‑13, “Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments”, as additional guidance on the measurement of credit losses on financial instruments. The new guidance requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable supportable forecasts. In addition, the guidance amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. The new guidance is effective for all public companies for interim and annual periods beginning after December 15, 2019, with early adoption permitted for interim and annual periods beginning after December 15, 2018. In October 2019, the FASB approved a proposal which grants smaller reporting companies additional time to implement FASB standards on current expected credit losses (CECL) to January 2023. As a smaller reporting company, we will defer adoption of ASU No. 2016‑13 until January 2023. We are currently evaluating the impact this guidance will have on our consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes-Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ASU 2019-12 is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The Company is currently evaluating the timing of adopting this guidance and the impact of adoption on its financial position, results of operations and cash flows.

Acquisition Transaction

Acquisition Transaction	12 Months Ended
	Dec. 31, 2020
Acquisition Transaction
Acquisition Transaction	3. Acquisition Transaction The Acquisition Transaction was accounted for as a reverse recapitalization, with no goodwill or other intangible assets recorded and we were determined to be the “acquired” company for accounting purposes. For accounting purposes, the Acquisition Transaction was treated as the equivalent of Old GNOG issuing stock for the net assets of Landcadia Holdings II, Inc., accompanied by a recapitalization. The net assets of Landcadia Holdings II, Inc. were stated at historical cost, with no goodwill or other intangible assets recorded. Reported amounts from operations prior to the Acquisition Transaction are those of Old GNOG. The aggregate consideration for the transaction was (i) $313.5 million payable in 31,350,625 Landcadia Holdco Class B Units (the “Class B Units”) and 31,350,625 shares of Class B common stock, (ii) Closing Cash Consideration in an amount of $30.0 million and (iii) the repayment of $150.0 million, representing one-half of the existing principal amount owed by Old GNOG under the Credit Agreement, together with related prepayment premium in an amount of approximately $24.0 million, as well as related expenses and accrued and unpaid interest in an amount of approximately $4.9 million. The Class B common stock carries 10 votes per share, provided that the voting power of the shares held by Mr. Fertitta and his affiliates will be subject to an automatic downward adjustment to the extent necessary for the total voting power of all shares of common stock beneficially held by Mr. Fertitta and his affiliates not to exceed 79.9%. The Class B Units represent a 45.9% economic interest in Landcadia Holdco that have no voting rights and that are redeemable, together with an equal number of Class B common stock, for either 31,350,625 shares of Class A common stock or an equal value of cash based on the average of the volume-weighted closing price of our Class A common stock for the ten trading days immediately prior to and including the date the redemption notice is provided. The cash redemption is at our option through a vote of our independent directors. Mr. Fertitta, directly or indirectly, will have 79.9% of the voting power of our capital stock and therefore will control the election of the board of directors, including the independent directors and therefore we have accounted for these Class B Units as redeemable non-controlling interests outside of permanent equity in our consolidated balance sheets. Upon closing, we entered into the Tax Receivable Agreement with LF LLC as additional consideration. The Tax Receivable Agreement generally provides for the payment by us to LF LLC of 85% of certain tax benefits that we actually realize or are deemed to realize from the use of certain tax attributes in periods after the closing of the transaction. We will retain the tax benefit, if any, of the remaining 15% of these tax attributes. The following represents the aggregate cash, equity and other consideration (in thousands): Rollover equity issued at closing 31,351 Value per unit of rollover equity (1) $ 10.00 Total equity consideration $ 313,510 Plus: Cash consideration $ 30,000 Plus: GNOG debt repayment 150,000 Plus: Debt repayment fees and accrued interest 28,975 Plus: Tax receivable agreement 23,334 Total cash, equity and other consideration $ 545,819 (1) Equity consideration is calculated using a $10.00 reference price. The closing share price on the date of the consummation of the transaction was $25.49. As the transaction was accounted for as a reverse recapitalization, the value per share is disclosed for informational purposes only in order to indicate the fair value of shares transferred. In connection with the Acquisition Transaction, we incurred direct and incremental acquisition related expenses of approximately $4.1 million, consisting of legal professional fees and other one-time expenses included in acquisition related expenses in the consolidated statement of operations for the year ended December 31, 2020.

Revenues from Contracts with Cu

Revenues from Contracts with Customers	12 Months Ended
	Dec. 31, 2020
Revenues from Contracts with Customers
Revenues from Contracts with Customers	4. Revenues from Contracts with Customers Effective January 1, 2018, we adopted Accounting Standards Codification (“ASC”) Revenue from Contracts with Customers (“ASC 606”), using the modified retrospective method. This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, collaborative arrangements and financial instruments. Under ASC 606, an entity recognizes revenue when it transfers control of the promised goods or services to its customer, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. If control transfers to the customer over time, an entity selects a method to measure progress that is consistent with the objective of depicting its performance. In determining the appropriate amount of revenue to be recognized as we fulfill our obligations under the agreement, the following steps must be performed at contract inception: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) we satisfy each performance obligation. Online Gaming Our revenues are principally derived from real money online gaming, which includes both online casino wagering and online sports wagering. Gaming revenue is recognized at the conclusion of each wager or contest and is measured as the aggregate net difference between gaming wins and losses and is recorded as gaming revenue in the accompanying statements of operations. Online casino wagering offerings typically include games similar to those available in land-based casinos. Online casino wagering involves a player placing a wager on a game of chance such as a virtual slot machine or a virtual table game such as blackjack. Online sports wagering involves a player placing a wager on a particular outcome of a sporting event at some fixed odds. For both online casino and online sports wagering, in the event the player wins on a settled result, we pay out the bet. Jackpots, other than the incremental progressive jackpots, are recognized at the time they are won by customers. We accrue the incremental progressive jackpots as the progressive games are played, and the progressive jackpot amount increases, with a corresponding reduction to casino revenues. Free play and other incentives to customers related to internet gaming play are recorded as a reduction of casino gaming revenue. Market Access Agreements We have been contracted to manage multi-year market access agreements with online gaming operators that are authorized to operate online casino wagering and online sports betting, for which we receive royalties. Initial fees received for the market access agreements and prepaid guaranteed minimum royalties are deferred and recognized over the term of the contract as the performance obligations are satisfied. We generally receive monthly royalties that can be fixed amounts or based on a percentage of Net Gaming Revenues (as defined) (“NGR”), and in some cases we receive upfront minimum royalty payments for specified contract periods. Royalties owed by the customer in excess of these minimum royalty amounts are collected as earned. Some contracts call for a one-time non-refundable market access fee to be paid at the inception of the contract. Live Dealer Studio Broadcast License Agreements We have been contracted to manage multi-year live studio broadcast license agreements with authorized online gaming operators that provide for the use of the live table games that are broadcast from our studio at the Golden Nugget in Atlantic City, New Jersey. We receive royalties from the online gaming operators using the studio based on a percentage of GGR. We also offer some “private tables” for which we receive a flat monthly fee in addition to a percentage of GGR and or a share of costs. Reimbursable Revenue We receive partial or pro-rated reimbursements from our partners for the annual upfront initial or renewal permit fees charged by gaming authorities, other gaming related costs and expenses and certain specifically designated personnel costs incurred in connection with fulfilling our contracts. Such reimbursable revenue is variable and subject to uncertainty, as the amounts received and timing thereof is dependent on factors outside of our influence. Accordingly, reimbursable revenue is fully constrained and not included in the total transaction price until the uncertainty is resolved, which typically occurs when the related costs are incurred on behalf of a customer. Loyalty Programs We have established promotions and a player’s club to encourage repeat business from frequent and active online gaming patrons. Members earn points based on gaming activity and such points can be redeemed for cash and free play into the patron’s online gaming account. The incentives earned by customers under these programs are based on their past play and represent separate performance obligations. Player club points generally expire within ninety days of patron inactivity. As player’s club points earned can be redeemed for cash, we defer 100% of the cash converted point balance as they are earned and record a reduction to casino gaming revenue. Deferred revenue liabilities from contracts related to our loyalty program included in accrued gaming and related taxes in our accompanying balance sheets was $46 thousand and $25 thousand as of December 31, 2020 and 2019, respectively. Disaggregation of Revenue The following table summarizes revenues from our contracts disaggregated by revenue generating activity contained therein for the years ended December 31, 2020, 2019 and 2018 (in thousands): Year Ended December 31, 2020 2019 2018 Gaming $ 79,919 $ 47,694 $ 38,827 Market access and live dealer studio 8,753 5,903 2,615 Reimburseables 2,448 1,824 1,460 Total revenue $ 91,120 $ 55,421 $ 42,902 Gaming revenue and reimbursable revenue is recognized at a point in time, while market access and live studio revenue are earned over time. Contract Balances Accounts receivable are recognized when the right to consideration becomes unconditional based upon contractual billing schedules. Payment terms on invoiced amounts are payable upon receipt. Contract liabilities include payments received for initial set-up fees and upfront guaranteed minimum royalty fees, which are allocated to the overall performance obligation and recognized ratably over the initial term of the contract. The following table provides information about receivables, contract assets and contract liabilities related to contracts with customers (in thousands): December 31, 2020 2019 Receivables, which are included in "Accounts receivable - trade and other" $ 4,703 $ 3,264 Contract liabilities (1) $ (9,136) $ (6,750) (1) As of December 31, 2020, includes $3.3 million recorded as deferred revenue – current, $46 thousand of loyalty program liability recorded as accrued gaming and related taxes and $5.8 million recorded as deferred revenue - long-term in our consolidated balance sheets. As of December 31, 2019, includes $2.1 million recorded as deferred revenue, $25 thousand of loyalty program liability recorded as accrued gaming and related taxes and $4.6 million recorded as deferred revenue in long-term liabilities in our consolidated balance sheets. Significant changes in contract assets and contract liabilities balances during 2020 and 2019 are as follows (in thousands): Year ended December 31, 2020 2019 Decrease due to recognition of revenue $ 2,854 $ 2,712 Increase due to cash received, excluding amounts recognized as revenue $ 5,240 $ — Transaction Price Allocated to the Remaining Performance Obligation The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of December 31, 2020. The estimated revenue does not include amounts of variable consideration that are constrained (in thousands): Year Ending December 31, 2021 $ 3,327 2022 2,633 2023 1,433 2024 571 2025 322 Thereafter 850 Total $ 9,136

Property and Equipment

Property and Equipment	12 Months Ended
	Dec. 31, 2020
Property and Equipment
Property and Equipment	5. Property and Equipment Property and equipment are comprised of the following (in thousands): December 31, 2020 2019 Leashold improvements $ 544 $ 533 Furniture, fixtures and equipment 613 565 1,157 1,098 Less - accumulated depreciation (551) (378) $ 606 $ 720 We review the carrying value of property and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable. The recoverability of assets is measured by comparison of the estimated future undiscounted cash flows associated with the asset to the carrying amount of the asset. If such assets are considered to be impaired, an impairment charge is recorded in the amount by which the carrying amount of the assets exceeds fair value using Level 3 measurements.

Accrued Liabilities

Accrued Liabilities	12 Months Ended
	Dec. 31, 2020
Accrued Liabilities
Accrued Liabilities	6. Accrued Liabilities Accrued gaming and related taxes are comprised of the following (in thousands): December 31, 2020 2019 Gaming related, excluding taxes $ 10,046 $ 9,556 Taxes, other than payroll and income taxes 6,670 4,141 $ 16,716 $ 13,697

Long-term Debt

Long-term Debt	12 Months Ended
	Dec. 31, 2020
Long-term Debt.
Long-term Debt	7. Long-term Debt Long-term debt is comprised of the following (in thousands): December 31, 2020 2019 $150.0 million term loan, LIBOR + 12.0% (floor 1.0%), interest only due October 4, 2023 $ 150,000 $ — Equipment note 74 Less: Deferred debt issuance costs (3,233) — Less: Unamortized discount (5,040) — Total debt, net of unnamortized debt issuance costs and discounts 141,727 74 Less: Current portion — (74) Long-term debt $ 141,727 $ — On April 28, 2020, we entered into a term loan credit agreement that is guaranteed by our indirect parent, comprised of a $300.0 million interest only term loan due October 4, 2023. Net proceeds received from the term loan of $288.0, net of original issue discount, were sent to the parent of Old GNOG, who issued Old GNOG a note receivable due October 2024 in the same amount, with substantially similar terms as the credit agreement (see Note 12). The note receivable from the parent of Old GNOG was accounted for as contra-equity, similar to a subscription receivable, however in the reverse recapitalization recorded in connection with the Acquisition Transaction, the note receivable from our indirect parent was accounted for as a distribution to the parent of Old GNOG, reducing retained earnings. The term loan was issued at a 4% discount. The term loan bears interest at the London Interbank Offered Rate (“LIBOR”) plus 12%, with a 1% floor, and interest payments are made quarterly. The term loan is secured by the note receivable which effectively, but indirectly provides pari passu security interest with the Golden Nugget, LLC senior secured credit facility. In connection with the Acquisition Transaction, we repaid $150.0 million of the $300.0 million term loan and incurred a prepayment premium of $24.0 million, which along with other related fees and expenses was expensed as other expense in our consolidated statement of operations. Additionally, we expensed $3.3 million in deferred debt issuance costs and $5.0 million in unamortized discount as interest expense in our consolidated statement of operations. The term loan credit agreement contains certain negative covenants including restrictions on incurring additional indebtedness or liens, liquidation or dissolution, limitations on disposal of assets and paying dividends. The term loan credit agreement also contains a make-whole provision that is in effect through April 2022. The prepayment premium under the make-whole provision is calculated as (A) the present value of (i) 100% of the aggregate principal amount of the term loan prepaid, plus (ii) all required remaining scheduled interest payments through April 2022, minus (B) the outstanding principal amount being prepaid. We have completed a tender offer in connection with the Acquisition Transaction for $150.0 million of the term loans at 116%, which represented a $24.0 million premium to face value. This premium, along with related fees and expenses for the tender offer were expensed as other expense in our consolidated statements of operations for the year ended December 31, 2020.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2020
Income Taxes
Income Taxes	8. Income Taxes The provision for income taxes for the years ended December 31, 2020, 2019 and 2018 is summarized as follows (in thousands): December 31, 2020 2019 2018 Current: Federal $ 275 $ 3,315 $ 2,381 State 2,124 2,376 1,672 Total current income taxes $ 2,399 $ 5,691 $ 4,053 Deferred: Federal $ (6,680) $ 19 $ 985 State (3,370) 250 (330) Total deferred income taxes (10,050) 269 655 Provision for income taxes $ (7,651) $ 5,960 $ 4,708 The effective income tax rate for the years ended December 31, 2020, 2019 and 2018, differs from the federal statutory rate as follows: December 31, 2020 2019 2018 Income tax at statutory rate 21.0 % 21.0 % 21.0 % Loss attributable to non-controlling interest (9.3) % — — State tax expense 4.3 % 12.1 % 8.4 % Non-deductible expenses (0.3) % — — Change in tax rate — — 9.2 % Changes in unrecognized tax benefits 3.7 % 0.7 % 1.1 % Effective tax rate 19.4 % 33.8 % 39.7 % Deferred tax assets and liabilities as of December 31, 2020 and 2019 are comprised of the following (in thousands): December 31, 2020 2019 Deferred tax assets: Investment in GNOG, LLC $ 96,934 $ — Excess business interest expense 4,965 — Net operating loss 203 — Accruals and other — 2,428 Deferred tax assets, prior to valuation reserve 102,102 2,428 Valuation allowance (67,386) — Deferred tax assets, net of valuation reserve 34,716 2,428 Deferred tax liabilities: Property and other — (58) Net deferred tax asset $ 34,716 $ 2,370 The changes to unrecognized tax benefits, excluding interest and penalties that we recognize as a component of income tax expense is as follows (in thousands): December 31, 2020 2019 2018 Balance at beginning of year $ 2,829 $ 2,960 $ 2,960 Additions for current year tax positions — — — Reductions for prior year tax positions (2,829) (131) — Balance at end of year $ — $ 2,829 $ 2,960 As of December 31, 2020, we do not have any unrecognized tax benefits. As of December 31, 2019, we had approximately $2.8 million of unrecognized tax benefit and $0.5 million of penalties and interest. The reduction in unrecognized tax benefits is the result of a tax accounting method change that was filed during 2020 that put us on the proper method, allowing for a full reversal of the historical liability, including penalties and interest. We are subject to income taxes in U.S. federal and state jurisdictions. We have concluded all U.S. federal income tax matters for years through 2016. Our tax returns for the calendar years 2017 and 2018 are currently under examination by the Internal Revenue Service, but there have not been any material issues identified at this time.

Stock-based Compensation

Stock-based Compensation	12 Months Ended
	Dec. 31, 2020
Stock-based Compensation
Stock-based Compensation	9. Stock-based Compensation In 2020, we adopted the Golden Nugget Online Gaming, Inc. 2020 Incentive Award Plan (the “2020 Plan”) providing for common stock-based awards to employees, non-employee directors and consultants. The 2020 Plan permits the granting of various types of awards, including awards of nonqualified stock options, ISOs, stock appreciation rights, restricted stock awards, restricted stock units, other stock-based awards, other cash-based awards, dividend equivalents, and/or performance compensation awards or any combination of the foregoing. The 2020 Plan provides for an aggregate of 5,000,000 shares of Class A common stock to be delivered; provided that the total number of shares that will be reserved, and that may be issued, under the Incentive Plan will automatically increase on the first trading day of each calendar year, beginning with calendar year 2021, by a number of shares equal to one percent (1%) of the total outstanding shares of Class A common stock on the last day of the prior calendar year. Restricted stock and restricted stock units may be granted for no consideration other than prior and future services. The purchase price per share for stock options may not be less than the market price of the underlying stock on the date of grant. As of December 31, 2020, approximately 3,965,000 shares were available for future awards. A summary of compensation cost recognized for stock-based payment arrangements is as follows (in thousands): Year Ended December 31, 2020 2019 2018 Compensation cost recognized: Restricted stock units $ 35 $ — $ — $ 35 $ — $ — We have granted 4 to 5 ‑year time vested restricted stock unit awards where each unit represents the right to receive, at the end of a vesting period, one share of our Class A common stock with no exercise price. The fair value of restricted stock unit awards was determined based on the fair market value of our shares on the grant date. As of December 31, 2020, there was $26.3 million of total unrecognized compensation cost related to unvested restricted stock unit awards. This cost is expected to be recognized over a weighted-average period of 2.1 years. A summary of the status of our restricted stock unit awards and of changes in our restricted stock unit awards outstanding for the year ended December 31, 2020 is as follows: Weighted Average Grant-Date Fair Value Shares Per Share Outstanding at January 1, 2020 — $ — Granted 1,035,000 25.49 Vested and converted — — Forfeited/expired — — Outstanding at December 31, 2020 1,035,000 $ 25.49 None of these restricted stock units were vested as of December 31, 2020.

Stockholder' Deficit and Loss p

Stockholder' Deficit and Loss per Share	12 Months Ended
	Dec. 31, 2020
Stockholder' Deficit and Loss per Share
Stockholder' Deficit and Loss per Share	10. Stockholder’ Deficit and Loss per Share Stockholders’ Deficit Acquisition Transaction Immediately prior to the closing of the Acquisition Transaction, there were 31,625,000 shares of Landcadia Holdings II, Inc. Class A common stock issued and outstanding and 7,906,250 shares of Class B common stock held by Landcadia Holdings II, Inc.’s co-sponsors, Fertitta Entertainment, Inc. and Jefferies Financial Group Inc. (“JFG”). On December 29, 2020, in connection with the Acquisition Transaction, JFG forfeited 2,543,750 shares of their Class B common stock and the remainder of the Class B common stock converted into Class A common stock of the post-combination company on a one-for-one basis. Additionally, 5,180 stockholders elected to have their shares redeemed in connection with the Acquisition Transaction. Common Stock As of December 31, 2020 we had 36,982,320 shares of Class A common stock, par value $0.0001, outstanding of a total of 220,000,000 shares authorized. Holders of Class A common stock are entitled to cast one vote per share of Class A common stock and will share ratably if and when any dividend is declared. As of December 31, 2020, we had 31,350,625 shares of Class B common stock, par value $0.0001, outstanding of a total of 50,000,000 shares authorized. There is no public market for our Class B common stock. New shares of Class B common stock may be issued only to, and registered in the name of, Mr. Fertitta or his affiliates (including all successors, assigns and permitted transferees) (collectively, the “Permitted Class B Owners”). We may not issue additional shares of Class B common stock other than in connection with the valid issuance of Landcadia Holdco Class B Units in accordance with the A&R HoldCo LLC Agreement to any Permitted Class B Owner. For so long as Mr. Fertitta and his affiliates beneficially own 30% or more of the total number of (i) shares of Class A common stock outstanding as of the Closing and (ii) shares of Class A common stock that were issued upon exchange of the Landcadia Holdco Class B Units held by Mr. Fertitta and his affiliates as of the Closing (the “Sunset Event”), holders of Class B common stock are entitled to cast 10 votes per share of Class B common stock. The voting power of the shares held by Mr. Fertitta and his affiliates is subject to an automatic downward adjustment to the extent necessary for the total voting power of all shares of our common stock beneficially held by Mr. Fertitta and his affiliates not to exceed 79.9%. To the extent Mr. Fertitta and his affiliates exchange Landcadia Holdco Class B Units (and a corresponding number of shares of Class B common stock have been cancelled), the number of votes per share of each remaining share of Class B common stock will increase, up to 10 votes per share. In no event will the shares of Class B common stock have more than 10 votes or less than 1 vote per share. Once Mr. Fertitta and his affiliates cease to beneficially own 30% or more of the total number of (i) shares of Class A common stock outstanding as of the Closing and (ii) shares of Class A common stock that were issued upon exchange of the Landcadia Holdco Class B Units held by Mr. Fertitta and his affiliates as of the closing, the holders of the shares of Class B common stock will be entitled to one (1) vote per share. Holders of Class B common stock will not participate in any dividend declared by the board of directors. Beginning 180 days after the closing of the Acquisition Transaction, each holder of Class B Units will be entitled to cause Landcadia Holdco to exchange all or a portion of its Class B Units (upon the surrender of a corresponding number of shares of Class B common stock) for either one share of Class A common stock or, or at our election, in its capacity as the sole managing member of Landcadia Holdco, the cash equivalent of the market value of one share of Class A common stock. Dividends During the years ended December 31, 2020, 2019 and 2018, we made dividend payments of $30.5 million $10.8 million and $8.4 million, respectively to the parent of Old GNOG. Warrants As of December 31, 2020, we had 10,541,667 public warrants outstanding. Each public warrant entitles the holder to purchase one share of Class A common stock at a price of $11.50 per share. Under the terms of the warrant agreement, we may call the warrants for redemption: (i) in whole and not in part; (ii) at a price of $0.01 per warrant; (iii) upon not less than 30 days’ prior written notice of redemption to each warrant holder; and (iv) if, and only if, the reported closing price of the Class A common stock equals or exceeds $18.00 value per share for any 20 trading days within a 30‑trading day period ending three business days before we send the notice of redemption to the warrant holders. As of December 31, 2020 we had 5,883,333 sponsor warrants outstanding. Each sponsor warrant entitles the holder to purchase one share of Class A common stock at $11.50 per share. The sponsor warrants were not transferable, assignable or salable until 30 days after the completion of the Acquisition Transaction and they are non-redeemable so long as they are held by the initial purchasers of the sponsor warrants or their permitted transferees. If the sponsor warrants are held by someone other than the initial purchasers or their permitted transferees, the sponsor warrants will be redeemable by us and exercisable by such holders on the same basis as the public warrants. Otherwise, the sponsor warrants have terms and provisions that are identical to those of the public warrants except that the sponsor warrants may be exercised on a cashless basis. Redeemable Non-Controlling Interests In connection with the Acquisition Transaction, 31,350,625 Landcadia Holdco Class B Units were issued to LF LLC, representing 45.9% economic interest with no voting rights. Beginning 180 days after the closing of the Acquisition Transaction, the holder of the Class B Units is entitled to redeem all or a portion of such Class B Units to be settled in cash or shares of Class A Common Stock and as such, these Class B Units are classified as temporary equity in accordance with ASC 480‑10‑S99‑3A and represent a non-controlling interest. The non-controlling interest has been adjusted to redemption value as of December 31, 2020 in accordance with paragraph 15 option b of ASC 480‑10‑S99‑3A. This measurement adjustment results in a corresponding adjustment to shareholders’ deficit through adjustments to additional paid-in capital and retained earnings. The redemption value of the Class B Units was $617.6 million on December 31, 2020. The redemption value is calculated by multiplying the 31,350,625 Class B Units by the $19.70 trading price of our Class A common stock on December 31, 2020. Concurrent with future redemptions of the Class B Units, an equal number of shares of the Class B common stock will be cancelled. Loss per Share Closing Date Through December 31, Numerator: 2020 Net loss post Acquisition Transaction - diluted $ (32,148) Net loss post Acquisition Transaction attributable to non-controlling interests 17,350 Net loss post Acquisition Transaction attributable to Class A common shares - basic $ (14,798) Denominator: Weighted average shares outstanding - Class A common stock - basic 36,982 Weighted average shares outstanding - Class B Units redeemed 31,351 Weighted average shares outstanding - diluted 68,333 Loss per share: Basic $ (0.40) Diluted $ (0.47) No earnings (loss) per share are presented for periods preceding the Acquisition Transaction as only the Class B common shares would have been outstanding in historical periods pursuant to the reverse recapitalization and the Class B common shares do not participate our income or loss. Public warrants totaling 10,541,667 and sponsor warrants totaling 5,883,333 were excluded from the computation as inclusion in the period presented would have been anti-dilutive.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2020
Commitments and Contingencies.
Commitments and Contingencies	11. Commitments and Contingencies Leases with Affiliates In connection with the Acquisition Transaction, GNOG LLC entered into office leases with GNAC and Golden Nugget respectively, or their respective affiliates (collectively, the “Office Leases”). The Office Leases provide for annual rent payments of $88,128 for the office space leased in Houston, Texas and $24,252 for the office space leased in Atlantic City, New Jersey, subject to an increase of 10% for any renewal term and market rent increases in the event that GNOG LLC requires the use of additional office space during the term thereof. However, any amounts actually paid by GNOG LLC under the Trademark License Agreement and the A&R Online Gaming Operations Agreement (see Note 12) will be credited against GNOG LLC’s rent obligations under the Office Leases. Consequently, we paid no rent expenses pursuant to these leases during the year ended December 31, 2020. Each Office Lease will have a term of five years. In connection with any renewal of the term of the A&R Online Gaming Operations Agreement (see Note 12), GNOG LLC has an option to renew each Office Lease for the lesser of (i) five years or (ii) the length of the renewed term of the A&R Online Gaming Operations Agreement. Each Office Lease may be terminated by GNOG LLC or the respective landlord upon six months’ notice. Assuming no amounts are paid under the Trademark License Agreement and the A&R Online Gaming Operations Agreement, future minimum lease payments are as follows (in thousands): Year Ending December 31, 2021 $ 112 2022 112 2023 112 2024 112 2025 84 Total $ 532 Other Contractual Obligations and Contingencies We have entered into a number agreements for advertising, licensing, market access, technology, and other services. Certain of these agreements have early termination rights that, if exercised, would reduce the aggregate amount of such payable under these commitments. As of December 31, 2020, future minimum payments under these contracts that are non-cancelable are as follows (in thousands): Year Ending December 31, 2021 $ 12,479 2022 4,300 2023 2,800 2024 3,400 2025 16,584 Thereafter 5,750 Total $ 45,313 Agreement with Danville Development On November 18, 2020, we entered into a definitive agreement with Danville Development, for market access to the State of Illinois (see Note 12). Pursuant to this agreement, we have committed to cause to be provided a mezzanine loan in the amount of $30.0 million to Danville Development for the development and construction a new Golden Nugget branded casino in Danville, Illinois. This mezzanine loan is currently expected to be fully funded in the fourth quarter of 2021 or the first quarter of 2022. Employment Agreements We have entered into employment agreements with two key employees, with original terms of 4 to 5 years. These agreements in the aggregate provide for minimum base cash compensation of $0.7 million and potential severance payments totaling $1.7 million for termination by us without cause, or termination by the employee for good reason, as defined in the agreements. Pursuant to one of the agreements cash payments of $2.5 million will be made to the employee in both 2021 and 2022. Legal Proceedings We are from time to time subject to various claims, lawsuits and other legal and administrative proceedings arising in the ordinary course of business. Some of these claims, lawsuits and other proceedings may involve highly complex issues that are subject to substantial uncertainties, and could result in damages, fines, penalties, non-monetary sanctions or relief. However, we do not consider any such claims, lawsuits or proceedings that are currently pending, individually or in the aggregate, to be material to our business or likely to result in a material adverse effect on our future operating results, financial condition or cash flows.

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2020
Related Party Transactions
Related Party Transactions	12. Related Party Transactions Second A&R Intercompany Note In connection with the Acquisition Transaction, LF LLC and GNOG LLC entered into the Second A&R Intercompany Note, which amended and restated that certain Amended and Restated Intercompany Note, dated December 16, 2020, by LF LLC and GNOG LLC (the “First Intercompany Note”), to continue to act as a guarantee to the credit agreement and provided for, among other things, (a) a reduction in the principal amount outstanding under the First A&R Intercompany Note by $150.0 million, which reduction occurred at closing, and (b) a reduction in the amounts payable thereunder to 6% per annum, to be paid quarterly on the outstanding balance from day to day thereunder. The Second A&R Intercompany Note will continue to provide for a corresponding reduction in the remaining principal amount due and owing thereunder for each payment made under the credit agreement that reduces the principal amount of the loans under the credit agreement. The A&R HoldCo LLC agreement provides for additional issuances of Class B Units and the equivalent number of shares of Class B common stock to LF LLC in consideration of the payments described in clause (b) above to be made by LF LLC to GNOG LLC pursuant to the terms of the Second A&R Intercompany Note, with such payments and equity issuances being treated as capital transactions for accounting purposes. Pursuant to the First Intercompany Note, amounts paid for the year ended December 31, 2020 and recorded as additional capital contributions from the parent of Old GNOG totaled $16.8 million. Tax Receivable Agreement In connection with the Acquisition Transaction, we entered into a Tax Receivable Agreement (the “Tax Receivable Agreement”) with LF LLC. The Tax Receivable Agreement provides for payment to LF LLC in respect of 85% of the U.S. federal, state and local income tax savings allocable to us from Landcadia Holdco and arising from certain transactions, including (a) certain transactions contemplated under the Purchase Agreement and (b) the exchange of LF LLC’s Class B Units for shares of our Class A common stock, par value $0.0001 per share, as determined on a “with and without” basis, and for an early termination payment to LF LLC in the event of a termination with a majority vote of disinterested directors, a material breach of a material obligation, or a change of control, subject to certain limitations, including in connection with available cash flow and financing facilities. Assuming no exchange of LF LLC’s Class B Units pursuant the A&R Holdco LLC Agreement (as defined below), the initial estimated liability under the Tax Receivable Agreement (“TRA liability”) of $23.3 million was recognized in our consolidated balance sheets. Payments for such TRA liability will, subject to certain limitations, including in connection with available cash flow and financing facilities, be made annually in cash and are expected to be funded with tax distributions from Landcadia Holdco. The Tax Receivable Agreement payments will commence in the year following our ability to realize tax savings provided through the transaction and, at this time, are expected to commence in 2025 (with respect to taxable periods ending in 2024). The amount and timing of such Tax Receivable Agreement payments may vary based upon a number of factors. The Tax Receivable Agreement also provides for an accelerated lump sum payment on the occurrence of certain events, among them a change of control. Based upon certain assumptions, it is estimated that such early termination payment could amount to approximately $354.3 million. It is anticipated that such early termination payments may be made from the proceeds of such change of control transaction; however, we may be required to fund such early termination payments from other sources and there can be no assurances that the Company will be able to finance such obligations in a manner that does not adversely affect its working capital or financial conditions. Trademark License Agreement In connection with the Acquisition Transaction, we entered into a trademark license agreement (the “Trademark License Agreement”) with Golden Nugget and GNLV, pursuant to which GNLV has granted us an exclusive license to use certain “Golden Nugget” trademarks (and other trademarks related to our business) in connection with operating online real money casino gambling and sports wagering in the U.S. and any of its territories, subject to certain restrictions. The license has a twenty-year term that commenced on the closing date. During the term of the agreement, we have agreed to pay Golden Nugget a monthly royalty payment equal to 3% of Net Gaming Revenue (as defined therein). Upon the tenth and fifteenth anniversary of the effective date of the Trademark License Agreement, the monthly royalty amount payable to GNLV will be adjusted to equal the greater of (i) 3% of Net Gaming Revenue and (ii) the fair market value of the licenses (as determined by an independent appraiser, if necessary). While the trademarks licensed under the Trademark License Agreement generally will be exclusively licensed to us, in the event that (i) a new market or opportunity becomes available (e.g., pursuant to the legalization of online gaming in another jurisdiction), and (ii) we are unwilling, unable or otherwise fail to pursue such market or opportunity, Golden Nugget will be permitted to pursue such market or opportunity and utilize the trademarks covered by the Trademark License Agreement with respect thereto. For the avoidance of doubt, nothing in the Trademark License Agreement will restrict us (or Golden Nugget) from owning or operating an online-based casino using marks that are not covered by the A&R Trademark License Agreement. We expensed $1.2 million for the year ended December 31, 2020 under this agreement and the predecessor of the A&R Online Gaming Operations Agreement (together referred to as the “Royalty Agreements).” Amounts payable under the Royalty Agreements as of December 31, 2020 is $0.4 million, which included along with other various amounts in paid on our behalf as payable to an affiliate on our consolidated balance sheets. A&R Online Gaming Operations Agreement In connection with the Acquisition Transaction, we entered into an amended and restated online gaming operations agreement (the “A&R Online Gaming Operations Agreement”) with GNAC pursuant to which GNAC granted us the right to host, manage, control, operate, support and administer, under GNAC’s land-based casino operating licenses, the Golden Nugget-branded online gaming business, live dealer studio in New Jersey and the third-party operators. In addition, we are responsible for managing, administering and operating GNAC’s online gaming business and providing services to GNAC in connection with the management and administration of certain platform agreements and GNAC is required to provide certain operational and infrastructure services to GNOG LLC in connection with its New Jersey operations. In addition to the 3% royalty payable pursuant to the A&R Trademark License Agreement as described above, we are also obligated to reimburse GNAC for certain expenses incurred by GNAC in connection with the New Jersey online gaming business, such as New Jersey licensing costs, regulatory fees, certain gaming taxes and other expenses incurred by GNAC directly in connection with our operations in New Jersey. The A&R Online Gaming Operations Agreement has a term of five years commencing from April 2020 and is renewable by us for an additional five-year term. The A&R Online Gaming Operations Agreement also provides for, among other things, (a) minimum performance standards under which we are required to operate the Golden Nugget online gaming business, and (b) an arms-length risk allocation framework (including with respect to insurance and indemnification obligations). Lease Agreements We lease a portion of the space within the Golden Nugget Atlantic City Hotel & Casino located at 600 Huron Ave, Atlantic City, NJ 08401 (the “Atlantic City Hotel and Casino”) from GNAC for the operation of an online live casino table gaming studio from which live broadcasted casino games are offered to online gaming customers. The lease has a five-year term from April 27, 2020, plus one five-year renewal period. We also have the right to use certain office and equipment spaces within the Atlantic City Hotel and Casino and GNAC’s headquarters in Houston, Texas, and have entered into new lease agreements with respect to such spaces (see Note 11). Services Agreement In connection with the Acquisition Transaction, we terminated our prior shared services agreement and entered into the Services Agreement (together, the “Services Agreements”) with Golden Nugget to provide for the performance of certain services. Pursuant to the Services Agreement entered, GNAC and Golden Nugget have agreed to provide certain services and facilities, including payroll, accounting, financial planning and other agreed upon services, to us from time to time and we have agreed to provide continued management, consulting and administrative services to Golden Nugget’s applicable subsidiary in connection with retail sports wagering conducted and such subsidiary’s brick-and-mortar casino. Under this agreement, each party is responsible for its own expenses and the employer of any shared employee is responsible for such shared employee’s total compensation. We are also obligated to reimburse the party providing the service or facilities at cost. Reimbursements we expensed under the Services Agreements totaled $0.3 million, $0.3 million and $0.2 million for the years ended December 31, 2020, 2019 and 2018. Agreement with Danville Development On November 18, 2020, we entered into a definitive agreement with Danville Development, LLC (“Danville Development”) for market access to the State of Illinois. Danville Development is a joint venture between Wilmot Gaming Illinois, LLC and GN Danville, LLC, a wholly owned subsidiary of Golden Nugget, LLC and an affiliate of ours, formed to build a new Golden Nugget branded casino in Danville, Illinois, pending obtaining all regulatory approvals. GN Danville, LLC will own a 25% equity interest in Danville Development and has an option to purchase the other equity interests in the future at a price to be determined pursuant to definitive agreement. The definitive agreement has a term of 20 years and requires us to pay Danville Development a percentage of its online net gaming revenue, subject to minimum royalty payments over the term. In addition, under the definitive agreement, we hold the exclusive right to offer online sports wagering and, if permitted by law in the future, online casino wagering. We have committed to cause to be provided a mezzanine loan in the amount of $30.0 million to Danville Development, which will indirectly benefit GN Danville, LLC, for the development and construction of the casino. The foregoing agreements were entered into between related parties and were not the result of arm’s-length negotiations. Accordingly, the terms of the transactions may have been more or less favorable than might have been obtained from unaffiliated third parties. Tax sharing Agreement Prior to the closing of the Acquisition Transaction, we were subject to a tax sharing agreement with the parent of Old GNOG. Amounts owed under the tax sharing agreement as of December 31, 2020 were $2.2 million included in payable to an affiliate on our consolidated balance sheets.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2020
Subsequent Events
Subsequent Events	13. Subsequent Events We have evaluated subsequent events through March 31, 2021, which is the date our financial statements were issued. On February 4, 2021 we announced that we would redeem all of our outstanding public warrants to purchase shares of our Class A common stock that were issued under the warrant agreement dated May 6, 2019, by and between us and Continental Stock Transfer & Trust Company, as warrant agent and transfer agent, and that remain outstanding following 5:00 p.m. New York City time on March 8, 2021 for a redemption price of $0.01 per warrant. Warrants that were issued under the Warrant Agreement in a private placement and held by the founders of the Company were not subject to this redemption. Under the terms of the Warrant Agreement, we were entitled to redeem all of our outstanding public warrants for $0.01 per public warrant if the reported closing price of our common stock was at least $18.00 per share on each of twenty trading days within a thirty-trading day period ending on the third trading day prior to the date on which a notice of redemption is given. This performance threshold was achieved following the market close on January 28, 2021. A total of 9,584,227 warrants were exercised through March 8, 2021 for proceeds of $110.2 million. On February 24, 2021, we announced that we had entered into a definitive agreement with Tioga Downs Race Track, LLC. ("Tioga Downs") for future online gaming market access in the state of New York, subject to legislation, regulatory approval, license eligibility and availability. This agreement gives us market access to the state of New York for online casino wagering under a Tioga Downs’ license, regulations permitting. As part of the 20‑year agreement, we will pay Tioga Downs, one of only seven commercial and tribal casinos in the state, a percentage of our net gaming revenue, which will be subject to minimum royalty payments for the duration of the term. In connection with the Closing, we entered into the A&R Registration Rights Agreement with the Sponsors, Tilman Fertitta and certain of his affiliates, which provides that the holders of the founder shares or private placement warrants (and the shares of Class A common stock issuable upon conversion of the founder shares or private placement warrants) and holders of Class A common stock issuable pursuant to the Purchase Agreement and the A&R HoldCo LLC Agreement are entitled to registration rights. Under the terms of the A&R Registration Rights Agreement, these holders are entitled to make up to three demands, excluding short form registration demands, that the Company register such securities for sale under the Securities Act. In addition, these holders have "piggy-back" registration rights to include their securities in other registration statements filed by the Company. Notwithstanding the foregoing, JFG Sponsor may not exercise its demand and "piggyback" registration rights after five and seven years, respectively after the effective date of the registration statement relating to the IPO and may not exercise its demand rights on more than one occasion. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

SCHEDULE II - VALUATION AND QUA

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS	12 Months Ended
	Dec. 31, 2020
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS	SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS Balance at Charges Beginning to Costs Balance at of Period and Expenses Deductions Other (1) End of Period Year Ended December 31, 2020: Valuation allowance for deferred taxes $ — $ — $ — $ 67,386 $ 67,386 (1) Amount relates to valuation allowance established on deferred tax assets related to the completion of the Acquisition Transaction.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2020
Summary of Significant Accounting Policies
Basis of Presentation and Use of Estimates	Basis of Presentation and Use of Estimates The acquisition of Old GNOG has been accounted for as a reverse recapitalization. Under this method of accounting, Old GNOG was treated as the acquirer for financial reporting purposes. Therefore, the consolidated financial statements included herein reflect (i) the historical operating results of Old GNOG prior to the Acquisition Transaction, (ii) our combined results following the Acquisition Transaction, (iii) the assets, liabilities and accumulated deficit of Old GNOG at their historical amounts, and (iv) our equity and earnings per share presented for the period from the Closing Date through the end of the year. These audited consolidated financial statements include all the accounts of GNOG and its subsidiaries. All significant intercompany accounts and transactions have been eliminated. The financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the period reported. Management utilizes estimates, including, but not limited to, the useful lives of assets and inputs used to calculate the tax receivable agreement liability. Actual results could differ from those estimates.
Emerging Growth Company	Emerging Growth Company Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies, but any such election to opt out is irrevocable. The Partnership has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Partnership, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Partnership’s consolidated financial statements with another company which is neither an emerging growth company nor an emerging growth company, which has opted out of using the extended transition period, difficult or impossible because of the potential differences in accounting standards used.
Concentrations Related to Credit Risk	Concentrations Related to Credit Risk Financial instruments that potentially subject us to concentrations of credit risk consist primarily of operating cash and cash equivalents and cash reserved for users. The Company maintains separate accounts for cash and cash reserved for users in two financial institutions. Some amounts exceed federally insured limits. Management believes all financial institutions holding our cash are of high credit quality and we do not believe we are subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships.
Segment Reporting	Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business as one operating segment.
Cash, Cash Equivalents and Restricted Cash	Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include cash on accounts and cash on hand. We consider short-term, highly liquid investments that have an original maturity of three months or less to be cash equivalents. Amounts held in financial institutions are in excess of FDIC insurance limits. We have not experienced any losses in such account and believe we are not exposed to any significant risks on our cash in bank accounts. Restricted cash represents required amounts on hand that generally represent the amount of players’ funds on deposit in their wagering accounts.
Accounts Receivable	Accounts Receivable Receivables consist of amounts due from third party payment processors and online gaming operators. As of December 31, 2020, and 2019, there were $4.7 million and $3.3 million, respectively, due from gaming operators. Receivables are reviewed for collectability based on historical collection experience and specific review of individual accounts. Receivables are written off when they are deemed to be uncollectible. For the years ended December 31, 2020 and 2019 there was no allowance for doubtful accounts. Accounts receivables are non-interest bearing and are initially recorded at cost. Amounts written off totaled $0.4 million, $0.2 million and $0.1 million for the years ended December 31, 2020, 2019 and 2018, respectively.
Customer Deposits	Customer Deposits Customer deposits are liabilities that relate to amounts due to players and online betting operators and are required to be maintained to comply with regulatory requirements. The amounts due to players consist of customer deposits, plus bonuses converted to cash, plus winning wagers, less losing wagers, and less player withdrawals. We separately track amounts due to players and per certain regulatory requirements must maintain a balance equal to or greater than amounts due as restricted cash.
Property and Equipment, net	Property and Equipment, net Property and equipment are carried at cost, net of accumulated depreciation. Depreciation is computed utilizing the straight-line method over the estimated useful life of the asset. Leasehold improvements depreciation is computed over the shorter of the lease term or estimated useful life of the asset. Additions and improvements are capitalized, while repairs and maintenance are expensed as incurred. Useful lives of each asset class are as follows: Computer equipment and software 3-5 years Furniture and fixtures 5 years Leasehold improvements Lesser of the lease terms or the estimated useful lives of the improvements, generally 1 – 10 years
Financial Instruments and Fair Value	Financial Instruments and Fair Value Fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there exists a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 Unadjusted quoted market prices for identical assets or liabilities; Level 2 Quoted market prices for identical assets or liabilities in an active market that have been adjusted for items such as effects of restrictions for transferability and those that are not quoted but are observable through corroboration with observable market data, including quoted market prices for similar assets or liabilities; and Level 3 Unobservable inputs for the asset or liability only used when there is little, if any, market activity for the asset or liability at the measurement date. This hierarchy requires us to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. The carrying value of certain of our assets and liabilities, consisting primarily of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and certain accrued liabilities approximates their fair value due to the short-term nature of such instruments. The fair value of our long-term debt is determined by Level 1 measurements based on quoted market prices. The fair value and carrying value of our long-term debt as of December 31, 2020 was $171.0 million and $145.0 million, respectively.
Revenue and Cost Recognition	Revenue and Cost Recognition We recognize revenue for services when the services are performed and when we have no substantive performance obligations remaining. Online real money gaming revenues are recognized as the aggregate net difference between gaming wins and losses and are recorded as gaming revenue in the accompanying statements of operations, with liabilities recognized for funds deposited by customers before gaming play occurs. We report 100% of wins as revenue and our content provider’s share is reported in costs and expenses. Jackpots, other than the incremental progressive jackpots, are recognized at the time they are won by customers. We accrue the incremental progressive jackpots as the progressive games are played, and the progressive jackpot amount increases, with a corresponding reduction to gaming revenues. Free play and other incentives to customers related to internet gaming play are recorded as a reduction of gaming revenue. We are contracted to manage multi-year market access agreements with online gaming operators that are authorized to operate real money online gaming and sports betting in New Jersey, for which we receive royalties and cost reimbursement. Initial fees received for the market access agreements and prepaid guaranteed minimum royalties are deferred and recognized over the term of the contract as the performance obligations are satisfied.
Gaming Tax	Gaming Taxes We incur gaming taxes, which are determined by each jurisdiction in which we operate, and are generally based on a percentage of gross gaming revenues (“GGR”) minus applicable deductions. We record a liability for gaming taxes payable as accrued gaming and related taxes in our consolidated balance sheets.
Advertising	Advertising Advertising costs are expensed as incurred during such year and are recorded as selling, general and administrative expense in our accompanying statements of operations. Advertising expenses were $17.5 million, $9.3 million and $8.2 million, in 2020, 2019 and 2018, respectively.
Stock-Based Compensation	Stock-Based Compensation We record compensation expense over the requisite service period for all stock-based compensation based on the grant date fair value of the award. The expense is included in selling, general and administrative expense in our statements of operations. As we have limited historical experience, our policy is to account for forfeitures of share-based compensation awards as they occur.
Income Taxes	Income Taxes We were subject to a tax sharing agreement with certain affiliates prior to the December 29, 2020 closing date of the Acquisition Transaction and we recognized tax assets and liabilities associated with temporary differences on a separate return basis in accordance with GAAP. Following the consummation of the Acquisition Transaction, we operate as an Up-C, meaning that substantially all of our assets are held indirectly through Golden Nugget Online Gaming LLC (“GNOG LLC”), our indirect subsidiary, and our business is conducted through GNOG LLC. We follow the liability method of accounting for income taxes. Under this method, deferred income taxes are recorded based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the underlying assets are realized or liabilities are settled. A valuation allowance reduces deferred tax assets when it is more likely than not that some or all of the deferred tax assets will not be realized. We use a recognition threshold of more-likely-than-not, and a measurement attribute for all tax positions taken or expected to be taken on a tax return, in order to be recognized in the financial statements. Accordingly, we report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. We recognize interest and penalties, if any, related to unrecognized tax benefits in income tax expense.
Adopted Accounting Pronouncements	Adopted Accounting Pronouncements In August 2018, the FASB issued ASU 2018‑13, “Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement.” This update modifies fair value measurement disclosure requirements including (i) removing certain disclosure requirements such as the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, (ii) modifying certain disclosure requirements, and (iii) adding certain disclosure requirements such as changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period. The amendments in this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. Adoption of this standard did not materially impact our financial statements. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU 2016‑02, “Leases (Topic 842).” This guidance requires recognition of most lease liabilities on the balance sheet to give investors, lenders, and other financial statement users a more comprehensive view of a company’s long-term financial obligations, as well as the assets it owns versus leases. ASU 2016‑02 will be effective for fiscal years beginning after December 15, 2021, and for interim periods within annual periods after December 15, 2022. In July 2018, the FASB issued ASU 2018‑11 making transition requirements less burdensome. The standard provides an option to apply the transition provisions of the new standard at its adoption date instead of at the earliest comparative period presented in the Company’s financial statements. We are currently evaluating the impact that this guidance will have on our financial statements as well as the expected adoption method. We do not believe the adoption of this standard will have a material impact on our financial statements. In June 2016, the FASB issued ASU 2016‑13, “Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments”, as additional guidance on the measurement of credit losses on financial instruments. The new guidance requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable supportable forecasts. In addition, the guidance amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. The new guidance is effective for all public companies for interim and annual periods beginning after December 15, 2019, with early adoption permitted for interim and annual periods beginning after December 15, 2018. In October 2019, the FASB approved a proposal which grants smaller reporting companies additional time to implement FASB standards on current expected credit losses (CECL) to January 2023. As a smaller reporting company, we will defer adoption of ASU No. 2016‑13 until January 2023. We are currently evaluating the impact this guidance will have on our consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes-Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ASU 2019-12 is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The Company is currently evaluating the timing of adopting this guidance and the impact of adoption on its financial position, results of operations and cash flows.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2020
Summary of Significant Accounting Policies
Schedule of property, plant and equipment, useful life	Useful lives of each asset class are as follows: Computer equipment and software 3-5 years Furniture and fixtures 5 years Leasehold improvements Lesser of the lease terms or the estimated useful lives of the improvements, generally 1 – 10 years

Acquisition Transaction (Tables

Acquisition Transaction (Tables)	12 Months Ended
	Dec. 31, 2020
Acquisition Transaction
Schedule of aggregate cash, equity and other consideration	The following represents the aggregate cash, equity and other consideration (in thousands): Rollover equity issued at closing 31,351 Value per unit of rollover equity (1) $ 10.00 Total equity consideration $ 313,510 Plus: Cash consideration $ 30,000 Plus: GNOG debt repayment 150,000 Plus: Debt repayment fees and accrued interest 28,975 Plus: Tax receivable agreement 23,334 Total cash, equity and other consideration $ 545,819 (1) Equity consideration is calculated using a $10.00 reference price. The closing share price on the date of the consummation of the transaction was $25.49. As the transaction was accounted for as a reverse recapitalization, the value per share is disclosed for informational purposes only in order to indicate the fair value of shares transferred.

Revenues from Contracts with _2

Revenues from Contracts with Customers (Tables)	12 Months Ended
	Dec. 31, 2020
Revenues from Contracts with Customers
Schedule of revenues from contracts disaggregated by revenue generating activity	The following table summarizes revenues from our contracts disaggregated by revenue generating activity contained therein for the years ended December 31, 2020, 2019 and 2018 (in thousands): Year Ended December 31, 2020 2019 2018 Gaming $ 79,919 $ 47,694 $ 38,827 Market access and live dealer studio 8,753 5,903 2,615 Reimburseables 2,448 1,824 1,460 Total revenue $ 91,120 $ 55,421 $ 42,902
Schedule of information about receivables, contract assets and contract liabilities related to contracts with customers and significant changes in contract assets and liabilities balances	The following table provides information about receivables, contract assets and contract liabilities related to contracts with customers (in thousands): December 31, 2020 2019 Receivables, which are included in "Accounts receivable - trade and other" $ 4,703 $ 3,264 Contract liabilities (1) $ (9,136) $ (6,750) (1) As of December 31, 2020, includes $3.3 million recorded as deferred revenue – current, $46 thousand of loyalty program liability recorded as accrued gaming and related taxes and $5.8 million recorded as deferred revenue - long-term in our consolidated balance sheets. As of December 31, 2019, includes $2.1 million recorded as deferred revenue, $25 thousand of loyalty program liability recorded as accrued gaming and related taxes and $4.6 million recorded as deferred revenue in long-term liabilities in our consolidated balance sheets. Significant changes in contract assets and contract liabilities balances during 2020 and 2019 are as follows (in thousands): Year ended December 31, 2020 2019 Decrease due to recognition of revenue $ 2,854 $ 2,712 Increase due to cash received, excluding amounts recognized as revenue $ 5,240 $ —
Schedule of estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied)	The estimated revenue does not include amounts of variable consideration that are constrained (in thousands): Year Ending December 31, 2021 $ 3,327 2022 2,633 2023 1,433 2024 571 2025 322 Thereafter 850 Total $ 9,136

Property and Equipment (Tables)

Property and Equipment (Tables)	12 Months Ended
	Dec. 31, 2020
Property and Equipment
Schedule of property and equipment	Property and equipment are comprised of the following (in thousands): December 31, 2020 2019 Leashold improvements $ 544 $ 533 Furniture, fixtures and equipment 613 565 1,157 1,098 Less - accumulated depreciation (551) (378) $ 606 $ 720

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	12 Months Ended
	Dec. 31, 2020
Accrued Liabilities
Schedule of accrued liabilities	Accrued gaming and related taxes are comprised of the following (in thousands): December 31, 2020 2019 Gaming related, excluding taxes $ 10,046 $ 9,556 Taxes, other than payroll and income taxes 6,670 4,141 $ 16,716 $ 13,697

Long-term Debt (Tables)

Long-term Debt (Tables)	12 Months Ended
	Dec. 31, 2020
Long-term Debt.
Summary of long-term debt	Long-term debt is comprised of the following (in thousands): December 31, 2020 2019 $150.0 million term loan, LIBOR + 12.0% (floor 1.0%), interest only due October 4, 2023 $ 150,000 $ — Equipment note 74 Less: Deferred debt issuance costs (3,233) — Less: Unamortized discount (5,040) — Total debt, net of unnamortized debt issuance costs and discounts 141,727 74 Less: Current portion — (74) Long-term debt $ 141,727 $ —

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2020
Income Taxes
Schedule of provision for income taxes	The provision for income taxes for the years ended December 31, 2020, 2019 and 2018 is summarized as follows (in thousands): December 31, 2020 2019 2018 Current: Federal $ 275 $ 3,315 $ 2,381 State 2,124 2,376 1,672 Total current income taxes $ 2,399 $ 5,691 $ 4,053 Deferred: Federal $ (6,680) $ 19 $ 985 State (3,370) 250 (330) Total deferred income taxes (10,050) 269 655 Provision for income taxes $ (7,651) $ 5,960 $ 4,708
Schedule of effective income tax rate	December 31, 2020 2019 2018 Income tax at statutory rate 21.0 % 21.0 % 21.0 % Loss attributable to non-controlling interest (9.3) % — — State tax expense 4.3 % 12.1 % 8.4 % Non-deductible expenses (0.3) % — — Change in tax rate — — 9.2 % Changes in unrecognized tax benefits 3.7 % 0.7 % 1.1 % Effective tax rate 19.4 % 33.8 % 39.7 %
Schedule of deferred income tax assets and liabilities	Deferred tax assets and liabilities as of December 31, 2020 and 2019 are comprised of the following (in thousands): December 31, 2020 2019 Deferred tax assets: Investment in GNOG, LLC $ 96,934 $ — Excess business interest expense 4,965 — Net operating loss 203 — Accruals and other — 2,428 Deferred tax assets, prior to valuation reserve 102,102 2,428 Valuation allowance (67,386) — Deferred tax assets, net of valuation reserve 34,716 2,428 Deferred tax liabilities: Property and other — (58) Net deferred tax asset $ 34,716 $ 2,370
Schedule of reconciliation of the beginning and ending amount of unrecognized tax benefits	The changes to unrecognized tax benefits, excluding interest and penalties that we recognize as a component of income tax expense is as follows (in thousands): December 31, 2020 2019 2018 Balance at beginning of year $ 2,829 $ 2,960 $ 2,960 Additions for current year tax positions — — — Reductions for prior year tax positions (2,829) (131) — Balance at end of year $ — $ 2,829 $ 2,960

Stock-based Compensation (Table

Stock-based Compensation (Tables)	12 Months Ended
	Dec. 31, 2020
Stock-based Compensation
Summary of compensation cost recognized for stock-based payment arrangements	A summary of compensation cost recognized for stock-based payment arrangements is as follows (in thousands): Year Ended December 31, 2020 2019 2018 Compensation cost recognized: Restricted stock units $ 35 $ — $ — $ 35 $ — $ —
Summary of the status of our restricted stock unit awards and of changes in our restricted stock unit awards outstanding	A summary of the status of our restricted stock unit awards and of changes in our restricted stock unit awards outstanding for the year ended December 31, 2020 is as follows: Weighted Average Grant-Date Fair Value Shares Per Share Outstanding at January 1, 2020 — $ — Granted 1,035,000 25.49 Vested and converted — — Forfeited/expired — — Outstanding at December 31, 2020 1,035,000 $ 25.49

Stockholder' Deficit and Loss_2

Stockholder' Deficit and Loss per Share (Tables)	12 Months Ended
	Dec. 31, 2020
Stockholder' Deficit and Loss per Share
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]	Closing Date Through December 31, Numerator: 2020 Net loss post Acquisition Transaction - diluted $ (32,148) Net loss post Acquisition Transaction attributable to non-controlling interests 17,350 Net loss post Acquisition Transaction attributable to Class A common shares - basic $ (14,798) Denominator: Weighted average shares outstanding - Class A common stock - basic 36,982 Weighted average shares outstanding - Class B Units redeemed 31,351 Weighted average shares outstanding - diluted 68,333 Loss per share: Basic $ (0.40) Diluted $ (0.47)

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2020
Commitments and Contingencies.
Summary of future minimum lease payments	Assuming no amounts are paid under the Trademark License Agreement and the A&R Online Gaming Operations Agreement, future minimum lease payments are as follows (in thousands): Year Ending December 31, 2021 $ 112 2022 112 2023 112 2024 112 2025 84 Total $ 532
Summary of future minimum payments of other contractual obligations and contingencies	As of December 31, 2020, future minimum payments under these contracts that are non-cancelable are as follows (in thousands): Year Ending December 31, 2021 $ 12,479 2022 4,300 2023 2,800 2024 3,400 2025 16,584 Thereafter 5,750 Total $ 45,313

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Due from third parties	$ 4.7	$ 3.3
Allowance for doubtful accounts	0	0
Amounts written off	0.4	0.2	$ 0.1
Advertising expenses	$ 17.5	$ 9.3	$ 8.2
Number of operating segments	1
Level 1 | Estimate of Fair Value Measurement [Member]
Long term debt	$ 171
Level 1 | Reported Value Measurement [Member]
Long term debt	$ 145
Casino
Revenue from customers (as percentage)	100.00%

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Property plant and equipment (Details)	12 Months Ended
	Dec. 31, 2020
Computer equipment and software | Minimum
Estimated useful lives	3 years
Computer equipment and software | Maximum
Estimated useful lives	5 years
Furniture and fixtures
Estimated useful lives	5 years
Leasehold improvements | Minimum
Estimated useful lives	1 year
Leasehold improvements | Maximum
Estimated useful lives	10 years

Acquisition Transaction - Addit

Acquisition Transaction - Additional Information (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2020USD ($)Vote$ / sharesshares
Business Acquisition [Line Items]
GNOG debt repayment	$ 150,000
Acquisition Transaction related expenses	$ 4,137
Class A common stock
Business Acquisition [Line Items]
Share Price | $ / shares	$ 19.70
Golden Nugget Online Gaming, Inc. [Member]
Business Acquisition [Line Items]
Goodwill	$ 0
Intangible assets other than goodwill	0
Consideration payable	$ 313,500
Rollover equity issued at closing | shares	31,351,000
Cash consideration	$ 30,000
GNOG debt repayment	150,000
Prepayment premium	24,000
Accrued and unpaid interest amount	$ 4,900
Number of votes | Vote	10
Total voting power affiliates not exceed	79.90%
Economic interest rate	45.90%
Tax receivable agreement percentage	85.00%
Tax receivable agreement certain percentage	15.00%
Equity consideration share price | $ / shares	$ 10
Share Price | $ / shares	$ 25.49
Acquisition Transaction related expenses	$ 4,100
Golden Nugget Online Gaming, Inc. [Member] | Class A common stock
Business Acquisition [Line Items]
Rollover equity issued at closing | shares	31,350,625
Golden Nugget Online Gaming, Inc. [Member] | Common Class B
Business Acquisition [Line Items]
Rollover equity issued at closing | shares	31,350,625

Acquisition Transaction - Consi

Acquisition Transaction - Consideration (Details) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2020USD ($)$ / sharesshares
Business Acquisition [Line Items]
Plus: GNOG debt repayment	$ 150,000
Golden Nugget Online Gaming, Inc. [Member]
Business Acquisition [Line Items]
Rollover equity issued at closing | shares	31,351
Value per unit of rollover equity | $ / shares	$ 10
Total equity consideration	$ 313,510
Plus: Cash consideration	30,000
Plus: GNOG debt repayment	150,000
Plus: Debt repayment fees and accrued interest	28,975
Plus: Tax receivable agreement	23,334
Total cash, equity and other consideration	$ 545,819

Revenues from Contracts with _3

Revenues from Contracts with Customers (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Deferral percentage of cash converted point balance	100.00%
Deferred revenue liabilities	$ 3,269	$ 2,113
Deferred revenue - current	3,300
Deferred revenue - long-term	5,821	4,612
Accrued gaming and related taxes
Deferred revenue liabilities	$ 46	$ 25

Revenues from Contracts with _4

Revenues from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Disaggregation of Revenue [Line Items]
Total revenue	$ 91,120	$ 55,421	$ 42,902
Casino gaming
Disaggregation of Revenue [Line Items]
Total revenue	79,919	47,694	38,827
Other
Disaggregation of Revenue [Line Items]
Total revenue	11,201	7,727	4,075
Market access and live dealer studio
Disaggregation of Revenue [Line Items]
Total revenue	8,753	5,903	2,615
Reimbursables
Disaggregation of Revenue [Line Items]
Total revenue	$ 2,448	$ 1,824	$ 1,460

Revenues from Contracts with _5

Revenues from Contracts with Customers - Receivables, contract assets and contract liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Revenues from Contracts with Customers
Receivables included in "Accounts receivable - trade and other"	$ 4,703	$ 3,264
Contract liabilities	$ (9,136)	$ (6,750)

Revenues from Contracts with _6

Revenues from Contracts with Customers - Changes in contract assets and contract liabilities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Changes in contract assets and liabilities balances
Decrease due to recognition of revenue	$ 2,854	$ 2,712
Increase due to cash received, excluding amounts recognized as revenue	$ 5,240

Revenues from Contracts with _7

Revenues from Contracts with Customers - Transaction Price Allocated to the Remaining Performance Obligation (Details) $ in Thousands	Dec. 31, 2020USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 9,136
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 3,327
Period of revenue expected to be recognized	12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 2,633
Period of revenue expected to be recognized	12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 1,433
Period of revenue expected to be recognized	12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 571
Period of revenue expected to be recognized	12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 322
Period of revenue expected to be recognized	12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 850
Period of revenue expected to be recognized	0 years

Property and Equipment (Details

Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Property and equipment
Property and equipment, Gross	$ 1,157	$ 1,098
Less - accumulated depreciation	(551)	(378)
Property and equipment, net	606	720
Leasehold improvements
Property and equipment
Property and equipment, Gross	544	533
Furniture, fixtures and equipment
Property and equipment
Property and equipment, Gross	$ 613	$ 565

Accrued Liabilities (Details)

Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Accrued Liabilities
Gaming related, excluding taxes	$ 10,046	$ 9,556
Taxes, other than payroll and income taxes	6,670	4,141
Total	$ 16,716	$ 13,697

Long-term Debt (Details)

Long-term Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Less: Deferred debt issuance costs	$ (3,233)
Less: Unamortized discount	(5,040)
Total debt, net of unnamortized debt issuance costs and discounts	141,727	$ 74
Less: Current portion		(74)
Long-term debt	141,727
$150.0 million term loan, LIBOR + 12.0% (floor 1.0%), interest only due October 4, 2023
Debt Instrument [Line Items]
Long term debt, gross	$ 150,000
Equipment note
Debt Instrument [Line Items]
Long term debt, gross		$ 74

Long-term Debt - Additional Inf

Long-term Debt - Additional Information (Details) $ in Thousands	Apr. 08, 2020USD ($)	Dec. 31, 2020USD ($)
Debt Instrument [Line Items]
Net proceeds from term loan		$ 300,000
Repayments of Debt		$ 150,000
$150.0 million term loan, LIBOR + 12.0% (floor 1.0%), interest only due October 4, 2023
Debt Instrument [Line Items]
Interest only term loan	$ 300,000
Net proceeds from term loan	$ 288,000
Issuance discount (as a percent)		4
Repayments of Debt		$ 150,000
Prepayment premium		24,000
Deferred debt issuance costs		3,300
Unamortized discount		$ 5,000
Percentage of aggregate principal amount to calculate the present value of prepayment premium under the make-whole provision		100
Tender offer in connection with the Acquisition Transaction		$ 150,000
Tender offer as a percentage of term loan in connection with the Acquisition Transaction		116
$150.0 million term loan, LIBOR + 12.0% (floor 1.0%), interest only due October 4, 2023 | LIBOR
Debt Instrument [Line Items]
Spread on variable rate		12.00%
Interest rate, floor		1

Income Taxes - Analysis of the

Income Taxes - Analysis of the provision (benefit) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Current:
Federal	$ 275	$ 3,315	$ 2,381
State	2,124	2,376	1,672
Total current income taxes	2,399	5,691	4,053
Deferred:
Federal	(6,680)	19	985
State	(3,370)	250	(330)
Total deferred income taxes	(10,050)	269	655
Provision for income taxes	$ (7,651)	$ 5,960	$ 4,708

Income Taxes - Effective tax ra

Income Taxes - Effective tax rate (Details)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Effective income tax rate differs from the federal statutory rate
Income tax at statutory rate	21.00%	21.00%	21.00%
Loss attributable to non-controlling interest	(9.30%)
State tax expense	4.30%	12.10%	8.40%
Non-deductible expenses	0.30%
Change in tax rate			9.20%
Changes in unrecognized tax benefits	3.70%	0.70%	1.10%
Effective tax rate	19.40%	33.80%	39.70%

Income Taxes - Deferred tax ass

Income Taxes - Deferred tax assets liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Deferred tax assets:
Investment in GNOG, LLC	$ 96,934
Excess business interest expense	4,965
Net operating loss	203
Accruals and other		$ 2,428
Deferred tax assets, prior to valuation reserve	102,102	2,428
Valuation allowance	(67,386)
Deferred tax assets, net of valuation reserve	34,716	2,428
Deferred tax liabilities:
Property and other		(58)
Net deferred tax asset	$ 34,716	$ 2,370

Income Taxes - Unrecognized tax

Income Taxes - Unrecognized tax benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Changes to unrecognized tax benefits, excluding interest and penalties that we recognize as a component of income tax expense
Balance at beginning of year	$ 2,829	$ 2,960	$ 2,960
Reductions for prior year tax positions	(2,829)	(131)	0
Balance at end of year	$ 2,800	$ 2,829	$ 2,960

Income Taxes - Additional infor

Income Taxes - Additional information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Income Taxes
Unrecognized tax liability	$ 2,800	$ 2,829	$ 2,960	$ 2,960
Unrecognized tax liability, interest amount	$ 500

Stock-based Compensation (Detai

Stock-based Compensation (Details)	12 Months Ended
	Dec. 31, 2020shares
Stock-based Compensation
Number of shares authorized	5,000,000
Percentage of increase in total outstanding shares	1.00%
Shares available for future awards	3,965,000

Stock-based Compensation - Stoc

Stock-based Compensation - Stock-based payment arrangements (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2020USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost recognized	$ 35
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost recognized	$ 35

Stock-based Compensation - Vest

Stock-based Compensation - Vested restricted stock unit awards (Details) - Restricted stock units $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2020USD ($)$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise price	$ 25.49
Total unrecognized compensation cost | $	$ 26.3
Total unrecognized compensation cost expected to be recognized over a weighted-average period	2 years 1 month 6 days
Class A common stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares per unit | shares	1
Exercise price	$ 0
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	5 years

Stock-based Compensation - Rest

Stock-based Compensation - Restricted stock unit awards (Details) - Restricted stock units	12 Months Ended
	Dec. 31, 2020$ / sharesshares
Shares
Granted | shares	1,035,000
Outstanding at the end | shares	1,035,000
Weighted Average Grant-Date Fair Value Per Share
Granted (in dollars per share) | $ / shares	$ 25.49
Outstanding at the end (in dollars per share) | $ / shares	$ 25.49

Stockholder' Deficit and Loss_3

Stockholder' Deficit and Loss per Share - Acquisition Transaction (Details)	Dec. 29, 2020shares	Dec. 31, 2020shares
Class of Stock [Line Items]
Common stock issued		31,625,000
Common stock outstanding		31,625,000
Shares redeemed	5,180
Class A common stock
Class of Stock [Line Items]
Common stock issued		36,982,320
Common stock outstanding		36,982,320
Share conversion ratio	1
Common Class B
Class of Stock [Line Items]
Common stock issued		31,350,625
Common stock outstanding		31,350,625
Shares held by co-sponsors		7,906,250
Shares forfeited	2,543,750

Stockholder' Deficit and Loss_4

Stockholder' Deficit and Loss per Share - Common Stock (Details)	12 Months Ended
	Dec. 31, 2020Voteitem$ / sharesshares
Class of Stock [Line Items]
Common stock outstanding	31,625,000
Class A common stock
Class of Stock [Line Items]
Common stock outstanding	36,982,320
Common stock, par value | $ / shares	$ 0.0001
Common stock, shares authorized	220,000,000
Number of votes per share | Vote	1
Common Class B
Class of Stock [Line Items]
Common stock outstanding	31,350,625
Common stock, par value | $ / shares	$ 0.0001
Common stock, shares authorized	50,000,000
Mr. Fertitta and his affiliates
Class of Stock [Line Items]
Threshold period to exchange units	180 days
Share of common stock issuable per unit	1
Cash equivalent of the market value of number of share of common stock per unit | item	1
Mr. Fertitta and his affiliates | Maximum
Class of Stock [Line Items]
Maximum percentage of voting interests to be held subject to automatic downward adjustment	79.90%
Mr. Fertitta and his affiliates | Mr. Fertitta and his affiliates beneficially own 30% or more
Class of Stock [Line Items]
Number of votes per share | Vote	10
Beneficial ownership	30.00%
Mr. Fertitta and his affiliates | Mr. Fertitta and his affiliates cease to beneficially own 30% or more
Class of Stock [Line Items]
Number of votes per share | Vote	1
Mr. Fertitta and his affiliates | Common Class B
Class of Stock [Line Items]
Number of votes per share | Vote	10

Stockholder' Deficit and Loss_5

Stockholder' Deficit and Loss per Share - Dividends (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Stockholder' Deficit and Loss per Share
Dividends, Common Stock	$ 30,542	$ 10,776	$ 8,396

Stockholder' Deficit and Loss_6

Stockholder' Deficit and Loss per Share - Warrants (Details)	12 Months Ended
	Dec. 31, 2020$ / sharesshares
Public warrants
Class of Warrant or Right [Line Items]
Number of warrants outstanding | shares	10,541,667
Number of share per warrant | shares	1
Exercise price | $ / shares	$ 11.50
Redemption price per warrant | $ / shares	$ 0.01
Minimum threshold period for prior written notice of redemption	30 days
Stock price trigger for redemption of warrants (in dollars per share) | $ / shares	$ 18
Threshold trading days for redemption of warrants	20 days
Threshold consecutive trading days for redemption of warrants	30 days
Stock price trigger on threshold business days before sending notice of redemption to the warrant holders	3
Sponsor warrants
Class of Warrant or Right [Line Items]
Number of warrants outstanding | shares	5,883,333
Number of share per warrant | shares	1
Exercise price | $ / shares	$ 11.50
Threshold period for not to transfer, assign or sell any of their warrants after the completion of the Acquisition Transaction	30 days

Stockholder' Deficit and Loss_7

Stockholder' Deficit and Loss per Share - Redeemable Non-Controlling Interests (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2020USD ($)$ / sharesshares
LF LLC
Class of Stock [Line Items]
Threshold period after the closing of the Acquisition Transaction, the holder of the Class B Units is entitled to redeem units	180 days
Class B Units
Class of Stock [Line Items]
Redemption value of units | $	$ 617.6
Class B Units | LF LLC
Class of Stock [Line Items]
Number of units issued | shares	31,350,625
Economic interest	45.90%
Class A common stock
Class of Stock [Line Items]
Trading price | $ / shares	$ 19.70

Stockholder' Deficit and Loss_8

Stockholder' Deficit and Loss per Share - Schedule of Loss per Share (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2020USD ($)$ / sharesshares
Numerator:
Net loss post Acquisition Transaction - diluted | $	$ (32,148)
Net loss attributable to non-controlling interests | $	17,350
Net loss post Acquisition Transaction attributable to Class A common shares - basic | $	$ (14,798)
Denominator:
Weighted average shares outstanding - Class A common stock - basic | shares	36,982
Weighted average shares outstanding - Class B Units redeemed | shares	31,351
Weighted average shares outstanding - diluted | shares	68,333
Loss per share:
Basic | $ / shares	$ (0.40)
Diluted | $ / shares	$ (0.47)

Stockholder' Deficit and Loss_9

Stockholder' Deficit and Loss per Share - Loss per Share (Details)	12 Months Ended
	Dec. 31, 2020shares
Public warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Warrants excluded from the computation of earnings per share as inclusion would have been anti-dilutive	10,541,667
Sponsor warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Warrants excluded from the computation of earnings per share as inclusion would have been anti-dilutive	5,883,333

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2020USD ($)
Operating Leased Assets [Line Items]
Percentage of increase in annual rent payments	10.00%
Rent expense paid	$ 0
Term of lease	5 years
Renewal term of lease	5 years
Threshold notice period for lease termination	6 months
Office space leased in Houston, Texas | Office Leases
Operating Leased Assets [Line Items]
Annual rent payments	$ 88,128
Office space leased in Atlantic City, New Jersey | Office Leases
Operating Leased Assets [Line Items]
Annual rent payments	$ 24,252

Commitments and Contingencies_2

Commitments and Contingencies - Future Minimum Lease Paymets (Details) $ in Thousands	Dec. 31, 2020USD ($)
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]
2021	$ 112
2022	112
2023	112
2024	112
2025	84
Total	$ 532

Commitments and Contingencies_3

Commitments and Contingencies - Future Minimum Paymets (Details) $ in Thousands	Dec. 31, 2020USD ($)
Contractual Obligation, Fiscal Year Maturity [Abstract]
2021	$ 12,479
2022	4,300
2023	2,800
2024	3,400
2025	16,584
Thereafter	5,750
Total	$ 45,313

Commitments and Contingencies_4

Commitments and Contingencies - Agreement with Danville Development (Details) $ in Millions	Dec. 31, 2020USD ($)
Commitment to provide mezzanine loan | Danville Development
Other Commitments [Line Items]
Amount commited	$ 30

Commitments and Contingencies_5

Commitments and Contingencies - Employment Agreements (Details) - Employment Agreements [Member] $ in Millions	Nov. 18, 2020USD ($)employee
Other Commitments [Line Items]
Number of key employees | employee	4
Original term of agreement	5 years
Minimum base cash compensation	$ 0.7
Potential severance payments	1.7
Cash payments to be made to each employee in year 2021	2.5
Cash payments to be made to each employee in year 2022	$ 2.5

Related Party Transactions - Se

Related Party Transactions - Second A&R Intercompany Note (Details) - USD ($) $ in Millions	Dec. 16, 2020	Dec. 31, 2020
First Intercompany Note
Related Party Transaction [Line Items]
Reduction in the principal amount outstanding	$ 150
Second A&R Intercompany Note
Related Party Transaction [Line Items]
Reduction in amount payable (as a percent)	6.00%
Additional capital contributions from the parent		$ 16.8

Related Party Transactions - Ta

Related Party Transactions - Tax Receivable Agreement (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2020USD ($)$ / shares
Class A common stock
Related Party Transaction [Line Items]
Common stock, par value | $ / shares	$ 0.0001
Tax Receivable Agreement
Related Party Transaction [Line Items]
Income tax savings allocable (as a percent)	85.00%
Initial estimated liability	$ 23.3
Early termination payment	$ 354.3

Related Party Transactions - Tr

Related Party Transactions - Trademark License Agreement (Details) - Trademark License Agreement [Member] $ in Millions	12 Months Ended
	Dec. 31, 2020USD ($)
Related Party Transaction [Line Items]
Term of agreement	20 years
Monthly royalty payment (as a percent)	3.00%
Amount expensed under agreement	$ 1.2
Amount payable under the agreements	$ 0.4

Related Party Transactions - A&

Related Party Transactions - A&R Online Gaming Operations Agreement (Details) - A&R Online Gaming Operations Agreement	12 Months Ended
	Dec. 31, 2020
Related Party Transaction [Line Items]
Monthly royalty payment (as a percent)	3.00%
Term of agreement	5 years
Renewal term of agreement	5 years

Related Party Transactions - Le

Related Party Transactions - Lease Agreements (Details)	Dec. 31, 2020	Apr. 27, 2020
Related Party Transaction [Line Items]
Term of lease	5 years
Renewal term of lease	5 years
Lease Agreements
Related Party Transaction [Line Items]
Term of lease		5 years
Renewal term of lease		5 years

Related Party Transactions - _2

Related Party Transactions - Services Agreement (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Services Agreement
Related Party Transaction [Line Items]
Expense under the agreements	$ 0.3	$ 0.3	$ 0.2

Related Party Transactions - Ag

Related Party Transactions - Agreement with Danville Development (Details) - Definitive agreement - Danville Development $ in Millions	Nov. 18, 2020USD ($)
Related Party Transaction [Line Items]
Percentage of equity interest	25.00%
Agreement term	20 years
Amount commited	$ 30

Related Party Transactions - _3

Related Party Transactions - Tax Sharing Agreement (Details) $ in Millions	Dec. 31, 2020USD ($)
Tax sharing Agreement
Related Party Transaction [Line Items]
Amounts owed under the agreement	$ 2.2

Subsequent Events - Information

Subsequent Events - Information (Details) - Subsequent Event - USD ($) $ / shares in Units, $ in Millions	Mar. 08, 2021	Feb. 04, 2021
Subsequent Event [Line Items]
Redemption price per warrant		$ 0.01
Stock price trigger for redemption of warrants (in dollars per share)		$ 18
Threshold trading days for redemption of warrants		20 days
Threshold consecutive trading days for redemption of warrants		30 days
Number of warrants exercised	9,584,227
Proceeds from exercise of warrants	$ 110.2

Subsequent Events - Definitive

Subsequent Events - Definitive Agreement (Details) - Subsequent Event - Definitive agreement - Tioga Downs - item	Feb. 24, 2021	Feb. 04, 2021
Subsequent Event [Line Items]
Term of agreement		20 years
Payments to number of commercial and tribal casinos	1
Number of commercial and tribal casinos	7

SCHEDULE II - VALUATION AND Q_2

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - Valuation allowance for deferred taxes	12 Months Ended
	Dec. 31, 2020USD ($)
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Other	$ 67,386
Balance at End of Period	$ 67,386