Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | May 10, 2021 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | FULL HOUSE RESORTS INC | |
Entity Central Index Key | 0000891482 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | FLL | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 34,109,158 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Amendment Flag | false | |
Document Fiscal Year End | 2021 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues | ||
Net revenues | $ 42,208 | $ 30,853 |
Operating costs and expenses | ||
Selling, general and administrative | 14,413 | 12,981 |
Project development costs | 47 | 56 |
Depreciation and amortization | 1,800 | 2,040 |
Loss on disposal of assets, net | 104 | 0 |
Total operating costs and expenses | 33,514 | 34,281 |
Operating income | 8,694 | (3,428) |
Operating income (loss) | ||
Interest expense, net of amounts capitalized of $259 and $220 | (4,456) | (2,491) |
Loss on extinguishment of debt | (6,134) | 0 |
Adjustment to fair value of warrants | (1,347) | 1,656 |
Total other (expense) income | (11,937) | (835) |
Loss before income taxes | (3,243) | (4,263) |
Income tax provision | 202 | 95 |
Net loss | $ (3,445) | $ (4,358) |
Basic earnings (loss) per share (in dollars per share) | $ (0.13) | $ (0.16) |
Diluted earnings (loss) per share (in dollars per share) | $ (0.13) | $ (0.22) |
Casino | ||
Revenues | ||
Net revenues | $ 32,064 | $ 20,751 |
Operating costs and expenses | ||
Costs and expenses | 10,339 | 10,333 |
Food and beverage | ||
Revenues | ||
Net revenues | 6,101 | 6,990 |
Operating costs and expenses | ||
Costs and expenses | 5,360 | 7,136 |
Hotel | ||
Revenues | ||
Net revenues | 2,211 | 1,974 |
Operating costs and expenses | ||
Costs and expenses | 1,056 | 1,173 |
Other operations, including online/mobile sports operations | ||
Revenues | ||
Net revenues | 1,832 | 1,138 |
Operating costs and expenses | ||
Costs and expenses | $ 395 | $ 562 |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CONSOLIDATED STATEMENT OF OPERATIONS | ||
Interest costs capitalized | $ 259 | $ 220 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash and equivalents | $ 98,005 | $ 37,698 |
Restricted cash | 179,923 | |
Accounts receivable, net of allowance of $191 and $176 | 3,801 | 4,904 |
Inventories | 1,629 | 1,511 |
Prepaid expenses and other | 3,354 | 2,461 |
Total current assets | 286,712 | 46,574 |
Other long-term assets | ||
Property and equipment, net | 117,763 | 115,772 |
Operating lease right-of-use assets, net | 16,600 | 17,361 |
Goodwill | 21,286 | 21,286 |
Other intangible assets, net | 10,941 | 10,963 |
Deposits and other | 641 | 660 |
Total Assets | 453,943 | 212,616 |
Current liabilities | ||
Accounts payable | 5,658 | 4,191 |
Accrued payroll and related | 3,696 | 2,397 |
Other accrued liabilities | 14,310 | 10,810 |
Current portion of operating lease obligations | 3,283 | 3,283 |
Current portion of finance lease obligation | 490 | 491 |
Current portion of long-term debt | 799 | 426 |
Common stock warrant liability | 2,653 | |
Total current liabilities | 28,236 | 24,251 |
Operating lease obligations, net of current portion | 14,094 | 14,914 |
Finance lease obligation, net of current portion | 3,179 | 3,298 |
Long-term debt, net | 305,280 | 106,832 |
Deferred income taxes, net | 822 | 620 |
Contract liabilities, net of current portion | 5,298 | 5,398 |
Other long-term liabilities | 626 | 626 |
Total liabilities | 357,535 | 155,939 |
Commitments and contingencies (Note 8) | ||
Stockholders' equity | ||
Common stock, $0.0001 par value, 100,000,000 shares authorized; 35,302,549 and 28,385,299 shares issued and 34,075,350 and 27,124,292 shares outstanding | 4 | 3 |
Additional paid-in capital | 107,959 | 64,826 |
Treasury stock, 1,227,199 and 1,261,007 common shares | (1,496) | (1,538) |
Accumulated deficit | (10,059) | (6,614) |
Total stockholders' equity | 96,408 | 56,677 |
Total liabilities and stockholders' equity | $ 453,943 | $ 212,616 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 191 | $ 176 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 35,302,549 | 28,385,299 |
Common stock, shares outstanding (in shares) | 34,075,350 | 27,124,292 |
Treasury stock, common shares (in shares) | 1,227,199 | 1,261,007 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Deficit | Total |
Balance at Dec. 31, 2019 | $ 3 | $ 64,402 | $ (1,548) | $ (6,761) | $ 56,096 |
Balance (in shares) at Dec. 31, 2019 | 28,346 | 1,270 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation | 83 | 83 | |||
Net income (loss) | (4,358) | (4,358) | |||
Balance at Mar. 31, 2020 | $ 3 | 64,485 | $ (1,548) | (11,119) | 51,821 |
Balance (in shares) at Mar. 31, 2020 | 28,346 | 1,270 | |||
Balance at Dec. 31, 2020 | $ 3 | 64,826 | $ (1,538) | (6,614) | 56,677 |
Balance (in shares) at Dec. 31, 2020 | 28,385 | 1,261 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options | 36 | $ 42 | 78 | ||
Exercise of stock options (in shares) | (34) | ||||
Equity offering, net | $ 1 | 42,973 | 42,974 | ||
Equity offering, net (in shares) | 6,917 | ||||
Stock-based compensation | 124 | 124 | |||
Net income (loss) | (3,445) | (3,445) | |||
Balance at Mar. 31, 2021 | $ 4 | $ 107,959 | $ (1,496) | $ (10,059) | $ 96,408 |
Balance (in shares) at Mar. 31, 2021 | 35,302 | 1,227 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (3,445) | $ (4,358) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 1,800 | 2,040 |
Amortization of debt issuance and warrant costs | 284 | 225 |
Stock-based compensation | 124 | 83 |
Change in fair value of stock warrants | 1,347 | (1,656) |
Loss on disposal of assets | 104 | 0 |
Loss on extinguishment of debt | 6,134 | 0 |
Increases and decreases in operating assets and liabilities: | ||
Accounts receivable | 1,103 | 1,682 |
Prepaid expenses, inventories and other | (1,011) | 331 |
Deferred taxes | 202 | 95 |
Warrants liability | (4,000) | 0 |
Contract liabilities | (350) | (25) |
Accounts payable and accrued expenses | 5,999 | (2,583) |
Net cash provided by operating activities | 8,291 | (4,166) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (3,413) | (1,031) |
Other | (8) | 33 |
Net cash used in investing activities | (3,421) | (998) |
Cash flows from financing activities: | ||
Proceeds from Senior Secured Notes due 2028 borrowings | 310,000 | 0 |
Proceeds from equity offering, net of issuance costs | 42,974 | 0 |
Payment of debt discount and issuance costs | (9,510) | 0 |
Repayment of Senior Secured Notes due 2024 | (106,825) | (275) |
Prepayment premium of Second Lien Term Loan | (1,261) | 0 |
Repayment of finance lease obligation | (120) | (95) |
Proceeds from exercise of stock options | 78 | 0 |
Other | 24 | 0 |
Net cash provided by (used in) financing activities | 235,360 | (370) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 240,230 | (5,534) |
Cash and cash equivalents, beginning of period | 37,698 | 29,851 |
Cash and cash equivalents and restricted cash, end of period | 277,928 | 24,317 |
Supplemental Cash Flow Information: | ||
Cash paid for interest, net of amounts capitalized | 812 | 2,248 |
Non-Cash Investing Activities: | ||
Accounts payable related capital expenditures | $ 478 | $ 80 |
ORGANIZATION
ORGANIZATION | 3 Months Ended |
Mar. 31, 2021 | |
ORGANIZATION | |
ORGANIZATION | 1. ORGANIZATION Organization. Formed as a Delaware corporation in 1987, Full House Resorts, Inc. owns, leases, operates, develops, manages, and/or invests in casinos and related hospitality and entertainment facilities. References in this document to “Full House,” the “Company,” “we,” “our,” or “us” refer to Full House Resorts, Inc. and its subsidiaries, except where stated or the context otherwise indicates. The Company currently operates five casinos: four on real estate that we own or lease and one located within a hotel owned by a third party. Construction is currently underway at a sixth property, Chamonix Casino Hotel (“Chamonix”), adjacent to the Company’s existing Bronco Billy’s Casino and Hotel in Cripple Creek, Colorado. We also benefit from six permitted sports wagering “skins,” three in Colorado and three in Indiana. Other companies operate or will operate these online sports wagering sites under their brands, paying us a percentage of revenues, as defined, subject to annual minimum amounts. Five of our six permitted skins have commenced operations. The following table identifies our five segments, along with properties and their locations: Segments and Properties Locations Colorado Bronco Billy’s Casino and Hotel Cripple Creek, CO (near Colorado Springs) Chamonix Casino Hotel (under construction) Cripple Creek, CO (near Colorado Springs) Indiana Rising Star Casino Resort Rising Sun, IN (near Cincinnati) Mississippi Silver Slipper Casino and Hotel Hancock County, MS (near New Orleans) Nevada Grand Lodge Casino Incline Village, NV Stockman’s Casino Fallon, NV (one hour east of Reno) Contracted Sports Wagering Three sports wagering websites (“skins”) Colorado Three sports wagering websites (“skins”) Indiana The Company manages its casinos based primarily on geographic regions within the United States. Our 2021 results reflect a change in our operating segments. We now break out our on-site and online sports wagering skins in Colorado and Indiana as a standalone segment, Contracted Sports Wagering. Certain reclassifications were made to 2020 amounts to conform to current-period presentation for enhanced comparability. Such reclassifications had no effect on the previously reported results of operations or financial position. COVID-19 Pandemic Update. In March 2020, the World Health Organization declared the outbreak of the novel coronavirus as a pandemic (“COVID-19”). Although COVID-19 continues to spread throughout the U.S. and the world, vaccines designed to inhibit the severity and the spread of COVID-19 are now being distributed. As a result, the number of newly reported cases has declined in the U.S. from levels seen in late 2020 and early 2021. COVID-19 has resulted in the implementation of significant, government-imposed measures to prevent or reduce its spread, including travel restrictions, business restrictions, closing of borders, “shelter-in-place” orders and business closures. In March 2020, pursuant to state government orders, the Company temporarily closed all of its casino properties. As a result, the Company experienced a material decline in its revenues until its properties began reopening when permitted by local authorities. The reopening dates were: · Silver Slipper Casino and Hotel ― May 21, 2020 · Grand Lodge Casino and Stockman’s Casino ― June 4, 2020 · Bronco Billy’s Casino and Hotel ― June 15, 2020 · Rising Star Casino Resort ― June 15, 2020. During the shutdown period, the Company evaluated labor, marketing and other costs at its businesses so that, upon reopening, its properties could reopen with significantly lower operating costs. As a result, the Company’s operating performance since reopening in mid-2020 has been stronger than pre-pandemic levels, despite capacity restrictions throughout its casinos and in its restaurants and certain pandemic-related additional costs. The extent to which the Company’s financial and operating results in future periods may be affected by COVID-19 will largely depend on future developments, which are highly uncertain and cannot be accurately predicted. Significant uncertainties include the ability to operate; new information which may emerge concerning new strains of COVID-19 and their severity; any additional actions imposed by governmental authorities to contain COVID-19 or minimize its impact; increased operating costs and constraints to implement sanitation and social distancing requirements; increased costs for materials due to supply chain constraints; and general economic conditions, among others. The disruptions arising from COVID-19 continued to impact the Company during the three months ended March 31, 2021. The duration and intensity of this global health emergency and related disruptions are uncertain. While each of the Company’s properties are currently open and operating restrictions have eased over recent weeks, the current economic and regulatory environment in each of the Company’s jurisdictions continues to evolve. The manner in which governments will react as the global and regional impact of the COVID-19 pandemic changes over time is uncertain, and such actions could significantly alter the Company’s current operations. During the first quarter of 2021, the Company completed several transactions, which include: · The February 2021 refinancing of its Senior Secured Notes due 2024 with $310 million of 8.25% Senior Secured Notes due 2028 (the “2028 Notes”), as further described in Note 5 below; · The creation of a restricted cash account, initially funded with $180 million dedicated to the construction of Chamonix, as further described in Note 2 below; · The March 2021 completion of an underwritten public offering of 6,917,250 shares of the Company’s common stock, resulting in gross proceeds of approximately $46.0 million, as further described in Note 9 below; and · An agreement entered into in March 2021 providing for a $15.0 million, five-year, senior secured revolving credit facility to provide additional liquidity, if needed, as further described in Note 5 below. As of March 31, 2021, the Company had total cash and cash equivalents of $277.9 million, including $179.9 million in restricted cash. |
BASIS OF PRESENTATION AND SIGNI
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2021 | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 2. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation. As permitted by the rules and regulations of the Securities and Exchange Commission (“SEC”), certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) have been condensed or omitted. These consolidated financial statements should be read in conjunction with the Company’s 2020 annual consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2020. The interim consolidated financial statements of the Company included herein reflect all adjustments (consisting of normal recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position and results of operations for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of annualized results for an entire year. The consolidated financial statements include the accounts of Full House and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Fair Value and the Fair Value Input Hierarchy. Fair value measurements affect the Company’s accounting for net assets acquired in acquisition transactions and certain financial assets and liabilities. Fair value measurements are also used in the Company’s periodic assessments of long-lived tangible and intangible assets for possible impairment, including for property and equipment, goodwill, and other intangible assets. Fair value is defined as the expected price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP categorizes the inputs used for fair value into a three-level hierarchy: · Level 1: Observable inputs, such as quoted prices in active markets for identical assets or liabilities; · Level 2: Comparable inputs other than quoted prices that are observable for similar assets or liabilities in less active markets; and · Level 3: Unobservable inputs which may include metrics that market participants would use to estimate values, such as revenue and earnings multiples and relative rates of return. The Company utilizes Level 1 inputs when measuring the fair value of its 2028 Notes (see Note 5). The Company utilizes Level 2 inputs when measuring the fair value of its asset purchases and acquisitions (see Note 4). The Company utilizes Level 3 inputs when measuring the fair value of net assets acquired in business combination transactions, subsequent assessments for impairment, and most financial instruments, including but not limited to the estimated fair value of common stock warrants at issuance and for recurring changes in the related warrant liability (see Note 6). Cash Equivalents and Restricted Cash. Cash equivalents include cash involved in operations and cash in excess of daily requirements that is invested in highly liquid, short-term investments with initial maturities of three months or less when purchased. Restricted cash balances consist of funds initially totaling $180 million, which were placed into a construction reserve account to fund the completion of the Chamonix construction project. Revenue Recognition of Accrued Club Points and Deferred Revenues Accrued Club Points: Operating Revenues and Related Costs and Expenses. The Company’s revenues consist primarily of casino gaming, food and beverage, hotel, and other revenues (such as sports wagering, golf, RV park operations, and entertainment). The majority of the Company’s revenues are derived from casino gaming, principally slot machines. Gaming revenue is the difference between gaming wins and losses, not the total amount wagered. The Company accounts for its gaming transactions on a portfolio basis as such wagers have similar characteristics and it would not be practical to view each wager on an individual basis. The Company sometimes provides discretionary complimentary goods and services (“discretionary comps”). For these types of transactions, the Company allocates revenue to the department providing the complimentary goods or services based upon its estimated standalone selling price, offset by a reduction in casino revenues. Many of the Company’s customers choose to earn points under its customer loyalty programs. As points are accrued, the Company defers a portion of its gaming revenue based on the estimated standalone value of loyalty points being earned by the customer. The standalone value of loyalty points is derived from the retail value of food, beverages, hotel rooms, and other goods or services for which such points may be redeemed. A liability related to these customer loyalty points is recorded, net of estimated breakage and other factors, until the customer redeems these points, primarily for “free casino play,” complimentary dining, or hotel stays. Such liabilities were approximately $0.7 million for March 31, 2021 and $0.8 million for December 31, 2020, and these amounts are included in “other accrued liabilities” on the consolidated balance sheets. Upon redemption, the related revenue is recognized at retail value within the department providing the goods or services. Revenue for food and beverage, hotel, and other revenue transactions is typically the net amount collected from customers for such goods and services, plus the retail value of (i) discretionary comps and (ii) comps provided in return for redemption of loyalty points. The Company records such revenue as the good or service is transferred to the customer. Additionally, the Company may collect deposits in advance for future hotel reservations or entertainment, among other services, which represent obligations to the Company until the service is provided to the customer. Deferred Revenues: Market Access Fees from Sports Wagering Agreements. In 2019, the Company entered into several agreements with various unaffiliated companies allowing for online/mobile sports wagering within Indiana and Colorado, as well as on-site sports wagering at Rising Star Casino Resort and at Bronco Billy’s Casino and Hotel (the “Sports Agreements”). The contracts differ as to the percentages of revenues that we receive. Also, some contracts require payments in advance of the contract year, while others call for settlement in arrears. As part of these long-term Sports Agreements, the Company received $6 million in one-time market access fees, which were recorded as a long-term liability in the same amount and are being recognized as revenue ratably over the initial term length of each agreement of 10 years, beginning with the commencement of operations. Indiana. Two of the Company’s Sports Agreements commenced operations in December 2019 and April 2021, respectively. The remaining Sports Agreement is expected to go live in the next few months. Colorado. The Company’s three contracted mobile sports wagering websites commenced online operations in June 2020, December 2020 and April 2021. Deferred revenues consisted of the following as discussed above: (In thousands) March 31, December 31, Balance Sheet Location 2021 2020 Deferred revenue, current Other accrued liabilities $ 1,122 $ 1,372 Deferred revenue, net of current portion Contract liabilities, net of current portion 5,298 5,398 $ 6,420 $ 6,770 Income Taxes. For interim income tax reporting for the three-months ended March 31, 2021, the Company estimates its annual effective tax rate and applies it to its year-to-date pretax income or loss. Reclassifications. The Company made certain minor financial statement presentation reclassifications to prior-period amounts to conform to the current-period presentation. Such reclassifications had no effect on the previously reported results of operations or financial position. Earnings (Loss) Per Share. Earnings (loss) per share is net income (loss) applicable to common stock divided by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects additional dilutive effects for all potentially-dilutive securities, including share-based awards outstanding under the Company’s stock compensation plan and warrants, using the treasury stock method. Leases. The Company determines if a contract is or contains a lease at inception or modification of the agreement. A contract is or contains a lease if there are identified assets and the right to control the use of an identified asset is conveyed for a period of time in exchange for consideration. Control over the use of the identified asset means that the lessee has both the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct the use of the asset. For material leases with terms greater than a year, the Company records right-of-use (“ROU”) assets and lease liabilities on the balance sheet, as measured on a discounted basis. For finance leases, the Company recognizes interest expense associated with the lease liability and depreciation expense associated with the ROU asset; for operating leases, the Company recognizes straight-line rent expense. The Company does not recognize ROU assets or lease liabilities for leases with a term of 12 months or less. However, costs related to short-term leases with terms greater than one month, which the Company deems material, are disclosed as a component of lease expenses when applicable. Additionally, the Company accounts for new and existing leases containing both lease and non-lease components (“embedded leases”) together as a single lease component by asset class for gaming-related equipment; therefore, the Company does not allocate contract consideration to the separate lease and non-lease components based on their relative standalone prices. Finance and operating lease ROU assets and liabilities are recognized based on the present value of future minimum lease payments over the expected lease term at commencement. As the implicit rate is not determinable in most of the Company’s leases, management uses the Company’s incremental borrowing rate as estimated by third-party valuation specialists in determining the present value of future payments based on the information available at the commencement date and/or modification date. The expected lease terms include options to extend the lease when it is reasonably certain that the Company will exercise such options. Lease expense for minimum lease payments is recognized on a straight-line basis over the expected lease term for operating leases. For finance leases, the ROU asset depreciates on a straight-line basis over the shorter of the lease term or useful life of the ROU asset and the lease liability accretes interest based on the interest method using the discount rate determined at lease commencement. Recent Accounting Pronouncements Income Taxes. In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). This standard simplifies the accounting for income taxes and includes removal of certain exceptions to the general principles of ASC 740, Income Taxes, and updates and simplifies certain areas of the codification. ASU 2019-12 was effective for the Company beginning on January 1, 2021, but did not have a material impact on its financial statements upon adoption. The Company believes that there are no other recently-issued accounting standards not yet effective that are currently likely to have a material impact on its financial statements. |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2021 | |
LEASES | |
LEASES | 3. LEASES The Company has no leases in which it is the lessor. As lessee, the Company has one finance lease for a hotel and various operating leases for land, casino and office space, equipment, buildings, and signage. The Company’s lease terms, including extensions, range from one month to approximately 37 years. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants, but the land lease at Silver Slipper does include contingent rent as further discussed below. Operating Leases Silver Slipper Casino Land Lease through April 2058 and Options to Purchase. In 2004, the Company’s subsidiary, Silver Slipper Casino Venture, LLC, entered into a land lease with Cure Land Company, LLC for approximately 31 acres of marshlands and a seven-acre parcel on which the Silver Slipper Casino and Hotel is situated. The agreement includes fixed, base monthly payments of $77,500 plus contingent rents of 3% of monthly gross gaming revenue (as defined in the lease) in excess of $3.65 million, with no scheduled base rent increases through the remaining lease term ending in 2058. The Company executed a fourth amendment to the original lease with the landlord, effective March 2020, which granted a waiver of base rent for April and May of 2020. Such abatement totaled $155,000 and the value of such abatement will be amortized over the remaining term of the lease. This amendment also restricts the Company’s purchase option period for the leased land, so that the Company cannot exercise its purchase option until April 1, 2022. From such date through October 1, 2027, the Company may buy out the lease for $15.5 million plus a seller-retained interest in Silver Slipper Casino and Hotel’s operations of 3% of net income (as defined) for 10 years following the purchase date. Bronco Billy’s Lease through January 2035 and Option to Purchase. Bronco Billy’s leases certain parking lots and buildings, including a portion of the hotel and casino, under a long-term lease. The lease term includes six renewal options in three-year increments to 2035. In May 2019, Bronco Billy’s exercised its second renewal option to extend the lease term through January 31, 2023 and currently pays $32,500 per month in rent. The lease also contains a $7.6 million purchase option exercisable at any time during the lease term, or as extended, and a right of first refusal on any sale of the property. Chamonix / Third Street Corner Building through August 2023 and Option to Purchase. The Company leased a nearby closed casino in August 2018, which it rebranded and reopened in November 2018. The reopened casino did not produce enough incremental revenue to offset the incremental costs, and it was closed in September 2020. As part of the Chamonix development project, this building is currently used as office space for construction personnel. The lease includes a minimum three-year term with annual lease payments of $0.2 million, and can be extended an additional two years with annual lease payments of $0.3 million. The Company also has the right to purchase the casino at any time during the lease term, or as extended. The purchase price is currently $2.7 million if exercised by October 31, 2021 and increases to $2.8 million for purchase dates thereafter. Grand Lodge Casino Lease through August 2023. The Company’s subsidiary, Gaming Entertainment (Nevada), LLC, has a lease with Hyatt Equities, L.L.C. (“Hyatt”) to operate the Grand Lodge Casino. The lease is collateralized by the Company’s interests under the lease and property (as defined in the lease) and is subordinate to the liens of the 2028 Notes (see Note 5). Hyatt currently has an option to purchase the Company’s leasehold interest and related operating assets of the Grand Lodge Casino, subject to assumption of applicable liabilities. The option price is an amount equal to the Grand Lodge Casino’s positive working capital, plus Grand Lodge Casino’s earnings before interest, income taxes, depreciation and amortization (“EBITDA”) for the twelve-month period preceding the acquisition (or pro-rated if less than twelve months remain on the lease), plus the fair market value of the Grand Lodge Casino’s personal property. The current monthly rent of $166,667 is applicable through the remaining lease term ending in August 2023. In July 2020, the Company executed a fifth amendment to the Hyatt lease that retroactively reduced rent amounts due during the closure period, specifically a 25% reduction in rent for March 2020 and a 50% reduction in rent for each of April and May of 2020. Such reductions totaled $208,000 and such benefit is being amortized over the remaining life of the lease. Corporate Office Lease through January 2025. The Company leases 4,479 square feet of office space in Las Vegas, Nevada. Annual rent is approximately $0.2 million and the term of the office lease expires in January 2025. Finance Lease Rising Star Casino Hotel Lease through October 2027 and Option to Purchase. The Company’s Indiana subsidiary, Gaming Entertainment (Indiana) LLC, leases a 104‑room hotel at Rising Star Casino Resort. At any time during the lease term, the Company has the option to purchase the hotel at a price based upon the hotel’s original cost of $7.7 million, reduced by the cumulative principal payments made by the Company during the lease term. At March 31, 2021, such net amount was $3.7 million. Upon expiration of the lease term in October 2027, (i) the landlord has the right to sell the hotel to the Company, and (ii) the Company has the option to purchase the hotel. In either case, the purchase price is $1 plus closing costs. The components of lease expense are as follows: (In thousands) Three Months Ended March 31, Lease Costs Statement of Operations Classification 2021 2020 Operating leases: Fixed/base rent Selling, General and Administrative Expenses $ 1,159 $ 1,200 Variable payments Selling, General and Administrative Expenses 402 154 Finance lease: Amortization of leased assets Depreciation and Amortization 39 40 Interest on lease liabilities Interest Expense, Net 43 32 Total lease costs $ 1,643 $ 1,426 Leases recorded on the balance sheet consist of the following: (In thousands) Leases Balance Sheet Classification March 31, 2021 December 31, 2020 Assets Operating lease assets Operating Lease Right-of-Use Assets, Net $ 16,600 $ 17,361 Finance lease assets Property and Equipment, Net (1) 4,840 4,879 Total lease assets $ 21,440 $ 22,240 Liabilities Current Operating Current Portion of Operating Lease Obligations $ 3,283 $ 3,283 Finance Current Portion of Finance Lease Obligation 490 491 Noncurrent Operating Operating Lease Obligations, Net of Current Portion 14,094 14,914 Finance Finance Lease Obligation, Net of Current Portion 3,179 3,298 Total lease liabilities $ 21,046 $ 21,986 __________ (1 ) Finance lease assets are recorded net of accumulated amortization of $2.9 million and $2.8 million as of March 31, 2021 and December 31, 2020, respectively. Maturities of lease liabilities as of March 31, 2021 are summarized as follows: (In thousands) Operating Financing Years Ending December 31, Leases Lease (1) 2021 (excluding the three months ended March 31, 2021) $ 3,574 $ 435 2022 4,576 652 2023 2,984 652 2024 1,243 652 2025 1,046 652 Thereafter 30,070 1,195 Total future minimum lease payments 43,493 4,238 Less: Amount representing interest (26,116) (569) Present value of lease liabilities 17,377 3,669 Less: Current lease obligations (3,283) (490) Long-term lease obligations $ 14,094 $ 3,179 __________ (1) The Company’s only material finance lease is at Rising Star Casino Resort for a 104‑room hotel. Other information related to lease term and discount rate is as follows: Lease Term and Discount Rate March 31, 2021 December 31, 2020 Weighted-average remaining lease term Operating leases years 20.4 years Finance lease 6.5 years 6.8 years Weighted-average discount rate Operating leases % % Finance lease % % Supplemental cash flow information related to leases is as follows: (In thousands) Three Months Ended March 31, Cash paid for amounts included in the measurement of lease liabilities: 2021 2020 Operating cash flows for operating leases $ 1,218 $ 1,209 Operating cash flows for finance lease $ 43 $ 32 Financing cash flows for finance lease $ 120 $ 95 |
ACQUISITIONS
ACQUISITIONS | 3 Months Ended |
Mar. 31, 2021 | |
ACQUISITIONS | |
ACQUISITIONS | 4. ACQUISITIONS Cripple Creek Land and Real Estate Purchase. As part of the development of Chamonix, the Company closed on the purchase of Carr Manor, a boutique hotel with 14 guest rooms. This transaction closed on March 31, 2021 as an asset purchase for total consideration of $2.8 million (see Note 2). The purchase included five parcels of land, which adds to the Company’s land ownership in Cripple Creek by approximately 1.6 acres and provides additional guest parking. The addition of Carr Manor allows Bronco Billy’s to provide overnight accommodations to its guests, as Bronco Billy’s existing hotel rooms are either currently closed or will be demolished as part of the construction of Chamonix. |
LONG-TERM DEBT
LONG-TERM DEBT | 3 Months Ended |
Mar. 31, 2021 | |
LONG-TERM DEBT [Abstract] | |
LONG-TERM DEBT | 5. LONG-TERM DEBT Long-term debt, related discounts and issuance costs consist of the following: (In thousands) March 31, December 31, 2021 2020 Senior Secured Notes due 2028 (1) $ 310,000 $ — Senior Secured Notes due 2024 (2) — 106,825 Unsecured Loans (CARES Act) (2) 5,606 5,606 Less: Unamortized discounts and debt issuance costs (9,527) (5,173) 306,079 107,258 Less: Current portion of long-term debt (799) (426) $ 305,280 $ 106,832 __________ (1) As of March 31, 2021, the estimated fair value of these notes was approximately $331.8 million. The fair value was estimated using quoted market prices for these notes (see Note 2). (2) The estimated fair value for these non-traded debt instruments can be approximated by their respective carrying values because management believes their terms are representative of market conditions. Debt Refinancing: Notes Issuance. On February 12, 2021, the Company refinanced its existing outstanding Senior Secured Notes due 2024 (the “Prior Notes”) with the issuance of $310 million aggregate principal amount of 8.25% Senior Secured Notes due 2028 (the “2028 Notes”). The 2028 Notes bear interest at a fixed rate of 8.25% per year and mature on February 15, 2028. There is no mandatory debt amortization prior to the maturity date. Interest on the 2028 Notes is payable on February 15 and August 15 of each year, with the first interest payment due on August 15, 2021. The net proceeds from the sale of the 2028 Notes were used to redeem all of the Prior Notes (including a 0.90% prepayment premium) and to repurchase all outstanding warrants. Additionally, $180 million of bond proceeds were placed into a construction reserve account to fund construction of Chamonix. Accordingly, this amount is recorded as restricted cash. Net of transaction fees and expenses , approximately $8 million was added to unrestricted cash and equivalents. The 2028 Notes are guaranteed, jointly and severally (such guarantees, the “Guarantees”), by each of the Company’s restricted subsidiaries (collectively, the “Guarantors”). The 2028 Notes and the Guarantees are the Company’s and the Guarantors’ general senior secured obligations, subject to the terms of the Collateral Trust Agreement (as defined in the Indenture), ranking senior in right of payment to all of the Company’s and the Guarantors’ existing and future debt that is expressly subordinated in right of payment to the 2028 Notes and the Guarantees, if any. The 2028 Notes and the Guarantees will rank equally in right of payment with all of the Company’s and the Guarantors’ existing and future senior debt. The 2028 Notes contain customary representations and warranties, financial covenants, and restrictions on dividends. Mandatory prepayments of the 2028 Notes will be required upon the occurrence of certain events, including sales of certain assets, upon certain changes of control, or should the Company have certain unused funds in the construction disbursement account following the completion of Chamonix. On or prior to February 15, 2024, we may redeem up to 35% of the original principal amount of the 2028 Notes with proceeds of certain equity offerings at a redemption price of 108.25%, plus accrued and unpaid interest to the redemption date. In addition, we may redeem some or all of the 2028 Notes prior to February 15, 2024 at a redemption price of 100% of the principal amount of the 2028 Notes, plus accrued and unpaid interest to the redemption date and a “make-whole” premium. At any time on or after February 15, 2024, the Company may redeem some or all of the 2028 Notes for cash at the following redemption prices: Redemption Periods Percentage Premium February 15, 2024 to February 14, 2025 104.125 % February 15, 2025 to February 14, 2026 102.063 % February 15, 2026 and Thereafter 100.000 % Prior Notes . On February 2, 2018, the Company sold $100 million of Prior Notes to qualified institutional buyers. On May 10, 2019, the Company sold an additional $10 million in aggregate principal amount of Prior Notes. Collectively, the Prior Notes were due to mature on February 2, 2024 and included quarterly principal payments as defined and interest based on the greater of the three-month London Interbank Offered Rate (“LIBOR”) or 1.0%, plus a margin rate of 7.0%. The Prior Notes also had a prepayment premium of 0.9% when repaid on February 12, 2021. The Prior Notes contained customary representations and warranties, events of default, and financial covenants. The Company was required to maintain a total leverage ratio, which measured Consolidated EBITDA (as defined in the indenture) against outstanding debt. Due to the impact of the COVID-19 pandemic on the Company’s business operations in 2020, the Company executed amendments to delete the total leverage ratio covenant as of March 31, June 30, and September 30, among other items. Revolving Credit Facility. On March 31, 2021, the Company entered into an agreement, which provides for a $15.0 million, senior secured five-year revolving credit facility and includes a letter of credit sub-facility (the “Credit Facility”). The Credit Facility may be used for working capital and other ongoing general purposes. Until the completion of Chamonix, the interest rate per annum applicable to loans under the Credit Facility will be, at the Company’s option, either (i) LIBOR plus a margin equal to 3.50%, or (ii) a base rate plus a margin equal to 2.50%. After completion of Chamonix (as defined in the agreement), the interest rate per annum applicable to loans under the Credit Facility will be reduced to, at the Company’s option, either (i) LIBOR plus a margin equal to 3.00%, or (ii) a base rate plus a margin equal to 2.00%. The commitment fee per annum payable is equal to 0.50% of the unused portion of the Credit Facility. The Company has also agreed to pay customary letter of credit fees. The Credit Facility is available, subject to the satisfaction of customary conditions, until March 31, 2026, at which time all amounts borrowed must be repaid. As of March 31, 2021, there were no drawn amounts under the Credit Facility or any outstanding letters of credit. The Credit Facility is equally and ratably secured by the same assets and guarantees securing the 2028 Notes. The Company may make prepayments of any amounts outstanding under the Credit Facility (without any reduction of the revolving commitments) in whole or in part at any time without penalty. The Credit Facility contains a number of negative covenants that, subject to certain exceptions, are substantially similar to the covenants contained in the 2028 Notes. The Credit Facility also includes a requirement that the Company maintain, for the first two fiscal quarters following the closing of the Credit Facility, cash and equivalents totaling at least $20.0 million, excluding any amounts in the construction reserve accounts reserved for construction of Chamonix. The Credit Facility also requires compliance with a financial covenant as of the last day of each fiscal quarter, such that Adjusted EBITDA (as defined) for the trailing twelve-month period must equal or exceed the utilized portion of the Credit Facility, if drawn. The Company was in compliance with both covenants as of March 31, 2021. Unsecured Loans Under the CARES Act. On May 8, 2020, two wholly-owned subsidiaries of the Company executed promissory notes (the “Promissory Notes”) evidencing unsecured loans in the aggregate amount of $5,606,200 through programs established under the CARES Act (the “Loans”) and administered by the U.S. Small Business Administration (the “SBA”). Such funds were principally used to rehire several hundred employees at Rising Star and Bronco Billy’s in advance of, and subsequent to, their reopenings in mid-June. The Loans were made through Zions Bancorporation, N.A. dba Nevada State Bank (the “Lender”), bear interest at a rate of 1.00% per annum, and originally had a two-year term. Recently-passed legislation extended the original maturity dates to May 3, 2025 with no change to the annual interest rate. After a 15-month deferment period for principal and interest payments, the Company is required to make monthly loan payments totaling $128,557 beginning in September 2021. The Loans may be prepaid at any time prior to maturity with no prepayment penalties. Such Loans may be forgiven, either in whole or in part, depending on the amount of such proceeds that are used for certain eligible expenses over a 24-week period, including primarily the payroll and health benefits of employees who might otherwise have been without jobs or health benefits. The Company has through the maturity date of the loans to apply for forgiveness; however, there is no certainty that any or all of such Loans will be forgiven. |
COMMON STOCK WARRANT LIABILITY
COMMON STOCK WARRANT LIABILITY | 3 Months Ended |
Mar. 31, 2021 | |
COMMON STOCK WARRANT LIABILITY | |
COMMON STOCK WARRANT LIABILITY | 6. COMMON STOCK WARRANT LIABILITY On February 12, 2021, the Company used a portion of the proceeds from the 2028 Notes offering to redeem all of its outstanding warrants. As part of the Company’s former Second Lien Credit Facility, which was retired in 2018, the Company granted the second lien lenders 1,006,568 warrants. The settled repurchase price to redeem the warrants was $4.0 million. The Company previously measured the fair value of the warrants at each reporting period (see Note 2). However, upon redemption of the warrants on February 12, 2021, the fair value was determined based on the repurchase price of $4.0 million. This resulted in an incremental fair value adjustment of $1.3 million in the quarter, to increase the warrant liability from $2.7 million at December 31, 2020, when the Company’s stock traded at lower prices. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2021 | |
INCOME TAXES | |
INCOME TAXES | 7. INCOME TAXES The Company’s effective income tax rate for the three-months ended March 31, 2021 and 2020 was (6.2)% and (2.2)%, respectively. The Company’s tax rate differs from the statutory rate of 21.0% primarily due to the effects of valuation allowances against net deferred tax assets, as well as certain permanent item differences between tax and financial reporting purposes. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 8. COMMITMENTS AND CONTINGENCIES Litigation The Company is party to a number of pending legal proceedings related to matters that occurred in the normal course of business. Management does not expect that the outcome of any such proceedings, either individually or in the aggregate, will have a material effect on the Company’s financial position, results of operations and cash flows. Land and Real Estate Purchases Cripple Creek Land and Real Estate Purchases. On April 16, 2021, the Company purchased a lot and building near its operations in Cripple Creek, Colorado for $600,000. |
EARNINGS (LOSS) PER SHARE AND S
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2021 | |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY | |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY | 9. EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS’ EQUITY Earnings (Loss) Per Share The table below reconciles basic and diluted loss per share of common stock: (In thousands) Three Months Ended March 31, 2021 2020 Numerator: Net loss – basic $ (3,445) $ (4,358) Adjustment for assumed conversion of warrants — (1,656) Net loss – diluted $ (3,445) $ (6,014) Denominator: Weighted-average common and common share equivalents - basic 27,357 27,076 Potential dilution from assumed conversion of warrants — 364 Weighted-average common and common share equivalents - diluted 27,357 27,440 Anti-dilutive share-based awards and warrants excluded from the calculation of diluted loss per share 3,140 2,844 Stockholders’ Equity On March 29, 2021, the Company completed an underwritten public offering (the “Offering”) for a total of 6,917,250 shares of its common stock, par value $0.0001 per share (the “Common Stock”), which includes 902,250 shares of Common Stock sold pursuant to the underwriters’ exercise of an option to purchase additional shares of Common Stock to cover over-allotments. The price to the public in the Offering was $6.65 per share of Common Stock, and net proceeds were approximately $43.0 million after deducting underwriting discounts, commissions and offering expenses. The Company intends to use the net proceeds from this offering for general corporate purposes, including its current and future development projects. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2021 | |
SHARE-BASED COMPENSATION [Abstract] | |
SHARE-BASED COMPENSATION | 10. SHARE-BASED COMPENSATION As of March 31, 2021, the Company had 8,000 share-based awards authorized by shareholders and available for grant from the 2015 Equity Incentive Plan (the “2015 Plan”). The following table summarizes information related to the Company’s common stock options as of March 31, 2021: Weighted Number Average of Stock Exercise Options Price Options outstanding at January 1, 2021 3,183,708 $ 1.71 Granted 32,027 3.93 Exercised (67,616) 2.29 Canceled/Forfeited (8,000) 1.73 Expired — — Options outstanding at March 31, 2021 3,140,119 $ 1.72 Options exercisable at March 31, 2021 2,432,757 $ 1.63 Share-based compensation expense totaled $124,000 and $83,000 for the three-months ended March 31, 2021 and 2020, respectively. The expense for 2021 includes estimates for certain performance-based shares in connection with the employment agreement of Daniel R. Lee, the Company’s President and Chief Executive Officer, as well as his awarded stock options conditioned upon stockholders increasing the number of shares available for issuance under the 2015 Plan. As of March 31, 2021, there was approximately $0.8 million of unrecognized compensation cost related to unvested stock options previously granted that is expected to be recognized over a weighted-average period of approximately 2.0 years. |
SEGMENT REPORTING AND DISAGGREG
SEGMENT REPORTING AND DISAGGREGATED REVENUE | 3 Months Ended |
Mar. 31, 2021 | |
SEGMENT REPORTING AND DISAGGREGATED REVENUE | |
SEGMENT REPORTING AND DISAGGREGATED REVENUE | 11. SEGMENT REPORTING AND DISAGGREGATED REVENUE The Company manages its reporting segments based on geographic regions within the United States and type of income. The casino/resort operations include five segments as of 2021: Mississippi, Indiana, Colorado, Nevada, and Contracted Sports Wagering. The Company’s management views the states where each of its casino resorts are located as operating segments, in addition to its contracted sports wagering segment. Operating segments are aggregated based on their similar economic characteristics, types of customers, types of services and products provided, the regulatory environments in which they operate, and their management and reporting structure. During the first quarter of 2021, since it is a significantly different business than its core casino business, the Company changed the aggregation of its operations to present Contracted Sports Wagering as a separate segment. This change of the reportable segments reflects realignment within the Company stemming from the expansion of the Company’s contracted on-site and online sports wagering skins. Additionally, this new segment breakout aims to enhance transparency of operations and allow more appropriate valuation of the Company’s various business components. See Note 1 for further information. The Company utilizes Adjusted Segment EBITDA as the measure of segment profit in assessing performance and allocating resources at the reportable segment level. Adjusted Segment EBITDA is defined as earnings before interest and other non-operating income (expense), taxes, depreciation and amortization, pre-opening expenses, impairment charges, asset write-offs, recoveries, gain (loss) from asset disposals, project development and acquisition costs, non-cash share-based compensation expense, and corporate-related costs and expenses that are not allocated to each segment. As a result of the change in reportable segments described above, the Company has recast previously-reported segment information to conform to the current presentation in the following tables for enhanced comparability, which had no effect on previously reported results of operations or financial position. The following tables present the Company’s segment information: (In thousands) Three Months Ended March 31, 2021 Contracted Sports Mississippi Indiana Colorado Nevada Wagering Total Revenues Casino $ 16,040 $ 6,715 $ 5,264 $ 4,045 $ — $ 32,064 Food and beverage 4,693 748 413 247 — 6,101 Hotel 1,170 919 122 — — 2,211 Other operations 453 208 106 76 989 1,832 $ 22,356 $ 8,590 $ 5,905 $ 4,368 $ 989 $ 42,208 Adjusted Segment EBITDA $ 7,630 $ 1,134 $ 1,710 $ 1,224 $ 976 $ 12,674 Other operating costs and expenses: Depreciation and amortization (1,800) Corporate expenses (1,905) Project development costs (47) Loss on disposal of asset, net (104) Stock-based compensation (124) Operating income 8,694 Other expenses: Interest expense, net (4,456) Loss on extinguishment of debt (6,134) Adjustment to fair value of warrants (1,347) (11,937) Loss before income taxes (3,243) Income tax provision 202 Net loss $ (3,445) (In thousands) Three Months Ended March 31, 2020 Contracted Sports Mississippi Indiana Colorado Nevada Wagering Total Revenues Casino $ 9,070 $ 5,028 $ 4,005 $ 2,648 $ — $ 20,751 Food and beverage 4,679 1,153 767 391 — 6,990 Hotel 969 858 147 — — 1,974 Other operations 374 208 63 69 424 1,138 $ 15,092 $ 7,247 $ 4,982 $ 3,108 $ 424 $ 30,853 Adjusted Segment EBITDA $ 1,831 $ (1,490) $ (471) $ (390) $ 390 $ (130) Other operating costs and expenses: Depreciation and amortization (2,040) Corporate expenses (1,119) Project development costs (56) Gain on disposal of assets, net — Stock-based compensation (83) Operating loss (3,428) Other (expense) income: Interest expense, net (2,491) Loss on extinguishment of debt — Adjustment to fair value of warrants 1,656 (835) Loss before income taxes (4,263) Income tax provision 95 Net loss $ (4,358) (In thousands) March 31, December 31, 2021 2020 Total Assets Mississippi $ 85,467 $ 83,809 Indiana 35,268 37,798 Colorado 227,580 44,961 Nevada 13,082 13,248 Contracted Sports Wagering 1,948 1,329 Corporate and Other 90,598 31,471 $ 453,943 $ 212,616 |
BASIS OF PRESENTATION AND SIG_2
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | Basis of Presentation. As permitted by the rules and regulations of the Securities and Exchange Commission (“SEC”), certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) have been condensed or omitted. These consolidated financial statements should be read in conjunction with the Company’s 2020 annual consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2020. The interim consolidated financial statements of the Company included herein reflect all adjustments (consisting of normal recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position and results of operations for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of annualized results for an entire year. The consolidated financial statements include the accounts of Full House and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Fair Value and the Fair Value Input Hierarchy | Fair Value and the Fair Value Input Hierarchy. Fair value measurements affect the Company’s accounting for net assets acquired in acquisition transactions and certain financial assets and liabilities. Fair value measurements are also used in the Company’s periodic assessments of long-lived tangible and intangible assets for possible impairment, including for property and equipment, goodwill, and other intangible assets. Fair value is defined as the expected price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP categorizes the inputs used for fair value into a three-level hierarchy: · Level 1: Observable inputs, such as quoted prices in active markets for identical assets or liabilities; · Level 2: Comparable inputs other than quoted prices that are observable for similar assets or liabilities in less active markets; and · Level 3: Unobservable inputs which may include metrics that market participants would use to estimate values, such as revenue and earnings multiples and relative rates of return. The Company utilizes Level 1 inputs when measuring the fair value of its 2028 Notes (see Note 5). The Company utilizes Level 2 inputs when measuring the fair value of its asset purchases and acquisitions (see Note 4). The Company utilizes Level 3 inputs when measuring the fair value of net assets acquired in business combination transactions, subsequent assessments for impairment, and most financial instruments, including but not limited to the estimated fair value of common stock warrants at issuance and for recurring changes in the related warrant liability (see Note 6). |
Cash Equivalents and Restricted Cash | Cash Equivalents and Restricted Cash. Cash equivalents include cash involved in operations and cash in excess of daily requirements that is invested in highly liquid, short-term investments with initial maturities of three months or less when purchased. Restricted cash balances consist of funds initially totaling $180 million, which were placed into a construction reserve account to fund the completion of the Chamonix construction project. |
Revenue Recognition of Accrued Club Points and Deferred Revenues | Revenue Recognition of Accrued Club Points and Deferred Revenues Accrued Club Points: Operating Revenues and Related Costs and Expenses. The Company’s revenues consist primarily of casino gaming, food and beverage, hotel, and other revenues (such as sports wagering, golf, RV park operations, and entertainment). The majority of the Company’s revenues are derived from casino gaming, principally slot machines. Gaming revenue is the difference between gaming wins and losses, not the total amount wagered. The Company accounts for its gaming transactions on a portfolio basis as such wagers have similar characteristics and it would not be practical to view each wager on an individual basis. The Company sometimes provides discretionary complimentary goods and services (“discretionary comps”). For these types of transactions, the Company allocates revenue to the department providing the complimentary goods or services based upon its estimated standalone selling price, offset by a reduction in casino revenues. Many of the Company’s customers choose to earn points under its customer loyalty programs. As points are accrued, the Company defers a portion of its gaming revenue based on the estimated standalone value of loyalty points being earned by the customer. The standalone value of loyalty points is derived from the retail value of food, beverages, hotel rooms, and other goods or services for which such points may be redeemed. A liability related to these customer loyalty points is recorded, net of estimated breakage and other factors, until the customer redeems these points, primarily for “free casino play,” complimentary dining, or hotel stays. Such liabilities were approximately $0.7 million for March 31, 2021 and $0.8 million for December 31, 2020, and these amounts are included in “other accrued liabilities” on the consolidated balance sheets. Upon redemption, the related revenue is recognized at retail value within the department providing the goods or services. Revenue for food and beverage, hotel, and other revenue transactions is typically the net amount collected from customers for such goods and services, plus the retail value of (i) discretionary comps and (ii) comps provided in return for redemption of loyalty points. The Company records such revenue as the good or service is transferred to the customer. Additionally, the Company may collect deposits in advance for future hotel reservations or entertainment, among other services, which represent obligations to the Company until the service is provided to the customer. Deferred Revenues: Market Access Fees from Sports Wagering Agreements. In 2019, the Company entered into several agreements with various unaffiliated companies allowing for online/mobile sports wagering within Indiana and Colorado, as well as on-site sports wagering at Rising Star Casino Resort and at Bronco Billy’s Casino and Hotel (the “Sports Agreements”). The contracts differ as to the percentages of revenues that we receive. Also, some contracts require payments in advance of the contract year, while others call for settlement in arrears. As part of these long-term Sports Agreements, the Company received $6 million in one-time market access fees, which were recorded as a long-term liability in the same amount and are being recognized as revenue ratably over the initial term length of each agreement of 10 years, beginning with the commencement of operations. Indiana. Two of the Company’s Sports Agreements commenced operations in December 2019 and April 2021, respectively. The remaining Sports Agreement is expected to go live in the next few months. Colorado. The Company’s three contracted mobile sports wagering websites commenced online operations in June 2020, December 2020 and April 2021. Deferred revenues consisted of the following as discussed above: (In thousands) March 31, December 31, Balance Sheet Location 2021 2020 Deferred revenue, current Other accrued liabilities $ 1,122 $ 1,372 Deferred revenue, net of current portion Contract liabilities, net of current portion 5,298 5,398 $ 6,420 $ 6,770 |
Income Taxes | Income Taxes. For interim income tax reporting for the three-months ended March 31, 2021, the Company estimates its annual effective tax rate and applies it to its year-to-date pretax income or loss. |
Reclassifications | Reclassifications. The Company made certain minor financial statement presentation reclassifications to prior-period amounts to conform to the current-period presentation. Such reclassifications had no effect on the previously reported results of operations or financial position. |
Earnings (Loss) Per Share | Earnings (Loss) Per Share. Earnings (loss) per share is net income (loss) applicable to common stock divided by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects additional dilutive effects for all potentially-dilutive securities, including share-based awards outstanding under the Company’s stock compensation plan and warrants, using the treasury stock method. |
Leases | Leases. The Company determines if a contract is or contains a lease at inception or modification of the agreement. A contract is or contains a lease if there are identified assets and the right to control the use of an identified asset is conveyed for a period of time in exchange for consideration. Control over the use of the identified asset means that the lessee has both the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct the use of the asset. For material leases with terms greater than a year, the Company records right-of-use (“ROU”) assets and lease liabilities on the balance sheet, as measured on a discounted basis. For finance leases, the Company recognizes interest expense associated with the lease liability and depreciation expense associated with the ROU asset; for operating leases, the Company recognizes straight-line rent expense. The Company does not recognize ROU assets or lease liabilities for leases with a term of 12 months or less. However, costs related to short-term leases with terms greater than one month, which the Company deems material, are disclosed as a component of lease expenses when applicable. Additionally, the Company accounts for new and existing leases containing both lease and non-lease components (“embedded leases”) together as a single lease component by asset class for gaming-related equipment; therefore, the Company does not allocate contract consideration to the separate lease and non-lease components based on their relative standalone prices. Finance and operating lease ROU assets and liabilities are recognized based on the present value of future minimum lease payments over the expected lease term at commencement. As the implicit rate is not determinable in most of the Company’s leases, management uses the Company’s incremental borrowing rate as estimated by third-party valuation specialists in determining the present value of future payments based on the information available at the commencement date and/or modification date. The expected lease terms include options to extend the lease when it is reasonably certain that the Company will exercise such options. Lease expense for minimum lease payments is recognized on a straight-line basis over the expected lease term for operating leases. For finance leases, the ROU asset depreciates on a straight-line basis over the shorter of the lease term or useful life of the ROU asset and the lease liability accretes interest based on the interest method using the discount rate determined at lease commencement. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Income Taxes. In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). This standard simplifies the accounting for income taxes and includes removal of certain exceptions to the general principles of ASC 740, Income Taxes, and updates and simplifies certain areas of the codification. ASU 2019-12 was effective for the Company beginning on January 1, 2021, but did not have a material impact on its financial statements upon adoption. The Company believes that there are no other recently-issued accounting standards not yet effective that are currently likely to have a material impact on its financial statements. |
ORGANIZATION (Tables)
ORGANIZATION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
ORGANIZATION | |
Schedule of Properties | The following table identifies our five segments, along with properties and their locations: Segments and Properties Locations Colorado Bronco Billy’s Casino and Hotel Cripple Creek, CO (near Colorado Springs) Chamonix Casino Hotel (under construction) Cripple Creek, CO (near Colorado Springs) Indiana Rising Star Casino Resort Rising Sun, IN (near Cincinnati) Mississippi Silver Slipper Casino and Hotel Hancock County, MS (near New Orleans) Nevada Grand Lodge Casino Incline Village, NV Stockman’s Casino Fallon, NV (one hour east of Reno) Contracted Sports Wagering Three sports wagering websites (“skins”) Colorado Three sports wagering websites (“skins”) Indiana |
BASIS OF PRESENTATION AND SIG_3
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of Deferred revenues | (In thousands) March 31, December 31, Balance Sheet Location 2021 2020 Deferred revenue, current Other accrued liabilities $ 1,122 $ 1,372 Deferred revenue, net of current portion Contract liabilities, net of current portion 5,298 5,398 $ 6,420 $ 6,770 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
LEASES | |
Components of Lease Expense, Lease Term and Discount Rate and Cash Flow Information | (In thousands) Three Months Ended March 31, Lease Costs Statement of Operations Classification 2021 2020 Operating leases: Fixed/base rent Selling, General and Administrative Expenses $ 1,159 $ 1,200 Variable payments Selling, General and Administrative Expenses 402 154 Finance lease: Amortization of leased assets Depreciation and Amortization 39 40 Interest on lease liabilities Interest Expense, Net 43 32 Total lease costs $ 1,643 $ 1,426 Lease Term and Discount Rate March 31, 2021 December 31, 2020 Weighted-average remaining lease term Operating leases years 20.4 years Finance lease 6.5 years 6.8 years Weighted-average discount rate Operating leases % % Finance lease % % (In thousands) Three Months Ended March 31, Cash paid for amounts included in the measurement of lease liabilities: 2021 2020 Operating cash flows for operating leases $ 1,218 $ 1,209 Operating cash flows for finance lease $ 43 $ 32 Financing cash flows for finance lease $ 120 $ 95 |
Balance Sheet Information For Leases | (In thousands) Leases Balance Sheet Classification March 31, 2021 December 31, 2020 Assets Operating lease assets Operating Lease Right-of-Use Assets, Net $ 16,600 $ 17,361 Finance lease assets Property and Equipment, Net (1) 4,840 4,879 Total lease assets $ 21,440 $ 22,240 Liabilities Current Operating Current Portion of Operating Lease Obligations $ 3,283 $ 3,283 Finance Current Portion of Finance Lease Obligation 490 491 Noncurrent Operating Operating Lease Obligations, Net of Current Portion 14,094 14,914 Finance Finance Lease Obligation, Net of Current Portion 3,179 3,298 Total lease liabilities $ 21,046 $ 21,986 __________ (1 ) Finance lease assets are recorded net of accumulated amortization of $2.9 million and $2.8 million as of March 31, 2021 and December 31, 2020, respectively. |
Operating Lease, Liability, Maturity | (In thousands) Operating Financing Years Ending December 31, Leases Lease (1) 2021 (excluding the three months ended March 31, 2021) $ 3,574 $ 435 2022 4,576 652 2023 2,984 652 2024 1,243 652 2025 1,046 652 Thereafter 30,070 1,195 Total future minimum lease payments 43,493 4,238 Less: Amount representing interest (26,116) (569) Present value of lease liabilities 17,377 3,669 Less: Current lease obligations (3,283) (490) Long-term lease obligations $ 14,094 $ 3,179 __________ (1) The Company’s only material finance lease is at Rising Star Casino Resort for a 104‑room hotel. |
Finance Lease, Liability, Maturity | (In thousands) Operating Financing Years Ending December 31, Leases Lease (1) 2021 (excluding the three months ended March 31, 2021) $ 3,574 $ 435 2022 4,576 652 2023 2,984 652 2024 1,243 652 2025 1,046 652 Thereafter 30,070 1,195 Total future minimum lease payments 43,493 4,238 Less: Amount representing interest (26,116) (569) Present value of lease liabilities 17,377 3,669 Less: Current lease obligations (3,283) (490) Long-term lease obligations $ 14,094 $ 3,179 __________ (1) The Company’s only material finance lease is at Rising Star Casino Resort for a 104‑room hotel. |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
LONG-TERM DEBT [Abstract] | |
Schedule of Long-Term Debt, Related Discounts and Issuance Costs | (In thousands) March 31, December 31, 2021 2020 Senior Secured Notes due 2028 (1) $ 310,000 $ — Senior Secured Notes due 2024 (2) — 106,825 Unsecured Loans (CARES Act) (2) 5,606 5,606 Less: Unamortized discounts and debt issuance costs (9,527) (5,173) 306,079 107,258 Less: Current portion of long-term debt (799) (426) $ 305,280 $ 106,832 __________ (1) As of March 31, 2021, the estimated fair value of these notes was approximately $331.8 million. The fair value was estimated using quoted market prices for these notes (see Note 2). (2) The estimated fair value for these non-traded debt instruments can be approximated by their respective carrying values because management believes their terms are representative of market conditions. |
Debt Instrument Redemption | At any time on or after February 15, 2024, the Company may redeem some or all of the 2028 Notes for cash at the following redemption prices: Redemption Periods Percentage Premium February 15, 2024 to February 14, 2025 104.125 % February 15, 2025 to February 14, 2026 102.063 % February 15, 2026 and Thereafter 100.000 % |
EARNINGS (LOSS) PER SHARE AND_2
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY | |
Schedule of Earnings Per Share, Basic and Diluted | The table below reconciles basic and diluted loss per share of common stock: (In thousands) Three Months Ended March 31, 2021 2020 Numerator: Net loss – basic $ (3,445) $ (4,358) Adjustment for assumed conversion of warrants — (1,656) Net loss – diluted $ (3,445) $ (6,014) Denominator: Weighted-average common and common share equivalents - basic 27,357 27,076 Potential dilution from assumed conversion of warrants — 364 Weighted-average common and common share equivalents - diluted 27,357 27,440 Anti-dilutive share-based awards and warrants excluded from the calculation of diluted loss per share 3,140 2,844 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
SHARE-BASED COMPENSATION [Abstract] | |
Schedule of Common Stock Options | The following table summarizes information related to the Company’s common stock options as of March 31, 2021: Weighted Number Average of Stock Exercise Options Price Options outstanding at January 1, 2021 3,183,708 $ 1.71 Granted 32,027 3.93 Exercised (67,616) 2.29 Canceled/Forfeited (8,000) 1.73 Expired — — Options outstanding at March 31, 2021 3,140,119 $ 1.72 Options exercisable at March 31, 2021 2,432,757 $ 1.63 |
SEGMENT REPORTING AND DISAGGR_2
SEGMENT REPORTING AND DISAGGREGATED REVENUE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
SEGMENT REPORTING AND DISAGGREGATED REVENUE | |
Schedule of Total Revenues By Segment | As a result of the change in reportable segments described above, the Company has recast previously-reported segment information to conform to the current presentation in the following tables for enhanced comparability, which had no effect on previously reported results of operations or financial position. The following tables present the Company’s segment information: (In thousands) Three Months Ended March 31, 2021 Contracted Sports Mississippi Indiana Colorado Nevada Wagering Total Revenues Casino $ 16,040 $ 6,715 $ 5,264 $ 4,045 $ — $ 32,064 Food and beverage 4,693 748 413 247 — 6,101 Hotel 1,170 919 122 — — 2,211 Other operations 453 208 106 76 989 1,832 $ 22,356 $ 8,590 $ 5,905 $ 4,368 $ 989 $ 42,208 Adjusted Segment EBITDA $ 7,630 $ 1,134 $ 1,710 $ 1,224 $ 976 $ 12,674 Other operating costs and expenses: Depreciation and amortization (1,800) Corporate expenses (1,905) Project development costs (47) Loss on disposal of asset, net (104) Stock-based compensation (124) Operating income 8,694 Other expenses: Interest expense, net (4,456) Loss on extinguishment of debt (6,134) Adjustment to fair value of warrants (1,347) (11,937) Loss before income taxes (3,243) Income tax provision 202 Net loss $ (3,445) (In thousands) Three Months Ended March 31, 2020 Contracted Sports Mississippi Indiana Colorado Nevada Wagering Total Revenues Casino $ 9,070 $ 5,028 $ 4,005 $ 2,648 $ — $ 20,751 Food and beverage 4,679 1,153 767 391 — 6,990 Hotel 969 858 147 — — 1,974 Other operations 374 208 63 69 424 1,138 $ 15,092 $ 7,247 $ 4,982 $ 3,108 $ 424 $ 30,853 Adjusted Segment EBITDA $ 1,831 $ (1,490) $ (471) $ (390) $ 390 $ (130) Other operating costs and expenses: Depreciation and amortization (2,040) Corporate expenses (1,119) Project development costs (56) Gain on disposal of assets, net — Stock-based compensation (83) Operating loss (3,428) Other (expense) income: Interest expense, net (2,491) Loss on extinguishment of debt — Adjustment to fair value of warrants 1,656 (835) Loss before income taxes (4,263) Income tax provision 95 Net loss $ (4,358) |
Schedule of Total Assets By Segment | (In thousands) March 31, December 31, 2021 2020 Total Assets Mississippi $ 85,467 $ 83,809 Indiana 35,268 37,798 Colorado 227,580 44,961 Nevada 13,082 13,248 Contracted Sports Wagering 1,948 1,329 Corporate and Other 90,598 31,471 $ 453,943 $ 212,616 |
ORGANIZATION - Resort (Details)
ORGANIZATION - Resort (Details) | 3 Months Ended | |
Mar. 31, 2021segmentitem | May 11, 2021item | |
Number of casinos operated | 5 | |
Number of casinos owned or leased | 4 | |
Number of casinos located within a hotel owned by a third party | 1 | |
Number of sports skins operating | 6 | |
Number of segments | segment | 5 | |
Subsequent Event [Member] | ||
Number of sports skins commenced operation | 5 | |
INDIANA | ||
Number of sports skins operating | 3 | |
COLORADO | ||
Number of sports skins operating | 3 |
ORGANIZATION - COVID-19 (Detail
ORGANIZATION - COVID-19 (Details) - USD ($) $ in Thousands | Mar. 29, 2021 | Mar. 31, 2021 | Mar. 31, 2021 | Feb. 12, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Cash, Equivalents, and restricted cash | $ 277,928 | $ 277,928 | $ 37,698 | $ 24,317 | $ 29,851 | ||
Restricted cash | 179,923 | 179,923 | |||||
Revolving Credit Facility | |||||||
Agreement of revolving credit facility | $ 15,000 | $ 15,000 | |||||
Term of unsecured note | 5 years | 5 years | |||||
Over-Allotment Option | |||||||
Underwritten public offering | 6,917,250 | 6,917,250 | |||||
Gross proceeds | $ 43,000 | $ 46,000 | |||||
Cripple Creek Project | |||||||
Restricted cash account | $ 180,000 | $ 180,000 | |||||
Senior Secured Notes Due 2028 | Senior Secured Notes | |||||||
Amount of debt | $ 310,000 | ||||||
Interest rate | 8.25% |
BASIS OF PRESENTATION AND SIG_4
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Cash Equivalents and Restricted Cash (Details) $ in Millions | Mar. 31, 2021USD ($) |
Cripple Creek Project | |
Basis Of Presentation [Line Items] | |
Restricted cash account | $ 180 |
BASIS OF PRESENTATION AND SIG_5
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Deferred Revenues: Market Access Fees from Sports Wagering Agreements (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Basis Of Presentation [Line Items] | ||
Liabilities in other accrued expenses | $ 0.7 | $ 0.8 |
Sports Wagering Agreements | ||
Basis Of Presentation [Line Items] | ||
Revenue term | 10 years |
BASIS OF PRESENTATION AND SIG_6
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Deferred Revenues (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Deferred revenue, net of current portion | $ 5,298 | $ 5,398 |
Contract with Customer, Liability, Total | 6,420 | 6,770 |
Other accrued liabilities | ||
Deferred revenue, current | $ 1,122 | $ 1,372 |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -Leases (Details) | Mar. 31, 2021 |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | |
Lease, Practical Expedient, Lessor Single Lease Component [true false] | true |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | Jan. 01, 2018USD ($) | May 31, 2020 | Apr. 30, 2020 | Mar. 31, 2020USD ($) | Jun. 30, 2017USD ($)ft² | May 31, 2020USD ($) | Mar. 31, 2021USD ($)roomOptionlease | May 31, 2020USD ($) | Dec. 31, 2004USD ($)a | Nov. 30, 2018USD ($) |
Lessee, Lease, Description [Line Items] | ||||||||||
Number of finance leases | lease | 1 | |||||||||
Future minimum lease payments | $ 43,493,000 | |||||||||
Grand Lodge Casino facility | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Rent | $ 166,667 | |||||||||
Lessor acquisition price, EBITDA measurement period | 12 months | |||||||||
Abatement rent amount of undiscounted cash | $ 208,000 | |||||||||
Reduction In Rent By Percentage | 50.00% | 50.00% | 25.00% | |||||||
Corporate Office Lease | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Rent | $ 200,000 | |||||||||
Office lease, square feet | ft² | 4,479 | |||||||||
Land lease | Land Lease Of Silver Slipper Casino Site | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Abatement rent amount of undiscounted cash | $ 155,000 | |||||||||
Land lease | Land Lease Of Silver Slipper Casino Site | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Rent | $ 77,500 | |||||||||
Percentage of gross gaming revenue | 3.00% | |||||||||
Gross gaming revenue (in excess of) | $ 3,650,000 | |||||||||
Cost to exercise purchase option | $ 15,500,000 | |||||||||
Retained interest in percentages of net income | 3.00% | |||||||||
Retained interest in percentages of net income, term | 10 years | |||||||||
Land lease | Land Lease Of Silver Slipper Casino Site | Marshland | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Area of land subject to ground lease | a | 31 | |||||||||
Land lease | Land Lease Of Silver Slipper Casino Site | Parcel | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Area of land subject to ground lease | a | 7 | |||||||||
Certain parking lots and buildings | Bronco Billy's Casino and Hotel | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Cost to exercise purchase option | $ 7,600,000 | |||||||||
Number of original renewal options | Option | 6 | |||||||||
Certain parking lots and buildings | Lease Terms, Option One | Bronco Billy's Casino and Hotel | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Lease extension term | 3 years | |||||||||
Certain parking lots and buildings | Lease Terms, Second Renewal Option | Bronco Billy's Casino and Hotel | Scenario, Plan [Member] | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Lease includes current payments | $ 32,500 | |||||||||
Land, buildings and improvements | Various Buildings And Land In Cripple Creak, Colorado | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Maximum purchase price on purchase option | 2,800,000 | |||||||||
Land, buildings and improvements | Various Buildings And Land In Cripple Creak, Colorado | Bought by October 31, 2021 | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Cost to exercise purchase option | 2,700,000 | |||||||||
Land, buildings and improvements | Various Buildings And Land In Cripple Creak, Colorado | Purchase dates thereafter | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Cost to exercise purchase option | $ 2,800,000 | |||||||||
Land, buildings and improvements | Lease Terms, Option One | Various Buildings And Land In Cripple Creak, Colorado | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Lessee, Operating Lease, Term of Contract | 3 years | |||||||||
Land, buildings and improvements | Lease Terms, Option Two | Various Buildings And Land In Cripple Creak, Colorado | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Lease extension term | 2 years | |||||||||
Annual lease payments | $ 300,000 | |||||||||
Land, buildings and improvements | Lease Terms, Option One | Various Buildings And Land In Cripple Creak, Colorado | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Lessee Leasing Arrangements Operating Leases Annual Rent Expense | $ 200,000 | |||||||||
Rising Star Casino Resort | Rising Sun/Ohio County First, Inc | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Number of hotel rooms | room | 104 | |||||||||
Project actual cost | $ 7,700,000 | |||||||||
Lease purchase option, remaining net price | 3,700,000 | |||||||||
Option price at lease maturity | $ 1 | |||||||||
Minimum | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Lease terms | 1 month | |||||||||
Maximum | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Lease terms | 37 years |
LEASES - Lease Expense (Details
LEASES - Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
LEASES | ||
Fixed/base rent | $ 1,159 | $ 1,200 |
Variable payments | 402 | 154 |
Amortization of leased assets | 39 | 40 |
Interest on lease liabilities | 43 | 32 |
Total lease costs | $ 1,643 | $ 1,426 |
LEASES - Balance Sheet Details
LEASES - Balance Sheet Details (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
LEASES | ||
Operating lease assets | $ 16,600 | $ 17,361 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Operating lease assets | |
Finance lease assets | $ 4,840 | 4,879 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:PropertyPlantAndEquipmentNet | |
Total lease assets | $ 21,440 | 22,240 |
Current operating lease liability | $ 3,283 | 3,283 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Current operating lease liability | |
Current finance lease liability | $ 490 | 491 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Current finance lease liability | |
Noncurrent operating lease liability | $ 14,094 | 14,914 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Noncurrent operating lease liability | |
Noncurrent finance lease liability | $ 3,179 | 3,298 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Noncurrent finance lease liability | |
Total lease liabilities | $ 21,046 | 21,986 |
Finance lease, right-of-use asset, accumulated depreciation | $ 2,900 | $ 2,800 |
LEASES - Maturities of Lease Li
LEASES - Maturities of Lease Liabilities (Details) $ in Thousands | Mar. 31, 2021USD ($)room | Dec. 31, 2020USD ($) |
Operating Leases | ||
2021 (excluding the three months ended March 31, 2021) | $ 3,574 | |
2022 | 4,576 | |
2023 | 2,984 | |
2024 | 1,243 | |
2025 | 1,046 | |
Thereafter | 30,070 | |
Total future minimum lease payments | 43,493 | |
Less: Amount representing interest | (26,116) | |
Present value of lease liabilities | 17,377 | |
Less: Current lease obligations | (3,283) | $ (3,283) |
Noncurrent operating lease liability | 14,094 | 14,914 |
Financing Lease | ||
2021 (excluding the three months ended March 31, 2021) | 435 | |
2022 | 652 | |
2023 | 652 | |
2024 | 652 | |
2025 | 652 | |
Thereafter | 1,195 | |
Total future minimum lease payments | 4,238 | |
Less: Amount representing interest | (569) | |
Present value of lease liabilities | 3,669 | |
Less: Current lease obligations | (490) | (491) |
Long-term lease obligations | $ 3,179 | $ 3,298 |
Rising Star Casino Resort | Rising Sun/Ohio County First, Inc | ||
Financing Lease | ||
Number of hotel rooms | room | 104 |
LEASES - Lease Term and Discoun
LEASES - Lease Term and Discount Rate (Details) | Mar. 31, 2021 | Dec. 31, 2020 |
LEASES | ||
Weighted-average remaining lease term, operating leases | 20 years 11 months 19 days | 20 years 4 months 24 days |
Weighted-average remaining lease term, finance leases | 6 years 6 months | 6 years 9 months 18 days |
Weighted-average discount rate, operating leases | 9.43% | 9.41% |
Weighted-average discount rate, finance leases | 4.50% | 4.50% |
LEASES - Supplemental Cash Flow
LEASES - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows for operating leases | $ 1,218 | $ 1,209 |
Operating cash flows for finance lease | 43 | 32 |
Financing cash flows for finance lease | $ 120 | $ 95 |
ACQUISITIONS (Details)
ACQUISITIONS (Details) - Cripple Creek Land and Real Estate Purchases - Carr Manor, a boutique hotel $ in Millions | Mar. 31, 2021USD ($)aroomitem |
Acquisitions [Line Items] | |
Number of guest room in the hotel | room | 14 |
Consideration of asset acquisition | $ | $ 2.8 |
Number of parcels of land purchased | item | 5 |
Land in purchase option (in acres) | a | 1.6 |
LONG-TERM DEBT - Long-Term Debt
LONG-TERM DEBT - Long-Term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Unamortized discounts and debt issuance costs | $ (9,527) | $ (5,173) |
Long-term debt, net | 306,079 | 107,258 |
Current portion of long-term debt | (799) | (426) |
Long-term debt, net of current portion, unamortized discount and issuance costs | 305,280 | 106,832 |
Senior Secured Notes Due 2028 | Senior Secured Notes | ||
Debt Instrument [Line Items] | ||
Outstanding principal | 310,000 | |
Estimated fair value | 331,800 | |
Senior Secured Notes Due 2024 | Unsecured Debt | ||
Debt Instrument [Line Items] | ||
Outstanding principal | 106,825 | |
Unsecured Loans CARES Act [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding principal | $ 5,606 | $ 5,606 |
LONG-TERM DEBT - Senior Secured
LONG-TERM DEBT - Senior Secured Notes Narrative (Details) - Senior Secured Notes - USD ($) $ in Millions | Feb. 12, 2021 | Mar. 31, 2021 | Feb. 02, 2021 | Feb. 02, 2018 |
Line of Credit Facility [Line Items] | ||||
Percentage of prepayment Premium | 0.90% | |||
Senior Secured Notes Due 2028 | ||||
Line of Credit Facility [Line Items] | ||||
Aggregate principal amount | $ 310 | |||
Interest rate | 8.25% | |||
Borrowed funds designated for contructing project | $ 180 | |||
Proceeds form the offering | $ 8 | |||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 35.00% | |||
Percentage of redemption of equity offering | 108.25% | |||
Debt Instrument, Redemption Price, Percentage | 100.00% | |||
Senior Secured Notes Due 2024 | ||||
Line of Credit Facility [Line Items] | ||||
Aggregate principal amount | $ 100 |
LONG-TERM DEBT - Redemption of
LONG-TERM DEBT - Redemption of Senior Secured Notes (Details) - Senior Secured Notes - Senior Secured Notes Due 2028 | Feb. 12, 2021 |
February 15, 2024 to February 14, 2025 | |
Line of Credit Facility [Line Items] | |
Percentage Premium | 104.125% |
February 15, 2025 to February 14, 2026 | |
Line of Credit Facility [Line Items] | |
Percentage Premium | 102.063% |
February 15, 2026 and Thereafter | |
Line of Credit Facility [Line Items] | |
Percentage Premium | 100.00% |
LONG TERM Debt - Prior Notes (D
LONG TERM Debt - Prior Notes (Details) - Senior Secured Notes - USD ($) $ in Millions | May 10, 2019 | Feb. 02, 2018 | Feb. 02, 2021 |
Percentage of prepayment Premium | 0.90% | ||
Senior Secured Notes Due 2024 | |||
Debt Instrument, Face Amount | $ 100 | ||
Additional aggregate principal amount | $ 10 | ||
Applicable margin rate | 7.00% | ||
LIBOR | Senior Secured Notes Due 2024 | |||
Applicable margin rate | 1.00% |
LONG TERM Debt - Revolving Cred
LONG TERM Debt - Revolving Credit Facility (Details) - Revolving Credit Facility $ in Thousands | 1 Months Ended | 3 Months Ended |
Mar. 31, 2021USD ($) | Mar. 31, 2021USD ($) | |
Debt Instrument [Line Items] | ||
Agreement of revolving credit facility | $ 15,000 | $ 15,000 |
Term of unsecured note | 5 years | 5 years |
Percentage of commitment fee | 0.50% | |
Credit Facility | $ 0 | |
Minimum amount of debt covenant | $ 20,000 | $ 20,000 |
LIBOR | Until Completion of Chamonix Project | ||
Debt Instrument [Line Items] | ||
Applicable margin rate | 3.50% | |
LIBOR | After Completion of Chamonix Project | ||
Debt Instrument [Line Items] | ||
Applicable margin rate | 3.00% | |
Base Rate | Until Completion of Chamonix Project | ||
Debt Instrument [Line Items] | ||
Applicable margin rate | 2.50% | |
Base Rate | After Completion of Chamonix Project | ||
Debt Instrument [Line Items] | ||
Applicable margin rate | 2.00% |
LONG TERM Debt - Unsecured Loan
LONG TERM Debt - Unsecured Loans (Details) - Unsecured Debt - USD ($) | Sep. 03, 2021 | May 08, 2020 | Mar. 31, 2021 |
Debt Instrument, Term | 2 years | ||
Unsecured Loans CARES Act [Member] | |||
Debt Instrument, Face Amount | $ 5,606,200 | ||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | ||
Deferment period | 15 months | ||
Unsecured Loans CARES Act [Member] | Scenario, Plan [Member] | |||
Periodic payment | $ 128,557 |
COMMON STOCK WARRANT LIABILITY
COMMON STOCK WARRANT LIABILITY (Details) - USD ($) $ in Thousands | Feb. 12, 2021 | May 13, 2016 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Class of Warrant or Right [Line Items] | |||||
Warrants repurchase price | $ 4,000 | ||||
Adjustment to fair value of warrants | 1,300 | $ 1,347 | $ (1,656) | ||
Common stock warrant liability | $ 2,653 | ||||
Line of Credit | Second Lien Term Loan | Warrant to Purchase Common Equity | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants issued (in shares) | 1,006,568 | ||||
Payments for Repurchase of Warrants | $ 4,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
INCOME TAXES | ||
Effective income tax rate | (6.20%) | (2.20%) |
Federal income tax benefit at U.S. statutory rate | 21.00% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | Apr. 16, 2021USD ($) |
Subsequent Event [Member] | Cripple Creek Land and Real Estate Purchases | |
Commitments and Contingencies [Line Items] | |
Consideration of asset acquisition | $ 600,000 |
EARNINGS (LOSS) PER SHARE AND_3
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY - Reconciliation of Earnings Per Share (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Numerator: | ||
Net loss - basic | $ (3,445) | $ (4,358) |
Adjustment for assumed conversion of warrants | (1,656) | |
Net loss - diluted | $ (3,445) | $ (6,014) |
Denominator: | ||
Weighted-average common and common share equivalents - basic (in shares) | 27,357 | 27,076 |
Potential dilution from assumed conversion of warrants (in shares) | 364 | |
Weighted-average common and common share equivalents - diluted (in shares) | 27,357 | 27,440 |
Anti-dilutive share-based awards and warrants excluded from the calculation of diluted loss per share (in shares) | 3,140 | 2,844 |
EARNINGS (LOSS) PER SHARE AND_4
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY - Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Millions | Mar. 29, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |
Over-Allotment Option | |||
Underwritten public offering | 6,917,250 | 6,917,250 | |
Common stock, par value (in dollars per share) | $ 0.0001 | ||
Common Stock sold | 902,250 | ||
Subscription price (in USD per share) | $ 6.65 | ||
Net proceeds | $ 43 | $ 46 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock compensation expense | $ 124 | $ 83 |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation cost | $ 800 | |
Weighted-average period of unrecognized compensation cost expected to be recognized | 2 years | |
2015 Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares available for future issuance (in shares) | 8,000 |
SHARE-BASED COMPENSATION - Summ
SHARE-BASED COMPENSATION - Summarizes information related to our common stock options (Details) - Stock options | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Number of Stock Options | |
Options outstanding, beginning balance (in shares) | shares | 3,183,708 |
Granted (in shares) | shares | 32,027 |
Exercised (in shares) | shares | (67,616) |
Canceled/Forfeited (in shares) | shares | (8,000) |
Options outstanding, ending balance (in shares) | shares | 3,140,119 |
Options exercisable (in shares) | shares | 2,432,757 |
Weighted Average Exercise Price | |
Weighted average exercise price, Options outstanding (in dollars per share) | $ / shares | $ 1.71 |
Granted (in dollars per share) | $ / shares | 3.93 |
Exercised (in dollars per share) | $ / shares | 2.29 |
Canceled/Forfeited (in dollars per share) | $ / shares | 1.73 |
Weighted average exercise price, Options outstanding (in dollars per share) | $ / shares | 1.72 |
Weighted average exercise price, Options exercisable (in dollars per share) | $ / shares | $ 1.63 |
SEGMENT REPORTING AND DISAGGR_3
SEGMENT REPORTING AND DISAGGREGATED REVENUE - Selected Statement of Operations Data (Details) $ in Thousands | Feb. 12, 2021USD ($) | Mar. 31, 2021USD ($)segment | Mar. 31, 2020USD ($) |
Segment Reporting Information [Line Items] | |||
Number of segments | segment | 5 | ||
Net Revenues | $ 42,208 | $ 30,853 | |
Adjusted Property EBITDA | 12,674 | (130) | |
Depreciation and amortization | (1,800) | (2,040) | |
Corporate expenses | (1,905) | (1,119) | |
Project development costs | (47) | (56) | |
Gain (loss) on disposals | (104) | 0 | |
Stock-based compensation | (124) | (83) | |
Operating income | 8,694 | (3,428) | |
Other (expense) income: | |||
Interest expense, net | (4,456) | (2,491) | |
Loss on extinguishment of debt | (6,134) | 0 | |
Adjustment to fair value of warrants | $ (1,300) | (1,347) | 1,656 |
Nonoperating Income (Expense) | (11,937) | (835) | |
Loss before income taxes | (3,243) | (4,263) | |
Income tax provision | 202 | 95 | |
Net loss | (3,445) | (4,358) | |
Mississippi | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 22,356 | 15,092 | |
Adjusted Property EBITDA | 7,630 | 1,831 | |
Indiana | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 8,590 | 7,247 | |
Adjusted Property EBITDA | 1,134 | (1,490) | |
Colorado | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 5,905 | 4,982 | |
Adjusted Property EBITDA | 1,710 | (471) | |
Nevada | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 4,368 | 3,108 | |
Adjusted Property EBITDA | 1,224 | (390) | |
Contracted Sports Wagering | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 989 | 424 | |
Adjusted Property EBITDA | 976 | 390 | |
Casino | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 32,064 | 20,751 | |
Casino | Mississippi | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 16,040 | 9,070 | |
Casino | Indiana | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 6,715 | 5,028 | |
Casino | Colorado | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 5,264 | 4,005 | |
Casino | Nevada | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 4,045 | 2,648 | |
Food and beverage | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 6,101 | 6,990 | |
Food and beverage | Mississippi | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 4,693 | 4,679 | |
Food and beverage | Indiana | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 748 | 1,153 | |
Food and beverage | Colorado | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 413 | 767 | |
Food and beverage | Nevada | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 247 | 391 | |
Hotel products and services | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 2,211 | 1,974 | |
Hotel products and services | Mississippi | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 1,170 | 969 | |
Hotel products and services | Indiana | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 919 | 858 | |
Hotel products and services | Colorado | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 122 | 147 | |
Other operations, including online/mobile sports operations | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 1,832 | 1,138 | |
Other operations, including online/mobile sports operations | Mississippi | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 453 | 374 | |
Other operations, including online/mobile sports operations | Indiana | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 208 | 208 | |
Other operations, including online/mobile sports operations | Colorado | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 106 | 63 | |
Other operations, including online/mobile sports operations | Nevada | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 76 | 69 | |
Other operations, including online/mobile sports operations | Contracted Sports Wagering | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | $ 989 | $ 424 |
SEGMENT REPORTING AND DISAGGR_4
SEGMENT REPORTING AND DISAGGREGATED REVENUE - Selected Balance Sheet Data (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Segment Reporting Information [Line Items] | ||
Total Assets | $ 453,943 | $ 212,616 |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 90,598 | 31,471 |
Mississippi | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 85,467 | 83,809 |
Indiana | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 35,268 | 37,798 |
Colorado | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 227,580 | 44,961 |
Nevada | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 13,082 | 13,248 |
Contracted Sports Wagering | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total Assets | $ 1,948 | $ 1,329 |