Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 25, 2016 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | FULL HOUSE RESORTS INC | ||
Entity Central Index Key | 891,482 | ||
Trading Symbol | fll | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Well-Known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding | 18,969,396 | ||
Entity Public Float | $ 31,678,891 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | ||
Casino | $ 111,920 | $ 109,566 |
Food and beverage | 25,222 | 20,083 |
Hotel | 6,675 | 5,002 |
Management fees | 0 | 1,066 |
Other operations | 3,811 | 3,535 |
Gross revenues | 147,628 | 139,252 |
Less promotional allowances | (23,040) | (17,831) |
Net revenues | 124,588 | 121,421 |
Operating expenses | ||
Casino | 57,157 | 56,867 |
Food and beverage | 8,992 | 8,315 |
Hotel | 1,243 | 713 |
Other operations | 1,325 | 1,246 |
Project development and acquisition costs | 891 | 296 |
Board and executive transition costs | 0 | 2,741 |
Selling, general and administrative | 42,040 | 43,979 |
Depreciation and amortization | 7,893 | 9,183 |
Loss on disposal of assets, net | 3 | 372 |
Impairments | 0 | 11,547 |
Total operating costs and expenses | 119,544 | 135,259 |
Operating income (loss) | 5,044 | (13,838) |
Other expense, net | ||
Interest expense, net of $0.4 million capitalized during 2015 and 2014 | (6,715) | (6,272) |
Settlement loss | 0 | (1,700) |
Other | 12 | (23) |
Total other expense | (6,703) | (7,995) |
Loss before income taxes | (1,659) | (21,833) |
Income tax benefit | (342) | (988) |
Net loss | $ (1,317) | $ (20,845) |
Basic and diluted loss per share (in dollars per share) | $ (0.07) | $ (1.10) |
Basic and diluted weighted average number of common shares outstanding (in shares) | 18,937,812 | 18,874,472 |
CONSOLIDATED STATEMENTS OF OPE3
CONSOLIDATED STATEMENTS OF OPERATIONS (Parentheticals) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | ||
Capitalized interest | $ 0.4 | $ 0.4 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets | ||
Cash and equivalents | $ 14,574 | $ 15,639 |
Restricted cash | 569 | 0 |
Accounts receivable, net of allowance for doubtful accounts of $121 and $513 | 1,380 | 1,573 |
Income tax and other receivables | 334 | 3,095 |
Inventories | 1,125 | 728 |
Prepaid expenses | 2,800 | 2,105 |
Acquisition deposit | 2,500 | 0 |
Total current assets | 23,282 | 23,140 |
Property and equipment, net | 98,982 | 95,040 |
Other long-term assets | ||
Goodwill | 16,480 | 16,480 |
Intangible assets, net | 2,127 | 3,382 |
Long term deposits | 473 | 178 |
Debt issuance costs, net of accumulated amortization of $5,442 and $3,827 | 1,426 | 2,650 |
Deferred tax asset | 0 | 74 |
Total other long-term assets | 20,506 | 22,764 |
Total assets | 142,770 | 140,944 |
Current liabilities | ||
Accounts payable | 3,703 | 4,102 |
Construction contracts payable | 569 | 1,638 |
Accrued payroll and related | 1,773 | 3,743 |
Other accrued expenses | 4,756 | 5,413 |
Current portion of long-term debt | 6,000 | 1,337 |
Current portion of capital lease obligation | 665 | 690 |
Deferred tax liability | 0 | 901 |
Total current liabilities | 17,466 | 17,824 |
Long-term debt, net of current portion | 62,000 | 59,294 |
Capital lease obligation, net of current portion | 5,505 | 6,230 |
Deferred tax liability | 1,276 | 99 |
Total liabilities | $ 86,247 | $ 83,447 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity | ||
Common stock, $0.0001 par value, 100,000,000 shares authorized; 20,325,991 and 20,233,276 shares issued; 18,969,396 and 18,876,681 shares outstanding | $ 2 | $ 2 |
Additional paid-in capital | 46,221 | 45,878 |
Treasury stock, 1,356,595 common shares | (1,654) | (1,654) |
Retained earnings | 11,954 | 13,271 |
Total stockholders' equity | 56,523 | 57,497 |
Total liabilities and stockholders' equity | $ 142,770 | $ 140,944 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 121 | $ 513 |
Accumulated amortization of debt issuance costs | $ 5,442 | $ 3,827 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 20,325,991 | 20,233,276 |
Common stock, shares outstanding | 18,969,396 | 18,876,681 |
Treasury stock, common shares | 1,356,595 | 1,356,595 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common stock | Additional paid-in capital | Treasury stock | Retained Earnings |
Beginning balances at Dec. 31, 2013 | $ 77,814 | $ 2 | $ 45,350 | $ (1,654) | $ 34,116 |
Beginning balances (in shares) at Dec. 31, 2013 | 20,107 | 1,357 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of share based compensation (in shares) | 120 | ||||
Previously deferred share-based compensation recognized | 229 | 229 | |||
Immediate vesting of deferred-based compensation recognized | 280 | 280 | |||
Stock based compensation expense | 10 | 10 | |||
Issuances of common stock | 9 | 9 | |||
Issuances of common stock (in shares) | 6 | ||||
Net loss | (20,845) | (20,845) | |||
Ending balances at Dec. 31, 2014 | 57,497 | $ 2 | 45,878 | $ (1,654) | 13,271 |
Ending balances (in shares) at Dec. 31, 2014 | 20,233 | 1,357 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock based compensation expense | 203 | 203 | |||
Issuances of common stock | 140 | 140 | |||
Issuances of common stock (in shares) | 93 | ||||
Net loss | (1,317) | (1,317) | |||
Ending balances at Dec. 31, 2015 | $ 56,523 | $ 2 | $ 46,221 | $ (1,654) | $ 11,954 |
Ending balances (in shares) at Dec. 31, 2015 | 20,326 | 1,357 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (1,317) | $ (20,845) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Gaming license impairment | 0 | 9,900 |
Goodwill impairment | 0 | 1,647 |
Depreciation | 6,387 | 7,044 |
Amortization of debt costs | 1,615 | 1,500 |
Amortization of customer loyalty program, land lease and water rights | 1,506 | 2,139 |
Loss on disposals | 3 | 372 |
Tribal advance collection allowance reduction | (500) | 0 |
Share-based compensation | 343 | 528 |
Increases and decreases in operating assets and liabilities: | ||
Accounts receivable, net | 193 | 296 |
Income tax and other receivables | 3,011 | (1,125) |
Prepaid expenses, inventories and other | (1,008) | 2,283 |
Deferred tax | 350 | 2,068 |
Accounts payable and accrued expenses | (3,074) | 1,754 |
Net cash provided by operating activities | 7,509 | 7,561 |
Cash flows from investing activities: | ||
Purchase of property and equipment, net of construction contracts payable | (11,354) | (9,567) |
Restricted cash | (569) | 0 |
Proceeds from repayment of tribal advance | 250 | 0 |
Deposits and other | (3,129) | 643 |
Net cash used in investing activities | (14,802) | (8,924) |
Cash flows from financing activities: | ||
First Term Loan borrowings | 8,869 | 1,131 |
First Term Loan repayments | (1,500) | 0 |
Revolving Loan borrowings, net | 0 | 2,000 |
Repayment of long-term debt on capital lease obligation | (750) | (799) |
Debt costs, net of costs payable | (391) | (266) |
Net cash provided by financing activities | 6,228 | 2,066 |
Net (decrease) increase in cash and equivalents | (1,065) | 703 |
Cash and equivalents, beginning of year | 15,639 | 14,936 |
Cash and equivalents, end of year | 14,574 | 15,639 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for interest, net of amounts capitalized | 4,846 | 4,577 |
Cash received from income tax refunds, net | (3,983) | (2,370) |
NON-CASH INVESTING ACTIVITIES: | ||
Accrued capital expenditures | $ 604 | $ 2,292 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION Formed as a Delaware corporation in 1987, Full House Resorts, Inc. ("Full House") owns, operates, develops, manages, and/or invests in casinos and related hospitality and entertainment facilities. References in this document to the “Company”, “we”, “our,” or “us” refer to Full House Resorts, Inc. and its subsidiaries, except where stated or the context otherwise indicates. We currently own three casino properties and operate a fourth casino subject to a lease, as follows: Property Acquisition Date Location Silver Slipper Casino & Hotel (owned) 2012 Hancock County, MS (near New Orleans) Rising Star Casino Resort (owned) 2011 Rising Sun, IN (near Cincinnati) Stockman’s Casino (owned) 2007 Fallon, NV (one hour east of Reno) Grand Lodge Casino (leased and part of the Hyatt Regency Lake Tahoe Resort) 2011 Incline Village, NV (North Shore of Lake Tahoe) Until our three-year contract expired in September 2014, we also managed the Buffalo Thunder Casino and Resort, Cities of Gold and other gaming facilities, located in Santa Fe, New Mexico, for the Pueblo of Pojoaque. On September 27, 2015, we, through our newly formed subsidiary FHR-Colorado, LLC, entered into a purchase and sale agreement (the "Bronco Billy's Purchase Agreement") with Pioneer Group, Inc., a Nevada corporation (“Pioneer Group”), to acquire the operating assets and assume certain liabilities of Bronco Billy’s Casino and Hotel (“Bronco Billy’s”) in Cripple Creek, Colorado for a purchase price of $30 million . The acquisition is pending and is expected to be consummated in the second quarter of 2016. See Notes 12 and 15 for further information. On November 28, 2014, Full House, and Daniel R. Lee, Bradley M. Tirpak and Craig W. Thomas (jointly and severally), the (“Shareholder Group”), entered into a Settlement Agreement (the “Settlement Agreement”), which was subsequently amended on January 28, 2015, resulting in significant changes in the Company’s board of directors and management. The Company incurred significant costs involved with such changes. See Note 9 for further information. We manage our casinos based on geographic regions within the United States. Accordingly, Stockman’s Casino and Grand Lodge Casino comprise a Northern Nevada business segment, while Rising Star and Silver Slipper are currently distinct segments. We also consider our fee-based casino development and management services as a segment, although none of our current casino properties are managed for others. |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation and Accounting. The consolidated financial statements include the accounts of Full House and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated. Certain prior-period amounts in the consolidated statements of operations and balance sheets have been reclassified to conform to the current period presentation. These reclassifications had no effect on the previously reported income (loss) from operations or net loss. Except when otherwise required by accounting principles generally accepted in the United States of America (GAAP), we measure all of our assets and liabilities on the historical cost basis of accounting. Use of Estimates. The consolidated financial statements have been prepared in conformity with GAAP. These principles require the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant accounting estimates include, among other items, valuation of goodwill and impairment of other long-lived assets, allocation of the purchase price associated with our acquisitions, collectability of receivables, the estimated useful lives assigned to our depreciable and amortizable assets, contingencies and litigation, estimated cost of services furnished on a complimentary basis to customers and the estimated liability for unredeemed customer loyalty awards, estimated income tax provisions and evaluation of the future realizability of deferred tax assets. Actual results could differ from those estimates. Cash Equivalents. Cash equivalents include cash involved in operations and cash in excess of daily requirements that is invested in highly liquid, short-term investments with initial maturities of three months or less when purchased. Restricted cash. The Company is required to maintain a segregated construction trust account for proceeds drawn from its construction loan which have not yet been remitted to contractors for construction of the hotel at Silver Slipper Casino & Hotel. We estimate the contractors are due $0.6 million at December 31, 2015 and we are holding a like amount in a restricted trust account pending resolution of the remaining construction costs. Inventories. Inventories consist primarily of food, beverage and retail items, and are stated at the lower of cost or market value. Costs are determined using the first-in, first-out and the weighted average methods. Fair Value of Financial Instruments. Fair value measurements affect the Company’s accounting and impairment assessments of its long-lived assets, assets acquired and liabilities assumed in an acquisition, and goodwill and other intangible assets. Fair value measurements also affect the Company’s accounting for certain of its financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: Level 1 inputs, such as quoted prices in an active market; Level 2 inputs, which are observable inputs for similar assets; or Level 3 inputs, which are unobservable inputs. The carrying value of cash and equivalents, accounts receivable and accounts payable approximate fair value because of the short maturity of those instruments. The estimated fair values of our debt approximate the recorded values as of the balance sheet dates presented, based on Level 2 inputs as defined by GAAP consisting of interest rates offered to us for loans with similar maturities and risks. We used Level 3 inputs when assessing the fair value of goodwill, intangible assets and property and equipment. Accounts Receivable. Accounts receivable consist primarily of casino, hotel and other receivables, are typically non-interest bearing, and are carried, net of an appropriate collection allowance to approximate fair value. The collections allowance is estimated based on specific review of customer accounts as well as historical collection experience and current economic and business conditions. Accounts are written off when management deems the account to be uncollectible and recoveries of accounts previously written off are recorded when received. Property and Equipment. We define a fixed asset as a unit of property that: (a) has an economic useful life that extends beyond 12 months; and (b) was acquired or produced for a cost greater than $2,500 for a single asset, or greater than $5,000 for a group of assets, for a specific capital project. Fixed assets are capitalized and depreciated while normal repairs and maintenance are charged to expense. A significant amount of the Company’s property and equipment was acquired through business combinations and therefore recognized at fair value at the acquisition date. Gains or losses on dispositions of property and equipment are included in the determination of income. Certain events or changes in circumstances may indicate that the recoverability of the carrying amount of property, plant and equipment should be assessed, including, among others, a significant decrease in market value, a significant change in the business climate in a particular market, or a current period operating or cash flow loss combined with historical losses or projected future losses. When such events or changes in circumstances are present, we estimate the future cash flows expected to result from the use of the asset (or asset group) and its eventual disposition. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount exceeds the fair value. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets or the term of the lease, whichever is appropriate under the circumstances. We determine the estimated useful lives based on our experience with similar assets, estimated usage of the asset, and industry practice. Whenever events or circumstances occur which change the estimated useful life of an asset, we account for the change prospectively. Depreciation and amortization is provided over the following estimated useful lives: Land improvements 15 years Buildings and improvements 10 to 39 years Furniture, fixtures and equipment 2 to 10 years Capitalized Interest. The interest cost associated with major development and construction projects is capitalized and included in the cost of the project. Interest expense is capitalized at the applicable weighted-average borrowing rates of interest and added to the project cost. Interest capitalization ceases once a project is substantially complete or no longer undergoing construction activities to prepare it for its intended use. Goodwill and Indefinite-lived Intangible Assets. Goodwill represents the excess of the purchase price of the Silver Slipper Casino & Hotel, Rising Star Casino Resort and Stockman’s Casino properties over the estimated fair value of their net tangible and other intangible assets on the acquisition date, net of subsequent impairment charges. Our other indefinite-lived intangible assets include certain license rights to conduct gaming in certain jurisdictions and trademarks. Goodwill and other indefinite-lived intangible assets are not amortized, but are periodically tested for impairment. We also periodically review our indefinite-lived assets to determine whether events and circumstances continue to support an indefinite useful life. If it is determined that an indefinite-lived intangible asset has a finite useful life, then the asset is tested for impairment and is subsequently accounted for as a finite-lived intangible asset. We test our goodwill and other indefinite-lived intangible assets for impairment annually during the fourth quarter or when a triggering event occurs, and evaluate goodwill and other indefinite-lived intangible assets using an income approach to value applying a typical discounted cash flows methodology. Finite-lived Intangible Assets. Our finite-lived intangible assets include customer loyalty programs, land leases and water rights. Finite-lived intangible assets are amortized over the shorter of their contractual or economic lives. We periodically evaluate the remaining useful lives of these intangible assets to determine whether events and circumstances warrant a revision to the remaining period of amortization. We also review our finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Debt Issuance Costs. Debt issuance costs include costs incurred in connection with the issuance of debt and are capitalized and amortized over the contractual term of the debt to interest expense using the effective interest method. When our existing debt agreements are modified, we capitalize any new amounts paid and amortize such costs to interest expense using the effective interest method over the terms of the modified debt agreement. During 2015 and 2014, we incurred $0.3 million and $0.6 million , respectively, of additional costs related to amendment modifications to our First and Second Lien Credit Facilities. The First Lien amendment modifications included an extended maturity date to October 1, 2016, and the Second Lien amendment modifications included an extended maturity date to April 1, 2017. Thus, the amortization periods for these costs were also extended. Revenue Recognition and Promotional Allowances. Casino revenue is the aggregate net difference between gaming wins and losses, with certain liabilities recognized including progressive jackpots, earned customer loyalty incentives, funds deposited by customers before gaming play occurs and for chips and tokens in the customers’ possession. Key performance indicators related to gaming revenue are slot coin-in and table game drop (volume indicators) and “win” or “hold” percentage. Hotel, food and beverage, entertainment and other operating revenues are recognized as these services are performed. Advance deposits on rooms and advance ticket sales are recorded as deferred revenue until services are provided to the customer without regard to whether they are refundable. Sales and similar revenue-linked taxes collected from customers on behalf of, and submitted to, taxing authorities are also excluded from revenue and recorded as a current liability. Net revenues are recognized net of certain sales incentives and, accordingly, cash incentives for gambling activity such as cash back and free play has been netted against gross revenues. The retail value of hotel accommodations, food and beverage items and entertainment provided to guests without charge is included in gross revenues and then deducted as promotional allowances to arrive at net revenues. The estimated costs of providing these promotional allowances are primarily included in casino operating expenses. The amounts in promotional allowances and the estimated cost of such promotional allowances are noted in the tables below: Retail Value of Promotional Allowances (In thousands) Year Ended December 31, 2015 2014 Rooms $ 5,585 $ 4,180 Food and beverage 16,104 12,315 Other incentives 1,351 1,336 $ 23,040 $ 17,831 Costs of Providing Promotional Allowances (In thousands) Year Ended December 31, 2015 2014 Rooms $ 3,659 $ 3,412 Food and beverage 14,040 12,451 Other incentives 1,010 991 $ 18,709 $ 16,854 Advertising Costs. Costs for advertising are expensed as incurred or the first time the advertising takes place and are included in selling, general and administrative expenses. Total advertising costs were $2.0 million and $1.8 million for the years ended December 31, 2015 and 2014, respectively. Derivative Instruments – Interest Rate Cap Agreement. We adopted the accounting guidance for derivative instruments and hedging activities (ASC Topic 815, “Derivatives and Hedging”), as amended, to account for our interest rate cap. Our interest rate cap agreement is classified as a risk management instrument and management elected not to apply hedge accounting. Customer Loyalty Programs. We have customer loyalty programs at each of our properties – the Silver Slipper Casino Players Club, the Rising Star Rewards Club™, the Grand Lodge Players Advantage Club® and the Stockman’s Winner’s Club. Under these programs, customers earn points based on their volume of wagering that may be redeemed for various benefits, such as free play, cash back, complimentary dining, or hotel stays, among others, depending on each property’s specific offers. Unredeemed points are forfeited if the customer becomes and remains inactive for a specified period of time. At December 31, 2015 and 2014, our liability for the estimated cost to provide such benefits totaled $0.9 million and $1.0 million , respectively. Such amounts are included in “other accrued expenses" on the Consolidated Balance Sheets. Project Development and Acquisition Costs . Project development and acquisition costs consist of amounts expended on potential developments and acquisitions. These costs primarily include legal and other professional fees during 2015 for the pending acquisition of Bronco Billy's and the American Place development, and the terminated acquisition of Majestic Star in 2014. Share-based Compensation. Share-based compensation costs are measured at the grant date, based on the estimated fair value of the award using the Black-Scholes option pricing model for stock options, and based on the closing share price of the Company's stock on the grant date for other share-based awards. The cost is recognized as an expense on a straight-line basis over the employee's requisite service period (the vesting period of the award) net of estimated forfeitures. Legal Defense Costs. We do not accrue for estimated future legal and related defense costs, if any, to be incurred in connection with outstanding or threatened litigation and other disputed matters. Instead, we record such costs as period costs when the related services are rendered. Income Taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are provided against deferred tax assets when it is deemed more likely than not that some portion or all of the deferred tax asset will not be realized within a reasonable time period. Our income tax returns are subject to examination by the Internal Revenue Service (“IRS”) and other tax authorities. Positions taken in tax returns are sometimes subject to uncertainty in the tax laws and may not ultimately be accepted by the IRS or other tax authorities. We assess our tax positions using a two-step process. A tax position is recognized if it meets a “more likely than not” threshold, and is measured at the largest amount of benefit that is greater than fifty percent likely of being realized. Additionally, we recognize accrued interest and penalties, if any, related to unrecognized tax benefits in income tax expense. Earnings (loss) per share. Earnings (loss) per share is computed by dividing net income (loss) applicable to common stock by the weighted-average number of common shares outstanding during the period. Diluted earnings per share reflects the additional dilution for all potentially-dilutive securities, including stock options and unvested restricted shares using the treasury stock method. For the years ended December 31, 2015 and 2014, all potentially dilutive securities, totaling 1,563,834 and 943,834 shares, were excluded from the earnings (loss) per share computation, as their effect would be anti-dilutive. These securities could potentially dilute basic earnings per share in the future. Recently Issued Accounting Pronouncements Not Yet Adopted. We have reviewed authoritative standards issued after December 31, 2015 and others not yet effective. As a result, we determined that the new standards are not likely to have any significant impact on our future financial statements. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | PROPERTY AND EQUIPMENT, NET Property and equipment, net consisted of the following (in thousands): December 31, 2015 2014 Land and improvements $ 12,657 $ 11,670 Buildings and improvements 90,636 73,997 Furniture and equipment 31,899 27,951 Construction in progress 13 11,264 135,205 124,882 Less accumulated depreciation (36,223 ) (29,842 ) $ 98,982 $ 95,040 The hotel at Silver Slipper opened in phases, beginning in May 2015 and was completed during the third quarter. The total costs incurred for the construction of the hotel were $20.5 million . During 2014, we disposed of certain assets primarily related to a partial hotel remodel at Rising Star Casino Resort and recorded a $ 0.4 million loss on disposal. At December 31, 2015 and 2014 , property and equipment under capitalized leases, detailed in the table below (in thousands), is related to the 104-room hotel at Rising Star Casino Resort (Note 7) and is also included in the schedule above. December 31, 2015 2014 Leased land and improvements $ 215 $ 215 Leased buildings and improvements 5,787 5,787 Leased furniture and equipment 1,724 1,717 7,726 7,719 Less accumulated amortization (1,081 ) (582 ) $ 6,645 $ 7,137 Amortization related to the Rising Star Casino Resort capital lease is combined with depreciation expense. |
GOODWILL AND INTANGIBLES
GOODWILL AND INTANGIBLES | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL & INTANGIBLES | GOODWILL AND INTANGIBLES Goodwill represents the excess of the purchase price over fair value of net tangible and other intangible assets acquired in connection with Silver Slipper Casino & Hotel, Rising Star Casino Resort and Stockman’s Casino business combinations, net of subsequent impairments as summarized below. There were no impairments to goodwill for the year ended December 31, 2015. During 2014, we performed interim impairment assessments of goodwill and other indefinite-lived intangible assets during the second quarter for all relevant properties and recognized a $1.6 million and $9.9 million impairment of Rising Star Casino Resort’s goodwill and gaming license, respectively, due to various factors, including declines in operating results, weak economic conditions, lower than anticipated discretionary consumer spending, and increased competition in our regional market. We evaluated the fair value of these assets using the income (discounted cash flow) approach which use Level 3 inputs as defined by GAAP. Key assumptions included in the analysis were estimates of future cash flows including outflows for capital expenditures, a long-term growth rate of 1% and a discount rate of 11.2% . Goodwill: The following tables set forth changes in the carrying value of goodwill by segment: December 31, 2015 (in thousands) Gross Carrying Value Accumulated Impairments Balance at end of the year Northern Nevada $ 5,809 $ (4,000 ) $ 1,809 Rising Star Casino Resort 1,647 (1,647 ) — Silver Slipper Casino & Hotel 14,671 — 14,671 Goodwill, net of accumulated impairment losses $ 22,127 $ (5,647 ) $ 16,480 December 31, 2014 (in thousands) Gross Carrying Value Accumulated Impairments Balance at end of the year Northern Nevada $ 5,809 $ (4,000 ) $ 1,809 Rising Star Casino Resort 1,647 (1,647 ) — Silver Slipper Casino & Hotel 14,671 — 14,671 Goodwill, net of accumulated impairment losses $ 22,127 $ (5,647 ) $ 16,480 Intangible Assets: The following tables set forth changes in the carrying value of intangible assets: December 31, 2015 (in thousands) Estimated Life (Years) Gross Carrying Value Accumulated Amortization Accumulated Impairments / Write-offs, Net Intangible Assets, Net Amortizing Intangible Assets: Customer Loyalty Program - Rising Star 3 $ 1,700 $ (1,700 ) $ — $ — Customer Loyalty Program - Silver Slipper 3 5,900 (5,900 ) — — Land Lease and Water Rights - Silver Slipper 46 1,420 (101 ) — 1,319 Non-amortizing Intangible Assets: Gaming License - Rising Star Indefinite 10,034 — (9,900 ) 134 Gaming License – Silver Slipper Indefinite 127 — — 127 Gaming License – Northern Nevada Indefinite 384 — (104 ) 280 Gaming License - Colorado Indefinite 199 — — 199 Trademarks Indefinite 68 — — 68 $ 19,832 $ (7,701 ) $ (10,004 ) $ 2,127 December 31, 2014 (in thousands) Estimated Life (Years) Gross Carrying Value Accumulated Amortization Accumulated Impairments/ Write-offs, Net Intangible Assets, Net Amortizing Intangible Assets: Customer Loyalty Program - Rising Star 3 $ 1,700 $ (1,700 ) $ — $ — Customer Loyalty Program - Silver Slipper 3 5,900 (4,425 ) — 1,475 Land Lease and Water Rights - Silver Slipper 46 1,420 (70 ) — 1,350 Non-amortizing Intangible Assets: Gaming License - Rising Star Indefinite 9,900 — (9,900 ) — Gaming License – Silver Slipper Indefinite 105 — (44 ) 61 Gaming License – Northern Nevada Indefinite 523 — (67 ) 456 Trademarks Indefinite 40 — — 40 $ 19,588 $ (6,195 ) $ (10,011 ) $ 3,382 Customer Loyalty Programs. The customer loyalty programs represent the value of repeat business associated with Silver Slipper Casino & Hotel’s and Rising Star Casino Resort’s loyalty programs. The value of $5.9 million and $1.7 million of the Silver Slipper Casino & Hotel’s and Rising Star Casino Resort’s customer loyalty programs, respectively, were determined using a multi-period excess earning method of the income approach, which examines the economic returns contributed by the identified tangible and intangible assets of a company, and then isolates the excess return, which is attributable to the asset being valued, based on cash flows attributable to the customer loyalty program. The valuation analyses for the active rated players were based on projected revenues and attrition rates. Silver Slipper Casino & Hotel and Rising Star Casino Resort maintain historical information for the proportion of revenues attributable to the rated players for gross gaming revenue. The value of the customer loyalty programs are amortized over a life of three years . Land Lease and Water Rights. In November 2004, our subsidiary, Silver Slipper Casino Venture, LLC, entered into a lease agreement with Cure Land Company, LLC for approximately 38 acres of land (“Land Lease”), which includes approximately 31 acres of protected marshland and the seven -acre casino parcel on which the Silver Slipper Casino was subsequently built. The $1 million Land Lease represents the excess fair value of the land over the estimated net present value of the Land Lease payments. The $0.4 million of water rights represented the fair value of the water rights based upon market rates in Hancock County, Mississippi. The term of the land lease matures in April 2058. Gaming Licenses. Gaming licenses represent the value of the license to conduct gaming in certain jurisdictions, which are subject to highly extensive regulatory oversight and, in some cases, a limitation on the number of licenses available for issuance. The value of the $9.9 million Rising Star Casino Resort gaming license was estimated using a multi-period excess earning method of the income approach, which examines the economic returns contributed by the identified tangible and intangible assets of a company, and then isolates the excess return, which is attributable to the asset being valued, based on cash flows attributable to the gaming license. The other gaming license values are based on actual costs. Gaming licenses are not amortized as they have indefinite useful lives and are evaluated for potential impairment on an annual basis unless events or changes in circumstances indicate the carrying amount of the gaming licenses may not be recoverable. We reviewed existing gaming licenses and recognized an expense of $0.1 million during 2015, and $10.2 million , including a $9.9 million impairment of the gaming license at Rising Star Casino Resort, during 2014. Current and Future Amortization. Intangible asset amortization expense was $1.5 million and $2.1 million for the years ended December 31, 2015 and December 31, 2014, respectively. Total amortization expense for intangible assets is expected to be $31,000 for each of the years ending 2016 through 2020 and $1.3 million thereafter. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Liabilities, Current [Abstract] | |
ACCRUED LIABILITIES | ACCRUED LIABILITIES Other accrued expenses consisted of the following (in thousands): December 31, 2015 2014 Player club points and progressive jackpots $ 1,667 $ 1,709 Real estate and personal property taxes 909 1,172 Gaming and other taxes 962 789 Gaming related accruals 410 490 Accrued interest 195 159 Other 613 1,094 $ 4,756 $ 5,413 |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT Long-term debt consisted of the following (in thousands): December 31, 2015 2014 First Term Loan, maturing April 1, 2017 (as amended), variable interest rate which averaged 4.75% in 2015 and 2014 $ 46,000 $ 38,631 Revolving Loan, maturing April 1, 2017 (as amended), variable interest rate which averaged 4.75% in 2015 and 2014 2,000 2,000 Second Term Loan, maturing April 1, 2017, variable interest rate (as amended) averaged 14.25% in 2015; interest rate was fixed in 2014 at 14.25% effective July 18, 2014 and fixed at 13.25% prior to July 18, 2014 20,000 20,000 68,000 60,631 Less current portion (6,000 ) (1,337 ) $ 62,000 $ 59,294 First and Second Lien Credit Facilities . During 2012, we entered into the First Lien Credit Facility with Capital One Bank, N.A., ("Capital One") which included the First Term Loan and Revolving Loan, and the Second Lien Credit Facility with ABC Funding, LLC to complete our acquisition of Silver Slipper Casino. The First and Second Lien Credit Facilities are secured by substantially all of our assets, and our wholly-owned subsidiaries, except for FHR-Colorado LLC which was formed to acquire Bronco Billy's, guarantee our obligation under the agreements. The Second Lien Credit Facility is subordinate to the lien of the First Lien Credit Facility. First Lien Credit Facility The First Lien Credit Facility, as amended, provided for the First Term Loan in an amount up to $56.3 million which included a $10 million construction term loan to build the hotel at Silver Slipper Casino & Hotel, and the Revolving Loan for up to $5 million . Interest-only payments are due monthly, and quarterly scheduled principal payments of $1.5 million , which include $0.25 million for the construction term loan, began October 1, 2015. We have elected to pay interest on the First Lien Credit Facility based on the greater of the elected London Interbank Offered Rate (“LIBOR”) rate or 1.0% , plus a margin rate. LIBOR rate elections can be made based on a 30 -day, 60 -day, 90 -day or 180 -day LIBOR, and margins are adjusted quarterly. As of December 31, 2015, the interest rate was 4.75% on the balance outstanding on the First Lien Credit Facility, based on the minimum, plus a 3.75% margin. As of December 31, 2015, commensurate with the completion of the hotel at Silver Slipper Casino & Hotel, we had drawn all of the proceeds of the $10 million construction term loan. The final costs related to the construction are still being resolved, and approximately $569,000 of those proceeds remain in a trust account and will be used to fund the remaining construction costs. During 2015 and 2014, the First Lien Credit Facility was amended as follows: On July 18, 2014, we entered into the First Lien 2nd Amendment effective as of June 30, 2014 which: • Revised certain financial ratio covenants as of June 30, 2014, and going forward through the term of the loans; • Extended the time period to March 31, 2015 for draws against the $10 million construction term loan; and • Extended the payment terms for the construction term loan to begin on April 1, 2015. On January 9, 2015 we entered into the First Lien 3rd Amendment effective as of December 31, 2014 which: • Revised certain financial ratio covenants as of December 31, 2014, and going forward through the term of the loan; • Extended the time period to May 31, 2015 for draws against the $10 million construction term loan; and • Extended the payment terms for the construction term loan to begin on June 1, 2015. We entered into the First Lien 4th Amendment effective as of May 31, 2015 which: • Extended the period for draws against the $10 million construction term loan to August 31, 2015; and • Extended the payment terms for the construction term loan to begin on October 1, 2015. On August 5, 2015 we entered into the First Lien 5th Amendment effective as of June 30, 2015 which: • Revised certain financial covenant ratios as of June 30, 2015, and going forward through the term of the loans; and • Extended the maturity date for the First Lien Credit Facility from June 29, 2016 to October 1, 2016. As disclosed in Footnote 15, the maturity of the First Lien Credit Facility was extended to April 1, 2017, and, as a result, the Company revised the debt maturities schedule. Second Lien Credit Facility The Second Lien Credit Facility provided for a term loan in an amount up to $20 million , and was amended during 2015 and 2014 as follows: On July 18, 2014, we entered into the Second Lien 2nd Amendment which: • Revised certain financial ratio covenants as of June 30, 2014, and going forward through the term of the loan; and • Increased the interest rate by one percentage point to 14.25% for the remainder of the term of the loan. On January 9, 2015, we entered into the Second Lien 3rd Amendment, which became effective December 31, 2014, which: • Revised certain financial ratio covenants as of December 31, 2014, and going forward through the term of the loan; and • Extended the maturity date to April 1, 2017. On August 5, 2015, we entered into the Second Lien 4th Amendment effective June 30, 2015, which: • Revised certain financial ratio covenants as of June 30, 2015, and going forward through the term of the loan; • Created a pricing grid to allow the interest rate to vary between 13.25% and 15.25% with changes in our leverage ratios as defined; and • Amended the prepayment premium. The First Lien Credit Facility and Second Lien Credit Facility contain customary negative covenants, including, but not limited to, restrictions on our and our subsidiaries’ ability to: incur indebtedness; grant liens; pay dividends and make other restricted payments; make investments; make fundamental changes; dispose of assets; and change the nature of our business. The First Lien Credit Facility and Second Lien Credit Facility require that we maintain specified financial covenants, including a total leverage ratio, a first lien leverage ratio, and a fixed charge coverage ratio, all of which measure Adjusted EBITDA (as defined in the agreements) against outstanding debt and fixed charges (as defined in the agreements). A capital expenditure ratio must also be maintained which requires we invest at least 1.5% , and no more than 5% , of our prior-year revenues, excluding costs related to the Silver Slipper hotel project. The First Lien Credit Facility and Second Lien Credit Facility currently define Adjusted EBITDA as net income (loss) plus (a) interest expense, (b) provisions for income taxes, and (c) depreciation and amortization, and further adjusted to eliminate the impact of certain items that are either non-cash items or are not indicative of ongoing operating performance such as (d) extraordinary gains and losses (including non-cash impairment charges), (e) non-cash stock compensation expense, (f) certain acquisition costs, including the Company’s canceled acquisition of the Fitz Tunica Casino & Hotel (g) costs related to the Company’s canceled S-1 registration statement filed in early 2014, (h) board and management transition expenses from the changes enacted in 2014 (i) pre-opening and development costs for the construction of the hotel at Silver Slipper, and (j) joint venture net income, unless such net income has actually been received by the Company in the form of cash dividends or distributions. For purposes of our covenants, we also received pro forma credit for gaming tax reductions implemented in Indiana in 2014 and the first quarter of 2015. The revised financial covenant ratios, as detailed in the First Lien 5th Amendment and Second Lien 4th Amendment, are stated in the tables below: First Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio Minimum Fixed Charge Coverage Ratio June 30, 2015 through and including September 29, 2015 6.85x 4.85x 1.10x September 30, 2015 through and including December 30, 2015 6.75x 4.75x 1.10x December 31, 2015 through and including March 30, 2016 6.35x 4.35x 1.10x March 31, 2016 through and including June 29, 2016 6.15x 4.15x 1.10x June 30, 2016 through and including September 29, 2016 5.85x 4.00x 1.10x September 30, 2016 and thereafter 5.50x 3.75x 1.10x Second Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio Minimum Fixed Charge Coverage Ratio June 30, 2015 through and including September 29, 2015 7.10x 5.10x 1.00x September 30, 2015 through and including December 30, 2015 7.00x 5.00x 1.00x December 31, 2015 through and including March 30, 2016 6.60x 4.60x 1.00x March 31, 2016 through and including June 29, 2016 6.40x 4.40x 1.00x June 30, 2016 through and including September 29, 2016 6.10x 4.25x 1.00x September 30, 2016 and thereafter 5.75x 4.00x 1.00x We were in compliance with our covenants as of December 31, 2015; however, there can be no assurances that we will remain in compliance with all covenants in the future. The First Lien Credit Facility and Second Lien Credit Facility also include customary events of default, including, among other things: non-payment; breach of covenant; breach of representation or warranty; cross-default under certain other indebtedness or guarantees; commencement of insolvency proceedings; inability to pay debts; entry of certain material judgments against us or our subsidiaries; occurrence of certain ERISA events; re-purchase of our own stock and certain changes of control. A breach of a covenant or other events of default could cause the loans to be immediately due and payable, terminate commitments for additional loan funds, or the lenders could exercise any other remedy available under the First Lien Credit Facility or Second Lien Credit Facility or by law. If a breach of covenants or other event of default were to occur, we would seek modifications to covenants or a temporary waiver or waivers from the First Lien Credit Facility and Second Lien Credit Facility lenders. No assurance can be given that we would be successful in obtaining such modifications. We are required to make prepayments under the First Lien Credit Facility, under certain conditions defined in the agreement, in addition to the scheduled principal installments for any fiscal year ending December 31, 2012 or thereafter. Prepayment penalties will be assessed in the event that prepayments are made on the Second Lien Credit Facility prior to the discharge of the First Lien Credit Facility. As noted above, the maturities schedule presented below has been adjusted for the subsequent amendment to the First Lien Credit Facility, as discussed in Footnote 15. Scheduled debt repayments based on this amendment for the debt outstanding at December 31, 2015 are as follows, for the annual periods ended December 31 (in thousands): 2016 $ 6,000 2017 62,000 $ 68,000 |
CAPITAL LEASE OBLIGATION
CAPITAL LEASE OBLIGATION | 12 Months Ended |
Dec. 31, 2015 | |
Leases, Capital [Abstract] | |
CAPITAL LEASE OBLIGATION | CAPITAL LEASE OBLIGATION Rising Star Casino Resort Capital Lease. Our Indiana subsidiary, Gaming Entertainment (Indiana) LLC, leases a 104 -room hotel at Rising Star Casino Resort pursuant to a capital lease agreement (the “Rising Star Lease Agreement”) with Rising Sun/Ohio County First, Inc., an Indiana non-profit corporation (the “Landlord”). Rent is fixed at $77,537 per month throughout the lease term and has an annual interest rate of 2.5% until September 30, 2015, 3.5% from October 1, 2015 until September 30, 2017, and 4.5% thereafter. The ten -year lease term expires on October 1, 2023. At any time during the lease term, we have the exclusive option to purchase the hotel at a price based upon the project’s actual cost of $7.7 million , reduced by the cumulative principal payments made by the Company during the lease term. At December 31, 2015, such net amount was $6.2 million . Upon expiration of the lease term, if we have not yet exercised our option to purchase the hotel tower, either (i) the Landlord has the right to sell the hotel to us, or (ii) we have the option to purchase the hotel. In either case, the purchase price is $1 plus closing costs. The Rising Star Lease Agreement is not guaranteed by the parent company or any subsidiary other than Gaming Entertainment (Indiana) LLC and has customary provisions in the event of a default. On March 16, 2016, we amended the Rising Star Lease Agreement. See Footnote 15 for further information. The future minimum lease payment schedule presented below has been adjusted for the subsequent amendment to the lease. Future minimum lease payments and the present value of such payments based on this amendment related to the capital lease, as of December 31, 2015, are as follows (in thousands): 2016 $ 592 2017 654 2018 688 2019 744 2020 680 Thereafter 4,455 Total minimum lease payments 7,813 Less: amount representing interest (1,643 ) Present value of minimum lease payments $ 6,170 |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITY | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITY | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITY In accordance with the terms of the First Lien Credit Facility, we entered into a prepaid interest rate cap agreement with Capital One for a notional amount of $15 million at a LIBOR cap rate of 1.5% . The agreement was effective November 2, 2012 and terminated on October 1, 2014. We renewed our prepaid interest rate cap agreement with Capital One, effective October 1, 2014, for a notional amount of $14.75 million at a LIBOR cap rate of 1.5% . This agreement terminates on June 29, 2016. Any future settlements resulting from the interest rate cap will be recognized in interest expense during the period in which the change occurs. |
BOARD AND EXECUTIVE TRANSITION
BOARD AND EXECUTIVE TRANSITION COSTS | 12 Months Ended |
Dec. 31, 2015 | |
Board And Executive Transition Costs [Abstract] | |
BOARD AND EXECUTIVE TRANSITION COSTS | BOARD AND EXECUTIVE TRANSITION COSTS On October 9, 2014, we received a Preliminary Consent Solicitation Statement (the “Preliminary Solicitation”) from the Shareholder Group to call a special meeting of shareholders for the purpose, among other things, of nominating certain individuals to our board of directors and amending certain of the Company’s by-laws. On October 21, 2014, our board amended Article I, Section 2 of our by-laws. See Exhibit 3.2 as set forth in "Item 15. Exhibits, Financial Statement Schedules” for a copy of our amended and restated by-laws effective as of October 21, 2014. On October 22, 2014, our board of directors authorized management to hire an investment bank to explore its alternatives, including the potential sale of the Company. On October 28, 2014, the Shareholder Group filed a Definitive Consent Solicitation Statement (the “Solicitation”) which had been approved by the Securities and Exchange Commission for distribution. On November 28, 2014, Full House and the Shareholder Group entered into the Settlement Agreement. In conjunction with such activities, we incurred fees during 2014 of $1 million , which included $0.5 million of legal fees and $0.2 million as reimbursement for a portion of the Shareholder Group's expenses. Pursuant to the Settlement Agreement, among other things: • The size of our board of directors was increased from five to nine members, creating four vacancies on the board of directors. • We accepted the resignation of Andre M. Hilliou and Mark J. Miller as directors, effective November 28, 2014, resulting in two additional vacancies on the board of directors. • W.H. Baird Garrett, Raymond Hemmig, Ellis Landau, Daniel R. Lee, Bradley M. Tirpak and Craig W. Thomas (the “Shareholder Group Nominees”) were appointed by the board of directors to fill the six vacancies each subject to normal and customary state licensing requirements. Pursuant to the Amended Settlement Agreement (see below), Mr. Hemmig subsequently resigned, leaving the current size of the board of directors at eight members. • At our 2015 annual meeting of stockholders (the “2015 Annual Meeting”), we nominated Kenneth R. Adams, Carl G. Braunlich, Kathleen Marshall and each of the Shareholder Group Nominees, with the exception of Mr. Hemmig, to the board of directors. • The Shareholder Group irrevocably withdrew its Solicitation, and agreed to immediately cease all efforts related to the Solicitation. • Through the end of our 2016 meeting of the stockholders (or an earlier date upon the occurrence of certain events), each member of the Shareholder Group has agreed to certain customary standstill restrictions. • The Company and the Shareholder Group agreed to a mutual release of claims, including those arising in respect of, or in connection with, the Solicitation. • We agreed to reimburse the Shareholder Group for actual out-of-pocket expenses in the aggregate amount of up to $215,000 incurred in connection with the Solicitation. Andre M. Hilliou resigned as a director and Chief Executive Officer of the Company effective November 28, 2014. Pursuant to a Separation Agreement entered into between Mr. Hilliou and the Company (the “Hilliou Separation Agreement”), it was agreed that Mr. Hilliou’s employment with the Company would be terminated at a future date, subject to the Company using its best efforts to comply with its covenants under the Company’s existing credit facilities. Mark J. Miller resigned as a director and Chief Operating Officer of the Company effective November 28, 2014. Pursuant to a Separation Agreement entered into between Mr. Miller and the Company (the “Miller Separation Agreement” and together with the Hilliou Separation Agreement, the “Separation Agreements”), it was agreed that Mr. Miller’s employment would be terminated at a future date, subject to the Company using its best efforts to comply with its covenants under the Company’s existing credit facilities. On January 9, 2015 (the “Resignation Date”), in conjunction with the amendment of our existing credit facilities, Mr. Hilliou’s and Mr. Miller’s employment was terminated. Pursuant to the Separation Agreements, (i) all outstanding Company restricted stock held by Messrs. Hilliou and Miller (constituting 60,000 shares of common stock held by each) accelerated and vested in full on the Resignation Date and (ii) in connection with their terminations of employment, Messrs. Hilliou and Miller received cash severance payments of $644,724 and $599,830 , respectively, as well as company-paid continued healthcare coverage to the earlier of December 31, 2015 or the date that such executive is covered by another employer’s comparable health plan. On November 28, 2014, we entered into an Employment Agreement with Mr. Lee pursuant to which Mr. Lee serves as our Chief Executive Officer. On January 28, 2015, we entered into that certain First Amendment to Settlement Agreement (the "Amended Settlement Agreement"), which modified portions of the Settlement Agreement. The Amended Settlement Agreement eliminated the requirement that Mr. Hemmig be nominated and elected to the Board, and acknowledged the reduction in the size of the Board from nine (9) to eight (8) Directors. |
SETTLEMENTS AND TERMINATED PROJ
SETTLEMENTS AND TERMINATED PROJECTS | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
SETTLEMENTS AND TERMINATED PROJECTS | SETTLEMENTS AND TERMINATED PROJECTS Property Tax Assessments and Settlement Agreement. In September 2015, the Company agreed to settle its real property tax assessment appeal for the tax years 2011 through 2014 with respect to the Rising Star Casino Resort. Under the terms of the settlement agreement, Ohio County paid the Company a tax refund of $1,352,937 , which was received during the fourth quarter of 2015. In exchange, the Company dismissed its appeals pending before the Ohio County Property Tax Assessment Board of Appeals. In addition, the parties have agreed to a final determination of the Company's real property tax assessment for the tax year 2015 and to certain parameters affecting the calculation of the real property assessment for the tax years 2016 and 2017. The refund was recorded during the quarter ended September 30, 2015 and included in selling, general and administrative expense on the Consolidated Statements of Operations. Nambe Pueblo Settlement Agreement. In July 2015, the Company reached a settlement with the Nambe Pueblo tribe related to $662,000 previously advanced by the Company as part of a development agreement and a security and reimbursement agreement from 2005. The advance had been fully reserved since 2011. In consideration for the release of any future claims and other items as defined within the settlement agreement, Nambe Pueblo agreed to pay $500,000 to the Company in two installments of $250,000 . The first installment was received on July 31, 2015, and the final installment was due upon the earlier of the opening of the Nambe Pueblo casino or December 31, 2015. In February and March 2016, Nambe Pueblo remitted a total of $200,000 . The Company expects to receive the remaining $50,000 by March 31, 2016, and estimates the entire amount as collectible. The Company also incurred a $50,000 collection fee payable upon the receipt of the proceeds. The net expected recovery was recognized as a change in estimate in the quarter ended June 30, 2015 and was included in selling, general and administrative expense on the Consolidated Statements of Operations. Indiana Department of Revenue . During 2014, we received a proposed assessment of $1.6 million , including interest and penalties, from the Indiana Department of Revenue (“IDOR”) related to unpaid sales and use taxes for periods prior to 2013, which we protested. In April 2015, we withdrew our formal protest with the IDOR and accepted the IDOR’s revised audit findings and proposed assessment. The revised assessment totaled $237,000 , including interest and penalties, which approximated our estimate and was remitted in April 2015. Majestic Star. On March 21, 2014, we entered into an agreement with the The Majestic Star Casino LLC ("Majestic Star") to acquire all of the outstanding membership interests of Majestic Mississippi, LLC (“Majestic Mississippi”), which operates a casino located in Tunica, Mississippi commonly known as the Fitz Tunica Casino & Hotel. On June 23, 2014, the agreement was terminated and on August 21, 2014, we settled all disputes related to this unconsummated matter by forfeiting $1.7 million in deposits. We also incurred $0.9 million of acquisition related fees for this transaction, including $0.6 million of aborted registration costs associated with the attempted financing of the purchase. In November 2014, the Company reached an agreement with one of its advisors on the Majestic Mississippi transaction. The advisor agreed to reimburse the Company $0.25 million which was included as a reimbursement of fees incurred in conjunction with the advisor’s services to the Company during 2014. Keeneland Association, Inc. On February 26, 2014, we entered into an exclusivity agreement with Keeneland Association, Inc. (“Keeneland”) to own, manage, and operate instant racing and, if authorized, traditional casino gaming at racetracks in Kentucky, subject to completion of definitive documents for each opportunity. On November 17, 2014, both parties agreed to terminate such agreements. The Company was reimbursed $0.2 million of costs incurred in connection with the matter. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The income tax benefits attributable to our loss before income taxes consisted of the following (in thousands): Year Ended December 31, 2015 2014 Current: Federal $ (631 ) $ (3,436 ) State (62 ) 379 (693 ) (3,057 ) Deferred: Federal 600 7,925 State 12 1,119 Increase in valuation allowance (261 ) (6,975 ) 351 2,069 $ (342 ) $ (988 ) A reconciliation of the federal income tax statutory rate and the Company’s effective tax rate is as follows (in thousands): Year Ended December 31, 2015 2014 Percent Amount Percent Amount Federal income tax benefit at U.S. statutory rate 34.0 % $ (564 ) 35.0 % $ (7,641 ) State taxes, net of federal benefit 7.8 % (129 ) 2.6 % (570 ) Change in valuation allowance (15.7 )% 261 (31.9 )% 6,975 Permanent differences (7.3 )% 121 (0.4 )% 92 Credits 5.5 % (91 ) — — Adjustments to beginning deferred balances (3.7 )% 60 (0.2 )% 42 Other — % — (0.6 )% 114 20.6 % $ (342 ) 4.5 % $ (988 ) Our deferred tax assets (liabilities) consisted of the following (in thousands): December 31, 2015 2014 Deferred tax assets: Deferred compensation $ 230 $ 238 Depreciation of fixed assets 52 91 Intangible assets and amortization 7,284 7,249 Net operating loss carry-forwards 1,384 — Accrued expenses 441 642 Allowance for doubtful accounts 47 199 Other 134 29 Valuation allowance (7,236 ) (6,975 ) 2,336 1,473 Deferred tax liabilities: Depreciation of fixed assets (772 ) (455 ) Amortization of indefinite lived intangibles (1,276 ) (926 ) Prepaid expenses (1,085 ) (772 ) Effect of state taxes on future federal returns (391 ) (200 ) Other (88 ) (46 ) (3,612 ) (2,399 ) $ (1,276 ) $ (926 ) As of December 31, 2015, we had a gross federal net operating loss carry-forward of $3.1 million and state tax carry-forwards of $4.8 million , all of which can be carried forward 20 years and expire after 2035. We also have general business credits of $0.1 million which expire after 2035. The impairment charges recorded in 2014 resulted in a significant amount of deferred tax assets. In assessing our ability to realize our deferred tax assets, we consider whether it is “more likely than not” that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. We consider the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Our assessment evaluated this, plus all other positive and negative evidence in determining the need for a valuation allowance. We assessed the realizability of deferred tax assets and have concluded that we have not met the "more likely than not" threshold. As a result, during 2014, a valuation allowance of $7 million was recorded against federal and certain state deferred tax assets, which also resulted in a tax rate substantially below statutory rates. As of December 31, 2015, we continue to provide a valuation allowance against our remaining deferred tax assets after being utilized by deferred tax liabilities for all jurisdictions. The impairment charges and the valuation reserve against deferred tax assets have no effect on the actual taxes paid or owed by the Company. As of December 31, 2015 and 2014, we had $1.3 million and $0.9 million , respectively, of deferred tax liabilities relating to goodwill and other indefinite-lived intangibles for which the timing of the reversal is not determinable and, therefore, does not assure the realization of deferred tax assets or reduce the need for a valuation allowance. Our 2014 federal tax return resulted in a tax loss which we elected to carry-back to taxable income earned during 2012 in accordance with IRS rules. This carry-back resulted in an income tax refund of $3.7 million during 2015. When accounting for uncertain tax positions, accounting standards require that tax positions be assessed using a two-step process. A tax position is recognized if it meets a “more likely than not” threshold. It is then measured at the largest amount of benefit that is greater than 50% likely of being realized. Uncertain tax positions must be reviewed at each balance sheet date. It is our policy to recognize penalties and interest related to unrecognized tax benefits in the provision for income taxes. Management has made an annual analysis of its state and federal tax returns and concluded that the Company has no recordable liability, as of December 31, 2015 or 2014, for unrecognized tax benefits as a result of uncertain tax positions taken. As of December 31, 2015, the Company is subject to U.S. federal income tax examinations for the tax years 2012 through 2015. In addition, the Company is subject to state and local income tax examinations for various tax years in the taxing jurisdictions in which the Company operates. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Operating Leases The nature of our operating leases includes the following as summarized below: Leased property Expiration Grand Lodge Casino facility August 2023 Land lease of Silver Slipper Casino & Hotel site April 2058 Additionally, we have less significant operating leases for our corporate offices and other office and warehouse facilities, office equipment, signage and land. Rent expense for all operating leases for the years ended December 31, 2015 and December 31, 2014 was $3.1 million and $2.9 million , respectively. The Company was obligated under non-cancellable operating leases to make future minimum lease payments as follows (in thousands): 2016 $ 2,722 2017 2,969 2018 3,115 2019 3,074 2020 3,058 Thereafter 40,330 $ 55,268 Grand Lodge Casino Lease. Our subsidiary, Gaming Entertainment (Nevada), LLC, has a lease with Hyatt Equities L.L.C. ("Hyatt") to operate the Grand Lodge Casino through August 31, 2023. The lease, as amended on December 16, 2015 (and effective as of November 25, 2015), is secured by the Company’s interests under the lease and property as defined and is subordinate to the liens in the First and Second Lien Credit Facilities. Hyatt has an option, beginning January 1, 2019, to purchase our leasehold interest and related operating assets of the Grand Lodge Casino subject to assumption of applicable liabilities. The option price is an amount equal to the Grand Lodge Casino’s positive working capital, plus Grand Lodge Casino’s earnings before interest, income taxes, depreciation and amortization (“EBITDA”) for the twelve-month period preceding the acquisition (or pro-rated if less than twelve months remain on the lease), plus the fair market value of the Grand Lodge Casino’s personal property. The lease has a renewal option, subject to mutual agreement, for an additional five -year term. Monthly rent will increase from $125,000 to (i) $145,833 commencing on January 1, 2017, and (ii) $166,667 commencing on January 1, 2018. As a condition of the amended lease, the Company is required to purchase new gaming devices and equipment at its sole cost and expense up to $1.5 million and Hyatt is required to renovate the casino at its sole cost and expense up to $3.5 million by February 2017. We recognized $1.5 million of rent expense related to this lease in each of 2015 and 2014. Additionally, we entered into an agreement with Hyatt to rent a villa, which includes four rooms, for use by our designated casino guests. The agreement commences June 1, 2016 and includes monthly payments of $41,667 , a six -month termination clause which may be exercised by either party, and a maturity date of August 31, 2023, or earlier as defined. Silver Slipper Casino Land Lease and Options to Purchase. In 2004, our subsidiary, Silver Slipper Casino Venture, LLC, entered into a land lease with Cure Land Company, LLC for approximately 31 acres of marshlands and a seven-acre parcel on which the Silver Slipper Casino & Hotel is situated (the "Silver Slipper Land Lease"). The Silver Slipper Land Lease includes base monthly payments of $77,500 plus contingent rents of 3% of gross gaming revenue (as defined in the Silver Slipper Land Lease) in excess of $3.65 million . We recognized $1.2 million of rent expense, including $0.2 million of contingent rents, during 2015, and $1 million of rent expense, including $0.06 million of contingent rents, during 2014. The Silver Slipper Land Lease includes an exclusive option to purchase the leased land (“Purchase Option”) after February 26, 2019 through October 1, 2027, for $15.5 million plus a retained interest in Silver Slipper Casino & Hotel’s operations of 3% of net income (as defined in the Silver Slipper Land Lease), for ten years from the purchase date. In the event that Full House sells or transfers (i) substantially all of the assets of Silver Slipper Casino Venture, LLC, or (ii) its membership interests in Silver Slipper Casino Venture, LLC in its entirety, the purchase price will increase to $17.1 million plus the retained interest for ten years mentioned above. In either case, we also have an option to purchase only a four -acre portion of the leased land for $2 million , which may be exercised at any time in conjunction with the development of a hotel and which accordingly reduces the purchase price of the remaining land by $2 million . The current term of the land lease is through April 30, 2058. Bronco Billy's Casino and Hotel Pending Acquisition On September 27, 2015, through our wholly-owned subsidiary FHR-Colorado LLC, we entered into a definitive purchase and sale agreement to acquire the operating assets and assume certain liabilities of Bronco Billy's in Cripple Creek, Colorado for a purchase price of $30 million , subject to an adjustment for working capital. The transaction is not subject to a financing or due diligence condition, though we performed substantial due diligence prior to execution of the purchase and sale agreement. The Company made a $2.5 million deposit which would be forfeited under most circumstances if the transaction is not consummated. The Bronco Billy's Purchase Agreement may be terminated by Pioneer Group if the closing has not taken place by May 14, 2016, which includes extensions of up to four 30 -day periods that we may exercise to obtain required gaming approvals. The fourth extension period requires us to increase our deposit by $100,000 by April 14, 2016. See Footnote 15 for further information. American Place Proposal In August 2015, we responded to a "request for proposal" (RFP) by the Indianapolis Airport Authority with a proposal for a $650 million lifestyle complex, anchored by a modest-sized casino, known as "American Place". Under our proposal, we would act as the "master developer" (as such term is used in the RFP) of the project and plan to seek partners for many of its aspects. The project is contingent, amongst other things, on being selected by the Indianapolis Airport Authority, on changes in the state gaming laws and other regulatory approvals that would allow the relocation to Indianapolis of approximately half of the gaming devices that are licensed to operate in Rising Sun, Indiana, and on obtaining financing for the proposed project. There is no certainty that our proposal will be selected or, if selected, that the proposed project will become a reality. Litigation In 2013 and 2014, we expended approximately $1.6 million repairing defects to the parking garage at the Silver Slipper Casino & Hotel. The parking garage was originally built in 2007 and we acquired the property in 2012. We hired outside legal counsel to pursue the reimbursement of such costs from the contractor and architect, who neglected to install certain structural elements required by the building codes. During the third quarter of 2015, the case was dismissed in favor of the defendants, as the statutes of repose had expired and, in the judge's opinion, we had failed to prove elements that would have extended our right to seek reimbursement of the remedial costs. We filed an appeal on November 2, 2015. On November 25, 2015, we entered into a settlement and release agreement with the architect, and on January 12, 2016, we filed an appellate brief in the US District Court of Appeals 5th Circuit with respect to our litigation with the contractor. Additionally, we are party to a number of pending legal proceedings which occurred in the normal course of business. Management does not expect that the outcome of such proceedings, either individually or in the aggregate, will have a material effect on our financial position, cash flows or results of operations. Employment Agreements The Company has entered into employment agreements with certain of its key employees. The agreements may provide the employee with a base salary, bonus, restricted stock grants, stock options and other customary benefits. Certain agreements also provide for severance in the event the employee resigns with “good reason,” or the employee is terminated without “cause” or due to a “change of control,” as defined in the agreements. The severance amounts vary with the terms of the agreements and may include the acceleration and vesting of certain unvested shares and stock-based awards upon a change of control, along with continuation of insurance costs and certain other benefits. Defined Contribution Pension Plan We sponsor a defined contribution pension plan for all eligible employees providing for voluntary contributions by eligible employees and matching contributions made by us. Matching contributions made by us were $0.3 million for each of 2015 and 2014, excluding nominal administrative expenses assumed. During 2014, the Company changed its employer contribution rate to 50% up to 4% of compensation for each participating employee, from 100% of the first 3% of compensation, plus 50% of the next 2% of compensation for each participating employee. Liquidity, Concentrations and Economic Risks and Uncertainties We are economically dependent upon relatively few investments in the gaming industry. Future operations could be affected by adverse economic conditions and increased competition, particularly in those areas and their key feeder markets in neighboring states. The effects and duration of these conditions and related risks and uncertainties on our future operations and cash flows, including our access to capital or credit financing, cannot be estimated at this time, but may be significant. The Company carries cash on deposit with financial institutions that may be in excess of federally-insured limits. However, the extent of any loss that might be incurred as a result of uninsured deposits in the event of a future failure of a bank or other financial institution, if any, is not subject to estimation at this time. |
SHARE-BASED BENEFIT PLANS
SHARE-BASED BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
SHARE-BASED BENEFIT PLANS | SHARE-BASED BENEFIT PLANS 2015 Equity Incentive Plan. On March 31, 2015, our board of directors adopted the Full House Resorts, Inc. 2015 Equity Incentive Plan (the “2015 Plan”). Our stockholders approved the 2015 Plan on May 5, 2015, terminating our Amended and Restated 2006 Incentive Compensation Plan (the "2006 Plan"). The 2015 Plan includes shares reserved for issuance of up to 1,400,000 new shares to directors, employees and consultants and allows for a variety of forms of awards, including stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalents and performance-based compensation. Stock option awards have 10 -year terms and all awards issued thus far vest on an accelerated basis if there is a change in control of the Company, unless the awards are assumed by the successor as defined. On May 5, 2015, members of our board of directors were issued 92,715 shares of restricted common stock as partial payment for their service as directors, and various employees of the Company were granted 320,000 stock options with an exercise price of $1.51 , the closing price per share on the grant date. The stock options have a three year vesting period and vest ratably each year. As of December 31, 2015, we had 987,285 share-based awards available for grant from the 2015 Plan. In November 2014, Daniel R. Lee, our President and Chief Executive Officer, was granted 943,834 nonqualified stock options. In January 2015, Lewis Fanger, our Senior Vice President, Chief Financial Officer and Treasurer, was granted 300,000 nonqualified stock options. Each grant was effected outside the 2015 Plan and in connection with their employment. Messrs. Lee and Fanger's stock options will vest with respect to 25% of the shares on the first anniversary of their respective grant dates, and will continue to vest with respect to an additional 1/48th of the shares on each monthly anniversary thereafter. In conjunction with the Settlement Agreement on November 28, 2014 related to the transition of the Company's Board and Executives (Note 9), the remaining shares of unvested restricted stock under our 2006 Plan vested as of such date. Stock Options. The following table summarizes information related to our common stock options: Number of Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Instrinsic Value Options outstanding at January 1, 2015 943,834 $ 1.25 Granted 620,000 $ 1.44 Exercised — — Canceled/Forfeited — — Options outstanding at December 31, 2015 1,563,834 $ 1.33 9.05 $ 537,610 Options exercisable at December 31, 2015 235,959 $ 1.25 8.91 $ 99,103 As of December 31, 2015, 235,959 stock options had vested, the remainder were unvested, and none of the unvested options are estimated to be forfeited. As of December 31, 2015, there was approximately $0.6 million of unrecognized compensation cost related to unvested stock options granted by the Company. This unrecognized compensation cost is expected to be recognized over a weighted-average period of 2.83 years. The weighted-average grant date fair value of options granted during the years ended December 31, 2015 and 2014 were $1.44 and $1.25 per share. Compensation Cost. We recognized compensation expense of $0.3 million and $0.5 million for the years ended December 31, 2015 and 2014, respectively. Share-based compensation expense is included in selling, general and administrative expense on the Consolidated Statements of Operations. Costs associated with accelerating the vesting of shares associated with the termination of Mr. Hilliou’s and Mr. Miller’s employment, as described in Note 9, is included in board and executive transition costs on the Consolidated Statements of Operations. We estimated the fair value of each stock option award on the grant date using the Black-Scholes valuation model. Option valuation models require the input of highly subjective assumptions, and changes in assumptions used can materially affect the fair value estimate. Option valuation weighted-average assumptions were as follows: For the year ended December 31, 2015 2014 Expected volatility 51.3% 60.0% Expected dividend yield —% —% Expected term (in years) 4.4 years 3.0 years Weighted average risk free rate 1.34% 0.88% Expected volatility is based on the historical volatility of our stock price. Dividend yield is based on the estimate of annual dividends expected to be paid at the time of the grant. The expected term considers the contractual term of the option as well as historical exercise and forfeiture behavior. The risk-free interest rate is based on the rates in effect on the grant date for U.S. Treasury instruments with maturities matching the relevant expected term of the award. |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING We manage our casinos based on geographic regions within the United States. The casino/resort segments include the Silver Slipper Casino & Hotel in Hancock County, Mississippi; the Rising Star Casino Resort in Rising Sun, Indiana; and the Northern Nevada segment, which consists of the Grand Lodge Casino in Incline Village, Nevada and Stockman’s Casino in Fallon, Nevada. The Development/Management segment includes costs associated with casino-related development and management projects, including our management contract with the Pueblo of Pojoaque that expired in September 2014. The following tables reflect selected operating information for our reporting segments for the year ended December 31, 2015 and 2014 and include a reconciliation of Adjusted Property EBITDA to operating income (loss) and net income (loss): Year Ended December 31, 2015 (In thousands) Casino Operations Northern Nevada Rising Star Casino Resort Silver Slipper Casino & Hotel Development/ Management Corporate Consolidated Revenues, net $ 20,194 $ 47,557 $ 56,837 $ — $ — $ 124,588 Adjusted Property EBITDA $ 3,877 $ 4,005 $ 9,925 $ — $ — $ 17,807 Other operating costs and expenses: Depreciation and amortization 781 2,714 4,383 — 15 7,893 Write-offs, recoveries and asset disposals 80 — 3 — (446 ) (363 ) Pre-opening costs — — 156 — — 156 Corporate expenses — — — — 3,843 3,843 Project development and acquisition costs — — — — 891 891 Stock compensation — — — — 343 343 Operating income (loss) 3,016 1,291 5,383 — (4,646 ) 5,044 Non-operating expense: Interest expense, net of amounts capitalized — (179 ) (18 ) — (6,518 ) (6,715 ) Other 11 — 1 12 Non-operating expense — (168 ) (18 ) — (6,517 ) (6,703 ) Income (loss) before income taxes 3,016 1,123 5,365 — (11,163 ) (1,659 ) Provision (benefit) for income taxes (168 ) (343 ) 307 — (138 ) (342 ) Net income (loss) $ 3,184 $ 1,466 $ 5,058 $ — $ (11,025 ) $ (1,317 ) Year Ended December 31, 2014 (In thousands) Casino Operations Northern Nevada Rising Star Casino Resort Silver Slipper Casino & Hotel Development/ Management Corporate Consolidated Revenues, net $ 21,222 $ 51,110 $ 48,023 $ 1,066 $ — $ 121,421 Adjusted Property EBITDA $ 4,466 $ 2,174 $ 7,501 $ 1,066 $ — $ 15,207 Other operating costs and expenses: Depreciation and amortization 857 2,997 5,312 — 17 9,183 Impairment — 11,547 — — — 11,547 Write-offs, recoveries and asset disposals — 372 — — 152 524 Board and executive transition costs — — — — 2,741 2,741 Corporate expenses — — — — 4,506 4,506 Project development and acquisition costs — — — — 296 296 Stock compensation — — — — 248 248 Operating income (loss) 3,609 (12,742 ) 2,189 1,066 (7,960 ) (13,838 ) Non-operating expense: Interest expense, net of amounts capitalized — (203 ) (12 ) — (6,057 ) (6,272 ) Settlement loss — (1,700 ) (1,700 ) Other (21 ) (25 ) (16 ) — 39 (23 ) Non-operating expense (21 ) (228 ) (28 ) — (7,718 ) (7,995 ) Income (loss) before income taxes 3,588 (12,970 ) 2,161 1,066 (15,678 ) (21,833 ) Provision (benefit) for income taxes 224 (522 ) 222 (23 ) (889 ) (988 ) Net income (loss) $ 3,364 $ (12,448 ) $ 1,939 $ 1,089 $ (14,789 ) $ (20,845 ) Selected balance sheet data as of December 31, 2015 and 2014 is as follows: At December 31, 2015 (In thousands) Casino Operations Northern Nevada Rising Star Casino Resort Silver Slipper Casino & Hotel Development/ Management Corporate Consolidated Total assets $ 12,105 $ 37,086 $ 82,621 $ — $ 10,958 $ 142,770 Property and equipment, net 6,098 31,391 61,150 — 343 98,982 Goodwill 1,809 — 14,671 — — 16,480 Liabilities 1,834 9,979 3,389 — 71,045 86,247 At December 31, 2014 (In thousands) Casino Operations Northern Nevada Rising Star Casino Resort Silver Slipper Casino & Hotel Development/ Management Corporate Consolidated Total assets $ 12,471 $ 39,101 $ 76,898 $ — $ 12,474 $ 140,944 Property and equipment, net 6,656 33,801 54,548 — 35 95,040 Goodwill 1,809 — 14,671 — — 16,480 Liabilities 1,970 11,543 4,182 — 65,752 83,447 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Bronco Billy's Colorado Approval On February 18, 2016, the Colorado Limited Gaming Control Commission approved the Company for the licenses necessary for its pending acquisition of Bronco Billy’s. The Company expects to complete its refinancing and close on the pending acquisition in the second quarter of 2016, subject to obtaining the remaining required regulatory approvals and other customary closing conditions. There is no certainty that the acquisition will be consummated. The Bronco Billy's Purchase Agreement may be terminated by Pioneer Group if the closing has not taken place by May 14, 2016, which includes extensions of up to four 30 -day periods we may exercise to obtain required gaming approvals. We have exercised three of our four 30-day extensions, with the fourth extension due on April 14, 2016. The fourth extension period requires us to increase our deposit by $100,000 . First Lien Credit Facility Amendment Effective March 11, 2016, we entered into the First Lien 6th Amendment to the First Lien Credit Facility, which extended the maturity date for the First Lien Credit Facility from October 1, 2016 to April 1, 2017. Rising Star Casino Resort Capital Lease Amendment On March 16, 2016, our Indiana subsidiary, Gaming Entertainment (Indiana) LLC, entered into the first amendment to its capital lease agreement with Rising Sun/Ohio County First, Inc. The amendment extended the initial term of the lease by four years to October 1, 2027, modified the rent payment schedule, and shall cause Gaming Entertainment (Indiana) LLC to make a minimum of $1 million of capital improvements for the benefit of Rising Star Casino Resort, as defined, by March 31, 2017. The modified rents will be reduced from $77,537 per month as follows: (i) to $48,537 per month from April 2016 through March 2017, (ii) to $56,537 per month from April 2017 through March 2018; (iii) to $57,537 per month from April 2018 through March 2019; and (iv) to $63,537 per month from April 2019 through March 2020. Beginning April 1, 2020 through the end of the lease, the scheduled monthly payment shall be $54,326 . An annual interest rate of 4.5% was applied to the payment schedule from October 1, 2017 through the lease expiration. |
BASIS OF PRESENTATION AND SUM23
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Accounting | Principles of Consolidation and Accounting. The consolidated financial statements include the accounts of Full House and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated. Certain prior-period amounts in the consolidated statements of operations and balance sheets have been reclassified to conform to the current period presentation. These reclassifications had no effect on the previously reported income (loss) from operations or net loss. Except when otherwise required by accounting principles generally accepted in the United States of America (GAAP), we measure all of our assets and liabilities on the historical cost basis of accounting. |
Use of Estimates | Use of Estimates. The consolidated financial statements have been prepared in conformity with GAAP. These principles require the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant accounting estimates include, among other items, valuation of goodwill and impairment of other long-lived assets, allocation of the purchase price associated with our acquisitions, collectability of receivables, the estimated useful lives assigned to our depreciable and amortizable assets, contingencies and litigation, estimated cost of services furnished on a complimentary basis to customers and the estimated liability for unredeemed customer loyalty awards, estimated income tax provisions and evaluation of the future realizability of deferred tax assets. Actual results could differ from those estimates. |
Cash Equivalents | Cash Equivalents. Cash equivalents include cash involved in operations and cash in excess of daily requirements that is invested in highly liquid, short-term investments with initial maturities of three months or less when purchased. |
Inventories | Inventories. Inventories consist primarily of food, beverage and retail items, and are stated at the lower of cost or market value. Costs are determined using the first-in, first-out and the weighted average methods. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments. Fair value measurements affect the Company’s accounting and impairment assessments of its long-lived assets, assets acquired and liabilities assumed in an acquisition, and goodwill and other intangible assets. Fair value measurements also affect the Company’s accounting for certain of its financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: Level 1 inputs, such as quoted prices in an active market; Level 2 inputs, which are observable inputs for similar assets; or Level 3 inputs, which are unobservable inputs. The carrying value of cash and equivalents, accounts receivable and accounts payable approximate fair value because of the short maturity of those instruments. The estimated fair values of our debt approximate the recorded values as of the balance sheet dates presented, based on Level 2 inputs as defined by GAAP consisting of interest rates offered to us for loans with similar maturities and risks. We used Level 3 inputs when assessing the fair value of goodwill, intangible assets and property and equipment. |
Accounts Receivable | Accounts Receivable. Accounts receivable consist primarily of casino, hotel and other receivables, are typically non-interest bearing, and are carried, net of an appropriate collection allowance to approximate fair value. The collections allowance is estimated based on specific review of customer accounts as well as historical collection experience and current economic and business conditions. Accounts are written off when management deems the account to be uncollectible and recoveries of accounts previously written off are recorded when received. |
Property and Equipment | Property and Equipment. We define a fixed asset as a unit of property that: (a) has an economic useful life that extends beyond 12 months; and (b) was acquired or produced for a cost greater than $2,500 for a single asset, or greater than $5,000 for a group of assets, for a specific capital project. Fixed assets are capitalized and depreciated while normal repairs and maintenance are charged to expense. A significant amount of the Company’s property and equipment was acquired through business combinations and therefore recognized at fair value at the acquisition date. Gains or losses on dispositions of property and equipment are included in the determination of income. Certain events or changes in circumstances may indicate that the recoverability of the carrying amount of property, plant and equipment should be assessed, including, among others, a significant decrease in market value, a significant change in the business climate in a particular market, or a current period operating or cash flow loss combined with historical losses or projected future losses. When such events or changes in circumstances are present, we estimate the future cash flows expected to result from the use of the asset (or asset group) and its eventual disposition. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount exceeds the fair value. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets or the term of the lease, whichever is appropriate under the circumstances. We determine the estimated useful lives based on our experience with similar assets, estimated usage of the asset, and industry practice. Whenever events or circumstances occur which change the estimated useful life of an asset, we account for the change prospectively. Depreciation and amortization is provided over the following estimated useful lives: Land improvements 15 years Buildings and improvements 10 to 39 years Furniture, fixtures and equipment 2 to 10 years |
Capitalized Interest | Capitalized Interest. The interest cost associated with major development and construction projects is capitalized and included in the cost of the project. Interest expense is capitalized at the applicable weighted-average borrowing rates of interest and added to the project cost. Interest capitalization ceases once a project is substantially complete or no longer undergoing construction activities to prepare it for its intended use. |
Goodwill and Indefinite-lived Intangible Assets | Goodwill and Indefinite-lived Intangible Assets. Goodwill represents the excess of the purchase price of the Silver Slipper Casino & Hotel, Rising Star Casino Resort and Stockman’s Casino properties over the estimated fair value of their net tangible and other intangible assets on the acquisition date, net of subsequent impairment charges. Our other indefinite-lived intangible assets include certain license rights to conduct gaming in certain jurisdictions and trademarks. Goodwill and other indefinite-lived intangible assets are not amortized, but are periodically tested for impairment. We also periodically review our indefinite-lived assets to determine whether events and circumstances continue to support an indefinite useful life. If it is determined that an indefinite-lived intangible asset has a finite useful life, then the asset is tested for impairment and is subsequently accounted for as a finite-lived intangible asset. We test our goodwill and other indefinite-lived intangible assets for impairment annually during the fourth quarter or when a triggering event occurs, and evaluate goodwill and other indefinite-lived intangible assets using an income approach to value applying a typical discounted cash flows methodology. |
Finite-lived Intangible Assets | Finite-lived Intangible Assets. Our finite-lived intangible assets include customer loyalty programs, land leases and water rights. Finite-lived intangible assets are amortized over the shorter of their contractual or economic lives. We periodically evaluate the remaining useful lives of these intangible assets to determine whether events and circumstances warrant a revision to the remaining period of amortization. We also review our finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. |
Debt Issuance Costs | Debt Issuance Costs. Debt issuance costs include costs incurred in connection with the issuance of debt and are capitalized and amortized over the contractual term of the debt to interest expense using the effective interest method. When our existing debt agreements are modified, we capitalize any new amounts paid and amortize such costs to interest expense using the effective interest method over the terms of the modified debt agreement. |
Revenue Recognition and Promotional Allowances | Revenue Recognition and Promotional Allowances. Casino revenue is the aggregate net difference between gaming wins and losses, with certain liabilities recognized including progressive jackpots, earned customer loyalty incentives, funds deposited by customers before gaming play occurs and for chips and tokens in the customers’ possession. Key performance indicators related to gaming revenue are slot coin-in and table game drop (volume indicators) and “win” or “hold” percentage. Hotel, food and beverage, entertainment and other operating revenues are recognized as these services are performed. Advance deposits on rooms and advance ticket sales are recorded as deferred revenue until services are provided to the customer without regard to whether they are refundable. Sales and similar revenue-linked taxes collected from customers on behalf of, and submitted to, taxing authorities are also excluded from revenue and recorded as a current liability. Net revenues are recognized net of certain sales incentives and, accordingly, cash incentives for gambling activity such as cash back and free play has been netted against gross revenues. The retail value of hotel accommodations, food and beverage items and entertainment provided to guests without charge is included in gross revenues and then deducted as promotional allowances to arrive at net revenues. The estimated costs of providing these promotional allowances are primarily included in casino operating expenses. |
Advertising Costs | Advertising Costs. Costs for advertising are expensed as incurred or the first time the advertising takes place and are included in selling, general and administrative expenses. |
Derivative Instruments - Interest Rate Cap Agreement | Derivative Instruments – Interest Rate Cap Agreement. We adopted the accounting guidance for derivative instruments and hedging activities (ASC Topic 815, “Derivatives and Hedging”), as amended, to account for our interest rate cap. Our interest rate cap agreement is classified as a risk management instrument and management elected not to apply hedge accounting. |
Customer Loyalty Programs | Customer Loyalty Programs. We have customer loyalty programs at each of our properties – the Silver Slipper Casino Players Club, the Rising Star Rewards Club™, the Grand Lodge Players Advantage Club® and the Stockman’s Winner’s Club. Under these programs, customers earn points based on their volume of wagering that may be redeemed for various benefits, such as free play, cash back, complimentary dining, or hotel stays, among others, depending on each property’s specific offers. Unredeemed points are forfeited if the customer becomes and remains inactive for a specified period of time. |
Project Development and Acquisition Costs | Project Development and Acquisition Costs . Project development and acquisition costs consist of amounts expended on potential developments and acquisitions. |
Share-based Compensation | Share-based Compensation. Share-based compensation costs are measured at the grant date, based on the estimated fair value of the award using the Black-Scholes option pricing model for stock options, and based on the closing share price of the Company's stock on the grant date for other share-based awards. The cost is recognized as an expense on a straight-line basis over the employee's requisite service period (the vesting period of the award) net of estimated forfeitures. |
Legal Defense Costs | Legal Defense Costs. We do not accrue for estimated future legal and related defense costs, if any, to be incurred in connection with outstanding or threatened litigation and other disputed matters. Instead, we record such costs as period costs when the related services are rendered. |
Income Taxes | Income Taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are provided against deferred tax assets when it is deemed more likely than not that some portion or all of the deferred tax asset will not be realized within a reasonable time period. Our income tax returns are subject to examination by the Internal Revenue Service (“IRS”) and other tax authorities. Positions taken in tax returns are sometimes subject to uncertainty in the tax laws and may not ultimately be accepted by the IRS or other tax authorities. We assess our tax positions using a two-step process. A tax position is recognized if it meets a “more likely than not” threshold, and is measured at the largest amount of benefit that is greater than fifty percent likely of being realized. Additionally, we recognize accrued interest and penalties, if any, related to unrecognized tax benefits in income tax expense. |
Earnings (loss) per share | Earnings (loss) per share. Earnings (loss) per share is computed by dividing net income (loss) applicable to common stock by the weighted-average number of common shares outstanding during the period. Diluted earnings per share reflects the additional dilution for all potentially-dilutive securities, including stock options and unvested restricted shares using the treasury stock method. |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted. We have reviewed authoritative standards issued after December 31, 2015 and others not yet effective. As a result, we determined that the new standards are not likely to have any significant impact on our future financial statements. |
BASIS OF PRESENTATION AND SUM24
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful lives | Depreciation and amortization is provided over the following estimated useful lives: Land improvements 15 years Buildings and improvements 10 to 39 years Furniture, fixtures and equipment 2 to 10 years |
Schedule of retail value and estimated cost of providing room, food and beverage and other incentives | The amounts in promotional allowances and the estimated cost of such promotional allowances are noted in the tables below: Retail Value of Promotional Allowances (In thousands) Year Ended December 31, 2015 2014 Rooms $ 5,585 $ 4,180 Food and beverage 16,104 12,315 Other incentives 1,351 1,336 $ 23,040 $ 17,831 Costs of Providing Promotional Allowances (In thousands) Year Ended December 31, 2015 2014 Rooms $ 3,659 $ 3,412 Food and beverage 14,040 12,451 Other incentives 1,010 991 $ 18,709 $ 16,854 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | Property and equipment, net consisted of the following (in thousands): December 31, 2015 2014 Land and improvements $ 12,657 $ 11,670 Buildings and improvements 90,636 73,997 Furniture and equipment 31,899 27,951 Construction in progress 13 11,264 135,205 124,882 Less accumulated depreciation (36,223 ) (29,842 ) $ 98,982 $ 95,040 |
Schedule of leased property and equipment | At December 31, 2015 and 2014 , property and equipment under capitalized leases, detailed in the table below (in thousands), is related to the 104-room hotel at Rising Star Casino Resort (Note 7) and is also included in the schedule above. December 31, 2015 2014 Leased land and improvements $ 215 $ 215 Leased buildings and improvements 5,787 5,787 Leased furniture and equipment 1,724 1,717 7,726 7,719 Less accumulated amortization (1,081 ) (582 ) $ 6,645 $ 7,137 |
GOODWILL AND INTANGIBLES (Table
GOODWILL AND INTANGIBLES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | The following tables set forth changes in the carrying value of goodwill by segment: December 31, 2015 (in thousands) Gross Carrying Value Accumulated Impairments Balance at end of the year Northern Nevada $ 5,809 $ (4,000 ) $ 1,809 Rising Star Casino Resort 1,647 (1,647 ) — Silver Slipper Casino & Hotel 14,671 — 14,671 Goodwill, net of accumulated impairment losses $ 22,127 $ (5,647 ) $ 16,480 December 31, 2014 (in thousands) Gross Carrying Value Accumulated Impairments Balance at end of the year Northern Nevada $ 5,809 $ (4,000 ) $ 1,809 Rising Star Casino Resort 1,647 (1,647 ) — Silver Slipper Casino & Hotel 14,671 — 14,671 Goodwill, net of accumulated impairment losses $ 22,127 $ (5,647 ) $ 16,480 |
Schedule of other intangible assets, net | The following tables set forth changes in the carrying value of intangible assets: December 31, 2015 (in thousands) Estimated Life (Years) Gross Carrying Value Accumulated Amortization Accumulated Impairments / Write-offs, Net Intangible Assets, Net Amortizing Intangible Assets: Customer Loyalty Program - Rising Star 3 $ 1,700 $ (1,700 ) $ — $ — Customer Loyalty Program - Silver Slipper 3 5,900 (5,900 ) — — Land Lease and Water Rights - Silver Slipper 46 1,420 (101 ) — 1,319 Non-amortizing Intangible Assets: Gaming License - Rising Star Indefinite 10,034 — (9,900 ) 134 Gaming License – Silver Slipper Indefinite 127 — — 127 Gaming License – Northern Nevada Indefinite 384 — (104 ) 280 Gaming License - Colorado Indefinite 199 — — 199 Trademarks Indefinite 68 — — 68 $ 19,832 $ (7,701 ) $ (10,004 ) $ 2,127 December 31, 2014 (in thousands) Estimated Life (Years) Gross Carrying Value Accumulated Amortization Accumulated Impairments/ Write-offs, Net Intangible Assets, Net Amortizing Intangible Assets: Customer Loyalty Program - Rising Star 3 $ 1,700 $ (1,700 ) $ — $ — Customer Loyalty Program - Silver Slipper 3 5,900 (4,425 ) — 1,475 Land Lease and Water Rights - Silver Slipper 46 1,420 (70 ) — 1,350 Non-amortizing Intangible Assets: Gaming License - Rising Star Indefinite 9,900 — (9,900 ) — Gaming License – Silver Slipper Indefinite 105 — (44 ) 61 Gaming License – Northern Nevada Indefinite 523 — (67 ) 456 Trademarks Indefinite 40 — — 40 $ 19,588 $ (6,195 ) $ (10,011 ) $ 3,382 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of other accrued expenses | Other accrued expenses consisted of the following (in thousands): December 31, 2015 2014 Player club points and progressive jackpots $ 1,667 $ 1,709 Real estate and personal property taxes 909 1,172 Gaming and other taxes 962 789 Gaming related accruals 410 490 Accrued interest 195 159 Other 613 1,094 $ 4,756 $ 5,413 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt, net of current portion | Long-term debt consisted of the following (in thousands): December 31, 2015 2014 First Term Loan, maturing April 1, 2017 (as amended), variable interest rate which averaged 4.75% in 2015 and 2014 $ 46,000 $ 38,631 Revolving Loan, maturing April 1, 2017 (as amended), variable interest rate which averaged 4.75% in 2015 and 2014 2,000 2,000 Second Term Loan, maturing April 1, 2017, variable interest rate (as amended) averaged 14.25% in 2015; interest rate was fixed in 2014 at 14.25% effective July 18, 2014 and fixed at 13.25% prior to July 18, 2014 20,000 20,000 68,000 60,631 Less current portion (6,000 ) (1,337 ) $ 62,000 $ 59,294 |
Schedule of first and second lien leverage ratio and fixed charge coverage ratio | The revised financial covenant ratios, as detailed in the First Lien 5th Amendment and Second Lien 4th Amendment, are stated in the tables below: First Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio Minimum Fixed Charge Coverage Ratio June 30, 2015 through and including September 29, 2015 6.85x 4.85x 1.10x September 30, 2015 through and including December 30, 2015 6.75x 4.75x 1.10x December 31, 2015 through and including March 30, 2016 6.35x 4.35x 1.10x March 31, 2016 through and including June 29, 2016 6.15x 4.15x 1.10x June 30, 2016 through and including September 29, 2016 5.85x 4.00x 1.10x September 30, 2016 and thereafter 5.50x 3.75x 1.10x Second Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio Minimum Fixed Charge Coverage Ratio June 30, 2015 through and including September 29, 2015 7.10x 5.10x 1.00x September 30, 2015 through and including December 30, 2015 7.00x 5.00x 1.00x December 31, 2015 through and including March 30, 2016 6.60x 4.60x 1.00x March 31, 2016 through and including June 29, 2016 6.40x 4.40x 1.00x June 30, 2016 through and including September 29, 2016 6.10x 4.25x 1.00x September 30, 2016 and thereafter 5.75x 4.00x 1.00x |
Schedule of maturities of long-term debt | Scheduled debt repayments based on this amendment for the debt outstanding at December 31, 2015 are as follows, for the annual periods ended December 31 (in thousands): 2016 $ 6,000 2017 62,000 $ 68,000 |
CAPITAL LEASE OBLIGATION (Table
CAPITAL LEASE OBLIGATION (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Leases, Capital [Abstract] | |
Schedule of future minimum lease payments and the present value of such payments related to the capital lease | Future minimum lease payments and the present value of such payments based on this amendment related to the capital lease, as of December 31, 2015, are as follows (in thousands): 2016 $ 592 2017 654 2018 688 2019 744 2020 680 Thereafter 4,455 Total minimum lease payments 7,813 Less: amount representing interest (1,643 ) Present value of minimum lease payments $ 6,170 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of income tax provision | The income tax benefits attributable to our loss before income taxes consisted of the following (in thousands): Year Ended December 31, 2015 2014 Current: Federal $ (631 ) $ (3,436 ) State (62 ) 379 (693 ) (3,057 ) Deferred: Federal 600 7,925 State 12 1,119 Increase in valuation allowance (261 ) (6,975 ) 351 2,069 $ (342 ) $ (988 ) |
Schedule of effective income tax rate reconciliation | A reconciliation of the federal income tax statutory rate and the Company’s effective tax rate is as follows (in thousands): Year Ended December 31, 2015 2014 Percent Amount Percent Amount Federal income tax benefit at U.S. statutory rate 34.0 % $ (564 ) 35.0 % $ (7,641 ) State taxes, net of federal benefit 7.8 % (129 ) 2.6 % (570 ) Change in valuation allowance (15.7 )% 261 (31.9 )% 6,975 Permanent differences (7.3 )% 121 (0.4 )% 92 Credits 5.5 % (91 ) — — Adjustments to beginning deferred balances (3.7 )% 60 (0.2 )% 42 Other — % — (0.6 )% 114 20.6 % $ (342 ) 4.5 % $ (988 ) |
Schedule of deferred tax assets and liabilities | Our deferred tax assets (liabilities) consisted of the following (in thousands): December 31, 2015 2014 Deferred tax assets: Deferred compensation $ 230 $ 238 Depreciation of fixed assets 52 91 Intangible assets and amortization 7,284 7,249 Net operating loss carry-forwards 1,384 — Accrued expenses 441 642 Allowance for doubtful accounts 47 199 Other 134 29 Valuation allowance (7,236 ) (6,975 ) 2,336 1,473 Deferred tax liabilities: Depreciation of fixed assets (772 ) (455 ) Amortization of indefinite lived intangibles (1,276 ) (926 ) Prepaid expenses (1,085 ) (772 ) Effect of state taxes on future federal returns (391 ) (200 ) Other (88 ) (46 ) (3,612 ) (2,399 ) $ (1,276 ) $ (926 ) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of operating leases | The nature of our operating leases includes the following as summarized below: Leased property Expiration Grand Lodge Casino facility August 2023 Land lease of Silver Slipper Casino & Hotel site April 2058 |
Schedule of future minimum lease payments | The Company was obligated under non-cancellable operating leases to make future minimum lease payments as follows (in thousands): 2016 $ 2,722 2017 2,969 2018 3,115 2019 3,074 2020 3,058 Thereafter 40,330 $ 55,268 |
SHARE-BASED BENEFIT PLANS (Tabl
SHARE-BASED BENEFIT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of unvested common stock options | The following table summarizes information related to our common stock options: Number of Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Instrinsic Value Options outstanding at January 1, 2015 943,834 $ 1.25 Granted 620,000 $ 1.44 Exercised — — Canceled/Forfeited — — Options outstanding at December 31, 2015 1,563,834 $ 1.33 9.05 $ 537,610 Options exercisable at December 31, 2015 235,959 $ 1.25 8.91 $ 99,103 |
Schedule of option valuation assumptions | Option valuation weighted-average assumptions were as follows: For the year ended December 31, 2015 2014 Expected volatility 51.3% 60.0% Expected dividend yield —% —% Expected term (in years) 4.4 years 3.0 years Weighted average risk free rate 1.34% 0.88% |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Schedule of selected statement of operations and balance sheet data | The following tables reflect selected operating information for our reporting segments for the year ended December 31, 2015 and 2014 and include a reconciliation of Adjusted Property EBITDA to operating income (loss) and net income (loss): Year Ended December 31, 2015 (In thousands) Casino Operations Northern Nevada Rising Star Casino Resort Silver Slipper Casino & Hotel Development/ Management Corporate Consolidated Revenues, net $ 20,194 $ 47,557 $ 56,837 $ — $ — $ 124,588 Adjusted Property EBITDA $ 3,877 $ 4,005 $ 9,925 $ — $ — $ 17,807 Other operating costs and expenses: Depreciation and amortization 781 2,714 4,383 — 15 7,893 Write-offs, recoveries and asset disposals 80 — 3 — (446 ) (363 ) Pre-opening costs — — 156 — — 156 Corporate expenses — — — — 3,843 3,843 Project development and acquisition costs — — — — 891 891 Stock compensation — — — — 343 343 Operating income (loss) 3,016 1,291 5,383 — (4,646 ) 5,044 Non-operating expense: Interest expense, net of amounts capitalized — (179 ) (18 ) — (6,518 ) (6,715 ) Other 11 — 1 12 Non-operating expense — (168 ) (18 ) — (6,517 ) (6,703 ) Income (loss) before income taxes 3,016 1,123 5,365 — (11,163 ) (1,659 ) Provision (benefit) for income taxes (168 ) (343 ) 307 — (138 ) (342 ) Net income (loss) $ 3,184 $ 1,466 $ 5,058 $ — $ (11,025 ) $ (1,317 ) Year Ended December 31, 2014 (In thousands) Casino Operations Northern Nevada Rising Star Casino Resort Silver Slipper Casino & Hotel Development/ Management Corporate Consolidated Revenues, net $ 21,222 $ 51,110 $ 48,023 $ 1,066 $ — $ 121,421 Adjusted Property EBITDA $ 4,466 $ 2,174 $ 7,501 $ 1,066 $ — $ 15,207 Other operating costs and expenses: Depreciation and amortization 857 2,997 5,312 — 17 9,183 Impairment — 11,547 — — — 11,547 Write-offs, recoveries and asset disposals — 372 — — 152 524 Board and executive transition costs — — — — 2,741 2,741 Corporate expenses — — — — 4,506 4,506 Project development and acquisition costs — — — — 296 296 Stock compensation — — — — 248 248 Operating income (loss) 3,609 (12,742 ) 2,189 1,066 (7,960 ) (13,838 ) Non-operating expense: Interest expense, net of amounts capitalized — (203 ) (12 ) — (6,057 ) (6,272 ) Settlement loss — (1,700 ) (1,700 ) Other (21 ) (25 ) (16 ) — 39 (23 ) Non-operating expense (21 ) (228 ) (28 ) — (7,718 ) (7,995 ) Income (loss) before income taxes 3,588 (12,970 ) 2,161 1,066 (15,678 ) (21,833 ) Provision (benefit) for income taxes 224 (522 ) 222 (23 ) (889 ) (988 ) Net income (loss) $ 3,364 $ (12,448 ) $ 1,939 $ 1,089 $ (14,789 ) $ (20,845 ) Selected balance sheet data as of December 31, 2015 and 2014 is as follows: At December 31, 2015 (In thousands) Casino Operations Northern Nevada Rising Star Casino Resort Silver Slipper Casino & Hotel Development/ Management Corporate Consolidated Total assets $ 12,105 $ 37,086 $ 82,621 $ — $ 10,958 $ 142,770 Property and equipment, net 6,098 31,391 61,150 — 343 98,982 Goodwill 1,809 — 14,671 — — 16,480 Liabilities 1,834 9,979 3,389 — 71,045 86,247 At December 31, 2014 (In thousands) Casino Operations Northern Nevada Rising Star Casino Resort Silver Slipper Casino & Hotel Development/ Management Corporate Consolidated Total assets $ 12,471 $ 39,101 $ 76,898 $ — $ 12,474 $ 140,944 Property and equipment, net 6,656 33,801 54,548 — 35 95,040 Goodwill 1,809 — 14,671 — — 16,480 Liabilities 1,970 11,543 4,182 — 65,752 83,447 |
ORGANIZATION (Details)
ORGANIZATION (Details) $ in Millions | Sep. 27, 2015USD ($) | Dec. 31, 2015Casino |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Number of Casinos | Casino | 3 | |
Bronco Billy's Casino and Hotel | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Consideration transferred | $ | $ 30 |
BASIS OF PRESENTATION AND SUM35
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail Textuals) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Fixed asset capitalization threshold for a single asset, greater than | $ 2,500 | |
Fixed asset capitalization threshold for group of assets, greater than | 5,000 | |
Debt issuance cost | 300,000 | $ 600,000 |
Advertising costs included in selling, general and administrative expenses | 2,000,000 | 1,800,000 |
Liability for estimated cost of benefits included in accrued player club points and progressive jackpots | $ 900,000 | $ 1,000,000 |
Antidilutive securities excluded from EPS calculation (in shares) | 1,563,834 | 943,834 |
Cash | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Restricted trust account | $ 600,000 |
BASIS OF PRESENTATION AND SUM36
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Summary of estimated useful lives (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Land improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 15 years |
Minimum | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 10 years |
Minimum | Furniture, fixtures and equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 2 years |
Maximum | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 39 years |
Maximum | Furniture, fixtures and equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 10 years |
BASIS OF PRESENTATION AND SUM37
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Retail Value and Estimated Cost of Providing Room, Food and Beverage and Other Incentives (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Rooms | $ 1,243 | $ 713 |
Food and beverage | 8,992 | 8,315 |
Other incentives | 1,325 | 1,246 |
Promotional allowances | 23,040 | 17,831 |
Retail Value of Promotional Allowances | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Rooms | 5,585 | 4,180 |
Food and beverage | 16,104 | 12,315 |
Other incentives | 1,351 | 1,336 |
Promotional allowances | 23,040 | 17,831 |
Costs of Providing Promotional Allowances | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Rooms | 3,659 | 3,412 |
Food and beverage | 14,040 | 12,451 |
Other incentives | 1,010 | 991 |
Promotional allowances | $ 18,709 | $ 16,854 |
PROPERTY AND EQUIPMENT, NET - P
PROPERTY AND EQUIPMENT, NET - Property and equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 135,205 | $ 124,882 |
Less accumulated depreciation | (36,223) | (29,842) |
Property and equipment, net of accumulated depreciation | 98,982 | 95,040 |
Land and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 12,657 | 11,670 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 90,636 | 73,997 |
Furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 31,899 | 27,951 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 13 | $ 11,264 |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Detail Textuals) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 135,205 | $ 124,882 | |
Loss on disposals | $ 3 | 372 | |
Rising Star Casino Resort | |||
Property, Plant and Equipment [Line Items] | |||
Loss on disposals | $ 400 | ||
Casino And Resort Operations | Silver Slipper Casino | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 20,500 |
PROPERTY AND EQUIPMENT, NET - L
PROPERTY AND EQUIPMENT, NET - Leased property and equipment (Details 1) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Leased property and equipment gross | $ 7,726 | $ 7,719 |
Less accumulated amortization | (1,081) | (582) |
Leased property and equipment net | 6,645 | 7,137 |
Leased land and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Leased property and equipment gross | 215 | 215 |
Leased buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Leased property and equipment gross | 5,787 | 5,787 |
Leased furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Leased property and equipment gross | $ 1,724 | $ 1,717 |
GOODWILL AND INTANGIBLES (Detai
GOODWILL AND INTANGIBLES (Detail Textuals) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Other Intangibles [Line Items] | ||
Goodwill impairment | $ 0 | $ 1,647,000 |
Growth rate | 1.00% | |
Discount rate | 11.20% | |
Rising Star Casino Resort | ||
Goodwill and Other Intangibles [Line Items] | ||
Goodwill impairment | $ 0 | 1,647,000 |
Gaming license impairment / write-off | $ 9,900,000 |
GOODWILL AND INTANGIBLES (Det42
GOODWILL AND INTANGIBLES (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Goodwill and Other Intangibles [Line Items] | ||
Goodwill, gross | $ 22,127 | $ 22,127 |
Accumulated impairments | (5,647) | (5,647) |
Goodwill | 16,480 | 16,480 |
Stockman's Casino | ||
Goodwill and Other Intangibles [Line Items] | ||
Goodwill, gross | 5,809 | 5,809 |
Accumulated impairments | (4,000) | (4,000) |
Goodwill | 1,809 | 1,809 |
Rising Star Casino Resort | ||
Goodwill and Other Intangibles [Line Items] | ||
Goodwill, gross | 1,647 | 1,647 |
Accumulated impairments | (1,647) | (1,647) |
Goodwill | 0 | 0 |
Silver Slipper Casino | ||
Goodwill and Other Intangibles [Line Items] | ||
Goodwill, gross | 14,671 | 14,671 |
Accumulated impairments | 0 | 0 |
Goodwill | $ 14,671 | $ 14,671 |
GOODWILL AND INTANGIBLES - Othe
GOODWILL AND INTANGIBLES - Other Intangible Assets (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Amortizing Intangible assets: | ||
Intangible Asset, Net | $ 2,127 | $ 3,382 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Intangible Assets, Gross Carrying Value | 19,832 | 19,588 |
Intangible Assets, Accumulated Amortization | (7,701) | (6,195) |
Intangible Assets, Cumulative Expense/(Disposals) | (10,004) | (10,011) |
Intangible Asset, Net | 2,127 | 3,382 |
Gaming License | Northern Nevada | ||
Non-amortizing intangible assets: | ||
Gross Carrying Value | 384 | 523 |
Impairment / Write-offs, Net | (104) | (67) |
Intangible Asset, Net | 280 | 456 |
Gaming License | Colorado | ||
Non-amortizing intangible assets: | ||
Gross Carrying Value | 199 | |
Impairment / Write-offs, Net | 0 | |
Intangible Asset, Net | 199 | |
Trademarks | ||
Non-amortizing intangible assets: | ||
Gross Carrying Value | 68 | 40 |
Impairment / Write-offs, Net | 0 | 0 |
Intangible Asset, Net | 68 | 40 |
Rising Star Casino Resort | Gaming License | ||
Non-amortizing intangible assets: | ||
Gross Carrying Value | 10,034 | 9,900 |
Impairment / Write-offs, Net | (9,900) | (9,900) |
Intangible Asset, Net | $ 134 | $ 0 |
Rising Star Casino Resort | Customer Loyalty Programs | ||
Amortizing Intangible assets: | ||
Estimated Life (years) | 3 years | 3 years |
Gross Carrying Value | $ 1,700 | $ 1,700 |
Accumulated amortization | (1,700) | (1,700) |
Intangible Asset, Net | 0 | 0 |
Silver Slipper Casino | Gaming License | ||
Non-amortizing intangible assets: | ||
Gross Carrying Value | 127 | 105 |
Impairment / Write-offs, Net | 0 | (44) |
Intangible Asset, Net | $ 127 | $ 61 |
Silver Slipper Casino | Customer Loyalty Programs | ||
Amortizing Intangible assets: | ||
Estimated Life (years) | 3 years | 3 years |
Gross Carrying Value | $ 5,900 | $ 5,900 |
Accumulated amortization | (5,900) | (4,425) |
Intangible Asset, Net | $ 0 | $ 1,475 |
Silver Slipper Casino | Land Lease and Water Rights | ||
Amortizing Intangible assets: | ||
Estimated Life (years) | 46 years | 46 years |
Gross Carrying Value | $ 1,420 | $ 1,420 |
Accumulated amortization | (101) | (70) |
Intangible Asset, Net | $ 1,319 | $ 1,350 |
GOODWILL AND INTANGIBLES - Cust
GOODWILL AND INTANGIBLES - Customer Loyalty Programs (Details) - Customer Loyalty Programs - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Silver Slipper Casino | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Value of intangible assets | $ 5,900 | $ 5,900 |
Estimated Life (years) | 3 years | 3 years |
Rising Star Casino Resort | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Value of intangible assets | $ 1,700 | $ 1,700 |
Estimated Life (years) | 3 years | 3 years |
GOODWILL AND INTANGIBLES - Land
GOODWILL AND INTANGIBLES - Land Lease and Water Rights (Details) $ in Millions | Dec. 31, 2015USD ($) | Nov. 30, 2004a |
Protected Marshland | ||
Goodwill and Other Intangibles [Line Items] | ||
Area of land | 31 | |
Casino parcel | ||
Goodwill and Other Intangibles [Line Items] | ||
Area of land | 7 | |
Silver Slipper Casino Venture, LLC | ||
Goodwill and Other Intangibles [Line Items] | ||
Area of land | 38 | |
Silver Slipper Casino Venture, LLC | Cure Land Company, LLC | Land Lease and Water Rights | ||
Goodwill and Other Intangibles [Line Items] | ||
Excess fair value of land over estimated net present value of land lease payments | $ | $ 1 | |
Fair value of water rights based on current market rate | $ | $ 0.4 |
GOODWILL AND INTANGIBLES - Gami
GOODWILL AND INTANGIBLES - Gaming License (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2011 | |
Gaming License | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Expense related to write-off of license | $ 0.1 | $ 10.2 | |
Rising Star Casino Resort | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Gaming license impairment / write-off | $ 9.9 | ||
Rising Star Casino Resort | Gaming License | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Costs for a new license | $ 9.9 |
GOODWILL AND INTANGIBLES - Curr
GOODWILL AND INTANGIBLES - Current & Future Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 1,500 | $ 2,100 |
2,016 | 31 | |
2,017 | 31 | |
2,018 | 31 | |
2,019 | 31 | |
2,020 | 31 | |
Thereafter | $ 1,300 |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accrued Liabilities, Current [Abstract] | ||
Player club points and progressive jackpots | $ 1,667 | $ 1,709 |
Real estate and personal property taxes | 909 | 1,172 |
Gaming and other taxes | 962 | 789 |
Gaming related accruals | 410 | 490 |
Accrued interest | 195 | 159 |
Other | 613 | 1,094 |
Accrued liabilities Total | $ 4,756 | $ 5,413 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Jul. 18, 2014 | Jul. 17, 2014 |
Debt Instrument [Line Items] | ||||
Total | $ 68,000 | $ 60,631 | ||
Less current portion | (6,000) | (1,337) | ||
Long-term debt, net of current portion | 62,000 | 59,294 | ||
Term loan agreement maturing on April 1, 2017 | ||||
Debt Instrument [Line Items] | ||||
Total | $ 46,000 | $ 38,631 | ||
Interest rate during quarter and year end | 4.75% | 4.75% | ||
Revolving Loan, maturing April 1, 2017 | ||||
Debt Instrument [Line Items] | ||||
Total | $ 2,000 | $ 2,000 | ||
Interest rate during quarter and year end | 4.75% | 4.75% | ||
Second Term Loan, maturing April 1, 2017 | ||||
Debt Instrument [Line Items] | ||||
Total | $ 20,000 | $ 20,000 | ||
Interest rate during quarter and year end | 14.25% | 14.25% | 13.25% |
LONG-TERM DEBT - First and Seco
LONG-TERM DEBT - First and Second Lien Credit Agreements (Detail Textuals) - USD ($) | Jul. 18, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Jun. 30, 2015 | May. 31, 2015 | Jun. 30, 2014 | Dec. 31, 2012 |
Line of Credit Facility [Line Items] | ||||||||
Cash and equivalents | $ 14,574,000 | $ 15,639,000 | ||||||
First Lien Credit Agreement | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Interest rate during period | 4.75% | |||||||
Applicable margin rate | 3.75% | |||||||
Interest Rate Description | We have elected to pay interest on the First Lien Credit Facility based on the greater of the elected London Interbank Offered Rate (“LIBOR”) rate or 1.0%, plus a margin rate. LIBOR rate elections can be made based on a 30-day, 60-day, 90-day or 180-day LIBOR, and margins are adjusted quarterly. | |||||||
First Lien Credit Agreement | Term Loan | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | $ 10,000,000 | |||||||
First Lien Credit Agreement | Term Loan | 1st Amendment | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Decrease in stated percentage of interest rate | 1.00% | |||||||
First Lien Credit Agreement | Construction Loans | 2nd Amendment | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | $ 10,000,000 | |||||||
First Lien Credit Agreement | Construction Loans | 3rd Amendment | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | 10,000,000 | |||||||
First Lien Credit Agreement | Construction Loans | 4th Amendment | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | $ 10,000,000 | |||||||
First Lien Credit Agreement | Capital One Bank | Term Loan | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | $ 56,300,000 | |||||||
Quarterly principal payment | 1,500,000 | |||||||
First Lien Credit Agreement | Capital One Bank | Construction Loans | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | 10,000,000 | |||||||
Quarterly principal payment | $ 250,000 | |||||||
First Lien Credit Agreement | Capital One Bank | Revolving Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | 5,000,000 | |||||||
Second Lien Credit Agreement | ABC Funding LLC | Term Loan | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | $ 20,000,000 | |||||||
Second Lien Credit Agreement | ABC Funding LLC | Term Loan | 2nd Amendment | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Increase in stated interest rate | 1.00% | |||||||
Fixed rate percentage | 14.25% | |||||||
Minimum | Second Lien Credit Agreement | ABC Funding LLC | Term Loan | 4th Amendment | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Fixed rate percentage | 13.25% | |||||||
Maximum | Second Lien Credit Agreement | ABC Funding LLC | Term Loan | 4th Amendment | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Fixed rate percentage | 15.25% | |||||||
Casino And Resort Operations | Silver Slipper Casino | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Retainage Deposit | $ 569,000 |
LONG-TERM DEBT - Covenants (Det
LONG-TERM DEBT - Covenants (Details 2) | 12 Months Ended |
Dec. 31, 2015 | |
First Lien Credit Agreement | June 30, 2015 through and including September 29, 2015 | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 6.85 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 4.85 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1.10 |
First Lien Credit Agreement | September 30, 2015 through and including December 30, 2015 | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 6.75 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 4.75 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1.10 |
First Lien Credit Agreement | December 31, 2015 through and including March 30, 2016 | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 6.35 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 4.35 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1.10 |
First Lien Credit Agreement | March 31 2016 Through And Including June 29, 2016 | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 6.15 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 4.15 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1.10 |
First Lien Credit Agreement | June 30, 2016 Through And Including September 29, 2016 | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 5.85 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 4 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1.10 |
First Lien Credit Agreement | September 30, 2016 And Thereafter | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 5.50 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 3.75 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1.10 |
Second Lien Credit Agreement | June 30, 2015 through and including September 29, 2015 | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 7.10 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 5.10 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1 |
Second Lien Credit Agreement | September 30, 2015 through and including December 30, 2015 | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 7 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 5 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1 |
Second Lien Credit Agreement | December 31, 2015 through and including March 30, 2016 | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 6.60 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 4.60 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1 |
Second Lien Credit Agreement | March 31 2016 Through And Including June 29, 2016 | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 6.40 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 4.40 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1 |
Second Lien Credit Agreement | June 30, 2016 Through And Including September 29, 2016 | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 6.10 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 4.25 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1 |
Second Lien Credit Agreement | September 30, 2016 And Thereafter | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Leverage Ratio, Maximum | 5.75 |
Debt Instrument, Covenant, First Lien Leverage Ratio, Maximum | 4 |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum | 1 |
Minimum | First And Second Lien Credit Agreement | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Capital Expenditure Ratio | 1.50% |
Maximum | First And Second Lien Credit Agreement | |
Line Of Credit Facility [Line Items] | |
Debt Instrument, Covenant, Capital Expenditure Ratio | 5.00% |
LONG-TERM DEBT - Scheduled matu
LONG-TERM DEBT - Scheduled maturities of long-term debt (Details 1) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Disclosure [Abstract] | ||
2,016 | $ 6,000 | |
2,017 | 62,000 | |
Total | $ 68,000 | $ 60,631 |
CAPITAL LEASE OBLIGATION (Detai
CAPITAL LEASE OBLIGATION (Detail Textuals) - Rising Sun/Ohio County First, Inc [Member] - Rising Star Casino Resort | Oct. 01, 2017 | Dec. 31, 2015USD ($)Room | Sep. 30, 2017 |
Capital Leased Assets [Line Items] | |||
Number of rooms | Room | 104 | ||
Capital lease monthly payment | $ 77,537 | ||
Annual interest rate | 2.50% | ||
Term of capital lease | 10 years | ||
Total project costs | $ 7,700,000 | ||
Option price | 6,200,000 | ||
Option price at lease maturity | $ 1 | ||
Scenario, Forecast | |||
Capital Leased Assets [Line Items] | |||
Annual interest rate | 4.50% | 3.50% |
CAPITAL LEASE OBLIGATION - Futu
CAPITAL LEASE OBLIGATION - Future minimum lease payments and present value (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Leases, Capital [Abstract] | |
2,016 | $ 592 |
2,017 | 654 |
2,018 | 688 |
2,019 | 744 |
2,020 | 680 |
Thereafter | 4,455 |
Total minimum lease payments | 7,813 |
Less: amount representing interest | (1,643) |
Present value of minimum lease payments | $ 6,170 |
DERIVATIVE INSTRUMENTS AND HE55
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITY (Detail Textuals) - Interest rate swap agreement - First Lien Credit Agreement - Capital One Bank - USD ($) | Oct. 01, 2014 | Nov. 02, 2012 |
Derivative [Line Items] | ||
Derivative liability, notional amount | $ 14,750,000 | $ 15,000,000 |
Percentage of prepaid interest rate | 1.50% | 1.50% |
BOARD AND EXECUTIVE TRANSITIO56
BOARD AND EXECUTIVE TRANSITION COSTS (Detail Textuals) | Nov. 28, 2014USD ($)AppointmentDirectorVacancy | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jan. 09, 2015shares |
Board And Executive Transition Costs [Line Items] | ||||
Reimbursement of expenses in connection with solicitation | $ 215,000 | |||
Mr. Hilliou | ||||
Board And Executive Transition Costs [Line Items] | ||||
Payments for severance cost | $ 644,724 | |||
Mr. Miller | ||||
Board And Executive Transition Costs [Line Items] | ||||
Payments for severance cost | $ 599,830 | |||
Settlement agreement | ||||
Board And Executive Transition Costs [Line Items] | ||||
Fees related to board and executive transition | $ 1,000,000 | |||
Legal fees | 500,000 | |||
Reimbursement of board expenses | $ 200,000 | |||
Existing number of directors | Director | 5 | |||
Increased number of directors | Director | 9 | |||
Number of vacancies on board of directors | Vacancy | 4 | |||
Number of vacancies on board of directors after resignation | Director | 2 | |||
New number of appointment to fill vacancies on board | Appointment | 6 | |||
Current size of board of directors | Director | 8 | |||
Separation agreement | Restricted Stock | Mr. Hilliou | ||||
Board And Executive Transition Costs [Line Items] | ||||
Number of restricted stock outstanding | shares | 60,000 | |||
Separation agreement | Restricted Stock | Mr. Miller | ||||
Board And Executive Transition Costs [Line Items] | ||||
Number of restricted stock outstanding | shares | 60,000 |
SETTLEMENTS AND TERMINATED PR57
SETTLEMENTS AND TERMINATED PROJECTS (Detail Textuals) | Nov. 17, 2014USD ($) | Aug. 21, 2014USD ($) | Jul. 31, 2015USD ($)Installment | Apr. 30, 2015USD ($) | Nov. 30, 2014USD ($) | Mar. 29, 2016USD ($) | Aug. 21, 2014USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Terminated Projects And Settlement Loss [Line Items] | |||||||||
Litigation settlement amount | $ 500,000 | ||||||||
Number of installments | Installment | 2 | ||||||||
Proceeds from legal settlement | $ 250,000 | ||||||||
Collection fees | 50,000 | ||||||||
Proposed assessment including interest and penalties | $ 1,600,000 | ||||||||
Loss in period | $ 237,000 | ||||||||
Registration costs | $ 300,000 | $ 600,000 | |||||||
Keeneland Association, Inc | Contract Termination | |||||||||
Terminated Projects And Settlement Loss [Line Items] | |||||||||
Receipt of funds related to termination of agreements | $ 200,000 | ||||||||
Majestic Star Purchase Agreement | Star Casino Llc | |||||||||
Terminated Projects And Settlement Loss [Line Items] | |||||||||
Reimbursement of fees | $ 250,000 | ||||||||
Subsequent Event | |||||||||
Terminated Projects And Settlement Loss [Line Items] | |||||||||
Proceeds from legal settlement | $ 200,000 | ||||||||
Litigation settlement receivable | $ 50,000 | ||||||||
Collectibility of Receivables | |||||||||
Terminated Projects And Settlement Loss [Line Items] | |||||||||
Damages sought | $ 662,000 | ||||||||
Unconsummated Business Acquisition | |||||||||
Terminated Projects And Settlement Loss [Line Items] | |||||||||
Deposits forfeited due to settlement of dispute | $ 1,700,000 | ||||||||
Acquisition related fees | $ 900,000 | ||||||||
Registration costs | $ 600,000 | ||||||||
Ohio County | State and Local Jurisdiction | |||||||||
Terminated Projects And Settlement Loss [Line Items] | |||||||||
Real property tax assessment refund from settlement | $ 1,352,937 |
INCOME TAXES - Income tax provi
INCOME TAXES - Income tax provision (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Current: | ||
Federal | $ (631) | $ (3,436) |
State | (62) | 379 |
Total current income tax | (693) | (3,057) |
Deferred: | ||
Federal | 600 | 7,925 |
State | 12 | 1,119 |
Increase in valuation allowance | (261) | (6,975) |
Total deferred income tax | 351 | 2,069 |
Total income tax provision, amount | $ (342) | $ (988) |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of income tax provision relative to continuing operations (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | ||
Tax provision at U.S. statutory rate, percent | 34.00% | 35.00% |
State taxes, net of federal benefit, percent | 7.80% | 2.60% |
Change in valuation allowance, percent | (15.70%) | (31.90%) |
Permanent differences, percent | (7.30%) | (0.40%) |
Credits, percent | 5.50% | (0.00%) |
Adjustments to beginning deferred balances, percent | (3.70%) | (0.20%) |
Other, percent | 0.00% | (0.60%) |
Total income tax provision, percent | 20.60% | 4.50% |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||
Tax provision at U.S. statutory rate, amount | $ (564) | $ (7,641) |
State taxes, net of federal benefit, amount | (129) | (570) |
Increase in valuation allowance | (261) | (6,975) |
Permanent differences, amount | 121 | 92 |
Credits, amount | (91) | 0 |
Adjustments to beginning deferred balances, amount | 60 | 42 |
Other, amount | 0 | 114 |
Total income tax provision, amount | $ (342) | $ (988) |
INCOME TAXES - Deferred tax ass
INCOME TAXES - Deferred tax assets (liabilities) (Details 2) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Deferred compensation | $ 230 | $ 238 |
Depreciation of fixed assets | 52 | 91 |
Intangible assets and amortization | 7,284 | 7,249 |
Net operating loss carry-forwards | 1,384 | 0 |
Accrued expenses | 441 | 642 |
Allowance for doubtful accounts | 47 | 199 |
Other | 134 | 29 |
Valuation allowance | (7,236) | (6,975) |
Total deferred tax assets | 2,336 | 1,473 |
Deferred tax liabilities: | ||
Depreciation of fixed assets | (772) | (455) |
Amortization of indefinite lived intangibles | (1,276) | (926) |
Prepaid expenses | (1,085) | (772) |
Effect of state taxes on future federal returns | (391) | (200) |
Other | (88) | (46) |
Total deferred tax liabilities | (3,612) | (2,399) |
Total deferred tax assets (liabilities) | $ (1,276) | $ (926) |
INCOME TAXES (Detail Textuals)
INCOME TAXES (Detail Textuals) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Loss Carryforwards [Line Items] | ||
Income tax refund | $ 3,983 | $ 2,370 |
Valuation allowance | 261 | 6,975 |
Deferred tax liabilities relating to goodwill and other indefinite-lived intangibles | 1,276 | 926 |
Income tax and other receivables | 334 | $ 3,095 |
General Business Tax Credit Carryforward | ||
Operating Loss Carryforwards [Line Items] | ||
General business credit carry-forward | 100 | |
Domestic Tax Authority | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forwards | $ 3,100 | |
Operating loss carry-forwards, period | 20 years | |
Domestic Tax Authority | Internal Revenue Service (IRS) | ||
Operating Loss Carryforwards [Line Items] | ||
Income tax refund | $ 3,700 | |
State and Local Jurisdiction | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forwards | $ 4,800 | |
Operating loss carry-forwards, period | 20 years |
COMMITMENTS AND CONTINGENCIES62
COMMITMENTS AND CONTINGENCIES (Detail Textuals 1) | Jan. 01, 2018USD ($) | Jan. 01, 2017USD ($) | Jun. 01, 2016USD ($) | Dec. 16, 2015USD ($)Room | Sep. 27, 2015USD ($)option | May. 14, 2016USD ($) | Sep. 30, 2015USD ($)a | Dec. 31, 2015USD ($)a | Dec. 31, 2014USD ($) | Dec. 31, 2013 | Aug. 31, 2015USD ($) | Nov. 30, 2004a |
Commitments and Contingencies [Line Items] | ||||||||||||
Rent expenses of operating lease | $ 3,100,000 | $ 2,900,000 | ||||||||||
Proposed development | $ 650,000,000 | |||||||||||
Defined Contribution Pension Plan | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Matching contributions and certain other benefits | 300,000 | $ 300,000 | ||||||||||
Percentage of additional employer matching contribution | 50.00% | |||||||||||
Percentage of annual contributions per employee | 4.00% | 3.00% | ||||||||||
Percentage of employer contribution | 50.00% | 100.00% | ||||||||||
Percentage of additional annual contributions per employee | 2.00% | |||||||||||
Positive Outcome of Litigation | Pending Litigation | Case Vs. Silver Slipper Casino And Hotel Contractor And Architect | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Gain contingency amount | $ 1,600,000 | |||||||||||
Bronco Billy's Casino and Hotel | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Consideration transferred | $ 30,000,000 | |||||||||||
Earnest money deposit | $ 2,500,000 | |||||||||||
Number of extension options | option | 4 | |||||||||||
Extension option term | 30 days | |||||||||||
Potential increase in earnest deposit money for 4th extension | $ 100,000 | |||||||||||
Protected Marshland | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Area of land | a | 31 | |||||||||||
Casino parcel | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Area of land | a | 7 | |||||||||||
Scenario, Forecast | Bronco Billy's Casino and Hotel | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Consideration transferred | $ 30,000,000 | |||||||||||
Grand Lodge Casino facility | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Rent expenses of operating lease | 1,500,000 | 1,500,000 | ||||||||||
Lease renewal term | 5 years | |||||||||||
Capital expenditure requirement, gaming devices and equipment | $ 1,500,000 | |||||||||||
Capital expenditure requirement, tenant improvements | $ 3,500,000 | |||||||||||
Number of rooms | Room | 4 | |||||||||||
Monthly rent | $ 125,000 | |||||||||||
Grand Lodge Casino facility | Scenario, Forecast | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Termination clause period | 6 months | |||||||||||
Monthly rent | $ 166,667 | $ 145,833 | $ 41,667 | |||||||||
Silver Slipper Casino | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Area of land | a | 38 | |||||||||||
Silver Slipper Casino | Land Lease Agreement | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Rent expenses of operating lease | $ 1,200,000 | 1,000,000 | ||||||||||
Area of land | a | 7 | |||||||||||
Monthly rent | $ 77,500 | |||||||||||
Percent of gross gaming revenue | 3.00% | |||||||||||
Gross gaming revenue, more than | $ 3,650,000 | |||||||||||
Contingent rental expense | $ 200,000 | $ 60,000 | ||||||||||
Purchase price of Purchase Option of land leases | $ 15,500,000 | |||||||||||
Retained interest in percentages of net income | 3.00% | |||||||||||
Purchase option, retained interest in percent of net income, term | 10 years | |||||||||||
New purchase price if change in ownership of Silver Slipper | $ 17,100,000 | |||||||||||
Value of land purchase option | $ 2,000,000 | |||||||||||
Silver Slipper Casino | Land Lease Agreement | Protected Marshland | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Area of land | a | 31 | |||||||||||
Silver Slipper Casino | Land Lease Agreement | Casino parcel | ||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||
Land subject to purchase option | a | 4 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Future minimum lease payments (Details 1) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 2,722 |
2,017 | 2,969 |
2,018 | 3,115 |
2,019 | 3,074 |
2,020 | 3,058 |
Thereafter | 40,330 |
Operating leases, future minimum payments due | $ 55,268 |
SHARE-BASED BENEFIT PLANS (Deta
SHARE-BASED BENEFIT PLANS (Detail Textuals) - USD ($) $ / shares in Units, $ in Millions | May. 05, 2015 | Jan. 31, 2015 | Nov. 30, 2014 | Jan. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock compensation expense | $ 0.3 | $ 0.5 | ||||
Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of stock options granted | 320,000 | 620,000 | ||||
Shares granted in period (in USD per share) | $ 1.51 | $ 1.44 | ||||
Vesting period of remaining shares | 3 years | |||||
Number of remaining shares to be vested in year (in shares) | 235,959 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 0.6 | |||||
Weighted-average period of unrecognized compensation cost expected to be recognized | 2 years 9 months 29 days | |||||
Weighted average value per share of stock option grants (in USD per share) | $ 1.44 | $ 1.25 | ||||
Director | Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued during period | 92,715 | |||||
Chief Executive Officer | First anniversary | Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage of stock options | 25.00% | |||||
Chief Executive Officer | Monthly after first anniversary | Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage of stock options | 0.02083% | |||||
Chief Executive Officer | Daniel R. Lee | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of stock options granted | 943,834 | |||||
Chief Financial Officer | First anniversary | Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage of stock options | 25.00% | |||||
Chief Financial Officer | Monthly after first anniversary | Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage of stock options | 0.02083% | |||||
Chief Financial Officer | Lewis Fanger | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of stock options granted | 300,000 | |||||
Equity Incentive Plan 2015 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares available for future issuance | 987,285 | |||||
Equity Incentive Plan 2015 | Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Term of awards | 10 years | |||||
Equity Incentive Plan 2015 | Directors Employees And Consultants | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares authorized for issuance | 1,400,000 |
SHARE-BASED BENEFIT PLANS - Sum
SHARE-BASED BENEFIT PLANS - Summarizes information related to our common stock options (Details 1) - Stock options - USD ($) | May. 05, 2015 | Dec. 31, 2015 |
Number of Stock Options | ||
Options outstanding, beginning of period (in shares) | 943,834 | |
Granted (in shares) | 320,000 | 620,000 |
Exercised (in shares) | 0 | |
Canceled/Forfeited (in shares) | 0 | |
Options outstanding, end of period (in shares) | 1,563,834 | |
Options exercisable at December 31, 2015 (in shares) | 235,958.5000 | |
Weighted Average Exercise Price | ||
Options outstanding, beginning of period (in USD per share) | $ 1.25 | |
Granted (in USD per share) | $ 1.51 | 1.44 |
Exercised (in USD per share) | 0 | |
Canceled/Forfeited (in USD per share) | 0 | |
Options outstanding, end of period (in USD per share) | 1.33 | |
Options exercisable at December 31, 2015 (in USD per share) | $ 1.25 | |
Options outstanding, weighted average remaining contractual term | 9 years 18 days | |
Options outstanding, aggregate intrinsic value | $ 537,610 | |
Options exercisable, weighted average remaining contractual term | 8 years 10 months 28 days | |
Options exercisable, aggregate intrinsic value | $ 99,103 |
SHARE-BASED BENEFIT PLANS - Opt
SHARE-BASED BENEFIT PLANS - Option valuation assumptions for options granted (Details 2) - Stock options | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 51.30% | 60.00% |
Expected dividend yield | 0.00% | 0.00% |
Expected life (in years) | 4 years 4 months 24 days | 3 years |
Weighted average risk free rate | 1.34% | 0.88% |
SEGMENT REPORTING - Selected st
SEGMENT REPORTING - Selected statement of operations data (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 124,588 | $ 121,421 |
Adjusted Property EBITDA | 17,807 | 15,207 |
Depreciation and amortization | 7,893 | 9,183 |
Write-offs, recoveries and asset disposals | (363) | 524 |
Pre-opening costs | 156 | |
Board and executive transition costs | 0 | 2,741 |
Corporate expenses | 3,843 | 4,506 |
Project development and acquisition costs | 891 | 296 |
Stock compensation | 343 | 248 |
Impairments | 0 | 11,547 |
Operating income (loss) | 5,044 | (13,838) |
Interest expense, net of amounts capitalized | (6,715) | (6,272) |
Settlement loss | (1,700) | |
Other | 12 | (23) |
Total other expense | (6,703) | (7,995) |
Loss before income taxes | (1,659) | (21,833) |
Provision (benefit) for income taxes | (342) | (988) |
Net loss | (1,317) | (20,845) |
Operating Segments | Northern Nevada | ||
Segment Reporting Information [Line Items] | ||
Revenues | 20,194 | 21,222 |
Adjusted Property EBITDA | 3,877 | 4,466 |
Depreciation and amortization | 781 | 857 |
Write-offs, recoveries and asset disposals | 80 | 0 |
Pre-opening costs | 0 | |
Board and executive transition costs | 0 | |
Corporate expenses | 0 | 0 |
Project development and acquisition costs | 0 | 0 |
Stock compensation | 0 | 0 |
Impairments | 0 | |
Operating income (loss) | 3,016 | 3,609 |
Interest expense, net of amounts capitalized | 0 | 0 |
Settlement loss | 0 | |
Other | (21) | |
Total other expense | 0 | (21) |
Loss before income taxes | 3,016 | 3,588 |
Provision (benefit) for income taxes | (168) | 224 |
Net loss | 3,184 | 3,364 |
Operating Segments | Development / Management | ||
Segment Reporting Information [Line Items] | ||
Revenues | 0 | 1,066 |
Adjusted Property EBITDA | 0 | 1,066 |
Depreciation and amortization | 0 | 0 |
Write-offs, recoveries and asset disposals | 0 | 0 |
Pre-opening costs | 0 | |
Board and executive transition costs | 0 | |
Corporate expenses | 0 | 0 |
Project development and acquisition costs | 0 | 0 |
Stock compensation | 0 | 0 |
Impairments | 0 | |
Operating income (loss) | 0 | 1,066 |
Interest expense, net of amounts capitalized | 0 | 0 |
Other | 0 | |
Total other expense | 0 | 0 |
Loss before income taxes | 0 | 1,066 |
Provision (benefit) for income taxes | 0 | (23) |
Net loss | 0 | 1,089 |
Operating Segments | Rising Star Casino Resort | Casino And Resort Operations | ||
Segment Reporting Information [Line Items] | ||
Revenues | 47,557 | 51,110 |
Adjusted Property EBITDA | 4,005 | 2,174 |
Depreciation and amortization | 2,714 | 2,997 |
Write-offs, recoveries and asset disposals | 0 | 372 |
Pre-opening costs | 0 | |
Board and executive transition costs | 0 | |
Corporate expenses | 0 | 0 |
Project development and acquisition costs | 0 | 0 |
Stock compensation | 0 | 0 |
Impairments | 11,547 | |
Operating income (loss) | 1,291 | (12,742) |
Interest expense, net of amounts capitalized | (179) | (203) |
Other | 11 | (25) |
Total other expense | (168) | (228) |
Loss before income taxes | 1,123 | (12,970) |
Provision (benefit) for income taxes | (343) | (522) |
Net loss | 1,466 | (12,448) |
Operating Segments | Silver Slipper Casino | Casino And Resort Operations | ||
Segment Reporting Information [Line Items] | ||
Revenues | 56,837 | 48,023 |
Adjusted Property EBITDA | 9,925 | 7,501 |
Depreciation and amortization | 4,383 | 5,312 |
Write-offs, recoveries and asset disposals | 3 | 0 |
Pre-opening costs | 156 | |
Board and executive transition costs | 0 | |
Corporate expenses | 0 | 0 |
Project development and acquisition costs | 0 | 0 |
Stock compensation | 0 | 0 |
Impairments | 0 | |
Operating income (loss) | 5,383 | 2,189 |
Interest expense, net of amounts capitalized | (18) | (12) |
Other | 0 | (16) |
Total other expense | (18) | (28) |
Loss before income taxes | 5,365 | 2,161 |
Provision (benefit) for income taxes | 307 | 222 |
Net loss | 5,058 | 1,939 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Revenues | 0 | 0 |
Adjusted Property EBITDA | 0 | 0 |
Depreciation and amortization | 15 | 17 |
Write-offs, recoveries and asset disposals | (446) | 152 |
Pre-opening costs | 0 | |
Board and executive transition costs | 2,741 | |
Corporate expenses | 3,843 | 4,506 |
Project development and acquisition costs | 891 | 296 |
Stock compensation | 343 | 248 |
Impairments | 0 | |
Operating income (loss) | (4,646) | (7,960) |
Interest expense, net of amounts capitalized | (6,518) | (6,057) |
Settlement loss | (1,700) | |
Other | 1 | 39 |
Total other expense | (6,517) | (7,718) |
Loss before income taxes | (11,163) | (15,678) |
Provision (benefit) for income taxes | (138) | (889) |
Net loss | $ (11,025) | $ (14,789) |
SEGMENT REPORTING - Selected ba
SEGMENT REPORTING - Selected balance sheet data (Details 1) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 142,770 | $ 140,944 |
Property and equipment, net | 98,982 | 95,040 |
Goodwill | 16,480 | 16,480 |
Liabilities | 86,247 | 83,447 |
Operating Segments | Northern Nevada | ||
Segment Reporting Information [Line Items] | ||
Total assets | 12,105 | 12,471 |
Property and equipment, net | 6,098 | 6,656 |
Goodwill | 1,809 | 1,809 |
Liabilities | 1,834 | 1,970 |
Operating Segments | Development / Management | ||
Segment Reporting Information [Line Items] | ||
Total assets | 0 | 0 |
Property and equipment, net | 0 | 0 |
Goodwill | 0 | 0 |
Liabilities | 0 | 0 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Total assets | 10,958 | 12,474 |
Property and equipment, net | 343 | 35 |
Goodwill | 0 | 0 |
Liabilities | 71,045 | 65,752 |
Silver Slipper Casino | ||
Segment Reporting Information [Line Items] | ||
Goodwill | 14,671 | 14,671 |
Silver Slipper Casino | Operating Segments | Casino And Resort Operations | ||
Segment Reporting Information [Line Items] | ||
Total assets | 82,621 | 76,898 |
Property and equipment, net | 61,150 | 54,548 |
Goodwill | 14,671 | 14,671 |
Liabilities | 3,389 | 4,182 |
Rising Star Casino Resort | ||
Segment Reporting Information [Line Items] | ||
Goodwill | 0 | 0 |
Rising Star Casino Resort | Operating Segments | Casino And Resort Operations | ||
Segment Reporting Information [Line Items] | ||
Total assets | 37,086 | 39,101 |
Property and equipment, net | 31,391 | 33,801 |
Goodwill | 0 | 0 |
Liabilities | $ 9,979 | $ 11,543 |
SUBSEQUENT EVENTS (Detail Textu
SUBSEQUENT EVENTS (Detail Textuals) | Apr. 01, 2020USD ($) | Mar. 16, 2016USD ($) | Sep. 27, 2015USD ($)option | Mar. 29, 2016option | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2015USD ($) |
Rising Star Casino Resort | |||||||||
Subsequent Event [Line Items] | |||||||||
Monthly rent | $ 77,537 | ||||||||
Subsequent Event | Rising Star Casino Resort | |||||||||
Subsequent Event [Line Items] | |||||||||
Lease renewal term | 4 years | ||||||||
Capital expenditure requirement, tenant improvements | $ 1,000,000 | ||||||||
Interest rate | 4.50% | ||||||||
Subsequent Event | Scenario, Forecast | Rising Star Casino Resort | |||||||||
Subsequent Event [Line Items] | |||||||||
Monthly rent | $ 54,326 | $ 63,537 | $ 57,537 | $ 56,537 | $ 48,537 | ||||
Bronco Billy's Casino and Hotel | |||||||||
Subsequent Event [Line Items] | |||||||||
Number of extension options | option | 4 | ||||||||
Extension option term | 30 days | ||||||||
Potential increase in earnest deposit money for 4th extension | $ 100,000 | ||||||||
Bronco Billy's Casino and Hotel | Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Number of extension options exercised | option | 3 |