Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 25, 2019 | Jun. 30, 2018 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | Eldorado Resorts, Inc. | ||
Entity Central Index Key | 1,590,895 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2.5 | ||
Entity Common Stock, Shares Outstanding | 77,433,982 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | ERI |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 230,752 | $ 134,596 |
Restricted cash and investments | 24,892 | 3,267 |
Marketable securities | 16,957 | 17,631 |
Accounts receivable, net | 60,169 | 45,797 |
Due from affiliates | 327 | 243 |
Inventories | 20,595 | 16,870 |
Income taxes receivable | 15,731 | 4,805 |
Prepaid expenses | 48,002 | 27,823 |
Assets held for sale | 155,771 | |
Total current assets | 573,196 | 251,032 |
Property and equipment, net | 2,882,606 | 1,502,817 |
Gaming licenses and other intangibles, net | 1,362,006 | 996,816 |
Goodwill | 1,008,316 | 747,106 |
Other assets, net | 85,338 | 48,701 |
Total assets | 5,911,462 | 3,546,472 |
CURRENT LIABILITIES: | ||
Current portion of long-term debt | 462 | 615 |
Accounts payable | 58,524 | 34,778 |
Accrued property, gaming and other taxes | 51,931 | 43,212 |
Accrued payroll and related | 87,332 | 53,330 |
Accrued interest | 42,780 | 25,607 |
Income taxes payable | 47,475 | 171 |
Accrued other liabilities | 102,982 | 66,038 |
Liabilities related to assets held for sale | 10,691 | |
Total current liabilities | 402,177 | 223,751 |
Long-term financing obligation to GLPI | 959,835 | |
Long-term debt, less current portion | 3,261,273 | 2,189,578 |
Deferred income taxes | 200,010 | 162,967 |
Other long-term liabilities | 59,014 | 28,579 |
Total liabilities | 4,882,309 | 2,604,875 |
Commitments and contingencies (Note 17) | ||
STOCKHOLDERS' EQUITY: | ||
Common stock, 200,000,000 and 100,000,000 shares authorized, 77,438,889 and 76,825,966 issued and outstanding, net of treasury shares, par value $0.00001 as of December 31, 2018 and December 31, 2017, respectively | 1 | |
Paid-in capital | 748,076 | 746,547 |
Retained earnings | 290,206 | 194,971 |
Treasury stock at cost, 223,823 shares held at December 31, 2018 | (9,131) | |
Accumulated other comprehensive income | 1 | 79 |
Total stockholders’ equity | 1,029,153 | 941,597 |
Total liabilities and stockholders’ equity | $ 5,911,462 | $ 3,546,472 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Common stock, shares authorized | 200,000,000 | 100,000,000 |
Common stock, shares issued | 77,438,889 | 76,825,966 |
Common stock, shares outstanding, net of treasury shares | 77,438,889 | 76,825,966 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
Treasury stock, shares | 223,823 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
REVENUES: | |||
Net revenues | $ 2,056,007 | $ 1,480,798 | $ 900,465 |
EXPENSES: | |||
Other | 38,676 | 32,156 | 30,776 |
Marketing and promotions | 106,161 | 83,174 | 40,890 |
General and administrative | 349,598 | 241,037 | 130,720 |
Corporate | 46,632 | 30,739 | 19,880 |
Impairment charges | 13,602 | 38,016 | |
Depreciation and amortization | 157,429 | 105,891 | 63,449 |
Total operating expenses | 1,729,014 | 1,312,525 | 801,745 |
Loss on sale or disposal of property and equipment | (835) | (319) | (836) |
Proceeds from terminated sales | 5,000 | 20,000 | |
Transaction expenses | (20,842) | (92,777) | (9,184) |
Loss from unconsolidated affiliates | (213) | (367) | |
Operating (loss) income | 310,103 | 94,810 | 88,700 |
OTHER EXPENSE: | |||
Interest expense, net | (171,732) | (99,769) | (50,917) |
Loss on early retirement of debt, net | (162) | (38,430) | (155) |
Unrealized loss on restricted investment | (2,587) | ||
Total other expense | (174,481) | (138,199) | (51,072) |
Net income (loss) before income taxes | 135,622 | (43,389) | 37,628 |
(Provision) benefit for income taxes | (40,387) | 116,769 | (13,101) |
Net income | $ 95,235 | $ 73,380 | $ 24,527 |
Net income per share of common stock: | |||
Basic | $ 1.23 | $ 1.09 | $ 0.52 |
Diluted | $ 1.22 | $ 1.08 | $ 0.51 |
Weighted average number of shares outstanding: | |||
Weighted average basic shares outstanding | 77,458,902 | 67,133,531 | 47,033,311 |
Weighted average diluted shares outstanding | 78,282,101 | 68,102,814 | 47,701,562 |
Casino | |||
REVENUES: | |||
Net revenues | $ 1,534,954 | $ 1,085,014 | $ 591,471 |
EXPENSES: | |||
Cost of goods and services | 732,580 | 547,438 | 342,433 |
Pari-mutuel Commissions | |||
REVENUES: | |||
Net revenues | 18,437 | 14,013 | 8,544 |
EXPENSES: | |||
Cost of goods and services | 16,709 | 13,651 | 9,787 |
Food and Beverage | |||
REVENUES: | |||
Net revenues | 247,332 | 198,246 | 155,217 |
EXPENSES: | |||
Cost of goods and services | 202,618 | 169,848 | 122,598 |
Hotel | |||
REVENUES: | |||
Net revenues | 183,798 | 133,338 | 100,462 |
EXPENSES: | |||
Cost of goods and services | 65,009 | 50,575 | 41,212 |
Other | |||
REVENUES: | |||
Net revenues | $ 71,486 | $ 50,187 | $ 44,771 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net income | $ 95,235 | $ 73,380 | $ 24,527 |
Other comprehensive (loss) income, net of tax: | |||
Defined benefit pension plan—amortization of net (loss) income, net of tax of $(1) and $36 for 2018 and 2017, respectively | (78) | 67 | |
Other comprehensive (loss) income | (78) | 67 | |
Comprehensive income, net of tax | $ 95,157 | $ 73,447 | $ 24,527 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Defined benefit pension plan-amortization of net (loss) income, tax | $ (1) | $ 36 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income | Treasury Stock |
Beginning Balance at Dec. 31, 2015 | $ 268,460 | $ 170,897 | $ 97,551 | $ 12 | ||
Beginning Balance (in shares) at Dec. 31, 2015 | 46,817,829 | |||||
Issuance of restricted stock units | 3,341 | 3,341 | ||||
Issuance of restricted stock units (in shares) | 217,997 | |||||
Net income | 24,527 | 24,527 | ||||
Exercise of stock options | $ 385 | 385 | ||||
Exercise of stock options (in shares) | 132,900 | 132,900 | ||||
Shares withheld related to net share settlement of stock awards | $ (744) | (744) | ||||
Shares withheld related to net share settlement of stock awards (in shares) | (62,982) | |||||
Ending Balance at Dec. 31, 2016 | 295,969 | 173,879 | 122,078 | 12 | ||
Ending Balance (in shares) at Dec. 31, 2016 | 47,105,744 | |||||
Isle common stock exchanged at merger | 574,811 | 574,811 | ||||
Isle common stock exchanged at merger (in shares) | 28,468,182 | |||||
Issuance of restricted stock units | 6,322 | 6,322 | ||||
Issuance of restricted stock units (in shares) | 1,070,552 | |||||
Other | (487) | (487) | ||||
Net income | 73,380 | 73,380 | ||||
Other comprehensive (loss) income | 67 | 67 | ||||
Exercise of stock options | $ 2,900 | 2,900 | ||||
Exercise of stock options (in shares) | 1,185,745 | 1,185,745 | ||||
Shares withheld related to net share settlement of stock awards | $ (11,365) | (11,365) | ||||
Shares withheld related to net share settlement of stock awards (in shares) | (1,004,257) | |||||
Ending Balance at Dec. 31, 2017 | 941,597 | 746,547 | 194,971 | 79 | ||
Ending Balance (in shares) at Dec. 31, 2017 | 76,825,966 | |||||
Issuance of restricted stock units | 13,084 | $ 1 | 13,083 | |||
Issuance of restricted stock units (in shares) | 848,737 | |||||
Purchase of treasury shares | (9,131) | $ (9,100) | $ (9,131) | |||
Purchase of treasury shares, (in shares) | 223,823 | 223,823 | ||||
Net income | 95,235 | 95,235 | ||||
Other comprehensive (loss) income | (78) | (78) | ||||
Exercise of stock options | $ 154 | 154 | ||||
Exercise of stock options (in shares) | 120,120 | 67,336 | ||||
Shares withheld related to net share settlement of stock awards | $ (11,708) | (11,708) | ||||
Shares withheld related to net share settlement of stock awards (in shares) | (303,150) | |||||
Ending Balance at Dec. 31, 2018 | $ 1,029,153 | $ 1 | $ 748,076 | $ 290,206 | $ 1 | $ (9,131) |
Ending Balance (in shares) at Dec. 31, 2018 | 77,438,889 | 223,823 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income | $ 95,235 | $ 73,380 | $ 24,527 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 157,429 | 105,891 | 63,449 |
Amortization of deferred financing costs, discount and debt premium | 8,175 | 6,289 | 3,520 |
Loss on early retirement of debt | 162 | 38,430 | 155 |
Unrealized loss on restricted investment | 2,587 | ||
Stock compensation expense | 13,084 | 6,322 | 3,341 |
Provision for bad debt | 1,552 | 531 | 161 |
Impairment charges | 13,602 | 38,016 | |
Provision (benefit) for deferred income taxes | 33,865 | (112,561) | 11,201 |
Other | 1,662 | 723 | 893 |
Change in operating assets and liabilities: | |||
Sale of trading securities | 674 | 101 | |
Accounts receivable | 6,104 | (19,110) | (4,874) |
Inventories | 596 | 105 | 687 |
Prepaid expenses and other assets | (1,215) | (629) | (995) |
Accrued interest | 1,490 | 10,974 | (344) |
Income taxes payable | 6,945 | (470) | |
Accounts payable and accrued other liabilities | (18,667) | (18,106) | (6,349) |
Net cash provided by operating activities | 323,280 | 129,886 | 95,372 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property and equipment, net | (147,415) | (83,161) | (43,173) |
Purchase of restricted investments | (8,008) | ||
Proceeds from sale of property and equipment | 1,002 | 135 | 1,560 |
Net cash used in business combinations | (1,113,227) | (1,313,051) | (194) |
Investments in and loans to unconsolidated affiliates | (581) | (604) | |
Net cash used in investing activities | (1,268,229) | (1,396,681) | (41,807) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of long-term debt | 846,000 | 2,325,000 | |
Borrowings under Revolving Credit Facility | 315,358 | 207,953 | 73,000 |
Payments under long-term debt | (911,875) | (4,250) | |
Payments under Revolving Credit Facility | (70,358) | (236,953) | (137,500) |
Debt premium proceeds | 27,500 | ||
Debt issuance costs | (25,758) | (51,526) | (4,288) |
Taxes paid related to net share settlement of equity awards | (11,708) | (11,365) | (744) |
Proceeds from exercise of stock options | 154 | 2,900 | 385 |
Purchase of treasury stock | (9,131) | ||
Payments on other long-term payables | (666) | (533) | (274) |
Net cash provided by (used in) financing activities | 1,043,891 | 1,351,101 | (73,671) |
Increase (decrease) in cash, cash equivalents and restricted cash | 98,942 | 84,306 | (20,106) |
Cash, cash equivalents and restricted cash, beginning of period | 147,749 | 63,443 | 83,549 |
Cash, cash equivalents and restricted cash, end of period | 246,691 | 147,749 | 63,443 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONSOLIDATED BALANCE SHEETS: | |||
Cash and cash equivalents | 230,752 | 134,596 | 61,029 |
Restricted cash | 8,884 | 3,267 | $ 2,414 |
Restricted cash included in other noncurrent assets | $ 7,055 | $ 9,886 | |
Restricted Cash,Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent |
Cash, cash equivalents and restricted cash, end of period | $ 246,691 | $ 147,749 | $ 63,443 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||
Interest paid | 166,007 | 84,604 | 47,696 |
Income taxes (refunded) paid | (4,134) | 246 | 1,662 |
NON-CASH FINANCING ACTIVITIES: | |||
Net change in liabilities for capital expenditures | (2,786) | $ (317) | $ 4,222 |
Change in real property subject to financing obligation | $ (957,300) |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Note 1. Organization and Basis of Presentation The accompanying consolidated financial statements include the accounts of Eldorado Resorts, Inc. (“ERI” or the “Company”), a Nevada corporation formed in September 2013, and its consolidated subsidiaries. The Company is a geographically diversified gaming and hospitality company with 28 gaming facilities in 13 states as of December 31, 2018. The Company’s properties, which are located in Ohio, Louisiana, Nevada, New Jersey, Pennsylvania, West Virginia, Colorado, Florida, Iowa, Mississippi, Illinois, Indiana and Missouri, feature approximately 30,000 slot machines and video lottery terminals (“VLTs”), approximately 800 table games and approximately 12,600 hotel rooms. The Company’s primary source of revenue is generated by gaming operations, and the Company utilizes its hotels, restaurants, bars, entertainment, racing, retail shops and other services to attract customers to its properties. The Company was founded in 1973 by the Carano family with the opening of the Eldorado Hotel Casino in Reno, Nevada. In 1993, the Company partnered with MGM Resorts International to build Silver Legacy Resort Casino, the first mega-themed resort in Reno. In 2005, the Company acquired its first property outside of Reno when it purchased a casino in Shreveport, Louisiana, now known as Eldorado Shreveport. In September 2014, the Company merged with MTR Gaming Group, Inc. and acquired its three gaming and racing facilities in Ohio, Pennsylvania and West Virginia. The following year, in November 2015, the Company acquired Circus Circus Reno and the 50% membership interest in the Silver Legacy that was owned by MGM Resorts International. On May 1, 2017, the Company completed its acquisition of Isle of Capri Casinos, Inc. (“Isle” or “Isle of Capri”), adding 13 gaming properties to its portfolio . On August 7, 2018, the Company acquired the Elgin Riverboat Resort – Riverboat Casino d/b/a Grand Victoria Casino (“Elgin”) (“Elgin Acquisition”). On October 1, 2018, the Company completed its acquisition of Tropicana Entertainment, Inc. (“Tropicana”), adding seven properties to its portfolio (the “Tropicana Acquisition”). As of December 31, 2018, ERI owned and operated the following properties: • Eldorado Resort Casino Reno ( “ ” — • Silver Legacy Resort Casino ( “ ” — • Circus Circus Reno ( “ ” — • Eldorado Resort Casino Shreveport ( “ ” — • Mountaineer Casino, Racetrack & Resort ( “ ” — ’ • Presque Isle Downs & Casino ( “ ” — • Eldorado Gaming Scioto Downs ( “ ” — “ ” s • Isle Casino Hotel — — • Lady Luck Casino — — • Isle Casino Racing Pompano Park (“Pompano”) — • Isle Casino Bettendorf (“Bettendorf”) — • Isle Casino Waterloo (“Waterloo”) — • Isle of Capri Casino Hotel Lake Charles (“Lake Charles”) — • Isle of Capri Casino Lula (“Lula”) — • Lady Luck Casino Vicksburg (“Vicksburg”) — • Isle of Capri Casino Boonville (“Boonville”) — • Isle Casino Cape Girardeau (“Cape Girardeau”) — • Lady Luck Casino Caruthersville (“Caruthersville ”)— • Isle of Capri Casino Kansas City (“Kansas City”) — • Lady Luck Casino Nemacolin (“Nemacolin”) — • Tropicana Casino and Resort, Atlantic City (“Trop AC”)—A casino and resort situated on approximately 15 acres with approximately 660 feet of ocean frontage in Atlantic City, New Jersey that includes approximately 2,464 slot machines, 107 table games, 18 poker tables and 2,366 hotel rooms; • Tropicana Evansville (“Evansville”)—A casino hotel and entertainment complex in Evansville, Indiana featuring 1,128 slot machines, 33 table games, eight poker tables and two on-site hotels with a total of 338 rooms; • Lumière Place Casino (“Lumière”)—A casino located on approximately 20 acres, located in historic downtown St. Louis, Missouri near business and entertainment districts and overlooks the Mississippi River with approximately 1,401 slot machines, 48 table games, 10 poker tables and 494 hotel rooms; • Tropicana Laughlin Hotel and Casino (“Laughlin”)—A casino in Casino Drive, Laughlin, Nevada that includes approximately 895 slot machines, 20 table games and 1,487 hotel rooms; • MontBleu Casino Resort & Spa (“MontBleu”)—A casino situated on approximately 21 acres in South Lake Tahoe, Nevada surrounded by the Sierra Nevada Mountains featuring approximately 474 slot machines, 17 table games and 438 hotel rooms; • Trop Casino Greenville (“Greenville”)—A landside gaming facility located in Greenville, Mississippi with approximately 590 slot machines, 10 table games and 40 hotel rooms; • Belle of Baton Rouge Casino & Hotel (“Baton Rouge”)—A dockside riverboat situated on approximately 23 acres on the Mississippi River in the downtown historic district of Baton Rouge featuring approximately 773 slot machines, 14 table games and 288 hotel rooms; and • Grand Victoria Casino (“Elgin”)—A casino located in Elgin, Illinois featuring approximately 1,088 slot machines and 30 table games. In addition, Scioto Downs, through its subsidiary RacelineBet, Inc., also operates Racelinebet.com, a national account wagering service that offers online and telephone wagering on horse races as a marketing affiliate of TwinSpires.com, an affiliate of Churchill Downs Incorporated. The Company sold Presque Isle Downs in January 2019 and has entered into an agreement to sell Nemacolin. The Nemacolin sale is expected to close in the first quarter of 2019 (See Note 5). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Principles of Consolidation. The accompanying consolidated financial statements include the accounts of the Company as described in Note 1. All significant intercompany transactions have been eliminated in consolidation. Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenues and expenses during the reporting period. Significant estimates incorporated into the Company’s consolidated financial statements include useful lives for depreciable and amortizable assets, allowance for doubtful accounts receivable, cash flows in assessing goodwill and indefinite-lived intangible assets for impairment and the recoverability of long‑lived assets, self‑insurance reserves, players’ loyalty program liabilities, contingencies and litigation, claims and assessments, and fair value measurements related to the Company’s long‑term debt. Actual results could differ from these estimates. Cash and Cash Equivalents. Cash equivalents include investments in money market funds. Investments can be redeemed immediately at the current net asset value per share. A money market fund is a mutual fund whose investments are primarily in short‑term debt securities designed to maximize current income with liquidity and capital preservation, usually maintaining per share net asset value at a constant amount, such as one dollar. Cash and cash equivalents also include cash maintained for gaming operations. The carrying amounts approximate the fair value because of the short maturity of those instruments (Level 1). Restricted Cash and Investments. Restricted cash includes cash and certificates of deposit; restricted investments consist primarily of trading securities held by the Company’s captive insurance subsidiary. The trading securities are primarily debt and equity securities that are purchased with the intention to resell in the near term. The trading securities are carried at fair value with changes in fair value recognized in current period income. Balances are reserved for unredeemed winning tickets from the Company’s racing operations, funds related to horsemen’s fines and certain simulcasting funds that are restricted to payments for improving horsemen’s facilities and racing purses, cash deposits that serve as collateral for letters of credit, surety bonds and certificates of deposit that serve as collateral for certain bonding requirements, and serve as security for certain insurance coverage and land leases. In addition, the Company holds shares in a publicly traded company with a time restriction on when they can be sold. The restriction expires in November 2019. The estimated fair values of our restricted cash and investments are based upon quoted prices available in active markets (Level 1), or quoted prices for similar assets in active and inactive markets (Level 2), or unobservable inputs that are not corroborated by market data (Level 3) and represent the amounts we would expect to receive if we sold our restricted cash and investments. Restricted cash and investments are reported on the face of the Consolidated Balance Sheets and in Other assets, net. Marketable Securities . Marketable securities consist primarily of trading securities held by the Company’s captive insurance subsidiary. The trading securities are primarily debt and equity securities that are purchased with the intention to resell in the near term. The trading securities are carried at fair value with changes in fair value recognized in current period income. For the year ended December 31, 2018, we recorded a $43,000 loss related to the change in fair value which is included in corporate expenses in the accompanying statements of income. CRDA Investments. The New Jersey Casino Reinvestment Development Authority (“CRDA”) cash deposits made by Trop AC are carried at fair value. The CRDA deposits are used to purchase CRDA bonds that carry below market interest rates. An allowance is established by a charge to the Consolidated Statements of Income as part of general and administrative expense. When the CRDA deposits are used to purchase CRDA bonds, the allowance is transferred to the bonds as a discount, which is amortized to interest income using the interest method. The CRDA bonds are classified as held-to-maturity securities and are carried at amortized cost less any adjustments for other than temporary impairments. Accounts Receivable and Credit Risk. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of casino accounts receivable. The Company issues markers to approved casino customers following background checks and assessments of creditworthiness. Trade receivables, including casino and hotel receivables, are typically non‑interest bearing. Accounts are written off when management deems the account to be uncollectible. Recoveries of accounts previously written off are recorded when received. An estimated allowance for doubtful accounts is maintained to reduce the Company’s receivables to their carrying amount, which approximates fair value. The allowance is estimated based on specific review of customer accounts as well as historical collection experience and current economic and business conditions. Management believes that as of December 31, 2018 and 2017, no significant concentrations of credit risk related to receivables existed. Inventories. Inventories are stated at the lower of average cost, using a first‑in, first‑out basis, or net realizable value. Inventories consist primarily of food and beverage, retail merchandise and operating supplies. Corporate Expense. Corporate expense represents unallocated payroll, travel costs, professional fees and various other expenses not directly related to the Company’s casino resort operations. In addition, corporate expense includes costs associated with the Company’s evaluation and pursuit of new business opportunities, which are expensed as incurred. Preopening and Start-up Expenses. Preopening and start-up costs, including organizational costs, are expensed as incurred. Costs classified as preopening and start-up expenses include payroll, outside services, advertising, and other expenses related to new or start-up operations. Expenses are reported in operating expenses on the Consolidated Statements of Income. Property and Equipment. Property and equipment are stated at cost. Depreciation is computed using the straight‑line method over the estimated useful life of the asset or the term of the lease, whichever is less. Costs of major improvements are capitalized, while costs of normal repairs and maintenance are charged to expense as incurred. Gains or losses on the disposal of property and equipment are included in operating income. Buildings and improvements 10 to 40 years Land improvements 10 to 20 years Furniture, fixtures and equipment 3 to 20 years Riverboats 5 to 25 years The Company evaluates its property and equipment and other long-lived assets for impairment based on its classification as held for sale or to be held and used. Several criteria must be met before an asset is classified as held for sale, including that management with the appropriate authority commits to a plan to sell the asset at a reasonable price in relation to its fair value and is actively seeking a buyer. For assets held for sale, the Company recognizes the asset at the lower of carrying value or fair market value less costs to sell, as estimated based on comparable asset sales, offers received, or a discounted cash flow model. For assets to be held and used, the Company reviews for impairment whenever indicators of impairment exist. The Company then compares the estimated future cash flows of the asset, on an undiscounted basis, to the carrying value of the asset. If the undiscounted cash flows exceed the carrying value, no impairment is indicated. If the undiscounted cash flows do not exceed the carrying value, then an impairment charge is recorded. All recognized impairment losses, whether for assets held for sale or assets to be held and used, are recorded as operating expenses. For the years ended December 31, 2018, 2017 and 2016, no impairment charges were recorded for assets held and used. For the year ended December 31, 2018, an impairment charge of $3.8 million was recorded related to the property and equipment held for sale at Nemacolin (see Note 5); no impairment was recorded for the years ended December 31, 2017 and 2016. Investments in and Advances to Unconsolidated Affiliates. The Company’s investments in unconsolidated affiliates which are 50% or less owned are accounted for under the equity method and are included in other assets, net. The Company does have variable interests in variable interest entities; however, we are not the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. The Company considers whether the fair values of any of its equity method investments have declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. Estimated fair value is determined using a discounted cash flow analysis based on estimated future results of the investee. There were no impairments of the Company’s equity method investments during 2018, 2017 or 2016. Goodwill and Other Intangible Assets. Goodwill represents the excess of purchase price over fair market value of net assets acquired in business combinations. Goodwill and indefinite-lived intangible assets must be reviewed for impairment at least annually and between annual test dates in certain circumstances. The Company performs its annual impairment tests as of October 1 of each fiscal year. As a result of the annual impairment review for goodwill and indefinite-lived intangible assets, the Company recorded impairment charges of $34.9 million and $3.1 million related to goodwill and trade names, respectively, in 2017. No impairments were indicated as a result of the annual impairment review for goodwill and indefinite-lived intangible assets in 2018 and 2016. However, in conjunction with the classification of Vicksburg’s operations as assets held for sale at March 31, 2018, an impairment charge totaling $9.8 million to goodwill was recorded (see Note 5). Indefinite‑lived intangible assets consist primarily of expenditures associated with obtaining racing and gaming licenses. Indefinite‑lived intangible assets are not subject to amortization but are subject to an annual impairment test. If the carrying amount of an indefinite‑lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess amount. Finite-lived intangible assets consist of trade names and player loyalty programs acquired in business combinations. Amortization is completed using the straight-line method over the estimated useful life of the asset. The Company evaluates for impairment whenever indicators of impairment exist. When indicators are noted, the Company then compares estimated future cash flows, undiscounted, to the carrying value of the asset. If the undiscounted cash flows exceed the carrying value, no impairment is recorded. For the years ended December 31, 2018, 2017 and 2016, no impairment charges were recorded. Non‑Operating Real Properties. We have designated certain assets, consisting principally of land and undeveloped properties, as non‑operating real property and have declared our intent to sell those assets. However, we do not anticipate that we will sell the majority of the assets within the next twelve months. As such, these properties are not classified as held‑for‑sale as of December 31, 2018. For undeveloped properties, including non‑operating real properties, when indicators of impairment are present, properties are evaluated for impairment and losses are recorded when undiscounted cash flows estimated to be generated by an asset or market comparisons are less than the asset’s carrying amount. The amount of the impairment loss is calculated as the excess of the asset’s carrying value over its fair value, which is determined using a discounted cash flow analysis, management estimates or market comparisons. No impairment indicators were noted for the years ended December 31, 2018, 2017 and 2016. Financing Obligation with GLPI. Substantially concurrently with the consummation of the Tropicana Acquisition, the Company entered into the Master Lease with Gaming and Leisure Properties Inc. (“GLPI”) (see Note 3). The Master Lease was evaluated as a sale-leaseback of real estate; however, based on certain prohibited forms of continuing involvement in the leased assets, the Master Lease did not qualify for sale-leaseback accounting and was accounted for as a financing obligation. Under a failed sale-leaseback transaction, the real estate assets generally remain on the consolidated balance sheet at their historical net book value and are depreciated over their remaining useful lives with a failed sale-leaseback financing obligation recognized for the proceeds received. However, in the absence of cash proceeds, the value of the failed sale-leaseback financing obligations recognized is determined to be the fair value of the leased real estate assets. As a result, the Company calculated a financing obligation at the inception of the Master Lease based on the fair value of the real estate assets subject to the Master Lease (see Note 10). As described above, for failed sale-leaseback transactions, the Company continues to reflect the real estate assets on the Consolidated Balance Sheets as if the Company were the legal owner, and the Company continues to recognize depreciation expense over the estimated useful lives. We do not recognize rent expense related to these leased assets, rather we have recorded a liability for the failed sale-leaseback obligation and the minimum lease payments are recognized as interest expense. In the initial periods, cash payments are less than the interest expense recognized in the Consolidated Statements of Income, which causes the failed sale-leaseback obligation to increase during the initial years of the lease term (see Note 10). Self‑Insurance Reserves. The Company is self‑insured for various levels of general liability, employee medical insurance coverage and workers’ compensation coverage. Insurance claims and reserves include accruals of estimated settlements for known claims, as well as accruals of estimates for claims incurred but not yet reported. We utilize independent consultants to assist management in its determination of estimated insurance liabilities. While the total cost of claims incurred depends on future developments, in managements’ opinion, recorded reserves are adequate to cover future claims payments. Self-in surance reserves for employee medical claims and workers’ compensations are included in accrued payroll and related on the Consolidated Balance Sheets. Self-in surance reserves for general liability claims are included in accrued other liabilities on the Consolidated Balance Sheets . Treasury Shares. We account for the repurchase of our shares at the amount of consideration paid. The repurchased shares are classified as treasury shares and are presented as a deduction from equity. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity and the resulting surplus or deficit on the transaction is presented within additional paid-in capital. Outstanding Chip Liability. The Company recognizes the impact on gaming revenues on an annual basis to reflect an estimate of the change in the value of outstanding chips that are not expected to be redeemed. This estimate is determined by measuring the difference between the total value of chips placed in service less the value of chips in the inventory of chips under our control. This measurement is performed on an annual basis utilizing a methodology in which a consistent formula is applied to estimate the percentage value of chips not in custody that are not expected to be redeemed. In addition to the formula, certain judgments are made with regard to various denominations and souvenir chips. The outstanding chip liability is included in accrued other liabilities on the Consolidated Balance Sheets. Player Loyalty Program. The Company offers programs at its properties whereby participating customers can accumulate points for wagering that can be redeemed for credits for free play on slot machines, lodging, food and beverage, merchandise and, in limited situations, cash. The incentives earned by customers under these programs are based on previous revenue transactions and represent separate performance obligations. Points earned, less estimated breakage, are recorded as a reduction of casino revenues at the standalone selling price of the points when earned based upon the retail value of the benefits, historical redemption rates and estimated breakage and recognized as departmental revenue based on where such points are redeemed upon fulfillment of the performance obligation. The loyalty program liability represents a deferral of revenue until redemption occurs, which is typically less than one year. Complimentaries. The Company offers discretionary coupons and other discretionary complimentaries to customers outside of the loyalty program. The retail value of complimentary food, beverage, hotel rooms and other services provided to customers is recognized as a reduction to the revenues for the department which issued the complimentary and a credit to the revenue for the department redeemed. Complimentaries provided by third parties at the discretion and under the control of the Company is recorded as an expense when incurred. The Company’s revenues included complimentaries and loyalty point redemptions totaling $210.8 million, $172.4 million and $112.8 million for the years ended December 31, 2018, 2017 and 2016, respectively. Casino Revenue and Pari-mutuel Commissions. The Company recognizes as casino revenue the net win from gaming activities, which is the difference between gaming wins and losses, not the total amount wagered. Progressive jackpots are accrued and charged to revenue at the time the obligation to pay the jackpot is established. Gaming revenues are recognized net of certain cash and free play incentives. Pari-mutuel commissions consist of commissions earned from thoroughbred and harness racing and importing of simulcast signals from other race tracks and are recognized at the time wagers are made. Such commissions are a designated portion of the wagering handle as determined by state racing commissions and are shown net of the taxes assessed by state and local agencies, as well as purses and other contractual amounts paid to horsemen associations. The Company recognizes revenues from fees earned through the exporting of simulcast signals to other race tracks at the time wagers are made and recorded on a gross basis. Such fees are based upon a predetermined percentage of handle as contracted with the other race tracks. Non-gaming Revenue. Hotel, food and beverage, and other operating revenues are recognized as services are performed and is the net amount collected from the customer for such goods and services. Hotel, food and beverage services have been determined to be separate, stand-alone performance obligations and is recorded as revenue as the good or service is transferred to the customer over the customer’s stay at the hotel or when the delivery is made for the food and beverage. Advance deposits for future hotel occupancy, convention space or food and beverage services contracts are recorded as deferred income until the revenue recognition criteria has been met. The Company also provides goods and services that may include multiple performance obligations, such as for packages, for which revenues are allocated on a pro rata basis based on each service's stand-alone selling price. The Company’s Consolidated Statements of Income presents net revenue disaggregated by type or nature of the good or service. A summary of net revenues disaggregated by type of revenue and reportable segment is presented below (amounts in thousands). Refer to Note 19 for a discussion of the Company’s reportable segments. Year Ended December 31, 2018 West Midwest South East Central Corporate and Other Total Casino $ 230,571 $ 345,499 $ 365,365 $ 476,993 $ 116,526 $ — $ 1,534,954 Pari-mutuel commissions — — 10,383 8,054 — — 18,437 Food and beverage 109,038 27,364 52,924 43,167 14,839 — 247,332 Hotel 108,327 16,365 24,792 26,694 7,620 — 183,798 Other 35,596 7,780 7,717 16,364 3,500 529 71,486 Net revenues $ 483,532 $ 397,008 $ 461,181 $ 571,272 $ 142,485 $ 529 $ 2,056,007 Year Ended December 31, 2017 West Midwest South East Central Corporate and Other Total Casino $ 186,779 $ 231,366 $ 262,937 $ 403,932 $ — $ — $ 1,085,014 Pari-mutuel commissions — — 5,743 8,270 — — 14,013 Food and beverage 102,244 20,452 42,114 33,436 — — 198,246 Hotel 91,811 12,177 21,459 7,891 — — 133,338 Other 29,485 4,884 6,006 9,306 — 506 50,187 Net revenues $ 410,319 $ 268,879 $ 338,259 $ 462,835 $ — $ 506 $ 1,480,798 Year Ended December 31, 2016 West Midwest South East Central Corporate and Other Total Casino $ 121,623 $ — $ 92,108 $ 377,740 $ — $ — $ 591,471 Pari-mutuel commissions — — — 8,544 — — 8,544 Food and beverage 96,708 — 26,133 32,376 — — 155,217 Hotel 79,880 — 12,246 8,336 — — 100,462 Other 29,330 — 3,070 12,371 — — 44,771 Net revenues $ 327,541 $ — $ 133,557 $ 439,367 $ — $ — $ 900,465 Advertising. Advertising costs are expensed in the period the advertising initially takes place and are included in marketing and promotions expenses. Advertising costs included in marketing and promotion expenses were $33.9 million, $33.0 million and $15.5 million for the years ended December 31, 2018, 2017 and 2016, respectively. Income Taxes. We account for income taxes in accordance with ASC Topic 740, Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred income tax liabilities and deferred income tax assets for the difference between the book basis and tax basis of assets and liabilities. We have recorded valuation allowances related to certain state-specific net operating loss carry forwards and temporary differences. Recognizable future tax benefits are subject to a valuation allowance, unless such tax benefits are determined to be more-likely-than-not realizable. We recognize accrued interest and penalties related to unrecognized tax benefits in income tax expense. Stock‑Based Compensation. We account for stock‑based compensation in accordance with ASC Topic 718, Compensation—Stock Compensation (“ASC 718”). ASC 718 requires all share‑based payments to employees and non‑employee members of the Board of Directors, including grants of stock options and restricted stock units (“RSUs”), to be recognized in the Consolidated Statements of Income based on their fair values and that compensation expense be recognized for awards over the requisite service period of the award or until an employee’s eligible retirement date, if earlier. Earnings per Share. Basic earnings per share is computed by dividing net income (loss) by the weighted average shares outstanding during the reporting period. Diluted earnings per share is computed similarly to basic earnings per share except that the weighted average shares outstanding are increased to include additional shares from the assumed exercise of stock options and the assumed vesting of restricted share units, if dilutive. The number of additional shares is calculated by assuming that outstanding stock options were exercised, that outstanding restricted share units were released and that the proceeds from such activities were used to acquire shares of common stock at the average market price during the reporting period. Reclassifications Certain reclassifications of prior period presentations have been made to conform to the current period presentation. Recently Issued Accounting Pronouncements Pronouncements Implemented in 2018 In May 2014 (amended January 2017), the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (ASC 606) which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and eliminates existing industry guidance, including revenue recognition guidance specific to the gaming industry. The core principle of the revenue model indicates that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted this standard effective January 1, 2018 and elected to apply the full retrospective adoption method. Additionally, as a result of the adoption of the new standard, certain adjustments and other reclassifications to and between revenue categories and to and between expense categories were required; however, the amounts associated with such adjustments did not have a significant impact on the Company’s previously reported operating income or net income. Liabilities associated with our player loyalty programs are no longer valued at cost; rather a deferred revenue model is used to account for the classification and timing of revenue to be recognized related to the redemption of player loyalty program liabilities by our customers. Points earned under the Company’s player loyalty programs are deemed to be separate performance obligations and recorded as a reduction of casino revenues when earned at the retail value of such benefits owed to the customer and recognized as departmental revenue based on where such points are redeemed, upon fulfillment of the performance obligation. The Company elected to adopt the full retrospective method to apply the new guidance to each prior reporting period presented as if it had been in effect since January 1, 2015, with a pre-tax cumulative effect adjustment to our retained earnings upon adoption totaling $4.7 million. Net of tax, the cumulative effect adjustment to our retained earnings upon adoption was $3.5 million. This was primarily related to our player loyalty program point liability, which increased from an estimated incremental cost model to a deferred revenue model at retail value. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations – Clarifying the Definition of a Business . In November 2016, the FASB issued ASU No. 2016-18, Statement of Cashflows (Topic 230): Restricted Cash related to the inclusion of restricted cash in the statement of cash flows. This new guidance required that a statement of cash flows present the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalent. This update was effective in fiscal years, including interim periods, beginning after December 15, 2017. The Company adopted this standard effective January 1, 2018 and elected to apply the full retrospective adoption method. Upon adoption, the Company included a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Balance Sheets to the total shown in the Consolidated Statements of Cash Flows. Adoptions of this guidance had no other impact on the Consolidated Financial Statements or disclosures. Certain amounts have been retrospectively reclassified for the years ended December 31, 2017 and 2016 to reflect the change in the Company’s Consolidated Statements of Cash Flows required with the adoption of ASU No. 2016-18. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments. This new guidance was intended to reduce diversity in practice in how certain cash receipts and payments are classified in the Statement of Cash Flows, including debt prepayment or extinguishment costs, the settlement of contingent liabilities arising from a business combination, proceeds from insurance settlements, and distributions from certain equity method investees. The guidance was effective for interim and annual periods beginning after December 15, 2017. The guidance required application using a retrospective transition method. We adopted this standard effective January 1, 2018. The adoption of this standard did not have a significant impact on our Consolidated Statements of Cash Flows. Pronouncements to Be Implemented in Future Periods In June 2016 (modified in November 2018), the FASB issued ASU No 2016-13, Financial Instruments – Credit Losses related to timing on recognizing impairment losses on financial assets. The new guidance lowers the threshold on when losses are incurred, from a determination that a loss is probable to a determination that a loss is expected. The change in guidance will be applicable to our evaluation of the CRDA investments obtained through the Tropicana acquisition. The guidance is effective for interim and annual periods beginning after December 15, 2019, and early adoption is allowed for interim and annual periods beginning after December 15, 2018. Adoption of the guidance will require a modified-retrospective approach and a cumulative adjustment to retained earnings to the first reporting period that the update is effective. We currently anticipate adopting this guidance during the first quarter of 2019 and do not expect a cumulative effect on our Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. This amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). This generally means that an intangible asset is recognized for the software license and, to the extent that the payments attributable to the software license are made over time, a liability also is recognized. If a cloud computing arrangement does not include a software license, the entity should account for the arrangement as a service contract. This generally means that the fees associated with the hosting element (service) of the arrangement are expensed as incurred. The amendment is effective for annual and interim periods beginning after December 15, 2019, with early adoption allowed. We expect to adopt the new guidance on January 1, 2020 and are evaluating the qualitative and quantitative effects of the new guidance, but do not believe it will have a significant impact on our Consolidated Financial Statements. In August 2018, the FASB issued ASU No 2018-14, Compensation –Retirement Benefits – Defined Benefit Plans – General. This amendment improves disclosures over defined benefit plans and is effective for interim and annual periods ending after December 15, 2020 with early adoption allowed. We anticipate adopting this amendment during the first quarter of 2021, and do not expect it to have a significant impact on our Consolidated Financial Statements In August 2018, the FASB issued ASU 2018-13, Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. This amendment modifies the disclosure requirements for fair value measurements and is effective for annual and interim periods beginning after December 15, 2019, with early adoption allowed. The Company is evaluating the qualitative and quantitative effect the new guidance will have on our Consolidated Financial Statements. In February 2016 (as amended through December 2018), the FASB issued ASU No. 2016-02 codified as Accounting Standards Codification (“ASC”) 842, Leases, (“ASC 842”) which addresses the recognition and measurement of leases. Under the new guidance, for all leases (with the exception of short-term leases), at the commencement date, lessees will be required to recognize a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use (“ROU”) asset, which is an asset that repr |
Acquisitions, Purchase Price Ac
Acquisitions, Purchase Price Accounting and Pro forma Information | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions, Purchase Price Accounting and Pro forma Information | Note 3. Acquisitions, Purchase Price Accounting and Pro forma Information Tropicana Acquisition Summary On April 15, 2018 the Company announced that it had entered into a definitive agreement to acquire Tropicana in a cash transaction valued at $1.9 billion. At the closing of the transaction on October 1, 2018, a subsidiary of the Company merged into Tropicana and Tropicana became a wholly-owned subsidiary of the Company. Immediately prior to the merger, Tropicana sold Tropicana Aruba Resort and Casino and GLPI acquired substantially all of Tropicana’s real estate, other than the real estate underlying MontBleu and Lumière, for approximately $964 million and the Company acquired Tropicana’s operations and certain real estate for $927.3 million. Substantially concurrently with the acquisition of the real estate portfolio by GLPI, the Company also entered into a triple net master lease (see Note 10). The Company funded the purchase of the real estate underlying Lumière with the proceeds of a $246 million loan (see Note 11) and funded the remaining consideration payable with cash on hand at the Company and Tropicana, borrowings under the Company’s revolving credit facility and proceeds from the Company’s offering of $600 million in aggregate principal amount of 6% senior notes due 2026. Transaction expenses related to the Tropicana Acquisition for the year ended December 31, 2018 totaled $18.3 million. As of December 31, 2018, $0.5 million of accrued costs and expenses related to the Tropicana Acquisition are included in accrued other liabilities. Preliminary Purchase Price Accounting The total purchase consideration for the Tropicana Acquisition was $927.3 million. The estimated purchase consideration in the acquisition was determined with reference to its acquisition date fair value. Purchase consideration calculation (dollars in thousands) Cash consideration paid $ 640,000 Lumière Loan 246,000 Cash paid to retire Tropicana's long-term debt 35,000 ERI portion of taxes due 6,333 Purchase consideration $ 927,333 The fair values are based on management’s analysis including preliminary work performed by third party valuation specialists, which are subject to finalization and review. The purchase price accounting for Tropicana is preliminary as it relates to determining the fair value of certain assets and liabilities, including goodwill, and is subject to change. The following table summarizes the preliminary allocation of the purchase consideration to the identifiable assets acquired and liabilities assumed of Tropicana, with the excess recorded as goodwill as of December 31, 2018 (dollars in thousands): Current and other assets $ 183,292 Property and equipment 432,758 Property subject to the financing obligation 957,300 Goodwill 220,482 Intangible assets (i) 247,976 Other noncurrent assets 38,276 Total assets 2,080,084 Current liabilities (168,856 ) Financing obligation to GLPI (957,300 ) Noncurrent liabilities (26,595 ) Total liabilities (1,152,751 ) Net assets acquired $ 927,333 (i) Intangible assets consist of gaming licenses valued at $124.9 million, trade names valued at $67.1 million and player loyalty programs valued at $55.9 million. Valuation methodologies under both a market and income approach used for the identifiable net assets acquired in the Tropicana Acquisition make use of Level 3 inputs including discounted cash flows. Trade receivables and payables, inventory and other current and noncurrent assets and liabilities were valued at the existing carrying values as they represented the estimated fair value of those items at the Tropicana Acquisition date. The fair value of land (excluding the real property acquired by GLPI) was determined using the market approach, which arrives at an indication of value by comparing the site being valued to sites that have been recently acquired in arm’s-length transactions. The market data is then adjusted for any significant differences, to the extent known, between the identified comparable sites and the site being valued. Building and site improvements were valued using the cost approach using a direct cost model built on estimates of replacement cost. With respect to personal property components of the assets, personal property assets with an active and identifiable secondary market such as riverboats, gaming equipment, computer equipment and vehicles were valued using the market approach. Other personal property assets such as furniture, fixtures, computer software, and restaurant equipment were valued using the cost approach which is based on replacement or reproduction costs of the asset. The cost approach is an estimation of fair value developed by computing the current cost of replacing a property and subtracting any depreciation resulting from one or more of the following factors: physical deterioration, functional obsolescence, and/or economic obsolescence. The income approach incorporates all tangible and intangible property and served as a ceiling for the fair values of the acquired assets of the ongoing business enterprise, while still taking into account the premise of highest and best use. In the instance where the business enterprise value developed via the income approach was exceeded by the initial fair values of the underlying assets, an adjustment to reflect economic obsolescence was made to the tangible assets on a pro rata basis to reflect the contributory value of each individual asset to the enterprise as a whole. The real estate assets that were sold to GLPI and leased back by the Company were first adjusted to fair value concurrently with the acquisition of Tropicana. The fair value of the properties was determined utilizing the direct capitalization method of the income approach. In allocating the fair value to the underlying acquired assets, a fair value for the buildings and improvements was determined using the above mentioned cost approach method. To determine the underlying land value, the extraction method was applied wherein the fair value of the building and improvements was deducted from the fair value of the property as derived from the direct capitalization approach to determine the fair value of the land. The fair value of GLPI’s real estate assets was determined to be $957.3 million. The fair value of the gaming licenses was determined using the excess earnings or replacement cost methodology, based on whether the license resides in gaming jurisdictions where competition is limited to a specified number of licensed gaming operators. The excess earnings methodology is an income approach methodology that estimates the projected cash flows of the business attributable to the gaming license intangible asset, which is net of charges for the use of other identifiable assets of the business including working capital, fixed assets and other intangible assets. Under the respective state’s gaming legislation, the property specific licenses can only be acquired if a theoretical buyer were to acquire each existing facility. The existing licenses could not be acquired and used for a different facility. The properties’ estimated future cash flows were the primary assumption in the respective valuations. Cash flow estimates included net gaming revenue, gaming operating expenses, general and administrative expenses, and tax expense. The replacement cost methodology is a cost approach methodology based on replacement or reproduction cost of the gaming license as an indicator of fair value. The Company has preliminarily assigned an indefinite useful life to the gaming licenses, in accordance with its review of the applicable guidance of ASC 350. The Company considered, among other things, the expected use of the asset, the expected useful life of other related assets or asset groups, any legal, regulatory, or contractual provisions that may limit the useful life, the Company’s own historical experience in renewing similar arrangements, the effects of obsolescence, demand and other economic factors, and the maintenance expenditures required to obtain the expected cash flows. The Company determined that no legal, regulatory, contractual, competitive, economic or other factors limit the useful lives of these intangible assets. Tropicana had licenses in New Jersey, Missouri, Mississippi, Nevada, Indiana, and Louisiana. The renewal of each state’s gaming license depends on a number of factors, including payment of certain fees and taxes, providing certain information to the state’s gaming regulator, and meeting certain inspection requirements. However, the Company’s historical experience has not indicated, nor does the Company expect, any limitations regarding its ability to continue to renew each license. No other competitive, contractual, or economic factor limits the useful lives of these assets. Accordingly, the Company has preliminarily concluded that the useful lives of these licenses are indefinite. Trade names are valued using the relief from royalty method, which presumes that without ownership of such trademarks, the Company would have to make a stream of payments to a brand or franchise owner in return for the right to use their name. By virtue of this asset, the Company avoids any such payments and records the related intangible value of the Company’s ownership of the brand name. The primary assumptions in the valuation included revenue, pre-tax royalty rate, and tax expense. The Company has preliminarily assigned an indefinite useful life to the trade names after considering, among other things, the expected use of the asset, the expected useful life of other related assets or asset groups, any legal, regulatory, or contractual provisions that may limit the useful life, ERI’s own historical experience in renewing similar arrangements, the effects of obsolescence, demand and other economic factors, and the maintenance expenditures required to obtain the expected cash flows. In that analysis, ERI determined that no legal, regulatory, contractual, competitive, economic or other factors limit the useful lives of these intangible assets. Player loyalty programs were valued using the cost approach and the incremental cash flow method under the income approach. The incremental cash flow method is used to estimate the fair value of an intangible asset based on a residual cash flow notion. This method measures the benefits (e.g., cash flows) derived from ownership of an acquired intangible asset as if it were in place, as compared to the acquirer’s expected cash flows as if the intangible asset were not in place (i.e., with-and-without). The residual or net cash flows of the two models is ascribable to the intangible asset. The Company has preliminarily estimated a 3-year useful life on the player loyalty programs. Goodwill is the result of expected synergies from combining operations of the acquired and acquirer. The goodwill acquired is fully amortizable for tax purposes. For the period from the Tropicana acquisition date of October 1, 2018 through December 31, 2018, Tropicana generated net revenues of $205.1 million and net loss of $8.7 million. Elgin Preliminary Purchase Price Accounting On August 7, 2018, the Company completed its acquisition of one hundred percent of the partnership interests in Elgin. The total purchase consideration for the Elgin Acquisition was $328.8 million, which was funded by cash on hand and borrowings from the Company’s revolving credit facility. The estimated purchase consideration in the acquisition was determined with reference to its acquisition date fair value. Purchase consideration calculation (dollars in thousands) Cash consideration paid $ 327,500 Working capital and other adjustments 1,304 Purchase consideration $ 328,804 The fair values are based on management’s analysis including preliminary work performed by third party valuation specialists, which are subject to finalization and review. The purchase price accounting for Elgin is preliminary as it relates to determining the fair value of the long-lived assets, including goodwill, and is subject to change. The following table summarizes the preliminary allocation of the purchase consideration to the identifiable assets acquired and liabilities assumed of Elgin, with the excess recorded as goodwill as of December 31, 2018 (dollars in thousands): Current and other $ 25,349 Property and equipment 60,792 Goodwill 59,774 Intangible assets (i) 205,296 Other noncurrent assets 915 Total assets 352,126 Current liabilities (21,572 ) Noncurrent liabilities (1,750 ) Total liabilities (23,322 ) Net assets acquired $ 328,804 ( i ) Intangible assets consist of gaming license valued at $163.9 million, trade names valued at $12.6 million and player loyalty programs valued at $28.8 million. During the three months ended December 31, 2018, the Company adjusted the Elgin preliminary purchase price accounting previously disclosed in our September 30, 2018 Form 10-Q filings, to their updated values. The updated purchase price accounting resulted in minimal changes due to refinements made by management. Valuation methodologies under both a market and income approach used for the identifiable net assets acquired in the Elgin Acquisition make use of Level 3 inputs including discounted cash flows. Trade receivables and payables, inventory and other current and noncurrent assets and liabilities were valued at the existing carrying values as they represented the estimated fair value of those items at the Elgin Acquisition date. The fair value of land was determined using the market approach, which arrives at an indication of value by comparing the site being valued to sites that have been recently acquired in arm’s-length transactions. The market data is then adjusted for any significant differences, to the extent known, between the identified comparable sites and the site being valued. Building and site improvements were valued using the cost approach using a direct cost model built on estimates of replacement cost. With respect to personal property components of the assets, personal property assets with an active and identifiable secondary market such as riverboats, gaming equipment, computer equipment and vehicles were valued using the market approach. Other personal property assets such as furniture, fixtures, computer software, and restaurant equipment were valued using the cost approach which is based on replacement or reproduction costs of the asset. The cost approach is an estimation of fair value developed by computing the current cost of replacing a property and subtracting any depreciation resulting from one or more of the following factors: physical deterioration, functional obsolescence, and/or economic obsolescence. The income approach incorporates all tangible and intangible property and served as a ceiling for the fair values of the acquired assets of the ongoing business enterprise, while still taking into account the premise of highest and best use. The fair value of the gaming license was determined using the multi period excess earnings method. The excess earnings methodology, which is an income approach methodology that allocates the projected cash flows of the business to the gaming license intangible assets less charges for the use of other identifiable assets of Elgin including working capital, fixed assets and other intangible assets. This methodology was considered appropriate as the gaming license is the primary asset of Elgin. The property’s estimated future cash flows were the primary assumption in the respective valuations. Cash flow estimates included net gaming revenue, gaming operating expenses, general and administrative expenses, and tax expense. The renewal of the gaming license depends on a number of factors, including payment of certain fees and taxes, providing certain information to the state’s gaming regulator, and meeting certain inspection requirements. However, ERI’s historical experience has not indicated, nor does ERI expect, any limitations regarding its ability to continue to renew the license. No other competitive, contractual, or economic factor limits the useful lives of this asset. Accordingly, ERI has concluded that the useful life of this license is indefinite. The player loyalty program was valued using the cost approach and the incremental cash flow method under the income approach. The incremental cash flow method is used to estimate the fair value of an intangible asset based on a residual cash flow notion. This method measures the benefits (e.g., cash flows) derived from ownership of an acquired intangible asset as if it were in place, as compared to the acquirer’s expected cash flows as if the intangible asset were not in place (i.e., with-and-without). The residual or net cash flows of the two models is ascribable to the intangible asset. The Company has preliminarily estimated a 4-year useful life on the player loyalty programs. The trade name was valued using the relief‑from‑royalty method. The primary assumptions in the valuation included revenue, pre-tax royalty rate, and tax expense. ERI has assigned the trade name an indefinite useful life after considering, among other things, the expected use of the asset, the expected useful life of other related assets or asset groups, any legal, regulatory, or contractual provisions that may limit the useful life, ERI’s own historical experience in renewing similar arrangements, the effects of obsolescence, demand and other economic factors, and the maintenance expenditures required to obtain the expected cash flows. In that analysis, ERI determined that no legal, regulatory, contractual, competitive, economic or other factors limit the useful lives of these intangible assets. Goodwill is the result of expected synergies from combining operations of the acquired and acquirer. The goodwill acquired is fully amortizable for tax purposes. For the period from the Elgin acquisition date on August 7, 2018 through December 31, 2018, Elgin generated net revenues of $63.0 million and net income of $7.6 million. Isle Final Purchase Price Accounting On May 1, 2017, the Company completed its acquisition of Isle. As of March 31, 2018, the Company finalized its purchase price accounting related to the Isle Acquisition. The total purchase consideration in the Isle Acquisition was determined with reference to the fair value on the date of the Merger Agreement relating to the Isle Acquisition (the “Isle Merger Agreement”) as follows: Purchase consideration calculation (dollars in thousands, except shares and stock price) Shares Per share Cash paid for outstanding Isle common stock (1) $ 552,050 Shares of ERI common stock issued for Isle common stock (2) 28,468,182 $ 19.12 544,312 Cash paid by ERI to retire Isle's long-term debt (3) 828,000 Shares of ERI common stock for Isle equity awards (4) 10,383 Purchase consideration $ 1,934,745 (1) The cash component of the consideration represents 58% of the aggregate consideration paid in the Isle Acquisition. The Isle Merger Agreement provided that Isle stockholders could elect to exchange each share of Isle common stock for either $23.00 in cash or 1.638 shares of ERI common stock, subject to proration such that the outstanding shares of Isle common stock will be exchanged for aggregate consideration comprised of 58% cash and 42% ERI common stock. See discussion of the stock consideration component in note (2) below. (2) The Stock Consideration component of the consideration represents 42% of the aggregate consideration paid in the Isle Acquisition. The Merger Agreement provided that 58% of the aggregate consideration would be paid by ERI in cash, as described in note (1) above. The remaining 42% of the aggregate consideration was paid in shares of ERI common stock. The total Stock Consideration and per share consideration above were based on the ERI stock price on April 28, 2017 (the last business day prior to Isle Acquisition Date) which was $19.12 per share. (3) In addition to the cash paid to retire the principal amounts outstanding of Isle’s long-term debt, ERI paid $26.6 million in premiums and interest. (4) This amount represents consideration paid for the replacement of Isle’s outstanding equity awards. As discussed in Note 1, Isle’s outstanding equity awards were replaced by ERI equity awards with similar terms. A portion of the fair value of ERI awards issued represents consideration transferred, while a portion represents compensation expense based on the vesting terms of the equity awards. The following table summarizes the purchase accounting of the purchase consideration to the identifiable Current and other assets, net $ 135,925 Property and equipment 908,816 Goodwill 709,087 Intangible assets (i) 517,470 Other noncurrent assets 15,082 Total assets 2,286,380 Current liabilities (144,306 ) Deferred income taxes (ii) (189,952 ) Other noncurrent liabilities (17,377 ) Total liabilities (351,635 ) Net assets acquired $ 1,934,745 (i) Intangible assets consist of gaming licenses valued (ii) Deferred tax liabilities were derived based on fair value adjustments for property and equipment and identified intangibles. During the three months ended March 31, 2018, the Company finalized its valuation procedures and adjusted the Isle of Capri preliminary purchase price accounting, as disclosed in the Annual Report on Form 10-K for the year ended December 31, 2017, to their updated values. Except for other long-term liabilities related to Bettendorf and Nemacolin (see Note 11) and a corresponding goodwill adjustment totaling $6.1 million (net of tax), the finalization of our purchase price accounting resulted in minimal changes and refinements by management as of, and for the three months ended, March 31, 2018. Valuation methodologies under both a market and income approach used for the identifiable net assets acquired in the Isle Acquisition make use of Level 3 inputs. Trade receivables and payables, inventory and other current and noncurrent assets and liabilities were valued at the existing carrying values as they represented the estimated fair value of those items at the Isle Acquisition Date, based on management’s judgement and estimates. The fair value of land was determined using the market approach, which arrives at an indication of value by comparing the site being valued to sites that have been recently acquired in arm’s-length transactions. The market data is then adjusted for any significant differences, to the extent known, between the identified comparable sites and the site being valued. Building and site improvements were valued using the cost approach using a direct cost model built on estimates of replacement cost. With respect to personal property components of the assets, personal property assets with an active and identifiable secondary market such as riverboats, gaming equipment, computer equipment and vehicles were valued using the market approach. Other personal property assets such as furniture, fixtures, computer software, and restaurant equipment were valued using the cost approach which is based on replacement or reproduction costs of the asset. The cost approach is an estimation of fair value developed by computing the current cost of replacing a property and subtracting any depreciation resulting from one or more of the following factors: physical deterioration, functional obsolescence, and/or economic obsolescence. The income approach incorporates all tangible and intangible property and served as a ceiling for the fair values of the acquired assets of the ongoing business enterprise, while still taking into account the premise of highest and best use. In the instance where the business enterprise value developed via the income approach was exceeded by the initial fair values of the underlying assets, an adjustment to reflect economic obsolescence was made to the tangible assets on a pro rata basis to reflect the contributory value of each individual asset to the enterprise as a whole. The fair value of the gaming licenses was determined using the excess earnings or replacement cost methodology based on the respective states’ legislation. The excess earnings methodology, which is an income approach methodology that allocates the projected cash flows of the business to the gaming license intangible assets less charges for the use of other identifiable assets of Isle including working capital, fixed assets and other intangible assets. This methodology was considered appropriate as the gaming licenses are the primary asset of Isle and the licenses are linked to each respective facility. Under the respective state’s gaming legislation, the property specific licenses can only be acquired if a theoretical buyer were to acquire each existing facility. The existing licenses could not be acquired and used for a different facility. The properties’ estimated future cash flows were the primary assumption in the respective valuations. Cash flow estimates included net gaming revenue, gaming operating expenses, general and administrative expenses, and tax expense. The replacement cost methodology is a cost approach methodology based on replacement or reproduction cost of the gaming license as an indicator of fair value. Player loyalty programs were valued using the cost approach and the incremental cash flow method under the income approach. The incremental cash flow method is used to estimate the fair value of an intangible asset based on a residual cash flow notion. This method measures the benefits (e.g., cash flows) derived from ownership of an acquired intangible asset as if it were in place, as compared to the acquirer’s expected cash flows as if the intangible asset were not in place (i.e., with-and-without). The residual or net cash flows of the two models is ascribable to the intangible asset. The Company has estimated a 3-year useful life on the player loyalty programs. Trademarks are valued using the relief from royalty method, which presumes that without ownership of such trademarks, ERI would have to make a stream of payments to a brand or franchise owner in return for the right to use their name. By virtue of this asset, ERI avoids any such payments and record the related intangible value of ERI’s ownership of the brand name. The primary assumptions in the valuation included revenue, pre-tax royalty rate, and tax expense. ERI has assigned the trade name an indefinite useful life after considering, among other things, the expected use of the asset, the expected useful life of other related assets or asset groups, any legal, regulatory, or contractual provisions that may limit the useful life, ERI’s own historical experience in renewing similar arrangements, the effects of obsolescence, demand and other economic factors, and the maintenance expenditures required to obtain the expected cash flows. In that analysis, ERI determined that no legal, regulatory, contractual, competitive, economic or other factors limit the useful lives of these intangible assets. ERI has assigned an indefinite useful life to the gaming licenses, in accordance with its review of the applicable guidance of ASC Topic 350, Intangibles-Goodwill and Other (“ASC 350”). The standard required ERI to consider, among other things, the expected use of the asset, the expected useful life of other related assets or asset groups, any legal, regulatory, or contractual provisions that may limit the useful life, ERI’s own historical experience in renewing similar arrangements, the effects of obsolescence, demand and other economic factors, and the maintenance expenditures required to obtain the expected cash flows. In that analysis, ERI determined that no legal, regulatory, contractual, competitive, economic or other factors limit the useful lives of these intangible assets. The acquired Isle properties currently have licenses in Louisiana, Pennsylvania, Iowa, Missouri, Mississippi, Florida and Colorado. The renewal of each state’s gaming license depends on a number of factors, including payment of certain fees and taxes, providing certain information to the state’s gaming regulator, and meeting certain inspection requirements. However, ERI’s historical experience has not indicated, nor does ERI expect, any limitations regarding its ability to continue to renew each license. No other competitive, contractual, or economic factor limits the useful lives of these assets. Accordingly, ERI has concluded that the useful lives of these licenses are indefinite. For the period from the Isle Acquisition date of May 1, 2017 through December 31, 2017, Isle and its subsidiaries generated net revenue of $600.1 million and net income of $102.5 million. Unaudited Pro Forma Information Tropicana The following unaudited pro forma information presents the results of operations of the Company for the year ended December 31, 2018 and 2017, as if the Tropicana Acquisition had occurred on January 1, 2017 (in thousands). Year Ended Year Ended December 31, 2018 December 31, 2017 Net operating revenues $ 2,735,760 $ 2,361,372 Net income 92,556 16,651 These pro forma results do not necessarily represent the results of operations that would have been achieved if the acquisition had taken place on January 1, 2017, nor are they indicative of the results of operations for future periods. The pro forma amounts include the historical operating results of the Company and Tropicana prior to the Tropicana Acquisition with adjustments directly attributable to the Tropicana Acquisition. Elgin The following unaudited pro forma information presents the results of operations of the Company for the year ended December 31, 2018 and 2017, as if the Elgin Acquisition had occurred on January 1, 2017 (in thousands). Year Ended Year Ended December 31, 2018 December 31, 2017 Net operating revenues $ 2,152,948 $ 1,644,907 Net income 105,689 79,158 These pro forma results do not necessarily represent the results of operations that would have been achieved if the acquisition had taken place on January 1, 2017, nor are they indicative of the results of operations for future periods. The pro forma amounts include the historical operating results of the Company and Elgin prior to the Elgin Acquisition with adjustments directly attributable to the Elgin Acquisition. Isle The following unaudited pro forma information presents the results of operations of the Company for the year ended December 31, 2017 as if the Isle Acquisition, which closed on May 1, 2017, had occurred on January 1, 2016 (in thousands). Year Ended December 31, 2017 Net operating revenues $ 1,810,815 Net income 173,027 These pro forma results do not necessarily represent the results of operations that would have been achieved if the acquisition had taken place on January 1, 2016, nor are they indicative of the results of operations for future periods. The pro forma amounts include the historical operating results of the Company and Isle prior to the Isle Acquisition with adjustments directly attributable to the Isle Acquisition. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Accounts Receivable | Note 4. Accounts Receivable Components of accounts receivable, net are as follows (in thousands): December 31, 2018 2017 Accounts receivable $ 63,843 $ 47,017 Allowance for doubtful accounts (3,674 ) (1,220 ) Total $ 60,169 $ 45,797 Reserve for Uncollectible Accounts Receivable We reserve an estimated amount for receivables that may not be collected. Methodologies for estimating bad debt reserves range from specific reserves to various percentages applied to aged receivables. Historical collection rates are considered, as are customer relationships, in determining specific reserves. As with many estimates, management must make judgments about potential actions by third parties in establishing and evaluating our reserves for bad debts. In the years ended December 31, 2018 and 2017, the Company’s bad debt expense totaled $1.6 million and $0.5 million, respectively. |
Assets Held for Sale
Assets Held for Sale | 12 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Assets Held for Sale | Note 5. Assets Held for Sale On February 28, 2018, the Company entered into definitive agreements to sell substantially all of the assets and liabilities of Presque Isle Downs and Vicksburg to Churchill Downs Incorporated (“CDI”). Under the terms of the agreements, CDI agreed to purchase Presque Isle Downs for cash consideration of approximately $178.9 million and Vicksburg for cash consideration of approximately $50.6 million, in each case subject to a customary working capital adjustment. In conjunction with the classification of Vicksburg’s operations as assets held for sale at March 31, 2018, as a result of the announced sale to CDI, an impairment charge totaling $9.8 million was recorded due to the carrying value exceeding the estimated net sales proceeds. The definitive agreements provided that the dispositions were subject to receipt of required regulatory approvals, termination of the waiting period under the Hart-Scott-Rodino Act and other customary closing conditions, including, in the case of Presque Isle Downs, the prior closing of the sale of Vicksburg or the entry into an agreement to acquire another asset of the Company. On May 7, 2018, the Company and CDI each received a Request for Additional Information and Documentary Materials, often referred to as a “Second Request,” from the Federal Trade Commission in connection with its review of the Vicksburg acquisition. On July 6, 2018, in consideration of the time and expense needed to reply to the Second Request, the Company and CDI entered into a termination agreement and release pursuant to which the parties agreed to terminate the asset purchase agreement with respect to Vicksburg and to enter into an asset purchase agreement pursuant to which CDI would acquire and assume the rights and obligations to operate Nemacolin (the “Vicksburg Termination Agreement”). The Vicksburg Termination Agreement also provided that CDI would pay the Company a $5.0 million termination fee upon execution of a definitive agreement with respect to the Nemacolin transaction, which is recorded as proceeds from terminated sale on the Consolidated Statements of Income. On August 10, 2018, the Company entered into a definitive agreement to sell substantially all of the assets and liabilities of Nemacolin to CDI. Under the terms of the agreement, CDI agreed to purchase Nemacolin for cash consideration of approximately $0.1 million, subject to a customary working capital adjustment. As a result of the agreement to sell Nemacolin, an impairment charge of $3.8 million for the year ended December 31, 2018 was recorded due to the carrying value of the net property and equipment being sold exceeding the estimated net sales proceeds. The Nemacolin transaction is expected to close in the first quarter of 2019, subject to satisfaction of closing conditions, including receipt of Pennsylvania regulatory approvals. The Presque transaction was consummated in accordance with the terms noted above on January 11, 2019. The dispositions of Nemacolin and Presque Isle Downs, both of which are reported in the East segment, met the requirements for presentation as assets held for sale under generally accepted accounting principles as of December 31, 2018. Due to the termination of the Vicksburg sale, Vicksburg is no longer presented as an asset held for sale. The assets and liabilities held for sale, accounted for at carrying value as it was lower than fair value, were as follows (in thousands): December 31, 2018 Nemacolin Presque Isle Downs Total Assets: Accounts receivable, net $ 272 $ 2,208 $ 2,480 Inventories 79 1,607 1,686 Prepaid expenses and other 370 773 1,143 Property and equipment, net 1,784 70,134 71,918 Goodwill — 3,122 3,122 Other intangibles, net — 75,422 75,422 Assets held for sale $ 2,505 $ 153,266 $ 155,771 Liabilities: Accounts payable $ 147 $ 683 $ 830 Accrued payroll and related 838 596 1,434 Accrued property and other taxes 552 71 623 Accrued other liabilities 1,628 3,659 5,287 Other long-term liabilities 105 — 105 Long term obligation 2,412 — 2,412 Liabilities related to assets held for sale $ 5,682 $ 5,009 $ 10,691 The following information presents the net operating revenues and net income (in thousands): Year Ended December 31, 2018 Nemacolin Presque Isle Downs Net operating revenues $ 33,461 $ 139,993 Net (loss) income (3,571 ) 13,935 These amounts include historical operating results, adjusted to eliminate the internal allocation of interest expense that will not be assumed by the buyer. |
Investments in and Advances to
Investments in and Advances to Unconsolidated Affiliates | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investments in and Advances to Unconsolidated Affiliates | Note 6. Investments in and Advances to Unconsolidated Affiliates Hampton Inn & Suites The Company holds a 42.1% variable interest in a partnership with other investors that developed a new 118-room Hampton Inn & Suites hotel at Scioto Downs that opened in March 2017. Pursuant to the terms of the partnership agreement, the Company contributed $1.0 million of cash and 2.4 acres of a leasehold immediately adjacent to The Brew Brothers Pompano Joint Venture In April 2018, the Company entered into a joint venture with Cordish Companies (“Cordish”) to master plan and develop a mixed-use entertainment and hospitality destination expected to be located on unused land adjacent to the casino and racetrack at the Company’s Pompano property. As the managing member, Cordish will operate the business and manage the development, construction, financing, marketing, leasing, maintenance and day-to-day operation of the various phases of the project. Additionally, Cordish will be responsible for the development of the master plan for the project with the Company’s input and will submit it for the Company’s review and approval. The Company and Cordish have made initial cash contributions of $250,000 each and could be required to make additional contributions to a maximum of $2.0 million ($1.0 million per member) at the request of the managing member. The Company has agreed to contribute land to the joint venture for the project. While the Company holds a 50% variable interest in the joint venture, it is not the primary beneficiary; as such the investment in the joint venture is accounted for using the equity method. The Company will participate evenly with Cordish in the profits and losses of the joint venture, which is included in loss from unconsolidated affiliates on the Consolidated Statements of Income. William Hill In September 2018, the Company entered into a 25-year agreement, which became effective January 2019, with William Hill PLC and William Hill US, its U.S. subsidiary (together, “William Hill”) pursuant to which the Company (i) granted to William Hill the right to conduct betting activities in retail channels and under the Company’s first skin and third skin for online channels with respect to the Company’s current and future properties located in the United States and the territories and possessions of the United States, including Puerto Rico and the U.S. Virgin Islands and (ii) agreed that William Hill will have the right to conduct real money online gaming activities utilizing the Company’s second skin available with respect to properties in such territory . |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment Net [Abstract] | |
Property and Equipment | Note 7. Property and Equipment Property and equipment consisted of the following (in thousands): December 31, 2018 2017 Non-Master Lease: Land and improvements $ 316,456 $ 284,374 Buildings and other leasehold improvements 1,472,516 1,187,642 Riverboats 81,762 61,091 Furniture, fixtures and equipment 586,404 420,399 Furniture, fixtures and equipment held under capital leases (Note 17) 193 870 Construction in progress 41,346 14,451 2,498,677 1,968,827 Less—Accumulated depreciation and amortization (569,073 ) (466,010 ) 1,929,604 1,502,817 Master Lease: Land and improvements 377,150 — Buildings and other leasehold improvements 578,250 — Riverboats 1,900 — 957,300 — Less—Accumulated depreciation and amortization (4,298 ) — 953,002 — Property and equipment, net $ 2,882,606 $ 1,502,817 Substantially all non-Master Lease property and equipment are pledged as collateral under our long‑term debt (see Note 11). Depreciation expense, including amortization expense on capital leases, was $140.3 million, $100.9 million and $58.9 million for the years ended December 31, 2018, 2017 and 2016, respectively. Depreciation expense on the Master Lease assets was $4.3 million for the year ended December 31, 2018. ` |
Intangible Assets, Net and Othe
Intangible Assets, Net and Other Long Term Assets | 12 Months Ended |
Dec. 31, 2018 | |
Other And Intangible Assets Net Disclosure [Abstract] | |
Intangible Assets, Net and Other Long Term Assets | Note 8. Intangible Assets, net and Other Long Term Assets Intangible assets, net, include the following amounts (in thousands): December 31, 2018 2017 Useful Life Goodwill $ 1,008,316 $ 747,106 Indefinite Gaming licenses $ 1,090,682 $ 877,174 Indefinite Trade names 187,929 108,250 Indefinite Trade names 5,100 6,700 3.5 years Player loyalty programs 105,005 21,820 3 - 4 years Subtotal 1,388,716 1,013,944 Accumulated amortization trade names (5,100 ) (6,290 ) Accumulated amortization player loyalty programs (21,610 ) (10,838 ) Total gaming licenses and other intangible assets, net $ 1,362,006 $ 996,816 Gaming licenses represent intangible assets acquired from the purchase of a gaming entity located in a gaming jurisdiction where competition is limited, such as when only a limited number of gaming operators are allowed to operate in the jurisdiction. These gaming license rights are not subject to amortization as the Company has determined that they have indefinite useful lives. Goodwill represents the excess of the purchase price of acquiring MTR Gaming, Isle, Elgin and Tropicana over the fair market value of the net assets acquired. Amortization expense with respect to trade names and loyalty program for the years ended December 31, 2018 and 2017 totaled $12.7 million and $5.1 million, respectively, which is included in depreciation and amortization in the Consolidated Statements of Income. Such amortization expense is expected to be $30.6 million, $27.4 million, $21.2 million and $4.2 million for the years ended December 31, 2019, 2020, 2021 and 2022, respectively. In conjunction with the classification of Presque’s assets being held for sale, $75.4 million in licenses, $1.6 million in finite lived trade names and amortization were transferred to assets held for sale on the Consolidated Balance Sheet. The following table presents changes to goodwill for the years ended December 31, 2018 and 2017 (in thousands): Goodwill Accumulated Impairment Goodwill, net January 1, 2017 $ 66,826 $ — $ 66,826 Acquisitions 715,196 — 715,196 Impairments — (34,916 ) (34,916 ) December 31, 2017 782,022 (34,916 ) 747,106 Acquisitions 280,256 — 280,256 Finalization of purchase price accounting (6,109 ) — (6,109 ) Assets held for sale (3,122 ) — (3,122 ) Impairments — (9,815 ) (9,815 ) December 31, 2018 $ 1,053,047 $ (44,731 ) $ 1,008,316 On October 1, 2018 the Company performed its annual impairment tests of its intangible assets by reviewing each of its reporting units. During the impairment test, no reporting units were noted to have a carrying value in excess of fair value. As a result, no impairments were indicated as a result of this testing for goodwill. In conjunction with the classification of Vicksburg’s operations as assets held for sale at March 31, 2018 (see Note 5) as a result of the announced sale to CDI, an impairment charge totaling $9.8 million was recorded due to the carrying value exceeding the estimated net sales proceeds. The impairment reduced the value of goodwill in the South segment. On October 1, 2017 the Company performed its annual impairment tests of its intangible assets by reviewing each of its reporting units. The goodwill analysis of the Company’s Lake Charles, Lula and Vicksburg reporting units indicated the fair value of Lake Charles’ and Vicksburg’s goodwill and all three reporting units’ trade names were less than their carrying values. As a result of its analysis, the Company recorded a $38.0 million impairment charge in 2017 comprised of the following: $1.5 million, $0.3 million and $1.3 million related to trade names for Lake Charles, Lula and Vicksburg, respectively, and $11.7 million and $23.2 million related to goodwill for Lake Charles and Vicksburg, respectively. The Company’s goodwill impairment charges in 2017 were primarily the result of expected decreases in future cash flows as a result of unfavorable economic conditions and the impact of changes in our competitors. The non-recurring fair values used in our determination of the goodwill impairment charges considered Level 3 inputs, including the review of comparable activities in the marketplace, discounted cash flows and market based multiple valuation methods. The Company’s trade name impairment charges in 2017 were primarily the result of expected decreases in future net revenues. The non-recurring fair values used in our determination of the trade name impairment charges considered Level 3 inputs, including use of the relief‑from‑royalty method. Other assets, net Other assets, net, include the following amounts (in thousands): December 31, 2018 2017 CRDA bonds and deposits 6,694 — Unamortized debt issuance costs - Revolving Credit Facility 9,533 8,616 Non-operating real property 17,880 18,069 Long-term prepaid rent 20,198 — Restricted cash and investments 15,064 9,886 Other 15,969 12,130 Total other assets, net $ 85,338 $ 48,701 The CRDA bonds have various contractual maturities that range up to 40 After the initial determination of fair value, the Company analyzes the CRDA bonds for recoverability on a quarterly basis based on management's historical collection experience and other information received from the CRDA. If indications exist that the CRDA bond is impaired, additional valuation allowances are recorded. Approximately ten acres of the approximately 20 acres on which Tropicana Evansville is situated is subject to a lease with the City of Evansville, Indiana. Under the terms of the agreement, a pre-payment of lease rent in the amount of $25 million was due at the commencement of the construction project. The prepayments will be applied against future rent in equal monthly amounts over a period of one hundred and twenty (120) months which commenced upon the opening of the property in January 2018. The current term of the lease expires November 30, 2027. |
Accrued Other Liabilities
Accrued Other Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Payables And Accruals [Abstract] | |
Accrued Other Liabilities | Note 9. Accrued Other Liabilities Accrued other liabilities consisted of the following (in thousands): December 31, 2018 2017 Accrued general liability claims $ 16,465 $ 13,816 Unclaimed chips 8,930 4,743 Accrued purses and track related liabilities 1,899 3,256 Jackpot progressives and other accrued gaming liabilities 26,383 18,724 Player loyalty program point liability 17,639 11,753 Accrued Illinois donation liability 8,912 — Accrued rent 4,324 2,074 Other 18,430 11,672 Total accrued other liabilities $ 102,982 $ 66,038 In connection with the Company’s gaming license in the State of Illinois, the Company has agreed to contribute to both the County of Kane and the Grand Victoria Foundation, a foundation established for the benefit of education, environmental and economic development programs in the region, a donation equal to 20% of annual adjusted net operating income. The expense for the period from the Elgin Acquisition date through December 31, 2018 totaled $3.5 million and is included in general and administrative expense. Payment of the donation is due 120 days after the end of the fiscal year. |
Long-Term Financing Obligation
Long-Term Financing Obligation | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Long-Term Financing Obligation | Note 10. Long-Term Financing Obligation The Company’s Master Lease with GLPI is accounted for as a failed sale-leaseback financing obligation equal to the fair value of the leased real estate assets. Under the terms of the Master Lease, and based on certain prohibited forms of continuing involvement in the leased assets, the Master Lease did not qualify for sale-leaseback accounting and was accounted for as a financing obligation. When cash proceeds are exchanged, a failed sale-leaseback financing obligation is equal to the proceeds received for the assets that are sold and then leased back. However, in the absence of cash proceeds, the value of the failed sale-leaseback financing obligations recognized in this transaction was determined to be the fair value of the leased real estate assets. In subsequent periods, a portion of the periodic lease payment under the Master Lease will be recognized as interest expense with the remainder of the lease payment reducing the failed sale-leaseback financing obligation using the effective interest method. However, the failed sale-leaseback obligations will not be reduced to less than the net book value of the leased real estate assets as of the end of the lease term, which is estimated to be $372.8 million. The fair value of the real estate assets and the related failed sale-leaseback financing obligations were estimated based on the present value of the estimated future lease payments over the lease term of 35 years, including renewal options, using an imputed discount rate of approximately 10.2%. The value of the failed sale-leaseback financing obligations is dependent upon assumptions regarding the amount of the lease payments and the estimated discount rate of the lease payments required by a market participant. The Master Lease provides for the lease of land, buildings, structures and other improvements on the land (including barges and riverboats), easements and similar appurtenances to the land and improvements relating to the operation of the leased properties. The Master Lease provides for an initial term of fifteen years with no purchase option. At the Company’s option, the Master Lease may be extended for up to four five-year renewal terms beyond the initial 15-year term. If we elect to renew the term of the Master Lease, the renewal will be effective as to all, but not less than all, of the leased property then subject to the Master Lease. The Company does not have the ability to terminate its obligations under the Master Lease prior to its expiration without GLPI’s consent. The rent payable under the Master Lease is comprised of “Base Rent” and “Percentage Rent.” Base rent is the sum of: • Building Base Rent: a fixed component equal to $60.9 million during the first year of the Master Lease, and thereafter escalated annually by 2%, subject to a cap that would cause the preceding year’s adjusted revenue to rent ratio for the properties in the aggregate not to fall below 1.20:1.00 for the first five years of the Master Lease and 1.80:1.00 thereafter; plus • Land Base Rent: an additional fixed component equal to $13.4 million, subject to adjustment in the event of the termination of the Master Lease with respect to any of the leased properties. The percentage rent payable under the Master Lease is adjusted every two years based on the actual net revenues of the leased properties during the two-year period then ended. The initial variable rent percentage, which is fixed for the first two years, is $13.4 million per year. The actual percentage increase is based on actual performance and is subject to change. Under the Master Lease, the Company is required to pay the following, among other things: lease payments to the underlying ground lessor for properties that are subject to ground leases, facility maintenance costs, all insurance premiums for insurance with respect to the leased properties and the business conducted on the leased properties, taxes levied on or with respect to the leased properties (other than taxes on the income of the lessor and all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties). The initial annual rent under the terms of the lease is $87.6 million. The estimated future lease payments include the minimum lease payments and were adjusted to reflect estimated lease payments as described in the agreements, including an annual escalator of up to 2%. The future minimum payments related to the Master Lease financing obligation with GLPI at December 31, 2018 are as follows (in thousands): 2019 $ 87,943 2020 89,168 2021 90,417 2022 91,691 2023 92,990 Thereafter 3,506,673 Total future payments 3,958,882 Less: Amounts representing interest at 10.2% (3,371,847 ) Plus: Residual values 372,800 Financing obligation to GLPI $ 959,835 Total payments and interest expense related to the Master Lease were $21.9 million and $24.4 million, respectively, for the period from October 1, 2018 to December 31, 2018. For the initial periods of the Master Lease, cash payments are less than the interest expense recognized, which causes the failed sale-leaseback obligation to increase during the initial years of the lease term. The Master Lease contains certain covenants, including minimum capital improvement expenditures. |
Long-Term Debt and Other Long-T
Long-Term Debt and Other Long-Term Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Other Long-Term Liabilities | Note 11. Long‑Term Debt and Other Long-Term Liabilities Long-term debt consisted of the following (in thousands): December 31, December 31, 2018 2017 Term Loan $ 956,750 $ 956,750 Less: Unamortized discount and debt issuance costs (18,426 ) (18,748 ) Net 938,324 938,002 6% Senior Notes due 2026 600,000 — Less: Unamortized debt issuance costs (19,630 ) — Net 580,370 — 6% Senior Notes due 2025 875,000 875,000 Plus: Unamortized debt premium 23,491 26,605 Less: Unamortized debt issuance costs (18,405 ) (20,716 ) Net 880,086 880,889 7% Senior Notes due 2023 375,000 375,000 Less: Unamortized discount and debt issuance costs (6,075 ) (7,146 ) Net 368,925 367,854 Revolving Credit Facility 245,000 — Lumière Loan 246,000 — Capital leases 590 917 Long-term notes payable 2,440 2,531 Less: Current portion (462 ) (615 ) Total long-term debt $ 3,261,273 $ 2,189,578 Maturities of the principal amount of the Company’s long-term debt as of December 31, 2018 are as follows: Years ending December 31, (In thousands) 2019 $ 462 2020 246,235 2021 167 2022 173 2023 620,138 Thereafter 2,433,605 $ 3,300,780 Amortization of the debt issuance costs and the discount and premium associated with our indebtedness totaled $5.6 million, $6.3 million and $3.5 million for the years ended December 31, 2018, 2017 and 2016, respectively. Amortization of debt issuance costs is computed using the effective interest method and is included in interest expense. In accordance with ASC Topic 470-50, Debt Modifications and Extinguishments (“ASC 470-50”), the Company recognized a loss totaling $ 27.3 $11.1 $38.4 The Company is a holding company with no independent assets or operations. Our 6% Senior Notes due 2025, 6% Senior Notes due 2026 (as defined below) and 7% Senior Notes due 2023 (as defined below) are fully and unconditionally guaranteed, on a joint and several basis, by the subsidiary guarantors. As of December 31, 2018, there were no significant restrictions on the ability of our subsidiaries to distribute cash to us or our guarantor subsidiaries. Senior Notes 7% Senior Notes due 2023 On July 23, 2015, the Company issued at par $375.0 million in aggregate principal amount of 7.0% senior notes due 2023 (“7% Senior Notes due 2023”) pursuant to the Indenture, dated as of July 23, 2015 (the “2023 Indenture”), between the Company and U.S. Bank, National Association, as Trustee. The 7% Senior Notes due 2023 will mature on August 1, 2023, with interest payable semi-annually in arrears on February 1 and August 1 of each year. On or after August 1, 2018, the Company may redeem all or a portion of the Senior Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest and additional interest, if any, on the Senior Notes redeemed, to the applicable redemption date, if redeemed during the twelve month period beginning on August 1 of the years indicated below: Year Percentage 2018 105.250 % 2019 103.500 % 2020 101.750 % 2021 and thereafter 100.000 % If the Company experiences certain change of control events (as defined in the 2023 Indenture), it must offer to repurchase the 7% Senior Notes due 2023 at 101% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date. If the Company sells assets under certain circumstances and does not use the proceeds for specified purposes, the Company must offer to repurchase the 7% Senior Notes due 2023 at 100% of their principal amount, plus accrued and unpaid interest to the applicable repurchase dates. The 7% Senior Notes due 2023 are subject to redemption imposed by gaming laws and regulations of applicable gaming regulatory authorities. The 2023 Indenture contains certain covenants limiting, among other things, the Company’s ability and the ability of its subsidiaries (other than its unrestricted subsidiaries) to: • pay dividends or distributions or make certain other restricted payments or investments; • incur or guarantee additional indebtedness or issue disqualified stock or create subordinated indebtedness that is not subordinated to the 7% Senior Notes due 2023 or the guarantees of the 7% Senior Notes due 2023; • create liens; • transfer and sell assets; • merge, consolidate, or sell, transfer or otherwise dispose of all or substantially all of the Company’s assets; • enter into certain transactions with affiliates; • engage in lines of business other than the Company’s core business and related businesses; and • create restrictions on dividends or other payments by restricted subsidiaries. These covenants are subject to a number of exceptions and qualifications as set forth in the 2023 Indenture. The 2023 Indenture also provides for customary events of default which, if any of them occurs, would permit or require the principal of and accrued interest on such 7% Senior Notes due 2023 to be declared due and payable. 6% Senior Notes due 2025 On March 29, 2017, Eagle II Acquisition Company LLC (“Eagle II”), a wholly-owned subsidiary of the Company, issued $375.0 million in aggregate principal amount of 6.0% senior notes due 2025 (the “6% Senior Notes due 2025”) pursuant to an indenture, dated as of March 29, 2017 (the “2025 Indenture”), between Eagle II and U.S. Bank, National Association, as Trustee. The 6% Senior Notes will mature on April 1, 2025, with interest payable semi-annually in arrears on April 1 and October 1, commencing October 1, 2017. The proceeds of the offering, and additional funds in the amount of $1.9 million in respect of interest expected to be accrued on the 6% Senior Notes due 2025, were placed in escrow pending satisfaction of certain conditions, including consummation of the Isle Acquisition. In connection with the consummation of the Isle Acquisition on May 1, 2017, the escrowed funds were released, and the Company assumed Eagle II’s obligations under the 6% Senior Notes due 2025 and the 2025 Indenture and certain of the Company’s subsidiaries (including Isle and certain of its subsidiaries) executed guarantees of the Company’s obligations under the 6% Senior Notes due 2025. On September 13, 2017, the Company issued an additional $500.0 million principal amount of its 6% Senior Notes due 2025 at an issue price equal to 105.5% of the principal amount of the 6% Senior Notes due 2025. The additional notes were issued pursuant to the 2025 Indenture that governs the 6% Senior Notes due 2025. The Company used the proceeds of the offering to repay $78.0 million of outstanding borrowings under the previous revolving credit facility and used the remainder to repay $444.5 million outstanding borrowings under the previous term loan facility and related accrued interest. On or after April 1, 2020, the Company may redeem all or a portion of the 6% Senior Notes due 2025 upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest and additional interest, if any, on the 6% Senior Notes due 2025 redeemed, to the applicable redemption date, if redeemed during the 12-month period beginning on April 1 of the years indicated below: Year Percentage 2020 104.500 % 2021 103.000 % 2022 101.500 % 2023 and thereafter 100.000 % Prior to April 1, 2020, the Company may redeem all or a portion of the 6% Senior Notes due 2025 at a price equal to 100% of the 6% Senior Notes due 2025 redeemed plus accrued and unpaid interest to the redemption date, plus a make-whole premium. At any time prior to April 1, 2020, the Company is also entitled to redeem up to 35% of the original aggregate principal amount of the 6% Senior Notes due 2025 with proceeds of certain equity financings at a redemption price equal to 106% of the principal amount of the 6% Senior Notes due 2025 redeemed, plus accrued and unpaid interest. If the Company experiences certain change of control events (as defined in the 2025 Indenture), it must offer to repurchase the 6% Senior Notes due 2025 at 101% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date. If the Company sells assets under certain circumstances and does not use the proceeds for specified purposes, the Company must offer to repurchase the 6% Senior Notes due 2025 at 100% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date. The 6% Senior Notes due 2025 are subject to redemption imposed by gaming laws and regulations of applicable gaming regulatory authorities. The 2025 Indenture contains certain covenants limiting, among other things, the Company’s ability and the ability of its subsidiaries (other than its unrestricted subsidiaries) to: • pay dividends or distributions or make certain other restricted payments or investments; • incur or guarantee additional indebtedness or issue disqualified stock or create subordinated indebtedness that is not subordinated to the 6% Senior Notes due 2025 or the guarantees of the 6% Senior Notes due 2025 ; • create liens; • transfer and sell assets; • merge, consolidate, or sell, transfer or otherwise dispose of all or substantially all of the Company’s assets; • enter into certain transactions with affiliates; • engage in lines of business other than the Company’s core business and related businesses; and • create restrictions on dividends or other payments by restricted subsidiaries. These covenants are subject to a number of exceptions and qualifications as set forth in the 2025 Indenture. The 2025 Indenture also provides for customary events of default which, if any of them occurs, would permit or require the principal of and accrued interest on such 6% Senior Notes due 2025 to be declared due and payable. 6% Senior Notes due 2026 On September 20, 2018, Delta Merger Sub, Inc. (“Escrow Issuer”), a Delaware corporation and a wholly-owned subsidiary of the Company, issued $600 million in aggregate principal amount of 6.0% senior notes due 2026 (the “6% Senior Notes due 2026”) pursuant to an indenture, dated as of September 20, 2018 (the “2026 Indenture”), between Escrow Issuer and U.S. Bank, National Association, as Trustee. Interest on the 6% Senior Notes due 2026 will be paid semi-annually in arrears on March 15 and September 15, commencing March 15, 2019. The Company and the subsidiary guarantors assumed the obligations under the 2026 Indenture in connection with the consummation of the Tropicana Acquisition. On or after September 15, 2021, the Company may redeem all or a portion of the 6% Senior Notes due 2026 upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest and additional interest, if any, on the 6% Senior Notes due 2026 redeemed, to the applicable redemption date, if redeemed during the 12-month period beginning on September 15 of the years indicated below: Year Percentage 2021 104.500 % 2022 103.000 % 2023 101.500 % 2024 and thereafter 100.000 % Prior to September 15, 2021, we may redeem all or a portion of the 6% Senior Notes due 2026 at a price equal to 100% of the 6% Senior Notes due 2026 redeemed plus accrued and unpaid interest to the redemption date, plus a make-whole premium. At any time prior to September 15, 2021, we are also entitled to redeem up to 35% of the original aggregate principal amount of the 6% Senior Notes due 2026 with proceeds of certain equity financings at a redemption price equal to 106% of the principal amount of the 6% Senior Notes due 2026 redeemed, plus accrued and unpaid interest. Upon the occurrence of a Change of Control (if the 6% Senior Notes due 2026 do not have investment grade status) or a Change of Control Triggering Event (each as defined in the 2026 Indenture), the Company must offer to repurchase the 6% Senior Notes due 2026 at 101% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date. If the Company sells assets under certain circumstances and does not use the proceeds for specified purposes, the Company must apply the net proceeds of such sale to make an offer to repurchase the 6% Senior Notes due 2026 at 100% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date. The 6% Senior Notes due 2026 are subject to redemption imposed by gaming laws and regulations of applicable gaming regulatory authorities. The 2026 Indenture contains certain covenants limiting, among other things, the Company’s ability to: • incur additional indebtedness; • create, incur or suffer to exist certain liens; • pay dividends or make distributions on capital stock or repurchase capital stock; • make certain investments; • place restrictions on the ability of subsidiaries to pay dividends or make other distributions to the Issuer; • sell certain assets or merge with or consolidate into other companies; and • enter into certain types of transactions with the stockholders and affiliates. These covenants are subject to a number of exceptions and qualifications as set forth in the 2026 Indenture. The 2026 Indenture also provides for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on such 6% Senior Notes due 2026 to be declared due and payable. The Company applied the net proceeds of the sale of the 6% Senior Notes due 2026, together with borrowings under its existing revolving credit, cash on hand and Tropicana’s cash on hand, to pay the consideration payable by the Company pursuant to the merger agreement, repay all of the debt outstanding under Tropicana’s existing credit facility and pay fees and costs associated with the Tropicana Acquisition that closed on October 1, 2018. Credit Facility On April 17, 2017, Eagle II entered into a credit agreement by and among Eagle II, as initial borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto dated as of April 17, 2017 (the “Credit Facility”), consisting of a $1.45 billion term loan facility (the “Term Loan Facility” or “Term Loan”) and a $300.0 million revolving credit facility (the “Revolving Credit Facility”), which was undrawn at closing. As of December 31, 2018, the Company had $956.8 million outstanding under the Term Loan and $245.0 million of borrowings outstanding under the Revolving Credit Facility. The Company had $242.3 million of available borrowing capacity, after consideration of $12.7 million in outstanding letters of credit, under its Revolving Credit Facility as of December 31, 2017. At December 31, 2018, the weighted average interest rate on the Term Loan was 4.3%, and the weighted average interest rate on the Revolving Credit Facility was 4.6%. The Company applied the net proceeds of the Term Loan Facility and borrowings under the Revolving Credit Facility, together with the proceeds of the 6% Senior Notes due 2025 and cash on hand, to (i) pay the cash portion of the consideration payable in the Isle Merger, (ii) refinance all of the debt outstanding under Isle’s existing credit facility, (iii) redeem or otherwise repurchase all of Isle’s outstanding senior and senior subordinated notes, (iv) refinance the Company’s Prior Credit Facility and (v) pay fees and costs associated with the foregoing. The Company ’ ’ The interest rate per annum applicable to loans under the Revolving Credit Facility are, at our option, either (i) LIBOR plus a margin ranging from 1.75% to 2.50% or (ii) a base rate plus a margin ranging from 0.75% to 1.50%, which margin is based on our total leverage ratio. The interest rate per annum applicable to the loans under the Term Loan Facility is, at our option, either (i) LIBOR plus 2.25%, or (ii) a base rate plus 1.25%; provided, however, that in no event will LIBOR be less than zero or the base rate be less than 1.00% over the term of the Term Loan Facility or the Revolving Credit Facility. Additionally, the Company pays a commitment fee on the unused portion of the Revolving Credit Facility not being utilized in the amount of 0.50% per annum. The Credit Facility contains a number of customary covenants that, among other things, restrict, subject to certain exceptions, the Company ’ The Credit Facility is secured by substantially all of the Company’s personal property assets and substantially all personal property assets of each subsidiary that guaranties the Credit Facility (other than certain subsidiary guarantors designated as immaterial) (the “Credit Facility Guarantors”), whether owned on the closing date of the Credit Facility or thereafter acquired, and mortgages on the real property and improvements owned or leased us or the Credit Facility Guarantors. The Credit Facility is also secured by a pledge of all of the equity owned by the Company and the Credit Facility Guarantors (subject to certain gaming law restrictions). The credit agreement governing the Credit Facility contains a number of customary covenants that, among other things, restrict, subject to certain exceptions, the Company’s ability and the ability of the Credit Facility Guarantors to incur additional indebtedness, create liens, engage in mergers, consolidations or asset dispositions, make distributions, make investments, loans or advances, engage in certain transactions with affiliates or subsidiaries or make capital expenditures. The Credit Facility also includes certain financial covenants, including the requirements that we maintain throughout the term of the Credit Facility and measured as of the end of each fiscal quarter, and solely with respect to loans under the Revolving Credit Facility, a maximum consolidated total leverage ratio of not more than 6.50 to 1.00 for the period beginning on the closing date and ending with the fiscal quarter ending December 31, 2018, 6.00 to 1.00 for the period beginning with the fiscal quarter beginning January 1, 2019 and ending with the fiscal quarter ending December 31, 2019, and 5.50 to 1.00 for the period beginning with the fiscal quarter beginning January 1, 2020 and thereafter. The Company will also be required to maintain an interest coverage ratio in an amount not less than 2.00 to 1.00 measured on the last day of each fiscal quarter beginning on the closing date, and ending with the fiscal quarter ending December 31, 2018, 2.50 to 1.00 for the period beginning with the fiscal quarter beginning January 1, 2019 and ending with the fiscal quarter ending December 31, 2019, and 2.75 to 1.00 for the period beginning with the fiscal quarter beginning January 1, 2020 and thereafter. The Credit Facility contains a number of customary events of default, including, among others, for the non-payment of principal, interest or other amounts, the inaccuracy of certain representations and warranties, the failure to perform or observe certain covenants, a cross default to our other indebtedness including the Notes, certain events of bankruptcy or insolvency; certain ERISA events, the invalidity of certain loan documents, certain changes of control and the loss of certain classes of licenses to conduct gaming. If any event of default occurs, the lenders under the Credit Facility would be entitled to take various actions, including accelerating amounts outstanding thereunder and taking all actions permitted to be taken by a secured creditor . On June 6, 2018, the Company executed an amendment that modified certain covenants in the Credit Facility to allow for considerations related to the acquisition of Tropicana. The borrowing capacity of the Revolving Credit Facility increased from $300 million to $500 million effective substantially concurrently with the consummation of the Tropicana Acquisition on October 1, 2018 and the maturity date of the Revolving Credit Facility extended to October 1, 2023. Lumière Loan In connection with the purchase of the real estate related to Lumière, GLPI, Tropicana St. Louis RE LLC, a Wholly owned subsidiary of the Company (“Tropicana St. Louis RE”), and the Company entered into a loan agreement, dated as of October 1, 2018 (the “Lumière Loan”), relating to a loan of $246 million by GLPI to Tropicana St. Louis RE to fund the entire purchase price of the real estate underlying Lumière and a guaranty by the Company of the amounts owed by Tropicana St. Louis RE. The Lumière Loan bears interest at a rate equal to (i) 9.09% until October 1, 2019 and (ii) 9.27% until October 1, 2020, and matures on October 1, 2020. The Lumière Loan is secured by a first priority mortgage on the Lumière Real Property until October 1, 2019. In connection with the issuance of the Lumière Loan, the Company agreed to use its commercially reasonable efforts to transfer one or more of the Grand Victoria Casino, Isle Casino Bettendorf, Isle Casino Hotel Waterloo, Isle of Capri Lula, Lady Luck Casino Vicksburg and Mountaineer Casino, Racetrack and Resort or such other property or properties mutually acceptable to Tropicana St. Louis RE and GLPI, provided that the aggregate value of such property, individually or collectively, is at least $246 million (the “Replacement Property”), to GLPI with a simultaneous leaseback to the Company of such Replacement Property. In connection with such Replacement Property sale, (i) the Company and GLPI will enter into an amendment to the Master Lease to revise the economic terms to include the Replacement Property, (ii) GLPI, or one of its affiliates, will assume the Lumière Loan and Tropicana St. Louis RE’s obligations under the Lumière Loan in consideration of the acquisition of the Replacement Property and the obligations of Tropicana St. Louis RE and the Company under the Lumière Loan will be deemed to have been satisfied, (iii) the Lumière Real Property will be released from the lien placed on it in connection with the Lumière Loan (if such lien has not yet been released in accordance with the terms of the Lumière Loan) and (iv) in the event the value of the Replacement Property is greater than the outstanding obligations of Tropicana St. Louis RE under the Lumière Loan, GLPI will pay Tropicana St. Louis RE the difference between the value of the Replacement Property and the amount of outstanding obligations under the Lumière Loan. If such Replacement Property transaction is not consummated prior to the maturity date of the Lumière Loan, other than as a result of certain failures to perform by GLPI, then the amounts outstanding will be paid in full and the rent under the Master Lease will automatically increase, subject to certain escalations. Debt Covenant Compliance As of December 31, 2018, we were in compliance with all of the covenants under the 7% Senior Notes due 2023, 6% Senior Notes due 2025, 6% Senior Notes due 2026, the Credit Facility, the Lumière Loan and the Master Lease. Other Long-Term Liabilities In conjunction with the Isle Acquisition, the Company acquired the existing lease and management agreements at its Nemacolin location. Under the terms of the agreements, Nemacolin Woodland Resort (“Resort”) provided land, land improvements and a building for the casino property. The Company was deemed, for accounting purposes only, to be the owner of these assets provided by the Resort during the construction and casino operating periods due to the Company’s continuing involvement. Therefore, the transaction was accounted for using the direct financing method. As of December 31, 2018 and December 31, 2017, the Company recorded property and equipment, net of accumulated depreciation, of $1.2 million and $4.2 million, respectively, and a liability of $2.4 and $4.5 million, respectively. The decreases in the assets and liability were primarily due to the impairment charges (see Note 5) and the Company’s finalization of its purchase price accounting related to the Isle Acquisition. These assets and liabilities are reported as held for sale at December 31, 2018. In conjunction with the Isle Acquisition, the Company acquired the existing lease and management agreements at its Bettendorf location. Under the terms of the agreements with the City of Bettendorf, Iowa, the Company leases, manages, and provides financial and operating support for the convention center (Quad-Cities Waterfront Convention Center). The Company was deemed, for accounting purposes only, to be the owner of the convention center due to the Company’s continuing involvement. Therefore, the transaction was accounted for using the direct financing method. As of December 31, 2018 and 2017, the Company recorded property and equipment, net of accumulated depreciation, of $11.7 million and $11.9 million, respectively, and a liability of $5.8 million and $12.5 million, respectively, in other long-term liabilities related to the agreement. The changes in property and equipment and in the liability were primarily due to the Company’s finalization of its purchase price accounting related to the Isle Acquisition. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12. Income Taxes On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to, (1) reducing the U.S. federal corporate tax rate from 35% to 21%; (2) eliminating the corporate alternative minimum tax (AMT) and changing how existing AMT credits can be realized; (3) creating a new limitation on deductible interest expense; (4) changing rules related to uses and limitations of net operating loss carryforwards created in tax years beginning after December 31, 2017; (5) bonus depreciation that will allow for full expensing of qualified property; and (6) limitations on the deductibility of certain executive compensation. The SEC staff issued Staff Accounting Bulletin (“SAB”) 118, which provides guidance on accounting for the tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Tax Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the Tax Act. As of the fourth quarter of the year ended December 31, 2018, we have completed our accounting for the effects of the Tax Act. As of December 31, 2017, in connection with our initial analysis of the impact of the Tax Act, for certain of our net deferred tax liabilities, we recorded a decrease of $111.9 million, net of the related change in valuation allowance, with a corresponding net adjustment to deferred income tax benefit as a result of the corporate rate reduction. We recorded a provisional benefit for 2017 expenditures based on our intent to fully expense all qualifying expenditures. We have made immaterial adjustments to the provisional amount as of December 31, 2018. The components of the Company’s provision (benefit) for income taxes for the years ended December 31, 2018, 2017 and 2016 are presented below (amounts in thousands). 2018 2017 2016 Current: Federal $ 3,813 $ (3,959 ) $ (12 ) State 2,445 380 1,173 Local 304 (627 ) 739 Total current 6,562 (4,206 ) 1,900 Deferred: Federal 16,561 (104,400 ) 12,748 State 17,574 (186 ) (1,458 ) Local (310 ) (7,977 ) (89 ) Total deferred 33,825 (112,563 ) 11,201 Income tax (benefit) expense $ 40,387 $ (116,769 ) $ 13,101 The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for the years ended December 31, 2018, 2017 and 2016: 2018 2017 2016 Federal statutory rate 21.0 % 35.0 % 35.0 % State and local taxes 3.7 % 2.8 % 4.3 % State tax rate adjustment 8.9 % 5.7 % — % Stock compensation (1.8 ) % 0.8 % (0.9 ) % Goodwill impairment — % (27.1 ) % — % Transaction expenses — % (10.7 ) % — % Tax Cuts and Jobs Act (1.6 ) % 264.0 % — % Valuation allowance (0.3 ) % (2.3 ) % (3.6 ) % Tax credits (1.1 ) % 3.5 % (1.8 ) % Other 1.0 % (2.6 ) % 1.8 % Effective income tax rate 29.8 % 269.1 % 34.8 % For the year ended December 31, 2018, the difference between the effective rate and the statutory rate is attributable primarily to state tax rate adjustment and chan ges in the effective state tax rate associated with the acquisitions of Elgin and Tropicana For the year ended December 31, 2017, the difference between the effective rate and the statutory rate is attributable primarily to the impact of the Tax Act, non-deductible asset impairment charges and non-deductible transaction costs incurred and changes in the effective state tax rate associated with the acquisition of Isle For the year ended December 31, 2016, the difference between the effective rate and the statutory rate is attributable primarily to the release of a majority of the state valuation allowances on the Company’s West Virginia deferred tax assets and excess tax benefits on stock compensation under Accounting Standards Update 2016-09, Compensation – Stock Compensation, which the Company adopted effective the first quarter of 2016. A valuation allowance is recognized if, based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax asset will not be realized. Management must analyze all available positive and negative evidence regarding realization of the deferred tax assets and make an assessment of the likelihood of sufficient future taxable income. For the years ended December 31, 2018, 2017 and 2016, the Company released valuation allowances of $0.5 million, $5.2 million and $1.4 million, respectively. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s net deferred taxes related to continuing operations at December 31, 2018 and 2017 are as follows (amounts in thousands): 2018 2017 Deferred tax assets: Loss carryforwards $ 31,880 $ 58,245 Accrued expenses 19,306 10,806 Credit carryforwards 8,986 19,838 Financing obligation to GLPI 126,368 — Other 9,623 11,336 196,163 100,225 Deferred tax liabilities: Identified intangibles (214,756 ) (203,015 ) Fixed assets (149,491 ) (28,375 ) Other (6,560 ) (5,531 ) (370,807 ) (236,921 ) Valuation allowance (25,366 ) (26,271 ) Net deferred tax liabilities $ (200,010 ) $ (162,967 ) As of December 31, 2018, the Company had federal and state net operating loss carryforwards of $40.7 million and $361.2 million, respectively. State net operating losses began to expire in 2018 and federal net operating losses begin to expire in 2030. As of December 31, 2018, the Company had federal jobs credit carryforwards of $9.0 million, which begin to expire in 2024. The acquisitions of Elgin and Tropicana were treated as asset acquisitions for tax purposes and the assets and liabilities were stepped up to fair value. As a result, there are no deferred tax assets or liabilities recorded upon acquisition. Utilization of net operating loss, credit, and other carryforwards are subject to annual limitations due to ownership changes as provided by the Internal Revenue Code of 1986, as amended and similar state provisions. An ownership change is defined as a greater than 50% change in ownership by 5% stockholders in any three‑year period. Under Sections 382 and 383 of the Internal Revenue Code of 1986, as amended, the Company had a “change in ownership” event that limits the utilization of net operating loss, credit, and other carryforwards that were previously available to Isle and the Company to offset future taxable income. The “change in ownership” event for Isle and the Company occurred on May 1, 2017 in connection with the merger with Isle of Capri. This limitation resulted in no significant loss of federal attributes, but did result in significant loss of state attributes. The federal and state net operating loss credit and other carryforwards are stated net of limitations. As of December 31, 2018, there were no unrecognized tax benefits and the Company does not expect a significant increase or decrease to the total amounts of unrecognized tax benefits within the next twelve months. We recognize accrued interest and penalties related to unrecognized tax benefits in income tax expense. The Company was notified by the Internal Revenue Service in October of 2016 that its federal tax return for the year ended December 31, 2014 had been selected for examination. In September 2017, the IRS informed the Company that they completed the examination of the tax return and made no changes. However, the Company may be subject to audit in the future and the outcome of tax audits cannot be predicted with certainty. The Company and its subsidiaries file US federal income tax returns and various state and local income tax returns. The Company does not have tax sharing agreements with the other members within the consolidated ERI group. With few exceptions, the Company is no longer subject to US federal or state and local tax examinations by tax authorities for years before 2012. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
Employee Benefits And Share Based Compensation [Abstract] | |
Employee Benefit Plans | Note 13. Employee Benefit Plans 401(k) Plans The Company offers several 401(k) plans to substantially all employees who are not covered by collective bargaining agreements, who meet certain eligibility requirements, namely terms of service. Employer match policies vary between the plans. The Company’s matching contributions totaled $2.4 million, $2.6 million and $1.5 million for the years ended December 31, 2018, 2017 and 2016, respectively. Mountaineer’s qualified defined contribution plan (established by West Virginia legislation) covers substantially all of its employees. Contributions to the plan are based on 1/4% of the race track and simulcast wagering handles and approximately 1% of the net win from gaming operations until the racetrack reaches its Excess Net Terminal Income threshold, which for Mountaineer is approximately $160 million per year based on the state’s June 30 fiscal year. Contributions to the ERI 401(k) Plan for the benefit of Mountaineer employees were $1.1 million, $1.1 million and $1.2 million for the years ended December 31, 2018, 2017 and 2016, respectively. Defined Benefit-Plan Scioto Downs sponsors a noncontributory defined-benefit plan covering all full-time employees meeting certain age and service requirements. On May 31, 2001, the plan was amended to freeze eligibility, accrual of years of service and benefits. As of December 31, 2018, the fair value of the plan assets was $1.0 million, and the fair value of the benefit obligations was $0.7 million, resulting in an over-funded status of $0.3 million. The plan assets are comprised primarily of money market and mutual funds whose values are determined based on quoted market prices and are classified in Level 1 of the fair value hierarchy. We did not make cash contributions to the Scioto Downs pension plan during 2018, 2017 and 2016. Trop AC Employees Variable Annuity Pension Plan In connection with the collective bargaining agreement and related settlement agreement (the “Settlement Agreement”) that was executed in May 2014 between Trop AC and UNITE HERE Local 54 (“Local 54”), the parties agreed that Trop AC would establish a Variable Annuity Pension Plan (“VAPP”), a defined benefit pension plan, for certain Trop AC Local 54 employees. Contributions to the VAPP through the end of the current collective bargaining agreement of February 29, 2020, will be calculated at $1.93 per straight time hour paid to employees covered by the agreement. The components of net periodic benefit costs for the period beginning with the Tropicana Acquisition date of October 1, 2018 through December 31, 2018 related to the VAPP consists of the following (in thousands): Service costs $ 808 Interest costs 150 Expected return on plan assets (178 ) Amortization of net (gain) loss — Net periodic benefit cost $ 780 Net periodic benefit costs are reported in the various operation departments in the Consolidated Statements of Income. The change in the projected benefit obligation, change in plan assets and funded status for the period beginning with the Tropicana Acquisition date of October 1, 2018 through December 31, 2018 is as follows (in thousands): Change in benefit obligations: Projected benefit obligation beginning of period $ 12,024 Service and interest cost during period 958 Benefit payments during period — Expenses during period (29 ) Actuarial gain (303 ) Projected benefit obligation end of period $ 12,650 Change in plan assets: Fair value of plan assets at beginning of period $ 14,283 Return on plan assets during period 76 Benefit payments during period — Expenses during period (29 ) Employer contributions — Fair value of plan assets at end of period $ 14,330 Funded status at end of period $ 1,680 As of December 31, 2018, the VAPP was in an overfunded status in the amount of $1.7 million, which is included in other assets, net on the Consolidated Balance Sheet. Actuarial assumptions used to determine the benefit obligations for the VAPP include an expected rate of return on assets of 5%, discount rate of 5.0% pre-retirement and a discount rate of 3.0% post-retirement, which, as defined in the Settlement Agreement, will result in no adjustments to the plan benefit. The plan assets are comprised primarily of money market and mutual funds whose value is determined based on quoted market prices and are classified as Level 1 within the fair value hierarchy. Future estimated expected benefit payments for 2019 through 2028 are as follows (in thousands): Expected Benefit Payments 2019 $ 125 2020 172 2021 236 2022 346 2023 446 2024 through 2028 3,879 $ 5,204 Trop AC’s net periodic pension cost for the year ended December 31, 2019 is expected to be approximately $3.1 million. |
Stock-Based Compensation and St
Stock-Based Compensation and Stockholder's Equity | 12 Months Ended |
Dec. 31, 2018 | |
Share Based Compensation [Abstract] | |
Stock-Based Compensation | Note 14. Stock-Based Compensation and Stockholder’s Equity Stock‑Based Awards The Board of Directors (“BOD”) adopted the Eldorado Resorts, Inc. 2015 Equity Incentive Plan (“2015 Plan”) on January 23, 2015 and our stockholders subsequently approved the adoption of the 2015 Plan on June 23, 2015. The Plan permits the granting of stock options, including incentive stock options (“ERI Stock Options”), stock appreciation rights, restricted stock or restricted stock units (“RSUs”), performance awards, and other stock-based awards and dividend equivalents. ERI Stock Options primarily vest ratably over three years and RSUs granted to employees and executive officers primarily vest and become non-forfeitable upon the third anniversary of the date of grant. RSUs granted to non-employee directors vest immediately and are delivered upon the date that is the earlier of termination of service on the BOD or the consummation of a change of control of the Company. The performance awards relate to the achievement of defined levels of performance and are generally measured over a one or two-year performance period depending upon the award agreement. If the performance award levels are achieved, the awards earned will vest and become payable at the end of the vesting period, defined as either a one or two calendar year period following the performance period. Payout ranges are from 0% up to 200% of the award target. The outstanding equity awards of Isle were converted into comparable equity awards of ERI stock upon consummation of the merger in May 2017. A summary of the RSU activity, including performance awards and converted Isle awards, for the years ended December 31, 2016, 2017 and 2018 is as follows: Units Weighted- Average Grant Date Fair Value Weighted-Average Remaining Contractual Life Aggregate Fair Value (in millions) (in millions) Unvested outstanding as of January 1, 2016 827,383 $ 4.09 2.12 $ 3.40 Granted (1) 410,694 10.81 Vested (255,707 ) 5.83 Unvested outstanding as of December 31, 2016 982,370 $ 6.45 1.41 6.33 Granted (1) 600,206 20.91 Exchanged 860,557 18.94 Forfeited (11,870 ) 15.74 Vested (851,764 ) 18.37 Unvested outstanding as of December 31, 2017 1,579,499 $ 12.25 0.92 19.35 Granted (1) 574,753 33.91 Vested (860,995 ) 9.79 Canceled (9,885 ) 19.13 Unvested outstanding as of December 31, 2018 1,283,372 $ 23.93 1.41 $ 30.71 (1) Included are 32,284, 46,282, and 34,920 RSUs granted to non-employee members of the BOD during the year ended December 31, 2018, 2017 and 2016, respectively. As of December 31, 2018 and 2017, the Company had $18.0 million and $11.1 million, respectively, of unrecognized compensation expense. The RSUs are expected to be recognized over a weighted-average period of 1.41 years and 0.92 years, respectively. The Company accounts for stock-based compensation in accordance with ASC 718, Compensation—Stock Compensation. Total stock-based compensation expense in the accompanying consolidated statements of income was $13.1 million, $6.3 million and $3.3 million during the years ended December 31, 2018, 2017 and 2016, respectively. These amounts are included in corporate expenses and, in the case of certain property positions, general and administrative expenses in the Company’s Consolidated Statements of Income. We recognized a reduction in income tax expense of $4.8 million, $1.0 million and $0.8 million for the year ended December 31, 2018, 2017 and 2016, respectively, for excess tax benefits related to stock-based compensation. A summary of the ERI Stock Option activity for the years ended December 31, 2016, 2017 and 2018: Weighted- Average Exercise Options Price Outstanding as of January 1, 2016 (1) 312,200 $ 6.94 Expired (10,000 ) 11.30 Exercised (132,900 ) 2.89 Outstanding as of December 31, 2016 (1) 169,300 9.94 Exchanged 1,351,168 10.12 Expired (62,871 ) 4.63 Exercised (1,185,745 ) 10.45 Outstanding as of December 31, 2017 (1) 271,852 9.63 Expired (15,776 ) 10.89 Exercised (120,120 ) 9.09 Outstanding as of December 31, 2018 (1) 135,956 $ 9.96 (1) 119,505 and 228,143 options were exercisable as of December 31, 2018 and 2017, respectively. All outstanding options as of December 31, 2016 and January 1, 2016 were exercisable. Cash received from the exercise of stock options was $0.2 million and $2.9 million for the years ended December 31, 2018 and 2017, respectively. A summary of the ERI Restricted Stock Awards activity for the years ended December 31, 2016, 2017 and 2018 is as follows: Weighted- Average Grant Date Restricted Stock Fair Value Outstanding as of December 31, 2016 — $ — Exchanged (1) 180,374 19.23 Forfeited (1,602 ) 19.13 Vested (167,963 ) 19.24 Outstanding as of December 31, 2017 10,809 19.13 Vested (10,809 ) 19.13 Outstanding as of December 31, 2018 — $ — (1) Represents exchanged Isle Restricted Stock Awards as a result of the Isle Acquisition. Share Repurchase Program In November 2018 the BOD authorized a $150 million common stock repurchase program (the “Share Repurchase Program”) pursuant to which the Company may, from time to time, repurchase shares of common stock on the open market (either with or without a 10b5-1 plan) or through privately negotiated transactions. The Share Repurchase Program has no time limit and may be suspended or discontinued at any time without notice. There is no minimum number of shares of common stock that the Company is required to repurchase under the Share Repurchase Program. The Company acquired 223,823 shares of common stock at an aggregate value of $9.1 million and an average of $40.80 per share during the year ended December 31, 2018. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share Basic And Diluted [Abstract] | |
Earnings per Share | Note 15. Earnings per Share The following table illustrates the required disclosure of the reconciliation of the numerators and denominators of the basic and diluted net income per share computations during the years ended December 31, 2018, 2017 and 2016 (dollars in thousands, except per share amounts): 2018 2017 2016 Net income available to common stockholders $ 95,235 $ 73,380 $ 24,527 Shares outstanding: Weighted average shares outstanding – basic 77,458,902 67,133,531 47,033,311 Effect of dilutive securities: Stock options 119,418 98,294 96,515 RSUs 703,781 870,989 571,736 Weighted average shares outstanding – diluted 78,282,101 68,102,814 47,701,562 Net income per common share attributable to common stockholders – basic: $ 1.23 $ 1.09 $ 0.52 Net income per common share attributable to common stockholders – diluted: $ 1.22 $ 1.08 $ 0.51 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 16. Fair Value Measurements Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Accordingly, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there is a three‑tier fair value hierarchy, which prioritizes the inputs used in measuring fair values as follows: • Level 1 Inputs : Quoted market prices in active markets for identical assets or liabilities. • Level 2 Inputs : Observable market‑based inputs or unobservable inputs that are corroborated by market data. • Level 3 Inputs : Unobservable inputs that are not corroborated by market data. Level 3 assets include financial instruments whose value is determined using pricing models relying on stock volatility of 44% and risk free rate of 2.7%. The following methods and assumptions are used to estimate the fair value of each class of financial instruments for which it is practical to estimate fair value: Cash and Cash Equivalents : Cash equivalents include cash held in money market funds and investments that can be redeemed immediately at the current net asset value per share. A money market fund is a mutual fund whose investments are primarily in short‑term debt securities designed to maximize current income with liquidity and capital preservation, usually maintaining per share net asset value at a constant amount, such as one dollar. Cash and cash equivalents also include cash maintained for gaming operations. The carrying amounts approximate the fair value because of the short maturity of those instruments (Level 1). Restricted Cash and Investments : The estimated fair values of our restricted cash and investments are based upon quoted prices available in active markets (Level 1), or quoted prices for similar assets in active and inactive markets (Level 2), or quoted prices available in active markets adjusted for time restrictions related to the sale of the investment (Level 3) and represent the amounts we would expect to receive if we sold our restricted cash and investments. Restricted Investment: In November 2018, we entered into a 20-year agreement with The Stars Group Inc. (“TSG”) pursuant to which we agreed to provide TSG with options to obtain access to our second skin for online sports wagering and third skin for real money online gaming and poker, in each case with respect to our properties in the United States. Under the terms of the agreement, we will receive a revenue share from the operation of the applicable verticals by TSG under our licenses. Pursuant to the terms of the TSG agreement, we received 1.1 million TSG common shares and we may receive an additional $5.0 million in TSG common shares upon the exercise of the first option by TSG. We may also receive additional TSG common shares in the future based on TSG net gaming revenue generated in our markets. The initial 1.1 million shares are subject to a restriction on transfer and may not be sold until November 2019. Accounts Receivable and Credit Risk : The allowance is estimated based on specific review of customer accounts as well as historical collection experience and current economic and business conditions. Management believes that no significant concentrations of credit risk related to receivables existed. Marketable Securities: Marketable securities consist primarily of trading securities held the Company’s captive insurance subsidiary. The estimated fair values of the Company’s marketable securities are determined on an individual asset basis based upon quoted prices of identical assets available in active markets (Level 1), quoted prices of identical assets in inactive markets, or quoted prices for similar assets in active and inactive markets (Level 2), and represent the amounts we would expect to receive if we sold these marketable securities. Long‑term Debt : The fair value of our long-term debt or other long-term obligations is estimated based on the quoted market price of the underlying debt issue (Level 1) or, when a quoted market price is not available, the discounted cash flow of future payments utilizing current rates available to us for the debt of similar remaining maturities (Level 2). Debt obligations with a short remaining maturity have a carrying amount that approximates fair value. Acquisition‑Related Contingent Considerations : Contingent consideration related to the July 2003 acquisition of Scioto Downs represents the estimate of amounts to be paid to former stockholders of Scioto Downs under certain earn-out provisions. Acquisition related contingent considerations of $0.5 million is included in accrued other liabilities on the Consolidated Balance Sheets as of December 31, 2018 and 2017. Items Measured at Fair Value on a Recurring Basis : The following table sets forth the assets measured at fair value on a recurring basis, by input level, in the Consolidated Balance Sheets at December 31, 2018: December 31, 2018 Assets: Level 1 Level 2 Level 3 Total Restricted cash and investments $ 19,481 $ 4,467 $ 16,008 $ 39,956 Marketable securities 9,515 7,442 — 16,957 December 31, 2017 Assets: Level 1 Level 2 Level 3 Total Restricted cash and investments $ 9,055 $ 4,098 $ — $ 13,153 Marketable securities 7,906 9,725 — 17,631 The change in restricted investments valued using Level 3 inputs for the year ended December 31, 2018 is as follows: Level 3 Investment Value of investment received $ 18,595 Unrealized loss in restricted investments (2,587 ) Fair value at December 31, 2018 $ 16,008 There were no transfers between Level 1, Level 2 and Level 3 investments. The estimated fair values of the Company’s financial instruments are as follows (amounts in thousands): December 31, 2018 December 31, 2017 Carrying Fair Carrying Fair Amount Value Amount Value Financial liabilities: 7% Senior Notes due 2023 $ 368,925 $ 385,312 $ 367,854 $ 400,800 6% Senior Notes due 2025 880,086 840,000 880,889 914,375 6% Senior Notes due 2026 580,370 567,000 — — Term Loan 938,324 916,088 938,002 956,750 Revolving Credit Facility 245,000 245,000 — — Lumière Loan 246,000 246,000 — — Other long-term debt 2,440 2,440 2,531 2,531 Capital leases 590 590 917 917 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 17. Commitments and Contingencies Capital Leases. The Company leases certain equipment under agreements classified as capital leases. The future minimum lease payments, including interest, at December 31, 2018 were $0.5 million, $0.1 million, $0.1 million and $0.1 million in 2019, 2020, 2021 and 2022, respectively. After reducing these amounts for interest of $0.1 million, the present value of the minimum lease payments at December 31, 2018 was $0.5 million. Operating Leases. The Company leases land and certain equipment, including some of our slot machines, timing and photo finish equipment, videotape and closed-circuit television equipment, and certain pari‑mutuel equipment, under operating leases. Future minimum payments under non‑cancellable operating leases with initial terms of one year or more consisted of the following at December 31, 2018 (in thousands): Leases 2019 $ 23,250 2020 20,172 2021 18,605 2022 17,467 2023 17,362 Thereafter 178,247 $ 275,103 Total rental expense under operating leases totaled $42.9 million, $28.2 million and $17.0 million for the years ended December 31, 2018, 2017 and 2016, respectively. Litigation. The Company is a party to various legal and administrative proceedings, which have arisen in the normal course of its business. Estimated losses are accrued for these proceedings when the loss is probable and can be estimated. The current liability for the estimated losses associated with these proceedings is not material to the Company’s consolidated financial condition and those estimated losses are not expected to have a material impact on its results of operations. In addition, the Company maintains what it believes is adequate insurance coverage to further mitigate the risks of such proceedings. However, such proceedings can be costly, time consuming and unpredictable and, therefore, no assurance can be given that the final outcome of such proceedings may not materially impact the Company’s consolidated financial condition or results of operations. Further, no assurance can be given that the amount of scope of existing insurance coverage will be sufficient to cover losses arising from such matter. Collective Bargaining Agreements. As of December 31, 2018, we had approximately 18,700 employees and 21 collective bargaining agreements covering approximately 3,400 employees. Two collective bargaining agreements are scheduled to expire in 2019, and we are currently renegotiating three that expired in 2018. There can be no assurance that we will be able to extend or enter into replacement agreements. If we are able to extend or enter into replacement agreements, there can be no assurance as to whether the terms will on comparable terms to the existing agreements . Agreements with Horsemen and Pari-mutuel Clerks . The Federal Interstate Horse Racing Act and the state racing laws in West Virginia, Ohio and Pennsylvania require that, in order to simulcast races, we have written agreements with the horse owners and trainers at those racetracks. In addition, in order to operate slot machines in West Virginia, we are required to enter into written agreements regarding the proceeds of the slot machines (a “proceeds agreement”) with a representative of a majority of the horse owners and trainers and with a representative of a majority of the pari‑mutuel clerks. We are required to have a proceeds agreement in effect on July 1 of each year with the horsemen and the pari‑mutuel clerks as a condition to renewal of our video lottery license for such year. If the requisite proceeds agreement is not in place as of July 1 of a particular year, Mountaineer’s application for renewal of its video lottery license could be denied, in which case Mountaineer would not be permitted to operate either its slot machines or table games. In Pennsylvania and Ohio, we must have an agreement with the representative of the horse owners. We have all the requisite agreements in place referenced in this sub section at Mountaineer, Scioto Downs and Presque Isle Downs. Certain agreements referenced above may be terminated upon written notice by either party. |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Parties | Note 18. Related Parties REI As of December 31, 2018, REI owned approximately 14.4% of outstanding common stock of the Company. The directors of REI are Company’s Executive Chairman of the Board, Gary L. Carano, its Chief Executive Officer and Board member, Thomas R. Reeg, and its former Senior Vice President of Regional Operations, Gene Carano. In addition, Gary L. Carano also serves as the Vice President of REI and Gene Carano also serves as the Secretary and Treasurer of REI. Members of the Carano Family, including Gary L. Carano and Gene Carano, own the equity interests in REI. As such, the Carano Family has the ability to significantly influence the affairs of the Company. Donald L. Carano, who was formerly the president and a director of REI, received remuneration in the amount of, $0.3 million and $0.4 million in 2017 and 2016, respectively, for his service to ERI and its subsidiaries. For each of the years ended December 31, 2018, 2017 and 2016, there were no related party transactions between the Company and the Carano Family other than compensation, including salary and equity incentives and the CSY Lease listed below. Hotel Casino Management, Inc. Prior to November 2017, Hotel Casino Management, Inc., which is beneficially owned by members of the Poncia family, including Raymond J. Poncia, owned more than 5% of the outstanding common stock of the Company. Raymond J. Poncia received remuneration in the amount of $0.2 million in each of 2018, 2017 and 2016 for services that he provided to ERI and its subsidiaries. C. S. & Y. Associates The Company owns the entire parcel on which Eldorado Reno is located, except for approximately 30,000 square feet which is leased from C. S. & Y. Associates which is an entity partially owned by REI (the “CSY Lease”). The CSY Lease expires on June 30, 2057. Rent pursuant to the CSY Lease amounted to $0.6 million in each of the years ended December 31, 2018, 2017 and 2016. As of December 31, 2018 and 2017 there were no amounts due to or from C.S. & Y. Associates. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Note 19. Segment Information The following table sets forth, for the period indicated, certain operating data for our reportable segments. The executive decision maker of our Company reviews operating results, assesses performance and makes decisions on a “significant market” basis. Management views each of our casinos as an operating segment. Operating segments are aggregated based on their similar economic characteristics, types of customers, types of services and products provided, and their management and reporting structure. Prior to our acquisition of Isle, our principal operating activities occurred in three geographic regions: Nevada, Louisiana and parts of the eastern United States. Following the Isle Acquisition, the Company’s principal operating activities occurred in four geographic regions and reportable segments: West, Midwest, South and East. Following the Tropicana Acquisition and Elgin Acquisition, and additional segment, Central, was added increasing our reportable segments to five. The following table summarizes our current segments and dates at which each property was aggregated into the segment: Segment Property Date Acquired State West Eldorado Reno (a) Nevada Silver Legacy (a) Nevada Circus Reno (a) Nevada MontBleu October 1, 2018 Nevada Laughlin October 1, 2018 Nevada Isle Black Hawk May 1, 2017 Colorado Lady Luck Black Hawk May 1, 2017 Colorado Midwest Waterloo May 1, 2017 Iowa Bettendorf May 1, 2017 Iowa Boonville May 1, 2017 Missouri Cape Girardeau May 1, 2017 Missouri Caruthersville May 1, 2017 Missouri Kansas City May 1, 2017 Missouri South Pompano May 1, 2017 Florida Eldorado Shreveport (a) Louisiana Lake Charles May 1, 2017 Louisiana Baton Rouge October 1, 2018 Louisiana Lula May 1, 2017 Mississippi Vicksburg May 1, 2017 Mississippi Greenville October 1, 2018 Mississippi East Presque Isle Downs (a) Pennsylvania Nemacolin May 1, 2017 Pennsylvania Scioto Downs (a) Ohio Mountaineer (a) West Virginia Trop AC October 1, 2018 New Jersey Central Elgin August 7, 2018 Illinois Lumière October 1, 2018 Missouri Evansville October 1, 2018 Indiana (a) Property was aggregated into segment prior to January 1, 2016. For the Year Ended December 31, 2018 2017 2016 (in thousands) Capital Expenditures, Net West $ 75,297 $ 44,952 $ 22,812 Midwest 18,889 9,115 — South 18,149 7,672 5,842 East 19,334 9,794 14,284 Central 3,868 — — Corporate 11,878 11,628 235 Total $ 147,415 $ 83,161 $ 43,173 Year ended Ended December 31, 2018 2017 2016 (in thousands) Revenues and expenses West: Net operating revenues $ 483,532 $ 410,319 $ 327,541 Depreciation and amortization 40,131 26,950 20,221 Operating income 84,548 66,108 41,451 Midwest: Net operating revenues 397,008 268,879 — Depreciation and amortization 33,083 20,997 — Operating income 105,809 62,071 — South: Net operating revenues 461,181 338,259 133,557 Depreciation and amortization 37,357 25,307 7,861 Operating income 64,851 3,680 23,378 East: Net operating revenues 571,272 462,835 439,367 Depreciation and amortization 27,913 30,517 34,887 Operating income 97,963 68,101 53,361 Central: Net operating revenues 142,485 — — Depreciation and amortization 13,583 — — Operating income 24,240 — — Corporate: Net operating revenues 529 506 — Depreciation and amortization 5,362 2,120 480 Operating loss (67,308 ) (105,150 ) (29,490 ) Total Reportable Segments Net operating revenues $ 2,056,007 $ 1,480,798 $ 900,465 Depreciation and amortization 157,429 105,891 63,449 Operating income $ 310,103 $ 94,810 $ 88,700 Reconciliations to consolidated net income: Operating income $ 310,103 $ 94,810 $ 88,700 Unallocated income and expenses: Interest expense, net (171,732 ) (99,769 ) (50,917 ) Loss on early retirement of debt, net (162 ) (38,430 ) (155 ) Unrealized loss on restricted investment (2,587 ) — — (Provision) benefit for income taxes (40,387 ) 116,769 (13,101 ) Net income $ 95,235 $ 73,380 $ 24,527 West Midwest South East Central Corporate, Other & Eliminations Total Balance sheet as of December 31, 2018 (in thousands) Total assets $ 1,710,375 $ 1,245,521 $ 1,068,258 $ 2,166,730 $ 1,457,961 $ (1,737,383 ) $ 5,911,462 Balance sheet as of December 31, 2017 Total assets $ 1,278,062 $ 1,188,758 $ 804,318 $ 1,185,806 $ — $ (910,472 ) $ 3,546,472 Balance at January 1, 2018 Acquisitions Impairments Finalization of Isle Purchase Price Accounting Assets Held for Sale Balance at December 31, 2018 (in thousands) Goodwill by reportable segment: West $ 152,775 $ 68,100 $ — (14 ) — $ 220,861 Midwest 327,088 — — (4,343 ) — 322,745 South 200,417 24,300 (9,815 ) (1,752 ) — 213,150 East 66,826 113,782 — — (3,122 ) 177,486 Central — 74,074 — — — 74,074 Total Goodwill $ 747,106 $ 280,256 $ (9,815 ) $ (6,109 ) $ (3,122 ) $ 1,008,316 Balance at January 1, 2017 Acquisitions Impairments Finalization of Isle Purchase Price Accounting Assets Held for Sale Balance at December 31, 2017 (in thousands) Goodwill by reportable segment: West $ — $ 152,775 $ — — — $ 152,775 Midwest — 327,088 — — — 327,088 South — 235,333 (34,916 ) — — 200,417 East 66,826 — — — — 66,826 Central — — — — — — $ 66,826 $ 715,196 $ (34,916 ) $ — $ — $ 747,106 |
Consolidating Condensed Financi
Consolidating Condensed Financial Information | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Consolidating Financial Information [Abstract] | |
Consolidating Condensed Financial Information | Note 20. Consolidating Condensed Financial Information Certain of our wholly-owned subsidiaries have fully and unconditionally guaranteed on a joint and several basis, the payment of all obligations under our 7% Senior Notes due 2023, 6% Senior Notes due 2025, 6% Senior Notes due 2026 and Credit Facility. The following wholly-owned subsidiaries of the Company are guarantors, on a joint and several basis, under the 7% Senior Notes due 2023, 6% Senior Notes due 2025, 6% Senior Notes due 2026 and Credit Facility: Isle of Capri Casinos LLC; Eldorado Holdco LLC; Eldorado Resorts LLC; Eldorado Shreveport 1 LLC; Eldorado Shreveport 2 LLC; Eldorado Casino Shreveport Joint Venture; MTR Gaming Group Inc.; Mountaineer Park Inc.; Presque Isle Downs Inc.; Scioto Downs Inc.; Eldorado Limited Liability Company; Circus and Eldorado Joint Venture, LLC; CC Reno LLC; CCR Newco LLC; Black Hawk Holdings, L.L.C.; IC Holdings Colorado, Inc.; CCSC/Blackhawk, Inc.; IOC-Black Hawk Distribution Company, LLC; IOC-Black Hawk County, Inc.; Isle of Capri Bettendorf, L.C.; PPI, Inc.; Pompano Park Holdings LLC; IOC-Lula, Inc.; IOC-Kansas City, Inc.; IOC-Boonville, Inc.; IOC-Caruthersville, LLC; IOC Cape Girardeau, LLC; IOC-Vicksburg, Inc.; IOC-Vicksburg, L.L.C.; Rainbow Casino-Vicksburg Partnership, L.P.; IOC Holdings L.L.C.; St. Charles Gaming Company, L.L.C Elgin Holdings I LLC; Elgin Holdings II LLC, PPI Development Holdings LLC; PPI Development LLC; Tropicana Entertainment, Inc.; New Tropicana Holdings, Inc.; New Tropicana OpCo, Inc.; TLH LLC; TropWorld Games LLC; TEI R7 Investment LLC; TEI Management Services LLC; Tropicana St. Louis LLC; TEI (St. Louis) RE, LLC; TEI (STLH), LLC; TEI (ES), LLC; Aztar Riverboat Holding Company, LLC; Aztar Indiana Gaming Company, LLC ; New Jazz Enterprises, LLC; Catfish Queen Partnership in Commendam; Centroplex Centre Convention Hotel LLC; Columbia Properties Tahoe, LLC; MB Development, LLC; Lighthouse Point, LLC and Tropicana Laughlin, LLC. Each of the subsidiaries’ guarantees is joint and several with the guarantees of the other subsidiaries. The consolidating condensed balance sheet as of December 31, 2018 is as follows: Balance Sheet Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Current assets $ 48,268 $ 497,309 $ 27,619 $ — $ 573,196 Intercompany receivables — 11,885 23,988 (35,873 ) — Investments in subsidiaries 3,648,961 — — (3,648,961 ) — Property and equipment, net 18,555 2,859,271 4,780 — 2,882,606 Other assets 35,072 2,425,699 26,674 (31,785 ) 2,455,660 Total assets $ 3,750,856 $ 5,794,164 $ 83,061 $ (3,716,619 ) $ 5,911,462 Current liabilities $ 48,579 $ 328,319 $ 25,279 $ — $ 402,177 Intercompany payables 10,873 — 25,000 (35,873 ) — Long-term financing obligation to GLPI — 959,835 — — 959,835 Long-term debt, less current maturities 2,640,046 621,193 34 — 3,261,273 Deferred income tax liabilities — 231,795 — (31,785 ) 200,010 Other accrued liabilities 22,206 36,808 — — 59,014 Stockholders’ equity 1,029,152 3,616,214 32,748 (3,648,961 ) 1,029,153 Total liabilities and stockholders’ equity $ 3,750,856 $ 5,794,164 $ 83,061 $ (3,716,619 ) $ 5,911,462 The consolidating condensed balance sheet as of December 31, 2017 is as follows: Balance Sheet Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Current assets $ 27,572 $ 201,321 $ 22,139 $ — $ 251,032 Intercompany receivables 274,148 — 34,492 (308,640 ) — Investments in subsidiaries 2,437,287 — — (2,437,287 ) — Property and equipment, net 12,042 1,483,473 7,302 — 1,502,817 Other assets 37,458 1,764,291 27,283 (36,409 ) 1,792,623 Total assets $ 2,788,507 $ 3,449,085 $ 91,216 $ (2,782,336 ) $ 3,546,472 Current liabilities $ 28,677 $ 169,348 $ 25,726 $ — $ 223,751 Intercompany payables — 283,640 25,000 (308,640 ) — Long-term debt, less current maturities 1,814,185 375,000 393 — 2,189,578 Deferred income tax liabilities — 199,376 — (36,409 ) 162,967 Other accrued liabilities 4,127 19,624 4,828 — 28,579 Stockholders’ equity 941,518 2,402,097 35,269 (2,437,287 ) 941,597 Total liabilities and stockholders’ equity $ 2,788,507 $ 3,449,085 $ 91,216 $ (2,782,336 ) $ 3,546,472 The consolidating condensed statements of income for the year ended December 31, 2018 is as follows: Statements of Income: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 1,522,572 $ 30,819 $ — $ 1,553,391 Non-gaming 11 492,679 9,926 — 502,616 Net revenues 11 2,015,251 40,745 — 2,056,007 Operating expenses: Gaming and pari-mutuel commissions — 728,709 20,580 — 749,289 Non-gaming — 303,706 2,597 — 306,303 Marketing and promotions — 104,402 1,759 — 106,161 General and administrative — 342,185 7,413 — 349,598 Corporate 42,466 2,405 1,761 — 46,632 Impairment charges — 9,815 3,787 — 13,602 Management fee (25,340 ) 25,340 — — — Depreciation and amortization 3,655 153,396 378 — 157,429 Total operating expenses 20,781 1,669,958 38,275 — 1,729,014 Loss on sale of asset or disposal of property and equipment — (828 ) (7 ) — (835 ) Proceeds from terminated sale 5,000 — — — 5,000 Transaction expenses (11,369 ) (9,473 ) — — (20,842 ) Equity in loss of unconsolidated affiliate — (213 ) — — (213 ) Operating (loss) income (27,139 ) 334,779 2,463 — 310,103 Interest expense, net (115,745 ) (54,226 ) (1,761 ) — (171,732 ) Loss on early retirement of debt, net (162 ) — — — (162 ) Unrealized loss (2,587 ) — (2,587 ) Subsidiary income (loss) 201,353 — — (201,353 ) — Income (loss) before income taxes 55,720 280,553 702 (201,353 ) 135,622 Income tax benefit (provision) 39,515 (80,474 ) 572 — (40,387 ) Net income (loss) $ 95,235 $ 200,079 $ 1,274 $ (201,353 ) $ 95,235 The consolidating condensed statements of income for the year ended December 31, 2017 is as follows: Statements of Income: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 1,076,957 $ 22,070 $ — $ 1,099,027 Non-gaming — 374,246 7,525 — 381,771 Net revenues — 1,451,203 29,595 — 1,480,798 Operating expenses: Gaming and pari-mutuel commissions — 546,207 14,882 — 561,089 Non-gaming — 250,160 2,419 — 252,579 Marketing and promotions — 80,893 2,281 — 83,174 General and administrative — 235,905 5,132 — 241,037 Corporate 31,620 (4,318 ) 3,437 — 30,739 Impairment charges — 38,016 — — 38,016 Management fee (31,620 ) 31,620 — — — Depreciation and amortization 1,030 104,454 407 — 105,891 Total operating expenses 1,030 1,282,937 28,558 — 1,312,525 Loss on sale of asset or disposal of property and equipment (20 ) (299 ) — — (319 ) Proceeds from terminated sale — 20,000 20,000 Transaction expenses (70,865 ) (21,912 ) — — (92,777 ) Equity in loss of unconsolidated affiliate — (367 ) — — (367 ) Operating (loss) income (71,915 ) 165,688 1,037 — 94,810 Interest expense, net (73,448 ) (25,221 ) (1,100 ) — (99,769 ) Loss on early retirement of debt, net (38,430 ) — — — (38,430 ) Subsidiary income (loss) 205,251 — — (205,251 ) — Income (loss) before income taxes 21,458 140,467 (63 ) (205,251 ) (43,389 ) Income tax benefit (provision) 51,922 69,787 (4,940 ) — 116,769 Net income (loss) $ 73,380 $ 210,254 $ (5,003 ) $ (205,251 ) $ 73,380 The consolidating condensed statements of income for the year ended December 31, 2016 is as follows: Statements of Income: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated Revenues: Gaming and pari-mutuel commissions $ — $ 599,750 $ 265 $ — $ 600,015 Non-gaming — 300,360 90 — 300,450 Net revenues — 900,110 355 — 900,465 Operating expenses: Gaming and pari-mutuel commissions — 352,220 — — 352,220 Non-gaming — 194,586 — — 194,586 Marketing and promotions — 40,886 4 — 40,890 General and administrative — 130,720 — — 130,720 Corporate 19,560 320 — — 19,880 Management fee (19,841 ) 19,841 — — — Depreciation and amortization 454 62,995 — — 63,449 Total operating expenses 173 801,568 4 — 801,745 Loss on sale of asset or disposal of property and equipment — (836 ) — — (836 ) Transaction expenses (9,184 ) — — — (9,184 ) Operating (loss) income (9,357 ) 97,706 351 — 88,700 Interest expense, net (24,562 ) (26,355 ) — — (50,917 ) Loss on early retirement of debt, net (155 ) — — — (155 ) Subsidiary income (loss) 45,372 — — (45,372 ) — Income (loss) before income taxes 11,298 71,351 351 (45,372 ) 37,628 Income tax benefit 13,229 (26,207 ) (123 ) — (13,101 ) Net income (loss) $ 24,527 $ 45,144 $ 228 $ (45,372 ) $ 24,527 The consolidating condensed statement of cash flows for the year ended December 31, 2018 is as follows: Statement of Cash Flows Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Entries Eldorado Resorts, Inc. Consolidated (in thousands) Net cash (used in) provided by operating activities $ (65,836 ) $ 387,576 $ 1,540 $ — $ 323,280 INVESTING ACTIVITIES: Purchase of property and equipment, net (8,467 ) (136,102 ) (2,846 ) — (147,415 ) Purchase of restricted investments — — (8,008 ) — (8,008 ) Proceeds from sale of property and equipment — 1,002 — — 1,002 Cash (used in) provided by business combinations (1,010,175 ) (103,052 ) — — (1,113,227 ) Investments in and advances to unconsolidated affiliate — (581 ) — — (581 ) Net cash used in investing activities (1,018,642 ) (238,733 ) (10,854 ) — (1,268,229 ) FINANCING ACTIVITIES: Proceeds from issuance of long-term debt 600,000 246,000 — — 846,000 Borrowings under Revolving Credit Facility 315,358 — — — 315,358 Payments under Revolving Credit Facility (70,358 ) — — — (70,358 ) Net proceeds from (payments to) related parties 285,026 (290,312 ) 5,286 — — Debt issuance costs (25,758 ) — — — (25,758 ) Taxes paid related to net share settlement of equity awards (11,708 ) — — — (11,708 ) Proceeds from exercise of stock options 154 — — — 154 Purchase of treasury stock (9,131 ) — — — (9,131 ) Payments on other long-term payables (92 ) (278 ) (296 ) — (666 ) Net cash provided by (used in) financing activities 1,083,491 (44,590 ) 4,990 — 1,043,891 Increase in cash, cash equivalents and restricted cash (987 ) 104,253 (4,324 ) — 98,942 Cash, cash equivalents and restricted cash, beginning of period 13,831 118,419 15,499 — 147,749 Cash, cash equivalents and restricted cash, end of period $ 12,844 $ 222,672 $ 11,175 $ — $ 246,691 RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: Cash and cash equivalents $ 12,127 $ 208,697 9,928 $ — $ 230,752 Restricted cash 717 7,920 247 — 8,884 Restricted and escrow cash included in other noncurrent assets — 6,055 1,000 — 7,055 Total cash, cash equivalents and restricted cash $ 12,844 $ 222,672 $ 11,175 $ — $ 246,691 The consolidating condensed statement of cash flows for the year ended December 31, 2017 is as follows: Statement of Cash Flows Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Net cash (used in) provided by operating activities $ (44,737 ) $ 170,553 $ 4,070 $ — $ 129,886 INVESTING ACTIVITIES: Purchase of property and equipment, net (11,073 ) (70,449 ) (1,639 ) — (83,161 ) Proceeds from sale of property and equipment — 135 — — 135 Net cash (used in) provided by business combinations (1,355,370 ) 37,103 5,216 — (1,313,051 ) Investments in and advances to unconsolidated affiliate — (604 ) — — (604 ) Net cash used in investing activities (1,366,443 ) (33,815 ) 3,577 — (1,396,681 ) FINANCING ACTIVITIES: Proceeds from issuance of long-term debt 2,325,000 — — — 2,325,000 Borrowings under Revolving Credit Facility 207,953 — — — 207,953 Payments under long-term debt (911,875 ) — — — (911,875 ) Payments under Revolving Credit Facility (236,953 ) — — — (236,953 ) Net proceeds from (payments to) related parties 72,011 (79,634 ) 7,623 — — Debt premium proceeds 27,500 — — 27,500 Payments on other long-term payables (43 ) (318 ) (172 ) — (533 ) Debt issuance costs (51,526 ) — — — (51,526 ) Taxes paid related to net share settlement of equity awards (11,365 ) — — — (11,365 ) Proceeds from exercise of stock options 2,900 — — — 2,900 Net cash provided by (used in) financing activities 1,423,602 (79,952 ) 7,451 — 1,351,101 Increase in cash, cash equivalents and restricted cash 12,422 56,786 15,098 — 84,306 Cash, cash equivalents and restricted cash, beginning of period 1,409 61,633 401 — 63,443 Cash, cash equivalents and restricted cash, end of period $ 13,831 $ 118,419 $ 15,499 $ — $ 147,749 RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: Cash and cash equivalents $ 13,202 $ 114,925 $ 6,469 $ — $ 134,596 Restricted cash 629 2,495 143 — 3,267 Restricted cash included in other noncurrent assets — 999 8,887 — 9,886 Total cash, cash equivalents and restricted cash $ 13,831 $ 118,419 $ 15,499 $ — $ 147,749 The consolidating condensed statement of cash flows for the year ended December 31, 2016 is as follows: Statement of Cash Flows Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated Net cash (used in) provided by operating activities $ (16,337 ) $ 111,608 $ 101 $ — $ 95,372 INVESTING ACTIVITIES: Purchase of property and equipment, net 133 (43,305 ) (1 ) — (43,173 ) Proceeds from sale of property and equipment — 1,560 — — 1,560 Net cash used in business combinations — (194 ) — — (194 ) Net cash used in by investing activities 133 (41,939 ) (1 ) — (41,807 ) FINANCING ACTIVITIES: Payments under long-term debt (4,250 ) — — — (4,250 ) Borrowings under Revolving Credit Facility 73,000 — — — 73,000 Payments under Revolving Credit Facility (137,500 ) — — — (137,500 ) Principal payments on capital leases (4,288 ) — — — (4,288 ) Net proceeds from (payments to) related parties 90,353 (90,486 ) 133 — — Taxes paid related to net share settlement of equity awards (744 ) — — — (744 ) Proceeds from exercise of stock options 385 — — — 385 Payments on other long-term payables — (274 ) — — (274 ) Net cash provided by (used in) financing activities 16,956 (90,760 ) 133 — (73,671 ) Increase in cash, cash equivalents and restricted cash 752 (21,091 ) 233 — (20,106 ) Cash, cash equivalents and restricted cash, beginning of period 657 82,724 168 — 83,549 Cash, cash equivalents and restricted cash, end of period $ 1,409 $ 61,633 $ 401 $ — $ 63,443 |
Quarterly Data (Unaudited)
Quarterly Data (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Quarterly Data (Unaudited) | Note 21. Quarterly Data (Unaudited) The following table sets forth certain consolidated quarterly financial information for the years ended December 31, 2018, 2017 and 2016. The quarterly information only includes the operations of Elgin from the Elgin Acquisition date through December 31, 2018, operations of Tropicana from the Tropicana Acquisition date through December 31, 2018 and operations of Isle from the Isle Acquisition Date through December 31, 2018. Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2018: Net revenues 440,192 456,802 487,253 671,760 Operating expenses 382,659 376,439 396,220 573,696 Operating income 54,194 77,414 91,769 86,726 Net income (loss) $ 20,855 $ 36,796 $ 37,704 $ (120 ) Basic net income (loss) per common share $ 0.27 $ 0.48 $ 0.49 $ 0.00 Diluted net income (loss) per common share $ 0.27 $ 0.47 $ 0.48 $ 0.00 Weighted average shares outstanding—basic 77,353,730 77,458,584 77,522,664 77,503,732 Weighted average shares outstanding—diluted (1) 78,080,049 78,258,629 78,283,588 77,503,732 (1) Excluded from “Weighted average shares outstanding-diluted” are 100,091 stock options and 905,420 RSUs for the three months ended December 31, 2018 as the inclusion of these shares would have an anti-dilutive effect. Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2017: Net revenues 202,393 $ 375,626 $ 472,878 $ 429,901 Operating expenses 186,561 320,480 389,273 416,211 Operating income (loss) 14,028 (30,467 ) 81,493 29,756 Net income (loss) $ 945 $ (46,190 ) $ 29,687 $ 88,938 Basic net income (loss) per common share $ 0.02 $ (0.68 ) $ 0.39 $ 1.16 Diluted net income (loss) per common share $ 0.02 $ (0.68 ) $ 0.38 $ 1.14 Weighted average shares outstanding—basic 47,120,751 67,453,095 76,902,070 76,961,015 Weighted average shares outstanding—diluted 48,081,281 67,453,095 77,959,689 77,998,742 (2) Excluded from ““Weighted average shares outstanding-diluted” are 78,435 stock options and 937,661 RSUs for the three months ended June 30, 2017 as the inclusion of these shares would have an anti-dilutive effect Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2016: Net revenues 215,583 $ 233,493 $ 243,049 $ 208,340 Operating expenses 196,855 203,016 210,584 191,290 Operating income 18,281 29,585 27,739 13,095 Net income $ 3,379 $ 10,737 $ 9,450 $ 961 Basic net income per common share $ 0.07 $ 0.23 $ 0.20 $ 0.02 Diluted net income per common share $ 0.07 $ 0.22 $ 0.20 $ 0.02 Weighted average shares outstanding—basic 46,933,094 47,071,608 47,193,120 47,105,744 Weighted average shares outstanding—diluted 47,534,761 47,721,075 47,834,644 47,849,554 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2018 | |
Valuation And Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | ELDORADO RESORTS, INC. Column A Column B Balance at Beginning of Period Column C Acquisitions Column D Additions(1) Column E Deductions(2) Column F Balance at End of Period Year ended December 31, 2018: Allowance for doubtful accounts $ 1,220 $ 2,394 $ 1,407 $ 1,347 $ 3,674 Year ended December 31, 2017: Allowance for doubtful accounts $ 1,221 $ 461 $ 531 $ 993 $ 1,220 Year ended December 31, 2016: Allowance for doubtful accounts $ 2,074 $ — $ 161 $ 1,014 $ 1,221 (1) Amounts charged to costs and expenses, net of recoveries. (2) Uncollectible accounts written off, net of recoveries of $0.1 million and $0.7 million in 2018 and 2017, respectively. There were no recoveries in 2016. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation. The accompanying consolidated financial statements include the accounts of the Company as described in Note 1. All significant intercompany transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenues and expenses during the reporting period. Significant estimates incorporated into the Company’s consolidated financial statements include useful lives for depreciable and amortizable assets, allowance for doubtful accounts receivable, cash flows in assessing goodwill and indefinite-lived intangible assets for impairment and the recoverability of long‑lived assets, self‑insurance reserves, players’ loyalty program liabilities, contingencies and litigation, claims and assessments, and fair value measurements related to the Company’s long‑term debt. Actual results could differ from these estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents. Cash equivalents include investments in money market funds. Investments can be redeemed immediately at the current net asset value per share. A money market fund is a mutual fund whose investments are primarily in short‑term debt securities designed to maximize current income with liquidity and capital preservation, usually maintaining per share net asset value at a constant amount, such as one dollar. Cash and cash equivalents also include cash maintained for gaming operations. The carrying amounts approximate the fair value because of the short maturity of those instruments (Level 1). |
Restricted Cash and Investment | Restricted Cash and Investments. Restricted cash includes cash and certificates of deposit; restricted investments consist primarily of trading securities held by the Company’s captive insurance subsidiary. The trading securities are primarily debt and equity securities that are purchased with the intention to resell in the near term. The trading securities are carried at fair value with changes in fair value recognized in current period income. Balances are reserved for unredeemed winning tickets from the Company’s racing operations, funds related to horsemen’s fines and certain simulcasting funds that are restricted to payments for improving horsemen’s facilities and racing purses, cash deposits that serve as collateral for letters of credit, surety bonds and certificates of deposit that serve as collateral for certain bonding requirements, and serve as security for certain insurance coverage and land leases. In addition, the Company holds shares in a publicly traded company with a time restriction on when they can be sold. The restriction expires in November 2019. The estimated fair values of our restricted cash and investments are based upon quoted prices available in active markets (Level 1), or quoted prices for similar assets in active and inactive markets (Level 2), or unobservable inputs that are not corroborated by market data (Level 3) and represent the amounts we would expect to receive if we sold our restricted cash and investments. Restricted cash and investments are reported on the face of the Consolidated Balance Sheets and in Other assets, net. |
Marketable Securities | Marketable Securities . Marketable securities consist primarily of trading securities held by the Company’s captive insurance subsidiary. The trading securities are primarily debt and equity securities that are purchased with the intention to resell in the near term. The trading securities are carried at fair value with changes in fair value recognized in current period income. For the year ended December 31, 2018, we recorded a $43,000 loss related to the change in fair value which is included in corporate expenses in the accompanying statements of income. |
CRDA Investments | CRDA Investments. The New Jersey Casino Reinvestment Development Authority (“CRDA”) cash deposits made by Trop AC are carried at fair value. The CRDA deposits are used to purchase CRDA bonds that carry below market interest rates. An allowance is established by a charge to the Consolidated Statements of Income as part of general and administrative expense. When the CRDA deposits are used to purchase CRDA bonds, the allowance is transferred to the bonds as a discount, which is amortized to interest income using the interest method. The CRDA bonds are classified as held-to-maturity securities and are carried at amortized cost less any adjustments for other than temporary impairments. |
Accounts Receivable and Credit Risk | Accounts Receivable and Credit Risk. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of casino accounts receivable. The Company issues markers to approved casino customers following background checks and assessments of creditworthiness. Trade receivables, including casino and hotel receivables, are typically non‑interest bearing. Accounts are written off when management deems the account to be uncollectible. Recoveries of accounts previously written off are recorded when received. An estimated allowance for doubtful accounts is maintained to reduce the Company’s receivables to their carrying amount, which approximates fair value. The allowance is estimated based on specific review of customer accounts as well as historical collection experience and current economic and business conditions. Management believes that as of December 31, 2018 and 2017, no significant concentrations of credit risk related to receivables existed. |
Inventories | Inventories. Inventories are stated at the lower of average cost, using a first‑in, first‑out basis, or net realizable value. Inventories consist primarily of food and beverage, retail merchandise and operating supplies. |
Corporate Expense | Corporate Expense. Corporate expense represents unallocated payroll, travel costs, professional fees and various other expenses not directly related to the Company’s casino resort operations. In addition, corporate expense includes costs associated with the Company’s evaluation and pursuit of new business opportunities, which are expensed as incurred. |
Preopening and Start-up Expenses | Preopening and Start-up Expenses. Preopening and start-up costs, including organizational costs, are expensed as incurred. Costs classified as preopening and start-up expenses include payroll, outside services, advertising, and other expenses related to new or start-up operations. Expenses are reported in operating expenses on the Consolidated Statements of Income. |
Property and Equipment | Property and Equipment. Property and equipment are stated at cost. Depreciation is computed using the straight‑line method over the estimated useful life of the asset or the term of the lease, whichever is less. Costs of major improvements are capitalized, while costs of normal repairs and maintenance are charged to expense as incurred. Gains or losses on the disposal of property and equipment are included in operating income. Buildings and improvements 10 to 40 years Land improvements 10 to 20 years Furniture, fixtures and equipment 3 to 20 years Riverboats 5 to 25 years The Company evaluates its property and equipment and other long-lived assets for impairment based on its classification as held for sale or to be held and used. Several criteria must be met before an asset is classified as held for sale, including that management with the appropriate authority commits to a plan to sell the asset at a reasonable price in relation to its fair value and is actively seeking a buyer. For assets held for sale, the Company recognizes the asset at the lower of carrying value or fair market value less costs to sell, as estimated based on comparable asset sales, offers received, or a discounted cash flow model. For assets to be held and used, the Company reviews for impairment whenever indicators of impairment exist. The Company then compares the estimated future cash flows of the asset, on an undiscounted basis, to the carrying value of the asset. If the undiscounted cash flows exceed the carrying value, no impairment is indicated. If the undiscounted cash flows do not exceed the carrying value, then an impairment charge is recorded. All recognized impairment losses, whether for assets held for sale or assets to be held and used, are recorded as operating expenses. For the years ended December 31, 2018, 2017 and 2016, no impairment charges were recorded for assets held and used. For the year ended December 31, 2018, an impairment charge of $3.8 million was recorded related to the property and equipment held for sale at Nemacolin (see Note 5); no impairment was recorded for the years ended December 31, 2017 and 2016. |
Investments in and Advances to Unconsolidated Affiliates | Investments in and Advances to Unconsolidated Affiliates. The Company’s investments in unconsolidated affiliates which are 50% or less owned are accounted for under the equity method and are included in other assets, net. The Company does have variable interests in variable interest entities; however, we are not the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. The Company considers whether the fair values of any of its equity method investments have declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. Estimated fair value is determined using a discounted cash flow analysis based on estimated future results of the investee. There were no impairments of the Company’s equity method investments during 2018, 2017 or 2016. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets. Goodwill represents the excess of purchase price over fair market value of net assets acquired in business combinations. Goodwill and indefinite-lived intangible assets must be reviewed for impairment at least annually and between annual test dates in certain circumstances. The Company performs its annual impairment tests as of October 1 of each fiscal year. As a result of the annual impairment review for goodwill and indefinite-lived intangible assets, the Company recorded impairment charges of $34.9 million and $3.1 million related to goodwill and trade names, respectively, in 2017. No impairments were indicated as a result of the annual impairment review for goodwill and indefinite-lived intangible assets in 2018 and 2016. However, in conjunction with the classification of Vicksburg’s operations as assets held for sale at March 31, 2018, an impairment charge totaling $9.8 million to goodwill was recorded (see Note 5). Indefinite‑lived intangible assets consist primarily of expenditures associated with obtaining racing and gaming licenses. Indefinite‑lived intangible assets are not subject to amortization but are subject to an annual impairment test. If the carrying amount of an indefinite‑lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess amount. Finite-lived intangible assets consist of trade names and player loyalty programs acquired in business combinations. Amortization is completed using the straight-line method over the estimated useful life of the asset. The Company evaluates for impairment whenever indicators of impairment exist. When indicators are noted, the Company then compares estimated future cash flows, undiscounted, to the carrying value of the asset. If the undiscounted cash flows exceed the carrying value, no impairment is recorded. For the years ended December 31, 2018, 2017 and 2016, no impairment charges were recorded. |
Non-Operating Real Properties | Non‑Operating Real Properties. We have designated certain assets, consisting principally of land and undeveloped properties, as non‑operating real property and have declared our intent to sell those assets. However, we do not anticipate that we will sell the majority of the assets within the next twelve months. As such, these properties are not classified as held‑for‑sale as of December 31, 2018. For undeveloped properties, including non‑operating real properties, when indicators of impairment are present, properties are evaluated for impairment and losses are recorded when undiscounted cash flows estimated to be generated by an asset or market comparisons are less than the asset’s carrying amount. The amount of the impairment loss is calculated as the excess of the asset’s carrying value over its fair value, which is determined using a discounted cash flow analysis, management estimates or market comparisons. No impairment indicators were noted for the years ended December 31, 2018, 2017 and 2016. |
Financing Obligation with GLPI | Financing Obligation with GLPI. Substantially concurrently with the consummation of the Tropicana Acquisition, the Company entered into the Master Lease with Gaming and Leisure Properties Inc. (“GLPI”) (see Note 3). The Master Lease was evaluated as a sale-leaseback of real estate; however, based on certain prohibited forms of continuing involvement in the leased assets, the Master Lease did not qualify for sale-leaseback accounting and was accounted for as a financing obligation. Under a failed sale-leaseback transaction, the real estate assets generally remain on the consolidated balance sheet at their historical net book value and are depreciated over their remaining useful lives with a failed sale-leaseback financing obligation recognized for the proceeds received. However, in the absence of cash proceeds, the value of the failed sale-leaseback financing obligations recognized is determined to be the fair value of the leased real estate assets. As a result, the Company calculated a financing obligation at the inception of the Master Lease based on the fair value of the real estate assets subject to the Master Lease (see Note 10). As described above, for failed sale-leaseback transactions, the Company continues to reflect the real estate assets on the Consolidated Balance Sheets as if the Company were the legal owner, and the Company continues to recognize depreciation expense over the estimated useful lives. We do not recognize rent expense related to these leased assets, rather we have recorded a liability for the failed sale-leaseback obligation and the minimum lease payments are recognized as interest expense. In the initial periods, cash payments are less than the interest expense recognized in the Consolidated Statements of Income, which causes the failed sale-leaseback obligation to increase during the initial years of the lease term (see Note 10). |
Self-Insurance Reserves | Self‑Insurance Reserves. The Company is self‑insured for various levels of general liability, employee medical insurance coverage and workers’ compensation coverage. Insurance claims and reserves include accruals of estimated settlements for known claims, as well as accruals of estimates for claims incurred but not yet reported. We utilize independent consultants to assist management in its determination of estimated insurance liabilities. While the total cost of claims incurred depends on future developments, in managements’ opinion, recorded reserves are adequate to cover future claims payments. Self-in surance reserves for employee medical claims and workers’ compensations are included in accrued payroll and related on the Consolidated Balance Sheets. Self-in surance reserves for general liability claims are included in accrued other liabilities on the Consolidated Balance Sheets . |
Treasury Shares | Treasury Shares. We account for the repurchase of our shares at the amount of consideration paid. The repurchased shares are classified as treasury shares and are presented as a deduction from equity. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity and the resulting surplus or deficit on the transaction is presented within additional paid-in capital. |
Outstanding Chip Liability | Outstanding Chip Liability. The Company recognizes the impact on gaming revenues on an annual basis to reflect an estimate of the change in the value of outstanding chips that are not expected to be redeemed. This estimate is determined by measuring the difference between the total value of chips placed in service less the value of chips in the inventory of chips under our control. This measurement is performed on an annual basis utilizing a methodology in which a consistent formula is applied to estimate the percentage value of chips not in custody that are not expected to be redeemed. In addition to the formula, certain judgments are made with regard to various denominations and souvenir chips. The outstanding chip liability is included in accrued other liabilities on the Consolidated Balance Sheets. |
Player Loyalty Program | Player Loyalty Program. The Company offers programs at its properties whereby participating customers can accumulate points for wagering that can be redeemed for credits for free play on slot machines, lodging, food and beverage, merchandise and, in limited situations, cash. The incentives earned by customers under these programs are based on previous revenue transactions and represent separate performance obligations. Points earned, less estimated breakage, are recorded as a reduction of casino revenues at the standalone selling price of the points when earned based upon the retail value of the benefits, historical redemption rates and estimated breakage and recognized as departmental revenue based on where such points are redeemed upon fulfillment of the performance obligation. The loyalty program liability represents a deferral of revenue until redemption occurs, which is typically less than one year. |
Complimentaries | Complimentaries. The Company offers discretionary coupons and other discretionary complimentaries to customers outside of the loyalty program. The retail value of complimentary food, beverage, hotel rooms and other services provided to customers is recognized as a reduction to the revenues for the department which issued the complimentary and a credit to the revenue for the department redeemed. Complimentaries provided by third parties at the discretion and under the control of the Company is recorded as an expense when incurred. The Company’s revenues included complimentaries and loyalty point redemptions totaling $210.8 million, $172.4 million and $112.8 million for the years ended December 31, 2018, 2017 and 2016, respectively. |
Casino Revenue and Pari-mutuel Commissions | Casino Revenue and Pari-mutuel Commissions. The Company recognizes as casino revenue the net win from gaming activities, which is the difference between gaming wins and losses, not the total amount wagered. Progressive jackpots are accrued and charged to revenue at the time the obligation to pay the jackpot is established. Gaming revenues are recognized net of certain cash and free play incentives. Pari-mutuel commissions consist of commissions earned from thoroughbred and harness racing and importing of simulcast signals from other race tracks and are recognized at the time wagers are made. Such commissions are a designated portion of the wagering handle as determined by state racing commissions and are shown net of the taxes assessed by state and local agencies, as well as purses and other contractual amounts paid to horsemen associations. The Company recognizes revenues from fees earned through the exporting of simulcast signals to other race tracks at the time wagers are made and recorded on a gross basis. Such fees are based upon a predetermined percentage of handle as contracted with the other race tracks. |
Non-gaming Revenue | Non-gaming Revenue. Hotel, food and beverage, and other operating revenues are recognized as services are performed and is the net amount collected from the customer for such goods and services. Hotel, food and beverage services have been determined to be separate, stand-alone performance obligations and is recorded as revenue as the good or service is transferred to the customer over the customer’s stay at the hotel or when the delivery is made for the food and beverage. Advance deposits for future hotel occupancy, convention space or food and beverage services contracts are recorded as deferred income until the revenue recognition criteria has been met. The Company also provides goods and services that may include multiple performance obligations, such as for packages, for which revenues are allocated on a pro rata basis based on each service's stand-alone selling price. The Company’s Consolidated Statements of Income presents net revenue disaggregated by type or nature of the good or service. A summary of net revenues disaggregated by type of revenue and reportable segment is presented below (amounts in thousands). Refer to Note 19 for a discussion of the Company’s reportable segments. Year Ended December 31, 2018 West Midwest South East Central Corporate and Other Total Casino $ 230,571 $ 345,499 $ 365,365 $ 476,993 $ 116,526 $ — $ 1,534,954 Pari-mutuel commissions — — 10,383 8,054 — — 18,437 Food and beverage 109,038 27,364 52,924 43,167 14,839 — 247,332 Hotel 108,327 16,365 24,792 26,694 7,620 — 183,798 Other 35,596 7,780 7,717 16,364 3,500 529 71,486 Net revenues $ 483,532 $ 397,008 $ 461,181 $ 571,272 $ 142,485 $ 529 $ 2,056,007 Year Ended December 31, 2017 West Midwest South East Central Corporate and Other Total Casino $ 186,779 $ 231,366 $ 262,937 $ 403,932 $ — $ — $ 1,085,014 Pari-mutuel commissions — — 5,743 8,270 — — 14,013 Food and beverage 102,244 20,452 42,114 33,436 — — 198,246 Hotel 91,811 12,177 21,459 7,891 — — 133,338 Other 29,485 4,884 6,006 9,306 — 506 50,187 Net revenues $ 410,319 $ 268,879 $ 338,259 $ 462,835 $ — $ 506 $ 1,480,798 Year Ended December 31, 2016 West Midwest South East Central Corporate and Other Total Casino $ 121,623 $ — $ 92,108 $ 377,740 $ — $ — $ 591,471 Pari-mutuel commissions — — — 8,544 — — 8,544 Food and beverage 96,708 — 26,133 32,376 — — 155,217 Hotel 79,880 — 12,246 8,336 — — 100,462 Other 29,330 — 3,070 12,371 — — 44,771 Net revenues $ 327,541 $ — $ 133,557 $ 439,367 $ — $ — $ 900,465 |
Advertising | Advertising. Advertising costs are expensed in the period the advertising initially takes place and are included in marketing and promotions expenses. Advertising costs included in marketing and promotion expenses were $33.9 million, $33.0 million and $15.5 million for the years ended December 31, 2018, 2017 and 2016, respectively. |
Income Taxes | Income Taxes. We account for income taxes in accordance with ASC Topic 740, Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred income tax liabilities and deferred income tax assets for the difference between the book basis and tax basis of assets and liabilities. We have recorded valuation allowances related to certain state-specific net operating loss carry forwards and temporary differences. Recognizable future tax benefits are subject to a valuation allowance, unless such tax benefits are determined to be more-likely-than-not realizable. We recognize accrued interest and penalties related to unrecognized tax benefits in income tax expense. |
Stock-Based Compensation | Stock‑Based Compensation. We account for stock‑based compensation in accordance with ASC Topic 718, Compensation—Stock Compensation (“ASC 718”). ASC 718 requires all share‑based payments to employees and non‑employee members of the Board of Directors, including grants of stock options and restricted stock units (“RSUs”), to be recognized in the Consolidated Statements of Income based on their fair values and that compensation expense be recognized for awards over the requisite service period of the award or until an employee’s eligible retirement date, if earlier. |
Earnings per Share | Earnings per Share. Basic earnings per share is computed by dividing net income (loss) by the weighted average shares outstanding during the reporting period. Diluted earnings per share is computed similarly to basic earnings per share except that the weighted average shares outstanding are increased to include additional shares from the assumed exercise of stock options and the assumed vesting of restricted share units, if dilutive. The number of additional shares is calculated by assuming that outstanding stock options were exercised, that outstanding restricted share units were released and that the proceeds from such activities were used to acquire shares of common stock at the average market price during the reporting period. |
Reclassifications | Reclassifications Certain reclassifications of prior period presentations have been made to conform to the current period presentation. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Pronouncements Implemented in 2018 In May 2014 (amended January 2017), the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (ASC 606) which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and eliminates existing industry guidance, including revenue recognition guidance specific to the gaming industry. The core principle of the revenue model indicates that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted this standard effective January 1, 2018 and elected to apply the full retrospective adoption method. Additionally, as a result of the adoption of the new standard, certain adjustments and other reclassifications to and between revenue categories and to and between expense categories were required; however, the amounts associated with such adjustments did not have a significant impact on the Company’s previously reported operating income or net income. Liabilities associated with our player loyalty programs are no longer valued at cost; rather a deferred revenue model is used to account for the classification and timing of revenue to be recognized related to the redemption of player loyalty program liabilities by our customers. Points earned under the Company’s player loyalty programs are deemed to be separate performance obligations and recorded as a reduction of casino revenues when earned at the retail value of such benefits owed to the customer and recognized as departmental revenue based on where such points are redeemed, upon fulfillment of the performance obligation. The Company elected to adopt the full retrospective method to apply the new guidance to each prior reporting period presented as if it had been in effect since January 1, 2015, with a pre-tax cumulative effect adjustment to our retained earnings upon adoption totaling $4.7 million. Net of tax, the cumulative effect adjustment to our retained earnings upon adoption was $3.5 million. This was primarily related to our player loyalty program point liability, which increased from an estimated incremental cost model to a deferred revenue model at retail value. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations – Clarifying the Definition of a Business . In November 2016, the FASB issued ASU No. 2016-18, Statement of Cashflows (Topic 230): Restricted Cash related to the inclusion of restricted cash in the statement of cash flows. This new guidance required that a statement of cash flows present the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalent. This update was effective in fiscal years, including interim periods, beginning after December 15, 2017. The Company adopted this standard effective January 1, 2018 and elected to apply the full retrospective adoption method. Upon adoption, the Company included a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Balance Sheets to the total shown in the Consolidated Statements of Cash Flows. Adoptions of this guidance had no other impact on the Consolidated Financial Statements or disclosures. Certain amounts have been retrospectively reclassified for the years ended December 31, 2017 and 2016 to reflect the change in the Company’s Consolidated Statements of Cash Flows required with the adoption of ASU No. 2016-18. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments. This new guidance was intended to reduce diversity in practice in how certain cash receipts and payments are classified in the Statement of Cash Flows, including debt prepayment or extinguishment costs, the settlement of contingent liabilities arising from a business combination, proceeds from insurance settlements, and distributions from certain equity method investees. The guidance was effective for interim and annual periods beginning after December 15, 2017. The guidance required application using a retrospective transition method. We adopted this standard effective January 1, 2018. The adoption of this standard did not have a significant impact on our Consolidated Statements of Cash Flows. Pronouncements to Be Implemented in Future Periods In June 2016 (modified in November 2018), the FASB issued ASU No 2016-13, Financial Instruments – Credit Losses related to timing on recognizing impairment losses on financial assets. The new guidance lowers the threshold on when losses are incurred, from a determination that a loss is probable to a determination that a loss is expected. The change in guidance will be applicable to our evaluation of the CRDA investments obtained through the Tropicana acquisition. The guidance is effective for interim and annual periods beginning after December 15, 2019, and early adoption is allowed for interim and annual periods beginning after December 15, 2018. Adoption of the guidance will require a modified-retrospective approach and a cumulative adjustment to retained earnings to the first reporting period that the update is effective. We currently anticipate adopting this guidance during the first quarter of 2019 and do not expect a cumulative effect on our Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. This amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). This generally means that an intangible asset is recognized for the software license and, to the extent that the payments attributable to the software license are made over time, a liability also is recognized. If a cloud computing arrangement does not include a software license, the entity should account for the arrangement as a service contract. This generally means that the fees associated with the hosting element (service) of the arrangement are expensed as incurred. The amendment is effective for annual and interim periods beginning after December 15, 2019, with early adoption allowed. We expect to adopt the new guidance on January 1, 2020 and are evaluating the qualitative and quantitative effects of the new guidance, but do not believe it will have a significant impact on our Consolidated Financial Statements. In August 2018, the FASB issued ASU No 2018-14, Compensation –Retirement Benefits – Defined Benefit Plans – General. This amendment improves disclosures over defined benefit plans and is effective for interim and annual periods ending after December 15, 2020 with early adoption allowed. We anticipate adopting this amendment during the first quarter of 2021, and do not expect it to have a significant impact on our Consolidated Financial Statements In August 2018, the FASB issued ASU 2018-13, Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. This amendment modifies the disclosure requirements for fair value measurements and is effective for annual and interim periods beginning after December 15, 2019, with early adoption allowed. The Company is evaluating the qualitative and quantitative effect the new guidance will have on our Consolidated Financial Statements. In February 2016 (as amended through December 2018), the FASB issued ASU No. 2016-02 codified as Accounting Standards Codification (“ASC”) 842, Leases, (“ASC 842”) which addresses the recognition and measurement of leases. Under the new guidance, for all leases (with the exception of short-term leases), at the commencement date, lessees will be required to recognize a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use (“ROU”) asset, which is an asset that represents the lessee’s right to control the use of a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. The effective date for this update is for the annual and interim periods beginning after December 15, 2018 with early adoption permitted. ASC 842 requires a transition adoption election using either 1) a modified retrospective approach with periods prior to the adoption date being recast or 2) a prospective adoption approach with a cumulative-effect adjustment recognized to the opening balance of retained earnings on the adoption date with prior periods continuing to be reported under current lease accounting guidance. The Company will adopt ASC 842 on January 1, 2019 using the prospective adoption approach, and therefore, comparative periods will continue to be reported under current lease accounting guidance consistent with previously issued financial statements. We currently expect to elect the package of practical expedients permitted under the transition guidance within ASC 842, which among other things, allows us to carry forward the historical lease identification, lease classification and treatment of initial direct costs for leases entered into prior to January 1, 2019. We will also make an accounting policy election to not record short-term leases with an initial term of 12 months or less on the balance sheet for all classes of underlying assets. We have also elected to not adopt the hindsight practical expedient for determining lease terms. Currently, the Company has operating leases in which the Company is the lessor and we expect such arrangements will be accounted for in the same manner. Our operating leases, in which we are the lessee, will be recorded on the balance sheet as an ROU asset with a corresponding lease liability. The lease liability will be remeasured each reporting period with a corresponding change to the ROU. The qualitative and quantitative effects of adoption of ASC 842 are still being analyzed, and the Company is in the process of evaluating the full effect, including the total amount of both financing and operating leases, the new guidance will have on our Consolidated Financial Statements. We have substantially completed the process of collecting and analyzing the Company’s lease contracts but our implementation effort for our new leasing software and selection of incremental borrowing rates are ongoing. Additionally, we are in the process of evaluating our existing failed sale leaseback transactions that are currently accounted for as financing obligations. While our assessment of the impacts of the standard remains open, we do not believe the standard will significantly impact our consolidated net income. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Schedule of Property, Plant and Equipment, Estimated Useful Life | Buildings and improvements 10 to 40 years Land improvements 10 to 20 years Furniture, fixtures and equipment 3 to 20 years Riverboats 5 to 25 years |
Adoption of ASC Topic 606 | |
Summary of Net Revenues Disaggregated Type of Revenue and Reportable Segment | The Company’s Consolidated Statements of Income presents net revenue disaggregated by type or nature of the good or service. A summary of net revenues disaggregated by type of revenue and reportable segment is presented below (amounts in thousands). Refer to Note 19 for a discussion of the Company’s reportable segments. Year Ended December 31, 2018 West Midwest South East Central Corporate and Other Total Casino $ 230,571 $ 345,499 $ 365,365 $ 476,993 $ 116,526 $ — $ 1,534,954 Pari-mutuel commissions — — 10,383 8,054 — — 18,437 Food and beverage 109,038 27,364 52,924 43,167 14,839 — 247,332 Hotel 108,327 16,365 24,792 26,694 7,620 — 183,798 Other 35,596 7,780 7,717 16,364 3,500 529 71,486 Net revenues $ 483,532 $ 397,008 $ 461,181 $ 571,272 $ 142,485 $ 529 $ 2,056,007 Year Ended December 31, 2017 West Midwest South East Central Corporate and Other Total Casino $ 186,779 $ 231,366 $ 262,937 $ 403,932 $ — $ — $ 1,085,014 Pari-mutuel commissions — — 5,743 8,270 — — 14,013 Food and beverage 102,244 20,452 42,114 33,436 — — 198,246 Hotel 91,811 12,177 21,459 7,891 — — 133,338 Other 29,485 4,884 6,006 9,306 — 506 50,187 Net revenues $ 410,319 $ 268,879 $ 338,259 $ 462,835 $ — $ 506 $ 1,480,798 Year Ended December 31, 2016 West Midwest South East Central Corporate and Other Total Casino $ 121,623 $ — $ 92,108 $ 377,740 $ — $ — $ 591,471 Pari-mutuel commissions — — — 8,544 — — 8,544 Food and beverage 96,708 — 26,133 32,376 — — 155,217 Hotel 79,880 — 12,246 8,336 — — 100,462 Other 29,330 — 3,070 12,371 — — 44,771 Net revenues $ 327,541 $ — $ 133,557 $ 439,367 $ — $ — $ 900,465 |
Acquisitions, Purchase Price _2
Acquisitions, Purchase Price Accounting and Pro forma Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Tropicana Entertainment Inc | |
Schedule of Purchase Consideration Calculation | The estimated purchase consideration in the acquisition was determined with reference to its acquisition date fair value. Purchase consideration calculation (dollars in thousands) Cash consideration paid $ 640,000 Lumière Loan 246,000 Cash paid to retire Tropicana's long-term debt 35,000 ERI portion of taxes due 6,333 Purchase consideration $ 927,333 |
Summary of Purchase Consideration to Identifiable Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary allocation of the purchase consideration to the identifiable assets acquired and liabilities assumed of Tropicana, with the excess recorded as goodwill as of December 31, 2018 (dollars in thousands): Current and other assets $ 183,292 Property and equipment 432,758 Property subject to the financing obligation 957,300 Goodwill 220,482 Intangible assets (i) 247,976 Other noncurrent assets 38,276 Total assets 2,080,084 Current liabilities (168,856 ) Financing obligation to GLPI (957,300 ) Noncurrent liabilities (26,595 ) Total liabilities (1,152,751 ) Net assets acquired $ 927,333 (i) Intangible assets consist of gaming licenses valued at $124.9 million, trade names valued at $67.1 million and player loyalty programs valued at $55.9 million. |
Schedule of Unaudited Pro Forma Information | The following unaudited pro forma information presents the results of operations of the Company for the year ended December 31, 2018 and 2017, as if the Tropicana Acquisition had occurred on January 1, 2017 (in thousands). Year Ended Year Ended December 31, 2018 December 31, 2017 Net operating revenues $ 2,735,760 $ 2,361,372 Net income 92,556 16,651 |
Elgin Acquisition | |
Schedule of Purchase Consideration Calculation | Purchase consideration calculation (dollars in thousands) Cash consideration paid $ 327,500 Working capital and other adjustments 1,304 Purchase consideration $ 328,804 |
Summary of Purchase Consideration to Identifiable Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary allocation of the purchase consideration to the identifiable assets acquired and liabilities assumed of Elgin, with the excess recorded as goodwill as of December 31, 2018 (dollars in thousands): Current and other $ 25,349 Property and equipment 60,792 Goodwill 59,774 Intangible assets (i) 205,296 Other noncurrent assets 915 Total assets 352,126 Current liabilities (21,572 ) Noncurrent liabilities (1,750 ) Total liabilities (23,322 ) Net assets acquired $ 328,804 ( i ) Intangible assets consist of gaming license valued at $163.9 million, trade names valued at $12.6 million and player loyalty programs valued at $28.8 million. |
Schedule of Unaudited Pro Forma Information | The following unaudited pro forma information presents the results of operations of the Company for the year ended December 31, 2018 and 2017, as if the Elgin Acquisition had occurred on January 1, 2017 (in thousands). Year Ended Year Ended December 31, 2018 December 31, 2017 Net operating revenues $ 2,152,948 $ 1,644,907 Net income 105,689 79,158 |
Isle of Capri | |
Schedule of Purchase Consideration Calculation | Purchase consideration calculation (dollars in thousands, except shares and stock price) Shares Per share Cash paid for outstanding Isle common stock (1) $ 552,050 Shares of ERI common stock issued for Isle common stock (2) 28,468,182 $ 19.12 544,312 Cash paid by ERI to retire Isle's long-term debt (3) 828,000 Shares of ERI common stock for Isle equity awards (4) 10,383 Purchase consideration $ 1,934,745 (1) The cash component of the consideration represents 58% of the aggregate consideration paid in the Isle Acquisition. The Isle Merger Agreement provided that Isle stockholders could elect to exchange each share of Isle common stock for either $23.00 in cash or 1.638 shares of ERI common stock, subject to proration such that the outstanding shares of Isle common stock will be exchanged for aggregate consideration comprised of 58% cash and 42% ERI common stock. See discussion of the stock consideration component in note (2) below. (2) The Stock Consideration component of the consideration represents 42% of the aggregate consideration paid in the Isle Acquisition. The Merger Agreement provided that 58% of the aggregate consideration would be paid by ERI in cash, as described in note (1) above. The remaining 42% of the aggregate consideration was paid in shares of ERI common stock. The total Stock Consideration and per share consideration above were based on the ERI stock price on April 28, 2017 (the last business day prior to Isle Acquisition Date) which was $19.12 per share. (3) In addition to the cash paid to retire the principal amounts outstanding of Isle’s long-term debt, ERI paid $26.6 million in premiums and interest. (4) This amount represents consideration paid for the replacement of Isle’s outstanding equity awards. As discussed in Note 1, Isle’s outstanding equity awards were replaced by ERI equity awards with similar terms. A portion of the fair value of ERI awards issued represents consideration transferred, while a portion represents compensation expense based on the vesting terms of the equity awards. |
Summary of Purchase Consideration to Identifiable Assets Acquired and Liabilities Assumed | The following table summarizes the purchase accounting of the purchase consideration to the identifiable Current and other assets, net $ 135,925 Property and equipment 908,816 Goodwill 709,087 Intangible assets (i) 517,470 Other noncurrent assets 15,082 Total assets 2,286,380 Current liabilities (144,306 ) Deferred income taxes (ii) (189,952 ) Other noncurrent liabilities (17,377 ) Total liabilities (351,635 ) Net assets acquired $ 1,934,745 (i) Intangible assets consist of gaming licenses valued (ii) Deferred tax liabilities were derived based on fair value adjustments for property and equipment and identified intangibles. |
Schedule of Unaudited Pro Forma Information | The following unaudited pro forma information presents the results of operations of the Company for the year ended December 31, 2017 as if the Isle Acquisition, which closed on May 1, 2017, had occurred on January 1, 2016 (in thousands). Year Ended December 31, 2017 Net operating revenues $ 1,810,815 Net income 173,027 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | Components of accounts receivable, net are as follows (in thousands): December 31, 2018 2017 Accounts receivable $ 63,843 $ 47,017 Allowance for doubtful accounts (3,674 ) (1,220 ) Total $ 60,169 $ 45,797 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Assets and Liabilities Held for Sale, Accounted Carrying Value Lower than Fair Value and Information of Net Operating Revenues and Net Income | The assets and liabilities held for sale, accounted for at carrying value as it was lower than fair value, were as follows (in thousands): December 31, 2018 Nemacolin Presque Isle Downs Total Assets: Accounts receivable, net $ 272 $ 2,208 $ 2,480 Inventories 79 1,607 1,686 Prepaid expenses and other 370 773 1,143 Property and equipment, net 1,784 70,134 71,918 Goodwill — 3,122 3,122 Other intangibles, net — 75,422 75,422 Assets held for sale $ 2,505 $ 153,266 $ 155,771 Liabilities: Accounts payable $ 147 $ 683 $ 830 Accrued payroll and related 838 596 1,434 Accrued property and other taxes 552 71 623 Accrued other liabilities 1,628 3,659 5,287 Other long-term liabilities 105 — 105 Long term obligation 2,412 — 2,412 Liabilities related to assets held for sale $ 5,682 $ 5,009 $ 10,691 The following information presents the net operating revenues and net income (in thousands): Year Ended December 31, 2018 Nemacolin Presque Isle Downs Net operating revenues $ 33,461 $ 139,993 Net (loss) income (3,571 ) 13,935 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment consisted of the following (in thousands): December 31, 2018 2017 Non-Master Lease: Land and improvements $ 316,456 $ 284,374 Buildings and other leasehold improvements 1,472,516 1,187,642 Riverboats 81,762 61,091 Furniture, fixtures and equipment 586,404 420,399 Furniture, fixtures and equipment held under capital leases (Note 17) 193 870 Construction in progress 41,346 14,451 2,498,677 1,968,827 Less—Accumulated depreciation and amortization (569,073 ) (466,010 ) 1,929,604 1,502,817 Master Lease: Land and improvements 377,150 — Buildings and other leasehold improvements 578,250 — Riverboats 1,900 — 957,300 — Less—Accumulated depreciation and amortization (4,298 ) — 953,002 — Property and equipment, net $ 2,882,606 $ 1,502,817 |
Intangible Assets, Net and Ot_2
Intangible Assets, Net and Other Long Term Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other And Intangible Assets Net Disclosure [Abstract] | |
Schedule of Intangible Assets, Net | Intangible assets, net, include the following amounts (in thousands): December 31, 2018 2017 Useful Life Goodwill $ 1,008,316 $ 747,106 Indefinite Gaming licenses $ 1,090,682 $ 877,174 Indefinite Trade names 187,929 108,250 Indefinite Trade names 5,100 6,700 3.5 years Player loyalty programs 105,005 21,820 3 - 4 years Subtotal 1,388,716 1,013,944 Accumulated amortization trade names (5,100 ) (6,290 ) Accumulated amortization player loyalty programs (21,610 ) (10,838 ) Total gaming licenses and other intangible assets, net $ 1,362,006 $ 996,816 |
Schedule of Change in Goodwill | The following table presents changes to goodwill for the years ended December 31, 2018 and 2017 (in thousands): Goodwill Accumulated Impairment Goodwill, net January 1, 2017 $ 66,826 $ — $ 66,826 Acquisitions 715,196 — 715,196 Impairments — (34,916 ) (34,916 ) December 31, 2017 782,022 (34,916 ) 747,106 Acquisitions 280,256 — 280,256 Finalization of purchase price accounting (6,109 ) — (6,109 ) Assets held for sale (3,122 ) — (3,122 ) Impairments — (9,815 ) (9,815 ) December 31, 2018 $ 1,053,047 $ (44,731 ) $ 1,008,316 |
Schedule of Other Assets, Net | Other assets, net, include the following amounts (in thousands): December 31, 2018 2017 CRDA bonds and deposits 6,694 — Unamortized debt issuance costs - Revolving Credit Facility 9,533 8,616 Non-operating real property 17,880 18,069 Long-term prepaid rent 20,198 — Restricted cash and investments 15,064 9,886 Other 15,969 12,130 Total other assets, net $ 85,338 $ 48,701 |
Accrued Other Liabilities (Tabl
Accrued Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Other Liabilities | Accrued other liabilities consisted of the following (in thousands): December 31, 2018 2017 Accrued general liability claims $ 16,465 $ 13,816 Unclaimed chips 8,930 4,743 Accrued purses and track related liabilities 1,899 3,256 Jackpot progressives and other accrued gaming liabilities 26,383 18,724 Player loyalty program point liability 17,639 11,753 Accrued Illinois donation liability 8,912 — Accrued rent 4,324 2,074 Other 18,430 11,672 Total accrued other liabilities $ 102,982 $ 66,038 |
Long-Term Financing Obligation
Long-Term Financing Obligation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Schedule of Future Minimum Payments Related to Master Lease Financing Obligation | The future minimum payments related to the Master Lease financing obligation with GLPI at December 31, 2018 are as follows (in thousands): 2019 $ 87,943 2020 89,168 2021 90,417 2022 91,691 2023 92,990 Thereafter 3,506,673 Total future payments 3,958,882 Less: Amounts representing interest at 10.2% (3,371,847 ) Plus: Residual values 372,800 Financing obligation to GLPI $ 959,835 |
Long-Term Debt and Other Long_2
Long-Term Debt and Other Long-Term Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Summary of Long-term Debt | Long-term debt consisted of the following (in thousands): December 31, December 31, 2018 2017 Term Loan $ 956,750 $ 956,750 Less: Unamortized discount and debt issuance costs (18,426 ) (18,748 ) Net 938,324 938,002 6% Senior Notes due 2026 600,000 — Less: Unamortized debt issuance costs (19,630 ) — Net 580,370 — 6% Senior Notes due 2025 875,000 875,000 Plus: Unamortized debt premium 23,491 26,605 Less: Unamortized debt issuance costs (18,405 ) (20,716 ) Net 880,086 880,889 7% Senior Notes due 2023 375,000 375,000 Less: Unamortized discount and debt issuance costs (6,075 ) (7,146 ) Net 368,925 367,854 Revolving Credit Facility 245,000 — Lumière Loan 246,000 — Capital leases 590 917 Long-term notes payable 2,440 2,531 Less: Current portion (462 ) (615 ) Total long-term debt $ 3,261,273 $ 2,189,578 |
Schedule of Maturities of Principal Amount of Long-term Debt | Maturities of the principal amount of the Company’s long-term debt as of December 31, 2018 are as follows: Years ending December 31, (In thousands) 2019 $ 462 2020 246,235 2021 167 2022 173 2023 620,138 Thereafter 2,433,605 $ 3,300,780 |
7% Senior Notes due 2023 | |
Schedule of Redemption Prices of Notes | On or after August 1, 2018, the Company may redeem all or a portion of the Senior Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest and additional interest, if any, on the Senior Notes redeemed, to the applicable redemption date, if redeemed during the twelve month period beginning on August 1 of the years indicated below: Year Percentage 2018 105.250 % 2019 103.500 % 2020 101.750 % 2021 and thereafter 100.000 % |
6% Senior Notes due 2025 | |
Schedule of Redemption Prices of Notes | On or after April 1, 2020, the Company may redeem all or a portion of the 6% Senior Notes due 2025 upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest and additional interest, if any, on the 6% Senior Notes due 2025 redeemed, to the applicable redemption date, if redeemed during the 12-month period beginning on April 1 of the years indicated below: Year Percentage 2020 104.500 % 2021 103.000 % 2022 101.500 % 2023 and thereafter 100.000 % |
6% Senior Notes due 2026 | |
Schedule of Redemption Prices of Notes | On or after September 15, 2021, the Company may redeem all or a portion of the 6% Senior Notes due 2026 upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest and additional interest, if any, on the 6% Senior Notes due 2026 redeemed, to the applicable redemption date, if redeemed during the 12-month period beginning on September 15 of the years indicated below: Year Percentage 2021 104.500 % 2022 103.000 % 2023 101.500 % 2024 and thereafter 100.000 % |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of the Company’s provision (benefit) for income taxes for the years ended December 31, 2018, 2017 and 2016 are presented below (amounts in thousands). 2018 2017 2016 Current: Federal $ 3,813 $ (3,959 ) $ (12 ) State 2,445 380 1,173 Local 304 (627 ) 739 Total current 6,562 (4,206 ) 1,900 Deferred: Federal 16,561 (104,400 ) 12,748 State 17,574 (186 ) (1,458 ) Local (310 ) (7,977 ) (89 ) Total deferred 33,825 (112,563 ) 11,201 Income tax (benefit) expense $ 40,387 $ (116,769 ) $ 13,101 |
Schedule of Effective Income Tax Rate Reconciliation | The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for the years ended December 31, 2018, 2017 and 2016: 2018 2017 2016 Federal statutory rate 21.0 % 35.0 % 35.0 % State and local taxes 3.7 % 2.8 % 4.3 % State tax rate adjustment 8.9 % 5.7 % — % Stock compensation (1.8 ) % 0.8 % (0.9 ) % Goodwill impairment — % (27.1 ) % — % Transaction expenses — % (10.7 ) % — % Tax Cuts and Jobs Act (1.6 ) % 264.0 % — % Valuation allowance (0.3 ) % (2.3 ) % (3.6 ) % Tax credits (1.1 ) % 3.5 % (1.8 ) % Other 1.0 % (2.6 ) % 1.8 % Effective income tax rate 29.8 % 269.1 % 34.8 % |
Schedule of Deferred Tax Assets and Liabilities | Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s net deferred taxes related to continuing operations at December 31, 2018 and 2017 are as follows (amounts in thousands): 2018 2017 Deferred tax assets: Loss carryforwards $ 31,880 $ 58,245 Accrued expenses 19,306 10,806 Credit carryforwards 8,986 19,838 Financing obligation to GLPI 126,368 — Other 9,623 11,336 196,163 100,225 Deferred tax liabilities: Identified intangibles (214,756 ) (203,015 ) Fixed assets (149,491 ) (28,375 ) Other (6,560 ) (5,531 ) (370,807 ) (236,921 ) Valuation allowance (25,366 ) (26,271 ) Net deferred tax liabilities $ (200,010 ) $ (162,967 ) |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Employee Benefits And Share Based Compensation [Abstract] | |
Net Periodic Benefit Costs | The components of net periodic benefit costs for the period beginning with the Tropicana Acquisition date of October 1, 2018 through December 31, 2018 related to the VAPP consists of the following (in thousands): Service costs $ 808 Interest costs 150 Expected return on plan assets (178 ) Amortization of net (gain) loss — Net periodic benefit cost $ 780 |
Projected Benefit Obligation, Change in Plan Assets | The change in the projected benefit obligation, change in plan assets and funded status for the period beginning with the Tropicana Acquisition date of October 1, 2018 through December 31, 2018 is as follows (in thousands): Change in benefit obligations: Projected benefit obligation beginning of period $ 12,024 Service and interest cost during period 958 Benefit payments during period — Expenses during period (29 ) Actuarial gain (303 ) Projected benefit obligation end of period $ 12,650 Change in plan assets: Fair value of plan assets at beginning of period $ 14,283 Return on plan assets during period 76 Benefit payments during period — Expenses during period (29 ) Employer contributions — Fair value of plan assets at end of period $ 14,330 Funded status at end of period $ 1,680 |
Future Estimated Expected Benefit Payments | Future estimated expected benefit payments for 2019 through 2028 are as follows (in thousands): Expected Benefit Payments 2019 $ 125 2020 172 2021 236 2022 346 2023 446 2024 through 2028 3,879 $ 5,204 |
Stock-Based Compensation and _2
Stock-Based Compensation and Stockholder's Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Share Based Compensation [Abstract] | |
Summary of RSU Activity Including Performance Awards and Converted Isle Awards | A summary of the RSU activity, including performance awards and converted Isle awards, for the years ended December 31, 2016, 2017 and 2018 is as follows: Units Weighted- Average Grant Date Fair Value Weighted-Average Remaining Contractual Life Aggregate Fair Value (in millions) (in millions) Unvested outstanding as of January 1, 2016 827,383 $ 4.09 2.12 $ 3.40 Granted (1) 410,694 10.81 Vested (255,707 ) 5.83 Unvested outstanding as of December 31, 2016 982,370 $ 6.45 1.41 6.33 Granted (1) 600,206 20.91 Exchanged 860,557 18.94 Forfeited (11,870 ) 15.74 Vested (851,764 ) 18.37 Unvested outstanding as of December 31, 2017 1,579,499 $ 12.25 0.92 19.35 Granted (1) 574,753 33.91 Vested (860,995 ) 9.79 Canceled (9,885 ) 19.13 Unvested outstanding as of December 31, 2018 1,283,372 $ 23.93 1.41 $ 30.71 (1) Included are 32,284, 46,282, and 34,920 RSUs granted to non-employee members of the BOD during the year ended December 31, 2018, 2017 and 2016, respectively. |
Schedule of Share-based Compensation, Stock Options Activity | A summary of the ERI Stock Option activity for the years ended December 31, 2016, 2017 and 2018: Weighted- Average Exercise Options Price Outstanding as of January 1, 2016 (1) 312,200 $ 6.94 Expired (10,000 ) 11.30 Exercised (132,900 ) 2.89 Outstanding as of December 31, 2016 (1) 169,300 9.94 Exchanged 1,351,168 10.12 Expired (62,871 ) 4.63 Exercised (1,185,745 ) 10.45 Outstanding as of December 31, 2017 (1) 271,852 9.63 Expired (15,776 ) 10.89 Exercised (120,120 ) 9.09 Outstanding as of December 31, 2018 (1) 135,956 $ 9.96 (1) 119,505 and 228,143 options were exercisable as of December 31, 2018 and 2017, respectively. All outstanding options as of December 31, 2016 and January 1, 2016 were exercisable. |
Summary of Restricted Stock Awards Activity | A summary of the ERI Restricted Stock Awards activity for the years ended December 31, 2016, 2017 and 2018 is as follows: Weighted- Average Grant Date Restricted Stock Fair Value Outstanding as of December 31, 2016 — $ — Exchanged (1) 180,374 19.23 Forfeited (1,602 ) 19.13 Vested (167,963 ) 19.24 Outstanding as of December 31, 2017 10,809 19.13 Vested (10,809 ) 19.13 Outstanding as of December 31, 2018 — $ — (1) Represents exchanged Isle Restricted Stock Awards as a result of the Isle Acquisition. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share Basic And Diluted [Abstract] | |
Schedule of Reconciliation of the Numerators and Denominators of the Basic and Diluted Net Income Per Share Computations | The following table illustrates the required disclosure of the reconciliation of the numerators and denominators of the basic and diluted net income per share computations during the years ended December 31, 2018, 2017 and 2016 (dollars in thousands, except per share amounts): 2018 2017 2016 Net income available to common stockholders $ 95,235 $ 73,380 $ 24,527 Shares outstanding: Weighted average shares outstanding – basic 77,458,902 67,133,531 47,033,311 Effect of dilutive securities: Stock options 119,418 98,294 96,515 RSUs 703,781 870,989 571,736 Weighted average shares outstanding – diluted 78,282,101 68,102,814 47,701,562 Net income per common share attributable to common stockholders – basic: $ 1.23 $ 1.09 $ 0.52 Net income per common share attributable to common stockholders – diluted: $ 1.22 $ 1.08 $ 0.51 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets Measured at Fair Value on a Recurring Basis | Items Measured at Fair Value on a Recurring Basis : The following table sets forth the assets measured at fair value on a recurring basis, by input level, in the Consolidated Balance Sheets at December 31, 2018: December 31, 2018 Assets: Level 1 Level 2 Level 3 Total Restricted cash and investments $ 19,481 $ 4,467 $ 16,008 $ 39,956 Marketable securities 9,515 7,442 — 16,957 December 31, 2017 Assets: Level 1 Level 2 Level 3 Total Restricted cash and investments $ 9,055 $ 4,098 $ — $ 13,153 Marketable securities 7,906 9,725 — 17,631 |
Schedule of Change in Restricted Investments Valued Using Level 3 Inputs | The change in restricted investments valued using Level 3 inputs for the year ended December 31, 2018 is as follows: Level 3 Investment Value of investment received $ 18,595 Unrealized loss in restricted investments (2,587 ) Fair value at December 31, 2018 $ 16,008 |
Schedule of Estimated Fair Value of Financial Instruments | The estimated fair values of the Company’s financial instruments are as follows (amounts in thousands): December 31, 2018 December 31, 2017 Carrying Fair Carrying Fair Amount Value Amount Value Financial liabilities: 7% Senior Notes due 2023 $ 368,925 $ 385,312 $ 367,854 $ 400,800 6% Senior Notes due 2025 880,086 840,000 880,889 914,375 6% Senior Notes due 2026 580,370 567,000 — — Term Loan 938,324 916,088 938,002 956,750 Revolving Credit Facility 245,000 245,000 — — Lumière Loan 246,000 246,000 — — Other long-term debt 2,440 2,440 2,531 2,531 Capital leases 590 590 917 917 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | The Company leases land and certain equipment, including some of our slot machines, timing and photo finish equipment, videotape and closed-circuit television equipment, and certain pari‑mutuel equipment, under operating leases. Future minimum payments under non‑cancellable operating leases with initial terms of one year or more consisted of the following at December 31, 2018 (in thousands): Leases 2019 $ 23,250 2020 20,172 2021 18,605 2022 17,467 2023 17,362 Thereafter 178,247 $ 275,103 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Summary of Reportable Segment | The following table summarizes our current segments and dates at which each property was aggregated into the segment: Segment Property Date Acquired State West Eldorado Reno (a) Nevada Silver Legacy (a) Nevada Circus Reno (a) Nevada MontBleu October 1, 2018 Nevada Laughlin October 1, 2018 Nevada Isle Black Hawk May 1, 2017 Colorado Lady Luck Black Hawk May 1, 2017 Colorado Midwest Waterloo May 1, 2017 Iowa Bettendorf May 1, 2017 Iowa Boonville May 1, 2017 Missouri Cape Girardeau May 1, 2017 Missouri Caruthersville May 1, 2017 Missouri Kansas City May 1, 2017 Missouri South Pompano May 1, 2017 Florida Eldorado Shreveport (a) Louisiana Lake Charles May 1, 2017 Louisiana Baton Rouge October 1, 2018 Louisiana Lula May 1, 2017 Mississippi Vicksburg May 1, 2017 Mississippi Greenville October 1, 2018 Mississippi East Presque Isle Downs (a) Pennsylvania Nemacolin May 1, 2017 Pennsylvania Scioto Downs (a) Ohio Mountaineer (a) West Virginia Trop AC October 1, 2018 New Jersey Central Elgin August 7, 2018 Illinois Lumière October 1, 2018 Missouri Evansville October 1, 2018 Indiana (a) Property was aggregated into segment prior to January 1, 2016. |
Schedule of Capital Expenditures, Net for Reportable Segments | For the Year Ended December 31, 2018 2017 2016 (in thousands) Capital Expenditures, Net West $ 75,297 $ 44,952 $ 22,812 Midwest 18,889 9,115 — South 18,149 7,672 5,842 East 19,334 9,794 14,284 Central 3,868 — — Corporate 11,878 11,628 235 Total $ 147,415 $ 83,161 $ 43,173 |
Schedule of Operating Data for Reportable Segments | Year ended Ended December 31, 2018 2017 2016 (in thousands) Revenues and expenses West: Net operating revenues $ 483,532 $ 410,319 $ 327,541 Depreciation and amortization 40,131 26,950 20,221 Operating income 84,548 66,108 41,451 Midwest: Net operating revenues 397,008 268,879 — Depreciation and amortization 33,083 20,997 — Operating income 105,809 62,071 — South: Net operating revenues 461,181 338,259 133,557 Depreciation and amortization 37,357 25,307 7,861 Operating income 64,851 3,680 23,378 East: Net operating revenues 571,272 462,835 439,367 Depreciation and amortization 27,913 30,517 34,887 Operating income 97,963 68,101 53,361 Central: Net operating revenues 142,485 — — Depreciation and amortization 13,583 — — Operating income 24,240 — — Corporate: Net operating revenues 529 506 — Depreciation and amortization 5,362 2,120 480 Operating loss (67,308 ) (105,150 ) (29,490 ) Total Reportable Segments Net operating revenues $ 2,056,007 $ 1,480,798 $ 900,465 Depreciation and amortization 157,429 105,891 63,449 Operating income $ 310,103 $ 94,810 $ 88,700 Reconciliations to consolidated net income: Operating income $ 310,103 $ 94,810 $ 88,700 Unallocated income and expenses: Interest expense, net (171,732 ) (99,769 ) (50,917 ) Loss on early retirement of debt, net (162 ) (38,430 ) (155 ) Unrealized loss on restricted investment (2,587 ) — — (Provision) benefit for income taxes (40,387 ) 116,769 (13,101 ) Net income $ 95,235 $ 73,380 $ 24,527 |
Schedule of Balance Sheet Information for Reportable Segments | West Midwest South East Central Corporate, Other & Eliminations Total Balance sheet as of December 31, 2018 (in thousands) Total assets $ 1,710,375 $ 1,245,521 $ 1,068,258 $ 2,166,730 $ 1,457,961 $ (1,737,383 ) $ 5,911,462 Balance sheet as of December 31, 2017 Total assets $ 1,278,062 $ 1,188,758 $ 804,318 $ 1,185,806 $ — $ (910,472 ) $ 3,546,472 |
Schedule of Goodwill by Reportable Segment | Balance at January 1, 2018 Acquisitions Impairments Finalization of Isle Purchase Price Accounting Assets Held for Sale Balance at December 31, 2018 (in thousands) Goodwill by reportable segment: West $ 152,775 $ 68,100 $ — (14 ) — $ 220,861 Midwest 327,088 — — (4,343 ) — 322,745 South 200,417 24,300 (9,815 ) (1,752 ) — 213,150 East 66,826 113,782 — — (3,122 ) 177,486 Central — 74,074 — — — 74,074 Total Goodwill $ 747,106 $ 280,256 $ (9,815 ) $ (6,109 ) $ (3,122 ) $ 1,008,316 Balance at January 1, 2017 Acquisitions Impairments Finalization of Isle Purchase Price Accounting Assets Held for Sale Balance at December 31, 2017 (in thousands) Goodwill by reportable segment: West $ — $ 152,775 $ — — — $ 152,775 Midwest — 327,088 — — — 327,088 South — 235,333 (34,916 ) — — 200,417 East 66,826 — — — — 66,826 Central — — — — — — $ 66,826 $ 715,196 $ (34,916 ) $ — $ — $ 747,106 |
Consolidating Condensed Finan_2
Consolidating Condensed Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Consolidating Condensed Balance Sheet | The consolidating condensed balance sheet as of December 31, 2018 is as follows: Balance Sheet Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Current assets $ 48,268 $ 497,309 $ 27,619 $ — $ 573,196 Intercompany receivables — 11,885 23,988 (35,873 ) — Investments in subsidiaries 3,648,961 — — (3,648,961 ) — Property and equipment, net 18,555 2,859,271 4,780 — 2,882,606 Other assets 35,072 2,425,699 26,674 (31,785 ) 2,455,660 Total assets $ 3,750,856 $ 5,794,164 $ 83,061 $ (3,716,619 ) $ 5,911,462 Current liabilities $ 48,579 $ 328,319 $ 25,279 $ — $ 402,177 Intercompany payables 10,873 — 25,000 (35,873 ) — Long-term financing obligation to GLPI — 959,835 — — 959,835 Long-term debt, less current maturities 2,640,046 621,193 34 — 3,261,273 Deferred income tax liabilities — 231,795 — (31,785 ) 200,010 Other accrued liabilities 22,206 36,808 — — 59,014 Stockholders’ equity 1,029,152 3,616,214 32,748 (3,648,961 ) 1,029,153 Total liabilities and stockholders’ equity $ 3,750,856 $ 5,794,164 $ 83,061 $ (3,716,619 ) $ 5,911,462 The consolidating condensed balance sheet as of December 31, 2017 is as follows: Balance Sheet Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Current assets $ 27,572 $ 201,321 $ 22,139 $ — $ 251,032 Intercompany receivables 274,148 — 34,492 (308,640 ) — Investments in subsidiaries 2,437,287 — — (2,437,287 ) — Property and equipment, net 12,042 1,483,473 7,302 — 1,502,817 Other assets 37,458 1,764,291 27,283 (36,409 ) 1,792,623 Total assets $ 2,788,507 $ 3,449,085 $ 91,216 $ (2,782,336 ) $ 3,546,472 Current liabilities $ 28,677 $ 169,348 $ 25,726 $ — $ 223,751 Intercompany payables — 283,640 25,000 (308,640 ) — Long-term debt, less current maturities 1,814,185 375,000 393 — 2,189,578 Deferred income tax liabilities — 199,376 — (36,409 ) 162,967 Other accrued liabilities 4,127 19,624 4,828 — 28,579 Stockholders’ equity 941,518 2,402,097 35,269 (2,437,287 ) 941,597 Total liabilities and stockholders’ equity $ 2,788,507 $ 3,449,085 $ 91,216 $ (2,782,336 ) $ 3,546,472 |
Consolidating Condensed Statements of Income | The consolidating condensed statements of income for the year ended December 31, 2018 is as follows: Statements of Income: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 1,522,572 $ 30,819 $ — $ 1,553,391 Non-gaming 11 492,679 9,926 — 502,616 Net revenues 11 2,015,251 40,745 — 2,056,007 Operating expenses: Gaming and pari-mutuel commissions — 728,709 20,580 — 749,289 Non-gaming — 303,706 2,597 — 306,303 Marketing and promotions — 104,402 1,759 — 106,161 General and administrative — 342,185 7,413 — 349,598 Corporate 42,466 2,405 1,761 — 46,632 Impairment charges — 9,815 3,787 — 13,602 Management fee (25,340 ) 25,340 — — — Depreciation and amortization 3,655 153,396 378 — 157,429 Total operating expenses 20,781 1,669,958 38,275 — 1,729,014 Loss on sale of asset or disposal of property and equipment — (828 ) (7 ) — (835 ) Proceeds from terminated sale 5,000 — — — 5,000 Transaction expenses (11,369 ) (9,473 ) — — (20,842 ) Equity in loss of unconsolidated affiliate — (213 ) — — (213 ) Operating (loss) income (27,139 ) 334,779 2,463 — 310,103 Interest expense, net (115,745 ) (54,226 ) (1,761 ) — (171,732 ) Loss on early retirement of debt, net (162 ) — — — (162 ) Unrealized loss (2,587 ) — (2,587 ) Subsidiary income (loss) 201,353 — — (201,353 ) — Income (loss) before income taxes 55,720 280,553 702 (201,353 ) 135,622 Income tax benefit (provision) 39,515 (80,474 ) 572 — (40,387 ) Net income (loss) $ 95,235 $ 200,079 $ 1,274 $ (201,353 ) $ 95,235 The consolidating condensed statements of income for the year ended December 31, 2017 is as follows: Statements of Income: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Revenues: Gaming and pari-mutuel commissions $ — $ 1,076,957 $ 22,070 $ — $ 1,099,027 Non-gaming — 374,246 7,525 — 381,771 Net revenues — 1,451,203 29,595 — 1,480,798 Operating expenses: Gaming and pari-mutuel commissions — 546,207 14,882 — 561,089 Non-gaming — 250,160 2,419 — 252,579 Marketing and promotions — 80,893 2,281 — 83,174 General and administrative — 235,905 5,132 — 241,037 Corporate 31,620 (4,318 ) 3,437 — 30,739 Impairment charges — 38,016 — — 38,016 Management fee (31,620 ) 31,620 — — — Depreciation and amortization 1,030 104,454 407 — 105,891 Total operating expenses 1,030 1,282,937 28,558 — 1,312,525 Loss on sale of asset or disposal of property and equipment (20 ) (299 ) — — (319 ) Proceeds from terminated sale — 20,000 20,000 Transaction expenses (70,865 ) (21,912 ) — — (92,777 ) Equity in loss of unconsolidated affiliate — (367 ) — — (367 ) Operating (loss) income (71,915 ) 165,688 1,037 — 94,810 Interest expense, net (73,448 ) (25,221 ) (1,100 ) — (99,769 ) Loss on early retirement of debt, net (38,430 ) — — — (38,430 ) Subsidiary income (loss) 205,251 — — (205,251 ) — Income (loss) before income taxes 21,458 140,467 (63 ) (205,251 ) (43,389 ) Income tax benefit (provision) 51,922 69,787 (4,940 ) — 116,769 Net income (loss) $ 73,380 $ 210,254 $ (5,003 ) $ (205,251 ) $ 73,380 The consolidating condensed statements of income for the year ended December 31, 2016 is as follows: Statements of Income: Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated Revenues: Gaming and pari-mutuel commissions $ — $ 599,750 $ 265 $ — $ 600,015 Non-gaming — 300,360 90 — 300,450 Net revenues — 900,110 355 — 900,465 Operating expenses: Gaming and pari-mutuel commissions — 352,220 — — 352,220 Non-gaming — 194,586 — — 194,586 Marketing and promotions — 40,886 4 — 40,890 General and administrative — 130,720 — — 130,720 Corporate 19,560 320 — — 19,880 Management fee (19,841 ) 19,841 — — — Depreciation and amortization 454 62,995 — — 63,449 Total operating expenses 173 801,568 4 — 801,745 Loss on sale of asset or disposal of property and equipment — (836 ) — — (836 ) Transaction expenses (9,184 ) — — — (9,184 ) Operating (loss) income (9,357 ) 97,706 351 — 88,700 Interest expense, net (24,562 ) (26,355 ) — — (50,917 ) Loss on early retirement of debt, net (155 ) — — — (155 ) Subsidiary income (loss) 45,372 — — (45,372 ) — Income (loss) before income taxes 11,298 71,351 351 (45,372 ) 37,628 Income tax benefit 13,229 (26,207 ) (123 ) — (13,101 ) Net income (loss) $ 24,527 $ 45,144 $ 228 $ (45,372 ) $ 24,527 |
Consolidating Condensed Statement of Cash Flows | The consolidating condensed statement of cash flows for the year ended December 31, 2018 is as follows: Statement of Cash Flows Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Entries Eldorado Resorts, Inc. Consolidated (in thousands) Net cash (used in) provided by operating activities $ (65,836 ) $ 387,576 $ 1,540 $ — $ 323,280 INVESTING ACTIVITIES: Purchase of property and equipment, net (8,467 ) (136,102 ) (2,846 ) — (147,415 ) Purchase of restricted investments — — (8,008 ) — (8,008 ) Proceeds from sale of property and equipment — 1,002 — — 1,002 Cash (used in) provided by business combinations (1,010,175 ) (103,052 ) — — (1,113,227 ) Investments in and advances to unconsolidated affiliate — (581 ) — — (581 ) Net cash used in investing activities (1,018,642 ) (238,733 ) (10,854 ) — (1,268,229 ) FINANCING ACTIVITIES: Proceeds from issuance of long-term debt 600,000 246,000 — — 846,000 Borrowings under Revolving Credit Facility 315,358 — — — 315,358 Payments under Revolving Credit Facility (70,358 ) — — — (70,358 ) Net proceeds from (payments to) related parties 285,026 (290,312 ) 5,286 — — Debt issuance costs (25,758 ) — — — (25,758 ) Taxes paid related to net share settlement of equity awards (11,708 ) — — — (11,708 ) Proceeds from exercise of stock options 154 — — — 154 Purchase of treasury stock (9,131 ) — — — (9,131 ) Payments on other long-term payables (92 ) (278 ) (296 ) — (666 ) Net cash provided by (used in) financing activities 1,083,491 (44,590 ) 4,990 — 1,043,891 Increase in cash, cash equivalents and restricted cash (987 ) 104,253 (4,324 ) — 98,942 Cash, cash equivalents and restricted cash, beginning of period 13,831 118,419 15,499 — 147,749 Cash, cash equivalents and restricted cash, end of period $ 12,844 $ 222,672 $ 11,175 $ — $ 246,691 RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: Cash and cash equivalents $ 12,127 $ 208,697 9,928 $ — $ 230,752 Restricted cash 717 7,920 247 — 8,884 Restricted and escrow cash included in other noncurrent assets — 6,055 1,000 — 7,055 Total cash, cash equivalents and restricted cash $ 12,844 $ 222,672 $ 11,175 $ — $ 246,691 The consolidating condensed statement of cash flows for the year ended December 31, 2017 is as follows: Statement of Cash Flows Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated (in thousands) Net cash (used in) provided by operating activities $ (44,737 ) $ 170,553 $ 4,070 $ — $ 129,886 INVESTING ACTIVITIES: Purchase of property and equipment, net (11,073 ) (70,449 ) (1,639 ) — (83,161 ) Proceeds from sale of property and equipment — 135 — — 135 Net cash (used in) provided by business combinations (1,355,370 ) 37,103 5,216 — (1,313,051 ) Investments in and advances to unconsolidated affiliate — (604 ) — — (604 ) Net cash used in investing activities (1,366,443 ) (33,815 ) 3,577 — (1,396,681 ) FINANCING ACTIVITIES: Proceeds from issuance of long-term debt 2,325,000 — — — 2,325,000 Borrowings under Revolving Credit Facility 207,953 — — — 207,953 Payments under long-term debt (911,875 ) — — — (911,875 ) Payments under Revolving Credit Facility (236,953 ) — — — (236,953 ) Net proceeds from (payments to) related parties 72,011 (79,634 ) 7,623 — — Debt premium proceeds 27,500 — — 27,500 Payments on other long-term payables (43 ) (318 ) (172 ) — (533 ) Debt issuance costs (51,526 ) — — — (51,526 ) Taxes paid related to net share settlement of equity awards (11,365 ) — — — (11,365 ) Proceeds from exercise of stock options 2,900 — — — 2,900 Net cash provided by (used in) financing activities 1,423,602 (79,952 ) 7,451 — 1,351,101 Increase in cash, cash equivalents and restricted cash 12,422 56,786 15,098 — 84,306 Cash, cash equivalents and restricted cash, beginning of period 1,409 61,633 401 — 63,443 Cash, cash equivalents and restricted cash, end of period $ 13,831 $ 118,419 $ 15,499 $ — $ 147,749 RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: Cash and cash equivalents $ 13,202 $ 114,925 $ 6,469 $ — $ 134,596 Restricted cash 629 2,495 143 — 3,267 Restricted cash included in other noncurrent assets — 999 8,887 — 9,886 Total cash, cash equivalents and restricted cash $ 13,831 $ 118,419 $ 15,499 $ — $ 147,749 The consolidating condensed statement of cash flows for the year ended December 31, 2016 is as follows: Statement of Cash Flows Eldorado Resorts, Inc. (Parent Obligor) Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating and Eliminating Entries Eldorado Resorts, Inc. Consolidated Net cash (used in) provided by operating activities $ (16,337 ) $ 111,608 $ 101 $ — $ 95,372 INVESTING ACTIVITIES: Purchase of property and equipment, net 133 (43,305 ) (1 ) — (43,173 ) Proceeds from sale of property and equipment — 1,560 — — 1,560 Net cash used in business combinations — (194 ) — — (194 ) Net cash used in by investing activities 133 (41,939 ) (1 ) — (41,807 ) FINANCING ACTIVITIES: Payments under long-term debt (4,250 ) — — — (4,250 ) Borrowings under Revolving Credit Facility 73,000 — — — 73,000 Payments under Revolving Credit Facility (137,500 ) — — — (137,500 ) Principal payments on capital leases (4,288 ) — — — (4,288 ) Net proceeds from (payments to) related parties 90,353 (90,486 ) 133 — — Taxes paid related to net share settlement of equity awards (744 ) — — — (744 ) Proceeds from exercise of stock options 385 — — — 385 Payments on other long-term payables — (274 ) — — (274 ) Net cash provided by (used in) financing activities 16,956 (90,760 ) 133 — (73,671 ) Increase in cash, cash equivalents and restricted cash 752 (21,091 ) 233 — (20,106 ) Cash, cash equivalents and restricted cash, beginning of period 657 82,724 168 — 83,549 Cash, cash equivalents and restricted cash, end of period $ 1,409 $ 61,633 $ 401 $ — $ 63,443 |
Quarterly Data (Unaudited) (Tab
Quarterly Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Quarterly Data (Unaudited) | Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2018: Net revenues 440,192 456,802 487,253 671,760 Operating expenses 382,659 376,439 396,220 573,696 Operating income 54,194 77,414 91,769 86,726 Net income (loss) $ 20,855 $ 36,796 $ 37,704 $ (120 ) Basic net income (loss) per common share $ 0.27 $ 0.48 $ 0.49 $ 0.00 Diluted net income (loss) per common share $ 0.27 $ 0.47 $ 0.48 $ 0.00 Weighted average shares outstanding—basic 77,353,730 77,458,584 77,522,664 77,503,732 Weighted average shares outstanding—diluted (1) 78,080,049 78,258,629 78,283,588 77,503,732 (1) Excluded from “Weighted average shares outstanding-diluted” are 100,091 stock options and 905,420 RSUs for the three months ended December 31, 2018 as the inclusion of these shares would have an anti-dilutive effect. Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2017: Net revenues 202,393 $ 375,626 $ 472,878 $ 429,901 Operating expenses 186,561 320,480 389,273 416,211 Operating income (loss) 14,028 (30,467 ) 81,493 29,756 Net income (loss) $ 945 $ (46,190 ) $ 29,687 $ 88,938 Basic net income (loss) per common share $ 0.02 $ (0.68 ) $ 0.39 $ 1.16 Diluted net income (loss) per common share $ 0.02 $ (0.68 ) $ 0.38 $ 1.14 Weighted average shares outstanding—basic 47,120,751 67,453,095 76,902,070 76,961,015 Weighted average shares outstanding—diluted 48,081,281 67,453,095 77,959,689 77,998,742 (2) Excluded from ““Weighted average shares outstanding-diluted” are 78,435 stock options and 937,661 RSUs for the three months ended June 30, 2017 as the inclusion of these shares would have an anti-dilutive effect Quarter Ended March 31, June 30, September 30, December 31, (Dollars in thousands, except per share amounts) 2016: Net revenues 215,583 $ 233,493 $ 243,049 $ 208,340 Operating expenses 196,855 203,016 210,584 191,290 Operating income 18,281 29,585 27,739 13,095 Net income $ 3,379 $ 10,737 $ 9,450 $ 961 Basic net income per common share $ 0.07 $ 0.23 $ 0.20 $ 0.02 Diluted net income per common share $ 0.07 $ 0.22 $ 0.20 $ 0.02 Weighted average shares outstanding—basic 46,933,094 47,071,608 47,193,120 47,105,744 Weighted average shares outstanding—diluted 47,534,761 47,721,075 47,834,644 47,849,554 |
Organization and Basis of Pre_2
Organization and Basis of Presentation - Additional information (Details) | 12 Months Ended | ||||
Dec. 31, 2018FacilityStatepropertyGameHotelroomMachineTerminala | Oct. 01, 2018property | May 01, 2017property | Nov. 24, 2015 | Sep. 30, 2014Facility | |
Organization and Basis of Presentation | |||||
Number of gaming facilities | Facility | 28 | ||||
Number of states gaming facilities are located | State | 13 | ||||
Number of slot machines and video lottery terminals | property | 30,000 | ||||
Number of table games | Game | 800 | ||||
Number of room in hotel | Hotel | 12,600 | ||||
Eldorado Reno | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 36 | ||||
Number of room in hotel | 814 | ||||
Number of slot machines | Machine | 1,117 | ||||
Silver Legacy | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 48 | ||||
Number of slot machines | Machine | 1,119 | ||||
Number of rooms in themed hotel | 1,685 | ||||
Number of table poker room | 13 | ||||
Eldorado Shreveport | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 52 | ||||
Number of slot machines | Machine | 1,388 | ||||
Number of table poker room | 8 | ||||
Number of rooms in suite art deco-style hotel | 403 | ||||
Mountaineer | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 36 | ||||
Number of room in hotel | 357 | ||||
Number of slot machines | Machine | 1,486 | ||||
Number of table poker room | 10 | ||||
Presque Isle Downs | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 32 | ||||
Number of slot machines | Machine | 1,596 | ||||
Number of table poker room | 7 | ||||
Scioto Downs | |||||
Organization and Basis of Presentation | |||||
Number of room in hotel | 118 | ||||
Number of video lottery terminals | Terminal | 2,238 | ||||
MTR Gaming Group, Inc | |||||
Organization and Basis of Presentation | |||||
Number of gaming and racing facilities acuired | Facility | 3 | ||||
Isle of Capri | |||||
Organization and Basis of Presentation | |||||
Acquisition date | May 1, 2017 | ||||
Number of properties added to portfolio | property | 13 | ||||
Elgin Acquisition | |||||
Organization and Basis of Presentation | |||||
Acquisition date | Aug. 7, 2018 | ||||
Tropicana Entertainment Inc | |||||
Organization and Basis of Presentation | |||||
Acquisition date | Oct. 1, 2018 | ||||
Number of properties added to portfolio | property | 7 | ||||
Circus Reno | |||||
Organization and Basis of Presentation | |||||
Number of room in hotel | 1,571 | ||||
Number of slot machines | Machine | 722 | ||||
Silver Legacy Joint Venture | |||||
Organization and Basis of Presentation | |||||
Ownership interest | 50.00% | 50.00% | |||
Isle Casino Hotel | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 28 | ||||
Number of room in hotel | 238 | ||||
Number of slot machines | Machine | 966 | ||||
Number of table poker room | 10 | ||||
Number of acre owned | a | 10 | ||||
Lady Luck Casino | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 7 | ||||
Number of room in hotel | 164 | ||||
Number of slot machines | Machine | 442 | ||||
Isle Casino Racing Pompano | |||||
Organization and Basis of Presentation | |||||
Number of slot machines | Machine | 1,596 | ||||
Number of table poker room | 39 | ||||
Number of acre owned | a | 223 | ||||
Isle Casino Bettendorf | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 15 | ||||
Number of room in hotel | 509 | ||||
Number of slot machines | Machine | 969 | ||||
Number of towers in hotel | 2 | ||||
Isle Casino Waterloo | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 23 | ||||
Number of room in hotel | 194 | ||||
Number of slot machines | Machine | 939 | ||||
Isle of Capri Casino Hotel Lake Charles | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 34 | ||||
Number of room in hotel | 493 | ||||
Number of slot machines | Machine | 1,164 | ||||
Number of table poker room | 11 | ||||
Number of acre owned | a | 19 | ||||
Number of hotels | Hotel | 2 | ||||
Isle of Capri Casino Lula | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 25 | ||||
Number of room in hotel | 486 | ||||
Number of slot machines | Machine | 862 | ||||
Number of hotels | Hotel | 2 | ||||
Lady Luck Casino Vicksburg | |||||
Organization and Basis of Presentation | |||||
Number of room in hotel | 89 | ||||
Number of slot machines | Machine | 607 | ||||
Isle of Capri Casino Boonville | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 20 | ||||
Number of room in hotel | 140 | ||||
Number of slot machines | Machine | 881 | ||||
Isle Casino Cape Girardeau | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 20 | ||||
Number of slot machines | Machine | 863 | ||||
Number of table poker room | 4 | ||||
Lady Luck Casino Caruthersville | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 9 | ||||
Number of slot machines | Machine | 507 | ||||
Isle of Capri Casino Kansas City | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 13 | ||||
Number of slot machines | Machine | 938 | ||||
Lady Luck Casino Nemacolin | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 28 | ||||
Number of slot machines | Machine | 600 | ||||
Number of acre owned | a | 2,000 | ||||
Tropicana Casino and Resort - Atlanctic City | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 107 | ||||
Number of room in hotel | 2,366 | ||||
Number of slot machines | Machine | 2,464 | ||||
Number of table poker room | 18 | ||||
Number of acre owned | a | 15 | ||||
Tropicana Evansville | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 33 | ||||
Number of room in hotel | 338 | ||||
Number of slot machines | Machine | 1,128 | ||||
Number of table poker room | 8 | ||||
Number of hotels | Hotel | 2 | ||||
Lumiere Place Casino | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 48 | ||||
Number of room in hotel | 494 | ||||
Number of slot machines | Machine | 1,401 | ||||
Number of table poker room | 10 | ||||
Number of acre owned | a | 20 | ||||
Tropicana Laughlin | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 20 | ||||
Number of room in hotel | 1,487 | ||||
Number of slot machines | Machine | 895 | ||||
Mont Bleu Casino Resort & Spa | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 17 | ||||
Number of room in hotel | 438 | ||||
Number of slot machines | Machine | 474 | ||||
Number of acre owned | a | 21 | ||||
Trop Casino Greenville | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 10 | ||||
Number of room in hotel | 40 | ||||
Number of slot machines | Machine | 590 | ||||
Belle of Baton Rough | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 14 | ||||
Number of room in hotel | 288 | ||||
Number of slot machines | Machine | 773 | ||||
Number of acre owned | a | 23 | ||||
Grand Victoria Casino Elgin | |||||
Organization and Basis of Presentation | |||||
Number of table games | Game | 30 | ||||
Number of slot machines | Machine | 1,088 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Nov. 24, 2015 | |
Restricted Cash | ||||||||||||||||
Loss related to change in fair value | $ 43,000 | |||||||||||||||
Property and Equipment | ||||||||||||||||
Impairment charge of assets being held and used | 0 | $ 0 | $ 0 | |||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||||
Impairment charge | 0 | 0 | 0 | |||||||||||||
Goodwill and Intangible Asset Impairment | ||||||||||||||||
Impairment charges related to goodwill | 9,815,000 | 34,916,000 | ||||||||||||||
Impairment charges related to trade names | 3,100,000 | |||||||||||||||
Impairment of goodwill and indefinite-lived intangible assets | 0 | 0 | ||||||||||||||
Impairment charges | 13,602,000 | 38,016,000 | ||||||||||||||
Impairment charges | 0 | 0 | 0 | |||||||||||||
Impairment of non operating real property | 0 | 0 | 0 | |||||||||||||
Disaggregation of Revenue | ||||||||||||||||
Net revenues | $ 671,760,000 | $ 487,253,000 | $ 456,802,000 | $ 440,192,000 | $ 429,901,000 | $ 472,878,000 | $ 375,626,000 | $ 202,393,000 | $ 208,340,000 | $ 243,049,000 | $ 233,493,000 | $ 215,583,000 | 2,056,007,000 | 1,480,798,000 | 900,465,000 | |
Advertising | ||||||||||||||||
Advertising Costs | 33,900,000 | 33,000,000 | 15,500,000 | |||||||||||||
Adoption of ASC Topic 606 | ||||||||||||||||
Advertising | ||||||||||||||||
Cumulative effect on retained earnings, before tax | 4,700,000 | |||||||||||||||
Cumulative effect on retained earnings, net of tax | 3,500,000 | |||||||||||||||
Complimentaries and Loyalty Point Redemptions | ||||||||||||||||
Disaggregation of Revenue | ||||||||||||||||
Net revenues | $ 210,800,000 | 172,400,000 | 112,800,000 | |||||||||||||
Silver Legacy Joint Venture | ||||||||||||||||
Investment in Unconsolidated Affiliates | ||||||||||||||||
Ownership interest | 50.00% | 50.00% | 50.00% | |||||||||||||
Nemacolin | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||||||||||||||
Property and Equipment | ||||||||||||||||
Impairment charge of net assets being sold | $ 3,800,000 | 0 | $ 0 | |||||||||||||
Churchill Downs Incorporated | Vicksburg's | ||||||||||||||||
Goodwill and Intangible Asset Impairment | ||||||||||||||||
Impairment charges | 9,800,000 | |||||||||||||||
Accounts Receivable | ||||||||||||||||
Accounts Receivable and Credit Risk | ||||||||||||||||
Concentration Risk, Credit Risk, Financial Instruments | $ 0 | $ 0 | ||||||||||||||
Maximum | ||||||||||||||||
Loyalty Program | ||||||||||||||||
Loyalty program liability redemption period | 1 year |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Property, Plant and Equipment, Estimated Useful Life (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Buildings and Improvements | Minimum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Buildings and Improvements | Maximum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, useful life | 40 years |
Land Improvements | Minimum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Land Improvements | Maximum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, useful life | 20 years |
Furniture, Fixtures and Equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Furniture, Fixtures and Equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, useful life | 20 years |
Riverboats | Minimum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Riverboats | Maximum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, useful life | 25 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Net Revenues Disaggregated Type of Revenue and Reportable Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | $ 671,760 | $ 487,253 | $ 456,802 | $ 440,192 | $ 429,901 | $ 472,878 | $ 375,626 | $ 202,393 | $ 208,340 | $ 243,049 | $ 233,493 | $ 215,583 | $ 2,056,007 | $ 1,480,798 | $ 900,465 |
Casino | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 1,534,954 | 1,085,014 | 591,471 | ||||||||||||
Pari-mutuel Commissions | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 18,437 | 14,013 | 8,544 | ||||||||||||
Food and Beverage | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 247,332 | 198,246 | 155,217 | ||||||||||||
Hotel | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 183,798 | 133,338 | 100,462 | ||||||||||||
Other | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 71,486 | 50,187 | 44,771 | ||||||||||||
Corporate | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 529 | 506 | |||||||||||||
Corporate | Other | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 529 | 506 | |||||||||||||
West Segment | Operating Segment | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 483,532 | 410,319 | 327,541 | ||||||||||||
West Segment | Operating Segment | Casino | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 230,571 | 186,779 | 121,623 | ||||||||||||
West Segment | Operating Segment | Food and Beverage | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 109,038 | 102,244 | 96,708 | ||||||||||||
West Segment | Operating Segment | Hotel | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 108,327 | 91,811 | 79,880 | ||||||||||||
West Segment | Operating Segment | Other | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 35,596 | 29,485 | 29,330 | ||||||||||||
Midwest Segment | Operating Segment | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 397,008 | 268,879 | |||||||||||||
Midwest Segment | Operating Segment | Casino | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 345,499 | 231,366 | |||||||||||||
Midwest Segment | Operating Segment | Food and Beverage | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 27,364 | 20,452 | |||||||||||||
Midwest Segment | Operating Segment | Hotel | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 16,365 | 12,177 | |||||||||||||
Midwest Segment | Operating Segment | Other | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 7,780 | 4,884 | |||||||||||||
South Segment | Operating Segment | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 461,181 | 338,259 | 133,557 | ||||||||||||
South Segment | Operating Segment | Casino | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 365,365 | 262,937 | 92,108 | ||||||||||||
South Segment | Operating Segment | Pari-mutuel Commissions | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 10,383 | 5,743 | |||||||||||||
South Segment | Operating Segment | Food and Beverage | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 52,924 | 42,114 | 26,133 | ||||||||||||
South Segment | Operating Segment | Hotel | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 24,792 | 21,459 | 12,246 | ||||||||||||
South Segment | Operating Segment | Other | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 7,717 | 6,006 | 3,070 | ||||||||||||
East Segment | Operating Segment | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 571,272 | 462,835 | 439,367 | ||||||||||||
East Segment | Operating Segment | Casino | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 476,993 | 403,932 | 377,740 | ||||||||||||
East Segment | Operating Segment | Pari-mutuel Commissions | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 8,054 | 8,270 | 8,544 | ||||||||||||
East Segment | Operating Segment | Food and Beverage | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 43,167 | 33,436 | 32,376 | ||||||||||||
East Segment | Operating Segment | Hotel | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 26,694 | 7,891 | 8,336 | ||||||||||||
East Segment | Operating Segment | Other | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 16,364 | $ 9,306 | $ 12,371 | ||||||||||||
Central Segment | Operating Segment | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 142,485 | ||||||||||||||
Central Segment | Operating Segment | Casino | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 116,526 | ||||||||||||||
Central Segment | Operating Segment | Food and Beverage | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 14,839 | ||||||||||||||
Central Segment | Operating Segment | Hotel | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | 7,620 | ||||||||||||||
Central Segment | Operating Segment | Other | |||||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||||
Net revenues | $ 3,500 |
Acquisitions, Purchase Price _3
Acquisitions, Purchase Price Accounting and Pro forma Information - Tropicana Acquisition - Additional Information (Details) - USD ($) $ in Thousands | Oct. 01, 2018 | Dec. 31, 2018 | Dec. 31, 2018 | Sep. 20, 2018 | Apr. 15, 2018 |
6% Senior Notes due 2026 | |||||
Business Acquisition [Line Items] | |||||
Proceeds from issuance of senior notes | $ 600,000 | ||||
Interest rate (as a percent) | 6.00% | 6.00% | 6.00% | 6.00% | |
Senior notes, maturity year | 2,026 | 2,026 | |||
Tropicana Entertainment Inc | |||||
Business Acquisition [Line Items] | |||||
Acquisition agreement date | Apr. 15, 2018 | ||||
Acquisition date | Oct. 1, 2018 | ||||
Business acquisition, consideration payable | $ 927,333 | $ 927,333 | $ 1,900,000 | ||
Cash consideration paid | $ 640,000 | ||||
Purchase price of real property | 927,300 | ||||
Business acquisition, transaction costs | 18,300 | ||||
Business acquisition, accrued costs and expenses | 500 | $ 500 | |||
Purchase consideration | 927,333 | ||||
Net revenues generated from the acquisition date | 205,100 | ||||
Net income (loss) generated from the acquisition date | $ (8,700) | ||||
Tropicana Entertainment Inc | Player Loyalty Programs | |||||
Business Acquisition [Line Items] | |||||
Estimated useful life | 3 years | ||||
Tropicana Entertainment Inc | Tropicana Aruba Resort, Casino and GLPI | |||||
Business Acquisition [Line Items] | |||||
Cash consideration paid | 964,000 | ||||
Tropicana Entertainment Inc | GLPI | |||||
Business Acquisition [Line Items] | |||||
Loan amount to fund real property | 246,000 | ||||
Fair value of real estate | $ 957,300 |
Acquisitions, Purchase Price _4
Acquisitions, Purchase Price Accounting and Pro forma Information - Schedule of Purchase Consideration Calculation (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 01, 2018 | Aug. 07, 2018 | May 01, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | |||||
Shares of ERI common stock issued for Isle common stock, shares | 77,438,889 | 76,825,966 | |||
Tropicana Entertainment Inc | |||||
Business Acquisition [Line Items] | |||||
Cash consideration paid | $ 640,000 | ||||
Lumière Loan | 246,000 | ||||
Cash paid to retire long term debt | 35,000 | ||||
ERI portion of taxes due | 6,333 | ||||
Purchase consideration | $ 927,333 | ||||
Elgin Acquisition | |||||
Business Acquisition [Line Items] | |||||
Cash consideration paid | $ 327,500 | ||||
Working capital and other adjustments | 1,304 | ||||
Purchase consideration | $ 328,804 | ||||
Isle of Capri | |||||
Business Acquisition [Line Items] | |||||
Cash consideration paid | $ 552,050 | ||||
Shares of ERI common stock issued for Isle common stock, shares | 28,468,182 | ||||
Shares of ERI common stock issued for Isle common stock, per share | $ 19.12 | ||||
Shares of ERI common stock issued for Isle common stock | $ 544,312 | ||||
Cash paid to retire long term debt | 828,000 | ||||
Shares of ERI common stock for Isle equity awards | 10,383 | ||||
Purchase consideration | $ 1,934,745 |
Acquisitions, Purchase Price _5
Acquisitions, Purchase Price Accounting and Pro forma Information - Summary of Purchase Consideration to Identifiable Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Apr. 15, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 1,008,316 | $ 747,106 | $ 66,826 | |
Tropicana Entertainment Inc | ||||
Business Acquisition [Line Items] | ||||
Current and other assets | 183,292 | |||
Property and equipment | 432,758 | |||
Property subject to the financing obligation | 957,300 | |||
Goodwill | 220,482 | |||
Intangible assets | 247,976 | |||
Other noncurrent assets | 38,276 | |||
Total assets | 2,080,084 | |||
Current liabilities | (168,856) | |||
Financing obligation | (957,300) | |||
Noncurrent liabilities | (26,595) | |||
Total liabilities | (1,152,751) | |||
Net assets acquired | 927,333 | $ 1,900,000 | ||
Elgin Acquisition | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 25,349 | |||
Property and equipment | 60,792 | |||
Goodwill | 59,774 | |||
Intangible assets | 205,296 | |||
Other noncurrent assets | 915 | |||
Total assets | 352,126 | |||
Current liabilities | (21,572) | |||
Noncurrent liabilities | (1,750) | |||
Total liabilities | (23,322) | |||
Net assets acquired | 328,804 | |||
Isle of Capri | ||||
Business Acquisition [Line Items] | ||||
Current and other assets | 135,925 | |||
Property and equipment | 908,816 | |||
Goodwill | 709,087 | |||
Intangible assets | 517,470 | |||
Other noncurrent assets | 15,082 | |||
Total assets | 2,286,380 | |||
Current liabilities | (144,306) | |||
Deferred income taxes | (189,952) | |||
Other noncurrent liabilities | (17,377) | |||
Total liabilities | (351,635) | |||
Net assets acquired | $ 1,934,745 |
Acquisitions, Purchase Price _6
Acquisitions, Purchase Price Accounting and Pro forma Information - Summary of Purchase Consideration to Identifiable Assets Acquired and Liabilities Assumed (Parenthetical) (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Tropicana Entertainment Inc | |
Business Acquisition [Line Items] | |
Intangible asset acuired | $ 247,976 |
Tropicana Entertainment Inc | Player Loyalty Programs | |
Business Acquisition [Line Items] | |
Intangible asset acuired | 55,900 |
Tropicana Entertainment Inc | Gaming licenses | |
Business Acquisition [Line Items] | |
Intangible asset acuired | 124,900 |
Tropicana Entertainment Inc | Trade Names | |
Business Acquisition [Line Items] | |
Intangible asset acuired | 67,100 |
Elgin Acquisition | |
Business Acquisition [Line Items] | |
Intangible asset acuired | 205,296 |
Elgin Acquisition | Player Loyalty Programs | |
Business Acquisition [Line Items] | |
Intangible asset acuired | 28,800 |
Elgin Acquisition | Gaming licenses | |
Business Acquisition [Line Items] | |
Intangible asset acuired | 163,900 |
Elgin Acquisition | Trade Names | |
Business Acquisition [Line Items] | |
Intangible asset acuired | 12,600 |
Isle of Capri | |
Business Acquisition [Line Items] | |
Intangible asset acuired | 517,470 |
Isle of Capri | Player Loyalty Programs | |
Business Acquisition [Line Items] | |
Intangible asset acuired | 14,100 |
Isle of Capri | Trade Names | |
Business Acquisition [Line Items] | |
Intangible asset acuired | 108,300 |
Isle of Capri | Gaming Licenses | |
Business Acquisition [Line Items] | |
Intangible asset acuired | $ 395,100 |
Acquisitions, Purchase Price _7
Acquisitions, Purchase Price Accounting and Pro forma Information - Elgin - Additional Information (Details) - Elgin Acquisition - USD ($) $ in Thousands | Aug. 07, 2018 | Dec. 31, 2018 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Acquisition date | Aug. 7, 2018 | ||
Purchase consideration | $ 328,804 | ||
Percentage of partnership interest | 100.00% | ||
Net revenues generated from the acquisition date | $ 63,000 | ||
Net income (loss) generated from the acquisition date | $ 7,600 | ||
Player Loyalty Programs | |||
Business Acquisition [Line Items] | |||
Estimated useful life | 4 years |
Acquisitions, Purchase Price _8
Acquisitions, Purchase Price Accounting and Pro forma Information - Schedule of Purchase Consideration Calculation (Parenthetical) (Details) - Isle of Capri - USD ($) $ / shares in Units, $ in Millions | May 01, 2017 | Apr. 28, 2017 |
Business Acquisition [Line Items] | ||
Cash paid for premiums and interest on Isle's long term debt | $ 26.6 | |
Merger Agreement | ||
Business Acquisition [Line Items] | ||
Cash consideration paid as percent of outstanding shares | 58.00% | |
Equity consideration paid as percent of outstanding shares | 42.00% | |
Right to receive per share | $ 23 | |
Stock election exchange rate (as a percent) | 42.00% | |
Stock consideration (per share) | $ 19.12 | |
Merger Agreement | Converted to a Right to Receive 1.638 Share of ERI Stock | ||
Business Acquisition [Line Items] | ||
Number of shares granted on conversion (per share) | 1.638 |
Acquisitions, Purchase Price _9
Acquisitions, Purchase Price Accounting and Pro forma Information - Isle - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 8 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | |
Business Acquisition [Line Items] | |||
Goodwill adjustment | $ (6,109) | ||
Isle of Capri | |||
Business Acquisition [Line Items] | |||
Goodwill adjustment | $ 6,100 | ||
Net revenues generated from the acquisition date | $ 600,100 | ||
Net income (loss) generated from the acquisition date | $ 102,500 | ||
Isle of Capri | Player Loyalty Programs | |||
Business Acquisition [Line Items] | |||
Estimated useful life | 3 years |
Acquisitions, Purchase Price_10
Acquisitions, Purchase Price Accounting and Pro forma Information - Unaudited Pro Forma Information - (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Tropicana Entertainment Inc | ||
Business Acquisition [Line Items] | ||
Net operating revenues | $ 2,735,760 | $ 2,361,372 |
Net income | 92,556 | 16,651 |
Elgin Acquisition | ||
Business Acquisition [Line Items] | ||
Net operating revenues | 2,152,948 | 1,644,907 |
Net income | $ 105,689 | 79,158 |
Isle of Capri | ||
Business Acquisition [Line Items] | ||
Net operating revenues | 1,810,815 | |
Net income | $ 173,027 |
Accounts Receivable - Schedule
Accounts Receivable - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Receivables [Abstract] | ||
Accounts receivable | $ 63,843 | $ 47,017 |
Allowance for doubtful accounts | (3,674) | (1,220) |
Total | $ 60,169 | $ 45,797 |
Accounts Receivable - Additiona
Accounts Receivable - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Receivables [Abstract] | ||
Bad debt expense | $ 1.6 | $ 0.5 |
Assets Held for Sale - Addition
Assets Held for Sale - Additional information (Details) - USD ($) | Jul. 06, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Aug. 10, 2018 | Feb. 28, 2018 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Impairment charges | $ 13,602,000 | $ 38,016,000 | ||||
Disposal Group, Held-for-sale, Not Discontinued Operations | Churchill Downs Incorporated | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Termination fee | $ 5,000,000 | |||||
Disposal Group, Held-for-sale, Not Discontinued Operations | Nemacolin | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Cash consideration on sale of assets and liabilities | $ 100,000 | |||||
Impairment charge of net assets being sold | 3,800,000 | $ 0 | $ 0 | |||
Vicksburg's | Churchill Downs Incorporated | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Impairment charges | $ 9,800,000 | |||||
Presque Isle Downs | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Cash consideration on sale of assets and liabilities | $ 178,900,000 | |||||
Vicksburg | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Cash consideration on sale of assets and liabilities | $ 50,600,000 |
Assets Held for Sale - Schedule
Assets Held for Sale - Schedule of Assets and Liabilities Held for Sale, Accounted Carrying Value Lower than Fair Value (Details) $ in Thousands | Dec. 31, 2018USD ($) |
ASSETS | |
Assets held for sale | $ 155,771 |
Liabilities: | |
Liabilities related to assets held for sale | 10,691 |
Disposal Group, Held-for-sale, Not Discontinued Operations | |
ASSETS | |
Accounts receivable, net | 2,480 |
Inventories | 1,686 |
Prepaid expenses and other | 1,143 |
Property and equipment, net | 71,918 |
Goodwill | 3,122 |
Other intangibles, net | 75,422 |
Assets held for sale | 155,771 |
Liabilities: | |
Accounts payable | 830 |
Accrued payroll and related | 1,434 |
Accrued property and other taxes | 623 |
Accrued other liabilities | 5,287 |
Other long-term liabilities | 105 |
Long term obligation | 2,412 |
Liabilities related to assets held for sale | 10,691 |
Nemacolin | Disposal Group, Held-for-sale, Not Discontinued Operations | |
ASSETS | |
Accounts receivable, net | 272 |
Inventories | 79 |
Prepaid expenses and other | 370 |
Property and equipment, net | 1,784 |
Assets held for sale | 2,505 |
Liabilities: | |
Accounts payable | 147 |
Accrued payroll and related | 838 |
Accrued property and other taxes | 552 |
Accrued other liabilities | 1,628 |
Other long-term liabilities | 105 |
Long term obligation | 2,412 |
Liabilities related to assets held for sale | 5,682 |
Presque Isle Downs | Disposal Group, Held-for-sale, Not Discontinued Operations | |
ASSETS | |
Accounts receivable, net | 2,208 |
Inventories | 1,607 |
Prepaid expenses and other | 773 |
Property and equipment, net | 70,134 |
Goodwill | 3,122 |
Other intangibles, net | 75,422 |
Assets held for sale | 153,266 |
Liabilities: | |
Accounts payable | 683 |
Accrued payroll and related | 596 |
Accrued property and other taxes | 71 |
Accrued other liabilities | 3,659 |
Liabilities related to assets held for sale | $ 5,009 |
Assets Held for Sale - Schedu_2
Assets Held for Sale - Schedule of Information of Net Operating Revenues and Net Income (Details) - Disposal Group, Held-for-sale, Not Discontinued Operations $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Nemacolin | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |
Net operating revenues | $ 33,461 |
Net (loss) income | (3,571) |
Presque Isle Downs | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |
Net operating revenues | 139,993 |
Net (loss) income | $ 13,935 |
Investments in and Advances t_2
Investments in and Advances to Unconsolidated Affiliates - Additional Information (Details) shares in Millions | 1 Months Ended | 12 Months Ended | ||||
Jan. 31, 2019shares | Sep. 30, 2018 | Apr. 30, 2018USD ($) | Nov. 30, 2017USD ($) | Dec. 31, 2018USD ($)aroom | Dec. 31, 2017USD ($) | |
Investment in Unconsolidated Affiliates | ||||||
Investments in and advance to affiliates, subsidiaries, associates, and joint ventures | $ 1,300,000 | $ 1,500,000 | ||||
Receivable from partnership | $ 327,000 | $ 243,000 | ||||
Pompano Joint Venture | ||||||
Investment in Unconsolidated Affiliates | ||||||
Variable interest entity, ownership percentage | 50.00% | |||||
Initial cash contributions in joint venture | $ 250,000 | |||||
Pompano Joint Venture | Maximum | ||||||
Investment in Unconsolidated Affiliates | ||||||
Additional contributions cap in joint venture | 2,000,000 | |||||
Cordish | Pompano Joint Venture | ||||||
Investment in Unconsolidated Affiliates | ||||||
Initial cash contributions in joint venture | 250,000 | |||||
Additional contributions cap per member in joint venture | $ 1,000,000 | |||||
William Hill | ||||||
Investment in Unconsolidated Affiliates | ||||||
Agreement period | 25 years | |||||
William Hill | Subsequent Event | ||||||
Investment in Unconsolidated Affiliates | ||||||
Agreement effective month and year | 2019-01 | |||||
Percentage of equity stake | 20.00% | |||||
Equity stake value in ordinary shares | shares | 13.4 | |||||
Other Investors | ||||||
Investment in Unconsolidated Affiliates | ||||||
Variable interest entity, ownership percentage | 42.10% | |||||
Number of new rooms developed | room | 118 | |||||
Cash | $ 1,000,000 | |||||
Land | a | 2.4 | |||||
Cost of hotel construction | $ 16,000,000 | |||||
Contribution towards partnership for proportionate share of additional construction costs | $ 600,000 | |||||
Receivable from partnership | $ 300,000 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, net | $ 2,882,606 | $ 1,502,817 |
Non Master Lease | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 2,498,677 | 1,968,827 |
Less—Accumulated depreciation and amortization | (569,073) | (466,010) |
Property and equipment, net | 1,929,604 | 1,502,817 |
Non Master Lease | Land and Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 316,456 | 284,374 |
Non Master Lease | Building and Other Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 1,472,516 | 1,187,642 |
Non Master Lease | Riverboats | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 81,762 | 61,091 |
Non Master Lease | Furniture, Fixtures and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 586,404 | 420,399 |
Non Master Lease | Furniture, Fixtures and Equipment Held Under Capital Leases | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 193 | 870 |
Non Master Lease | Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 41,346 | $ 14,451 |
Master Lease | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 957,300 | |
Less—Accumulated depreciation and amortization | (4,298) | |
Property and equipment, net | 953,002 | |
Master Lease | Land and Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 377,150 | |
Master Lease | Building and Other Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 578,250 | |
Master Lease | Riverboats | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 1,900 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property Plant And Equipment [Line Items] | |||
Depreciation, depletion and amortization, nonproduction | $ 157,429 | $ 105,891 | $ 63,449 |
Depreciation expense including amortization expense on capital leases | $ 100,900 | $ 58,900 | |
Master Lease | |||
Property Plant And Equipment [Line Items] | |||
Depreciation expenses | 4,300 | ||
Capital Leases | |||
Property Plant And Equipment [Line Items] | |||
Depreciation, depletion and amortization, nonproduction | $ 140,300 |
Intangible Assets, Net and Ot_3
Intangible Assets, Net and Other Long Term Assets - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Goodwill | $ 1,008,316 | $ 747,106 | $ 66,826 |
Goodwill, useful life | Indefinite | ||
Intangible assets, excluding goodwill- gross | $ 1,388,716 | 1,013,944 | |
Total gaming licenses and other intangible assets, net | 1,362,006 | 996,816 | |
Trade Names | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Finite-intangible assets, excluding goodwill- gross | $ 5,100 | 6,700 | |
Finite-lived intangible asset, useful life | 3 years 6 months | ||
Accumulated amortization | $ (5,100) | (6,290) | |
Player Loyalty Program | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Finite-intangible assets, excluding goodwill- gross | 105,005 | 21,820 | |
Accumulated amortization | $ (21,610) | (10,838) | |
Player Loyalty Program | Minimum | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Finite-lived intangible asset, useful life | 3 years | ||
Player Loyalty Program | Maximum | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Finite-lived intangible asset, useful life | 4 years | ||
Gaming licenses | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Indefinite intangible assets, excluding goodwill- gross | $ 1,090,682 | 877,174 | |
Indefinite intangible assets, useful life | Indefinite | ||
Trade Names-Indefinite | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Indefinite intangible assets, excluding goodwill- gross | $ 187,929 | $ 108,250 | |
Indefinite intangible assets, useful life | Indefinite |
Intangible Assets, Net and Ot_4
Intangible Assets, Net and Other Long Term Assets - Additional Information (Details) $ in Thousands | Oct. 01, 2017Hotel | Dec. 31, 2018USD ($)a | Dec. 31, 2017USD ($) | Jan. 31, 2018USD ($) |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Number of reporting units | Hotel | 3 | |||
Impairment charges | $ 13,602 | $ 38,016 | ||
Impairment charges related to trade names | 3,100 | |||
Goodwill impairment loss | $ 9,815 | 34,916 | ||
Contractual term maturity | 40 years | |||
Area of real property leased | a | 20 | |||
Pre-payment of lease rent | $ 20,198 | |||
Isle of Capri Casino Hotel Lake Charles | ||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Impairment charges related to trade names | 1,500 | |||
Goodwill impairment loss | 11,700 | |||
Isle of Capri Casino Lula | ||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Impairment charges related to trade names | 300 | |||
Lady Luck Casino Vicksburg | ||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Impairment charges related to trade names | 1,300 | |||
Goodwill impairment loss | 23,200 | |||
Tropicana Evansville | Indiana | ||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Area of real property leased | a | 10 | |||
Pre-payment of lease rent | $ 25,000 | |||
Future lease rent payment period | 120 months | |||
Lease expiration date | Nov. 30, 2027 | |||
Churchill Downs Incorporated | Vicksburg's | ||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Impairment charges | $ 9,800 | |||
Gaming licenses | ||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Assets held for sale intangible assets | 75,400 | |||
Trade Names and Loyalty Program | ||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Amortization expense | 12,700 | $ 5,100 | ||
2,019 | 30,600 | |||
2,020 | 27,400 | |||
2,021 | 21,200 | |||
2,022 | 4,200 | |||
Trade Names | ||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||||
Assets held for sale intangible assets | $ 1,600 |
Intangible Assets, Net and Ot_5
Intangible Assets, Net and Other Long Term Assets - Schedule of Changes to Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Roll Forward] | |||
Beginning Balance | $ 747,106 | $ 66,826 | |
Acquisitions | 280,256 | 715,196 | |
Finalization of purchase price accounting | (6,109) | ||
Assets Held for Sale | (3,122) | ||
Impairments | (9,815) | (34,916) | |
Ending Balance | 1,008,316 | 747,106 | |
Goodwill, gross | 1,053,047 | 782,022 | $ 66,826 |
Accumulated Impairment | $ (44,731) | $ (34,916) |
Intangible Assets, Net and Ot_6
Intangible Assets, Net and Other Long Term Assets - Schedule of Other Assets, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Unamortized debt issuance costs - Revolving Credit Facility | $ 9,533 | $ 8,616 |
Non-operating real property | 17,880 | 18,069 |
Long-term prepaid rent | 20,198 | |
Restricted cash and investments | 15,064 | 9,886 |
Other | 15,969 | 12,130 |
Total other assets, net | 85,338 | $ 48,701 |
CRDA | ||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
CRDA bonds and deposits | $ 6,694 |
Accrued Other Liabilities - Sch
Accrued Other Liabilities - Schedule of Accrued Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Accrued general liability claims | $ 16,465 | $ 13,816 |
Unclaimed chips | 8,930 | 4,743 |
Accrued purses and track related liabilities | 1,899 | 3,256 |
Jackpot progressives and other accrued gaming liabilities | 26,383 | 18,724 |
Player loyalty program point liability | 17,639 | 11,753 |
Accrued Illinois donation liability | 8,912 | |
Accrued rent | 4,324 | 2,074 |
Other | 18,430 | 11,672 |
Total accrued other liabilities | $ 102,982 | $ 66,038 |
Accrued Other Liabilities - Add
Accrued Other Liabilities - Additional Information (Details) - USD ($) $ in Millions | 5 Months Ended | 12 Months Ended |
Dec. 31, 2018 | Dec. 31, 2018 | |
Accrued Other Liabilities [Line Items] | ||
Donation percentage of annual adjusted net operating income | 20.00% | |
Payment of donation due period | 120 days | |
Elgin Acquisition | General and Administrative Expense | ||
Accrued Other Liabilities [Line Items] | ||
Business acquisition, transaction costs | $ 3.5 |
Long-Term Financing Obligatio_2
Long-Term Financing Obligation - Additional Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended |
Dec. 31, 2018USD ($) | Dec. 31, 2018USD ($) | |
Sale Leaseback Transaction [Line Items] | ||
Residual values | $ 372,800 | $ 372,800 |
Lease term | 35 years | |
Imputed discount rate | 10.20% | |
Percentage of master lease on annual basic | 2.00% | |
Master Lease | ||
Sale Leaseback Transaction [Line Items] | ||
Lessee, Operating Lease, Term of Contract | 15 years | 15 years |
Lessee, operating lease, existence of option to extend | true | |
Lessee, operating lease, option to extend | The Master Lease provides for an initial term of fifteen years with no purchase option. At the Company’s option, the Master Lease may be extended for up to four five-year renewal terms beyond the initial 15-year term. If we elect to renew the term of the Master Lease, the renewal will be effective as to all, but not less than all, of the leased property then subject to the Master Lease. | |
Lessee, operating lease, option to terminate | The Company does not have the ability to terminate its obligations under the Master Lease prior to its expiration without GLPI’s consent. | |
Base rent | $ 13,400 | |
Master Lease | Building | ||
Sale Leaseback Transaction [Line Items] | ||
Base rent | $ 60,900 | |
Percentage of master lease on annual basic | 2.00% | |
Revenue to rent ratio as base to compute building rent for first five years | 120.00% | |
Revenue to rent ratio as base to compute building rent for thereafter | 180.00% | |
Master Lease | Land | ||
Sale Leaseback Transaction [Line Items] | ||
Base rent | $ 13,400 | |
Percentage of rent payable adjusted on actual net revenues leased properties term | 2 years | |
Master Lease | GLPI | ||
Sale Leaseback Transaction [Line Items] | ||
Expected initial annual rent expense | $ 87,600 | $ 87,600 |
Lease payments | 21,900 | |
Lease expense | $ 24,400 |
Long-Term Financing Obligatio_3
Long-Term Financing Obligation - Schedule of Future Minimum Payments Related to Master Lease Financing Obligation (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2,019 | $ 87,943 |
2,020 | 89,168 |
2,021 | 90,417 |
2,022 | 91,691 |
2,023 | 92,990 |
Thereafter | 3,506,673 |
Total future payments | 3,958,882 |
Less: Amounts representing interest at 10.2% | (3,371,847) |
Plus: Residual values | 372,800 |
Financing obligation to GLPI | $ 959,835 |
Long-Term Financing Obligatio_4
Long-Term Financing Obligation - Schedule of Future Minimum Payments Related to Master Lease Financing Obligation (Parenthetical) (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Interest rate | 10.20% |
Long-Term Debt and Other Long_3
Long-Term Debt and Other Long-Term Liabilities - Summary of Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Sep. 20, 2018 | Dec. 31, 2017 | Sep. 13, 2017 | Mar. 29, 2017 | Jul. 23, 2015 |
Long-term debt | ||||||
Less: Unamortized debt issuance costs | $ (9,533) | $ (8,616) | ||||
Long-term Debt | 3,300,780 | |||||
Capital leases | 590 | 917 | ||||
Long-term notes payable | 2,440 | 2,531 | ||||
Less: Current portion | (462) | (615) | ||||
Long-term debt, noncurrent | 3,261,273 | 2,189,578 | ||||
Term Loan | ||||||
Long-term debt | ||||||
Long-term debt, gross | 956,750 | 956,750 | ||||
Less: Unamortized discount and debt issuance costs | (18,426) | (18,748) | ||||
Long-term Debt | 938,324 | 938,002 | ||||
6% Senior Notes due 2025 | ||||||
Long-term debt | ||||||
Long-term debt, gross | 875,000 | 875,000 | $ 500,000 | $ 375,000 | ||
Plus: Unamortized debt premium | 23,491 | 26,605 | ||||
Less: Unamortized debt issuance costs | (18,405) | (20,716) | ||||
Long-term Debt | 880,086 | 880,889 | ||||
6% Senior Notes due 2026 | ||||||
Long-term debt | ||||||
Long-term debt, gross | 600,000 | $ 600,000 | ||||
Less: Unamortized discount and debt issuance costs | (19,630) | |||||
Long-term Debt | 580,370 | |||||
7% Senior Notes due 2023 | ||||||
Long-term debt | ||||||
Long-term debt, gross | 375,000 | 375,000 | $ 375,000 | |||
Less: Unamortized discount and debt issuance costs | (6,075) | (7,146) | ||||
Long-term Debt | 368,925 | $ 367,854 | ||||
Revolving Credit Facility | ||||||
Long-term debt | ||||||
Revolving Credit Facility | 245,000 | |||||
Lumière Loan | ||||||
Long-term debt | ||||||
Lumière Loan | $ 246,000 |
Long-Term Debt and Other Long_4
Long-Term Debt and Other Long-Term Liabilities - Schedule of Maturities of Principal Amount of Long-term Debt (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Debt Disclosure [Abstract] | |
2,019 | $ 462 |
2,020 | 246,235 |
2,021 | 167 |
2,022 | 173 |
2,023 | 620,138 |
Thereafter | 2,433,605 |
Long-term Debt | $ 3,300,780 |
Long-Term Debt and Other Long_5
Long-Term Debt and Other Long-Term Liabilities - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Long-term debt | ||||
Amortization of deferred financing costs, discount and debt premium | $ 5,600 | $ 6,300 | $ 3,500 | |
Loss on early retirement of debt, net | $ (162) | (38,430) | $ (155) | |
6% Senior Notes Due 2025 | ||||
Long-term debt | ||||
Loss on early retirement of debt, net | $ (11,100) | (38,400) | ||
Credit Facility | ||||
Long-term debt | ||||
Loss on early retirement of debt, net | $ (27,300) |
Long-Term Debt and Other Long_6
Long-Term Debt and Other Long-Term Liabilities - 7% Senior Notes due 2023 - Additional Information (Details) - 7% Senior Notes due 2023 - USD ($) $ in Thousands | Jul. 23, 2015 | Dec. 31, 2018 | Dec. 31, 2017 |
Long-term debt | |||
Long-term debt, gross | $ 375,000 | $ 375,000 | $ 375,000 |
Interest rate (as a percent) | 7.00% | 7.00% | |
Senior notes, maturity date | Aug. 1, 2023 | ||
Redemption period start date | Aug. 1, 2018 | ||
Percentage of issue price of principal amount | 101.00% | ||
Percentage of repurchase | 100.00% | ||
Minimum | |||
Long-term debt | |||
Notification period | 30 days | ||
Maximum | |||
Long-term debt | |||
Notification period | 60 days |
Long-Term Debt and Other Long_7
Long-Term Debt and Other Long-Term Liabilities - Schedule of Redemption Prices of Notes (Details) | 12 Months Ended |
Dec. 31, 2018 | |
7% Senior Notes due 2023 | 2018 | |
Long-term debt | |
Redemption price (as a percent) | 105.25% |
7% Senior Notes due 2023 | 2019 | |
Long-term debt | |
Redemption price (as a percent) | 103.50% |
7% Senior Notes due 2023 | 2020 | |
Long-term debt | |
Redemption price (as a percent) | 101.75% |
7% Senior Notes due 2023 | 2021 and thereafter | |
Long-term debt | |
Redemption price (as a percent) | 100.00% |
6% Senior Notes due 2025 | 2020 | |
Long-term debt | |
Redemption price (as a percent) | 104.50% |
6% Senior Notes due 2025 | 2021 | |
Long-term debt | |
Redemption price (as a percent) | 103.00% |
6% Senior Notes due 2025 | 2022 | |
Long-term debt | |
Redemption price (as a percent) | 101.50% |
6% Senior Notes due 2025 | 2023 and thereafter | |
Long-term debt | |
Redemption price (as a percent) | 100.00% |
6% Senior Notes due 2026 | 2021 | |
Long-term debt | |
Redemption price (as a percent) | 104.50% |
6% Senior Notes due 2026 | 2022 | |
Long-term debt | |
Redemption price (as a percent) | 103.00% |
6% Senior Notes due 2026 | 2023 | |
Long-term debt | |
Redemption price (as a percent) | 101.50% |
6% Senior Notes due 2026 | 2024 and thereafter | |
Long-term debt | |
Redemption price (as a percent) | 100.00% |
Long-Term Debt and Other Long_8
Long-Term Debt and Other Long-Term Liabilities - 6% Senior Notes due 2025 - Additional Information (Details) - USD ($) $ in Thousands | Sep. 13, 2017 | Mar. 29, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Apr. 17, 2017 |
Long-term debt | ||||||
Debt instrument interest rate terms | however, that in no event will LIBOR be less than zero or the base rate be less than 1.00% over the term of the Term Loan Facility or the Revolving Credit Facility. | |||||
Repayment of credit facility | $ 70,358 | $ 236,953 | $ 137,500 | |||
Payments under Term Loan | 911,875 | $ 4,250 | ||||
Notes | Prior to April 1, 2020 | ||||||
Long-term debt | ||||||
Redemption price on notes redeemed (as a percent) | 100.00% | |||||
Prior Revolving Credit Facility | ||||||
Long-term debt | ||||||
Repayment of credit facility | $ 78,000 | |||||
Term Loan | ||||||
Long-term debt | ||||||
Payments under Term Loan | 444,500 | |||||
Isle of Capri | ||||||
Long-term debt | ||||||
Acquisition date | May 1, 2017 | |||||
6% Senior Notes due 2025 | ||||||
Long-term debt | ||||||
Long-term debt, gross | $ 500,000 | $ 375,000 | $ 875,000 | $ 875,000 | ||
Interest rate (as a percent) | 6.00% | 6.00% | ||||
Senior notes, maturity date | Apr. 1, 2025 | |||||
Escrow cash | $ 1,900 | |||||
Debt instrument interest rate terms | The 6% Senior Notes will mature on April 1, 2025, with interest payable semi-annually in arrears on April 1 and October 1, commencing October 1, 2017. | |||||
Percentage of issue price of principal amount | 105.50% | |||||
6% Senior Notes due 2025 | Isle of Capri | ||||||
Long-term debt | ||||||
Acquisition date | May 1, 2017 | |||||
6% Senior Notes Due 2025 | ||||||
Long-term debt | ||||||
Interest rate (as a percent) | 6.00% | |||||
Redemption period start date | Apr. 1, 2020 | |||||
6% Senior Notes Due 2025 | Prior to April 1, 2020 | ||||||
Long-term debt | ||||||
Redemption price on notes redeemed (as a percent) | 106.00% | |||||
Percentage of issue price of principal amount | 101.00% | |||||
Percentage of repurchase | 100.00% | |||||
6% Senior Notes Due 2025 | Minimum | ||||||
Long-term debt | ||||||
Notification period | 30 days | |||||
6% Senior Notes Due 2025 | Maximum | ||||||
Long-term debt | ||||||
Notification period | 60 days | |||||
6% Senior Notes Due 2025 | Maximum | Prior to April 1, 2020 | ||||||
Long-term debt | ||||||
Redemption price (as a percent) | 35.00% |
Long-Term Debt and Other Long_9
Long-Term Debt and Other Long-Term Liabilities - 6% Senior Notes Due 2026 - Additional Information (Details) - USD ($) $ in Thousands | Oct. 01, 2018 | Sep. 20, 2018 | Dec. 31, 2018 |
Long-term debt | |||
Debt instrument interest rate terms | however, that in no event will LIBOR be less than zero or the base rate be less than 1.00% over the term of the Term Loan Facility or the Revolving Credit Facility. | ||
Notes | Prior to September 15, 2021 | |||
Long-term debt | |||
Redemption price on notes redeemed (as a percent) | 100.00% | ||
6% Senior Notes due 2026 | |||
Long-term debt | |||
Long-term debt, gross | $ 600,000 | $ 600,000 | |
Interest rate (as a percent) | 6.00% | 6.00% | 6.00% |
Senior notes, maturity year | 2,026 | 2,026 | |
Debt instrument interest rate terms | Interest on the 6% Senior Notes due 2026 will be paid semi-annually in arrears on March 15 and September 15, commencing March 15, 2019. | ||
Redemption period start date | Sep. 15, 2021 | ||
Percentage of repurchase | 100.00% | ||
6% Senior Notes due 2026 | Prior to September 15, 2021 | |||
Long-term debt | |||
Redemption price on notes redeemed (as a percent) | 106.00% | ||
Percentage of issue price of principal amount | 101.00% | ||
6% Senior Notes due 2026 | Minimum | |||
Long-term debt | |||
Notification period | 30 days | ||
6% Senior Notes due 2026 | Maximum | |||
Long-term debt | |||
Notification period | 60 days | ||
6% Senior Notes due 2026 | Maximum | Prior to September 15, 2021 | |||
Long-term debt | |||
Redemption price (as a percent) | 35.00% |
Long-Term Debt and Other Lon_10
Long-Term Debt and Other Long-Term Liabilities - Credit Facility - Additional Information (Details) - USD ($) | Sep. 13, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Oct. 01, 2018 | Apr. 17, 2017 |
Long-term debt | |||||
Debt instrument interest rate terms | however, that in no event will LIBOR be less than zero or the base rate be less than 1.00% over the term of the Term Loan Facility or the Revolving Credit Facility. | ||||
6% Senior Notes Due 2025 | |||||
Long-term debt | |||||
Interest rate (as a percent) | 6.00% | ||||
Isle Acquisition | |||||
Long-term debt | |||||
Acquisition date | May 1, 2017 | ||||
Tropicana Entertainment Inc | |||||
Long-term debt | |||||
Acquisition date | Oct. 1, 2018 | ||||
Revolving Credit Facility | |||||
Long-term debt | |||||
Credit facility | $ 300,000,000 | ||||
Amount outstanding | $ 245,000,000 | ||||
Available borrowing capacity | $ 242,300,000 | ||||
Interest rate | 4.60% | ||||
Credit facility maturity date | Apr. 17, 2022 | ||||
Commitment fee on unused portion of the credit facility | 0.50% | ||||
Credit facility extended maturity date | Oct. 1, 2023 | ||||
Revolving Credit Facility | LIBOR | Minimum | |||||
Long-term debt | |||||
Spread on variable rate (as a percent) | 1.75% | ||||
Revolving Credit Facility | LIBOR | Maximum | |||||
Long-term debt | |||||
Spread on variable rate (as a percent) | 2.50% | ||||
Revolving Credit Facility | Base rate | Minimum | |||||
Long-term debt | |||||
Spread on variable rate (as a percent) | 0.75% | ||||
Revolving Credit Facility | Base rate | Maximum | |||||
Long-term debt | |||||
Spread on variable rate (as a percent) | 1.50% | ||||
Revolving Credit Facility | Tropicana Entertainment Inc | |||||
Long-term debt | |||||
Credit facility | $ 500,000,000 | ||||
Letter of Credit | |||||
Long-term debt | |||||
Amount outstanding | $ 12,700,000 | ||||
Term Loan | |||||
Long-term debt | |||||
Credit facility | 1,450,000,000 | ||||
Escrow cash | $ 4,500,000 | ||||
Amount outstanding | $ 956,800,000 | ||||
Interest rate | 4.30% | ||||
Credit facility maturity date | Apr. 17, 2024 | ||||
Credit facility quarterly principal payments | $ 3,600,000 | ||||
Credit facility, payment terms | The Company was required to make quarterly principal payments in an amount equal to $3.6 million on the Term Loan Facility on the last day of each fiscal quarter beginning on June 30, 2017 but satisfied this requirement as a result of the principal prepayment of $444.5 million on September 13, 2017 in conjunction with the issuance of the additional 6% Senior Notes due 2025. | ||||
Credit facility principal prepayment | $ 444,500,000 | ||||
Term Loan | LIBOR | |||||
Long-term debt | |||||
Spread on variable rate (as a percent) | 2.25% | ||||
Term Loan | Base rate | |||||
Long-term debt | |||||
Spread on variable rate (as a percent) | 1.25% | ||||
New Revolving Credit Facility | |||||
Long-term debt | |||||
Maximum required leverage ratio, year one | 650.00% | ||||
Maximum required leverage ratio, year two | 600.00% | ||||
Maximum required leverage ratio, after year two | 550.00% | ||||
Minimum required interest coverage ratio, year one | 200.00% | ||||
Minimum required interest coverage ratio, year two | 250.00% | ||||
Minimum required interest coverage ratio, after year two | 275.00% |
Long-Term Debt and Other Lon_11
Long-Term Debt and Other Long-Term Liabilities - Lumiere Loan - Additional Information (Details) - USD ($) $ in Thousands | Oct. 01, 2020 | Oct. 01, 2019 | Dec. 31, 2018 | Oct. 01, 2018 |
Lumière Loan | ||||
Long-term debt | ||||
Loan amount to fund real property | $ 246,000 | |||
Tropicana Entertainment Inc | ||||
Long-term debt | ||||
Acquisition date | Oct. 1, 2018 | |||
Tropicana Entertainment Inc | Gaming and Leisure Properties | ||||
Long-term debt | ||||
Loan amount to fund real property | $ 246,000 | |||
Tropicana Entertainment Inc | Lumière Loan | Scenario Forecast | ||||
Long-term debt | ||||
Interest rate | 9.27% | 9.09% | ||
Tropicana Entertainment Inc | Lumière Loan | Minimum | ||||
Long-term debt | ||||
Loan amount to fund real property | 246,000 | |||
Tropicana Entertainment Inc | Lumière Loan | Gaming and Leisure Properties | ||||
Long-term debt | ||||
Loan amount to fund real property | $ 246,000 |
Long-Term Debt and Other Lon_12
Long-Term Debt and Other Long-Term Liabilities - Other Long-Term Liabilities - Additional Information (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Long-term debt | ||
Property and equipment, net | $ 2,882,606 | $ 1,502,817 |
Other long-term liabilities | 59,014 | 28,579 |
Lease And Management Agreements | Nemacolin Woodland Resort | ||
Long-term debt | ||
Property and equipment, net | 1,200 | 4,200 |
Other long-term liabilities | 2,400 | 4,500 |
Lease And Management Agreements | Quad-Cities Waterfront Convention Center | ||
Long-term debt | ||
Property and equipment, net | 11,700 | 11,900 |
Other long-term liabilities | $ 5,800 | $ 12,500 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Effective income tax rate | 21.00% | 35.00% | 35.00% |
Tax Cuts and Jobs Act of 2017 Accounting Complete | true | ||
Decrease in net deferred tax liabilities | $ 111,900,000 | ||
Released valuation allowances | $ 500,000 | 5,200,000 | $ 1,400,000 |
Federal jobs credit carryforwards | $ 9,000,000 | ||
Federal jobs credit carryforwards, expiration year | 2,024 | ||
Deferred tax liabilities | $ 200,010,000 | $ 162,967,000 | |
Limitation of loss carryforwards, minimum percentage for ownership change | 50.00% | ||
Percentage of shareholders holding change in ownership | 5.00% | ||
Change in ownership period by the stockholders | 3 years | ||
Operating loss carryforwards, limitations | Utilization of net operating loss, credit, and other carryforwards are subject to annual limitations due to ownership changes as provided by the Internal Revenue Code of 1986, as amended and similar state provisions. An ownership change is defined as a greater than 50% change in ownership by 5% stockholders in any threeyear period. Under Sections 382 and 383 of the Internal Revenue Code of 1986, as amended, the Company had a “change in ownership” event that limits the utilization of net operating loss, credit, and other carryforwards that were previously available to Isle and the Company to offset future taxable income. The “change in ownership” event for Isle and the Company occurred on May 1, 2017 in connection with the merger with Isle of Capri. This limitation resulted in no significant loss of federal attributes, but did result in significant loss of state attributes. The federal and state net operating loss credit and other carryforwards are stated net of limitations. | ||
Unrecognized Tax Benefits | $ 0 | ||
Elgin and Tropicana | |||
Deferred tax assets | 0 | ||
Deferred tax liabilities | 0 | ||
Federal | |||
Net operating loss carryforwards | $ 40,700,000 | ||
Net operating loss, expiration year | 2,030 | ||
State | |||
Net operating loss carryforwards | $ 361,200,000 | ||
Net operating loss, expiration year | 2,018 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current: | |||
Federal | $ 3,813 | $ (3,959) | $ (12) |
State | 2,445 | 380 | 1,173 |
Local | 304 | (627) | 739 |
Total current | 6,562 | (4,206) | 1,900 |
Deferred: | |||
Federal | 16,561 | (104,400) | 12,748 |
State | 17,574 | (186) | (1,458) |
Local | (310) | (7,977) | (89) |
Total deferred | 33,825 | (112,563) | 11,201 |
Income tax (benefit) expense | $ 40,387 | $ (116,769) | $ 13,101 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of the expected statutory federal income tax provision | |||
Federal statutory rate | 21.00% | 35.00% | 35.00% |
State and local taxes | 3.70% | 2.80% | 4.30% |
State tax rate adjustment | 8.90% | 5.70% | |
Stock compensation | (1.80%) | 0.80% | (0.90%) |
Goodwill impairment | (27.10%) | ||
Transaction expenses | (10.70%) | ||
Tax Cuts and Jobs Act | (1.60%) | 264.00% | |
Valuation allowance | (0.30%) | (2.30%) | (3.60%) |
Tax credits | (1.10%) | 3.50% | (1.80%) |
Other | 1.00% | (2.60%) | 1.80% |
Effective income tax rate | 29.80% | 269.10% | 34.80% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Loss carryforwards | $ 31,880 | $ 58,245 |
Accrued expenses | 19,306 | 10,806 |
Credit carryforwards | 8,986 | 19,838 |
Financing obligation to GLPI | 126,368 | |
Other | 9,623 | 11,336 |
Deferred tax assets | 196,163 | 100,225 |
Deferred tax liabilities: | ||
Identified intangibles | (214,756) | (203,015) |
Fixed assets | (149,491) | (28,375) |
Other | (6,560) | (5,531) |
Deferred tax liabilities | (370,807) | (236,921) |
Valuation allowance | (25,366) | (26,271) |
Net deferred tax liabilities | $ (200,010) | $ (162,967) |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) | Feb. 29, 2020USD ($) | Dec. 31, 2018USD ($)Employee | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($)Employee | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Oct. 01, 2018USD ($) |
Matching Contributions | $ 2,400,000 | $ 2,600,000 | $ 1,500,000 | ||||
Fair value of plan assets | $ 14,330,000 | 14,330,000 | $ 14,283,000 | ||||
Funded status of plan | 1,680,000 | 1,680,000 | |||||
Defined benefit plan net periodic benefit cost | 780,000 | ||||||
Scenario Forecast | |||||||
Defined benefit plan net periodic benefit cost | $ 3,100,000 | ||||||
VAPP | |||||||
Funded status of plan | $ 1,700,000 | $ 1,700,000 | |||||
Defined contribution plan per hour amount paid to regular employees | $ 1.93 | ||||||
Defined benefit plan, assumptions, description | Actuarial assumptions used to determine the benefit obligations for the VAPP include an expected rate of return on assets of 5%, discount rate of 5.0% pre-retirement and a discount rate of 3.0% post-retirement, which, as defined in the Settlement Agreement, will result in no adjustments to the plan benefit. | ||||||
VAPP | Pre Retirement | |||||||
Actuarial assumptions used to determine the benefit obligations discount rate | 5.00% | 5.00% | |||||
VAPP | Post Retirement | |||||||
Actuarial assumptions used to determine the benefit obligations discount rate | 3.00% | 3.00% | |||||
VAPP | Tropicana Atlantic City Employees Variable Annuity Pension Plan | |||||||
Number of Participants | Employee | 54 | 54 | |||||
Mountaineer | |||||||
Matching Contributions | $ 1,100,000 | 1,100,000 | 1,200,000 | ||||
Race track and simulcast wagering handles - Percent | 0.25% | ||||||
Net win from gaming operations - Percent | 1.00% | ||||||
Excess Net Terminal Income threshold | $ 160,000,000 | ||||||
Scioto Downs | |||||||
Fair value of plan assets | $ 1,000,000 | 1,000,000 | |||||
Fair value of benefit obligations | 700,000 | 700,000 | |||||
Funded status of plan | $ 300,000 | 300,000 | |||||
Cash contributions to pension plan | $ 0 | $ 0 | $ 0 |
Employee Benefit Plans - Net Pe
Employee Benefit Plans - Net Periodic Benefit Costs (Details) $ in Thousands | 3 Months Ended |
Dec. 31, 2018USD ($) | |
Defined Benefit Plan Net Periodic Benefit Cost [Abstract] | |
Service costs | $ 808 |
Interest costs | 150 |
Expected return on plan assets | (178) |
Net periodic benefit cost | $ 780 |
Employee Benefit Plans - Projec
Employee Benefit Plans - Projected Benefit Obligation, Change in Plan Assets and Funded Status (Details) $ in Thousands | 3 Months Ended |
Dec. 31, 2018USD ($) | |
Change in benefit obligations: | |
Projected benefit obligation beginning of period | $ 12,024 |
Service and interest cost during period | 958 |
Expenses during period | (29) |
Actuarial gain | (303) |
Projected benefit obligation end of period | 12,650 |
Change in plan assets: | |
Fair value of plan assets at beginning of period | 14,283 |
Return on plan assets during period | 76 |
Expenses during period | (29) |
Fair value of plan assets at end of period | 14,330 |
Funded status of plan | $ 1,680 |
Employee Benefit Plans - Future
Employee Benefit Plans - Future Estimated Expected Benefit Payments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Expected Benefit Payments | |
2,019 | $ 125 |
2,020 | 172 |
2,021 | 236 |
2,022 | 346 |
2,023 | 446 |
2024 through 2028 | 3,879 |
Total | $ 5,204 |
Stock-Based Compensation and _3
Stock-Based Compensation and Stockholder's Equity - Additional Information (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Nov. 30, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 13,084,000 | $ 6,322,000 | $ 3,341,000 | |
Reduction in income tax expense related to stock based compensation | 4,800,000 | 1,000,000 | 800,000 | |
Cash received from the exercise of stock options | 154,000 | 2,900,000 | $ 385,000 | |
Common stock acquired value | $ 9,131,000 | |||
Common Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock repurchase program, authorized amount | $ 150,000,000 | |||
Common stock shares acquired | 223,823 | |||
Common stock acquired value | $ 9,100,000 | |||
Common stock acquired average price per share | $ 40.80 | |||
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Restricted Stock Units (RSUs) | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized compensation expense | $ 18,000,000 | $ 11,100,000 | ||
Recognition period of unrecognized compensation cost | 1 year 4 months 28 days | 11 months 1 day | ||
Minimum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Performance period | 1 year | |||
Minimum | Plan 2015 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Payout range as a percent of award target | 0.00% | |||
Minimum | Performance Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting period | 1 year | |||
Maximum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Performance period | 2 years | |||
Maximum | Plan 2015 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Payout range as a percent of award target | 200.00% | |||
Maximum | Performance Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting period | 2 years |
Stock-Based Compensation and _4
Stock-Based Compensation and Stockholder's Equity - Summary of RSU Activity Including Performance Awards and Converted Isle Awards (Details) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restricted Stock Units | ||||
Outstanding at the beginning of the Period (in shares) | 1,579,499 | 982,370 | 827,383 | |
Granted (in shares) | 574,753 | 600,206 | 410,694 | |
Exchanged | 860,557 | |||
Forfeited/Cancelled | (9,885) | (11,870) | ||
Vested | (860,995) | (851,764) | (255,707) | |
Outstanding at the end of the Period (in shares) | 1,283,372 | 1,579,499 | 982,370 | 827,383 |
Weighted-Average Grant Date Fair Value | ||||
Unvested outstanding as of beginning of period | $ 12,250 | $ 6,450 | $ 4,090 | |
Granted | 33,910 | 20,910 | 10,810 | |
Exchanged | 18,940 | |||
Forfeited | 19,130 | 15,740 | ||
Vested | 9,790 | 18,370 | 5,830 | |
Unvested outstanding as of end of period | $ 23,930 | $ 12,250 | $ 6,450 | $ 4,090 |
Weighted- Average Remaining Contractual Life | ||||
Weighted- Average Remaining Contractual Life (in years) | 1 year 4 months 28 days | 11 months 1 day | 1 year 4 months 28 days | 2 years 1 month 13 days |
Aggregate Intrinsic Value | ||||
Aggregate Fair Value | $ 30,710 | $ 19,350 | $ 6,330 | $ 3,400 |
Stock-Based Compensation and _5
Stock-Based Compensation and Stockholder's Equity - Summary of RSU Activity Including Performance Awards and Converted Isle Awards (Parenthetical) (Details) - Restricted Stock Units (RSUs) - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
RSUs granted | 574,753 | 600,206 | 410,694 |
Non-Employee Members of BOD | |||
RSUs granted | 32,284 | 46,282 | 34,920 |
Stock-Based Compensation and _6
Stock-Based Compensation and Stockholder's Equity - Schedule of Share-based Compensation, Stock Options Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Options | |||
Outstanding at the beginning of the Period (in shares) | 271,852 | 169,300 | 312,200 |
Exchanged (in shares) | 1,351,168 | ||
Expired (in shares) | (15,776) | (62,871) | (10,000) |
Exercised (in shares) | (120,120) | (1,185,745) | (132,900) |
Outstanding at the end of the Period (in shares) | 135,956 | 271,852 | 169,300 |
Weighted-Average Exercise Price | |||
Outstanding at the beginning of the period (in dollars per share) | $ 9.63 | $ 9.94 | $ 6.94 |
Exchanged (in dollars per share) | 10.12 | ||
Expired (in dollars per share) | 10.89 | 4.63 | 11.30 |
Exercised (in dollars per share) | 9.09 | 10.45 | 2.89 |
Outstanding at the end of the period (in dollars per share) | $ 9.96 | $ 9.63 | $ 9.94 |
Stock-Based Compensation and _7
Stock-Based Compensation and Stockholder's Equity - Schedule of Share-based Compensation, Stock Options Activity (Parenthetical) (Details) - shares | Dec. 31, 2018 | Dec. 31, 2017 |
Share Based Compensation [Abstract] | ||
Options exercisable | 119,505 | 228,143 |
Stock-Based Compensation and _8
Stock-Based Compensation and Stockholder's Equity - Summary of Restricted Stock Awards Activity (Details) - Restricted Stock Awards - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Restricted Stock | ||
Outstanding at the beginning of the Period (in shares) | 10,809 | |
Exchanged | 180,374 | |
Forfeited/Cancelled | (1,602) | |
Vested | (10,809) | (167,963) |
Outstanding at the end of the Period (in shares) | 10,809 | |
Weighted-Average Grant Date Fair Value | ||
Unvested outstanding as of beginning of period | $ 19.13 | |
Exchanged | $ 19.23 | |
Forfeited | 19.13 | |
Vested | $ 19.13 | 19.24 |
Unvested outstanding as of end of period | $ 19.13 |
Earnings per Share - Schedule o
Earnings per Share - Schedule of Reconciliation of the Numerators and Denominators of the Basic and Diluted Net Income Per Share Computations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Net income available to common stockholders | $ (120) | $ 37,704 | $ 36,796 | $ 20,855 | $ 88,938 | $ 29,687 | $ (46,190) | $ 945 | $ 961 | $ 9,450 | $ 10,737 | $ 3,379 | $ 95,235 | $ 73,380 | $ 24,527 |
Shares outstanding: | |||||||||||||||
Weighted average shares outstanding – basic | 77,503,732 | 77,522,664 | 77,458,584 | 77,353,730 | 76,961,015 | 76,902,070 | 67,453,095 | 47,120,751 | 47,105,744 | 47,193,120 | 47,071,608 | 46,933,094 | 77,458,902 | 67,133,531 | 47,033,311 |
Weighted average shares outstanding – diluted | 77,503,732 | 78,283,588 | 78,258,629 | 78,080,049 | 77,998,742 | 77,959,689 | 67,453,095 | 48,081,281 | 47,849,554 | 47,834,644 | 47,721,075 | 47,534,761 | 78,282,101 | 68,102,814 | 47,701,562 |
Net income per common share attributable to common stockholders – basic: | $ 0 | $ 0.49 | $ 0.48 | $ 0.27 | $ 1.16 | $ 0.39 | $ (0.68) | $ 0.02 | $ 0.02 | $ 0.20 | $ 0.23 | $ 0.07 | $ 1.23 | $ 1.09 | $ 0.52 |
Net income per common share attributable to common stockholders – diluted: | $ 0 | $ 0.48 | $ 0.47 | $ 0.27 | $ 1.14 | $ 0.38 | $ (0.68) | $ 0.02 | $ 0.02 | $ 0.20 | $ 0.22 | $ 0.07 | $ 1.22 | $ 1.08 | $ 0.51 |
Stock Options | |||||||||||||||
Shares outstanding: | |||||||||||||||
Effect of dilutive securities | 119,418 | 98,294 | 96,515 | ||||||||||||
Restricted Stock Units (RSUs) | |||||||||||||||
Shares outstanding: | |||||||||||||||
Effect of dilutive securities | 703,781 | 870,989 | 571,736 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) shares in Millions | 1 Months Ended | ||
Nov. 30, 2018USD ($)shares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Fair value assets, Level 1 to Level 2 transfers amount | $ 0 | ||
Fair value assets, Level 2 to Level 1 transfers amount | 0 | ||
Fair value assets, Level 1 to Level 3 transfers amount | 0 | ||
Fair value assets, Level 2 To Level 3 transfers amount | 0 | ||
Fair value assets, Level 3 to Level 2 transfers amount | 0 | ||
Fair value assets, Level 3 To Level 1 transfers amount | 0 | ||
Accrued Other Liabilities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Acquisition related contingent considerations | $ 500,000 | $ 500,000 | |
The Stars Group Inc. (“TSG”) | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Agreement period | 20 years | ||
Number of common shares received under agreement | shares | 1.1 | ||
Additional value of common shares receivable under agreement upon exercise of first option by TSG | $ 5,000,000 | ||
Number of initial common shares received under agreement restricted | shares | 1.1 | ||
Restriction expiration month and year on transfer that may not be sold | 2019-11 | ||
Level 3 Inputs | Stock Volatility | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Financial instruments, measurement input | 0.44 | ||
Level 3 Inputs | Risk Free Rate | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Financial instruments, measurement input | 0.027 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Assets: | ||
Restricted cash and investments | $ 15,064 | $ 9,886 |
Fair Value Recurring Basis | ||
Assets: | ||
Restricted cash and investments | 39,956 | 13,153 |
Marketable securities | 16,957 | 17,631 |
Fair Value Recurring Basis | Level 1 | ||
Assets: | ||
Restricted cash and investments | 19,481 | 9,055 |
Marketable securities | 9,515 | 7,906 |
Fair Value Recurring Basis | Level 2 | ||
Assets: | ||
Restricted cash and investments | 4,467 | 4,098 |
Marketable securities | 7,442 | $ 9,725 |
Fair Value Recurring Basis | Level 3 | ||
Assets: | ||
Restricted cash and investments | $ 16,008 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Change in Restricted Investments Valued Using Level 3 Inputs (Details) - Restricted Investments $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Value of investment received | $ 18,595 |
Unrealized loss in restricted investments | (2,587) |
Fair value at December 31, 2018 | $ 16,008 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Estimated Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Carrying Amount | ||
Financial liabilities: | ||
Capital leases | $ 590 | $ 917 |
Carrying Amount | 7% Senior Notes due 2023 | ||
Financial liabilities: | ||
Long-term debt | 368,925 | 367,854 |
Carrying Amount | 6% Senior Notes due 2025 | ||
Financial liabilities: | ||
Long-term debt | 880,086 | 880,889 |
Carrying Amount | 6% Senior Notes due 2026 | ||
Financial liabilities: | ||
Long-term debt | 580,370 | 0 |
Carrying Amount | Term Loan | ||
Financial liabilities: | ||
Long-term debt | 938,324 | 938,002 |
Carrying Amount | Lumière Loan | ||
Financial liabilities: | ||
Long-term debt | 246,000 | 0 |
Carrying Amount | Other long-term debt | ||
Financial liabilities: | ||
Long-term debt | 2,440 | 2,531 |
Carrying Amount | Revolving Credit Facility | ||
Financial liabilities: | ||
Long-term debt | 245,000 | 0 |
Fair Value | ||
Financial liabilities: | ||
Capital leases | 590 | 917 |
Fair Value | 7% Senior Notes due 2023 | ||
Financial liabilities: | ||
Long-term debt | 385,312 | 400,800 |
Fair Value | 6% Senior Notes due 2025 | ||
Financial liabilities: | ||
Long-term debt | 840,000 | 914,375 |
Fair Value | 6% Senior Notes due 2026 | ||
Financial liabilities: | ||
Long-term debt | 567,000 | 0 |
Fair Value | Term Loan | ||
Financial liabilities: | ||
Long-term debt | 916,088 | 956,750 |
Fair Value | Lumière Loan | ||
Financial liabilities: | ||
Long-term debt | 246,000 | 0 |
Fair Value | Other long-term debt | ||
Financial liabilities: | ||
Long-term debt | 2,440 | 2,531 |
Fair Value | Revolving Credit Facility | ||
Financial liabilities: | ||
Long-term debt | $ 245,000 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018USD ($)EmployeeAgreement | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Capital lease | |||
Future minimum lease payments - 2019 | $ 0.5 | ||
Future minimum lease payments - 2020 | 0.1 | ||
Future minimum lease payments - 2021 | 0.1 | ||
Future minimum lease payments - 2022 | 0.1 | ||
Interest reduced to arrive at present value of minimum lease payments | 0.1 | ||
Present value of minimum lease payments | $ 0.5 | ||
Bond requirements | |||
Entity number of employees | Employee | 18,700 | ||
Number of collective bargaining agreements | Agreement | 21 | ||
Number of employees covered under collective bargaining agreements | Employee | 3,400 | ||
Other Operating Leases | |||
Future minimum payments under non-cancellable operating leases | |||
Rental expense | $ 42.9 | $ 28.2 | $ 17 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Rental Payments For Operating Leases (Details) - Shreveport Ground Operating Lease $ in Thousands | Dec. 31, 2018USD ($) |
Future minimum payments under non-cancellable operating leases | |
2,019 | $ 23,250 |
2,020 | 20,172 |
2,021 | 18,605 |
2,022 | 17,467 |
2,023 | 17,362 |
Thereafter | 178,247 |
Total | $ 275,103 |
Related Parties - Additional In
Related Parties - Additional Information (Details) | 12 Months Ended | |||
Dec. 31, 2018USD ($)a | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Oct. 31, 2017 | |
Related affiliates | ||||
Area of real property leased | a | 20 | |||
REI | ||||
Related affiliates | ||||
Percentage of outstanding shares owned | 14.40% | |||
Raymond J Poncial | ||||
Related affiliates | ||||
Financial advisory fees | $ 200,000 | $ 200,000 | $ 200,000 | |
Donald L Carano | ||||
Related affiliates | ||||
Financial advisory fees | 300,000 | 400,000 | ||
Gary Carano Family | ||||
Related affiliates | ||||
Related party transactions | $ 0 | 0 | 0 | |
Hotel Casino Management, Inc. | Raymond J Poncial | Minimum | ||||
Related affiliates | ||||
Percentage of outstanding shares owned | 5.00% | |||
C. S. & Y. Associates | ||||
Related affiliates | ||||
Area of real property leased | a | 30,000 | |||
Lease expiration date | Jun. 30, 2057 | |||
Annual rent payable | $ 600,000 | 600,000 | $ 600,000 | |
Due to related parties | 0 | 0 | ||
Due from related parties | $ 0 | $ 0 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | May 01, 2017Regionsegment | Apr. 30, 2017Region | Dec. 31, 2018segment |
Segment Reporting [Abstract] | |||
Number of geographic regions | Region | 4 | 3 | |
Number of reportable segments | segment | 4 | 5 |
Segment Information - Summary o
Segment Information - Summary of Reportable Segment (Details) | 12 Months Ended |
Dec. 31, 2018 | |
West Segment | Eldorado Reno | NEVADA | |
Segment Reporting Information [Line Items] | |
Property | Eldorado Reno |
State | Nevada |
West Segment | Silver Legacy | NEVADA | |
Segment Reporting Information [Line Items] | |
Property | Silver Legacy |
State | Nevada |
West Segment | Circus Reno | NEVADA | |
Segment Reporting Information [Line Items] | |
Property | Circus Reno |
State | Nevada |
West Segment | MontBleu | NEVADA | |
Segment Reporting Information [Line Items] | |
Property | MontBleu |
Date Acquired | Oct. 1, 2018 |
State | Nevada |
West Segment | Laughlin | NEVADA | |
Segment Reporting Information [Line Items] | |
Property | Laughlin |
Date Acquired | Oct. 1, 2018 |
State | Nevada |
West Segment | Isle Black Hawk | COLORADO | |
Segment Reporting Information [Line Items] | |
Property | Isle Black Hawk |
Date Acquired | May 1, 2017 |
State | Colorado |
West Segment | Lady Luck Black Hawk | COLORADO | |
Segment Reporting Information [Line Items] | |
Property | Lady Luck Black Hawk |
Date Acquired | May 1, 2017 |
State | Colorado |
East Segment | Mountaineer | WEST VIRGINIA | |
Segment Reporting Information [Line Items] | |
Property | Mountaineer |
State | West Virginia |
East Segment | Trop AC | NEW JERSEY | |
Segment Reporting Information [Line Items] | |
Property | Trop AC |
Date Acquired | Oct. 1, 2018 |
State | New Jersey |
East Segment | Presque Isle Downs | PENNSYLVANIA | |
Segment Reporting Information [Line Items] | |
Property | Presque Isle Downs |
State | Pennsylvania |
East Segment | Nemacolin | PENNSYLVANIA | |
Segment Reporting Information [Line Items] | |
Property | Nemacolin |
Date Acquired | May 1, 2017 |
State | Pennsylvania |
East Segment | Scioto Downs | OHIO | |
Segment Reporting Information [Line Items] | |
Property | Scioto Downs |
State | Ohio |
Central Segment | Lumière | Missouri | |
Segment Reporting Information [Line Items] | |
Property | Lumière |
Date Acquired | Oct. 1, 2018 |
State | Missouri |
Central Segment | Evansville | Indiana | |
Segment Reporting Information [Line Items] | |
Property | Evansville |
Date Acquired | Oct. 1, 2018 |
State | Indiana |
Central Segment | Elgin | ILLINOIS | |
Segment Reporting Information [Line Items] | |
Property | Elgin |
Date Acquired | Aug. 7, 2018 |
State | Illinois |
Midwest Segment | Waterloo | IOWA | |
Segment Reporting Information [Line Items] | |
Property | Waterloo |
Date Acquired | May 1, 2017 |
State | Iowa |
Midwest Segment | Bettendorf | IOWA | |
Segment Reporting Information [Line Items] | |
Property | Bettendorf |
Date Acquired | May 1, 2017 |
State | Iowa |
Midwest Segment | Boonville | Missouri | |
Segment Reporting Information [Line Items] | |
Property | Boonville |
Date Acquired | May 1, 2017 |
State | Missouri |
Midwest Segment | Cape Girardeau | Missouri | |
Segment Reporting Information [Line Items] | |
Property | Cape Girardeau |
Date Acquired | May 1, 2017 |
State | Missouri |
Midwest Segment | Caruthersville | Missouri | |
Segment Reporting Information [Line Items] | |
Property | Caruthersville |
Date Acquired | May 1, 2017 |
State | Missouri |
Midwest Segment | Kansas City | Missouri | |
Segment Reporting Information [Line Items] | |
Property | Kansas City |
Date Acquired | May 1, 2017 |
State | Missouri |
South Segment | Pompano | FLORIDA | |
Segment Reporting Information [Line Items] | |
Property | Pompano |
Date Acquired | May 1, 2017 |
State | Florida |
South Segment | Eldorado Shreveport | LOUISIANA | |
Segment Reporting Information [Line Items] | |
Property | Eldorado Shreveport |
State | Louisiana |
South Segment | Lake Charles | LOUISIANA | |
Segment Reporting Information [Line Items] | |
Property | Lake Charles |
Date Acquired | May 1, 2017 |
State | Louisiana |
South Segment | Baton Rouge | LOUISIANA | |
Segment Reporting Information [Line Items] | |
Property | Baton Rouge |
Date Acquired | Oct. 1, 2018 |
State | Louisiana |
South Segment | Lula | MISSISSIPPI | |
Segment Reporting Information [Line Items] | |
Property | Lula |
Date Acquired | May 1, 2017 |
State | Mississippi |
South Segment | Vicksburg | MISSISSIPPI | |
Segment Reporting Information [Line Items] | |
Property | Vicksburg |
Date Acquired | May 1, 2017 |
State | Mississippi |
South Segment | Greenville | MISSISSIPPI | |
Segment Reporting Information [Line Items] | |
Property | Greenville |
Date Acquired | Oct. 1, 2018 |
State | Mississippi |
Segment Information - Schedule
Segment Information - Schedule of Capital Expenditures, Net of Reportable Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Capital Expenditures, Net | $ 147,415 | $ 83,161 | $ 43,173 |
Operating Segment | West Segment | |||
Segment Reporting Information [Line Items] | |||
Capital Expenditures, Net | 75,297 | 44,952 | 22,812 |
Operating Segment | Midwest Segment | |||
Segment Reporting Information [Line Items] | |||
Capital Expenditures, Net | 18,889 | 9,115 | |
Operating Segment | South Segment | |||
Segment Reporting Information [Line Items] | |||
Capital Expenditures, Net | 18,149 | 7,672 | 5,842 |
Operating Segment | East Segment | |||
Segment Reporting Information [Line Items] | |||
Capital Expenditures, Net | 19,334 | 9,794 | 14,284 |
Operating Segment | Central Segment | |||
Segment Reporting Information [Line Items] | |||
Capital Expenditures, Net | 3,868 | ||
Corporate | |||
Segment Reporting Information [Line Items] | |||
Capital Expenditures, Net | $ 11,878 | $ 11,628 | $ 235 |
Segment Information - Schedul_2
Segment Information - Schedule of Operating Data for Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues and expenses | |||||||||||||||
Net operating revenues | $ 671,760 | $ 487,253 | $ 456,802 | $ 440,192 | $ 429,901 | $ 472,878 | $ 375,626 | $ 202,393 | $ 208,340 | $ 243,049 | $ 233,493 | $ 215,583 | $ 2,056,007 | $ 1,480,798 | $ 900,465 |
Depreciation and amortization | 157,429 | 105,891 | 63,449 | ||||||||||||
Operating (loss) income | 86,726 | 91,769 | 77,414 | 54,194 | 29,756 | 81,493 | (30,467) | 14,028 | 13,095 | 27,739 | 29,585 | 18,281 | 310,103 | 94,810 | 88,700 |
Unallocated income and expenses: | |||||||||||||||
Interest expense, net | (171,732) | (99,769) | (50,917) | ||||||||||||
Loss on early retirement of debt, net | (162) | (38,430) | (155) | ||||||||||||
Unrealized loss on restricted investment | (2,587) | ||||||||||||||
(Provision) benefit for income taxes | (40,387) | 116,769 | (13,101) | ||||||||||||
Net income | $ (120) | $ 37,704 | $ 36,796 | $ 20,855 | $ 88,938 | $ 29,687 | $ (46,190) | $ 945 | $ 961 | $ 9,450 | $ 10,737 | $ 3,379 | 95,235 | 73,380 | 24,527 |
Operating Segment | West Segment | |||||||||||||||
Revenues and expenses | |||||||||||||||
Net operating revenues | 483,532 | 410,319 | 327,541 | ||||||||||||
Depreciation and amortization | 40,131 | 26,950 | 20,221 | ||||||||||||
Operating (loss) income | 84,548 | 66,108 | 41,451 | ||||||||||||
Operating Segment | Midwest Segment | |||||||||||||||
Revenues and expenses | |||||||||||||||
Net operating revenues | 397,008 | 268,879 | |||||||||||||
Depreciation and amortization | 33,083 | 20,997 | |||||||||||||
Operating (loss) income | 105,809 | 62,071 | |||||||||||||
Operating Segment | South Segment | |||||||||||||||
Revenues and expenses | |||||||||||||||
Net operating revenues | 461,181 | 338,259 | 133,557 | ||||||||||||
Depreciation and amortization | 37,357 | 25,307 | 7,861 | ||||||||||||
Operating (loss) income | 64,851 | 3,680 | 23,378 | ||||||||||||
Operating Segment | East Segment | |||||||||||||||
Revenues and expenses | |||||||||||||||
Net operating revenues | 571,272 | 462,835 | 439,367 | ||||||||||||
Depreciation and amortization | 27,913 | 30,517 | 34,887 | ||||||||||||
Operating (loss) income | 97,963 | 68,101 | 53,361 | ||||||||||||
Operating Segment | Central Segment | |||||||||||||||
Revenues and expenses | |||||||||||||||
Net operating revenues | 142,485 | ||||||||||||||
Depreciation and amortization | 13,583 | ||||||||||||||
Operating (loss) income | 24,240 | ||||||||||||||
Corporate | |||||||||||||||
Revenues and expenses | |||||||||||||||
Net operating revenues | 529 | 506 | |||||||||||||
Depreciation and amortization | 5,362 | 2,120 | 480 | ||||||||||||
Operating (loss) income | $ (67,308) | $ (105,150) | $ (29,490) |
Segment Information - Schedul_3
Segment Information - Schedule of Balance Sheet Information for Reportable Segments (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | $ 5,911,462 | $ 3,546,472 |
Corporate, Other & Eliminations | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | (1,737,383) | (910,472) |
West Segment | Operating Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 1,710,375 | 1,278,062 |
Midwest Segment | Operating Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 1,245,521 | 1,188,758 |
South Segment | Operating Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 1,068,258 | 804,318 |
East Segment | Operating Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 2,166,730 | $ 1,185,806 |
Central Segment | Operating Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | $ 1,457,961 |
Segment Information - Schedul_4
Segment Information - Schedule of Goodwill by Reportable Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | ||
Beginning Balance | $ 747,106 | $ 66,826 |
Acquisitions | 280,256 | 715,196 |
Impairments | (9,815) | (34,916) |
Finalization of Isle Purchase Price Accounting | (6,109) | |
Assets Held for Sale | (3,122) | |
Ending Balance | 1,008,316 | 747,106 |
West Segment | ||
Segment Reporting Information [Line Items] | ||
Beginning Balance | 152,775 | |
Acquisitions | 68,100 | 152,775 |
Finalization of Isle Purchase Price Accounting | (14) | |
Ending Balance | 220,861 | 152,775 |
Midwest Segment | ||
Segment Reporting Information [Line Items] | ||
Beginning Balance | 327,088 | |
Acquisitions | 327,088 | |
Finalization of Isle Purchase Price Accounting | (4,343) | |
Ending Balance | 322,745 | 327,088 |
South Segment | ||
Segment Reporting Information [Line Items] | ||
Beginning Balance | 200,417 | |
Acquisitions | 24,300 | 235,333 |
Impairments | (9,815) | (34,916) |
Finalization of Isle Purchase Price Accounting | (1,752) | |
Ending Balance | 213,150 | 200,417 |
East Segment | ||
Segment Reporting Information [Line Items] | ||
Beginning Balance | 66,826 | 66,826 |
Acquisitions | 113,782 | |
Assets Held for Sale | (3,122) | |
Ending Balance | 177,486 | $ 66,826 |
Central Segment | ||
Segment Reporting Information [Line Items] | ||
Acquisitions | 74,074 | |
Ending Balance | $ 74,074 |
Consolidating Condensed Finan_3
Consolidating Condensed Financial Information - Additional Information (Details) | Dec. 31, 2018 | Oct. 01, 2018 | Sep. 20, 2018 | Mar. 29, 2017 | Jul. 23, 2015 |
7% Senior Notes Due 2023 | |||||
Condensed Financial Statements Captions [Line Items] | |||||
Interest rate (as a percent) | 7.00% | 7.00% | |||
6% Senior Notes due 2025 | |||||
Condensed Financial Statements Captions [Line Items] | |||||
Interest rate (as a percent) | 6.00% | 6.00% | |||
6% Senior Notes due 2026 | |||||
Condensed Financial Statements Captions [Line Items] | |||||
Interest rate (as a percent) | 6.00% | 6.00% | 6.00% |
Consolidating Condensed Finan_4
Consolidating Condensed Financial Information - Consolidating Condensed Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Condensed Balance Sheet | ||||
Current assets | $ 573,196 | $ 251,032 | ||
Property and equipment, net | 2,882,606 | 1,502,817 | ||
Other assets | 2,455,660 | 1,792,623 | ||
Total assets | 5,911,462 | 3,546,472 | ||
Current liabilities | 402,177 | 223,751 | ||
Long-term financing obligation to GLPI | 959,835 | |||
Long-term debt, less current maturities | 3,261,273 | 2,189,578 | ||
Deferred income tax liabilities | 200,010 | 162,967 | ||
Other accrued liabilities | 59,014 | 28,579 | ||
Stockholders’ equity | 1,029,153 | 941,597 | $ 295,969 | $ 268,460 |
Total liabilities and stockholders’ equity | 5,911,462 | 3,546,472 | ||
Reportable Legal Entities | Eldorado Resorts, Inc. (Parent Obligor) | ||||
Condensed Balance Sheet | ||||
Current assets | 48,268 | 27,572 | ||
Intercompany receivables | 274,148 | |||
Investments in subsidiaries | 3,648,961 | 2,437,287 | ||
Property and equipment, net | 18,555 | 12,042 | ||
Other assets | 35,072 | 37,458 | ||
Total assets | 3,750,856 | 2,788,507 | ||
Current liabilities | 48,579 | 28,677 | ||
Intercompany payables | 10,873 | |||
Long-term debt, less current maturities | 2,640,046 | 1,814,185 | ||
Other accrued liabilities | 22,206 | 4,127 | ||
Stockholders’ equity | 1,029,152 | 941,518 | ||
Total liabilities and stockholders’ equity | 3,750,856 | 2,788,507 | ||
Reportable Legal Entities | Guarantor Subsidiaries | ||||
Condensed Balance Sheet | ||||
Current assets | 497,309 | 201,321 | ||
Intercompany receivables | 11,885 | |||
Property and equipment, net | 2,859,271 | 1,483,473 | ||
Other assets | 2,425,699 | 1,764,291 | ||
Total assets | 5,794,164 | 3,449,085 | ||
Current liabilities | 328,319 | 169,348 | ||
Intercompany payables | 283,640 | |||
Long-term financing obligation to GLPI | 959,835 | |||
Long-term debt, less current maturities | 621,193 | 375,000 | ||
Deferred income tax liabilities | 231,795 | 199,376 | ||
Other accrued liabilities | 36,808 | 19,624 | ||
Stockholders’ equity | 3,616,214 | 2,402,097 | ||
Total liabilities and stockholders’ equity | 5,794,164 | 3,449,085 | ||
Reportable Legal Entities | Non-Guarantor Subsidiaries | ||||
Condensed Balance Sheet | ||||
Current assets | 27,619 | 22,139 | ||
Intercompany receivables | 23,988 | 34,492 | ||
Property and equipment, net | 4,780 | 7,302 | ||
Other assets | 26,674 | 27,283 | ||
Total assets | 83,061 | 91,216 | ||
Current liabilities | 25,279 | 25,726 | ||
Intercompany payables | 25,000 | 25,000 | ||
Long-term debt, less current maturities | 34 | 393 | ||
Other accrued liabilities | 4,828 | |||
Stockholders’ equity | 32,748 | 35,269 | ||
Total liabilities and stockholders’ equity | 83,061 | 91,216 | ||
Consolidating and Eliminating Entries | ||||
Condensed Balance Sheet | ||||
Intercompany receivables | (35,873) | (308,640) | ||
Investments in subsidiaries | (3,648,961) | (2,437,287) | ||
Other assets | (31,785) | (36,409) | ||
Total assets | (3,716,619) | (2,782,336) | ||
Intercompany payables | (35,873) | (308,640) | ||
Deferred income tax liabilities | (31,785) | (36,409) | ||
Stockholders’ equity | (3,648,961) | (2,437,287) | ||
Total liabilities and stockholders’ equity | $ (3,716,619) | $ (2,782,336) |
Consolidating Condensed Finan_5
Consolidating Condensed Financial Information - Consolidating Condensed Statements of Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues: | |||||||||||||||
Net revenues | $ 671,760 | $ 487,253 | $ 456,802 | $ 440,192 | $ 429,901 | $ 472,878 | $ 375,626 | $ 202,393 | $ 208,340 | $ 243,049 | $ 233,493 | $ 215,583 | $ 2,056,007 | $ 1,480,798 | $ 900,465 |
Operating expenses: | |||||||||||||||
Marketing and promotions | 106,161 | 83,174 | 40,890 | ||||||||||||
General and administrative | 349,598 | 241,037 | 130,720 | ||||||||||||
Corporate | 46,632 | 30,739 | 19,880 | ||||||||||||
Impairment charges | 13,602 | 38,016 | |||||||||||||
Depreciation and amortization | 157,429 | 105,891 | 63,449 | ||||||||||||
Total operating expenses | 573,696 | 396,220 | 376,439 | 382,659 | 416,211 | 389,273 | 320,480 | 186,561 | 191,290 | 210,584 | 203,016 | 196,855 | 1,729,014 | 1,312,525 | 801,745 |
Loss on sale of asset or disposal of property and equipment | (835) | (319) | (836) | ||||||||||||
Proceeds from terminated sale | 5,000 | 20,000 | |||||||||||||
Transaction expenses | (20,842) | (92,777) | (9,184) | ||||||||||||
Equity in loss of unconsolidated affiliate | (213) | (367) | |||||||||||||
Operating (loss) income | 86,726 | 91,769 | 77,414 | 54,194 | 29,756 | 81,493 | (30,467) | 14,028 | 13,095 | 27,739 | 29,585 | 18,281 | 310,103 | 94,810 | 88,700 |
Interest expense, net | (171,732) | (99,769) | (50,917) | ||||||||||||
Loss on early retirement of debt, net | (162) | (38,430) | (155) | ||||||||||||
Unrealized loss | (2,587) | ||||||||||||||
Net income (loss) before income taxes | 135,622 | (43,389) | 37,628 | ||||||||||||
Income tax benefit (provision) | (40,387) | 116,769 | (13,101) | ||||||||||||
Net income | $ (120) | $ 37,704 | $ 36,796 | $ 20,855 | $ 88,938 | $ 29,687 | $ (46,190) | $ 945 | $ 961 | $ 9,450 | $ 10,737 | $ 3,379 | 95,235 | 73,380 | 24,527 |
Gaming and Pari-mutuel Commissions | |||||||||||||||
Revenues: | |||||||||||||||
Net revenues | 1,553,391 | 1,099,027 | 600,015 | ||||||||||||
Operating expenses: | |||||||||||||||
Operating expenses | 749,289 | 561,089 | 352,220 | ||||||||||||
Non-gaming | |||||||||||||||
Revenues: | |||||||||||||||
Net revenues | 502,616 | 381,771 | 300,450 | ||||||||||||
Operating expenses: | |||||||||||||||
Operating expenses | 306,303 | 252,579 | 194,586 | ||||||||||||
Reportable Legal Entities | Eldorado Resorts, Inc. (Parent Obligor) | |||||||||||||||
Revenues: | |||||||||||||||
Net revenues | 11 | ||||||||||||||
Operating expenses: | |||||||||||||||
Corporate | 42,466 | 31,620 | 19,560 | ||||||||||||
Management fee | (25,340) | (31,620) | (19,841) | ||||||||||||
Depreciation and amortization | 3,655 | 1,030 | 454 | ||||||||||||
Total operating expenses | 20,781 | 1,030 | 173 | ||||||||||||
Loss on sale of asset or disposal of property and equipment | (20) | ||||||||||||||
Proceeds from terminated sale | 5,000 | ||||||||||||||
Transaction expenses | (11,369) | (70,865) | (9,184) | ||||||||||||
Operating (loss) income | (27,139) | (71,915) | (9,357) | ||||||||||||
Interest expense, net | (115,745) | (73,448) | (24,562) | ||||||||||||
Loss on early retirement of debt, net | (162) | (38,430) | (155) | ||||||||||||
Unrealized loss | (2,587) | ||||||||||||||
Subsidiary income (loss) | 201,353 | 205,251 | 45,372 | ||||||||||||
Net income (loss) before income taxes | 55,720 | 21,458 | 11,298 | ||||||||||||
Income tax benefit (provision) | 39,515 | 51,922 | 13,229 | ||||||||||||
Net income | 95,235 | 73,380 | 24,527 | ||||||||||||
Reportable Legal Entities | Guarantor Subsidiaries | |||||||||||||||
Revenues: | |||||||||||||||
Net revenues | 2,015,251 | 1,451,203 | 900,110 | ||||||||||||
Operating expenses: | |||||||||||||||
Marketing and promotions | 104,402 | 80,893 | 40,886 | ||||||||||||
General and administrative | 342,185 | 235,905 | 130,720 | ||||||||||||
Corporate | 2,405 | (4,318) | 320 | ||||||||||||
Impairment charges | 9,815 | 38,016 | |||||||||||||
Management fee | 25,340 | 31,620 | 19,841 | ||||||||||||
Depreciation and amortization | 153,396 | 104,454 | 62,995 | ||||||||||||
Total operating expenses | 1,669,958 | 1,282,937 | 801,568 | ||||||||||||
Loss on sale of asset or disposal of property and equipment | (828) | (299) | (836) | ||||||||||||
Proceeds from terminated sale | 20,000 | ||||||||||||||
Transaction expenses | (9,473) | (21,912) | |||||||||||||
Equity in loss of unconsolidated affiliate | (213) | (367) | |||||||||||||
Operating (loss) income | 334,779 | 165,688 | 97,706 | ||||||||||||
Interest expense, net | (54,226) | (25,221) | (26,355) | ||||||||||||
Net income (loss) before income taxes | 280,553 | 140,467 | 71,351 | ||||||||||||
Income tax benefit (provision) | (80,474) | 69,787 | (26,207) | ||||||||||||
Net income | 200,079 | 210,254 | 45,144 | ||||||||||||
Reportable Legal Entities | Non-Guarantor Subsidiaries | |||||||||||||||
Revenues: | |||||||||||||||
Net revenues | 40,745 | 29,595 | 355 | ||||||||||||
Operating expenses: | |||||||||||||||
Marketing and promotions | 1,759 | 2,281 | 4 | ||||||||||||
General and administrative | 7,413 | 5,132 | |||||||||||||
Corporate | 1,761 | 3,437 | |||||||||||||
Impairment charges | 3,787 | ||||||||||||||
Depreciation and amortization | 378 | 407 | |||||||||||||
Total operating expenses | 38,275 | 28,558 | 4 | ||||||||||||
Loss on sale of asset or disposal of property and equipment | (7) | ||||||||||||||
Operating (loss) income | 2,463 | 1,037 | 351 | ||||||||||||
Interest expense, net | (1,761) | (1,100) | |||||||||||||
Net income (loss) before income taxes | 702 | (63) | 351 | ||||||||||||
Income tax benefit (provision) | 572 | (4,940) | (123) | ||||||||||||
Net income | 1,274 | (5,003) | 228 | ||||||||||||
Reportable Legal Entities | Gaming and Pari-mutuel Commissions | Guarantor Subsidiaries | |||||||||||||||
Revenues: | |||||||||||||||
Net revenues | 1,522,572 | 1,076,957 | 599,750 | ||||||||||||
Operating expenses: | |||||||||||||||
Operating expenses | 728,709 | 546,207 | 352,220 | ||||||||||||
Reportable Legal Entities | Gaming and Pari-mutuel Commissions | Non-Guarantor Subsidiaries | |||||||||||||||
Revenues: | |||||||||||||||
Net revenues | 30,819 | 22,070 | 265 | ||||||||||||
Operating expenses: | |||||||||||||||
Operating expenses | 20,580 | 14,882 | |||||||||||||
Reportable Legal Entities | Non-gaming | Eldorado Resorts, Inc. (Parent Obligor) | |||||||||||||||
Revenues: | |||||||||||||||
Net revenues | 11 | ||||||||||||||
Reportable Legal Entities | Non-gaming | Guarantor Subsidiaries | |||||||||||||||
Revenues: | |||||||||||||||
Net revenues | 492,679 | 374,246 | 300,360 | ||||||||||||
Operating expenses: | |||||||||||||||
Operating expenses | 303,706 | 250,160 | 194,586 | ||||||||||||
Reportable Legal Entities | Non-gaming | Non-Guarantor Subsidiaries | |||||||||||||||
Revenues: | |||||||||||||||
Net revenues | 9,926 | 7,525 | 90 | ||||||||||||
Operating expenses: | |||||||||||||||
Operating expenses | 2,597 | 2,419 | |||||||||||||
Consolidating and Eliminating Entries | |||||||||||||||
Operating expenses: | |||||||||||||||
Subsidiary income (loss) | (201,353) | (205,251) | (45,372) | ||||||||||||
Net income (loss) before income taxes | (201,353) | (205,251) | (45,372) | ||||||||||||
Net income | $ (201,353) | $ (205,251) | $ (45,372) |
Consolidating Condensed Finan_6
Consolidating Condensed Financial Information - Consolidating Condensed Statement of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Condensed Statement of Cash Flows | |||
Net cash (used in) provided by operating activities | $ 323,280 | $ 129,886 | $ 95,372 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property and equipment, net | (147,415) | (83,161) | (43,173) |
Purchase of restricted investments | (8,008) | ||
Proceeds from sale of property and equipment | 1,002 | 135 | 1,560 |
Net cash (used in) provided by business combinations | (1,113,227) | (1,313,051) | (194) |
Investments in and loans to unconsolidated affiliates | (581) | (604) | |
Net cash used in investing activities | (1,268,229) | (1,396,681) | (41,807) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of long-term debt | 846,000 | 2,325,000 | |
Borrowings under Revolving Credit Facility | 315,358 | 207,953 | 73,000 |
Payments under long-term debt | (911,875) | (4,250) | |
Payments under Revolving Credit Facility | (70,358) | (236,953) | (137,500) |
Principal payments on capital leases | (4,288) | ||
Debt premium proceeds | 27,500 | ||
Debt issuance costs | (25,758) | (51,526) | (4,288) |
Taxes paid related to net share settlement of equity awards | (11,708) | (11,365) | (744) |
Proceeds from exercise of stock options | 154 | 2,900 | 385 |
Purchase of treasury stock | (9,131) | ||
Payments on other long-term payables | (666) | (533) | (274) |
Net cash provided by (used in) financing activities | 1,043,891 | 1,351,101 | (73,671) |
Increase (decrease) in cash, cash equivalents and restricted cash | 98,942 | 84,306 | (20,106) |
Cash, cash equivalents and restricted cash, beginning of period | 147,749 | 63,443 | 83,549 |
Cash, cash equivalents and restricted cash, end of period | 246,691 | 147,749 | 63,443 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: | |||
Cash and cash equivalents | 230,752 | 134,596 | 61,029 |
Restricted cash | 8,884 | 3,267 | 2,414 |
Restricted and escrow cash included in other noncurrent assets | 7,055 | 9,886 | |
Cash, cash equivalents and restricted cash, end of period | 246,691 | 147,749 | 63,443 |
Reportable Legal Entities | Eldorado Resorts, Inc. (Parent Obligor) | |||
Condensed Statement of Cash Flows | |||
Net cash (used in) provided by operating activities | (65,836) | (44,737) | (16,337) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property and equipment, net | (8,467) | (11,073) | 133 |
Net cash (used in) provided by business combinations | (1,010,175) | (1,355,370) | |
Net cash used in investing activities | (1,018,642) | (1,366,443) | 133 |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of long-term debt | 600,000 | 2,325,000 | |
Borrowings under Revolving Credit Facility | 315,358 | 207,953 | 73,000 |
Payments under long-term debt | (911,875) | (4,250) | |
Payments under Revolving Credit Facility | (70,358) | (236,953) | (137,500) |
Principal payments on capital leases | (4,288) | ||
Net proceeds from (payments to) related parties | 285,026 | 72,011 | 90,353 |
Debt premium proceeds | 27,500 | ||
Debt issuance costs | (25,758) | (51,526) | |
Taxes paid related to net share settlement of equity awards | (11,708) | (11,365) | (744) |
Proceeds from exercise of stock options | 154 | 2,900 | 385 |
Purchase of treasury stock | (9,131) | ||
Payments on other long-term payables | (92) | (43) | |
Net cash provided by (used in) financing activities | 1,083,491 | 1,423,602 | 16,956 |
Increase (decrease) in cash, cash equivalents and restricted cash | (987) | 12,422 | 752 |
Cash, cash equivalents and restricted cash, beginning of period | 13,831 | 1,409 | 657 |
Cash, cash equivalents and restricted cash, end of period | 12,844 | 13,831 | 1,409 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: | |||
Cash and cash equivalents | 12,127 | 13,202 | |
Restricted cash | 717 | 629 | |
Cash, cash equivalents and restricted cash, end of period | 12,844 | 13,831 | 1,409 |
Reportable Legal Entities | Guarantor Subsidiaries | |||
Condensed Statement of Cash Flows | |||
Net cash (used in) provided by operating activities | 387,576 | 170,553 | 111,608 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property and equipment, net | (136,102) | (70,449) | (43,305) |
Proceeds from sale of property and equipment | 1,002 | 135 | 1,560 |
Net cash (used in) provided by business combinations | (103,052) | 37,103 | (194) |
Investments in and loans to unconsolidated affiliates | (581) | (604) | |
Net cash used in investing activities | (238,733) | (33,815) | (41,939) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of long-term debt | 246,000 | ||
Net proceeds from (payments to) related parties | (290,312) | (79,634) | (90,486) |
Payments on other long-term payables | (278) | (318) | (274) |
Net cash provided by (used in) financing activities | (44,590) | (79,952) | (90,760) |
Increase (decrease) in cash, cash equivalents and restricted cash | 104,253 | 56,786 | (21,091) |
Cash, cash equivalents and restricted cash, beginning of period | 118,419 | 61,633 | 82,724 |
Cash, cash equivalents and restricted cash, end of period | 222,672 | 118,419 | 61,633 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: | |||
Cash and cash equivalents | 208,697 | 114,925 | |
Restricted cash | 7,920 | 2,495 | |
Restricted and escrow cash included in other noncurrent assets | 6,055 | 999 | |
Cash, cash equivalents and restricted cash, end of period | 222,672 | 118,419 | 61,633 |
Reportable Legal Entities | Non-Guarantor Subsidiaries | |||
Condensed Statement of Cash Flows | |||
Net cash (used in) provided by operating activities | 1,540 | 4,070 | 101 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property and equipment, net | (2,846) | (1,639) | (1) |
Purchase of restricted investments | (8,008) | ||
Net cash (used in) provided by business combinations | 5,216 | ||
Net cash used in investing activities | (10,854) | 3,577 | (1) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Net proceeds from (payments to) related parties | 5,286 | 7,623 | 133 |
Payments on other long-term payables | (296) | (172) | |
Net cash provided by (used in) financing activities | 4,990 | 7,451 | 133 |
Increase (decrease) in cash, cash equivalents and restricted cash | (4,324) | 15,098 | 233 |
Cash, cash equivalents and restricted cash, beginning of period | 15,499 | 401 | 168 |
Cash, cash equivalents and restricted cash, end of period | 11,175 | 15,499 | 401 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO AMOUNTS REPORTED WITHIN THE CONDENSED CONSOLIDATED BALANCE SHEETS: | |||
Cash and cash equivalents | 9,928 | 6,469 | |
Restricted cash | 247 | 143 | |
Restricted and escrow cash included in other noncurrent assets | 1,000 | 8,887 | |
Cash, cash equivalents and restricted cash, end of period | $ 11,175 | $ 15,499 | $ 401 |
Quarterly Data (Unaudited) (Det
Quarterly Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||
Net revenues | $ 671,760 | $ 487,253 | $ 456,802 | $ 440,192 | $ 429,901 | $ 472,878 | $ 375,626 | $ 202,393 | $ 208,340 | $ 243,049 | $ 233,493 | $ 215,583 | $ 2,056,007 | $ 1,480,798 | $ 900,465 |
Operating expenses | 573,696 | 396,220 | 376,439 | 382,659 | 416,211 | 389,273 | 320,480 | 186,561 | 191,290 | 210,584 | 203,016 | 196,855 | 1,729,014 | 1,312,525 | 801,745 |
Operating income (loss) | 86,726 | 91,769 | 77,414 | 54,194 | 29,756 | 81,493 | (30,467) | 14,028 | 13,095 | 27,739 | 29,585 | 18,281 | 310,103 | 94,810 | 88,700 |
Net income (loss) | $ (120) | $ 37,704 | $ 36,796 | $ 20,855 | $ 88,938 | $ 29,687 | $ (46,190) | $ 945 | $ 961 | $ 9,450 | $ 10,737 | $ 3,379 | $ 95,235 | $ 73,380 | $ 24,527 |
Earnings Per Share, Basic [Abstract] | |||||||||||||||
Basic net income (loss) per common share | $ 0 | $ 0.49 | $ 0.48 | $ 0.27 | $ 1.16 | $ 0.39 | $ (0.68) | $ 0.02 | $ 0.02 | $ 0.20 | $ 0.23 | $ 0.07 | $ 1.23 | $ 1.09 | $ 0.52 |
Weighted average shares outstanding—basic | 77,503,732 | 77,522,664 | 77,458,584 | 77,353,730 | 76,961,015 | 76,902,070 | 67,453,095 | 47,120,751 | 47,105,744 | 47,193,120 | 47,071,608 | 46,933,094 | 77,458,902 | 67,133,531 | 47,033,311 |
Earnings Per Share, Diluted [Abstract] | |||||||||||||||
Diluted net income (loss) per common share | $ 0 | $ 0.48 | $ 0.47 | $ 0.27 | $ 1.14 | $ 0.38 | $ (0.68) | $ 0.02 | $ 0.02 | $ 0.20 | $ 0.22 | $ 0.07 | $ 1.22 | $ 1.08 | $ 0.51 |
Weighted average shares outstanding—diluted | 77,503,732 | 78,283,588 | 78,258,629 | 78,080,049 | 77,998,742 | 77,959,689 | 67,453,095 | 48,081,281 | 47,849,554 | 47,834,644 | 47,721,075 | 47,534,761 | 78,282,101 | 68,102,814 | 47,701,562 |
Quarterly Data (Unaudited) (Par
Quarterly Data (Unaudited) (Parenthetical) (Details) - shares | 3 Months Ended | |
Dec. 31, 2018 | Jun. 30, 2017 | |
Stock Options | ||
Quarterly Data [Line Items] | ||
Anti-dilutive shares excluded from calculation of Weighted average shares outstanding – diluted | 100,091 | 78,435 |
Restricted Stock Units (RSUs) | ||
Quarterly Data [Line Items] | ||
Anti-dilutive shares excluded from calculation of Weighted average shares outstanding – diluted | 905,420 | 937,661 |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Balance at Beginning of Period | $ 1,220 | $ 1,221 | $ 2,074 |
Acquisition | 2,394 | 461 | |
Additions | 1,407 | 531 | 161 |
Deductions | 1,347 | 993 | 1,014 |
Balance at End of Period | $ 3,674 | $ 1,220 | $ 1,221 |
Schedule II - Valuation and Q_3
Schedule II - Valuation and Qualifying Accounts (Parenthetical) (Details) - Allowance for Doubtful Accounts - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Uncollectible accounts written off | $ 100,000 | $ 700,000 | |
Uncollectible accounts recoveries | $ 0 |