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Document and Entity Information
CONSOLIDATED BALANCE SHEETS (Parenthetical)
CONSOLIDATED STATEMENTS OF OPERATIONS
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Notes to Financial Statements
Organization and Basis of Presentation
Acquisition and Purchase Accounting
Investment in Unconsolidated Affiliates
Other and Intangible Assets, net
Accrued and Other Liabilities
Long-Term Debt
Accounting Policies
Summary of Significant Accounting Policies (Policies)
Notes Tables
Summary of Significant Accounting Policies (Tables)
Acquisition and Purchase Accounting (Tables)
Investment in Unconsolidated Affiliates (Tables)
Other and Intangible Assets, net (Tables)
Accrued and Other Liabilities (Tables)
Long-Term Debt (Tables)
Earnings per Share (Tables)
Segment Information (Tables)
Notes Details
Organization and Basis of Presentation (Details)
Organization and Basis of Presentation (Details 4)
Acquisition and Purchase Accounting (Details)
Investment in Unconsolidated Affiliates (Details)
Other and Intangible Assets, net (Details)
Income Taxes (Details)
Accrued and Other Liabilities (Details)
Long-Term Debt (Details)
Long-Term Debt (Details 2)
Earnings per Share (Details)
Commitments and Contingencies (Details)
Related Parties (Details)
Segment Information (Details)
Rendering Log
3 Months Ended
Entity Registrant Name Eldorado Resorts, Inc.
Entity Central Index Key 0001590895
Document Type 10-Q
Document Period End Date Mar. 31, 2015
Amendment Flag false
Current Fiscal Year End Date --12-31
Entity Current Reporting Status Yes
Entity Filer Category Accelerated Filer
Entity Common Stock, Shares Outstanding 46,516,614
Document Fiscal Year Focus 2015
Document Fiscal Period Focus Q1
- Definition
If the value is true, then the document is an amendment to previously-filed/accepted document.
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Period Type: duration
End date of current fiscal year in the format --MM-DD.
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This is focus fiscal period of the document report. For a first quarter 2006 quarterly report, which may also provide financial information from prior periods, the first fiscal quarter should be given as the fiscal period focus. Values: FY, Q1, Q2, Q3, Q4, H1, H2, M9, T1, T2, T3, M8, CY.
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This is focus fiscal year of the document report in CCYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006.
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The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is CCYY-MM-DD.
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The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word "Other".
Name: dei_DocumentType
Data Type: dei:submissionTypeItemType
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation 12B
-Number 240
-Section 12b
-Subsection 1
Name: dei_EntityCentralIndexKey
Data Type: dei:centralIndexKeyItemType
Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument.
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Period Type: instant
Indicate "Yes" or "No" whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure.
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Data Type: dei:yesNoItemType
Indicate whether the registrant is one of the following: (1) Large Accelerated Filer, (2) Accelerated Filer, (3) Non-accelerated Filer, (4) Smaller Reporting Company (Non-accelerated) or (5) Smaller Reporting Accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure.
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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
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CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Cash and cash equivalents $ 71,913 $ 87,604
Restricted cash 8,357 5,734
Accounts receivable, net 5,608 7,112
Due from affiliates 312 362
Inventories 7,149 7,234
Prepaid expenses and other 8,632 9,447
Investment in and advances to unconsolidated affiliates 13,491 14,009
Property and equipment, net 449,754 456,139
Gaming licenses and other intangibles. net 489,978 491,913
Non-operating real property 16,419 16,419
Goodwill 66,826 66,826
Other assets, net 9,513 10,031
Total assets 1,150,452 1,175,330
Current portion of capital lease obligations 31 32
Accounts payable 9,776 12,184
Interest payable 14,972 27,469
Income taxes payable 423 137
Accrued gaming taxes and assessments 8,560 12,998
Accrued payroll 10,389 9,441
Accrued other liabilities 27,716 26,788
Deferred income taxes 2,608 2,608
Due to affiliates 223 187
Total current liabilities 74,698 91,844
Long-term debt 776,090 778,827
Capital lease obligations, less current portion 1 3
Deferred income taxes 145,073 144,439
Other liabilities 8,542 8,595
Total liabilities 1,004,404 1,023,708
STOCKHOLDERS' EQUITY:
Common stock, 100,000,000 shares authorized, 46,426,714 issued and outstanding, par value $0.00001
Paid-in capital 166,447 165,857
Accumulated deficit (20,589) (14,425)
Accumulated other comprehensive income 87 87
Stockholders' equity before non-controlling interest 145,945 151,519
Non-controlling interest 103 103
Total stockholders' equity 146,048 151,622
Total liabilities and stockholders' equity $ 1,150,452 $ 1,175,330
Represents the carrying value as of the balance sheet date of obligations incurred and payable for gaming taxes and assessments.
Name: eri_AccruedGamingTaxesAndAssessments
Data Type: xbrli:monetaryItemType
Balance Type: credit
Carrying amount of land and undeveloped properties that management intend to sell in the future.
Name: eri_NonOperatingRealProperty
Balance Type: debit
represents the Stockholders' and member's equity before non-controlling interest for the entity
Name: eri_StockholdersAndMemberSEquityBeforeNonControllingInterest
Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.19(a))
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Amount due from customers or clients, within one year of the balance sheet date (or the normal operating cycle, whichever is longer), for goods or services (including trade receivables) that have been delivered or sold in the normal course of business, reduced to the estimated net realizable fair value by an allowance established by the entity of the amount it deems uncertain of collection.
-Subparagraph (SX 210.5-02.3-4)
-Subparagraph a(1)
Name: us-gaap_AccountsReceivableNetCurrent
Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.
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-Paragraph 14A
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Name: us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax
Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital.
-Subparagraph (SX 210.5-02.30(a)(1))
Name: us-gaap_AdditionalPaidInCapitalCommonStock
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.
-Subparagraph (SX 210.5-02.18)
Name: us-gaap_Assets
Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.
-Subparagraph (SX 210.5-02.9)
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Name: us-gaap_AssetsCurrent
Name: us-gaap_AssetsCurrentAbstract
Amount of capital lease obligation due within one year or the normal operating cycle, if longer.
-Subparagraph (b)
Name: us-gaap_CapitalLeaseObligationsCurrent
Amount equal to the present value (the principal) at the beginning of the lease term of minimum lease payments during the lease term (excluding that portion of the payments representing executory costs such as insurance, maintenance, and taxes to be paid by the lessor, together with any profit thereon) net of payments or other amounts applied to the principal, through the balance sheet date and due to be paid more than one year (or one operating cycle, if longer) after the balance sheet date.
Name: us-gaap_CapitalLeaseObligationsNoncurrent
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.
-Glossary Cash
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-Glossary Cash Equivalents
Name: us-gaap_CashAndCashEquivalentsAtCarryingValue
Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.
Name: us-gaap_CommonStockValue
Amount of deferred tax liability attributable to taxable temporary differences, net of deferred tax asset attributable to deductible temporary differences and carryforwards net of valuation allowances expected to be realized or consumed within one year or operating cycle, if longer.
-URI http://asc.fasb.org/extlink&oid=37586315&loc=d3e31958-109318
Name: us-gaap_DeferredTaxLiabilitiesCurrent
Amount of deferred tax liability attributable to taxable temporary differences, net of deferred tax asset attributable to deductible temporary differences and carryforwards net of valuation allowances expected to be realized or consumed after one year (or the normal operating cycle, if longer).
Name: us-gaap_DeferredTaxLiabilitiesNoncurrent
Amount of receivables due from an entity that is affiliated with the reporting entity by means of direct or indirect ownership, due within 1 year (or 1 business cycle).
-Subparagraph (SX 210.4-08.(k)(1))
-Subparagraph (SX 210.5-02.3(a)(2))
-Subparagraph (d)
-Paragraph k
-Subparagraph 1
Name: us-gaap_DueFromAffiliateCurrent
Amount of payable due to an entity that is affiliated with the reporting entity by means of direct or indirect ownership. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
Name: us-gaap_DueToAffiliateCurrent
Total of the carrying values as of the balance sheet date of obligations incurred through that date and payable for obligations related to services received from employees, such as accrued salaries and bonuses, payroll taxes and fringe benefits. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
Name: us-gaap_EmployeeRelatedLiabilitiesCurrent
Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.
Name: us-gaap_Goodwill
Amount of assets, excluding financial assets and goodwill, lacking physical substance and having a projected indefinite period of benefit.
Name: us-gaap_IndefiniteLivedIntangibleAssetsExcludingGoodwill
Carrying value as of the balance sheet date of [accrued] interest payable on all forms of debt, including trade payables, that has been incurred and is unpaid. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
-Glossary Current Liabilities
Name: us-gaap_InterestPayableCurrent
Amount after valuation and LIFO reserves of inventory expected to be sold, or consumed within one year or operating cycle, if longer.
-Subparagraph (SX 210.5-02.6(a))
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Name: us-gaap_InventoryNet
Total investments in (A) an entity in which the entity has significant influence, but does not have control, (B) subsidiaries that are not required to be consolidated and are accounted for using the equity and or cost method, and (C) an entity in which the reporting entity shares control of the entity with another party or group. Includes long-term advances receivable from a party that is affiliated with the reporting entity by means of direct or indirect ownership.
Name: us-gaap_InvestmentsInAffiliatesSubsidiariesAssociatesAndJointVentures
Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.
-Subparagraph (SX 210.5-02.19-26)
Name: us-gaap_Liabilities
Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any.
Name: us-gaap_LiabilitiesAndStockholdersEquity
Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.
Name: us-gaap_LiabilitiesCurrent
Name: us-gaap_LiabilitiesCurrentAbstract
Carrying amount of long-term debt, net of unamortized discount or premium, excluding amounts to be repaid within one year or the normal operating cycle, if longer (current maturities). Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.
Name: us-gaap_LongTermDebtNoncurrent
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which is directly or indirectly attributable to that ownership interest in subsidiary equity which is not attributable to the parent (that is, noncontrolling interest, previously referred to as minority interest).
Name: us-gaap_MinorityInterest
Carrying value as of the balance sheet date of obligations incurred through that date and payable arising from transactions not otherwise specified in the taxonomy. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
Name: us-gaap_OtherAccruedLiabilitiesCurrent
Aggregate carrying amount, as of the balance sheet date, of noncurrent assets not separately disclosed in the balance sheet. Noncurrent assets are expected to be realized or consumed after one year (or the normal operating cycle, if longer).
Name: us-gaap_OtherAssetsNoncurrent
Aggregate carrying amount, as of the balance sheet date, of noncurrent obligations not separately disclosed in the balance sheet. Noncurrent liabilities are expected to be paid after one year (or the normal operating cycle, if longer).
Name: us-gaap_OtherLiabilitiesNoncurrent
Amount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets that are expected to be realized or consumed within one year or the normal operating cycle, if longer.
Name: us-gaap_PrepaidExpenseAndOtherAssetsCurrent
Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.
Name: us-gaap_PropertyPlantAndEquipmentNet
The carrying amounts of cash and cash equivalent items which are restricted as to withdrawal or usage. Restrictions may include legally restricted deposits held as compensating balances against short-term borrowing arrangements, contracts entered into with others, or entity statements of intention with regard to particular deposits; however, time deposits and short-term certificates of deposit are not generally included in legally restricted deposits. Excludes compensating balance arrangements that are not agreements which legally restrict the use of cash amounts shown on the balance sheet. For a classified balance sheet represents the current portion only (the noncurrent portion has a separate concept); there is a separate and distinct element for unclassified presentations.
Name: us-gaap_RestrictedCashAndCashEquivalentsAtCarryingValue
Cash and equivalents whose use in whole or in part is restricted for the long-term, generally by contractual agreements or regulatory requirements.
Name: us-gaap_RestrictedCashAndCashEquivalentsNoncurrent
The cumulative amount of the reporting entity's undistributed earnings or deficit.
Name: us-gaap_RetainedEarningsAccumulatedDeficit
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.
-Subparagraph (SAB TOPIC 4.E)
-Paragraph 29, 30, 31
-Name Staff Accounting Bulletin (SAB)
-Number Topic 4
-Section E
Name: us-gaap_StockholdersEquity
Name: us-gaap_StockholdersEquityAbstract
Carrying value as of the balance sheet date of obligations incurred and payable for statutory income, sales, use, payroll, excise, real, property and other taxes.
-SubTopic 210
-URI http://asc.fasb.org/extlink&oid=6879938&loc=d3e572229-122910
-Subparagraph 1, 5
Name: us-gaap_TaxesPayableCurrentAndNoncurrent
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Common stock, shares authorized 100,000,000 100,000,000
Common stock, shares issued 46,426,714 46,426,714
Common stock, shares outstanding 46,426,714 46,426,714
Common stock, par value (in dollars per share) $ 0.00001 $ 0.00001
Face amount or stated value per share of common stock.
Name: us-gaap_CommonStockParOrStatedValuePerShare
Data Type: num:perShareItemType
The maximum number of common shares permitted to be issued by an entity's charter and bylaws.
Name: us-gaap_CommonStockSharesAuthorized
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.
Name: us-gaap_CommonStockSharesIssued
Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation.
-Subparagraph (SX 210.3-04)
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Name: us-gaap_StatementOfFinancialPositionAbstract
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
Revenues:
Casino $ 147,662 $ 44,669
Pari-mutuel commissions 1,205
Food and beverage 22,182 14,347
Hotel 7,034 5,887
Other 4,726 2,180
Gross operating revenues 182,809 67,083
Less: Promotional allowances (15,358) (10,053)
Net operating revenues 167,451 57,030
Expenses:
Casino 86,818 23,974
Food and beverage 11,921 7,021
Marketing and promotions 7,101 4,137
General and administrative 27,704 10,812
Depreciation and amortization 14,469 4,188
Total operating expenses 154,766 53,726
Gain on sale or disposal of property 1
Acquisition charges (84) (1,372)
Equity in income (losses) of unconsolidated affiliates (518) (380)
Operating income 12,084 1,552
Interest income 5 4
Interest expense (17,237) (3,889)
Total other expense (17,232) (3,885)
Net loss before income taxes (5,148) (2,333)
Provision for income taxes (1,016) 0
Net loss $ (6,164) $ (2,333)
Net Loss per share of Common Stock:
Basic and diluted $ (0.13) $ (0.10)
Weighted Average Number of Shares Outstanding:
Basic and diluted 46,494,638 23,311,492
Costs incurred in pari-mutuel operations.
Name: eri_PariMutuelCommissions
Revenue earned from pari-mutuel commissions, which is a predetermined percentage of the total amount wagered during the period, by the entity.
Name: eri_PariMutuelCommissionsRevenue
The capitalized costs incurred during the period (excluded from amortization) to purchase, lease or otherwise acquire an unproved property, including costs of lease bonuses and options to purchase or lease properties, the portion of costs applicable to minerals when land including mineral rights is purchased in fee, brokers' fees, recording fees, legal costs, and other costs incurred in acquiring properties.
-Subparagraph (SX 210.4-10.(c)(7)(ii))
-Paragraph c
-Subparagraph 3(ii)(A)
Name: us-gaap_AcquisitionCosts
This element represents the cost of generating revenues from a hotel's, including cruise lines, gaming operations; likewise, such revenues may be derived from gaming operations that also are hoteliers.
-Subparagraph (SX 210.5-03.2(d))
Name: us-gaap_CasinoExpenses
Revenues generated by casino operations. Also includes revenues generated by and derived from a hotel's, including cruise lines, gaming operations; likewise, such revenues may be derived from gaming operations that also are hoteliers.
Name: us-gaap_CasinoRevenue
Total costs of sales and operating expenses for the period.
Name: us-gaap_CostsAndExpenses
Name: us-gaap_CostsAndExpensesAbstract
The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production.
Name: us-gaap_DepreciationAndAmortization
The amount of net income or loss for the period per each share in instances when basic and diluted earnings per share are the same amount and reported as a single line item on the face of the financial statements. Basic earnings per share is the amount of net income or loss for the period per each share of common stock or unit outstanding during the reporting period. Diluted earnings per share includes the amount of net income or loss for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.
Name: us-gaap_EarningsPerShareBasicAndDiluted
Name: us-gaap_EarningsPerShareBasicAndDilutedAbstract
The cost related to generating revenue from the sale of food (prepared and cooked-to-order foodstuffs, as well as snack items) and beverages (bottled or on-tap alcoholic beverages, as well as nonalcoholic beverages like carbonated drinks, juices, energy/sports drinks, water, coffee, and tea).
Name: us-gaap_FoodAndBeverageCostOfSales
Revenue from sale of food (prepared and cooked-to-order foodstuffs, as well as snack items) and beverages (bottled or on-tap alcoholic beverages, as well as nonalcoholic beverages like carbonated drinks, juices, energy/sports drinks, water, coffee, and tea).
Name: us-gaap_FoodAndBeverageRevenue
Amount of gain (loss) on sale or disposal of property, plant and equipment assets, including oil and gas property and timber property.
Name: us-gaap_GainLossOnSaleOfPropertyPlantEquipment
The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line.
Name: us-gaap_GeneralAndAdministrativeExpense
This element represents the income or loss from continuing operations attributable to the economic entity which may also be defined as revenue less expenses from ongoing operations, after income or loss from equity method investments, but before income taxes, extraordinary items, and noncontrolling interest.
Name: us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest
This item represents the entity's proportionate share for the period of the net income (loss) of its investee (such as unconsolidated subsidiaries and joint ventures) to which the equity method of accounting is applied. This item includes income or expense related to stock-based compensation based on the investor's grant of stock to employees of an equity method investee.
Name: us-gaap_IncomeLossFromEquityMethodInvestments
Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.
-Subparagraph (a),(b)
-Subparagraph (SX 210.4-08.(h))
-Glossary Income Tax Expense (or Benefit)
-Paragraph h
Name: us-gaap_IncomeTaxExpenseBenefit
Amount of the cost of borrowed funds accounted for as interest expense.
Name: us-gaap_InterestExpense
Amount before accretion (amortization) of purchase discount (premium) of interest income on nonoperating securities.
-Subparagraph (SX 210.5-03.7(b))
Name: us-gaap_InvestmentIncomeInterest
The total expense recognized in the period for promotion, public relations, and brand or product advertising.
Name: us-gaap_MarketingAndAdvertisingExpense
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.
-Glossary Net Income
-Glossary Other Comprehensive Income
Name: us-gaap_NetIncomeLoss
Name: us-gaap_NonoperatingIncomeExpenseAbstract
Costs incurred and are directly related to generating occupancy revenues.
Name: us-gaap_OccupancyCosts
The net result for the period of deducting operating expenses from operating revenues.
Name: us-gaap_OperatingIncomeLoss
Other costs incurred during the reporting period related to other revenue generating activities.
Name: us-gaap_OtherCostOfOperatingRevenue
The net amount of other income and expense amounts, the components of which are not separately disclosed on the income statement, resulting from ancillary business-related activities (that is, excluding major activities considered part of the normal operations of the business) also known as other nonoperating income (expense) recognized for the period. Such amounts may include: (a) dividends, (b) interest on securities, (c) net gains or losses on securities, (d) unusual costs, (e) gains or losses on foreign exchange transactions, and (f) miscellaneous other income and expense items.
Name: us-gaap_OtherNonoperatingIncomeExpense
Revenues from the sale of other goods or rendering of other services, not elsewhere specified in the taxonomy; net of (reduced by) sales adjustments, returns, allowances, and discounts.
-Subparagraph (SX 210.5-03.1(a),(d))
Name: us-gaap_OtherSalesRevenueNet
This element represents the estimated retail value of accommodations, food and beverage, and other services furnished to guests without charge.
Name: us-gaap_PromotionalAllowances
The aggregate revenue generated from managing and operating owned hotels. To the extent that the operations of the hotel or similar operation are presented in detail, this element would not be used; the detailed elements (occupancy, food and beverage, retail) for the various sources of hotel or other lodging revenues would be more appropriate. This element, in those circumstances, would be more appropriate for revenues presented as a single line item in a larger more diverse entity's financial statements.
Name: us-gaap_RevenueFromOwnedHotels
Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).
Name: us-gaap_Revenues
Total revenue from sale of goods and services rendered during the reporting period, in the normal course of business, reduced by sales returns and allowances, and sales discounts.
Name: us-gaap_SalesRevenueNet
Name: us-gaap_SalesRevenueNetAbstract
Average number of shares or units issued and outstanding that are used in calculating basic and diluted earnings per share (EPS).
Name: us-gaap_WeightedAverageNumberOfShareOutstandingBasicAndDiluted
Name: us-gaap_WeightedAverageNumberOfSharesOutstandingAbstract
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
Comprehensive Loss, net of tax $ (6,164) $ (2,333)
Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.
-Glossary Comprehensive Income
-URI http://asc.fasb.org/extlink&oid=35737396
Name: us-gaap_ComprehensiveIncomeNetOfTax
Name: us-gaap_StatementOfIncomeAndComprehensiveIncomeAbstract
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Amortization of debt issuance costs and (premium) discount (2,523) 214
Equity in losses of unconsolidated affiliates 518 380
Distributions from unconsolidated affiliate 191
Stock-based compensation expense 590
Gain on sale or disposal of property (1)
Provision for (recoveries of) bad debts 116 (204)
Provision for deferred income taxes 634
Change in fair value of acquisition related contingencies 16
Change in operating assets and liabilities:
Accounts receivable 1,438 (33)
Inventories 85 (94)
Prepaid expenses and other 815 (214)
Accounts payable (2,655) 100
Interest payable (12,497) 3,622
Income taxes payable 286
Accrued and other liabilities and due to affiliates (1,003) 527
Net cash (used in) provided by operating activities (5,876) 6,344
Capital expenditures, net of payables (7,495) (502)
Proceeds from sale of property and equipment 2
Increase in restricted cash (2,623)
Increase in other assets, net 304 17
Net cash used in investing activities (9,812) (485)
Payments of long-term debt (1,000)
Principal payments on capital leases (3) (68)
Net cash used in financing activities (3) (1,068)
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (15,691) 4,791
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 87,604 29,813
CASH AND CASH EQUIVALENTS, END OF PERIOD 71,913 34,604
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid 32,238 47
Payables for capital expenditures $ 247 $ 275
Represents the increase (decrease) during the reporting period in accrued and other liabilities and due to members and affiliates incurred but not yet paid.
Name: eri_AccruedAndOtherLiabilitiesAndDueToMembersAndAffiliates
Name: us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract
Represents the expense recognized during the period arising from equity-based compensation arrangements (for example, shares of stock, unit, stock options or other equity instruments) with employees, directors and certain consultants qualifying for treatment as employees.
-Subparagraph (SAB TOPIC 14.F)
-Subparagraph (h)(1)(i)
-Number Topic 14
-Section F
Name: us-gaap_AllocatedShareBasedCompensationExpense
Amount of noncash expense included in interest expense to allocate debt discount and premium, and the costs to issue debt and obtain financing over the related debt instruments. Alternate captions include noncash interest expense.
Name: us-gaap_AmortizationOfFinancingCostsAndDiscounts
Future cash outflow to pay for purchases of fixed assets that have occurred.
Name: us-gaap_CapitalExpendituresIncurredButNotYetPaid
Amount of deferred income tax expense (benefit) pertaining to income (loss) from continuing operations.
-Glossary Deferred Tax Expense (or Benefit)
-Subparagraph (SAB TOPIC 6.I.7)
-Section I
Name: us-gaap_DeferredIncomeTaxExpenseBenefit
The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets.
Name: us-gaap_DepreciationDepletionAndAmortization
This item represents disclosure of the amount of dividends or other distributions received from unconsolidated subsidiaries, certain corporate joint ventures, and certain noncontrolled corporation; these investments are accounted for under the equity method of accounting. This element excludes distributions that constitute a return of investment, which are classified as investing activities.
Name: us-gaap_EquityMethodInvestmentDividendsOrDistributions
Amount of unrealized (holding) gain (loss) which is included in the statement of income (or changes in net assets) related to those assets still held at the reporting date for which fair value is measured on a recurring basis using significant unobservable inputs (Level 3).
Name: us-gaap_FairValueAssetsMeasuredOnRecurringBasisChangeInUnrealizedGainLoss
The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business.
Name: us-gaap_IncreaseDecreaseInAccountsPayable
The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services.
Name: us-gaap_IncreaseDecreaseInAccountsReceivable
The increase (decrease) during the period in the amount due for taxes based on the reporting entity's earnings or attributable to the entity's income earning process (business presence) within a given jurisdiction.
Name: us-gaap_IncreaseDecreaseInAccruedIncomeTaxesPayable
The increase (decrease) during the reporting period in interest payable, which represents the amount owed to note holders, bond holders, and other parties for interest earned on loans or credit extended to the reporting entity.
Name: us-gaap_IncreaseDecreaseInInterestPayableNet
The increase (decrease) during the reporting period in the aggregate value of all inventory held by the reporting entity, associated with underlying transactions that are classified as operating activities.
Name: us-gaap_IncreaseDecreaseInInventories
Name: us-gaap_IncreaseDecreaseInOperatingCapitalAbstract
The increase (decrease) during the reporting period in other noncurrent operating assets not separately disclosed in the statement of cash flows.
Name: us-gaap_IncreaseDecreaseInOtherNoncurrentAssets
The increase (decrease) during the reporting period in the amount of outstanding money paid in advance for goods or services that bring economic benefits for future periods.
Name: us-gaap_IncreaseDecreaseInPrepaidExpense
The net cash inflow or outflow for the increase (decrease) associated with funds that are not available for withdrawal or use (such as funds held in escrow) and are associated with underlying transactions that are classified as investing activities.
-Glossary Investing Activities
Name: us-gaap_IncreaseDecreaseInRestrictedCash
The amount of cash paid for interest during the period.
-Subparagraph (e)
Name: us-gaap_InterestPaid
The increase (decrease) in cash associated with the entity's continuing operating, investing, and financing activities. While for technical reasons this element has no balance attribute, the default assumption is a debit balance consistent with its label.
Name: us-gaap_NetCashProvidedByUsedInContinuingOperations
Amount of cash inflow (outflow) of financing activities, excluding discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.
Name: us-gaap_NetCashProvidedByUsedInFinancingActivitiesContinuingOperations
Name: us-gaap_NetCashProvidedByUsedInFinancingActivitiesContinuingOperationsAbstract
Amount of cash inflow (outflow) of investing activities, excluding discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets.
Name: us-gaap_NetCashProvidedByUsedInInvestingActivitiesContinuingOperations
Name: us-gaap_NetCashProvidedByUsedInInvestingActivitiesContinuingOperationsAbstract
Amount of cash inflow (outflow) from operating activities, excluding discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.
Name: us-gaap_NetCashProvidedByUsedInOperatingActivitiesContinuingOperations
Name: us-gaap_NetCashProvidedByUsedInOperatingActivitiesContinuingOperationsAbstract
The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets.
-Subparagraph (c)
Name: us-gaap_PaymentsToAcquirePropertyPlantAndEquipment
The cash inflow from the sale of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale.
Name: us-gaap_ProceedsFromSaleOfPropertyPlantAndEquipment
Amount of expense related to write-down of receivables to the amount expected to be collected. Includes, but is not limited to, accounts receivable and notes receivable.
Name: us-gaap_ProvisionForDoubtfulAccounts
The cash outflow for the obligation for a lease meeting the criteria for capitalization (with maturities exceeding one year or beyond the operating cycle of the entity, if longer).
Name: us-gaap_RepaymentsOfLongTermCapitalLeaseObligations
The cash outflow for debt initially having maturity due after one year or beyond the normal operating cycle, if longer.
-Glossary Financing Activities
Name: us-gaap_RepaymentsOfLongTermDebt
Name: us-gaap_SupplementalCashFlowInformationAbstract
Note 1. Organization and Basis of Presentation
The accompanying unaudited consolidated financial statements include the accounts of Eldorado Resorts, Inc. ("ERI" or the "Company"), a Nevada corporation formed in September 2013, and its consolidated subsidiaries. As explained in greater detail in Note 2, ERI was formed in September 2013 to be the parent company following the merger of wholly owned subsidiaries of the Company into Eldorado HoldCo LLC ("HoldCo"), a Nevada limited liability company formed in 2009 that is the parent company of Eldorado Resorts LLC ("Resorts") and MTR Gaming Group, Inc. ("MTR Gaming"), a Delaware corporation incorporated in 1988 (the "Merger"). Effective upon the consummation of the Merger on September 19, 2014 (the "Merger Date"), HoldCo and MTR Gaming each became a wholly owned subsidiary of ERI and, as a result of such transactions, Resorts became an indirect wholly owned subsidiary of ERI. The Merger was accounted for as a reverse acquisition of MTR Gaming by HoldCo under accounting principles generally accepted in the United States ("US GAAP"). As a result, HoldCo is considered the acquirer of MTR Gaming for accounting purposes. The accompanying unaudited consolidated financial statements for periods prior to the Merger Date are those of HoldCo and its subsidiaries, and for periods subsequent to the Merger Date, include MTR Gaming and its subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation.
Resorts owns and operates the Eldorado Hotel and Casino, a premier hotel, casino and entertainment facility centrally located in downtown Reno, Nevada (the "Eldorado Reno"), which opened for business in 1973. Resorts also owns Eldorado Resort Casino Shreveport ("Eldorado Shreveport"), a 403-room all suite art deco-style hotel and a tri-level riverboat dockside casino complex situated on the Red River in Shreveport, Louisiana, which commenced operations under its previous owners in December 2000.
Resorts also owns a 48.1% interest in the joint venture (the "Silver Legacy Joint Venture") which owns the Silver Legacy Resort Casino (the "Silver Legacy"), a major themed hotel and casino situated between and seamlessly connected at the mezzanine level to the Eldorado Reno and Circus Circus-Reno, a hotel and casino owned and operated by Galleon, Inc. ("Galleon"), an indirect, wholly owned subsidiary of MGM Resorts International. Galleon owns 50% of the interests of the Silver Legacy Joint Venture. Pursuant to a Retained Interest Agreement, subject to regulatory approval, entered into in connection with the Merger (see Note 3), Resorts has the right to acquire the remaining 1.9% interest in the Silver Legacy from Eldorado Limited Liability Company ("ELLC"), a Nevada limited liability company, on the terms and conditions described therein.
Resorts previously owned a 21.3% interest in Tamarack Crossing, LLC ("Tamarack"), a Nevada limited liability company that owned and operated Tamarack Junction, a casino in south Reno which commenced operations on September 4, 2001. On September 1, 2014, and as a condition to closing the Merger, Resorts distributed to HoldCo, and HoldCo subsequently distributed to its members on a pro rata basis, Resorts' interest in Tamarack. No gain or loss was recognized as a result of such distribution because the distribution was in the amount of the book value of Tamarack and totaled $5.5 million.
MTR Gaming is a hospitality and gaming company with racetrack, gaming and hotel properties in West Virginia, Pennsylvania and Ohio. MTR Gaming, through its wholly owned subsidiaries, owns and operates Mountaineer Casino Racetrack & Resort in Chester, West Virginia ("Mountaineer"), Presque Isle Downs & Casino in Erie, Pennsylvania ("Presque Isle Downs") and Scioto Downs in Columbus, Ohio. Scioto Downs, through its subsidiary, RacelineBet, Inc., also operates Racelinebet.com, a national account wagering service that offers online and telephone wagering on horse races as a marketing affiliate of TwinSpires.com, an affiliate of Churchill Downs, Inc.
The accompanying unaudited consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with US GAAP for interim financial information with the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by US GAAP for complete financial statements. In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments, all of which are normal and recurring, considered necessary for a fair presentation and have been included herein. The results of operations for these interim periods are not necessarily indicative of the operating results for other quarters, for the full year or any future period.
The executive decision makers of the Company review operating results, assess performance and make decisions on a "significant market" basis. Accordingly, the Company considers the Eldorado Reno, Eldorado Shreveport and MTR Gaming properties to be operating segments.
These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014.
Recently Issued Accounting Pronouncements
In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-9, "Revenue from Contracts with Customers", which provides guidance for revenue recognition. The new standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard is designed to create greater comparability for financial statement users across industries and jurisdictions and also requires enhanced disclosures. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. Early adoption effective for fiscal years, and interim periods within those years, beginning after December 15, 2016 is permitted. The Company is currently evaluating the impact of the adoption of ASU 2014-09 on its consolidated financial statements
In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements—Going Concern" (Subtopic 205-40) which amends the current guidance in ASC Topic 205 by adding Subtopic 40. Subtopic 40 requires management to evaluate whether there are conditions or events that in aggregate would raise substantial doubt about an entity's ability to continue as a going concern for one year from the date the financial statements are issued or available to be issued. If substantial doubt existed, management would be required to make certain disclosures related to nature of the substantial doubt and under certain circumstances, how that substantial doubt would be mitigated. This amendment is effective for annual periods ending after December 15, 2016 and for subsequent interim and annual periods thereafter. Early adoption is permitted. The Company is currently evaluating the effects, if any, adoption of this guidance will have on its consolidated financial statements.
In January 2015, the FASB issued ASU No. 2015-1, "Income Statement—Extraordinary and Unusual Items" (Subtopic 225-20) which eliminates the concept of accounting of Extraordinary Items, previously defined as items that are both unusual and infrequent, which were reported as a separate item on the income statement, net of tax, after income from continuing operations. The elimination of this concept is intended to simplify accounting for unusual items and more closely align with international accounting practices. This amendment is effective for annual periods ending after December 15, 2015 and for subsequent interim and annual periods thereafter. Early adoption is permitted. The Company believes the effects, if any, of the adoption of this guidance will not have a material impact on its consolidated financial statements.
In February 2015, the FASB issued ASU No. 2015-2, "Consolidation: Amendments to the Consolidation Analysis" (Topic 810) which provides guidance to companies in evaluating whether certain legal entities should be included in their consolidated financial statements. This guidance is effective for annual periods beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. The Company believes the effects, if any, of the adoption of this guidance will not have a material impact on its consolidated financial statements.
In April 2015, the FASB issued ASU No. 2015 3, "Interest—Imputation of Interest" (Subtopic 835-30) which requires debt issuance costs be presented in the balance sheet as a direct reduction of the associated debt obligation, with the amortization of such costs being reported as a component of interest expense. The description of the debt obligation will also include the effective interest rate resulting from the amortization of debt issuance costs. This guidance is effective for annual periods beginning after December 15, 2015 and interim periods within such annual periods. Early adoption is permitted, including adoption in an interim period. The new guidance is to be adopted on a retrospective basis with appropriate disclosure reflecting a change in accounting principle. The Company believes the effects of the adoption of this guidance will not have a material impact on its consolidated financial statements.
Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Accordingly, fair value is a market based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there is a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair values as follows:
Quoted market prices in active markets for identical assets or liabilities.
Observable market-based inputs or unobservable inputs that are corroborated by market data.
Unobservable inputs that are not corroborated by market data.
The following methods and assumptions are used to estimate the fair value of each class of financial instruments for which it is practical to estimate fair value:
Cash and Cash Equivalents: Cash equivalents include investments in money market funds. Investments in this category can be redeemed immediately at the current net asset value per share. A money market fund is a mutual fund whose investments are primarily in short-term debt securities designed to maximize current income with liquidity and capital preservation, usually maintaining per share net asset value at a constant amount, such as one dollar. The carrying amounts approximate the fair value because of the short maturity of those instruments.
Restricted Cash: The credit support deposit is classified as Level 1 as its carrying value approximates market prices.
Advance to Silver Legacy Joint Venture: The $7.5 million note receivable due to ELLC from the Silver Legacy Joint Venture (see Note 3) is classified as Level 2 based upon market-based inputs.
Long-term Debt: The 8.625% Senior Secured Notes due 2019 (the "Resorts Senior Secured Notes," see Note 7) and MTR Gaming 11.5% Senior Secured Second Lien Notes due August 1, 2019 (the "MTR Second Lien Notes", see Note 7) are classified as Level 2 based upon market inputs. The fair value of the Resorts Senior Secured Notes has been calculated based on management's estimates of the borrowing rates available as of March 31, 2015 and December 31, 2014 for debt with similar terms and maturities. The fair value of the MTR Second Lien Notes has been based on quoted market prices as of March 31, 2015.
Acquisition-Related Contingent Considerations: Contingent consideration related to the July 2003 acquisition of Scioto Downs represents the estimate of amounts to be paid to former stockholders of Scioto Downs under certain earn-out provisions. We consider the acquisition related contingency's fair value measurement, which includes forecast assumptions, to be Level 3 within the fair value hierarchy. The fair value of the acquisition-related contingent consideration was based on its fair value as of the Merger Date.
The estimated fair values of the Company's financial instruments are as follows (amounts in thousands):
Financial assets:
Advance to Silver Legacy Joint Venture
Financial liabilities:
8.625% Resorts Senior Secured Notes
11.5% MTR Second Lien Notes
Acquisition-Related Contingent Considerations
The following table represents the change in acquisition-related contingent consideration liabilities during the period December 31, 2014 to March 31, 2015:
Balance as of December 31, 2014
Amortization of present value discount(1)
Fair value adjustment for change in consideration expected to be paid(2)
Balance as of March 31, 2015
Changes in present value are included as a component of interest expense in the consolidated statements of operations.
Fair value adjustments for changes in earn-out estimates are recorded to indefinite-lived intangibles in the consolidated balance sheets.
Reclassifications
Certain reclassifications, which have no effect on previously reported net loss, have been made to the unaudited consolidated statements of operations to conform to the 2015 presentation. Specifically, entertainment revenues ($0.7 million for the three months ended March 31, 2014) and entertainment expenses ($0.5 million for the three months ended March 31, 2014) have been reclassified from what was previously "Food, Beverage and Entertainment Revenues" and "Food, Beverage and Entertainment Expenses" to "Other Revenues" and "Other Expenses", respectively. Marketing and promotions costs have been reclassified to a separate line item from "Casino Expenses" ($3.5 million for the three months ended March 31, 2014) and from "General and Administrative Expenses" ($0.6 million for the three months ended March 31, 2014). Valet related expenses ($0.2 million for the three months ended March 31, 2014) have been reclassified to "Other Expenses" from "General and Administrative Expenses."
Name: us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract
The entire disclosure for the general note to the financial statements for the reporting entity which may include, descriptions of the basis of presentation, business description, significant accounting policies, consolidations, reclassifications, new pronouncements not yet adopted and changes in accounting principles.
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Note 2. Acquisition and Purchase Accounting
The Merger has been accounted for as a reverse acquisition of MTR Gaming by HoldCo under which HoldCo is considered the acquirer for accounting purposes.
Consideration Transferred
The total consideration paid was $103.0 million. The purchase consideration in a reverse acquisition was determined with reference to the value of equity the accounting acquirer, HoldCo, would have had to issue to the owners of the accounting acquiree, MTR Gaming, to give them the same percentage interest in the combined entity. However, in a reverse acquisition between a public company as the legal acquirer and a private company as the accounting acquirer, the fair value of the legal acquirer's publicly traded stock generally was a more reliable determination of the fair value of the purchase consideration than the fair value of the accounting acquirer's untraded equity security, and, as such, was used in calculating the purchase consideration. Accordingly, the following table provides the calculation of the purchase price using the fair value of the outstanding common stock of MTR Gaming based on the closing stock price of $4.43 on the Merger Date, as well as a reconciliation of the total shares outstanding on the Merger Date.
ERI Outstanding Share Calculation:
Shares issued to HoldCo(1)
Number of MTR Gaming shares outstanding on the Merger Date(2)
MTR Gaming RSUs that vested upon closing of the Merger(3)
Total ERI shares outstanding—before share repurchase
MTR Gaming shares acquired at $6.05 per share based on $35.0 million cash election(4)
(5,785,123
Total ERI shares outstanding at Merger Date(5)
Resorts % ownership
MTR Gaming % ownership
Consideration Transferred (dollars in thousands, except stock price)
Number of MTR Gaming shares outstanding at the Merger Date
MTR Gaming RSUs that vested upon closing of the Merger
MTR Gaming shares acquired at $6.05 per share based on $35.0 million cash election
Total net MTR Gaming shares
FMV of MTR Gaming common stock at Merger Date
Fair value of MTR Gaming shares
Fair value of MTR Gaming stock options(3)
Total consideration transferred
The number of shares issued to members of HoldCo in the Mergers as merger consideration was determined pursuant to the terms of the Merger Agreement. The shares have been adjusted based upon the final review, as defined in the Merger Agreement. As a result, 25,290 escrow shares previously issued were returned to authorized and unissued prior to December 31, 2014.
Number of shares of MTR Gaming common stock issued and outstanding immediately prior to closing.
Pursuant to the MTR Gaming 2010 Long-Term Incentive Plan, immediately prior to closing, all outstanding stock options and MTR Gaming RSUs vested and became immediately exercisable. All vested MTR Gaming RSUs were exchanged for one share of ERI common stock. All outstanding stock options became exercisable for shares of ERI common stock with the same terms as the previous awards.
Total cash election includes $30.0 million paid by MTR Gaming and $5.0 million paid by HoldCo on the Merger Date.
The number of shares issued and outstanding, after settlement of the escrow shares, as determined pursuant to the terms of the Merger Agreement.
Final Purchase Price Allocation
The following table summarizes the fair values of the assets acquired and liabilities assumed at the Merger Date. The fair values were based on management's analysis, including work performed by third-party valuation specialists. The following table summarizes the final purchase price allocation of the acquired assets and assumed liabilities as recorded at fair value on the Merger Date (dollars in thousands):
Current and other assets
Property and equipment
Intangible assets(1)
Other noncurrent assets
Long-term debt(2)
Deferred income taxes(3)
Other noncurrent liabilities
Total liabilities assumed
Net assets acquired
Intangible assets consist of gaming licenses, trade names and customer loyalty programs.
Long-term debt was comprised of MTR Second Lien Notes totaling $570.7 million.
Deferred tax liabilities were derived based on fair value adjustments for property and equipment, identified intangibles, deferred financing costs, certain long term liabilities and long-term debt.
Goodwill, the excess of the purchase price of acquiring MTR Gaming over the fair market value of the net assets acquired, in the amount of $66.8 million, was recorded as of the Merger Date. The Company considers the goodwill to represent benefits expected to be realized as a result of the Merger.
Pro Forma Information
The following table includes the pro forma results for the three months ended March 31, 2014 which gives effect to the Merger as if it had occurred on January 1, 2013 and reflect proforma adjustments that are expected to have a continuing impact on the results of operations of the Company and are directly attributable to the Merger (amounts in thousands, except per share data):
Net revenues
Net loss per common share:
Basic and diluted
Weighted shares outstanding:
These pro forma results do not necessarily represent the results of operations that would have been achieved if the Merger had taken place on January 1, 2013, nor are they indicative of the results of operations for future periods. The pro forma amounts include the historical operating results of the Company and MTR Gaming prior to the acquisition, with adjustments directly attributable to the Merger.
The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).
Reference 10: http://www.xbrl.org/2003/role/presentationRef
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Note 3. Investment in Unconsolidated Affiliates
Effective March 1, 1994, ELLC and Galleon, (each a "Partner" and, together, the "Partners"), entered into the Silver Legacy Joint Venture pursuant to a joint venture agreement (the "Original Joint Venture Agreement" and, as amended to date, the "Joint Venture Agreement") to develop the Silver Legacy. The Silver Legacy consists of a casino and hotel located in Reno, Nevada, which began operations on July 28, 1995. Each partner owned a 50% interest in the Silver Legacy Joint Venture. The Company owns a direct or indirect 48.1% interest in the Silver Legacy Joint Venture. The noncontrolling interest's share of $103,000 in income earned prior to the Merger Date is reflected in the accompanying consolidated statements of operations.
Under the Plan of Reorganization, each of Resorts through ELLC and Galleon retained its 50% interest in the Silver Legacy, but was required to advance $7.5 million to the Silver Legacy pursuant to a subordinated loan and provide credit support by depositing $5.0 million of cash into a bank account as collateral in favor of the lender under the Silver Legacy credit agreement. The $7.5 million note receivable from Resorts to the Silver Legacy was issued on November 16, 2012 with a stated interest rate of 5% per annum and a maturity date of May 16, 2018 and is included on the accompanying consolidated balance sheets in Investment in and Advances to Unconsolidated Affiliates at March 31, 2015 and December 31, 2014.
In December 2014, Silver Legacy deposited $5.0 million of cash into a cash collateral account securing its obligations under its credit agreement, which reduced the credit support obligation of ELLC and Galleon to $2.5 million each and resulted in the return of $2.5 million of the $5.0 million of collateral that Resorts previously provided as credit support for Silver Legacy's obligations under its credit agreement. The collateral deposit is included as noncurrent restricted cash in the amount of $2.5 million in the accompanying consolidated balance sheets at March 31, 2015 and December 31, 2014.
On December 16, 2013, the Silver Legacy Joint Venture entered into a new senior secured term loan facility totaling $90.5 million (the "Silver Legacy Credit Facility") to refinance its indebtedness under its then existing senior secured term loan and Silver Legacy Second Lien Notes. The Silver Legacy Credit Facility matures on November 16, 2017.
Equity in losses related to the Silver Legacy Joint Venture for the three months ended March 31, 2015 and 2014 amounted to $0.5 million and $0.7 million, respectively.
Summarized information for the Company's investment in and advances to the Silver Legacy Joint Venture as of and for the three months ended March 31, 2015 and 2014 is as follows (in thousands):
Beginning balance
Equity in losses of unconsolidated affiliate
Summarized balance sheet information for the Silver Legacy Joint Venture is as follows (in thousands):
Other assets, net
Long-term liabilities
Partners' equity
Total liabilities and partners' equity
Summarized unaudited results of operations for the Silver Legacy Joint Venture are as follows (in thousands):
Operating income
Other expense
Name: us-gaap_EquityMethodInvestmentsAndJointVenturesAbstract
The entire disclosure for equity method investments and joint ventures. Equity method investments are investments that give the investor the ability to exercise significant influence over the operating and financial policies of an investee. Joint ventures are entities owned and operated by a small group of businesses as a separate and specific business or project for the mutual benefit of the members of the group.
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Other and Intangible Assets,net
Note 4. Other and Intangible Assets, net
Other and intangible assets, net, consisted of the following amounts (in thousands):
Gaming license (Indefinite-lived)
Accumulated amortization trade names
Accumulated amortization customer loyalty programs
Total goodwill and other intangible assets
Land held for development
Bond offering costs, 8.625% Resorts Senior Secured Notes
Accumulated amortization bond costs 8.625% Senior Secured
Total Other Assets, net
Goodwill, the excess of the purchase price of acquiring MTR Gaming over the fair market value of the net assets acquired, in the amount of $66.8 million was recorded as of the Merger Date. For financial reporting purposes, goodwill is not amortized, but is reviewed no less than annually or when events or circumstances indicate the carrying value might exceed the market value to determine if there has been an impairment in the recorded value.
Included in gaming licenses is the Eldorado Shreveport gaming license recorded at $20.6 million at both March 31, 2015 and December 31, 2014. The license represents an intangible asset acquired from the purchase of a gaming entity located in a gaming jurisdiction where competition is limited, such as when only a limited number of gaming operators are allowed to operate. Gaming license rights are not subject to amortization as the Company has determined that they have an indefinite useful life.
Trade names are amortized on a straight-line basis over a 3.5 year useful life and the customer loyalty program is amortized on a straight-line basis over a one year useful life. Amortization expense with respect to trade names and the customer loyalty program amounted to $1.9 million for the three months ended March 31, 2015, which is included in depreciation and amortization in the accompanying unaudited consolidated statement of operations. There was no such amortization for the three months ended March 31, 2014. Based upon the amortizable intangible assets as of March 31, 2015, the estimated aggregate future amortization expense is $3.7 million for the remainder of 2015, $1.9 million for the year ended December 31, 2016, $1.9 million for the year ended December 31, 2017 and $0.4 million for the year ended December 31, 2018.
Amortization of Resorts' bond costs is computed using the straight-line method, which approximates the effective interest method, over the term of the bonds, and is included in interest expense on the accompanying unaudited consolidated statements of operations. Amortization expense with respect to deferred financing costs amounted to $0.2 million for each of the three months ended March 31, 2015 and 2014. Such amortization expense is expected to be $0.7 million during the remainder of 2015, $0.9 million during each of the years ended December 31, 2016 through 2018 and $0.4 million during 2019.
Name: eri_OtherAndIntangibleAssetsNetDisclosureAbstract
The disclosure for other and intangible assets, net.
Name: eri_OtherAndIntangibleAssetsNetDisclosureTextBlock
Note 5. Income Taxes
Prior to the Merger Date, the Company was taxed as a partnership under the Internal Revenue Code pursuant to which income taxes were primarily the responsibility of the partners. On September 18, 2014, as part of the Merger with MTR Gaming, the Company became a C corporation subject to federal and state corporate-level income taxes at prevailing corporate tax rates. The Company files a US federal tax return, and various state and local income tax returns. With few exceptions, the Company is no longer subject to US federal or state and local tax examinations by tax authorities for years before 2011.
The Company estimates an annual effective income tax rate based on projected results for the year and applies this rate to income before taxes to calculate income tax expense. Any refinements made due to subsequent information that affects the estimated annual effective income tax rate are reflected as adjustments in the current period. The Company is estimating its operating results will be at or about break-even, but incurs significant tax expense related to tax amortization of indefinite lived gaming licenses (i.e. Naked Credits) as noted below. This unusual circumstance may result in significant variations in the customary relationship between income tax expense and pretax accounting income in interim periods. The Company is applying the guidance of ASC 740-270-30-18 and applying the actual effective tax rate for the year to date operations as the best estimate of the annual effective tax rate.
The income tax provision results in an effective tax rate that has an unusual relation to our pretax income (loss). This is due to the federal and state valuation allowances on deferred tax assets as discussed below.
The difference between the effective rate and the statutory rate is attributed primarily to the federal and state valuation allowances on our deferred tax assets. As a result of net operating losses and the net deferred tax asset position (after exclusion of certain deferred tax liabilities that generally cannot be offset against deferred tax assets, known as "Naked Credits"), the Company expects to continue to provide for a full valuation allowance against substantially all of our net federal and state deferred tax assets.
For income tax purposes the Company amortizes or depreciates certain assets that have been assigned an indefinite life for book purposes. The incremental amortization or depreciation deductions for income tax purposes result in an increase in certain deferred tax liabilities that cannot be used as a source of future taxable income for purposes of measuring our need for a valuation allowance against the net deferred tax assets. Therefore, we expect to record non cash deferred tax expense as we amortize these assets for tax purposes.
During the three months ended March 31, 2015, the Company's tax expense was $1.0 million. There was no income tax expense during the three months ended March 31, 2014 because the Company was a partnership for income tax purposes. As of March 31, 2015, there are no unrecognized tax benefits and the Company does not expect a significant increase or decrease to the total amounts of unrecognized tax benefits within the next twelve months.
Name: us-gaap_IncomeTaxDisclosureAbstract
The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.
Name: us-gaap_IncomeTaxDisclosureTextBlock
Note 6. Accrued and Other Liabilities
Accrued and other liabilities consisted of the following (in thousands):
Accrued insurance and medical claims
Unclaimed chips
Accrued purses and track related liabilities
Accrued real estate and property taxes
Jackpot liabilities and other accrued gaming promotions
Construction project and equipment liabilities
The entire disclosure for accounts payable and accrued liabilities at the end of the reporting period.
-Subparagraph (SX 210.5-02.19(a),20,24)
-Paragraph 20, 24
Name: us-gaap_AccountsPayableAndAccruedLiabilitiesDisclosureTextBlock
Name: us-gaap_PayablesAndAccrualsAbstract
Note 7. Long-Term Debt
Long-term debt consisted of the following (in thousands):
Resorts:
8.625% Senior Secured Notes
MTR Gaming:
Unamortized premium
Total Long-Term Debt
Less—Current portion
Scheduled maturities of long-term debt are $728.7 million in 2019.
Resorts' Debt Obligations
On June 1, 2011, Resorts completed the issuance of $180 million of 8.625% Senior Secured Notes due June 15, 2019 (the "Resorts Senior Secured Notes"). Interest on the Resorts Senior Secured Notes is payable semiannually each June 15 and December 15 to holders of record on the preceding June 1 or December 1, respectively.
The indenture relating to the Resorts Senior Secured Notes contains various restrictive covenants, including limitations on the payment of dividends and other restricted payments, making additional investments, additional liens, transactions with affiliates, covenants imposing limitations on additional debt, dispositions of property, mergers and similar transactions. As of March 31, 2015, Resorts was in compliance with all of the covenants under the indenture relating to the Resorts Senior Secured Notes.
The Resorts Senior Secured Notes are unconditionally guaranteed, jointly and severally, by all of Resorts' current and future domestic restricted subsidiaries other than Eldorado Capital Corp., an entity that was formed for the exclusive purpose of acting as co-issuer of debt issued by Resorts (collectively, the "Guarantors"). The Silver Legacy Joint Venture is not a subsidiary and did not guarantee the Resorts Senior Secured Notes. The Resorts Senior Secured Notes are secured by a first priority security interest on substantially all of Resorts' current and future assets (other than certain excluded assets, including gaming licenses and Resorts' interests the Silver Legacy Joint Venture). In addition, all of the membership interests in Resorts and equity interests in the Guarantors are subject to a pledge for the benefit of the holders of the Resorts Senior Secured Notes.
Resorts may redeem some or all of the Resorts Senior Secured Notes prior to June 15, 2015 at a redemption price of 100% of the principal amount thereof plus a "make whole premium" together with accrued and unpaid interest thereon. On or after June 15, 2015, Resorts may redeem the Resorts Senior Secured Notes at the following redemption prices (expressed as a percentage of principal amount) plus any accrued and unpaid interest thereon:
Year beginning June 15,
2017 and thereafter
MTR Gaming Debt Obligations
On August 1, 2011, MTR Gaming completed the offering of $565.0 million in aggregate principal amount of senior secured second lien notes (the "MTR Second Lien Notes") due August 1, 2019 at an issue price equal to 97% of the aggregate principal amount of the MTR Second Lien Notes. The MTR Second Lien Notes mature on August 1, 2019, with interest payable semi-annually in arrears on February 1 and August 1 of each year.
The MTR Second Lien Notes and the guarantees are senior secured obligations and are jointly and severally, fully, and unconditionally guaranteed by MTR Gaming's current and future domestic restricted subsidiaries, other than MTR Gaming's immaterial subsidiaries. The MTR Second Lien Notes are secured by a second priority lien on substantially all of the assets of MTR Gaming and the guarantors, other than excluded property, as defined in the Senior Secured Second Lien Indenture. The MTR Second Lien Notes and the guarantees are effectively junior to any of MTR Gaming's and the guarantors' existing and future debt that is secured by senior or prior liens on the collateral to the extent of the value of the collateral securing such obligations.
The indenture governing the MTR Second Lien Notes contains a number of customary covenants, including limitations on the payment of distributions and other restricted payments, making additional investments, additional liens, transactions with affiliates, additional debt, dispositions of property, mergers and similar transactions, and events of default. In addition, if the consolidated total debt ratio of MTR Gaming is equal to or greater than 4.0 to 1.0 and such offer is permitted pursuant to the terms of MTR Gaming's credit facilities, MTR Gaming is required to repay debt under its credit facility or make an offer to purchase MTR Second Lien Notes with the excess cash flow amounts (as such term is defined in the indenture governing the MTR Second Lien Notes). As of March 31, 2015, MTR Gaming was in compliance with the covenants under the indenture relating to the MTR Second Lien Notes.
MTR Gaming may redeem some or all of the MTR Second Lien Notes prior to August 1, 2015 at a redemption price of 100% of the principal amount thereof plus a "make whole premium" together with accrued and unpaid interest thereon. On or after August 1, 2015, MTR Gaming may redeem the MTR Second Lien Notes at the following redemption prices (expressed as a percentage of principal amount) plus any accrued and unpaid interest thereon:
Year beginning August 1,
In October 2014, MTR Gaming repurchased $10 million in aggregate principal amount of its 11.5% MTR Second Lien Notes, at a price of $110.25 per $100 in principal amount of the purchased notes. The repurchase resulted in a $1.2 million annual savings in interest expense. After giving effect to the repurchase of the bonds in October 2014, the annual interest expense on the MTR Second Lien Notes approximates $64.5 million. Additionally, annual amortization of the premium on the MTR Second Lien Notes is $10.9 million.
Name: us-gaap_DebtDisclosureAbstract
The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.
-Subparagraph (SX 210.5-02.19,20,22)
Name: us-gaap_DebtDisclosureTextBlock
Note 8. Earnings per Share
The following table illustrates the required disclosure of the reconciliation of the numerators and denominators of the basic and diluted net income per share computations during the three months ended March 31, 2015 and 2014 (dollars in thousands, except per share amounts):
Net loss available to common stockholders
Shares outstanding:
Weighted average shares outstanding
As the accounting acquirer in the Merger and in accordance with the applicable accounting guidance in ASC 805, for purposes of computing comparative earnings per share, the Company has presented the historical weighted average number of common shares outstanding multiplied by the exchange ratio established in the Merger Agreement (see Note 2) for the three months ended March 31, 2014. At the Merger Date, there were no dilutive securities outstanding.
The entire disclosure for earnings per share.
Name: us-gaap_EarningsPerShareTextBlock
Commitments and Contingencies.
We are a party to various lawsuits, which have arisen in the normal course of our business. Estimated losses are accrued for these lawsuits and claims when the loss is probable and can be estimated. The current liability for the estimated losses associated with those lawsuits is not material to our consolidated financial condition and those estimated losses are not expected to have a material impact on our results of operations.
On April 17, 2010, Presque Isle Downs, Inc. initiated legal action in the Court of Common Pleas of Erie County, Pennsylvania, against defendants Dwayne Cooper Enterprises, Inc. ("DCE"), Turner Construction Company ("Turner"), and Rectenwald Buehler Architects, Inc. f/k/a Weborg Rectenwald Buehler Architects, Inc. ("RB") to recover damages arising out of failures of the surveillance system installed during the original construction of the casino facilities at Presque Isle Downs. DCE supplied and installed the surveillance system, RB acted as the project architect, and Turner served as the construction manager on the project. Shortly after Presque Isle Downs opened on February 28, 2007, it discovered that certain components of the surveillance system were defective, malfunctioning or missing. After efforts to remediate the deficiencies in the system were unsuccessful, it became necessary to replace certain components of the surveillance system at a cost of $1.9 million, and to write-off approximately $1.5 million related to the net book value of the equipment that was replaced. On April 5, 2011, Presque Isle Downs obtained a default judgment against DCE in the amount of $2.7 million. Efforts to enforce the judgment against DCE are ongoing but the assets of DCE appear to be modest and materially insufficient to pay the judgment. Any proceeds that may be received will be recorded as the amounts are realized. Defendant RB joined five additional vendors/subcontractors as additional defendants in the case. Each of the defendants and all but one of the additional defendants filed motions or objections requesting that the Court dismiss the claims against it. After these motions and objections were denied and the parties engaged in limited discovery, the parties agreed to submit the case to mediation. The mediation occurred on February 10, 2015, and resulted in an agreement under which the sum of $0.7 million would be paid to Presque Isle Downs, Inc. in exchange for a general release of the defendants (except DCE) and the additional defendants. A draft settlement agreement has been prepared and is currently under review by all parties. It is anticipated the settlement will be concluded and the case voluntarily dismissed by June 30, 2015.
On October 21, 2011, the Ohio Roundtable filed a complaint in the Court of Common Pleas in Franklin County, Ohio against a number of defendants, including the Governor, the Ohio Lottery Commission and the Ohio Casino Control Commission. The complaint alleges a variety of substantive and procedural defects relative to the approval and implementation of video lottery terminals as well as several counts dealing with the taxation of standalone casinos. As interveners, we, along with four of the other racinos in Ohio, filed motions for judgment on the pleadings to supplement the position of the Racing Commission. In May 2012, the Court of Common Pleas dismissed the case; however, the plaintiffs filed an appeal and oral arguments were held on January 17, 2013 in the 10th District Court of Appeals. In March 2013, the Court of Appeals upheld the ruling. The decision of the Appeals Court was appealed to the Ohio Supreme Court by the plaintiffs on April 30, 2013 and the Ohio Supreme Court has elected to accept the appeal. The Ohio Supreme Court temporarily stayed the appeal until it first ruled on a matter with similar procedural issues. A decision was issued on that case on June 10, 2014. Accordingly, along with the State Appellees, a motion to dismiss as improvidently granted was filed which was partially granted. The remaining propositions of law have been briefed by both parties and oral argument is scheduled for June 23, 2015.
Environmental Remediation
In October 2004, we acquired 229 acres of real property, known as the International Paper site, as an alternative site to build Presque Isle Downs. In connection with our acquisition of the International Paper site, we entered into a consent order and decree (the "Consent Order") with the PaDEP and International Paper insulating us from liability for certain pre-existing contamination, subject to compliance with the Consent Order, which included a proposed environmental remediation plan for the site, which was tied specifically to the use of the property as a racetrack. The proposed environmental remediation plan in the Consent Order was based upon a "baseline environmental report" and management estimated that such remediation would be subsumed within the cost of developing the property as a racetrack. The racetrack was never developed at this site. In October 2005, we sold approximately 205 acres to GEIDC who assumed primary responsibility for the remediation obligations under the Consent Order relating to the property they acquired. However, we were advised by the PaDEP that we were not released from our liability and responsibility under the Consent Order. We also purchased an Environmental Risk Insurance Policy in the amount of $10.0 million with respect to the property, which expires in October 2015. We believe the insurance coverage is in excess of any exposure that we may have in this matter.
Regulatory Gaming Assessments
The Pennsylvania Gaming Control Board (the "PGCB"), the Pennsylvania Department of Revenue and the Pennsylvania State Police (collectively "the Borrowers"), were required to fund the costs they incurred in connection with the initial development of the infrastructure to support gaming operations in Pennsylvania as well as the initial ongoing costs of the Borrowers. The initial funding of these costs was provided from a loan from the Pennsylvania General Fund in the amount of $36.1 million, and further funding was provided from additional loans from the Pennsylvania Property Tax Reserve Fund in the aggregate amount of $63.8 million.
The Pennsylvania Department of Revenue will assess all licensees, including Presque Isle Downs, their proportionate share of amounts represented by the borrowings, which are in the aggregate amount of $99.9 million, once the designated number of Pennsylvania's slot machine licensees is operational. On July 11, 2011, the PGCB issued an administrative order which established that payments associated with the $63.8 million that was borrowed from the Property Tax Reserve Fund would commence on January 1, 2012. The repayment allocation between all current licensees is based upon equal weighting of (1) cumulative gross slot revenue since inception in relation to the combined cumulative gross slot revenue for all licensees and (2) single year gross slot revenue (during the state's fiscal year ending June 30) in relation to the combined single year gross slot revenue for all licensees; and amounts paid each year will be adjusted annually based upon changes in the licensee's proportionate share of gross slot revenue. MTR Gaming has estimated that its total proportionate share of the aggregate $63.8 million to be assessed to the gaming facilities will be approximately $4.2 million and will be paid quarterly over a ten-year period, which began effective January 1, 2012. For the $36.1 million that was borrowed from the General Fund, payment is scheduled to begin after all fourteen licensees are operational. Although MTR Gaming cannot determine when payment will begin, it has considered a similar repayment model for the General Fund borrowings and estimated that its total proportionate share of the aggregate $36.1 million to all fourteen gaming facilities will approximate $2.2 million, which has been accrued in the accompanying consolidated balance sheets at March 31, 2015 and December 31, 2014.
The recorded estimate is subject to revision based upon future changes in the revenue assumptions utilized to develop the estimate. The estimated total obligation at March 31, 2015 and December 31, 2014 was $4.9 million and $0.5 million, respectively, and is accrued in the accompanying consolidated balance sheets. As of and during the three months ended March 31, 2015, our total estimated liability increased as a result of changes in the forecasted assumptions utilized in the model by $20,000 and was recognized in gaming operating expenses. MTR Gaming paid approximately $0.1 million during the three months ended March 31, 2015.
Name: us-gaap_CommitmentsAndContingenciesDisclosureAbstract
The entire disclosure for commitments and contingencies.
Name: us-gaap_CommitmentsAndContingenciesDisclosureTextBlock
Note 10. Related Parties
As of March 31, 2015, the Company's receivables and payables to related parties amounted to $0.3 million and $0.2 million, respectively. As of December 31, 2014, the Company's receivables and payables to related parties amounted to $0.4 million and $0.2 million, respectively. These amounts represent amounts related to shared services and other transactions in the ordinary course of business between Resorts and Silver Legacy.
Name: us-gaap_RelatedPartyTransactionsAbstract
The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.
-Subparagraph (SX 210.4-08.(k))
-Paragraph b
-Article 3A
Name: us-gaap_RelatedPartyTransactionsDisclosureTextBlock
Note 11. Segment Information
The following table sets forth, for the period indicated, certain operating data for our reportable segments. Management views each of our casinos as an operating segment. Operating segments are aggregated based on their similar economic characteristics, types of customers, types of services and products provided, and their management and reporting structure. The Company's principal operating activities occur in three geographic regions: Reno, Shreveport and the eastern states. The Company has aggregated its operating segments into three reportable segments: Eldorado Reno, Eldorado Shreveport and MTR Gaming.
Ended March 31,
(in thousands,
unaudited)
Revenues and expenses
Eldorado Reno
Net operating revenues(a)
Expenses, excluding depreciation
Corporate management fee
Acquisition charges
Equity in losses of unconsolidated affiliates
Operating loss—Eldorado Reno
Eldorado Shreveport
Net operating revenues
Expenses, excluding depreciation and amortization(a)
Operating income—Eldorado Shreveport
MTR Gaming
Expenses, excluding depreciation and amortization
Gain on sale or disposal of property
Operating income—MTR Gaming
Eldorado Corporate
Operating income—Eldorado Corporate
Total Reportable Segments
Operating income—Total Reportable Segments
Reconciliations to Consolidated Net Loss
Unallocated income and expenses:
Provision for income taxes
Excludes intercompany management fee revenues earned by Eldorado Reno and expensed by Eldorado Shreveport amounting to $0.8 million for the three months ended March 31, 2014.
Capital Expenditures
Total Assets(a)
Eliminating and reclassification entries(b)
Total assets presented in this table are considered restricted under the Company's indenture described in Note 7.
Reflects the following for the periods indicated:
Proceeds from Resorts Senior Secured Notes loaned to Eldorado Shreveport
Accrued interest on the above intercompany loan
Intercompany receivables/payables
Reclassification of noncurrent deferred tax assets
Net investment in and advances to MTR Gaming
Net investment in and advances to Eldorado Shreveport


In 1957, James Reeves wrote an Introduction for a slim and relatively open-minded anthology of British and American modern poetry, published by Heinemann (London), The Modern Poets' World. Among the poets included are Lynette Roberts, FT Prince, George Barker, Hardy, Dickinson, Lawrence, ee cummings, Gascoyne, Heath-Stubbs, Empson, but also Frost, Eliot and Yeats. Notably, Whitman, Wallace Stevens and Hart Crane are absent, though Ransom makes it in. Lowell is not yet in - nor any of the future confessionals. Dylan Thomas is there, Hopkins and Edith Sitwell, but not WS Graham. The sense of what was modern is jostled, often pleasingly. Blunden gets a large inclusion. He has not aged well, nor has Roy Campbell. Enright is in, but not Larkin. A lot of this might be down to acquiring rights and space limitations. It is still a good and surprising collection, only 100 or so pages of poetry. His Introduction says a lot, that was then no doubt new if perennial - it sure hasn't dated yet: "To the poet, life is meaningless without poetry; he [sic] is dismayed to find that most people can live without it". Too true, brother, too true.


text:
Q: Smart pointers and map in C++ I'm trying to execute this program with smart pointers:
//File user.h
#include <list>
#include <iostream>
#include <string>
#include <fstream>
#include <sstream>
#include <memory>
#include <map>

using namespace std;

class User {
    string name;
    int id;
public:
    User(const string& name, int id) : name(name), id(id) {}
    int getID() const {return id;}
    ~User(){}
};

//File main.c
#include "user.h"
using namespace std;
typedef std::shared_ptr<User> UserPtr;
typedef map<string, UserPtr> Dict;

int main()
{
    Dict dict;
    dict = new User("Adams", 666);
    auto it = dict.find("Adams");

    if (it == dict.end())
        cout << "not found!" << endl;

    else
        cout << "id3: " << it->second->getID() << endl;

    return 0;
}

I have tested it before with raw pointers (*) and it works. Nonetheless, when using smart pointers I get the following errors:
main.cpp: In function 'int main()':
main.cpp:15:10: error: no match for 'operator=' (operand types are 'Dict {aka std::map<std::basic_string<char>, std::shared_ptr<User> >}' and 'User*')
     dict = new User("Adams", 666);
          ^
main.cpp:15:10: note: candidates are:
In file included from /usr/include/c++/4.8/map:61:0,
                 from user.h:10,
                 from main.cpp:3:
/usr/include/c++/4.8/bits/stl_map.h:264:7: note: std::map<_Key, _Tp, _Compare, _Alloc>& std::map<_Key, _Tp, _Compare, _Alloc>::operator=(const std::map<_Key, _Tp, _Compare, _Alloc>&) [with _Key = std::basic_string<char>; _Tp = std::shared_ptr<User>; _Compare = std::less<std::basic_string<char> >; _Alloc = std::allocator<std::pair<const std::basic_string<char>, std::shared_ptr<User> > >]
       operator=(const map& __x)
       ^
/usr/include/c++/4.8/bits/stl_map.h:264:7: note:   no known conversion for argument 1 from 'User*' to 'const std::map<std::basic_string<char>, std::shared_ptr<User> >&'
/usr/include/c++/4.8/bits/stl_map.h:279:7: note: std::map<_Key, _Tp, _Compare, _Alloc>& std::map<_Key, _Tp, _Compare, _Alloc>::operator=(std::map<_Key, _Tp, _Compare, _Alloc>&&) [with _Key = std::basic_string<char>; _Tp = std::shared_ptr<User>; _Compare = std::less<std::basic_string<char> >; _Alloc = std::allocator<std::pair<const std::basic_string<char>, std::shared_ptr<User> > >]
       operator=(map&& __x)
       ^
/usr/include/c++/4.8/bits/stl_map.h:279:7: note:   no known conversion for argument 1 from 'User*' to 'std::map<std::basic_string<char>, std::shared_ptr<User> >&&'
/usr/include/c++/4.8/bits/stl_map.h:300:7: note: std::map<_Key, _Tp, _Compare, _Alloc>& std::map<_Key, _Tp, _Compare, _Alloc>::operator=(std::initializer_list<std::pair<const _Key, _Tp> >) [with _Key = std::basic_string<char>; _Tp = std::shared_ptr<User>; _Compare = std::less<std::basic_string<char> >; _Alloc = std::allocator<std::pair<const std::basic_string<char>, std::shared_ptr<User> > >]
       operator=(initializer_list<value_type> __l)
       ^
/usr/include/c++/4.8/bits/stl_map.h:300:7: note:   no known conversion for argument 1 from 'User*' to 'std::initializer_list<std::pair<const std::basic_string<char>, std::shared_ptr<User> > >'

Is the smart pointer wrongly declared?

A: Dict is std::map and you are trying to assign a pointer to a User to it which is wrong.
What you need is
dict["Adams"] = std::make_shared<User>("Adams", 666);

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