Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 01, 2017 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q3 | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Entity Registrant Name | CAESARS ENTERTAINMENT Corp | |
Entity Central Index Key | 858,339 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 704,131,238 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Trading Symbol | CZR |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash and cash equivalents ($1,056 and $1,157 attributable to our VIEs) | $ 1,515 | $ 1,513 |
Restricted cash ($2,731 and $3,040 attributable to our VIEs) | 2,798 | 3,113 |
Receivables, net ($80 and $76 attributable to our VIEs) | 161 | 160 |
Due from affiliates ($85 and $64 attributable to our VIEs) | 85 | 64 |
Prepayments and other current assets ($71 and $61 attributable to our VIEs) | 165 | 118 |
Inventories ($3 and $7 attributable to our VIEs) | 14 | 20 |
Total current assets | 4,738 | 4,988 |
Property and equipment, net ($2,250 and $2,537 attributable to our VIEs) | 7,123 | 7,446 |
Goodwill ($206 and $206 attributable to our VIEs) | 1,608 | 1,608 |
Intangible assets other than goodwill ($157 and $191 attributable to our VIEs) | 362 | 433 |
Restricted cash ($0 and $5 attributable to our VIEs) | 101 | 5 |
Deferred charges and other assets ($255 and $240 attributable to our VIEs) | 421 | 414 |
Total assets | 14,353 | 14,894 |
Current liabilities | ||
Accounts payable ($101 and $143 attributable to our VIEs) | 208 | 215 |
Due to affiliates ($25 and $94 attributable to our VIEs) | 46 | 112 |
Accrued expenses and other current liabilities ($303 and $312 attributable to our VIEs) | 637 | 664 |
Accrued restructuring and support expenses | 8,776 | 6,601 |
Interest payable ($27 and $14 attributable to our VIEs) | 131 | 67 |
Current portion of long-term debt ($14 and $21 attributable to our VIEs) | 39 | 89 |
Total current liabilities | 9,837 | 7,748 |
Long-term debt ($1,952 and $2,254 attributable to our VIEs) | 6,438 | 6,749 |
Deferred income taxes | 1,808 | 1,722 |
Deferred credits and other liabilities ($14 and $33 attributable to our VIEs) | 85 | 93 |
Total liabilities | 18,168 | 16,312 |
Commitments and contingencies (Note 8) | ||
Stockholders’ deficit | ||
Caesars stockholders’ deficit | (5,617) | (3,177) |
Noncontrolling interests | 1,802 | 1,759 |
Total stockholders’ deficit | (3,815) | (1,418) |
Total liabilities and stockholders’ deficit | $ 14,353 | $ 14,894 |
CONSOLIDATED CONDENSED BALANCE3
CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Cash and cash equivalents | $ 1,515 | $ 1,513 |
Restricted cash | 2,798 | 3,113 |
Receivables, net | 161 | 160 |
Due from affiliates | 85 | 64 |
Prepayments and other current assets | 165 | 118 |
Inventory | 14 | 20 |
Property and equipment, net | 7,123 | 7,446 |
Goodwill | 1,608 | 1,608 |
Intangible assets other than goodwill | 362 | 433 |
Restricted cash | 101 | 5 |
Deferred charges and other | 421 | 414 |
Accounts payable | 208 | 215 |
Due to affiliates | 46 | 112 |
Accrued expenses and other current liabilities | 637 | 664 |
Interest payable | 131 | 67 |
Current portion of long-term debt | 39 | 89 |
Long-term debt | 6,438 | 6,749 |
Deferred credits and other | 85 | 93 |
Variable Interest Entity, Primary Beneficiary [Member] | ||
Cash and cash equivalents | 1,056 | 1,157 |
Restricted cash | 2,731 | 3,040 |
Receivables, net | 80 | 76 |
Due from affiliates | 85 | 64 |
Prepayments and other current assets | 71 | 61 |
Inventory | 3 | 7 |
Property and equipment, net | 2,250 | 2,537 |
Goodwill | 206 | 206 |
Intangible assets other than goodwill | 157 | 191 |
Restricted cash | 0 | 5 |
Deferred charges and other | 255 | 240 |
Accounts payable | 101 | 143 |
Due to affiliates | 25 | 94 |
Accrued expenses and other current liabilities | 303 | 312 |
Interest payable | 27 | 14 |
Current portion of long-term debt | 14 | 21 |
Long-term debt | 1,952 | 2,254 |
Deferred credits and other | $ 14 | $ 33 |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues | ||||
Casino | $ 531 | $ 542 | $ 1,617 | $ 1,633 |
Food and beverage | 198 | 198 | 591 | 599 |
Rooms | 245 | 237 | 726 | 701 |
Other | 150 | 140 | 428 | 398 |
Less: casino promotional allowances | (138) | (131) | (411) | (403) |
Net revenues | 986 | 986 | 2,951 | 2,928 |
Direct | ||||
Casino | 265 | 276 | 828 | 840 |
Food and beverage | 97 | 99 | 286 | 292 |
Rooms | 66 | 67 | 193 | 189 |
Property, general, administrative, and other | 247 | 402 | 732 | 928 |
Depreciation and amortization | 150 | 112 | 348 | 327 |
Corporate expense | 39 | 39 | 112 | 120 |
Other operating costs | 36 | 35 | 51 | 77 |
Total operating expenses | 900 | 1,030 | 2,550 | 2,773 |
Income/(loss) from operations | 86 | (44) | 401 | 155 |
Interest expense | (120) | (147) | (409) | (448) |
Restructuring of CEOC and other | (446) | (3,070) | (2,319) | (5,333) |
Loss from continuing operations before income taxes | (480) | (3,261) | (2,327) | (5,626) |
Income tax benefit/(provision) | 20 | (27) | (83) | (37) |
Loss from continuing operations, net of income taxes | (460) | (3,288) | (2,410) | (5,663) |
Discontinued operations, net of income taxes | 0 | 3,293 | 0 | 3,351 |
Net income/(loss) | (460) | 5 | (2,410) | (2,312) |
Net income attributable to noncontrolling interests | (8) | (648) | (46) | (716) |
Net loss attributable to Caesars | $ (468) | $ (643) | $ (2,456) | $ (3,028) |
Loss per share - basic and diluted | ||||
Basic and diluted loss per share from continuing operations | $ (3.14) | $ (26.80) | $ (16.54) | $ (43.70) |
Basic and diluted earnings per share from discontinued operations | 0 | 22.42 | 0 | 22.96 |
Basic and diluted loss per share | $ (3.14) | $ (4.38) | $ (16.54) | $ (20.74) |
Weighted-average common stock outstanding | 149 | 147 | 148 | 146 |
CONSOLIDATED CONDENSED STATEME5
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY/(DEFICIT) - USD ($) $ in Millions | Total | Common Stock | Treasury Stock | Additional Paid-in- Capital | Accumulated Deficit | Accumulated Other Comprehensive Income/(Loss) | Total Caesars Stockholders’ Equity/(Deficit) | Noncontrolling Interests | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2015 | $ 2,233 | $ 1 | $ (21) | $ 8,190 | $ (7,184) | $ 1 | $ 987 | $ 1,246 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income/(loss) attributable to company | (3,028) | 0 | 0 | 0 | (3,028) | 0 | (3,028) | ||
Net income attributable to noncontrolling interests | (716) | 716 | |||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (2,312) | ||||||||
Stock-based compensation | 25 | 0 | (7) | 32 | 0 | 0 | 25 | 0 | |
Stock-based compensation | Adjustments for New Accounting Pronouncement [Member] | [1] | 0 | 0 | 0 | 1 | (1) | 0 | 0 | 0 |
CIE stock transactions, net | (625) | 0 | 0 | (622) | 0 | 0 | (622) | (3) | |
Decrease in noncontrolling interests, net of distributions and contributions | (287) | 0 | 0 | 0 | 0 | 0 | 0 | (287) | |
Other | (5) | 0 | 0 | (1) | 0 | 0 | (1) | (4) | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Sep. 30, 2016 | (971) | 1 | (28) | 7,600 | (10,213) | 1 | (2,639) | 1,668 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2016 | (1,418) | 1 | (29) | 7,605 | (10,753) | (1) | (3,177) | 1,759 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income/(loss) attributable to company | (2,456) | 0 | 0 | 0 | (2,456) | 0 | (2,456) | ||
Net income attributable to noncontrolling interests | (46) | 46 | |||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (2,410) | ||||||||
Stock-based compensation | 14 | 0 | (8) | 22 | 0 | 0 | 14 | 0 | |
Decrease in noncontrolling interests, net of distributions and contributions | (1) | 0 | 0 | 3 | 0 | (1) | 2 | (3) | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Sep. 30, 2017 | $ (3,815) | $ 1 | $ (37) | $ 7,630 | $ (13,209) | $ (2) | $ (5,617) | $ 1,802 | |
[1] | Adoption of Accounting Standards Update No. 2016-09, Compensation-Stock Compensation. See Note 12. |
CONSOLIDATED CONDENSED STATEME6
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Cash Flows [Abstract] | ||
Cash flows provided by operating activities | $ 283 | $ 454 |
Cash flows from investing activities | ||
Acquisitions of property and equipment, net of change in related payables | (245) | (147) |
Deconsolidation of CRBH | (57) | 0 |
Return of investment from discontinued operations | 0 | 132 |
Contributions to discontinued operations | 0 | (144) |
Proceeds from the sale and maturity of investments | 28 | 38 |
Payments to acquire investments | (21) | (15) |
Other | 0 | (3) |
Cash flows used in investing activities | (295) | (139) |
Cash flows from financing activities | ||
Proceeds from long-term debt and revolving credit facilities | 585 | 80 |
Debt issuance costs and fees | 19 | 0 |
Repayments of long-term debt and revolving credit facilities | (673) | (255) |
Repurchase of CIE shares | 0 | (609) |
Distribution of CIE sale proceeds | (63) | (487) |
Distributions to noncontrolling interest owners | (30) | (21) |
Other | (5) | 7 |
Cash flows used in financing activities | (205) | (1,285) |
Cash flows from discontinued operations | ||
Cash flows from operating activities | 0 | 157 |
Cash flows from investing activities | 0 | 4,384 |
Cash flows from financing activities | 0 | 12 |
Net cash from discontinued operations | 0 | 4,553 |
Change in cash, cash equivalents, and restricted cash classified as held for sale | 0 | 111 |
Net increase/(decrease) in cash, cash equivalents, and restricted cash | (217) | 3,694 |
Cash, cash equivalents, and restricted cash, beginning of period | 4,631 | 1,394 |
Cash, cash equivalents, and restricted cash, end of period | 4,414 | 5,088 |
Supplemental Cash Flow Information: | ||
Cash paid for interest | 319 | 363 |
Cash paid for income taxes | 0 | 65 |
Change in accrued capital expenditures | $ 2 | $ 1 |
Description of Business (Notes)
Description of Business (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Description of Business Organization CEC is primarily a holding company with no independent operations of its own. CEC owns 100% of Caesars Entertainment Resort Properties, LLC (“CERP”) and an interest in Caesars Growth Partners, LLC (“CGP”). CERP and CGP own a total of 12 casino properties in the United States, eight of which are in Las Vegas. These eight casino properties represented 67% of consolidated net revenues for both the three and nine months ended September 30, 2017 . See Note 17 for additional information about pending transactions related to CERP and CGPH’s debt and their organizational structures. CEC also holds a majority interest in Caesars Entertainment Operating Company, Inc. (“CEOC”). The results of CEOC and its subsidiaries are not consolidated with Caesars due to CEOC and certain of its United States subsidiaries (the “Debtors”) voluntarily filing for reorganization in January 2015 under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Northern District of Illinois in Chicago (the “Bankruptcy Court”). The Debtors emerged from bankruptcy effective October 6, 2017 (the “Effective Date”). See Note 17 . Caesars Enterprise Services, LLC Caesars Enterprise Services, LLC (“CES”) is a services joint venture formed by CERP, CEOC, and a subsidiary of CGP (Caesars Growth Properties Holdings, LLC, or “CGPH”) (collectively, the “Members”). CES provides certain corporate and administrative services for the Members’ casino properties and related entities, including substantially all of the casino properties owned by CEOC and casinos owned by unrelated third parties. CES manages certain assets for the casino properties to which it provides services, and it employs certain of the corresponding employees. CES owns, licenses or controls other assets and uses them to provide services to the Members. Under the terms of the Omnibus License and Enterprise Services Agreement, CEC and its operating subsidiaries continue to have access to the services historically provided to us by CEOC and its employees, its trademarks, and its programs. Reportable Segments We view each casino property as an operating segment and currently aggregate all such casino properties into two reportable segments based on management’s view, which aligns with their ownership and underlying credit structures: CERP and CGP. On September 23, 2016, Caesars Interactive Entertainment (“CIE”), a wholly owned subsidiary of CGP, sold its social and mobile games business (the “SMG Business”) and retained only its World Series of Poker (“WSOP”) and regulated online real money gaming businesses. The SMG Business represented the majority of CIE’s operations and is classified as discontinued operations for all periods presented (see Note 14 ). Merger with Caesars Acquisition Company Caesars Acquisition Company (“CAC”) was formed on February 25, 2013 to make an equity investment in CGP, a joint venture between CAC and certain subsidiaries of CEC, and directly owns 100% of the voting membership units of CGP and serves as CGP’s managing member. Certain subsidiaries of CEC hold 100% of the non-voting membership units of CGP. CEC and CAC entered into the Amended and Restated Agreement and Plan of Merger, dated as of July 9, 2016, as amended by the First Amendment to Amended and Restated Agreement and Plan of Merger, dated as of February 20, 2017 (as amended, the “Merger Agreement”). Pursuant to the Merger Agreement, on the October 6, 2017 Effective Date, CAC completed the merger with and into CEC, with CEC as the surviving company (the “Merger”). Subject to the terms and conditions of the Merger Agreement, each share of CAC common stock issued and outstanding immediately prior to the effective date of the Merger was converted into, and became exchangeable for, 1.625 (the “Exchange Ratio”) shares of CEC common stock. CEC’s registration statement on Form S-4 filed with the Securities and Exchange Commission (“SEC”) on March 13, 2017, as amended by Amendment No. 1 to such registration statement on Form S-4 filed with the SEC on June 5, 2017 and Amendment No. 2 to such registration statement on Form S-4 filed with the SEC on June 20, 2017 (as amended, the “Registration Statement”), was declared effective by the SEC on June 23, 2017. Special meetings of CEC and CAC stockholders were held on July 25, 2017, where the stockholders agreed to: • adopt the Merger Agreement and approve the Merger; • approve the issuance of shares of CEC common stock: ◦ to CAC stockholders in the Merger, ◦ to creditors of the Debtors in connection with their emergence from bankruptcy, and ◦ under the approximately $1.1 billion in face value of 5.00% convertible senior notes due 2024 to be issued by CEC to certain creditors of the Debtors in connection with the Debtors’ emergence (the “CEC Convertible Notes”); • approve, on a non-binding, advisory basis, the Merger-related compensation for CEC’s named executive officers and certain of CAC’s named executive officers; • approve amendments to CEC’s certificate of incorporation to: ◦ increase the number of authorized shares of CEC common stock from 1,250,000,000 to 2,000,000,000 , ◦ allow for cumulative voting in the election of individuals to the CEC board of directors, and ◦ implement, over a number of years, the declassification of the CEC board of directors; and • approve the CEC 2017 Performance Incentive Plan. As described in Note 17 , the Merger was effective on October 6, 2017 , and will be accounted for as a transaction among entities under common control, which will result in CAC being consolidated into Caesars at book value as an equity transaction for all periods presented. CEOC Reorganization On January 17, 2017 , the Bankruptcy Court entered an order approving and confirming the Debtors’ third amended joint plan of reorganization (the “Plan”). As described in Note 17 , on October 6, 2017 , the Debtors consummated their reorganization pursuant to the Plan. The Plan provides for, among other things: • A global settlement of all claims the Debtors may have against CEC and its affiliates; • Comprehensive releases for CEC and its affiliates and CAC and its affiliates; and • The reorganization of CEOC into an operating company (“OpCo”) and a property company (“PropCo”). OpCo became a limited liability company on October 6, 2017 by merging with and into CEOC, LLC (“New CEOC”), a wholly-owned subsidiary of CEC, with New CEOC as the surviving entity. New CEOC will operate properties and facilities formerly held by CEOC. PropCo will hold certain real property assets and related fixtures formerly held by CEOC and will lease those assets to New CEOC. OpCo, or New CEOC, is CEOC’s successor and a wholly owned consolidated subsidiary of CEC subsequent to CEOC’s emergence. PropCo is a separate entity that will not be consolidated by CEC and is owned by certain of CEOC’s former creditors. CEC made material financial commitments to support the reorganization of CEOC as described in the Plan. As of September 30, 2017 , in accrued restructuring and support expenses on the Balance Sheets, our accrual was estimated based on the total value of the consideration that was provided by CEC as determined on October 6, 2017 , the Effective Date of CEOC’s reorganization, which included a combination of cash, CEC common stock, and CEC Convertible Notes. The total consideration provided by CEC on the Effective Date includes amounts that related to the acquisition of New CEOC, which will be recorded in the fourth quarter of 2017 when the transaction was consummated. However, the purchase price allocation for the New CEOC acquisition has not been completed, and adjustments to the purchase price of New CEOC may affect our estimate of the consideration allocated to the accrued restructuring and support expenses described below. For the three and nine months ended September 30, 2017 , we recorded $472 million and $2.3 billion , respectively, in restructuring of CEOC and other in the Statements of Operations, which increased our total accrual to $8.8 billion as of September 30, 2017 . Accrued Restructuring and Support Expenses Accrued as of (In millions) September 30, 2017 December 31, 2016 Forbearance fees and other payments to creditors $ 893 $ 970 Bank Guaranty Settlement 765 734 Issuance of CEC common stock 4,507 2,936 Issuance of CEC Convertible Notes 2,240 1,600 PropCo Call Right 189 131 Payment of creditor expenses, settlement charges, and other fees 182 195 Payment to CEOC — 35 Total accrued $ 8,776 $ 6,601 The amounts disclosed above are reported net of payments totaling $173 million during the nine months ended September 30, 2017 (including $104 million paid during the third quarter), and $34 million during the year ended December 31, 2016 . Forbearance Fees and Other Payments to Creditors. On the Effective Date, CEC paid certain fees in exchange for CEOC’s major creditors agreeing to forebear from exercising their rights and remedies under certain of CEOC’s credit agreements and to stay all pending litigation. Bank Guaranty Settlement. In 2014, CEOC amended its senior secured credit facilities (the “Bank Amendment”) resulting in, among other things, a modification of CEC’s guarantee under the senior secured credit facilities such that CEC’s guarantee was limited to a guarantee of collection (“CEC Collection Guarantee”) with respect to obligations owed to the lenders who consented to the Bank Amendment. The CEC Collection Guarantee requires the creditors to exhaust all rights and remedies at law and in equity that the creditors or their agents may have against CEOC or any of its subsidiaries and its and their respective property to collect, or obtain payment of, the guaranteed amounts. Pursuant to the Plan, on the Effective Date we settled this obligation and the CEOC creditors have agreed to eliminate the CEC Collection Guarantee. Issuance of CEC Common Stock. On the Effective Date, CEC issued shares of CEC common stock for the settlement of claims and potential claims. Also on the Effective Date, CEC repurchased approximately 146 million shares of CEC common stock for approximately $1.0 billion from certain creditors of CEOC at a pre-negotiated price of $6.86 per share. As of September 30, 2017 , our accrual includes the $1.0 billion repurchase obligation plus the estimated fair value of $3.5 billion for the net shares that were issued after satisfying the repurchase obligation. See Note 7 for additional information on fair value measurements and how this value was determined. Issuance of CEC Convertible Notes. On the Effective Date, CEC issued approximately $1.1 billion in face value of CEC Convertible Notes to the CEOC creditors for the settlement of claims and potential claims, and our accrual represents the estimated fair value of the notes at the time of issuance (see Note 7 ). PropCo Call Right Agreement. PropCo will have a call right for up to five years to purchase the real property assets and related fixtures associated with the Harrah’s Atlantic City and Harrah’s Laughlin properties from CERP and the Harrah’s New Orleans property from CGPH (subject to the terms of the CERP and CGPH credit agreements) (the “PropCo Call Right”). Our accrual represents the estimated fair value of the call right related to Harrah's Atlantic City, Harrah's Laughlin, and Harrah’s New Orleans. See Note 7 . Payment of Creditor Expenses, Settlement Charges, and Other Fees. Pursuant to the Plan, CEC paid certain professional fees incurred by CEOC’s creditors and other ancillary fees and settlement amounts on the Effective Date. Payment to CEOC . In addition, and separate from the transactions and agreements described above, because there was not a comprehensive out-of-court restructuring of CEOC's debt securities or a prepackaged or prearranged in-court restructuring with requisite voting support from each of the first and second lien secured creditor classes by February 15, 2016, a debt agreement entered into by CEOC in 2014 contemplates an additional payment to CEOC of $35 million from CEC. During the first quarter of 2015, we accrued this liability in accrued restructuring and support expenses on the Balance Sheet, which was paid during the second quarter of 2017 using a portion of the proceeds from the sale of the SMG Business. Other Commitments Under the Plan The following represents other commitments or potential obligations to which CEC has agreed as part of the Plan and certain of the restructuring support and forbearance agreements (the”RSAs”) entered into in connection with the Plan, none of which have been accrued as of September 30, 2017 . • Purchase 100% of OpCo common stock for $700 million ; • Issuance of CEC common stock in exchange for OpCo preferred stock; • PropCo has right of first refusal to purchase (and lease to an affiliate of CEC) the real property assets associated with all new domestic non-Las Vegas gaming facility opportunities that CEC or its affiliates may have the right to acquire or develop; and • Guarantee of OpCo’s monetary obligations to PropCo under the management and lease support agreements related to the properties that OpCo leases from PropCo. The acquisitions of OpCo equity represent future investment transactions and will be recorded in the fourth quarter of 2017, when the transactions are consummated. The PropCo right of first refusal is not a financial obligation that would require accrual. The guarantee of OpCo’s monetary obligations relates to OpCo commitments that did not exist as of September 30, 2017 , and thus does not give rise to an obligation for CEC. Liquidity Cash and Available Revolver Capacity September 30, 2017 (In millions) CERP CGP CES Other Cash and cash equivalents $ 336 $ 1,026 $ 31 $ 122 Revolver capacity 270 150 — — Revolver capacity drawn or committed to letters of credit — — — — Total $ 606 $ 1,176 $ 31 $ 122 Consolidated cash and cash equivalents, excluding restricted cash, as shown in the table above include amounts held by CERP, CGP, and CES, which are not readily available to CEC. “Other” reflects CEC and certain of its direct subsidiaries, including its insurance captives. CEC is primarily a holding company with no independent operations, employees, or material debt issuances of its own as of September 30, 2017 . Its primary assets as of September 30, 2017 , consist of $122 million in cash and cash equivalents and its ownership interests in CEOC, CERP, and CGP. CEC’s cash and cash equivalents includes $92 million held by its insurance captives. Provisions included in certain debt arrangements entered into by CERP and CGP (and/or their respective subsidiaries) substantially restrict the ability of CERP, CGP, and their subsidiaries to provide dividends to CEC. CEC has no requirement to fund the operations of CERP, CGP, or their subsidiaries. Accordingly, CEC cash outflows are primarily used for corporate development opportunities and other corporate-level activity. CEC is generally limited to raising additional capital through borrowings or equity transactions because it has no operations of its own and the restrictions on its subsidiaries under lending arrangements generally prevent the distribution of cash from the subsidiaries to CEC, except for certain restricted payments that CERP and CGPH are authorized to make in accordance with their lending arrangements. |
Basis of Presentation and Princ
Basis of Presentation and Principles of Consolidation | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Basis of Presentation and Principles of Consolidation Basis of Presentation and Use of Estimates The accompanying unaudited consolidated condensed financial statements of Caesars have been prepared under the rules and regulations of the SEC applicable for interim periods, and therefore, do not include all information and footnotes necessary for complete financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”). The results for the interim periods reflect all adjustments (consisting primarily of normal recurring adjustments) that management considers necessary for a fair presentation of financial position, results of operations, and cash flows. The results of operations for our interim periods are not necessarily indicative of the results of operations that may be achieved for the entire 2017 fiscal year. Reclassifications For the three and nine months ended September 30, 2016 , $4 million and $13 million , respectively, was reclassified from food and beverage revenues to other revenues, and certain other immaterial prior year amounts have also been reclassified to conform to the current year’s presentation. Cash, Cash Equivalents, and Restricted Cash We adopted Accounting Standards Update (“ASU”) No. 2016-18, Statement of Cash Flows: Restricted Cash , during the fourth quarter of 2016, and retrospectively applied the amendments. Prior to adopting ASU No. 2016-18, our consolidated statements of cash flows reported changes in restricted cash as investing activities and excluded restricted cash from the beginning and ending balances of cash and cash equivalents. The effect on prior periods of adopting the new guidance includes: (i) increases in cash, cash equivalents, and restricted cash balances to $5.1 billion and $1.4 billion as of September 30, 2016 and December 31, 2015 , respectively; and (ii) an increase of $3.3 billion in cash flows provided by investing activities for the nine months ended September 30, 2016 . The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the Balance Sheets that sum to amounts reported on the consolidated statements of cash flows. (In millions) September 30, 2017 December 31, 2016 Cash and cash equivalents $ 1,515 $ 1,513 Restricted cash, current portion 2,798 3,113 Restricted cash, non-current portion 101 5 Total cash, cash equivalents, and restricted cash $ 4,414 $ 4,631 Other Operating Costs Other operating costs primarily include write-downs, reserves, and project opening costs, net of recoveries and acquisition and integration costs. During the first quarter of 2017, CEC was reimbursed $19 million for amounts related to the joint venture development in Korea that were deemed uncollectible and written off in 2015. Consolidation of Subsidiaries and Variable Interest Entities Our consolidated financial statements include the accounts of Caesars Entertainment and its subsidiaries after elimination of all intercompany accounts and transactions. We consolidate all subsidiaries in which we have a controlling financial interest and variable interest entities (“VIEs”) for which we or one of our consolidated subsidiaries is the primary beneficiary. Control generally equates to ownership percentage, whereby (1) affiliates that are more than 50% owned are consolidated; (2) investments in affiliates of 50% or less but greater than 20% are generally accounted for using the equity method where we have determined that we have significant influence over the entities; and (3) investments in affiliates of 20% or less are generally accounted for using the cost method. Consolidation of CGP Effective in 2013, CGP was determined to be a VIE, and Caesars was determined to be the primary beneficiary. As of September 30, 2017 , CAC is the sole voting member of CGP and holds a material noncontrolling interest in CGP. Common control exists between CAC and CEC through the majority beneficial ownership of both by Hamlet Holdings (as defined in Note 15 ). Neither CAC nor CGP guarantees any of CEC’s debt, and neither the creditors nor the beneficial holders of CGP have recourse to the general credit of CEC. As a result of the Merger, CGP became a wholly owned subsidiary of CEC; therefore, CGP will no longer be a VIE subsequent to September 30, 2017 (see Note 17 ). CGP generated net revenues of $407 million and $422 million for the three months ended September 30, 2017 and 2016 , respectively, and $1.3 billion for both the nine months ended September 30, 2017 and 2016 . Net income attributable to Caesars related to CGP was $17 million and $3.2 billion for the three months ended September 30, 2017 and 2016 , respectively, and $12 million and $3.2 billion for the nine months ended September 30, 2017 and 2016 , respectively. Our consolidated restricted cash includes amounts held by CGP of $2.7 billion and $3.0 billion as of September 30, 2017 and December 31, 2016 , respectively. As of September 30, 2017 , the majority of the balance is restricted under the terms of the CIE Proceeds and Reservation Rights Agreement (the “CIE Proceeds Agreement”) with CIE, CEOC, and CAC, which requires a portion of the proceeds from the sale of the SMG Business be deposited into the CIE escrow account (the "CIE Escrow Account"). Under the terms of the Plan and upon consummation of the Merger, the restricted cash was released from the CIE Escrow Account in order to fund certain of CEC’s obligations on the Effective Date (see Note 17 ). CR Baltimore Holdings (“CRBH”) CGP consolidates into its financial statements the accounts of any variable interest entity for which it is determined to be the primary beneficiary. Caesars Baltimore Investment Company, LLC (“CBIC”) is wholly-owned and consolidated by CGP. CBIC indirectly holds interests in CBAC Borrower, LLC (“CBAC”), owner of the Horseshoe Baltimore Casino, through its ownership interest in CRBH, a variable interest entity. The counterparty that owns the minority interest in CRBH was restricted from transferring its interest in CRBH without prior consent from CBIC. As a result, CBIC was determined to be the primary beneficiary of CRBH, and therefore, consolidated CRBH into its financial statements. Under the terms of the agreement, the transfer restrictions expired in August 2017, at which time CBIC was no longer considered the primary beneficiary and deconsolidated CRBH. CRBH generated year-to-date net revenues of $188 million and net loss attributable to Caesars of $6 million until its deconsolidation effective August 31, 2017 . Upon deconsolidation, we derecognized total assets and liabilities of $350 million and $354 million , respectively, including long-term debt totaling $294 million . CBIC recorded its interest in CRBH at its estimated fair value of $28 million , recognizing a gain on deconsolidation of $30 million , and will account for CRBH as an equity method investment going forward. We estimated the fair value of the interest in CRBH by weighting the results of the discounted cash flow method and the guideline public company method. Horseshoe Baltimore Casino will continue to be a managed property of New CEOC subsequent to its deconsolidation, and transactions with CRBH will no longer be eliminated in consolidation. These transactions include but are not limited to items such as casino management fees paid to New CEOC, reimbursed management costs, and the allocation of other expenses. Consolidation of CES A steering committee acts in the role of a board of managers for CES with each Member entitled to appoint one representative to the steering committee. Each Member, through its representative, is entitled to a single vote on the steering committee; accordingly, the voting power of the Members does not equate to their ownership percentages. Therefore, we determined that CES was a VIE, and we concluded that CEC is the primary beneficiary because our combined economic interest in CES, through our subsidiaries, represents a controlling financial interest. Expenses incurred by CES are allocated to the casino properties directly or to the Members according to their allocation percentages, subject to annual review (see Note 15 ). Therefore, CES is a "pass-through" entity that serves as an agent on behalf of the Members at a cost-basis, and is contractually required to fully allocate its costs. CES is designed to have no operating cash flows of its own, and any net income or loss is generally immaterial and is typically subject to allocation to the Members in the subsequent period. Consolidation Considerations for CEOC CEOC’s filing for reorganization was a reconsideration event for Caesars Entertainment to reevaluate whether consolidation of CEOC continued to be appropriate. We concluded that CEOC was a VIE and that we were not the primary beneficiary; therefore, we no longer consolidated CEOC. Subsequent to the deconsolidation, we accounted for our investment in CEOC as a cost method investment of zero due to the negative equity associated with CEOC’s underlying financial position. CEOC’s ownership interest in CES was $26 million and $33 million as of September 30, 2017 and December 31, 2016 , respectively, and is accounted for as noncontrolling interest . Transactions with CEOC were treated as related party transactions for Caesars Entertainment. These transactions include items such as casino management fees paid to CEOC, insurance expenses related to insurance coverage provided to CEOC by Caesars Entertainment, and rent payments by CEOC to CERP under the Octavius Tower lease agreement. See Note 15 for additional information on related party transactions and on the carrying amounts and classification of assets and liabilities that relate to our variable interest in CEOC. As described in Note 17 , on October 6, 2017 , the Debtors consummated their reorganization pursuant to the Plan, and CEC completed the acquisition of all of New CEOC. As a result, New CEOC, as CEOC’s successor, is a wholly owned subsidiary of CEC following the Effective Date, and will no longer be treated as a related party going forward. |
Litigation (Notes)
Litigation (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation | Litigation Litigation Noteholder Disputes As set forth in detail in our 2016 Annual Report and in our Form 10-Q for the quarter ended June 30, 2017, beginning in 2014, CEC was party to a number of lawsuits (the “Noteholder Lawsuits”) relating to the enforceability of certain CEC financial guarantees of CEOC debt obligations. More specifically, seven lawsuits were filed by certain secured or unsecured creditors against CEC (originally also against others) in federal and state courts in New York and Delaware, and one lawsuit was initiated by CEC against certain creditors in New York state court, each seeking judicial determinations of CEC’s liability, if any, for its refusal to pay creditors under various parental guarantees that supported particular CEOC indebtedness. In October 2017, following the Effective Date, each of these Noteholder Lawsuits was dismissed, with prejudice. Report of Bankruptcy Examiner With the effectiveness of the CEOC reorganization plan, matters relating to the Report of Bankruptcy Examiner have now been resolved. Employee Benefit Obligations As previously reported in more detail in our 2016 Annual Report and in our Form 10-Q for the quarter ended June 30, 2017, CEC and CEOC have been engaged in a number of actions and proceedings (the “Hilton Actions”) with Hilton Hotels Corporation (“Hilton”), the Plan Administrator of the Hilton Hotels Retirement Plan (the “Hilton Plan”), and a representative of the Plan Administrator (together with Hilton and the Plan Administrator, the “Hilton Parties”) relating to amounts to be paid to the Hilton Plan in connection with an Employee Benefits and Other Employment Allocation Agreement dated December 31, 1998 (the “Allocation Agreement”). On June 9, 2016, CEC, CEOC and the Hilton Parties entered into a settlement of the claims in the Hilton Actions (the “Settlement Agreement”). Under the Settlement Agreement, Hilton would receive a general unsecured claim in CEOC’s bankruptcy case for an amount equal to $51 million plus 31.75% of amounts paid by Hilton to the Hilton Plan due after July 16, 2016. In addition, for periods following the effective date of CEOC’s plan of reorganization, CEC would assume certain of CEOC’s obligations under the Allocation Agreement and Hilton would turn over to CEC the distributions on account of $24.5 million of Hilton’s claim in the CEOC bankruptcy, minus an amount for reimbursement of Hilton’s costs and expenses. The CEOC Bankruptcy Court approved the Settlement Agreement on July 19, 2016. The settlement amount is fully accrued in liabilities subject to compromise at CEOC, which will be acquired by CEC (see Note 17 ). The effective date of CEOC’s plan of reorganization occurred on October 6, 2017. Pursuant to the Settlement Agreement and the occurrence of the effective date, the Hilton Actions were dismissed with prejudice. In addition, with CEC’s consent, Hilton sold its claim in the CEOC bankruptcy and turned over to CEC the proceeds from the sale of Hilton’s claim minus the reimbursement of Hilton’s costs and expenses. CEC received approximately $12 million in the fourth quarter of 2017. National Retirement Fund As previously reported in more detail in our 2016 Annual Report and in our Form 10-Q for the quarter ended June 30, 2017, the five indirect subsidiaries of CEC which were required to make contributions to the National Retirement Fund’s (“NRF’s”) legacy plan (the “Five Employers”) and the members of the Five Employers’ controlled group (the “CEC Controlled Group”) have been engaged in a number of actions, proceedings and appeals with the NRF, its fund manager, and its board of trustees (the “NRF Litigations”) arising out of the January 2015 vote of a majority of the NRF’s trustees to expel the Five Employers from the NRF’s legacy plan. Pursuant to the NRF Settlement Agreement (as defined below), each of the NRF Litigations was dismissed with prejudice after the Effective Date of the Debtors’ reorganization pursuant to the Plan on October 6, 2017. On March 13, 2017, CEC, CERP, CEOC (on behalf of itself and each of the Debtors and its other direct and indirect subsidiaries), the Five Employers, the NRF, the NRF’s legacy plan, the NRF’s trustees, and others entered into a Settlement Agreement (the “NRF Settlement Agreement”). Under the NRF Settlement Agreement, on the Effective Date, CEC would pay $45 million to the NRF (the “NRF Payments”). On the Effective Date, the NRF Payments were made to the NRF and thus the mutual releases between the CEC-affiliated parties and the NRF-affiliated parties to the NRF Settlement Agreement became effective. Promptly after the Effective Date, each of the actions, proceedings and appeals relating to the NRF Litigations was dismissed with prejudice. As of both December 31, 2016 and September 30, 2017 , with respect to the NRF Payments, the Company had accrued $30 million related to the litigation settlement, the legal fee reimbursement, and the withdrawal liability in accrued expenses and other current liabilities on the Balance Sheets. The portion of the NRF Payments related to contributions will be accounted for as a prepayment toward future pension contributions. Other Matters In recent years, governmental authorities have been increasingly focused on anti-money laundering (“AML”) policies and procedures, with a particular focus on the gaming industry. In October 2013, CEOC’s subsidiary, Desert Palace, Inc. (the owner of and referred to herein as Caesars Palace, and which is now known as Desert Palace, LLC as of the Effective Date), received a letter from the Financial Crimes Enforcement Network of the United States Department of the Treasury (“FinCEN”), stating that FinCEN was investigating Caesars Palace for alleged violations of the Bank Secrecy Act to determine whether it is appropriate to assess a civil penalty and/or take additional enforcement action against Caesars Palace. Additionally, we were informed in October 2013 that a federal grand jury investigation regarding anti-money laundering practices of the Company and its subsidiaries had been initiated. In September 2015, FinCEN announced a settlement with Caesars Palace, and CEOC and the Nevada Gaming Control Board reached a settlement on the same facts as above. New CEOC continues to cooperate with the Department of Justice in its investigation of this matter. Caesars is party to other ordinary and routine litigation incidental to our business. We do not expect the outcome of any such litigation to have a material effect on our consolidated financial position, results of operations, or cash flows, as we do not believe it is reasonably possible that we will incur material losses as a result of such litigation. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements The Financial Accounting Standards Board (the “FASB”) issued the following authoritative guidance amending the FASB Accounting Standards Codification. Compensation - Stock Compensation - May 2017 : Amendments in this update provide guidance regarding which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. An entity should account for the effects of a modification unless all of the following are met: (i) the modification does not affect any of the inputs to the valuation technique that the entity uses to value the award; (ii) the vesting conditions of the modified award are the same as the vesting conditions of the original award; and (iii) the classification of the modified award as an equity instrument or a liability instrument is the same as before the original award was modified. Amendments in this update are effective for all periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. Application of amended guidance should be applied prospectively to an award modified on or after the adoption date. Intangibles - Goodwill and Other - January 2017 : Amendments in this update intend to simplify how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of goodwill. Under the amended guidance, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The elimination of Step 2 from the goodwill impairment test should reduce the cost and complexity of evaluating goodwill for impairment. Amendments should be applied on a prospective basis disclosing the nature of and reason for the change in accounting principle upon transition. Disclosure should be provided in the first annual period and in the interim period in which the entity initially adopts the amendments. Updated amendments are effective for fiscal years beginning after December 15, 2019, and interim period within those fiscal years. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We currently plan to implement the updated guidance when we perform our annual goodwill impairment assessment as of October 1. Business Combinations - January 2017 : Updated amendments intend to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisition (or disposals) of assets or businesses. Amendments in this update provide a more robust framework to use in determining when a set of assets and activities is a business and to provide more consistency in applying the guidance, reduce the costs of application, and make the definition of a business more operable. The amendments are effective to annual periods beginning after December 15, 2017, including interim periods within those periods. Early adoption is allowed as follows: (1) Transactions for which acquisition date occurs before the issuance date or effective date of the amendments, only when the transaction has not been reported in financial statements that have been issued or made available for issuance and (2) transactions in which a subsidiary is deconsolidated or a group of assets is derecognized that occur before the issuance date or effective date of the amendments, only when the transaction has not been reported in financial statements that have been issued or made available for issuance. We are currently assessing the effect the adoption of this standard will have on our financial statements. Statement of Cash Flows - August 2016 : Amended guidance addresses eight specific cash flow issues with the objective of reducing diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments should be applied retrospectively to each period presented. The amendments are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. We are currently assessing the effect the adoption of this standard will have on our financial statements. Income Taxes - October 2016 : Amended guidance addresses intra-entity transfers of assets other than inventory, which requires the recognition of any related income tax consequences when such transfers occur. The amendments should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. Amendments are effective for fiscal years beginning after December 15, 2017, and interim reporting periods within those years. Early adoption is permitted. We are currently assessing the effect the adoption of this standard will have on our financial statements. Revenue Recognition - May 2014 (amended September 2017) : Created a new Topic 606, Revenue from Contracts with Customers . The new guidance is intended to clarify the principles for recognizing revenue and to develop a common revenue standard for GAAP applicable to revenue transactions. Existing industry guidance will be eliminated, including revenue recognition guidance specific to the gaming industry. The FASB has recently issued several amendments to the standard, including clarification on accounting for and identifying performance obligations. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. The guidance should be applied using the full retrospective method or retrospectively with the cumulative effect initially applying the guidance recognized at the date of initial application. We plan to adopt this standard effective January 1, 2018, on a full retrospective basis. We are currently in the process of our analysis and anticipate this standard will have a material effect on our consolidated financial statements. As described below, we expect the most significant effect will be related to the accounting for the Total Rewards customer loyalty program and casino promotional allowances. However, due to the complexity and nature of the gaming industry, the quantitative effects of these changes have not yet been determined and are still being analyzed. The Total Rewards customer loyalty program affects revenue from our four core businesses: casino entertainment, food and beverage, rooms and hotel, and entertainment and other business operations. Currently, CEC estimates the cost of fulfilling the redemption of Reward Credits, after consideration of estimated forfeitures (referred to as “breakage”), based upon the cost of historical redemptions. Upon adoption of the new guidance, Reward Credits will no longer be recorded at cost, and a deferred revenue model will be used to account for the classification and timing of revenue recognized as well as the classification of related expenses when Reward Credits are redeemed. This will result in a portion of casino revenues being recorded as deferred revenue and being recognized as revenue in a future period when the Reward Credits are redeemed, and the revenue will be classified according to the good or service for which the Reward Credits were redeemed (e.g., a hotel room). We also expect to see a significant decrease in casino revenues. The presentation of goods and services provided to customers without charge in gross revenue with a corresponding reduction in promotional allowances will no longer be reported. Revenue will be recognized based on relative standalone selling prices for transactions with more than one performance obligation. For example, when a casino customer is given a complimentary room, we will be required to allocate a portion of the casino revenues earned from the customer to rooms revenues based on the standalone selling price of the room. We will continue to monitor and assess the impact of any changes to the standard and interpretations as they become available. Recognition and Measurement of Financial Instruments - January 2016 : Amended certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Among other things, they require equity investments (except those accounted for under the equity method of accounting or those that result in consolidation) to be measured at fair value with any changes in fair value recognized in net income and simplify the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment. The new guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted on certain provisions. We are currently assessing the effect the adoption of this standard will have on our financial statements, but do not expect the effect to be material. Leases - February 2016 (amended September 2017) : The amended guidance requires most lease obligations to be recognized as a right-of-use (“ROU”) asset with a corresponding liability on the balance sheet. The guidance also requires additional qualitative and quantitative disclosures to assess the amount, timing, and uncertainty of cash flows arising from leases. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The guidance should be implemented for the earliest period presented using a modified retrospective approach, which includes optional practical expedients primarily focused on leases that commenced before the effective date, including continuing to account for leases that commenced before the effective date in accordance with previous guidance, unless the lease is modified. Currently, all of our capital leases are set to expire before the initial effective date and will not require any accounting adjustments. Accounting for our operating leases where we are the lessor, including leases for the Octavius Tower at Caesars Palace Las Vegas and gaming space at The LINQ promenade, will remain unchanged. However, after the Debtors consummated their reorganization pursuant to the Plan, New CEOC became a wholly owned subsidiary of CEC, and this lease transaction will be eliminated upon consolidation. Operating leases, including agreements relating to slot machines, will be recorded on the balance sheet as an ROU asset with a corresponding lease liability, which will be amortized using the effective interest rate method as payments are made. The ROU asset will be depreciated on a straight-line basis and recognized as lease expense. The qualitative and quantitative effects of adoption are still being analyzed. We are in the process of evaluating the full effect the new guidance will have on our financial statements. Financial Instruments-Credit Losses - June 2016 (amended January 2017) : Amended guidance replaces the incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of broader range of reasonable and supportable information to inform credit loss estimates. Amendments affect entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables and any other financial assets not excluded from the scope that have the contractual right to receive cash. Amendments are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted. We are currently assessing the effect the adoption of this standard will have on our financial statements. |
Property and Equipment (Notes)
Property and Equipment (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment (In millions) September 30, 2017 December 31, 2016 Land and land improvements $ 3,576 $ 3,584 Buildings and leasehold improvements 4,021 4,149 Furniture, fixtures, and equipment 1,309 1,346 Construction in progress 119 55 Total property and equipment 9,025 9,134 Less: accumulated depreciation (1,902 ) (1,688 ) Total property and equipment, net $ 7,123 $ 7,446 Depreciation Expense and Capitalized Interest Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Depreciation expense (1) $ 135 $ 94 $ 303 $ 273 Capitalized interest 2 1 4 1 ____________________ (1) Depreciation expense for the three and nine months ended September 30, 2017 includes accelerated depreciation of $54 million and $59 million , respectively, due to asset removal and replacement in connection with property renovations primarily at Bally’s Las Vegas and Harrah’s Las Vegas compared with $16 million and $41 million during the three and nine months ended September 30, 2016 , respectively, related to property renovations primarily at Harrah’s Las Vegas and Paris Las Vegas. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Changes in Carrying Value of Goodwill and other Intangible Assets Amortizing Intangible Assets Non-Amortizing Intangible Assets (In millions) Goodwill Other Balance as of December 31, 2016 $ 285 $ 1,608 $ 148 Amortization (49 ) — — Deconsolidation of CRBH — — (22 ) Balance as of September 30, 2017 $ 236 $ 1,608 $ 126 Gross Carrying Value and Accumulated Amortization of Intangible Assets Other Than Goodwill September 30, 2017 December 31, 2016 (Dollars in millions) Weighted Average Remaining Useful Life (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizing Customer relationships 3.7 $ 893 $ (676 ) $ 217 $ 893 $ (630 ) $ 263 Contract rights 7.3 3 (2 ) 1 3 (1 ) 2 Gaming rights and other 6.8 43 (25 ) 18 43 (23 ) 20 $ 939 $ (703 ) 236 $ 939 $ (654 ) 285 Non-amortizing Trademarks 126 126 Gaming rights — 22 126 148 Total intangible assets other than goodwill $ 362 $ 433 |
Fair Value Measurements (Notes)
Fair Value Measurements (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Investments Investments reported at fair value primarily consist of government bonds held by our captive insurance entities totaling $28 million and $47 million as of September 30, 2017 and December 31, 2016 , respectively. These investments are traded in active markets, have readily determined market values and have maturity dates of greater than three months from the date of purchase. Because the fair value of these instruments is not estimated individually, but rather in the aggregate using alternative pricing methods, their fair value is classified as Level 2. These investments primarily represent collateral for several escrow and trust agreements with third-party beneficiaries and are recorded in deferred charges and other in the Balance Sheets while a portion is included in prepayments and other current assets. Restructuring Commitments Estimated Fair Value (In millions) Balance Level 1 Level 2 Level 3 December 31, 2016 Liabilities: Issuance of CEC Convertible Notes $ 1,600 $ — $ — $ 1,600 Issuance of CEC common stock 1,936 — 1,936 — PropCo Call Right 131 — — 131 Total liabilities at fair value $ 3,667 $ — $ 1,936 $ 1,731 September 30, 2017 Liabilities: Issuance of CEC Convertible Notes $ 2,240 $ — $ — $ 2,240 Issuance of CEC common stock 3,507 3,507 — — PropCo Call Right 189 — — 189 Total liabilities at fair value $ 5,936 $ 3,507 $ — $ 2,429 Changes in Level 3 Fair Value Measurements Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 (In millions) CEC Convertible Notes PropCo Call Right CEC Convertible Notes PropCo Call Right Balance as of beginning of period $ 1,910 $ 193 $ 1,600 $ 131 Restructuring of CEOC and other 330 (4 ) 640 58 Balance as of end of period $ 2,240 $ 189 $ 2,240 $ 189 As described in Note 1 , we recognized certain obligations that were settled on the Effective Date of the Plan. A portion of the obligations we recognized reflect our estimates of the fair value of the consideration CEC has agreed to provide in the form of CEC common stock, CEC Convertible Notes, and the PropCo Call Right in exchange for the settlement of litigation claims and potential claims against CEC and its affiliates. These obligations are recorded in accrued restructuring and support expenses on the Balance Sheets. Valuation Methodologies CEC Convertible Notes - We estimated the fair value of the CEC Convertible Notes to be issued using a binomial lattice valuation model that incorporates the value of both the straight debt and conversion features of the notes. In the Plan, the CEC Convertible Notes have a face value of $1.1 billion , a term of 7 years, a coupon rate of 5% , and are convertible into 156 million shares of CEC common stock. The valuation model incorporates assumptions regarding the incremental post-emergence cost of borrowing for CEC, the value of CEC’s equity into which these notes could convert, the expected volatility of such equity, and the risk-free rate. Key Assumptions - • Incremental cost of borrowing - 5.0% • Expected volatility - 32% • Risk-free rate - 2.2% Since the key assumptions used in the valuation model, including CEC’s estimated incremental post-emergence cost of borrowing and the expected volatility of CEC’s equity, are significant unobservable inputs, the fair value for the CEC convertible notes is classified as Level 3. Should CEC’s estimated incremental cost of borrowing or equity value fluctuate over time, it could result in an increase or decrease in the fair value of the notes and the corresponding restructuring accrual. Specifically, a decrease in the incremental borrowing rate or an increase in the expected volatility of CEC’s common stock would result in an increase in the restructuring accrual. CEC Common Stock - On the Effective Date, CEC issued shares of CEC common stock for the settlement of claims and potential claims. Also on the Effective Date, CEC repurchased approximately 146 million shares of CEC common stock for approximately $1.0 billion from certain creditors of CEOC at a pre-negotiated price of $6.86 per share. The value of the purchase obligation is not subject to changes in fair value; therefore, the estimated fair value primarily represents the net shares that we issued after satisfying the repurchase obligation. We have used the fair value of CEC’s common stock as of the Effective Date to estimate this portion of the restructuring accrual, and the fair value is no longer subject to market fluctuations because the shares of common stock have been issued. The valuation models used to estimate the fair value of CEC’s common stock expected to be issued do not require significant judgment and inputs can be observed in a liquid market, such as the current trading price; therefore, this portion of the restructuring accrual is classified as Level 1. PropCo Call Right Agreement - On the Effective Date, PropCo received a call right for up to five years to purchase and leaseback the real property assets associated with Harrah’s Atlantic City and Harrah’s Laughlin from CERP and Harrah’s New Orleans from CGP for a cash purchase price of ten times the agreed upon annual rent for each property (subject to the terms of the CERP and CGPH credit agreements). The initial rent for each property under the agreement will be determined based on a rent-to-earnings before interest, taxes, depreciation, amortization, and rent (“EBITDAR”) ratio of 1.00-to-1.67. PropCo’s purchase price will be determined by multiplying each property’s initial rent by 10. The valuation model used to estimate the fair value of the PropCo Call Right is a Monte Carlo simulation and utilized the following key assumptions: Key Assumptions - • Ratio of EBITDAR to Initial Rent under Property Lease - 1.67 to 1.00 • EBITDAR volatility - 25% • Enterprise value to revenue volatility - 12% • Ratio of initial purchase price to property lease rent - 12.00 to 1.00 • EBITDAR to multiple correlation - 0.0% • Composite projected revenue growth rate - 2.4% • Composite projected EBITDAR margin growth rate - 24.1% Since the key assumptions used in the valuation model are significant unobservable inputs, the fair value for the call right is classified as Level 3. Should these assumptions fluctuate over time, it could result in an increase or decrease in the fair value of the call right and the corresponding restructuring accrual. Specifically, an increase in the volatility assumptions would result in an increase in the restructuring accrual. |
Contractual Commitments
Contractual Commitments | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Contractual Commitments and Contingent Liabilities Contractual Commitments Except as described below and in Note 1 and Note 9 , during the nine months ended September 30, 2017 , we have not entered into any material contractual commitments outside of the ordinary course of business that have materially changed our contractual commitments as compared to December 31, 2016 . NV Energy In September 2017, we filed our final notice to proceed with our plan to exit the fully bundled sales system of NV Energy for our Nevada casino properties and purchase energy, capacity, and/or ancillary services from a provider other than NV Energy. The transition to unbundle electric service (the “Cease-Use Date”) is expected to begin in December 2017 and should extend through the first quarter of 2018. As a result of our decision to exit, NV Energy charged aggregate impact exit fees of $48 million , of which $33 million related to CGPH and CERP properties and $15 million related to New CEOC’s properties. These fees are payable over three to six years at an aggregate present value of $38 million . The portion attributable to CGPH and CERP was recorded at $26 million in accrued expenses and other current liabilities and deferred credits and other liabilities on the Balance Sheets as of September 30, 2017 , with a corresponding expense recognized in other operating costs in the Statements of Operations. For six years following the transition, we are also required to make ongoing payments to NV Energy for non-bypassable rate charges, which primarily relate to each entity’s share of NV Energy’s portfolio of renewable energy contracts and the costs of decommissioning and remediation of coal-fired power plants. Total fees to be incurred, including the portion attributable to New CEOC, are expected to be $32 million , with an estimated present value of $26 million . The portion of fees attributable to CGPH and CERP properties is estimated to be $24 million , with an estimated present value of $19 million . We expect to record a liability at the Cease-Use Date representing an estimate of the present value of the non-bypassable rate charges on the effective date of the transition. Contingent Liabilities Self-Insurance We are self-insured for workers compensation and other risk insurance, as well as health insurance effective in the first quarter of 2017 when the liability related to certain health insurance contracts was transferred from CEOC to CES. Our total estimated self-insurance liability was $193 million and $179 million as of September 30, 2017 and December 31, 2016 , respectively. Deferred Compensation and Employee Benefits Deferred Compensation Plans As of September 30, 2017 , certain current and former employees of Caesars, and our subsidiaries and affiliates, have balances under the Harrah’s Entertainment, Inc. Executive Supplemental Savings Plan (“ESSP”), the Harrah’s Entertainment, Inc. Executive Supplemental Savings Plan II (“ESSP II”), the Park Place Entertainment Corporation Executive Deferred Compensation Plan (“CEDCP”), the Harrah’s Entertainment, Inc. Deferred Compensation Plan (“DCP”), and the Harrah’s Entertainment, Inc. Executive Deferred Compensation Plan (“EDCP”). These plans are deferred compensation plans that allow certain employees an opportunity to save for retirement and other purposes. Each of the plans is now frozen and is no longer accepting contributions. However, participants may still earn returns on existing plan balances based upon their selected investment alternatives, which are reflected in their deferral accounts. Plan obligations in respect of all of these plans were included in Caesars’ financial statements as liabilities prior to the deconsolidation of CEOC. Caesars has recorded in the accompanying financial statements $39 million and $40 million in liabilities as of September 30, 2017 and December 31, 2016 , respectively, representing the estimate of its obligations under the ESSP and ESSP II and for certain former directors and employees who had employment agreements with Harrah’s Entertainment, Inc. (the predecessor to CEC) and participated in the EDCP. Trust Assets CEC is a party to a trust agreement (the “Trust Agreement”) structured as a so-called “rabbi trust” arrangement, which holds assets that may be used to satisfy obligations under the deferred compensation plans above. Amounts held pursuant to the Trust Agreement were approximately $67 million and $62 million as of September 30, 2017 and December 31, 2016 , respectively, and have been reflected as long-term restricted assets on the Balance Sheets. Settlement Agreement On September 14, 2016, CEC entered into a settlement agreement with CEOC related to the liabilities and assets associated with the above deferred compensation plans, which was approved by the Bankruptcy Court on October 17, 2016. Pursuant to the settlement agreement, contemporaneously with the Effective Date of the Restructuring, CEC would assume all obligations to plan participants under or with respect to all five of the deferred compensation plans, and the Debtors would have no further obligations to the deferred compensation plan participants. At that time, CEOC and the other Debtors would relinquish and release any claim or right that any of them may have in respect of the assets held under either the Trust Agreement or additional assets held pursuant to a separate escrow agreement (the “Escrow Agreement”). This settlement transaction was completed as part of the Plan on the Effective Date. See Note 17 . |
Debt (Notes)
Debt (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Debt September 30, 2017 December 31, 2016 (In millions) Face Value Book Value Book Value CERP (1) $ 4,556 $ 4,511 $ 4,563 CGP (1) 1,999 1,966 2,275 Total debt 6,555 6,477 6,838 Current portion of long-term debt (39 ) (39 ) (89 ) Long-term debt $ 6,516 $ 6,438 $ 6,749 Unamortized discounts and deferred finance charges $ 78 $ 110 Fair value $ 6,717 ____________________ (1) See Note 17 for additional information about pending transactions related to CERP and CGPH’s debt and their organizational structures. Current Portion of Long-Term Debt CERP’s current portion of long-term debt is $25 million , which includes scheduled principal payments on its senior secured loan that are expected to be paid within 12 months. CGP’s current portion of long-term debt is $14 million , which includes scheduled principal payments on term loans, special improvement district bonds, and various capital lease obligations. Although there are no outstanding amounts under the revolving credit facilities for CERP or CGPH as of September 30, 2017 , borrowings under these revolving credit facilities are each subject to separate note agreements executed based on the provisions of the applicable credit facility agreements, and each note has a contractual maturity of less than one year. The applicable credit facility agreements each have a contractual maturity of greater than one year, and we have the ability to rollover the outstanding principal balances on a long-term basis. Amounts borrowed under the revolving credit facilities are intended to satisfy short term liquidity needs and are classified as current. Fair Value We calculate the fair value of debt based on borrowing rates available as of September 30, 2017 , for debt with similar terms and maturities, and based on market quotes of our publicly traded debt. We classify the fair value of debt within Level 1 and Level 2 in the fair value hierarchy. CERP Debt On May 12, 2017 , CERP amended its first lien credit agreement to reduce the interest rate margins applicable to approximately $211 million of its revolving credit facility and to the entire remaining $2.4 billion of its term loan facility by 2.50% . The amendment also included automatic step-ups in the scheduled quarterly payments to approximately $16 million beginning December 31, 2018 , and to approximately $31 million beginning December 31, 2019 . This amendment resulted in a loss on extinguishment of debt of approximately $1 million , which is recorded in Restructuring of CEOC and other in the Statements of Operations. September 30, 2017 December 31, 2016 (Dollars in millions) Final Maturity Rate(s) (1) Face Value Book Value Book Value CERP Credit Facility CERP Revolving Credit Facility (2) 2018 various $ — $ — $ 40 CERP Senior Secured Term Loan (3) 2020 4.74% 2,406 2,376 2,387 CERP Notes CERP First Lien Notes 2020 8.00% 1,000 994 993 CERP Second Lien Notes 2021 11.00% 1,150 1,141 1,140 Capital lease obligations and other N/A N/A — — 3 Total CERP Debt 4,556 4,511 4,563 Current portion of CERP long-term debt (25 ) (25 ) (68 ) CERP long-term debt $ 4,531 $ 4,486 $ 4,495 ____________________ (1) Interest rate is fixed, except where noted. (2) Variable interest rate for the $211 million amended revolver is LIBOR plus 3.50% , down from 6.00% prior to the amendment. The variable interest rate on the remaining $59 million is determined by adding LIBOR to a base rate of 6.00% . (3) Variable interest rate was amended during the 2017 second quarter from 6.00% plus the greater of LIBOR or a 1% floor to 3.50% plus the greater of LIBOR or a 1% floor . CGP Debt On April 27, 2017 , CGPH entered into an Incremental Assumption Agreement and Amendment No. 1 to its First Lien Credit Agreement that, among other things, (a) provided for an increase in CGPH’s existing Senior Secured Term Loan of $175 million to approximately $1.3 billion and (b) reduced the interest rate margins applicable to the Senior Secured Term Loan and CGPH's existing $150 million revolving credit facility by 2.25% . On June 20, 2017, the $175 million incremental proceeds were used to repay the property-specific term loan encumbering The Cromwell, which extended the final maturity for the majority of the $175 million from 2019 to 2021. At the time of the repayment, The Cromwell became part of the CGPH restricted group (which is subject to certain restrictions or limitations placed on CGPH and its restricted subsidiaries), and its assets were pledged as collateral for both the CGPH Senior Secured Term Loan and the CGPH Notes. This amendment resulted in a loss on extinguishment of debt of approximately $4 million , which is recorded in Restructuring of CEOC and other in the Statements of Operations. On July 7, 2017 , CBAC closed the syndication of new senior secured credit facilities, consisting of $300 million in the aggregate principal amount of a senior secured term loan facility maturing in 2024 (the “Baltimore Term Facility”), subject to a variable rate of interest calculated as LIBOR plus 4.00% , which is down from 7.00% prior to the amendment. The proceeds from the Baltimore Term Facility, in addition to $15 million in cash, were used to repay the amounts outstanding under the Horseshoe Baltimore Credit Facility and the Horseshoe Baltimore FF&E Facility. CBAC’s new senior secured revolving credit facility has up to $15 million available in aggregate principal amount and matures in 2022. As described in Note 2 , CGP deconsolidated CRBH effective August 31, 2017 . As a result, we derecognized the long-term debt outstanding under the Horseshoe Baltimore Credit Facility and the Horseshoe Baltimore FF&E Facility. September 30, 2017 December 31, 2016 (Dollars in millions) Final Maturity Rate(s) (1) Face Value Book Value Book Value CGPH Credit Facilities CGPH Senior Secured Revolving Credit Facility (2) 2019 various $ — $ — $ — CGPH Senior Secured Term Loan (3) 2021 4.24% 1,311 1,289 1,119 CGPH Notes 2022 9.38% 675 664 662 Cromwell Credit Facility N/A N/A — — 167 Horseshoe Baltimore Credit and FF&E Facilities Horseshoe Baltimore Revolving Facility Loan N/A N/A — — — Horseshoe Baltimore Credit Facility N/A N/A — — 287 Horseshoe Baltimore FF&E Facility N/A N/A — — 22 Other secured debt N/A N/A — — 4 Special Improvement District Bonds 2037 4.30% 13 13 14 Total CGP Debt 1,999 1,966 2,275 Current portion of CGP long-term debt (14 ) (14 ) (21 ) CGP long-term debt $ 1,985 $ 1,952 $ 2,254 ____________________ (1) Interest rate is fixed, except where noted. (2) Variable interest rate calculated as LIBOR plus 3.00% , down from 5.25% prior to the amendment. (3) Variable interest rate was amended during the 2017 second quarter from 5.25% plus the greater of LIBOR or a 1% floor to 3.00% plus the greater of LIBOR or a 1% floor . Terms of Outstanding Debt Restrictive Covenants The CERP Notes, CERP Credit Facility, CGPH Senior Secured Term Loan, and CGPH Notes all include negative covenants, subject to certain exceptions, and contain affirmative covenants and events of default, subject to exceptions, baskets and thresholds (including equity cure provisions in the case of the CERP Credit Facility), all of the preceding being customary in nature. The restrictive covenants also require that we maintain Senior Secured Leverage Ratios (“SSLR”) as shown in the table below. SSLR is defined as the ratio of first lien senior secured net debt to earnings before interest, taxes, depreciation and amortization, adjusted as defined (“Adjusted EBITDA”). Credit Facility Covenant Type Effective Period Requirement CERP Credit Facility CERP Maximum SSLR From inception 8.00 to 1.00 CGPH Senior Secured Term Loan CGPH Maximum SSLR From inception 6.00 to 1.00 Guarantees CERP has pledged a significant portion of its assets as collateral under the notes and facilities. The CERP Notes are co-issued, as well as fully and unconditionally guaranteed, jointly and severally, by Caesars Entertainment Resort Properties, LLC (parent entity) and each of its wholly-owned subsidiaries on a senior secured basis. The CGPH Senior Secured Term Loan is guaranteed by the direct parent of CGPH and substantially all of CGPH’s subsidiaries, and is secured by the direct parent’s equity interest in CGPH and substantially all of the existing and future assets of CGPH and the subsidiary guarantors. The CGPH Notes are secured by substantially all of the existing and future property and assets of CGPH and the subsidiary guarantors (subject to exceptions), and are guaranteed by CGPH and substantially all of CGPH’s subsidiaries (subject to exceptions). |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | Earnings Per Share Basic earnings per share is computed by dividing the applicable income amounts by the weighted-average number of shares of common stock outstanding. Diluted earnings per share is computed by dividing the applicable income amounts by the sum of weighted-average number of shares of common stock outstanding and dilutive potential common stock. For a period in which Caesars generated a net loss, the weighted-average basic shares outstanding was used in calculating diluted loss per share because using diluted shares would have been anti-dilutive to loss per share. Basic and Dilutive Net Earnings Per Share Reconciliation Three Months Ended September 30, Nine Months Ended September 30, (In millions, except per share data) 2017 2016 2017 2016 Loss from continuing operations attributable to Caesars, net of income taxes $ (468 ) $ (3,936 ) $ (2,456 ) $ (6,379 ) Income from discontinued operations attributable to Caesars, net of income taxes — 3,293 — 3,351 Net loss attributable to Caesars $ (468 ) $ (643 ) $ (2,456 ) $ (3,028 ) Weighted-average common stock outstanding 149 147 148 146 Basic and diluted loss per share from continuing operations $ (3.14 ) $ (26.80 ) $ (16.54 ) $ (43.70 ) Basic and diluted earnings per share from discontinued operations — 22.42 — 22.96 Basic and diluted loss per share $ (3.14 ) $ (4.38 ) $ (16.54 ) $ (20.74 ) Weighted-Average Number of Anti-Dilutive Shares Excluded from Calculation of EPS Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Stock options 10 10 13 10 Restricted stock units and awards 6 9 6 9 Total anti-dilutive common stock 16 19 19 19 |
Casino Promotional Allowances (
Casino Promotional Allowances (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Promotional Allowance [Abstract] | |
Casino Promotional Allowances | Casino Promotional Allowances The retail value of accommodations, food and beverage, and other services furnished to guests without charge is included in gross revenues and then deducted as casino promotional allowances. The estimated cost of providing such casino promotional allowances is included in casino expenses. Estimated Retail Value of Casino Promotional Allowances Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Food and beverage $ 68 $ 66 $ 206 $ 207 Rooms 60 57 178 174 Other 10 8 27 22 $ 138 $ 131 $ 411 $ 403 Estimated Cost of Providing Casino Promotional Allowances Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Food and beverage $ 41 $ 40 $ 125 $ 124 Rooms 20 20 61 60 Other 6 5 16 13 $ 67 $ 65 $ 202 $ 197 |
Stock-Based Compensation (Notes
Stock-Based Compensation (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Caesars Entertainment Stock-Based Compensation During the second quarter 2016, we implemented FASB ASU No. 2016-09, which amended Topic 718, Compensation - Stock Compensation . This updated guidance amended the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. We applied the amended guidance using a modified retrospective transition method of a cumulative-effect adjustment to beginning equity of $1 million . We maintain long-term incentive plans for management, other personnel, and key service providers. The plans allow for granting stock-based compensation awards, based on CEC common stock (NASDAQ symbol “CZR”), including time-based and performance-based stock options, restricted stock units, restricted stock awards, stock grants, or a combination of awards. Composition of Caesars Entertainment Stock-Based Compensation Expense Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Corporate expense $ 6 $ 7 $ 19 $ 26 Property, general, administrative, and other 1 1 3 4 Total stock-based compensation expense $ 7 $ 8 $ 22 $ 30 Outstanding at End of Period September 30, 2017 December 31, 2016 Quantity (1) Wtd Avg (2) Quantity Wtd Avg (2) Stock options (3) 9,316,676 $ 10.35 9,820,168 $ 11.69 Restricted stock units (4) 5,331,636 7.61 8,447,922 7.95 ____________________ (1) There were no grants of stock options or restricted stock units related to CEC common stock during the nine months ended September 30, 2017 . (2) Represents weighted average exercise price for stock options and weighted average fair value for restricted stock units. (3) On March 14, 2017, we modified vested and unvested stock options held by active employees with exercise prices above the then-current market price of CEC’s common stock to have an exercise price of $9.45 . (4) During the three and nine months ended September 30, 2017 , 88,856 and 2,710,851 restricted stock units vested, respectively. CIE Stock-Based Compensation Plan Historically, CIE has granted stock-based compensation awards in CIE common stock to its employees, directors, service providers and consultants in accordance with the Caesars Interactive Entertainment, Inc. Amended and Restated Management Equity Incentive Plan, which was intended to promote the interests of CIE and its stockholders by providing key employees, directors, service providers and consultants with an incentive to encourage their continued employment or service and improve the growth and profitability of CIE. These awards were classified as liability-based instruments and were re-measured at their fair value at each reporting date. As described in Note 1 , in September 2016, CIE sold its SMG Business, which represented the majority of CIE’s operations, and the SMG Business is now presented as discontinued operations (see Note 14 ). Upon the closing of the SMG Business sale, all outstanding CIE stock-based compensation awards were deemed fully vested and were subsequently paid in cash in connection with the closing of the SMG Business sale, as described in Note 14 . The portion of CIE’s stock-based compensation expense directly identifiable with employees of the SMG Business was reclassified to discontinued operations for all periods presented in the Statements of Operations. The portion of CIE’s stock-based compensation expense not directly identifiable with employees of the SMG Business was $145 million and $188 million for the three and nine months ended September 30, 2016, respectively, and was included in property, general, administrative, and other in the Statements of Operations. |
Income Taxes (Notes)
Income Taxes (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Caesars’ provision for income taxes during interim reporting periods has historically been calculated by applying an estimate of the annual effective tax rate for the full year to “ordinary” income or loss (pre-tax income or loss excluding unusual or infrequently occurring discrete items) for the reporting period. We utilized a discrete effective tax rate method, as allowed by ASC 740-270 “ Income Taxes, Interim Reporting, ” to calculate taxes for the three and nine months ended September 30, 2017 . We determined that as small changes in estimated “ordinary” income would result in significant changes in the estimated annual effective tax rate, the historical method would not provide a reliable estimate for the three and nine months ended September 30, 2017 . Income Tax Allocation Three Months Ended September 30, Nine Months Ended September 30, (Dollars in millions) 2017 2016 2017 2016 Loss from continuing operations, before income taxes $ (480 ) $ (3,261 ) $ (2,327 ) $ (5,626 ) Income tax benefit/(provision) $ 20 $ (27 ) $ (83 ) $ (37 ) Effective tax rate 4.2 % (0.8 )% (3.6 )% (0.7 )% Discontinued operations, before income taxes $ — $ 3,973 $ — $ 4,091 Income tax provision $ — $ (680 ) $ — $ (740 ) We classify reserves for tax uncertainties within deferred credits and other in the Balance Sheets, separate from any related income tax payable, which is also reported within accrued expenses, or deferred income taxes. Reserve amounts relate to any potential income tax liabilities resulting from uncertain tax positions, as well as potential interest or penalties associated with those liabilities. Management assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets. We have provided a valuation allowance on certain federal and state deferred tax assets that were not deemed realizable based upon estimates of future taxable income. The effective tax rate related to the loss from continuing operations for the three months ended September 30, 2017 differed from the expected federal tax rate of 35% primarily due to losses from continuing operations not tax benefitted, including accrued restructuring and support expenses. The effective tax rate for the three months ended September 30, 2016 differed from the expected federal tax rate of 35% primarily due to losses from continuing operations not tax benefitted, including accrued restructuring and support expenses, and nondeductible stock based compensation from CIE. The effective tax rate related to the loss from continuing operations for the nine months ended September 30, 2017 differed from the expected federal tax rate of 35% primarily due to losses from continuing operations not tax benefitted, including accrued restructuring and support expenses, and from state deferred tax expense. Effective January 1, 2017, CEC elected to no longer treat CERP as a corporation for income tax purposes, which resulted in additional state deferred tax expense due to additional state filing requirements for CEC. The effective tax rate related to the loss from continuing operations for the nine months ended September 30, 2016 differed from the expected federal tax rate of 35% primarily due to losses from continuing operations not tax benefitted, including accrued restructuring and support expenses, and nondeductible stock based compensation from CIE. We file income tax returns, including returns for our subsidiaries, with federal, state, and foreign jurisdictions. We are under regular and recurring audit by the Internal Revenue Service on open tax positions, and it is possible that the amount of the liability for unrecognized tax benefits could change during the next 12 months. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Discontinued Operations Sale of SMG Business On September 23, 2016 , CIE sold its SMG Business to Alpha Frontier Limited (“Alpha Frontier”) for cash consideration of $4.4 billion , pursuant to the Stock Purchase Agreement dated as of July 30, 2016 (the "Purchase Agreement"), which resulted in a pre-tax gain of approximately $4.2 billion . As a result of the sale, CAC incurred estimated current income tax expense of approximately $285 million on the gain. Under the terms of its operating agreement, CGP is required to distribute funds to CAC, which CAC will use to pay its tax obligation resulting from the sale of the SMG Business (see Note 15 ), and $240 million of this was paid during the year ended December 31, 2016 . During the first quarter of 2017, CGP amended its operating agreement to clarify the allocation method for taxable income resulting from the sale between CEC and CAC. This resulted in less taxable income being allocated to CAC and a lower resulting tax obligation for CAC; therefore, CGP reduced the amount of its estimated distribution to CAC by $26 million to $259 million . Additionally, proceeds from the sale were deposited into an escrow account to fund potential indemnity claims of Alpha Frontier under the Purchase Agreement (the “Indemnity Escrow”). The balance in the Indemnity Escrow was approximately $259 million as of December 31, 2016 , and until the balance was released in September 2017 to CIE. As discussed in Note 2 , the majority of the proceeds from the sale of the SMG Business is restricted under the terms of the Purchase Agreement and the CIE Proceeds Agreement and was therefore classified as restricted cash upon receipt. As a result of the sale, the results of operations and cash flows related to the SMG Business were classified as discontinued operations for all periods presented effective beginning in the third quarter of 2016 . In connection with the closing of the SMG Business sale (“Closing”), CIE completed the following transactions, which were funded from the proceeds of the sale: • Repurchased all of the shares of CIE common stock held by Rock Gaming Interactive LLC, and its other minority investors (collectively, the "Minority Investors") in exchange for the right to receive cash payments representing the fair market value of the shares of CIE common stock at Closing. • Accelerated the vesting of all of the outstanding options, restricted stock units and warrants of CIE (collectively, “CIE equity awards”) and canceled all such CIE equity awards in exchange for the right to receive cash payments equal to the intrinsic value of such awards. The total amount distributed to the Minority Investors and former holders of CIE equity awards in connection with Closing was approximately $1.1 billion . As of December 31, 2016 , CGP accrued $63 million for the estimated portion of the balance remaining in the Indemnity Escrow that was due to the Minority Investors and former holders of CIE equity awards. During the third quarter of 2017, the Indemnity Escrow funds were released to CIE and $63 million was distributed to the Minority Investors and former holders of CIE equity awards according to the terms of the Purchase Agreement. Effect on Statements of Operations of Discontinued Operations (In millions) Three Months Ended September 30, 2016 Nine Months Ended September 30, 2016 Revenues Social and mobile games $ 222 $ 678 Operating expenses Platform fees 64 197 Property, general, administrative, and other (1) 346 551 Total operating expenses 410 748 Gain from discontinued operations 4,161 4,161 Pre-tax income from discontinued operations 3,973 4,091 Income tax provision (680 ) (740 ) Total income from discontinued operations, net of income taxes $ 3,293 $ 3,351 ____________________ (1) Property, general, administrative, and other includes stock-based compensation expense directly identifiable with employees of the SMG Business of $211 million and $262 million for the three and nine months ended September 30, 2016 , respectively. |
Related Party Transactions (Not
Related Party Transactions (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Transactions with Sponsors and their affiliates Reimbursements and expenses $ — $ — $ — $ 6 Expenses paid to Sponsors’ portfolio companies 1 1 2 3 Expenses paid on behalf of CAC 3 286 24 299 Transactions with CEOC Shared services allocated expenses to CEOC 108 93 312 270 Shared services allocated expenses from CEOC 25 24 71 74 Management fees incurred 11 12 33 34 Octavius Tower lease revenue 8 9 26 25 Other expenses incurred 3 8 9 22 Transactions Related to the CEOC Reorganization As described in Note 17 , on October 6, 2017 , the Debtors consummated their reorganization pursuant to the Plan. Transactions with Sponsors and their Affiliates The members of Hamlet Holdings LLC (“Hamlet Holdings”) are comprised of individuals affiliated with Apollo Global Management, LLC and affiliates of TPG Capital LP (collectively, the “Sponsors”). As of September 30, 2017 , Hamlet Holdings beneficially owned a majority of CEC’s common stock pursuant to an irrevocable proxy providing Hamlet Holdings with sole voting and sole dispositive power over those shares, and, as a result, the Sponsors had the power to elect all of CEC’s directors. Reimbursements and Expenses CEC has a services agreement with the Sponsors relating to the provision of financial and strategic advisory services and consulting services. The Sponsors have granted an ongoing waiver of the monitoring fees for management services; however, we reimburse the Sponsors for expenses they incur related to these management services and certain legal expenses. The reimbursed expenses are included in corporate expense and are included in the table above. Sponsors’ Portfolio Companies We may engage in transactions with companies owned or controlled by affiliates of the Sponsors in the normal course of business. Amounts paid to the Sponsors’ portfolio companies are included in the table above and we believe such transactions are conducted at fair value. In addition, certain entities affiliated with or under the control of our Sponsors may from time to time transact in and hold our debt securities, and participate in any modifications of such instruments on terms available to any other holder of our debt. Caesars Acquisition Company As described in Note 2 , CAC is the sole voting member of CGP, our consolidated VIE, and common control exists between CAC and Caesars through the majority beneficial ownership of both by Hamlet Holdings. Pursuant to the operating agreement of CGP, CGP pays certain expenses on behalf of CAC. These expenses, which are included in the table above, commenced in 2013 and are reflected as distributions to a noncontrolling interest holder in the consolidated statements of equity. Under its operating agreement, CGP is required to distribute funds to CAC that will be used to pay CAC’s tax obligation resulting from the sale of the SMG Business. During the nine months ended September 30, 2017 , CGP made no additional tax payments related to the sale of the SMG Business and the remaining balance of $19 million is included in due to affiliates in the Balance Sheets. As described in Note 17 , CAC completed the merger with and into CEC on October 6, 2017 , with CEC as the surviving company. Transactions with CEOC As described in Note 2 , upon its filing for reorganization under Chapter 11 of the Bankruptcy Code and its subsequent deconsolidation, transactions with CEOC were no longer eliminated in consolidation and were considered related party transactions for Caesars. A summary of these transactions is provided in the table above. However, subsequent to CEOC’s emergence on October 6, 2017 , New CEOC became a wholly owned subsidiary of CEC, and will no longer be treated as a related party going forward. CEOC Shared Services Agreement Pursuant to a shared services agreement, CEOC provides Caesars with certain corporate and administrative services, and the costs of these services are allocated to Caesars. Certain services are now provided by CES (see Note 1 ). Prior to the deconsolidation of CEOC, we were self-insured for employee medical (health, dental, and vision) and risk products, including workers compensation and surety bonds, and our insurance claims and reserves included accruals of estimated settlements for known claims, as well as accruals of actuarial estimates of incurred but not reported claims. We continue to be self-insured for workers compensation and other risk insurance as of September 30, 2017 . Caesars Entertainment provides insurance coverage to CEOC and receives insurance premiums on an installment basis, which are intended to cover claims processed on CEOC’s behalf. We prepay CEOC for estimated employee medical insurance claims. Services Joint Venture CES provides certain corporate and administrative services to its Members, and the costs of these services are allocated among the Members. The CES allocated costs include amounts for insurance coverage (see Note 1 ). Management Fees CGP pays a management fee to CEOC for the CGP properties that are managed by CEOC or CES. Octavius Tower Lease Agreement Under the Octavius Tower lease agreement, CEOC leases the Octavius Tower at Caesars Palace Las Vegas from CERP and pays rent totaling $35 million annually through expiration in April 2026. LINQ Access and Parking Easement Lease Agreement Under the LINQ Access and Parking Easement lease agreement, CEOC leases the parking lot behind The LINQ promenade and The LINQ Hotel & Casino to CERP and CGP. Together, CERP and CGP pay approximately $2 million annually, subject to a 3% annual increase through expiration in April 2028. Amounts are included within other expenses incurred in the table above. Service Provider Fee CEOC, CERP, and CGP have a shared services agreement under which CERP and CGP pay for certain indirect corporate support costs. Amounts are included within other expenses incurred in the table above. Cross Marketing and Trademark License Agreement CIE and CEOC have a Cross Marketing and Trademark License Agreement in effect until December 31, 2026, unless terminated earlier pursuant to the terms of the agreement. The agreement grants CIE the exclusive right to use various brands of Caesars Entertainment in connection with social and mobile games and online real money gaming in exchange for a 3.0% royalty. This agreement also provides for cross-marketing and promotional activities between CIE and CEOC, including participation by CIE in Caesars’ Total Rewards loyalty program. CEOC also receives a revenue share from CIE for customer referrals. Amounts are included within other expenses incurred in the table above. Effective upon Closing, CIE and Playtika, formerly a wholly-owned subsidiary of CIE and now a wholly-owned subsidiary of the buyer of the SMG Business, executed a separate sub-license agreement extending substantially the same rights and obligations to both parties beyond the sale through December 31, 2026. Equity Incentive Awards Caesars maintains an equity incentive awards plan under which CEC may issue time-based and performance-based stock options, restricted stock units and restricted stock awards to CEOC employees. Although awards under the plan result in the issuance of shares of CEC common stock, because CEOC was no longer a consolidated subsidiary of CEC, we have accounted for these awards as nonemployee awards subsequent to the date of deconsolidation. Employee Benefit Plans CEC maintains a defined contribution savings and retirement plan in which employees of CEOC may participate. The plan provides for, among other things, pre-tax and after-tax contributions by employees. Under the plan, participating employees may elect to contribute up to 50% of their eligible earnings (subject to certain IRS and plan limits). In addition, employees subject to collective bargaining agreements receive benefits through the multi-employer pension plans sponsored by the organization in which they are a member. The expenses related to contributions made to the plans on their behalf are allocated to the properties at which they are employed. Total Rewards Loyalty Program CEOC’s customer loyalty program, Total Rewards, offers incentives to customers from their spending related to on-property entertainment expenses, including gaming, hotel, dining, and retail shopping at our and CEOC’s resort properties located in the U.S. and Canada. Under the program, customers are able to accumulate, or bank, Reward Credits over time that they may redeem at their discretion under the terms of the program. The Reward Credit balance will be forfeited if the customer does not earn a Reward Credit over the prior six-month period. As a result of the ability of the customer to bank the Reward Credits, CEOC estimates the cost of fulfilling the redemption of Reward Credits, after consideration of estimated forfeitures (referred to as “breakage”) based upon the cost of historical redemptions. The estimated value of Reward Credits is expensed as the Reward Credits are earned by customers and is included in direct casino expense. The total estimated cost is accrued by CEOC, with the incremental charges related to our casino properties included in due to affiliates in the Balance Sheets. Due from/to Affiliates Amounts due to or from affiliates for each counterparty represent the net receivable or payable as of the end of the reporting period primarily resulting from the transactions described above and are settled on a net basis by each counterparty in accordance with the legal and contractual restrictions governing transactions by and among Caesars’ consolidated entities and CEOC. The amount due from CEOC represents the maximum exposure to loss as a result of Caesars’ involvement with CEOC, and the amount is reported net of an allowance for doubtful accounts of $12 million as of both September 30, 2017 and December 31, 2016 . As of September 30, 2017 and December 31, 2016 , due from affiliates was $85 million and $64 million , respectively, and represented a receivable due to CES from CEOC for shared services performed on behalf of CEOC. As of September 30, 2017 and December 31, 2016 , due to affiliates was $46 million and $112 million , respectively. These amounts include the payable to CAC from CGP related to CAC’s taxes payable described above, which was $19 million and $45 million as of September 30, 2017 and December 31, 2016 , respectively. The remaining liability represented a payable due to CEOC primarily from CGP for shared services performed on their behalf. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure | Segment Reporting We view each casino property as an operating segment and currently aggregate all such casino properties into two reportable segments: CERP and CGP. The results of each reportable segment presented below are consistent with the way Caesars management assesses these results and allocates resources, which is a consolidated view that adjusts for the effect of certain transactions between reportable segments within Caesars, as described below. Accordingly, the results of certain reportable segments presented in this filing differ from the financial statement information presented in their standalone filings. “Other” includes parent, consolidating, and other adjustments to reconcile to consolidated Caesars results. Condensed Statements of Operations - By Segment Three Months Ended September 30, 2017 (In millions) CERP CGP Other Elimination Caesars Other revenues $ 88 $ 66 $ 2 $ (6 ) $ 150 Net revenues 582 409 1 (6 ) 986 Depreciation and amortization 86 64 — — 150 Income/(loss) from operations 83 31 (28 ) — 86 Interest expense (84 ) (36 ) — — (120 ) Restructuring of CEOC and other 1 25 (472 ) — (446 ) Income tax benefit 5 — 15 — 20 Three Months Ended September 30, 2016 (In millions) CERP CGP Other Elimination Caesars Other revenues $ 85 $ 59 $ — $ (4 ) $ 140 Net revenues 569 422 (1 ) (4 ) 986 Depreciation and amortization 63 48 1 — 112 Income/(loss) from operations 104 (109 ) (39 ) — (44 ) Interest expense (99 ) (49 ) 1 — (147 ) Restructuring of CEOC and other 1 1 (3,072 ) — (3,070 ) Income tax benefit/(provision) — 2 (29 ) — (27 ) Nine Months Ended September 30, 2017 (In millions) CERP CGP Other Elimination Caesars Other revenues $ 254 $ 185 $ 5 $ (16 ) $ 428 Net revenues 1,698 1,265 4 (16 ) 2,951 Depreciation and amortization 196 152 — — 348 Income/(loss) from operations 311 149 (59 ) — 401 Interest expense (273 ) (131 ) (5 ) — (409 ) Restructuring of CEOC and other (1 ) 30 (2,348 ) — (2,319 ) Income tax provision (11 ) — (72 ) — (83 ) Nine Months Ended September 30, 2016 (In millions) CERP CGP Other Elimination Caesars Other revenues $ 243 $ 167 $ 3 $ (15 ) $ 398 Net revenues 1,659 1,283 1 (15 ) 2,928 Depreciation and amortization 196 131 — — 327 Income/(loss) from operations 293 (22 ) (116 ) — 155 Interest expense (297 ) (149 ) (2 ) — (448 ) Restructuring of CEOC and other — 2 (5,335 ) — (5,333 ) Income tax benefit/(provision) 2 6 (45 ) — (37 ) Property EBITDA - by Segment Property earnings before interest, taxes, depreciation and amortization (“EBITDA”) is presented as a measure of the Company’s performance. Property EBITDA is defined as revenues less property operating expenses and is comprised of net income/(loss) before (i) interest expense, net of interest capitalized and interest income, (ii) income tax (benefit)/provision, (iii) depreciation and amortization, (iv) corporate expenses, and (v) certain items that we do not consider indicative of its ongoing operating performance at an operating property level. As a result of the sale of the SMG Business (see Note 1 ), we have determined that CIE stock-based compensation expense should be excluded from Property EBITDA as management no longer considers such expense to be indicative of Caesars Entertainment’s ongoing consolidated or segment operating performance. Therefore, Property EBITDA has been recast for prior periods to be consistent to the current year presentation. In evaluating Property EBITDA you should be aware that, in the future, we may incur expenses that are the same or similar to some of the adjustments in this presentation. The presentation of Property EBITDA should not be construed as an inference that future results will be unaffected by unusual or unexpected items. Property EBITDA is a non-GAAP financial measure commonly used in our industry and should not be construed as an alternative to net income/(loss) as an indicator of operating performance or as an alternative to cash flow provided by operating activities as a measure of liquidity (as determined in accordance with GAAP). Property EBITDA may not be comparable to similarly titled measures reported by other companies within the industry. Property EBITDA is included because management uses Property EBITDA to measure performance and allocate resources, and believes that Property EBITDA provides investors with additional information consistent with that used by management. Three Months Ended September 30, 2017 (In millions) CERP CGP Other Elimination Caesars Net income/(loss) attributable to company $ 5 $ 26 $ (499 ) $ — $ (468 ) Net income/(loss) attributable to noncontrolling interests — (6 ) 14 — 8 Income tax benefit (5 ) — (15 ) — (20 ) Restructuring of CEOC and other (1 ) (25 ) 472 — 446 Interest expense 84 36 — — 120 Depreciation and amortization 86 64 — — 150 Corporate expense 11 7 22 (1 ) 39 Other operating costs 16 10 10 — 36 Property EBITDA $ 196 $ 112 $ 4 $ (1 ) $ 311 Three Months Ended September 30, 2016 (In millions) CERP CGP Other Elimination Caesars Net income/(loss) attributable to company $ 6 $ 3,897 $ (4,546 ) $ — $ (643 ) Net income/(loss) attributable to noncontrolling interests — (33 ) 681 — 648 Discontinued operations, net of income taxes — (4,019 ) 726 — (3,293 ) Income tax (benefit)/provision — (2 ) 29 — 27 Restructuring of CEOC and other (1 ) (1 ) 3,072 — 3,070 Interest expense 99 49 (1 ) — 147 Depreciation and amortization 63 48 1 — 112 Corporate expense 11 6 23 (1 ) 39 Other operating costs — 16 19 — 35 CIE stock-based compensation — 145 — — 145 Property EBITDA $ 178 $ 106 $ 4 $ (1 ) $ 287 Nine Months Ended September 30, 2017 (In millions) CERP CGP Other Elimination Caesars Net income/(loss) attributable to company $ 26 $ 55 $ (2,537 ) $ — $ (2,456 ) Net income/(loss) attributable to noncontrolling interests — (7 ) 53 — 46 Income tax provision 11 — 72 — 83 Restructuring of CEOC and other 1 (30 ) 2,348 — 2,319 Interest expense 273 131 5 — 409 Depreciation and amortization 196 152 — — 348 Corporate expense 34 23 57 (2 ) 112 Other operating costs 18 26 7 — 51 Property EBITDA $ 559 $ 350 $ 5 $ (2 ) $ 912 Nine Months Ended September 30, 2016 (In millions) CERP CGP Other Elimination Caesars Net income/(loss) attributable to company $ (2 ) $ 3,940 $ (6,966 ) $ — $ (3,028 ) Net income/(loss) attributable to noncontrolling interests — (26 ) 742 — 716 Discontinued operations, net of income taxes — (4,077 ) 726 — (3,351 ) Income tax (benefit)/provision (2 ) (6 ) 45 — 37 Restructuring of CEOC and other — (2 ) 5,335 — 5,333 Interest expense 297 149 2 — 448 Depreciation and amortization 196 131 — — 327 Corporate expense 32 21 69 (2 ) 120 Other operating costs 5 19 53 — 77 CIE stock-based compensation — 188 — — 188 Property EBITDA $ 526 $ 337 $ 6 $ (2 ) $ 867 Condensed Balance Sheets - By Segment September 30, 2017 (In millions) CERP CGP Other Elimination Caesars Total assets $ 7,025 $ 6,694 $ 1,104 $ (470 ) $ 14,353 Total liabilities 5,855 2,250 10,154 (91 ) 18,168 December 31, 2016 (In millions) CERP CGP Other Elimination Caesars Total assets $ 6,941 $ 7,353 $ 1,246 $ (646 ) $ 14,894 Total liabilities 5,903 2,709 7,758 (58 ) 16,312 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Event [Line Items] | |
Subsequent Events [Text Block] | Subsequent Events On October 6, 2017 , the transactions described in Note 1 were consummated as further described below. Merger with CAC As described in Note 1 , pursuant to the Merger Agreement, among other things, CAC merged with and into CEC, with CEC as the surviving company and each share of CAC common stock issued and outstanding immediately prior to the Effective Date were converted into, and became exchangeable for, 1.625 shares of CEC common stock on the Effective Date, which resulted in the issuance of 226 million shares of CEC common stock. As described in Note 15 , Hamlet Holdings beneficially owned a majority of both CEC’s and CAC’s Common Stock immediately prior to the Merger. Therefore, the Merger will be accounted for as a transaction among entities under common control, which will result in CAC being consolidated into Caesars at book value as an equity transaction for all periods presented after elimination of all intercompany accounts and transactions. Summary of Merger as of October 6, 2017 (In millions) Total Value Add: assets acquired (1) $ 152 Less: liabilities assumed (96 ) CEC’s noncontrolling interest in CGP 1,751 Net book value acquired $ 1,807 ____________________ (1) Amount is reported net of CAC’s equity investment in CGP as this will be eliminated in consolidation. CEOC’s Emergence from Chapter 11 Bankruptcy Settlement of Accrued Restructuring and Support of Expenses As described in Note 1 , we accrued certain obligations described in the Plan and the RSAs that were estimable in accrued restructuring and support expenses on the Balance Sheets. These obligations were settled on the Effective Date, as summarized in the table below. (In millions) Amount Cash consideration $ 1,840 Issuance of CEC common stock (1) 4,507 Issuance of CEC Convertible Notes 2,240 Issuance of PropCo Call Right 189 Total settled $ 8,776 ____________________ (1) Based on 420 million shares of CEC Common Stock issued at a closing stock price of $12.80 on October 6, 2017 , and 146 million shares of CEC Common Stock that were repurchased at a fixed price of $6.86 under the terms of Plan (See Note 1 ). This represents the residual amount of shares remaining after allocating a portion of the total shares required to be issued under the Plan to the acquisition of New CEOC (described below). Acquisition of New CEOC In accordance with the Plan, CEC completed the acquisition of all of New CEOC using a combination of cash consideration and CEC Common Stock. The acquisition was accounted for under ASC 805, Business Combinations , with CEC considered the acquirer of New CEOC, which requires, among other things, that the assets acquired and the liabilities assumed be recognized on the balance sheet at their fair values as of the acquisition date. The excess of the purchase price over the net fair value of the assets and liabilities will be recorded as goodwill. The total value of the consideration was approximately $2.5 billion , composed of the following: Composition of Acquisition Consideration (In millions) Value Cash for New CEOC Equity $ 700 CEC Common Stock for New CEOC Preferred Equity (1) 1,815 Total consideration $ 2,515 ____________________ (1) Based on 142 million shares of CEC Common Stock issued at a closing stock price of $12.80 on October 6, 2017 . The following table summarizes the preliminary values of assets and liabilities recognized as part of the acquisition. We will continue to evaluate and value identifiable assets acquired, liabilities assumed, and contingent consideration, and that may require the preliminary purchase price allocation to be adjusted. The preliminary determination of assets and liabilities recognized is based on a number of estimates and assumptions; actual amounts could differ from these estimates. As part of the Plan, certain real estate assets were sold to PropCo and leased back to New CEOC. CEC determined that the transaction does not qualify for sale-leaseback accounting based on the terms of the lease agreements; therefore, the Company will be accounting for the transaction as a financing. Payments associated with the lease agreements will be approximately $640 million in the initial lease year. A portion of the periodic lease payment will be recognized as interest expense, with the remainder of the lease payment reducing the failed sale-leaseback financing obligations using the effective interest method. In addition, on the Effective Date, New CEOC entered into a $1.2 billion credit agreement (the “New CEOC Credit Agreement”) to fund its obligations under the Plan. Preliminary Purchase Price Allocation (In millions) Fair Value Assets acquired: Property and equipment, net $ 8,892 Intangible assets other than goodwill 1,171 Other current and non-current assets 1,660 Total assets 11,723 Liabilities assumed: New CEOC Credit Agreement (1,235 ) Other long-term debt (381 ) Failed sale-leaseback financing obligations (8,370 ) Other current and non-current liabilities (1,387 ) Total liabilities (11,373 ) Noncontrolling interests 21 Goodwill 2,144 Total consideration $ 2,515 The Company will recognize certain deferred tax assets and liabilities resulting from (i) net operating loss carryforwards (“NOLs”) available to CEC after completing the Merger and reorganization of CEOC under the Plan and (ii) differences between the fair value of the assets and liabilities and their respective tax bases. Due to CEC’s recent history of losses, CEC will continue to record a valuation allowance against the excess deferred tax assets that are not offset by deferred tax liabilities. Deferred tax liabilities of $348 million are included in Other current and non-current liabilities in the preliminary purchase price allocation. CEC is currently evaluating but estimates that it could have up to $3 billion of federal NOLs available for carryover to future periods after completing the Merger and reorganization of CEOC under the Plan. Ultimately, the amount of the federal NOLs available for carryover to future years is dependent on the 2017 actual results for CEC and its subsidiaries, the tax attribute reduction provisions applicable to taxpayers involved in Chapter 11 bankruptcy proceedings, and other information not available as of the determination of the preliminary purchase price allocation. Any NOLs that are carried over to future periods will be subject to limitations on their ability to offset future taxable income under Section 382 of the Internal Revenue Code. On the Effective Date, the Company was obligated to pay $126 million related to directors and officers’ insurance policies, which was recovered from its insurance carriers during the fourth quarter. Pro Forma Financial Information The following unaudited pro forma financial information is presented to illustrate the estimated effects of the Merger and the acquisition of New CEOC as if they had occurred on January 1, 2016. Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Net revenues $ 2,130 $ 2,111 $ 6,275 $ 6,315 Net loss (601 ) (543 ) (2,614 ) (3,038 ) Net loss attributable to Caesars (598 ) (512 ) (2,614 ) (3,018 ) Basic and diluted loss per share (0.85 ) (0.73 ) (3.72 ) (4.29 ) CGPH and CERP Transactions CGPH and CERP Merger After obtaining all required regulatory approvals, CERP will merge with and into CGPH, with CGPH as the surviving entity, to be renamed to Caesars Resort Collection, LLC (“CRC”), which will then be a wholly owned subsidiary of CEC. CGPH and CERP Financing Transactions On October 16, 2017, CRC Escrow Issuer, LLC, and CRC Finco, Inc., two wholly owned subsidiaries of CEC, issued $1.7 billion aggregate principal amount of 5.25% senior notes due 2025 (the “CRC Notes”). The gross proceeds of the CRC Notes will be held in escrow until the date certain escrow conditions are satisfied, including the merger of CERP and CGPH, whereby CRC will become a co-issuer of the CRC Notes. If the escrow conditions are not satisfied, the CRC Notes are subject to a special mandatory redemption. CRC also plans to enter into new senior secured credit facilities (the “CRC Senior Secured Credit Facilities”), comprised of (i) a $1.0 billion senior secured revolving credit facility maturing in 2022 and bearing interest at LIBOR plus 2.25% (the “CRC Revolving Credit Facility”) and (ii) a $4.7 billion senior secured term loan credit facility maturing in 2024 and bearing interest at LIBOR plus 2.75% (the “CRC Term Loan Facility”). Once the funds are released pending final regulatory approvals, we will use the net proceeds of the CRC Notes and the CRC Term Loan Facility, as well as available cash and borrowings under the CRC Revolving Credit Facility, to repay substantially all outstanding debt of CERP and CGPH. The CRC Term Loan Facility will incur fees at a rate of 1.375% beginning in November 2017, increasing to 2.75% beginning in January 2018 (if applicable) until the funds are released from escrow. We expect to incur a loss on extinguishment in the fourth quarter of 2017 due to the write off of aggregate unamortized discounts and deferred finance charges at CERP and CGPH of approximately $45 million and $33 million , respectively. In addition, CERP will incur approximately $131 million in call premiums as part of the extinguishment of the CERP Notes. |
Accounting Policies Accounting
Accounting Policies Accounting Policies - (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation and Use of Estimates The accompanying unaudited consolidated condensed financial statements of Caesars have been prepared under the rules and regulations of the SEC applicable for interim periods, and therefore, do not include all information and footnotes necessary for complete financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”). The results for the interim periods reflect all adjustments (consisting primarily of normal recurring adjustments) that management considers necessary for a fair presentation of financial position, results of operations, and cash flows. The results of operations for our interim periods are not necessarily indicative of the results of operations that may be achieved for the entire 2017 fiscal year. |
Consolidation, Subsidiaries or Other Investments, Consolidated Entities, Policy [Policy Text Block] | Consolidation of CGP Effective in 2013, CGP was determined to be a VIE, and Caesars was determined to be the primary beneficiary. As of September 30, 2017 , CAC is the sole voting member of CGP and holds a material noncontrolling interest in CGP. Common control exists between CAC and CEC through the majority beneficial ownership of both by Hamlet Holdings (as defined in Note 15 ). Neither CAC nor CGP guarantees any of CEC’s debt, and neither the creditors nor the beneficial holders of CGP have recourse to the general credit of CEC. Transactions with CEOC were treated as related party transactions for Caesars Entertainment. These transactions include items such as casino management fees paid to CEOC, insurance expenses related to insurance coverage provided to CEOC by Caesars Entertainment, and rent payments by CEOC to CERP under the Octavius Tower lease agreement. See Note 15 for additional information on related party transactions and on the carrying amounts and classification of assets and liabilities that relate to our variable interest in CEOC. As described in Note 17 , on October 6, 2017 , the Debtors consummated their reorganization pursuant to the Plan, and CEC completed the acquisition of all of New CEOC. As a result, New CEOC, as CEOC’s successor, is a wholly owned subsidiary of CEC following the Effective Date, and will no longer be treated as a related party going forward. Consolidation of CES A steering committee acts in the role of a board of managers for CES with each Member entitled to appoint one representative to the steering committee. Each Member, through its representative, is entitled to a single vote on the steering committee; accordingly, the voting power of the Members does not equate to their ownership percentages. Therefore, we determined that CES was a VIE, and we concluded that CEC is the primary beneficiary because our combined economic interest in CES, through our subsidiaries, represents a controlling financial interest. Expenses incurred by CES are allocated to the casino properties directly or to the Members according to their allocation percentages, subject to annual review (see Note 15 ). Therefore, CES is a "pass-through" entity that serves as an agent on behalf of the Members at a cost-basis, and is contractually required to fully allocate its costs. CES is designed to have no operating cash flows of its own, and any net income or loss is generally immaterial and is typically subject to allocation to the Members in the subsequent period. Consolidation Considerations for CEOC CEOC’s filing for reorganization was a reconsideration event for Caesars Entertainment to reevaluate whether consolidation of CEOC continued to be appropriate. We concluded that CEOC was a VIE and that we were not the primary beneficiary; therefore, we no longer consolidated CEOC. Subsequent to the deconsolidation, we accounted for our investment in CEOC as a cost method investment of zero due to the negative equity associated with CEOC’s underlying financial position. Consolidation of Subsidiaries and Variable Interest Entities Our consolidated financial statements include the accounts of Caesars Entertainment and its subsidiaries after elimination of all intercompany accounts and transactions. We consolidate all subsidiaries in which we have a controlling financial interest and variable interest entities (“VIEs”) for which we or one of our consolidated subsidiaries is the primary beneficiary. Control generally equates to ownership percentage, whereby (1) affiliates that are more than 50% owned are consolidated; (2) investments in affiliates of 50% or less but greater than 20% are generally accounted for using the equity method where we have determined that we have significant influence over the entities; and (3) investments in affiliates of 20% or less are generally accounted for using the cost method. |
Revenue Recognition, Revenue Reductions [Policy Text Block] | The retail value of accommodations, food and beverage, and other services furnished to guests without charge is included in gross revenues and then deducted as casino promotional allowances. The estimated cost of providing such casino promotional allowances is included in casino expenses. |
Segment Reporting, Policy [Policy Text Block] | We view each casino property as an operating segment and currently aggregate all such casino properties into two reportable segments: CERP and CGP. The results of each reportable segment presented below are consistent with the way Caesars management assesses these results and allocates resources, which is a consolidated view that adjusts for the effect of certain transactions between reportable segments within Caesars, as described below. Accordingly, the results of certain reportable segments presented in this filing differ from the financial statement information presented in their standalone filings. |
Description of Business (Tables
Description of Business (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Accrued Restructuring and Support Expenses | Accrued Restructuring and Support Expenses Accrued as of (In millions) September 30, 2017 December 31, 2016 Forbearance fees and other payments to creditors $ 893 $ 970 Bank Guaranty Settlement 765 734 Issuance of CEC common stock 4,507 2,936 Issuance of CEC Convertible Notes 2,240 1,600 PropCo Call Right 189 131 Payment of creditor expenses, settlement charges, and other fees 182 195 Payment to CEOC — 35 Total accrued $ 8,776 $ 6,601 (In millions) Amount Cash consideration $ 1,840 Issuance of CEC common stock (1) 4,507 Issuance of CEC Convertible Notes 2,240 Issuance of PropCo Call Right 189 Total settled $ 8,776 ____________________ (1) Based on 420 million shares of CEC Common Stock issued at a closing stock price of $12.80 on October 6, 2017 , and 146 million shares of CEC Common Stock that were repurchased at a fixed price of $6.86 under the terms of Plan (See Note 1 ). This represents the residual amount of shares remaining after allocating a portion of the total shares required to be issued under the Plan to the acquisition of New CEOC (described below). |
Cash and Available Revolver Capacity | Cash and Available Revolver Capacity September 30, 2017 (In millions) CERP CGP CES Other Cash and cash equivalents $ 336 $ 1,026 $ 31 $ 122 Revolver capacity 270 150 — — Revolver capacity drawn or committed to letters of credit — — — — Total $ 606 $ 1,176 $ 31 $ 122 |
Basis of Presentation and Pri26
Basis of Presentation and Principles of Consolidation Basis of Presentation and Principles of Consolidation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reconciliation of Cash, Cash Equivalents, and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the Balance Sheets that sum to amounts reported on the consolidated statements of cash flows. (In millions) September 30, 2017 December 31, 2016 Cash and cash equivalents $ 1,515 $ 1,513 Restricted cash, current portion 2,798 3,113 Restricted cash, non-current portion 101 5 Total cash, cash equivalents, and restricted cash $ 4,414 $ 4,631 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | (In millions) September 30, 2017 December 31, 2016 Land and land improvements $ 3,576 $ 3,584 Buildings and leasehold improvements 4,021 4,149 Furniture, fixtures, and equipment 1,309 1,346 Construction in progress 119 55 Total property and equipment 9,025 9,134 Less: accumulated depreciation (1,902 ) (1,688 ) Total property and equipment, net $ 7,123 $ 7,446 |
Depreciation Expense and Capitalized Interest | Depreciation Expense and Capitalized Interest Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Depreciation expense (1) $ 135 $ 94 $ 303 $ 273 Capitalized interest 2 1 4 1 ____________________ (1) Depreciation expense for the three and nine months ended September 30, 2017 includes accelerated depreciation of $54 million and $59 million , respectively, due to asset removal and replacement in connection with property renovations primarily at Bally’s Las Vegas and Harrah’s Las Vegas compared with $16 million and $41 million during the three and nine months ended September 30, 2016 , respectively, related to property renovations primarily at Harrah’s Las Vegas and Paris Las Vegas. |
Goodwill and Other Intangible28
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Value of Goodwill and Other Intangible Assets | Changes in Carrying Value of Goodwill and other Intangible Assets Amortizing Intangible Assets Non-Amortizing Intangible Assets (In millions) Goodwill Other Balance as of December 31, 2016 $ 285 $ 1,608 $ 148 Amortization (49 ) — — Deconsolidation of CRBH — — (22 ) Balance as of September 30, 2017 $ 236 $ 1,608 $ 126 |
Gross Carrying Value and Accumulated Amortization of Finite-Lived Intangible Assets Other Than Goodwill | Gross Carrying Value and Accumulated Amortization of Intangible Assets Other Than Goodwill September 30, 2017 December 31, 2016 (Dollars in millions) Weighted Average Remaining Useful Life (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizing Customer relationships 3.7 $ 893 $ (676 ) $ 217 $ 893 $ (630 ) $ 263 Contract rights 7.3 3 (2 ) 1 3 (1 ) 2 Gaming rights and other 6.8 43 (25 ) 18 43 (23 ) 20 $ 939 $ (703 ) 236 $ 939 $ (654 ) 285 Non-amortizing Trademarks 126 126 Gaming rights — 22 126 148 Total intangible assets other than goodwill $ 362 $ 433 |
Gross Carrying Value and Accumulated Amortization of Indefinite-Lived Intangible Assets Other Than Goodwill | Gross Carrying Value and Accumulated Amortization of Intangible Assets Other Than Goodwill September 30, 2017 December 31, 2016 (Dollars in millions) Weighted Average Remaining Useful Life (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizing Customer relationships 3.7 $ 893 $ (676 ) $ 217 $ 893 $ (630 ) $ 263 Contract rights 7.3 3 (2 ) 1 3 (1 ) 2 Gaming rights and other 6.8 43 (25 ) 18 43 (23 ) 20 $ 939 $ (703 ) 236 $ 939 $ (654 ) 285 Non-amortizing Trademarks 126 126 Gaming rights — 22 126 148 Total intangible assets other than goodwill $ 362 $ 433 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Changes in Level 3 Fair Value Measurements | Changes in Level 3 Fair Value Measurements Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 (In millions) CEC Convertible Notes PropCo Call Right CEC Convertible Notes PropCo Call Right Balance as of beginning of period $ 1,910 $ 193 $ 1,600 $ 131 Restructuring of CEOC and other 330 (4 ) 640 58 Balance as of end of period $ 2,240 $ 189 $ 2,240 $ 189 |
Liability [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Estimated Fair Value | Estimated Fair Value (In millions) Balance Level 1 Level 2 Level 3 December 31, 2016 Liabilities: Issuance of CEC Convertible Notes $ 1,600 $ — $ — $ 1,600 Issuance of CEC common stock 1,936 — 1,936 — PropCo Call Right 131 — — 131 Total liabilities at fair value $ 3,667 $ — $ 1,936 $ 1,731 September 30, 2017 Liabilities: Issuance of CEC Convertible Notes $ 2,240 $ — $ — $ 2,240 Issuance of CEC common stock 3,507 3,507 — — PropCo Call Right 189 — — 189 Total liabilities at fair value $ 5,936 $ 3,507 $ — $ 2,429 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Instrument [Line Items] | |
Summary of Debt by Financing Structure | September 30, 2017 December 31, 2016 (In millions) Face Value Book Value Book Value CERP (1) $ 4,556 $ 4,511 $ 4,563 CGP (1) 1,999 1,966 2,275 Total debt 6,555 6,477 6,838 Current portion of long-term debt (39 ) (39 ) (89 ) Long-term debt $ 6,516 $ 6,438 $ 6,749 Unamortized discounts and deferred finance charges $ 78 $ 110 Fair value $ 6,717 |
Credit Facility | Credit Facility Covenant Type Effective Period Requirement CERP Credit Facility CERP Maximum SSLR From inception 8.00 to 1.00 CGPH Senior Secured Term Loan CGPH Maximum SSLR From inception 6.00 to 1.00 |
CERP | |
Debt Instrument [Line Items] | |
Summary of Debt by Financing Structure | September 30, 2017 December 31, 2016 (Dollars in millions) Final Maturity Rate(s) (1) Face Value Book Value Book Value CERP Credit Facility CERP Revolving Credit Facility (2) 2018 various $ — $ — $ 40 CERP Senior Secured Term Loan (3) 2020 4.74% 2,406 2,376 2,387 CERP Notes CERP First Lien Notes 2020 8.00% 1,000 994 993 CERP Second Lien Notes 2021 11.00% 1,150 1,141 1,140 Capital lease obligations and other N/A N/A — — 3 Total CERP Debt 4,556 4,511 4,563 Current portion of CERP long-term debt (25 ) (25 ) (68 ) CERP long-term debt $ 4,531 $ 4,486 $ 4,495 ____________________ (1) Interest rate is fixed, except where noted. (2) Variable interest rate for the $211 million amended revolver is LIBOR plus 3.50% , down from 6.00% prior to the amendment. The variable interest rate on the remaining $59 million is determined by adding LIBOR to a base rate of 6.00% . (3) Variable interest rate was amended during the 2017 second quarter from 6.00% plus the greater of LIBOR or a 1% floor to 3.50% plus the greater of LIBOR or a 1% floor . |
CGP | |
Debt Instrument [Line Items] | |
Summary of Debt by Financing Structure | September 30, 2017 December 31, 2016 (Dollars in millions) Final Maturity Rate(s) (1) Face Value Book Value Book Value CGPH Credit Facilities CGPH Senior Secured Revolving Credit Facility (2) 2019 various $ — $ — $ — CGPH Senior Secured Term Loan (3) 2021 4.24% 1,311 1,289 1,119 CGPH Notes 2022 9.38% 675 664 662 Cromwell Credit Facility N/A N/A — — 167 Horseshoe Baltimore Credit and FF&E Facilities Horseshoe Baltimore Revolving Facility Loan N/A N/A — — — Horseshoe Baltimore Credit Facility N/A N/A — — 287 Horseshoe Baltimore FF&E Facility N/A N/A — — 22 Other secured debt N/A N/A — — 4 Special Improvement District Bonds 2037 4.30% 13 13 14 Total CGP Debt 1,999 1,966 2,275 Current portion of CGP long-term debt (14 ) (14 ) (21 ) CGP long-term debt $ 1,985 $ 1,952 $ 2,254 ____________________ (1) Interest rate is fixed, except where noted. (2) Variable interest rate calculated as LIBOR plus 3.00% , down from 5.25% prior to the amendment. (3) Variable interest rate was amended during the 2017 second quarter from 5.25% plus the greater of LIBOR or a 1% floor to 3.00% plus the greater of LIBOR or a 1% floor . |
Earnings Per Share Earnings Per
Earnings Per Share Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Basic and Dilutive Net Earnings Per Share Reconciliation | Basic and Dilutive Net Earnings Per Share Reconciliation Three Months Ended September 30, Nine Months Ended September 30, (In millions, except per share data) 2017 2016 2017 2016 Loss from continuing operations attributable to Caesars, net of income taxes $ (468 ) $ (3,936 ) $ (2,456 ) $ (6,379 ) Income from discontinued operations attributable to Caesars, net of income taxes — 3,293 — 3,351 Net loss attributable to Caesars $ (468 ) $ (643 ) $ (2,456 ) $ (3,028 ) Weighted-average common stock outstanding 149 147 148 146 Basic and diluted loss per share from continuing operations $ (3.14 ) $ (26.80 ) $ (16.54 ) $ (43.70 ) Basic and diluted earnings per share from discontinued operations — 22.42 — 22.96 Basic and diluted loss per share $ (3.14 ) $ (4.38 ) $ (16.54 ) $ (20.74 ) |
Weighted-Average Number of Anti-Dilutive Shares Excluded from Calculation of EPS | Weighted-Average Number of Anti-Dilutive Shares Excluded from Calculation of EPS Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Stock options 10 10 13 10 Restricted stock units and awards 6 9 6 9 Total anti-dilutive common stock 16 19 19 19 |
Casino Promotional Allowances32
Casino Promotional Allowances (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Promotional Allowance [Abstract] | |
Estimated Retail Value of Casino Promotional Allowances | Estimated Retail Value of Casino Promotional Allowances Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Food and beverage $ 68 $ 66 $ 206 $ 207 Rooms 60 57 178 174 Other 10 8 27 22 $ 138 $ 131 $ 411 $ 403 |
Estimated Cost of Providing Casino Promotional Allowances | Estimated Cost of Providing Casino Promotional Allowances Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Food and beverage $ 41 $ 40 $ 125 $ 124 Rooms 20 20 61 60 Other 6 5 16 13 $ 67 $ 65 $ 202 $ 197 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock Option and Restricted Stock Unit Activity | Outstanding at End of Period September 30, 2017 December 31, 2016 Quantity (1) Wtd Avg (2) Quantity Wtd Avg (2) Stock options (3) 9,316,676 $ 10.35 9,820,168 $ 11.69 Restricted stock units (4) 5,331,636 7.61 8,447,922 7.95 ____________________ (1) There were no grants of stock options or restricted stock units related to CEC common stock during the nine months ended September 30, 2017 . (2) Represents weighted average exercise price for stock options and weighted average fair value for restricted stock units. (3) On March 14, 2017, we modified vested and unvested stock options held by active employees with exercise prices above the then-current market price of CEC’s common stock to have an exercise price of $9.45 . (4) During the three and nine months ended September 30, 2017 , 88,856 and 2,710,851 restricted stock units vested, respectively. |
Parent [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Composition of Stock-Based Compensation Expense | Composition of Caesars Entertainment Stock-Based Compensation Expense Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Corporate expense $ 6 $ 7 $ 19 $ 26 Property, general, administrative, and other 1 1 3 4 Total stock-based compensation expense $ 7 $ 8 $ 22 $ 30 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Tax Allocation | Income Tax Allocation Three Months Ended September 30, Nine Months Ended September 30, (Dollars in millions) 2017 2016 2017 2016 Loss from continuing operations, before income taxes $ (480 ) $ (3,261 ) $ (2,327 ) $ (5,626 ) Income tax benefit/(provision) $ 20 $ (27 ) $ (83 ) $ (37 ) Effective tax rate 4.2 % (0.8 )% (3.6 )% (0.7 )% Discontinued operations, before income taxes $ — $ 3,973 $ — $ 4,091 Income tax provision $ — $ (680 ) $ — $ (740 ) |
Discontinued Operations Discont
Discontinued Operations Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Effect on Statements of Operations of Discontinued Operations | Effect on Statements of Operations of Discontinued Operations (In millions) Three Months Ended September 30, 2016 Nine Months Ended September 30, 2016 Revenues Social and mobile games $ 222 $ 678 Operating expenses Platform fees 64 197 Property, general, administrative, and other (1) 346 551 Total operating expenses 410 748 Gain from discontinued operations 4,161 4,161 Pre-tax income from discontinued operations 3,973 4,091 Income tax provision (680 ) (740 ) Total income from discontinued operations, net of income taxes $ 3,293 $ 3,351 ____________________ (1) Property, general, administrative, and other includes stock-based compensation expense directly identifiable with employees of the SMG Business of $211 million and $262 million for the three and nine months ended September 30, 2016 |
Related Party Transactions Rela
Related Party Transactions Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Transactions with Sponsors and their affiliates Reimbursements and expenses $ — $ — $ — $ 6 Expenses paid to Sponsors’ portfolio companies 1 1 2 3 Expenses paid on behalf of CAC 3 286 24 299 Transactions with CEOC Shared services allocated expenses to CEOC 108 93 312 270 Shared services allocated expenses from CEOC 25 24 71 74 Management fees incurred 11 12 33 34 Octavius Tower lease revenue 8 9 26 25 Other expenses incurred 3 8 9 22 |
Segment Reporting Segment Repor
Segment Reporting Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Condensed Statements of Operations - By Segment | Condensed Statements of Operations - By Segment Three Months Ended September 30, 2017 (In millions) CERP CGP Other Elimination Caesars Other revenues $ 88 $ 66 $ 2 $ (6 ) $ 150 Net revenues 582 409 1 (6 ) 986 Depreciation and amortization 86 64 — — 150 Income/(loss) from operations 83 31 (28 ) — 86 Interest expense (84 ) (36 ) — — (120 ) Restructuring of CEOC and other 1 25 (472 ) — (446 ) Income tax benefit 5 — 15 — 20 Three Months Ended September 30, 2016 (In millions) CERP CGP Other Elimination Caesars Other revenues $ 85 $ 59 $ — $ (4 ) $ 140 Net revenues 569 422 (1 ) (4 ) 986 Depreciation and amortization 63 48 1 — 112 Income/(loss) from operations 104 (109 ) (39 ) — (44 ) Interest expense (99 ) (49 ) 1 — (147 ) Restructuring of CEOC and other 1 1 (3,072 ) — (3,070 ) Income tax benefit/(provision) — 2 (29 ) — (27 ) Nine Months Ended September 30, 2017 (In millions) CERP CGP Other Elimination Caesars Other revenues $ 254 $ 185 $ 5 $ (16 ) $ 428 Net revenues 1,698 1,265 4 (16 ) 2,951 Depreciation and amortization 196 152 — — 348 Income/(loss) from operations 311 149 (59 ) — 401 Interest expense (273 ) (131 ) (5 ) — (409 ) Restructuring of CEOC and other (1 ) 30 (2,348 ) — (2,319 ) Income tax provision (11 ) — (72 ) — (83 ) Nine Months Ended September 30, 2016 (In millions) CERP CGP Other Elimination Caesars Other revenues $ 243 $ 167 $ 3 $ (15 ) $ 398 Net revenues 1,659 1,283 1 (15 ) 2,928 Depreciation and amortization 196 131 — — 327 Income/(loss) from operations 293 (22 ) (116 ) — 155 Interest expense (297 ) (149 ) (2 ) — (448 ) Restructuring of CEOC and other — 2 (5,335 ) — (5,333 ) Income tax benefit/(provision) 2 6 (45 ) — (37 ) |
Property EBITDA - By Segment | Three Months Ended September 30, 2017 (In millions) CERP CGP Other Elimination Caesars Net income/(loss) attributable to company $ 5 $ 26 $ (499 ) $ — $ (468 ) Net income/(loss) attributable to noncontrolling interests — (6 ) 14 — 8 Income tax benefit (5 ) — (15 ) — (20 ) Restructuring of CEOC and other (1 ) (25 ) 472 — 446 Interest expense 84 36 — — 120 Depreciation and amortization 86 64 — — 150 Corporate expense 11 7 22 (1 ) 39 Other operating costs 16 10 10 — 36 Property EBITDA $ 196 $ 112 $ 4 $ (1 ) $ 311 Three Months Ended September 30, 2016 (In millions) CERP CGP Other Elimination Caesars Net income/(loss) attributable to company $ 6 $ 3,897 $ (4,546 ) $ — $ (643 ) Net income/(loss) attributable to noncontrolling interests — (33 ) 681 — 648 Discontinued operations, net of income taxes — (4,019 ) 726 — (3,293 ) Income tax (benefit)/provision — (2 ) 29 — 27 Restructuring of CEOC and other (1 ) (1 ) 3,072 — 3,070 Interest expense 99 49 (1 ) — 147 Depreciation and amortization 63 48 1 — 112 Corporate expense 11 6 23 (1 ) 39 Other operating costs — 16 19 — 35 CIE stock-based compensation — 145 — — 145 Property EBITDA $ 178 $ 106 $ 4 $ (1 ) $ 287 Nine Months Ended September 30, 2017 (In millions) CERP CGP Other Elimination Caesars Net income/(loss) attributable to company $ 26 $ 55 $ (2,537 ) $ — $ (2,456 ) Net income/(loss) attributable to noncontrolling interests — (7 ) 53 — 46 Income tax provision 11 — 72 — 83 Restructuring of CEOC and other 1 (30 ) 2,348 — 2,319 Interest expense 273 131 5 — 409 Depreciation and amortization 196 152 — — 348 Corporate expense 34 23 57 (2 ) 112 Other operating costs 18 26 7 — 51 Property EBITDA $ 559 $ 350 $ 5 $ (2 ) $ 912 Nine Months Ended September 30, 2016 (In millions) CERP CGP Other Elimination Caesars Net income/(loss) attributable to company $ (2 ) $ 3,940 $ (6,966 ) $ — $ (3,028 ) Net income/(loss) attributable to noncontrolling interests — (26 ) 742 — 716 Discontinued operations, net of income taxes — (4,077 ) 726 — (3,351 ) Income tax (benefit)/provision (2 ) (6 ) 45 — 37 Restructuring of CEOC and other — (2 ) 5,335 — 5,333 Interest expense 297 149 2 — 448 Depreciation and amortization 196 131 — — 327 Corporate expense 32 21 69 (2 ) 120 Other operating costs 5 19 53 — 77 CIE stock-based compensation — 188 — — 188 Property EBITDA $ 526 $ 337 $ 6 $ (2 ) $ 867 |
Condensed Balance Sheets - By Segment | Condensed Balance Sheets - By Segment September 30, 2017 (In millions) CERP CGP Other Elimination Caesars Total assets $ 7,025 $ 6,694 $ 1,104 $ (470 ) $ 14,353 Total liabilities 5,855 2,250 10,154 (91 ) 18,168 December 31, 2016 (In millions) CERP CGP Other Elimination Caesars Total assets $ 6,941 $ 7,353 $ 1,246 $ (646 ) $ 14,894 Total liabilities 5,903 2,709 7,758 (58 ) 16,312 |
Subsequent Events Subsequent Ev
Subsequent Events Subsequent Events (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Event [Line Items] | |
Accrued Restructuring and Support Expenses | Accrued Restructuring and Support Expenses Accrued as of (In millions) September 30, 2017 December 31, 2016 Forbearance fees and other payments to creditors $ 893 $ 970 Bank Guaranty Settlement 765 734 Issuance of CEC common stock 4,507 2,936 Issuance of CEC Convertible Notes 2,240 1,600 PropCo Call Right 189 131 Payment of creditor expenses, settlement charges, and other fees 182 195 Payment to CEOC — 35 Total accrued $ 8,776 $ 6,601 (In millions) Amount Cash consideration $ 1,840 Issuance of CEC common stock (1) 4,507 Issuance of CEC Convertible Notes 2,240 Issuance of PropCo Call Right 189 Total settled $ 8,776 ____________________ (1) Based on 420 million shares of CEC Common Stock issued at a closing stock price of $12.80 on October 6, 2017 , and 146 million shares of CEC Common Stock that were repurchased at a fixed price of $6.86 under the terms of Plan (See Note 1 ). This represents the residual amount of shares remaining after allocating a portion of the total shares required to be issued under the Plan to the acquisition of New CEOC (described below). |
Preliminary Purchase Price Allocation | The following table summarizes the preliminary values of assets and liabilities recognized as part of the acquisition. We will continue to evaluate and value identifiable assets acquired, liabilities assumed, and contingent consideration, and that may require the preliminary purchase price allocation to be adjusted. The preliminary determination of assets and liabilities recognized is based on a number of estimates and assumptions; actual amounts could differ from these estimates. As part of the Plan, certain real estate assets were sold to PropCo and leased back to New CEOC. CEC determined that the transaction does not qualify for sale-leaseback accounting based on the terms of the lease agreements; therefore, the Company will be accounting for the transaction as a financing. Payments associated with the lease agreements will be approximately $640 million in the initial lease year. A portion of the periodic lease payment will be recognized as interest expense, with the remainder of the lease payment reducing the failed sale-leaseback financing obligations using the effective interest method. In addition, on the Effective Date, New CEOC entered into a $1.2 billion credit agreement (the “New CEOC Credit Agreement”) to fund its obligations under the Plan. Preliminary Purchase Price Allocation (In millions) Fair Value Assets acquired: Property and equipment, net $ 8,892 Intangible assets other than goodwill 1,171 Other current and non-current assets 1,660 Total assets 11,723 Liabilities assumed: New CEOC Credit Agreement (1,235 ) Other long-term debt (381 ) Failed sale-leaseback financing obligations (8,370 ) Other current and non-current liabilities (1,387 ) Total liabilities (11,373 ) Noncontrolling interests 21 Goodwill 2,144 Total consideration $ 2,515 |
Business Acquisition, Pro Forma Information [Table Text Block] | The following unaudited pro forma financial information is presented to illustrate the estimated effects of the Merger and the acquisition of New CEOC as if they had occurred on January 1, 2016. Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2017 2016 2017 2016 Net revenues $ 2,130 $ 2,111 $ 6,275 $ 6,315 Net loss (601 ) (543 ) (2,614 ) (3,038 ) Net loss attributable to Caesars (598 ) (512 ) (2,614 ) (3,018 ) Basic and diluted loss per share (0.85 ) (0.73 ) (3.72 ) (4.29 ) |
CAC | |
Subsequent Event [Line Items] | |
Summary of Business Combination | Summary of Merger as of October 6, 2017 (In millions) Total Value Add: assets acquired (1) $ 152 Less: liabilities assumed (96 ) CEC’s noncontrolling interest in CGP 1,751 Net book value acquired $ 1,807 |
New CEOC | |
Subsequent Event [Line Items] | |
Composition of Consideration | Composition of Acquisition Consideration (In millions) Value Cash for New CEOC Equity $ 700 CEC Common Stock for New CEOC Preferred Equity (1) 1,815 Total consideration $ 2,515 ____________________ (1) Based on 142 million shares of CEC Common Stock issued at a closing stock price of $12.80 on October 6, 2017 |
Description of Business - Accru
Description of Business - Accrued Restructuring and Support Expenses (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Restructuring Cost and Reserve [Line Items] | ||
Accrued restructuring and support expenses | $ 8,776 | $ 6,601 |
CEOC | ||
Restructuring Cost and Reserve [Line Items] | ||
Accrued restructuring and support expenses | 8,776 | 6,601 |
Payment of creditor expenses, settlement charges, and other fees | 182 | 195 |
Payment to CEOC | 0 | 35 |
CEOC | PropCo Call Right [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Other Commitment | 189 | 131 |
CEOC | Issuance of CEC Convertible Notes [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Other Commitment | 2,240 | 1,600 |
CEOC | Issuance of CEC common stock [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Accrued restructuring and support expenses | 4,507 | 2,936 |
CEOC | Forbearance fees and other payments to creditors [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Accrued restructuring and support expenses | 893 | 970 |
CEOC | Bank Guaranty Settlement [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Accrued restructuring and support expenses | $ 765 | $ 734 |
Description of Business Descrip
Description of Business Description of Business - Cash and Available Revolver Capacity (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents | $ 1,515 | $ 1,513 |
Reportable Legal Entities [Member] | CERP | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents | 336 | |
Revolver capacity | 270 | |
Revolver capacity drawn or committed to letters of credit | 0 | |
Total | 606 | |
Reportable Legal Entities [Member] | CGP | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents | 1,026 | |
Revolver capacity | 150 | |
Revolver capacity drawn or committed to letters of credit | 0 | |
Total | 1,176 | |
Other | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents | 122 | |
Revolver capacity | 0 | |
Revolver capacity drawn or committed to letters of credit | 0 | |
Total | 122 | |
Other | CES | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents | 31 | |
Revolver capacity | 0 | |
Revolver capacity drawn or committed to letters of credit | 0 | |
Total | $ 31 |
Description of Business Descr41
Description of Business Description of Business - Additional Information (Details) $ / shares in Units, $ in Millions | Oct. 06, 2017USD ($)$ / sharesshares | Sep. 30, 2017USD ($)Casinosshares | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)reportable_segmentCasinosshares | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) | Jun. 30, 2017shares |
Number of Reportable Segments | reportable_segment | 2 | ||||||
Business Combination, Contingent Consideration Arrangements, Description | CEC and CAC entered into the Amended and Restated Agreement and Plan of Merger, dated as of July 9, 2016, as amended by the First Amendment to Amended and Restated Agreement and Plan of Merger, dated as of February 20, 2017 (as amended, the “Merger Agreement”). Pursuant to the Merger Agreement, on the October 6, 2017 Effective Date, CAC completed the merger with and into CEC, with CEC as the surviving company (the “Merger”). Subject to the terms and conditions of the Merger Agreement, each share of CAC common stock issued and outstanding immediately prior to the effective date of the Merger was converted into, and became exchangeable for, 1.625 (the “Exchange Ratio”) shares of CEC common stock. | ||||||
Common Stock, Shares Authorized | shares | 2,000,000,000 | 2,000,000,000 | 1,250,000,000 | ||||
Restructuring of CEOC and other | $ (446) | $ (3,070) | $ (2,319) | $ (5,333) | |||
Accrued restructuring and support expenses | 8,776 | 8,776 | $ 6,601 | ||||
Stock Repurchased During Period, Value | 625 | ||||||
Long-term Purchase Commitment, Amount | 700 | ||||||
Cash and cash equivalents | 1,515 | 1,515 | 1,513 | ||||
Affiliated Entity [Member] | |||||||
Cash and cash equivalents | 92 | 92 | |||||
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | |||||||
Issuance of CEC common stock | 3,507 | 3,507 | 1,936 | ||||
CEOC | |||||||
Restructuring of CEOC and other | 472 | 2,300 | |||||
Accrued restructuring and support expenses | 8,776 | 8,776 | 6,601 | ||||
Notes Payable, Related Parties, Current | 0 | 0 | 35 | ||||
CEOC | Convertible Debt [Member] | |||||||
Debt Instrument, Face Amount | 1,100 | 1,100 | |||||
CEOC | Other Restructuring [Member] | |||||||
Payments for Restructuring | $ 104 | $ 173 | $ 34 | ||||
Subsequent Event [Member] | Common Stock Subject to Mandatory Redemption [Member] | |||||||
Stock Repurchased During Period, Shares | shares | 146,000,000 | ||||||
Stock Repurchased During Period, Value | $ 1,000 | ||||||
Sale of Stock, Price Per Share | $ / shares | $ 6.86 | ||||||
Subsequent Event [Member] | CEOC | Common Stock Subject to Mandatory Redemption [Member] | |||||||
Stock Repurchased During Period, Shares | shares | 146,000,000 | ||||||
UNITED STATES | |||||||
Number Of Casinos Operated Or Managed | Casinos | 12 | 12 | |||||
UNITED STATES | LAS VEGAS, NEVADA | Geographic Concentration Risk [Member] | |||||||
Number Of Casinos Operated Or Managed | Casinos | 8 | 8 | |||||
UNITED STATES | LAS VEGAS, NEVADA | Geographic Concentration Risk [Member] | Sales Revenue, Net [Member] | |||||||
Concentration Risk, Percentage | 67.00% | 67.00% | |||||
CERP | |||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | 100.00% | ||||||
Corporate, Non-Segment [Member] | |||||||
Restructuring of CEOC and other | $ (472) | $ (3,072) | $ (2,348) | $ (5,335) | |||
Cash and cash equivalents | $ 122 | $ 122 |
Basis of Presentation and Pri42
Basis of Presentation and Principles of Consolidation Basis of Presentation and Principles of Consolidation - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 1,515 | $ 1,513 | ||
Restricted Cash and Cash Equivalents, Current | 2,798 | 3,113 | ||
Restricted Cash and Cash Equivalents, Noncurrent | 101 | 5 | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 4,414 | $ 4,631 | $ 5,088 | $ 1,394 |
Basis of Presentation and Pri43
Basis of Presentation and Principles of Consolidation Basis of Presentation and Consolidation (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Aug. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Variable Interest Entity [Line Items] | |||||||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 4,414,000,000 | $ 5,088,000,000 | $ 4,414,000,000 | $ 5,088,000,000 | $ 4,631,000,000 | $ 1,394,000,000 | |||
Net Cash Provided by (Used in) Investing Activities | (295,000,000) | (139,000,000) | |||||||
Allowance for Doubtful Accounts Receivable, Recoveries | $ 19,000,000 | ||||||||
Net revenues | 986,000,000 | 986,000,000 | 2,951,000,000 | 2,928,000,000 | |||||
Net income/(loss) attributable to company | (468,000,000) | (643,000,000) | (2,456,000,000) | (3,028,000,000) | |||||
Total assets | 14,353,000,000 | 14,353,000,000 | 14,894,000,000 | ||||||
Total liabilities | 18,168,000,000 | 18,168,000,000 | 16,312,000,000 | ||||||
Long-term Debt | 6,477,000,000 | 6,477,000,000 | 6,838,000,000 | ||||||
CGP | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Restricted Cash and Cash Equivalents | 2,700,000,000 | 2,700,000,000 | 3,000,000,000 | ||||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Net revenues | 407,000,000 | 422,000,000 | 1,300,000,000 | 1,282,000,000 | |||||
Net income/(loss) attributable to company | 17,000,000 | 3,200,000,000 | 12,000,000 | 3,200,000,000 | |||||
Long-term Debt | [1] | 1,966,000,000 | 1,966,000,000 | 2,275,000,000 | |||||
CEOC | CES | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Noncontrolling Interest in Variable Interest Entity | 26,000,000 | 26,000,000 | $ 33,000,000 | ||||||
CEOC | Variable Interest Entity, Not Primary Beneficiary [Member] | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Cost Method Investments | 0 | 0 | |||||||
Adjustments for New Accounting Pronouncement [Member] | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Revenues | $ 4,000,000 | 13,000,000 | |||||||
Net Cash Provided by (Used in) Investing Activities | $ (3,300,000,000) | ||||||||
CRBH | CGP | Variable Interest Entity, Primary Beneficiary [Member] | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Net revenues | 188,000,000 | ||||||||
Net income/(loss) attributable to company | (6,000,000) | ||||||||
Total assets | $ 350,000,000 | ||||||||
Total liabilities | 354,000,000 | 354,000,000 | |||||||
Long-term Debt | 294,000,000 | 294,000,000 | |||||||
Deconsolidation, Gain (Loss), Amount | 30,000,000 | ||||||||
Equity Method Investments, Fair Value Disclosure | $ 28,000,000 | $ 28,000,000 | |||||||
[1] | See Note 17 for additional information about pending transactions related to CERP and CGPH’s debt and their organizational structures. |
Litigation - Additional Informa
Litigation - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Loss Contingencies [Line Items] | |||
Loss Contingency, Management's Assessment and Process | Caesars is party to other ordinary and routine litigation incidental to our business. We do not expect the outcome of any such litigation to have a material effect on our consolidated financial position, results of operations, or cash flows, as we do not believe it is reasonably possible that we will incur material losses as a result of such litigation. | ||
Settled Litigation [Member] | National Retirement Fund Lawsuit [Member] | |||
Loss Contingencies [Line Items] | |||
Loss Contingency, Actions Taken by Court, Arbitrator or Mediator | As previously reported in more detail in our 2016 Annual Report and in our Form 10-Q for the quarter ended June 30, 2017, the five indirect subsidiaries of CEC which were required to make contributions to the National Retirement Fund’s (“NRF’s”) legacy plan (the “Five Employers”) and the members of the Five Employers’ controlled group (the “CEC Controlled Group”) have been engaged in a number of actions, proceedings and appeals with the NRF, its fund manager, and its board of trustees (the “NRF Litigations”) arising out of the January 2015 vote of a majority of the NRF’s trustees to expel the Five Employers from the NRF’s legacy plan. Pursuant to the NRF Settlement Agreement (as defined below), each of the NRF Litigations was dismissed with prejudice after the Effective Date of the Debtors’ reorganization pursuant to the Plan on October 6, 2017. On March 13, 2017, CEC, CERP, CEOC (on behalf of itself and each of the Debtors and its other direct and indirect subsidiaries), the Five Employers, the NRF, the NRF’s legacy plan, the NRF’s trustees, and others entered into a Settlement Agreement (the “NRF Settlement Agreement”). Under the NRF Settlement Agreement, on the Effective Date, CEC would pay $45 million to the NRF (the “NRF Payments”). On the Effective Date, the NRF Payments were made to the NRF and thus the mutual releases between the CEC-affiliated parties and the NRF-affiliated parties to the NRF Settlement Agreement became effective. Promptly after the Effective Date, each of the actions, proceedings and appeals relating to the NRF Litigations was dismissed with prejudice. | ||
Litigation Settlement, Amount Awarded to Other Party | $ 45 | ||
Loss Contingency Accrual | $ 30 | $ 30 | |
Settled Litigation [Member] | Anti-Money Laundering Case [Member] | |||
Loss Contingencies [Line Items] | |||
Loss Contingency, Allegations | In recent years, governmental authorities have been increasingly focused on anti-money laundering (“AML”) policies and procedures, with a particular focus on the gaming industry. In October 2013, CEOC’s subsidiary, Desert Palace, Inc. (the owner of and referred to herein as Caesars Palace, and which is now known as Desert Palace, LLC as of the Effective Date), received a letter from the Financial Crimes Enforcement Network of the United States Department of the Treasury (“FinCEN”), stating that FinCEN was investigating Caesars Palace for alleged violations of the Bank Secrecy Act to determine whether it is appropriate to assess a civil penalty and/or take additional enforcement action against Caesars Palace. Additionally, we were informed in October 2013 that a federal grand jury investigation regarding anti-money laundering practices of the Company and its subsidiaries had been initiated. In September 2015, FinCEN announced a settlement with Caesars Palace, and CEOC and the Nevada Gaming Control Board reached a settlement on the same facts as above. | ||
Settled Litigation [Member] | CEOC | Hilton Matter [Member] | |||
Loss Contingencies [Line Items] | |||
Bankruptcy Claims, Amount of Claims Filed | $ 51 | ||
Loss Contingency, Receivable, Additions | $ 24.5 | ||
Loss Contingency, Settlement Agreement, Terms | On June 9, 2016, CEC, CEOC and the Hilton Parties entered into a settlement of the Hilton Parties’ claims (the “Settlement Agreement”). Under the settlement, Hilton will receive a general unsecured claim in CEOC’s bankruptcy case for an amount equal to $51 million plus 31.75% of amounts paid by Hilton to the Hilton Plan due after July 16, 2016. For periods following the effective date of CEOC’s plan of reorganization, CEC shall assume certain of CEOC’s obligations under the Allocation Agreement. In exchange, Hilton shall turn over to CEC the distributions on account of $24.5 million of Hilton’s claim in the CEOC bankruptcy. On June 21, 2016, the parties sought approval of the Settlement Agreement. The CEOC Bankruptcy Court approved the Settlement Agreement on July 19, 2016. The settlement amount is fully accrued in liabilities subject to compromise at CEOC, and the Settlement Agreement is subject to the effectiveness of CEOC’s plan of reorganization. | ||
Judicial Ruling [Member] | Noteholder Disputes [Member] | |||
Loss Contingencies [Line Items] | |||
Loss Contingency, Actions Taken by Court, Arbitrator or Mediator | As set forth in detail in our 2016 Annual Report and in our Form 10-Q for the quarter ended June 30, 2017, beginning in 2014, CEC was party to a number of lawsuits (the “Noteholder Lawsuits”) relating to the enforceability of certain CEC financial guarantees of CEOC debt obligations. More specifically, seven lawsuits were filed by certain secured or unsecured creditors against CEC (originally also against others) in federal and state courts in New York and Delaware, and one lawsuit was initiated by CEC against certain creditors in New York state court, each seeking judicial determinations of CEC’s liability, if any, for its refusal to pay creditors under various parental guarantees that supported particular CEOC indebtedness. In October 2017, following the Effective Date, each of these Noteholder Lawsuits was dismissed, with prejudice. | ||
Subsequent Event [Member] | Settled Litigation [Member] | CEOC | Hilton Matter [Member] | |||
Loss Contingencies [Line Items] | |||
Gain (Loss) Related to Litigation Settlement | $ 12 |
Recently Issued Accounting Pr45
Recently Issued Accounting Pronouncements Recently Issued Accounting Pronouncements - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Standards Update 2016-15 [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Description | Amended guidance addresses eight specific cash flow issues with the objective of reducing diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments should be applied retrospectively to each period presented. The amendments are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. We are currently assessing the effect the adoption of this standard will have on our financial statements. |
Accounting Standards Update 2016-16 [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Description | Amended guidance addresses intra-entity transfers of assets other than inventory, which requires the recognition of any related income tax consequences when such transfers occur. The amendments should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. Amendments are effective for fiscal years beginning after December 15, 2017, and interim reporting periods within those years. Early adoption is permitted. We are currently assessing the effect the adoption of this standard will have on our financial statements. |
Accounting Standards Update 2014-09 [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Description | Created a new Topic 606, Revenue from Contracts with Customers. The new guidance is intended to clarify the principles for recognizing revenue and to develop a common revenue standard for GAAP applicable to revenue transactions. Existing industry guidance will be eliminated, including revenue recognition guidance specific to the gaming industry. The FASB has recently issued several amendments to the standard, including clarification on accounting for and identifying performance obligations. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. The guidance should be applied using the full retrospective method or retrospectively with the cumulative effect initially applying the guidance recognized at the date of initial application. We are currently in the process of our analysis and anticipate this standard will have a material effect on our consolidated financial statements. As described below, we expect the most significant effect will be related to the accounting for the Total Rewards customer loyalty program and casino promotional allowances. However, due to the complexity and nature of the gaming industry, the quantitative effects of these changes have not yet been determined and are still being analyzed. The Total Rewards customer loyalty program affects revenue from our four core businesses: casino entertainment, food and beverage, rooms and hotel, and entertainment and other business operations. Currently, CEC estimates the cost of fulfilling the redemption of Reward Credits, after consideration of estimated forfeitures (referred to as “breakage”), based upon the cost of historical redemptions. Upon adoption of the new guidance, Reward Credits will no longer be recorded at cost, and a deferred revenue model will be used to account for the classification and timing of revenue recognized as well as the classification of related expenses when Reward Credits are redeemed. This will result in a portion of casino revenues being recorded as deferred revenue and being recognized as revenue in a future period when the Reward Credits are redeemed, and the revenue will be classified according to the good or service for which the Reward Credits were redeemed (e.g., a hotel room). We also expect to see a significant decrease in casino revenues. The presentation of goods and services provided to customers without charge in gross revenue with a corresponding reduction in promotional allowances will no longer be reported. Revenue will be recognized based on relative standalone selling prices for transactions with more than one performance obligation. For example, when a casino customer is given a complimentary room, we will be required to allocate a portion of the casino revenues earned from the customer to rooms revenues based on the standalone selling price of the room. We will continue to monitor and assess the impact of any changes to the standard and interpretations as they become available. |
New Accounting Pronouncement or Change in Accounting Principle, Description of Transition Method | We plan to adopt this standard effective January 1, 2018, on a full retrospective basis. |
Accounting Standards Update 2016-01 [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Description | Amended certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Among other things, they require equity investments (except those accounted for under the equity method of accounting or those that result in consolidation) to be measured at fair value with any changes in fair value recognized in net income and simplify the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment. The new guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted on certain provisions. We are currently assessing the effect the adoption of this standard will have on our financial statements, but do not expect the effect to be material. |
Accounting Standards Update 2016-02 [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Description | The amended guidance requires most lease obligations to be recognized as a right-of-use (“ROU”) asset with a corresponding liability on the balance sheet. The guidance also requires additional qualitative and quantitative disclosures to assess the amount, timing, and uncertainty of cash flows arising from leases. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The guidance should be implemented for the earliest period presented using a modified retrospective approach, which includes optional practical expedients primarily focused on leases that commenced before the effective date, including continuing to account for leases that commenced before the effective date in accordance with previous guidance, unless the lease is modified. Currently, all of our capital leases are set to expire before the initial effective date and will not require any accounting adjustments. Accounting for our operating leases where we are the lessor, including leases for the Octavius Tower at Caesars Palace Las Vegas and gaming space at The LINQ promenade, will remain unchanged. However, after the Debtors consummated their reorganization pursuant to the Plan, New CEOC will be a wholly owned subsidiary of CEC, and this lease transaction would be eliminated upon consolidation. Operating leases, including agreements relating to slot machines, will be recorded on the balance sheet as an ROU asset with a corresponding lease liability, which will be amortized using the effective interest rate method as payments are made. The ROU asset will be depreciated on a straight-line basis and recognized as lease expense. The qualitative and quantitative effects of adoption are still being analyzed. We are in the process of evaluating the full effect the new guidance will have on our financial statements. |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 9,025 | $ 9,134 |
Less: accumulated depreciation | (1,902) | (1,688) |
Property and equipment, net | 7,123 | 7,446 |
Land and land improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 3,576 | 3,584 |
Buildings and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 4,021 | 4,149 |
Furniture, fixtures, and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 1,309 | 1,346 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 119 | $ 55 |
Property and Equipment - Deprec
Property and Equipment - Depreciation Expense and Capitalized Interest (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Property, Plant and Equipment [Line Items] | |||||
Capitalized Interest | $ 2 | $ 1 | $ 4 | $ 1 | |
Property, Plant and Equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Depreciation expense | [1] | 135 | 94 | 303 | 273 |
Asset under Construction [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Depreciation expense | $ 54 | $ 16 | $ 59 | $ 41 | |
[1] | Depreciation expense for the three and nine months ended September 30, 2017 includes accelerated depreciation of $54 million and $59 million, respectively, due to asset removal and replacement in connection with property renovations primarily at Bally’s Las Vegas and Harrah’s Las Vegas compared with $16 million and $41 million during the three and nine months ended September 30, 2016, respectively, related to property renovations primarily at Harrah’s Las Vegas and Paris Las Vegas. |
Goodwill and Other Intangible48
Goodwill and Other Intangible Assets - Changes in Goodwill and Other Intangible Assets (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Goodwill and Other Intangible Assets [Roll Forward] | |
Amortizing Intangible Assets, Beginning Balance | $ 285 |
Amortizing Intangible Assets, Amortization expense | (49) |
Finite-Lived Intangible Assets, Other Charges | 0 |
Amortizing Intangible Assets, Ending Balance | 236 |
Goodwill, Beginning Balance | 1,608 |
Goodwill, Other Increase (Decrease) | 0 |
Goodwill, Ending Balance | 1,608 |
Other Non-Amortizing Intangible Assets, Beginning Balance | 148 |
Indefinite-lived Intangible Assets, Other Charges | (22) |
Other Non-Amortizing Intangible Assets, Ending Balance | $ 126 |
Goodwill and Other Intangible49
Goodwill and Other Intangible Assets - Carrying Value and Accumulated Amortization for Each Major Class of Intangible Assets Other Than Goodwill (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Intangible Assets Excluding Goodwill [Line Items] | ||
Gross Carrying Amount | $ 939 | $ 939 |
Accumulated Amortization | (703) | (654) |
Net Carrying Amount | 236 | 285 |
Carrying value and accumulated amortization for each major class of intangible assets other than goodwill | ||
Non-amortizing intangible assets | 126 | 148 |
Intangible assets other than goodwill | 362 | 433 |
Trademarks | ||
Carrying value and accumulated amortization for each major class of intangible assets other than goodwill | ||
Non-amortizing intangible assets | 126 | 126 |
Gaming rights | ||
Carrying value and accumulated amortization for each major class of intangible assets other than goodwill | ||
Non-amortizing intangible assets | $ 0 | 22 |
Customer relationships | ||
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 3 years 8 months | |
Gross Carrying Amount | $ 893 | 893 |
Accumulated Amortization | (676) | (630) |
Net Carrying Amount | $ 217 | 263 |
Contract rights | ||
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 7 years 3 months | |
Gross Carrying Amount | $ 3 | 3 |
Accumulated Amortization | (2) | (1) |
Net Carrying Amount | $ 1 | 2 |
Gaming rights | ||
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 6 years 9 months | |
Gross Carrying Amount | $ 43 | 43 |
Accumulated Amortization | (25) | (23) |
Net Carrying Amount | $ 18 | $ 20 |
Fair Value Measurements - Estim
Fair Value Measurements - Estimated Fair Value (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities at fair value | $ 5,936 | $ 3,667 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities at fair value | 3,507 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities at fair value | 0 | 1,936 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities at fair value | 2,429 | 1,731 |
Estimate of Fair Value Measurement [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Issuance of CEC common stock | 3,507 | 1,936 |
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Issuance of CEC common stock | 3,507 | 0 |
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Issuance of CEC common stock | 0 | 1,936 |
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Issuance of CEC common stock | 0 | 0 |
Estimate of Fair Value Measurement [Member] | Call Option [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
PropCo Call Right | 189 | 131 |
Estimate of Fair Value Measurement [Member] | Call Option [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
PropCo Call Right | 0 | 0 |
Estimate of Fair Value Measurement [Member] | Call Option [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
PropCo Call Right | 0 | 0 |
Estimate of Fair Value Measurement [Member] | Call Option [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
PropCo Call Right | 189 | 131 |
Estimate of Fair Value Measurement [Member] | Convertible Debt [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Issuance of CEC Convertible Notes | 2,240 | 1,600 |
Estimate of Fair Value Measurement [Member] | Convertible Debt [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Issuance of CEC Convertible Notes | 0 | 0 |
Estimate of Fair Value Measurement [Member] | Convertible Debt [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Issuance of CEC Convertible Notes | 0 | 0 |
Estimate of Fair Value Measurement [Member] | Convertible Debt [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Issuance of CEC Convertible Notes | $ 2,240 | $ 1,600 |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value Measurements - Changes in Level 3 Fair Value Measurements (Details) - Fair Value, Inputs, Level 3 [Member] - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017 | Sep. 30, 2017 | |
Convertible Debt [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Balance as of beginning of period | $ 1,910 | $ 1,600 |
Restructuring of CEOC and other | 330 | 640 |
Balance as of end of period | 2,240 | 2,240 |
PropCo Call Right [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Balance as of beginning of period | 193 | 131 |
Restructuring of CEOC and other | (4) | 58 |
Balance as of end of period | $ 189 | $ 189 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Oct. 06, 2017 | Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Stock Repurchased During Period, Value | $ 625 | ||||
Common Stock [Member] | Subsequent Event [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Stock Repurchased During Period, Shares | 146 | ||||
Stock Repurchased During Period, Value | $ 1,000 | ||||
Sale of Stock, Price Per Share | $ 6.86 | ||||
Fair Value, Inputs, Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Investments, Fair Value Disclosure | $ 28 | $ 28 | $ 47 | ||
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | PropCo Call Right [Member] | Estimate of Fair Value Measurement [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Sensitivity Analysis of Fair Value, Transferor's Interests in Transferred Financial Assets, Description of Objectives, Methodology, and Limitations | Since the key assumptions used in the valuation model are significant unobservable inputs, the fair value for the call right is classified as Level 3. Should these assumptions fluctuate over time, it could result in an increase or decrease in the fair value of the call right and the corresponding restructuring accrual. Specifically, an increase in the volatility assumptions would result in an increase in the restructuring accrual. | ||||
Ratio of EBITDAR to Initial Rent Under Property Lease | 167.00% | ||||
Fair Value Assumption, Expected EBITDAR Volatility | 25.00% | ||||
Fair Value Inputs, Revenue Multiple | 0.12 | ||||
Fair Value Inputs, Cap Rate | 1200.00% | ||||
Fair Value Inputs, Comparability Adjustments | 0.00% | ||||
Fair Value Inputs, Long-term Revenue Growth Rate | 2.40% | ||||
Fair Value Inputs, Long-term Pre-tax Operating Margin, Percent | 24.10% | ||||
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | Convertible Debt [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Instrument, Face Amount | $ 1,100 | $ 1,100 | |||
Fair Value Assumptions, Expected Term | 7 years | ||||
Fair Value Inputs, Discount Rate | 5.00% | ||||
Conversion of Stock, Convertible Shares | 156 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | |||
Fair Value Assumptions, Expected Volatility Rate | 32.00% | ||||
Fair Value Assumptions, Risk Free Interest Rate | 2.20% | ||||
Sensitivity Analysis of Fair Value, Transferor's Interests in Transferred Financial Assets, Description of Objectives, Methodology, and Limitations | Since the key assumptions used in the valuation model, including CEC’s estimated incremental post-emergence cost of borrowing and the expected volatility of CEC’s equity, are significant unobservable inputs, the fair value for the CEC convertible notes is classified as Level 3. Should CEC’s estimated incremental cost of borrowing or equity value fluctuate over time, it could result in an increase or decrease in the fair value of the notes and the corresponding restructuring accrual. Specifically, a decrease in the incremental borrowing rate or an increase in the expected volatility of CEC’s common stock would result in an increase in the restructuring accrual. |
Contractual Commitments Contrac
Contractual Commitments Contractual Commitments (Details) - USD ($) $ in Millions | 3 Months Ended | 72 Months Ended | |
Sep. 30, 2017 | Sep. 01, 2023 | Dec. 31, 2016 | |
Other Commitments [Line Items] | |||
Self-Insurance Reserve | $ 193 | $ 179 | |
Deferred compensation liability | 39 | 40 | |
Trust for Benefit of Employees [Member] | |||
Other Commitments [Line Items] | |||
Assets Held-in-trust | 67 | $ 62 | |
NV Energy Exit | |||
Other Commitments [Line Items] | |||
Business Exit Costs | 48 | ||
Other Accrued Liabilities, Current | 38 | ||
NV Energy Exit | Subsidiary of Common Parent [Member] | |||
Other Commitments [Line Items] | |||
Business Exit Costs | 33 | ||
Other Accrued Liabilities, Current | 26 | ||
NV Energy Exit | Limited Liability Company [Member] | |||
Other Commitments [Line Items] | |||
Business Exit Costs | $ 15 | ||
Scenario, Forecast [Member] | NV Energy Exit | Subsidiary of Common Parent [Member] | |||
Other Commitments [Line Items] | |||
Business Exit Costs | $ 24 | ||
Business Exit Costs Fair Value | 19 | ||
Scenario, Forecast [Member] | NV Energy Exit | Limited Liability Company [Member] | |||
Other Commitments [Line Items] | |||
Business Exit Costs | 32 | ||
Business Exit Costs Fair Value | $ 26 |
Debt - Summary of Debt (Details
Debt - Summary of Debt (Details) - USD ($) | 9 Months Ended | |||||
Sep. 30, 2017 | May 12, 2017 | Apr. 27, 2017 | Dec. 31, 2016 | |||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 6,555,000,000 | |||||
Long-term Debt | 6,477,000,000 | $ 6,838,000,000 | ||||
Current portion of long-term debt | (39,000,000) | (89,000,000) | ||||
Long Term Debt Non Current Face Value | 6,516,000,000 | |||||
Long-term Debt, Excluding Current Maturities | 6,438,000,000 | 6,749,000,000 | ||||
Debt Instrument, Unamortized Discount | 78,000,000 | 110,000,000 | ||||
Long-term Debt, Fair Value | 6,717,000,000 | |||||
Secured Debt [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | 0 | |||||
Variable Interest Entity, Primary Beneficiary [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Current portion of long-term debt | (14,000,000) | (21,000,000) | ||||
Long-term Debt, Excluding Current Maturities | 1,952,000,000 | 2,254,000,000 | ||||
CERP | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | [1] | 4,556,000,000 | ||||
Long-term Debt | [1] | 4,511,000,000 | 4,563,000,000 | |||
Current portion of long-term debt | (25,000,000) | (68,000,000) | ||||
Long Term Debt Non Current Face Value | 4,531,000,000 | |||||
Long-term Debt, Excluding Current Maturities | $ 4,486,000,000 | 4,495,000,000 | ||||
CERP | Line of Credit [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Final Maturity Date | [2] | 2,018 | ||||
Long-term Debt, Gross | [2] | $ 0 | ||||
Long-term Debt | [2] | 0 | 40,000,000 | |||
Line of Credit Facility, Maximum Borrowing Capacity at Amended Rate | 59,000,000 | |||||
CERP | Line of Credit [Member] | Amended Revolver | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity at Original Rate | $ 211,000,000 | |||||
CERP | Secured Debt [Member] | Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Final Maturity Date | [3] | 2,020 | ||||
Debt Instrument, Interest Rate, Stated Percentage | [3],[4] | 4.74% | ||||
Long-term Debt, Gross | $ 2,406,000,000 | [3] | $ 2,400,000,000 | |||
Long-term Debt | [3] | $ 2,376,000,000 | 2,387,000,000 | |||
CERP | Secured Debt [Member] | First Lien Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Final Maturity Date | 2,020 | |||||
Debt Instrument, Interest Rate, Stated Percentage | [4] | 8.00% | ||||
Long-term Debt, Gross | $ 1,000,000,000 | |||||
Long-term Debt | $ 994,000,000 | 993,000,000 | ||||
CERP | Secured Debt [Member] | Second Lien Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Final Maturity Date | 2,021 | |||||
Debt Instrument, Interest Rate, Stated Percentage | [4] | 11.00% | ||||
Long-term Debt, Gross | $ 1,150,000,000 | |||||
Long-term Debt | $ 1,141,000,000 | 1,140,000,000 | ||||
CERP | Capital Lease Obligations [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Final Maturity Date | N/A | |||||
Long-term Debt, Gross | $ 0 | |||||
Long-term Debt | $ 0 | 3,000,000 | ||||
CERP | London Interbank Offered Rate (LIBOR) [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 6.00% | |||||
CERP | London Interbank Offered Rate (LIBOR) [Member] | Line of Credit [Member] | Amended Revolver | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | |||||
CERP | London Interbank Offered Rate (LIBOR) [Member] | Secured Debt [Member] | Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Description of Variable Rate Basis | 6.00% plus the greater of LIBOR or a 1% floor | |||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | [1] | $ 1,999,000,000 | ||||
Long-term Debt | [1] | 1,966,000,000 | 2,275,000,000 | |||
Current portion of long-term debt | (14,000,000) | (21,000,000) | ||||
Long Term Debt Non Current Face Value | 1,985,000,000 | |||||
Long-term Debt, Excluding Current Maturities | 1,952,000,000 | 2,254,000,000 | ||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Line of Credit [Member] | Horseshoe Baltimore Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | 0 | |||||
Long-term Debt | 0 | 0 | ||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Line of Credit [Member] | Cromwell Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | 0 | |||||
Long-term Debt | $ 0 | 167,000,000 | ||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Final Maturity Date | [5] | 2,021 | ||||
Debt Instrument, Interest Rate, Stated Percentage | [5],[6] | 4.24% | ||||
Long-term Debt, Gross | $ 1,311,000,000 | [5] | $ 1,300,000,000 | |||
Long-term Debt | [5] | $ 1,289,000,000 | 1,119,000,000 | |||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | CGPH Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Final Maturity Date | 2,022 | |||||
Debt Instrument, Interest Rate, Stated Percentage | [6] | 9.38% | ||||
Long-term Debt, Gross | $ 675,000,000 | |||||
Long-term Debt | 664,000,000 | 662,000,000 | ||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | Horseshoe Baltimore Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | 0 | |||||
Long-term Debt | $ 0 | 287,000,000 | ||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Final Maturity Date | [7] | 2,019 | ||||
Long-term Debt, Gross | [7] | $ 0 | ||||
Long-term Debt | [7] | 0 | 0 | |||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | Horseshoe Baltimore FF&E Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | 0 | |||||
Long-term Debt | 0 | 22,000,000 | ||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | Other Debt Obligations [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | 0 | |||||
Long-term Debt | $ 0 | 4,000,000 | ||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Unsecured Debt [Member] | Special Improvement District Bonds [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Final Maturity Date | 2,037 | |||||
Debt Instrument, Interest Rate, Stated Percentage | [6] | 4.30% | ||||
Long-term Debt, Gross | $ 13,000,000 | |||||
Long-term Debt | $ 13,000,000 | $ 14,000,000 | ||||
CGP | London Interbank Offered Rate (LIBOR) [Member] | Variable Interest Entity, Primary Beneficiary [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 5.25% | |||||
CGP | London Interbank Offered Rate (LIBOR) [Member] | Variable Interest Entity, Primary Beneficiary [Member] | Line of Credit [Member] | Amended Revolver | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | |||||
CGP | London Interbank Offered Rate (LIBOR) [Member] | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Description of Variable Rate Basis | 5.25% plus the greater of LIBOR or a 1% floor | |||||
Amended First Lien Credit Agreement | CERP | London Interbank Offered Rate (LIBOR) [Member] | Secured Debt [Member] | Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Description of Variable Rate Basis | 3.50% plus the greater of LIBOR or a 1% floor | |||||
Amended First Lien Credit Agreement | CGP | London Interbank Offered Rate (LIBOR) [Member] | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Description of Variable Rate Basis | 3.00% plus the greater of LIBOR or a 1% floor | |||||
[1] | See Note 17 for additional information about pending transactions related to CERP and CGPH’s debt and their organizational structures. | |||||
[2] | Variable interest rate for the $211 million amended revolver is LIBOR plus 3.50%, down from 6.00% prior to the amendment. The variable interest rate on the remaining $59 million is determined by adding LIBOR to a base rate of 6.00% | |||||
[3] | Variable interest rate was amended during the 2017 second quarter from 6.00% plus the greater of LIBOR or a 1% floor to 3.50% plus the greater of LIBOR or a 1% floor. | |||||
[4] | Interest rate is fixed, except where noted. | |||||
[5] | Variable interest rate was amended during the 2017 second quarter from 5.25% plus the greater of LIBOR or a 1% floor to 3.00% plus the greater of LIBOR or a 1% floor | |||||
[6] | Interest rate is fixed, except where noted. | |||||
[7] | Variable interest rate calculated as LIBOR plus 3.00%, down from 5.25% prior to the amendment. |
Debt - Credit Facility (Details
Debt - Credit Facility (Details) - Maximum [Member] | Sep. 30, 2017 |
CERP | Revolving Credit Facility [Member] | |
Line of Credit Facility [Line Items] | |
Leverage Ratio For Line Of Credit Facility | 8 |
CGP | Term Loan [Member] | Secured Debt [Member] | Variable Interest Entity, Primary Beneficiary [Member] | |
Line of Credit Facility [Line Items] | |
Leverage Ratio For Line Of Credit Facility | 6 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Jul. 07, 2017 | Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | May 12, 2017 | Apr. 27, 2017 | Dec. 31, 2016 | |||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | $ 6,555,000,000 | $ 6,555,000,000 | ||||||||
Current portion of long-term debt | 39,000,000 | 39,000,000 | $ 89,000,000 | |||||||
Increase in CGPH's existing Senior Secured Term Loan | 585,000,000 | $ 80,000,000 | ||||||||
Secured Debt [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | 0 | 0 | ||||||||
Variable Interest Entity, Primary Beneficiary [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Current portion of long-term debt | 14,000,000 | 14,000,000 | 21,000,000 | |||||||
CERP | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | [1] | 4,556,000,000 | 4,556,000,000 | |||||||
Current portion of long-term debt | 25,000,000 | 25,000,000 | 68,000,000 | |||||||
CERP | Line of Credit [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | [2] | 0 | $ 0 | |||||||
CERP | Line of Credit [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 6.00% | |||||||||
CERP | Line of Credit [Member] | Revolving Credit Facility [Member] | Amended Revolver | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity at Original Rate | 211,000,000 | $ 211,000,000 | ||||||||
CERP | Line of Credit [Member] | Revolving Credit Facility [Member] | Amended Revolver | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | |||||||||
CERP | Secured Debt [Member] | Term Loan [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | $ 2,406,000,000 | [3] | $ 2,406,000,000 | [3] | $ 2,400,000,000 | |||||
Debt Instrument, Interest Rate, Increase (Decrease) | (2.50%) | |||||||||
CERP | Secured Debt [Member] | Term Loan [Member] | Beginning December 31, 2018 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Quarterly Principal Payment | $ 16,000,000 | |||||||||
CERP | Secured Debt [Member] | Term Loan [Member] | Debt Instrument, Redemption, Period Three [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Quarterly Principal Payment | 31,000,000 | |||||||||
CERP | Restructuring of CEOC and Other | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Gain (Loss) on Extinguishment of Debt | (1,000,000) | |||||||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | [1] | 1,999,000,000 | 1,999,000,000 | |||||||
Current portion of long-term debt | $ 14,000,000 | $ 14,000,000 | $ 21,000,000 | |||||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 5.25% | |||||||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | Amended Revolver | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | |||||||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | (2.25%) | |||||||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | [4] | $ 0 | $ 0 | |||||||
Line of Credit Facility, Current Borrowing Capacity | 150,000,000 | 150,000,000 | ||||||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Secured Debt [Member] | Term Loan [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | $ 1,311,000,000 | [5] | 1,311,000,000 | [5] | $ 1,300,000,000 | |||||
Increase in CGPH's existing Senior Secured Term Loan | 175,000,000 | |||||||||
Gain (Loss) on Extinguishment of Debt | $ (4,000,000) | |||||||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Horseshoe Casino Baltimore [Member] | Line of Credit [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 15,000,000 | |||||||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Horseshoe Casino Baltimore [Member] | Secured Debt [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | 300,000,000 | |||||||||
Increase in CGPH's existing Senior Secured Term Loan | $ 15,000,000 | |||||||||
CGP | Variable Interest Entity, Primary Beneficiary [Member] | Horseshoe Casino Baltimore [Member] | Secured Debt [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.00% | 7.00% | ||||||||
[1] | See Note 17 for additional information about pending transactions related to CERP and CGPH’s debt and their organizational structures. | |||||||||
[2] | Variable interest rate for the $211 million amended revolver is LIBOR plus 3.50%, down from 6.00% prior to the amendment. The variable interest rate on the remaining $59 million is determined by adding LIBOR to a base rate of 6.00% | |||||||||
[3] | Variable interest rate was amended during the 2017 second quarter from 6.00% plus the greater of LIBOR or a 1% floor to 3.50% plus the greater of LIBOR or a 1% floor. | |||||||||
[4] | Variable interest rate calculated as LIBOR plus 3.00%, down from 5.25% prior to the amendment. | |||||||||
[5] | Variable interest rate was amended during the 2017 second quarter from 5.25% plus the greater of LIBOR or a 1% floor to 3.00% plus the greater of LIBOR or a 1% floor |
Earnings Per Share Earnings P57
Earnings Per Share Earnings Per Share - Basic and Dilutive Net Earnings Per Share Reconciliation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Loss from continuing operations attributable to Caesars, net of income taxes | $ (468) | $ (3,936) | $ (2,456) | $ (6,379) |
Income from discontinued operations attributable to Caesars, net of income taxes | 0 | 3,293 | 0 | 3,351 |
Net loss attributable to Caesars | $ (468) | $ (643) | $ (2,456) | $ (3,028) |
Weighted-average common stock outstanding | 149 | 147 | 148 | 146 |
Basic and diluted loss per share from continuing operations | $ (3.14) | $ (26.80) | $ (16.54) | $ (43.70) |
Basic and diluted earnings per share from discontinued operations | 0 | 22.42 | 0 | 22.96 |
Basic and diluted loss per share | $ (3.14) | $ (4.38) | $ (16.54) | $ (20.74) |
Earnings Per Share - Weighted A
Earnings Per Share - Weighted Average Number of Anti-Dilutive Shares (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Antidilutive Securities [Line Items] | ||||
Anti-dilutive potential common shares | 16 | 19 | 19 | 19 |
Stock options | ||||
Antidilutive Securities [Line Items] | ||||
Anti-dilutive potential common shares | 10 | 10 | 13 | 10 |
Restricted stock units and awards | ||||
Antidilutive Securities [Line Items] | ||||
Anti-dilutive potential common shares | 6 | 9 | 6 | 9 |
Casino Promotional Allowances59
Casino Promotional Allowances (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Promotional Allowances | $ 138 | $ 131 | $ 411 | $ 403 |
Cost of Promotional Allowances | 67 | 65 | 202 | 197 |
Food and beverage | ||||
Promotional Allowances | 68 | 66 | 206 | 207 |
Cost of Promotional Allowances | 41 | 40 | 125 | 124 |
Rooms | ||||
Promotional Allowances | 60 | 57 | 178 | 174 |
Cost of Promotional Allowances | 20 | 20 | 61 | 60 |
Other | ||||
Promotional Allowances | 10 | 8 | 27 | 22 |
Cost of Promotional Allowances | $ 6 | $ 5 | $ 16 | $ 13 |
Stock-Based Compensation - Comp
Stock-Based Compensation - Composition of Stock-Based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 145 | $ 188 | ||
Parent [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 7 | 8 | $ 22 | 30 |
Parent [Member] | Corporate expense | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | 6 | 7 | 19 | 26 |
Parent [Member] | Property, general, administrative, and other | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 1 | $ 1 | $ 3 | $ 4 |
Stock-Based Compensation Stock-
Stock-Based Compensation Stock-Based Compensation - Stock Option and Restricted Stock Unit Activity (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | |||||
Restricted stock units and awards | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 0 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 88,856 | 2,710,851 | ||||
Employee Stock Option | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price | $ 9.45 | $ 9.45 | ||||
Parent [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | [1] | 9,316,676 | [2] | 9,316,676 | [2] | 9,820,168 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | [1],[3] | $ 10.35 | $ 10.35 | $ 11.69 | ||
Parent [Member] | Restricted stock units and awards | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | [4] | 5,331,636 | [2] | 5,331,636 | [2] | 8,447,922 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | [3],[4] | $ 7.61 | $ 7.61 | $ 7.95 | ||
[1] | On March 14, 2017, we modified vested and unvested stock options held by active employees with exercise prices above the then-current market price of CEC’s common stock to have an exercise price of $9.45. | |||||
[2] | There were no grants of stock options or restricted stock units related to CEC common stock during the nine months ended September 30, 2017. | |||||
[3] | Represents weighted average exercise price for stock options and weighted average fair value for restricted stock units. | |||||
[4] | During the three and nine months ended September 30, 2017, 88,856 and 2,710,851 restricted stock units vested, respectively. |
Stock-Based Compensation Stoc62
Stock-Based Compensation Stock-Based Compensation - Additional Details (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2016USD ($) | Sep. 30, 2016USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated Share-based Compensation Expense | $ 145 | $ 188 |
CIE | Property, general, administrative, and other | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated Share-based Compensation Expense | 145 | 188 |
Adjustments for New Accounting Pronouncement [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | $ 1 | $ 1 |
Income Taxes - Income Tax Alloc
Income Taxes - Income Tax Allocation (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Loss from continuing operations, before income taxes | $ (480) | $ (3,261) | $ (2,327) | $ (5,626) |
Income tax benefit/(provision) | $ 20 | $ (27) | $ (83) | $ (37) |
Effective tax rate | 4.20% | (0.80%) | (3.60%) | (0.70%) |
Discontinued operations, before income taxes | $ 0 | $ 3,973 | $ 0 | $ 4,091 |
Income tax provision | $ 0 | $ (680) | $ 0 | $ (740) |
Discontinued Operations Disco64
Discontinued Operations Discontinued Operations - Effect on Statements of Operations of Discontinued Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2016 | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 145 | $ 188 | ||
Social and Mobile Games [Member] | Discontinued Operations, Disposed of by Sale [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Social and mobile games | 222 | 678 | ||
Platform fees | 64 | 197 | ||
Property, general, administrative, and other (1) | [1] | 346 | 551 | |
Total operating expenses | 410 | 748 | ||
Gain from discontinued operations | 4,161 | 4,161 | $ 4,200 | |
Pre-tax income from discontinued operations | 3,973 | 4,091 | ||
Income tax provision | (680) | (740) | ||
Total income from discontinued operations, net of income taxes | 3,293 | 3,351 | ||
Allocated Share-based Compensation Expense | $ 211 | $ 262 | ||
[1] | Property, general, administrative, and other includes stock-based compensation expense directly identifiable with employees of the SMG Business of $211 million and $262 million for the three and nine months ended September 30, 2016 |
Discontinued Operations Disco65
Discontinued Operations Discontinued Operations - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Payments of Distributions to Affiliates | $ 63,000,000 | $ 487,000,000 | ||
Social and Mobile Games [Member] | Discontinued Operations, Disposed of by Sale [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Disposal Group, Including Discontinued Operation, Consideration | $ 4,400,000,000 | 4,400,000,000 | ||
Gain from discontinued operations | $ 4,161,000,000 | $ 4,161,000,000 | $ 4,200,000,000 | |
Escrow Deposit | 259,000,000 | 259,000,000 | ||
Social and Mobile Games [Member] | Discontinued Operations, Disposed of by Sale [Member] | CAC | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Discontinued Operation, Tax Effect of Gain (Loss) from Disposal of Discontinued Operation | 259,000,000 | 285,000,000 | ||
Discontinued Operation, Tax Effect of Adjustment to Prior Period Gain (Loss) on Disposal | 26,000,000 | |||
Social and Mobile Games [Member] | Discontinued Operations, Disposed of by Sale [Member] | Caesars Interactive Entertainment [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Payments of Distributions to Affiliates | 63,000,000 | 1,100,000,000 | ||
Social and Mobile Games [Member] | Discontinued Operations, Disposed of by Sale [Member] | CGP | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Income Taxes Paid | $ 0 | 240,000,000 | ||
Disposal Group, Including Discontinued Operation, Accrued Liabilities | $ 63,000,000 |
Related Party Transactions Re66
Related Party Transactions Related Party Transactions - Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Majority Shareholder [Member] | Reimbursement to Counterparty [Member] | Hamlet Holdings LLC [Member] | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 0 | $ 0 | $ 0 | $ 6 |
Affiliated Entity [Member] | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Expenses from Transactions with Related Party | 1 | 1 | 2 | 3 |
Affiliated Entity [Member] | CAC | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Expenses from Transactions with Related Party | 3 | 286 | 24 | 299 |
Majority-Owned Subsidiary, Unconsolidated [Member] | CEOC | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Expenses from Transactions with Related Party | 3 | 8 | 9 | 22 |
Majority-Owned Subsidiary, Unconsolidated [Member] | Shared Services Allocation to Related Party [Member] | CEOC | ||||
Related Party Transaction [Line Items] | ||||
Shared services allocated expenses to CEOC | 108 | 93 | 312 | 270 |
Majority-Owned Subsidiary, Unconsolidated [Member] | Shared Services Allocation from Related Party [Member] | CEOC | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Expenses from Transactions with Related Party | 25 | 24 | 71 | 74 |
Majority-Owned Subsidiary, Unconsolidated [Member] | Management Fees [Member] | CEOC | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Expenses from Transactions with Related Party | 11 | 12 | 33 | 34 |
Majority-Owned Subsidiary, Unconsolidated [Member] | Lease Agreements [Member] | CEOC | ||||
Related Party Transaction [Line Items] | ||||
Octavius Tower lease revenue | $ 8 | $ 9 | $ 26 | $ 25 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | ||
Valuation Allowances and Reserves, Additions for Charges to Cost and Expense | $ 12,000,000 | $ 12,000,000 |
Due from affiliates | 85,000,000 | 64,000,000 |
Due to affiliates | 46,000,000 | 112,000,000 |
Majority-Owned Subsidiary, Unconsolidated [Member] | CEOC | Lease Agreements [Member] | ||
Related Party Transaction [Line Items] | ||
Operating Leases, Future Minimum Payments Receivable | 35,000,000 | |
Operating Leases, Future Minimum Payments Due | $ 2,000,000 | |
Majority-Owned Subsidiary, Unconsolidated [Member] | CEOC | CIE | Cross Marketing and Trademark License Agreement [Member] | ||
Related Party Transaction [Line Items] | ||
Related Party Transaction, Rate | 3.00% | |
Social and Mobile Games [Member] | Discontinued Operations, Disposed of by Sale [Member] | CGP | ||
Related Party Transaction [Line Items] | ||
Income Taxes Paid | $ 0 | 240,000,000 |
Due to Affiliate | $ 19,000,000 | $ 45,000,000 |
Segment Reporting Segment Rep68
Segment Reporting Segment Reporting - Condensed Statements of Operations - By Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Other | $ 150 | $ 140 | $ 428 | $ 398 |
Net revenues | 986 | 986 | 2,951 | 2,928 |
Depreciation and amortization | 150 | 112 | 348 | 327 |
Income/(loss) from operations | 86 | (44) | 401 | 155 |
Interest expense | (120) | (147) | (409) | (448) |
Restructuring of CEOC and other | (446) | (3,070) | (2,319) | (5,333) |
Income tax benefit/(provision) | 20 | (27) | (83) | (37) |
Operating Segments | CERP | ||||
Segment Reporting Information [Line Items] | ||||
Other | 88 | 85 | 254 | 243 |
Net revenues | 582 | 569 | 1,698 | 1,659 |
Depreciation and amortization | 86 | 63 | 196 | 196 |
Income/(loss) from operations | 83 | 104 | 311 | 293 |
Interest expense | (84) | (99) | (273) | (297) |
Restructuring of CEOC and other | 1 | 1 | (1) | 0 |
Income tax benefit/(provision) | 5 | 0 | (11) | 2 |
Operating Segments | CGP | ||||
Segment Reporting Information [Line Items] | ||||
Other | 66 | 59 | 185 | 167 |
Net revenues | 409 | 422 | 1,265 | 1,283 |
Depreciation and amortization | 64 | 48 | 152 | 131 |
Income/(loss) from operations | 31 | (109) | 149 | (22) |
Interest expense | (36) | (49) | (131) | (149) |
Restructuring of CEOC and other | 25 | 1 | 30 | 2 |
Income tax benefit/(provision) | 0 | 2 | 0 | 6 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Other | 2 | 0 | 5 | 3 |
Net revenues | 1 | (1) | 4 | 1 |
Depreciation and amortization | 0 | 1 | 0 | 0 |
Income/(loss) from operations | (28) | (39) | (59) | (116) |
Interest expense | 0 | 1 | (5) | (2) |
Restructuring of CEOC and other | (472) | (3,072) | (2,348) | (5,335) |
Income tax benefit/(provision) | 15 | (29) | (72) | (45) |
Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Other | (6) | (4) | (16) | (15) |
Net revenues | (6) | (4) | (16) | (15) |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Income/(loss) from operations | 0 | 0 | 0 | 0 |
Interest expense | 0 | 0 | 0 | 0 |
Restructuring of CEOC and other | 0 | 0 | 0 | 0 |
Income tax benefit/(provision) | $ 0 | $ 0 | $ 0 | $ 0 |
Segment Reporting Segment Rep69
Segment Reporting Segment Reporting - Property EBITDA - By Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Net income/(loss) attributable to company | $ (468) | $ (643) | $ (2,456) | $ (3,028) |
Net income attributable to noncontrolling interests | 8 | 648 | 46 | 716 |
Discontinued operations, net of income taxes | (3,293) | (3,351) | ||
Income tax (benefit)/provision | (20) | 27 | 83 | 37 |
Restructuring of CEOC and other | 446 | 3,070 | 2,319 | 5,333 |
Interest expense | 120 | 147 | 409 | 448 |
Depreciation and amortization | 150 | 112 | 348 | 327 |
Corporate expense | 39 | 39 | 112 | 120 |
Other operating costs | 36 | 35 | 51 | 77 |
CIE stock-based compensation | 145 | 188 | ||
Property EBITDA | 311 | 287 | 912 | 867 |
Operating Segments | CERP | ||||
Segment Reporting Information [Line Items] | ||||
Net income/(loss) attributable to company | 5 | 6 | 26 | (2) |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Discontinued operations, net of income taxes | 0 | 0 | ||
Income tax (benefit)/provision | (5) | 0 | 11 | (2) |
Restructuring of CEOC and other | (1) | (1) | 1 | 0 |
Interest expense | 84 | 99 | 273 | 297 |
Depreciation and amortization | 86 | 63 | 196 | 196 |
Corporate expense | 11 | 11 | 34 | 32 |
Other operating costs | 16 | 0 | 18 | 5 |
CIE stock-based compensation | 0 | 0 | ||
Property EBITDA | 196 | 178 | 559 | 526 |
Operating Segments | CGP | ||||
Segment Reporting Information [Line Items] | ||||
Net income/(loss) attributable to company | 26 | 3,897 | 55 | 3,940 |
Net income attributable to noncontrolling interests | (6) | (33) | (7) | (26) |
Discontinued operations, net of income taxes | (4,019) | (4,077) | ||
Income tax (benefit)/provision | 0 | (2) | 0 | (6) |
Restructuring of CEOC and other | (25) | (1) | (30) | (2) |
Interest expense | 36 | 49 | 131 | 149 |
Depreciation and amortization | 64 | 48 | 152 | 131 |
Corporate expense | 7 | 6 | 23 | 21 |
Other operating costs | 10 | 16 | 26 | 19 |
CIE stock-based compensation | 145 | 188 | ||
Property EBITDA | 112 | 106 | 350 | 337 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Net income/(loss) attributable to company | (499) | (4,546) | (2,537) | (6,966) |
Net income attributable to noncontrolling interests | 14 | 681 | 53 | 742 |
Discontinued operations, net of income taxes | 726 | 726 | ||
Income tax (benefit)/provision | (15) | 29 | 72 | 45 |
Restructuring of CEOC and other | 472 | 3,072 | 2,348 | 5,335 |
Interest expense | 0 | (1) | 5 | 2 |
Depreciation and amortization | 0 | 1 | 0 | 0 |
Corporate expense | 22 | 23 | 57 | 69 |
Other operating costs | 10 | 19 | 7 | 53 |
CIE stock-based compensation | 0 | 0 | ||
Property EBITDA | 4 | 4 | 5 | 6 |
Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Net income/(loss) attributable to company | 0 | 0 | 0 | 0 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Discontinued operations, net of income taxes | 0 | 0 | ||
Income tax (benefit)/provision | 0 | 0 | 0 | 0 |
Restructuring of CEOC and other | 0 | 0 | 0 | 0 |
Interest expense | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Corporate expense | (1) | (1) | (2) | (2) |
Other operating costs | 0 | 0 | 0 | 0 |
CIE stock-based compensation | 0 | 0 | ||
Property EBITDA | $ (1) | $ (1) | $ (2) | $ (2) |
Segment Reporting Segment Rep70
Segment Reporting Segment Reporting - Condensed Balance Sheets - By Segment (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 14,353 | $ 14,894 |
Total liabilities | 18,168 | 16,312 |
Operating Segments | CERP | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 7,025 | 6,941 |
Total liabilities | 5,855 | 5,903 |
Operating Segments | CGP | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 6,694 | 7,353 |
Total liabilities | 2,250 | 2,709 |
Other | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 1,104 | 1,246 |
Total liabilities | 10,154 | 7,758 |
Eliminations | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | (470) | (646) |
Total liabilities | $ (91) | $ (58) |
Segment Reporting Segment Rep71
Segment Reporting Segment Reporting - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2017reportable_segment | |
Segment Reporting [Abstract] | |
Number of Reportable Segments | 2 |
Subsequent Events Subsequent 72
Subsequent Events Subsequent Events - Summary of Business Combination (Details) - CAC - Subsequent Event [Member] $ in Millions | Oct. 06, 2017USD ($) | |
Subsequent Event [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | $ 152 | [1] |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | (96) | |
Business Combination, Elimination of Noncontrolling Interest in CGP | 1,751 | [1] |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 1,807 | |
[1] | (1) Amount is reported net of CAC’s equity investment in CGP as this will be eliminated in consolidation. |
Subsequent Events Subsequent 73
Subsequent Events Subsequent Events - Composition of Merger Consideration (Details) shares in Millions | Oct. 06, 2017shares |
New CEOC [Member] | Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 142 |
Subsequent Events Subsequent 74
Subsequent Events Subsequent Events - Accrued Restructuring and Support Expenses (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Oct. 06, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
Subsequent Event [Line Items] | |||
Accrued restructuring and support expenses | $ 8,776 | $ 6,601 | |
CEOC | |||
Subsequent Event [Line Items] | |||
Restructuring Reserve | 1,840 | ||
Accrued restructuring and support expenses | 8,776 | 6,601 | |
Payment of creditor expenses, settlement charges, and other fees | 182 | 195 | |
CEOC | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Stock Issued During Period, Shares, New Issues | 420 | ||
Shares Issued, Price Per Share | $ 12.80 | ||
Payment of creditor expenses, settlement charges, and other fees | CEOC | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Payment of creditor expenses, settlement charges, and other fees | $ 126 | ||
Issuance of CEC common stock [Member] | CEOC | |||
Subsequent Event [Line Items] | |||
Accrued restructuring and support expenses | 4,507 | 2,936 | |
Issuance of CEC Convertible Notes [Member] | CEOC | |||
Subsequent Event [Line Items] | |||
Other Commitment | 2,240 | 1,600 | |
PropCo Call Right [Member] | CEOC | |||
Subsequent Event [Line Items] | |||
Other Commitment | $ 189 | $ 131 | |
Common Stock Subject to Mandatory Redemption [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Stock Repurchased During Period, Shares | 146 | ||
Sale of Stock, Price Per Share | $ 6.86 | ||
Common Stock Subject to Mandatory Redemption [Member] | CEOC | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Stock Repurchased During Period, Shares | 146 | ||
Common Stock Subject to Mandatory Redemption [Member] | New CEOC [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Sale of Stock, Price Per Share | $ 6.86 |
Subsequent Events Subsequent 75
Subsequent Events Subsequent Events - Composition of Acquisition Consideration (Details) - Subsequent Event [Member] $ / shares in Units, shares in Millions, $ in Millions | Oct. 06, 2017USD ($)$ / sharesshares |
New CEOC [Member] | |
Subsequent Event [Line Items] | |
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $ 700 |
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 1,815 |
Business Combination, Consideration Transferred | $ 2,515 |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 142 |
Caesars Entertainment Operating Company [Member] | |
Subsequent Event [Line Items] | |
Shares Issued, Price Per Share | $ / shares | $ 12.80 |
Subsequent Events Subsequent 76
Subsequent Events Subsequent Events - Preliminary Purchase Price Allocation (Details) - USD ($) $ in Millions | Oct. 06, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
Subsequent Event [Line Items] | |||
Long-term Debt, Gross | $ 6,555 | ||
Goodwill | $ 1,608 | $ 1,608 | |
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | $ (1,235) | ||
New CEOC [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 8,892 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 1,171 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 1,660 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 11,723 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities | 381 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Financial Liabilities | (8,370) | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 1,387 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | (11,373) | ||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value | 21 | ||
Goodwill | 2,144 | ||
Business Combination, Consideration Transferred | $ 2,515 |
Subsequent Events Subsequent 77
Subsequent Events Subsequent Events - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Subsequent Event [Line Items] | ||||
Business Acquisition, Pro Forma Revenue | $ 2,130 | $ 2,111 | $ 6,275 | $ 6,315 |
Business Acquisition, Pro Forma Net Income (Loss) | (601) | (543) | (2,614) | (3,038) |
Business Acquisition, Pro Forma Net Income/(Loss) Attributable to Caesars | $ (468) | $ (643) | $ (2,456) | $ (3,028) |
Business Acquisition, Pro Forma Basic and Diluted Loss per Share | $ (3.14) | $ (4.38) | $ (16.54) | $ (20.74) |
Pro Forma [Member] | ||||
Subsequent Event [Line Items] | ||||
Business Acquisition, Pro Forma Net Income/(Loss) Attributable to Caesars | $ (598) | $ (512) | $ (2,614) | $ (3,018) |
Business Acquisition, Pro Forma Basic and Diluted Loss per Share | $ (0.85) | $ (0.73) | $ (3.72) | $ (4.29) |
Subsequent Events Subsequent 78
Subsequent Events Subsequent Events - Additional Information (Details) - USD ($) shares in Millions, $ in Millions | Oct. 06, 2017 | Dec. 31, 2017 | Oct. 16, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Subsequent Event [Line Items] | ||||||
Long-term Debt, Gross | $ 6,555 | |||||
Debt Instrument, Unamortized Discount | 78 | $ 110 | ||||
CERP | ||||||
Subsequent Event [Line Items] | ||||||
Long-term Debt, Gross | [1] | 4,556 | ||||
Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Other Commitment, Due in Next Twelve Months | $ 640 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | $ 1,235 | |||||
Subsequent Event [Member] | Caesars Resort Collection [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Long-term Debt, Description | Once the funds are released pending final regulatory approvals, we will use the net proceeds of the CRC Notes and the CRC Term Loan Facility, as well as available cash and borrowings under the CRC Revolving Credit Facility, to repay substantially all outstanding debt of CERP and CGPH. | |||||
Subsequent Event [Member] | Revolving Credit Facility [Member] | Caesars Resort Collection [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Long-term Debt, Gross | $ 1,000 | |||||
Subsequent Event [Member] | Secured Debt [Member] | London Interbank Offered Rate (LIBOR) [Member] | Caesars Resort Collection [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Long-term Debt, Gross | 4,700 | |||||
Subsequent Event [Member] | Senior Notes [Member] | Caesars Resort Collection [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Long-term Debt, Gross | $ 1,700 | |||||
Subsequent Event [Member] | New CEOC [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 142 | |||||
Business Combination, Consideration Transferred | $ 2,515 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | $ 348 | |||||
Subsequent Event [Member] | CAC | ||||||
Subsequent Event [Line Items] | ||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 226 | |||||
Caesars Entertainment Operating Company [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Other Accrued Liabilities | $ 182 | $ 195 | ||||
Caesars Entertainment Operating Company [Member] | Restructuring of CEOC and Other | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Other Accrued Liabilities | $ 126 | |||||
Scenario, Forecast [Member] | CERP | ||||||
Subsequent Event [Line Items] | ||||||
Debt Instrument, Unamortized Discount | $ 45 | |||||
Scenario, Forecast [Member] | CERP | Call Option [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Debt Instrument, Unamortized Premium | 131 | |||||
Scenario, Forecast [Member] | Caesars Growth Properties Holdings, LLC [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Debt Instrument, Unamortized Discount | $ 33 | |||||
Scenario, Forecast [Member] | Subsequent Event [Member] | New CEOC [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Operating Loss Carryforwards | $ 3,000 | |||||
[1] | See Note 17 for additional information about pending transactions related to CERP and CGPH’s debt and their organizational structures. |