Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 11, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | FULL HOUSE RESORTS INC | |
Entity Central Index Key | 891,482 | |
Trading Symbol | fll | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 22,864,963 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenues | ||
Casino | $ 35,906 | $ 29,130 |
Food and beverage | 7,898 | 6,229 |
Hotel | 2,079 | 1,965 |
Other operations | 774 | 739 |
Gross revenues | 46,657 | 38,063 |
Less promotional allowances | (7,037) | (6,056) |
Net revenues | 39,620 | 32,007 |
Operating costs and expenses | ||
Casino | 18,580 | 14,685 |
Food and beverage | 2,973 | 1,966 |
Hotel | 202 | 202 |
Other operations | 280 | 303 |
Selling, general and administrative | 13,084 | 11,340 |
Project development and acquisition costs | 131 | 287 |
Depreciation and amortization | 2,097 | 1,693 |
Loss on disposal of assets, net | 13 | 0 |
Total operating costs and expenses | 37,360 | 30,476 |
Operating income | 2,260 | 1,531 |
Other expense | ||
Interest expense | (2,678) | (1,762) |
Loss before income taxes | (418) | (231) |
Provision for income taxes | 184 | 99 |
Net loss | $ (602) | $ (330) |
Basic and diluted loss per share (in dollars per share) | $ (0.03) | $ (0.02) |
Basic and diluted weighted average number of common shares outstanding (in shares) | 22,865,000 | 19,639,676 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash and equivalents | $ 25,402 | $ 27,038 |
Accounts receivable, net of collection allowance of $77 and $53 | 1,299 | 1,909 |
Inventories | 1,429 | 1,329 |
Prepaid expenses | 3,186 | 2,809 |
Total current assets | 31,316 | 33,085 |
Property and equipment, net | 111,026 | 111,465 |
Other long-term assets | ||
Goodwill | 21,286 | 21,286 |
Intangible assets, net of accumulated amortization of $7,740 and $7,732 | 10,958 | 10,966 |
Deposits and other | 438 | 404 |
Total other long-term assets | 32,682 | 32,656 |
Total assets | 175,024 | 177,206 |
Current liabilities | ||
Accounts payable | 3,948 | 4,910 |
Accrued payroll and other | 10,676 | 11,122 |
Current portion of long-term debt | 1,688 | 1,688 |
Current portion of capital lease obligation | 425 | 419 |
Total current liabilities | 16,737 | 18,139 |
Common stock warrant liability | 1,117 | 1,117 |
Deferred taxes | 2,090 | 1,907 |
Long-term debt, net of current portion | 93,902 | 94,246 |
Capital lease obligation, net of current portion | 5,208 | 5,318 |
Total liabilities | 119,054 | 120,727 |
Commitments and contingencies (Notes 5 and 7) | ||
Stockholders’ equity | ||
Common stock, $0.0001 par value, 100,000,000 shares authorized; 24,221,558 shares issued and 22,864,963 shares outstanding | 2 | 2 |
Additional paid-in capital | 51,364 | 51,271 |
Treasury stock, 1,356,595 common shares | (1,654) | (1,654) |
Retained earnings | 6,258 | 6,860 |
Total stockholders' equity | 55,970 | 56,479 |
Total liabilities and stockholders' equity | $ 175,024 | $ 177,206 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 77 | $ 53 |
Accumulated amortization of intangible assets | $ 7,740 | $ 7,732 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 24,221,558 | 24,221,558 |
Common stock, shares outstanding (in shares) | 22,864,963 | 22,864,963 |
Treasury stock, common shares (in shares) | 1,356,595 | 1,356,595 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (Unaudited) - 3 months ended Mar. 31, 2017 - USD ($) shares in Thousands, $ in Thousands | Total | Common stock | Additional paid-in capital | Treasury stock | Retained Earnings |
Beginning balances at Dec. 31, 2016 | $ 56,479 | $ 2 | $ 51,271 | $ (1,654) | $ 6,860 |
Beginning balances (in shares) at Dec. 31, 2016 | 24,221 | 1,357 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 93 | 93 | |||
Net loss | (602) | (602) | |||
Ending balances at Mar. 31, 2017 | $ 55,970 | $ 2 | $ 51,364 | $ (1,654) | $ 6,258 |
Ending balances (in shares) at Mar. 31, 2017 | 24,221 | 1,357 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (602) | $ (330) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 2,097 | 1,693 |
Amortization of debt issuance and warrants costs | 218 | 384 |
Gain on disposal of assets | (7) | 0 |
Share-based compensation | 93 | 57 |
Increases and decreases in operating assets and liabilities: | ||
Accounts receivable, net | 610 | 193 |
Prepaid expenses, inventories and other | (477) | (321) |
Deferred taxes | 183 | 100 |
Accounts payable and accrued expenses | (608) | 79 |
Net cash provided by operating activities | 1,507 | 1,855 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (2,458) | (237) |
Proceeds from repayment of tribal advance | 0 | 250 |
Other, net | 4 | (74) |
Net cash used in investing activities | (2,454) | (61) |
Cash flows from financing activities: | ||
Repayment of First Term Loan | (562) | (3,000) |
Repayment of capital lease obligation | (104) | (151) |
Debt issuance costs and other | (23) | (102) |
Net cash used in financing activities | (689) | (3,253) |
Net decrease in cash and equivalents | (1,636) | (1,459) |
Cash and equivalents, beginning of period | 27,038 | 14,574 |
Cash and equivalents, end of period | 25,402 | 13,115 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for interest | 2,271 | 1,309 |
NON-CASH INVESTING ACTIVITIES: | ||
Accounts payable related capital expenditures | $ 359 | $ 73 |
ORGANIZATION
ORGANIZATION | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION Organization. Formed as a Delaware corporation in 1987, Full House Resorts, Inc. owns, leases, operates, develops, manages, and/or invests in casinos and related hospitality and entertainment facilities. References in this document to "Full House", 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 and operate four casino properties and operate Grand Lodge Casino subject to a space lease. The following identifies the properties along with their dates of acquisition and locations: Property Acquisition Date Location Silver Slipper Casino and Hotel 2012 Hancock County, MS (near New Orleans) Bronco Billy's Hotel and Casino 2016 Cripple Creek, CO (near Colorado Springs) Rising Star Casino Resort 2011 Rising Sun, IN (near Cincinnati) Stockman’s Casino 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) We manage our casinos based on geographic regions within the United States. See Note 9 for further information. |
BASIS OF PRESENTATION AND SIGNI
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation. As permitted by the rules and regulations of the Securities and Exchange Commission, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) have been condensed or omitted. These consolidated financial statements should be read in conjunction with the Company’s 2016 annual consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. The interim consolidated financial statements of the Company included herein reflect all adjustments (consisting of normal recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position and results of operations for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the entire year. The consolidated financial statements include the accounts of Full House and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. Fair Value and the Fair Value Input Hierarchy. Fair value measurements affect our accounting for net assets acquired in acquisition transactions and certain financial assets and liabilities such as our common stock warrant liability. Our periodic assessments of long-lived tangible and intangible assets for possible impairment, including for property and equipment, goodwill, and other intangible assets, may also be affected by fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: “Level 1” inputs, such as quoted prices in an active market for identical assets or liabilities; “Level 2” inputs, which are observable inputs for similar assets; or “Level 3” inputs, which are unobservable inputs. The Company utilizes Level 3 inputs when measuring net assets acquired in business combination transactions, subsequent assessments for impairment, and the estimated fair value of common stock warrants at issuance and for recurring changes in the related warrant liability (see Note 5). Income Taxes. For interim income tax reporting, it was determined that the Company's annual effective tax rate could not be reasonably estimated at the present time. As a result, the actual year-to-date effective tax rate was used to determine the tax expense incurred during the three months ended March 31, 2017 and 2016. Effective January 1, 2017, the Company adopted Accounting Standards Update ("ASU") No. 2015-17, “Balance Sheet Classification of Deferred Taxes,” (“ASU 2015-17”) issued by the Financial Accounting Standards Board ("FASB"). This update requires that deferred tax liabilities and assets, along with any related valuation allowance, be classified as non-current in a classified statement of financial position. The update allows for retrospective application. Accordingly, as of December 31, 2016, we reclassified the current portion of deferred tax assets of $42,000 and the current portion of deferred tax liabilities of $723,000 , to non-current deferred tax liabilities. Reclassifications. Certain minor reclassifications have been made to prior period amounts to conform to the current-period presentation. Such reclassifications had no effect on the previously reported net loss or retained earnings. 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 common stock options and warrants, using the treasury stock method. For the three months ended March 31, 2017 and 2016, we recorded a net loss. Accordingly, all potentially dilutive securities, totaling 3,064,518 and 1,563,834 shares, were excluded from the loss per share computation, as their effect would be anti-dilutive. In November 2016, the Company completed a rights offering to existing common stockholders. Because the rights issue was offered to all existing stockholders at an exercise price that was less than the fair value of the stock, the weighted average shares outstanding and basic and diluted earnings per share were adjusted retroactively to reflect the bonus element of the rights offering for all periods presented. As a result, for the three months ended March 31, 2016, the Company retroactively adjusted the basic and diluted weighted average number of common shares outstanding from 18,969,396 to 19,639,676 . This had no material effect on the previously reported basic and diluted loss per share. Recently Issued Accounting Standards Not Yet Adopted. As more fully explained in the notes to the Company's 2016 annual consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2016, there are accounting standards not yet effective which may have a material effect on our financial statements, including ASU 2016-02 relating to the accounting for leases as a lessee and ASU 2014-09 (as amended) relating to revenue recognition and presentation. These updates will be effective for annual reporting periods beginning after December 15, 2018 and 2017, respectively. Management is currently assessing the impact that adoption of the lease accounting changes will have on its consolidated financial statements and footnote disclosures. As a result of the new revenue standard, revenues will be presented net of the retail value of goods and services provided to customers on a complimentary basis. Management believes that there are no other recently issued accounting standards not yet effective that are currently likely to have a material impact on our financial statements. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 3 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment, including capital lease assets, consists of the following: (In thousands) March 31, December 31, (Unaudited) Land and improvements $ 14,543 $ 14,548 Buildings and improvements 102,391 102,410 Furniture and equipment 37,458 37,312 Construction in progress 2,387 868 156,779 155,138 Less accumulated depreciation and amortization (45,753 ) (43,673 ) $ 111,026 $ 111,465 |
ACQUISITION
ACQUISITION | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
ACQUISITION | ACQUISITION On May 13, 2016, we completed our acquisition of Bronco Billy's Casino and Hotel for consideration of $31.1 million . The results of Bronco Billy's are included in our consolidated financial statements from the date of acquisition. The acquisition was financed primarily through a $ 35 million increase in our Second Lien Credit Facility (see Note 5). During the fourth quarter of 2016 we completed our valuation analysis. The following unaudited pro forma consolidated statement of operations for the Company includes the results of Bronco Billy's as if the acquisition and related financing transactions occurred on January 1, 2016. The pro forma financial information does not necessarily represent the results that might have actually occurred or may occur in the future. The pro forma amounts include the historical operating results of Full House and Bronco Billy's prior to the acquisition, adjusted only for matters directly attributable to the acquisition, which primarily include interest expense related to the Second Lien Credit Facility. The pro forma results also reflect adjustments for the impact of depreciation and amortization expense based on the estimated fair value of property and equipment acquired, tax expense, and the removal of non-recurring expenses directly attributable to the transaction of $0.8 million . The pro forma results do not include any anticipated synergies or other expected benefits from the acquisition. Pro Forma Consolidated Statement of Operations (In thousands, unaudited) For the three months ended March 31, 2016 Net revenues $ 37,948 Net loss (1,562 ) Basic and diluted loss per share (0.08 ) |
LONG-TERM DEBT, CAPITAL LEASE A
LONG-TERM DEBT, CAPITAL LEASE AND COMMON STOCK WARRANT LIABILITY | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT, CAPITAL LEASE AND COMMON STOCK WARRANT LIABILITY | LONG-TERM DEBT, CAPITAL LEASE AND COMMON STOCK WARRANT LIABILITY Long-Term Debt Long-term debt, related discounts and issuance costs consists of the following: (In thousands) March 31, 2017 (unaudited) Outstanding Principal Unamortized Discount Unamortized Debt Issuance Costs Long-term Debt, Net First Term Loan $ 42,750 $ — $ (498 ) $ 42,252 Revolving Loan — — — — Second Term Loan 55,000 (429 ) (1,233 ) 53,338 97,750 (429 ) (1,731 ) 95,590 Less current portion (1,688 ) — — (1,688 ) $ 96,062 $ (429 ) $ (1,731 ) $ 93,902 (In thousands) December 31, 2016 Outstanding Principal Unamortized Discount Unamortized Debt Issuance Costs Long-term Debt, Net First Term Loan $ 43,312 $ — $ (561 ) $ 42,751 Revolving Loan — — — — Second Term Loan 55,000 (469 ) (1,348 ) 53,183 98,312 (469 ) (1,909 ) 95,934 Less current portion (1,688 ) — — (1,688 ) $ 96,624 $ (469 ) $ (1,909 ) $ 94,246 The First and Second Lien Credit Facilities are secured by substantially all of our assets and our wholly-owned subsidiaries guarantee our obligations 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, which includes a First Term Loan of $45 million and Revolving Loan of $2 million , matures in May 2019 and requires monthly interest-only payments and quarterly principal payments of $562,500 until May 2018, with such quarterly principal payments increasing to $843,750 through maturity. The interest rate of the First Lien Credit Facility is based on the greater of the elected London Interbank Offered Rate (“LIBOR”) (as defined) or 1.0% , plus a margin rate of 3.75% . The margin rate of 3.75% will increase by 50 basis points beginning in May 2017. There is no prepayment premium or interest rate cap associated with this facility. Second Lien Credit Facility . The Second Lien Credit Facility is a $55 million term loan and matures on the earlier of (i) May 13, 2022, or (ii) six months following the maturity date of the First Lien Credit Facility. Given that the First Lien Credit Facility currently matures in May 2019, the current maturity date of the Second Lien Credit Facility is November 2019. Interest is currently payable monthly at a rate of 13.5% (and may vary between 12.5% and 13.5% , depending on the total leverage of the Company), and there are no quarterly principal payment requirements as all principal is due at maturity. The prepayment premium is 3% of the total principal amount until May 13, 2017, 2% until May 13, 2018, 1% until May 13, 2019, and no prepayment premium thereafter. Covenants . The First and Second Lien Credit Facilities contain customary representations and warranties, events of default, and positive and negative covenants. We are also required to make capital expenditures of at least 1.425% , and no more than 5.25% , of our prior-year revenues, excluding capital expenditures made from any sale of our equity securities. The First Lien and Second Lien Credit Facilities 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 against outstanding debt and fixed charges (as defined in the agreements). Adjusted EBITDA includes results for Bronco Billy's as if it were owned for the entire measurement period. These financial covenant ratios are currently defined as follows: First Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio April 1, 2016 through and including March 30, 2017 5.875x 2.750x March 31, 2017 through and including September 29, 2017 5.875x 2.625x September 30, 2017 through and including March 30, 2018 5.750x 2.500x March 31, 2018 through and including September 29, 2018 5.625x 2.375x September 30, 2018 through and including March 30, 2019 5.375x 2.250x March 31, 2019 and thereafter 5.250x 2.125x Additionally, the Fixed Charge Coverage Ratio as of the last day of any fiscal quarter shall not be less than 1.10 x. Second Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio April 1, 2016 through and including March 30, 2017 6.125x 3.000x March 31, 2017 through and including September 29, 2017 6.125x 2.875x September 30, 2017 through and including March 30, 2018 6.000x 2.750x March 31, 2018 through and including September 29, 2018 5.875x 2.625x September 30, 2018 through and including March 30, 2019 5.625x 2.500x March 31, 2019 through and including September 29, 2019 5.500x 2.375x September 30, 2019 and thereafter 5.250x 2.250x Additionally, the Fixed Charge Coverage Ratio as of the last day of any fiscal quarter shall not be less than 1.0 x. We were in compliance with our covenants as of March 31, 2017; however, there can be no assurances that we will remain in compliance with all covenants in the future and/or that we would be successful in obtaining waivers or modifications in the event of noncompliance. Capital Lease Our Indiana subsidiary, Gaming Entertainment (Indiana) LLC ("GEI"), leases a 104 -room hotel at Rising Star Casino Resort. At any time during the lease term, we have the 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 March 31, 2017, such net amount was $5.6 million . Upon expiration of the lease term, (i) the Landlord has the right to sell the hotel to us, and (ii) we have the option to purchase the hotel. In either case, the purchase price is $1 plus closing costs. On March 16, 2016, the hotel lease agreement was amended to extend the payment terms of the lease. The amendment included, among other items, a covenant that the Company make certain improvements to the Rising Star Casino Resort of at least $1 million by March 31, 2017. The Company satisfied this requirement during the first quarter. Common Stock Warrant Liability As part of the Second Lien Credit Facility, on May 13, 2016, the Company granted the second lien lenders 1,006,568 warrants. The warrants have an exercise price of $1.67 and expire May 13, 2026. The warrants also provide the second lien lenders with redemption rights, preemptive rights under certain circumstances to maintain their 5% ownership interest in the Company, piggyback registration rights and mandatory registration rights after two years. The redemption rights allow the second lien lenders, at their option, to require the Company to repurchase all or a portion of all of the warrants in the event of: (i) the maturity of the Second Lien Credit Facility, (ii) an acceleration pursuant to the Second Lien Credit Facility, (iii) a refinancing, repayment or other transaction decreasing the aggregate principal amount of the Second Lien Credit Facility debt outstanding as of May 13, 2016 by more than 50% , (iv) a liquidity event, as defined, or (v) the Company's insolvency. The repurchase value is the 21 -day average price of the Company's stock at the time of the event, as defined, net of the warrant exercise price. If the redemption rights are exercised, the repurchase amount is payable by the Company in cash or through the issuance of an unsecured note with a four -year term and a minimum interest rate of 13.25% , as further defined. Although unsecured, the note would be guaranteed by the Company's subsidiaries. Alternatively, the second lien lenders may choose to have the Company register and sell the shares related to the warrants through a public stock offering. We measure the fair value of the warrants at each reporting period. Due to the variable terms regarding the timing of the settlement of the warrants, the Company utilized a "Monte Carlo" simulation approach to measure the fair value of the warrants. The simulation included certain estimates by Company management regarding the estimated timing of the settlement of the warrants. Significant increases or decreases in those management estimates would result in a significantly higher or lower fair value measurement. At March 31, 2017, the simulation included the following assumptions: an expected contractual term of 3.19 years, an expected stock price volatility rate of 49.32% , an expected dividend yield of 0% , and an expected risk-free interest rate of 1.67% . There was no change in the value of the warrants during the quarter ended March 31, 2017. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company's effective income tax rate for the three months ended March 31, 2017 and 2016 was (43.9)% and (43.0)% , respectively. Our tax rate differs from the statutory rate of 34.0% primarily due to the effects of valuation allowances against net deferred tax assets and certain permanent items for tax purposes. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Operating Leases In addition to the following leases, we have less significant operating leases for certain office and warehouse facilities, office equipment, signage and land. Silver Slipper Casino Land Lease through April 2058 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 and Hotel is situated. The land lease includes base monthly payments of $77,500 plus contingent rents of 3% of monthly gross gaming revenue (as defined) in excess of $3.65 million . The land lease also includes an exclusive option to purchase the leased land after February 26, 2019 through October 1, 2027, for $15.5 million plus a seller retained interest in Silver Slipper Casino and Hotel’s operations of 3% of net income (as defined), for ten years from the purchase date. In the event that we sell or transfer (i) substantially all of the assets of Silver Slipper Casino Venture, LLC, or (ii) our 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 . Bronco Billy's Lease through January 2035 and Option to Purchase. Bronco Billy's leases certain parking lots and buildings, including a portion of the hotel and casino, under a long-term lease. The lease term includes six renewal options in three -year increments to 2035. Bronco Billy's exercised its first renewal option through January 2020, which increased the monthly rents from $18,500 to $25,000 for the first two years of the renewal period and $30,000 for the third year. The lease also contains a requirement for Bronco Billy's to pay the property taxes and certain other costs associated with the leased property, a $7.6 million purchase option exercisable at any time during the lease and a right of first refusal. Grand Lodge Casino Lease through August 2023. Our subsidiary, Gaming Entertainment (Nevada), LLC, has a lease with Hyatt Equities L.L.C. ("Hyatt") to operate the Grand Lodge Casino. The lease 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. Monthly rent will increase from $125,000 to (i) $145,833 commencing on the date which Hyatt's renovations are completed as described below, and (ii) $166,667 commencing on January 1, 2018. As a condition of the lease, the Company is required to purchase new gaming devices and equipment or make other capital expenditures at its sole cost and expense of approximately $1.5 million and Hyatt is required to renovate the casino at its sole cost and expense of approximately $3.5 million , with both parties completing these renovations by June 30, 2017. We also have an agreement with Hyatt to rent a villa for use by our designated casino guests which commenced on June 1, 2016. The villa is a free-standing building and consists of two, two-bedroom suites. The agreement includes monthly payments of $41,667 , a six -month termination notification clause which may be exercised by either party, and a maturity date of August 31, 2023, or earlier as set forth therein. Corporate Office Lease. In August 2016, the Company executed a lease for 4,479 square feet of office space in Las Vegas, Nevada, replacing our existing office space lease which expires in May 2018. The new lease terms include an expiration date of 7.6 years, approximately $0.2 million of annual rents and a tenant improvement allowance of $0.2 million . We anticipate occupying the new offices during 2017. Litigation On January 12, 2016, we filed an appellate brief in the U.S. Court of Appeals for the Fifth Circuit ("Fifth Circuit") with respect to our continuing litigation with the contractor of our parking garage at the Silver Slipper Casino and Hotel. The garage was not built in accordance with the design plans and building codes, and the Company expended $1.6 million to repair certain construction defects. On August 31, 2016, oral arguments were heard in the Fifth Circuit and on January 6, 2017, the Fifth Circuit reversed the District Court’s grant of summary judgment in favor of the contractor and remanded the case back to the District Court for trial. On January 20, 2017, the contractor filed a petition for rehearing in the Fifth Circuit, which was denied on February 7, 2017. The Company expects a trial to be set in late 2017. During March 2017, the Company also filed a lawsuit against the contractor's insurance company. 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. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION As of March 31, 2017, we had 443,756 share-based awards available for grant from the 2015 Equity Incentive Plan (the “2015 Plan”). On April 11, 2017, our board of directors, upon recommendation of the compensation committee, approved an amendment to the 2015 Plan, subject to stockholder approval at our 2017 annual meeting of stockholders. The amendment increases the number of shares of common stock available for issuance under the 2015 Plan from 1,400,000 to 2,500,000 . In addition to the increase in the number of authorized shares issuable under the 2015 Plan, the amendment includes several "best practices" changes. If our stockholders do not approve the amendment to the 2015 Plan, the 2015 Plan will remain in place in accordance with its current terms. The following table summarizes information related to our common stock options as of March 31, 2017: Number of Stock Options Weighted Average Exercise Price Options outstanding at March 31, 2017 2,057,950 $ 1.42 Options exercisable at March 31, 2017 819,734 $ 1.31 No options were granted, exercised, canceled or forfeited during the quarter ended March 31, 2017. Share-based compensation expense totaled $93,000 and $57,000 , respectively, for the three months ended March 31, 2017 and 2016. As of March 31, 2017, there was approximately $0.5 million of unrecognized compensation cost related to unvested stock options previously granted by the Company. This unrecognized compensation cost is expected to be recognized over a weighted average period of 1.6 years. |
SEGMENT REPORTING
SEGMENT REPORTING | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING We manage our casinos based on geographic regions within the United States. The casino/resort operations include four segments: the Silver Slipper Casino and Hotel (Hancock County, Mississippi); Bronco Billy's Casino and Hotel (Cripple Creek, Colorado); the Rising Star Casino Resort (Rising Sun, Indiana); and the Northern Nevada segment, consisting of the Grand Lodge Casino (Incline Village, Nevada) and Stockman’s Casino (Fallon, Nevada). Bronco Billy's Casino and Hotel was acquired on May 13, 2016. The Company's management utilizes Adjusted Property EBITDA as the primary profit measure for its segments. Adjusted Property EBITDA is a non-GAAP measure defined as Adjusted EBITDA before corporate-related costs and expenses that are not allocated to each property. Adjusted EBITDA is a non-GAAP measure defined as earnings before interest and other non-operating income (expense), taxes, depreciation and amortization, pre-opening expenses, impairment charges, asset write-offs, recoveries, gain (loss) from asset disposals, project development and acquisition costs, and non-cash share-based compensation expense. EBITDA is a commonly used measure of performance in our industry that we believe, when considered with measures calculated in accordance with GAAP, provides our investors a more complete understanding of our operating results and facilitates comparisons between us and our competitors. Management has historically utilized Adjusted EBITDA and Adjusted Property EBITDA when evaluating operating performance because we believe these measures are (1) widely used measures of operating performance in the gaming and hospitality industries, (2) a principal basis for valuation of gaming and hospitality companies, and (3) are utilized in the covenants within our debt agreements, although not necessarily defined in the same way as above. Adjusted EBITDA and Adjusted Property EBITDA should not be construed as an alternative to operating income and net income for use as indicators of our performance; or as an alternative to cash flows from operating activities for use as a measure of liquidity; or as an alternative to any other measure determined in accordance with GAAP. We have significant uses of cash flows, including capital expenditures, interest payments, taxes and debt principal repayments, which are not reflected in Adjusted EBITDA and/or Adjusted Property EBITDA. Also, other companies in the gaming and hospitality industries that report Adjusted EBITDA and/or Adjusted Property EBITDA information may calculate Adjusted EBITDA or Adjusted Property EBITDA in a different manner. The following tables present the Company's segment information: (In thousands, unaudited) For the three months ended, March 31, March 31, Net Revenues Silver Slipper Casino and Hotel $ 16,658 $ 14,845 Rising Star Casino Resort 12,205 12,246 Bronco Billy's Hotel and Casino 5,861 — Northern Nevada Casinos 4,896 4,916 $ 39,620 $ 32,007 Adjusted Property EBITDA (1) Silver Slipper Casino and Hotel $ 3,052 $ 2,661 Rising Star Casino Resort 1,319 1,301 Bronco Billy's Hotel and Casino 846 — Northern Nevada Casinos 552 767 5,769 4,729 Other operating costs and expenses: Depreciation and amortization (2,097 ) (1,693 ) Corporate expenses (1,175 ) (1,161 ) Project development and acquisition costs (131 ) (287 ) Loss on disposals, net (13 ) — Share-based compensation (93 ) (57 ) Operating income 2,260 1,531 Other expense: Interest expense (2,678 ) (1,762 ) (2,678 ) (1,762 ) Loss before income taxes (418 ) (231 ) Provision for income taxes 184 99 Net loss $ (602 ) $ (330 ) (1) Please refer to Item 2 - "Non-GAAP Financial Measures" for a reconciliation of Adjusted Property EBITDA to its most directly comparable financial measure calculated and presented in accordance with GAAP. (In thousands) March 31, December 31, (unaudited) Total Assets Silver Slipper Casino and Hotel $ 79,245 $ 79,975 Rising Star Casino Resort 36,466 36,444 Bronco Billy's Hotel and Casino 36,821 36,732 Northern Nevada Casinos 11,654 12,722 Corporate and Other 10,838 11,333 $ 175,024 $ 177,206 |
BASIS OF PRESENTATION AND SIG16
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation. As permitted by the rules and regulations of the Securities and Exchange Commission, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) have been condensed or omitted. These consolidated financial statements should be read in conjunction with the Company’s 2016 annual consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. The interim consolidated financial statements of the Company included herein reflect all adjustments (consisting of normal recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position and results of operations for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the entire year. The consolidated financial statements include the accounts of Full House and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. |
Fair Value and the Fair Value Input Hierarchy | Fair Value and the Fair Value Input Hierarchy. Fair value measurements affect our accounting for net assets acquired in acquisition transactions and certain financial assets and liabilities such as our common stock warrant liability. Our periodic assessments of long-lived tangible and intangible assets for possible impairment, including for property and equipment, goodwill, and other intangible assets, may also be affected by fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: “Level 1” inputs, such as quoted prices in an active market for identical assets or liabilities; “Level 2” inputs, which are observable inputs for similar assets; or “Level 3” inputs, which are unobservable inputs. The Company utilizes Level 3 inputs when measuring net assets acquired in business combination transactions, subsequent assessments for impairment, and the estimated fair value of common stock warrants at issuance and for recurring changes in the related warrant liability (see Note 5). |
Income Taxes | Income Taxes. For interim income tax reporting, it was determined that the Company's annual effective tax rate could not be reasonably estimated at the present time. As a result, the actual year-to-date effective tax rate was used to determine the tax expense incurred during the three months ended March 31, 2017 and 2016. Effective January 1, 2017, the Company adopted Accounting Standards Update ("ASU") No. 2015-17, “Balance Sheet Classification of Deferred Taxes,” (“ASU 2015-17”) issued by the Financial Accounting Standards Board ("FASB"). This update requires that deferred tax liabilities and assets, along with any related valuation allowance, be classified as non-current in a classified statement of financial position. The update allows for retrospective application. Accordingly, as of December 31, 2016, we reclassified the current portion of deferred tax assets of $42,000 and the current portion of deferred tax liabilities of $723,000 , to non-current deferred tax liabilities. |
Reclassifications | Reclassifications. Certain minor reclassifications have been made to prior period amounts to conform to the current-period presentation. Such reclassifications had no effect on the previously reported net loss or retained earnings. |
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 common stock options and warrants, using the treasury stock method. |
Recently Issued Accounting Standards And Accounting Standards Not Yet Adopted | Recently Issued Accounting Standards Not Yet Adopted. As more fully explained in the notes to the Company's 2016 annual consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2016, there are accounting standards not yet effective which may have a material effect on our financial statements, including ASU 2016-02 relating to the accounting for leases as a lessee and ASU 2014-09 (as amended) relating to revenue recognition and presentation. These updates will be effective for annual reporting periods beginning after December 15, 2018 and 2017, respectively. Management is currently assessing the impact that adoption of the lease accounting changes will have on its consolidated financial statements and footnote disclosures. As a result of the new revenue standard, revenues will be presented net of the retail value of goods and services provided to customers on a complimentary basis. Management believes that there are no other recently issued accounting standards not yet effective that are currently likely to have a material impact on our financial statements. Effective January 1, 2017, the Company adopted Accounting Standards Update ("ASU") No. 2015-17, “Balance Sheet Classification of Deferred Taxes,” (“ASU 2015-17”) issued by the Financial Accounting Standards Board ("FASB"). This update requires that deferred tax liabilities and assets, along with any related valuation allowance, be classified as non-current in a classified statement of financial position. The update allows for retrospective application. |
ORGANIZATION (Tables)
ORGANIZATION (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Properties | The following identifies the properties along with their dates of acquisition and locations: Property Acquisition Date Location Silver Slipper Casino and Hotel 2012 Hancock County, MS (near New Orleans) Bronco Billy's Hotel and Casino 2016 Cripple Creek, CO (near Colorado Springs) Rising Star Casino Resort 2011 Rising Sun, IN (near Cincinnati) Stockman’s Casino 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) |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, including capital lease assets, consists of the following: (In thousands) March 31, December 31, (Unaudited) Land and improvements $ 14,543 $ 14,548 Buildings and improvements 102,391 102,410 Furniture and equipment 37,458 37,312 Construction in progress 2,387 868 156,779 155,138 Less accumulated depreciation and amortization (45,753 ) (43,673 ) $ 111,026 $ 111,465 |
ACQUISITION (Tables)
ACQUISITION (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Pro Forma Consolidated Statement of Operations | Pro Forma Consolidated Statement of Operations (In thousands, unaudited) For the three months ended March 31, 2016 Net revenues $ 37,948 Net loss (1,562 ) Basic and diluted loss per share (0.08 ) |
LONG-TERM DEBT, CAPITAL LEASE20
LONG-TERM DEBT, CAPITAL LEASE AND COMMON STOCK WARRANT LIABILITY (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt, Net of Current Portion | Long-term debt, related discounts and issuance costs consists of the following: (In thousands) March 31, 2017 (unaudited) Outstanding Principal Unamortized Discount Unamortized Debt Issuance Costs Long-term Debt, Net First Term Loan $ 42,750 $ — $ (498 ) $ 42,252 Revolving Loan — — — — Second Term Loan 55,000 (429 ) (1,233 ) 53,338 97,750 (429 ) (1,731 ) 95,590 Less current portion (1,688 ) — — (1,688 ) $ 96,062 $ (429 ) $ (1,731 ) $ 93,902 (In thousands) December 31, 2016 Outstanding Principal Unamortized Discount Unamortized Debt Issuance Costs Long-term Debt, Net First Term Loan $ 43,312 $ — $ (561 ) $ 42,751 Revolving Loan — — — — Second Term Loan 55,000 (469 ) (1,348 ) 53,183 98,312 (469 ) (1,909 ) 95,934 Less current portion (1,688 ) — — (1,688 ) $ 96,624 $ (469 ) $ (1,909 ) $ 94,246 |
Schedule of First and Second Lien Leverage Ratio and Fixed Charge Coverage Ratio | These financial covenant ratios are currently defined as follows: First Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio April 1, 2016 through and including March 30, 2017 5.875x 2.750x March 31, 2017 through and including September 29, 2017 5.875x 2.625x September 30, 2017 through and including March 30, 2018 5.750x 2.500x March 31, 2018 through and including September 29, 2018 5.625x 2.375x September 30, 2018 through and including March 30, 2019 5.375x 2.250x March 31, 2019 and thereafter 5.250x 2.125x Additionally, the Fixed Charge Coverage Ratio as of the last day of any fiscal quarter shall not be less than 1.10 x. Second Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio April 1, 2016 through and including March 30, 2017 6.125x 3.000x March 31, 2017 through and including September 29, 2017 6.125x 2.875x September 30, 2017 through and including March 30, 2018 6.000x 2.750x March 31, 2018 through and including September 29, 2018 5.875x 2.625x September 30, 2018 through and including March 30, 2019 5.625x 2.500x March 31, 2019 through and including September 29, 2019 5.500x 2.375x September 30, 2019 and thereafter 5.250x 2.250x Additionally, the Fixed Charge Coverage Ratio as of the last day of any fiscal quarter shall not be less than 1.0 x. |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Common Stock Options | The following table summarizes information related to our common stock options as of March 31, 2017: Number of Stock Options Weighted Average Exercise Price Options outstanding at March 31, 2017 2,057,950 $ 1.42 Options exercisable at March 31, 2017 819,734 $ 1.31 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Selected Statement of Operations Data | The following tables present the Company's segment information: (In thousands, unaudited) For the three months ended, March 31, March 31, Net Revenues Silver Slipper Casino and Hotel $ 16,658 $ 14,845 Rising Star Casino Resort 12,205 12,246 Bronco Billy's Hotel and Casino 5,861 — Northern Nevada Casinos 4,896 4,916 $ 39,620 $ 32,007 Adjusted Property EBITDA (1) Silver Slipper Casino and Hotel $ 3,052 $ 2,661 Rising Star Casino Resort 1,319 1,301 Bronco Billy's Hotel and Casino 846 — Northern Nevada Casinos 552 767 5,769 4,729 Other operating costs and expenses: Depreciation and amortization (2,097 ) (1,693 ) Corporate expenses (1,175 ) (1,161 ) Project development and acquisition costs (131 ) (287 ) Loss on disposals, net (13 ) — Share-based compensation (93 ) (57 ) Operating income 2,260 1,531 Other expense: Interest expense (2,678 ) (1,762 ) (2,678 ) (1,762 ) Loss before income taxes (418 ) (231 ) Provision for income taxes 184 99 Net loss $ (602 ) $ (330 ) (1) Please refer to Item 2 - "Non-GAAP Financial Measures" for a reconciliation of Adjusted Property EBITDA to its most directly comparable financial measure calculated and presented in accordance with GAAP. (In thousands) March 31, December 31, (unaudited) Total Assets Silver Slipper Casino and Hotel $ 79,245 $ 79,975 Rising Star Casino Resort 36,466 36,444 Bronco Billy's Hotel and Casino 36,821 36,732 Northern Nevada Casinos 11,654 12,722 Corporate and Other 10,838 11,333 $ 175,024 $ 177,206 |
ORGANIZATION (Details)
ORGANIZATION (Details) | Mar. 31, 2017Casino |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of casinos owned and operated | 4 |
BASIS OF PRESENTATION AND SIG24
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares excluded from EPS calculation (in shares) | 3,064,518 | 1,563,834 | |
Basic and diluted weighted average number of common shares outstanding (in shares) | 22,865,000 | 19,639,676 | |
Previously Reported | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Basic and diluted weighted average number of common shares outstanding (in shares) | 18,969,396 | ||
Accounting Standards Update 2015-07 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Current deferred tax asset | $ (42) | ||
Current deferred tax liability | $ (723) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 156,779 | $ 155,138 |
Less accumulated depreciation | (45,753) | (43,673) |
Property and equipment, net of accumulated depreciation | 111,026 | 111,465 |
Land and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 14,543 | 14,548 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 102,391 | 102,410 |
Furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 37,458 | 37,312 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,387 | $ 868 |
ACQUISITION (Details)
ACQUISITION (Details) - Bronco Billy's Casino and Hotel - USD ($) $ in Millions | May 13, 2016 | Mar. 31, 2016 |
Business Acquisition [Line Items] | ||
Purchase price | $ 31.1 | |
Increase in credit facility | $ 35 | |
Acquisition-related Costs | ||
Business Acquisition [Line Items] | ||
Adjustment to pro-forma net income for non-recurring expenses | $ 0.8 |
ACQUISITION - Pro Forma Consoli
ACQUISITION - Pro Forma Consolidated Statement of Operations (Details) - Bronco Billy's Casino and Hotel $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($)$ / shares | |
Business Acquisition [Line Items] | |
Net revenues | $ 37,948 |
Net loss | $ (1,562) |
Basic and diluted loss per share (in dollars per share) | $ / shares | $ (0.08) |
LONG-TERM DEBT, CAPITAL LEASE28
LONG-TERM DEBT, CAPITAL LEASE AND COMMON STOCK WARRANT LIABILITY (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Outstanding Principal | $ 97,750 | $ 98,312 |
Unamortized Discount | (429) | (469) |
Unamortized Debt Issuance Costs | (1,731) | (1,909) |
Long-term Debt, Net | 95,590 | 95,934 |
Outstanding principal, current maturities | (1,688) | (1,688) |
Unamortized discount, current | 0 | 0 |
Unamortized debt issuance costs, current | 0 | 0 |
Long-term debt, net, current maturities | (1,688) | (1,688) |
Outstanding principal, excluding current maturities | 96,062 | 96,624 |
Unamortized discount, noncurrent | (429) | (469) |
Unamortized debt issuance costs, noncurrent | (1,731) | (1,909) |
Long term debt, net, excluding current maturities | 93,902 | 94,246 |
Line of Credit | First Lien Credit Agreement | Term Loan | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 42,750 | 43,312 |
Unamortized Discount | 0 | 0 |
Unamortized Debt Issuance Costs | (498) | (561) |
Long-term Debt, Net | 42,252 | 42,751 |
Line of Credit | First Lien Credit Agreement | Revolving Loan | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 0 | 0 |
Unamortized Discount | 0 | 0 |
Unamortized Debt Issuance Costs | 0 | 0 |
Long-term Debt, Net | 0 | 0 |
Line of Credit | Second Lien Credit Agreement | Term Loan | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 55,000 | 55,000 |
Unamortized Discount | (429) | (469) |
Unamortized Debt Issuance Costs | (1,233) | (1,348) |
Long-term Debt, Net | $ 53,338 | $ 53,183 |
LONG-TERM DEBT, CAPITAL LEASE29
LONG-TERM DEBT, CAPITAL LEASE AND COMMON STOCK WARRANT LIABILITY - First and Second Lien Credit Agreements (Detail Textuals) - Line of Credit | 3 Months Ended |
Mar. 31, 2017USD ($) | |
First Lien Credit Agreement | Capital One Bank | |
Line Of Credit Facility [Line Items] | |
Minimum base rate | 1.00% |
Applicable margin rate | 3.75% |
Increase in applicable margin rate | 0.50% |
First Lien Credit Agreement | Capital One Bank | Current | |
Line Of Credit Facility [Line Items] | |
Quarterly principal payments | $ 562,500 |
First Lien Credit Agreement | Capital One Bank | May 2018 | |
Line Of Credit Facility [Line Items] | |
Quarterly principal payments | 843,750 |
First Lien Credit Agreement | Capital One Bank | Term Loan | |
Line Of Credit Facility [Line Items] | |
Maximum borrowing capacity | 45,000,000 |
First Lien Credit Agreement | Capital One Bank | Revolving Loan | |
Line Of Credit Facility [Line Items] | |
Maximum borrowing capacity | 2,000,000 |
Second Lien Credit Agreement | Abc Funding LLC | Term Loan | |
Line Of Credit Facility [Line Items] | |
Maximum borrowing capacity | $ 55,000,000 |
Second Lien Credit Agreement | Abc Funding LLC | Term Loan | Minimum | |
Line Of Credit Facility [Line Items] | |
Interest rate | 12.50% |
Second Lien Credit Agreement | Abc Funding LLC | Term Loan | Maximum | |
Line Of Credit Facility [Line Items] | |
Interest rate | 13.50% |
Second Lien Credit Agreement | Abc Funding LLC | Term Loan | Current | |
Line Of Credit Facility [Line Items] | |
Prepayment penalty | 3.00% |
Second Lien Credit Agreement | Abc Funding LLC | Term Loan | Six Months After Maturity of First Lien Credit Facility | |
Line Of Credit Facility [Line Items] | |
Term of second lien credit facility after maturity of first lien credit facility | 6 months |
Second Lien Credit Agreement | Abc Funding LLC | Term Loan | May 13, 2018 | |
Line Of Credit Facility [Line Items] | |
Prepayment penalty | 2.00% |
Second Lien Credit Agreement | Abc Funding LLC | Term Loan | May 13, 2019 | |
Line Of Credit Facility [Line Items] | |
Prepayment penalty | 1.00% |
Second Lien Credit Agreement | Abc Funding LLC | Term Loan | Thereafter | |
Line Of Credit Facility [Line Items] | |
Prepayment penalty | 0.00% |
LONG-TERM DEBT, CAPITAL LEASE30
LONG-TERM DEBT, CAPITAL LEASE AND COMMON STOCK WARRANT LIABILITY - Covenants (Details) | May 13, 2016 | Mar. 31, 2017 |
First Lien Credit Agreement | Capital One Bank | ||
Line Of Credit Facility [Line Items] | ||
Fixed Charge Coverage Ratio | 1.10 | |
Second Lien Credit Agreement | Abc Funding LLC | ||
Line Of Credit Facility [Line Items] | ||
Fixed Charge Coverage Ratio | 1 | |
Line of Credit | First And Second Lien Credit Agreement | Minimum | ||
Line Of Credit Facility [Line Items] | ||
Required capital expenditures as a percent of prior year revenues | 1.425% | |
Line of Credit | First And Second Lien Credit Agreement | Maximum | ||
Line Of Credit Facility [Line Items] | ||
Required capital expenditures as a percent of prior year revenues | 5.25% | |
Line of Credit | First Lien Credit Agreement | Capital One Bank | April 1, 2016 through and including March 30, 2017 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 5.875 | |
Maximum First Lien Leverage Ratio | 2.750 | |
Line of Credit | First Lien Credit Agreement | Capital One Bank | March 31, 2017 through and including September 29, 2017 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 5.875 | |
Maximum First Lien Leverage Ratio | 2.625 | |
Line of Credit | First Lien Credit Agreement | Capital One Bank | September 30, 2017 through and including March 30, 2018 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 5.750 | |
Maximum First Lien Leverage Ratio | 2.500 | |
Line of Credit | First Lien Credit Agreement | Capital One Bank | March 31, 2018 through and including September 29, 2018 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 5.625 | |
Maximum First Lien Leverage Ratio | 2.375 | |
Line of Credit | First Lien Credit Agreement | Capital One Bank | September 30, 2018 through and including March 30, 2019 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 5.375 | |
Maximum First Lien Leverage Ratio | 2.250 | |
Line of Credit | First Lien Credit Agreement | Capital One Bank | March 31, 2019 and thereafter | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 5.250 | |
Maximum First Lien Leverage Ratio | 2.125 | |
Line of Credit | Second Lien Credit Agreement | Abc Funding LLC | April 1, 2016 through and including March 30, 2017 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 6.125 | |
Maximum First Lien Leverage Ratio | 3 | |
Line of Credit | Second Lien Credit Agreement | Abc Funding LLC | March 31, 2017 through and including September 29, 2017 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 6.125 | |
Maximum First Lien Leverage Ratio | 2.875 | |
Line of Credit | Second Lien Credit Agreement | Abc Funding LLC | September 30, 2017 through and including March 30, 2018 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 6 | |
Maximum First Lien Leverage Ratio | 2.750 | |
Line of Credit | Second Lien Credit Agreement | Abc Funding LLC | March 31, 2018 through and including September 29, 2018 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 5.875 | |
Maximum First Lien Leverage Ratio | 2.625 | |
Line of Credit | Second Lien Credit Agreement | Abc Funding LLC | September 30, 2018 through and including March 30, 2019 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 5.625 | |
Maximum First Lien Leverage Ratio | 2.500 | |
Line of Credit | Second Lien Credit Agreement | Abc Funding LLC | March 31, 2019 through and including September 29, 2019 | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 5.500 | |
Maximum First Lien Leverage Ratio | 2.375 | |
Line of Credit | Second Lien Credit Agreement | Abc Funding LLC | September 30, 2019 and thereafter | ||
Line Of Credit Facility [Line Items] | ||
Maximum Total Leverage Ratio | 5.250 | |
Maximum First Lien Leverage Ratio | 2.250 |
LONG-TERM DEBT, CAPITAL LEASE31
LONG-TERM DEBT, CAPITAL LEASE AND COMMON STOCK WARRANT LIABILITY - Capital Lease (Details) - Rising Star Casino Resort | 3 Months Ended |
Mar. 31, 2017USD ($)Room | |
Capital Leased Assets [Line Items] | |
Capital expenditure requirement, tenant improvements | $ 1,000,000 |
Rising Sun/Ohio County First, Inc | |
Capital Leased Assets [Line Items] | |
Number of hotel rooms | Room | 104 |
Project actual cost | $ 7,700,000 |
Lease purchase option | 5,600,000 |
Option price at lease maturity | $ 1 |
LONG-TERM DEBT, CAPITAL LEASE32
LONG-TERM DEBT, CAPITAL LEASE AND COMMON STOCK WARRANT LIABILITY - Warrant Liability (Details) - USD ($) | May 13, 2016 | Mar. 31, 2017 |
Class of Warrant or Right [Line Items] | ||
Change in fair value of warrants | $ 0 | |
Warrant to Purchase Common Equity | Second Lien Credit Agreement | Line of Credit | ||
Class of Warrant or Right [Line Items] | ||
Warrants issued (in shares) | 1,006,568 | |
Warrant exercise price (in USD per share) | $ 1.67 | |
Warrants granted as a percent of outstanding common equity | 5.00% | |
Period for mandatory registration rights to maintain ownership interest | 2 years | |
Percent reduction in aggregate principal balance | 50.00% | |
Period for measuring repurchase value | 21 days | |
Expected contractual term | 3 years 2 months 10 days | |
Expected stock price volatility rate | 49.32% | |
Expected dividend yield | 0.00% | |
Expected risk-free interest rate | 1.67% | |
Warrant to Purchase Common Equity | Second Lien Credit Agreement | Unsecured Debt | ||
Class of Warrant or Right [Line Items] | ||
Term of unsecured note | 4 years | |
Warrant to Purchase Common Equity | Second Lien Credit Agreement | Unsecured Debt | Minimum | ||
Class of Warrant or Right [Line Items] | ||
Interest rate on unsecured note | 13.25% |
INCOME TAXES (Detail Textuals)
INCOME TAXES (Detail Textuals) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate for continuing operations | (43.90%) | (43.00%) |
Federal statutory income tax rate | 34.00% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Detail Textuals) | Jan. 01, 2018USD ($) | Jul. 01, 2017USD ($) | Jun. 01, 2016USD ($) | Aug. 31, 2016USD ($)square_feet | Mar. 31, 2017USD ($)option | Dec. 31, 2019USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2004USD ($)a | Dec. 31, 2018USD ($) | Jan. 12, 2016USD ($) |
Pending Litigation | Case Vs. Silver Slipper Casino And Hotel Contractor And Architect | Positive Outcome of Litigation | ||||||||||
Commitments and Contingencies [Line Items] | ||||||||||
Damages sought | $ 1,600,000 | |||||||||
Silver Slipper Casino | Land Lease Agreement | ||||||||||
Commitments and Contingencies [Line Items] | ||||||||||
Lease includes base monthly payments | $ 77,500 | |||||||||
Percentage of gross gaming revenue | 3.00% | |||||||||
Gross gaming revenue (in excess of) | $ 3,650,000 | |||||||||
Purchase price of leased land | $ 15,500,000 | |||||||||
Retained interest in percentages of net income | 3.00% | |||||||||
Retained interest in percentages of net income, term | 10 years | |||||||||
New purchase price if change in ownership of Silver Slipper | $ 17,100,000 | |||||||||
Option to purchase four acre portion of leased land | $ 2,000,000 | |||||||||
Silver Slipper Casino | Land Lease Agreement | Protected Marshland | ||||||||||
Commitments and Contingencies [Line Items] | ||||||||||
Area of land subject to ground lease | a | 31 | |||||||||
Silver Slipper Casino | Land Lease Agreement | Casino Parcel | ||||||||||
Commitments and Contingencies [Line Items] | ||||||||||
Area of land subject to ground lease | a | 7 | |||||||||
Option to purchase four acre portion of leased land, area | a | 4 | |||||||||
Bronco Billy's Casino and Hotel | Certain Parking Lots and Buildings | ||||||||||
Commitments and Contingencies [Line Items] | ||||||||||
Lease includes base monthly payments | $ 18,500 | |||||||||
Purchase price of leased land | $ 7,600,000 | |||||||||
Number of renewal options | option | 6 | |||||||||
Lease extension term | 3 years | |||||||||
Bronco Billy's Casino and Hotel | Certain Parking Lots and Buildings | Scenario, Forecast | ||||||||||
Commitments and Contingencies [Line Items] | ||||||||||
Lease includes base monthly payments | $ 30,000 | $ 25,000 | ||||||||
Grand Lodge Casino facility | ||||||||||
Commitments and Contingencies [Line Items] | ||||||||||
Lease includes base monthly payments | $ 41,667 | $ 125,000 | ||||||||
EBITDA measurement period | 12 months | |||||||||
Operating lease, capital expenditure requirement for gaming devices and equipment | $ 1,500,000 | |||||||||
Lease termination clause period | 6 months | |||||||||
Grand Lodge Casino facility | Hyatt Equities, L.L.C. | ||||||||||
Commitments and Contingencies [Line Items] | ||||||||||
Operating lease, capital expenditure requirement for tenant improvements | $ 3,500,000 | |||||||||
Grand Lodge Casino facility | Scenario, Forecast | ||||||||||
Commitments and Contingencies [Line Items] | ||||||||||
Lease includes base monthly payments | $ 166,667 | $ 145,833 | ||||||||
Corporate Office Lease | ||||||||||
Commitments and Contingencies [Line Items] | ||||||||||
Lease includes base monthly payments | $ 200,000 | |||||||||
Office lease, square feet | square_feet | 4,479 | |||||||||
Term of lease | 7 years 7 months 6 days | |||||||||
Tenant improvement allowance | $ 200,000 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Detail Textuals) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Apr. 11, 2017 | Apr. 10, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 93 | $ 57 | ||
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation costs | $ 500 | |||
Weighted-average period of unrecognized compensation cost expected to be recognized | 1 year 7 months 1 day | |||
Equity Incentive Plan 2015 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based awards available for grant (in shares) | 443,756 | |||
Equity Incentive Plan 2015 | Subsequent Event | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares of common stock available for issuance (in shares) | 2,500,000 | 1,400,000 |
SHARE-BASED COMPENSATION - Summ
SHARE-BASED COMPENSATION - Summarizes information related to our common stock options (Details) - Stock options | 3 Months Ended |
Mar. 31, 2017$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options outstanding (in shares) | 2,057,950 |
Options exercisable (in shares) | 819,734 |
Weighted average exercise price, Options outstanding (in dollars per share) | $ / shares | $ 1.42 |
Weighted average exercise price, Options exercisable (in dollars per share) | $ / shares | $ 1.31 |
Granted (in shares) | 0 |
Exercised (in shares) | 0 |
Canceled/Forfeited (in shares) | 0 |
SEGMENT REPORTING - Selected St
SEGMENT REPORTING - Selected Statement of Operations Data (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017USD ($)segment | Mar. 31, 2016USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of segments | segment | 4 | |
Net Revenues | $ 39,620 | $ 32,007 |
Adjusted Property EBITDA | 5,769 | 4,729 |
Depreciation and amortization | (2,097) | (1,693) |
Corporate expenses | (1,175) | (1,161) |
Project development and acquisition costs | (131) | (287) |
Loss on disposals, net | (13) | 0 |
Share-based compensation | (93) | (57) |
Operating income | 2,260 | 1,531 |
Interest expense | (2,678) | (1,762) |
Total other expense | (2,678) | (1,762) |
Loss before income taxes | (418) | (231) |
Provision for income taxes | 184 | 99 |
Net loss | (602) | (330) |
Silver Slipper Casino and Hotel | ||
Segment Reporting Information [Line Items] | ||
Net Revenues | 16,658 | 14,845 |
Adjusted Property EBITDA | 3,052 | 2,661 |
Rising Star Casino Resort | ||
Segment Reporting Information [Line Items] | ||
Net Revenues | 12,205 | 12,246 |
Adjusted Property EBITDA | 1,319 | 1,301 |
Bronco Billy's Hotel and Casino | ||
Segment Reporting Information [Line Items] | ||
Net Revenues | 5,861 | 0 |
Adjusted Property EBITDA | 846 | 0 |
Northern Nevada Casinos | ||
Segment Reporting Information [Line Items] | ||
Net Revenues | 4,896 | 4,916 |
Adjusted Property EBITDA | $ 552 | $ 767 |
SEGMENT REPORTING - Selected Ba
SEGMENT REPORTING - Selected Balance Sheet Data (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Segment Reporting Information [Line Items] | ||
Total Assets | $ 175,024 | $ 177,206 |
Operating Segments | Silver Slipper Casino and Hotel | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 79,245 | 79,975 |
Operating Segments | Rising Star Casino Resort | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 36,466 | 36,444 |
Operating Segments | Bronco Billy's Hotel and Casino | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 36,821 | 36,732 |
Operating Segments | Northern Nevada Casinos | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 11,654 | 12,722 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Total Assets | $ 10,838 | $ 11,333 |