PENN Entertainment (PENN) 10-Q 8 Nov 18 2018 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2018	Oct. 31, 2018
Document and Entity Information
Entity Registrant Name	PENN NATIONAL GAMING INC
Entity Central Index Key	921,738
Document Type	10-Q
Document Period End Date	Sep. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		118,855,917
Entity Small Business	false
Entity Emerging Growth Company	false
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q3

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Current assets
Cash and cash equivalents	$ 244,548	$ 277,953
Receivables, net of allowance for doubtful accounts of $3,009 and $2,983 at September 30, 2018 and December 31, 2017, respectively	49,542	62,805
Prepaid expenses	40,122	43,780
Other current assets	14,154	16,494
Total current assets	348,366	401,032
Property and equipment, net	2,650,322	2,756,669
Other assets
Investment in and advances to unconsolidated affiliates	124,653	148,912
Goodwill	1,008,891	1,008,097
Other intangible assets, net	472,968	422,606
Deferred income taxes	385,108	390,943
Loans to the JIVDC, net of allowance for loan losses of $64,052 at December 31, 2017		20,900
Other assets	93,534	85,653
Total other assets	2,085,154	2,077,111
Total assets	5,083,842	5,234,812
Current liabilities
Current portion of financing obligation to GLPI	23,068	56,248
Current maturities of long-term debt	39,223	35,612
Accounts payable	21,801	26,048
Accrued expenses	126,874	125,688
Accrued interest	5,788	13,528
Accrued salaries and wages	91,195	111,252
Gaming, pari-mutuel, property, and other taxes	70,071	69,645
Insurance financing	2,847	2,404
Other current liabilities	91,770	89,584
Total current liabilities	472,637	530,009
Long-term liabilities
Long-term financing obligation to GLPI, net of current portion	3,467,415	3,482,573
Long-term debt, net of current maturities and debt issuance costs	1,013,747	1,214,625
Noncurrent tax liabilities	37,258	34,099
Other noncurrent liabilities	22,329	46,652
Total long-term liabilities	4,540,749	4,777,949
Shareholders' equity (deficit)
Common stock ($.01 par value, 200,000,000 shares authorized, 94,595,019 and 93,392,635 shares issued, and 92,427,626 and 91,225,242 shares outstanding at September 30, 2018 and December 31, 2017, respectively)	945	933
Treasury stock, at cost (2,167,393 shares held at September 30, 2018 and December 31, 2017)	(28,414)	(28,414)
Additional paid-in capital	1,023,843	1,007,606
Retained deficit	(925,918)	(1,051,818)
Accumulated other comprehensive loss		(1,453)
Total shareholders' equity (deficit)	70,456	(73,146)
Total liabilities and shareholders' equity (deficit)	5,083,842	5,234,812
Series B Preferred Stock
Shareholders' equity (deficit)
Preferred stock
Series C Preferred Stock
Shareholders' equity (deficit)
Preferred stock

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Receivables, allowance for doubtful accounts (in dollars)	$ 3,009	$ 2,983
Loans to the JIVDC, allowance for loan losses		$ 64,052
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	94,595,019	93,392,635
Common stock, shares outstanding	92,427,626	91,225,242
Treasury stock, shares held	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	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series C Preferred Stock
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	18,500	18,500
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Revenues
Revenues	$ 789,651	$ 855,090	$ 2,432,649	$ 2,515,618
Less promotional allowances		(48,843)		(136,684)
Net revenues	789,651	806,247	2,432,649	2,378,934
Operating expenses
General and administrative	125,084	107,201	379,006	363,112
Depreciation and amortization	56,852	66,483	175,801	205,688
Provision (recovery) for loan loss and unfunded loan commitments to the JIVDC and impairment losses		24,317	(16,367)	29,952
Insurance recoveries			(68)
Total operating expenses	633,808	662,584	1,922,917	1,959,995
Income from operations	155,843	143,663	509,732	418,939
Other income (expenses)
Interest expense	(114,844)	(118,236)	(346,457)	(350,000)
Interest income	246	304	736	3,185
Income from unconsolidated affiliates	5,696	4,781	16,791	14,350
Loss on early extinguishment of debt and modification costs	(311)		(3,772)	(23,390)
Other	(1,435)	(236)	(1,479)	(2,202)
Total other expenses	(110,648)	(113,387)	(334,181)	(358,057)
Income from operations before income taxes	45,195	30,276	175,551	60,882
Income tax provision (benefit)	9,070	(759,064)	40,001	(750,641)
Net income	$ 36,125	$ 789,340	$ 135,550	$ 811,523
Earnings per common share:
Basic earnings per common share (in dollars per share)	$ 0.39	$ 8.68	$ 1.48	$ 8.93
Diluted earnings per common share (in dollars per share)	$ 0.38	$ 8.43	$ 1.43	$ 8.74
Gaming
Revenues
Revenues	$ 646,335	$ 691,028	$ 1,965,923	$ 2,033,263
Operating expenses
Operating expenses	351,995	350,847	1,043,205	1,028,056
Food, beverage, hotel and other
Revenues
Revenues	138,769	153,833	403,402	453,722
Operating expenses
Operating expenses	95,967	107,057	284,059	313,363
Management service fees
Revenues
Revenues	637	3,550	6,043	8,809
Reimbursable management costs
Revenues
Revenues	3,910	6,679	57,281	19,824
Operating expenses
Operating expenses	$ 3,910	$ 6,679	$ 57,281	$ 19,824

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Condensed Consolidated Statements of Comprehensive Income
Net income	$ 36,125	$ 789,340	$ 135,550	$ 811,523
Other comprehensive income, net of tax:
Foreign currency translation adjustment during the period		1,836		3,491
Other comprehensive income		1,836		3,491
Comprehensive income	$ 36,125	$ 791,176	$ 135,550	$ 815,014

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Changes in Shareholders' (Deficit) Equity - 9 months ended Sep. 30, 2018 - USD ($) $ in Thousands	Common Stock	Treasury Stock	Additional Paid-in Capital	Retained (Deficit)	Accumulated Other Comprehensive Income (Loss)	Total
Balance at Dec. 31, 2017	$ 933	$ (28,414)	$ 1,007,606	$ (1,051,818)	$ (1,453)	$ (73,146)
Balance (in shares) at Dec. 31, 2017	91,225,242
Increase (Decrease) in Shareholders' Deficit
Share-based compensation arrangements	$ 12		16,237			16,249
Share-based compensation arrangements (in shares)	1,202,384
Reclassification of AOCI to earnings upon termination of the Casino Rama management contract					$ 1,453	1,453
Net income				135,550		135,550
Balance at Sep. 30, 2018	$ 945	$ (28,414)	$ 1,023,843	(925,918)		70,456
Balance (in shares) at Sep. 30, 2018	92,427,626
Increase (Decrease) in Shareholders' Deficit
Cumulative-effect adjustment upon adoption of ASC 606 "Revenue from Contracts with Customers"				$ (9,650)		$ (9,650)

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Operating activities
Net income	$ 135,550	$ 811,523
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	175,801	205,688
Amortization of items charged to interest expense and interest income	4,608	5,333
Change in fair value of contingent purchase price	1,743	(16,794)
Loss on sale of property and equipment	3,223	103
Income from unconsolidated affiliates	(16,791)	(14,350)
Distributions from unconsolidated affiliates	21,550	21,200
Deferred income taxes	7,879	(762,788)
Charge for stock-based compensation	8,847	5,827
Provision (recovery) for loan loss and unfunded loan commitments to the JIVDC and impairment losses	(16,367)	29,952
Reclassification of AOCI to earnings upon termination of the Casino Rama management contract	1,453
Write off of debt issuance costs and discounts	3,772	5,377
Loss on early extinguishment and modification of debt		18,012
Decrease (increase), net of businesses acquired
Accounts receivable	11,193	2,334
Prepaid expenses and other current assets	(2,239)	(6,632)
Other assets	(7,901)	1,316
(Decrease) increase, net of businesses acquired
Accounts payable	(5,101)	(1,753)
Accrued expenses	(9,760)	7,270
Accrued interest	(7,740)	(489)
Accrued salaries and wages	(20,057)	(1,311)
Gaming, pari-mutuel, property and other taxes	1,018	11,433
Income taxes	5,628	6,818
Other current and noncurrent liabilities	4,715	27,272
Net cash provided by operating activities	301,024	355,341
Investing activities
Project capital expenditures	(2,148)	(23,611)
Maintenance capital expenditures	(54,813)	(46,631)
Insurance remediation proceeds		577
Loans to the JIVDC	(338)	(739)
Receipts applied against nonaccrual loan to JIVDC	512	5,472
Proceeds from the sale of loan to the JIVDC	15,186
Proceeds from sale of property and equipment	255	762
Additional contributions from/(to) joint ventures	18,892	(250)
Consideration paid for acquisitions of businesses, gaming licenses, and other intangibles, net of cash acquired	(61,647)	(128,032)
Net cash used in investing activities	(84,101)	(192,452)
Financing activities
Proceeds from exercise of options	7,402	7,230
Repurchase of common stock		(24,796)
Principal payments on financing obligation with GLPI	(48,338)	(43,421)
Proceeds from issuance of long-term debt, net of issuance costs		1,174,362
Proceeds from revolving credit facility draws	89,000	244,435
Increase to financing obligation in connection with acquisition		82,600
Repayments on long-term debt	(190,861)	(1,097,055)
Prepayment penalties and modification payments incurred with debt refinancing		(18,012)
Repayments on revolving credit facility	(89,000)	(395,435)
Payments of other long-term obligations	(14,786)	(35,227)
Payments of contingent purchase price	(4,188)	(19,537)
Proceeds from insurance financing	8,541	8,768
Payments on insurance financing	(8,098)	(11,404)
Net cash used in financing activities	(250,328)	(127,492)
Net (decrease) increase in cash and cash equivalents	(33,405)	35,397
Cash and cash equivalents at beginning of year	277,953	229,510
Cash and cash equivalents at end of year	244,548	264,907
Supplemental disclosure
Interest expense paid, net of amounts capitalized	350,159	345,460
Income tax paid (refunds received)	23,788	(21,452)
Non-cash investing and financing activities
Accrued capital expenditures	$ 4,850	2,493
Accrued advances to Jamul Tribe		$ 1,329

Organization and Basis of Prese

Organization and Basis of Presentation	9 Months Ended
	Sep. 30, 2018
Organization and Basis of Presentation
Organization and Basis of Presentation	1. Organization and Basis of Presentation Penn National Gaming, Inc. (“Penn”) and together with its subsidiaries (collectively, the “Company,” “we,” “our,” or “us”) is a diversified, multi-jurisdictional owner and manager of gaming and racing facilities and video gaming terminal operations with a focus on slot machine entertainment. We have also expanded into social online gaming offerings via our Penn Interactive Ventures, LLC (“Penn Interactive Ventures”) division and our acquisition of Rocket Speed, Inc. (“Rocket Speed”) and into retail gaming in Illinois with our Prairie State Gaming subsidiary. As of September 30, 2018, the Company owned, managed, or had ownership interests in twenty-seven facilities in the following fifteen jurisdictions: Florida, Illinois, Indiana, Kansas, Maine, Massachusetts, Mississippi, Missouri, Nevada, New Jersey, New Mexico, Ohio, Pennsylvania, Texas, and West Virginia. Additionally, on October 15, 2018, the Company closed on the acquisition of Pinnacle Entertainment, Inc. (“Pinnacle”) and we now operate a total of 40 facilities in eighteen jurisdictions, including Colorado, Iowa and Louisiana. See Note 10 “Subsequent Events” for more information. The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes 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. The unaudited condensed consolidated financial statements include the accounts of Penn and its subsidiaries. Investment in and advances to unconsolidated affiliates, that do not meet the consolidation criteria of the authoritative guidance for voting interest, controlling interest or variable interest entities (“VIE”), are accounted for under the equity method. All intercompany accounts and transactions have been eliminated in consolidation. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses for the reporting periods. Actual results could differ from those estimates. Operating results for the three and nine months ended September 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. The notes to the consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2017 should be read in conjunction with these condensed consolidated financial statements. The December 31, 2017 financial information has been derived from the Company’s audited consolidated financial statements.

New Accounting Pronouncements

New Accounting Pronouncements	9 Months Ended
	Sep. 30, 2018
New Accounting Pronouncements
New Accounting Pronouncements	2. New Accounting Pronouncements Accounting Pronouncements Implemented in 2018 ASU 2014-09, “ Revenue from Contracts with Customers (Topic 606)” - On January 1, 2018, the Company adopted the new revenue standard ASC 606, “Revenue from Contracts with Customers (Topic 606),” and all the related amendments (“new revenue standard”) to all contracts using the modified retrospective method. As part of the adoption, the Company utilized a practical expedient that permits the evaluation of incomplete contracts (such as our loyalty point obligations) as completed contracts. The Company recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of retained earnings. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company does not expect the adoption of the new revenue standard to have a material impact to its net income on a continuing basis and it did not have a material effect for the three and nine months ended September 30, 2018. In accordance with the new revenue standard requirement, the disclosure of the impact of adoption on our condensed consolidated statements of income and condensed consolidated balance sheets at and for the period ended September 30, 2018 are as follows (in thousands): Three Loyalty Point Promotional Allowance Reimbursable Expense - Casino Rama Racing Revenue Balances Effect of Income Statement Revenues Gaming $ 646,335 $ (88) $ 42,744 $ - $ - $ 688,991 $ (42,656) Food, beverage, hotel and other 138,769 (52) 4,794 - 8,323 151,834 (13,065) Management service fees 637 - - - - 637 - Reimbursable management costs 3,910 - - (3,910) - - 3,910 Revenues 789,651 (140) 47,538 (3,910) 8,323 841,462 (51,811) Less: promotional allowances - - (47,538) - - (47,538) 47,538 Net Revenue 789,651 (140) - (3,910) 8,323 793,924 (4,273) Operating expenses Gaming 351,995 (97) - - - 351,898 97 Food, beverage, hotel and other 95,967 - - - 8,323 104,290 (8,323) General and administrative 125,084 - - - - 125,084 - Reimbursable management costs 3,910 - - (3,910) - - 3,910 Depreciation and amortization 56,852 - - - - 56,852 - Total operating expenses 633,808 (97) - (3,910) 8,323 638,124 (4,316) Income from operations 155,843 (43) - - - 155,800 43 Income from operations before income taxes 45,195 (43) - - - 45,152 43 Income tax provision (benefit) 9,070 (9) - - - 9,061 9 Net income $ 36,125 $ (34) $ - $ - $ - $ 36,091 $ 34 Nine Loyalty Point Promotional Allowance Reimbursable Expense - Casino Rama Racing Revenue Balances Effect of Income Statement Revenues Gaming $ 1,965,923 $ (2,070) $ 111,807 $ - $ - $ 2,075,660 $ (109,737) Food, beverage, hotel and other 403,402 (150) 27,884 - 27,149 458,285 (54,883) Management service fees 6,043 - - - - 6,043 - Reimbursable management costs 57,281 - - (46,822) - 10,459 46,822 Revenues 2,432,649 (2,220) 139,691 (46,822) 27,149 2,550,447 (117,798) Less: promotional allowances - - (139,691) - - (139,691) 139,691 Net Revenue 2,432,649 (2,220) - (46,822) 27,149 2,410,756 21,893 Operating expenses Gaming 1,043,205 (1,532) - - - 1,041,673 1,532 Food, beverage, hotel and other 284,059 - - - 27,149 311,208 (27,149) General and administrative 379,006 - - - - 379,006 - Reimbursable management costs 57,281 - - (46,822) - 10,459 46,822 Depreciation and amortization 175,801 - - - - 175,801 - Recovery for loan loss and unfunded commitments to the JIVDC and impairment losses (16,367) - - - - (16,367) - Insurance recoveries (68) - - - - (68) - Total operating expenses 1,922,917 (1,532) - (46,822) 27,149 1,901,712 21,205 Income from operations 509,732 (688) - - - 509,044 688 Income from operations before income taxes 175,551 (688) - - - 174,863 688 Income tax provision (benefit) 40,001 (157) - - - 39,844 157 Net income $ 135,550 $ (531) $ - $ - $ - $ 135,019 $ 531 As a result of the adoption of the new revenue standard, the following areas resulted in significant changes to the Company’s accounting: (1) The new revenue standard changed the accounting for loyalty points earned by our customers. The Company’s loyalty reward programs allow members to utilize their reward membership cards 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 the Company’s casino properties. Under the new revenue standard, the Company is required to utilize a deferred revenue model and defer revenue at the estimated fair value when the loyalty points are earned by our customers and recognize revenue when the loyalty points are redeemed. The deferred revenue liability is based on the estimated standalone selling price of the loyalty points earned after factoring in the likelihood of redemption. Prior to the adoption of the new revenue standard, the estimated liability for unredeemed points was accrued based on expected redemption rates and the estimated costs of the service or merchandise to be provided. (2) The new revenue standard changed the accounting for promotional allowances. Under the new revenue standard, the Company will no longer be permitted to report revenue for goods and services provided to customers for free as an inducement to gamble as gross revenue with a corresponding reduction in promotional allowances to arrive at net revenues. The new revenue standard requires complimentaries related to an inducement to gamble to be recorded as a reduction to gaming revenues, and as such promotional allowances provided to customers as an inducement to gamble is no longer netted on our condensed consolidated statements of income. In addition, the new revenue standard changed the accounting for promotional allowances with respect to non-discretionary complimentaries (i.e., a customer’s redemption of loyalty points). Under the new revenue standard, the Company is no longer permitted to report revenue for goods and services provided to a customer resulting from loyalty point redemption with a corresponding reduction in promotional allowances to arrive at net revenue, as the new revenue standard requires the utilization of a deferred revenue model in which previously deferred revenue is recognized as revenue when the loyalty points are redeemed. As such, promotional allowances related to a customer’s redemption of loyalty points is no longer netted on our condensed consolidated statements of income. (3) The Company revised its accounting for reimbursable costs associated with our management service contract for Casino Rama, which expired during the third quarter of 2018. Under the new revenue standard, reimbursable costs, which primarily consist of payroll costs, must be recognized as revenue on a gross basis, with an offsetting amount charged to reimbursable management costs within operating expenses, as we are the controlling entity to the arrangement. Prior to this revision, the Company recorded these reimbursable amounts on a net basis. (4) The new revenue standard changed the accounting for racing revenues. Under the new revenue standard, we concluded that the Company is not the controlling entity to the arrangement(s), but rather functions as an agent to the pari-mutuel pool. As such, fees and obligations related to the Company’s share of purse funding requirements, simulcasting fees, tote fees, certain pari-mutuel taxes and other fees directly related to the Company’s racing operations must be reported on a net basis and included as a deduction to food, beverage, hotel and other revenue. Prior to the adoption of the new revenue standard, the Company recorded these fees and obligations in food, beverage, hotel and other expense . As Reported At September 30, 2018 Balances Without the Adoption of ASC 606 Effect of Change Higher (Lower) Balance Sheet Other assets Deferred income taxes $ 385,108 $ 383,447 $ 1,661 Current liabilities Accrued expenses 126,874 115,868 11,006 Shareholders' equity Retained deficit (925,918) (916,799) (9,119) The cumulative effect of the changes made to our consolidated January 1, 2018 balance sheet for the adoption of ASU 2014-09, “ Revenue from Contracts with Customers (Topic 606) ” were as follows (in thousands): Balance at December 31, 2017 Adjustment Due to ASU 2014-09 Balance at January 1, 2018 Balance Sheet Other assets Deferred income taxes $ 390,943 $ 2,044 $ 392,987 Current liabilities Accrued expenses 125,688 11,694 137,382 Shareholders' (deficit) Retained deficit (1,051,818) (9,650) (1,061,468) In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230): Clarification of Certain Cash Receipts and Cash Payments.” The amendments are intended to address diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments provide guidance on the following specific cash flow issues: (a) debt prepayment or debt extinguishment costs; (b) settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; (c) contingent consideration payments made after a business combination; (d) proceeds from the settlement of insurance claims; (e) proceeds from the settlement of corporate-owned life insurance policies, including bank-owned life insurance policies; (f) distributions received from equity method investees; (g) beneficial interest in securitization transactions; and (h) separately identifiable cash flows and application of the predominance principle. The new guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. The Company adopted this new guidance on January 1, 2018 on a retrospective basis. As a result of adopting this new guidance, the impact to the comparative period ended September 30, 2017 was an increase to net cash provided by operating activities and an increase to net cash used in financing activities of $18.0 million, respectively, within the Company’s Condensed Consolidated Statement of Cash Flows. New Accounting Pronouncements to be Implemented in Fiscal Year 2019 In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which will require, among other items, lessees to recognize a right-of-use asset and a lease liability for most leases. In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements” and ASU No. 2018-10, “Codification Improvements to Topic 842, Leases.” Extensive quantitative and qualitative disclosures, including significant judgments made by management, will be required to provide greater insight into the extent of expenses recognized and expected to be recognized from existing contracts. The accounting applied by a lessor is largely unchanged from that applied under the current standard. The standard must be adopted using a modified retrospective transition approach. The Company anticipates taking advantage of the practical expedient options which allow an entity to not reassess whether any existing or expired contracts contain leases, not reassess lease classifications for existing or expired leases, and an entity does not need to reassess initial direct costs for any existing leases, and we are further evaluating other optional practical expedients and policy elections. The Company is in the process of implementing changes to its systems and processes in conjunction with its review of existing lease agreements. Management has not yet completed its assessment of the impact of the new standard on the Company’s consolidated financial statements, however, the Company has numerous operating leases which, under the new standard, will need to be reported as an asset and a liability on our consolidated balance sheet. The precise amount of this asset and liability will be determined based on the leases that exist at the Company on the date of adoption. The new guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted. The adoption of this standard is expected to have a material impact on the Company’s consolidated financial statements as the Company has significant operating lease commitments that are off-balance sheet in accordance with current U.S. GAAP. In June 2018, the FASB issued ASU No. 2018-07 “Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting.” These amendments expand the scope of Topic 718, Compensation - Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. This new standard supersedes Subtopic 505-50, Equity - Equity-Based Payments to Non-Employees. The guidance is effective for public companies for fiscal years, and interim fiscal periods within those fiscal years, beginning after December 15, 2018 with early adoption permitted, but no earlier than a company’s adoption date of Topic 606, Revenue from Contracts with Customers. The Company does not expect the adoption to have a material impact to its consolidated financial statements. New Accounting Pronouncements to be Implemented in Fiscal Year 2020 In August 2018, the FASB issued ASU No. 2018-15 “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” These amendments align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contact with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The accounting for the service element of a hosting arrangement that is a service contract is not affected by these amendments. The guidance is effective for public companies for fiscal years, and interim fiscal periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company does not expect the adoption to have a material impact to its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13 “Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement.” The ASU removes the requirement to disclose: (a) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy; (b) the policy for timing of transfers between levels; and (c) the valuation processes for Level 3 fair value measurements. This new standard requires disclosure of changes in unrealized gains and losses for the period included in other comprehensive income (loss) for recurring Level 3 fair value measurements held at the end of the reporting period and the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The guidance is effective for public companies for fiscal years, and interim fiscal periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating this guidance to determine the impact on its disclosures.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2018
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	3. Summary of Significant Accounting Policies Revenue Recognition and Promotional Allowances The Company’s revenue from contracts with customers consists of gaming wagers, food and beverage transactions, retail transactions, hotel room sales, racing wagers, management services related to our management of external casinos, and reimbursable costs associated with our management contracts. The transaction price for a gaming wagering contract is the difference between gaming wins and losses, not the total amount wagered. The transaction price for food and beverage, hotel and retail contracts is the net amount collected from the customer for such goods and services. Sales tax and other taxes collected on behalf of governmental authorities are accounted for on the net basis and are not included in revenues or expenses. The transaction price for our racing operations, inclusive of live racing events conducted at our racing facilities and our import and export arrangements, is the commission received from the pari-mutuel pool less contractual fees and obligations primarily consisting of purse funding requirements, simulcasting fees, tote fees and certain pari-mutuel taxes that are directly related to the racing operations. The transaction price for our management service contracts is the amount collected for services rendered in accordance with the contractual terms. The transaction price for our reimbursable costs associated with our management contracts is the gross amount of the reimbursable expenditure, which primarily consists of payroll costs, incurred by the Company for the benefit of the managed entity. The Company is the controlling entity to the arrangement, therefore the reimbursement is recorded on a gross basis with an offsetting amount charged to operating expense. Gaming revenue contracts involve two performance obligations for those customers earning points under the Company’s loyalty reward programs and a single performance obligation for customers that do not participate in the programs. The Company applies a practical expedient by accounting for its gaming contracts on a portfolio basis as such wagers have similar characteristics and the Company reasonably expects the effects on the condensed consolidated financial statements of applying the revenue recognition guidance to the portfolio to not differ materially from that which would result if applying the guidance to an individual wagering contract. For purposes of allocating the transaction price in a wagering contract between the wagering performance obligation and the obligation associated with the loyalty points earned, the Company allocates an amount to the loyalty point contract liability based on the stand-alone selling price of the points earned, which is determined by the value of a point that can be redeemed for slot play and complimentaries such as food and beverage at our restaurants, lodging at our hotels and products offered at our retail stores, less estimated breakage. The allocated revenue for gaming wagers is recognized when the wagering occurs as all such wagers settle immediately. The loyalty reward contract liability amount is deferred and recognized as revenue when the customer redeems the loyalty points for slot play and complimentaries and such goods and services are delivered to the customer. Food and beverage, hotel and retail services have been determined to be separate, standalone performance obligations and the transaction price for such contracts is recorded as revenue as the good or service is transferred to the customer over their stay at the hotel or when the delivery is made for the food and beverage or retail product. Cancellation fees for hotel and meeting space services are recognized upon cancellation by the customer and are included in food, beverage, hotel and other revenue. Racing revenue contracts, inclusive of the Company’s (i) host racing facilities, (ii) import arrangements that permit the Company to simulcast in live racing events occurring at other racetracks and (iii) export arrangements that permit the Company’s live racing event to be simulcast at other racetracks, provide access to and the processing of wagers into the pari-mutuel pool. The Company has concluded it is not the controlling entity to the arrangement, but rather functions as an agent to the pari-mutuel pool. Commissions earned from the pari-mutuel pool less contractual fees and obligations are recognized on a net basis which is included within food, beverage, hotel and other revenue. Management services have been determined to be separate, standalone performance obligations and the transaction price for such contracts is recorded as services are performed. The Company records revenues on a monthly basis calculated by applying the contractual rate called for in the contract. Penn Interactive Ventures generates in-app purchase and advertising revenues from free-to-play social casino games which can be downloaded to mobile phones and tablets from digital storefronts. Players can purchase virtual playing credits within our social casino games which allows for increased playing opportunities and functionality. Penn Interactive Ventures records deferred revenue from the sale of virtual playing credits and recognizes this revenue over the average redemption period of the credits which is approximately three days. Advertising revenues are recognized in the period when the advertising impression, click or install delivery occurs. Penn Interactive Ventures also generates revenue from revenue sharing arrangements with third party content providers whereby revenues are recognized on a net basis since Penn Interactive Ventures is not the controlling entity in the arrangement. Promotional Allowances The retail value of lodging, food and beverage, and other services furnished to patrons for free as an inducement to gamble as well as the retail value of customer redemption of loyalty points are included in food, beverage, hotel and other revenue and offset as a deduction to gaming revenue in accordance with the new revenue standard and consists of the following for the period ended September 30, 2018: Three Months Ended September 30, 2018 (in thousands) Lodging $ 10,490 Food and beverage 30,567 Other 1,687 Total amount recorded in food, beverage, hotel and other revenues and offset to gaming revenues $ 42,744 Nine Months Ended September 30, 2018 (in thousands) Lodging $ 30,793 Food and beverage 77,317 Other 3,697 Total amount recorded in food, beverage, hotel and other revenues and offset to gaming revenues $ 111,807 The estimated cost of providing such complimentary services to patrons for free as an inducement to gamble as well as for the fulfillment of our loyalty point obligation are included in food, beverage, hotel and other expenses and consists of the following for the period ended September 30, 2018: Three Months Ended September 30, 2018 (in thousands) Lodging $ 1,481 Food and beverage 11,509 Other 574 Total cost of complimentary services included in food, beverage, hotel and other expense $ 13,564 Nine Months Ended September 30, 2018 (in thousands) Lodging $ 4,302 Food and beverage 28,969 Other 1,151 Total cost of complimentary services included in food, beverage, hotel and other expense $ 34,422 Revenue Disaggregation The Company is a geographically diversified, multi-jurisdictional owner and manager of gaming and racing facilities and video gaming terminal operations. Our operations are focused in regional gaming markets located within the Northeastern, South/Western and Midwestern United States. We also managed a casino for another entity in Canada, which terminated on July 18, 2018. We generate revenues at our owned and operated properties by providing the following types of services: (i) gaming, (ii) food and beverage, (iii) lodging, (iv) racing, (v) reimbursable management costs and (vi) other. Our revenue disaggregation by type of revenue and geographic location is as follows (in thousands): Three Months Ended September 30, 2018 Northeast South/West Midwest Other Total Gaming $ 356,787 $ 93,580 $ 195,968 $ - $ 646,335 Food and beverage 21,669 30,572 17,080 230 69,551 Lodging 2,684 23,279 9,004 - 34,967 Racing 3,842 122 - 1,451 5,415 Reimbursable management costs 3,910 - - - 3,910 Other 9,926 5,435 5,855 8,257 29,473 Total net revenues $ 398,818 $ 152,988 $ 227,907 $ 9,938 $ 789,651 Nine Months Ended September 30, 2018 Northeast South/West Midwest Other Total Gaming $ 1,076,709 $ 290,890 $ 598,324 $ - $ 1,965,923 Food and beverage 60,419 88,475 48,225 812 197,931 Lodging 6,950 70,899 25,921 - 103,770 Racing 14,009 228 - 4,638 18,875 Reimbursable management costs 46,822 10,459 - - 57,281 Other 31,064 16,702 15,982 25,121 88,869 Total net revenues $ 1,235,973 $ 477,653 $ 688,452 $ 30,571 $ 2,432,649 Customer-related Liabilities The Company has two general types of liabilities related to contracts with customers: (i) our loyalty credit obligation and (ii) advance payments on goods and services yet to be provided or for unpaid wagers. The Company’s loyalty reward programs allow members to utilize their reward membership cards 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 the Company’s casino properties. The Company accounts for the loyalty credit obligation utilizing a deferred revenue model, which defers revenue at the estimated fair value when the loyalty points are earned by our customers. Revenue associated with the loyalty credit obligation is subsequently recognized into revenue when the loyalty points are redeemed. The deferred revenue liability is based on the estimated standalone selling price of the loyalty points earned after factoring in the likelihood of redemption. The Company’s loyalty credit obligation was $21.4 million at September 30, 2018 compared to $24.7 million upon the adoption of the new revenue standard at January 1, 2018. Our loyalty credit obligations are generally settled within six months of issuance. Changes between the opening and closing balances primarily relate to the timing of the customer’s election to redeem loyalty points for complimentaries and products offered at our food and beverage outlets, hotels and retail stores. The Company’s advance payments on goods and services yet to be provided or 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 visitation (i.e. front money), (iii) outstanding tickets generated by slot machine play or pari-mutuel wagering, (iv) outstanding chip liabilities, (v) unclaimed jackpots and (vi) gift cards redeemable at our properties. Advance payments on goods and services are recognized as revenue when the good or service is transferred to the customer. Unpaid wagers primarily relate to the Company’s obligation to settle outstanding slot tickets, pari-mutuel racing tickets and gaming tokens with customers and generally represents 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 or for unpaid wagers were $19.2 million and $21.2 million at September 30, 2018 and December 31, 2017, respectively, of which $0.8 million and $1.3 million are classified as long-term, respectively. Gaming and Racing Taxes The Company is subject to gaming and pari-mutuel taxes based on gross gaming revenue and pari-mutuel revenue in the jurisdictions in which it operates. 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 wagering occurs. In certain states in which the Company operates, gaming taxes are based on graduated rates. The Company records gaming tax expense at the Company’s estimated effective gaming tax rate for the year, considering estimated taxable gaming revenue and the applicable rates. Such estimates are adjusted each interim period. If gaming tax rates change during the year, such changes are applied prospectively in the determination of gaming tax expense in future interim periods. For the three and nine months ended September 30, 2018, these expenses, which are recorded primarily within gaming expense in the condensed consolidated statements of income, were $250.1 million and $750.5 million, respectively, as compared to $252.9 million and $751.8 million, respectively, for the three and nine months ended September 30, 2017. Long-term Asset Related to the Jamul Indian Village On May 25, 2018, the Company entered into a purchase agreement (the “Purchase Agreement”) with the senior lender under the credit facility for the gaming facility to sell them all of the Company’s outstanding rights and obligations under the Term Loan C and the Jamul Indian Village Development Corporation (“JIVDC”) Commitments. Pursuant to the Purchase Agreement and related agreements, the Company received cash proceeds of $15.2 million from the sale and has been relieved of all rights and obligations with respect to the JIVDC. The sale of the loan resulted in a recovery of loan losses and unfunded loan commitments of $17.0 million for the nine month period ended September 30, 2018. Earnings Per Share The Company calculates earnings per share (“EPS”) in accordance with ASC 260, “Earnings Per Share” (“ASC 260”). Basic EPS is computed by dividing net income applicable to common stock by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects the additional dilution for all potentially-dilutive securities such as stock options and unvested restricted shares. 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, 2018 and 2017: Three Months Three Months Nine Months Nine Months 2018 2017 2018 2017 (in thousands) (in thousands) Determination of shares: Weighted-average common shares outstanding 91,948 90,913 91,538 90,865 Assumed conversion of dilutive employee stock-based awards 3,163 2,582 3,264 1,957 Assumed conversion of restricted stock 223 94 213 81 Diluted weighted-average common shares outstanding 95,334 93,589 95,015 92,903 Options to purchase 660,436 and 655,952 shares and 36,934 and 87,160 were outstanding during the three and nine months ended September 30, 2018 and 2017, respectively, but were not included in the computation of diluted EPS because they were antidilutive. The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the three and nine months ended September 30, 2018 and 2017 (in thousands, except per share data): Three Months Three Months Ended Nine Months Nine Months 2018 2017 2018 2017 Calculation of basic EPS: Net income applicable to common stock $ 36,125 $ 789,340 $ 135,550 $ 811,523 Weighted-average common shares outstanding 91,948 90,913 91,538 90,865 Basic EPS $ 0.39 $ 8.68 $ 1.48 $ 8.93 Calculation of diluted EPS using two-class method: Net income applicable to common stock $ 36,125 $ 789,340 $ 135,550 $ 811,523 Diluted weighted-average common shares outstanding 95,334 93,589 95,015 92,903 Diluted EPS $ 0.38 $ 8.43 $ 1.43 $ 8.74 Stock-Based Compensation The Company accounts for stock compensation under ASC 718, “Compensation-Stock Compensation,” which requires the Company to expense the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. This expense is recognized ratably over the requisite service period following the date of grant. The fair value for stock options is estimated at the date of grant using the Black-Scholes option-pricing model, which requires management to make certain assumptions. The risk-free interest rate was based on the U.S. Treasury spot rate with a term equal to the expected life assumed at the date of grant. Expected volatility was estimated based on the historical volatility of the Company’s stock price over a period of 5.30 years, in order to match the expected life of the options at the grant date. Historically, at the grant date, there has been no expected dividend yield assumption since the Company has not paid any cash dividends on its common stock since its initial public offering in May 1994 and since the Company intends to retain all of its earnings to finance the development of its business for the foreseeable future. The weighted-average expected life was based on the contractual term of the stock option and expected employee exercise dates, which was based on the historical and expected exercise behavior of the Company’s employees. The Company granted 663,343 and 1,486,790 stock options during the nine months ended September 30, 2018 and 2017, respectively. Stock-based compensation expense for the three and nine months ended September 30, 2018 was $2.9 million and $8.8 million, respectively, as compared to $1.9 million and $5.8 million for the three and nine months ended September 30, 2017, respectively, and is included within the condensed consolidated statements of income under general and administrative expense. The Company’s cash-settled phantom stock unit awards (“PSUs”), which vest over a period of four years, entitle employees and directors to receive cash based on the fair value of the Company’s common stock on the vesting date. The PSUs are accounted for as liability awards and are re-measured at fair value each reporting period until they become vested with compensation expense being recognized over the requisite service period in accordance with ASC 718-30, “Compensation—Stock Compensation, Awards Classified as Liabilities.” The Company had a liability, which is included in accrued salaries and wages within the condensed consolidated balance sheets, associated with its PSUs of $2.9 million and $4.8 million at September 30, 2018 and December 31, 2017, respectively, primarily due to payouts on the awards. For PSUs, there was $5.3 million of total unrecognized compensation cost at September 30, 2018 that will be recognized over the grants remaining weighted average vesting period of 2.29 years. For the three and nine months ended September 30, 2018, the Company recognized $0.7 million and $2.2 million, respectively, of compensation expense associated with these awards, as compared to $0.8 million and $9.7 million, respectively, for the three and nine months ended September 30, 2017. The changes are primarily due to the final vesting of the Company’s Transition Award Program on July 23, 2017 as well as changes in Penn’s stock prices at September 30 th compared to December 31 st in both years. The Company made no payments on these cash-settled awards during the three months ended September 30, 2018 and paid a total of $4.2 million for the nine months ended September 30, 2018, as compared to $8.2 million and $11.8 million for the three and nine months ended September 30, 2017, respectively. For the Company’s cash-settled stock appreciation rights (“SARs”), the fair value of the SARs is calculated during each reporting period and estimated using the Black-Scholes option pricing model based on the various inputs discussed below. The Company’s SARs, which vest over a period of four years, are accounted for as liability awards since they will be settled in cash. The Company had a liability, which is included in accrued salaries and wages within the condensed consolidated balance sheets, associated with its SARs of $21.5 million and $24.0 million at September 30, 2018 and December 31, 2017, respectively. For SARs, there was $13.2 million of total unrecognized compensation cost at September 30, 2018 that will be recognized over the awards remaining weighted average vesting period of 2.21 years. For the three and nine months ended September 30, 2018, the Company recognized compensation expense of $1.1 million and $6.9 million, respectively, associated with these awards, as compared to compensation expense of $3.1 million and $11.7 million for the three and nine months ended September 30, 2017, respectively. The changes are primarily due to changes in Penn’s stock prices at September 30 th compared to December 31 st in both years, as well as a decrease in the number of outstanding awards at September 30, 2018 compared to September 30, 2017. Amounts paid by the Company for the three and nine months ended September 30, 2018 on these cash-settled awards totaled $2.3 million and $9.8 million, respectively, as compared to $1.8 million and $4.4 million, respectively, for the three and nine months ended September 30, 2017. In addition to the variances in cash-settled awards explained above, accrued salaries and wages decreased during the nine months ended September 30, 2018 due to the payment of 2017 bonuses during the first quarter of 2018. The following are the weighted-average assumptions used in the Black-Scholes option-pricing model for stock option awards granted during the nine months ended September 30, 2018 and 2017, respectively: Nine months ended September 30, Risk-free interest rate % 1.97 % Expected volatility % 30.67 % Dividend yield — — Weighted-average expected life (years) 5.30 Segment Information The Company’s Chief Executive Officer, who is the Company’s Chief Operating Decision Maker (“CODM”), as that term is defined in ASC 280 “Segment Reporting,” measures and assesses the Company’s business performance based on regional operations of various properties grouped together based primarily on their geographic locations. The Northeast reportable segment consists of the following properties: Hollywood Casino at Charles Town Races, Hollywood Casino Bangor, Hollywood Casino at Penn National Race Course, Hollywood Casino Toledo, Hollywood Casino Columbus, Hollywood Gaming at Dayton Raceway, Hollywood Gaming at Mahoning Valley Race Course, and Plainridge Park Casino. It also included the Company’s Casino Rama management service contract, which terminated on July 18, 2018. The South/West reportable segment consists of the following properties: Zia Park Casino, Hollywood Casino Tunica, Hollywood Casino Gulf Coast, Boomtown Biloxi, M Resort, Tropicana Las Vegas, 1 st Jackpot Casino Tunica (“1 st Jackpot”), and Resorts Casino Tunica (“Resorts”). It also included a management service contract with the JIVDC, which terminated at the end of May 2018. The Midwest reportable segment consists of the following properties: Hollywood Casino Aurora, Hollywood Casino Joliet, Argosy Casino Alton, Argosy Casino Riverside, Hollywood Casino Lawrenceburg, Hollywood Casino St. Louis, and Prairie State Gaming, and includes the Company’s 50% investment in Kansas Entertainment, LLC (“Kansas Entertainment”), which owns the Hollywood Casino at Kansas Speedway. The Other category consists of the Company’s standalone racing operations, namely Sanford-Orlando Kennel Club, the Company’s joint venture interests in Sam Houston Race Park, Valley Race Park, and Freehold Raceway. If the Company is successful in obtaining gaming operations at these locations, they would be assigned to one of the Company’s regional executives and reported in their respective reportable segment. The Other category also includes the Company’s corporate overhead operations, which does not meet the definition of an operating segment under ASC 280. Additionally, the Other category includes Penn Interactive Ventures, the Company’s wholly-owned subsidiary that represents its social online gaming initiatives, including Rocket Speed. Penn Interactive Ventures is also anticipated to include Penn’s real money online gaming operations in Pennsylvania. Penn Interactive Ventures meets the definition of an operating segment under ASC 280, but is quantitatively not significant to the Company’s operations as it represents less than 2% of net revenues and income from operations for the three and nine months ended September 30, 2018, and its total assets represent approximately 2% of the Company’s total assets at September 30, 2018. Management uses adjusted EBITDA as an important measure of the operating performance of its segments, including the evaluation of operating personnel and believes it is especially relevant in evaluation large, long-lived casino projects because it provides a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. Adjusted EBITDA is a non-GAAP financial measure. The Company defines adjusted EBITDA as earnings before interest, taxes, stock compensation, debt extinguishment and financing charges, impairment charges, insurance recoveries and deductible charges, depreciation and amortization, 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, preopening and significant transaction costs and other income or expenses. Adjusted EBITDA is also inclusive of income or loss from unconsolidated affiliates, with our share of non-operating items (such as depreciation and amortization) added back for our joint venture in Kansas Entertainment. Adjusted EBITDA excludes payments associated with our Master Lease agreement with GLPI as the transaction was accounted for as a financing obligation. In the first quarter of 2018, we changed the definition of adjusted EBITDA to exclude preopening costs, significant transaction costs and the variance between our budgeted and actual costs incurred on cash-settled stock based awards which are required to be marked to market each reporting period. We determined to exclude preopening costs and significant transaction costs to more closely align the Company’s calculation of adjusted EBITDA with our competitors. Preopening costs and significant transaction costs are also excluded from adjusted EBITDA for bonus calculation purposes. We have excluded the favorable or unfavorable difference between the budgeted expense and actual expense for our cash-settled stock-based awards as it is non-operational in nature. Additionally, this variance is excluded from adjusted EBITDA for bonus calculation purposes. In connection with the change to the definition of adjusted EBITDA, we reclassified our prior period results to conform to the current period presentation. Adjusted EBITDA should not be construed as an alternative to operating income, as an indicator of the Company’s operating performance, as an alternative to cash flows from operating activities, as a measure of liquidity, or as any other measure of performance determined in accordance with GAAP. The Company has significant uses of cash flows, including capital expenditures, interest payments, taxes and debt principal repayments, which are not reflected in adjusted EBITDA. The following tables (in thousands) present certain information with respect to the Company’s segments. Intersegment revenues between the Company’s segments were not material in any of the periods presented below. Three months ended Nine months ended September 30, September 30, 2018 2017 2018 2017 Net Revenues Northeast $ 398,818 $ 401,818 $ 1,235,973 $ 1,200,382 South/West 152,988 160,153 477,653 453,123 Midwest 227,907 232,051 688,452 685,236 Other (1) 9,938 12,225 30,571 40,193 Total Reportable Segment Net Revenues 789,651 806,247 2,432,649 2,378,934 Adjusted EBITDA Northeast 128,910 127,644 397,844 384,094 South/West 38,910 35,046 130,608 106,436 Midwest 77,760 76,044 237,923 229,640 Other (1) (15,881) (13,516) (47,024) (40,103) Total Reportable Segment Adjusted EBITDA 229,699 225,218 719,351 680,067 Other operating costs and other expenses (income) Depreciation and amortization 56,852 66,483 175,801 205,688 Unconsolidated non-operating costs - Kansas JV 1,271 1,310 3,844 4,570 Interest expense 114,844 118,236 346,457 350,000 Interest income (246) (304) (736) (3,185) Loss on disposal of assets 3,220 96 3,223 103 Provision (recovery) for loan loss and unfunded loan commitments to the JIVDC and impairment losses — 24,317 (16,367) 29,952 Insurance recoveries — — (68) — Cash-settled stock award variance (1,692) 1,583 (1,354) 12,839 Pre-opening and significant transaction costs 5,187 1,848 17,159 4,593 Loss on early extinguishment of debt and modification costs 311 — 3,772 23,390 Other 1,435 236 1,479 2,202 Contingent purchase price 407 (20,716) 1,743 (16,794) Charge for stock compensation 2,915 1,853 8,847 5,827 Income before income taxes 45,195 30,276 175,551 60,882 Income taxes 9,070 (759,064) 40,001 (750,641) Net income $ 36,125 $ 789,340 $ 135,550 $ 811,523 Northeast South/West Midwest Other (1) Total Three months ended September 30, 2018 Capital expenditures $ 9,921 $ 4,616 $ 8,493 $ 973 $ 24,003 Three months ended September 30, 2017 Capital expenditures $ 5,621 $ 12,681 $ 7,935 $ 1,045 $ 27,282 Nine months ended September 30, 2018 Capital expenditures $ 21,397 $ 13,352 $ 17,869 $ 4,343 $ 56,961 Nine months ended September 30, 2017 Capital expenditures $ 15,144 $ 33,227 $ 19,611 $ 2,260 $ 70,242 Balance sheet at September 30, 2018 Total assets (1) $ 809,208 $ 763,654 $ 1,072,406 $ 2,438,574 $ 5,083,842 Investment in and advances to unconsolidated affiliates 105 — 84,891 39,657 124,653 Goodwill 21,242 244,695 674,558 68,396 1,008,891 Other intangible assets, net 360,643 690 98,998 12,637 472,968 Balance sheet at December 31, 2017 Total assets (1) $ 821,649 $ 794,274 $ 1,070,204 $ 2,548,685 $ 5,234,812 Investment in and advances to unconsolidated affiliates 102 — 88,296 60,514 148,912 Goodwill 21,242 244,695 674,558 67,602 1,008,097 Other intangible assets, net 303,043 1,623 101,698 16,242 422,606 (1) Other also includes corporate overhead operations as well as Penn Interactive Ventures, which is a wholly-owned subsidiary that is focused on the Company’s interactive gaming strategy. Total assets include the real property assets under the Master Lease with GLPI. Net revenues and adjusted EBITDA relate to the Company’s stand-alone racing operations, namely Sanford Orlando Kennel Club and the Company’s joint venture interests in Texas and New Jersey which do not have gaming operations. Other Comprehensive Income The Company accounts for comprehensive income in accordance with ASC 220, “Comprehensive Income,” which establishes standards for the reporting and presentation of comprehensive income in the consolidated financial statements. The Company presents comprehensive income in two separate but consecutive statements. For the three and nine months ended September 30, 2018, $1.4 million of foreign currency translation adjustments was reclassified to net income at the conclusion of the Company’s management service contract with Casino Rama in July 2018. For the three and nine months ended September 30, 2017, foreign currency translation adjustments was the only component of other comprehensive income.

Property and Equipment

Property and Equipment	9 Months Ended
	Sep. 30, 2018
Property and Equipment
Property and Equipment	4. Property and Equipment Property and equipment, net, consists of the following: September 30, December 31, 2018 2017 (in thousands) Property and equipment - non-Master Lease Land and improvements $ 294,714 $ 294,695 Building and improvements 432,980 429,015 Furniture, fixtures and equipment 1,391,285 1,385,889 Leasehold improvements 134,900 130,801 Construction in progress 30,817 15,617 2,284,696 2,256,017 Less Accumulated depreciation (1,409,108) (1,345,147) 875,588 910,870 Property and equipment - Master Lease Land and improvements 421,450 424,700 Building and improvements 2,258,577 2,258,577 2,680,027 2,683,277 Less accumulated depreciation (905,293) (837,478) 1,774,734 1,845,799 Property and equipment, net $ 2,650,322 $ 2,756,669 Property and equipment, net decreased by $106.3 million for the nine months ended September 30, 2018 primarily due to depreciation expense, which is partially offset by maintenance capital expenditures, as well as improvements to food and beverage offerings at Tropicana Las Vegas. Depreciation expense, for property and equipment including assets under capital leases, totaled $53.6 million and $163.9 million and $62.1 million and $190.8 million for the three and nine months ended September 30, 2018 and 2017, respectively, of which $22.7 million and $68.9 million and $23.4 million and $69.1 million related to assets under the Master Lease, respectively. No interest was capitalized in connection with major construction projects for the three and nine months ended September 30, 2018, as compared to $0.2 million for the three and nine months ended September 30, 2017.

Intangible Assets

Intangible Assets	9 Months Ended
	Sep. 30, 2018
Intangible Assets
Intangible Assets Disclosure [Text Block]	5. Intangible Assets Indefinite‑life intangible assets consist primarily of gaming licenses. The table below presents the gross carrying value, accumulated amortization, and net book value of each major class of other intangible assets at September 30, 2018 and December 31, 2017: September 30, 2018 December 31, 2017 (in thousands) Gross Gross Carrying Accumulated Net Book Carrying Accumulated Net Book Value Amortization Value Value Amortization Value Indefinite-life intangible assets $ 433,005 $ — $ 433,005 $ 375,405 $ — $ 375,405 Other intangible assets 135,555 95,592 39,963 131,483 84,282 47,201 Total $ 568,560 $ 95,592 $ 472,968 $ 506,888 $ 84,282 $ 422,606 Total other intangible assets increased by $50.4 million for the nine months ended September 30, 2018 primarily due to the purchase of two Category 4 gaming licenses to operate up to 750 slot machines and initially up to 30 table games in York County, Pennsylvania for $50.1 million and in Berks County, Pennsylvania for $7.5 million, partially offset by $11.9 million in amortization of definite-lived intangible assets. Other intangible assets have a weighted average remaining amortization period of approximately 4.2 years. The Company’s intangible asset amortization expense was $3.3 million and $11.9 million, for the three and nine months ended September 30, 2018, respectively, as compared to $4.3 million and $14.8 million for the three and nine months ended September 30, 2017. The following table presents expected intangible asset amortization expense based on existing intangible assets as of September 30, 2018 (in thousands): Remaining 2018 $ 2,902 2019 10,200 2020 7,079 2021 4,106 2022 3,635 Thereafter 12,041 Total $ 39,963

Long-term Debt

Long-term Debt	9 Months Ended
	Sep. 30, 2018
Long-term Debt
Long-term Debt	6. Long-term Debt Long-term debt, net of current maturities, is as follows: September 30, December 31, 2018 2017 (in thousands) Senior secured credit facility $ 570,000 $ 760,000 $400 million 5.625% senior unsecured notes due January 15, 2027 400,000 400,000 Other long-term obligations 104,525 119,310 Capital leases 30 891 1,074,555 1,280,201 Less current maturities of long-term debt (39,223) (35,612) Less discount on senior secured credit facility Term Loan B (1,418) (2,558) Less debt issuance costs (20,167) (27,406) $ 1,013,747 $ 1,214,625 The following is a schedule of future minimum repayments of long-term debt as of September 30, 2018 (in thousands): Within one year $ 39,223 1-3 years 99,443 3-5 years 249,032 Over 5 years 686,857 Total minimum payments $ 1,074,555 Senior Secured Credit Facility On January 19, 2017, the Company entered into a new senior secured credit facility. The new senior secured credit facility consists of a five year $700 million revolver, a five year $300 million Term Loan A facility, and a seven year $500 million Term Loan B facility (the “Amended Credit Facilities”). The Term Loan A facility was priced at LIBOR plus a spread (ranging from 3.00% to 1.25%) based on the Company’s consolidated total net leverage ratio as defined in the new senior secured credit facility. The Term Loan B facility was priced at LIBOR plus 2.50%, with a 0.75% LIBOR floor. At September 30, 2018, the Company’s senior secured credit facility had a gross outstanding balance of $570.0 million, consisting of a $277.5 million Term Loan A facility and a $292.5 million Term Loan B facility. No amounts were outstanding on the revolving credit facility at September 30, 2018. Additionally, the Company had conditional obligations under letters of credit issued pursuant to the senior secured credit facility with face amounts aggregating $21.8 million, resulting in $678.2 million of available borrowing capacity as of September 30, 2018 under the revolving credit facility. In connection with the repayment of the previous senior secured credit facility, the Company recorded $1.7 million in refinancing costs and a $2.3 million loss on the early extinguishment of debt for the nine months ended September 30, 2017 related to the write-off of deferred debt issuance costs and the discount on the Term Loan B facility of the previous senior secured credit facility. In connection with Term Loan B principal prepayments, the Company recorded a $0.3 million and $3.8 million loss on the early extinguishment of debt for the three and nine months ended September 30, 2018. Redemption of 5.875% Senior Subordinated Notes In the first quarter of 2017, the Company redeemed all of its $300 million 5.875% senior subordinated notes, which were due in 2021 (“5.875% Notes”). In connection with this redemption, the Company recorded a $21.1 million loss on the early extinguishment of debt for the nine months ended September 30, 2017, related to the difference between the reacquisition price of the 5.875% Notes compared to its carrying value. 5.625% Senior Unsecured Notes On January 19, 2017, the Company completed an offering of $400 million 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 15 th and July 15 th of each year. The 5.625% Notes are senior unsecured obligations of the Company. The 5.625% Notes will not be 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. In addition, prior to January 15, 2020, the Company may redeem the 5.625% Notes with an amount equal to the net proceeds from one or more equity offerings, at a redemption price equal to 105.625% of the principal amount of the 5.625% Notes redeemed, together with accrued and unpaid interest to, but not including, the redemption date, so long as at least 60% of the aggregate principal amount of the notes originally issued under the indenture remains outstanding and such redemption occurs within 180 days of closing of the related equity offering. The Company used a portion of the proceeds from the issuance of the 5.625% Notes to retire its existing 5.875% Notes and to fund related transaction fees and expenses. The Company used loans funded under the Amended Credit Facilities and a portion of the proceeds of the 5.625% Notes to repay amounts outstanding under its then existing credit agreement and to fund related transaction fees and expenses and for general corporate purposes. Covenants The Company’s senior secured credit facility and $400 million 5.625% senior unsecured notes require it, among other obligations, to maintain specified financial ratios and to satisfy certain financial tests, including fixed charge coverage, interest coverage, senior leverage and total leverage ratios. In addition, the Company’s senior secured credit facility and $400 million 5.625% senior unsecured notes restrict, among other things, its 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. At September 30, 2018, the Company was in compliance with all required financial covenants.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2018
Fair Value Measurements
Fair Value Measurements	7. Fair Value Measurements ASC 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: Cash and cash equivalents The fair value of the Company’s cash and cash equivalents approximates the carrying value of the Company’s cash and cash equivalents, due to the short maturity of the cash equivalents and as such is a Level 1 measurement. Loan to the JIVDC The fair value of the Company’s loan to the JIVDC at December 31, 2017 was based on the present value of the projected future cash flows discounted at 14%, which we believe approximates the return a market participant would require. Since the projections are based on management’s internal projections, the Company concluded that this instrument should be classified as a Level 3 measurement. Long-term debt The fair value of the Company’s Term Loan A and Term Loan B components of its senior secured credit facility and senior unsecured notes are estimated based on quoted prices in active markets and as such is a Level 1 measurement. The fair value of the remainder of the Company’s senior secured credit facility approximates its carrying value as it is revolving, variable rate debt and as such is a Level 2 measurement. Other long-term obligations at September 30, 2018 included the relocation fees for Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course and the repayment obligation of a hotel and event center located near Hollywood Casino Lawrenceburg. The fair value of the relocation fees for Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course and the repayment obligation for the hotel and event center are estimated based on rates consistent with the Company’s credit rating for comparable terms and debt instruments and as such are Level 2 measurements. Other liabilities Other liabilities at September 30, 2018 and December 31, 2017 are primarily comprised of the contingent purchase price consideration related to the purchases of Plainridge Racecourse. The fair value of the Company’s contingent purchase price consideration related to its Plainridge Racecourse acquisition is estimated based on a discounted cash flow model and as such is a Level 3 measurement. At each reporting period, the Company assesses the fair value of these liabilities and changes in their fair values are recorded in earnings. The amount related to the change in fair value of these obligations resulted in a charge to general and administrative expense of $0.4 million and $1.7 million for the three and nine months ended September 30, 2018 compared to a reduction to general and administrative expense of $20.7 million and $16.8 million for the three and nine months ended September 30, 2017, which was primarily due to the settlement of a contingent purchase price obligation with the former owners of Rocket Speed. The carrying amounts and estimated fair values by input level of the Company’s financial instruments at September 30, 2018 and December 31, 2017 are as follows (in thousands): September 30, 2018 Carrying Amount Fair Value Level 1 Level 2 Level 3 Financial assets: Cash and cash equivalents $ 244,548 $ 244,548 $ 244,548 $ — $ — Financial liabilities: Long-term debt Senior secured credit facility 549,104 570,731 570,731 — — Senior unsecured notes 399,312 386,000 386,000 — — Other long-term obligations 104,524 99,501 — 99,501 — Other liabilities 20,353 20,353 — — 20,353 December 31, 2017 Carrying Amount Fair Value Level 1 Level 2 Level 3 Financial assets: Cash and cash equivalents $ 277,953 $ 277,953 $ 277,953 $ — $ — Loan to the JIVDC 20,900 16,533 — — 16,533 Financial liabilities: Long-term debt Senior secured credit facility 730,787 760,456 760,456 — — Senior unsecured notes 399,249 412,000 412,000 — — Other long-term obligations 119,310 113,460 — 113,460 — Other liabilities 22,696 22,696 — — 22,696 The following table summarizes the changes in the fair value of the Company’s Level 3 liabilities (in thousands): Nine Months Ended September 30, 2018 Liabilities Contingent Purchase Price Balance at January 1, 2018 $ 22,696 Additions — Payments (4,086) Included in earnings 1,743 Balance at September 30, 2018 $ 20,353 The following table summarizes the significant unobservable inputs used in calculating fair value for the Company’s Level 3 liabilities: Valuation Unobservable Technique Input Discount Rate Contingent purchase price - Plainridge Discounted cash flow Discount rate 7.34 %

Investment In and Advances to U

Investment In and Advances to Unconsolidated Affiliates	9 Months Ended
	Sep. 30, 2018
Investment In and Advances to Unconsolidated Affiliates
Investment In Unconsolidated Affiliates	8. Investment in Unconsolidated Affiliates The Company has a 50% investment in Kansas Entertainment, which is a joint venture with International Speedway Corporation. Kansas Entertainment owns Hollywood Casino at Kansas Speedway which is a Hollywood themed facility featuring 244,791 of property square footage with 1,988 slot machines, 41 table games and 12 poker tables, a 1,253 space parking structure, as well as a variety of dining and entertainment facilities. For the year ended December 31, 2017, the Company’s investment in Kansas Entertainment met the requirements of S-X Rule 4-08(g) to provide summarized financial information. The following table provides summary income statement information for Kansas Entertainment as required under S-X Rule 1-02(bb) for the comparative periods presented in the Company’s unaudited condensed consolidated statements of income. Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Net revenues $ 39,789 $ 38,295 $ 119,280 $ 116,065 Operating expenses 27,408 27,981 82,991 85,171 Income from operations 12,381 10,314 36,289 30,894 Net income $ 12,381 $ 10,314 $ 36,289 $ 30,894 Net income attributable to Penn $ 6,191 $ 5,157 $ 18,145 $ 15,447

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2018
Income Taxes
Income Taxes	9. Income Taxes In December 2017, the President of the United States signed into law comprehensive tax reform legislation commonly known as Tax Cuts and Jobs Act (the “Tax Act”), which introduced significant changes to the previous tax law. This new legislation reduced the federal corporate income tax rate from 35% to 21%, effective January 1, 2018. In December 2017, the Company recorded an increase to deferred tax expense of approximately $261.3 million on the date of enactment primarily relating to a reduction of our net deferred tax asset because of the rate change. The adjustments related to the application of the Tax Act continue to be provisional amounts to the extent that they are reasonably estimable and the Company will refine them as more information becomes available. In accordance with Staff Accounting Bulletin No. 118, any adjustments to the provisional changes will be included in income tax expense or benefit in the appropriate period. During the three month period ended September 30, 2018, the Company made a measurement period adjustment related to the provisional amount of transition tax for 2017 in the amount of $0.9 million of additional tax expense. The transition tax is a one-time deemed repatriation tax on undistributed foreign earnings and profits which is attributable to the management service contract with Casino Rama. The Company recognized a provisional tax expense of $2.6 million in 2017 and has increased that amount to $3.5 million as of September 30, 2018. The Company calculates the provision for income taxes during interim reporting periods by applying an estimate of the annual effective tax rate to the full year projected pretax book income or loss excluding certain discrete items. The effective tax rate (income taxes as a percentage of income from operations before income taxes) including discrete items was 20.07% and 22.79% for the three and nine months ended September 30, 2018, as compared to (2,507.15)% and (1,232.94)% for the three and nine months ended September 30, 2017. The effective tax rates for 2017 benefited from the deferred tax valuation allowance reversal of $766.2 million for the three and nine month period ended September 30, 2017.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2018
Subsequent Events
Subsequent Events	10. Subsequent Events On October 15, 2018, the Company acquired all of the outstanding shares of Pinnacle for $1,252 million in cash and issued $750 million of equity (excluding the repayment of $814 million in debt obligations). The primary reasons for the acquisition are as follows: · the expectation that the merger will create economies of scale and other geographic advantages by broadening the combined company’s portfolio of properties to 40 properties across 18 jurisdictions; · the opportunity to combine two of the top customer loyalty programs in the industry to drive incremental revenue while also benefiting from enhanced promotional opportunities in online and social gaming across the combined company’s portfolio; · the identification of at least $100 million in annual run-rate cost synergies driven by the elimination of corporate overhead redundancies and improved property level efficiencies, with limited incremental costs required to scale operations and integrate Pinnacle; and · the expectation that the merger will be immediately accretive to free cash flow in the first year. The strong free cash flow generation expected from the combined companies will enhance Penn’s ability to de-lever its balance sheet, pursue strategic opportunities and return capital to shareholders. Contemporaneously with the closing of the merger, the Company divested the membership interests of certain Pinnacle subsidiaries which operated the casinos known as Ameristar Casino Resort Spa St. Charles (Missouri), Ameristar Casino Hotel Kansas City (Missouri), Belterra Casino Resort (Indiana), and Belterra Park (Ohio) to Boyd Gaming Corporation (“Boyd”) in exchange for $604.9 million of cash, subject to customary final working capital adjustments. Additionally, concurrently with the closing of the merger and Boyd divestitures, (i) GLPI acquired the real estate associated with the Plainridge Park Casino for $250 million, and concurrently leased back the real estate to the Company pursuant to the amended Pinnacle master lease for a fixed annual rent of $25 million and (ii) a subsidiary of Boyd acquired the real estate associated with Pinnacle’s Belterra Park casino in Cincinnati, Ohio utilizing mortgage financing from a subsidiary of GLPI from which Penn received proceeds of $57.7 million. The amended Pinnacle master lease includes an additional incremental rent of $13.9 million annually to adjust the payment terms to market conditions. Financing Agreement In connection with the merger, the Company obtained incremental Term Loan A and Term Loan B funding under the amended and restated senior secured credit facility. The Company’s total Term Loan A and Term Loan B borrowings after the merger are $707.7 million and $1,128.8 million, respectively. The final maturity dates for the Term Loan A and Term Loan B are October 19, 2023 and October 15, 2025, respectively. The interest rates per annum applicable to loans under the credit facility are, at Penn’s option, equal to either a LIBOR rate or a base rate, plus an applicable margin. The applicable margin for the Term Loan A borrowings, which has not changed, ranges 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 Penn’s total net leverage ratio. The interest rate on our Term Loan B borrowings has declined from LIBOR plus 2.50% to LIBOR plus 2.25%. In addition, the Company continues to maintain a $700 million revolving commitment under the amended and restated senior secured credit facility. Merger Consideration The fair value of the merger consideration, or the purchase price, is $2.8 billion. This amount is derived based on Pinnacle’s diluted shares outstanding at October 12, 2018. Each share of Pinnacle common stock (other than treasury shares held by Pinnacle) was automatically converted into the right to receive the merger consideration, consisting of (1) 0.42 of a fully paid and nonassessable share of Penn common stock plus (2) $20.00 in cash. The stock price used to determine the value of the stock portion of the merger consideration, is based on the volume weighted average price of a share of Penn common stock as quoted on NASDAQ for the ten trading days between September 28, 2018 and October 11, 2018 which was $29.80. The actual number of shares of Penn common stock issued to Pinnacle shareholders upon closing of the merger was 26,297,448, and the valuation of those shares was based on the closing price of Penn common stock on October 15, 2018. October 15 ,2018 (in thousands) Pinnacle diluted shares outstanding 62,613 Share exchange ratio Shares of Penn common stock issued to former Pinnacle shareholders 26,297 Price per share of Penn common stock $ Fair value of Penn common stock issued to former Pinnacle shareholders $ 749,740 Cash paid to former Pinnacle shareholders at $20 per share 1,252,259 Cash paid by Penn to retire Pinnacle debt, inclusive of accrued interest 814,273 Purchase price $ 2,816,272 The purchase price excludes transaction costs of $15.0 million and $4.6 million which were expensed as incurred in the Company’s condensed consolidated statement of operations for the nine months ended September 30, 2018 and 2017, respectively. The Company will account for the Pinnacle acquisition as a business combination under the acquisition method of accounting. As such, the purchase price will be allocated to the net assets acquired, inclusive of intangible assets, with any excess fair value recorded to goodwill. Since the closing date of the acquisition occurred subsequent to the end of the reporting period, the allocation of purchase price to the underlying net assets has not yet been completed. The Company will reflect the preliminary purchase price allocation in its financial statements for the fiscal year ending December 31, 2018.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2018
Summary of Significant Accounting Policies
Revenue Recognition and Promotional Allowances	Revenue Recognition and Promotional Allowances The Company’s revenue from contracts with customers consists of gaming wagers, food and beverage transactions, retail transactions, hotel room sales, racing wagers, management services related to our management of external casinos, and reimbursable costs associated with our management contracts. The transaction price for a gaming wagering contract is the difference between gaming wins and losses, not the total amount wagered. The transaction price for food and beverage, hotel and retail contracts is the net amount collected from the customer for such goods and services. Sales tax and other taxes collected on behalf of governmental authorities are accounted for on the net basis and are not included in revenues or expenses. The transaction price for our racing operations, inclusive of live racing events conducted at our racing facilities and our import and export arrangements, is the commission received from the pari-mutuel pool less contractual fees and obligations primarily consisting of purse funding requirements, simulcasting fees, tote fees and certain pari-mutuel taxes that are directly related to the racing operations. The transaction price for our management service contracts is the amount collected for services rendered in accordance with the contractual terms. The transaction price for our reimbursable costs associated with our management contracts is the gross amount of the reimbursable expenditure, which primarily consists of payroll costs, incurred by the Company for the benefit of the managed entity. The Company is the controlling entity to the arrangement, therefore the reimbursement is recorded on a gross basis with an offsetting amount charged to operating expense. Gaming revenue contracts involve two performance obligations for those customers earning points under the Company’s loyalty reward programs and a single performance obligation for customers that do not participate in the programs. The Company applies a practical expedient by accounting for its gaming contracts on a portfolio basis as such wagers have similar characteristics and the Company reasonably expects the effects on the condensed consolidated financial statements of applying the revenue recognition guidance to the portfolio to not differ materially from that which would result if applying the guidance to an individual wagering contract. For purposes of allocating the transaction price in a wagering contract between the wagering performance obligation and the obligation associated with the loyalty points earned, the Company allocates an amount to the loyalty point contract liability based on the stand-alone selling price of the points earned, which is determined by the value of a point that can be redeemed for slot play and complimentaries such as food and beverage at our restaurants, lodging at our hotels and products offered at our retail stores, less estimated breakage. The allocated revenue for gaming wagers is recognized when the wagering occurs as all such wagers settle immediately. The loyalty reward contract liability amount is deferred and recognized as revenue when the customer redeems the loyalty points for slot play and complimentaries and such goods and services are delivered to the customer. Food and beverage, hotel and retail services have been determined to be separate, standalone performance obligations and the transaction price for such contracts is recorded as revenue as the good or service is transferred to the customer over their stay at the hotel or when the delivery is made for the food and beverage or retail product. Cancellation fees for hotel and meeting space services are recognized upon cancellation by the customer and are included in food, beverage, hotel and other revenue. Racing revenue contracts, inclusive of the Company’s (i) host racing facilities, (ii) import arrangements that permit the Company to simulcast in live racing events occurring at other racetracks and (iii) export arrangements that permit the Company’s live racing event to be simulcast at other racetracks, provide access to and the processing of wagers into the pari-mutuel pool. The Company has concluded it is not the controlling entity to the arrangement, but rather functions as an agent to the pari-mutuel pool. Commissions earned from the pari-mutuel pool less contractual fees and obligations are recognized on a net basis which is included within food, beverage, hotel and other revenue. Management services have been determined to be separate, standalone performance obligations and the transaction price for such contracts is recorded as services are performed. The Company records revenues on a monthly basis calculated by applying the contractual rate called for in the contract. Penn Interactive Ventures generates in-app purchase and advertising revenues from free-to-play social casino games which can be downloaded to mobile phones and tablets from digital storefronts. Players can purchase virtual playing credits within our social casino games which allows for increased playing opportunities and functionality. Penn Interactive Ventures records deferred revenue from the sale of virtual playing credits and recognizes this revenue over the average redemption period of the credits which is approximately three days. Advertising revenues are recognized in the period when the advertising impression, click or install delivery occurs. Penn Interactive Ventures also generates revenue from revenue sharing arrangements with third party content providers whereby revenues are recognized on a net basis since Penn Interactive Ventures is not the controlling entity in the arrangement. Promotional Allowances The retail value of lodging, food and beverage, and other services furnished to patrons for free as an inducement to gamble as well as the retail value of customer redemption of loyalty points are included in food, beverage, hotel and other revenue and offset as a deduction to gaming revenue in accordance with the new revenue standard and consists of the following for the period ended September 30, 2018: Three Months Ended September 30, 2018 (in thousands) Lodging $ 10,490 Food and beverage 30,567 Other 1,687 Total amount recorded in food, beverage, hotel and other revenues and offset to gaming revenues $ 42,744 Nine Months Ended September 30, 2018 (in thousands) Lodging $ 30,793 Food and beverage 77,317 Other 3,697 Total amount recorded in food, beverage, hotel and other revenues and offset to gaming revenues $ 111,807 The estimated cost of providing such complimentary services to patrons for free as an inducement to gamble as well as for the fulfillment of our loyalty point obligation are included in food, beverage, hotel and other expenses and consists of the following for the period ended September 30, 2018: Three Months Ended September 30, 2018 (in thousands) Lodging $ 1,481 Food and beverage 11,509 Other 574 Total cost of complimentary services included in food, beverage, hotel and other expense $ 13,564 Nine Months Ended September 30, 2018 (in thousands) Lodging $ 4,302 Food and beverage 28,969 Other 1,151 Total cost of complimentary services included in food, beverage, hotel and other expense $ 34,422 Revenue Disaggregation The Company is a geographically diversified, multi-jurisdictional owner and manager of gaming and racing facilities and video gaming terminal operations. Our operations are focused in regional gaming markets located within the Northeastern, South/Western and Midwestern United States. We also managed a casino for another entity in Canada, which terminated on July 18, 2018. We generate revenues at our owned and operated properties by providing the following types of services: (i) gaming, (ii) food and beverage, (iii) lodging, (iv) racing, (v) reimbursable management costs and (vi) other. Our revenue disaggregation by type of revenue and geographic location is as follows (in thousands): Three Months Ended September 30, 2018 Northeast South/West Midwest Other Total Gaming $ 356,787 $ 93,580 $ 195,968 $ - $ 646,335 Food and beverage 21,669 30,572 17,080 230 69,551 Lodging 2,684 23,279 9,004 - 34,967 Racing 3,842 122 - 1,451 5,415 Reimbursable management costs 3,910 - - - 3,910 Other 9,926 5,435 5,855 8,257 29,473 Total net revenues $ 398,818 $ 152,988 $ 227,907 $ 9,938 $ 789,651 Nine Months Ended September 30, 2018 Northeast South/West Midwest Other Total Gaming $ 1,076,709 $ 290,890 $ 598,324 $ - $ 1,965,923 Food and beverage 60,419 88,475 48,225 812 197,931 Lodging 6,950 70,899 25,921 - 103,770 Racing 14,009 228 - 4,638 18,875 Reimbursable management costs 46,822 10,459 - - 57,281 Other 31,064 16,702 15,982 25,121 88,869 Total net revenues $ 1,235,973 $ 477,653 $ 688,452 $ 30,571 $ 2,432,649 Customer-related Liabilities The Company has two general types of liabilities related to contracts with customers: (i) our loyalty credit obligation and (ii) advance payments on goods and services yet to be provided or for unpaid wagers. The Company’s loyalty reward programs allow members to utilize their reward membership cards 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 the Company’s casino properties. The Company accounts for the loyalty credit obligation utilizing a deferred revenue model, which defers revenue at the estimated fair value when the loyalty points are earned by our customers. Revenue associated with the loyalty credit obligation is subsequently recognized into revenue when the loyalty points are redeemed. The deferred revenue liability is based on the estimated standalone selling price of the loyalty points earned after factoring in the likelihood of redemption. The Company’s loyalty credit obligation was $21.4 million at September 30, 2018 compared to $24.7 million upon the adoption of the new revenue standard at January 1, 2018. Our loyalty credit obligations are generally settled within six months of issuance. Changes between the opening and closing balances primarily relate to the timing of the customer’s election to redeem loyalty points for complimentaries and products offered at our food and beverage outlets, hotels and retail stores. The Company’s advance payments on goods and services yet to be provided or 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 visitation (i.e. front money), (iii) outstanding tickets generated by slot machine play or pari-mutuel wagering, (iv) outstanding chip liabilities, (v) unclaimed jackpots and (vi) gift cards redeemable at our properties. Advance payments on goods and services are recognized as revenue when the good or service is transferred to the customer. Unpaid wagers primarily relate to the Company’s obligation to settle outstanding slot tickets, pari-mutuel racing tickets and gaming tokens with customers and generally represents 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 or for unpaid wagers were $19.2 million and $21.2 million at September 30, 2018 and December 31, 2017, respectively, of which $0.8 million and $1.3 million are classified as long-term, respectively.
Gaming and Racing Taxes	Gaming and Racing Taxes The Company is subject to gaming and pari-mutuel taxes based on gross gaming revenue and pari-mutuel revenue in the jurisdictions in which it operates. 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 wagering occurs. In certain states in which the Company operates, gaming taxes are based on graduated rates. The Company records gaming tax expense at the Company’s estimated effective gaming tax rate for the year, considering estimated taxable gaming revenue and the applicable rates. Such estimates are adjusted each interim period. If gaming tax rates change during the year, such changes are applied prospectively in the determination of gaming tax expense in future interim periods. For the three and nine months ended September 30, 2018, these expenses, which are recorded primarily within gaming expense in the condensed consolidated statements of income, were $250.1 million and $750.5 million, respectively, as compared to $252.9 million and $751.8 million, respectively, for the three and nine months ended September 30, 2017.
Long-term Asset Related to the Jamul Tribe	Long-term Asset Related to the Jamul Indian Village On May 25, 2018, the Company entered into a purchase agreement (the “Purchase Agreement”) with the senior lender under the credit facility for the gaming facility to sell them all of the Company’s outstanding rights and obligations under the Term Loan C and the Jamul Indian Village Development Corporation (“JIVDC”) Commitments. Pursuant to the Purchase Agreement and related agreements, the Company received cash proceeds of $15.2 million from the sale and has been relieved of all rights and obligations with respect to the JIVDC. The sale of the loan resulted in a recovery of loan losses and unfunded loan commitments of $17.0 million for the nine month period ended September 30, 2018.
Earnings Per Share	Earnings Per Share The Company calculates earnings per share (“EPS”) in accordance with ASC 260, “Earnings Per Share” (“ASC 260”). Basic EPS is computed by dividing net income applicable to common stock by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects the additional dilution for all potentially-dilutive securities such as stock options and unvested restricted shares. 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, 2018 and 2017: Three Months Three Months Nine Months Nine Months 2018 2017 2018 2017 (in thousands) (in thousands) Determination of shares: Weighted-average common shares outstanding 91,948 90,913 91,538 90,865 Assumed conversion of dilutive employee stock-based awards 3,163 2,582 3,264 1,957 Assumed conversion of restricted stock 223 94 213 81 Diluted weighted-average common shares outstanding 95,334 93,589 95,015 92,903 Options to purchase 660,436 and 655,952 shares and 36,934 and 87,160 were outstanding during the three and nine months ended September 30, 2018 and 2017, respectively, but were not included in the computation of diluted EPS because they were antidilutive. The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the three and nine months ended September 30, 2018 and 2017 (in thousands, except per share data): Three Months Three Months Ended Nine Months Nine Months 2018 2017 2018 2017 Calculation of basic EPS: Net income applicable to common stock $ 36,125 $ 789,340 $ 135,550 $ 811,523 Weighted-average common shares outstanding 91,948 90,913 91,538 90,865 Basic EPS $ 0.39 $ 8.68 $ 1.48 $ 8.93 Calculation of diluted EPS using two-class method: Net income applicable to common stock $ 36,125 $ 789,340 $ 135,550 $ 811,523 Diluted weighted-average common shares outstanding 95,334 93,589 95,015 92,903 Diluted EPS $ 0.38 $ 8.43 $ 1.43 $ 8.74
Stock-Based Compensation	Stock-Based Compensation The Company accounts for stock compensation under ASC 718, “Compensation-Stock Compensation,” which requires the Company to expense the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. This expense is recognized ratably over the requisite service period following the date of grant. The fair value for stock options is estimated at the date of grant using the Black-Scholes option-pricing model, which requires management to make certain assumptions. The risk-free interest rate was based on the U.S. Treasury spot rate with a term equal to the expected life assumed at the date of grant. Expected volatility was estimated based on the historical volatility of the Company’s stock price over a period of 5.30 years, in order to match the expected life of the options at the grant date. Historically, at the grant date, there has been no expected dividend yield assumption since the Company has not paid any cash dividends on its common stock since its initial public offering in May 1994 and since the Company intends to retain all of its earnings to finance the development of its business for the foreseeable future. The weighted-average expected life was based on the contractual term of the stock option and expected employee exercise dates, which was based on the historical and expected exercise behavior of the Company’s employees. The Company granted 663,343 and 1,486,790 stock options during the nine months ended September 30, 2018 and 2017, respectively. Stock-based compensation expense for the three and nine months ended September 30, 2018 was $2.9 million and $8.8 million, respectively, as compared to $1.9 million and $5.8 million for the three and nine months ended September 30, 2017, respectively, and is included within the condensed consolidated statements of income under general and administrative expense. The Company’s cash-settled phantom stock unit awards (“PSUs”), which vest over a period of four years, entitle employees and directors to receive cash based on the fair value of the Company’s common stock on the vesting date. The PSUs are accounted for as liability awards and are re-measured at fair value each reporting period until they become vested with compensation expense being recognized over the requisite service period in accordance with ASC 718-30, “Compensation—Stock Compensation, Awards Classified as Liabilities.” The Company had a liability, which is included in accrued salaries and wages within the condensed consolidated balance sheets, associated with its PSUs of $2.9 million and $4.8 million at September 30, 2018 and December 31, 2017, respectively, primarily due to payouts on the awards. For PSUs, there was $5.3 million of total unrecognized compensation cost at September 30, 2018 that will be recognized over the grants remaining weighted average vesting period of 2.29 years. For the three and nine months ended September 30, 2018, the Company recognized $0.7 million and $2.2 million, respectively, of compensation expense associated with these awards, as compared to $0.8 million and $9.7 million, respectively, for the three and nine months ended September 30, 2017. The changes are primarily due to the final vesting of the Company’s Transition Award Program on July 23, 2017 as well as changes in Penn’s stock prices at September 30 th compared to December 31 st in both years. The Company made no payments on these cash-settled awards during the three months ended September 30, 2018 and paid a total of $4.2 million for the nine months ended September 30, 2018, as compared to $8.2 million and $11.8 million for the three and nine months ended September 30, 2017, respectively. For the Company’s cash-settled stock appreciation rights (“SARs”), the fair value of the SARs is calculated during each reporting period and estimated using the Black-Scholes option pricing model based on the various inputs discussed below. The Company’s SARs, which vest over a period of four years, are accounted for as liability awards since they will be settled in cash. The Company had a liability, which is included in accrued salaries and wages within the condensed consolidated balance sheets, associated with its SARs of $21.5 million and $24.0 million at September 30, 2018 and December 31, 2017, respectively. For SARs, there was $13.2 million of total unrecognized compensation cost at September 30, 2018 that will be recognized over the awards remaining weighted average vesting period of 2.21 years. For the three and nine months ended September 30, 2018, the Company recognized compensation expense of $1.1 million and $6.9 million, respectively, associated with these awards, as compared to compensation expense of $3.1 million and $11.7 million for the three and nine months ended September 30, 2017, respectively. The changes are primarily due to changes in Penn’s stock prices at September 30 th compared to December 31 st in both years, as well as a decrease in the number of outstanding awards at September 30, 2018 compared to September 30, 2017. Amounts paid by the Company for the three and nine months ended September 30, 2018 on these cash-settled awards totaled $2.3 million and $9.8 million, respectively, as compared to $1.8 million and $4.4 million, respectively, for the three and nine months ended September 30, 2017. In addition to the variances in cash-settled awards explained above, accrued salaries and wages decreased during the nine months ended September 30, 2018 due to the payment of 2017 bonuses during the first quarter of 2018. The following are the weighted-average assumptions used in the Black-Scholes option-pricing model for stock option awards granted during the nine months ended September 30, 2018 and 2017, respectively: Nine months ended September 30, Risk-free interest rate % 1.97 % Expected volatility % 30.67 % Dividend yield — — Weighted-average expected life (years) 5.30
Segment Information	Segment Information The Company’s Chief Executive Officer, who is the Company’s Chief Operating Decision Maker (“CODM”), as that term is defined in ASC 280 “Segment Reporting,” measures and assesses the Company’s business performance based on regional operations of various properties grouped together based primarily on their geographic locations. The Northeast reportable segment consists of the following properties: Hollywood Casino at Charles Town Races, Hollywood Casino Bangor, Hollywood Casino at Penn National Race Course, Hollywood Casino Toledo, Hollywood Casino Columbus, Hollywood Gaming at Dayton Raceway, Hollywood Gaming at Mahoning Valley Race Course, and Plainridge Park Casino. It also included the Company’s Casino Rama management service contract, which terminated on July 18, 2018. The South/West reportable segment consists of the following properties: Zia Park Casino, Hollywood Casino Tunica, Hollywood Casino Gulf Coast, Boomtown Biloxi, M Resort, Tropicana Las Vegas, 1 st Jackpot Casino Tunica (“1 st Jackpot”), and Resorts Casino Tunica (“Resorts”). It also included a management service contract with the JIVDC, which terminated at the end of May 2018. The Midwest reportable segment consists of the following properties: Hollywood Casino Aurora, Hollywood Casino Joliet, Argosy Casino Alton, Argosy Casino Riverside, Hollywood Casino Lawrenceburg, Hollywood Casino St. Louis, and Prairie State Gaming, and includes the Company’s 50% investment in Kansas Entertainment, LLC (“Kansas Entertainment”), which owns the Hollywood Casino at Kansas Speedway. The Other category consists of the Company’s standalone racing operations, namely Sanford-Orlando Kennel Club, the Company’s joint venture interests in Sam Houston Race Park, Valley Race Park, and Freehold Raceway. If the Company is successful in obtaining gaming operations at these locations, they would be assigned to one of the Company’s regional executives and reported in their respective reportable segment. The Other category also includes the Company’s corporate overhead operations, which does not meet the definition of an operating segment under ASC 280. Additionally, the Other category includes Penn Interactive Ventures, the Company’s wholly-owned subsidiary that represents its social online gaming initiatives, including Rocket Speed. Penn Interactive Ventures is also anticipated to include Penn’s real money online gaming operations in Pennsylvania. Penn Interactive Ventures meets the definition of an operating segment under ASC 280, but is quantitatively not significant to the Company’s operations as it represents less than 2% of net revenues and income from operations for the three and nine months ended September 30, 2018, and its total assets represent approximately 2% of the Company’s total assets at September 30, 2018. Management uses adjusted EBITDA as an important measure of the operating performance of its segments, including the evaluation of operating personnel and believes it is especially relevant in evaluation large, long-lived casino projects because it provides a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. Adjusted EBITDA is a non-GAAP financial measure. The Company defines adjusted EBITDA as earnings before interest, taxes, stock compensation, debt extinguishment and financing charges, impairment charges, insurance recoveries and deductible charges, depreciation and amortization, 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, preopening and significant transaction costs and other income or expenses. Adjusted EBITDA is also inclusive of income or loss from unconsolidated affiliates, with our share of non-operating items (such as depreciation and amortization) added back for our joint venture in Kansas Entertainment. Adjusted EBITDA excludes payments associated with our Master Lease agreement with GLPI as the transaction was accounted for as a financing obligation. In the first quarter of 2018, we changed the definition of adjusted EBITDA to exclude preopening costs, significant transaction costs and the variance between our budgeted and actual costs incurred on cash-settled stock based awards which are required to be marked to market each reporting period. We determined to exclude preopening costs and significant transaction costs to more closely align the Company’s calculation of adjusted EBITDA with our competitors. Preopening costs and significant transaction costs are also excluded from adjusted EBITDA for bonus calculation purposes. We have excluded the favorable or unfavorable difference between the budgeted expense and actual expense for our cash-settled stock-based awards as it is non-operational in nature. Additionally, this variance is excluded from adjusted EBITDA for bonus calculation purposes. In connection with the change to the definition of adjusted EBITDA, we reclassified our prior period results to conform to the current period presentation. Adjusted EBITDA should not be construed as an alternative to operating income, as an indicator of the Company’s operating performance, as an alternative to cash flows from operating activities, as a measure of liquidity, or as any other measure of performance determined in accordance with GAAP. The Company has significant uses of cash flows, including capital expenditures, interest payments, taxes and debt principal repayments, which are not reflected in adjusted EBITDA. The following tables (in thousands) present certain information with respect to the Company’s segments. Intersegment revenues between the Company’s segments were not material in any of the periods presented below. Three months ended Nine months ended September 30, September 30, 2018 2017 2018 2017 Net Revenues Northeast $ 398,818 $ 401,818 $ 1,235,973 $ 1,200,382 South/West 152,988 160,153 477,653 453,123 Midwest 227,907 232,051 688,452 685,236 Other (1) 9,938 12,225 30,571 40,193 Total Reportable Segment Net Revenues 789,651 806,247 2,432,649 2,378,934 Adjusted EBITDA Northeast 128,910 127,644 397,844 384,094 South/West 38,910 35,046 130,608 106,436 Midwest 77,760 76,044 237,923 229,640 Other (1) (15,881) (13,516) (47,024) (40,103) Total Reportable Segment Adjusted EBITDA 229,699 225,218 719,351 680,067 Other operating costs and other expenses (income) Depreciation and amortization 56,852 66,483 175,801 205,688 Unconsolidated non-operating costs - Kansas JV 1,271 1,310 3,844 4,570 Interest expense 114,844 118,236 346,457 350,000 Interest income (246) (304) (736) (3,185) Loss on disposal of assets 3,220 96 3,223 103 Provision (recovery) for loan loss and unfunded loan commitments to the JIVDC and impairment losses — 24,317 (16,367) 29,952 Insurance recoveries — — (68) — Cash-settled stock award variance (1,692) 1,583 (1,354) 12,839 Pre-opening and significant transaction costs 5,187 1,848 17,159 4,593 Loss on early extinguishment of debt and modification costs 311 — 3,772 23,390 Other 1,435 236 1,479 2,202 Contingent purchase price 407 (20,716) 1,743 (16,794) Charge for stock compensation 2,915 1,853 8,847 5,827 Income before income taxes 45,195 30,276 175,551 60,882 Income taxes 9,070 (759,064) 40,001 (750,641) Net income $ 36,125 $ 789,340 $ 135,550 $ 811,523 Northeast South/West Midwest Other (1) Total Three months ended September 30, 2018 Capital expenditures $ 9,921 $ 4,616 $ 8,493 $ 973 $ 24,003 Three months ended September 30, 2017 Capital expenditures $ 5,621 $ 12,681 $ 7,935 $ 1,045 $ 27,282 Nine months ended September 30, 2018 Capital expenditures $ 21,397 $ 13,352 $ 17,869 $ 4,343 $ 56,961 Nine months ended September 30, 2017 Capital expenditures $ 15,144 $ 33,227 $ 19,611 $ 2,260 $ 70,242 Balance sheet at September 30, 2018 Total assets (1) $ 809,208 $ 763,654 $ 1,072,406 $ 2,438,574 $ 5,083,842 Investment in and advances to unconsolidated affiliates 105 — 84,891 39,657 124,653 Goodwill 21,242 244,695 674,558 68,396 1,008,891 Other intangible assets, net 360,643 690 98,998 12,637 472,968 Balance sheet at December 31, 2017 Total assets (1) $ 821,649 $ 794,274 $ 1,070,204 $ 2,548,685 $ 5,234,812 Investment in and advances to unconsolidated affiliates 102 — 88,296 60,514 148,912 Goodwill 21,242 244,695 674,558 67,602 1,008,097 Other intangible assets, net 303,043 1,623 101,698 16,242 422,606 (1) Other also includes corporate overhead operations as well as Penn Interactive Ventures, which is a wholly-owned subsidiary that is focused on the Company’s interactive gaming strategy. Total assets include the real property assets under the Master Lease with GLPI. Net revenues and adjusted EBITDA relate to the Company’s stand-alone racing operations, namely Sanford Orlando Kennel Club and the Company’s joint venture interests in Texas and New Jersey which do not have gaming operations.
Other Comprehensive Income	Other Comprehensive Income The Company accounts for comprehensive income in accordance with ASC 220, “Comprehensive Income,” which establishes standards for the reporting and presentation of comprehensive income in the consolidated financial statements. The Company presents comprehensive income in two separate but consecutive statements. For the three and nine months ended September 30, 2018, $1.4 million of foreign currency translation adjustments was reclassified to net income at the conclusion of the Company’s management service contract with Casino Rama in July 2018. For the three and nine months ended September 30, 2017, foreign currency translation adjustments was the only component of other comprehensive income.

New Accounting Pronouncements (

New Accounting Pronouncements (Tables)	9 Months Ended
	Sep. 30, 2018
ASU 2014-09
Schedule of impact of adoption of ASU-2014-09 on condensed statements of income and condensed consolidated balance sheets	In accordance with the new revenue standard requirement, the disclosure of the impact of adoption on our condensed consolidated statements of income and condensed consolidated balance sheets at and for the period ended September 30, 2018 are as follows (in thousands): Three Loyalty Point Promotional Allowance Reimbursable Expense - Casino Rama Racing Revenue Balances Effect of Income Statement Revenues Gaming $ 646,335 $ (88) $ 42,744 $ - $ - $ 688,991 $ (42,656) Food, beverage, hotel and other 138,769 (52) 4,794 - 8,323 151,834 (13,065) Management service fees 637 - - - - 637 - Reimbursable management costs 3,910 - - (3,910) - - 3,910 Revenues 789,651 (140) 47,538 (3,910) 8,323 841,462 (51,811) Less: promotional allowances - - (47,538) - - (47,538) 47,538 Net Revenue 789,651 (140) - (3,910) 8,323 793,924 (4,273) Operating expenses Gaming 351,995 (97) - - - 351,898 97 Food, beverage, hotel and other 95,967 - - - 8,323 104,290 (8,323) General and administrative 125,084 - - - - 125,084 - Reimbursable management costs 3,910 - - (3,910) - - 3,910 Depreciation and amortization 56,852 - - - - 56,852 - Total operating expenses 633,808 (97) - (3,910) 8,323 638,124 (4,316) Income from operations 155,843 (43) - - - 155,800 43 Income from operations before income taxes 45,195 (43) - - - 45,152 43 Income tax provision (benefit) 9,070 (9) - - - 9,061 9 Net income $ 36,125 $ (34) $ - $ - $ - $ 36,091 $ 34 Nine Loyalty Point Promotional Allowance Reimbursable Expense - Casino Rama Racing Revenue Balances Effect of Income Statement Revenues Gaming $ 1,965,923 $ (2,070) $ 111,807 $ - $ - $ 2,075,660 $ (109,737) Food, beverage, hotel and other 403,402 (150) 27,884 - 27,149 458,285 (54,883) Management service fees 6,043 - - - - 6,043 - Reimbursable management costs 57,281 - - (46,822) - 10,459 46,822 Revenues 2,432,649 (2,220) 139,691 (46,822) 27,149 2,550,447 (117,798) Less: promotional allowances - - (139,691) - - (139,691) 139,691 Net Revenue 2,432,649 (2,220) - (46,822) 27,149 2,410,756 21,893 Operating expenses Gaming 1,043,205 (1,532) - - - 1,041,673 1,532 Food, beverage, hotel and other 284,059 - - - 27,149 311,208 (27,149) General and administrative 379,006 - - - - 379,006 - Reimbursable management costs 57,281 - - (46,822) - 10,459 46,822 Depreciation and amortization 175,801 - - - - 175,801 - Recovery for loan loss and unfunded commitments to the JIVDC and impairment losses (16,367) - - - - (16,367) - Insurance recoveries (68) - - - - (68) - Total operating expenses 1,922,917 (1,532) - (46,822) 27,149 1,901,712 21,205 Income from operations 509,732 (688) - - - 509,044 688 Income from operations before income taxes 175,551 (688) - - - 174,863 688 Income tax provision (benefit) 40,001 (157) - - - 39,844 157 Net income $ 135,550 $ (531) $ - $ - $ - $ 135,019 $ 531 As a result of the adoption of the new revenue standard, the following areas resulted in significant changes to the Company’s accounting: (1) The new revenue standard changed the accounting for loyalty points earned by our customers. The Company’s loyalty reward programs allow members to utilize their reward membership cards 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 the Company’s casino properties. Under the new revenue standard, the Company is required to utilize a deferred revenue model and defer revenue at the estimated fair value when the loyalty points are earned by our customers and recognize revenue when the loyalty points are redeemed. The deferred revenue liability is based on the estimated standalone selling price of the loyalty points earned after factoring in the likelihood of redemption. Prior to the adoption of the new revenue standard, the estimated liability for unredeemed points was accrued based on expected redemption rates and the estimated costs of the service or merchandise to be provided. (2) The new revenue standard changed the accounting for promotional allowances. Under the new revenue standard, the Company will no longer be permitted to report revenue for goods and services provided to customers for free as an inducement to gamble as gross revenue with a corresponding reduction in promotional allowances to arrive at net revenues. The new revenue standard requires complimentaries related to an inducement to gamble to be recorded as a reduction to gaming revenues, and as such promotional allowances provided to customers as an inducement to gamble is no longer netted on our condensed consolidated statements of income. In addition, the new revenue standard changed the accounting for promotional allowances with respect to non-discretionary complimentaries (i.e., a customer’s redemption of loyalty points). Under the new revenue standard, the Company is no longer permitted to report revenue for goods and services provided to a customer resulting from loyalty point redemption with a corresponding reduction in promotional allowances to arrive at net revenue, as the new revenue standard requires the utilization of a deferred revenue model in which previously deferred revenue is recognized as revenue when the loyalty points are redeemed. As such, promotional allowances related to a customer’s redemption of loyalty points is no longer netted on our condensed consolidated statements of income. (3) The Company revised its accounting for reimbursable costs associated with our management service contract for Casino Rama, which expired during the third quarter of 2018. Under the new revenue standard, reimbursable costs, which primarily consist of payroll costs, must be recognized as revenue on a gross basis, with an offsetting amount charged to reimbursable management costs within operating expenses, as we are the controlling entity to the arrangement. Prior to this revision, the Company recorded these reimbursable amounts on a net basis. (4) The new revenue standard changed the accounting for racing revenues. Under the new revenue standard, we concluded that the Company is not the controlling entity to the arrangement(s), but rather functions as an agent to the pari-mutuel pool. As such, fees and obligations related to the Company’s share of purse funding requirements, simulcasting fees, tote fees, certain pari-mutuel taxes and other fees directly related to the Company’s racing operations must be reported on a net basis and included as a deduction to food, beverage, hotel and other revenue. Prior to the adoption of the new revenue standard, the Company recorded these fees and obligations in food, beverage, hotel and other expense . As Reported At September 30, 2018 Balances Without the Adoption of ASC 606 Effect of Change Higher (Lower) Balance Sheet Other assets Deferred income taxes $ 385,108 $ 383,447 $ 1,661 Current liabilities Accrued expenses 126,874 115,868 11,006 Shareholders' equity Retained deficit (925,918) (916,799) (9,119) The cumulative effect of the changes made to our consolidated January 1, 2018 balance sheet for the adoption of ASU 2014-09, “ Revenue from Contracts with Customers (Topic 606) ” were as follows (in thousands): Balance at December 31, 2017 Adjustment Due to ASU 2014-09 Balance at January 1, 2018 Balance Sheet Other assets Deferred income taxes $ 390,943 $ 2,044 $ 392,987 Current liabilities Accrued expenses 125,688 11,694 137,382 Shareholders' (deficit) Retained deficit (1,051,818) (9,650) (1,061,468)

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2018
Summary of Significant Accounting Policies
Schedule of promotional allowances	Three Months Ended September 30, 2018 (in thousands) Lodging $ 10,490 Food and beverage 30,567 Other 1,687 Total amount recorded in food, beverage, hotel and other revenues and offset to gaming revenues $ 42,744 Nine Months Ended September 30, 2018 (in thousands) Lodging $ 30,793 Food and beverage 77,317 Other 3,697 Total amount recorded in food, beverage, hotel and other revenues and offset to gaming revenues $ 111,807
Schedule of estimated cost of providing complimentary services	Three Months Ended September 30, 2018 (in thousands) Lodging $ 1,481 Food and beverage 11,509 Other 574 Total cost of complimentary services included in food, beverage, hotel and other expense $ 13,564 Nine Months Ended September 30, 2018 (in thousands) Lodging $ 4,302 Food and beverage 28,969 Other 1,151 Total cost of complimentary services included in food, beverage, hotel and other expense $ 34,422
Schedule of disaggregation of revenue	Our revenue disaggregation by type of revenue and geographic location is as follows (in thousands): Three Months Ended September 30, 2018 Northeast South/West Midwest Other Total Gaming $ 356,787 $ 93,580 $ 195,968 $ - $ 646,335 Food and beverage 21,669 30,572 17,080 230 69,551 Lodging 2,684 23,279 9,004 - 34,967 Racing 3,842 122 - 1,451 5,415 Reimbursable management costs 3,910 - - - 3,910 Other 9,926 5,435 5,855 8,257 29,473 Total net revenues $ 398,818 $ 152,988 $ 227,907 $ 9,938 $ 789,651 Nine Months Ended September 30, 2018 Northeast South/West Midwest Other Total Gaming $ 1,076,709 $ 290,890 $ 598,324 $ - $ 1,965,923 Food and beverage 60,419 88,475 48,225 812 197,931 Lodging 6,950 70,899 25,921 - 103,770 Racing 14,009 228 - 4,638 18,875 Reimbursable management costs 46,822 10,459 - - 57,281 Other 31,064 16,702 15,982 25,121 88,869 Total net revenues $ 1,235,973 $ 477,653 $ 688,452 $ 30,571 $ 2,432,649
Schedule of reconciliation of 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	Three Months Three Months Nine Months Nine Months 2018 2017 2018 2017 (in thousands) (in thousands) Determination of shares: Weighted-average common shares outstanding 91,948 90,913 91,538 90,865 Assumed conversion of dilutive employee stock-based awards 3,163 2,582 3,264 1,957 Assumed conversion of restricted stock 223 94 213 81 Diluted weighted-average common shares outstanding 95,334 93,589 95,015 92,903
Schedule of calculation of basic and diluted EPS for the entity's common stock	The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the three and nine months ended September 30, 2018 and 2017 (in thousands, except per share data): Three Months Three Months Ended Nine Months Nine Months 2018 2017 2018 2017 Calculation of basic EPS: Net income applicable to common stock $ 36,125 $ 789,340 $ 135,550 $ 811,523 Weighted-average common shares outstanding 91,948 90,913 91,538 90,865 Basic EPS $ 0.39 $ 8.68 $ 1.48 $ 8.93 Calculation of diluted EPS using two-class method: Net income applicable to common stock $ 36,125 $ 789,340 $ 135,550 $ 811,523 Diluted weighted-average common shares outstanding 95,334 93,589 95,015 92,903 Diluted EPS $ 0.38 $ 8.43 $ 1.43 $ 8.74
Weighted-average assumptions used in Black-Scholes option pricing model	Nine months ended September 30, Risk-free interest rate % 1.97 % Expected volatility % 30.67 % Dividend yield — — Weighted-average expected life (years) 5.30
Schedule of information with respect to the Company's segments	The following tables (in thousands) present certain information with respect to the Company’s segments. Intersegment revenues between the Company’s segments were not material in any of the periods presented below. Three months ended Nine months ended September 30, September 30, 2018 2017 2018 2017 Net Revenues Northeast $ 398,818 $ 401,818 $ 1,235,973 $ 1,200,382 South/West 152,988 160,153 477,653 453,123 Midwest 227,907 232,051 688,452 685,236 Other (1) 9,938 12,225 30,571 40,193 Total Reportable Segment Net Revenues 789,651 806,247 2,432,649 2,378,934 Adjusted EBITDA Northeast 128,910 127,644 397,844 384,094 South/West 38,910 35,046 130,608 106,436 Midwest 77,760 76,044 237,923 229,640 Other (1) (15,881) (13,516) (47,024) (40,103) Total Reportable Segment Adjusted EBITDA 229,699 225,218 719,351 680,067 Other operating costs and other expenses (income) Depreciation and amortization 56,852 66,483 175,801 205,688 Unconsolidated non-operating costs - Kansas JV 1,271 1,310 3,844 4,570 Interest expense 114,844 118,236 346,457 350,000 Interest income (246) (304) (736) (3,185) Loss on disposal of assets 3,220 96 3,223 103 Provision (recovery) for loan loss and unfunded loan commitments to the JIVDC and impairment losses — 24,317 (16,367) 29,952 Insurance recoveries — — (68) — Cash-settled stock award variance (1,692) 1,583 (1,354) 12,839 Pre-opening and significant transaction costs 5,187 1,848 17,159 4,593 Loss on early extinguishment of debt and modification costs 311 — 3,772 23,390 Other 1,435 236 1,479 2,202 Contingent purchase price 407 (20,716) 1,743 (16,794) Charge for stock compensation 2,915 1,853 8,847 5,827 Income before income taxes 45,195 30,276 175,551 60,882 Income taxes 9,070 (759,064) 40,001 (750,641) Net income $ 36,125 $ 789,340 $ 135,550 $ 811,523 Northeast South/West Midwest Other (1) Total Three months ended September 30, 2018 Capital expenditures $ 9,921 $ 4,616 $ 8,493 $ 973 $ 24,003 Three months ended September 30, 2017 Capital expenditures $ 5,621 $ 12,681 $ 7,935 $ 1,045 $ 27,282 Nine months ended September 30, 2018 Capital expenditures $ 21,397 $ 13,352 $ 17,869 $ 4,343 $ 56,961 Nine months ended September 30, 2017 Capital expenditures $ 15,144 $ 33,227 $ 19,611 $ 2,260 $ 70,242 Balance sheet at September 30, 2018 Total assets (1) $ 809,208 $ 763,654 $ 1,072,406 $ 2,438,574 $ 5,083,842 Investment in and advances to unconsolidated affiliates 105 — 84,891 39,657 124,653 Goodwill 21,242 244,695 674,558 68,396 1,008,891 Other intangible assets, net 360,643 690 98,998 12,637 472,968 Balance sheet at December 31, 2017 Total assets (1) $ 821,649 $ 794,274 $ 1,070,204 $ 2,548,685 $ 5,234,812 Investment in and advances to unconsolidated affiliates 102 — 88,296 60,514 148,912 Goodwill 21,242 244,695 674,558 67,602 1,008,097 Other intangible assets, net 303,043 1,623 101,698 16,242 422,606 (1) Other also includes corporate overhead operations as well as Penn Interactive Ventures, which is a wholly-owned subsidiary that is focused on the Company’s interactive gaming strategy. Total assets include the real property assets under the Master Lease with GLPI. Net revenues and adjusted EBITDA relate to the Company’s stand-alone racing operations, namely Sanford Orlando Kennel Club and the Company’s joint venture interests in Texas and New Jersey which do not have gaming operations.

Property and Equipment (Tables)

Property and Equipment (Tables)	9 Months Ended
	Sep. 30, 2018
Property and Equipment
Schedule of property and equipment, net	September 30, December 31, 2018 2017 (in thousands) Property and equipment - non-Master Lease Land and improvements $ 294,714 $ 294,695 Building and improvements 432,980 429,015 Furniture, fixtures and equipment 1,391,285 1,385,889 Leasehold improvements 134,900 130,801 Construction in progress 30,817 15,617 2,284,696 2,256,017 Less Accumulated depreciation (1,409,108) (1,345,147) 875,588 910,870 Property and equipment - Master Lease Land and improvements 421,450 424,700 Building and improvements 2,258,577 2,258,577 2,680,027 2,683,277 Less accumulated depreciation (905,293) (837,478) 1,774,734 1,845,799 Property and equipment, net $ 2,650,322 $ 2,756,669

Intangible Assets (Tables)

Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2018
Intangible Assets
Schedule of gross carrying value, accumulated amortization, and net book value of each major class of other intangible assets	September 30, 2018 December 31, 2017 (in thousands) Gross Gross Carrying Accumulated Net Book Carrying Accumulated Net Book Value Amortization Value Value Amortization Value Indefinite-life intangible assets $ 433,005 $ — $ 433,005 $ 375,405 $ — $ 375,405 Other intangible assets 135,555 95,592 39,963 131,483 84,282 47,201 Total $ 568,560 $ 95,592 $ 472,968 $ 506,888 $ 84,282 $ 422,606
Schedule of expected intangible asset amortization expense	The following table presents expected intangible asset amortization expense based on existing intangible assets as of September 30, 2018 (in thousands): Remaining 2018 $ 2,902 2019 10,200 2020 7,079 2021 4,106 2022 3,635 Thereafter 12,041 Total $ 39,963

Long-term Debt (Tables)

Long-term Debt (Tables)	9 Months Ended
	Sep. 30, 2018
Long-term Debt
Schedule of long-term debt, net of current maturities	September 30, December 31, 2018 2017 (in thousands) Senior secured credit facility $ 570,000 $ 760,000 $400 million 5.625% senior unsecured notes due January 15, 2027 400,000 400,000 Other long-term obligations 104,525 119,310 Capital leases 30 891 1,074,555 1,280,201 Less current maturities of long-term debt (39,223) (35,612) Less discount on senior secured credit facility Term Loan B (1,418) (2,558) Less debt issuance costs (20,167) (27,406) $ 1,013,747 $ 1,214,625
Schedule of future minimum repayments of long-term debt	The following is a schedule of future minimum repayments of long-term debt as of September 30, 2018 (in thousands): Within one year $ 39,223 1-3 years 99,443 3-5 years 249,032 Over 5 years 686,857 Total minimum payments $ 1,074,555

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2018
Fair Value Measurements
Schedule of carrying amount and estimated fair values of financial instruments	The carrying amounts and estimated fair values by input level of the Company’s financial instruments at September 30, 2018 and December 31, 2017 are as follows (in thousands): September 30, 2018 Carrying Amount Fair Value Level 1 Level 2 Level 3 Financial assets: Cash and cash equivalents $ 244,548 $ 244,548 $ 244,548 $ — $ — Financial liabilities: Long-term debt Senior secured credit facility 549,104 570,731 570,731 — — Senior unsecured notes 399,312 386,000 386,000 — — Other long-term obligations 104,524 99,501 — 99,501 — Other liabilities 20,353 20,353 — — 20,353 December 31, 2017 Carrying Amount Fair Value Level 1 Level 2 Level 3 Financial assets: Cash and cash equivalents $ 277,953 $ 277,953 $ 277,953 $ — $ — Loan to the JIVDC 20,900 16,533 — — 16,533 Financial liabilities: Long-term debt Senior secured credit facility 730,787 760,456 760,456 — — Senior unsecured notes 399,249 412,000 412,000 — — Other long-term obligations 119,310 113,460 — 113,460 — Other liabilities 22,696 22,696 — — 22,696
Summary of the changes in fair value of Level 3 liabilities	The following table summarizes the changes in the fair value of the Company’s Level 3 liabilities (in thousands): Nine Months Ended September 30, 2018 Liabilities Contingent Purchase Price Balance at January 1, 2018 $ 22,696 Additions — Payments (4,086) Included in earnings 1,743 Balance at September 30, 2018 $ 20,353
Summary of significant unobservable inputs used in calculating fair value Level 3 liabilities	Valuation Unobservable Technique Input Discount Rate Contingent purchase price - Plainridge Discounted cash flow Discount rate 7.34 %

Investment In and Advances to_2

Investment In and Advances to Unconsolidated Affiliates (Tables)	9 Months Ended
	Sep. 30, 2018
Investment In and Advances to Unconsolidated Affiliates
Schedule of summary financial information for Kansas Entertainment for the comparative periods presented in the Company's consolidated balance sheets and consolidated statements of operations	Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Net revenues $ 39,789 $ 38,295 $ 119,280 $ 116,065 Operating expenses 27,408 27,981 82,991 85,171 Income from operations 12,381 10,314 36,289 30,894 Net income $ 12,381 $ 10,314 $ 36,289 $ 30,894 Net income attributable to Penn $ 6,191 $ 5,157 $ 18,145 $ 15,447

Subsequent Events (Tables)

Subsequent Events (Tables)	9 Months Ended
	Sep. 30, 2018
Subsequent Events
Summary of purchase consideration	October 15 ,2018 (in thousands) Pinnacle diluted shares outstanding 62,613 Share exchange ratio Shares of Penn common stock issued to former Pinnacle shareholders 26,297 Price per share of Penn common stock $ Fair value of Penn common stock issued to former Pinnacle shareholders $ 749,740 Cash paid to former Pinnacle shareholders at $20 per share 1,252,259 Cash paid by Penn to retire Pinnacle debt, inclusive of accrued interest 814,273 Purchase price $ 2,816,272

Organization and Basis of Pre_2

Organization and Basis of Presentation (Details)	Oct. 15, 2018jurisdictionfacility	Sep. 30, 2018jurisdictionfacility
Organization and Basis of Presentation
Number of facilities the entity owned, managed, or had ownership interests in | facility	40	27
Number of jurisdictions in which the entity operates facilities | jurisdiction	18	15

New Accounting Pronouncements -

New Accounting Pronouncements - Cumulative Effect on Statements of Income (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Cumulative effect of adoption
Revenues	$ 789,651		$ 2,432,649
Less promotional allowances		$ (48,843)		$ (136,684)
Net revenues	789,651	806,247	2,432,649	2,378,934
Operating expenses
General and administrative	125,084	107,201	379,006	363,112
Depreciation and amortization	56,852	66,483	175,801	205,688
Provision (recovery) for loan loss and unfunded loan commitments to the JIVDC and impairment losses		24,317	(16,367)	29,952
Insurance recoveries			(68)
Total operating expenses	633,808	662,584	1,922,917	1,959,995
Income from operations	155,843	143,663	509,732	418,939
Income from operations before income taxes	45,195	30,276	175,551	60,882
Income tax provision (benefit)	9,070	(759,064)	40,001	(750,641)
Net income	36,125	789,340	135,550	811,523
Gaming
Cumulative effect of adoption
Revenues	646,335		1,965,923
Operating expenses
Operating expenses	351,995	350,847	1,043,205	1,028,056
Food, beverage, hotel and other
Cumulative effect of adoption
Revenues	138,769		403,402
Operating expenses
Operating expenses	95,967	107,057	284,059	313,363
Management service fees
Cumulative effect of adoption
Revenues	637		6,043
Reimbursable management costs
Cumulative effect of adoption
Revenues	3,910		57,281
Operating expenses
Operating expenses	3,910	$ 6,679	57,281	$ 19,824
Balances Without Adoption of ASC 606
Cumulative effect of adoption
Revenues	841,462		2,550,447
Less promotional allowances	(47,538)		(139,691)
Net revenues	793,924		2,410,756
Operating expenses
General and administrative	125,084		379,006
Depreciation and amortization	56,852		175,801
Provision (recovery) for loan loss and unfunded loan commitments to the JIVDC and impairment losses			(16,367)
Insurance recoveries			(68)
Total operating expenses	638,124		1,901,712
Income from operations	155,800		509,044
Income from operations before income taxes	45,152		174,863
Income tax provision (benefit)	9,061		39,844
Net income	36,091		135,019
Balances Without Adoption of ASC 606 | Gaming
Cumulative effect of adoption
Revenues	688,991		2,075,660
Operating expenses
Operating expenses	351,898		1,041,673
Balances Without Adoption of ASC 606 | Food, beverage, hotel and other
Cumulative effect of adoption
Revenues	151,834		458,285
Operating expenses
Operating expenses	104,290		311,208
Balances Without Adoption of ASC 606 | Management service fees
Cumulative effect of adoption
Revenues	637		6,043
Balances Without Adoption of ASC 606 | Reimbursable management costs
Cumulative effect of adoption
Revenues			10,459
Operating expenses
Operating expenses			10,459
ASU 2014-09 | Effect of Change Higher / (Lower)
Cumulative effect of adoption
Revenues	(51,811)		(117,798)
Less promotional allowances	47,538		139,691
Net revenues	(4,273)		21,893
Operating expenses
Total operating expenses	(4,316)		21,205
Income from operations	43		688
Income from operations before income taxes	43		688
Income tax provision (benefit)	9		157
Net income	34		531
ASU 2014-09 | Effect of Change Higher / (Lower) | Gaming
Cumulative effect of adoption
Revenues	(42,656)		(109,737)
Operating expenses
Operating expenses	97		1,532
ASU 2014-09 | Effect of Change Higher / (Lower) | Food, beverage, hotel and other
Cumulative effect of adoption
Revenues	(13,065)		(54,883)
Operating expenses
Operating expenses	(8,323)		(27,149)
ASU 2014-09 | Effect of Change Higher / (Lower) | Reimbursable management costs
Cumulative effect of adoption
Revenues	3,910		46,822
Operating expenses
Operating expenses	3,910		46,822
ASU 2014-09 | Loyalty Point Impact
Cumulative effect of adoption
Revenues	(140)		(2,220)
Net revenues	(140)		(2,220)
Operating expenses
Total operating expenses	(97)		(1,532)
Income from operations	(43)		(688)
Income from operations before income taxes	(43)		(688)
Income tax provision (benefit)	(9)		(157)
Net income	(34)		(531)
ASU 2014-09 | Loyalty Point Impact | Gaming
Cumulative effect of adoption
Revenues	(88)		(2,070)
Operating expenses
Operating expenses	(97)		(1,532)
ASU 2014-09 | Loyalty Point Impact | Food, beverage, hotel and other
Cumulative effect of adoption
Revenues	(52)		(150)
ASU 2014-09 | Promotional Allowance Discretionary Complimentaries Impact
Cumulative effect of adoption
Revenues	47,538		139,691
Less promotional allowances	(47,538)		(139,691)
ASU 2014-09 | Promotional Allowance Discretionary Complimentaries Impact | Gaming
Cumulative effect of adoption
Revenues	42,744		111,807
ASU 2014-09 | Promotional Allowance Discretionary Complimentaries Impact | Food, beverage, hotel and other
Cumulative effect of adoption
Revenues	4,794		27,884
ASU 2014-09 | Reimbursable Expense - Casino Rama Impact
Cumulative effect of adoption
Revenues	(3,910)		(46,822)
Net revenues	(3,910)		(46,822)
Operating expenses
Total operating expenses	(3,910)		(46,822)
ASU 2014-09 | Reimbursable Expense - Casino Rama Impact | Reimbursable management costs
Cumulative effect of adoption
Revenues	(3,910)		(46,822)
Operating expenses
Operating expenses	(3,910)		(46,822)
ASU 2014-09 | Racing Revenue Impact
Cumulative effect of adoption
Revenues	8,323		27,149
Net revenues	8,323		27,149
Operating expenses
Total operating expenses	8,323		27,149
ASU 2014-09 | Racing Revenue Impact | Food, beverage, hotel and other
Cumulative effect of adoption
Revenues	8,323		27,149
Operating expenses
Operating expenses	$ 8,323		$ 27,149

New Accounting Pronouncements_2

New Accounting Pronouncements - Cumulative Effect on Balance Sheet (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Jan. 02, 2018	Jan. 01, 2018	Dec. 31, 2017
Other assets
Deferred income taxes	$ 385,108		$ 392,987		$ 390,943
Current liabilities
Accrued expenses	126,874		137,382		125,688
Shareholders' equity (deficit)
Retained deficit	(925,918)		$ (1,061,468)		$ (1,051,818)
Retrospective adjustments
Net cash provided by operating activities	301,024	$ 355,341
Net cash used in financing activities	250,328	127,492
Balances Without Adoption of ASC 606
Other assets
Deferred income taxes	383,447
Current liabilities
Accrued expenses	115,868
Shareholders' equity (deficit)
Retained deficit	(916,799)
ASU 2014-09 | Effect of Change Higher / (Lower)
Other assets
Deferred income taxes	1,661			$ 2,044
Current liabilities
Accrued expenses	11,006			11,694
Shareholders' equity (deficit)
Retained deficit	$ (9,119)			$ (9,650)
ASU 2016-15 | Adjustment
Retrospective adjustments
Net cash provided by operating activities		18,000
Net cash used in financing activities		$ 18,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Promotional Allowances (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2018
Promotional allowances
Promotion value excluded from revenue	$ 42,744	$ 111,807
Cost of complimentary services	13,564	34,422
Lodging
Promotional allowances
Promotion value excluded from revenue	10,490	30,793
Cost of complimentary services	1,481	4,302
Food And Beverage
Promotional allowances
Promotion value excluded from revenue	30,567	77,317
Cost of complimentary services	11,509	28,969
Other
Promotional allowances
Promotion value excluded from revenue	1,687	3,697
Cost of complimentary services	$ 574	$ 1,151
Penn Interactive Ventures
Virtual Playing Credits [Abstract]
Average redemption period of virtual playing credits		3 days

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Revenue Disaggregation and Customer-related Liabilities (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2018USD ($)item	Sep. 30, 2017USD ($)	Jan. 01, 2018USD ($)	Dec. 31, 2017USD ($)
Disaggregation of revenue
Revenues	$ 789,651		$ 2,432,649
Customer-related Liabilities
Number of general types of liabilities related to contracts with customers | item			2
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-10-01
Customer-related Liabilities
Loyalty credit obligations outstanding	$ 21,400		$ 21,400
Loyalty credit obligation expected settlement period	6 months		6 months
Other
Disaggregation of revenue
Revenues	$ 9,938		$ 30,571
Northeast | Operating Segments
Disaggregation of revenue
Revenues	398,818		1,235,973
South/West | Operating Segments
Disaggregation of revenue
Revenues	152,988		477,653
Midwest | Operating Segments
Disaggregation of revenue
Revenues	227,907		688,452
Gaming
Disaggregation of revenue
Revenues	646,335		1,965,923
Gaming and Racing Taxes
Gaming and racing taxes	250,100	$ 252,900	750,500	$ 751,800
Gaming | Northeast | Operating Segments
Disaggregation of revenue
Revenues	356,787		1,076,709
Gaming | South/West | Operating Segments
Disaggregation of revenue
Revenues	93,580		290,890
Gaming | Midwest | Operating Segments
Disaggregation of revenue
Revenues	195,968		598,324
Food And Beverage
Disaggregation of revenue
Revenues	69,551		197,931
Food And Beverage | Other
Disaggregation of revenue
Revenues	230		812
Food And Beverage | Northeast | Operating Segments
Disaggregation of revenue
Revenues	21,669		60,419
Food And Beverage | South/West | Operating Segments
Disaggregation of revenue
Revenues	30,572		88,475
Food And Beverage | Midwest | Operating Segments
Disaggregation of revenue
Revenues	17,080		48,225
Lodging
Disaggregation of revenue
Revenues	34,967		103,770
Lodging | Northeast | Operating Segments
Disaggregation of revenue
Revenues	2,684		6,950
Lodging | South/West | Operating Segments
Disaggregation of revenue
Revenues	23,279		70,899
Lodging | Midwest | Operating Segments
Disaggregation of revenue
Revenues	9,004		25,921
Racing
Disaggregation of revenue
Revenues	5,415		18,875
Racing | Other
Disaggregation of revenue
Revenues	1,451		4,638
Racing | Northeast | Operating Segments
Disaggregation of revenue
Revenues	3,842		14,009
Racing | South/West | Operating Segments
Disaggregation of revenue
Revenues	122		228
Reimbursable management costs
Disaggregation of revenue
Revenues	3,910		57,281
Reimbursable management costs | Northeast | Operating Segments
Disaggregation of revenue
Revenues	3,910		46,822
Reimbursable management costs | South/West | Operating Segments
Disaggregation of revenue
Revenues			10,459
Other
Disaggregation of revenue
Revenues	29,473		88,869
Other | Other
Disaggregation of revenue
Revenues	8,257		25,121
Other | Northeast | Operating Segments
Disaggregation of revenue
Revenues	9,926		31,064
Other | South/West | Operating Segments
Disaggregation of revenue
Revenues	5,435		16,702
Other | Midwest | Operating Segments
Disaggregation of revenue
Revenues	5,855		15,982
Loyalty credit
Customer-related Liabilities
Customer-related liability	21,400		21,400		$ 24,700
Advance payments on goods and services yet to be provided and unpaid wagers
Customer-related Liabilities
Customer-related liability	19,200		19,200			$ 21,200
Long-term customer-related liability	$ 800		$ 800			$ 1,300

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Long-term Asset Related to Jamul Tribe (Details) - USD ($) $ in Thousands	May 25, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Loan to JIVDC
Proceeds from sale of outstanding note receivable			$ 15,186
Recovery of previously recorded provisions for loan and unfunded loan commitment losses		$ (24,317)	$ 16,367	$ (29,952)
Term Loan C Facility
Loan to JIVDC
Proceeds from sale of outstanding note receivable	$ 15,200

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Determination of shares:
Weighted-average common shares outstanding (in shares)	91,948,000	90,913,000	91,538,000	90,865,000
Assumed conversion of dilutive employee stock-based awards (in shares)	3,163,000	2,582,000	3,264,000	1,957,000
Assumed conversion of restricted stock (in shares)	223,000	94,000	213,000	81,000
Diluted weighted-average common shares outstanding (in shares)	95,334,000	93,589,000	95,015,000	92,903,000
Anti-dilutive securities, options to purchase shares outstanding	660,436	36,934	655,952	87,160
Calculation of basic EPS:
Net income applicable to common stock	$ 36,125	$ 789,340	$ 135,550	$ 811,523
Weighted-average common shares outstanding (in shares)	91,948,000	90,913,000	91,538,000	90,865,000
Basic EPS (in dollars per share)	$ 0.39	$ 8.68	$ 1.48	$ 8.93
Calculation of diluted EPS using two class method:
Net income applicable to common stock	$ 36,125	$ 789,340	$ 135,550	$ 811,523
Diluted EPS (in dollars per share)	$ 0.38	$ 8.43	$ 1.43	$ 8.74

Summary of Significant Accoun_8

Summary of Significant Accounting Policies - Stock-Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Stock-based compensation costs
Time period of historical volatility of stock used to estimate expected volatility			5 years 3 months 18 days
Accrued salaries and wages	$ 91,195		$ 91,195		$ 111,252
Dividend yield (as a percent)			0.00%
Granted (in shares)			663,343	1,486,790
Weighted-average assumptions used in the Black-Scholes option-pricing model
Risk-free interest rate (as a percent)			2.26%	1.97%
Expected volatility (as a percent)			30.80%	30.67%
Dividend yield (as a percent)			0.00%
Weighted-average expected life			5 years 3 months 18 days	5 years 3 months 18 days
Employee stock options | General and administrative expenses
Stock-based compensation costs
Compensation costs related to stock-based compensation	2,900	$ 1,900	$ 8,800	$ 5,800
Phantom Share Units (PSUs)
Stock-based compensation costs
Accrued salaries and wages	2,900		2,900		4,800
Total compensation cost related to nonvested awards not yet recognized	5,300		$ 5,300
Period for recognition of unrecognized compensation cost			2 years 3 months 15 days
Compensation costs related to stock-based compensation	700	800	$ 2,200	9,700
Amounts paid on cash settled awards	0	8,200	$ 4,200	11,800
Vesting period			4 years
Stock Appreciation Rights (SARs)
Stock-based compensation costs
Accrued salaries and wages	21,500		$ 21,500		$ 24,000
Total compensation cost related to nonvested awards not yet recognized	13,200		$ 13,200
Period for recognition of unrecognized compensation cost			2 years 2 months 16 days
Compensation costs related to stock-based compensation	1,100	3,100	$ 6,900	11,700
Amounts paid on cash settled awards	$ 2,300	$ 1,800	$ 9,800	$ 4,400
Vesting period			4 years

Summary of Significant Accoun_9

Summary of Significant Accounting Policies - Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Other operating costs and other expenses (income)
Depreciation and amortization	$ 56,852	$ 66,483	$ 175,801	$ 205,688
Interest expense	114,844	118,236	346,457	350,000
Interest income	(246)	(304)	(736)	(3,185)
(Gain) loss on disposal of assets	3,220	96	3,223	103
Provision (recovery) for loan loss and unfunded loan commitments to the JIVDC and impairment losses		24,317	(16,367)	29,952
Insurance recoveries			(68)
Cash-settled stock award variance	(1,692)	1,583	(1,354)	12,839
Pre-opening and significant transaction costs	5,187	1,848	17,159	4,593
Loss on early extinguishment of debt and modification costs	311		3,772	23,390
Other	1,435	236	1,479	2,202
Contingent purchase price	407	(20,716)	1,743	(16,794)
Charge for stock compensation	2,915	1,853	8,847	5,827
Income from operations before income taxes	45,195	30,276	175,551	60,882
Income taxes	9,070	(759,064)	40,001	(750,641)
Net income	36,125	789,340	135,550	811,523
Segment information
Capital expenditures	24,003	27,282	56,961	70,242
Total assets	5,083,842		5,083,842		$ 5,234,812
Investment in and advances to unconsolidated affiliates	124,653		124,653		148,912
Goodwill	1,008,891		1,008,891		1,008,097
Other intangible assets, net	472,968		472,968		422,606
Net revenues	789,651	806,247	2,432,649	2,378,934
Adjusted EBITDA	229,699	225,218	719,351	680,067
Kansas Entertainment
Other operating costs and other expenses (income)
Unconsolidated non-operating costs - Kansas JV	$ 1,271	1,310	$ 3,844	4,570
Segment information
Ownership interest in joint venture (as a percent)	50.00%		50.00%
Penn Interactive Ventures | Maximum
Segment information
Percent of net revenue	2.00%		2.00%
Percent of income from operations	2.00%		2.00%
Percent of total assets	2.00%		2.00%
Operating Segments | Northeast
Segment information
Capital expenditures	$ 9,921	5,621	$ 21,397	15,144
Total assets	809,208		809,208		821,649
Investment in and advances to unconsolidated affiliates	105		105		102
Goodwill	21,242		21,242		21,242
Other intangible assets, net	360,643		360,643		303,043
Net revenues	398,818	401,818	1,235,973	1,200,382
Adjusted EBITDA	128,910	127,644	397,844	384,094
Operating Segments | South/West
Segment information
Capital expenditures	4,616	12,681	13,352	33,227
Total assets	763,654		763,654		794,274
Goodwill	244,695		244,695		244,695
Other intangible assets, net	690		690		1,623
Net revenues	152,988	160,153	477,653	453,123
Adjusted EBITDA	38,910	35,046	130,608	106,436
Operating Segments | Midwest
Segment information
Capital expenditures	8,493	7,935	17,869	19,611
Total assets	1,072,406		1,072,406		1,070,204
Investment in and advances to unconsolidated affiliates	84,891		84,891		88,296
Goodwill	674,558		674,558		674,558
Other intangible assets, net	98,998		98,998		101,698
Net revenues	227,907	232,051	688,452	685,236
Adjusted EBITDA	77,760	76,044	237,923	229,640
Other
Segment information
Capital expenditures	973	1,045	4,343	2,260
Total assets	2,438,574		2,438,574		2,548,685
Investment in and advances to unconsolidated affiliates	39,657		39,657		60,514
Goodwill	68,396		68,396		67,602
Other intangible assets, net	12,637		12,637		$ 16,242
Net revenues	9,938	12,225	30,571	40,193
Adjusted EBITDA	$ (15,881)	$ (13,516)	$ (47,024)	$ (40,103)

Summary of Significant Accou_10

Summary of Significant Accounting Policies - Other Comprehensive Income (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2018USD ($)
Other comprehensive income (loss):
Reclassification of AOCI to earnings upon termination of the Casino Rama management contract	$ 1,453

Property and Equipment (Details

Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Plant and equipment
Property and equipment, net	$ 2,650,322		$ 2,650,322		$ 2,756,669
Decrease in property and equipment			106,300
Depreciation expense	53,600	$ 62,100	163,900	$ 190,800
Interest capitalized in connection with major construction projects	0		0	200
Non-leased assets
Plant and equipment
Property and equipment	2,284,696		2,284,696		2,256,017
Less Accumulated depreciation	(1,409,108)		(1,409,108)		(1,345,147)
Property and equipment, net	875,588		875,588		910,870
Land and improvements - non-leased
Plant and equipment
Property and equipment	294,714		294,714		294,695
Building and improvements - non-leased
Plant and equipment
Property and equipment	432,980		432,980		429,015
Furniture, Fixtures and Equipment
Plant and equipment
Property and equipment	1,391,285		1,391,285		1,385,889
Leasehold Improvements
Plant and equipment
Property and equipment	134,900		134,900		130,801
Construction in progress
Plant and equipment
Property and equipment	30,817		30,817		15,617
Master lease assets | Master Lease Agreement
Plant and equipment
Property and equipment	2,680,027		2,680,027		2,683,277
Less Accumulated depreciation	(905,293)		(905,293)		(837,478)
Property and equipment, net	1,774,734		1,774,734		1,845,799
Depreciation expense	22,700	$ 23,400	68,900	$ 69,100
Land and improvements - master lease | Master Lease Agreement
Plant and equipment
Property and equipment	421,450		421,450		424,700
Buildings and improvements - master lease | Master Lease Agreement
Plant and equipment
Property and equipment	$ 2,258,577		$ 2,258,577		$ 2,258,577

Intangible Assets (Details)

Intangible Assets (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2018USD ($)item	Sep. 30, 2017USD ($)	Dec. 31, 2017USD ($)
Intangible assets
Indefinite-life intangible assets	$ 433,005		$ 433,005		$ 375,405
Other intangible assets, Gross Carrying Value	135,555		135,555		131,483
Other intangible assets, Accumulated Amortization	95,592		95,592		84,282
Total	39,963		39,963		47,201
Total intangible assets, Gross Carrying Value	568,560		568,560		506,888
Total intangible assets, Net Book Value	472,968		472,968		$ 422,606
Increase in other intangible assets during the period			$ 50,400
Number of Category 4 gaming licenses purchased | item			2
Intangible asset amortization expense	$ 3,300	$ 4,300	$ 11,900	$ 14,800
Weighted average remaining amortization period			4 years 2 months 12 days
York County
Intangible assets
Payment for Category 4 licenses			$ 50,100
Berks and Lancaster Counties
Intangible assets
Payment for Category 4 licenses			$ 7,500
Maximum
Intangible assets
Number of slot machines in Category 4 facility | item			750
Number of table games in Category 4 facility | item			30

Intangible Assets - Future Amor

Intangible Assets - Future Amortization (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Expected intangible asset amortization expense
Remaining 2,018	$ 2,902
2,019	10,200
2,020	7,079
2,021	4,106
2,022	3,635
Thereafter	12,041
Total	$ 39,963	$ 47,201

Long-term Debt - Debt Summary (

Long-term Debt - Debt Summary (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017	Jan. 19, 2017
Long-term Debt
Long-term debt	$ 1,074,555,000	$ 1,280,201,000
Less current maturities of long-term debt	(39,223,000)	(35,612,000)
Less discount on senior secured credit facility Term Loan B	(1,418,000)	(2,558,000)
Less debt issuance costs	(20,167,000)	(27,406,000)
Long-term debt, net of current maturities and debt issuance costs	1,013,747,000	1,214,625,000
Senior Secured Credit Facility
Long-term Debt
Long-term debt	570,000,000	760,000,000
Senior Unsecured Notes 5.625 Percent Due January 15, 2027
Long-term Debt
Long-term debt	400,000,000	400,000,000
Principal amount	$ 400,000,000		$ 400,000,000
Interest rate (as a percent)	5.625%		5.625%
Other long-term obligations
Long-term Debt
Long-term debt	$ 104,525,000	119,310,000
Capital leases
Long-term Debt
Long-term debt	$ 30,000	$ 891,000

Long-term Debt - Future Minimum

Long-term Debt - Future Minimum Repayments (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Future minimum repayments of long-term debt
Within one year	$ 39,223
1-3 years	99,443
3-5 years	249,032
Over 5 years	686,857
Total minimum payments	$ 1,074,555	$ 1,280,201

Long-term Debt - Senior Secured

Long-term Debt - Senior Secured Credit Facility and Senior Notes (Details) - USD ($)	Jan. 19, 2017	Sep. 30, 2018	Mar. 31, 2017	Sep. 30, 2018	Sep. 30, 2017
Long-term Debt
Loss on early extinguishment of debt		$ 311,000		$ 3,772,000	$ 23,390,000
Senior Secured Credit Facility
Long-term Debt
Refinancing costs					1,700,000
Loss on early extinguishment of debt					2,300,000
Term loan amount outstanding		570,000,000		570,000,000
Revolving credit facility
Long-term Debt
Term of debt	5 years
Maximum borrowing capacity	$ 700,000,000
Available borrowing capacity		678,200,000		678,200,000
Revolver amount outstanding		0		0
Letters of credit outstanding		21,800,000		21,800,000
Term Loan A Facility
Long-term Debt
Term of debt	5 years
Maximum borrowing capacity	$ 300,000,000
Variable interest rate	LIBOR
Term loan amount outstanding		277,500,000		277,500,000
Term Loan B Facility
Long-term Debt
Term of debt	7 years
Maximum borrowing capacity	$ 500,000,000
Variable interest rate	LIBOR
Variable interest rate spread (as a percent)	2.50%
Variable interest base rate floor rate (as a percent)	0.75%
Loss on early extinguishment of debt		300,000		3,800,000
Term loan amount outstanding		292,000,000		292,000,000
$300 million 5.875% senior unsecured notes due November 1, 2021
Long-term Debt
Loss on early extinguishment of debt					$ 21,100,000
Amount of debt extinguished			$ 300,000,000
Interest rate (as a percent)			5.875%
Senior Unsecured Notes 5.625 Percent Due January 15, 2027
Long-term Debt
Principal amount	$ 400,000,000	$ 400,000,000		$ 400,000,000
Interest rate (as a percent)	5.625%	5.625%		5.625%
Percentage of principal amount at which the entity may redeem notes from net proceeds raised in connection with an equity offering	105.625%
Percentage of the aggregate principal amount of the notes originally issued which must remain outstanding at redemption under terms of the notes	60.00%
Period from completion of equity offering, during which notes can be redeemed	180 days
Minimum | Term Loan A Facility
Long-term Debt
Variable interest rate spread (as a percent)	1.25%
Maximum | Term Loan A Facility
Long-term Debt
Variable interest rate spread (as a percent)	3.00%
LIBOR | Term Loan B Facility
Long-term Debt
Variable interest rate spread (as a percent)				2.50%

Fair Value Measurements (Detail

Fair Value Measurements (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018USD ($)item	Sep. 30, 2017USD ($)	Sep. 30, 2018USD ($)item	Sep. 30, 2017USD ($)	Dec. 31, 2017USD ($)
Fair value of assets and liabilities
Change in fair value of contingent purchase price	$ 407	$ (20,716)	$ 1,743	$ (16,794)
Loans to JIVDC | Discount Rate
Fair value of assets and liabilities
Discount rate (as a percent) - financing receivable					14
Level 1
Fair value of assets and liabilities
Cash and cash equivalents	244,548		244,548		$ 277,953
Level 3
Fair value of assets and liabilities
Loans to JIVDC					16,533
Financial liabilities:
Other liabilities	20,353		20,353		22,696
Level 3 | Contingent Purchase Price
Financial liabilities:
Balance at beginning of the period			22,696
Payments			(4,086)
Included in earnings			1,743
Balance at end of the period	$ 20,353		$ 20,353
Level 3 | Contingent Purchase Price | Discounted Cash Flow | Plainridge Racecourse
Fair value of assets and liabilities
Discount rate (as a percent) - contingent liability | item	7.34		7.34
Discount rate	us-gaap:MeasurementInputDiscountRateMember		us-gaap:MeasurementInputDiscountRateMember
Senior Secured Credit Facility | Level 1
Financial liabilities:
Long-term debt	$ 570,731		$ 570,731		760,456
Senior Unsecured Notes | Level 1
Financial liabilities:
Long-term debt	386,000		386,000		412,000
Other long-term obligations | Level 2
Financial liabilities:
Long-term debt	99,501		99,501		113,460
Reported Value Measurement
Fair value of assets and liabilities
Cash and cash equivalents	244,548		244,548		277,953
Loans to JIVDC					20,900
Financial liabilities:
Other liabilities	20,353		20,353		22,696
Reported Value Measurement | Senior Secured Credit Facility
Financial liabilities:
Long-term debt	549,104		549,104		730,787
Reported Value Measurement | Senior Unsecured Notes
Financial liabilities:
Long-term debt	399,312		399,312		399,249
Reported Value Measurement | Other long-term obligations
Financial liabilities:
Long-term debt	104,524		104,524		119,310
Estimate of Fair Value Measurement
Fair value of assets and liabilities
Cash and cash equivalents	244,548		244,548		277,953
Loans to JIVDC					16,533
Financial liabilities:
Other liabilities	20,353		20,353		22,696
Estimate of Fair Value Measurement | Senior Secured Credit Facility
Financial liabilities:
Long-term debt	570,731		570,731		760,456
Estimate of Fair Value Measurement | Senior Unsecured Notes
Financial liabilities:
Long-term debt	386,000		386,000		412,000
Estimate of Fair Value Measurement | Other long-term obligations
Financial liabilities:
Long-term debt	$ 99,501		$ 99,501		$ 113,460

Investment In and Advances to_3

Investment In and Advances to Unconsolidated Affiliates (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2018USD ($)ft²item	Sep. 30, 2017USD ($)
Summary financial information
Net income attributable to Penn	$ 5,696	$ 4,781	$ 16,791	$ 14,350
Kansas Entertainment
Business ventures
Ownership interest in joint venture under agreement of sale (as a percent)	50.00%		50.00%
Area of Casino (in square foot) | ft²			244,791
Number of slot machines | item			1,988
Number of table games | item			41
Number of poker tables | item			12
Number of space parking | item			1,253
Summary financial information
Net revenues	$ 39,789	38,295	$ 119,280	116,065
Operating expenses	27,408	27,981	82,991	85,171
Income from operations	12,381	10,314	36,289	30,894
Net income	12,381	10,314	36,289	30,894
Net income attributable to Penn	$ 6,191	$ 5,157	$ 18,145	$ 15,447

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	Dec. 31, 2017	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Effective tax rate
Effective income tax rate (as a percent)		20.07%	(2507.15%)	22.79%	(1232.94%)
Effect of Tax Cuts and Jobs Act of 2017
Federal statutory tax rate				21.00%		35.00%
Provisional increase to deferred tax expense	$ 261.3			$ 3.5	$ 2.6
Additional tax expense		$ 0.9
Benefited from the deferred tax valuation allowance reversal			$ 766.2		$ 766.2

Subsequent Events - (Details)

Subsequent Events - (Details) $ / shares in Units, $ in Thousands	Oct. 15, 2018USD ($)customerjurisdictionpropertyfacility$ / sharesshares	Jan. 19, 2017USD ($)	Sep. 30, 2018USD ($)jurisdictionfacilityshares	Sep. 30, 2017shares	Sep. 30, 2018USD ($)jurisdictionfacilityshares	Sep. 30, 2017USD ($)shares
Subsequent events
Number of facilities the entity owned, managed, or had ownership interests in | facility	40		27		27
Number of jurisdictions in which the entity operates facilities | jurisdiction	18		15		15
Proceeds from Long-term Capital Lease Obligations						$ 82,600
Merger Consideration
Pinnacle diluted shares outstanding | shares			95,334,000	93,589,000	95,015,000	92,903,000
Pinnacle
Merger Consideration
Transaction costs during the period					$ 15,000	$ 4,600
Term Loan A Facility
Financing Agreement
Term loan amount outstanding			$ 277,500		277,500
Maximum borrowing capacity		$ 300,000
Term Loan A Facility | Minimum
Financing Agreement
Variable interest rate spread (as a percent)		1.25%
Term Loan A Facility | Maximum
Financing Agreement
Variable interest rate spread (as a percent)		3.00%
Term Loan B Facility
Financing Agreement
Term loan amount outstanding			$ 292,000		$ 292,000
Variable interest rate spread (as a percent)		2.50%
Maximum borrowing capacity		$ 500,000
Term Loan B Facility | LIBOR
Financing Agreement
Variable interest rate spread (as a percent)					2.50%
Revolving credit facility
Financing Agreement
Maximum borrowing capacity		$ 700,000
Subsequent Event | Boyd Gaming Corp
Subsequent events
Proceeds from divestiture of acquired subsidiaries	$ 604,900
Subsequent Event | Master Lease Agreement
Subsequent events
Incremental rent	13,900
Subsequent Event | Plainridge Park Casino | Gaming And Leisure Properties
Subsequent events
Proceeds from Long-term Capital Lease Obligations	250,000
Subsequent Event | Plainridge Park Casino | Master Lease Agreement | Gaming And Leisure Properties
Subsequent events
Fixed annual rent	25,000
Subsequent Event | Belterra Park Casino | Boyd Gaming Corp
Subsequent events
Proceeds from divestiture of acquired subsidiaries	$ 57,700
Subsequent Event | Pinnacle
Subsequent events
Number of facilities the entity owned, managed, or had ownership interests in | property	40
Number of jurisdictions in which the entity operates facilities | jurisdiction	18
Number of loyalty programs combined | customer	2
Merger Consideration
Cash per share paid to former Pinnacle shareholders | $ / shares	$ 20
Number of trading days	10 days
Weighted average price per share | $ / shares	$ 29.80
Shares of Penn common stock issued to former Pinnacle shareholders | shares	26,297,448
Share exchange ratio	0.42
Price per share of Penn common stock | $ / shares	$ 28.51
Fair value of Penn common stock issued to former Pinnacle shareholders	$ 749,740
Cash paid to former Pinnacle shareholders at $20 per share	1,252,259
Cash paid by Penn to retire Pinnacle debt, inclusive of accrued interest	814,273
Purchase price	2,816,272
Subsequent Event | Pinnacle | Forecast | Minimum
Subsequent events
Identification of annual run-rate cost synergies driven	100,000
Subsequent Event | Term Loan A Facility
Financing Agreement
Term loan amount outstanding	$ 707,700
Subsequent Event | Term Loan A Facility | LIBOR | Minimum
Financing Agreement
Variable interest rate spread (as a percent)	1.25%
Subsequent Event | Term Loan A Facility | LIBOR | Maximum
Financing Agreement
Variable interest rate spread (as a percent)	3.00%
Subsequent Event | Term Loan A Facility | Base Rate | Minimum
Financing Agreement
Variable interest rate spread (as a percent)	0.25%
Subsequent Event | Term Loan A Facility | Base Rate | Maximum
Financing Agreement
Variable interest rate spread (as a percent)	2.00%
Subsequent Event | Term Loan B Facility
Financing Agreement
Term loan amount outstanding	$ 1,128,800
Subsequent Event | Term Loan B Facility | LIBOR
Financing Agreement
Variable interest rate spread (as a percent)	2.25%
Subsequent Event | Revolving credit facility
Financing Agreement
Maximum borrowing capacity	$ 700,000
Pinnacle | Subsequent Event | Pinnacle
Merger Consideration
Pinnacle diluted shares outstanding | shares	62,613,000