Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Jun. 30, 2019 | Aug. 01, 2019 | |
Entity Information [Line Items] | ||
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0000858339 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 677,767,020 | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Filer Category | Large Accelerated Filer | |
Entity Interactive Data Current | Yes | |
Entity Current Reporting Status | Yes | |
Local Phone Number | 407-6000 | |
City Area Code | (702) | |
Entity Address, Postal Zip Code | 89109 | |
Entity Address, State or Province | NV | |
Entity Address, City or Town | Las Vegas | |
Entity Address, Address Line One | One Caesars Palace Drive | |
Entity Tax Identification Number | 62-1411755 | |
Entity Incorporation, State or Country Code | DE | |
Entity Registrant Name | CAESARS ENTERTAINMENT CORP | |
Entity File Number | 001-10410 | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Quarterly Report | true | |
Document Type | 10-Q | |
NASDAQ/NGS (GLOBAL SELECT MARKET) [Member] | ||
Entity Information [Line Items] | ||
Security Exchange Name | NASDAQ | |
Trading Symbol | CZR | |
Title of 12(b) Security | Common stock, $0.01 par value |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 | |
Current assets | |||
Cash and cash equivalents ($14 and $14 attributable to our VIEs) | $ 1,520 | $ 1,491 | |
Restricted cash | 120 | 115 | |
Receivables, net | 476 | 457 | |
Due from affiliates, net | 4 | 6 | |
Prepayments and other current assets ($6 and $6 attributable to our VIEs) | 247 | 155 | |
Inventories | 36 | 41 | |
Total current assets | 2,403 | 2,265 | |
Property and equipment, net ($181 and $137 attributable to our VIEs) | 15,892 | 16,045 | [1] |
Goodwill | 4,039 | 4,044 | |
Intangible assets other than goodwill | 2,880 | 2,977 | |
Restricted cash | 61 | 51 | |
Deferred income taxes | 10 | 10 | |
Deferred charges and other assets ($31 and $35 attributable to our VIEs) | 851 | 383 | [2],[3] |
Total assets | 26,136 | 25,775 | |
Current liabilities | |||
Accounts payable ($84 and $41 attributable to our VIEs) | 416 | 399 | |
Accrued expenses and other current liabilities ($2 and $1 attributable to our VIEs) | 1,309 | 1,217 | [2] |
Interest payable | 100 | 56 | |
Contract liabilities | 184 | 144 | |
Current portion of financing obligations | 22 | 20 | |
Current portion of long-term debt | 64 | 164 | |
Total current liabilities | 2,095 | 2,000 | |
Financing obligations | 10,017 | 10,057 | [1] |
Long-term debt | 8,776 | 8,801 | |
Deferred income taxes | 621 | 730 | |
Deferred credits and other liabilities ($9 and $5 attributable to our VIEs) | 1,819 | 849 | [2],[3] |
Total liabilities | 23,328 | 22,437 | |
Commitments and contingencies (Note 8) | |||
Stockholders’ equity | |||
Caesars stockholders’ equity | 2,725 | 3,250 | |
Noncontrolling interests | 83 | 88 | |
Total stockholders’ equity | 2,808 | 3,338 | |
Total liabilities and stockholders’ equity | $ 26,136 | $ 25,775 | |
[1] | Non-operating land assets previously considered as failed sale-leaseback financing obligations were determined to qualify for sale-leaseback accounting under ASC 842 and are now recognized as operating lease liabilities with corresponding ROU assets. | ||
[2] | (2) Operating leases previously considered as off-balance sheet obligations are now recognized as operating lease liabilities with corresponding ROU assets. | ||
[3] | (3) Accruals associated with future obligations for leases not in use have been applied against the carrying amount of the ROU assets. |
CONSOLIDATED CONDENSED BALANC_2
CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 | |
Cash and cash equivalents | $ 1,520 | $ 1,491 | |
Prepayments and other current assets | 247 | 155 | |
Property and equipment, net | 15,892 | 16,045 | [1] |
Deferred charges and other assets | (851) | (383) | [2],[3] |
Accounts payable | 416 | 399 | |
Variable Interest Entity, Primary Beneficiary [Member] | |||
Cash and cash equivalents | 14 | 14 | |
Prepayments and other current assets | 6 | 6 | |
Property and equipment, net | 181 | 137 | |
Deferred charges and other assets | (31) | (35) | |
Accounts payable | 84 | 41 | |
Accrued Liabilities, Current | 2 | 1 | |
Liabilities, Other than Long-term Debt, Noncurrent | $ 9 | $ 5 | |
[1] | Non-operating land assets previously considered as failed sale-leaseback financing obligations were determined to qualify for sale-leaseback accounting under ASC 842 and are now recognized as operating lease liabilities with corresponding ROU assets. | ||
[2] | (2) Operating leases previously considered as off-balance sheet obligations are now recognized as operating lease liabilities with corresponding ROU assets. | ||
[3] | (3) Accruals associated with future obligations for leases not in use have been applied against the carrying amount of the ROU assets. |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME/(LOSS) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||||
Net revenues | $ 2,222 | $ 2,119 | $ 4,337 | $ 4,091 | |||
Operating expenses | |||||||
Property, general, administrative, and other | 467 | 456 | 927 | 883 | |||
Reimbursable management costs | 54 | 48 | 106 | 100 | |||
Depreciation and amortization | 241 | 268 | 488 | 548 | |||
Impairment of intangible assets | 50 | 0 | 50 | 0 | |||
Corporate expense | 81 | 76 | 164 | 158 | |||
Other operating costs | [1] | 24 | 33 | 53 | 99 | ||
Total operating expenses | 1,953 | 1,837 | 3,828 | 3,684 | |||
Income from operations | 269 | 282 | 509 | 407 | |||
Interest expense | (343) | (334) | (692) | (664) | |||
Other income/(loss) | [2],[3] | (301) | 45 | (439) | 229 | ||
Loss before income taxes | (375) | (7) | (622) | (28) | |||
Income tax benefit | [4],[5] | 60 | 36 | 89 | 23 | ||
Net income/(loss) | (315) | 29 | (533) | (5) | |||
Net loss attributable to noncontrolling interests | 0 | 0 | 1 | 0 | |||
Net income/(loss) attributable to Caesars | $ (315) | $ 29 | $ (532) | $ (5) | |||
Income (Loss) from Continuing Operations, Per Basic and Diluted Share | $ (0.47) | $ 0.04 | $ (0.79) | $ (0.01) | |||
Earnings/(loss) per share - basic and diluted | |||||||
Weighted-average common shares outstanding - basic | 673 | 698 | 672 | 697 | |||
Weighted-average common shares outstanding - diluted | 673 | 702 | 672 | 697 | |||
Comprehensive income/(loss) | |||||||
Foreign currency translation adjustments | $ (5) | $ (22) | $ (5) | $ (19) | |||
Change in fair market value of interest rate swaps, net of tax | (35) | 9 | (52) | 13 | |||
Other | 0 | 0 | 2 | 1 | |||
Other comprehensive loss, net of income taxes | (40) | (13) | (55) | (5) | |||
Comprehensive income/(loss) | (355) | 16 | (588) | (10) | |||
Foreign currency translation adjustments | 0 | 5 | 2 | 3 | |||
Comprehensive loss attributable to noncontrolling interests | 0 | (5) | (3) | (3) | |||
Comprehensive income/(loss) attributable to Caesars | (355) | 21 | (585) | (7) | |||
Casino [Member] | |||||||
Net revenues | 1,126 | 1,062 | 2,209 | 2,045 | |||
Direct Operating Costs | 633 | 565 | 1,251 | 1,127 | |||
Food and Beverage [Member] | |||||||
Net revenues | 407 | [6] | 391 | 805 | [6] | 774 | |
Direct Operating Costs | 281 | 271 | 550 | 535 | |||
Occupancy [Member] | |||||||
Net revenues | 407 | [6] | 388 | 793 | [6] | 755 | |
Direct Operating Costs | 122 | 120 | 239 | 234 | |||
Product and Service, Other [Member] | |||||||
Net revenues | 213 | 215 | 394 | 387 | |||
License and Service [Member] | |||||||
Net revenues | 15 | 15 | 30 | 30 | |||
Service, Other [Member] | |||||||
Net revenues | $ 54 | $ 48 | $ 106 | $ 100 | |||
[1] | (3) Amounts primarily represent costs incurred in connection with development activities and reorganization activities, and/or recoveries associated with such items, including acquisition and integration costs, contract exit fees including exiting the fully bundled sales system of NV Energy for electric service at our Nevada properties, lease termination costs, weather related property closure costs, severance costs, gains and losses on asset sales, demolition costs primarily at our Las Vegas properties for renovations, and project opening costs. | ||||||
[2] | (2) Amounts include changes in fair value of the derivative liability related to the conversion option of the CEC Convertible Notes and the disputed claims liability as well as interest and dividend income. | ||||||
[3] | (3) Amounts include changes in fair value of the derivative liability related to the conversion option of the CEC Convertible Notes and the disputed claims liability as well as interest and dividend income. | ||||||
[4] | (1) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. | ||||||
[5] | (4) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. | ||||||
[6] | (1) As a result of the adoption of ASC 842, as of January 1, 2019, revenue generated from the lease components of lodging arrangements and conventions are no longer considered contract revenue under ASC 606, Revenue from Contracts with Customers. A portion of these balances relate to lease revenues under ASC 842. See Note 7 for further details. |
CONSOLIDATED CONDENSED STATEM_2
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 | Noncontrolling Interests | Restatement Adjustment [Member]Total Caesars Stockholders’ Equity |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2017 | $ 3,297 | $ 7 | $ (152) | $ 14,040 | $ (10,675) | $ 6 | $ 3,226 | $ 71 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income/(loss) attributable to Caesars | 0 | 0 | 0 | (34) | 0 | (34) | |||
Net loss attributable to noncontrolling interests | 0 | ||||||||
Net income/(loss) | (34) | ||||||||
Stock-based compensation | 10 | 0 | (12) | 22 | 0 | 0 | 10 | 0 | |
Other comprehensive loss, net of tax | 0 | 0 | 0 | 0 | 9 | 9 | 0 | $ 9 | |
Change in noncontrolling interest, net of distributions and contributions | 21 | 0 | 0 | 0 | 0 | 0 | 0 | 21 | |
Stockholders' Equity, Other | (1) | 0 | (1) | 0 | 0 | 0 | (1) | 0 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Mar. 31, 2018 | 3,302 | 7 | (165) | 14,062 | (10,709) | 15 | 3,210 | 92 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2017 | 3,297 | 7 | (152) | 14,040 | (10,675) | 6 | 3,226 | 71 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income/(loss) attributable to Caesars | (5) | ||||||||
Net loss attributable to noncontrolling interests | 0 | ||||||||
Net income/(loss) | (5) | ||||||||
Other comprehensive loss, net of tax | (5) | ||||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Jun. 30, 2018 | 3,306 | 7 | (195) | 14,083 | (10,680) | 4 | 3,219 | 87 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Mar. 31, 2018 | 3,302 | 7 | (165) | 14,062 | (10,709) | 15 | 3,210 | 92 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income/(loss) attributable to Caesars | 29 | 0 | 0 | 0 | 29 | 0 | 29 | ||
Net loss attributable to noncontrolling interests | 0 | 0 | |||||||
Net income/(loss) | 29 | ||||||||
Stock-based compensation | 21 | 0 | 0 | 21 | 0 | 0 | 21 | 0 | |
Stock Repurchased During Period, Value | (31) | 0 | (31) | 0 | 0 | 0 | (31) | 0 | |
Other comprehensive loss, net of tax | (13) | 0 | 0 | 0 | 0 | (11) | (11) | (3) | $ (14) |
Change in noncontrolling interest, net of distributions and contributions | (2) | 0 | 0 | 0 | 0 | 0 | 0 | (2) | |
Stockholders' Equity, Other | 1 | 0 | 1 | 0 | 0 | 0 | 1 | 0 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Jun. 30, 2018 | 3,306 | 7 | (195) | 14,083 | (10,680) | 4 | 3,219 | 87 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2018 | 3,338 | 7 | (485) | 14,124 | (10,372) | (24) | 3,250 | 88 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income/(loss) attributable to Caesars | 0 | 0 | 0 | (217) | 0 | (217) | |||
Net loss attributable to noncontrolling interests | (1) | ||||||||
Net income/(loss) | (218) | ||||||||
Stock-based compensation | 16 | 0 | (5) | 21 | 0 | 0 | 16 | 0 | |
Other comprehensive loss, net of tax | (15) | 0 | 0 | 0 | 0 | (13) | (13) | (2) | |
Change in noncontrolling interest, net of distributions and contributions | (2) | 0 | 0 | 0 | 0 | 0 | 0 | (2) | |
Stockholders' Equity, Other | 3 | 0 | 3 | 0 | 0 | 0 | 3 | 0 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Mar. 31, 2019 | 3,122 | 7 | (487) | 14,145 | (10,589) | (37) | 3,039 | 83 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2018 | 3,338 | 7 | (485) | 14,124 | (10,372) | (24) | 3,250 | 88 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income/(loss) attributable to Caesars | (532) | ||||||||
Net loss attributable to noncontrolling interests | 1 | ||||||||
Net income/(loss) | (533) | ||||||||
Other comprehensive loss, net of tax | (55) | ||||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Jun. 30, 2019 | 2,808 | 7 | (497) | 14,196 | (10,904) | (77) | 2,725 | 83 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Mar. 31, 2019 | 3,122 | 7 | (487) | 14,145 | (10,589) | (37) | 3,039 | 83 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income/(loss) attributable to Caesars | (315) | 0 | 0 | 0 | 0 | (315) | |||
Net loss attributable to noncontrolling interests | 0 | 0 | |||||||
Net income/(loss) | (315) | ||||||||
Stock-based compensation | 41 | 0 | (10) | 51 | 0 | 0 | 41 | 0 | |
Other comprehensive loss, net of tax | (40) | 0 | 0 | 0 | 0 | (40) | (40) | 0 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Jun. 30, 2019 | $ 2,808 | $ 7 | $ (497) | $ 14,196 | $ (10,904) | $ (77) | $ 2,725 | $ 83 |
CONSOLIDATED CONDENSED STATEM_3
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Cash Flows [Abstract] | ||
Cash flows provided by operating activities | $ 613 | $ 404 |
Cash flows from investing activities | ||
Acquisitions of property and equipment, net of change in related payables | (434) | (215) |
Proceeds from the sale and maturity of investments | 7 | 28 |
Payments to acquire investments | (9) | (16) |
Payments for (Proceeds from) Other Investing Activities | 4 | 0 |
Cash flows used in investing activities | (432) | (203) |
Cash flows from financing activities | ||
Proceeds from long-term debt and revolving credit facilities | 0 | 467 |
Debt issuance costs and fees | 0 | 5 |
Repayments of long-term debt and revolving credit facilities | (133) | (500) |
Proceeds from the issuance of common stock | 27 | 4 |
Repurchase of common stock | 0 | 31 |
Taxes paid related to net share settlement of equity awards | (15) | (12) |
Financing obligation payments | (10) | (5) |
Contributions from noncontrolling interest owners | 0 | 20 |
Distributions to noncontrolling interest owners | (2) | 0 |
Cash flows used in financing activities | (133) | (62) |
Change in cash, cash equivalents, and restricted cash classified as held for sale | (4) | 0 |
Net increase in cash, cash equivalents, and restricted cash | 44 | 139 |
Cash, cash equivalents, and restricted cash, beginning of period | 1,657 | 2,709 |
Cash, cash equivalents, and restricted cash, end of period | 1,701 | 2,848 |
Supplemental Cash Flow Information: | ||
Cash paid for interest | 579 | 581 |
Cash paid for income taxes | 2 | 4 |
Change in accrued capital expenditures | $ 10 | $ 10 |
Description of Business (Notes)
Description of Business (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
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. Caesars Entertainment operates the business primarily through its wholly owned subsidiaries CEOC, LLC (“CEOC LLC”) and Caesars Resort Collection, LLC (“CRC”). Caesars Entertainment operates a total of 54 properties in 14 U.S. states and five countries outside of the U.S., including 50 casino properties. Nine casinos are in Las Vegas, which represented 45% of net revenues for each of the three and six months ended June 30, 2019 . We lease certain real property assets from VICI Properties Inc. and/or its subsidiaries (“VICI”). Proposed Merger of Caesars Entertainment Corporation with Eldorado Resorts, Inc. On June 24, 2019, Caesars, Eldorado Resorts, Inc., a Nevada corporation (“Eldorado”), and Colt Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Eldorado (“Merger Sub”), entered into an Agreement and Plan of Merger, (the “Merger Agreement”), pursuant to which, on the terms and subject to the conditions set forth therein, Merger Sub will merge with and into Caesars (the “Merger”), with Caesars surviving the Merger as a direct wholly owned subsidiary of Eldorado. The transaction is expected to close in the first half of 2020. In connection with the Merger, Eldorado will change its name to Caesars Entertainment, Inc., subject to stockholder approval. On the terms and subject to the conditions set forth in the Merger Agreement, the aggregate consideration paid by Eldorado in respect of outstanding shares of common stock of Caesars (“Caesars Common Stock”) will be (a) an amount of cash equal to (i) the sum of (A) $8.40 plus (B) if the applicable closing conditions set forth in the Merger Agreement are not satisfied by March 25, 2020, an amount equal to $0.003333 for each day (subject to certain exceptions described in the Merger Agreement) from March 25, 2020 until the closing date of the Merger (the “Closing Date”), multiplied by (ii) the number of shares of Caesars Common Stock outstanding at the effective time of the Merger (the “Aggregate Cash Amount”) and (b) a number of shares of common stock of Eldorado (“Eldorado Common Stock”) equal to 0.0899 multiplied by the number of shares of Caesars Common Stock outstanding at the effective time of the Merger (the “Aggregate Eldorado Share Amount”). Each holder of shares of Caesars Common Stock will be entitled to elect to receive, for each share of Caesars Common Stock held by such holder, either an amount of cash or a number of shares of Eldorado Common Stock with value equal to the Per Share Amount. The “Per Share Amount” is equal to (a) (i) the Aggregate Cash Amount, plus (ii) the product of (A) 0.0899 and (B) the Eldorado Common Stock VWAP and (C) the number of shares of Caesars Common Stock outstanding at the effective time of the Merger, divided by (b) the number of shares of Caesars Common Stock outstanding at the effective time of the Merger. Elections are subject to proration such that the aggregate amount of cash paid in exchange for outstanding shares of Caesars Common Stock in the Merger will not exceed the Aggregate Cash Amount and the aggregate number of shares of Eldorado Common Stock issued in exchange for shares of Caesars Common Stock in the Merger will not exceed the Aggregate Eldorado Share Amount. “Eldorado Common Stock VWAP” means the volume weighted average price of a share of Eldorado Common Stock for a ten trading day period, starting with the opening of trading on the eleventh trading day prior to the anticipated Closing Date to the closing of trading on the second to last trading day prior to the anticipated Closing Date. Following the completion of the Merger, holders of Eldorado Common Stock before the Merger and former holders of Caesars Common Stock will hold approximately 51% and 49% , respectively, of the combined company's outstanding shares of common stock. Outstanding options and other equity awards issued under Caesars’ stock plans will be treated in the manner set forth in the Merger Agreement. Upon completion of the Merger, any unexercised, vested, in-the-money stock options that are outstanding will be canceled in exchange for the Per Share Amount (or applicable portion thereof) in cash, reduced by the applicable exercise price. Unvested service-vesting stock options and restricted stock units will be converted into stock options and restricted stock units for Eldorado Common Stock and will retain their original vesting schedules. Performance stock units that are subject to total stockholder return performance-vesting conditions will be converted into performance stock units for Eldorado Common Stock and will continue to vest in accordance with their original terms, except the total stockholder return vesting conditions will be adjusted to be based on Eldorado’s total stockholder return performance. Performance stock units that are tied to earnings before interest taxes depreciation and amortization (“EBITDA”) and EBITDAR performance conditions will vest at closing and be exchanged for the Per Share Amount (or applicable portion thereof) in cash. For EBITDA- and EBITDAR-based performance stock units that are eligible to vest in respect of performance achieved during the year in which the closing occurs, such vesting will be based on performance of applicable goals through the end of the month prior to the close and extrapolated through the remainder of the performance period and for EBITDA- and EBITDAR-based performance stock units that are eligible to vest in respect of a performance period that has not yet commenced as of the Closing Date, such vesting will be based on target-level performance. The Merger Agreement contains customary representations and warranties by each of Caesars and Eldorado, and each party has agreed to customary covenants. Each of Eldorado’s and Caesars’ obligation to consummate the Merger is subject to the satisfaction or waiver of certain conditions, including among others, the expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, the receipt of required regulatory and stockholder approvals, conversion or certain amendments of, or another mutually agreed arrangement with respect to, the CEC Convertible Notes, and other customary closing conditions. The Merger Agreement also contains termination rights for each of Caesars and Eldorado under certain circumstances. If the Merger Agreement is terminated in certain circumstances relating to changes in the recommendation of the board of directors of Caesars in favor of the Merger, entry by Caesars into an alternative transaction or in certain circumstances following the failure of Caesars’ stockholders to approve the Merger, Caesars will be required to pay Eldorado a termination fee of approximately $418.4 million . If the Merger Agreement is terminated in certain circumstances relating to changes in the recommendation of the board of directors of Eldorado in favor of the issuance of shares of Eldorado common stock in the Merger or in certain circumstances following the failure of Eldorado’s stockholders to approve such issuance, then Eldorado will be required to pay Caesars a termination fee of approximately $154.9 million . In addition, each party will be obligated to reimburse the other party for expenses for an amount not to exceed $50.0 million if the Merger Agreement is terminated because of the obligated party’s failure to obtain the required approval of its stockholders (creditable against any termination fee that may subsequently be paid by such party). The Merger Agreement also provides that Eldorado will be obligated to pay a termination fee of approximately $836.8 million to Caesars if the Merger Agreement is terminated (i) due to a law or order relating to gaming or antitrust laws that prohibits or permanently enjoins the consummation of the transactions, (ii) because the required regulatory approvals were not obtained prior to June 24, 2020 (subject to extension to a date no later than December 24, 2020 pursuant to the Merger Agreement) or (iii) due to Eldorado willfully and materially breaching certain obligations with respect to the actions required to be taken by Eldorado to obtain required antitrust approvals. Under the terms of the Indenture governing the CEC Convertible Notes, prior to the effective time of the Merger, Caesars will also be required to enter into a supplemental indenture to provide for conversion of the CEC Convertible Notes at and after the effective time of the Merger into the weighted average, per share of Caesars Common Stock, of the types and amounts of the merger consideration received by holders of Caesars Common Stock who affirmatively make a merger consideration election (or, if no holders of Caesars Common Stock make such an election, the types and amounts of merger consideration actually received by such holders of Caesars Common Stock). On June 24, 2019, VICI entered into a master transaction agreement (the “Master Transaction Agreement”) with Eldorado relating to certain transactions, all of which are conditioned upon completion of the Merger. The Master Transaction Agreement contemplates, among other transactions, VICI’s acquisition of all of the land and real estate assets associated with Harrah’s New Orleans, Harrah’s Laughlin and Harrah’s Atlantic City (or, under certain circumstances, if necessary, certain replacement properties specified in the Master Transaction Agreement). Conditions to VICI’s acquisition of the land and real estate assets associated with Harrah’s New Orleans include, among others, certain amendments to the Harrah’s New Orleans lease and the Harrah’s New Orleans casino operating contract. On June 7, 2019, the Governor of the State of Louisiana signed into effect legislation that would enable a 30-year extension of the Harrah’s New Orleans casino operating contract to 2054, subject to Caesars’ compliance with certain requirements, including (i) a capital investment of $325 million by 2024 to improve the facility, add new restaurants and construct a new hotel, (ii) one-time “upfront” payments to the City of New Orleans and State of Louisiana totaling $25 million , (iii) additional one-time payments to the City of New Orleans and State of Louisiana totaling $40 million whether or not VICI exercises its call right to purchase the leasehold interest in Harrah’s New Orleans, (iv) an annual payment to the Louisiana Gaming Control Board of $3.4 million in support of health research, subject to changes in the consumer price index, (v) an annual license payment to the Louisiana Gaming Control Board of $3 million starting in April 2022, (vi) an annual payment to the City of New Orleans of $6 million paid in quarterly installments, subject to changes in the consumer price index, and (vii) an increase in Caesars’ minimum annual state gaming tax payments from $60 million to $65 million starting in April 2022. Potential Divestitures We are considering divestiture opportunities of non-strategic assets and properties. If the completion of a sale is more likely than not to occur, we may recognize impairment charges for certain of our properties to the extent current expected proceeds are below our carrying value and such impairments may be material. |
Basis of Presentation and Princ
Basis of Presentation and Principles of Consolidation (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
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 Securities and Exchange Commission (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 2019 fiscal year. GAAP requires the use of estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses and the disclosure of contingent assets and liabilities. Management believes the accounting estimates are appropriate and reasonably determined. Actual amounts could differ from those estimates. In order to conform to the current year’s presentation, for the three and six months ended June 30, 2018 , $5 million and $10 million , respectively, were reclassified from Direct operating expenses to Property, general, administrative, and other on our Statements of Operations with no effect on Net income/(loss) . Reportable Segments We view each property as an operating segment and aggregate all such properties into three regionally-focused reportable segments: (i) Las Vegas, (ii) Other U.S., and (iii) All Other, which is consistent with how we manage the business. See Note 16 . 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 Statements of Cash Flows. (In millions) June 30, 2019 December 31, 2018 Cash and cash equivalents $ 1,520 $ 1,491 Restricted cash, current 120 115 Restricted cash, non-current 61 51 Total cash, cash equivalents, and restricted cash $ 1,701 $ 1,657 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 (i) affiliates that are more than 50% owned are consolidated; (ii) 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 (iii) investments in affiliates of 20% or less are generally accounted for using the cost method. We review our investments for VIE consideration if a reconsideration event occurs to determine if the investment continues to qualify as a VIE. If we determine an investment no longer qualifies as a VIE, a gain or loss may be recognized upon deconsolidation. Consolidation of Korea Joint Venture CEC has a joint venture to acquire, develop, own, and operate a casino resort project in Incheon, South Korea (the “Korea JV”). We determined that the Korea JV is a VIE and CEC is the primary beneficiary, and therefore, we consolidate the Korea JV into our financial statements. Emerald Resort & Casino, South Africa Disposition In May 2019, we entered into an agreement to sell Emerald Resort & Casino located in South Africa for total proceeds of approximately $49 million . We own 70% of this property while the remaining 30% is owned by local minority partners. Total cash proceeds for our 70% ownership and other adjustments total approximately $39 million . The transaction is expected to close in the third quarter of 2019, subject to regulatory approvals and other customary closing conditions, at which time any gain would be recognized. Emerald Resort & Casino is included in our All Other segment. The following table summarizes assets and liabilities classified as held for sale. (In millions) June 30, 2019 Cash and cash equivalents $ 4 Property and equipment, net 26 Goodwill 5 Intangible assets other than goodwill 11 Other 2 Assets held for sale included in Prepayments and other current assets $ 48 Current liabilities $ 3 Deferred credits and other liabilities 4 Liabilities held for sale included in Accrued expenses and other current liabilities $ 7 |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
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 (“ASC”). In 2019 , we adopted Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) , and all related amendments (see Note 7 ). Additionally, we adopted ASU 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220) (see Note 14 ). The following ASUs were not effective as of June 30, 2019 : Previously Disclosed Collaborative Arrangements - ASU 2018-18 : Amended guidance makes targeted improvements to GAAP for collaborative arrangements including: (i) clarifying that certain transactions between collaborative arrangement participants should be accounted for as revenue under ASC 606 when the collaborative arrangement participant is a customer in the context of a unit of account, (ii) adding unit-of-account guidance in ASC 808 to align with the guidance in ASC 606 (that is, a distinct good or service) when an entity is assessing whether the collaborative arrangement or a part of the arrangement is within the scope of ASC 606, and (iii) requiring that in a transaction with a collaborative arrangement participant that is not directly related to sales to third parties, presenting the transaction together with revenue recognized under ASC 606 is precluded if the collaborative arrangement participant is not a customer. The amendments in this update are effective for public entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. The amendments should be applied retrospectively to the date of initial application of ASC 606. An entity may elect to apply the amendments in this ASU retrospectively either to all contracts or only to contracts that are not completed at the date of initial application of ASC 606. An entity should disclose its election. An entity may elect to apply the practical expedient for contract modifications that is permitted for entities using the modified retrospective transition method in ASC 606. We are currently assessing the effect the adoption of this standard will have on our financial statements. Intangibles - Goodwill and Other - Internal-Use Software - ASU 2018-15 : Amended guidance aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The accounting for the service element of a hosting arrangement that is a service contract is not affected. The amendments in this update are effective for public entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. The amendments in this ASU should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. We are currently assessing the effect the adoption of this standard will have on our financial statements. Fair Value Measurement - ASU 2018-13 : Amended guidance modifies fair value measurement disclosure requirements including (i) removing certain disclosure requirements such as the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, (ii) modifying certain disclosure requirements, and (iii) adding certain disclosure requirements such as changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period. The amendments in this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. We are currently assessing the effect the adoption of this standard will have on our financial statements. Financial Instruments - Credit Losses - ASU 2016-13 (amended through May 2019) : Amended guidance replaces the incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. Amendments affect entities holding financial assets and net investments 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. An entity will apply the amendments in this ASU through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach). A prospective transition approach is required for debt securities for which an other-than-temporary impairment had been recognized before the effective date. The effect of a prospective transition approach is to maintain the same amortized cost basis before and after the effective date of this ASU. 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) | 6 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | Property and Equipment (In millions) June 30, 2019 December 31, 2018 Land $ 4,771 $ 4,871 Buildings, riverboats, and leasehold and land improvements 12,352 12,243 Furniture, fixtures, and equipment 1,672 1,563 Construction in progress 577 406 Total property and equipment 19,372 19,083 Less: accumulated depreciation (3,480 ) (3,038 ) Total property and equipment, net $ 15,892 $ 16,045 Our property and equipment is subject to various operating leases for which we are the lessor. We lease our property and equipment related to our hotel rooms, convention space and retail space through various short-term and long-term operating leases. See Note 7 for further discussion of our leases. Depreciation Expense and Capitalized Interest Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 Depreciation expense $ 223 $ 251 $ 452 $ 515 Capitalized interest 7 1 12 3 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
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, 2018 $ 342 $ 4,044 $ 2,635 Amortization (36 ) — — Impairments — — (50 ) Transferred to assets held for sale (1 ) (5 ) (10 ) Balance as of June 30, 2019 $ 305 $ 4,039 $ 2,575 Gross Carrying Value and Accumulated Amortization of Intangible Assets Other Than Goodwill June 30, 2019 December 31, 2018 (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 intangible assets Trade names and trademarks 1.5 $ 14 $ (5 ) $ 9 $ 14 $ (3 ) $ 11 Customer relationships 4.0 1,070 (788 ) 282 1,071 (756 ) 315 Contract rights 5.5 3 (2 ) 1 3 (2 ) 1 Gaming rights and other 5.0 43 (30 ) 13 43 (28 ) 15 $ 1,130 $ (825 ) 305 $ 1,131 $ (789 ) 342 Non-amortizing intangible assets Trademarks 787 790 Gaming rights 1,535 1,592 Caesars Rewards 253 253 2,575 2,635 Total intangible assets other than goodwill $ 2,880 $ 2,977 During the three months ended June 30, 2019 , we recognized an impairment charge of $50 million related to gaming rights due to a decline in recent performance and downgraded expectations for future cash flows at the properties of our subsidiary Caesars Entertainment UK (“CEUK”). We used the “Excess Earnings Method” for estimating the fair value. |
Fair Value Measurements (Notes)
Fair Value Measurements (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Items Measured at Fair Value on a Recurring Basis The following table shows the fair value of our financial assets and financial liabilities that are required to be measured at fair value as of the date shown: Estimated Fair Value (In millions) Balance Level 1 Level 2 Level 3 June 30, 2019 Assets Government bonds $ 17 $ — $ 17 $ — Total assets at fair value $ 17 $ — $ 17 $ — Liabilities Derivative instruments - interest rate swaps $ 77 $ — $ 77 $ — Derivative instruments - CEC Convertible Notes 784 — 784 — Disputed claims liability 51 — 51 — Total liabilities at fair value $ 912 $ — $ 912 $ — December 31, 2018 Assets Government bonds $ 15 $ — $ 15 $ — Derivative instruments - interest rate swaps 6 — 6 — Total assets at fair value $ 21 $ — $ 21 $ — Liabilities Derivative instruments - interest rate swaps $ 22 $ — $ 22 $ — Derivative instruments - CEC Convertible Notes 324 — 324 — Disputed claims liability 45 — 45 — Total liabilities at fair value $ 391 $ — $ 391 $ — Government Bonds Investments primarily consist of debt securities held by our captive insurance entities that are traded in active markets, have readily determined market values, and have maturity dates of greater than three months from the date of purchase. These investments primarily represent collateral for several escrow and trust agreements with third-party beneficiaries and are recorded in Deferred charges and other assets while a portion is included in Prepayments and other current assets in our Balance Sheets. Derivative Instruments We do not purchase or hold any derivative financial instruments for trading purposes. CEC Convertible Notes - Derivative Liability On October 6, 2017, CEC issued $1.1 billion aggregate principal amount of 5.00% convertible senior notes maturing in 2024 (the “CEC Convertible Notes”) pursuant to the Indenture, dated as of October 6, 2017. The CEC Convertible Notes are convertible at the option of holders into a number of shares of CEC common stock that is equal to approximately 0.139 shares of CEC common stock per $1.00 principal amount of CEC Convertible Notes, which is equal to an initial conversion price of $7.19 per share. If all the shares were issued on October 6, 2017, they would have represented approximately 17.9% of the shares of CEC common stock outstanding on a fully diluted basis. The holders of the CEC Convertible Notes can convert them at any time after issuance. CEC can convert the CEC Convertible Notes beginning in October 2020 if the last reported sale price of CEC common stock equals or exceeds 140% of the conversion price for the CEC Convertible Notes in effect on each of at least 20 trading days during any 30 consecutive trading day period. As of June 30, 2019, an immaterial amount of the CEC Convertible Notes were converted into shares of CEC common stock. An aggregate of 156 million shares of CEC common stock are issuable upon conversion of the CEC Convertible Notes, of which 151 million shares are net of amounts held by CEC. As of June 30, 2019, the remaining life of the CEC Convertible Notes is 5.30 years. Management analyzed the conversion features for derivative accounting consideration under ASC Topic 815, Derivatives and Hedging , (“ASC 815”) and determined that the CEC Convertible Notes contain bifurcated derivative features and qualify for derivative accounting. In accordance with ASC 815, CEC has bifurcated the conversion features of the CEC Convertible Notes and recorded a derivative liability. The CEC Convertible Notes derivative features are not designated as hedging instruments. The derivative features of the CEC Convertible Notes are carried on CEC’s Balance Sheets at fair value in Deferred credits and other liabilities. The derivative liability is marked-to-market each measurement period and the changes in fair value of a loss of $298 million and $460 million for the three and six months ended June 30, 2019 , respectively, and income of $25 million and $185 million for the three and six months ended June 30, 2018 , respectively, were recorded as components of Other income/(loss) in the Statements of Operations. The derivative liability associated with the CEC Convertible Notes will remain in effect until such time as the underlying convertible notes are exercised or terminated and the resulting derivative liability will be transitioned from a liability to equity as of such date. Valuation Methodology The CEC Convertible Notes have a face value of $1.1 billion , an initial term of 7 years, and a coupon rate of 5% . As of June 30, 2019 and December 31, 2018 , we estimated the fair value of the CEC Convertible Notes using a market-based approach that incorporated the value of both the straight debt and conversion features of the notes. The valuation model incorporated actively traded prices of the CEC Convertible Notes as of the reporting date, the value of CEC’s equity into which these notes could convert, and assumptions regarding the incremental cost of borrowing for CEC. Since the key assumption used in the valuation model is the actively traded price of CEC Convertible Notes but the incremental cost of borrowing is an unobservable input, the fair value for the conversion features of the CEC Convertible Notes was classified as Level 2. Key Assumptions as of June 30, 2019 and December 31, 2018 : • Actively traded price of CEC Convertible Notes - $171.61 and $122.38 , respectively • Incremental cost of borrowing - 5.5% and 7.0% , respectively Interest Rate Swap Derivatives We use interest rate swaps to manage the mix of our debt between fixed and variable rate instruments. As of June 30, 2019 , we have entered into a total of ten interest rate swap agreements for notional amounts totaling $3.0 billion to fix the interest rate on variable rate debt. The interest rate swaps are designated as cash flow hedging instruments. The major terms of the interest rate swap agreements as of June 30, 2019 are as follows: Effective Date Notional Amount (In millions) Fixed Rate Paid Variable Rate Received as of June 30, 2019 Maturity Date 12/31/2018 250 2.274% 2.439% 12/31/2022 12/31/2018 200 2.828% 2.439% 12/31/2022 12/31/2018 600 2.739% 2.439% 12/31/2022 1/1/2019 250 2.153% 2.439% 12/31/2020 1/1/2019 250 2.196% 2.439% 12/31/2021 1/1/2019 400 2.788% 2.439% 12/31/2021 1/1/2019 200 2.828% 2.439% 12/31/2022 1/2/2019 250 2.172% 2.439% 12/31/2020 1/2/2019 200 2.731% 2.439% 12/31/2020 1/2/2019 400 2.707% 2.439% 12/31/2021 Valuation Methodology The estimated fair values of our interest rate swap derivative instruments are derived from market prices obtained from dealer quotes for similar, but not identical, assets or liabilities. Such quotes represent the estimated amounts we would receive or pay to terminate the contracts. The interest rate swap derivative instruments are included in either Deferred charges and other assets or Deferred credits and other liabilities on our Balance Sheets. Our derivatives are recorded at their fair values, adjusted for the credit rating of the counterparty if the derivative is an asset, or adjusted for the credit rating of the Company if the derivative is a liability. None of our derivative instruments are offset and all were classified as Level 2. Financial Statement Impact The effect of derivative instruments designated as hedging instruments on the Balance Sheets for amounts transferred into Accumulated other comprehensive income/(loss) (“AOCI”) before tax was a loss of $40 million and $61 million during the three and six months ended June 30, 2019 , respectively, and a gain of $12 million and $17 million during the three and six months ended June 30, 2018 , respectively. The effect of derivative instruments reclassified from AOCI to Interest expense on the Statements of Operations was $1 million for each of the three and six months ended June 30, 2019 , respectively, and zero for each of the three and six months ended June 30, 2018 . The estimated amount of existing losses that are reported in AOCI at the reporting date that are expected to be reclassified into earnings within the next 12 months is approximately $22 million . Accumulated Other Comprehensive Income/(Loss) The changes in AOCI by component, net of tax, for the three and six months ended June 30, 2019 and 2018 are shown below. (In millions) Unrealized Net Gains/(Losses) on Derivative Instruments Foreign Currency Translation Adjustments Other Total Balances as of December 31, 2017 $ — $ 9 $ (3 ) $ 6 Other comprehensive income before reclassifications 4 1 4 9 Total other comprehensive income, net of tax 4 1 4 9 Balances as of March 31, 2018 $ 4 $ 10 $ 1 $ 15 Other comprehensive income/(loss) before reclassifications 9 (17 ) (3 ) (11 ) Total other comprehensive income/(loss), net of tax 9 (17 ) (3 ) (11 ) Balances as of June 30, 2018 $ 13 $ (7 ) $ (2 ) $ 4 Balances as of December 31, 2018 $ (13 ) $ (9 ) $ (2 ) $ (24 ) Other comprehensive income/(loss) before reclassifications (17 ) 2 2 (13 ) Total other comprehensive income/(loss), net of tax (17 ) 2 2 (13 ) Balances as of March 31, 2019 $ (30 ) $ (7 ) $ — $ (37 ) Other comprehensive loss before reclassifications (36 ) (5 ) — (41 ) Amounts reclassified from accumulated other comprehensive loss 1 — — 1 Total other comprehensive loss, net of tax (35 ) (5 ) — (40 ) Balances as of June 30, 2019 $ (65 ) $ (12 ) $ — $ (77 ) Disputed Claims Liability CEC and Caesars Entertainment Operating Company, Inc. (“CEOC”) deposited cash, CEC common stock, and CEC Convertible Notes into an escrow trust to be distributed to satisfy certain remaining unsecured claims (excluding debt claims) as they become allowed (see Note 8 ). We have estimated the fair value of the remaining liability of those claims. Based on the valuation methodology of the CEC Convertible Notes (see above), the fair value of the Disputed claims liability is classified as Level 2. The changes in fair value related to the disputed claims liability was a loss of $9 million and $15 million for the three and six months ended June 30, 2019 , respectively, and income of $16 million and $26 million for the three and six months ended June 30, 2018 , respectively, which were recorded as components of Other income/(loss) in the Statements of Operations. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Leases of Lessor Disclosure [Text Block] | Leases Adoption of New Lease Accounting Standard In February 2016, the FASB issued a new standard related to leases, ASU 2016-02, Leases (Topic 842) (“ASC 842”). We adopted the standard effective January 1, 2019, using the retrospective approach applied as of the beginning of the period of adoption. The Company elected to utilize the transition guidance within the new standard that permits us to (i) continue to report under legacy lease accounting guidance for comparative periods consistent with previously issued financial statements; and (ii) carryforward our prior conclusions about lease identification, lease classification, and initial direct costs. The most significant effects of adopting the new standard relate to the recognition of right-of-use (“ROU”) assets and liabilities for leases classified as operating leases when the Company is the lessee in the arrangement. Adopting the new standard did not affect our accounting related to leases when the Company is the lessor in the arrangement. We assess whether an arrangement is or contains a lease at the inception of the agreement. ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term using an appropriate incremental borrowing rate, which is consistent with interest rates of similar financing arrangements based on the information available at the commencement date. Upon adoption, our ROU assets were also adjusted to include any prepaid lease payments and were reduced by any previously accrued lease liabilities. The terms of our leases used to determine the ROU asset and lease liability take into account options to extend when it is reasonably certain that we will exercise those options. Lease expense is recognized on a straight-line basis over the lease term. Additionally, we have elected the short-term lease measurement and recognition exemption and do not establish ROU assets or lease liabilities for operating leases with terms of 12 months or less. Effect of Adopting New Lease Standard - January 1, 2019 Balance Sheet (In millions) Prior to Adoption Effect of Adoption Post Adoption Property and equipment, net (1) $ 16,045 $ (96 ) $ 15,949 Deferred charges and other assets (2)(3) 383 480 863 Accrued expenses and other current liabilities (2) 1,217 33 1,250 Financing obligations (1) 10,057 (96 ) 9,961 Deferred credits and other liabilities (2)(3) 849 447 1,296 ____________________ (1) Non-operating land assets previously considered as failed sale-leaseback financing obligations were determined to qualify for sale-leaseback accounting under ASC 842 and are now recognized as operating lease liabilities with corresponding ROU assets. (2) Operating leases previously considered as off-balance sheet obligations are now recognized as operating lease liabilities with corresponding ROU assets. (3) Accruals associated with future obligations for leases not in use have been applied against the carrying amount of the ROU assets. Lessee Arrangements Operating Leases We lease real estate and equipment used in our operations from third parties. As of June 30, 2019 , the remaining term of our operating leases ranged from 1 to 72 years with various automatic extensions. In addition to minimum rental commitments, certain of our operating leases provide for contingent rentals based on a percentage of revenues in excess of specified amounts. The following are additional details related to leases recorded on our Balance Sheet as of June 30, 2019 : (In millions) Balance Sheet Classification June 30, 2019 Assets Operating lease ROU assets (1) Deferred charges and other assets $ 462 Liabilities Current operating lease liabilities (1) Accrued expenses and other current liabilities 30 Non-current operating lease liabilities (1) Deferred credits and other liabilities 489 ____________________ (1) As noted above, we have elected the short-term lease measurement and recognition exemption and do not establish ROU assets or liabilities for operating leases with terms of 12 months or less. Maturity of Lease Liabilities as of June 30, 2019 (In millions) Operating Leases Remaining 2019 $ 36 2020 70 2021 70 2022 64 2023 62 Thereafter 892 Total 1,194 Less: present value discount (675 ) Lease liability $ 519 Lease Costs Three Months Ended Six Months Ended (In millions) June 30, 2019 Operating lease expense $ 18 $ 35 Short-term lease expense 30 49 Variable lease expense 5 6 Total lease costs $ 53 $ 90 Other Information (In millions) Six Months Ended June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 33 Weighted-Average Details June 30, 2019 Weighted-average remaining lease term (in years) 21.8 Weighted-average discount rate 7.99 % Finance Leases We have finance leases for certain equipment. As of June 30, 2019 , our finance leases had remaining lease terms of up to 3 years, some of which include options to extend the lease terms in one month increments. Our finance lease ROU assets and liabilities were immaterial to our Financial Statements as of June 30, 2019 . Failed Sale-Leaseback Financing Obligations We lease certain real property assets from VICI (each a “Lease Agreement,” and, collectively, the “Lease Agreements”): (i) for Caesars Palace Las Vegas, (ii) for a portfolio of properties at various locations throughout the United States, (iii) for Harrah’s Joliet Hotel & Casino and (iv) for Harrah’s Las Vegas. The Lease Agreements provide for annual fixed rent (subject to escalation) of $773 million during an initial period, then rent consisting of both base rent and variable percentage rent elements. The Lease Agreements have a 15-year initial term and four five-year renewal options, subject to certain restrictions on extension applicable to certain of the leased properties. The Lease Agreements include escalation provisions beginning in year two of the initial term and continuing through the renewal terms. The Lease Agreements also include provisions for contingent rental payments calculated, in part, based on increases or decreases of net revenue of the underlying lease properties, commencing in year eight of the initial term and continuing through the renewal terms. The Lease Agreements were evaluated as sale-leasebacks of real estate. We determined that these transactions did not qualify for sale-leaseback accounting, and we have accounted for each of the transactions as a financing. For these failed sale-leaseback transactions, we continue to reflect the real estate assets on our Balance Sheets in Property and equipment, net as if we were the legal owner, and we continue to recognize depreciation expense over their estimated useful lives. We do not recognize rent expense related to the Lease Agreements, but we have recorded a liability for the failed sale-leaseback obligations and the majority of the periodic lease payments are recognized as interest expense. In the initial periods, the majority of the cash payments are less than the interest expense recognized in the Statements of Operations, which causes the related failed sale-leaseback financing obligations to increase during the initial periods of the lease term. Annual Estimated Failed Sale-Leaseback Financing Obligation Service Requirements as of June 30, 2019 Remaining Years Ended December 31, (In millions) 2019 2020 2021 2022 2023 Thereafter Total Financing obligations - principal $ 10 $ 23 $ 26 $ 28 $ 33 $ 8,429 $ 8,549 Financing obligations - interest 384 777 788 799 814 25,589 29,151 Total financing obligation payments (1) $ 394 $ 800 $ 814 $ 827 $ 847 $ 34,018 $ 37,700 ____________________ (1) Financing obligation principal and interest payments are estimated amounts based on the future minimum lease payments and certain estimates based on contingent rental payments. Actual payments may differ from the estimates. Lessor Arrangements Lodging Arrangements Lodging arrangements are considered short-term and generally consist of lease and nonlease components. The lease component is the predominant component of the arrangement and consists of the fees charged for lodging. The nonlease components primarily consist of resort fees and other miscellaneous items. As the timing and pattern of transfer of both the lease and nonlease components are over the course of the lease term, we have elected to combine the revenue generated from lease and nonlease components into a single lease component based on the predominant component in the arrangement. During the three and six months ended June 30, 2019 , we recognized approximately $407 million and $793 million , respectively, in lease revenue related to lodging arrangements, which is included in Rooms revenue in the Statement of Operations. Conventions Convention arrangements are considered short-term and generally consist of lease and nonlease components. The lease component is the predominant component of the arrangement and consists of fees charged for the use of meeting space. The nonlease components primarily consist of food and beverage and audio/visual services. Revenue from conventions is included in Food and beverage revenue in the Statement of Operations, and during the three and six months ended June 30, 2019 , we recognized approximately $12 million and $27 million , respectively, in lease revenue related to conventions. Real Estate Operating Leases We enter into long-term real estate leasing arrangements with third-party lessees at our properties. As of June 30, 2019 , the remaining terms of these operating leases ranged from 1 to 86 years, some of which include options to extend the lease term for up to 5 years. In addition to minimum rental commitments, certain of our operating leases provide for contingent rentals based on a percentage of revenues in excess of specified amounts. In addition, to maintain the value of our leased assets, certain leases include specific maintenance requirements of the lessees or maintenance is performed by the Company on behalf of the lessees. Maturity of Lease Receivables as of June 30, 2019 (In millions) Operating Leases Remaining 2019 $ 36 2020 69 2021 63 2022 56 2023 51 Thereafter 807 Total $ 1,082 |
Litigation, Contractual Commitm
Litigation, Contractual Commitments, and Contingencies (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Litigation, Contractual Commitments, and Contingent Liabilities Litigation Caesars is party to 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. Contractual Commitments During the six months ended June 30, 2019 , 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, 2018 . Exit Cost Accruals As of June 30, 2019 and December 31, 2018 , exit costs were included in Accrued expenses and other current liabilities and Deferred credits and other liabilities on the accompanying Balance Sheets for accruals related to the following: (In millions) Accrual Obligation End Date June 30, 2019 December 31, 2018 Future obligations under land lease agreements (1)(2) December 2092 $ — $ 43 Iowa greyhound pari-mutuel racing fund January 2022 24 33 Permanent closure of Alea Leeds (2) January 2032 — 10 Unbundling of electric service provided by NV Energy February 2024 54 58 Total $ 78 $ 144 ____________________ (1) Associated with the abandonment of a construction project near the Mississippi Gulf Coast. (2) As a result of the adoption of ASC 842, as of January 1, 2019, accruals associated with future obligations for leases not in use have been applied against the carrying amount of the ROU assets. See Note 7 . 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 properties and purchase energy, capacity, and/or ancillary services from a provider other than NV Energy. The transition to unbundle electric service was completed in the first quarter of 2018 (the “Cease-Use Date”). As a result of our decision to exit, an order from the Public Utilities Commission of Nevada required that we pay an aggregate exit fee of $48 million , payable over three to six years. $32 million remained as an obligation at June 30, 2019 recorded in Accrued expenses and other current liabilities and Deferred credits and other liabilities on the Balance Sheets. For six years following the Cease-Use Date, we will also be 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 above-market renewable energy contracts and the costs of decommissioning and remediation of coal-fired power plants. As of the effective date of the transition, total fees to be incurred were $31 million , which were accrued at its present value in the first quarter of 2018. As of June 30, 2019 , $22 million remained as an obligation in Accrued expenses and other current liabilities and Deferred credits and other liabilities on the Balance Sheets. The amount will be adjusted in the future if actual fees incurred differ from our estimates. Sports Sponsorship/Partnership Obligations We have agreements with certain professional sports leagues and teams, sporting event facilities and sports television networks for tickets, suites, and advertising, marketing, promotional and sponsorship opportunities. As of June 30, 2019 , obligations related to these agreements were $274 million with commitments extending through 2034. Golf Course Use Agreement On October 6, 2017, certain golf course properties were sold to VICI and CEOC LLC entered into a golf course use agreement (the “Golf Course Use Agreement”) with VICI. An obligation of $144 million is recorded in Deferred credits and other liabilities as of June 30, 2019 , which represents the amount in which the $10 million annual payment obligation under the Golf Course Use Agreement exceeds the fair value of services being received. The obligation is being amortized using the effective interest method over the term of the Golf Course Use Agreement which continues through October 2052 (assuming all extension options are exercised). The amortization of this obligation was $2 million and $5 million , for the three and six months ended June 30, 2019 and June 30, 2018 , respectively, and is reflected in Interest expense in our Statements of Operations. Separation Agreement On November 1, 2018, the Company announced that Mark P. Frissora, our former President and Chief Executive Officer, was leaving the Company. Subject to the terms of the separation agreement entered into between the Company and Mr. Frissora (as amended, the “Separation Agreement”), Mr. Frissora continued as President and Chief Executive Officer until his termination date of April 30, 2019 . In connection with his Separation Agreement, upon his termination date, Mr. Frissora vested in all unvested equity and cash awards (with vesting of performance stock units and options remaining subject to achievement of applicable targets and options generally exercisable for two years after vesting). As a result of the separation, a total of $32 million of accelerated compensation was recognized through his exit date of April 30, 2019, of which $3 million and $13 million was recognized during the three and six months ended June 30, 2019 , respectively. Contingent Liabilities Resolution of Disputed Claims As previously disclosed in our 2018 Annual Report, CEOC and certain of its U.S. subsidiaries (collectively, the “Debtors”) emerged from bankruptcy and consummated their reorganization pursuant to their third amended joint plan of reorganization (the “Plan”) on October 6, 2017 (the “Effective Date”). Any unresolved claims filed in the bankruptcy cases will continue to be subject to the claims reconciliation process under the supervision of the Bankruptcy Court. The amounts submitted by claimants that remain unresolved total approximately $452 million . We estimate the fair value of these claims to be approximately $51 million as of June 30, 2019 , which is based on management’s estimate of the claim amounts that the Bankruptcy Court will ultimately allow and the fair value of the underlying CEC common stock and CEC Convertible Notes held in escrow for the purpose of resolving those claims. As of June 30, 2019 , approximately $49 million in cash, 8 million shares of CEC common stock, and $32 million in principal value of CEC Convertible Notes remain in the escrow trust for distribution to holders of disputed claims whose claims may ultimately become allowed. The CEC common stock and CEC Convertible Notes held in the escrow trust are treated as not outstanding in CEC’s Financial Statements. We estimate that the number of shares, cash, and CEC Convertible Notes reserved is sufficient to satisfy the Debtors’ obligations under the Plan. Caesars United Kingdom UKGC Investigation In June 2019, the British Gambling Commission (the “Commission” or “UKGC”) informed CEUK that it was initiating a license review of its British properties. The review relates to certain potential inadequacies in implementation of the CEUK Anti-Money Laundering policies and in CEUK’s social responsibility policy and customer monitoring. CEC is taking all necessary steps to remedy issues identified in its own review and disclosed to the Commission. At the present time, we believe it is probable that a fine will be assessed and have recorded a liability of $1 million which is equal to an amount assessed from a previous Commission fine. Given the uncertainty of the review, we do not have a better estimate of the outcome of the review or the potential penalty at this time; however, it is possible we will incur a loss that is higher than what we have recorded and the Commission may limit, condition, restrict, revoke, or suspend CEUK’s licenses. Self-Insurance We are self-insured for workers compensation and other risk insurance, as well as health insurance. Our total estimated self-insurance liability was $175 million and $173 million , respectively, as of June 30, 2019 and December 31, 2018 . |
Debt (Notes)
Debt (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Debt June 30, 2019 December 31, 2018 (Dollars in millions) Final Maturity Rates Face Value Book Value Book Value Secured debt CRC Revolving Credit Facility 2022 variable (1) $ — $ — $ 100 CRC Term Loan 2024 variable (2) 4,630 4,559 4,577 CEOC LLC Revolving Credit Facility 2022 variable (3) — — — CEOC LLC Term Loan 2024 variable (3) 1,478 1,476 1,483 Unsecured debt CEC Convertible Notes 2024 5.00% 1,083 1,083 1,083 CRC Notes 2025 5.25% 1,700 1,669 1,668 Special Improvement District Bonds 2037 4.30% 53 53 54 Total debt 8,944 8,840 8,965 Current portion of long-term debt (64 ) (64 ) (164 ) Long-term debt $ 8,880 $ 8,776 $ 8,801 Unamortized discounts and deferred finance charges $ 104 $ 110 Fair value $ 8,850 ____________________ (1) London Interbank Offered Rate (“LIBOR”) plus 2.13% . (2) LIBOR plus 2.75% . (3) LIBOR plus 2.00% . Annual Estimated Debt Service Requirements as of June 30, 2019 Remaining Years Ended December 31, (In millions) 2019 2020 2021 2022 2023 Thereafter Total Annual maturities of long-term debt $ 33 $ 64 $ 64 $ 64 $ 64 $ 8,655 $ 8,944 Estimated interest payments 230 440 430 420 400 500 2,420 Total debt service obligation (1) $ 263 $ 504 $ 494 $ 484 $ 464 $ 9,155 $ 11,364 ___________________ (1) Debt principal payments are estimated amounts based on maturity dates and borrowings under our revolving credit facilities, if any. Interest payments are estimated based on the forward-looking LIBOR curve and include the estimated impact of the ten interest rate swap agreements (see Note 6 ). Actual payments may differ from these estimates. Current Portion of Long-Term Debt The current portion of long-term debt as of June 30, 2019 and December 31, 2018 includes the principal payments on the term loans, other unsecured borrowings, and special improvement district bonds that are expected to be paid within 12 months. Borrowings under the revolving credit facilities are each subject to the provisions of the applicable credit facility agreements, which each have a contractual maturity of greater than one year. Amounts borrowed, if any, under the revolving credit facilities are intended to satisfy short-term liquidity needs and would be classified as current. As of June 30, 2019 , $77 million of our revolving credit facilities were committed to outstanding letters of credit. Fair Value The fair value of debt has been calculated primarily based on the borrowing rates available as of June 30, 2019 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. Terms of Outstanding Debt Restrictive Covenants The CRC Credit Agreement, CEOC LLC Credit Agreement, as amended, and the indentures related to the CRC Notes contain covenants which are standard and customary for these types of agreements. These include negative covenants, which, subject to certain exceptions and baskets, limit the ability of CRC and certain of its subsidiaries, and CEOC LLC and certain of its subsidiaries, respectively, to (among other items) incur additional indebtedness, make investments, make restricted payments, including dividends, grant liens, sell assets and make acquisitions. The indenture related to the CEC Convertible Notes contains covenants including negative covenants, which, subject to certain exceptions, limit the Company’s ability to (among other items) incur additional indebtedness, make investments, make restricted payments, including dividends, grant liens, sell assets, and make acquisitions. The CRC Revolving Credit Facility and CEOC LLC Revolving Credit Facility include maximum first-priority net senior secured leverage ratio financial covenants of 6.35:1 and 3.50:1, respectively, which are applicable solely to the extent that certain testing conditions are satisfied. Guarantees The borrowings under the CRC Credit Agreement and CEOC LLC Credit Agreement, as amended, are guaranteed by the material, domestic, wholly owned subsidiaries of CRC and CEOC LLC, respectively, (subject to exceptions) and substantially all of the applicable existing and future property and assets of CRC or CEOC LLC, respectively, and their respective subsidiary guarantors serve as collateral for the respective borrowings. The CRC Notes are guaranteed on a senior unsecured basis by each wholly owned, domestic subsidiary of CRC that is a subsidiary guarantor with respect to the CRC Senior Secured Credit Facilities. |
Stockholders' Equity (Notes)
Stockholders' Equity (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Stockholders' Equity Attributable to Parent [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Stockholders' Equity Share Repurchase Program On May 2, 2018, the Company announced that our Board of Directors authorized a Share Repurchase Program (the “Repurchase Program”) to repurchase up to $500 million of our common stock. On August 10, 2018, the Company announced that our Board of Directors increased its share repurchase authorization to $750 million of our common stock. Repurchases may be made at the Company’s discretion from time to time on the open market or in privately negotiated transactions. The Repurchase Program has no time limit, does not obligate the Company to make any repurchases, and may be suspended for periods or discontinued at any time. Any shares acquired are available for general corporate purposes. During the three and six months ended June 30, 2018 , we repurchased approximately 2.7 million shares for approximately $31 million under the program recorded in Treasury stock. During the six months ended June 30, 2019 , there were no shares repurchased under the program. As of June 30, 2019 , the maximum dollar value that may still be purchased under the program was $439 million . Pursuant to the Merger Agreement, prior to the completion of the Merger or termination of the Merger Agreement, we may not, absent Eldorado’s prior written consent, repurchase shares of our common stock (subject to limited exceptions related to stock options or settlement of other awards and the CEC Convertible Notes). |
Earnings Per Share (Notes)
Earnings Per Share (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing the applicable income amounts by the weighted-average number of shares of common stock outstanding. Diluted EPS 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 June 30, Six Months Ended June 30, (In millions, except per share data) 2019 2018 2019 2018 Net income/(loss) attributable to Caesars $ (315 ) $ 29 $ (532 ) $ (5 ) Weighted-average common shares outstanding - basic 673 698 672 697 Dilutive potential common shares: Stock-based compensation awards — 4 — — Weighted-average common shares outstanding - diluted 673 702 672 697 Basic and diluted earnings/(loss) per share $ (0.47 ) $ 0.04 $ (0.79 ) $ (0.01 ) Weighted-Average Number of Anti-Dilutive Shares Excluded from Calculation of EPS Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 Stock-based compensation awards 23 1 23 27 CEC Convertible Notes 151 150 151 150 Total anti-dilutive common stock 174 151 174 177 |
Revenue Recognition (Notes)
Revenue Recognition (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer [Text Block] | Revenue Recognition Receivables (In millions) June 30, 2019 December 31, 2018 Casino $ 180 $ 188 Food and beverage and rooms (1) 83 62 Entertainment and other 83 77 Contract receivables, net 346 327 Real estate leases 15 15 Other 115 115 Receivables, net $ 476 $ 457 ____________________ (1) As a result of the adoption of ASC 842, as of January 1, 2019, revenue generated from the lease components of lodging arrangements and conventions as well as their associated receivables are no longer considered contract revenue or contract receivables under ASC 606, Revenue from Contracts with Customers. A portion of this balance relates to lease receivables under ASC 842. See Note 7 for further details. Contract Liabilities (In millions) Caesars Rewards Customer Advance Deposits Total Balance as of March 31, 2019 (1) $ 67 $ 99 $ 166 Amount recognized during the period (2) (33 ) (147 ) (180 ) Amount accrued during the period 37 169 206 Balance as of June 30, 2019 (3) $ 71 $ 121 $ 192 ____________________ (1) Includes lodging arrangement and convention contract liabilities accounted for under ASC 842. See Note 7 for further details. (2) Includes $10 million for Caesars Rewards and $11 million for Customer Advances recognized from the March 31, 2019 Contract liability balances. (3) $8 million included within Deferred credits and other liabilities as of June 30, 2019 . Includes lodging arrangement and convention contract liabilities accounted for under ASC 842. See Note 7 for further details. (In millions) Caesars Rewards Customer Advance Deposits Total Balance as of December 31, 2018 (1) $ 66 $ 83 $ 149 Amount recognized during the period (2) (65 ) (299 ) (364 ) Amount accrued during the period 70 337 407 Balance as of June 30, 2019 (3) $ 71 $ 121 $ 192 ____________________ (1) $5 million included within Deferred credits and other liabilities as of December 31, 2018 . (2) Includes $25 million for Caesars Rewards and $62 million for Customer Advances recognized from the December 31, 2018 Contract liability balances. (3) $8 million included within Deferred credits and other liabilities as of June 30, 2019 . Includes lodging arrangement and convention contract liabilities accounted for under ASC 842. See Note 7 for further details. |
Income Taxes (Notes)
Income Taxes (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income Tax Allocation Three Months Ended June 30, Six Months Ended June 30, (Dollars in millions) 2019 2018 2019 2018 Loss before income taxes $ (375 ) $ (7 ) $ (622 ) $ (28 ) Income tax benefit $ 60 $ 36 $ 89 $ 23 Effective tax rate 16.0 % 514.3 % 14.3 % 82.1 % We classify reserves for tax uncertainties within Deferred credits and other liabilities on the Balance Sheets separate from any related income tax payable, which is also reported within Accrued expenses and other current liabilities, 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, state, and foreign deferred tax assets that were not deemed realizable based upon estimates of future taxable income. The income tax benefit for the three and six months ended June 30, 2019 differed from the expected income tax benefit based on the federal tax rate of 21% primarily due to losses from continuing operations not tax benefitted and nondeductible expenses. The income tax benefit for the six months ended June 30, 2019 also differed from the expected income tax benefit based on the federal tax rate of 21% due to state deferred tax expense from the election to treat one of CEOC LLC’s subsidiaries as a corporation for federal and state income tax purposes, which was effective January 1, 2019. The income tax benefit for the three and six months ended June 30, 2018 differed from the expected income tax benefit based on the federal tax rate of 21% primarily due to the deferred tax benefit from revisions to the estimated deferred tax balances as of December 31, 2017 as a result of the Tax Cuts and Jobs Act (the U.S. federal government enacted a tax bill, H.R.1, An Act to Provide for Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for Fiscal Year 2018) (the “Tax Act”) offset by losses not tax benefitted and nondeductible expenses. In January 2019, we adopted ASU 2018-02 Income Statement—Reporting Comprehensive Income (Topic 220) , which allows for a reclassification from accumulated other comprehensive income to retained earnings effectively eliminating the stranded tax effects resulting from the Tax Act. The adoption of this standard had no effect on our financial statements. 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. |
Stock-Based Compensation (Notes
Stock-Based Compensation (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation 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 (“RSUs”), performance stock units (“PSUs”), market-based stock units (“MSUs”), restricted stock awards, stock grants, or a combination of awards. Forfeitures are recognized in the period in which they occur. 2017 Performance Incentive Plan (“2017 PIP”) In 2019, the Company granted approximately 975 thousand PSUs that are scheduled to vest in three equal tranches over a three-year period. On each vesting date, recipients will receive between 0% and 200% of the granted PSUs in the form of CEC common stock based on the achievement of specified performance and service conditions. Based on the terms and conditions of the awards, the fair value of the PSUs was initially set equal to the quoted market price of our common stock on the date of grant. The grant date fair value is reassessed at each reporting date to reflect the market price of our common stock until a mutual understanding of the key terms and conditions of the awards between the Company and recipient is achieved. Also in 2019, the Company granted approximately 703 thousand MSUs that are scheduled to cliff vest in three years. On the vesting date, recipients will receive between 0% and 200% of the granted MSUs in the form of CEC common stock based on the achievement of specified market and service conditions. Based on the terms and conditions of the awards, the grant date fair value of the MSUs was determined using a Monte-Carlo simulation model. Key assumptions for the Monte-Carlo simulation model are the risk-free interest rate, expected volatility, expected dividends and correlation coefficient. The effect of market conditions is considered in determining the grant date fair value, which is not subsequently revised based on actual performance. Composition of Stock-Based Compensation Expense Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 Corporate expense $ 17 $ 15 $ 33 $ 28 Property, general, administrative, and other 5 5 10 10 Total stock-based compensation expense $ 22 $ 20 $ 43 $ 38 Outstanding at End of Period June 30, 2019 December 31, 2018 Quantity Wtd-Avg (1) Quantity Wtd-Avg (1) Stock options (2) 4,630,562 $ 12.50 8,360,365 $ 10.63 Restricted stock units (3) 12,182,988 11.12 13,455,092 11.51 Performance stock units (4) 1,712,055 11.82 1,466,183 6.79 Market-based stock units (5) 533,424 12.63 — — ____________________ (1) Represents weighted-average exercise price for stock options, weighted-average grant date fair value for RSUs, the price of CEC common stock as of the balance sheet date until a grant date is achieved for PSUs and the fair value of the MSUs determined using the Monte-Carlo simulation model. (2) During the six months ended June 30, 2019 , there were no grants of stock options and 3.7 million stock options were exercised. (3) During the six months ended June 30, 2019 , 5.1 million RSUs were granted under the 2017 PIP and 4.7 million RSUs vested. (4) During the six months ended June 30, 2019 , 975 thousand PSUs were granted under the 2017 PIP and 459 thousand PSUs vested. (5) During the six months ended June 30, 2019 , 703 thousand MSUs were granted under the 2017 PIP and no MSUs vested. |
Related Party Transactions (Not
Related Party Transactions (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 Transactions with Horseshoe Baltimore Management fees $ 2 $ 2 $ 5 $ 5 Allocated expenses 2 2 3 3 Transactions with Horseshoe Baltimore As of June 30, 2019 , our investment in Horseshoe Baltimore was 41.5% and was held as an equity method investment and considered to be a related party. These related party transactions include items such as casino management fees and the allocation of other general corporate expenses. A summary of the transactions with Horseshoe Baltimore is provided in the table above. Due from/to Affiliates Amounts due from or to 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. As of June 30, 2019 and December 31, 2018 , Due from affiliates, net was $4 million and $6 million , respectively, and represented transactions with Horseshoe Baltimore. |
Segment Reporting (Notes)
Segment Reporting (Notes) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure | Segment Reporting We view each property as an operating segment and aggregate such properties into three regionally-focused reportable segments: (i) Las Vegas, (ii) Other U.S. and (iii) All Other, which is consistent with how we manage the business. The results of each reportable segment presented below are consistent with the way 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. We recast previously reported segment amounts to conform to the way management assesses results and allocates resources for the current year. Net revenues are presented disaggregated by category for contract revenues separate from other revenues by segment. “All Other” includes managed, international and other properties as well as parent and other adjustments to reconcile to consolidated Caesars results. Condensed Statements of Operations - By Segment Three Months Ended June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Casino $ 292 $ 768 $ 66 $ — $ 1,126 Food and beverage (1) 260 141 6 — 407 Rooms (1) 301 106 — — 407 Management fees — — 15 — 15 Reimbursed management costs — — 54 — 54 Entertainment and other 111 47 15 (2 ) 171 Total contract revenues 964 1,062 156 (2 ) 2,180 Real estate leases (2) 38 2 1 — 41 Other revenues — — 1 — 1 Net revenues $ 1,002 $ 1,064 $ 158 $ (2 ) $ 2,222 Depreciation and amortization $ 119 $ 106 $ 16 $ — $ 241 Income/(loss) from operations 265 158 (154 ) — 269 Interest expense (83 ) (142 ) (118 ) — (343 ) Other income/(loss) (3) 2 1 (304 ) — (301 ) Income tax benefit (4) — — 60 — 60 Three Months Ended June 30, 2018 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Casino $ 311 $ 691 $ 60 $ — $ 1,062 Food and beverage 246 138 7 — 391 Rooms 282 105 1 — 388 Management fees — 1 15 (1 ) 15 Reimbursed management costs — 1 47 — 48 Entertainment and other 114 43 16 (1 ) 172 Total contract revenues 953 979 146 (2 ) 2,076 Other revenues 39 3 1 — 43 Net revenues $ 992 $ 982 $ 147 $ (2 ) $ 2,119 Depreciation and amortization $ 132 $ 121 $ 15 $ — $ 268 Income/(loss) from operations 246 131 (95 ) — 282 Interest expense (80 ) (139 ) (115 ) — (334 ) Other income/(loss) (3) (2 ) — 47 — 45 Income tax benefit (4) — — 36 — 36 Condensed Statements of Operations - By Segment Six Months Ended June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Casino $ 566 $ 1,512 $ 131 $ — $ 2,209 Food and beverage (1) 515 278 12 — 805 Rooms (1) 600 192 1 — 793 Management fees — — 30 — 30 Reimbursed management costs — 1 105 — 106 Entertainment and other 205 87 26 (2 ) 316 Total contract revenues 1,886 2,070 305 (2 ) 4,259 Real estate leases (2) 71 4 1 — 76 Other revenues — — 2 — 2 Net revenues $ 1,957 $ 2,074 $ 308 $ (2 ) $ 4,337 Depreciation and amortization $ 247 $ 209 $ 32 $ — $ 488 Income/(loss) from operations 491 274 (256 ) — 509 Interest expense (166 ) (285 ) (241 ) — (692 ) Other income/(loss) (3) 2 1 (442 ) — (439 ) Income tax benefit (4) — — 89 — 89 Six Months Ended June 30, 2018 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Casino $ 568 $ 1,354 $ 123 $ — $ 2,045 Food and beverage 487 273 14 — 774 Rooms 562 191 2 — 755 Management fees — 2 31 (3 ) 30 Reimbursed management costs — 1 99 — 100 Entertainment and other 206 82 23 (2 ) 309 Total contract revenues 1,823 1,903 292 (5 ) 4,013 Other revenues 71 5 2 — 78 Net revenues $ 1,894 $ 1,908 $ 294 $ (5 ) $ 4,091 Depreciation and amortization $ 274 $ 242 $ 32 $ — $ 548 Income/(loss) from operations 394 217 (204 ) — 407 Interest expense (158 ) (277 ) (229 ) — (664 ) Other income (3) — 2 227 — 229 Income tax benefit (4) — — 23 — 23 ____________________ (1) As a result of the adoption of ASC 842, as of January 1, 2019, revenue generated from the lease components of lodging arrangements and conventions are no longer considered contract revenue under ASC 606, Revenue from Contracts with Customers. A portion of these balances relate to lease revenues under ASC 842. See Note 7 for further details. (2) Real estate leases revenue includes $15 million and $29 million of variable rental income for the three and six months ended June 30, 2019 , respectively. (3) Amounts include changes in fair value of the derivative liability related to the conversion option of the CEC Convertible Notes and the disputed claims liability as well as interest and dividend income. (4) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. Adjusted EBITDA - By Segment Adjusted EBITDA is presented as a measure of the Company’s performance. Adjusted EBITDA is defined as revenues less 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. In evaluating Adjusted 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 Adjusted EBITDA should not be construed as an inference that future results will be unaffected by unusual or unexpected items. Adjusted 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). Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies within the industry. Adjusted EBITDA is included because management uses Adjusted EBITDA to measure performance and allocate resources, and believes that Adjusted EBITDA provides investors with additional information consistent with that used by management. Three Months Ended June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Net income/(loss) attributable to Caesars $ 184 $ 16 $ (515 ) $ — $ (315 ) Net income/(loss) attributable to noncontrolling interests — 1 (1 ) — — Income tax benefit (1) — — (60 ) — (60 ) Other income/(loss) (2) (2 ) (1 ) 304 — 301 Interest expense 83 142 118 — 343 Depreciation and amortization 119 106 16 — 241 Impairment of intangible assets — — 50 — 50 Other operating costs (3) 2 — 22 — 24 Stock-based compensation expense 2 3 17 — 22 Other items (4) 1 3 21 — 25 Adjusted EBITDA $ 389 $ 270 $ (28 ) $ — $ 631 Three Months Ended June 30, 2018 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Net income/(loss) attributable to Caesars $ 164 $ (9 ) $ (126 ) $ — $ 29 Net income/(loss) attributable to noncontrolling interests — 1 (1 ) — — Income tax benefit (1) — — (36 ) — (36 ) Other (income)/loss (2) 2 — (47 ) — (45 ) Interest expense 80 139 115 — 334 Depreciation and amortization 132 121 15 — 268 Other operating costs (3) 1 1 30 1 33 Stock-based compensation expense 2 3 15 — 20 Other items (4) 2 2 17 (1 ) 20 Adjusted EBITDA $ 383 $ 258 $ (18 ) $ — $ 623 Six Months Ended June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Net income/(loss) attributable to Caesars $ 327 $ (10 ) $ (849 ) $ — $ (532 ) Net loss attributable to noncontrolling interests — — (1 ) — (1 ) Income tax benefit (1) — — (89 ) — (89 ) Other (income)/loss (2) (2 ) (1 ) 442 — 439 Interest expense 166 285 241 — 692 Depreciation and amortization 247 209 32 — 488 Impairment of intangible assets — — 50 — 50 Other operating costs (3) 5 12 36 — 53 Stock-based compensation expense 4 5 34 — 43 Other items (4) 2 3 45 — 50 Adjusted EBITDA $ 749 $ 503 $ (59 ) $ — $ 1,193 Six Months Ended June 30, 2018 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Net income/(loss) attributable to Caesars $ 236 $ (59 ) $ (182 ) $ — $ (5 ) Net income/(loss) attributable to noncontrolling interests — 1 (1 ) — — Income tax benefit (1) — — (23 ) — (23 ) Other income (2) — (2 ) (227 ) — (229 ) Interest expense 158 277 229 — 664 Depreciation and amortization 274 242 32 — 548 Other operating costs (3) 29 7 62 1 99 Stock-based compensation expense 4 5 29 — 38 Other items (4) 3 3 44 (1 ) 49 Adjusted EBITDA $ 704 $ 474 $ (37 ) $ — $ 1,141 ____________________ (1) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. (2) Amounts include changes in fair value of the derivative liability related to the conversion option of the CEC Convertible Notes and the disputed claims liability as well as interest and dividend income. (3) Amounts primarily represent costs incurred in connection with development activities and reorganization activities, and/or recoveries associated with such items, including acquisition and integration costs, contract exit fees including exiting the fully bundled sales system of NV Energy for electric service at our Nevada properties, lease termination costs, weather related property closure costs, severance costs, gains and losses on asset sales, demolition costs primarily at our Las Vegas properties for renovations, and project opening costs. (4) Amounts include other add-backs and deductions to arrive at Adjusted EBITDA but not separately identified such as professional and consulting services, sign-on and retention bonuses, business optimization expenses and transformation expenses, severance and relocation costs, litigation awards and settlements. Condensed Balance Sheets - By Segment June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Total assets $ 14,051 $ 8,666 $ 6,548 $ (3,129 ) $ 26,136 Total liabilities 5,842 5,748 11,747 (9 ) 23,328 December 31, 2018 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Total assets $ 13,987 $ 8,565 $ 6,046 $ (2,823 ) $ 25,775 Total liabilities 5,730 5,143 11,267 297 22,437 |
Basis of Presentation and Pri_2
Basis of Presentation and Principles of Consolidation Accounting Policies - (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
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 Securities and Exchange Commission (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 2019 fiscal year. |
Consolidation, Subsidiaries or Other Investments, Consolidated Entities, Policy [Policy Text Block] | 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 (i) affiliates that are more than 50% owned are consolidated; (ii) 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 (iii) investments in affiliates of 20% or less are generally accounted for using the cost method. We review our investments for VIE consideration if a reconsideration event occurs to determine if the investment continues to qualify as a VIE. If we determine an investment no longer qualifies as a VIE, a gain or loss may be recognized upon deconsolidation. |
Segment Reporting, Policy [Policy Text Block] | We view each property as an operating segment and aggregate such properties into three regionally-focused reportable segments: (i) Las Vegas, (ii) Other U.S. and (iii) All Other, which is consistent with how we manage the business. The results of each reportable segment presented below are consistent with the way 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. We recast previously reported segment amounts to conform to the way management assesses results and allocates resources for the current year. Net revenues are presented disaggregated by category for contract revenues separate from other revenues by segment. “All Other” includes managed, international and other properties as well as parent and other adjustments to reconcile to consolidated Caesars results. |
Recently Issued Accounting Pr_2
Recently Issued Accounting Pronouncements Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Lessee, Leases [Policy Text Block] | We assess whether an arrangement is or contains a lease at the inception of the agreement. ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term using an appropriate incremental borrowing rate, which is consistent with interest rates of similar financing arrangements based on the information available at the commencement date. Upon adoption, our ROU assets were also adjusted to include any prepaid lease payments and were reduced by any previously accrued lease liabilities. The terms of our leases used to determine the ROU asset and lease liability take into account options to extend when it is reasonably certain that we will exercise those options. Lease expense is recognized on a straight-line basis over the lease term. Additionally, we have elected the short-term lease measurement and recognition exemption and do not establish ROU assets or lease liabilities for operating leases with terms of 12 months or less. |
Accounting Standards Update 2016-02 [Member] | |
New Accounting Pronouncements, Policy [Policy Text Block] | In February 2016, the FASB issued a new standard related to leases, ASU 2016-02, Leases (Topic 842) (“ASC 842”). We adopted the standard effective January 1, 2019, using the retrospective approach applied as of the beginning of the period of adoption. The Company elected to utilize the transition guidance within the new standard that permits us to (i) continue to report under legacy lease accounting guidance for comparative periods consistent with previously issued financial statements; and (ii) carryforward our prior conclusions about lease identification, lease classification, and initial direct costs. The most significant effects of adopting the new standard relate to the recognition of right-of-use (“ROU”) assets and liabilities for leases classified as operating leases when the Company is the lessee in the arrangement. Adopting the new standard did not affect our accounting related to leases when the Company is the lessor in the arrangement. |
Leases Leases (Policies)
Leases Leases (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Lessee, Leases [Policy Text Block] | We assess whether an arrangement is or contains a lease at the inception of the agreement. ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term using an appropriate incremental borrowing rate, which is consistent with interest rates of similar financing arrangements based on the information available at the commencement date. Upon adoption, our ROU assets were also adjusted to include any prepaid lease payments and were reduced by any previously accrued lease liabilities. The terms of our leases used to determine the ROU asset and lease liability take into account options to extend when it is reasonably certain that we will exercise those options. Lease expense is recognized on a straight-line basis over the lease term. Additionally, we have elected the short-term lease measurement and recognition exemption and do not establish ROU assets or lease liabilities for operating leases with terms of 12 months or less. |
Accounting Standards Update 2016-02 [Member] | |
New Accounting Pronouncement or Change in Accounting Principle, Description of Transition Method | In February 2016, the FASB issued a new standard related to leases, ASU 2016-02, Leases (Topic 842) (“ASC 842”). We adopted the standard effective January 1, 2019, using the retrospective approach applied as of the beginning of the period of adoption. The Company elected to utilize the transition guidance within the new standard that permits us to (i) continue to report under legacy lease accounting guidance for comparative periods consistent with previously issued financial statements; and (ii) carryforward our prior conclusions about lease identification, lease classification, and initial direct costs. The most significant effects of adopting the new standard relate to the recognition of right-of-use (“ROU”) assets and liabilities for leases classified as operating leases when the Company is the lessee in the arrangement. Adopting the new standard did not affect our accounting related to leases when the Company is the lessor in the arrangement. |
Basis of Presentation and Pri_3
Basis of Presentation and Principles of Consolidation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Reconciliation of Cash, Cash Equivalents, and Restricted Cash | 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 Statements of Cash Flows. (In millions) June 30, 2019 December 31, 2018 Cash and cash equivalents $ 1,520 $ 1,491 Restricted cash, current 120 115 Restricted cash, non-current 61 51 Total cash, cash equivalents, and restricted cash $ 1,701 $ 1,657 |
Assets and Liabilities Classified as Held for Sale | (In millions) June 30, 2019 Cash and cash equivalents $ 4 Property and equipment, net 26 Goodwill 5 Intangible assets other than goodwill 11 Other 2 Assets held for sale included in Prepayments and other current assets $ 48 Current liabilities $ 3 Deferred credits and other liabilities 4 Liabilities held for sale included in Accrued expenses and other current liabilities $ 7 (In millions) Accrual Obligation End Date June 30, 2019 December 31, 2018 Future obligations under land lease agreements (1)(2) December 2092 $ — $ 43 Iowa greyhound pari-mutuel racing fund January 2022 24 33 Permanent closure of Alea Leeds (2) January 2032 — 10 Unbundling of electric service provided by NV Energy February 2024 54 58 Total $ 78 $ 144 ____________________ (1) Associated with the abandonment of a construction project near the Mississippi Gulf Coast. (2) As a result of the adoption of ASC 842, as of January 1, 2019, accruals associated with future obligations for leases not in use have been applied against the carrying amount of the ROU assets. See Note 7 . |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | (In millions) June 30, 2019 December 31, 2018 Land $ 4,771 $ 4,871 Buildings, riverboats, and leasehold and land improvements 12,352 12,243 Furniture, fixtures, and equipment 1,672 1,563 Construction in progress 577 406 Total property and equipment 19,372 19,083 Less: accumulated depreciation (3,480 ) (3,038 ) Total property and equipment, net $ 15,892 $ 16,045 |
Depreciation Expense and Capitalized Interest | Depreciation Expense and Capitalized Interest Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 Depreciation expense $ 223 $ 251 $ 452 $ 515 Capitalized interest 7 1 12 3 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
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, 2018 $ 342 $ 4,044 $ 2,635 Amortization (36 ) — — Impairments — — (50 ) Transferred to assets held for sale (1 ) (5 ) (10 ) Balance as of June 30, 2019 $ 305 $ 4,039 $ 2,575 |
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 June 30, 2019 December 31, 2018 (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 intangible assets Trade names and trademarks 1.5 $ 14 $ (5 ) $ 9 $ 14 $ (3 ) $ 11 Customer relationships 4.0 1,070 (788 ) 282 1,071 (756 ) 315 Contract rights 5.5 3 (2 ) 1 3 (2 ) 1 Gaming rights and other 5.0 43 (30 ) 13 43 (28 ) 15 $ 1,130 $ (825 ) 305 $ 1,131 $ (789 ) 342 Non-amortizing intangible assets Trademarks 787 790 Gaming rights 1,535 1,592 Caesars Rewards 253 253 2,575 2,635 Total intangible assets other than goodwill $ 2,880 $ 2,977 During the three months ended June 30, 2019 , we recognized an impairment charge of $50 million related to gaming rights due to a decline in recent performance and downgraded expectations for future cash flows at the properties of our subsidiary Caesars Entertainment UK (“CEUK”). We used the “Excess Earnings Method” for estimating the fair value. |
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 June 30, 2019 December 31, 2018 (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 intangible assets Trade names and trademarks 1.5 $ 14 $ (5 ) $ 9 $ 14 $ (3 ) $ 11 Customer relationships 4.0 1,070 (788 ) 282 1,071 (756 ) 315 Contract rights 5.5 3 (2 ) 1 3 (2 ) 1 Gaming rights and other 5.0 43 (30 ) 13 43 (28 ) 15 $ 1,130 $ (825 ) 305 $ 1,131 $ (789 ) 342 Non-amortizing intangible assets Trademarks 787 790 Gaming rights 1,535 1,592 Caesars Rewards 253 253 2,575 2,635 Total intangible assets other than goodwill $ 2,880 $ 2,977 During the three months ended June 30, 2019 , we recognized an impairment charge of $50 million related to gaming rights due to a decline in recent performance and downgraded expectations for future cash flows at the properties of our subsidiary Caesars Entertainment UK (“CEUK”). We used the “Excess Earnings Method” for estimating the fair value. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Estimated Fair Value | Estimated Fair Value (In millions) Balance Level 1 Level 2 Level 3 June 30, 2019 Assets Government bonds $ 17 $ — $ 17 $ — Total assets at fair value $ 17 $ — $ 17 $ — Liabilities Derivative instruments - interest rate swaps $ 77 $ — $ 77 $ — Derivative instruments - CEC Convertible Notes 784 — 784 — Disputed claims liability 51 — 51 — Total liabilities at fair value $ 912 $ — $ 912 $ — December 31, 2018 Assets Government bonds $ 15 $ — $ 15 $ — Derivative instruments - interest rate swaps 6 — 6 — Total assets at fair value $ 21 $ — $ 21 $ — Liabilities Derivative instruments - interest rate swaps $ 22 $ — $ 22 $ — Derivative instruments - CEC Convertible Notes 324 — 324 — Disputed claims liability 45 — 45 — Total liabilities at fair value $ 391 $ — $ 391 $ — |
Major Terms of Interest Rate Swap Agreements | The major terms of the interest rate swap agreements as of June 30, 2019 are as follows: Effective Date Notional Amount (In millions) Fixed Rate Paid Variable Rate Received as of June 30, 2019 Maturity Date 12/31/2018 250 2.274% 2.439% 12/31/2022 12/31/2018 200 2.828% 2.439% 12/31/2022 12/31/2018 600 2.739% 2.439% 12/31/2022 1/1/2019 250 2.153% 2.439% 12/31/2020 1/1/2019 250 2.196% 2.439% 12/31/2021 1/1/2019 400 2.788% 2.439% 12/31/2021 1/1/2019 200 2.828% 2.439% 12/31/2022 1/2/2019 250 2.172% 2.439% 12/31/2020 1/2/2019 200 2.731% 2.439% 12/31/2020 1/2/2019 400 2.707% 2.439% 12/31/2021 |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income/(Loss) The changes in AOCI by component, net of tax, for the three and six months ended June 30, 2019 and 2018 are shown below. (In millions) Unrealized Net Gains/(Losses) on Derivative Instruments Foreign Currency Translation Adjustments Other Total Balances as of December 31, 2017 $ — $ 9 $ (3 ) $ 6 Other comprehensive income before reclassifications 4 1 4 9 Total other comprehensive income, net of tax 4 1 4 9 Balances as of March 31, 2018 $ 4 $ 10 $ 1 $ 15 Other comprehensive income/(loss) before reclassifications 9 (17 ) (3 ) (11 ) Total other comprehensive income/(loss), net of tax 9 (17 ) (3 ) (11 ) Balances as of June 30, 2018 $ 13 $ (7 ) $ (2 ) $ 4 Balances as of December 31, 2018 $ (13 ) $ (9 ) $ (2 ) $ (24 ) Other comprehensive income/(loss) before reclassifications (17 ) 2 2 (13 ) Total other comprehensive income/(loss), net of tax (17 ) 2 2 (13 ) Balances as of March 31, 2019 $ (30 ) $ (7 ) $ — $ (37 ) Other comprehensive loss before reclassifications (36 ) (5 ) — (41 ) Amounts reclassified from accumulated other comprehensive loss 1 — — 1 Total other comprehensive loss, net of tax (35 ) (5 ) — (40 ) Balances as of June 30, 2019 $ (65 ) $ (12 ) $ — $ (77 ) |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Schedule of Prospective Adoption of New Accounting Pronouncements [Table Text Block] | Effect of Adopting New Lease Standard - January 1, 2019 Balance Sheet (In millions) Prior to Adoption Effect of Adoption Post Adoption Property and equipment, net (1) $ 16,045 $ (96 ) $ 15,949 Deferred charges and other assets (2)(3) 383 480 863 Accrued expenses and other current liabilities (2) 1,217 33 1,250 Financing obligations (1) 10,057 (96 ) 9,961 Deferred credits and other liabilities (2)(3) 849 447 1,296 ____________________ (1) Non-operating land assets previously considered as failed sale-leaseback financing obligations were determined to qualify for sale-leaseback accounting under ASC 842 and are now recognized as operating lease liabilities with corresponding ROU assets. (2) Operating leases previously considered as off-balance sheet obligations are now recognized as operating lease liabilities with corresponding ROU assets. (3) Accruals associated with future obligations for leases not in use have been applied against the carrying amount of the ROU assets. |
Lessee Operating Lease Balance Sheet Amounts and Lines [Table Text Block] | The following are additional details related to leases recorded on our Balance Sheet as of June 30, 2019 : (In millions) Balance Sheet Classification June 30, 2019 Assets Operating lease ROU assets (1) Deferred charges and other assets $ 462 Liabilities Current operating lease liabilities (1) Accrued expenses and other current liabilities 30 Non-current operating lease liabilities (1) Deferred credits and other liabilities 489 ____________________ (1) As noted above, we have elected the short-term lease measurement and recognition exemption and do not establish ROU assets or liabilities for operating leases with terms of 12 months or less. |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | Maturity of Lease Liabilities as of June 30, 2019 (In millions) Operating Leases Remaining 2019 $ 36 2020 70 2021 70 2022 64 2023 62 Thereafter 892 Total 1,194 Less: present value discount (675 ) Lease liability $ 519 |
Lease, Cost [Table Text Block] | Lease Costs Three Months Ended Six Months Ended (In millions) June 30, 2019 Operating lease expense $ 18 $ 35 Short-term lease expense 30 49 Variable lease expense 5 6 Total lease costs $ 53 $ 90 |
Other Lease Information [Table Text Block] | Other Information (In millions) Six Months Ended June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 33 |
Lessee, Operating Lease, Disclosure [Table Text Block] | Weighted-Average Details June 30, 2019 Weighted-average remaining lease term (in years) 21.8 Weighted-average discount rate 7.99 % |
Finance Lease, Liability, Maturity [Table Text Block] | Annual Estimated Failed Sale-Leaseback Financing Obligation Service Requirements as of June 30, 2019 Remaining Years Ended December 31, (In millions) 2019 2020 2021 2022 2023 Thereafter Total Financing obligations - principal $ 10 $ 23 $ 26 $ 28 $ 33 $ 8,429 $ 8,549 Financing obligations - interest 384 777 788 799 814 25,589 29,151 Total financing obligation payments (1) $ 394 $ 800 $ 814 $ 827 $ 847 $ 34,018 $ 37,700 ____________________ (1) Financing obligation principal and interest payments are estimated amounts based on the future minimum lease payments and certain estimates based on contingent rental payments. Actual payments may differ from the estimates. |
Lessor, Operating Lease, Payments to be Received, Maturity [Table Text Block] | Maturity of Lease Receivables as of June 30, 2019 (In millions) Operating Leases Remaining 2019 $ 36 2020 69 2021 63 2022 56 2023 51 Thereafter 807 Total $ 1,082 |
Litigation, Contractual Commi_2
Litigation, Contractual Commitments, and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | (In millions) June 30, 2019 Cash and cash equivalents $ 4 Property and equipment, net 26 Goodwill 5 Intangible assets other than goodwill 11 Other 2 Assets held for sale included in Prepayments and other current assets $ 48 Current liabilities $ 3 Deferred credits and other liabilities 4 Liabilities held for sale included in Accrued expenses and other current liabilities $ 7 (In millions) Accrual Obligation End Date June 30, 2019 December 31, 2018 Future obligations under land lease agreements (1)(2) December 2092 $ — $ 43 Iowa greyhound pari-mutuel racing fund January 2022 24 33 Permanent closure of Alea Leeds (2) January 2032 — 10 Unbundling of electric service provided by NV Energy February 2024 54 58 Total $ 78 $ 144 ____________________ (1) Associated with the abandonment of a construction project near the Mississippi Gulf Coast. (2) As a result of the adoption of ASC 842, as of January 1, 2019, accruals associated with future obligations for leases not in use have been applied against the carrying amount of the ROU assets. See Note 7 . |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Debt | June 30, 2019 December 31, 2018 (Dollars in millions) Final Maturity Rates Face Value Book Value Book Value Secured debt CRC Revolving Credit Facility 2022 variable (1) $ — $ — $ 100 CRC Term Loan 2024 variable (2) 4,630 4,559 4,577 CEOC LLC Revolving Credit Facility 2022 variable (3) — — — CEOC LLC Term Loan 2024 variable (3) 1,478 1,476 1,483 Unsecured debt CEC Convertible Notes 2024 5.00% 1,083 1,083 1,083 CRC Notes 2025 5.25% 1,700 1,669 1,668 Special Improvement District Bonds 2037 4.30% 53 53 54 Total debt 8,944 8,840 8,965 Current portion of long-term debt (64 ) (64 ) (164 ) Long-term debt $ 8,880 $ 8,776 $ 8,801 Unamortized discounts and deferred finance charges $ 104 $ 110 Fair value $ 8,850 ____________________ (1) London Interbank Offered Rate (“LIBOR”) plus 2.13% . (2) LIBOR plus 2.75% . (3) LIBOR plus 2.00% . |
Schedule of Maturities of Long-term Debt [Table Text Block] | Annual Estimated Debt Service Requirements as of June 30, 2019 Remaining Years Ended December 31, (In millions) 2019 2020 2021 2022 2023 Thereafter Total Annual maturities of long-term debt $ 33 $ 64 $ 64 $ 64 $ 64 $ 8,655 $ 8,944 Estimated interest payments 230 440 430 420 400 500 2,420 Total debt service obligation (1) $ 263 $ 504 $ 494 $ 484 $ 464 $ 9,155 $ 11,364 ___________________ (1) Debt principal payments are estimated amounts based on maturity dates and borrowings under our revolving credit facilities, if any. Interest payments are estimated based on the forward-looking LIBOR curve and include the estimated impact of the ten interest rate swap agreements (see Note 6 ). Actual payments may differ from these estimates. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Basic and Dilutive Net Earnings Per Share Reconciliation | Basic and Dilutive Net Earnings Per Share Reconciliation Three Months Ended June 30, Six Months Ended June 30, (In millions, except per share data) 2019 2018 2019 2018 Net income/(loss) attributable to Caesars $ (315 ) $ 29 $ (532 ) $ (5 ) Weighted-average common shares outstanding - basic 673 698 672 697 Dilutive potential common shares: Stock-based compensation awards — 4 — — Weighted-average common shares outstanding - diluted 673 702 672 697 Basic and diluted earnings/(loss) per share $ (0.47 ) $ 0.04 $ (0.79 ) $ (0.01 ) |
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 June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 Stock-based compensation awards 23 1 23 27 CEC Convertible Notes 151 150 151 150 Total anti-dilutive common stock 174 151 174 177 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Receivables [Table Text Block] | Receivables (In millions) June 30, 2019 December 31, 2018 Casino $ 180 $ 188 Food and beverage and rooms (1) 83 62 Entertainment and other 83 77 Contract receivables, net 346 327 Real estate leases 15 15 Other 115 115 Receivables, net $ 476 $ 457 |
Contract Liabilities | Contract Liabilities (In millions) Caesars Rewards Customer Advance Deposits Total Balance as of March 31, 2019 (1) $ 67 $ 99 $ 166 Amount recognized during the period (2) (33 ) (147 ) (180 ) Amount accrued during the period 37 169 206 Balance as of June 30, 2019 (3) $ 71 $ 121 $ 192 ____________________ (1) Includes lodging arrangement and convention contract liabilities accounted for under ASC 842. See Note 7 for further details. (2) Includes $10 million for Caesars Rewards and $11 million for Customer Advances recognized from the March 31, 2019 Contract liability balances. (3) $8 million included within Deferred credits and other liabilities as of June 30, 2019 . Includes lodging arrangement and convention contract liabilities accounted for under ASC 842. See Note 7 for further details. (In millions) Caesars Rewards Customer Advance Deposits Total Balance as of December 31, 2018 (1) $ 66 $ 83 $ 149 Amount recognized during the period (2) (65 ) (299 ) (364 ) Amount accrued during the period 70 337 407 Balance as of June 30, 2019 (3) $ 71 $ 121 $ 192 ____________________ (1) $5 million included within Deferred credits and other liabilities as of December 31, 2018 . (2) Includes $25 million for Caesars Rewards and $62 million for Customer Advances recognized from the December 31, 2018 Contract liability balances. (3) $8 million included within Deferred credits and other liabilities as of June 30, 2019 . Includes lodging arrangement and convention contract liabilities accounted for under ASC 842. See Note 7 for further details. |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Tax Allocation | Income Tax Allocation Three Months Ended June 30, Six Months Ended June 30, (Dollars in millions) 2019 2018 2019 2018 Loss before income taxes $ (375 ) $ (7 ) $ (622 ) $ (28 ) Income tax benefit $ 60 $ 36 $ 89 $ 23 Effective tax rate 16.0 % 514.3 % 14.3 % 82.1 % |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Composition of Stock-Based Compensation Expense | Composition of Stock-Based Compensation Expense Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 Corporate expense $ 17 $ 15 $ 33 $ 28 Property, general, administrative, and other 5 5 10 10 Total stock-based compensation expense $ 22 $ 20 $ 43 $ 38 |
Stock Option and Restricted Stock Unit Activity | Outstanding at End of Period June 30, 2019 December 31, 2018 Quantity Wtd-Avg (1) Quantity Wtd-Avg (1) Stock options (2) 4,630,562 $ 12.50 8,360,365 $ 10.63 Restricted stock units (3) 12,182,988 11.12 13,455,092 11.51 Performance stock units (4) 1,712,055 11.82 1,466,183 6.79 Market-based stock units (5) 533,424 12.63 — — ____________________ (1) Represents weighted-average exercise price for stock options, weighted-average grant date fair value for RSUs, the price of CEC common stock as of the balance sheet date until a grant date is achieved for PSUs and the fair value of the MSUs determined using the Monte-Carlo simulation model. (2) During the six months ended June 30, 2019 , there were no grants of stock options and 3.7 million stock options were exercised. (3) During the six months ended June 30, 2019 , 5.1 million RSUs were granted under the 2017 PIP and 4.7 million RSUs vested. (4) During the six months ended June 30, 2019 , 975 thousand PSUs were granted under the 2017 PIP and 459 thousand PSUs vested. (5) During the six months ended June 30, 2019 , 703 thousand MSUs were granted under the 2017 PIP and no MSUs vested. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 Transactions with Horseshoe Baltimore Management fees $ 2 $ 2 $ 5 $ 5 Allocated expenses 2 2 3 3 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Condensed Statements of Operations - By Segment | Condensed Statements of Operations - By Segment Three Months Ended June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Casino $ 292 $ 768 $ 66 $ — $ 1,126 Food and beverage (1) 260 141 6 — 407 Rooms (1) 301 106 — — 407 Management fees — — 15 — 15 Reimbursed management costs — — 54 — 54 Entertainment and other 111 47 15 (2 ) 171 Total contract revenues 964 1,062 156 (2 ) 2,180 Real estate leases (2) 38 2 1 — 41 Other revenues — — 1 — 1 Net revenues $ 1,002 $ 1,064 $ 158 $ (2 ) $ 2,222 Depreciation and amortization $ 119 $ 106 $ 16 $ — $ 241 Income/(loss) from operations 265 158 (154 ) — 269 Interest expense (83 ) (142 ) (118 ) — (343 ) Other income/(loss) (3) 2 1 (304 ) — (301 ) Income tax benefit (4) — — 60 — 60 Three Months Ended June 30, 2018 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Casino $ 311 $ 691 $ 60 $ — $ 1,062 Food and beverage 246 138 7 — 391 Rooms 282 105 1 — 388 Management fees — 1 15 (1 ) 15 Reimbursed management costs — 1 47 — 48 Entertainment and other 114 43 16 (1 ) 172 Total contract revenues 953 979 146 (2 ) 2,076 Other revenues 39 3 1 — 43 Net revenues $ 992 $ 982 $ 147 $ (2 ) $ 2,119 Depreciation and amortization $ 132 $ 121 $ 15 $ — $ 268 Income/(loss) from operations 246 131 (95 ) — 282 Interest expense (80 ) (139 ) (115 ) — (334 ) Other income/(loss) (3) (2 ) — 47 — 45 Income tax benefit (4) — — 36 — 36 Condensed Statements of Operations - By Segment Six Months Ended June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Casino $ 566 $ 1,512 $ 131 $ — $ 2,209 Food and beverage (1) 515 278 12 — 805 Rooms (1) 600 192 1 — 793 Management fees — — 30 — 30 Reimbursed management costs — 1 105 — 106 Entertainment and other 205 87 26 (2 ) 316 Total contract revenues 1,886 2,070 305 (2 ) 4,259 Real estate leases (2) 71 4 1 — 76 Other revenues — — 2 — 2 Net revenues $ 1,957 $ 2,074 $ 308 $ (2 ) $ 4,337 Depreciation and amortization $ 247 $ 209 $ 32 $ — $ 488 Income/(loss) from operations 491 274 (256 ) — 509 Interest expense (166 ) (285 ) (241 ) — (692 ) Other income/(loss) (3) 2 1 (442 ) — (439 ) Income tax benefit (4) — — 89 — 89 Six Months Ended June 30, 2018 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Casino $ 568 $ 1,354 $ 123 $ — $ 2,045 Food and beverage 487 273 14 — 774 Rooms 562 191 2 — 755 Management fees — 2 31 (3 ) 30 Reimbursed management costs — 1 99 — 100 Entertainment and other 206 82 23 (2 ) 309 Total contract revenues 1,823 1,903 292 (5 ) 4,013 Other revenues 71 5 2 — 78 Net revenues $ 1,894 $ 1,908 $ 294 $ (5 ) $ 4,091 Depreciation and amortization $ 274 $ 242 $ 32 $ — $ 548 Income/(loss) from operations 394 217 (204 ) — 407 Interest expense (158 ) (277 ) (229 ) — (664 ) Other income (3) — 2 227 — 229 Income tax benefit (4) — — 23 — 23 ____________________ (1) As a result of the adoption of ASC 842, as of January 1, 2019, revenue generated from the lease components of lodging arrangements and conventions are no longer considered contract revenue under ASC 606, Revenue from Contracts with Customers. A portion of these balances relate to lease revenues under ASC 842. See Note 7 for further details. (2) Real estate leases revenue includes $15 million and $29 million of variable rental income for the three and six months ended June 30, 2019 , respectively. (3) Amounts include changes in fair value of the derivative liability related to the conversion option of the CEC Convertible Notes and the disputed claims liability as well as interest and dividend income. (4) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. |
Adjusted EBITDA - By Segment | Three Months Ended June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Net income/(loss) attributable to Caesars $ 184 $ 16 $ (515 ) $ — $ (315 ) Net income/(loss) attributable to noncontrolling interests — 1 (1 ) — — Income tax benefit (1) — — (60 ) — (60 ) Other income/(loss) (2) (2 ) (1 ) 304 — 301 Interest expense 83 142 118 — 343 Depreciation and amortization 119 106 16 — 241 Impairment of intangible assets — — 50 — 50 Other operating costs (3) 2 — 22 — 24 Stock-based compensation expense 2 3 17 — 22 Other items (4) 1 3 21 — 25 Adjusted EBITDA $ 389 $ 270 $ (28 ) $ — $ 631 Three Months Ended June 30, 2018 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Net income/(loss) attributable to Caesars $ 164 $ (9 ) $ (126 ) $ — $ 29 Net income/(loss) attributable to noncontrolling interests — 1 (1 ) — — Income tax benefit (1) — — (36 ) — (36 ) Other (income)/loss (2) 2 — (47 ) — (45 ) Interest expense 80 139 115 — 334 Depreciation and amortization 132 121 15 — 268 Other operating costs (3) 1 1 30 1 33 Stock-based compensation expense 2 3 15 — 20 Other items (4) 2 2 17 (1 ) 20 Adjusted EBITDA $ 383 $ 258 $ (18 ) $ — $ 623 Six Months Ended June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Net income/(loss) attributable to Caesars $ 327 $ (10 ) $ (849 ) $ — $ (532 ) Net loss attributable to noncontrolling interests — — (1 ) — (1 ) Income tax benefit (1) — — (89 ) — (89 ) Other (income)/loss (2) (2 ) (1 ) 442 — 439 Interest expense 166 285 241 — 692 Depreciation and amortization 247 209 32 — 488 Impairment of intangible assets — — 50 — 50 Other operating costs (3) 5 12 36 — 53 Stock-based compensation expense 4 5 34 — 43 Other items (4) 2 3 45 — 50 Adjusted EBITDA $ 749 $ 503 $ (59 ) $ — $ 1,193 Six Months Ended June 30, 2018 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Net income/(loss) attributable to Caesars $ 236 $ (59 ) $ (182 ) $ — $ (5 ) Net income/(loss) attributable to noncontrolling interests — 1 (1 ) — — Income tax benefit (1) — — (23 ) — (23 ) Other income (2) — (2 ) (227 ) — (229 ) Interest expense 158 277 229 — 664 Depreciation and amortization 274 242 32 — 548 Other operating costs (3) 29 7 62 1 99 Stock-based compensation expense 4 5 29 — 38 Other items (4) 3 3 44 (1 ) 49 Adjusted EBITDA $ 704 $ 474 $ (37 ) $ — $ 1,141 ____________________ (1) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. (2) Amounts include changes in fair value of the derivative liability related to the conversion option of the CEC Convertible Notes and the disputed claims liability as well as interest and dividend income. (3) Amounts primarily represent costs incurred in connection with development activities and reorganization activities, and/or recoveries associated with such items, including acquisition and integration costs, contract exit fees including exiting the fully bundled sales system of NV Energy for electric service at our Nevada properties, lease termination costs, weather related property closure costs, severance costs, gains and losses on asset sales, demolition costs primarily at our Las Vegas properties for renovations, and project opening costs. (4) Amounts include other add-backs and deductions to arrive at Adjusted EBITDA but not separately identified such as professional and consulting services, sign-on and retention bonuses, business optimization expenses and transformation expenses, severance and relocation costs, litigation awards and settlements. Condensed Balance Sheets - By Segment June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Total assets $ 14,051 $ 8,666 $ 6,548 $ (3,129 ) $ 26,136 Total liabilities 5,842 5,748 11,747 (9 ) 23,328 |
Condensed Balance Sheets - By Segment | Condensed Balance Sheets - By Segment June 30, 2019 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Total assets $ 14,051 $ 8,666 $ 6,548 $ (3,129 ) $ 26,136 Total liabilities 5,842 5,748 11,747 (9 ) 23,328 December 31, 2018 (In millions) Las Vegas Other U.S. All Other Elimination Caesars Total assets $ 13,987 $ 8,565 $ 6,046 $ (2,823 ) $ 25,775 Total liabilities 5,730 5,143 11,267 297 22,437 |
Description of Business Descrip
Description of Business Description of Business - Additional Information (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019USD ($)Casinos | Jun. 30, 2019USD ($)Casinos | Jun. 24, 2019USD ($)$ / sharesshares | ||
Number Of Casinos Operated Or Managed | Casinos | 54 | 54 | ||
Merger Agreement Termination Fee Paid by Caesars | $ 50 | |||
Payments for Capital Improvements | [1] | $ 11,364 | $ 11,364 | |
UNITED STATES | ||||
Number Of Casinos Operated Or Managed | Casinos | 50 | 50 | ||
Geographic Concentration Risk [Member] | UNITED STATES | ||||
Number Of Casinos Operated Or Managed | Casinos | 14 | 14 | ||
Geographic Concentration Risk [Member] | UNITED STATES | NEVADA | ||||
Number Of Casinos Operated Or Managed | Casinos | 9 | 9 | ||
Geographic Concentration Risk [Member] | UNITED STATES | NEVADA | Revenue Benchmark [Member] | ||||
Concentration Risk, Percentage | 45.00% | 45.00% | ||
Geographic Concentration Risk [Member] | International [Member] | ||||
Number Of Casinos Operated Or Managed | Casinos | 5 | 5 | ||
Eldorado Resorts, Inc. Stockholders [Member] | ||||
Disposal Group Proposed Merger Post Merger Ownership Percentage | 51.00% | |||
Caesars Entertainment Corporation Stockholders [Member] | ||||
Disposal Group Proposed Merger Post Merger Ownership Percentage | 49.00% | |||
Caesars Entertainment, Inc. [Member] | ||||
Merger Agreement Termination Fee Paid by Caesars | $ 418.4 | |||
Eldorado Resorts, Inc. [Member] | ||||
Merger Agreement Termination Fee Paid by Caesars | 154.9 | |||
Merger Agreement Termination Fee | 836.8 | |||
Capital Investment [Member] | ||||
Payments for Capital Improvements | 325 | |||
Up-front payments to the City [Member] | ||||
Payments for Capital Improvements | 25 | |||
Additional one time payments to the city [Member] | ||||
Payments for Capital Improvements | 40 | |||
Gaming Control Board Health research annual payment [Member] | ||||
Payments for Capital Improvements | 3.4 | |||
Gaming Control Board annual license payment [Member] | ||||
Payments for Capital Improvements | 3 | |||
Annual payments to the City [Member] | ||||
Payments for Capital Improvements | 6 | |||
Minimum annual state gaming tax payments thru April 2022 [Member] | ||||
Payments for Capital Improvements | 60 | |||
Minimum annual state gaming tax payments after April 2022 [Member] | ||||
Payments for Capital Improvements | $ 65 | |||
Cash per share [Member] | ||||
Disposal Group Proposed Merger Agreement Stock Conversion Price Cash Per Share | $ / shares | $ 8.40 | |||
Additional potential cash per share [Member] | ||||
Disposal Group Proposed Merger Agreement Stock Conversion Price Cash Per Share | $ / shares | $ 0.003333 | |||
Acquiror stock per share [Member] | ||||
Disposal Group Proposed Merger Agreement Stock Conversion Price | shares | 0.0899 | |||
[1] | (1) Debt principal payments are estimated amounts based on maturity dates and borrowings under our revolving credit facilities, if any. Interest payments are estimated based on the forward-looking LIBOR curve and include the estimated impact of the ten interest rate swap agreements (see Note 6 ). Actual payments may differ from these estimates. |
Basis of Presentation and Pri_4
Basis of Presentation and Principles of Consolidation - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019USD ($)reportable_segment | Jun. 30, 2019USD ($)reportable_segment | Dec. 31, 2018USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2017USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Number of Reportable Segments | reportable_segment | 3 | 3 | |||
Cash and cash equivalents | $ 1,520 | $ 1,520 | $ 1,491 | ||
Restricted cash, current | 120 | 120 | 115 | ||
Restricted cash, non-current | 61 | 61 | 51 | ||
Total cash, cash equivalents, and restricted cash | $ 1,701 | $ 1,701 | $ 1,657 | $ 2,848 | $ 2,709 |
Basis of Presentation and Pri_5
Basis of Presentation and Principles of Consolidation Basis of Presentation and Principles of Consolidation - Assets and Liabilities Classified as Held for Sale (Details) - Disposal Group, Held-for-sale, Not Discontinued Operations [Member] - Emerald Resort & Casino, South Africa disposition [Member] $ in Millions | Jun. 30, 2019USD ($) |
Disposal Group, Including Discontinued Operation, Cash and Cash Equivalents | $ 4 |
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment, Current | 26 |
Disposal Group, Including Discontinued Operation, Goodwill | 5 |
Disposal Group, Including Discontinued Operation, Intangible Assets | 11 |
Disposal Group, Including Discontinued Operation, Other Assets | 2 |
Disposal Group, Including Discontinued Operation, Assets, Current | 48 |
Disposal Group, Including Discontinued Operation, Other Liabilities, Current | 4 |
Disposal Group, Including Discontinued Operation, Accrued Liabilities, Current | 3 |
Disposal Group, Including Discontinued Operation, Liabilities, Current | $ 7 |
Basis of Presentation and Pri_6
Basis of Presentation and Principles of Consolidation Basis of Presentation and Principles of Consolidation - Additional Information (Details) - USD ($) $ in Millions | May 01, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 |
Operating Expenses | $ 1,953 | $ 1,837 | $ 3,828 | $ 3,684 | |
Restatement Adjustment [Member] | |||||
Operating Expenses | $ 5 | $ 10 | |||
Emerald Resort & Casino, South Africa disposition [Member] | |||||
Proceeds from Divestiture of Businesses | $ 49 | ||||
Noncontrolling Interest, Ownership Percentage by Parent | 70.00% | 70.00% | |||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 30.00% | 30.00% | |||
Proceeds from Divestiture of Business, ownership interest | $ 39 |
Recently Issued Accounting Pr_3
Recently Issued Accounting Pronouncements - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2019 | |
ASU 2018-18 Collaborative Arrangements (Topic 808) [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Description | Collaborative Arrangements - ASU 2018-18: Amended guidance makes targeted improvements to GAAP for collaborative arrangements including: (i) clarifying that certain transactions between collaborative arrangement participants should be accounted for as revenue under ASC 606 when the collaborative arrangement participant is a customer in the context of a unit of account, (ii) adding unit-of-account guidance in ASC 808 to align with the guidance in ASC 606 (that is, a distinct good or service) when an entity is assessing whether the collaborative arrangement or a part of the arrangement is within the scope of ASC 606, and (iii) requiring that in a transaction with a collaborative arrangement participant that is not directly related to sales to third parties, presenting the transaction together with revenue recognized under ASC 606 is precluded if the collaborative arrangement participant is not a customer. The amendments in this update are effective for public entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. The amendments should be applied retrospectively to the date of initial application of ASC 606. An entity may elect to apply the amendments in this ASU retrospectively either to all contracts or only to contracts that are not completed at the date of initial application of ASC 606. An entity should disclose its election. An entity may elect to apply the practical expedient for contract modifications that is permitted for entities using the modified retrospective transition method in ASC 606. We are currently assessing the effect the adoption of this standard will have on our financial statements. |
ASU 2018-15—Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Description | Intangibles - Goodwill and Other - Internal-Use Software - ASU 2018-15: Amended guidance aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The accounting for the service element of a hosting arrangement that is a service contract is not affected. The amendments in this update are effective for public entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. The amendments in this ASU should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. We are currently assessing the effect the adoption of this standard will have on our financial statements. |
ASU 2018-13 Fair Value Measurement (Topic 820) [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Description | Fair Value Measurement - ASU 2018-13: Amended guidance modifies fair value measurement disclosure requirements including (i) removing certain disclosure requirements such as the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, (ii) modifying certain disclosure requirements, and (iii) adding certain disclosure requirements such as changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period. The amendments in this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. We are currently assessing the effect the adoption of this standard will have on our financial statements. |
ASU 2016-13 Financial Instruments - Credit Losses (Topic 326) [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Description | Financial Instruments - Credit Losses - ASU 2016-13 (amended through May 2019): Amended guidance replaces the incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. Amendments affect entities holding financial assets and net investments 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. An entity will apply the amendments in this ASU through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach). A prospective transition approach is required for debt securities for which an other-than-temporary impairment had been recognized before the effective date. The effect of a prospective transition approach is to maintain the same amortized cost basis before and after the effective date of this ASU. We are currently assessing the effect the adoption of this standard will have on our financial statements. |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jan. 01, 2019 | [1] | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | $ 19,372 | $ 19,083 | |||
Less: accumulated depreciation | (3,480) | (3,038) | |||
Total property and equipment, net | 15,892 | $ 15,949 | 16,045 | [1] | |
Land [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | 4,771 | 4,871 | |||
Buildings, riverboats, and leasehold and land improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | 12,352 | 12,243 | |||
Furniture, fixtures, and equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | 1,672 | 1,563 | |||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | $ 577 | $ 406 | |||
[1] | Non-operating land assets previously considered as failed sale-leaseback financing obligations were determined to qualify for sale-leaseback accounting under ASC 842 and are now recognized as operating lease liabilities with corresponding ROU assets. |
Property and Equipment - Deprec
Property and Equipment - Depreciation Expense and Capitalized Interest (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Depreciation expense | $ 223 | $ 251 | ||
Capitalized interest | $ 7 | $ 1 | $ 12 | $ 3 |
Property, Plant and Equipment [Member] | ||||
Depreciation expense | $ 452 | $ 515 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Changes in Goodwill and Other Intangible Assets (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill and Other Intangible Assets [Roll Forward] | |
Amortizing Intangible Assets, Beginning Balance | $ 342 |
Amortizing Intangible Assets, Amortization expense | 36 |
Impairment of Intangible Assets (Excluding Goodwill) | 0 |
Impairment of Intangible Assets, Finite-lived | 0 |
Amortizing Intangible Assets, Ending Balance | 305 |
Goodwill, Beginning Balance | 4,044 |
Goodwill, Impairment Loss | 0 |
Goodwill, Ending Balance | 4,039 |
Other Non-Amortizing Intangible Assets, Beginning Balance | 2,635 |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 50 |
Other Non-Amortizing Intangible Assets, Ending Balance | 2,575 |
Finite-Lived Intangible Assets [Member] | |
Goodwill and Other Intangible Assets [Roll Forward] | |
Increase (Decrease) in Assets Held-for-sale | (1) |
Goodwill [Member] | |
Goodwill and Other Intangible Assets [Roll Forward] | |
Increase (Decrease) in Assets Held-for-sale | (5) |
Indefinite-lived Intangible Assets [Member] | |
Goodwill and Other Intangible Assets [Roll Forward] | |
Increase (Decrease) in Assets Held-for-sale | $ (10) |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Carrying Value and Accumulated Amortization for Each Major Class of Intangible Assets Other Than Goodwill (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Intangible Assets Excluding Goodwill [Line Items] | ||
Gross Carrying Amount | $ 1,130 | $ 1,131 |
Accumulated Amortization | (825) | (789) |
Net Carrying Amount | 305 | 342 |
Carrying value and accumulated amortization for each major class of intangible assets other than goodwill | ||
Non-amortizing intangible assets | 2,575 | 2,635 |
Total intangible assets other than goodwill | 2,880 | 2,977 |
Trademarks | ||
Carrying value and accumulated amortization for each major class of intangible assets other than goodwill | ||
Non-amortizing intangible assets | 787 | 790 |
Gaming rights | ||
Carrying value and accumulated amortization for each major class of intangible assets other than goodwill | ||
Non-amortizing intangible assets | 1,535 | 1,592 |
Caesars Rewards | ||
Carrying value and accumulated amortization for each major class of intangible assets other than goodwill | ||
Non-amortizing intangible assets | $ 253 | 253 |
Trade names and trademarks | ||
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 1 year 6 months | |
Gross Carrying Amount | $ 14 | 14 |
Accumulated Amortization | (5) | (3) |
Net Carrying Amount | $ 9 | 11 |
Customer relationships | ||
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 4 years | |
Gross Carrying Amount | $ 1,070 | 1,071 |
Accumulated Amortization | (788) | (756) |
Net Carrying Amount | $ 282 | 315 |
Contract rights | ||
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 5 years 6 months | |
Gross Carrying Amount | $ 3 | 3 |
Accumulated Amortization | (2) | (2) |
Net Carrying Amount | $ 1 | 1 |
Gaming rights | ||
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 5 years | |
Gross Carrying Amount | $ 43 | 43 |
Accumulated Amortization | (30) | (28) |
Net Carrying Amount | $ 13 | $ 15 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets Goodwill and Other Intangible Assets - Additional Information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ (50) |
Fair Value Measurements - Estim
Fair Value Measurements - Estimated Fair Value (Details) - Fair Value, Recurring [Member] - Estimate of Fair Value Measurement [Member] - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | $ 21 | |
Derivative Asset | $ 17 | |
Assets [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | 0 | |
Derivative Asset | 0 | |
Assets [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | 21 | |
Derivative Asset | 17 | |
Assets [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | 0 | |
Derivative Asset | 0 | |
Assets [Member] | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 6 | |
Assets [Member] | Interest Rate Swap [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 0 | |
Assets [Member] | Interest Rate Swap [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 6 | |
Assets [Member] | Interest Rate Swap [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 0 | |
Assets [Member] | US Treasury and Government [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | 17 | 15 |
Assets [Member] | US Treasury and Government [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | 0 | 0 |
Assets [Member] | US Treasury and Government [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | 17 | 15 |
Assets [Member] | US Treasury and Government [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | 0 | 0 |
Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 912 | 391 |
Obligations, Fair Value Disclosure | 51 | 45 |
Liability [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 0 | 0 |
Obligations, Fair Value Disclosure | 0 | 0 |
Liability [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 912 | 391 |
Obligations, Fair Value Disclosure | 51 | 45 |
Liability [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 0 | 0 |
Obligations, Fair Value Disclosure | 0 | 0 |
Liability [Member] | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 77 | 22 |
Liability [Member] | Interest Rate Swap [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 0 | 0 |
Liability [Member] | Interest Rate Swap [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 77 | 22 |
Liability [Member] | Interest Rate Swap [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 0 | 0 |
Liability [Member] | CEC Convertible Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 784 | 324 |
Liability [Member] | CEC Convertible Notes | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 0 | 0 |
Liability [Member] | CEC Convertible Notes | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 784 | 324 |
Liability [Member] | CEC Convertible Notes | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | $ 0 | $ 0 |
Fair Value Measurements - Major
Fair Value Measurements - Major Terms of Interest Rate Swap Agreements (Details) - Designated as Hedging Instrument [Member] $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Derivative [Line Items] | |
Derivative, Notional Amount | $ 3,000 |
Interest Rate Swap at 2.274% [Member] | |
Derivative [Line Items] | |
Derivative, Inception Date | Dec. 31, 2018 |
Derivative, Notional Amount | $ 250 |
Derivative, Fixed Interest Rate | 2.274% |
Derivative, Maturity Date | Dec. 31, 2022 |
Interest Rate Swap at 2.828% [Member] | |
Derivative [Line Items] | |
Derivative, Inception Date | Dec. 31, 2018 |
Derivative, Notional Amount | $ 200 |
Derivative, Fixed Interest Rate | 2.828% |
Derivative, Maturity Date | Dec. 31, 2022 |
Interest Rate Swap at 2.739% [Member] | |
Derivative [Line Items] | |
Derivative, Inception Date | Dec. 31, 2018 |
Derivative, Notional Amount | $ 600 |
Derivative, Fixed Interest Rate | 2.739% |
Derivative, Maturity Date | Dec. 31, 2022 |
Interest Rate Swap at 2.153% [Member] | |
Derivative [Line Items] | |
Derivative, Inception Date | Jan. 1, 2019 |
Derivative, Notional Amount | $ 250 |
Derivative, Fixed Interest Rate | 2.153% |
Derivative, Maturity Date | Dec. 31, 2020 |
Interest Rate Swap at 2.196% [Member] | |
Derivative [Line Items] | |
Derivative, Inception Date | Jan. 1, 2019 |
Derivative, Notional Amount | $ 250 |
Derivative, Fixed Interest Rate | 2.196% |
Derivative, Maturity Date | Dec. 31, 2021 |
Interest Rate Swap at 2.788% [Member] | |
Derivative [Line Items] | |
Derivative, Inception Date | Jan. 1, 2019 |
Derivative, Notional Amount | $ 400 |
Derivative, Fixed Interest Rate | 2.788% |
Derivative, Maturity Date | Dec. 31, 2021 |
Interest Rate Swap at 2.828% [Member] | |
Derivative [Line Items] | |
Derivative, Inception Date | Jan. 1, 2019 |
Derivative, Notional Amount | $ 200 |
Derivative, Fixed Interest Rate | 2.828% |
Derivative, Maturity Date | Dec. 31, 2022 |
Interest Rate Swap at 2.172% [Member] | |
Derivative [Line Items] | |
Derivative, Inception Date | Jan. 2, 2019 |
Derivative, Notional Amount | $ 250 |
Derivative, Fixed Interest Rate | 2.172% |
Derivative, Maturity Date | Dec. 31, 2020 |
Interest Rate Swap at 2.731% [Member] | |
Derivative [Line Items] | |
Derivative, Inception Date | Jan. 2, 2019 |
Derivative, Notional Amount | $ 200 |
Derivative, Fixed Interest Rate | 2.731% |
Derivative, Maturity Date | Dec. 31, 2020 |
Interest Rate Swap at 2.707% [Member] | |
Derivative [Line Items] | |
Derivative, Inception Date | Jan. 2, 2019 |
Derivative, Notional Amount | $ 400 |
Derivative, Fixed Interest Rate | 2.707% |
Derivative, Maturity Date | Dec. 31, 2021 |
Interest Rate Swap [Member] | Interest Rate Swap [Member] | |
Derivative [Line Items] | |
Derivative, Variable Interest Rate | 2.439% |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value Measurements - Accumulated Other Comprehensive Income/Loss (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ (77) | $ (37) | $ 4 | $ 15 | $ (77) | $ 4 | $ (24) | $ 6 |
Other comprehensive income/(loss) before reclassifications | (41) | (13) | (11) | 9 | ||||
Amounts reclassified from accumulated other comprehensive loss | 1 | 0 | 1 | 0 | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (5) | (22) | (5) | (19) | ||||
Other Comprehensive Income (Loss), Net of Tax | (40) | (15) | (13) | (55) | (5) | |||
Designated as Hedging Instrument [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | (65) | (30) | 13 | 4 | (65) | 13 | (13) | 0 |
Other comprehensive income/(loss) before reclassifications | (36) | (17) | 9 | 4 | ||||
Amounts reclassified from accumulated other comprehensive loss | 1 | |||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | (35) | (17) | 9 | 4 | ||||
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | (12) | (7) | (7) | 10 | (12) | (7) | (9) | 9 |
Other comprehensive income/(loss) before reclassifications | (5) | 2 | (17) | 1 | ||||
Amounts reclassified from accumulated other comprehensive loss | 0 | |||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (5) | 2 | (17) | 1 | ||||
Other [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | 0 | 0 | (2) | 1 | $ 0 | $ (2) | $ (2) | $ (3) |
Other comprehensive income/(loss) before reclassifications | 0 | 2 | (3) | 4 | ||||
Amounts reclassified from accumulated other comprehensive loss | 0 | |||||||
Other Comprehensive Income, Other, Net of Tax | 0 | 2 | (3) | 4 | ||||
AOCI Attributable to Parent [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Other Comprehensive Income (Loss), Net of Tax | $ (40) | $ (13) | $ (11) | $ 9 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2019USD ($)sharesinterest_rate_swap_agreements$ / shares | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)interest_rate_swap_agreements$ / shares | Jun. 30, 2018USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2018$ / shares | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Long-term Debt, Gross | $ 8,944 | $ 8,944 | ||||
Debt Instrument, Convertible, Terms of Conversion Feature | The CEC Convertible Notes are convertible at the option of holders into a number of shares of CEC common stock that is equal to approximately 0.139 shares of CEC common stock per $1.00 principal amount of CEC Convertible Notes, which is equal to an initial conversion price of $7.19 per share. If all the shares were issued on October 6, 2017, they would have represented approximately 17.9% of the shares of CEC common stock outstanding on a fully diluted basis. The holders of the CEC Convertible Notes can convert them at any time after issuance. CEC can convert the CEC Convertible Notes beginning in October 2020 if the last reported sale price of CEC common stock equals or exceeds 140% of the conversion price for the CEC Convertible Notes in effect on each of at least 20 trading days during any 30 consecutive trading day period. As of June 30, 2019, an immaterial amount of the CEC Convertible Notes were converted into shares of CEC common stock. An aggregate of 156 million shares of CEC common stock are issuable upon conversion of the CEC Convertible Notes, of which 151 million shares are net of amounts held by CEC. As of June 30, 2019, the remaining life of the CEC Convertible Notes is 5.30 years. | |||||
Derivative, Gain (Loss) on Derivative, Net | 298 | $ (25) | $ 460 | $ (185) | ||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Other Comprehensive Income (Loss) | 40 | (12) | 61 | (17) | ||
Other Comprehensive Income (Loss), Financial Liability, Fair Value Option, Reclassification Adjustment from AOCI for Derecognition, before Tax | $ 1 | 0 | $ 1 | 0 | ||
Convertible Debt [Member] | Fair Value, Recurring [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | 5.50% | 7.00% | |||
Convertible Debt [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Debt Instrument, Convertible, Number of Equity Instruments | shares | 156 | |||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 171.61 | $ 171.61 | $ 122.38 | |||
Convertible Debt [Member] | Measurement Input, Discount Rate [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Debt Instrument, Interest Rate During Period | 5.00% | |||||
Convertible Debt [Member] | Measurement Input, Expected Term [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Debt Instrument, Term | 7 years | |||||
Forecast [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other Comprehensive Income (Loss), Financial Liability, Fair Value Option, Reclassification Adjustment from AOCI for Derecognition, before Tax | $ 22 | |||||
Designated as Hedging Instrument [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Number of Interest Rate Derivatives Held | interest_rate_swap_agreements | 10 | 10 | ||||
Derivative, Notional Amount | $ 3,000 | $ 3,000 | ||||
Convertible Debt [Member] | Unsecured Debt [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Long-term Debt, Gross | 1,083 | 1,083 | ||||
Debt Instrument, Face Amount | $ 1,100 | $ 1,100 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | ||||
Liability [Member] | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair Value, Option, Changes in Fair Value, Gain (Loss) | $ 9 | $ (16) | $ 15 | $ (26) | ||
NetOfTrust [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Debt Instrument, Convertible, Number of Equity Instruments | shares | 151 | |||||
Designated as Hedging Instrument [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other Comprehensive Income (Loss), Financial Liability, Fair Value Option, Reclassification Adjustment from AOCI for Derecognition, before Tax | $ 1 |
Leases Leases - Effect of Adopt
Leases Leases - Effect of Adopting New Lease Standard (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |||
Property and equipment, net | $ 15,892 | $ 15,949 | [1] | $ 16,045 | [1] | |
Deferred Costs and Other Assets | 851 | 863 | [2],[3] | 383 | [2],[3] | |
Accrued Liabilities and Other Liabilities | 1,309 | 1,250 | [2] | 1,217 | [2] | |
Finance Lease, Liability, Noncurrent | 10,017 | 9,961 | [1] | 10,057 | [1] | |
Deferred Credits and Other Liabilities | $ 1,819 | 1,296 | [2],[3] | $ 849 | [2],[3] | |
Accounting Standards Update 2016-02 [Member] | ||||||
Property and equipment, net | [1] | (96) | ||||
Deferred Costs and Other Assets | [2],[3] | 480 | ||||
Accrued Liabilities and Other Liabilities | [2] | 33 | ||||
Finance Lease, Liability, Noncurrent | [1] | (96) | ||||
Deferred Credits and Other Liabilities | [2],[3] | $ 447 | ||||
[1] | Non-operating land assets previously considered as failed sale-leaseback financing obligations were determined to qualify for sale-leaseback accounting under ASC 842 and are now recognized as operating lease liabilities with corresponding ROU assets. | |||||
[2] | (2) Operating leases previously considered as off-balance sheet obligations are now recognized as operating lease liabilities with corresponding ROU assets. | |||||
[3] | (3) Accruals associated with future obligations for leases not in use have been applied against the carrying amount of the ROU assets. |
Leases Leases - Balance Sheet C
Leases Leases - Balance Sheet Classification (Details) $ in Millions | Jun. 30, 2019USD ($) | [1] |
Leases [Abstract] | ||
Operating Lease, Right-of-Use Asset | $ 462 | |
Operating Lease, Liability, Current | 30 | |
Operating Lease, Liability, Noncurrent | $ 489 | |
[1] | (1) As noted above, we have elected the short-term lease measurement and recognition exemption and do not establish ROU assets or liabilities for operating leases with terms of 12 months or less. |
Leases Leases - Maturity of Lea
Leases Leases - Maturity of Lease Liabilities (Details) $ in Millions | Jun. 30, 2019USD ($) |
Leases [Abstract] | |
Lessee, Operating Lease, Liability, Payments, Remainder of Fiscal Year | $ 36 |
Lessee, Operating Lease, Liability, Payments, Due Year Two | 70 |
Lessee, Operating Lease, Liability, Payments, Due Year Three | 70 |
Lessee, Operating Lease, Liability, Payments, Due Year Four | 64 |
Lessee, Operating Lease, Liability, Payments, Due Year Five | 62 |
Lessee, Operating Lease, Liability, Payments, Due after Year Five | 892 |
Lessee, Operating Lease, Liability, Payments, Due | 1,194 |
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | (675) |
Operating Lease, Liability | $ 519 |
Leases Leases - Lease Costs (De
Leases Leases - Lease Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating Lease, Cost | $ 18 | $ 35 |
Short-term Lease, Cost | 30 | 49 |
Variable Lease, Cost | 5 | 6 |
Lease, Cost | $ 53 | $ 90 |
Leases Leases - Other Informati
Leases Leases - Other Information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Leases [Abstract] | |
Operating Lease, Payments | $ 33 |
Leases Leases - Weighted Averag
Leases Leases - Weighted Average (Details) | Jun. 30, 2019 |
Leases [Abstract] | |
Operating Lease, Weighted Average Remaining Lease Term | 21 years 9 months 18 days |
Operating Lease, Weighted Average Discount Rate, Percent | 7.99% |
Leases Leases - Financing Oblig
Leases Leases - Financing Obligation Service Requirements (Details) $ in Millions | Jun. 30, 2019USD ($) | |
Finance Lease, Liability, Payments, Remainder of Fiscal Year | $ 394 | [1] |
Finance Lease, Liability, Payments, Due Year Two | 800 | [1] |
Finance Lease, Liability, Payments, Due Year Three | 814 | [1] |
Finance Lease, Liability, Payments, Due Year Four | 827 | [1] |
Finance Lease, Liability, Payments, Due Year Five | 847 | [1] |
Finance Lease, Liability, Payments, Due after Year Five | 34,018 | [1] |
Finance Lease, Liability, Payment, Due | 37,700 | [1] |
Principal [Member] | ||
Finance Lease, Liability, Payments, Remainder of Fiscal Year | 10 | |
Finance Lease, Liability, Payments, Due Year Two | 23 | |
Finance Lease, Liability, Payments, Due Year Three | 26 | |
Finance Lease, Liability, Payments, Due Year Four | 28 | |
Finance Lease, Liability, Payments, Due Year Five | 33 | |
Finance Lease, Liability, Payments, Due after Year Five | 8,429 | |
Finance Lease, Liability, Payment, Due | 8,549 | |
Interest [Member] | ||
Finance Lease, Liability, Payments, Remainder of Fiscal Year | 384 | |
Finance Lease, Liability, Payments, Due Year Two | 777 | |
Finance Lease, Liability, Payments, Due Year Three | 788 | |
Finance Lease, Liability, Payments, Due Year Four | 799 | |
Finance Lease, Liability, Payments, Due Year Five | 814 | |
Finance Lease, Liability, Payments, Due after Year Five | 25,589 | |
Finance Lease, Liability, Payment, Due | $ 29,151 | |
[1] | (1) Financing obligation principal and interest payments are estimated amounts based on the future minimum lease payments and certain estimates based on contingent rental payments. Actual payments may differ from the estimates. |
Leases Leases - Maturity of L_2
Leases Leases - Maturity of Lease Receivables (Details) $ in Millions | Jun. 30, 2019USD ($) |
Leases [Abstract] | |
Lessor, Operating Lease, Payments to be Received, Remainder of Fiscal Year | $ 36 |
Lessor, Operating Lease, Payments to be Received, Two Years | 69 |
Lessor, Operating Lease, Payments to be Received, Three Years | 63 |
Lessor, Operating Lease, Payments to be Received, Four Years | 56 |
Lessor, Operating Lease, Payments to be Received, Five Years | 51 |
Lessor, Operating Lease, Payments to be Received, Thereafter | 807 |
Lessor, Operating Lease, Payments to be Received | $ 1,082 |
Leases Leases - Additional Info
Leases Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||||
Sale Leaseback Transaction, Lease Terms | We lease certain real property assets from VICI (each a “Lease Agreement,” and, collectively, the “Lease Agreements”): (i) for Caesars Palace Las Vegas, (ii) for a portfolio of properties at various locations throughout the United States, (iii) for Harrah’s Joliet Hotel & Casino and (iv) for Harrah’s Las Vegas. The Lease Agreements provide for annual fixed rent (subject to escalation) of $773 million during an initial period, then rent consisting of both base rent and variable percentage rent elements. The Lease Agreements have a 15-year initial term and four five-year renewal options, subject to certain restrictions on extension applicable to certain of the leased properties. The Lease Agreements include escalation provisions beginning in year two of the initial term and continuing through the renewal terms. The Lease Agreements also include provisions for contingent rental payments calculated, in part, based on increases or decreases of net revenue of the underlying lease properties, commencing in year eight of the initial term and continuing through the renewal terms. | ||||||
Revenue from Contract with Customer, Including Assessed Tax | $ 2,222 | $ 2,119 | $ 4,337 | $ 4,091 | |||
Lessor, Operating Lease, Term of Contract | 5 years | 5 years | |||||
Occupancy [Member] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | $ 407 | [1] | 388 | $ 793 | [1] | 755 | |
Food and Beverage [Member] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 407 | [1] | $ 391 | 805 | [1] | $ 774 | |
Lease revenue | [1] | $ 12 | $ 27 | ||||
Minimum [Member] | |||||||
Lessee, Operating Lease, Term of Contract-Low End | 1 year | 1 year | |||||
Lessor, Operating Lease, Term of Contract | 1 year | 1 year | |||||
Maximum [Member] | |||||||
Lessee, Operating Lease, Term of Contract-Low End | 72 years | 72 years | |||||
Lessee, Finance Lease, Term of Contract | 3 years | 3 years | |||||
Lessor, Operating Lease, Term of Contract | 86 years | 86 years | |||||
[1] | (1) As a result of the adoption of ASC 842, as of January 1, 2019, revenue generated from the lease components of lodging arrangements and conventions are no longer considered contract revenue under ASC 606, Revenue from Contracts with Customers. A portion of these balances relate to lease revenues under ASC 842. See Note 7 for further details. |
Litigation - Exit Costs Accrual
Litigation - Exit Costs Accrual Composition (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 | |
Disposal Group, Including Discontinued Operation, Other Liabilities | $ 78 | $ 144 | |
Horseshoe Council Bluffs [Member] | Caesars Entertainment Operating Company [Member] | Discontinued Operations, Disposed of by Means Other than Sale, Abandonment [Member] | |||
Disposal Group, Including Discontinued Operation, Other Liabilities | [1],[2] | 0 | 43 |
Harrah's Gulf Coast construction project [Member] | Caesars Entertainment Operating Company [Member] | Discontinued Operations, Disposed of by Means Other than Sale, Abandonment [Member] | |||
Disposal Group, Including Discontinued Operation, Other Liabilities | 24 | 33 | |
Disposal Group Other [Member] | Caesars Entertainment Operating Company [Member] | Discontinued Operations, Disposed of by Means Other than Sale, Abandonment [Member] | |||
Disposal Group, Including Discontinued Operation, Other Liabilities | [2] | 0 | 10 |
Contract Termination [Member] | |||
Disposal Group, Including Discontinued Operation, Other Liabilities | $ 54 | $ 58 | |
[1] | (1) Associated with the abandonment of a construction project near the Mississippi Gulf Coast. | ||
[2] | (2) As a result of the adoption of ASC 842, as of January 1, 2019, accruals associated with future obligations for leases not in use have been applied against the carrying amount of the ROU assets. See Note 7 . |
Litigation, Contractual Commi_3
Litigation, Contractual Commitments, and Contingencies - Additional Information (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | 72 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Sep. 01, 2023 | Dec. 31, 2018 | ||
Other Commitments [Line Items] | |||||||
Contractual Obligation | [1] | $ 11,364 | $ 11,364 | ||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | 32 | 32 | |||||
Share-based Payment Arrangement, Accelerated Cost | 3 | 13 | |||||
Bankruptcy Claims, Amount of Claims Filed | 452 | ||||||
Accrued Liabilities | 51 | 51 | |||||
Self-Insurance Reserve | 175 | 175 | $ 173 | ||||
Convertible Debt [Member] | |||||||
Other Commitments [Line Items] | |||||||
Restricted Cash and Cash Equivalents | $ 49 | $ 49 | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 8 | 8 | |||||
CEC Convertible Notes | |||||||
Other Commitments [Line Items] | |||||||
Obligations, Fair Value Disclosure | $ 32 | $ 32 | |||||
VICI Properties, Inc. [Member] | Golf Courses [Member] | |||||||
Other Commitments [Line Items] | |||||||
Liabilities, Other than Long-term Debt, Noncurrent | 144 | 144 | |||||
Debt Instrument, Annual Principal Payment | 10 | 10 | |||||
Finance Lease, Right-of-Use Asset, Amortization | 2 | $ 2 | 5 | $ 5 | |||
NV Energy Exit | |||||||
Other Commitments [Line Items] | |||||||
Business Exit Costs | 48 | ||||||
Other Accrued Liabilities, Current | 32 | 32 | |||||
Business Exit Costs Fair Value | 22 | ||||||
Forecast [Member] | NV Energy Exit | |||||||
Other Commitments [Line Items] | |||||||
Business Exit Costs | $ 31 | ||||||
Sports Partnership [Member] | |||||||
Other Commitments [Line Items] | |||||||
Contractual Obligation | 274 | 274 | |||||
Pending Litigation [Member] | |||||||
Other Commitments [Line Items] | |||||||
Accrued Liabilities | $ 1 | $ 1 | |||||
[1] | (1) Debt principal payments are estimated amounts based on maturity dates and borrowings under our revolving credit facilities, if any. Interest payments are estimated based on the forward-looking LIBOR curve and include the estimated impact of the ten interest rate swap agreements (see Note 6 ). Actual payments may differ from these estimates. |
Debt - Summary of Debt (Details
Debt - Summary of Debt (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2018 | ||
Debt Instrument [Line Items] | |||
Face Value | $ 8,944 | ||
Long-term Debt | 8,840 | $ 8,965 | |
Current portion of long-term debt | (64) | (164) | |
Long Term Debt Non Current Face Value | 8,880 | ||
Long-term Debt, Excluding Current Maturities | 8,776 | 8,801 | |
Unamortized discounts and deferred finance charges | 104 | 110 | |
Fair value | $ 8,850 | ||
Unsecured Debt [Member] | CEC Convertible Notes | |||
Debt Instrument [Line Items] | |||
Final Maturity | 2024 | ||
Rates | 5.00% | ||
Face Value | $ 1,083 | ||
Long-term Debt | $ 1,083 | 1,083 | |
Caesars Resort Collection [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Final Maturity | 2022 | ||
Face Value | [1] | $ 0 | |
Long-term Debt | [1] | $ 0 | 100 |
Caesars Resort Collection [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 | 2.13% | ||
Caesars Resort Collection [Member] | Secured Debt [Member] | Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Final Maturity | 2024 | ||
Face Value | [2] | $ 4,630 | |
Long-term Debt | [2] | $ 4,559 | 4,577 |
Caesars Resort Collection [Member] | Secured Debt [Member] | Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | ||
Caesars Resort Collection [Member] | Unsecured Debt [Member] | Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Final Maturity | 2025 | ||
Rates | 5.25% | ||
Face Value | $ 1,700 | ||
Long-term Debt | $ 1,669 | 1,668 | |
Caesars Resort Collection [Member] | Unsecured Debt [Member] | Special Improvement District Bonds | |||
Debt Instrument [Line Items] | |||
Final Maturity | 2037 | ||
Rates | 4.30% | ||
Face Value | $ 53 | ||
Long-term Debt | $ 53 | 54 | |
CEOC LLC [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Final Maturity | 2022 | ||
Face Value | [3] | $ 0 | |
Long-term Debt | [3] | $ 0 | 0 |
CEOC LLC [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 | 2.00% | ||
CEOC LLC [Member] | Secured Debt [Member] | Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Final Maturity | 2024 | ||
Face Value | [3] | $ 1,478 | |
Long-term Debt | [3] | $ 1,476 | $ 1,483 |
CEOC LLC [Member] | Secured Debt [Member] | Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||
[1] | (1) London Interbank Offered Rate (“LIBOR”) plus 2.13% . | ||
[2] | (2) LIBOR plus 2.75% | ||
[3] | (3) LIBOR plus 2.00% |
Debt - Schedule of Maturities o
Debt - Schedule of Maturities of Long-Term Debt (Details) $ in Millions | Jun. 30, 2019USD ($)interest_rate_swap_agreements | |
Other Commitments [Line Items] | ||
Long-term Debt, Maturities, Repayments of Principal, Remainder of Fiscal Year | $ 33 | |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 64 | |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 64 | |
Long-term Debt, Maturities, Repayments of Principal in Year Four | 64 | |
Long-term Debt, Maturities, Repayments of Principal in Year Five | 64 | |
Long-term Debt, Maturities, Repayments of Principal after Year Five | 8,655 | |
Long-term debt, Maturities, Repayments of Principal, Total | 8,944 | |
Contractual Obligation, Future Minimum Payments Due, Remainder of Fiscal Year | 263 | [1] |
Contractual Obligation, Due in Second Year | 504 | [1] |
Contractual Obligation, Due in Third Year | 494 | [1] |
Contractual Obligation, Due in Fourth Year | 484 | [1] |
Contractual Obligation, Due in Fifth Year | 464 | [1] |
Contractual Obligation, Due after Fifth Year | 9,155 | [1] |
Contractual Obligation | 11,364 | [1] |
Interest Expense [Member] | ||
Other Commitments [Line Items] | ||
Other Commitments, Future Minimum Payments, Remainder of Fiscal Year | 230 | |
Other Commitment, Due in Second Year | 440 | |
Other Commitment, Due in Third Year | 430 | |
Other Commitment, Due in Fourth Year | 420 | |
Other Commitment, Due in Fifth Year | 400 | |
Other Commitment, Due after Fifth Year | 500 | |
Other Commitment | $ 2,420 | |
Designated as Hedging Instrument [Member] | ||
Other Commitments [Line Items] | ||
Number of Interest Rate Derivatives Held | interest_rate_swap_agreements | 10 | |
[1] | (1) Debt principal payments are estimated amounts based on maturity dates and borrowings under our revolving credit facilities, if any. Interest payments are estimated based on the forward-looking LIBOR curve and include the estimated impact of the ten interest rate swap agreements (see Note 6 ). Actual payments may differ from these estimates. |
Debt - Additional Information (
Debt - Additional Information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Debt Disclosure [Abstract] | |
Letters of Credit Outstanding, Amount | $ 77 |
Debt Instrument, Covenant Description | The CRC Revolving Credit Facility and CEOC LLC Revolving Credit Facility include maximum first-priority net senior secured leverage ratio financial covenants of 6.35:1 and 3.50:1, respectively, which are applicable solely to the extent that certain testing conditions are satisfied. |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) shares in Millions, $ in Millions | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Aug. 10, 2018 | May 02, 2018 | |
Stockholders' Equity Attributable to Parent [Abstract] | ||||
Stock Repurchase Program, Authorized Amount | $ 750 | $ 500 | ||
Treasury Stock, Shares, Acquired | 2.7 | |||
Payments for Repurchase of Common Stock | $ 0 | $ 31 | ||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 439 |
Earnings Per Share - Basic and
Earnings Per Share - Basic and Dilutive Net Earnings Per Share Reconciliation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Net income/(loss) attributable to Caesars | $ (315) | $ 29 | $ (532) | $ (5) |
Weighted-average common shares outstanding - basic | 673 | 698 | 672 | 697 |
Weighted-average common shares outstanding - diluted | 673 | 702 | 672 | 697 |
Basic and diluted earnings/(loss) per share | $ (0.47) | $ 0.04 | $ (0.79) | $ (0.01) |
Stock-based compensation awards | ||||
Dilutive potential common shares | 0 | 4 | 0 | 0 |
Earnings Per Share - Weighted A
Earnings Per Share - Weighted Average Number of Anti-Dilutive Shares (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Antidilutive Securities [Line Items] | ||||
Anti-dilutive potential common shares | 174 | 151 | 174 | 177 |
Stock-based compensation awards | ||||
Antidilutive Securities [Line Items] | ||||
Anti-dilutive potential common shares | 23 | 1 | 23 | 27 |
CEC Convertible Notes | ||||
Antidilutive Securities [Line Items] | ||||
Anti-dilutive potential common shares | 151 | 150 | 151 | 150 |
Revenue Recognition - Receivabl
Revenue Recognition - Receivables (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 | |
Loans and Leases Receivable Disclosure [Line Items] | |||
Contract with Customer, Asset, after Allowance for Credit Loss | $ 346 | $ 327 | |
Real estate leases | 15 | 15 | |
Other | 115 | 115 | |
Receivables, net | 476 | 457 | |
Casino [Member] | |||
Loans and Leases Receivable Disclosure [Line Items] | |||
Contract with Customer, Asset, after Allowance for Credit Loss | 180 | 188 | |
Food and Beverage [Member] | |||
Loans and Leases Receivable Disclosure [Line Items] | |||
Contract with Customer, Asset, after Allowance for Credit Loss | [1] | 83 | 62 |
Entertainment and other | |||
Loans and Leases Receivable Disclosure [Line Items] | |||
Contract with Customer, Asset, after Allowance for Credit Loss | $ 83 | $ 77 | |
[1] | (1) As a result of the adoption of ASC 842, as of January 1, 2019, revenue generated from the lease components of lodging arrangements and conventions as well as their associated receivables are no longer considered contract revenue or contract receivables under ASC 606, Revenue from Contracts with Customers. A portion of this balance relates to lease receivables under ASC 842. See Note 7 for further details. |
Revenue Recognition - Contract
Revenue Recognition - Contract Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | [3] | Dec. 31, 2018 | ||||
Contract with Customer, Liability | $ 192 | [1],[2] | $ 192 | [1],[2] | $ 166 | $ 149 | [4] | |
Contract with Customer, Liability, Change in Timeframe, Performance Obligation Satisfied, Revenue Recognized | (180) | [5] | (364) | [6] | ||||
Contract with Customer, Liability, Current | 206 | 407 | ||||||
Contract with Customer, Liability, Noncurrent | 8 | 8 | 5 | |||||
Customer Loyalty Program [Member] | ||||||||
Contract with Customer, Liability | 71 | [1],[2] | 71 | [1],[2] | 67 | 66 | [4] | |
Contract with Customer, Liability, Change in Timeframe, Performance Obligation Satisfied, Revenue Recognized | (33) | [5] | (65) | [6] | ||||
Contract with Customer, Liability, Current | 37 | 70 | ||||||
Contract with Customer, Liability, Revenue Recognized | 10 | 25 | ||||||
Customer Advances [Member] | ||||||||
Contract with Customer, Liability | 121 | [1],[2] | 121 | [1],[2] | $ 99 | $ 83 | [4] | |
Contract with Customer, Liability, Change in Timeframe, Performance Obligation Satisfied, Revenue Recognized | (147) | [5] | (299) | [6] | ||||
Contract with Customer, Liability, Current | 169 | 337 | ||||||
Contract with Customer, Liability, Revenue Recognized | $ 11 | $ 62 | ||||||
[1] | (3) $8 million included within Deferred credits and other liabilities as of June 30, 2019 . Includes lodging arrangement and convention contract liabilities accounted for under ASC 842. See Note 7 for further details. | |||||||
[2] | (3) $8 million included within Deferred credits and other liabilities as of June 30, 2019 . Includes lodging arrangement and convention contract liabilities accounted for under ASC 842. See Note 7 for further details. | |||||||
[3] | (1) Includes lodging arrangement and convention contract liabilities accounted for under ASC 842. See Note 7 for further details. | |||||||
[4] | (1) $5 million included within Deferred credits and other liabilities as of December 31, 2018 . | |||||||
[5] | (2) Includes $10 million for Caesars Rewards and $11 million for Customer Advances recognized from the March 31, 2019 Contract liability balances. | |||||||
[6] | (2) Includes $25 million for Caesars Rewards and $62 million for Customer Advances recognized from the December 31, 2018 Contract liability balances. |
Income Taxes - Income Tax Alloc
Income Taxes - Income Tax Allocation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Income Tax Disclosure [Abstract] | |||||
Loss before income taxes | $ (375) | $ (7) | $ (622) | $ (28) | |
Income Tax Expense (Benefit) | [1],[2] | $ (60) | $ (36) | $ (89) | $ (23) |
Effective Income Tax Rate Reconciliation, Percent | 16.00% | 514.30% | 14.30% | 82.10% | |
[1] | (1) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. | ||||
[2] | (4) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. |
Stock-Based Compensation - Comp
Stock-Based Compensation - Composition of Stock-Based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 22 | $ 20 | $ 43 | $ 38 |
Parent [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 22 | 20 | 43 | 38 |
Parent [Member] | Corporate expense | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 17 | 15 | 33 | 28 |
Parent [Member] | Property, general, administrative, and other | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 5 | $ 5 | $ 10 | $ 10 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option and Restricted Stock Unit Activity (Details) - $ / shares | 6 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2018 | ||
Stock options (2) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | [1] | 4,630,562 | 8,360,365 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | [1],[2] | $ 12.50 | $ 10.63 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 3,700,000 | ||
Restricted stock units (3) | |||
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 | [3] | 12,182,988 | 13,455,092 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | [2],[3] | $ 11.12 | $ 11.51 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 5,100,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 4,700,000 | ||
Performance stock units (4) | |||
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] | 1,712,055 | 1,466,183 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | [2],[4] | $ 11.82 | $ 6.79 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 975,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 459,000 | ||
Market-based Stock Units [Member] | |||
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 | [5] | 533,424 | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | [2],[5] | $ 12.63 | $ 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 703,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||
[1] | (2) During the six months ended June 30, 2019 , there were no grants of stock options and 3.7 million stock options were exercised. | ||
[2] | (1) Represents weighted-average exercise price for stock options, weighted-average grant date fair value for RSUs, the price of CEC common stock as of the balance sheet date until a grant date is achieved for PSUs and the fair value of the MSUs determined using the Monte-Carlo simulation model. | ||
[3] | (3) During the six months ended June 30, 2019 , 5.1 million RSUs were granted under the 2017 PIP and 4.7 million | ||
[4] | (4) During the six months ended June 30, 2019 , 975 thousand PSUs were granted under the 2017 PIP and 459 thousand PSUs vested. | ||
[5] | (5) During the six months ended June 30, 2019 , 703 thousand MSUs were granted under the 2017 PIP and no MSUs vested. |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) shares in Thousands | 6 Months Ended |
Jun. 30, 2019shares | |
Performance stock units | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 975 |
Share-based Compensation Arrangement by Share-based Payment Award, Description | On each vesting date, recipients will receive between 0% and 200% of the granted PSUs in the form of CEC common stock based on the achievement of specified performance and service conditions. Based on the terms and conditions of the awards, the fair value of the PSUs was initially set equal to the quoted market price of our common stock on the date of grant. The grant date fair value is reassessed at each reporting date to reflect the market price of our common stock until a mutual understanding of the key terms and conditions of the awards between the Company and recipient is achieved. |
Market-based Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 703 |
Share-based Compensation Arrangement by Share-based Payment Award, Description | On the vesting date, recipients will receive between 0% and 200% of the granted MSUs in the form of CEC common stock based on the achievement of specified market and service conditions. Based on the terms and conditions of the awards, the grant date fair value of the MSUs was determined using a Monte-Carlo simulation model. Key assumptions for the Monte-Carlo simulation model are the risk-free interest rate, expected volatility, expected dividends and correlation coefficient. The effect of market conditions is considered in determining the grant date fair value, which is not subsequently revised based on actual performance. |
Related Party Transactions - Re
Related Party Transactions - Related Party Transactions (Details) - Equity Method Investee [Member] - Horseshoe Casino Baltimore [Member] - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Management Fees [Member] | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 2 | $ 2 | $ 5 | $ 5 |
Reimbursement to Counterparty [Member] | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 2 | $ 2 | $ 3 | $ 3 |
Segment Reporting - Condensed S
Segment Reporting - Condensed Statements of Operations - By Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | $ 2,222 | $ 2,119 | $ 4,337 | $ 4,091 | |||
Lease revenue | [1] | 41 | 76 | ||||
Depreciation and amortization | 241 | 268 | 488 | 548 | |||
Income/(loss) from operations | 269 | 282 | 509 | 407 | |||
Interest expense | (343) | (334) | (692) | (664) | |||
Other income/(loss) | [2],[3] | (301) | 45 | (439) | 229 | ||
Income tax benefit (4) | [4],[5] | 60 | 36 | 89 | 23 | ||
Corporate and Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 158 | 147 | 308 | 294 | |||
Lease revenue | [1] | 1 | 1 | ||||
Depreciation and amortization | 16 | 15 | 32 | 32 | |||
Income/(loss) from operations | (154) | (95) | (256) | (204) | |||
Interest expense | (118) | (115) | (241) | (229) | |||
Other income/(loss) | [2],[3] | (304) | 47 | (442) | 227 | ||
Income tax benefit (4) | [4],[5] | 60 | 36 | 89 | 23 | ||
Operating Segments | Las Vegas | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 1,002 | 992 | 1,957 | 1,894 | |||
Lease revenue | [1] | 38 | 71 | ||||
Depreciation and amortization | 119 | 132 | 247 | 274 | |||
Income/(loss) from operations | 265 | 246 | 491 | 394 | |||
Interest expense | (83) | (80) | (166) | (158) | |||
Other income/(loss) | [2],[3] | 2 | (2) | 2 | 0 | ||
Income tax benefit (4) | [4],[5] | 0 | 0 | 0 | 0 | ||
Operating Segments | Other U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 1,064 | 982 | 2,074 | 1,908 | |||
Lease revenue | [1] | 2 | 4 | ||||
Depreciation and amortization | 106 | 121 | 209 | 242 | |||
Income/(loss) from operations | 158 | 131 | 274 | 217 | |||
Interest expense | (142) | (139) | (285) | (277) | |||
Other income/(loss) | [2],[3] | 1 | 0 | 1 | 2 | ||
Income tax benefit (4) | [4],[5] | 0 | 0 | 0 | 0 | ||
Intersegment Elimination | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | (2) | (2) | (2) | (5) | |||
Lease revenue | [1] | 0 | 0 | ||||
Depreciation and amortization | 0 | 0 | 0 | 0 | |||
Income/(loss) from operations | 0 | 0 | 0 | 0 | |||
Interest expense | 0 | 0 | 0 | 0 | |||
Other income/(loss) | [2],[3] | 0 | 0 | 0 | 0 | ||
Income tax benefit (4) | [4],[5] | 0 | 0 | 0 | 0 | ||
Casino [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 1,126 | 1,062 | 2,209 | 2,045 | |||
Casino [Member] | Corporate and Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 66 | 60 | 131 | 123 | |||
Casino [Member] | Operating Segments | Las Vegas | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 292 | 311 | 566 | 568 | |||
Casino [Member] | Operating Segments | Other U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 768 | 691 | 1,512 | 1,354 | |||
Casino [Member] | Intersegment Elimination | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 0 | 0 | 0 | |||
Food and Beverage [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 407 | [6] | 391 | 805 | [6] | 774 | |
Food and Beverage [Member] | Corporate and Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 6 | [6] | 7 | 12 | [6] | 14 | |
Food and Beverage [Member] | Operating Segments | Las Vegas | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 260 | [6] | 246 | 515 | [6] | 487 | |
Food and Beverage [Member] | Operating Segments | Other U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 141 | [6] | 138 | 278 | [6] | 273 | |
Food and Beverage [Member] | Intersegment Elimination | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | [6] | 0 | 0 | [6] | 0 | |
Occupancy [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 407 | [6] | 388 | 793 | [6] | 755 | |
Occupancy [Member] | Corporate and Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | [6] | 1 | 1 | [6] | 2 | |
Occupancy [Member] | Operating Segments | Las Vegas | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 301 | [6] | 282 | 600 | [6] | 562 | |
Occupancy [Member] | Operating Segments | Other U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 106 | [6] | 105 | 192 | [6] | 191 | |
Occupancy [Member] | Intersegment Elimination | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | [6] | 0 | 0 | [6] | 0 | |
License and Service [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 15 | 15 | 30 | 30 | |||
License and Service [Member] | Corporate and Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 15 | 15 | 30 | 31 | |||
License and Service [Member] | Operating Segments | Las Vegas | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 0 | 0 | 0 | |||
License and Service [Member] | Operating Segments | Other U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 1 | 0 | 2 | |||
License and Service [Member] | Intersegment Elimination | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | (1) | 0 | (3) | |||
Service, Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 54 | 48 | 106 | 100 | |||
Service, Other [Member] | Corporate and Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 54 | 47 | 105 | 99 | |||
Service, Other [Member] | Operating Segments | Las Vegas | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 0 | 0 | 0 | |||
Service, Other [Member] | Operating Segments | Other U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 1 | 1 | 1 | |||
Service, Other [Member] | Intersegment Elimination | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 0 | 0 | 0 | |||
Entertainment and other | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 171 | 172 | 316 | 309 | |||
Entertainment and other | Corporate and Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 15 | 16 | 26 | 23 | |||
Entertainment and other | Operating Segments | Las Vegas | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 111 | 114 | 205 | 206 | |||
Entertainment and other | Operating Segments | Other U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 47 | 43 | 87 | 82 | |||
Entertainment and other | Intersegment Elimination | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | (2) | (1) | (2) | (2) | |||
Product and Service, Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 213 | 215 | 394 | 387 | |||
Other revenues | 1 | 43 | 2 | 78 | |||
Product and Service, Other [Member] | Corporate and Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Other revenues | 1 | 1 | 2 | 2 | |||
Product and Service, Other [Member] | Operating Segments | Las Vegas | |||||||
Segment Reporting Information [Line Items] | |||||||
Other revenues | 0 | 39 | 0 | 71 | |||
Product and Service, Other [Member] | Operating Segments | Other U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Other revenues | 0 | 3 | 0 | 5 | |||
Product and Service, Other [Member] | Intersegment Elimination | |||||||
Segment Reporting Information [Line Items] | |||||||
Other revenues | 0 | 0 | 0 | 0 | |||
Accounting Standards Update 2014-09 [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 2,180 | 2,076 | 4,259 | 4,013 | |||
Accounting Standards Update 2014-09 [Member] | Corporate and Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 156 | 146 | 305 | 292 | |||
Accounting Standards Update 2014-09 [Member] | Operating Segments | Las Vegas | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 964 | 953 | 1,886 | 1,823 | |||
Accounting Standards Update 2014-09 [Member] | Operating Segments | Other U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 1,062 | 979 | 2,070 | 1,903 | |||
Accounting Standards Update 2014-09 [Member] | Intersegment Elimination | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue from Contract with Customer, Including Assessed Tax | (2) | $ (2) | (2) | $ (5) | |||
Lease Agreements [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Other revenues | $ 15 | $ 29 | |||||
[1] | (2) Real estate leases revenue includes $15 million and $29 million of variable rental income for the three and six months ended June 30, 2019 , respectively. | ||||||
[2] | (2) Amounts include changes in fair value of the derivative liability related to the conversion option of the CEC Convertible Notes and the disputed claims liability as well as interest and dividend income. | ||||||
[3] | (3) Amounts include changes in fair value of the derivative liability related to the conversion option of the CEC Convertible Notes and the disputed claims liability as well as interest and dividend income. | ||||||
[4] | (1) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. | ||||||
[5] | (4) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. | ||||||
[6] | (1) As a result of the adoption of ASC 842, as of January 1, 2019, revenue generated from the lease components of lodging arrangements and conventions are no longer considered contract revenue under ASC 606, Revenue from Contracts with Customers. A portion of these balances relate to lease revenues under ASC 842. See Note 7 for further details. |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Related Party Transaction [Line Items] | ||
Due from affiliates | $ 4 | $ 6 |
Horseshoe Casino Baltimore [Member] | ||
Related Party Transaction [Line Items] | ||
Equity Method Investment, Ownership Percentage | 41.50% |
Segment Reporting - Adjusted EB
Segment Reporting - Adjusted EBITDA (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||||
Segment Reporting Information [Line Items] | |||||||
Net income/(loss) attributable to Caesars | $ (315) | $ 29 | $ (532) | $ (5) | |||
Net Income (Loss) Attributable to Noncontrolling Interest | 0 | 0 | (1) | 0 | |||
Income tax benefit (1) | [1],[2] | (60) | (36) | (89) | (23) | ||
Other income/(loss) | [3],[4] | 301 | (45) | 439 | (229) | ||
Interest expense | 343 | 334 | 692 | 664 | |||
Depreciation and amortization | 241 | 268 | 488 | 548 | |||
Other Asset Impairment Charges | 50 | 0 | 50 | 0 | |||
Other operating costs | [5] | 24 | 33 | 53 | 99 | ||
Stock-based compensation expense | 22 | 20 | 43 | 38 | |||
Other items (4) | [6] | 25 | 20 | 50 | 49 | ||
Adjusted EBITDA | 631 | 623 | 1,193 | 1,141 | |||
Corporate and Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Net income/(loss) attributable to Caesars | (515) | (126) | (849) | (182) | |||
Net Income (Loss) Attributable to Noncontrolling Interest | (1) | (1) | (1) | (1) | |||
Income tax benefit (1) | [1],[2] | (60) | (36) | (89) | (23) | ||
Other income/(loss) | [3],[4] | 304 | (47) | 442 | (227) | ||
Interest expense | 118 | 115 | 241 | 229 | |||
Depreciation and amortization | 16 | 15 | 32 | 32 | |||
Other Asset Impairment Charges | 50 | 50 | |||||
Other operating costs | [5] | 22 | 30 | 36 | 62 | ||
Stock-based compensation expense | 17 | 15 | 34 | 29 | |||
Other items (4) | 21 | [6] | 17 | 45 | [6] | 44 | |
Adjusted EBITDA | (28) | (18) | (59) | (37) | |||
Operating Segments | Las Vegas, NV [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Net income/(loss) attributable to Caesars | 184 | 164 | 327 | 236 | |||
Net Income (Loss) Attributable to Noncontrolling Interest | 0 | 0 | 0 | 0 | |||
Income tax benefit (1) | [1],[2] | 0 | 0 | 0 | 0 | ||
Other income/(loss) | [3],[4] | (2) | 2 | (2) | 0 | ||
Interest expense | 83 | 80 | 166 | 158 | |||
Depreciation and amortization | 119 | 132 | 247 | 274 | |||
Other Asset Impairment Charges | 0 | 0 | |||||
Other operating costs | [5] | 2 | 1 | 5 | 29 | ||
Stock-based compensation expense | 2 | 2 | 4 | 4 | |||
Other items (4) | [6] | 1 | 2 | 2 | 3 | ||
Adjusted EBITDA | 389 | 383 | 749 | 704 | |||
Operating Segments | Other U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Net income/(loss) attributable to Caesars | 16 | (9) | (10) | (59) | |||
Net Income (Loss) Attributable to Noncontrolling Interest | 1 | 1 | 0 | 1 | |||
Income tax benefit (1) | [1],[2] | 0 | 0 | 0 | 0 | ||
Other income/(loss) | [3],[4] | (1) | 0 | (1) | (2) | ||
Interest expense | 142 | 139 | 285 | 277 | |||
Depreciation and amortization | 106 | 121 | 209 | 242 | |||
Other Asset Impairment Charges | 0 | 0 | |||||
Other operating costs | [5] | 0 | 1 | 12 | 7 | ||
Stock-based compensation expense | 3 | 3 | 5 | 5 | |||
Other items (4) | [6] | 3 | 2 | 3 | 3 | ||
Adjusted EBITDA | 270 | 258 | 503 | 474 | |||
Intersegment Elimination | |||||||
Segment Reporting Information [Line Items] | |||||||
Net income/(loss) attributable to Caesars | 0 | 0 | 0 | 0 | |||
Net Income (Loss) Attributable to Noncontrolling Interest | 0 | 0 | 0 | 0 | |||
Income tax benefit (1) | [1],[2] | 0 | 0 | 0 | 0 | ||
Other income/(loss) | [3],[4] | 0 | 0 | 0 | 0 | ||
Interest expense | 0 | 0 | 0 | 0 | |||
Depreciation and amortization | 0 | 0 | 0 | 0 | |||
Other Asset Impairment Charges | 0 | 0 | |||||
Other operating costs | [5] | 0 | 1 | 0 | 1 | ||
Stock-based compensation expense | 0 | 0 | 0 | 0 | |||
Other items (4) | [6] | 0 | (1) | 0 | (1) | ||
Adjusted EBITDA | $ 0 | $ 0 | $ 0 | $ 0 | |||
[1] | (1) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. | ||||||
[2] | (4) Taxes are recorded at the consolidated level and not estimated or recorded to our Las Vegas and Other U.S. segments. | ||||||
[3] | (2) Amounts include changes in fair value of the derivative liability related to the conversion option of the CEC Convertible Notes and the disputed claims liability as well as interest and dividend income. | ||||||
[4] | (3) Amounts include changes in fair value of the derivative liability related to the conversion option of the CEC Convertible Notes and the disputed claims liability as well as interest and dividend income. | ||||||
[5] | (3) Amounts primarily represent costs incurred in connection with development activities and reorganization activities, and/or recoveries associated with such items, including acquisition and integration costs, contract exit fees including exiting the fully bundled sales system of NV Energy for electric service at our Nevada properties, lease termination costs, weather related property closure costs, severance costs, gains and losses on asset sales, demolition costs primarily at our Las Vegas properties for renovations, and project opening costs. | ||||||
[6] | (4) Amounts include other add-backs and deductions to arrive at Adjusted EBITDA but not separately identified such as professional and consulting services, sign-on and retention bonuses, business optimization expenses and transformation expenses, severance and relocation costs, litigation awards and settlements. |
Segment Reporting - Condensed B
Segment Reporting - Condensed Balance Sheet (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 26,136 | $ 25,775 |
Total liabilities | 23,328 | 22,437 |
Corporate and Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 6,548 | 6,046 |
Total liabilities | 11,747 | 11,267 |
Operating Segments | Las Vegas, NV [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 14,051 | 13,987 |
Total liabilities | 5,842 | 5,730 |
Operating Segments | Other U.S. | ||
Segment Reporting Information [Line Items] | ||
Total assets | 8,666 | 8,565 |
Total liabilities | 5,748 | 5,143 |
Intersegment Elimination | ||
Segment Reporting Information [Line Items] | ||
Total assets | (3,129) | (2,823) |
Total liabilities | $ (9) | $ 297 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) - reportable_segment | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Segment Reporting [Abstract] | ||
Number of Reportable Segments | 3 | 3 |