Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 29, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 0-24206 | |
Entity Registrant Name | PENN NATIONAL GAMING, INC. | |
Entity Incorporation, State or Country Code | PA | |
Entity Tax Identification Number | 23-2234473 | |
Entity Address, Address Line One | 825 Berkshire Blvd., Suite 200 | |
Entity Address, City or Town | Wyomissing, | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19610 | |
City Area Code | 610 | |
Local Phone Number | 373-2400 | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | PENN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Smaller Reporting Company | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 169,514,408 | |
Entity Central Index Key | 0000921738 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 2,729.3 | $ 1,853.8 |
Accounts receivable, net | 154.1 | 96.4 |
Prepaid expenses | 112 | 103.5 |
Other current assets | 43.7 | 31.3 |
Total current assets | 3,039.1 | 2,085 |
Property and equipment, net | 4,570.1 | 4,529.3 |
Investment in and advances to unconsolidated affiliates | 252 | 266.8 |
Goodwill | 1,175.1 | 1,157.1 |
Other intangible assets, net | 1,550.5 | 1,513.5 |
Lease right-of-use assets | 4,827.8 | 4,817.7 |
Other assets | 334.1 | 297.9 |
Total assets | 15,748.7 | 14,667.3 |
Current liabilities | ||
Accounts payable | 36.7 | 33.2 |
Current maturities of long-term debt | 95.1 | 81.4 |
Current portion of financing obligations | 38.2 | 36 |
Current portion of lease liabilities | 143 | 134.3 |
Accrued expenses and other current liabilities | 764.7 | 575.1 |
Total current liabilities | 1,077.7 | 860 |
Long-term debt, net of current maturities, debt discount and debt issuance costs | 2,654.4 | 2,231.2 |
Long-term portion of financing obligations | 4,067.8 | 4,096.4 |
Long-term portion of lease liabilities | 4,599.9 | 4,578.2 |
Deferred income taxes | 145.7 | 126.3 |
Other long-term liabilities | 131.8 | 119.4 |
Total liabilities | 12,677.3 | 12,011.5 |
Commitments and contingencies | ||
Stockholders’ equity | ||
Common stock ($0.01 par value, 400,000,000 and 200,000,000 shares authorized, 159,202,151 and 157,868,227 shares issued, and 157,045,294 and 155,700,834 shares outstanding) | 1.6 | 1.6 |
Treasury stock, at cost, (2,167,393 shares held in both periods) | (28.4) | (28.4) |
Additional paid-in capital | 3,204.4 | 3,167.2 |
Retained earnings (accumulated deficit) | (131.5) | (507.3) |
Total Penn National stockholders’ equity | 3,071.9 | 2,656.2 |
Non-controlling interest | (0.5) | (0.4) |
Total stockholders’ equity | 3,071.4 | 2,655.8 |
Total liabilities and stockholders’ equity | 15,748.7 | 14,667.3 |
Series B Preferred Stock | ||
Stockholders’ equity | ||
Preferred stock | 0 | 0 |
Series C Preferred Stock | ||
Stockholders’ equity | ||
Preferred stock | 0 | 0 |
Series D Preferred Stock | ||
Stockholders’ equity | ||
Preferred stock | $ 25.8 | $ 23.1 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 159,202,151 | 157,868,227 |
Common stock, shares outstanding (in shares) | 157,045,294 | 155,700,834 |
Treasury stock (in shares) | 2,167,393 | 2,167,393 |
Series B Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Series C Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 18,500 | 18,500 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Series D Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 5,000 | 5,000 |
Preferred stock, shares issued (in shares) | 969 | 883 |
Preferred stock, shares outstanding (in shares) | 775 | 883 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues | ||||
Total revenues | $ 1,511.8 | $ 1,129.7 | $ 4,332.5 | $ 2,551.3 |
Operating expenses | ||||
General and administrative | 376.5 | 317.6 | 1,019.2 | 828.7 |
Depreciation and amortization | 83.7 | 87.7 | 246.9 | 275.3 |
Impairment losses | 0 | 0 | 0 | 616.1 |
Total operating expenses | 1,272.7 | 933.5 | 3,499 | 3,081.1 |
Operating income (loss) | 239.1 | 196.2 | 833.5 | (529.8) |
Other income (expenses) | ||||
Interest expense, net | (144.9) | (142.3) | (418.6) | (407.1) |
Income from unconsolidated affiliates | 9.1 | 5 | 27.8 | 7.4 |
Other | 19.2 | 68 | 43.1 | 75.5 |
Total other expenses | (116.6) | (69.3) | (347.7) | (324.2) |
Income (loss) before income taxes | 122.5 | 126.9 | 485.8 | (854) |
Income tax benefit (expense) | (36.4) | 14.3 | (110.1) | 172.2 |
Net income (loss) | 86.1 | 141.2 | 375.7 | (681.8) |
Less: Net loss attributable to non-controlling interest | 0 | 0.7 | 0.1 | 1.2 |
Net income (loss) attributable to Penn National | 86.1 | 141.9 | 375.8 | (680.6) |
Comprehensive income (loss) | 86.1 | 141.2 | 375.7 | (681.8) |
Less: Comprehensive loss attributable to non-controlling interest | 0 | 0.7 | 0.1 | 1.2 |
Comprehensive income (loss) attributable to Penn National | $ 86.1 | $ 141.9 | $ 375.8 | $ (680.6) |
Earnings Per Share [Abstract] | ||||
Basic earnings (loss) per share (in dollars per share) | $ 0.55 | $ 1.02 | $ 2.40 | $ (5.36) |
Diluted earnings (loss) per share (in dollars per share) | $ 0.52 | $ 0.93 | $ 2.24 | $ (5.36) |
Weighted average common shares outstanding - Basic (in shares) | 156.1 | 138.2 | 155.9 | 126.9 |
Weighted average common shares outstanding - diluted (in shares) | 172.7 | 155.5 | 172.7 | 126.9 |
Gaming | ||||
Revenues | ||||
Total revenues | $ 1,256.2 | $ 993.6 | $ 3,643.7 | $ 2,155.7 |
Operating expenses | ||||
Cost of revenue | 652.4 | 458.1 | 1,801.1 | 1,101 |
Food, beverage, hotel and other | ||||
Revenues | ||||
Total revenues | 255.6 | 136.1 | 688.8 | 395.6 |
Operating expenses | ||||
Cost of revenue | $ 160.1 | $ 70.1 | $ 431.8 | $ 260 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) $ in Millions | Total | Cumulative Effect, Period of Adoption, Adjustment | Total Penn National Stock-holders’ Equity | Total Penn National Stock-holders’ EquityCumulative Effect, Period of Adoption, Adjustment | Preferred Stock | Common Stock | Treasury Stock | Addi- tional Paid-In Capital | Retained Earnings (Accum-ulated Deficit) | Retained Earnings (Accum-ulated Deficit)Cumulative Effect, Period of Adoption, Adjustment | Non-Control- ling Interest |
Beginning balance (in shares) at Dec. 31, 2019 | 0 | 115,958,259 | |||||||||
Beginning balance at Dec. 31, 2019 | $ 1,851.9 | $ 0.6 | $ 1,852.7 | $ 0.6 | $ 0 | $ 1.2 | $ (28.4) | $ 1,718.3 | $ 161.6 | $ 0.6 | $ (0.8) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Barstool Sports investment (in shares) | 883 | ||||||||||
Barstool Sports investment | 23.1 | 23.1 | $ 23.1 | ||||||||
Share-based compensation arrangements (in shares) | 4,028,992 | ||||||||||
Share-based compensation arrangements | 61 | 61 | 61 | ||||||||
Share issuance/Common Stock Offering (in shares) | 35,266,667 | ||||||||||
Share issuance/Common Stock Offering | 1,288.8 | 1,288.8 | $ 0.4 | 1,288.4 | |||||||
Convertible debt offering | 88.2 | 88.2 | 88.2 | ||||||||
Net income (loss) | (681.8) | (680.6) | (680.6) | (1.2) | |||||||
Other | (0.1) | (0.1) | (0.1) | ||||||||
Ending balance (in shares) at Sep. 30, 2020 | 883 | 155,253,918 | |||||||||
Ending balance at Sep. 30, 2020 | 2,631.7 | 2,633.7 | $ 23.1 | $ 1.6 | (28.4) | 3,155.8 | (518.4) | (2) | |||
Beginning balance (in shares) at Jun. 30, 2020 | 883 | 137,435,090 | |||||||||
Beginning balance at Jun. 30, 2020 | 1,504.9 | 1,506.2 | $ 23.1 | $ 1.4 | (28.4) | 2,170.4 | (660.3) | (1.3) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Share-based compensation arrangements (in shares) | 1,718,828 | ||||||||||
Share-based compensation arrangements | 28.3 | 28.3 | 28.3 | ||||||||
Share issuance/Common Stock Offering (in shares) | 16,100,000 | ||||||||||
Share issuance/Common Stock Offering | 957.6 | 957.6 | $ 0.2 | 957.4 | |||||||
Net income (loss) | 141.2 | 141.9 | 141.9 | (0.7) | |||||||
Other | (0.3) | (0.3) | (0.3) | ||||||||
Ending balance (in shares) at Sep. 30, 2020 | 883 | 155,253,918 | |||||||||
Ending balance at Sep. 30, 2020 | 2,631.7 | 2,633.7 | $ 23.1 | $ 1.6 | (28.4) | 3,155.8 | (518.4) | (2) | |||
Beginning balance (in shares) at Dec. 31, 2020 | 883 | 155,700,834 | |||||||||
Beginning balance at Dec. 31, 2020 | 2,655.8 | 2,656.2 | $ 23.1 | $ 1.6 | (28.4) | 3,167.2 | (507.3) | (0.4) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Share-based compensation arrangements (in shares) | 908,473 | ||||||||||
Share-based compensation arrangements | $ 21.9 | 21.9 | 21.9 | ||||||||
Share issuance/Common Stock Offering (in shares) | 43,000 | 86 | 241,787 | ||||||||
Share issuance/Common Stock Offering | $ 27.4 | 27.4 | $ 8.1 | 19.3 | |||||||
Preferred Stock Conversion (in shares) | (194) | 194,200 | |||||||||
Preferred Stock Conversion | 0 | $ (5.4) | 5.4 | ||||||||
Net income (loss) | 375.7 | 375.8 | 375.8 | (0.1) | |||||||
Other | (9.4) | (9.4) | (9.4) | ||||||||
Ending balance (in shares) at Sep. 30, 2021 | 775 | 157,045,294 | |||||||||
Ending balance at Sep. 30, 2021 | 3,071.4 | 3,071.9 | $ 25.8 | $ 1.6 | (28.4) | 3,204.4 | (131.5) | (0.5) | |||
Beginning balance (in shares) at Jun. 30, 2021 | 775 | 156,786,873 | |||||||||
Beginning balance at Jun. 30, 2021 | 2,957.8 | 2,958.3 | $ 24.2 | $ 1.6 | (28.4) | 3,178.5 | (217.6) | (0.5) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Share-based compensation arrangements (in shares) | 17,318 | ||||||||||
Share-based compensation arrangements | 8.5 | 8.5 | 8.5 | ||||||||
Share issuance/Common Stock Offering (in shares) | 43 | 198,103 | |||||||||
Share issuance/Common Stock Offering | 18.8 | 18.8 | $ 3 | 15.8 | |||||||
Preferred Stock Conversion (in shares) | (43) | 43,000 | |||||||||
Preferred Stock Conversion | 0 | $ (1.4) | 1.4 | ||||||||
Net income (loss) | 86.1 | 86.1 | 86.1 | ||||||||
Other | 0.2 | 0.2 | 0.2 | ||||||||
Ending balance (in shares) at Sep. 30, 2021 | 775 | 157,045,294 | |||||||||
Ending balance at Sep. 30, 2021 | $ 3,071.4 | $ 3,071.9 | $ 25.8 | $ 1.6 | $ (28.4) | $ 3,204.4 | $ (131.5) | $ (0.5) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Operating activities | ||
Net income (loss) | $ 375.7 | $ (681.8) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 246.9 | 275.3 |
Amortization of debt discount and debt issuance costs | 16.9 | 11 |
Noncash interest expense | 12.1 | 0 |
Noncash operating lease expense | 117.1 | 84 |
Change in fair value of contingent purchase price | 1.9 | (1.4) |
Gain on acquisition of Sam Houston | (29.9) | 0 |
Holding gain on equity securities | (8.7) | (75.6) |
Change in fair value in puts/calls associated with our Barstool Sports investment | (0.6) | 0 |
Loss (gain) on sale or disposal of property and equipment | 0.1 | (33.9) |
Noncash rent and interest expense related to the utilization of rent credits | 0 | 232.3 |
Income from unconsolidated affiliates | (27.8) | (7.4) |
Return on investment from unconsolidated affiliates | 23.9 | 17.3 |
Deferred income taxes | 19.4 | (124) |
Stock-based compensation | 21.9 | 11.7 |
Impairment losses | 0 | 616.1 |
Changes in operating assets and liabilities, net of businesses acquired | ||
Accounts receivable | (57.3) | (27.5) |
Prepaid expenses and other current assets | (21.8) | 14.4 |
Other assets | (2.1) | (3.4) |
Accounts payable | (1.2) | 22.3 |
Accrued expenses | 131.6 | 3.6 |
Income taxes | 11.1 | (43.9) |
Operating lease liabilities | (97.6) | (69.8) |
Other current and long-term liabilities | 47.4 | 1.5 |
Net cash provided by operating activities | 779 | 220.8 |
Investing activities | ||
Capital expenditures | (137.8) | (97.6) |
Consideration paid for Barstool Sports investment | 0 | (135) |
Consideration paid for acquisitions of businesses, net of cash acquired | (34.4) | (3) |
Consideration paid for remaining interest of Sam Houston | (42) | 0 |
Acquisition of equity securities | (26) | 0 |
Consideration paid for gaming licenses and other intangible assets | (20.6) | 0 |
Other | (8.7) | (0.3) |
Net cash used in investing activities | (269.5) | (235.9) |
Financing activities | ||
Proceeds from revolving credit facility | 0 | 540 |
Repayments of revolving credit facility | 0 | (680) |
Proceeds from issuance of long-term debt, net of discounts | 400 | 322.2 |
Principal payments on long-term debt | (48.3) | (35) |
Debt and equity issuance costs | (7.5) | (6.9) |
Proceeds from other long-term obligations | 72.5 | 0 |
Payments of other long-term obligations | (8.6) | (8.4) |
Principal payments on financing obligations | (26.8) | (20.9) |
Principal payments on finance leases | (6.1) | (2.7) |
Proceeds from common stock offerings, net of discounts and fees | 0 | 1,288.8 |
Proceeds from exercise of options | 8.8 | 55.5 |
Proceeds from insurance financing | 26.6 | 19.5 |
Payments on insurance financing | (25.6) | (19.6) |
Other | (9.8) | (7) |
Net cash provided by financing activities | 375.2 | 1,445.5 |
Change in cash, cash equivalents, and restricted cash | 884.7 | 1,430.4 |
Cash, cash equivalents and restricted cash at the beginning of the year | 1,870.4 | 455.2 |
Cash, cash equivalents and restricted cash at the end of the period | 2,755.1 | 1,885.6 |
Reconciliation of cash, cash equivalents and restricted cash: | ||
Cash and cash equivalents | 2,729.3 | 1,873.1 |
Restricted cash included in Other current assets | 24.6 | 9.9 |
Restricted cash included in Other assets | 1.2 | 2.6 |
Total cash, cash equivalents and restricted cash | 2,755.1 | 1,885.6 |
Supplemental disclosure: | ||
Cash paid for interest, net of amounts capitalized | 418.9 | 256.6 |
Cash payments (refunds) related to income taxes, net | 75.6 | (6) |
Non-cash investing and financing activities: | ||
Rent credits received upon sale of Tropicana land and buildings | 0 | 307.5 |
Commencement of operating leases | 31.6 | 67.4 |
Commencement of finance leases | 102.9 | 0 |
Accrued capital expenditures | $ 25 | $ (13.1) |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Organization: Penn National Gaming, Inc., together with its subsidiaries (“Penn National,” the “Company,” “we,” “our,” or “us”), is a leading, diversified, multi-jurisdictional owner and omni-channel provider of gaming and racing properties, online gaming, retail and online sports betting operations, and video gaming terminal (“VGT”) operations. Our wholly-owned interactive division, Penn Interactive Ventures, LLC (“Penn Interactive”), operates retail sports betting across the Company’s portfolio, as well as online sports betting, online social casino, and online casinos (“iGaming”). The Company holds a 36% (inclusive of 1% on a delayed basis) equity interest in Barstool Sports, Inc. (“Barstool Sports”), a leading digital sports, entertainment, lifestyle and media company, and entered into a strategic relationship with Barstool Sports, whereby Barstool Sports is exclusively promoting the Company's land-based and online casinos and sports betting products, including the Barstool Sportsbook and Casino mobile app, to its national audience. We launched the Barstool Sportsbook and Casino app in six additional states, bringing our total to ten live states, three of which offer online casino play. Our my choice ® customer loyalty program (the “my choice program”) currently has over 24 million members, and rewards and recognizes such members for their loyalty to both retail and online gaming and sports betting products with dynamic offers, experiences, and service levels. The Company’s strategy continues to evolve from an owner and manager of gaming and racing properties into an omni-channel provider of retail and online gaming, sports betting entertainment, and sports content. As of September 30, 2021, we owned, managed, or had ownership interests in 43 gaming and racing properties in 20 states. This includes the addition of Hollywood Casino York, located in York, Pennsylvania, which opened on August 12, 2021 and Hollywood Casino Perryville, located in Perryville, Maryland, acquired as of July 1, 2021. In addition, we are licensed to offer live sports betting at our properties in ten states. The majority of the real estate assets (i.e., land and buildings) used in our operations are subject to triple net master leases, the most significant of which are the Penn Master Lease and the Pinnacle Master Lease (as such terms are defined in Note 9, “Leases,” and collectively referred to as the “Master Leases”), with Gaming and Leisure Properties, Inc. (Nasdaq: GLPI) (“GLPI”), a real estate investment trust (“REIT”). Update on the Impact of the COVID-19 Pandemic: As of September 30, 2021, all of our properties have reopened, and the majority of our properties are operating at full capacity while adhering to state mandated health and safety protocols. Basis of Presentation: The unaudited Consolidated Financial Statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information and with the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and notes required by GAAP for complete consolidated financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Results of operations and cash flows for the interim periods presented herein are not necessarily indicative of the results that would be achieved during a full year of operations or in future periods. These unaudited Consolidated Financial Statements and notes thereto should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Principles of Consolidation: The unaudited Consolidated Financial Statements include the accounts of Penn National Gaming, Inc. and its subsidiaries. Investments in and advances to unconsolidated affiliates that do not meet the consolidation criteria of the authoritative guidance for voting interest entities or variable interest entities (“VIEs”) are accounted for under the equity method. All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates: The preparation of unaudited Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities at the date of the financial statements, and (iii) the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates. Segment Information: We view each of our gaming and racing properties as an operating segment with the exception of our two properties in Jackpot, Nevada, which we view as one operating segment. We consider our combined VGT operations, by state, to be separate operating segments. See Note 16, “Segment Information,” for further information. For financial reporting purposes, we aggregate our operating segments into the following four reportable segments: Location Real Estate Assets Lease or Ownership Structure Northeast segment Ameristar East Chicago East Chicago, Indiana Pinnacle Master Lease Greektown Casino-Hotel Detroit, Michigan Greektown Lease Hollywood Casino Bangor Bangor, Maine Penn Master Lease Hollywood Casino at Charles Town Races Charles Town, West Virginia Penn Master Lease Hollywood Casino Columbus Columbus, Ohio Penn Master Lease Hollywood Casino Lawrenceburg Lawrenceburg, Indiana Penn Master Lease Hollywood Casino at Penn National Race Course (1) Grantville, Pennsylvania Penn Master Lease Hollywood Casino Perryville Perryville, Maryland Perryville Lease Hollywood Casino Toledo Toledo, Ohio Penn Master Lease Hollywood Casino York York, Pennsylvania Operating Lease (not with REIT Landlord) Hollywood Gaming at Dayton Raceway Dayton, Ohio Penn Master Lease Hollywood Gaming at Mahoning Valley Race Course Youngstown, Ohio Penn Master Lease Marquee by Penn (2) Pennsylvania N/A Hollywood Casino at Meadows Racetrack Washington, Pennsylvania Meadows Lease Plainridge Park Casino Plainville, Massachusetts Pinnacle Master Lease South segment 1 st Jackpot Casino Tunica, Mississippi Penn Master Lease Ameristar Vicksburg Vicksburg, Mississippi Pinnacle Master Lease Boomtown Biloxi Biloxi, Mississippi Penn Master Lease Boomtown Bossier City Bossier City, Louisiana Pinnacle Master Lease Boomtown New Orleans New Orleans, Louisiana Pinnacle Master Lease Hollywood Casino Gulf Coast Bay St. Louis, Mississippi Penn Master Lease Hollywood Casino Tunica Tunica, Mississippi Penn Master Lease L’Auberge Baton Rouge Baton Rouge, Louisiana Pinnacle Master Lease L’Auberge Lake Charles Lake Charles, Louisiana Pinnacle Master Lease Margaritaville Resort Casino Bossier City, Louisiana Margaritaville Lease West segment Ameristar Black Hawk Black Hawk, Colorado Pinnacle Master Lease Cactus Petes and Horseshu Jackpot, Nevada Pinnacle Master Lease M Resort Henderson, Nevada Penn Master Lease Tropicana Las Vegas Las Vegas, Nevada Tropicana Lease Zia Park Casino Hobbs, New Mexico Penn Master Lease Midwest segment Ameristar Council Bluffs Council Bluffs, Iowa Pinnacle Master Lease Argosy Casino Alton (3) Alton, Illinois Penn Master Lease Argosy Casino Riverside Riverside, Missouri Penn Master Lease Hollywood Casino Aurora Aurora, Illinois Penn Master Lease Hollywood Casino Joliet Joliet, Illinois Penn Master Lease Hollywood Casino at Kansas Speedway (4) Kansas City, Kansas Owned - JV Hollywood Casino St. Louis Maryland Heights, Missouri Penn Master Lease Prairie State Gaming (2) Illinois N/A River City Casino St. Louis, Missouri Pinnacle Master Lease (1) Our Category 4 development Hollywood Casino Morgantown (subject to the Morgantown Lease) is included with Hollywood Casino at Penn National Race Course. (2) VGT route operations (3) The riverboat is owned by us and not subject to the Penn Master Lease. (4) Pursuant to a joint venture (“JV”) with NASCAR and includes the Company’s 50% investment in Kansas Entertainment, LLC (“Kansas Entertainment”), which owns Hollywood Casino at Kansas Speedway. Revenue Recognition: Our revenue from contracts with customers consists primarily of gaming wagers, food and beverage transactions, retail transactions, hotel room sales, racing wagers, and sports betting wagers. See Note 5, “Revenue Disaggregation,” for information on our revenue by type and geographic location. Complimentaries Associated with Gaming Contracts Food, beverage, hotel, and other services furnished to patrons for free as an inducement to gamble or through the redemption of our customers’ loyalty points are recorded as food, beverage, hotel and other revenues, at their estimated standalone selling prices with an offset recorded as a reduction to gaming revenues. The cost of providing complimentary goods and services to patrons as an inducement to gamble as well as for the fulfillment of our loyalty point obligation is included in food, beverage, hotel and other expenses. Revenues recorded to food, beverage, hotel, and other and offset to gaming revenues were as follows: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Food and beverage $ 46.1 $ 29.4 $ 126.3 $ 90.7 Hotel 35.7 21.9 92.8 58.6 Other 3.2 1.5 7.2 5.0 Total complimentaries associated with gaming contracts $ 85.0 $ 52.8 $ 226.3 $ 154.3 Customer-related Liabilities The Company has three general types of liabilities related to contracts with customers: (i) the obligation associated with its my choice program (loyalty points and tier status benefits), (ii) advance payments on goods and services yet to be provided and for unpaid wagers, and (iii) deferred revenue associated with third-party sports betting operators for online sports betting and related iGaming market access. Our my choice program allows members to utilize their reward membership card to earn loyalty points that are redeemable for slot play and complimentaries, such as food and beverage at our restaurants, lodging at our hotels, and products offered at our retail stores across the vast majority of our properties. In addition, members of the my choice program earn credit toward tier status, which entitles them to receive certain other benefits, such as gifts. The obligation associated with our my choice program, which is included in “Accrued expenses and other current liabilities” within our unaudited Consolidated Balance Sheets, was $35.0 million and $35.8 million as of September 30, 2021 and December 31, 2020, respectively, and consisted principally of the obligation associated with the loyalty points. Our loyalty point obligations are generally settled within six months of issuance. Changes between the opening and closing balances primarily relate to the timing of our customers’ election to redeem loyalty points as well as the timing of when our customers receive their earned tier status benefits. The Company’s advance payments on goods and services yet to be provided and for unpaid wagers primarily consist of the following: (i) deposits on rooms and convention space, (ii) money deposited on behalf of a customer in advance of their property visit (referred to as “safekeeping” or “front money”), (iii) money deposited in an online wallet not yet wagered or wagered and not yet withdrawn, (iv) outstanding tickets generated by slot machine play or pari-mutuel wagering, (v) outstanding chip liabilities, (vi) unclaimed jackpots, and (vii) gift cards redeemable at our properties. Unpaid wagers primarily relate to the Company’s obligation to settle outstanding slot tickets, pari-mutuel racing tickets, gaming chips with customers and future withdrawals from online wallets. Unpaid wagers generally represent obligations stemming from prior wagering events, of which revenue was previously recognized. The Company’s advance payments on goods and services yet to be provided and for unpaid wagers were $91.6 million and $47.1 million as of September 30, 2021 and December 31, 2020, respectively, of which none was classified as long-term as of September 30, 2021 as compared to $0.5 million as of December 31, 2020. The current portion and long-term portion of our advance payments on goods and services yet to be provided and for unpaid wagers are included in “Accrued expenses and other current liabilities” and “Other long-term liabilities” within our unaudited Consolidated Balance Sheets, respectively. Penn Interactive enters into multi-year agreements with sports betting operators for online sports betting and related iGaming market access across our portfolio of properties, from which we received cash and equity securities, including ordinary shares and warrants, specific to two operator agreements. Deferred revenue associated with third-party sports betting operators for online sports betting and related iGaming market access, which is included in “Other long-term liabilities” within our unaudited Consolidated Balance Sheets, was $54.4 million and $52.7 million as of September 30, 2021 and December 31, 2020, respectively. Gaming and Racing Taxes: We are subject to gaming and pari-mutuel taxes primarily based on gross gaming revenue and pari-mutuel revenue in the jurisdictions in which we operate. The Company primarily recognizes gaming and pari-mutuel tax expense based on the statutorily required percentage of revenue that is required to be paid to state and local jurisdictions in the states where or in which the wagering occurs, as well as taxes on revenues derived from arrangements which allow for third party partners to operate online casinos and online sportsbooks under our gaming licenses. For the three and nine months ended September 30, 2021, these expenses, which were recorded in “Gaming” expense or “Food, beverage, hotel and other” expenses within the unaudited Consolidated Statements of Operations and Comprehensive Income (Loss) as applicable, were $505.8 million and $1.4 billion respectively, as compared to $349.2 million and $783.1 million for the three and nine months ended September 30, 2020, respectively. Earnings Per Share: Basic earnings per share (“EPS”) is computed by dividing net income (loss) applicable to common stock by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects the additional dilution, if any, for all potentially-dilutive securities such as stock options, unvested restricted stock awards (“RSAs”), outstanding convertible preferred stock and convertible debt. Holders of the Company’s Series D Preferred Stock (as defined in Note 10, “Investments in and Advances to Unconsolidated Affiliates” ) are entitled to participate equally and ratably in all dividends and distributions paid to holders of the Company's common stock ("Penn Common Stock") irrespective of any vesting requirement. Accordingly, the Series D Preferred Stock shares are considered a participating security and the Company is required to apply the two-class method to consider the impact of the preferred shares on the calculation of basic and diluted EPS. The holders of the Company’s Series D Preferred Stock are not obligated to absorb losses; therefore, in reporting periods where the Company is in a net loss position, it does not apply the two-class method. In reporting periods where the Company is in a net income position, the two-class method is applied by allocating all earnings during the period to common shares and preferred shares. See Note 14, “Earnings (Loss) per Share,” for more information. |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements Accounting Pronouncements to be Implemented In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”). ASU 2020-04 provides an optional expedient and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. In response to the concerns about structural risks of interbank offered rates and, particularly, the risk of cessation of the London Interbank Offered Rate (referred to as “LIBOR”), regulators in several jurisdictions around the world have undertaken reference rate reform initiatives to identify alternative reference rates that are more observable or transaction-based and less susceptible to manipulation. ASU 2020-04 also provides companies with optional guidance to ease the potential accounting burden associated with transitioning away from reference rates that are expected to be discontinued. ASU 2020-04 can be adopted no later than December 1, 2022 with early adoption permitted. The interest rates associated with the Company’s borrowings under its Senior Secured Credit Facilities (as defined in Note 8, “Long-term Debt” ) are tied to LIBOR. The Company is currently evaluating the impact of the adoption of ASU 2020-04 on our Consolidated Financial Statements. In August 2020, The FASB issued ASU 2020-06, “Debt—Debt with Conversion and Other Options (Topic 470) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Topic 814): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”). ASU 2020-06 eliminates the number of accounting models used to account for convertible debt instruments and convertible preferred stock. The update also amends the disclosure requirements for convertible instruments and EPS in an effort to increase financial reporting transparency. ASU 2020-06 will be effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of ASU 2020-06 on our Consolidated Financial Statements. A variety of proposed or otherwise potential accounting standards are currently being studied by standard-setting organizations and certain regulatory agencies. Because of the tentative and preliminary nature of such proposed standards, we have not yet determined the effect, if any, that the implementation of such proposed standards would have on our Consolidated Financial Statements. |
Hurricane Laura
Hurricane Laura | 9 Months Ended |
Sep. 30, 2021 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Hurricane Laura | Hurricane LauraOn August 27, 2020, Hurricane Laura made landfall in Lake Charles, Louisiana, which caused significant damage to our L’Auberge Lake Charles property and closure of the property for approximately two weeks. The Company maintains insurance, subject to certain deductibles and coinsurance, for the repair or replacement of assets that suffered loss and provides coverage for interruption to our business, including lost profits. The Company recorded a receivable relating to our estimate of repairs and maintenance costs which have been incurred and property and equipment which have been written off, and for which we deem the recovery of such costs and property and equipment from our insurers to be probable. The insurance recovery receivable is included in “Accounts Receivable, net” within the unaudited Consolidated Balance Sheets. As we deem it probable that the proceeds to be recovered from our insurers exceeds the total of our insurance recovery recorded and our insurers’ deductible and coinsurance, we did not record any loss associated with the impact of this natural disaster. Timing differences are likely to exist between the recognition of (i) impairment losses and capital expenditures made to repair or restore the assets and (ii) the receipt of insurance proceeds within the unaudited Consolidated Financial Statements. The amount of the receivable was $28.6 million and $23.0 million, as of September 30, 2021 and December 31, 2020, respectively. No proceeds were received from our insurers during the nine months ended September 30, 2021. For the three and nine months ended September 30, 2021, we identified an additional $0.3 million and $5.6 million of costs related to our policy claim, respectively. We continue to be in the process of quantifying the claim amount under the policies to be submitted to our insurers. We will record proceeds in excess of the recognized losses and lost profits under our business interruption insurance as a gain contingency in accordance with ASC 450, “Contingencies,” which we expect to recognize at the time of final settlement or when nonrefundable cash advances are made in a period subsequent to September 30, 2021. The following table summarizes the financial impact of Hurricane Laura related matters: (in millions) September 30, 2021 December 31, 2020 Insurance proceeds $ 47.5 $ 47.5 Deductible $ 15.0 $ 15.0 Coinsurance $ 2.5 $ 2.5 Clean-up, restoration, and other costs $ 52.7 $ 47.1 Fixed asset write-off $ 23.2 $ 23.2 Inventory write-off $ 0.2 $ 0.2 Insurance receivable $ 28.6 $ 23.0 |
Revenue Disaggregation
Revenue Disaggregation | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Disaggregation | Revenue Disaggregation We generate revenues at our owned, managed or operated properties principally by providing the following types of services: (i) gaming, including iGaming; (ii) food and beverage; (iii) hotel; and (iv) other. Other revenues are principally comprised of ancillary gaming-related activities, such as commissions received on ATM transactions, racing, and Penn Interactive’s social gaming. In addition, we assess our revenues based on geographic location of the related properties, which is consistent with our reportable segments (see Note 16, “Segment Information,” for further information). Our revenue disaggregation by type of revenue and geographic location was as follows: For the three months ended September 30, 2021 (in millions) Northeast South West Midwest Other Intersegment Eliminations (1) Total Revenues: Gaming $ 616.2 $ 253.0 $ 96.7 $ 259.3 $ 31.0 $ — $ 1,256.2 Food and beverage 28.0 28.7 19.5 11.0 0.4 — 87.6 Hotel 8.2 26.8 23.9 8.8 — — 67.7 Other 20.0 9.7 5.6 6.6 65.1 (6.7) 100.3 Total revenues $ 672.4 $ 318.2 $ 145.7 $ 285.7 $ 96.5 $ (6.7) $ 1,511.8 For the three months ended September 30, 2020 (in millions) Northeast South West Midwest Other Intersegment Eliminations (1) Total Revenues: Gaming $ 508.0 $ 208.0 $ 54.0 $ 212.7 $ 11.0 $ (0.1) $ 993.6 Food and beverage 15.8 19.8 9.9 6.6 0.1 — 52.2 Hotel 4.0 20.6 9.0 5.1 — — 38.7 Other 17.3 7.2 5.8 4.7 12.6 (2.4) 45.2 Total revenues $ 545.1 $ 255.6 $ 78.7 $ 229.1 $ 23.7 $ (2.5) $ 1,129.7 For the nine months ended September 30, 2021 (in millions) Northeast South West Midwest Other Intersegment Eliminations (1) Total Revenues: Gaming $ 1,745.7 $ 802.8 $ 262.5 $ 748.3 $ 84.4 $ — $ 3,643.7 Food and beverage 73.0 81.2 49.6 27.7 0.7 — 232.2 Hotel 20.7 70.5 56.3 21.7 — — 169.2 Other 56.4 27.8 14.3 17.5 197.0 (25.6) 287.4 Total revenues $ 1,895.8 $ 982.3 $ 382.7 $ 815.2 $ 282.1 $ (25.6) $ 4,332.5 For the nine months ended September 30, 2020 (in millions) Northeast South West Midwest Other Intersegment Eliminations (1) Total Revenues: Gaming $ 1,060.8 $ 480.3 $ 138.7 $ 442.4 $ 33.7 $ (0.2) $ 2,155.7 Food and beverage 51.9 57.1 35.6 25.4 0.4 — 170.4 Hotel 13.0 45.2 36.3 13.9 — — 108.4 Other 42.8 17.8 12.4 11.5 37.5 (5.2) 116.8 Total revenues $ 1,168.5 $ 600.4 $ 223.0 $ 493.2 $ 71.6 $ (5.4) $ 2,551.3 (1) Primarily represents the elimination of intersegment revenues associated with our internally-branded retail sportsbooks, which are operated by Penn Interactive. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 9 Months Ended |
Sep. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions and Dispositions | Acquisitions and Dispositions Tropicana Las Vegas On April 16, 2020, we sold the real estate assets associated with our Tropicana Las Vegas Hotel and Casino, Inc. (“Tropicana”) property to GLPI in exchange for rent credits of $307.5 million, and utilized the rent credits to pay rent under our existing Master Leases and the Meadows Lease, (as defined and discussed in Note 9, “Leases” ), beginning in May 2020. Contemporaneous with the sale, the Company entered into the Tropicana Lease, (as defined and discussed in Note 9, “Leases” ). Pursuant to the purchase agreement, GLPI would conduct a sale process with respect to both the real estate assets and the operations of Tropicana for up to 24 months (the “Sale Period”), with the Company receiving (i) 75% of the proceeds above $307.5 million plus certain taxes, expenses and costs if an agreement for such sale is signed in the first 12 months of the Sale Period or (ii) 50% of the proceeds above $307.5 million plus certain taxes, expenses and costs if an agreement for such sale is signed in the remainder of the Sale Period. On April 13, 2021, GLPI announced that it entered into a binding term sheet with Bally’s Corporation (“Bally’s”) whereby Bally’s plans to acquire both GLPI’s non-land real estate assets and Penn’s outstanding equity interests in Tropicana, which has the gaming license and operates the Tropicana, for an aggregate cash acquisition price of $150.0 million. GLPI will retain ownership of the land and will concurrently enter into a 50-year ground lease with initial annual rent of $10.5 million. This transaction is expected to close within the first half of 2022, subject to Penn, GLPI, and Bally’s entering into definitive agreements and obtaining regulatory approval. HitPoint Inc. and LuckyPoint Inc. On May 11, 2021, we acquired 100% of the outstanding equity of HitPoint Inc. and Lucky Point Inc. (collectively, “Hitpoint”). The purchase price totaled $12.7 million, consisting of $6.2 million in cash, $3.5 million of the Company’s common equity, and a $3.0 million contingent liability. The contingent liability is payable in annual installments over three years, through a combination of cash and the Company’s common equity, and is based on achievement of certain performance factors. The preliminary purchase price allocation resulted in a recognition of $8.8 million of goodwill, $4.0 million in developed technology which is included in “Other intangible assets, net” within the unaudited Consolidated Balance Sheets, along with other miscellaneous operating assets and liabilities. The developed technology is an amortizing intangible asset with an assigned useful life of five years, and was valued using the multi-period excess earnings method, a variation of the income approach, which is supported by observable market data for peer companies. Hollywood Casino Perryville On July 1, 2021, we completed the previously announced acquisition of the operations of Hollywood Casino Perryville (“Perryville”), from GLPI for a purchase price of $39.4 million, including working capital adjustments. The preliminary purchase price allocation resulted in the recognition of a $12.7 million gaming license asset and a $1.0 million customer relationship asset, both of which are included in “Other intangible assets, net” within our unaudited Consolidated Balance Sheets, $9.2 million of goodwill, $8.2 million of tangible long-term assets, comprised primarily of property and equipment, and $8.3 million of various operating assets and liabilities. Simultaneous with the closing, we entered into a lease with GLPI for the real estate assets associated with Hollywood Casino Perryville for initial annual rent of $7.8 million per year subject to escalation. The gaming license is an indefinite-lived intangible asset, and the customer relationships is an amortizing intangible asset with a useful life of two years. The Company valued (i) the gaming license using the Greenfield Method, a form of the income approach; (ii) the customer relationships using the “with and without” method, a form of the income approach, and (iii) the property and equipment and other various operating assets and liabilities primarily utilizing the cost approach. All valuation methods of the income approach are supported by observable market data for peer casino operator companies. Sam Houston Race Park and Valley Race Park On August 1, 2021, we completed the previously announced acquisition of the remaining 50% ownership interest in the Sam Houston Race Park in Houston, Texas, the Valley Race Park in Harlingen, Texas, and a license to operate a racetrack in Austin, Texas (collectively, “Sam Houston”), from PM Texas Holdings, LLC for a purchase price of $57.8 million, comprised of $42.0 million in cash and $15.8 million of the Company's common equity, which was preliminarily allocated to property and equipment. In conjunction with the acquisition, we recorded a gain of $29.9 million on our equity method investment, which is included in “Other” within our unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). The property and equipment assets were valued using a combination of the market and cost approaches. Score Media and Gaming Inc. On October 19, 2021, we completed the previously announced 100% acquisition of the Score Media and Gaming Inc., a British Columbia corporation (“theScore”) for a purchase price of approximately $1.9 billion. Under the terms of the agreement, 1317774 B.C. Ltd. (the “Purchaser”), an indirectly wholly owned subsidiary of Penn National, acquired each of the issued and outstanding theScore shares (other than those held by Penn National and its subsidiaries) for US$17.00 per share in cash consideration, totaling $0.9 billion, and either 0.2398 of a share of common stock, par value $0.01 of Penn Common Stock or, if validly elected, 0.2398 of an exchangeable share in the capital of the Purchaser (each whole share, an “Exchangeable Share”), totaling 12,319,340 shares of Penn Common Stock and 697,539 Exchangeable Shares, or approximately $1.0 billion. Each Exchangeable Share will be exchangeable into one share of Penn Common Stock at the option of the holder, subject to certain adjustments. In addition, Purchaser may redeem all outstanding Exchangeable Shares in exchange for shares of Penn Common Stock at any time following the fifth anniversary of the closing, or earlier under certain circumstances. Due to the timing of the acquisition and its proximity to the date of this report, the preliminary purchase price allocation has not been completed as the Company is currently in the process of determining the purchase price allocation to tangible and identifiable intangible assets acquired and liabilities assumed. The acquisition provides us with the technology, resources and audience reach to accelerate our media and sports betting strategy across North America. Pro Forma Financial Information Pro forma results of operations for the acquisitions of Hitpoint, Perryville, Sam Houston and theScore have not been presented as they are not material to the consolidated results of operations. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets A reconciliation of goodwill and accumulated goodwill impairment losses, by reportable segment, is as follows: (in millions) Northeast South West Midwest Other Total Balance as of December 31, 2020 Goodwill, gross $ 914.3 $ 236.6 $ 216.8 $ 1,116.7 $ 155.5 $ 2,639.9 Accumulated goodwill impairment losses (761.4) (61.0) (16.6) (556.1) (87.7) (1,482.8) Goodwill, net $ 152.9 $ 175.6 $ 200.2 $ 560.6 $ 67.8 $ 1,157.1 Goodwill acquired during the period $ 9.2 $ — $ — $ — $ 8.8 $ 18.0 Balance as of September 30, 2021 Goodwill, gross $ 923.5 $ 236.6 $ 216.8 $ 1,116.7 $ 164.3 $ 2,657.9 Accumulated goodwill impairment losses (761.4) (61.0) (16.6) (556.1) (87.7) (1,482.8) Goodwill, net $ 162.1 $ 175.6 $ 200.2 $ 560.6 $ 76.6 $ 1,175.1 There were no impairment charges recorded to goodwill during the three and nine months ended September 30, 2021. 2020 Assessment for Impairment During the first quarter of 2020, we identified an indicator of impairment on our goodwill and other intangible assets due to the COVID-19 pandemic. As a result of the COVID-19 pandemic, we revised our cash flow projections to reflect changes in the economic environment, including the uncertainty surrounding the nature, timing and extent of gaming property closures. As a result of the interim assessment for impairment, during the first quarter of 2020, we recognized impairments on our goodwill, gaming licenses, and trademarks of $113.0 million, $437.0 million, and $61.5 million, respectively. The estimated fair values of the reporting units were determined through a combination of a discounted cash flow model and a market-based approach, which utilized Level 3 inputs. The estimated fair values of the gaming licenses and trademarks were determined by using discounted cash flow models, which utilized Level 3 inputs. The goodwill impairments pertained to our Northeast, South, and Midwest segments, in the amounts of $43.5 million, $9.0 million and $60.5 million, respectively. The gaming license impairments pertained to our Northeast, South, and Midwest segments in the amounts of $177.0 million, $166.0 million and $94.0 million, respectively. The trademark impairments pertained to our Northeast, South, Midwest, and West segments, in the amounts of $17.0 million, $17.0 million, $15.0 million, and $12.5 million, respectively. No further impairments were recorded for the remainder of the nine months ended September 30, 2020. The table below presents the gross carrying amount, accumulated amortization and net carrying amount of each major class of other intangible assets: September 30, 2021 December 31, 2020 (in millions) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Indefinite-lived intangible assets Gaming licenses $ 1,283.2 $ — $ 1,283.2 $ 1,246.1 $ — $ 1,246.1 Trademarks 240.9 — 240.9 240.9 — 240.9 Other 0.7 — 0.7 0.7 — 0.7 Amortizing intangible assets Customer relationships 107.1 (88.6) 18.5 106.9 (85.2) 21.7 Other 44.3 (37.1) 7.2 39.6 (35.5) 4.1 Total other intangible assets $ 1,676.2 $ (125.7) $ 1,550.5 $ 1,634.2 $ (120.7) $ 1,513.5 There were no impairment charges recorded to other intangible assets, net for the three and nine months ended September 30, 2021. Amortization expense related to our amortizing intangible assets was $2.0 million and $6.7 million for the three and nine months ended September 30, 2021, respectively, as compared to $5.9 million and $18.2 million for the three and nine months ended September 30, 2020, respectively. The following table presents the estimated amortization expense based on our amortizing intangible assets as of September 30, 2021 (in millions): Years ending December 31, 2021 (excluding the nine months ended September 30, 2021) $ 2.5 2022 7.6 2023 5.3 2024 4.5 2025 3.8 Thereafter 2.0 Total $ 25.7 |
Long-term Debt
Long-term Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt The table below presents long-term debt, net of current maturities, debt discounts and issuance costs: (in millions) September 30, December 31, Senior Secured Credit Facilities: Revolving Credit Facility due 2023 $ — $ — Term Loan A Facility due 2023 597.1 636.9 Term Loan B-1 Facility due 2025 982.7 991.2 5.625% Notes due 2027 400.0 400.0 4.125% Notes due 2029 400.0 — 2.75% Convertible Notes due 2026 330.5 330.5 Other long-term obligations 148.8 73.0 2,859.1 2,431.6 Less: Current maturities of long-term debt (95.1) (81.4) Less: Debt discount (76.5) (86.2) Less: Debt issuance costs (33.1) (32.8) $ 2,654.4 $ 2,231.2 Senior Secured Credit Facilities In January 2017, the Company entered into an agreement to amend and restate its previous credit agreement, dated October 30, 2013, as amended (the “Credit Agreement”), which provided for: (i) a five-year $700.0 million revolving credit facility (the “Revolving Credit Facility”), (ii) a five-year $300.0 million term loan A facility (the “Term Loan A Facility”), and (iii) a seven-year $500.0 million term loan B facility (the “Term Loan B Facility” and collectively with the Revolving Credit Facility and the Term Loan A Facility, the “Senior Secured Credit Facilities”). On October 15, 2018, in connection with the acquisition of Pinnacle Entertainment, Inc., we entered into an incremental joinder agreement (the “Incremental Joinder”), which amended the Credit Agreement (the “Amended Credit Agreement”). The Incremental Joinder provided for an additional $430.2 million of incremental loans having the same terms as the existing Term Loan A Facility, with the exception of extending the maturity date, and an additional $1.1 billion of loans as a new tranche having new terms (the “Term Loan B-1 Facility”). With the exception of extending the maturity date, the Incremental Joinder did not impact the Revolving Credit Facility. On April 14, 2020, the Company entered into a second amendment to its Credit Agreement with its various lenders (the “Second Amendment”) to provide for certain modifications to required financial covenants and interest rates during, and subsequent to, a covenant relief period, which concluded on May 7, 2021 (the “Covenant Relief Period”). Upon conclusion of the Covenant Relief Period, the Second Amendment permits the Company to (i) maintain a maximum consolidated total net leverage ratio of 5.50:1.00 for the quarter ended March 31, 2021, 5.00:1.00 for the quarter ended June 30, 2021, 4.75:1.00 for the quarter ended September 30, 2021, 4.50:1.00 for the quarter ended December 31, 2021, and 4.25:1.00 thereafter, tested quarterly on a pro forma trailing twelve month (“PF TTM”) basis; (ii) maintain a maximum senior secured net leverage ratio of 4.50:1.00 for the quarter ended March 31, 2021, 4.00:1.00 for the quarter ended June 30, 2021, 3.75:1.00 for the quarter ended September 30, 2021, 3.50:1.00 for the quarter ended December 31, 2021, and 3.00:1.00 thereafter, tested quarterly on a PF TTM basis; and (iii) maintain an interest coverage ratio of 2.50:1.00, tested quarterly on a PF TTM basis. In addition, upon conclusion of the Covenant Relief Period, loans under the Senior Secured Credit Facilities bear interest at either a base rate or an adjusted LIBOR rate, plus an applicable margin. The applicable margins for the Revolving Credit Facility and Term Loan A Facility range from 1.25% to 3.00% per annum for LIBOR loans and 0.25% to 2.00% per annum for base rate loans, in each case depending on the Consolidated Total Net Leverage Ratio (as defined in the Amended Credit Agreement) as of the most recent fiscal quarter. The Term Loan B-1 Facility continues to bear interest at 2.25% per annum for LIBOR loans and 1.25% per annum for base rate loans. All loans under the Senior Secured Credit Facilities are subject to a LIBOR “floor” of 0.75%. In addition, a commitment fee is paid on the unused portion of the commitments under the Revolving Credit Facility at a rate that ranges from 0.20% to 0.50% per annum, depending on the Consolidated Total Net Leverage Ratio as of the most recent fiscal quarter. The payment and performance of obligations under the Senior Secured Credit Facilities are guaranteed by a lien on and security interest in substantially all of the assets (other than excluded property such as gaming licenses) of the Company. As of September 30, 2021, and December 31, 2020, the Company had conditional obligations under letters of credit issued pursuant to the Senior Secured Credit Facilities with face amounts aggregating to $26.4 million and $28.2 million, respectively, resulting in $673.6 million and $671.8 million, respectively, of available borrowing capacity under the Revolving Credit Facility. 5.625% Senior Unsecured Notes On January 19, 2017, the Company completed an offering of $400.0 million aggregate principal amount of 5.625% senior unsecured notes that mature on January 15, 2027 (the “5.625% Notes”) at a price of par. Interest on the 5.625% Notes is payable on January 15th and July 15th of each year. The 5.625% Notes are not guaranteed by any of the Company’s subsidiaries except in the event that the Company in the future issues certain subsidiary-guaranteed debt securities. The Company may redeem the 5.625% Notes at any time on or after January 15, 2022, at the declining redemption premiums set forth in the indenture governing the 5.625% Notes, and, prior to January 15, 2022, at a “make-whole” redemption premium set forth in the indenture governing the 5.625% Notes. 4.125% Senior Unsecured Notes On July 1, 2021, the Company completed an offering of $400.0 million aggregate principal amount of 4.125% senior unsecured notes that mature on July 1, 2029 (the “4.125% Notes”). The 4.125% Notes were issued at par and interest is payable semi-annually on January 1st and July 1st of each year. The 4.125% Notes are not guaranteed by any of the Company’s subsidiaries except in the event that the Company in the future issues certain subsidiary-guaranteed debt securities. The Company may redeem the 4.125% Notes at any time on or after July 1, 2024, at the declining redemption premiums set forth in the indenture governing the 4.125% Notes, and, prior to July 1, 2024, at a “make-whole” redemption premium set forth in the indenture governing the 4.125% Notes. 2.75% Unsecured Convertible Notes In May 2020, the Company completed an offering of $330.5 million aggregate principal amount of 2.75% unsecured convertible notes that mature, unless earlier converted, redeemed or repurchased, on May 15, 2026 (the “Convertible Notes”) at a price of par. After lender fees and discounts, net proceeds received by the Company were $322.2 million. Interest on the Convertible Notes is payable on May 15th and November 15th of each year, commencing November 15, 2020. The Convertible Notes are convertible into shares of the Company’s common stock at an initial conversion price of $23.40 per share, or 42.7350 shares, per $1,000 principal amount of notes, subject to adjustment if certain corporate events occur. However, in no event will the conversion exceed 55.5555 shares of common stock per $1,000 principal amount of notes. As of September 30, 2021, the maximum number of shares that could be issued to satisfy the conversion feature of the Convertible Notes is 18,360,815 and the amount by which the Convertible Notes if-converted value exceeded its principal amount was $999.9 million. Starting in the fourth quarter of 2020 and prior to February 15, 2026, at their election, holders of the Convertible Notes may convert outstanding notes if the trading price of the Company’s common stock exceeds 130% of the initial conversion price or, starting shortly after the issuance of the Convertible Notes, if the trading price per $1,000 principal amount of notes is less than 98% of the product of the trading price of the Company’s common stock and the conversion rate then in effect. The Convertible Notes may, at the Company’s election, be settled in cash, shares of common stock of the Company, or a combination thereof. The Company has the option to redeem the Convertible Notes, in whole or in part, beginning November 20, 2023. In addition, the Convertible Notes convert into shares of the Company’s common stock upon the occurrence of certain corporate events that constitute a fundamental change under the indenture governing the Convertible Notes at a purchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the date of repurchase. In connection with certain corporate events or if the Company issues a notice of redemption, it will, under certain circumstances, increase the conversion rate for holders who elect to convert their Convertible Notes in connection with such corporate events or during the relevant redemption period for such Convertible Notes. As of September 30, 2021 and December 31, 2020, no Convertible Notes have been converted into the Company's common stock. The Convertible Notes contain a cash conversion feature, and as a result, the Company has separated it into liability and equity components. The Company valued the liability component based on its borrowing rate for a similar debt instrument that does not contain a conversion feature. The equity component, which is recognized as debt discount, was valued as the difference between the face value of the Convertible Notes and the fair value of the liability component. The equity component was valued at $91.8 million upon issuance of the Convertible Notes. In connection with the Convertible Notes issuance, the Company incurred debt issuance costs of $10.2 million, which were allocated on a pro rata basis to the liability component and the equity component in the amounts of $6.6 million and $3.6 million, respectively. The Convertible Notes consisted of the following components: (in millions) September 30, December 31, Liability component: Principal $ 330.5 $ 330.5 Unamortized debt discount (75.0) (84.4) Unamortized debt issuance costs (5.5) (6.2) Net carrying amount $ 250.0 $ 239.9 Carrying amount of equity component $ 88.2 $ 88.2 Interest expense, net The table below presents interest expense, net: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Interest expense $ (146.1) $ (143.3) $ (421.8) $ (409.4) Interest income 0.3 0.3 0.7 0.7 Capitalized interest 0.9 0.7 2.5 1.6 Interest expense, net $ (144.9) $ (142.3) $ (418.6) $ (407.1) The table below presents interest expense related to the Convertible Notes: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Coupon interest $ 2.3 $ 2.3 $ 6.8 $ 3.5 Amortization of debt discount 3.2 2.9 9.4 4.3 Amortization of debt issuance costs 0.2 0.2 0.7 0.3 Convertible Notes interest expense $ 5.7 $ 5.4 $ 16.9 $ 8.1 The debt discount and the debt issuance costs attributable to the liability component are being amortized to interest expense over the term of the Convertible Notes at an effective interest rate of 9.23%. The remaining term of the Convertible Notes was 4.6 years as of September 30, 2021. Covenants Our Senior Secured Credit Facilities, 5.625% Notes and 4.125% Notes, require us, among other obligations, to maintain specified financial ratios and to satisfy certain financial tests. In addition, our Senior Secured Credit Facilities, 5.625% Notes and 4.125% notes, restrict, among other things, our ability to incur additional indebtedness, incur guarantee obligations, amend debt instruments, pay dividends, create liens on assets, make investments, engage in mergers or consolidations, and otherwise restrict corporate activities. Our debt agreements also contain customary events of default, including cross-default provisions that require us to meet certain requirements under the Penn Master Lease and the Pinnacle Master Lease (both of which are defined in Note 9, “Leases” ) , each with GLPI. If we are unable to meet our financial covenants or in the event of a cross-default, it could trigger an acceleration of payment terms. As of September 30, 2021, the Company was in compliance with all required financial covenants. The Company believes that it will remain in compliance with all of its required financial covenants for at least the next twelve months following the date of filing this Quarterly Report on Form 10-Q with the SEC. Other Long-Term Obligations Other Long-term Obligation In February 2021, we entered into a financing arrangement providing the Company with upfront cash proceeds while permitting us to participate in future proceeds on certain claims. The financing obligation has been classified as a non-current liability, which is expected to be settled in a future period of which the principal is contingent and predicated on other events. Consistent with an obligor’s accounting under a debt instrument, period interest will be accreted using an effective interest rate of 27.0% and until such time that the claims and related obligation is settled. The amount included in interest expense related to this obligation was $6.9 million and $12.1 million for the three and nine months ended September 30, 2021, respectively. Ohio Relocation Fees Other long-term obligations included $52.8 million and $60.9 million as of September 30, 2021 and December 31, 2020, related to the relocation fees for Hollywood Gaming at Dayton Raceway (“Dayton”) and Hollywood Gaming at Mahoning Valley Race Course (“Mahoning Valley”), which opened in August 2014 and September 2014, respectively. The relocation fee for each facility is payable as follows: $7.5 million upon the opening of the facilities and eighteen semi-annual payments of $4.8 million beginning one year after the commencement of operations. This obligation is accreted to interest expense at an effective yield of 5.0%. Event Center As of September 30, 2021 and December 31, 2020, other long-term obligations included $11.4 million and $12.0 million, respectively, related to the repayment obligation of a hotel and event center located less than a mile away from Hollywood Casino Lawrenceburg, which was constructed by the City of Lawrenceburg Department of Redevelopment. Effective in January 2015, by contractual agreement, we assumed a repayment obligation for the hotel and event center in the amount of $15.3 million, which was financed through a loan with the City of Lawrenceburg Department of Redevelopment, in exchange for conveyance of the property. Beginning in January 2016, the Company was obligated to make annual payments on the loan of $1.0 million for 20 years. This obligation is accreted to interest expense at its effective yield of 3.0%. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | Leases Master Leases The components contained within the Master Leases are accounted for as either (i) operating leases, (ii) finance leases, or (iii) financing obligations. Changes to future lease payments under the Master Leases (i.e., when future escalators become known or future variable rent resets occur), which are discussed below, require the Company to either (i) increase both the ROU assets and corresponding lease liabilities with respect to operating and finance leases or (ii) record the incremental variable payment associated with the financing obligation to interest expense. In addition, monthly rent associated with Hollywood Casino Columbus (“Columbus”) and monthly rent in excess of the Hollywood Casino Toledo (“Toledo”) rent floor, which are discussed below, are considered contingent rent. Pursuant to a binding term sheet between the Company and GLPI entered into on March 27, 2020, we agreed that, in the future, we would exercise the next scheduled five-year renewal under the Penn Master Lease and the Pinnacle Master Lease. GLPI agreed they would grant us the option to exercise an additional five-year renewal term at the end of the lease term on the Penn Master Lease and the Pinnacle Master Lease, subject to certain conditions. In the future, upon exercising each of these renewal options, the term of the Penn Master Lease would extend to November 30, 2033 and the term of the Pinnacle Master Lease would extend to April 30, 2031. If all renewal options contained within the Penn Master Lease and the Pinnacle Master Lease were exercised, inclusive of these renewal options, the term of the Penn Master Lease would extend to November 30, 2053 and the term of the Pinnacle Master Lease would extend to April 30, 2056. Penn Master Lease Pursuant to the triple net master lease with GLPI (the “Penn Master Lease”), which became effective November 1, 2013, the Company leases real estate assets associated with 19 of the gaming facilities used in its operations. The Penn Master Lease has an initial term of 15 years with four subsequent, five-year renewal periods on the same terms and conditions, exercisable at the Company’s option. The Company has determined that the lease term is 35 years. The payment structure under the Penn Master Lease includes a fixed component, a portion of which is subject to an annual escalator of up to 2%, depending on the Adjusted Revenue to Rent Ratio (as defined in the Penn Master Lease) of 1.8:1, and a component that is based on performance, which is prospectively adjusted (i) every five years by an amount equal to 4% of the average change in net revenues of all properties under the Penn Master Lease (other than Columbus and Toledo) compared to a contractual baseline during the preceding five years (“Penn Percentage Rent”) and (ii) monthly by an amount equal to 20% of the net revenues of Columbus and Toledo in excess of a contractual baseline and subject to a rent floor specific to Toledo. As a result of the annual escalator effective November 1, 2021, for the lease year ended October 31, 2021, the fixed component of rent increased by $5.6 million. The next Penn Percentage Rent reset is scheduled to occur on November 1, 2023. Pinnacle Master Lease In connection with the acquisition of Pinnacle Entertainment, Inc., on October 15, 2018, the Company assumed a triple net master lease with GLPI (the “Pinnacle Master Lease”), originally effective April 28, 2016, pursuant to which the Company leases real estate assets associated with 12 of the gaming facilities used in its operations. Upon assumption of the Pinnacle Master Lease, as amended, there were 7.5 years remaining of the initial ten-year term, with five subsequent, five-year renewal periods, on the same terms and conditions, exercisable at the Company’s option. The Company has determined that the lease term is 32.5 years. The payment structure under the Pinnacle Master Lease includes a fixed component, a portion of which is subject to an annual escalator of up to 2%, depending on the Adjusted Revenue to Rent Ratio (as defined in the Pinnacle Master Lease) of 1.8:1, and a component that is based on the performance, which is prospectively adjusted every two years by an amount equal to 4% of the average change in net revenues compared to a contractual baseline during the preceding two years (“Pinnacle Percentage Rent”). As a result of the annual escalator, effective as of May 1, 2021 for the lease year ended April 30, 2021, the fixed component of rent increased by $4.5 million and an additional ROU asset and corresponding lease liability of $17.2 million were recognized associated with the operating lease components of the Pinnacle Master Lease. The next Pinnacle Percentage Rent reset and Annual Escalator test date is scheduled to occur on May 1, 2022. Perryville Lease In conjunction with the acquisition of the operations of Hollywood Casino Perryville on July 1, 2021, the Company entered into a triple net lease with GLPI for the real estate assets associated with the property (“Perryville Lease”) for initial annual rent of $7.8 million per year subject to escalation, as discussed in Note 6 “Acquisitions and Dispositions.” The initial term of the Perryville Lease is twenty years with three subsequent, five-year renewal periods, exercisable at the Company’s option. The building portion of the annual rent is subject to a fixed annual escalation of 1.50% in each of the following three years, with subsequent annual escalations of either (i) 1.25%, if the consumer price index increase is greater than 0.50%, or (ii) zero, if the consumer price index increase is less than 0.50%. We determined the transaction to be a finance lease arrangement and upon execution of the Perryville Lease, recorded a $102.9 million ROU asset and a corresponding lease liability. The interest portion of lease payments is included in “Interest expense, net” and the depreciation of the ROU asset is included in “Depreciation and amortization”, both within our unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). Operating Leases In addition to the operating lease components contained within the Master Leases (primarily land), the Company’s operating leases consist mainly of (i) individual triple net leases with GLPI for the real estate assets used in the operations of Tropicana Las Vegas Hotel and Casino (the “Tropicana Lease”) and Hollywood Casino at Meadows Racetrack (the “Meadows Lease”), (ii) individual triple net leases with VICI Properties Inc. ("VICI") for the real estate assets used in the operations of Margaritaville Resort Casino (the “Margaritaville Lease”) and Greektown Casino-Hotel (the “Greektown Lease” and collectively with the Master Leases operating lease components (primarily the land), the Meadows Lease, the Margaritaville Lease and the Tropicana Lease, the “Triple Net Operating Leases”), (iii) ground and levee leases to landlords which were not assumed by our REIT Landlords and remain an obligation of the Company, and (iv) building and equipment not subject to the Master Leases. Certain of our lease agreements include rental payments based on a percentage of sales over specified contractual amounts, rental payments adjusted periodically for inflation, and rental payments based on usage. The Company’s leases include options to extend the lease terms. The Company’s operating lease agreements do not contain any material residual value guarantees or material restrictive covenants. On February 1, 2021, the Margaritaville Percentage Rent reset resulted in an annual rent reduction of $0.1 million, which will be in effect until the next Margaritaville Percentage Rent reset, scheduled to occur on February 1, 2023. Upon reset of the Margaritaville Percentage Rent, effective February 1, 2021, we recognized an additional operating lease ROU asset and corresponding lease liability of $5.5 million. We did not incur an annual escalator for the lease year ended January 31, 2021. The next annual escalator test date is scheduled to occur on February 1, 2022. On June 1, 2021, the Greektown Percentage Rent reset resulted in an annual rent reduction of $4.2 million, which will be in effect until the next Greektown Percentage Rent reset, scheduled to occur on June 1, 2023. Upon reset of the Greektown Percentage Rent, effective June 1, 2021, we recognized an additional operating lease ROU asset and corresponding lease liability of $4.1 million. In May 2020, the lease was amended to remove the escalator for the lease years ending May 31, 2021 and 2022 and to provide for a Net Revenue to Rent coverage floor to be mutually agreed upon prior to the commencement of the fourth lease year (June 1, 2022). The following is a maturity analysis of our operating leases, finance leases and financing obligations as of September 30, 2021: (in millions) Operating Leases Finance Leases Financing Obligations Year ended December 31, 2021 (excluding the nine months ended September 30, 2021) $ 104.9 $ 7.4 $ 92.6 2022 414.9 29.4 370.3 2023 402.9 28.7 370.4 2024 385.3 24.7 370.4 2025 382.5 24.7 370.5 Thereafter 7,824.5 512.3 9,095.3 Total lease payments 9,515.0 627.2 10,669.5 Less: Imputed interest (5,088.3) (311.0) (6,563.5) Present value of future lease payments 4,426.7 316.2 4,106.0 Less: Current portion of lease obligations (133.5) (9.5) (38.2) Long-term portion of lease obligations $ 4,293.2 $ 306.7 $ 4,067.8 Total payments made under the Triple Net Leases were as follows: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Penn Master Lease (1) $ 118.4 $ 120.3 $ 357.1 $ 343.4 Pinnacle Master Lease (1) 82.4 81.3 245.8 245.6 Perryville Lease 1.9 — 1.9 — Meadows Lease (1) 6.2 6.7 18.6 20.2 Margaritaville Lease 5.9 5.9 17.6 17.6 Greektown Lease 12.9 13.9 40.3 41.7 Morgantown Lease 0.8 — 2.3 — Total (2) $ 228.5 $ 228.1 $ 683.6 $ 668.5 (1) During the three and nine months ended September 30, 2020, we utilized rent credits to pay $83.0 million, $54.2 million, and $4.5 million, and $155.1 million, $108.4 million, and $9.0 million of rent under the Penn Master Lease, Pinnacle Master Lease and Meadows Lease, respectively. (2) Rent payable under the Tropicana Lease is nominal. Therefore, it has been excluded from the table above. The components of lease expense were as follows: Location on unaudited Consolidated Statements of Operations and Comprehensive Income (Loss) For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Operating Lease Costs Rent expense associated with triple net operating leases (1) General and administrative $ 116.0 $ 109.0 $ 342.9 $ 310.3 Operating lease cost (2) Primarily General and administrative 4.1 3.9 11.9 11.9 Short-term lease cost Primarily Gaming expense 17.0 10.3 45.8 26.5 Variable lease cost (2) Primarily Gaming expense 1.3 0.8 3.4 1.8 Total $ 138.4 $ 124.0 $ 404.0 $ 350.5 Finance Lease Costs Interest on lease liabilities (3) Interest expense, net $ 4.7 $ 3.8 $ 12.1 $ 11.5 Amortization of ROU assets (3) Depreciation and amortization 3.3 2.0 7.3 6.0 Total $ 8.0 $ 5.8 $ 19.4 $ 17.5 Financing Obligation Costs Interest on financing obligations (4) Interest expense, net $ 104.5 $ 103.7 $ 312.4 $ 300.2 (1) Pertains to the Triple Net Operating Leases, inclusive of the variable expense associated with Columbus and Toledo for the operating lease components (the land), which was $5.0 million and $14.3 million for the three and nine months ended September 30, 2021, respectively; and $4.8 million and $9.5 million for the three and nine months ended September 30, 2020 respectively, pertaining to Columbus. (2) Excludes the operating lease costs and variable lease costs pertaining to our triple net leases with our REIT landlords classified as operating leases, discussed in footnote (1) above. (3) Primarily pertains to the Dayton and Mahoning Valley finance leases and the Perryville Lease (effective July 1, 2021). (4) Pertains to the components contained within the Master Leases (primarily buildings) and Morgantown Lease determined to be financing obligations, inclusive of the variable expense associated with Columbus and Toledo for the finance lease components (the buildings), which was $4.6 million and $13.1 million for the three and nine months ended September 30, 2021, respectively; and $5.0 million and $10.6 million for the three and nine months ended September 30, 2020, respectively, pertaining to Columbus. |
Leases | Leases Master Leases The components contained within the Master Leases are accounted for as either (i) operating leases, (ii) finance leases, or (iii) financing obligations. Changes to future lease payments under the Master Leases (i.e., when future escalators become known or future variable rent resets occur), which are discussed below, require the Company to either (i) increase both the ROU assets and corresponding lease liabilities with respect to operating and finance leases or (ii) record the incremental variable payment associated with the financing obligation to interest expense. In addition, monthly rent associated with Hollywood Casino Columbus (“Columbus”) and monthly rent in excess of the Hollywood Casino Toledo (“Toledo”) rent floor, which are discussed below, are considered contingent rent. Pursuant to a binding term sheet between the Company and GLPI entered into on March 27, 2020, we agreed that, in the future, we would exercise the next scheduled five-year renewal under the Penn Master Lease and the Pinnacle Master Lease. GLPI agreed they would grant us the option to exercise an additional five-year renewal term at the end of the lease term on the Penn Master Lease and the Pinnacle Master Lease, subject to certain conditions. In the future, upon exercising each of these renewal options, the term of the Penn Master Lease would extend to November 30, 2033 and the term of the Pinnacle Master Lease would extend to April 30, 2031. If all renewal options contained within the Penn Master Lease and the Pinnacle Master Lease were exercised, inclusive of these renewal options, the term of the Penn Master Lease would extend to November 30, 2053 and the term of the Pinnacle Master Lease would extend to April 30, 2056. Penn Master Lease Pursuant to the triple net master lease with GLPI (the “Penn Master Lease”), which became effective November 1, 2013, the Company leases real estate assets associated with 19 of the gaming facilities used in its operations. The Penn Master Lease has an initial term of 15 years with four subsequent, five-year renewal periods on the same terms and conditions, exercisable at the Company’s option. The Company has determined that the lease term is 35 years. The payment structure under the Penn Master Lease includes a fixed component, a portion of which is subject to an annual escalator of up to 2%, depending on the Adjusted Revenue to Rent Ratio (as defined in the Penn Master Lease) of 1.8:1, and a component that is based on performance, which is prospectively adjusted (i) every five years by an amount equal to 4% of the average change in net revenues of all properties under the Penn Master Lease (other than Columbus and Toledo) compared to a contractual baseline during the preceding five years (“Penn Percentage Rent”) and (ii) monthly by an amount equal to 20% of the net revenues of Columbus and Toledo in excess of a contractual baseline and subject to a rent floor specific to Toledo. As a result of the annual escalator effective November 1, 2021, for the lease year ended October 31, 2021, the fixed component of rent increased by $5.6 million. The next Penn Percentage Rent reset is scheduled to occur on November 1, 2023. Pinnacle Master Lease In connection with the acquisition of Pinnacle Entertainment, Inc., on October 15, 2018, the Company assumed a triple net master lease with GLPI (the “Pinnacle Master Lease”), originally effective April 28, 2016, pursuant to which the Company leases real estate assets associated with 12 of the gaming facilities used in its operations. Upon assumption of the Pinnacle Master Lease, as amended, there were 7.5 years remaining of the initial ten-year term, with five subsequent, five-year renewal periods, on the same terms and conditions, exercisable at the Company’s option. The Company has determined that the lease term is 32.5 years. The payment structure under the Pinnacle Master Lease includes a fixed component, a portion of which is subject to an annual escalator of up to 2%, depending on the Adjusted Revenue to Rent Ratio (as defined in the Pinnacle Master Lease) of 1.8:1, and a component that is based on the performance, which is prospectively adjusted every two years by an amount equal to 4% of the average change in net revenues compared to a contractual baseline during the preceding two years (“Pinnacle Percentage Rent”). As a result of the annual escalator, effective as of May 1, 2021 for the lease year ended April 30, 2021, the fixed component of rent increased by $4.5 million and an additional ROU asset and corresponding lease liability of $17.2 million were recognized associated with the operating lease components of the Pinnacle Master Lease. The next Pinnacle Percentage Rent reset and Annual Escalator test date is scheduled to occur on May 1, 2022. Perryville Lease In conjunction with the acquisition of the operations of Hollywood Casino Perryville on July 1, 2021, the Company entered into a triple net lease with GLPI for the real estate assets associated with the property (“Perryville Lease”) for initial annual rent of $7.8 million per year subject to escalation, as discussed in Note 6 “Acquisitions and Dispositions.” The initial term of the Perryville Lease is twenty years with three subsequent, five-year renewal periods, exercisable at the Company’s option. The building portion of the annual rent is subject to a fixed annual escalation of 1.50% in each of the following three years, with subsequent annual escalations of either (i) 1.25%, if the consumer price index increase is greater than 0.50%, or (ii) zero, if the consumer price index increase is less than 0.50%. We determined the transaction to be a finance lease arrangement and upon execution of the Perryville Lease, recorded a $102.9 million ROU asset and a corresponding lease liability. The interest portion of lease payments is included in “Interest expense, net” and the depreciation of the ROU asset is included in “Depreciation and amortization”, both within our unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). Operating Leases In addition to the operating lease components contained within the Master Leases (primarily land), the Company’s operating leases consist mainly of (i) individual triple net leases with GLPI for the real estate assets used in the operations of Tropicana Las Vegas Hotel and Casino (the “Tropicana Lease”) and Hollywood Casino at Meadows Racetrack (the “Meadows Lease”), (ii) individual triple net leases with VICI Properties Inc. ("VICI") for the real estate assets used in the operations of Margaritaville Resort Casino (the “Margaritaville Lease”) and Greektown Casino-Hotel (the “Greektown Lease” and collectively with the Master Leases operating lease components (primarily the land), the Meadows Lease, the Margaritaville Lease and the Tropicana Lease, the “Triple Net Operating Leases”), (iii) ground and levee leases to landlords which were not assumed by our REIT Landlords and remain an obligation of the Company, and (iv) building and equipment not subject to the Master Leases. Certain of our lease agreements include rental payments based on a percentage of sales over specified contractual amounts, rental payments adjusted periodically for inflation, and rental payments based on usage. The Company’s leases include options to extend the lease terms. The Company’s operating lease agreements do not contain any material residual value guarantees or material restrictive covenants. On February 1, 2021, the Margaritaville Percentage Rent reset resulted in an annual rent reduction of $0.1 million, which will be in effect until the next Margaritaville Percentage Rent reset, scheduled to occur on February 1, 2023. Upon reset of the Margaritaville Percentage Rent, effective February 1, 2021, we recognized an additional operating lease ROU asset and corresponding lease liability of $5.5 million. We did not incur an annual escalator for the lease year ended January 31, 2021. The next annual escalator test date is scheduled to occur on February 1, 2022. On June 1, 2021, the Greektown Percentage Rent reset resulted in an annual rent reduction of $4.2 million, which will be in effect until the next Greektown Percentage Rent reset, scheduled to occur on June 1, 2023. Upon reset of the Greektown Percentage Rent, effective June 1, 2021, we recognized an additional operating lease ROU asset and corresponding lease liability of $4.1 million. In May 2020, the lease was amended to remove the escalator for the lease years ending May 31, 2021 and 2022 and to provide for a Net Revenue to Rent coverage floor to be mutually agreed upon prior to the commencement of the fourth lease year (June 1, 2022). The following is a maturity analysis of our operating leases, finance leases and financing obligations as of September 30, 2021: (in millions) Operating Leases Finance Leases Financing Obligations Year ended December 31, 2021 (excluding the nine months ended September 30, 2021) $ 104.9 $ 7.4 $ 92.6 2022 414.9 29.4 370.3 2023 402.9 28.7 370.4 2024 385.3 24.7 370.4 2025 382.5 24.7 370.5 Thereafter 7,824.5 512.3 9,095.3 Total lease payments 9,515.0 627.2 10,669.5 Less: Imputed interest (5,088.3) (311.0) (6,563.5) Present value of future lease payments 4,426.7 316.2 4,106.0 Less: Current portion of lease obligations (133.5) (9.5) (38.2) Long-term portion of lease obligations $ 4,293.2 $ 306.7 $ 4,067.8 Total payments made under the Triple Net Leases were as follows: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Penn Master Lease (1) $ 118.4 $ 120.3 $ 357.1 $ 343.4 Pinnacle Master Lease (1) 82.4 81.3 245.8 245.6 Perryville Lease 1.9 — 1.9 — Meadows Lease (1) 6.2 6.7 18.6 20.2 Margaritaville Lease 5.9 5.9 17.6 17.6 Greektown Lease 12.9 13.9 40.3 41.7 Morgantown Lease 0.8 — 2.3 — Total (2) $ 228.5 $ 228.1 $ 683.6 $ 668.5 (1) During the three and nine months ended September 30, 2020, we utilized rent credits to pay $83.0 million, $54.2 million, and $4.5 million, and $155.1 million, $108.4 million, and $9.0 million of rent under the Penn Master Lease, Pinnacle Master Lease and Meadows Lease, respectively. (2) Rent payable under the Tropicana Lease is nominal. Therefore, it has been excluded from the table above. The components of lease expense were as follows: Location on unaudited Consolidated Statements of Operations and Comprehensive Income (Loss) For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Operating Lease Costs Rent expense associated with triple net operating leases (1) General and administrative $ 116.0 $ 109.0 $ 342.9 $ 310.3 Operating lease cost (2) Primarily General and administrative 4.1 3.9 11.9 11.9 Short-term lease cost Primarily Gaming expense 17.0 10.3 45.8 26.5 Variable lease cost (2) Primarily Gaming expense 1.3 0.8 3.4 1.8 Total $ 138.4 $ 124.0 $ 404.0 $ 350.5 Finance Lease Costs Interest on lease liabilities (3) Interest expense, net $ 4.7 $ 3.8 $ 12.1 $ 11.5 Amortization of ROU assets (3) Depreciation and amortization 3.3 2.0 7.3 6.0 Total $ 8.0 $ 5.8 $ 19.4 $ 17.5 Financing Obligation Costs Interest on financing obligations (4) Interest expense, net $ 104.5 $ 103.7 $ 312.4 $ 300.2 (1) Pertains to the Triple Net Operating Leases, inclusive of the variable expense associated with Columbus and Toledo for the operating lease components (the land), which was $5.0 million and $14.3 million for the three and nine months ended September 30, 2021, respectively; and $4.8 million and $9.5 million for the three and nine months ended September 30, 2020 respectively, pertaining to Columbus. (2) Excludes the operating lease costs and variable lease costs pertaining to our triple net leases with our REIT landlords classified as operating leases, discussed in footnote (1) above. (3) Primarily pertains to the Dayton and Mahoning Valley finance leases and the Perryville Lease (effective July 1, 2021). (4) Pertains to the components contained within the Master Leases (primarily buildings) and Morgantown Lease determined to be financing obligations, inclusive of the variable expense associated with Columbus and Toledo for the finance lease components (the buildings), which was $4.6 million and $13.1 million for the three and nine months ended September 30, 2021, respectively; and $5.0 million and $10.6 million for the three and nine months ended September 30, 2020, respectively, pertaining to Columbus. |
Leases | Leases Master Leases The components contained within the Master Leases are accounted for as either (i) operating leases, (ii) finance leases, or (iii) financing obligations. Changes to future lease payments under the Master Leases (i.e., when future escalators become known or future variable rent resets occur), which are discussed below, require the Company to either (i) increase both the ROU assets and corresponding lease liabilities with respect to operating and finance leases or (ii) record the incremental variable payment associated with the financing obligation to interest expense. In addition, monthly rent associated with Hollywood Casino Columbus (“Columbus”) and monthly rent in excess of the Hollywood Casino Toledo (“Toledo”) rent floor, which are discussed below, are considered contingent rent. Pursuant to a binding term sheet between the Company and GLPI entered into on March 27, 2020, we agreed that, in the future, we would exercise the next scheduled five-year renewal under the Penn Master Lease and the Pinnacle Master Lease. GLPI agreed they would grant us the option to exercise an additional five-year renewal term at the end of the lease term on the Penn Master Lease and the Pinnacle Master Lease, subject to certain conditions. In the future, upon exercising each of these renewal options, the term of the Penn Master Lease would extend to November 30, 2033 and the term of the Pinnacle Master Lease would extend to April 30, 2031. If all renewal options contained within the Penn Master Lease and the Pinnacle Master Lease were exercised, inclusive of these renewal options, the term of the Penn Master Lease would extend to November 30, 2053 and the term of the Pinnacle Master Lease would extend to April 30, 2056. Penn Master Lease Pursuant to the triple net master lease with GLPI (the “Penn Master Lease”), which became effective November 1, 2013, the Company leases real estate assets associated with 19 of the gaming facilities used in its operations. The Penn Master Lease has an initial term of 15 years with four subsequent, five-year renewal periods on the same terms and conditions, exercisable at the Company’s option. The Company has determined that the lease term is 35 years. The payment structure under the Penn Master Lease includes a fixed component, a portion of which is subject to an annual escalator of up to 2%, depending on the Adjusted Revenue to Rent Ratio (as defined in the Penn Master Lease) of 1.8:1, and a component that is based on performance, which is prospectively adjusted (i) every five years by an amount equal to 4% of the average change in net revenues of all properties under the Penn Master Lease (other than Columbus and Toledo) compared to a contractual baseline during the preceding five years (“Penn Percentage Rent”) and (ii) monthly by an amount equal to 20% of the net revenues of Columbus and Toledo in excess of a contractual baseline and subject to a rent floor specific to Toledo. As a result of the annual escalator effective November 1, 2021, for the lease year ended October 31, 2021, the fixed component of rent increased by $5.6 million. The next Penn Percentage Rent reset is scheduled to occur on November 1, 2023. Pinnacle Master Lease In connection with the acquisition of Pinnacle Entertainment, Inc., on October 15, 2018, the Company assumed a triple net master lease with GLPI (the “Pinnacle Master Lease”), originally effective April 28, 2016, pursuant to which the Company leases real estate assets associated with 12 of the gaming facilities used in its operations. Upon assumption of the Pinnacle Master Lease, as amended, there were 7.5 years remaining of the initial ten-year term, with five subsequent, five-year renewal periods, on the same terms and conditions, exercisable at the Company’s option. The Company has determined that the lease term is 32.5 years. The payment structure under the Pinnacle Master Lease includes a fixed component, a portion of which is subject to an annual escalator of up to 2%, depending on the Adjusted Revenue to Rent Ratio (as defined in the Pinnacle Master Lease) of 1.8:1, and a component that is based on the performance, which is prospectively adjusted every two years by an amount equal to 4% of the average change in net revenues compared to a contractual baseline during the preceding two years (“Pinnacle Percentage Rent”). As a result of the annual escalator, effective as of May 1, 2021 for the lease year ended April 30, 2021, the fixed component of rent increased by $4.5 million and an additional ROU asset and corresponding lease liability of $17.2 million were recognized associated with the operating lease components of the Pinnacle Master Lease. The next Pinnacle Percentage Rent reset and Annual Escalator test date is scheduled to occur on May 1, 2022. Perryville Lease In conjunction with the acquisition of the operations of Hollywood Casino Perryville on July 1, 2021, the Company entered into a triple net lease with GLPI for the real estate assets associated with the property (“Perryville Lease”) for initial annual rent of $7.8 million per year subject to escalation, as discussed in Note 6 “Acquisitions and Dispositions.” The initial term of the Perryville Lease is twenty years with three subsequent, five-year renewal periods, exercisable at the Company’s option. The building portion of the annual rent is subject to a fixed annual escalation of 1.50% in each of the following three years, with subsequent annual escalations of either (i) 1.25%, if the consumer price index increase is greater than 0.50%, or (ii) zero, if the consumer price index increase is less than 0.50%. We determined the transaction to be a finance lease arrangement and upon execution of the Perryville Lease, recorded a $102.9 million ROU asset and a corresponding lease liability. The interest portion of lease payments is included in “Interest expense, net” and the depreciation of the ROU asset is included in “Depreciation and amortization”, both within our unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). Operating Leases In addition to the operating lease components contained within the Master Leases (primarily land), the Company’s operating leases consist mainly of (i) individual triple net leases with GLPI for the real estate assets used in the operations of Tropicana Las Vegas Hotel and Casino (the “Tropicana Lease”) and Hollywood Casino at Meadows Racetrack (the “Meadows Lease”), (ii) individual triple net leases with VICI Properties Inc. ("VICI") for the real estate assets used in the operations of Margaritaville Resort Casino (the “Margaritaville Lease”) and Greektown Casino-Hotel (the “Greektown Lease” and collectively with the Master Leases operating lease components (primarily the land), the Meadows Lease, the Margaritaville Lease and the Tropicana Lease, the “Triple Net Operating Leases”), (iii) ground and levee leases to landlords which were not assumed by our REIT Landlords and remain an obligation of the Company, and (iv) building and equipment not subject to the Master Leases. Certain of our lease agreements include rental payments based on a percentage of sales over specified contractual amounts, rental payments adjusted periodically for inflation, and rental payments based on usage. The Company’s leases include options to extend the lease terms. The Company’s operating lease agreements do not contain any material residual value guarantees or material restrictive covenants. On February 1, 2021, the Margaritaville Percentage Rent reset resulted in an annual rent reduction of $0.1 million, which will be in effect until the next Margaritaville Percentage Rent reset, scheduled to occur on February 1, 2023. Upon reset of the Margaritaville Percentage Rent, effective February 1, 2021, we recognized an additional operating lease ROU asset and corresponding lease liability of $5.5 million. We did not incur an annual escalator for the lease year ended January 31, 2021. The next annual escalator test date is scheduled to occur on February 1, 2022. On June 1, 2021, the Greektown Percentage Rent reset resulted in an annual rent reduction of $4.2 million, which will be in effect until the next Greektown Percentage Rent reset, scheduled to occur on June 1, 2023. Upon reset of the Greektown Percentage Rent, effective June 1, 2021, we recognized an additional operating lease ROU asset and corresponding lease liability of $4.1 million. In May 2020, the lease was amended to remove the escalator for the lease years ending May 31, 2021 and 2022 and to provide for a Net Revenue to Rent coverage floor to be mutually agreed upon prior to the commencement of the fourth lease year (June 1, 2022). The following is a maturity analysis of our operating leases, finance leases and financing obligations as of September 30, 2021: (in millions) Operating Leases Finance Leases Financing Obligations Year ended December 31, 2021 (excluding the nine months ended September 30, 2021) $ 104.9 $ 7.4 $ 92.6 2022 414.9 29.4 370.3 2023 402.9 28.7 370.4 2024 385.3 24.7 370.4 2025 382.5 24.7 370.5 Thereafter 7,824.5 512.3 9,095.3 Total lease payments 9,515.0 627.2 10,669.5 Less: Imputed interest (5,088.3) (311.0) (6,563.5) Present value of future lease payments 4,426.7 316.2 4,106.0 Less: Current portion of lease obligations (133.5) (9.5) (38.2) Long-term portion of lease obligations $ 4,293.2 $ 306.7 $ 4,067.8 Total payments made under the Triple Net Leases were as follows: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Penn Master Lease (1) $ 118.4 $ 120.3 $ 357.1 $ 343.4 Pinnacle Master Lease (1) 82.4 81.3 245.8 245.6 Perryville Lease 1.9 — 1.9 — Meadows Lease (1) 6.2 6.7 18.6 20.2 Margaritaville Lease 5.9 5.9 17.6 17.6 Greektown Lease 12.9 13.9 40.3 41.7 Morgantown Lease 0.8 — 2.3 — Total (2) $ 228.5 $ 228.1 $ 683.6 $ 668.5 (1) During the three and nine months ended September 30, 2020, we utilized rent credits to pay $83.0 million, $54.2 million, and $4.5 million, and $155.1 million, $108.4 million, and $9.0 million of rent under the Penn Master Lease, Pinnacle Master Lease and Meadows Lease, respectively. (2) Rent payable under the Tropicana Lease is nominal. Therefore, it has been excluded from the table above. The components of lease expense were as follows: Location on unaudited Consolidated Statements of Operations and Comprehensive Income (Loss) For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Operating Lease Costs Rent expense associated with triple net operating leases (1) General and administrative $ 116.0 $ 109.0 $ 342.9 $ 310.3 Operating lease cost (2) Primarily General and administrative 4.1 3.9 11.9 11.9 Short-term lease cost Primarily Gaming expense 17.0 10.3 45.8 26.5 Variable lease cost (2) Primarily Gaming expense 1.3 0.8 3.4 1.8 Total $ 138.4 $ 124.0 $ 404.0 $ 350.5 Finance Lease Costs Interest on lease liabilities (3) Interest expense, net $ 4.7 $ 3.8 $ 12.1 $ 11.5 Amortization of ROU assets (3) Depreciation and amortization 3.3 2.0 7.3 6.0 Total $ 8.0 $ 5.8 $ 19.4 $ 17.5 Financing Obligation Costs Interest on financing obligations (4) Interest expense, net $ 104.5 $ 103.7 $ 312.4 $ 300.2 (1) Pertains to the Triple Net Operating Leases, inclusive of the variable expense associated with Columbus and Toledo for the operating lease components (the land), which was $5.0 million and $14.3 million for the three and nine months ended September 30, 2021, respectively; and $4.8 million and $9.5 million for the three and nine months ended September 30, 2020 respectively, pertaining to Columbus. (2) Excludes the operating lease costs and variable lease costs pertaining to our triple net leases with our REIT landlords classified as operating leases, discussed in footnote (1) above. (3) Primarily pertains to the Dayton and Mahoning Valley finance leases and the Perryville Lease (effective July 1, 2021). (4) Pertains to the components contained within the Master Leases (primarily buildings) and Morgantown Lease determined to be financing obligations, inclusive of the variable expense associated with Columbus and Toledo for the finance lease components (the buildings), which was $4.6 million and $13.1 million for the three and nine months ended September 30, 2021, respectively; and $5.0 million and $10.6 million for the three and nine months ended September 30, 2020, respectively, pertaining to Columbus. |
Investments in and Advances to
Investments in and Advances to Unconsolidated Affiliates | 9 Months Ended |
Sep. 30, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in and Advances to Unconsolidated Affiliates | Investments in and Advances to Unconsolidated Affiliates As of September 30, 2021, investments in and advances to unconsolidated affiliates primarily consisted of the Company’s 36% interest in Barstool Sports; its 50% investment in Kansas Entertainment, the JV with NASCAR that owns Hollywood Casino at Kansas Speedway; and its 50% interest in Freehold Raceway. During the third quarter, the Company purchased the remaining 50% ownership interest of Sam Houston. See Note 6, “Acquisitions and Dispositions” for further information. Investment in Barstool Sports In February 2020, we closed on our investment in Barstool Sports pursuant to a stock purchase agreement with Barstool Sports and certain stockholders of Barstool Sports, in which we purchased 36% (inclusive of 1% on a delayed basis) of the common stock, par value $0.0001 per share, of Barstool Sports for a purchase price of $161.2 million. The purchase price consisted of $135.0 million in cash and $23.1 million in shares of a new class of non-voting convertible preferred stock of the Company (as discussed below). Within three years after the closing of the transaction or earlier at our election, we will increase our ownership in Barstool Sports to approximately 50% by purchasing approximately $62.0 million worth of additional shares of Barstool Sports common stock, consistent with the implied valuation at the time of the initial investment, which was $450.0 million. With respect to the remaining Barstool Sports shares, we have immediately exercisable call rights, and the existing Barstool Sports stockholders have put rights exercisable beginning three years after closing, all based on a fair market value calculation at the time of exercise (originally subject to a cap of $650.0 million and, subject to such cap, a floor of 2.25 times the annualized revenue of Barstool Sports, all subject to various adjustments). On October 1, 2021, the terms of the February 2020 stock purchase agreement were amended to (i) set a definitive purchase price of $325.0 million on the second 50% of Barstool Sports common stock, which eliminates the floor of 2.25 times the annual revenue of Barstool Sports and (ii) fix a number of Penn common shares to be delivered to existing February 2020 employee holders of Barstool Sports common stock, to the extent Penn’s stock price exceeds a specified value defined in the amended stock purchase agreement and Penn elects to settle using a combination of cash and equity. Consistent with the February 2020 stock purchase agreement: (i) the Barstool Sports common stock remains subject to our immediately exercisable call rights and the existing Barstool Sports stockholders put rights beginning in February 2023, (ii) the requirement to increase our ownership in Barstool Sports to approximately 50% by purchasing approximately $62.0 million worth of additional shares in Barstool Sports common stock remains consistent with the implied valuation at the time of the initial investment, which was $450.0 million, and (iii), we may settle the call and put options, at our sole election, using either cash or a combination of cash and equity. On February 20, 2020, the Company issued 883 shares of Series D Preferred Stock, par value $0.01 (the “Series D Preferred Stock”) to certain individual stockholders affiliated with Barstool Sports. 1/1,000th of a share of Series D Preferred Stock is convertible into one share of Penn Common Stock. The Series D Preferred stockholders are entitled to participate equally and ratably in all dividends and distributions paid to holders of Penn Common Stock based on the number of shares of Penn Common Stock into which such Series D Preferred Stock could convert. Series D Preferred Stock is nonvoting stock. The Series D Preferred Stock issued to certain individual stockholders affiliated with Barstool Sports will be available for conversion into Penn Common Stock in tranches over four years as stipulated in the stock purchase agreement, with the first 20% tranche having been available for conversion into Penn Common Stock in the first quarter of 2021. As of September 30, 2021, 26 shares of the Series D Preferred Stock can be converted into Penn Common Stock. During the first quarter, the Company acquired 0.3%, and subsequently acquired an additional 0.3% during the third quarter, of Barstool Sports common stock, par value $0.0001 per share, which represents a partial settlement of the 1% purchase on a delayed basis as noted above. The acquisition of the acquired Barstool Sports common stock was settled through a predetermined number of Series D Preferred Stock as contained within the stock purchase agreement (see Note 13, “Stockholders’ Equity and Stock-Based Compensation,” for further information). As a part of the stock purchase agreement, we entered into a commercial agreement that provides us with access to Barstool Sports’ customer list and exclusive advertising on the Barstool Sports platform over the term of the agreement. The initial term of the commercial agreement is ten years and, unless earlier terminated and subject to certain exceptions, will automatically renew for three additional ten-year terms (a total of 40 years assuming all renewals are exercised). As of September 30, 2021 and December 31, 2020, we have an amortizing intangible asset pertaining to the customer list of $1.0 million and $1.6 million, respectively. As of September 30, 2021 and December 31, 2020, we have a prepaid expense pertaining to the advertising in the amount of $15.7 million, and $16.5 million respectively, of which $14.6 million and $15.4 million was classified as long-term, respectively. The long-term portion of the prepaid advertising expense is included in “Other assets” within our unaudited Consolidated Balance Sheets. As of September 30, 2021 and December 31, 2020, our investment in Barstool Sports was $160.0 million and $147.5 million, respectively. We record our proportionate share of Barstool Sports’ net income or loss one quarter in arrears. The Company determined that Barstool Sports qualified as a VIE as of September 30, 2021 and December 31, 2020. The Company did not consolidate the financial position of Barstool Sports as of September 30, 2021 and December 31, 2020, nor the results of operations for the three and nine months ended September 30, 2021 and 2020, as the Company determined that it did not qualify as the primary beneficiary of Barstool Sports either at the commencement date of its investment or for subsequent periods, primarily as a result of the Company not having the power to direct the activities of the VIE that most significantly affect Barstool Sports’ economic performance. Kansas Joint Venture As of September 30, 2021 and December 31, 2020, our investment in Kansas Entertainment was $83.4 million and $85.2 million, respectively. During the three and nine months ended September 30, 2021, the Company received distributions from Kansas Entertainment totaling $10.5 million and $23.9 million, respectively, as compared to $6.8 million and $15.5 million for the three and nine months ended September 30, 2020, respectively. The Company deems these distributions to be returns on its investment based on the source of those cash flows from the normal business operations of Kansas Entertainment. The Company has determined that Kansas Entertainment does not qualify as a VIE. Using the guidance for entities that are not VIEs, the Company determined that it did not have a controlling financial interest in the JV, primarily as it did not have the ability to direct the activities of the JV that most significantly impacted the JV’s economic performance without the input of NASCAR. Therefore, the Company did not consolidate the financial position of Kansas Entertainment as of September 30, 2021 and December 31, 2020, nor the results of operations for the three and nine months ended September 30, 2021 and 2020. Texas Joint Venture On August 1, 2021, we completed the previously announced acquisition of the remaining 50% ownership interest in Sam Houston. In conjunction with the acquisition we recorded a gain of $29.9 million on our equity method investment, which is included in “Other” within our unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 6, “Acquisitions and Dispositions” for further information. During the first quarter of 2020, we recorded an other-than-temporary impairment on our investment in the JV of $4.6 million, which is included in “Impairment losses” within our unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). No further impairment loss was recorded for the remainder of the nine months ended September 30, 2020. No impairment was recorded for the three and nine months ended September 30, 2021. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company calculates the provision for income taxes during interim reporting periods by applying an estimate of the annual effective tax rate to its year-to-date pretax book income or loss. The tax effects of discrete items, including but not limited to, excess tax benefits associated with stock-based compensation, are reported in the interim period in which they occur. The effective tax rate (income taxes as a percentage of income or loss before income taxes) including discrete items was 29.7% and 22.7% for the three and nine months ended September 30, 2021, as compared to (11.3)% and 20.2% for the three and nine months ended September 30, 2020. Our effective income tax rate can vary from period to period depending on, among other factors, the geographic and business mix of our earnings, changes to our valuation allowance and the level of our tax credits. Certain of these and other factors, including our history and projections of pretax earnings, are considered in assessing our ability to realize our net deferred tax assets. As of each reporting date, the Company considers all available positive and negative evidence that could affect its view of the future realization of deferred tax assets pursuant to ASC Topic 740, “Income Taxes.” As of September 30, 2021, we intend to continue maintaining a valuation allowance on our deferred tax assets until there is sufficient positive evidence to support the reversal of all or some portion of these allowances. A reduction in the valuation allowance would result in a significant decrease to income tax expense in the period the release is recorded. However, the exact timing and amount of the reduction in our valuation allowance are unknown at this time and will be subject to the earnings level we achieve in 2021 as well as our projected income levels in future periods. During the three months ended September 30, 2021, the Company increased the valuation allowance in the amount of $1.2 million on certain federal and state deferred tax assets that are not more likely than not to be realized. As of September 30, 2021 and December 31, 2020, prepaid income taxes of $41.6 million and $52.7 million, respectively, were included in “Prepaid expenses” within our unaudited Consolidated Balance Sheets. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesThe Company is subject to various legal and administrative proceedings relating to personal injuries, employment matters, commercial transactions, development agreements and other matters arising in the ordinary course of business. Although the Company maintains what it believes to be adequate insurance coverage to mitigate the risk of loss pertaining to covered matters, legal and administrative proceedings can be costly, time-consuming and unpredictable. The Company does not believe that the final outcome of these matters will have a material adverse effect on its financial position, results of operations, or cash flows. |
Stockholders_ Equity and Stock-
Stockholders’ Equity and Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stockholders’ Equity and Stock-Based Compensation | Stockholders’ Equity and Stock-Based Compensation Common Stock On May 14, 2020, the Company completed a public offering of 16,666,667 shares of Penn Common Stock and on May 19, 2020, the underwriters exercised their right to purchase an additional 2,500,000 shares of Penn Common Stock, resulting in an aggregate public offering of 19,166,667 shares of Penn Common Stock. All of the shares were issued at a public offering price of $18.00 per share, resulting in gross proceeds of $345.0 million, and net proceeds of $331.2 million after underwriter fees and discounts of $13.8 million. On September 24, 2020, the Company completed a public offering of 14,000,000 shares of Penn Common Stock and on September 25, 2020, the underwriters exercised their right to purchase an additional 2,100,000 shares of Penn Common Stock, resulting in an aggregate public offering of 16,100,000 shares of Penn Common Stock. All of the shares were issued at a public offering price of $61.00 per share, resulting in gross proceeds of $982.1 million, and net proceeds of $957.6 million after underwriter fees and discounts of $24.5 million. On May 11, 2021, as part of the acquisition of Hitpoint, the Company issued 43,684 shares for a total of $3.5 million. See Note 6, “Acquisitions and Dispositions.” On June 17, 2021, the Company filed its Second Amended and Restated Articles of Incorporation with the Department of State of the Commonwealth of Pennsylvania. These Articles of Incorporation, as amended and restated and approved by the Company’s shareholders at the 2021 Annual Meeting of Shareholders, increase the number of authorized shares of common stock from 200,000,000 to 400,000,000. On August 1, 2021, as part of the acquisition of Sam Houston, the Company issued 198,103 shares for a total of $15.8 million. See Note 6, “Acquisitions and Dispositions.” Preferred Stock On February 20, 2020, the Company issued 883 shares of Series D Preferred Stock, par value $0.01 per share, to certain individual stockholders affiliated with Barstool Sports as discussed in Note 10, “Investments in and Advances to Unconsolidated Affiliates.” During each of the quarters ended March 31, 2021 and September 30, 2021, the Company issued 43 shares of Series D Preferred Stock, for a total of 86 shares, in conjunction with acquiring an additional 0.6% of Barstool Sports common stock. The acquisition of the incremental Barstool Sports common stock represents a partial settlement of the 1% purchase on a delayed basis as described in Note 10, “Investments in and Advances to Unconsolidated Affiliates.” During the quarters ended March 31, 2021 and September 30, 2021, 151.2 and 43.0 shares of Series D Preferred Stock were converted to Penn Common Stock, respectively. As a result of the conversion, the Company issued 151,200 and 43,000 shares of common stock, each with a par value of $0.01. As of September 30, 2021 and December 31, 2020, there were 5,000 shares authorized of Series D Preferred Stock of which 775 shares and 883 shares were outstanding, respectively. 2018 Long Term Incentive Compensation Plan The Company’s 2018 Long Term Incentive Compensation Plan, as amended (the “2018 Plan”) permits it to issue stock options (incentive and/or non-qualified), stock appreciation rights (“SARs”), RSAs, restricted stock units (“RSUs”), cash-settled phantom stock units (“CPSUs”) and other equity and cash awards to employees and any consultant or advisor to the Company or Subsidiary. Non-employee directors and the chairman emeritus are eligible to receive all such awards, other than incentive stock options. Pursuant to the 2018 Plan, 12,700,000 shares of the Company’s common stock are reserved for issuance. For purposes of determining the number of shares available for issuance under the 2018 Plan, stock options and SARs (except cash-settled SARs) count against the 12,700,000 limit as one share of common stock for each share granted and restricted stock or any other full value stock award count as issuing 2.30 shares of common stock for each share granted. Any awards that are not settled in shares of common stock are not counted against the share limit. As of September 30, 2021, there were 4,863,345 shares available for future grants under the 2018 Plan. On April 12, 2021, the Board of Directors granted 600,000 RSUs and 300,000 RSAs with market-based and service-based vesting conditions (collectively the “Stock Awards”), solely to the Company’s President and Chief Executive Officer pursuant to the 2018 Plan. The Stock Awards are classified as equity with separate tranches and requisite service periods identified for each separately achievable component. As of the grant date, (i) the fair value of the Stock Awards was $48.7 million and was calculated using a Monte Carlo simulation, (ii) the fair value of the RSAs was estimated at $19.4 million and segregated into 15 tranches with expense recognition periods ranging from 2.2 to 6.0 years, and (iii) the fair value of the RSUs was estimated at $29.3 million and segregated into 4 tranches with expense recognition periods ranging from 6.7 to 8.7 years. We recognized $2.2 million and $4.1 million of stock compensation expense for the Stock Awards during the three and nine months ended September 30, 2021, respectively. Performance Share Program In February 2019, the Company’s Compensation Committee of the Board of Directors adopted a performance share program (the “Performance Share Program”) pursuant to the 2018 Plan. An aggregate of 107,297 RSAs with performance-based vesting conditions, at target, was granted in February 2020 under the Performance Share Program, with the grant having a three-year award period consisting of three one-year performance periods and a three-year service period. The performance threshold for vesting of these awards is 50% of target and, based on the level of achievement, up to 150% of target. An aggregate of 95,276 RSAs and RSUs with performance-based vesting conditions, at target, was granted in April 2021 under the Performance Share Program, with the grant having a three-year award period consisting of three one-year performance periods and a three-year service period. The performance threshold for vesting of these awards is 50% of target and, based on the level of achievement, up to 150% of target. Stock-based Compensation Expense Stock-based compensation expense, which pertains principally to our stock options, RSAs and RSUs, for the three and nine months ended September 30, 2021 was $8.5 million and $21.9 million, respectively, as compared to $2.8 million and $11.7 million for the three and nine months ended September 30, 2020, respectively, and is included within the unaudited Consolidated Statements of Operations and Comprehensive Income (Loss) under “General and administrative.” Stock Options The Company granted 736 and 230,901 stock options during the three and nine months ended September 30, 2021, respectively, as compared to 12,327 and 648,259 stock options during the three and nine months ended September 30, 2020, respectively. Cash-settled Phantom Stock Units Our outstanding CPSUs entitle plan recipients to receive cash based on the fair value of the Company’s common stock on the vesting date. Our CPSUs vest over a period of three For CPSUs held by plan recipients, there was $21.1 million of total unrecognized compensation cost as of September 30, 2021 that will be recognized over the awards remaining weighted-average vesting period of 2 years. For the three and nine months ended September 30, 2021, the Company recognized $5.5 million and $11.2 million of compensation expense associated with these awards, respectively, as compared to $5.3 million and $7.3 million for the three and nine months ended September 30, 2020, respectively. Compensation expense associated with our CPSUs is recorded in “General and administrative” within the unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). We paid $13.5 million and $4.5 million during the nine months ended September 30, 2021 and 2020, respectively, pertaining to cash-settled CPSUs. Stock Appreciation Rights Our outstanding SARs are accounted for as liability awards since they will be settled in cash and vest over a period of four years. The fair value of cash-settled SARs is calculated each reporting period and estimated using the Black-Scholes option pricing model. The Company has a liability, which is included in “Accrued expenses and other current liabilities” within the unaudited Consolidated Balance Sheets, associated with its cash-settled SARs of $30.1 million and $54.6 million as of September 30, 2021 and December 31, 2020, respectively. For SARs held by employees of the Company, there was $44.0 million of total unrecognized compensation cost as of September 30, 2021 that will be recognized over the awards remaining weighted-average vesting period of 2.1 years. The Company recognized compensation expense of $3.2 million and $13.6 million for the three and nine months ended September 30, 2021, respectively, as compared to an expense of $37.8 million and $50.0 million for the three and nine months ended September 30, 2020, respectively. Compensation expense associated with our SARs is recorded in “General and administrative” within the unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). We paid $38.8 million and $22.8 million during the nine months ended September 30, 2021 and 2020, respectively, related to cash-settled SARs. Other In the second quarter of 2021, the Company entered into two promissory notes with shareholders for a total of $9.0 million. The promissory notes are unsecured and bear interest of 2.25%. The receivable is recorded as a reduction of equity within our unaudited Consolidated Balance Sheets and is presented within our unaudited Consolidated Statement of Changes in Stockholders’ Equity within the “Other" caption. |
Earnings (Loss) per Share
Earnings (Loss) per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) per Share | Earnings (Loss) per Share For the three and nine months ended September 30, 2021, and for the three months ended September 30, 2020 we recorded net income attributable to Penn National. As such, we used diluted weighted-average common shares outstanding when calculating diluted income per share for the three and nine months ended September 30, 2021 and the three months ended September 30, 2020. Stock options, RSAs, convertible preferred shares and convertible debt that could potentially dilute basic EPS in the future are included in the computation of diluted income per share. For the nine months ended September 30, 2020, we recorded a net loss attributable to Penn National. As such, because the dilution from potential common shares was antidilutive, we used basic weighted-average common shares outstanding, rather than diluted weighted-average common shares outstanding when calculating diluted loss per share for the nine months ended September 30, 2020. Stock options, RSAs, convertible preferred shares and convertible debt that could potentially dilute basic EPS in the future that were not included in the computation of diluted loss per share were as follows: For the nine months ended September 30, (in millions) 2020 Assumed conversion of dilutive stock options 2.5 Assumed conversion of dilutive RSAs 0.4 Assumed conversion of convertible preferred shares 0.7 Assumed conversion of convertible debt 7.4 The following table sets forth the allocation of net income for the three and nine months ended September 30, 2021 and the three months ended September 30, 2020 under the two-class method. For the nine months ended September 30, 2020 we did not utilize the two-class method due to incurring a net loss for the period. For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Net income (loss) attributable to Penn National $ 86.1 $ 141.9 $ 375.8 $ (680.6) Net income applicable to preferred stock 0.4 0.8 1.9 — Net income (loss) applicable to common stock $ 85.7 $ 141.1 $ 373.9 $ (680.6) The following table reconciles the weighted-average common shares outstanding used in the calculation of basic EPS to the weighted-average common shares outstanding used in the calculation of diluted EPS for the three and nine months ended September 30, 2021 and 2020: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Weighted-average common shares outstanding 156.1 138.2 155.9 126.9 Assumed conversion of: Dilutive stock options 2.1 2.8 2.3 — Dilutive RSAs 0.4 0.4 0.4 — Convertible debt 14.1 14.1 14.1 — Weighted-average common shares outstanding - Diluted 172.7 155.5 172.7 126.9 RSAs with performance and market based vesting conditions that have not been met as of September 30, 2021 were excluded from the computation of diluted earning per share for the three and nine months ended September 30, 2021. In addition, 0.8 million shares from the assumed conversion of convertible preferred shares were excluded from the computation of diluted income per share for the three and nine months ended September 30, 2021 because including them would have been anti-dilutive. Options to purchase 0.2 million shares were outstanding during the three and nine months ended September 30, 2021, respectively, compared to zero and 0.9 million during the three and nine months ended September 30, 2020, respectively, but were not included in the computation of diluted earnings (loss) per share because they were anti-dilutive. The following table presents the calculation of basic and diluted earnings (loss) per share for the Company’s common stock for the three and nine months ended September 30, 2021 and 2020: For the three months ended September 30, For the nine months ended September 30, (in millions, except per share data) 2021 2020 2021 2020 Calculation of basic earnings (loss) per share: Net income (loss) applicable to common stock $ 85.7 $ 141.1 $ 373.9 $ (680.6) Weighted-average common shares outstanding - basic 156.1 138.2 155.9 126.9 Basic earnings (loss) per share $ 0.55 $ 1.02 $ 2.40 $ (5.36) Calculation of diluted earnings (loss) per share: Net income (loss) applicable to common stock $ 85.7 $ 141.1 $ 373.9 $ (680.6) Interest expense, net of tax (1) : Convertible Notes 4.4 4.2 13.0 — Diluted income (loss) applicable to common stock $ 90.1 $ 145.3 $ 386.9 $ (680.6) Weighted-average common shares outstanding - diluted 172.7 155.5 172.7 126.9 Diluted earnings (loss) per share $ 0.52 $ 0.93 $ 2.24 $ (5.36) (1) The three and nine months ended September 30, 2021 were tax-affected at a rate of 20%. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements ASC Topic 820, “Fair Value Measurements and Disclosures,” establishes a hierarchy that prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach, and cost approach). The levels of the hierarchy are described below: • Level 1: Observable inputs such as quoted prices in active markets for identical assets or liabilities. • Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; these include quoted prices for similar assets or liabilities in active markets, such as interest rates and yield curves that are observable at commonly quoted intervals. • Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions, as there is little, if any, related market activity. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of assets and liabilities and their placement within the fair value hierarchy. The following methods and assumptions are used to estimate the fair value of each class of financial instruments for which it is practicable to estimate. The fair value of the Company’s trade accounts receivable and payables approximates the carrying amounts. Cash and Cash Equivalents The fair value of the Company’s cash and cash equivalents approximates their carrying amount, due to the short maturity of the cash equivalents. Equity Securities As of September 30, 2021, we held $176.8 million in equity securities of ordinary shares which are reported as “Other assets” in our unaudited Consolidated Balance Sheets. During the quarter ended September 30, 2021, all warrants were exercised for ordinary shares which resulted in a loss of $20.1 million included in “Other,” as reported in “Other income (expenses)” within our unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). As of December 31, 2020, we held $143.1 million in equity securities, which included ordinary shares and warrants which are reported as “Other assets” in our unaudited Consolidated Balance Sheets. These equity securities are the result of Penn Interactive entering into multi-year agreements with third-party sports betting operators for online sports betting and related iGaming market access across our portfolio. During the three and nine months ended September 30, 2021, we recognized a holding gain of $10.1 million, and a holding gain of $28.9 million, respectively, related to these equity securities, compared to a gain of $67.9 million and $75.6 million for three and nine months ended September 30, 2020, respectively, which is included in “Other,” as reported in “Other income (expenses)” within our unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). The fair value of the equity securities was determined using Level 2 inputs, which use market approach valuation techniques. The primary inputs to those techniques include the quoted market price of the equity securities, foreign currency exchange rates, a discount for lack of marketability (“DLOM”) with respect to the ordinary shares, and a Black-Scholes option pricing model previously associated with the exercised warrants. The DLOM is based on the remaining term of the relevant lock-up periods and the volatility associated with the underlying equity securities. The Black-Scholes option pricing model utilizes the exercise price of the warrants, a risk-free rate, volatility associated with the underlying equity securities and the expected life of the warrants. Held-to-maturity Securities and Promissory Notes We have a management contract with Retama Development Corporation (“RDC”), a local government corporation of the City of Selma, Texas, to manage the day-to-day operations of Retama Park Racetrack, located outside of San Antonio, Texas. In addition, we own 1.0% of the equity of Retama Nominal Holder, LLC, which holds a nominal interest in the racing license used to operate Retama Park Racetrack, and a 75.5% interest in Pinnacle Retama Partners, LLC (“PRP”), which owns the contingent gaming rights that may arise if gaming under the existing racing license becomes legal in Texas in the future. As of September 30, 2021 and December 31, 2020, PRP held $15.1 million in promissory notes issued by RDC and $6.7 million in local government corporation bonds issued by RDC, at amortized cost. The promissory notes and the local government corporation bonds are collateralized by the assets of Retama Park Racetrack. As of September 30, 2021 and December 31, 2020, the promissory notes and the local government corporation bonds were included in “Other assets” within our unaudited Consolidated Balance Sheets. The contractual terms of these promissory notes include interest payments due at maturity; however, we have not recorded accrued interest on these promissory notes because uncertainty exists as to RDC’s ability to make interest payments. We have the positive intent and ability to hold the local government corporation bonds to maturity and until the amortized cost is recovered. The estimated fair values of such investments are principally based on appraised values of the land associated with Retama Park Racetrack, which are classified as Level 2 inputs. Long-term Debt The fair value of our Term Loan A Facility, Term Loan B-1 Facility, 5.625% Notes, 4.125% Notes, and Convertible Notes is estimated based on quoted prices in active markets and is classified as a Level 1 measurement. The fair value of our Revolving Credit Facility approximates its carrying amount as it is revolving, variable-rate debt, which we also classify as a Level 1 measurement. Other long-term obligations as of September 30, 2021 and December 31, 2020 included a financing arrangement entered in February of 2021, the relocation fees for Dayton and Mahoning Valley, and the repayment obligation of the hotel and event center located near Hollywood Casino Lawrenceburg. See Note 8, “Long-term Debt” for details. The fair values of the Dayton and Mahoning Valley relocations fees and the Lawrenceburg repayment obligation are estimated based on rates consistent with the Company’s credit rating for comparable terms and debt instruments and are classified as Level 2 measurements. Additionally, in February 2021, we entered into a financing arrangement providing the Company with upfront cash proceeds while permitting us to participate in future proceeds on certain claims. The financing obligation has been classified as a non-current liability and the fair value of the financing obligation is based on what we expect to be settled in a future period of which the principal is contingent and predicated on other events, plus accreted period interest using an effective interest rate of 27.0% until the claims and related obligation is settled. The financing obligation has been classified as a Level 3 measurement and is included within our unaudited Consolidated Balance Sheets in “Long-term debt, net of current maturities, debt discount and debt issuance costs.” See Note 8, “Long-term Debt.” Other Liabilities Other liabilities as of September 30, 2021 and December 31, 2020 includes contingent purchase price liabilities related to Plainridge Park Casino and Hitpoint, of which Hitpoint was acquired on May 11, 2021. The Hitpoint contingent purchase price liability is payable in $1.0 million installments in the form of cash and equity, on the first three anniversaries of the acquisition close date (May 11, 2021) and is based on the achievement of mutual goals established by the Company and Hitpoint. The Plainridge Park Casino contingent purchase price liability is calculated based on earnings of the gaming operations over the first ten years of operations, which commenced on June 24, 2015. As of September 30, 2021, we were contractually obligated to make four additional annual payments. The fair value of the Plainridge Park Casino contingent purchase price liability is estimated based on an income approach using a discounted cash flow model. These contingent purchase price liabilities have been classified as a Level 3 measurement and are included within our unaudited Consolidated Balance Sheets in “Accrued expenses and other current liabilities” or “Other long-term liabilities,” depending on the timing of the next payment. The carrying amounts and estimated fair values by input level of the Company’s financial instruments were as follows: September 30, 2021 (in millions) Carrying Amount Fair Value Level 1 Level 2 Level 3 Financial assets: Cash and cash equivalents $ 2,729.3 $ 2,729.3 $ 2,729.3 $ — $ — Equity securities $ 176.8 $ 176.8 $ — $ 176.8 $ — Held-to-maturity securities $ 6.7 $ 6.7 $ — $ 6.7 $ — Promissory notes $ 15.1 $ 15.1 $ — $ 15.1 $ — Puts and calls related to certain Barstool Sports shares $ 1.5 $ 1.5 $ — $ 1.5 $ — Financial liabilities: Long-term debt Senior Secured Credit Facilities $ 1,558.5 $ 1,575.6 $ 1,575.6 $ — $ — 5.625% Notes $ 399.6 $ 413.5 $ 413.5 $ — $ — 4.125% Notes $ 392.7 $ 393.5 $ 393.5 $ — $ — Convertible Notes $ 250.0 $ 1,058.8 $ 1,058.8 $ — $ — Other long-term obligations $ 148.7 $ 146.6 $ — $ 62.0 $ 84.6 Other liabilities $ 13.3 $ 13.3 $ — $ 2.8 $ 10.5 December 31, 2020 (in millions) Carrying Amount Fair Value Level 1 Level 2 Level 3 Financial assets: Cash and cash equivalents $ 1,853.8 $ 1,853.8 $ 1,853.8 $ — $ — Equity securities $ 143.1 $ 143.1 $ — $ 143.1 $ — Held-to-maturity securities $ 6.7 $ 6.7 $ — $ 6.7 $ — Promissory notes $ 15.1 $ 15.1 $ — $ 15.1 $ — Financial liabilities: Long-term debt Senior Secured Credit Facilities $ 1,600.3 $ 1,609.3 $ 1,609.3 $ — $ — 5.625% Notes $ 399.5 $ 418.0 $ 418.0 $ — $ — Convertible notes $ 239.8 $ 1,274.5 $ 1,274.5 $ — $ — Other long-term obligations $ 73.0 $ 72.8 $ — $ 72.8 $ — Other liabilities $ 10.1 $ 10.1 $ — $ 2.8 $ 7.3 Puts and calls related to certain Barstool Sports shares $ 0.3 $ 0.3 $ — $ 0.3 $ — The following table summarizes the changes in fair value of our Level 3 liabilities measured on a recurring basis: (in millions) Other Liabilities Balance as of January 1, 2021 $ 7.3 Additions 75.5 Interest 12.1 Payments (1.7) Included in earnings (1) 1.9 Balance as of September 30, 2021 $ 95.1 (1) The expense is included in “General and administrative” within our unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). The following table summarizes the significant unobservable inputs used in calculating fair value for our Level 3 liabilities on a recurring basis as of September 30, 2021: Valuation Technique Unobservable Input Discount Rate Other long-term obligation Discounted cash flow Discount rate 27.0% Contingent purchase price - Plainridge Park Casino Discounted cash flow Discount rate 3.4% |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We have aggregated our operating segments into four reportable segments based on the similar characteristics of the operating segments within the regions in which they operate: Northeast, South, West and Midwest. The Other category is included in the following tables in order to reconcile the segment information to the consolidated information. The Company utilizes Adjusted EBITDAR (as defined below) as its measure of segment profit or loss. The following table highlights our revenues and Adjusted EBITDAR for each reportable segment and reconciles Adjusted EBITDAR on a consolidated basis to net income (loss). For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Revenues: Northeast segment $ 672.4 $ 545.1 $ 1,895.8 $ 1,168.5 South segment 318.2 255.6 982.3 600.4 West segment 145.7 78.7 382.7 223.0 Midwest segment 285.7 229.1 815.2 493.2 Other (1) 96.5 23.7 282.1 71.6 Intersegment eliminations (2) (6.7) (2.5) (25.6) (5.4) Total $ 1,511.8 $ 1,129.7 $ 4,332.5 $ 2,551.3 Adjusted EBITDAR (3) : Northeast segment $ 221.1 $ 204.8 $ 645.9 $ 325.7 South segment 137.0 120.3 448.0 217.3 West segment 54.5 33.6 151.1 55.2 Midwest segment 125.8 108.5 374.0 173.4 Other (1) (58.1) (14.6) (105.1) (42.2) Total (3) 480.3 452.6 1,513.9 729.4 Other operating benefits (costs) and other income (expenses): Rent expense associated with triple net operating leases (4) (116.0) (109.0) (342.9) (310.3) Stock-based compensation (8.5) (2.8) (21.9) (11.7) Cash-settled stock-based awards variance (5.2) (39.5) (14.3) (46.7) Gain (loss) on disposal of assets (0.3) 6.0 (0.1) 33.9 Contingent purchase price (0.6) — (1.9) 1.4 Pre-opening expenses (5) (1.6) (4.8) (2.8) (11.5) Depreciation and amortization (83.7) (87.7) (246.9) (275.3) Impairment losses — — — (616.1) Insurance recoveries, net of deductible charges — — — 0.1 Non-operating items of equity method investments (6) (3.0) (1.2) (6.0) (3.2) Interest expense, net (144.9) (142.3) (418.6) (407.1) Other (5)(7) 6.0 55.6 27.3 63.1 Income (loss) before income taxes 122.5 126.9 485.8 (854.0) Income tax benefit (expense) (36.4) 14.3 (110.1) 172.2 Net income (loss) $ 86.1 $ 141.2 $ 375.7 $ (681.8) (1) The Other category consists of the Company’s stand-alone racing operations, namely Sanford-Orlando Kennel Club, and Sam Houston and Valley Race Parks (the remaining 50% was acquired by Penn National on August 1, 2021), and the Company’s JV interests in Freehold Raceway; our management contract for Retama Park Racetrack and our live and televised poker tournament series that operates under the trade name, Heartland Poker Tour (“HPT”). The Other category also includes Penn Interactive, which operates social gaming, our internally-branded retail sportsbooks, iGaming and our Barstool Sportsbook mobile app. Expenses incurred for corporate and shared services activities that are directly attributable to a property or are otherwise incurred to support a property are allocated to each property. The Other category also includes corporate overhead costs, which consist of certain expenses, such as: payroll, professional fees, travel expenses and other general and administrative expenses that do not directly relate to or have not otherwise been allocated to a property. In addition, the Other category includes our proportionate share of the Adjusted EBITDAR of Barstool Sports (as determined and discussed in footnotes (3) and (6) below). (2) Primarily represents the elimination of intersegment revenues associated with our internally-branded retail sportsbooks, which are operated by Penn Interactive. (3) We define Adjusted EBITDAR as earnings before interest expense, net; income taxes; depreciation and amortization; rent expense associated with triple net operating leases (see footnote (4) below); stock-based compensation; debt extinguishment and financing charges; impairment losses; insurance recoveries, net of deductible charges; changes in the estimated fair value of our contingent purchase price obligations; gain or loss on disposal of assets; the difference between budget and actual expense for cash-settled stock-based awards; pre-opening expenses (see footnote (5) below); and other. Adjusted EBITDAR is also inclusive of income or loss from unconsolidated affiliates, with our share of non-operating items (see footnote (6) below) added back for Barstool Sports and our Kansas Entertainment JV. (4) The Company’s triple net operating leases include the operating lease components contained within our triple net master lease dated November 1, 2013 with GLPI and the triple net master lease assumed in connection with our acquisition of Pinnacle Entertainment, Inc. (primarily land), our individual triple net leases with GLPI for the real estate assets used in the operation of Tropicana Las Vegas Hotel and Casino and Hollywood Casino at Meadows Racetrack, and our individual triple net leases with VICI for the real estate assets used in the operations of Margaritaville Casino Resort and Greektown Casino-Hotel. (5) During 2020 and during the first quarter of 2021, acquisition costs were included within pre-opening and acquisition costs. Beginning with the quarter ended June 30, 2021, acquisition costs are presented as part of other expenses. (6) Consists principally of interest expense, net; income taxes; depreciation and amortization; and stock-based compensation expense associated with Barstool Sports and our Kansas Entertainment JV. We record our portion of Barstool Sports, Inc.'s net income or loss, including adjustments to arrive at Adjusted EBITDAR, one quarter in arrears. (7) Principally includes holding gains and losses on our equity securities, which are discussed in Note 15, “Fair Value Measurements.” Additionally, consists of non-recurring acquisition and transaction costs, finance transformation costs associated with the implementation of our new Enterprise Resource Management system and non-recurring restructuring charges (primarily severance) associated with a company-wide initiative, triggered by the COVID-19 pandemic, designed to (i) improve the operational effectiveness across our property portfolio; (ii) improve the effectiveness and efficiency of our Corporate functional support area. The table below presents capital expenditures by segment: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Capital expenditures: Northeast segment $ 35.1 $ 10.3 $ 71.3 $ 62.3 South segment 16.4 3.1 24.5 10.9 West segment 2.3 1.4 5.5 5.5 Midwest segment 7.3 4.8 12.8 9.7 Other 12.1 4.3 23.7 9.2 Total capital expenditures $ 73.2 $ 23.9 $ 137.8 $ 97.6 The table below presents investment in and advances to unconsolidated affiliates and total assets by segment: (in millions) Northeast South West Midwest Other (1) Total Balance sheet as of September 30, 2021 Investment in and advances to unconsolidated affiliates (2) $ 0.1 $ — $ — $ 83.4 $ 168.5 $ 252.0 Total assets $ 2,193.6 $ 1,188.9 $ 386.3 $ 1,221.8 $ 10,758.1 $ 15,748.7 Balance sheet as of December 31, 2020 Investment in and advances to unconsolidated affiliates (2) $ 0.1 $ — $ — $ 85.2 $ 181.5 $ 266.8 Total assets $ 1,958.4 $ 1,165.4 $ 401.5 $ 1,161.1 $ 9,980.9 $ 14,667.3 (1) The real estate assets subject to the Master Leases, which are classified as either property and equipment, operating lease ROU assets, or finance lease ROU assets, are included within the Other category. (2) Our investment in Barstool Sports is included within the Other category. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation: The unaudited Consolidated Financial Statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information and with the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and notes required by GAAP for complete consolidated financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. |
Principles of Consolidation | Principles of Consolidation: The unaudited Consolidated Financial Statements include the accounts of Penn National Gaming, Inc. and its subsidiaries. Investments in and advances to unconsolidated affiliates that do not meet the consolidation criteria of the authoritative guidance for voting interest entities or variable interest entities (“VIEs”) are accounted for under the equity method. All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates: The preparation of unaudited Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities at the date of the financial statements, and (iii) the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates. |
Segment Information | Segment Information: We view each of our gaming and racing properties as an operating segment with the exception of our two properties in Jackpot, Nevada, which we view as one operating segment. We consider our combined VGT operations, by state, to be separate operating segments. See Note 16, “Segment Information,” for further information. For financial reporting purposes, we aggregate our operating segments into the following four reportable segments: Location Real Estate Assets Lease or Ownership Structure Northeast segment Ameristar East Chicago East Chicago, Indiana Pinnacle Master Lease Greektown Casino-Hotel Detroit, Michigan Greektown Lease Hollywood Casino Bangor Bangor, Maine Penn Master Lease Hollywood Casino at Charles Town Races Charles Town, West Virginia Penn Master Lease Hollywood Casino Columbus Columbus, Ohio Penn Master Lease Hollywood Casino Lawrenceburg Lawrenceburg, Indiana Penn Master Lease Hollywood Casino at Penn National Race Course (1) Grantville, Pennsylvania Penn Master Lease Hollywood Casino Perryville Perryville, Maryland Perryville Lease Hollywood Casino Toledo Toledo, Ohio Penn Master Lease Hollywood Casino York York, Pennsylvania Operating Lease (not with REIT Landlord) Hollywood Gaming at Dayton Raceway Dayton, Ohio Penn Master Lease Hollywood Gaming at Mahoning Valley Race Course Youngstown, Ohio Penn Master Lease Marquee by Penn (2) Pennsylvania N/A Hollywood Casino at Meadows Racetrack Washington, Pennsylvania Meadows Lease Plainridge Park Casino Plainville, Massachusetts Pinnacle Master Lease South segment 1 st Jackpot Casino Tunica, Mississippi Penn Master Lease Ameristar Vicksburg Vicksburg, Mississippi Pinnacle Master Lease Boomtown Biloxi Biloxi, Mississippi Penn Master Lease Boomtown Bossier City Bossier City, Louisiana Pinnacle Master Lease Boomtown New Orleans New Orleans, Louisiana Pinnacle Master Lease Hollywood Casino Gulf Coast Bay St. Louis, Mississippi Penn Master Lease Hollywood Casino Tunica Tunica, Mississippi Penn Master Lease L’Auberge Baton Rouge Baton Rouge, Louisiana Pinnacle Master Lease L’Auberge Lake Charles Lake Charles, Louisiana Pinnacle Master Lease Margaritaville Resort Casino Bossier City, Louisiana Margaritaville Lease West segment Ameristar Black Hawk Black Hawk, Colorado Pinnacle Master Lease Cactus Petes and Horseshu Jackpot, Nevada Pinnacle Master Lease M Resort Henderson, Nevada Penn Master Lease Tropicana Las Vegas Las Vegas, Nevada Tropicana Lease Zia Park Casino Hobbs, New Mexico Penn Master Lease Midwest segment Ameristar Council Bluffs Council Bluffs, Iowa Pinnacle Master Lease Argosy Casino Alton (3) Alton, Illinois Penn Master Lease Argosy Casino Riverside Riverside, Missouri Penn Master Lease Hollywood Casino Aurora Aurora, Illinois Penn Master Lease Hollywood Casino Joliet Joliet, Illinois Penn Master Lease Hollywood Casino at Kansas Speedway (4) Kansas City, Kansas Owned - JV Hollywood Casino St. Louis Maryland Heights, Missouri Penn Master Lease Prairie State Gaming (2) Illinois N/A River City Casino St. Louis, Missouri Pinnacle Master Lease (1) Our Category 4 development Hollywood Casino Morgantown (subject to the Morgantown Lease) is included with Hollywood Casino at Penn National Race Course. (2) VGT route operations (3) The riverboat is owned by us and not subject to the Penn Master Lease. (4) Pursuant to a joint venture (“JV”) with NASCAR and includes the Company’s 50% investment in Kansas Entertainment, LLC (“Kansas Entertainment”), which owns Hollywood Casino at Kansas Speedway. |
Revenue Recognition and Customer-related Liabilities | Revenue Recognition: Our revenue from contracts with customers consists primarily of gaming wagers, food and beverage transactions, retail transactions, hotel room sales, racing wagers, and sports betting wagers. See Note 5, “Revenue Disaggregation,” for information on our revenue by type and geographic location. Complimentaries Associated with Gaming Contracts Customer-related Liabilities The Company has three general types of liabilities related to contracts with customers: (i) the obligation associated with its my choice program (loyalty points and tier status benefits), (ii) advance payments on goods and services yet to be provided and for unpaid wagers, and (iii) deferred revenue associated with third-party sports betting operators for online sports betting and related iGaming market access. Our my choice program allows members to utilize their reward membership card to earn loyalty points that are redeemable for slot play and complimentaries, such as food and beverage at our restaurants, lodging at our hotels, and products offered at our retail stores across the vast majority of our properties. In addition, members of the my choice program earn credit toward tier status, which entitles them to receive certain other benefits, such as gifts. The obligation associated with our my choice program, which is included in “Accrued expenses and other current liabilities” within our unaudited Consolidated Balance Sheets, was $35.0 million and $35.8 million as of September 30, 2021 and December 31, 2020, respectively, and consisted principally of the obligation associated with the loyalty points. Our loyalty point obligations are generally settled within six months of issuance. Changes between the opening and closing balances primarily relate to the timing of our customers’ election to redeem loyalty points as well as the timing of when our customers receive their earned tier status benefits. The Company’s advance payments on goods and services yet to be provided and for unpaid wagers primarily consist of the following: (i) deposits on rooms and convention space, (ii) money deposited on behalf of a customer in advance of their property visit (referred to as “safekeeping” or “front money”), (iii) money deposited in an online wallet not yet wagered or wagered and not yet withdrawn, (iv) outstanding tickets generated by slot machine play or pari-mutuel wagering, (v) outstanding chip liabilities, (vi) unclaimed jackpots, and (vii) gift cards redeemable at our properties. Unpaid wagers primarily relate to the Company’s obligation to settle outstanding slot tickets, pari-mutuel racing tickets, gaming chips with customers and future withdrawals from online wallets. Unpaid wagers generally represent obligations stemming from prior wagering events, of which revenue was previously recognized. The Company’s advance payments on goods and services yet to be provided and for unpaid wagers were $91.6 million and $47.1 million as of September 30, 2021 and December 31, 2020, respectively, of which none was classified as long-term as of September 30, 2021 as compared to $0.5 million as of December 31, 2020. The current portion and long-term portion of our advance payments on goods and services yet to be provided and for unpaid wagers are included in “Accrued expenses and other current liabilities” and “Other long-term liabilities” within our unaudited Consolidated Balance Sheets, respectively. |
Gaming and Racing Taxes | Gaming and Racing Taxes: We are subject to gaming and pari-mutuel taxes primarily based on gross gaming revenue and pari-mutuel revenue in the jurisdictions in which we operate. The Company primarily recognizes gaming and pari-mutuel tax expense based on the statutorily required percentage of revenue that is required to be paid to state and local jurisdictions in the states where or in which the wagering occurs, as well as taxes on revenues derived from arrangements which allow for third party partners to operate online casinos and online sportsbooks under our gaming licenses. |
Earnings Per Share | Earnings Per Share: Basic earnings per share (“EPS”) is computed by dividing net income (loss) applicable to common stock by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects the additional dilution, if any, for all potentially-dilutive securities such as stock options, unvested restricted stock awards (“RSAs”), outstanding convertible preferred stock and convertible debt. Holders of the Company’s Series D Preferred Stock (as defined in Note 10, “Investments in and Advances to Unconsolidated Affiliates” |
New Accounting Pronouncements | New Accounting Pronouncements Accounting Pronouncements to be Implemented In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”). ASU 2020-04 provides an optional expedient and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. In response to the concerns about structural risks of interbank offered rates and, particularly, the risk of cessation of the London Interbank Offered Rate (referred to as “LIBOR”), regulators in several jurisdictions around the world have undertaken reference rate reform initiatives to identify alternative reference rates that are more observable or transaction-based and less susceptible to manipulation. ASU 2020-04 also provides companies with optional guidance to ease the potential accounting burden associated with transitioning away from reference rates that are expected to be discontinued. ASU 2020-04 can be adopted no later than December 1, 2022 with early adoption permitted. The interest rates associated with the Company’s borrowings under its Senior Secured Credit Facilities (as defined in Note 8, “Long-term Debt” ) are tied to LIBOR. The Company is currently evaluating the impact of the adoption of ASU 2020-04 on our Consolidated Financial Statements. In August 2020, The FASB issued ASU 2020-06, “Debt—Debt with Conversion and Other Options (Topic 470) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Topic 814): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”). ASU 2020-06 eliminates the number of accounting models used to account for convertible debt instruments and convertible preferred stock. The update also amends the disclosure requirements for convertible instruments and EPS in an effort to increase financial reporting transparency. ASU 2020-06 will be effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of ASU 2020-06 on our Consolidated Financial Statements. A variety of proposed or otherwise potential accounting standards are currently being studied by standard-setting organizations and certain regulatory agencies. Because of the tentative and preliminary nature of such proposed standards, we have not yet determined the effect, if any, that the implementation of such proposed standards would have on our Consolidated Financial Statements. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Operating and Reportable Segments | For financial reporting purposes, we aggregate our operating segments into the following four reportable segments: Location Real Estate Assets Lease or Ownership Structure Northeast segment Ameristar East Chicago East Chicago, Indiana Pinnacle Master Lease Greektown Casino-Hotel Detroit, Michigan Greektown Lease Hollywood Casino Bangor Bangor, Maine Penn Master Lease Hollywood Casino at Charles Town Races Charles Town, West Virginia Penn Master Lease Hollywood Casino Columbus Columbus, Ohio Penn Master Lease Hollywood Casino Lawrenceburg Lawrenceburg, Indiana Penn Master Lease Hollywood Casino at Penn National Race Course (1) Grantville, Pennsylvania Penn Master Lease Hollywood Casino Perryville Perryville, Maryland Perryville Lease Hollywood Casino Toledo Toledo, Ohio Penn Master Lease Hollywood Casino York York, Pennsylvania Operating Lease (not with REIT Landlord) Hollywood Gaming at Dayton Raceway Dayton, Ohio Penn Master Lease Hollywood Gaming at Mahoning Valley Race Course Youngstown, Ohio Penn Master Lease Marquee by Penn (2) Pennsylvania N/A Hollywood Casino at Meadows Racetrack Washington, Pennsylvania Meadows Lease Plainridge Park Casino Plainville, Massachusetts Pinnacle Master Lease South segment 1 st Jackpot Casino Tunica, Mississippi Penn Master Lease Ameristar Vicksburg Vicksburg, Mississippi Pinnacle Master Lease Boomtown Biloxi Biloxi, Mississippi Penn Master Lease Boomtown Bossier City Bossier City, Louisiana Pinnacle Master Lease Boomtown New Orleans New Orleans, Louisiana Pinnacle Master Lease Hollywood Casino Gulf Coast Bay St. Louis, Mississippi Penn Master Lease Hollywood Casino Tunica Tunica, Mississippi Penn Master Lease L’Auberge Baton Rouge Baton Rouge, Louisiana Pinnacle Master Lease L’Auberge Lake Charles Lake Charles, Louisiana Pinnacle Master Lease Margaritaville Resort Casino Bossier City, Louisiana Margaritaville Lease West segment Ameristar Black Hawk Black Hawk, Colorado Pinnacle Master Lease Cactus Petes and Horseshu Jackpot, Nevada Pinnacle Master Lease M Resort Henderson, Nevada Penn Master Lease Tropicana Las Vegas Las Vegas, Nevada Tropicana Lease Zia Park Casino Hobbs, New Mexico Penn Master Lease Midwest segment Ameristar Council Bluffs Council Bluffs, Iowa Pinnacle Master Lease Argosy Casino Alton (3) Alton, Illinois Penn Master Lease Argosy Casino Riverside Riverside, Missouri Penn Master Lease Hollywood Casino Aurora Aurora, Illinois Penn Master Lease Hollywood Casino Joliet Joliet, Illinois Penn Master Lease Hollywood Casino at Kansas Speedway (4) Kansas City, Kansas Owned - JV Hollywood Casino St. Louis Maryland Heights, Missouri Penn Master Lease Prairie State Gaming (2) Illinois N/A River City Casino St. Louis, Missouri Pinnacle Master Lease (1) Our Category 4 development Hollywood Casino Morgantown (subject to the Morgantown Lease) is included with Hollywood Casino at Penn National Race Course. (2) VGT route operations (3) The riverboat is owned by us and not subject to the Penn Master Lease. (4) Pursuant to a joint venture (“JV”) with NASCAR and includes the Company’s 50% investment in Kansas Entertainment, LLC (“Kansas Entertainment”), which owns Hollywood Casino at Kansas Speedway. For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Revenues: Northeast segment $ 672.4 $ 545.1 $ 1,895.8 $ 1,168.5 South segment 318.2 255.6 982.3 600.4 West segment 145.7 78.7 382.7 223.0 Midwest segment 285.7 229.1 815.2 493.2 Other (1) 96.5 23.7 282.1 71.6 Intersegment eliminations (2) (6.7) (2.5) (25.6) (5.4) Total $ 1,511.8 $ 1,129.7 $ 4,332.5 $ 2,551.3 Adjusted EBITDAR (3) : Northeast segment $ 221.1 $ 204.8 $ 645.9 $ 325.7 South segment 137.0 120.3 448.0 217.3 West segment 54.5 33.6 151.1 55.2 Midwest segment 125.8 108.5 374.0 173.4 Other (1) (58.1) (14.6) (105.1) (42.2) Total (3) 480.3 452.6 1,513.9 729.4 Other operating benefits (costs) and other income (expenses): Rent expense associated with triple net operating leases (4) (116.0) (109.0) (342.9) (310.3) Stock-based compensation (8.5) (2.8) (21.9) (11.7) Cash-settled stock-based awards variance (5.2) (39.5) (14.3) (46.7) Gain (loss) on disposal of assets (0.3) 6.0 (0.1) 33.9 Contingent purchase price (0.6) — (1.9) 1.4 Pre-opening expenses (5) (1.6) (4.8) (2.8) (11.5) Depreciation and amortization (83.7) (87.7) (246.9) (275.3) Impairment losses — — — (616.1) Insurance recoveries, net of deductible charges — — — 0.1 Non-operating items of equity method investments (6) (3.0) (1.2) (6.0) (3.2) Interest expense, net (144.9) (142.3) (418.6) (407.1) Other (5)(7) 6.0 55.6 27.3 63.1 Income (loss) before income taxes 122.5 126.9 485.8 (854.0) Income tax benefit (expense) (36.4) 14.3 (110.1) 172.2 Net income (loss) $ 86.1 $ 141.2 $ 375.7 $ (681.8) (1) The Other category consists of the Company’s stand-alone racing operations, namely Sanford-Orlando Kennel Club, and Sam Houston and Valley Race Parks (the remaining 50% was acquired by Penn National on August 1, 2021), and the Company’s JV interests in Freehold Raceway; our management contract for Retama Park Racetrack and our live and televised poker tournament series that operates under the trade name, Heartland Poker Tour (“HPT”). The Other category also includes Penn Interactive, which operates social gaming, our internally-branded retail sportsbooks, iGaming and our Barstool Sportsbook mobile app. Expenses incurred for corporate and shared services activities that are directly attributable to a property or are otherwise incurred to support a property are allocated to each property. The Other category also includes corporate overhead costs, which consist of certain expenses, such as: payroll, professional fees, travel expenses and other general and administrative expenses that do not directly relate to or have not otherwise been allocated to a property. In addition, the Other category includes our proportionate share of the Adjusted EBITDAR of Barstool Sports (as determined and discussed in footnotes (3) and (6) below). (2) Primarily represents the elimination of intersegment revenues associated with our internally-branded retail sportsbooks, which are operated by Penn Interactive. (3) We define Adjusted EBITDAR as earnings before interest expense, net; income taxes; depreciation and amortization; rent expense associated with triple net operating leases (see footnote (4) below); stock-based compensation; debt extinguishment and financing charges; impairment losses; insurance recoveries, net of deductible charges; changes in the estimated fair value of our contingent purchase price obligations; gain or loss on disposal of assets; the difference between budget and actual expense for cash-settled stock-based awards; pre-opening expenses (see footnote (5) below); and other. Adjusted EBITDAR is also inclusive of income or loss from unconsolidated affiliates, with our share of non-operating items (see footnote (6) below) added back for Barstool Sports and our Kansas Entertainment JV. (4) The Company’s triple net operating leases include the operating lease components contained within our triple net master lease dated November 1, 2013 with GLPI and the triple net master lease assumed in connection with our acquisition of Pinnacle Entertainment, Inc. (primarily land), our individual triple net leases with GLPI for the real estate assets used in the operation of Tropicana Las Vegas Hotel and Casino and Hollywood Casino at Meadows Racetrack, and our individual triple net leases with VICI for the real estate assets used in the operations of Margaritaville Casino Resort and Greektown Casino-Hotel. (5) During 2020 and during the first quarter of 2021, acquisition costs were included within pre-opening and acquisition costs. Beginning with the quarter ended June 30, 2021, acquisition costs are presented as part of other expenses. (6) Consists principally of interest expense, net; income taxes; depreciation and amortization; and stock-based compensation expense associated with Barstool Sports and our Kansas Entertainment JV. We record our portion of Barstool Sports, Inc.'s net income or loss, including adjustments to arrive at Adjusted EBITDAR, one quarter in arrears. (7) Principally includes holding gains and losses on our equity securities, which are discussed in Note 15, “Fair Value Measurements.” Additionally, consists of non-recurring acquisition and transaction costs, finance transformation costs associated with the implementation of our new Enterprise Resource Management system and non-recurring restructuring charges (primarily severance) associated with a company-wide initiative, triggered by the COVID-19 pandemic, designed to (i) improve the operational effectiveness across our property portfolio; (ii) improve the effectiveness and efficiency of our Corporate functional support area. The table below presents capital expenditures by segment: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Capital expenditures: Northeast segment $ 35.1 $ 10.3 $ 71.3 $ 62.3 South segment 16.4 3.1 24.5 10.9 West segment 2.3 1.4 5.5 5.5 Midwest segment 7.3 4.8 12.8 9.7 Other 12.1 4.3 23.7 9.2 Total capital expenditures $ 73.2 $ 23.9 $ 137.8 $ 97.6 The table below presents investment in and advances to unconsolidated affiliates and total assets by segment: (in millions) Northeast South West Midwest Other (1) Total Balance sheet as of September 30, 2021 Investment in and advances to unconsolidated affiliates (2) $ 0.1 $ — $ — $ 83.4 $ 168.5 $ 252.0 Total assets $ 2,193.6 $ 1,188.9 $ 386.3 $ 1,221.8 $ 10,758.1 $ 15,748.7 Balance sheet as of December 31, 2020 Investment in and advances to unconsolidated affiliates (2) $ 0.1 $ — $ — $ 85.2 $ 181.5 $ 266.8 Total assets $ 1,958.4 $ 1,165.4 $ 401.5 $ 1,161.1 $ 9,980.9 $ 14,667.3 (1) The real estate assets subject to the Master Leases, which are classified as either property and equipment, operating lease ROU assets, or finance lease ROU assets, are included within the Other category. (2) Our investment in Barstool Sports is included within the Other category. |
Schedule of Complimentaries | Revenues recorded to food, beverage, hotel, and other and offset to gaming revenues were as follows: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Food and beverage $ 46.1 $ 29.4 $ 126.3 $ 90.7 Hotel 35.7 21.9 92.8 58.6 Other 3.2 1.5 7.2 5.0 Total complimentaries associated with gaming contracts $ 85.0 $ 52.8 $ 226.3 $ 154.3 |
Hurricane Laura (Tables)
Hurricane Laura (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Schedule of Unusual or Infrequent Items, or Both | The following table summarizes the financial impact of Hurricane Laura related matters: (in millions) September 30, 2021 December 31, 2020 Insurance proceeds $ 47.5 $ 47.5 Deductible $ 15.0 $ 15.0 Coinsurance $ 2.5 $ 2.5 Clean-up, restoration, and other costs $ 52.7 $ 47.1 Fixed asset write-off $ 23.2 $ 23.2 Inventory write-off $ 0.2 $ 0.2 Insurance receivable $ 28.6 $ 23.0 |
Revenue Disaggregation (Tables)
Revenue Disaggregation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | Our revenue disaggregation by type of revenue and geographic location was as follows: For the three months ended September 30, 2021 (in millions) Northeast South West Midwest Other Intersegment Eliminations (1) Total Revenues: Gaming $ 616.2 $ 253.0 $ 96.7 $ 259.3 $ 31.0 $ — $ 1,256.2 Food and beverage 28.0 28.7 19.5 11.0 0.4 — 87.6 Hotel 8.2 26.8 23.9 8.8 — — 67.7 Other 20.0 9.7 5.6 6.6 65.1 (6.7) 100.3 Total revenues $ 672.4 $ 318.2 $ 145.7 $ 285.7 $ 96.5 $ (6.7) $ 1,511.8 For the three months ended September 30, 2020 (in millions) Northeast South West Midwest Other Intersegment Eliminations (1) Total Revenues: Gaming $ 508.0 $ 208.0 $ 54.0 $ 212.7 $ 11.0 $ (0.1) $ 993.6 Food and beverage 15.8 19.8 9.9 6.6 0.1 — 52.2 Hotel 4.0 20.6 9.0 5.1 — — 38.7 Other 17.3 7.2 5.8 4.7 12.6 (2.4) 45.2 Total revenues $ 545.1 $ 255.6 $ 78.7 $ 229.1 $ 23.7 $ (2.5) $ 1,129.7 For the nine months ended September 30, 2021 (in millions) Northeast South West Midwest Other Intersegment Eliminations (1) Total Revenues: Gaming $ 1,745.7 $ 802.8 $ 262.5 $ 748.3 $ 84.4 $ — $ 3,643.7 Food and beverage 73.0 81.2 49.6 27.7 0.7 — 232.2 Hotel 20.7 70.5 56.3 21.7 — — 169.2 Other 56.4 27.8 14.3 17.5 197.0 (25.6) 287.4 Total revenues $ 1,895.8 $ 982.3 $ 382.7 $ 815.2 $ 282.1 $ (25.6) $ 4,332.5 For the nine months ended September 30, 2020 (in millions) Northeast South West Midwest Other Intersegment Eliminations (1) Total Revenues: Gaming $ 1,060.8 $ 480.3 $ 138.7 $ 442.4 $ 33.7 $ (0.2) $ 2,155.7 Food and beverage 51.9 57.1 35.6 25.4 0.4 — 170.4 Hotel 13.0 45.2 36.3 13.9 — — 108.4 Other 42.8 17.8 12.4 11.5 37.5 (5.2) 116.8 Total revenues $ 1,168.5 $ 600.4 $ 223.0 $ 493.2 $ 71.6 $ (5.4) $ 2,551.3 (1) Primarily represents the elimination of intersegment revenues associated with our internally-branded retail sportsbooks, which are operated by Penn Interactive. |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | A reconciliation of goodwill and accumulated goodwill impairment losses, by reportable segment, is as follows: (in millions) Northeast South West Midwest Other Total Balance as of December 31, 2020 Goodwill, gross $ 914.3 $ 236.6 $ 216.8 $ 1,116.7 $ 155.5 $ 2,639.9 Accumulated goodwill impairment losses (761.4) (61.0) (16.6) (556.1) (87.7) (1,482.8) Goodwill, net $ 152.9 $ 175.6 $ 200.2 $ 560.6 $ 67.8 $ 1,157.1 Goodwill acquired during the period $ 9.2 $ — $ — $ — $ 8.8 $ 18.0 Balance as of September 30, 2021 Goodwill, gross $ 923.5 $ 236.6 $ 216.8 $ 1,116.7 $ 164.3 $ 2,657.9 Accumulated goodwill impairment losses (761.4) (61.0) (16.6) (556.1) (87.7) (1,482.8) Goodwill, net $ 162.1 $ 175.6 $ 200.2 $ 560.6 $ 76.6 $ 1,175.1 |
Schedule of Indefinite-lived Intangible Assets | The table below presents the gross carrying amount, accumulated amortization and net carrying amount of each major class of other intangible assets: September 30, 2021 December 31, 2020 (in millions) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Indefinite-lived intangible assets Gaming licenses $ 1,283.2 $ — $ 1,283.2 $ 1,246.1 $ — $ 1,246.1 Trademarks 240.9 — 240.9 240.9 — 240.9 Other 0.7 — 0.7 0.7 — 0.7 Amortizing intangible assets Customer relationships 107.1 (88.6) 18.5 106.9 (85.2) 21.7 Other 44.3 (37.1) 7.2 39.6 (35.5) 4.1 Total other intangible assets $ 1,676.2 $ (125.7) $ 1,550.5 $ 1,634.2 $ (120.7) $ 1,513.5 |
Schedule of Finite-lived Intangible Assets | The table below presents the gross carrying amount, accumulated amortization and net carrying amount of each major class of other intangible assets: September 30, 2021 December 31, 2020 (in millions) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Indefinite-lived intangible assets Gaming licenses $ 1,283.2 $ — $ 1,283.2 $ 1,246.1 $ — $ 1,246.1 Trademarks 240.9 — 240.9 240.9 — 240.9 Other 0.7 — 0.7 0.7 — 0.7 Amortizing intangible assets Customer relationships 107.1 (88.6) 18.5 106.9 (85.2) 21.7 Other 44.3 (37.1) 7.2 39.6 (35.5) 4.1 Total other intangible assets $ 1,676.2 $ (125.7) $ 1,550.5 $ 1,634.2 $ (120.7) $ 1,513.5 |
Schedule of Expected Intangible Asset Amortization Expense | The following table presents the estimated amortization expense based on our amortizing intangible assets as of September 30, 2021 (in millions): Years ending December 31, 2021 (excluding the nine months ended September 30, 2021) $ 2.5 2022 7.6 2023 5.3 2024 4.5 2025 3.8 Thereafter 2.0 Total $ 25.7 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt, Net of Current Maturities, Debt Discounts and Issuance Costs | The table below presents long-term debt, net of current maturities, debt discounts and issuance costs: (in millions) September 30, December 31, Senior Secured Credit Facilities: Revolving Credit Facility due 2023 $ — $ — Term Loan A Facility due 2023 597.1 636.9 Term Loan B-1 Facility due 2025 982.7 991.2 5.625% Notes due 2027 400.0 400.0 4.125% Notes due 2029 400.0 — 2.75% Convertible Notes due 2026 330.5 330.5 Other long-term obligations 148.8 73.0 2,859.1 2,431.6 Less: Current maturities of long-term debt (95.1) (81.4) Less: Debt discount (76.5) (86.2) Less: Debt issuance costs (33.1) (32.8) $ 2,654.4 $ 2,231.2 |
Schedule Convertible Notes | The Convertible Notes consisted of the following components: (in millions) September 30, December 31, Liability component: Principal $ 330.5 $ 330.5 Unamortized debt discount (75.0) (84.4) Unamortized debt issuance costs (5.5) (6.2) Net carrying amount $ 250.0 $ 239.9 Carrying amount of equity component $ 88.2 $ 88.2 |
Schedule of Interest Expense, Net | The table below presents interest expense, net: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Interest expense $ (146.1) $ (143.3) $ (421.8) $ (409.4) Interest income 0.3 0.3 0.7 0.7 Capitalized interest 0.9 0.7 2.5 1.6 Interest expense, net $ (144.9) $ (142.3) $ (418.6) $ (407.1) The table below presents interest expense related to the Convertible Notes: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Coupon interest $ 2.3 $ 2.3 $ 6.8 $ 3.5 Amortization of debt discount 3.2 2.9 9.4 4.3 Amortization of debt issuance costs 0.2 0.2 0.7 0.3 Convertible Notes interest expense $ 5.7 $ 5.4 $ 16.9 $ 8.1 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Commitments, Operating Leases | The following is a maturity analysis of our operating leases, finance leases and financing obligations as of September 30, 2021: (in millions) Operating Leases Finance Leases Financing Obligations Year ended December 31, 2021 (excluding the nine months ended September 30, 2021) $ 104.9 $ 7.4 $ 92.6 2022 414.9 29.4 370.3 2023 402.9 28.7 370.4 2024 385.3 24.7 370.4 2025 382.5 24.7 370.5 Thereafter 7,824.5 512.3 9,095.3 Total lease payments 9,515.0 627.2 10,669.5 Less: Imputed interest (5,088.3) (311.0) (6,563.5) Present value of future lease payments 4,426.7 316.2 4,106.0 Less: Current portion of lease obligations (133.5) (9.5) (38.2) Long-term portion of lease obligations $ 4,293.2 $ 306.7 $ 4,067.8 |
Schedule of Future Minimum Lease Commitments, Finance Leases | The following is a maturity analysis of our operating leases, finance leases and financing obligations as of September 30, 2021: (in millions) Operating Leases Finance Leases Financing Obligations Year ended December 31, 2021 (excluding the nine months ended September 30, 2021) $ 104.9 $ 7.4 $ 92.6 2022 414.9 29.4 370.3 2023 402.9 28.7 370.4 2024 385.3 24.7 370.4 2025 382.5 24.7 370.5 Thereafter 7,824.5 512.3 9,095.3 Total lease payments 9,515.0 627.2 10,669.5 Less: Imputed interest (5,088.3) (311.0) (6,563.5) Present value of future lease payments 4,426.7 316.2 4,106.0 Less: Current portion of lease obligations (133.5) (9.5) (38.2) Long-term portion of lease obligations $ 4,293.2 $ 306.7 $ 4,067.8 |
Schedule of Future Minimum Lease Commitments, Financing Obligations | The following is a maturity analysis of our operating leases, finance leases and financing obligations as of September 30, 2021: (in millions) Operating Leases Finance Leases Financing Obligations Year ended December 31, 2021 (excluding the nine months ended September 30, 2021) $ 104.9 $ 7.4 $ 92.6 2022 414.9 29.4 370.3 2023 402.9 28.7 370.4 2024 385.3 24.7 370.4 2025 382.5 24.7 370.5 Thereafter 7,824.5 512.3 9,095.3 Total lease payments 9,515.0 627.2 10,669.5 Less: Imputed interest (5,088.3) (311.0) (6,563.5) Present value of future lease payments 4,426.7 316.2 4,106.0 Less: Current portion of lease obligations (133.5) (9.5) (38.2) Long-term portion of lease obligations $ 4,293.2 $ 306.7 $ 4,067.8 |
Schedule of Other Information and Supplemental Cash Flow Information Related to Leases | Total payments made under the Triple Net Leases were as follows: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Penn Master Lease (1) $ 118.4 $ 120.3 $ 357.1 $ 343.4 Pinnacle Master Lease (1) 82.4 81.3 245.8 245.6 Perryville Lease 1.9 — 1.9 — Meadows Lease (1) 6.2 6.7 18.6 20.2 Margaritaville Lease 5.9 5.9 17.6 17.6 Greektown Lease 12.9 13.9 40.3 41.7 Morgantown Lease 0.8 — 2.3 — Total (2) $ 228.5 $ 228.1 $ 683.6 $ 668.5 (1) During the three and nine months ended September 30, 2020, we utilized rent credits to pay $83.0 million, $54.2 million, and $4.5 million, and $155.1 million, $108.4 million, and $9.0 million of rent under the Penn Master Lease, Pinnacle Master Lease and Meadows Lease, respectively. (2) Rent payable under the Tropicana Lease is nominal. Therefore, it has been excluded from the table above. The components of lease expense were as follows: Location on unaudited Consolidated Statements of Operations and Comprehensive Income (Loss) For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Operating Lease Costs Rent expense associated with triple net operating leases (1) General and administrative $ 116.0 $ 109.0 $ 342.9 $ 310.3 Operating lease cost (2) Primarily General and administrative 4.1 3.9 11.9 11.9 Short-term lease cost Primarily Gaming expense 17.0 10.3 45.8 26.5 Variable lease cost (2) Primarily Gaming expense 1.3 0.8 3.4 1.8 Total $ 138.4 $ 124.0 $ 404.0 $ 350.5 Finance Lease Costs Interest on lease liabilities (3) Interest expense, net $ 4.7 $ 3.8 $ 12.1 $ 11.5 Amortization of ROU assets (3) Depreciation and amortization 3.3 2.0 7.3 6.0 Total $ 8.0 $ 5.8 $ 19.4 $ 17.5 Financing Obligation Costs Interest on financing obligations (4) Interest expense, net $ 104.5 $ 103.7 $ 312.4 $ 300.2 (1) Pertains to the Triple Net Operating Leases, inclusive of the variable expense associated with Columbus and Toledo for the operating lease components (the land), which was $5.0 million and $14.3 million for the three and nine months ended September 30, 2021, respectively; and $4.8 million and $9.5 million for the three and nine months ended September 30, 2020 respectively, pertaining to Columbus. (2) Excludes the operating lease costs and variable lease costs pertaining to our triple net leases with our REIT landlords classified as operating leases, discussed in footnote (1) above. (3) Primarily pertains to the Dayton and Mahoning Valley finance leases and the Perryville Lease (effective July 1, 2021). (4) Pertains to the components contained within the Master Leases (primarily buildings) and Morgantown Lease determined to be financing obligations, inclusive of the variable expense associated with Columbus and Toledo for the finance lease components (the buildings), which was $4.6 million and $13.1 million for the three and nine months ended September 30, 2021, respectively; and $5.0 million and $10.6 million for the three and nine months ended September 30, 2020, respectively, pertaining to Columbus. |
Earnings (Loss) per Share (Tabl
Earnings (Loss) per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded From Computation of Earnings Per Share | Stock options, RSAs, convertible preferred shares and convertible debt that could potentially dilute basic EPS in the future that were not included in the computation of diluted loss per share were as follows: For the nine months ended September 30, (in millions) 2020 Assumed conversion of dilutive stock options 2.5 Assumed conversion of dilutive RSAs 0.4 Assumed conversion of convertible preferred shares 0.7 Assumed conversion of convertible debt 7.4 |
Schedule of Calculation of Basic and Diluted EPS | The following table sets forth the allocation of net income for the three and nine months ended September 30, 2021 and the three months ended September 30, 2020 under the two-class method. For the nine months ended September 30, 2020 we did not utilize the two-class method due to incurring a net loss for the period. For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Net income (loss) attributable to Penn National $ 86.1 $ 141.9 $ 375.8 $ (680.6) Net income applicable to preferred stock 0.4 0.8 1.9 — Net income (loss) applicable to common stock $ 85.7 $ 141.1 $ 373.9 $ (680.6) The following table presents the calculation of basic and diluted earnings (loss) per share for the Company’s common stock for the three and nine months ended September 30, 2021 and 2020: For the three months ended September 30, For the nine months ended September 30, (in millions, except per share data) 2021 2020 2021 2020 Calculation of basic earnings (loss) per share: Net income (loss) applicable to common stock $ 85.7 $ 141.1 $ 373.9 $ (680.6) Weighted-average common shares outstanding - basic 156.1 138.2 155.9 126.9 Basic earnings (loss) per share $ 0.55 $ 1.02 $ 2.40 $ (5.36) Calculation of diluted earnings (loss) per share: Net income (loss) applicable to common stock $ 85.7 $ 141.1 $ 373.9 $ (680.6) Interest expense, net of tax (1) : Convertible Notes 4.4 4.2 13.0 — Diluted income (loss) applicable to common stock $ 90.1 $ 145.3 $ 386.9 $ (680.6) Weighted-average common shares outstanding - diluted 172.7 155.5 172.7 126.9 Diluted earnings (loss) per share $ 0.52 $ 0.93 $ 2.24 $ (5.36) (1) The three and nine months ended September 30, 2021 were tax-affected at a rate of 20%. |
Schedule of Reconciliation of the Weighted-average Common Shares Outstanding | The following table reconciles the weighted-average common shares outstanding used in the calculation of basic EPS to the weighted-average common shares outstanding used in the calculation of diluted EPS for the three and nine months ended September 30, 2021 and 2020: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Weighted-average common shares outstanding 156.1 138.2 155.9 126.9 Assumed conversion of: Dilutive stock options 2.1 2.8 2.3 — Dilutive RSAs 0.4 0.4 0.4 — Convertible debt 14.1 14.1 14.1 — Weighted-average common shares outstanding - Diluted 172.7 155.5 172.7 126.9 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Amounts and Estimated Fair Values by Input Level | The carrying amounts and estimated fair values by input level of the Company’s financial instruments were as follows: September 30, 2021 (in millions) Carrying Amount Fair Value Level 1 Level 2 Level 3 Financial assets: Cash and cash equivalents $ 2,729.3 $ 2,729.3 $ 2,729.3 $ — $ — Equity securities $ 176.8 $ 176.8 $ — $ 176.8 $ — Held-to-maturity securities $ 6.7 $ 6.7 $ — $ 6.7 $ — Promissory notes $ 15.1 $ 15.1 $ — $ 15.1 $ — Puts and calls related to certain Barstool Sports shares $ 1.5 $ 1.5 $ — $ 1.5 $ — Financial liabilities: Long-term debt Senior Secured Credit Facilities $ 1,558.5 $ 1,575.6 $ 1,575.6 $ — $ — 5.625% Notes $ 399.6 $ 413.5 $ 413.5 $ — $ — 4.125% Notes $ 392.7 $ 393.5 $ 393.5 $ — $ — Convertible Notes $ 250.0 $ 1,058.8 $ 1,058.8 $ — $ — Other long-term obligations $ 148.7 $ 146.6 $ — $ 62.0 $ 84.6 Other liabilities $ 13.3 $ 13.3 $ — $ 2.8 $ 10.5 December 31, 2020 (in millions) Carrying Amount Fair Value Level 1 Level 2 Level 3 Financial assets: Cash and cash equivalents $ 1,853.8 $ 1,853.8 $ 1,853.8 $ — $ — Equity securities $ 143.1 $ 143.1 $ — $ 143.1 $ — Held-to-maturity securities $ 6.7 $ 6.7 $ — $ 6.7 $ — Promissory notes $ 15.1 $ 15.1 $ — $ 15.1 $ — Financial liabilities: Long-term debt Senior Secured Credit Facilities $ 1,600.3 $ 1,609.3 $ 1,609.3 $ — $ — 5.625% Notes $ 399.5 $ 418.0 $ 418.0 $ — $ — Convertible notes $ 239.8 $ 1,274.5 $ 1,274.5 $ — $ — Other long-term obligations $ 73.0 $ 72.8 $ — $ 72.8 $ — Other liabilities $ 10.1 $ 10.1 $ — $ 2.8 $ 7.3 Puts and calls related to certain Barstool Sports shares $ 0.3 $ 0.3 $ — $ 0.3 $ — |
Schedule of the Changes in Fair Value of Level 3 Liabilities | The following table summarizes the changes in fair value of our Level 3 liabilities measured on a recurring basis: (in millions) Other Liabilities Balance as of January 1, 2021 $ 7.3 Additions 75.5 Interest 12.1 Payments (1.7) Included in earnings (1) 1.9 Balance as of September 30, 2021 $ 95.1 (1) The expense is included in “General and administrative” within our unaudited Consolidated Statements of Operations and Comprehensive Income (Loss). |
Schedule of Significant Unobservable Inputs Used in Calculating Level 3 Assets and Liabilities | The following table summarizes the significant unobservable inputs used in calculating fair value for our Level 3 liabilities on a recurring basis as of September 30, 2021: Valuation Technique Unobservable Input Discount Rate Other long-term obligation Discounted cash flow Discount rate 27.0% Contingent purchase price - Plainridge Park Casino Discounted cash flow Discount rate 3.4% |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | For financial reporting purposes, we aggregate our operating segments into the following four reportable segments: Location Real Estate Assets Lease or Ownership Structure Northeast segment Ameristar East Chicago East Chicago, Indiana Pinnacle Master Lease Greektown Casino-Hotel Detroit, Michigan Greektown Lease Hollywood Casino Bangor Bangor, Maine Penn Master Lease Hollywood Casino at Charles Town Races Charles Town, West Virginia Penn Master Lease Hollywood Casino Columbus Columbus, Ohio Penn Master Lease Hollywood Casino Lawrenceburg Lawrenceburg, Indiana Penn Master Lease Hollywood Casino at Penn National Race Course (1) Grantville, Pennsylvania Penn Master Lease Hollywood Casino Perryville Perryville, Maryland Perryville Lease Hollywood Casino Toledo Toledo, Ohio Penn Master Lease Hollywood Casino York York, Pennsylvania Operating Lease (not with REIT Landlord) Hollywood Gaming at Dayton Raceway Dayton, Ohio Penn Master Lease Hollywood Gaming at Mahoning Valley Race Course Youngstown, Ohio Penn Master Lease Marquee by Penn (2) Pennsylvania N/A Hollywood Casino at Meadows Racetrack Washington, Pennsylvania Meadows Lease Plainridge Park Casino Plainville, Massachusetts Pinnacle Master Lease South segment 1 st Jackpot Casino Tunica, Mississippi Penn Master Lease Ameristar Vicksburg Vicksburg, Mississippi Pinnacle Master Lease Boomtown Biloxi Biloxi, Mississippi Penn Master Lease Boomtown Bossier City Bossier City, Louisiana Pinnacle Master Lease Boomtown New Orleans New Orleans, Louisiana Pinnacle Master Lease Hollywood Casino Gulf Coast Bay St. Louis, Mississippi Penn Master Lease Hollywood Casino Tunica Tunica, Mississippi Penn Master Lease L’Auberge Baton Rouge Baton Rouge, Louisiana Pinnacle Master Lease L’Auberge Lake Charles Lake Charles, Louisiana Pinnacle Master Lease Margaritaville Resort Casino Bossier City, Louisiana Margaritaville Lease West segment Ameristar Black Hawk Black Hawk, Colorado Pinnacle Master Lease Cactus Petes and Horseshu Jackpot, Nevada Pinnacle Master Lease M Resort Henderson, Nevada Penn Master Lease Tropicana Las Vegas Las Vegas, Nevada Tropicana Lease Zia Park Casino Hobbs, New Mexico Penn Master Lease Midwest segment Ameristar Council Bluffs Council Bluffs, Iowa Pinnacle Master Lease Argosy Casino Alton (3) Alton, Illinois Penn Master Lease Argosy Casino Riverside Riverside, Missouri Penn Master Lease Hollywood Casino Aurora Aurora, Illinois Penn Master Lease Hollywood Casino Joliet Joliet, Illinois Penn Master Lease Hollywood Casino at Kansas Speedway (4) Kansas City, Kansas Owned - JV Hollywood Casino St. Louis Maryland Heights, Missouri Penn Master Lease Prairie State Gaming (2) Illinois N/A River City Casino St. Louis, Missouri Pinnacle Master Lease (1) Our Category 4 development Hollywood Casino Morgantown (subject to the Morgantown Lease) is included with Hollywood Casino at Penn National Race Course. (2) VGT route operations (3) The riverboat is owned by us and not subject to the Penn Master Lease. (4) Pursuant to a joint venture (“JV”) with NASCAR and includes the Company’s 50% investment in Kansas Entertainment, LLC (“Kansas Entertainment”), which owns Hollywood Casino at Kansas Speedway. For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Revenues: Northeast segment $ 672.4 $ 545.1 $ 1,895.8 $ 1,168.5 South segment 318.2 255.6 982.3 600.4 West segment 145.7 78.7 382.7 223.0 Midwest segment 285.7 229.1 815.2 493.2 Other (1) 96.5 23.7 282.1 71.6 Intersegment eliminations (2) (6.7) (2.5) (25.6) (5.4) Total $ 1,511.8 $ 1,129.7 $ 4,332.5 $ 2,551.3 Adjusted EBITDAR (3) : Northeast segment $ 221.1 $ 204.8 $ 645.9 $ 325.7 South segment 137.0 120.3 448.0 217.3 West segment 54.5 33.6 151.1 55.2 Midwest segment 125.8 108.5 374.0 173.4 Other (1) (58.1) (14.6) (105.1) (42.2) Total (3) 480.3 452.6 1,513.9 729.4 Other operating benefits (costs) and other income (expenses): Rent expense associated with triple net operating leases (4) (116.0) (109.0) (342.9) (310.3) Stock-based compensation (8.5) (2.8) (21.9) (11.7) Cash-settled stock-based awards variance (5.2) (39.5) (14.3) (46.7) Gain (loss) on disposal of assets (0.3) 6.0 (0.1) 33.9 Contingent purchase price (0.6) — (1.9) 1.4 Pre-opening expenses (5) (1.6) (4.8) (2.8) (11.5) Depreciation and amortization (83.7) (87.7) (246.9) (275.3) Impairment losses — — — (616.1) Insurance recoveries, net of deductible charges — — — 0.1 Non-operating items of equity method investments (6) (3.0) (1.2) (6.0) (3.2) Interest expense, net (144.9) (142.3) (418.6) (407.1) Other (5)(7) 6.0 55.6 27.3 63.1 Income (loss) before income taxes 122.5 126.9 485.8 (854.0) Income tax benefit (expense) (36.4) 14.3 (110.1) 172.2 Net income (loss) $ 86.1 $ 141.2 $ 375.7 $ (681.8) (1) The Other category consists of the Company’s stand-alone racing operations, namely Sanford-Orlando Kennel Club, and Sam Houston and Valley Race Parks (the remaining 50% was acquired by Penn National on August 1, 2021), and the Company’s JV interests in Freehold Raceway; our management contract for Retama Park Racetrack and our live and televised poker tournament series that operates under the trade name, Heartland Poker Tour (“HPT”). The Other category also includes Penn Interactive, which operates social gaming, our internally-branded retail sportsbooks, iGaming and our Barstool Sportsbook mobile app. Expenses incurred for corporate and shared services activities that are directly attributable to a property or are otherwise incurred to support a property are allocated to each property. The Other category also includes corporate overhead costs, which consist of certain expenses, such as: payroll, professional fees, travel expenses and other general and administrative expenses that do not directly relate to or have not otherwise been allocated to a property. In addition, the Other category includes our proportionate share of the Adjusted EBITDAR of Barstool Sports (as determined and discussed in footnotes (3) and (6) below). (2) Primarily represents the elimination of intersegment revenues associated with our internally-branded retail sportsbooks, which are operated by Penn Interactive. (3) We define Adjusted EBITDAR as earnings before interest expense, net; income taxes; depreciation and amortization; rent expense associated with triple net operating leases (see footnote (4) below); stock-based compensation; debt extinguishment and financing charges; impairment losses; insurance recoveries, net of deductible charges; changes in the estimated fair value of our contingent purchase price obligations; gain or loss on disposal of assets; the difference between budget and actual expense for cash-settled stock-based awards; pre-opening expenses (see footnote (5) below); and other. Adjusted EBITDAR is also inclusive of income or loss from unconsolidated affiliates, with our share of non-operating items (see footnote (6) below) added back for Barstool Sports and our Kansas Entertainment JV. (4) The Company’s triple net operating leases include the operating lease components contained within our triple net master lease dated November 1, 2013 with GLPI and the triple net master lease assumed in connection with our acquisition of Pinnacle Entertainment, Inc. (primarily land), our individual triple net leases with GLPI for the real estate assets used in the operation of Tropicana Las Vegas Hotel and Casino and Hollywood Casino at Meadows Racetrack, and our individual triple net leases with VICI for the real estate assets used in the operations of Margaritaville Casino Resort and Greektown Casino-Hotel. (5) During 2020 and during the first quarter of 2021, acquisition costs were included within pre-opening and acquisition costs. Beginning with the quarter ended June 30, 2021, acquisition costs are presented as part of other expenses. (6) Consists principally of interest expense, net; income taxes; depreciation and amortization; and stock-based compensation expense associated with Barstool Sports and our Kansas Entertainment JV. We record our portion of Barstool Sports, Inc.'s net income or loss, including adjustments to arrive at Adjusted EBITDAR, one quarter in arrears. (7) Principally includes holding gains and losses on our equity securities, which are discussed in Note 15, “Fair Value Measurements.” Additionally, consists of non-recurring acquisition and transaction costs, finance transformation costs associated with the implementation of our new Enterprise Resource Management system and non-recurring restructuring charges (primarily severance) associated with a company-wide initiative, triggered by the COVID-19 pandemic, designed to (i) improve the operational effectiveness across our property portfolio; (ii) improve the effectiveness and efficiency of our Corporate functional support area. The table below presents capital expenditures by segment: For the three months ended September 30, For the nine months ended September 30, (in millions) 2021 2020 2021 2020 Capital expenditures: Northeast segment $ 35.1 $ 10.3 $ 71.3 $ 62.3 South segment 16.4 3.1 24.5 10.9 West segment 2.3 1.4 5.5 5.5 Midwest segment 7.3 4.8 12.8 9.7 Other 12.1 4.3 23.7 9.2 Total capital expenditures $ 73.2 $ 23.9 $ 137.8 $ 97.6 The table below presents investment in and advances to unconsolidated affiliates and total assets by segment: (in millions) Northeast South West Midwest Other (1) Total Balance sheet as of September 30, 2021 Investment in and advances to unconsolidated affiliates (2) $ 0.1 $ — $ — $ 83.4 $ 168.5 $ 252.0 Total assets $ 2,193.6 $ 1,188.9 $ 386.3 $ 1,221.8 $ 10,758.1 $ 15,748.7 Balance sheet as of December 31, 2020 Investment in and advances to unconsolidated affiliates (2) $ 0.1 $ — $ — $ 85.2 $ 181.5 $ 266.8 Total assets $ 1,958.4 $ 1,165.4 $ 401.5 $ 1,161.1 $ 9,980.9 $ 14,667.3 (1) The real estate assets subject to the Master Leases, which are classified as either property and equipment, operating lease ROU assets, or finance lease ROU assets, are included within the Other category. (2) Our investment in Barstool Sports is included within the Other category. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details) member in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended |
Feb. 29, 2020 | Sep. 30, 2021propertystatemember | Sep. 30, 2021propertystatemember | |
Subsequent Event [Line Items] | |||
Number of additional states during the period the entity operates | 6 | ||
Number of states in which the entity operates | 20 | 20 | |
Number of members | member | 24 | 24 | |
Number of properties the entity owned, managed, or had ownership interests in | property | 43 | 43 | |
Number of states with live sports betting in which the entity operates | 10 | 10 | |
Barstool Sports, Inc | |||
Subsequent Event [Line Items] | |||
Ownership interest | 36.00% | 36.00% | |
Investment acquired, percent, delayed basis | 1.00% | 1.00% | |
Number of states in which the entity operates | 10 | 10 | |
Number of states with casino play | 3 | 3 |
Significant Accounting Polici_4
Significant Accounting Policies - Segment Information (Details) | 9 Months Ended |
Sep. 30, 2021facilitysegment | |
Segment Reporting Information [Line Items] | |
Number of reportable segments | 4 |
Kansas Entertainment | |
Segment Reporting Information [Line Items] | |
Ownership interest | 50.00% |
Jackpot, Nevada | |
Segment Reporting Information [Line Items] | |
Number of facilities the entity owned, managed, or had ownership interests in | facility | 2 |
Number of operating segments | 1 |
Significant Accounting Polici_5
Significant Accounting Policies - Revenue Recognition and Complimentaries (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue from External Customer [Line Items] | ||||
Total complimentaries associated with gaming contracts | $ 85 | $ 52.8 | $ 226.3 | $ 154.3 |
Food and beverage | ||||
Revenue from External Customer [Line Items] | ||||
Total complimentaries associated with gaming contracts | 46.1 | 29.4 | 126.3 | 90.7 |
Hotel | ||||
Revenue from External Customer [Line Items] | ||||
Total complimentaries associated with gaming contracts | 35.7 | 21.9 | 92.8 | 58.6 |
Other | ||||
Revenue from External Customer [Line Items] | ||||
Total complimentaries associated with gaming contracts | $ 3.2 | $ 1.5 | $ 7.2 | $ 5 |
Significant Accounting Polici_6
Significant Accounting Policies - Revenue Disaggregation and Customer-Related Liabilities (Details) $ in Millions | 9 Months Ended | |
Sep. 30, 2021USD ($)agreementtype | Dec. 31, 2020USD ($) | |
Disaggregation of Revenue [Line Items] | ||
Contract with customer, liability, number of liability types | type | 3 | |
Online Sports Betting and iGaming Market Access | ||
Disaggregation of Revenue [Line Items] | ||
Customer-related liabilities | $ 54.4 | $ 52.7 |
Number of operator agreements containing ordinary shares and warrants | agreement | 2 | |
Loyalty Credit Obligation | ||
Disaggregation of Revenue [Line Items] | ||
Customer-related liabilities | $ 35 | 35.8 |
Customer-related liabilities, term | 6 months | |
Advance Payments on Goods and Services Yet to Be Provided and Unpaid Wagers | ||
Disaggregation of Revenue [Line Items] | ||
Customer-related liabilities | $ 91.6 | 47.1 |
Customer-related liabilities, long-term | $ 0 | $ 0.5 |
Significant Accounting Polici_7
Significant Accounting Policies - Gaming and Racing Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Accounting Policies [Abstract] | ||||
Gaming taxes | $ 505.8 | $ 349.2 | $ 1,400 | $ 783.1 |
Hurricane Laura - Narrative (De
Hurricane Laura - Narrative (Details) - Hurricane Laura $ in Millions | Aug. 27, 2020week | Sep. 30, 2021USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) |
Unusual or Infrequent Item, or Both [Line Items] | |||||
Number of weeks of property closure | week | 2 | ||||
Insurance receivable | $ 28.6 | $ 23 | |||
Received from our insurers proceeds | 0 | $ 0 | |||
Costs related to our policy claim | $ 0.3 | $ 5.6 |
Hurricane Laura - Summary of Fi
Hurricane Laura - Summary of Financial Impact of Hurricane Laura (Details) - Hurricane Laura - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Unusual or Infrequent Item, or Both [Line Items] | ||
Insurance proceeds | $ 47.5 | $ 47.5 |
Deductible | 15 | 15 |
Coinsurance | 2.5 | 2.5 |
Clean-up, restoration, and other costs | 52.7 | 47.1 |
Fixed asset write-off | 23.2 | 23.2 |
Inventory write-off | 0.2 | 0.2 |
Insurance receivable | $ 28.6 | $ 23 |
Revenue Disaggregation (Details
Revenue Disaggregation (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 1,511.8 | $ 1,129.7 | $ 4,332.5 | $ 2,551.3 |
Gaming | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 1,256.2 | 993.6 | 3,643.7 | 2,155.7 |
Food and beverage | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 87.6 | 52.2 | 232.2 | 170.4 |
Hotel | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 67.7 | 38.7 | 169.2 | 108.4 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 100.3 | 45.2 | 287.4 | 116.8 |
Operating Segments | Northeast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 672.4 | 545.1 | 1,895.8 | 1,168.5 |
Operating Segments | Northeast | Gaming | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 616.2 | 508 | 1,745.7 | 1,060.8 |
Operating Segments | Northeast | Food and beverage | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 28 | 15.8 | 73 | 51.9 |
Operating Segments | Northeast | Hotel | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 8.2 | 4 | 20.7 | 13 |
Operating Segments | Northeast | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 20 | 17.3 | 56.4 | 42.8 |
Operating Segments | South | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 318.2 | 255.6 | 982.3 | 600.4 |
Operating Segments | South | Gaming | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 253 | 208 | 802.8 | 480.3 |
Operating Segments | South | Food and beverage | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 28.7 | 19.8 | 81.2 | 57.1 |
Operating Segments | South | Hotel | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 26.8 | 20.6 | 70.5 | 45.2 |
Operating Segments | South | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 9.7 | 7.2 | 27.8 | 17.8 |
Operating Segments | West | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 145.7 | 78.7 | 382.7 | 223 |
Operating Segments | West | Gaming | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 96.7 | 54 | 262.5 | 138.7 |
Operating Segments | West | Food and beverage | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 19.5 | 9.9 | 49.6 | 35.6 |
Operating Segments | West | Hotel | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 23.9 | 9 | 56.3 | 36.3 |
Operating Segments | West | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 5.6 | 5.8 | 14.3 | 12.4 |
Operating Segments | Midwest | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 285.7 | 229.1 | 815.2 | 493.2 |
Operating Segments | Midwest | Gaming | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 259.3 | 212.7 | 748.3 | 442.4 |
Operating Segments | Midwest | Food and beverage | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 11 | 6.6 | 27.7 | 25.4 |
Operating Segments | Midwest | Hotel | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 8.8 | 5.1 | 21.7 | 13.9 |
Operating Segments | Midwest | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 6.6 | 4.7 | 17.5 | 11.5 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 96.5 | 23.7 | 282.1 | 71.6 |
Other | Gaming | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 31 | 11 | 84.4 | 33.7 |
Other | Food and beverage | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0.4 | 0.1 | 0.7 | 0.4 |
Other | Hotel | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Other | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 65.1 | 12.6 | 197 | 37.5 |
Intersegment Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | (6.7) | (2.5) | (25.6) | (5.4) |
Intersegment Eliminations | Gaming | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | (0.1) | 0 | (0.2) |
Intersegment Eliminations | Food and beverage | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Intersegment Eliminations | Hotel | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Intersegment Eliminations | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ (6.7) | $ (2.4) | $ (25.6) | $ (5.2) |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Details) $ / shares in Units, $ in Millions | Oct. 19, 2021USD ($)$ / sharesshares | Aug. 01, 2021USD ($) | Jul. 01, 2021USD ($) | May 11, 2021USD ($) | Apr. 13, 2021USD ($) | Apr. 16, 2020USD ($) | Sep. 30, 2021USD ($)$ / shares | Dec. 31, 2020USD ($)$ / shares |
Business Acquisition [Line Items] | ||||||||
Goodwill | $ 1,175.1 | $ 1,157.1 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||
Tropicana Las Vegas | ||||||||
Business Acquisition [Line Items] | ||||||||
Sale of property in exchange for rent credits | $ 307.5 | |||||||
Real estate sale, buyer subsequent sale period | 24 months | |||||||
Real estate sale, subsequent sale by buyer | 75.00% | |||||||
Real estate sale, subsequent sale by buyer, proceeds threshold | $ 307.5 | |||||||
Real estate sale, subsequent sale by buyer, threshold target | 12 months | |||||||
Real estate sale | 50.00% | |||||||
Purchase option agreement, purchase price | $ 150 | |||||||
Initial lease term | 50 years | |||||||
Purchase option agreement, initial annual rent if purchased | $ 10.5 | |||||||
Hollywood Casino Perryville | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase option agreement, purchase price | $ 39.4 | |||||||
Purchase price | 12.7 | |||||||
Goodwill | 9.2 | |||||||
Business combination, other miscellaneous operating assets and liabilities | $ 8.3 | |||||||
Intangible asset, useful life | 2 years | |||||||
Primarily of property and equipment | $ 8.2 | |||||||
Customer-Related Intangible Assets | Hollywood Casino Perryville | ||||||||
Business Acquisition [Line Items] | ||||||||
Customer relationship asset, other intangible assets | $ 1 | |||||||
HitPoint | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | |||||||
Purchase price | $ 12.7 | |||||||
Payments to acquire businesses, gross | 6.2 | |||||||
Business combination, consideration transferred, equity interests issued and issuable | 3.5 | |||||||
Business combination, contingent liability | $ 3 | |||||||
Business combination, contingent consideration, liability, annual installments payable, year | 3 years | |||||||
Goodwill | $ 8.8 | |||||||
HitPoint | Computer Software | ||||||||
Business Acquisition [Line Items] | ||||||||
Business combination, other miscellaneous operating assets and liabilities | $ 4 | |||||||
Intangible asset, useful life | 5 years | |||||||
Sam Houston Race Park and Valley Race Park | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, percentage of voting interests acquired | 50.00% | 50.00% | ||||||
Purchase price | $ 57.8 | |||||||
Payments to acquire businesses, gross | 42 | |||||||
Business combination, consideration transferred, equity interests issued and issuable | $ 15.8 | |||||||
Score Media and Gaming Inc. | Subsequent Event | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | |||||||
Purchase price | $ 1,900 | |||||||
Payments to acquire businesses, gross | $ 900 | |||||||
Common stock price per share | $ / shares | $ 17 | |||||||
Score Media and Gaming Inc. | Subsequent Event | Exchangeable Shares | ||||||||
Business Acquisition [Line Items] | ||||||||
Business combination, consideration transferred, equity interests issued and issuable | $ 1,000 | |||||||
Number of shares issued per acquiree share (in shares) | shares | 0.2398 | |||||||
Common stock (in shares) | shares | 697,539 | |||||||
Exchange ratio | 1 | |||||||
Score Media and Gaming Inc. | Subsequent Event | Common Stock | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of shares issued per acquiree share (in shares) | shares | 0.2398 | |||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||
Common stock (in shares) | shares | 12,319,340 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill and Accumulated Goodwill Impairment Losses (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, gross, beginning balance | $ 2,639.9 |
Accumulated goodwill impairment losses, beginning balance | (1,482.8) |
Goodwill, net, beginning balance | 1,157.1 |
Goodwill acquired during the period | 18 |
Goodwill, gross, ending balance | 2,657.9 |
Accumulated goodwill impairment losses, ending balance | (1,482.8) |
Goodwill, net, ending balance | 1,175.1 |
Operating Segments | Northeast | |
Goodwill [Roll Forward] | |
Goodwill, gross, beginning balance | 914.3 |
Accumulated goodwill impairment losses, beginning balance | (761.4) |
Goodwill, net, beginning balance | 152.9 |
Goodwill acquired during the period | 9.2 |
Goodwill, gross, ending balance | 923.5 |
Accumulated goodwill impairment losses, ending balance | (761.4) |
Goodwill, net, ending balance | 162.1 |
Operating Segments | South | |
Goodwill [Roll Forward] | |
Goodwill, gross, beginning balance | 236.6 |
Accumulated goodwill impairment losses, beginning balance | (61) |
Goodwill, net, beginning balance | 175.6 |
Goodwill acquired during the period | 0 |
Goodwill, gross, ending balance | 236.6 |
Accumulated goodwill impairment losses, ending balance | (61) |
Goodwill, net, ending balance | 175.6 |
Operating Segments | West | |
Goodwill [Roll Forward] | |
Goodwill, gross, beginning balance | 216.8 |
Accumulated goodwill impairment losses, beginning balance | (16.6) |
Goodwill, net, beginning balance | 200.2 |
Goodwill acquired during the period | 0 |
Goodwill, gross, ending balance | 216.8 |
Accumulated goodwill impairment losses, ending balance | (16.6) |
Goodwill, net, ending balance | 200.2 |
Operating Segments | Midwest | |
Goodwill [Roll Forward] | |
Goodwill, gross, beginning balance | 1,116.7 |
Accumulated goodwill impairment losses, beginning balance | (556.1) |
Goodwill, net, beginning balance | 560.6 |
Goodwill acquired during the period | 0 |
Goodwill, gross, ending balance | 1,116.7 |
Accumulated goodwill impairment losses, ending balance | (556.1) |
Goodwill, net, ending balance | 560.6 |
Other | |
Goodwill [Roll Forward] | |
Goodwill, gross, beginning balance | 155.5 |
Accumulated goodwill impairment losses, beginning balance | (87.7) |
Goodwill, net, beginning balance | 67.8 |
Goodwill acquired during the period | 8.8 |
Goodwill, gross, ending balance | 164.3 |
Accumulated goodwill impairment losses, ending balance | (87.7) |
Goodwill, net, ending balance | $ 76.6 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Goodwill impairment charges | $ 0 | $ 113,000,000 | $ 0 | ||
Impairment charges on other intangible assets | $ 0 | ||||
Intangible asset amortization expense | $ 2,000,000 | $ 5,900,000 | $ 6,700,000 | $ 18,200,000 | |
Operating Segments | Northeast | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Goodwill impairment charges | 43,500,000 | ||||
Operating Segments | South | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Goodwill impairment charges | 9,000,000 | ||||
Operating Segments | Midwest | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Goodwill impairment charges | 60,500,000 | ||||
Gaming licenses | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Impairment charges on other intangible assets | 437,000,000 | ||||
Gaming licenses | Northeast | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Impairment charges on other intangible assets | 177,000,000 | ||||
Gaming licenses | South | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Impairment charges on other intangible assets | 166,000,000 | ||||
Gaming licenses | Midwest | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Impairment charges on other intangible assets | 94,000,000 | ||||
Trademarks | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Impairment charges on other intangible assets | 61,500,000 | ||||
Trademarks | Northeast | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Impairment charges on other intangible assets | 17,000,000 | ||||
Trademarks | South | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Impairment charges on other intangible assets | 17,000,000 | ||||
Trademarks | Midwest | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Impairment charges on other intangible assets | 15,000,000 | ||||
Trademarks | West | |||||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||||
Impairment charges on other intangible assets | $ 12,500,000 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | $ (125.7) | $ (120.7) |
Total | 25.7 | |
Total other intangible assets, gross carrying amount | 1,676.2 | 1,634.2 |
Total other intangible assets, net carrying amount | 1,550.5 | 1,513.5 |
Gaming licenses | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 1,283.2 | 1,246.1 |
Trademarks | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 240.9 | 240.9 |
Other | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 0.7 | 0.7 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortizing intangible assets, gross carrying amount | 107.1 | 106.9 |
Accumulated Amortization | (88.6) | (85.2) |
Total | 18.5 | 21.7 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortizing intangible assets, gross carrying amount | 44.3 | 39.6 |
Accumulated Amortization | (37.1) | (35.5) |
Total | $ 7.2 | $ 4.1 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Expected Intangible Asset Amortization Expense (Details) $ in Millions | Sep. 30, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2021 (excluding the nine months ended September 30, 2021) | $ 2.5 |
2022 | 7.6 |
2023 | 5.3 |
2024 | 4.5 |
2025 | 3.8 |
Thereafter | 2 |
Total | $ 25.7 |
Long-term Debt - Debt Summary (
Long-term Debt - Debt Summary (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Jul. 01, 2021 | Dec. 31, 2020 | May 31, 2020 | Jan. 19, 2017 |
Debt Instrument [Line Items] | |||||
Principal | $ 2,859.1 | $ 2,431.6 | |||
Less: Current maturities of long-term debt | (95.1) | (81.4) | |||
Less: Debt discount | (76.5) | (86.2) | |||
Less: Debt issuance costs | (33.1) | (32.8) | |||
Long-term debt, net of current maturities, debt discount and debt issuance costs | 2,654.4 | 2,231.2 | |||
Senior Secured Credit Facilities | Revolving Credit Facility due 2023 | |||||
Debt Instrument [Line Items] | |||||
Principal | 0 | 0 | |||
Senior Secured Credit Facilities | Term Loan A Facility due 2023 | |||||
Debt Instrument [Line Items] | |||||
Principal | 597.1 | 636.9 | |||
Senior Secured Credit Facilities | Term Loan B-1 Facility due 2025 | |||||
Debt Instrument [Line Items] | |||||
Principal | $ 982.7 | $ 991.2 | |||
Senior Notes | 5.625% Notes due 2027 | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 5.625% | 5.625% | 5.625% | ||
Principal | $ 400 | $ 400 | |||
Senior Notes | 4.125% Notes due 2029 | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 4.125% | 4.125% | |||
Principal | $ 400 | 0 | |||
Convertible Notes | 2.75% Convertible Notes due 2026 | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 2.75% | 2.75% | |||
Principal | $ 330.5 | 330.5 | |||
Other long-term obligations | |||||
Debt Instrument [Line Items] | |||||
Principal | $ 148.8 | $ 73 |
Long-term Debt - Senior Secured
Long-term Debt - Senior Secured Credit Facilities, Senior Unsecured Notes, Unsecured Convertible Notes, and Covenants (Details) | Apr. 14, 2020 | May 31, 2020USD ($)$ / shares | Jan. 31, 2017USD ($) | Sep. 30, 2021USD ($)shares | Sep. 30, 2020USD ($) | Jul. 01, 2021USD ($) | Dec. 31, 2020USD ($) | Oct. 15, 2018USD ($) | Jan. 19, 2017USD ($) |
Debt Instrument [Line Items] | |||||||||
Proceeds from issuance of long-term debt, net of discounts | $ 400,000,000 | $ 322,200,000 | |||||||
Debt Instrument, Redemption, Period One | |||||||||
Debt Instrument [Line Items] | |||||||||
Threshold percentage of stock price | 130.00% | ||||||||
Debt Instrument, Redemption, Period Two | |||||||||
Debt Instrument [Line Items] | |||||||||
Threshold percentage of stock price | 98.00% | ||||||||
Debt Instrument, Redemption, Period Three | |||||||||
Debt Instrument [Line Items] | |||||||||
Threshold percentage of stock price | 100.00% | ||||||||
Senior Secured Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Covenant relief period, consolidated total net leverage ratio thereafter | 4.25 | ||||||||
Covenant relief period, maximum senior secured net leverage ratio thereafter | 3 | ||||||||
Covenant relief period, minimum interest coverage ratio | 2.50 | ||||||||
Senior Secured Credit Facility | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Covenant relief period, maximum consolidated total net leverage ratio in 2021 | 5.50 | ||||||||
Covenant relief period, maximum consolidated total net leverage ratio in June 30, 2021 | 5 | ||||||||
Covenant relief period, maximum consolidated total net leverage ratio in September 30, 2021 | 4.75 | ||||||||
Covenant relief period, maximum consolidated total net leverage ratio in December 30, 2021 | 4.50 | ||||||||
Covenant relief period, maximum senior secured net leverage ratio in March 31, 2021 | 4.50 | ||||||||
Covenant relief period, maximum senior secured net leverage ratio in June 30, 2021 | 4 | ||||||||
Covenant relief period, maximum senior secured net leverage ratio in September 30, 2021 | 3.75 | ||||||||
Covenant relief period, maximum senior secured net leverage ratio in December 31, 2021 | 3.50 | ||||||||
Senior Secured Credit Facilities | Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, term | 5 years | ||||||||
Maximum borrowing capacity | $ 700,000,000 | ||||||||
Letters of credit outstanding | 26,400,000 | $ 28,200,000 | |||||||
Available borrowing capacity | $ 673,600,000 | $ 671,800,000 | |||||||
Senior Secured Credit Facilities | Term Loan A Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, term | 5 years | ||||||||
Maximum borrowing capacity | $ 300,000,000 | ||||||||
Senior Secured Credit Facilities | Term Loan B Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, term | 7 years | ||||||||
Maximum borrowing capacity | $ 500,000,000 | ||||||||
Senior Secured Credit Facilities | Term Loan A Facility due 2023, incremental loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | $ 430,200,000 | ||||||||
Senior Secured Credit Facilities | Term Loan B-1 Facility due 2025 | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | $ 1,100,000,000 | ||||||||
Basis spread on variable rate, floor | 0.75% | ||||||||
Senior Secured Credit Facilities | Term Loan B-1 Facility due 2025 | LIBOR Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 2.25% | ||||||||
Senior Secured Credit Facilities | Term Loan B-1 Facility due 2025 | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 1.25% | ||||||||
Senior Secured Credit Facilities | Term Loan A Facility due 2023 | Minimum | LIBOR Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 1.25% | ||||||||
Senior Secured Credit Facilities | Term Loan A Facility due 2023 | Minimum | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 0.25% | ||||||||
Senior Secured Credit Facilities | Term Loan A Facility due 2023 | Maximum | LIBOR Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 3.00% | ||||||||
Senior Secured Credit Facilities | Term Loan A Facility due 2023 | Maximum | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 2.00% | ||||||||
Senior Secured Credit Facilities | Revolving Credit Facility due 2023 | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Commitment fee on unused capacity | 0.20% | ||||||||
Senior Secured Credit Facilities | Revolving Credit Facility due 2023 | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Commitment fee on unused capacity | 0.50% | ||||||||
Senior Notes | 5.625% Notes due 2027 | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate | 5.625% | 5.625% | 5.625% | ||||||
Debt principal amount | $ 400,000,000 | ||||||||
Senior Notes | 4.125% Notes due 2029 | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate | 4.125% | 4.125% | |||||||
Debt principal amount | $ 400,000,000 | ||||||||
Senior Notes | 2.75% Convertible Notes due 2026 | Debt Instrument, Redemption, Period One | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, convertible, conversion ratio | 0.0427350 | ||||||||
Senior Notes | 2.75% Convertible Notes due 2026 | Debt Instrument, Redemption, Period Three | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, convertible, conversion ratio | 0.0555555 | ||||||||
Convertible Notes | 2.75% Convertible Notes due 2026 | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate | 2.75% | 2.75% | |||||||
Debt principal amount | $ 330,500,000 | ||||||||
Proceeds from issuance of long-term debt, net of discounts | $ 322,200,000 | ||||||||
Conversion price (in dollars per share) | $ / shares | $ 23.40 | ||||||||
Number of shares issued upon conversion (in shares) | shares | 18,360,815 | ||||||||
Amount if-converted value exceeds its principal amount | $ 999,900,000 | ||||||||
Carrying amount of equity component | $ 91,800,000 | $ 88,200,000 | $ 88,200,000 | ||||||
Debt issuance costs | 10,200,000 | ||||||||
Effective yield | 9.23% | ||||||||
Remaining period over which unamortized discount will be amortized | 4 years 7 months 6 days | ||||||||
Convertible Notes | Convertible Notes Due 2026, Liability Component | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt issuance costs | 6,600,000 | ||||||||
Convertible Notes | Convertible Notes Due 2026, Equity Component | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt issuance costs | $ 3,600,000 |
Long-term Debt - Convertible No
Long-term Debt - Convertible Notes (Details) - 2.75% Convertible Notes due 2026 - Convertible Notes - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 | May 31, 2020 |
Debt Instrument [Line Items] | |||
Principal | $ 330.5 | $ 330.5 | |
Unamortized debt discount | (75) | (84.4) | |
Unamortized debt issuance costs | (5.5) | (6.2) | |
Net carrying amount | 250 | 239.9 | |
Carrying amount of equity component | $ 88.2 | $ 88.2 | $ 91.8 |
Long-term Debt - Interest Expen
Long-term Debt - Interest Expense, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Debt Disclosure [Abstract] | ||||
Interest expense | $ (146.1) | $ (143.3) | $ (421.8) | $ (409.4) |
Interest income | 0.3 | 0.3 | 0.7 | 0.7 |
Capitalized interest | 0.9 | 0.7 | 2.5 | 1.6 |
Interest expense, net | (144.9) | (142.3) | (418.6) | (407.1) |
Coupon interest | 2.3 | 2.3 | 6.8 | 3.5 |
Amortization of debt discount | 3.2 | 2.9 | 9.4 | 4.3 |
Amortization of debt issuance costs | 0.2 | 0.2 | 0.7 | 0.3 |
Convertible Notes interest expense | $ 5.7 | $ 5.4 | $ 16.9 | $ 8.1 |
Long-term Debt - Other Long-ter
Long-term Debt - Other Long-term Obligations (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Jan. 31, 2016USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)payment | Sep. 30, 2020USD ($) | Feb. 28, 2021 | Dec. 31, 2020USD ($) | Jan. 31, 2015USD ($) | |
Debt Instrument [Line Items] | ||||||||
Interest expense, debt | $ 5.7 | $ 5.4 | $ 16.9 | $ 8.1 | ||||
Principal | 2,859.1 | 2,859.1 | $ 2,431.6 | |||||
Other Long-Term Obligations | ||||||||
Debt Instrument [Line Items] | ||||||||
Effective yield | 27.00% | |||||||
Interest expense, debt | 6.9 | 12.1 | ||||||
Principal | $ 148.8 | $ 148.8 | 73 | |||||
Other Long-Term Obligations | Ohio Relocation Fees Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Effective yield | 5.00% | 5.00% | ||||||
Principal | $ 52.8 | $ 52.8 | 60.9 | |||||
Amount payable upon opening of the facility | 7.5 | $ 7.5 | ||||||
Number of semi-annual payments | payment | 18 | |||||||
Amount of semi-annual payments due beginning one year from commencement of operations | $ 4.8 | |||||||
Other Long-Term Obligations | Event Center Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Effective yield | 3.00% | |||||||
Principal | $ 11.4 | $ 11.4 | $ 12 | |||||
Debt principal amount | $ 15.3 | |||||||
Debt instrument, periodic payment | $ 1 | |||||||
Debt instrument, term | 20 years |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | Nov. 01, 2021USD ($) | Jul. 01, 2021USD ($)extension_period | Jun. 01, 2021USD ($) | Feb. 01, 2021USD ($) | Apr. 28, 2016USD ($)facilityextension_period | Nov. 01, 2013facilityextension_period | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) |
Schedule of Leased Assets [Line Items] | ||||||||
Long-term portion of financing obligations | $ 4,067.8 | $ 4,096.4 | ||||||
Penn Master Lease | ||||||||
Schedule of Leased Assets [Line Items] | ||||||||
Lease renewal term | 5 years | |||||||
Number of facilities with leased real estate | facility | 19 | |||||||
Lease term | 15 years | |||||||
Number of options to extend lease | extension_period | 4 | |||||||
Lease - expected term with renewal options | 35 years | |||||||
Adjusted annual escalator percentage | 2.00% | |||||||
Adjusted revenue to rent ratio | 1.8 | |||||||
Period over which fixed component is adjusted | 5 years | |||||||
Adjustment to fixed component as percentage of the average change to net revenues during the preceding five years | 4.00% | |||||||
Percentage rent baseline period | 5 years | |||||||
Adjustment to fixed component as percentage of the average change to net revenues during preceding month | 20.00% | |||||||
Penn Master Lease | Subsequent Event | ||||||||
Schedule of Leased Assets [Line Items] | ||||||||
Fixed component of rent, increase amount | $ 5.6 | |||||||
Pinnacle Master Lease | ||||||||
Schedule of Leased Assets [Line Items] | ||||||||
Lease renewal term | 5 years | |||||||
Number of facilities with leased real estate | facility | 12 | |||||||
Number of options to extend lease | extension_period | 5 | |||||||
Lease - expected term with renewal options | 32 years 6 months | |||||||
Percentage rent baseline period | 2 years | |||||||
Remaining lease term | 7 years 6 months | |||||||
Initial lease term | 10 years | |||||||
Annual escalator percentage - up to | 2.00% | |||||||
Adjusted revenue to rent ratio, as defined | 1.8 | |||||||
Percentage rent escalation interval | 2 years | |||||||
Percentage of average net revenues during preceding two years | 4.00% | |||||||
Increase in fixed component of rent resulting from annual escalator | $ 4.5 | |||||||
Operating lease, annual escalator, additional ROU asset recognized | $ 17.2 | |||||||
Perryville Lease | ||||||||
Schedule of Leased Assets [Line Items] | ||||||||
Lease renewal term | 5 years | |||||||
Number of options to extend lease | extension_period | 3 | |||||||
Adjusted annual escalator percentage | 1.50% | |||||||
Initial lease term | 20 years | |||||||
Annual rent | $ 7.8 | |||||||
Percentage rent escalation interval | 3 years | |||||||
Long-term portion of financing obligations | $ 102.9 | |||||||
Perryville Lease, Annual Escalator, Scenario One | ||||||||
Schedule of Leased Assets [Line Items] | ||||||||
Lessee annual escalator consisting | 1.25% | |||||||
Consumer price index greater than | 0.50% | |||||||
Perryville Lease, Annual Escalator, Scenario Two | ||||||||
Schedule of Leased Assets [Line Items] | ||||||||
Lessee annual escalator consisting | 0.00% | |||||||
Consumer price index greater than | 0.50% | |||||||
Margaritaville Lease | ||||||||
Schedule of Leased Assets [Line Items] | ||||||||
Increase in fixed component of rent resulting from annual escalator | $ 0.1 | |||||||
Operating lease, annual escalator, additional ROU asset recognized | $ 5.5 | |||||||
Greektown Lease | ||||||||
Schedule of Leased Assets [Line Items] | ||||||||
Increase in fixed component of rent resulting from annual escalator | $ 4.2 | |||||||
Operating lease, annual escalator, additional ROU asset recognized | $ 4.1 |
Leases - Future Minimum Lease C
Leases - Future Minimum Lease Commitments (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Operating Leases | ||
2021 (excluding the nine months ended September 30, 2021) | $ 104.9 | |
2022 | 414.9 | |
2023 | 402.9 | |
2024 | 385.3 | |
2025 | 382.5 | |
Thereafter | 7,824.5 | |
Total lease payments | 9,515 | |
Less: Imputed interest | (5,088.3) | |
Present value of future lease payments | 4,426.7 | |
Less: Current portion of lease obligations | (133.5) | |
Long-term portion of lease obligations | 4,293.2 | |
Finance Leases | ||
2021 (excluding the nine months ended September 30, 2021) | 7.4 | |
2022 | 29.4 | |
2023 | 28.7 | |
2024 | 24.7 | |
2025 | 24.7 | |
Thereafter | 512.3 | |
Total lease payments | 627.2 | |
Less: Imputed interest | (311) | |
Present value of future lease payments | 316.2 | |
Less: Current portion of lease obligations | (9.5) | |
Long-term portion of lease obligations | 306.7 | |
Financing Obligations | ||
2021 (excluding the nine months ended September 30, 2021) | 92.6 | |
2022 | 370.3 | |
2023 | 370.4 | |
2024 | 370.4 | |
2025 | 370.5 | |
Thereafter | 9,095.3 | |
Total lease payments | 10,669.5 | |
Less: Imputed interest | (6,563.5) | |
Present value of future lease payments | 4,106 | |
Less: Current portion of lease obligations | (38.2) | $ (36) |
Long-term portion of lease obligations | $ 4,067.8 | $ 4,096.4 |
Leases - Triple Net Leases (Det
Leases - Triple Net Leases (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule of Leased Assets [Line Items] | ||||
Lease payments | $ 228.5 | $ 228.1 | $ 683.6 | $ 668.5 |
Penn Master Lease | ||||
Schedule of Leased Assets [Line Items] | ||||
Lease payments | 118.4 | 120.3 | 357.1 | 343.4 |
Rent credits utilized | 83 | 155.1 | ||
Pinnacle Master Lease | ||||
Schedule of Leased Assets [Line Items] | ||||
Lease payments | 82.4 | 81.3 | 245.8 | 245.6 |
Rent credits utilized | 54.2 | 108.4 | ||
Perryville Lease | ||||
Schedule of Leased Assets [Line Items] | ||||
Lease payments | 1.9 | 0 | 1.9 | 0 |
Meadows Lease | ||||
Schedule of Leased Assets [Line Items] | ||||
Lease payments | 6.2 | 6.7 | 18.6 | 20.2 |
Rent credits utilized | 4.5 | 9 | ||
Margaritaville Lease | ||||
Schedule of Leased Assets [Line Items] | ||||
Lease payments | 5.9 | 5.9 | 17.6 | 17.6 |
Greektown Lease | ||||
Schedule of Leased Assets [Line Items] | ||||
Lease payments | 12.9 | 13.9 | 40.3 | 41.7 |
Morgantown Lease | ||||
Schedule of Leased Assets [Line Items] | ||||
Lease payments | $ 0.8 | $ 0 | $ 2.3 | $ 0 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Operating Lease Costs | ||||
Total | $ 138.4 | $ 124 | $ 404 | $ 350.5 |
Finance Lease Costs | ||||
Total | 8 | 5.8 | 19.4 | 17.5 |
General and administrative | ||||
Operating Lease Costs | ||||
Rent expense associated with triple net operating leases | 116 | 109 | 342.9 | 310.3 |
General and administrative | Penn Master Lease | ||||
Operating Lease Costs | ||||
Variable lease cost | 5 | 4.8 | 14.3 | 9.5 |
Cost of Revenue | ||||
Operating Lease Costs | ||||
Operating lease cost | 4.1 | 3.9 | 11.9 | 11.9 |
Cost of Revenue | Primarily Gaming expense | ||||
Operating Lease Costs | ||||
Short-term lease cost | 17 | 10.3 | 45.8 | 26.5 |
Variable lease cost | 1.3 | 0.8 | 3.4 | 1.8 |
Interest expense, net | ||||
Finance Lease Costs | ||||
Interest on lease liabilities | 4.7 | 3.8 | 12.1 | 11.5 |
Financing Obligation Costs | ||||
Interest on financing obligations | 104.5 | 103.7 | 312.4 | 300.2 |
Interest expense, net | Penn Master Lease | ||||
Operating Lease Costs | ||||
Variable lease cost | 4.6 | 5 | 13.1 | 10.6 |
Depreciation and amortization | ||||
Finance Lease Costs | ||||
Amortization of ROU assets | $ 3.3 | $ 2 | $ 7.3 | $ 6 |
Investments in and Advances t_2
Investments in and Advances to Unconsolidated Affiliates (Details) $ / shares in Units, $ in Millions | Oct. 01, 2021USD ($) | Aug. 01, 2021USD ($) | Sep. 25, 2020shares | Sep. 25, 2020shares | Sep. 24, 2020shares | May 19, 2020shares | May 19, 2020shares | May 14, 2020shares | Feb. 20, 2020$ / sharesshares | Feb. 29, 2020USD ($)option$ / shares | Sep. 30, 2021USD ($)$ / sharesshares | Mar. 31, 2021$ / sharesshares | Sep. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)$ / sharesshares | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($)$ / shares |
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||||
Investment purchase price, cash | $ 0 | $ 135 | ||||||||||||||||
Investment purchase price, equity | 23.1 | |||||||||||||||||
Common stock offerings ( in shares) | shares | 2,100,000 | 16,100,000 | 14,000,000 | 2,500,000 | 19,166,667 | 16,666,667 | 151,200 | 43,000 | ||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||||||
Return on investment from unconsolidated affiliates | $ 23.9 | 17.3 | ||||||||||||||||
Other-than-temporary impairment of investment | $ 0 | |||||||||||||||||
Sam Houston Race Park and Valley Race Park | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Business acquisition, percentage of voting interests acquired | 50.00% | 50.00% | 50.00% | |||||||||||||||
Gain on transaction | $ 29.9 | |||||||||||||||||
Series D Preferred Stock | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Common stock offerings ( in shares) | shares | 883 | 43 | 43 | |||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||
Preferred stock, conversion ratio | 0.001 | |||||||||||||||||
Preferred stock, conversion period | 4 years | |||||||||||||||||
Preferred stock, percent to convert in each tranche | 20.00% | |||||||||||||||||
Convertible preferred stock, shares issued upon conversion (in shares) | shares | 26 | 26 | ||||||||||||||||
Common Stock | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Preferred stock, conversion ratio | 1 | |||||||||||||||||
Barstool Sports, Inc | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Ownership interest | 36.00% | 36.00% | ||||||||||||||||
Investment acquired, percent | 36.00% | |||||||||||||||||
Investment acquired, percent, delayed basis | 1.00% | 1.00% | ||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||||||||||
Investment purchase price | $ 161.2 | |||||||||||||||||
Investment purchase price, cash | 135 | |||||||||||||||||
Investment purchase price, equity | $ 23.1 | |||||||||||||||||
Investment acquired, period after which ownership will increase | 3 years | |||||||||||||||||
Investment acquired, ownership percentage following additional investment | 50.00% | |||||||||||||||||
Investment acquired, expected additional investment | $ 62 | |||||||||||||||||
Investment acquired, valuation of acquiree total common stock outstanding at time of acquisition | $ 450 | |||||||||||||||||
Investment acquired, period after which remaining shares of investment are callable | 3 years | |||||||||||||||||
Investment acquired, fair market value at time of exercise, cap | $ 650 | |||||||||||||||||
Investment acquired, multiplier of revenue to calculate floor at time of exercise | 2.25 | |||||||||||||||||
Common stock offerings ( in shares) | shares | 86 | |||||||||||||||||
Equity method investment, ownership percentage | 0.30% | 0.30% | 0.60% | |||||||||||||||
Commercial agreement term | 10 years | |||||||||||||||||
Commercial agreement number of renewals | option | 3 | |||||||||||||||||
Commercial agreement renewal term | 10 years | |||||||||||||||||
Commercial agreement term with exercise of renewals | 40 years | |||||||||||||||||
Customer list intangible asset | $ 1 | $ 1 | $ 1.6 | |||||||||||||||
Prepaid advertising | 15.7 | 15.7 | 16.5 | |||||||||||||||
Prepaid advertising, long-term | 14.6 | 14.6 | 15.4 | |||||||||||||||
Investment balance | $ 160 | $ 160 | 147.5 | |||||||||||||||
Barstool Sports, Inc | Subsequent Event | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Investment purchase price | $ 325 | |||||||||||||||||
Investment acquired, ownership percentage following additional investment | 50.00% | |||||||||||||||||
Investment acquired, expected additional investment | $ 62 | |||||||||||||||||
Investment acquired, valuation of acquiree total common stock outstanding at time of acquisition | $ 450 | |||||||||||||||||
Investment acquired, multiplier of revenue to calculate floor at time of exercise | 2.25 | |||||||||||||||||
Kansas Entertainment | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Ownership interest | 50.00% | 50.00% | ||||||||||||||||
Investment balance | $ 83.4 | $ 83.4 | $ 85.2 | |||||||||||||||
Return on investment from unconsolidated affiliates | $ 10.5 | $ 6.8 | $ 23.9 | $ 15.5 | ||||||||||||||
Freehold Raceway | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Ownership interest | 50.00% | 50.00% | ||||||||||||||||
MAXXAM | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Other-than-temporary impairment of investment | $ 4.6 | $ 0 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||||
Effective tax rate | 29.70% | (11.30%) | 22.70% | 20.20% | |
Increase in valuation allowance | $ 1.2 | ||||
Prepaid taxes | $ 41.6 | $ 41.6 | $ 52.7 |
Stockholders_ Equity and Stoc_2
Stockholders’ Equity and Stock-Based Compensation (Details) $ / shares in Units, $ in Millions | Aug. 01, 2021shares | May 11, 2021USD ($)shares | Apr. 12, 2021USD ($)trancheshares | Sep. 25, 2020USD ($)$ / sharesshares | Sep. 25, 2020$ / sharesshares | Sep. 24, 2020shares | May 19, 2020USD ($)$ / sharesshares | May 19, 2020$ / sharesshares | May 14, 2020shares | Feb. 20, 2020$ / sharesshares | Apr. 30, 2021shares | Feb. 29, 2020shares | Sep. 30, 2021USD ($)$ / sharesshares | Jun. 30, 2021USD ($)agreement | Mar. 31, 2021$ / sharesshares | Sep. 30, 2020USD ($)shares | Sep. 30, 2021USD ($)performance_period$ / sharesshares | Sep. 30, 2020USD ($)shares | Dec. 31, 2020USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Share issuance/Common Stock Offering (in shares) | shares | 2,100,000 | 16,100,000 | 14,000,000 | 2,500,000 | 19,166,667 | 16,666,667 | 151,200 | 43,000 | |||||||||||
Shares issued, price (in dollars per share) | $ / shares | $ 61 | $ 61 | $ 18 | $ 18 | |||||||||||||||
Gross proceeds from transaction | $ 982.1 | $ 345 | |||||||||||||||||
Proceeds from common stock offerings, net of discounts and fees | 957.6 | 331.2 | $ 0 | $ 1,288.8 | |||||||||||||||
Payments of stock issuance costs | $ 24.5 | $ 13.8 | |||||||||||||||||
Common stock, shares authorized (in shares) | shares | 400,000,000 | 400,000,000 | 200,000,000 | ||||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | ||||||||||||||||||
Stock-based compensation expense (reduction to expense) | $ 8.5 | $ 2.8 | $ 21.9 | $ 11.7 | |||||||||||||||
Stock options granted (in shares) | shares | 736 | 12,327 | 230,901 | 648,259 | |||||||||||||||
Shareholders | Note Payable Agreements | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Number of agreements | agreement | 2 | ||||||||||||||||||
Amount from agreements | $ 9 | ||||||||||||||||||
Interest rate | 2.25% | ||||||||||||||||||
Performance Shares | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Award period | 3 years | ||||||||||||||||||
Number of annual award performance periods | performance_period | 3 | ||||||||||||||||||
Service period | 1 year | ||||||||||||||||||
Vesting period | 3 years | ||||||||||||||||||
Performance Shares | Minimum | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Percentage of award which can potentially be earned | 50.00% | ||||||||||||||||||
Performance Shares | Maximum | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Percentage of award which can potentially be earned | 150.00% | ||||||||||||||||||
Cash-settled Phantom Stock Units (CPSUs) | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Unamortized compensation costs, weighted average period of recognition | 2 years | ||||||||||||||||||
Stock-based compensation expense (reduction to expense) | $ 5.5 | $ 5.3 | $ 11.2 | $ 7.3 | |||||||||||||||
Liability for cash-settled awards | 7.8 | 7.8 | $ 10.1 | ||||||||||||||||
Unrecognized compensation cost, other awards | 21.1 | 21.1 | |||||||||||||||||
Amounts paid on cash-settled awards | $ 13.5 | 4.5 | |||||||||||||||||
Cash-settled Phantom Stock Units (CPSUs) | Minimum | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Vesting period | 3 years | ||||||||||||||||||
Cash-settled Phantom Stock Units (CPSUs) | Maximum | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Vesting period | 4 years | ||||||||||||||||||
Stock Appreciation Rights (SARs) | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Unamortized compensation costs, weighted average period of recognition | 2 years 1 month 6 days | ||||||||||||||||||
Stock-based compensation expense (reduction to expense) | 3.2 | $ 37.8 | $ 13.6 | 50 | |||||||||||||||
Vesting period | 4 years | ||||||||||||||||||
Liability for cash-settled awards | 30.1 | $ 30.1 | $ 54.6 | ||||||||||||||||
Unrecognized compensation cost, other awards | $ 44 | 44 | |||||||||||||||||
Amounts paid on cash-settled awards | $ 38.8 | $ 22.8 | |||||||||||||||||
2018 Long Term Incentive Compensation Plan | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Common stock available for awards, up to (in shares) | shares | 12,700,000 | 12,700,000 | |||||||||||||||||
Common stock counted against the maximum shares available for grant for each share awarded under the plan (in shares) | 1 | ||||||||||||||||||
Shares available for future grants (in shares) | shares | 4,863,345 | 4,863,345 | |||||||||||||||||
2018 Long Term Incentive Compensation Plan | Restricted Stock | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Common stock counted against the maximum shares available for grant for each share awarded under the plan (in shares) | 2.30 | ||||||||||||||||||
2018 Long Term Incentive Compensation Plan | Restricted Stock Units (RSUs) | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Awards granted (in shares) | shares | 600,000 | ||||||||||||||||||
Fair value of stock awards | $ 29.3 | ||||||||||||||||||
Number of tranches | tranche | 4 | ||||||||||||||||||
2018 Long Term Incentive Compensation Plan | Restricted Stock Units (RSUs) | Minimum | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Unamortized compensation costs, weighted average period of recognition | 6 years 8 months 12 days | ||||||||||||||||||
2018 Long Term Incentive Compensation Plan | Restricted Stock Units (RSUs) | Maximum | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Unamortized compensation costs, weighted average period of recognition | 8 years 8 months 12 days | ||||||||||||||||||
2018 Long Term Incentive Compensation Plan | Restricted Stock Awards | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Awards granted (in shares) | shares | 300,000 | ||||||||||||||||||
Fair value of stock awards | $ 19.4 | ||||||||||||||||||
Number of tranches | tranche | 15 | ||||||||||||||||||
2018 Long Term Incentive Compensation Plan | Restricted Stock Awards | Minimum | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Unamortized compensation costs, weighted average period of recognition | 2 years 2 months 12 days | ||||||||||||||||||
2018 Long Term Incentive Compensation Plan | Restricted Stock Awards | Maximum | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Unamortized compensation costs, weighted average period of recognition | 6 years | ||||||||||||||||||
2018 Long Term Incentive Compensation Plan | Stock Awards | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Fair value of stock awards | $ 48.7 | ||||||||||||||||||
Stock-based compensation expense (reduction to expense) | $ 2.2 | $ 4.1 | |||||||||||||||||
Performance Share Program | Performance Shares | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Awards granted (in shares) | shares | 107,297 | ||||||||||||||||||
Performance Share Program II | Performance Shares | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Awards granted (in shares) | shares | 95,276 | ||||||||||||||||||
Barstool Sports, Inc | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Share issuance/Common Stock Offering (in shares) | shares | 86 | ||||||||||||||||||
Equity method investment, ownership percentage | 0.30% | 0.30% | 0.60% | ||||||||||||||||
Investment acquired, percent, delayed basis | 1.00% | 1.00% | |||||||||||||||||
Series D Preferred Stock | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Share issuance/Common Stock Offering (in shares) | shares | 883 | 43 | 43 | ||||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||||
Convertible debt issuance (in shares) | shares | 151.2 | 43 | |||||||||||||||||
Preferred stock, shares authorized (in shares) | shares | 5,000 | 5,000 | 5,000 | ||||||||||||||||
Preferred stock, shares outstanding (in shares) | shares | 775 | 775 | 883 | ||||||||||||||||
HitPoint | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares issued for acquisition (in shares) | shares | 198,103 | 43,684 | |||||||||||||||||
Shares issued for acquisition | $ 3.5 |
Earnings (Loss) per Share - Sch
Earnings (Loss) per Share - Schedule of Antidilutive Securities Excluded From Computation of Earnings Per Share (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Assumed conversion of convertible debt (in shares) | 14.1 | 14.1 | 14.1 | 0 |
Employee Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Dilutive stock options and dilutive RSAs (in shares) | 2.5 | |||
Restricted stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Dilutive stock options and dilutive RSAs (in shares) | 0.4 | |||
Convertible Preferred Shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Assumed conversion of convertible preferred shares (in shares) | 0.7 | |||
Convertible debt securities | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Assumed conversion of convertible debt (in shares) | 7.4 |
Earnings (Loss) per Share - Ant
Earnings (Loss) per Share - Antidilutive Securities and Reconciliation of Weighted-Average Common Shares Outstanding (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Net Income (Loss) Attributable to Parent, Diluted [Abstract] | ||||
Net income (loss) attributable to Penn National | $ 86.1 | $ 141.9 | $ 375.8 | $ (680.6) |
Net income applicable to preferred stock | 0.4 | 0.8 | 1.9 | 0 |
Net income (loss) applicable to common stock | $ 85.7 | $ 141.1 | $ 373.9 | $ (680.6) |
Weighted-average number of shares outstanding | ||||
Weighted - average common shares outstanding (in shares) | 156.1 | 138.2 | 155.9 | 126.9 |
Convertible debt (in shares) | 14.1 | 14.1 | 14.1 | 0 |
Weighted-average common shares outstanding - Diluted (in shares) | 172.7 | 155.5 | 172.7 | 126.9 |
Anti-dilutive securities (in shares) | 0.2 | 0 | 0.2 | 0.9 |
Stock options | ||||
Weighted-average number of shares outstanding | ||||
Dilutive stock options and dilutive RSAs (in shares) | 2.1 | 2.8 | 2.3 | 0 |
Restricted stock | ||||
Weighted-average number of shares outstanding | ||||
Dilutive stock options and dilutive RSAs (in shares) | 0.4 | 0.4 | 0.4 | 0 |
Restricted stock | ||||
Weighted-average number of shares outstanding | ||||
Dilutive stock options and dilutive RSAs (in shares) | 0.4 | |||
Convertible Preferred Shares | ||||
Weighted-average number of shares outstanding | ||||
Anti-dilutive securities (in shares) | 0.8 | 0.8 |
Earnings (Loss) per Share - Cal
Earnings (Loss) per Share - Calculation of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Calculation of basic earnings (loss) per share: | ||||
Net income (loss) applicable to common stock | $ 85.7 | $ 141.1 | $ 373.9 | $ (680.6) |
Weighted-average common shares outstanding - basic (in shares) | 156.1 | 138.2 | 155.9 | 126.9 |
Basic earnings (loss) per share (in dollars per share) | $ 0.55 | $ 1.02 | $ 2.40 | $ (5.36) |
Calculation of diluted earnings (loss) per share: | ||||
Net income (loss) applicable to common stock | $ 85.7 | $ 141.1 | $ 373.9 | $ (680.6) |
Convertible Notes | 4.4 | 4.2 | 13 | 0 |
Diluted income (loss) applicable to common stock | $ 90.1 | $ 145.3 | $ 386.9 | $ (680.6) |
Weighted average common shares outstanding - diluted (in shares) | 172.7 | 155.5 | 172.7 | 126.9 |
Diluted earnings (loss) per share (in dollars per share) | $ 0.52 | $ 0.93 | $ 2.24 | $ (5.36) |
Effective tax rate | 29.70% | (11.30%) | 22.70% | 20.20% |
Convertible Notes | ||||
Calculation of diluted earnings (loss) per share: | ||||
Effective tax rate | 20.00% | 20.00% |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2021USD ($)paymentinstallment | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)paymentinstallment | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | May 31, 2020 | Jan. 19, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Equity securities | $ 176.8 | $ 176.8 | $ 143.1 | ||||
Loss on ordinary shares | 20.1 | ||||||
Unrealized gains (losses) | 10.1 | $ 67.9 | 28.9 | $ 75.6 | |||
HitPoint | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Installment amount of contingent consideration | $ 1 | $ 1 | |||||
Number of installments for contingent consideration | installment | 3 | 3 | |||||
Plainridge Park Casino | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Period of actual earnings used to calculate contingent consideration | 10 years | ||||||
Number of remaining annual payments | payment | 4 | 4 | |||||
Senior Notes | 5.625% Notes due 2027 | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Interest rate | 5.625% | 5.625% | 5.625% | 5.625% | |||
Convertible Notes | 2.75% Convertible Notes due 2026 | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Interest rate | 2.75% | 2.75% | 2.75% | ||||
Pinnacle Retama Partners, LLC | Other Assets | Local Government Bonds | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Investment, at amortized cost | $ 6.7 | $ 6.7 | |||||
Pinnacle Retama Partners, LLC | Other Assets | Retama Development Corporation | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Promissory notes | $ 15.1 | $ 15.1 | $ 15.1 | ||||
Retama Nominal Holder, LLC | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Ownership interest | 1.00% | 1.00% | |||||
Pinnacle Retama Partners, LLC | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Ownership interest by parent | 75.50% | 75.50% |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying Amounts and Estimated Fair Values by Input Level (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Jul. 01, 2021 | Dec. 31, 2020 | May 31, 2020 | Jan. 19, 2017 |
Financial assets: | |||||
Equity securities | $ 176.8 | $ 143.1 | |||
Senior Notes | 5.625% Notes | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate | 5.625% | 5.625% | 5.625% | ||
Senior Notes | 4.125% Notes due 2029 | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate | 4.125% | 4.125% | |||
Convertible Notes | 2.75% Convertible Notes due 2026 | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate | 2.75% | 2.75% | |||
Recurring | Level 1 | |||||
Financial assets: | |||||
Cash and cash equivalents | $ 2,729.3 | $ 1,853.8 | |||
Equity securities | 0 | 0 | |||
Held-to-maturity securities | 0 | 0 | |||
Promissory notes | 0 | 0 | |||
Puts and calls related to certain Barstool Sports shares | 0 | ||||
Financial liabilities: | |||||
Other liabilities | 0 | 0 | |||
Puts and calls related to certain Barstool Sports shares | 0 | ||||
Recurring | Level 1 | Senior Secured Credit Facilities | |||||
Financial liabilities: | |||||
Long-term debt | 1,575.6 | 1,609.3 | |||
Recurring | Level 1 | Senior Notes | 5.625% Notes | |||||
Financial liabilities: | |||||
Long-term debt | 413.5 | 418 | |||
Recurring | Level 1 | Senior Notes | 4.125% Notes due 2029 | |||||
Financial liabilities: | |||||
Long-term debt | 393.5 | ||||
Recurring | Level 1 | Convertible Notes | 2.75% Convertible Notes due 2026 | |||||
Financial liabilities: | |||||
Long-term debt | 1,058.8 | 1,274.5 | |||
Recurring | Level 1 | Other long-term obligations | |||||
Financial liabilities: | |||||
Long-term debt | 0 | 0 | |||
Recurring | Level 2 | |||||
Financial assets: | |||||
Cash and cash equivalents | 0 | 0 | |||
Equity securities | 176.8 | 143.1 | |||
Held-to-maturity securities | 6.7 | 6.7 | |||
Promissory notes | 15.1 | 15.1 | |||
Puts and calls related to certain Barstool Sports shares | 1.5 | ||||
Financial liabilities: | |||||
Other liabilities | 2.8 | 2.8 | |||
Puts and calls related to certain Barstool Sports shares | 0.3 | ||||
Recurring | Level 2 | Senior Secured Credit Facilities | |||||
Financial liabilities: | |||||
Long-term debt | 0 | 0 | |||
Recurring | Level 2 | Senior Notes | 5.625% Notes | |||||
Financial liabilities: | |||||
Long-term debt | 0 | 0 | |||
Recurring | Level 2 | Senior Notes | 4.125% Notes due 2029 | |||||
Financial liabilities: | |||||
Long-term debt | 0 | ||||
Recurring | Level 2 | Convertible Notes | 2.75% Convertible Notes due 2026 | |||||
Financial liabilities: | |||||
Long-term debt | 0 | 0 | |||
Recurring | Level 2 | Other long-term obligations | |||||
Financial liabilities: | |||||
Long-term debt | 62 | 72.8 | |||
Recurring | Level 3 | |||||
Financial assets: | |||||
Cash and cash equivalents | 0 | 0 | |||
Equity securities | 0 | 0 | |||
Held-to-maturity securities | 0 | 0 | |||
Promissory notes | 0 | 0 | |||
Puts and calls related to certain Barstool Sports shares | 0 | ||||
Financial liabilities: | |||||
Other liabilities | 10.5 | 7.3 | |||
Puts and calls related to certain Barstool Sports shares | 0 | ||||
Recurring | Level 3 | Senior Secured Credit Facilities | |||||
Financial liabilities: | |||||
Long-term debt | 0 | 0 | |||
Recurring | Level 3 | Senior Notes | 5.625% Notes | |||||
Financial liabilities: | |||||
Long-term debt | 0 | 0 | |||
Recurring | Level 3 | Senior Notes | 4.125% Notes due 2029 | |||||
Financial liabilities: | |||||
Long-term debt | 0 | ||||
Recurring | Level 3 | Convertible Notes | 2.75% Convertible Notes due 2026 | |||||
Financial liabilities: | |||||
Long-term debt | 0 | 0 | |||
Recurring | Level 3 | Other long-term obligations | |||||
Financial liabilities: | |||||
Long-term debt | 84.6 | 0 | |||
Recurring | Carrying Amount | |||||
Financial assets: | |||||
Cash and cash equivalents | 2,729.3 | 1,853.8 | |||
Equity securities | 176.8 | 143.1 | |||
Held-to-maturity securities | 6.7 | 6.7 | |||
Promissory notes | 15.1 | 15.1 | |||
Puts and calls related to certain Barstool Sports shares | 1.5 | ||||
Financial liabilities: | |||||
Other liabilities | 13.3 | 10.1 | |||
Puts and calls related to certain Barstool Sports shares | 0.3 | ||||
Recurring | Carrying Amount | Senior Secured Credit Facilities | |||||
Financial liabilities: | |||||
Long-term debt | 1,558.5 | 1,600.3 | |||
Recurring | Carrying Amount | Senior Notes | 5.625% Notes | |||||
Financial liabilities: | |||||
Long-term debt | 399.6 | 399.5 | |||
Recurring | Carrying Amount | Senior Notes | 4.125% Notes due 2029 | |||||
Financial liabilities: | |||||
Long-term debt | 392.7 | ||||
Recurring | Carrying Amount | Convertible Notes | 2.75% Convertible Notes due 2026 | |||||
Financial liabilities: | |||||
Long-term debt | 250 | 239.8 | |||
Recurring | Carrying Amount | Other long-term obligations | |||||
Financial liabilities: | |||||
Long-term debt | 148.7 | 73 | |||
Recurring | Fair Value | |||||
Financial assets: | |||||
Cash and cash equivalents | 2,729.3 | 1,853.8 | |||
Equity securities | 176.8 | 143.1 | |||
Held-to-maturity securities | 6.7 | 6.7 | |||
Promissory notes | 15.1 | 15.1 | |||
Puts and calls related to certain Barstool Sports shares | 1.5 | ||||
Financial liabilities: | |||||
Other liabilities | 13.3 | 10.1 | |||
Puts and calls related to certain Barstool Sports shares | 0.3 | ||||
Recurring | Fair Value | Senior Secured Credit Facilities | |||||
Financial liabilities: | |||||
Long-term debt | 1,575.6 | 1,609.3 | |||
Recurring | Fair Value | Senior Notes | 5.625% Notes | |||||
Financial liabilities: | |||||
Long-term debt | 413.5 | 418 | |||
Recurring | Fair Value | Senior Notes | 4.125% Notes due 2029 | |||||
Financial liabilities: | |||||
Long-term debt | 393.5 | ||||
Recurring | Fair Value | Convertible Notes | 2.75% Convertible Notes due 2026 | |||||
Financial liabilities: | |||||
Long-term debt | 1,058.8 | 1,274.5 | |||
Recurring | Fair Value | Other long-term obligations | |||||
Financial liabilities: | |||||
Long-term debt | $ 146.6 | $ 72.8 |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Fair Value of Level 3 Liabilities (Details) - Recurring $ in Millions | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Other Liabilities | |
Balance | $ 7.3 |
Additions | 75.5 |
Interest | 12.1 |
Payments | (1.7) |
Included in earnings | 1.9 |
Balance | $ 95.1 |
Fair Value Measurements - Signi
Fair Value Measurements - Significant Unobservable Inputs For Level 3 Assets and Liabilities (Details) - Level 3 - Discount rate - Discounted cash flow | Sep. 30, 2021 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Other long-term obligation, measurement input | 0.270 |
Plainridge Park Casino | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Contingent consideration, measurement input | 0.034 |
Segment Information (Details)
Segment Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)segment | Sep. 30, 2020USD ($) | Aug. 01, 2021 | Dec. 31, 2020USD ($) | |
Segment Reporting Information [Line Items] | ||||||
Number of reportable segments | segment | 4 | |||||
Revenues: | ||||||
Revenues | $ 1,511.8 | $ 1,129.7 | $ 4,332.5 | $ 2,551.3 | ||
Adjusted EBITDAR: | ||||||
Adjusted EBITDAR | 480.3 | 452.6 | 1,513.9 | 729.4 | ||
Rent expense associated with triple net operating leases | (116) | (109) | (342.9) | (310.3) | ||
Stock-based compensation | (8.5) | (2.8) | (21.9) | (11.7) | ||
Cash-settled stock-based awards variance | (5.2) | (39.5) | (14.3) | (46.7) | ||
Gain (loss) on disposal of assets | (0.3) | 6 | (0.1) | 33.9 | ||
Contingent purchase price | (0.6) | 0 | (1.9) | 1.4 | ||
Pre-opening expenses | (1.6) | (4.8) | (2.8) | (11.5) | ||
Depreciation and amortization | (83.7) | (87.7) | (246.9) | (275.3) | ||
Impairment losses | 0 | 0 | 0 | (616.1) | ||
Insurance recoveries, net of deductible charges | 0 | 0 | 0 | 0.1 | ||
Non-operating items of equity method investments | (3) | (1.2) | (6) | (3.2) | ||
Interest expense, net | (144.9) | (142.3) | (418.6) | (407.1) | ||
Other | 6 | 55.6 | 27.3 | 63.1 | ||
Income (loss) before income taxes | 122.5 | 126.9 | 485.8 | (854) | ||
Income tax benefit (expense) | (36.4) | 14.3 | (110.1) | 172.2 | ||
Net income (loss) | 86.1 | 141.2 | 375.7 | (681.8) | ||
Capital expenditures: | ||||||
Capital expenditures | 73.2 | 23.9 | 137.8 | 97.6 | ||
Assets: | ||||||
Investment in and advances to unconsolidated affiliates | 252 | 252 | $ 266.8 | |||
Total assets | $ 15,748.7 | $ 15,748.7 | 14,667.3 | |||
Sam Houston Race Park and Valley Race Park | ||||||
Adjusted EBITDAR: | ||||||
Business acquisition, percentage of voting interests acquired | 50.00% | 50.00% | 50.00% | |||
Operating Segments | Northeast | ||||||
Revenues: | ||||||
Revenues | $ 672.4 | 545.1 | $ 1,895.8 | 1,168.5 | ||
Adjusted EBITDAR: | ||||||
Adjusted EBITDAR | 221.1 | 204.8 | 645.9 | 325.7 | ||
Capital expenditures: | ||||||
Capital expenditures | 35.1 | 10.3 | 71.3 | 62.3 | ||
Assets: | ||||||
Investment in and advances to unconsolidated affiliates | 0.1 | 0.1 | 0.1 | |||
Total assets | 2,193.6 | 2,193.6 | 1,958.4 | |||
Operating Segments | South | ||||||
Revenues: | ||||||
Revenues | 318.2 | 255.6 | 982.3 | 600.4 | ||
Adjusted EBITDAR: | ||||||
Adjusted EBITDAR | 137 | 120.3 | 448 | 217.3 | ||
Capital expenditures: | ||||||
Capital expenditures | 16.4 | 3.1 | 24.5 | 10.9 | ||
Assets: | ||||||
Investment in and advances to unconsolidated affiliates | 0 | 0 | 0 | |||
Total assets | 1,188.9 | 1,188.9 | 1,165.4 | |||
Operating Segments | West | ||||||
Revenues: | ||||||
Revenues | 145.7 | 78.7 | 382.7 | 223 | ||
Adjusted EBITDAR: | ||||||
Adjusted EBITDAR | 54.5 | 33.6 | 151.1 | 55.2 | ||
Capital expenditures: | ||||||
Capital expenditures | 2.3 | 1.4 | 5.5 | 5.5 | ||
Assets: | ||||||
Investment in and advances to unconsolidated affiliates | 0 | 0 | 0 | |||
Total assets | 386.3 | 386.3 | 401.5 | |||
Operating Segments | Midwest | ||||||
Revenues: | ||||||
Revenues | 285.7 | 229.1 | 815.2 | 493.2 | ||
Adjusted EBITDAR: | ||||||
Adjusted EBITDAR | 125.8 | 108.5 | 374 | 173.4 | ||
Capital expenditures: | ||||||
Capital expenditures | 7.3 | 4.8 | 12.8 | 9.7 | ||
Assets: | ||||||
Investment in and advances to unconsolidated affiliates | 83.4 | 83.4 | 85.2 | |||
Total assets | 1,221.8 | 1,221.8 | 1,161.1 | |||
Other | ||||||
Revenues: | ||||||
Revenues | 96.5 | 23.7 | 282.1 | 71.6 | ||
Adjusted EBITDAR: | ||||||
Adjusted EBITDAR | (58.1) | (14.6) | (105.1) | (42.2) | ||
Capital expenditures: | ||||||
Capital expenditures | 12.1 | 4.3 | 23.7 | 9.2 | ||
Assets: | ||||||
Investment in and advances to unconsolidated affiliates | 168.5 | 168.5 | 181.5 | |||
Total assets | 10,758.1 | 10,758.1 | $ 9,980.9 | |||
Intersegment eliminations | ||||||
Revenues: | ||||||
Revenues | $ (6.7) | $ (2.5) | $ (25.6) | $ (5.4) |
Uncategorized Items - penn-2021
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2016-13 [Member] |