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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Pinnacle Entertainment, Inc. (delisted) | NASDAQ:PNK | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 32.55 | 0.01 | 199,999.99 | 0 | 01:00:00 |
x
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
47-4668380
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
Large accelerated filer
o
|
Accelerated filer
o
|
Non-accelerated filer
x
|
Smaller reporting company
o
|
Emerging growth company
o
|
|
|
(Do not check if a smaller reporting company)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EX-101 INSTANCE DOCUMENT
|
|
EX-101 SCHEMA DOCUMENT
|
|
EX-101 CALCULATION LINKBASE DOCUMENT
|
|
EX-101 LABELS LINKBASE DOCUMENT
|
|
EX-101 PRESENTATION LINKBASE DOCUMENT
|
|
EX-101 DEFINITION LINKBASE DOCUMENT
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Gaming
|
$
|
575,290
|
|
|
$
|
530,097
|
|
|
$
|
1,731,433
|
|
|
$
|
1,556,636
|
|
Food and beverage
|
33,608
|
|
|
32,160
|
|
|
100,837
|
|
|
93,901
|
|
||||
Lodging
|
14,562
|
|
|
14,490
|
|
|
40,024
|
|
|
38,871
|
|
||||
Retail, entertainment and other
|
23,943
|
|
|
18,427
|
|
|
68,725
|
|
|
52,023
|
|
||||
Total revenues
|
647,403
|
|
|
595,174
|
|
|
1,941,019
|
|
|
1,741,431
|
|
||||
Expenses and other costs:
|
|
|
|
|
|
|
|
||||||||
Gaming
|
309,976
|
|
|
288,389
|
|
|
939,449
|
|
|
822,181
|
|
||||
Food and beverage
|
31,895
|
|
|
31,175
|
|
|
95,586
|
|
|
89,267
|
|
||||
Lodging
|
6,817
|
|
|
6,893
|
|
|
19,380
|
|
|
18,676
|
|
||||
Retail, entertainment and other
|
11,198
|
|
|
7,899
|
|
|
31,128
|
|
|
19,299
|
|
||||
General and administrative
|
117,067
|
|
|
108,999
|
|
|
344,341
|
|
|
340,867
|
|
||||
Depreciation and amortization
|
54,125
|
|
|
54,354
|
|
|
166,300
|
|
|
162,423
|
|
||||
Pre-opening, development and other costs
|
403
|
|
|
5,594
|
|
|
2,997
|
|
|
54,951
|
|
||||
Impairment of goodwill
|
—
|
|
|
(11,600
|
)
|
|
—
|
|
|
321,300
|
|
||||
Impairment of other intangible assets
|
—
|
|
|
—
|
|
|
—
|
|
|
129,500
|
|
||||
Write-downs, reserves and recoveries, net
|
4,192
|
|
|
6,190
|
|
|
12,644
|
|
|
13,830
|
|
||||
Total expenses and other costs
|
535,673
|
|
|
497,893
|
|
|
1,611,825
|
|
|
1,972,294
|
|
||||
Operating income (loss)
|
111,730
|
|
|
97,281
|
|
|
329,194
|
|
|
(230,863
|
)
|
||||
Interest expense, net
|
(95,851
|
)
|
|
(94,276
|
)
|
|
(286,589
|
)
|
|
(239,116
|
)
|
||||
Loss on early extinguishment of debt
|
(516
|
)
|
|
—
|
|
|
(516
|
)
|
|
(5,207
|
)
|
||||
Loss from equity method investment
|
—
|
|
|
—
|
|
|
(90
|
)
|
|
(90
|
)
|
||||
Income (loss) from continuing operations before income taxes
|
15,363
|
|
|
3,005
|
|
|
41,999
|
|
|
(475,276
|
)
|
||||
Income tax benefit (expense)
|
(1,423
|
)
|
|
(3,537
|
)
|
|
(2,425
|
)
|
|
26,435
|
|
||||
Income (loss) from continuing operations
|
13,940
|
|
|
(532
|
)
|
|
39,574
|
|
|
(448,841
|
)
|
||||
Income from discontinued operations, net of income taxes
|
—
|
|
|
37
|
|
|
—
|
|
|
433
|
|
||||
Net income (loss)
|
13,940
|
|
|
(495
|
)
|
|
39,574
|
|
|
(448,408
|
)
|
||||
Less: Net loss attributable to non-controlling interest
|
193
|
|
|
9
|
|
|
1,153
|
|
|
24
|
|
||||
Net income (loss) attributable to Pinnacle Entertainment, Inc.
|
$
|
14,133
|
|
|
$
|
(486
|
)
|
|
$
|
40,727
|
|
|
$
|
(448,384
|
)
|
Net income (loss) per common share—basic
|
|
|
|
|
|
|
|
||||||||
Income (loss) from continuing operations
|
$
|
0.25
|
|
|
$
|
(0.01
|
)
|
|
$
|
0.72
|
|
|
$
|
(7.52
|
)
|
Income from discontinued operations, net of income taxes
|
—
|
|
|
0.00
|
|
|
—
|
|
|
0.01
|
|
||||
Net income (loss) per common share—basic
|
$
|
0.25
|
|
|
$
|
(0.01
|
)
|
|
$
|
0.72
|
|
|
$
|
(7.51
|
)
|
Net income (loss) per common share—diluted
|
|
|
|
|
|
|
|
||||||||
Income (loss) from continuing operations
|
$
|
0.23
|
|
|
$
|
(0.01
|
)
|
|
$
|
0.66
|
|
|
$
|
(7.52
|
)
|
Income from discontinued operations, net of income taxes
|
—
|
|
|
0.00
|
|
|
—
|
|
|
0.01
|
|
||||
Net income (loss) per common share—diluted
|
$
|
0.23
|
|
|
$
|
(0.01
|
)
|
|
$
|
0.66
|
|
|
$
|
(7.51
|
)
|
Number of shares—basic
|
56,799
|
|
|
57,004
|
|
|
56,478
|
|
|
59,722
|
|
||||
Number of shares—diluted
|
61,880
|
|
|
57,004
|
|
|
61,738
|
|
|
59,722
|
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net income (loss)
|
$
|
13,940
|
|
|
$
|
(495
|
)
|
|
$
|
39,574
|
|
|
$
|
(448,408
|
)
|
Comprehensive income (loss)
|
13,940
|
|
|
(495
|
)
|
|
39,574
|
|
|
(448,408
|
)
|
||||
Less: Comprehensive loss attributable to non-controlling interest
|
193
|
|
|
9
|
|
|
1,153
|
|
|
24
|
|
||||
Comprehensive income (loss) attributable to Pinnacle Entertainment, Inc.
|
$
|
14,133
|
|
|
$
|
(486
|
)
|
|
$
|
40,727
|
|
|
$
|
(448,384
|
)
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
|
(Unaudited)
|
|
|
||||
ASSETS
|
|
|
|
||||
Current Assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
144,374
|
|
|
$
|
185,093
|
|
Accounts receivable, net of allowance for doubtful accounts of $5,898 and $5,282
|
40,104
|
|
|
42,997
|
|
||
Inventories
|
10,538
|
|
|
9,967
|
|
||
Prepaid expenses and other assets
|
25,654
|
|
|
17,760
|
|
||
Total current assets
|
220,670
|
|
|
255,817
|
|
||
Land, buildings, vessels and equipment, net
|
2,657,292
|
|
|
2,768,491
|
|
||
Goodwill
|
610,889
|
|
|
610,889
|
|
||
Other intangible assets, net
|
385,798
|
|
|
392,398
|
|
||
Other assets, net
|
51,649
|
|
|
49,472
|
|
||
Total assets
|
$
|
3,926,298
|
|
|
$
|
4,077,067
|
|
LIABILITIES AND STOCKHOLDERS’ DEFICIT
|
|
|
|
||||
Current Liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
37,021
|
|
|
$
|
69,069
|
|
Accrued interest
|
12,382
|
|
|
5,286
|
|
||
Accrued compensation
|
65,609
|
|
|
72,939
|
|
||
Accrued taxes
|
71,779
|
|
|
58,207
|
|
||
Current portion of long-term debt
|
10,414
|
|
|
12,258
|
|
||
Current portion of long-term financing obligation
|
34,956
|
|
|
49,770
|
|
||
Other accrued liabilities
|
78,738
|
|
|
91,062
|
|
||
Total current liabilities
|
310,899
|
|
|
358,591
|
|
||
Long-term debt less current portion
|
814,101
|
|
|
924,442
|
|
||
Long-term financing obligation less current portion
|
3,091,608
|
|
|
3,113,529
|
|
||
Deferred income taxes
|
15,145
|
|
|
13,242
|
|
||
Other long-term liabilities
|
38,308
|
|
|
40,143
|
|
||
Total liabilities
|
4,270,061
|
|
|
4,449,947
|
|
||
Commitments and contingencies (Note 8)
|
|
|
|
||||
Stockholders’ Deficit:
|
|
|
|
||||
Preferred stock—$0.01 par value, 250,000 shares authorized, none issued or outstanding
|
—
|
|
|
—
|
|
||
Common stock—$0.01 par value, 150,000,000 authorized, 57,025,771 and 55,812,425 shares issued and outstanding, net of treasury shares
|
644
|
|
|
620
|
|
||
Additional paid-in capital
|
931,336
|
|
|
919,974
|
|
||
Accumulated deficit
|
(1,193,092
|
)
|
|
(1,233,819
|
)
|
||
Accumulated other comprehensive income
|
326
|
|
|
326
|
|
||
Treasury stock, at cost, 7,347,844 and 6,209,541 of treasury shares
|
(92,009
|
)
|
|
(70,166
|
)
|
||
Total Pinnacle stockholders’ deficit
|
(352,795
|
)
|
|
(383,065
|
)
|
||
Non-controlling interest
|
9,032
|
|
|
10,185
|
|
||
Total stockholders’ deficit
|
(343,763
|
)
|
|
(372,880
|
)
|
||
Total liabilities and stockholders’ deficit
|
$
|
3,926,298
|
|
|
$
|
4,077,067
|
|
|
Capital Stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
|
Number of Shares
|
|
Common
Stock
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Deficit
|
|
Accumulated
Other
Comprehensive
Income
|
|
Treasury
Stock
|
|
Total Pinnacle Stockholders’ Deficit
|
|
Non-Controlling Interest
|
|
Total
Stockholders’ Deficit |
|||||||||||||||||
Balance as of January 1, 2017
|
55,812
|
|
|
$
|
620
|
|
|
$
|
919,974
|
|
|
$
|
(1,233,819
|
)
|
|
$
|
326
|
|
|
$
|
(70,166
|
)
|
|
$
|
(383,065
|
)
|
|
$
|
10,185
|
|
|
$
|
(372,880
|
)
|
Net income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
40,727
|
|
|
—
|
|
|
—
|
|
|
40,727
|
|
|
(1,153
|
)
|
|
39,574
|
|
||||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
10,399
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,399
|
|
|
—
|
|
|
10,399
|
|
||||||||
Common stock issuance and option exercises
|
2,352
|
|
|
24
|
|
|
3,593
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,617
|
|
|
—
|
|
|
3,617
|
|
||||||||
Forfeiture of restricted stock awards
|
(16
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Treasury stock purchases
|
(1,122
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,843
|
)
|
|
(21,843
|
)
|
|
—
|
|
|
(21,843
|
)
|
||||||||
Tax withholding related to vesting of share-based awards
|
—
|
|
|
—
|
|
|
(2,630
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,630
|
)
|
|
—
|
|
|
(2,630
|
)
|
||||||||
Balance as of September 30, 2017
|
57,026
|
|
|
$
|
644
|
|
|
$
|
931,336
|
|
|
$
|
(1,193,092
|
)
|
|
$
|
326
|
|
|
$
|
(92,009
|
)
|
|
$
|
(352,795
|
)
|
|
$
|
9,032
|
|
|
$
|
(343,763
|
)
|
|
For the nine months ended September 30,
|
||||||
|
2017
|
|
2016
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income (loss)
|
$
|
39,574
|
|
|
$
|
(448,408
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
166,300
|
|
|
162,423
|
|
||
Loss on sales or disposals of long-lived assets, net
|
7,753
|
|
|
13,092
|
|
||
Loss from equity method investment
|
90
|
|
|
90
|
|
||
Loss on early extinguishment of debt
|
516
|
|
|
5,207
|
|
||
Impairment of goodwill
|
—
|
|
|
321,300
|
|
||
Impairment of other intangible assets
|
—
|
|
|
129,500
|
|
||
Impairment of held-to-maturity securities
|
3,844
|
|
|
—
|
|
||
Impairment of long-lived assets
|
—
|
|
|
238
|
|
||
Amortization of debt issuance costs and debt discounts/premiums
|
6,877
|
|
|
5,964
|
|
||
Share-based compensation expense
|
10,399
|
|
|
32,654
|
|
||
Change in income taxes
|
(675
|
)
|
|
(37,285
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Receivables, net
|
2,673
|
|
|
2,109
|
|
||
Prepaid expenses and other
|
(13,422
|
)
|
|
(5,303
|
)
|
||
Accounts payable, accrued expenses and other
|
(31,274
|
)
|
|
(15,942
|
)
|
||
Net cash provided by operating activities
|
192,655
|
|
|
165,639
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Capital expenditures
|
(56,392
|
)
|
|
(73,103
|
)
|
||
Payment for business combination, net of cash acquired
|
—
|
|
|
(103,365
|
)
|
||
Net proceeds from disposition of asset held for sale
|
—
|
|
|
10,325
|
|
||
Proceeds from sales of furniture, fixtures and equipment
|
86
|
|
|
143
|
|
||
Loans receivable
|
(2,000
|
)
|
|
(1,500
|
)
|
||
Restricted cash
|
603
|
|
|
—
|
|
||
Net cash used in investing activities
|
(57,703
|
)
|
|
(167,500
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from Senior Secured Credit Facilities
|
471,100
|
|
|
902,900
|
|
||
Repayments under Senior Secured Credit Facilities
|
(589,507
|
)
|
|
(313,963
|
)
|
||
Proceeds from Former Senior Secured Credit Facilities
|
—
|
|
|
134,500
|
|
||
Repayments under Former Senior Secured Credit Facilities
|
—
|
|
|
(1,011,285
|
)
|
||
Proceeds from issuance of long-term debt
|
—
|
|
|
375,000
|
|
||
Repayments under financing obligation
|
(36,735
|
)
|
|
(19,238
|
)
|
||
Proceeds from common stock options exercised
|
3,617
|
|
|
579
|
|
||
Purchase of treasury stock
|
(21,342
|
)
|
|
(60,402
|
)
|
||
Debt issuance costs and debt discount
|
—
|
|
|
(14,276
|
)
|
||
Other
|
(2,804
|
)
|
|
(1,192
|
)
|
||
Net cash used in financing activities
|
(175,671
|
)
|
|
(7,377
|
)
|
||
Change in cash and cash equivalents
|
(40,719
|
)
|
|
(9,238
|
)
|
||
Cash and cash equivalents at the beginning of the period
|
185,093
|
|
|
164,034
|
|
||
Cash and cash equivalents at the end of the period
|
$
|
144,374
|
|
|
$
|
154,796
|
|
|
|
|
|
||||
Supplemental Cash Flow Information:
|
|
|
|
||||
Cash paid for interest, net of amounts capitalized
|
$
|
272,888
|
|
|
$
|
240,156
|
|
Cash payments related to income taxes, net
|
$
|
3,001
|
|
|
$
|
9,811
|
|
Increase (decrease) in construction-related deposits and liabilities
|
$
|
(313
|
)
|
|
$
|
656
|
|
Non-cash issuance of common stock
|
$
|
—
|
|
|
$
|
686
|
|
Non-cash retirement of debt in connection with Spin-Off and Merger
|
$
|
—
|
|
|
$
|
(2,761,287
|
)
|
Non-cash settlement of accrued interest in connection with Spin-Off and Merger
|
$
|
—
|
|
|
$
|
(34,133
|
)
|
Non-cash recognition of financing obligation
|
$
|
—
|
|
|
$
|
3,194,287
|
|
Non-cash consideration for business combination
|
$
|
—
|
|
|
$
|
4,563
|
|
Midwest segment, which includes:
|
Location
|
Ameristar Council Bluffs (1)
|
Council Bluffs, Iowa
|
Ameristar East Chicago (1)
|
East Chicago, Indiana
|
Ameristar Kansas City (1)
|
Kansas City, Missouri
|
Ameristar St. Charles (1)
|
St. Charles, Missouri
|
Belterra Resort (1)
|
Florence, Indiana
|
Belterra Park
|
Cincinnati, Ohio
|
Meadows (2)
|
Washington, Pennsylvania
|
River City (1)
|
St. Louis, Missouri
|
|
|
South segment, which includes:
|
Location
|
Ameristar Vicksburg (1)
|
Vicksburg, Mississippi
|
Boomtown Bossier City (1)
|
Bossier City, Louisiana
|
Boomtown New Orleans (1)
|
New Orleans, Louisiana
|
L’Auberge Baton Rouge (1)
|
Baton Rouge, Louisiana
|
L’Auberge Lake Charles (1)
|
Lake Charles, Louisiana
|
|
|
West segment, which includes:
|
Location
|
Ameristar Black Hawk (1)
|
Black Hawk, Colorado
|
Cactus Petes and Horseshu (1)
|
Jackpot, Nevada
|
(1)
|
We lease the real estate associated with these gaming facilities under the terms of the Master Lease.
|
(2)
|
The Meadows Racetrack and Casino (the “Meadows”) was acquired on September 9, 2016, as discussed below.
We lease the real estate associated with this gaming facility under the terms of the Meadows Lease.
|
|
|
|
|
|
Fair Value Measurements Using:
|
||||||||||||||
|
Total Carrying Amount
|
|
Total Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
|
(in millions)
|
||||||||||||||||||
As of September 30, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Held-to-maturity securities
|
$
|
10.4
|
|
|
$
|
10.4
|
|
|
$
|
—
|
|
|
$
|
7.5
|
|
|
$
|
2.9
|
|
Promissory notes
|
$
|
16.9
|
|
|
$
|
17.2
|
|
|
$
|
—
|
|
|
$
|
17.2
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt
|
$
|
824.5
|
|
|
$
|
843.1
|
|
|
$
|
—
|
|
|
$
|
843.1
|
|
|
$
|
—
|
|
Other long-term liabilities
|
$
|
5.1
|
|
|
$
|
5.2
|
|
|
$
|
—
|
|
|
$
|
5.2
|
|
|
$
|
—
|
|
As of December 31, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Held-to-maturity securities
|
$
|
14.3
|
|
|
$
|
16.4
|
|
|
$
|
—
|
|
|
$
|
13.4
|
|
|
$
|
3.0
|
|
Promissory notes
|
$
|
15.6
|
|
|
$
|
19.8
|
|
|
$
|
—
|
|
|
$
|
19.8
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt
|
$
|
936.7
|
|
|
$
|
953.2
|
|
|
$
|
—
|
|
|
$
|
953.2
|
|
|
$
|
—
|
|
Other long-term liabilities
|
$
|
5.5
|
|
|
$
|
5.6
|
|
|
$
|
—
|
|
|
$
|
5.6
|
|
|
$
|
—
|
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
|
|
|
|
||||
|
(in millions)
|
||||||
Land, buildings, vessels and equipment:
|
|
|
|
|
|
||
Land and land improvements
|
$
|
429.1
|
|
|
$
|
426.7
|
|
Buildings, vessels and improvements
|
2,696.7
|
|
|
2,689.0
|
|
||
Furniture, fixtures and equipment
|
805.0
|
|
|
805.9
|
|
||
Construction in progress
|
26.8
|
|
|
32.7
|
|
||
Land, buildings, vessels and equipment, gross
|
3,957.6
|
|
|
3,954.3
|
|
||
Less: accumulated depreciation
|
(1,300.3
|
)
|
|
(1,185.8
|
)
|
||
Land, buildings, vessels and equipment, net
|
$
|
2,657.3
|
|
|
$
|
2,768.5
|
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in millions)
|
||||||||||||||
Food and beverage
|
$
|
35.6
|
|
|
$
|
35.6
|
|
|
$
|
106.7
|
|
|
$
|
103.1
|
|
Lodging
|
16.5
|
|
|
16.7
|
|
|
47.8
|
|
|
48.8
|
|
||||
Other
|
4.4
|
|
|
4.2
|
|
|
12.6
|
|
|
11.9
|
|
||||
Total promotional allowances
|
$
|
56.5
|
|
|
$
|
56.5
|
|
|
$
|
167.1
|
|
|
$
|
163.8
|
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in millions)
|
||||||||||||||
Restructuring costs (1)
|
$
|
0.2
|
|
|
$
|
1.3
|
|
|
$
|
0.9
|
|
|
$
|
48.1
|
|
Meadows acquisition costs (2)
|
—
|
|
|
4.1
|
|
|
0.2
|
|
|
6.2
|
|
||||
Other
|
0.2
|
|
|
0.2
|
|
|
1.9
|
|
|
0.7
|
|
||||
Total pre-opening, development and other costs
|
$
|
0.4
|
|
|
$
|
5.6
|
|
|
$
|
3.0
|
|
|
$
|
55.0
|
|
(1)
|
Amounts comprised principally of costs associated with the Spin-Off and Merger. See Note 2, “Spin-Off, Merger, Master Lease Financing Obligation and Meadows Lease.”
|
(2)
|
Amounts comprised principally of legal, advisory and other costs associated with the acquisition and integration of the Meadows. See Note 7, “Investment and Acquisition Activities.”
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in millions)
|
||||||||||||||
Reduction of financing obligation
|
$
|
12.7
|
|
|
$
|
11.4
|
|
|
$
|
36.7
|
|
|
$
|
19.2
|
|
Interest expense attributable to financing obligation
|
83.8
|
|
|
83.6
|
|
|
247.7
|
|
|
141.9
|
|
||||
Total lease payments under the Master Lease
|
$
|
96.5
|
|
|
$
|
95.0
|
|
|
$
|
284.4
|
|
|
$
|
161.1
|
|
|
September 30, 2017
|
||||||||||
|
Outstanding Principal
|
|
Unamortized Discount and Debt Issuance Costs
|
|
Long-Term Debt, Net
|
||||||
|
|
|
|
|
|
||||||
|
(in millions)
|
||||||||||
Senior Secured Credit Facilities:
|
|
|
|
|
|
||||||
Revolving Credit Facility due 2021
|
$
|
161.0
|
|
|
$
|
—
|
|
|
$
|
161.0
|
|
Term Loan A Facility due 2021
|
173.4
|
|
|
(2.6
|
)
|
|
170.8
|
|
|||
5.625% Notes due 2024
|
500.0
|
|
|
(7.4
|
)
|
|
492.6
|
|
|||
Other
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|||
Total debt including current maturities
|
834.5
|
|
|
(10.0
|
)
|
|
824.5
|
|
|||
Less: current maturities
|
(10.4
|
)
|
|
—
|
|
|
(10.4
|
)
|
|||
Total long-term debt
|
$
|
824.1
|
|
|
$
|
(10.0
|
)
|
|
$
|
814.1
|
|
|
December 31, 2016
|
||||||||||
|
Outstanding Principal
|
|
Unamortized Discount and Debt Issuance Costs
|
|
Long-Term Debt, Net
|
||||||
|
|
|
|
|
|
||||||
|
(in millions)
|
||||||||||
Senior Secured Credit Facilities:
|
|
|
|
|
|
||||||
Revolving Credit Facility due 2021
|
$
|
107.2
|
|
|
$
|
—
|
|
|
$
|
107.2
|
|
Term Loan A Facility due 2021
|
180.4
|
|
|
(3.2
|
)
|
|
177.2
|
|
|||
Term Loan B Facility due 2023
|
165.2
|
|
|
(4.9
|
)
|
|
160.3
|
|
|||
5.625% Notes due 2024
|
500.0
|
|
|
(8.1
|
)
|
|
491.9
|
|
|||
Other
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|||
Total debt including current maturities
|
952.9
|
|
|
(16.2
|
)
|
|
936.7
|
|
|||
Less: current maturities
|
(12.3
|
)
|
|
—
|
|
|
(12.3
|
)
|
|||
Total long-term debt
|
$
|
940.6
|
|
|
$
|
(16.2
|
)
|
|
$
|
924.4
|
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in millions)
|
||||||||||||||
Interest expense from financing obligation (1)
|
$
|
83.8
|
|
|
$
|
83.6
|
|
|
$
|
247.7
|
|
|
$
|
141.9
|
|
Interest expense from debt (2)
|
12.2
|
|
|
11.0
|
|
|
39.2
|
|
|
95.3
|
|
||||
Interest income
|
(0.1
|
)
|
|
(0.3
|
)
|
|
(0.3
|
)
|
|
(0.5
|
)
|
||||
Capitalized interest
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
||||
Other (3)
|
—
|
|
|
—
|
|
|
—
|
|
|
2.5
|
|
||||
Interest expense, net
|
$
|
95.9
|
|
|
$
|
94.3
|
|
|
$
|
286.6
|
|
|
$
|
239.1
|
|
(1)
|
See Note 2, “Spin-Off, Merger, Master Lease Financing Obligation and Meadows Lease,” for information on total lease payments under the Master Lease.
|
(2)
|
Interest expense associated with the Former Senior Secured Credit Facilities, the
6.375%
Notes, the
7.50%
Notes, the
7.75%
Notes, and the
8.75%
Notes, which were no longer obligations of the Company as of April 28, 2016, included in the nine months ended September 30, 2016 was
$76.5 million
.
|
(3)
|
Represents a nonrecurring expense associated with the GLPI transaction.
|
|
Number of
Stock Options
|
|
Weighted Average
Exercise Price
|
|||
Options outstanding as of January 1, 2017
|
6,387,115
|
|
|
$
|
6.16
|
|
Granted
|
20,000
|
|
|
$
|
19.30
|
|
Exercised
|
(1,065,813
|
)
|
|
$
|
4.22
|
|
Canceled or forfeited
|
(119,647
|
)
|
|
$
|
9.11
|
|
Options outstanding as of September 30, 2017
|
5,221,655
|
|
|
$
|
6.54
|
|
Options exercisable as of September 30, 2017
|
3,735,994
|
|
|
$
|
4.97
|
|
Expected to vest as of September 30, 2017
|
1,222,278
|
|
|
$
|
10.52
|
|
|
For the nine months ended September 30,
|
||||||
|
2017
|
|
2016
|
||||
Weighted-average grant date fair value
|
$
|
6.37
|
|
|
$
|
4.05
|
|
|
Number of
Units
|
|
Weighted Average
Grant Date Fair Value
|
|||
Non-vested as of January 1, 2017
|
108,855
|
|
|
$
|
7.84
|
|
Vested
|
(108,855
|
)
|
|
$
|
7.84
|
|
Non-vested as of September 30, 2017
|
—
|
|
|
$
|
—
|
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in millions)
|
||||||||||||||
Loss on sales or disposals of long-lived assets, net
|
$
|
3.0
|
|
|
$
|
6.2
|
|
|
$
|
7.8
|
|
|
$
|
13.1
|
|
Impairment of held-to-maturity securities
|
—
|
|
|
—
|
|
|
3.8
|
|
|
—
|
|
||||
Impairment of long-lived assets
|
—
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
||||
Other
|
1.2
|
|
|
—
|
|
|
1.1
|
|
|
0.5
|
|
||||
Write-downs, reserves and recoveries, net
|
$
|
4.2
|
|
|
$
|
6.2
|
|
|
$
|
12.7
|
|
|
$
|
13.8
|
|
Current and other assets
|
$
|
35,953
|
|
Property and equipment
|
39,265
|
|
|
Goodwill
|
18,822
|
|
|
Other intangible assets
|
71,300
|
|
|
Other non-current assets
|
3,001
|
|
|
Total assets
|
168,341
|
|
|
|
|
||
Current liabilities
|
18,524
|
|
|
Deferred tax liabilities
|
10,624
|
|
|
Other long-term liabilities
|
5,145
|
|
|
Total liabilities
|
34,293
|
|
|
Net assets acquired
|
$
|
134,048
|
|
|
As Recorded at Fair Value
|
||
|
(in thousands)
|
||
Furniture, fixtures and equipment
|
$
|
39,240
|
|
Construction in progress
|
25
|
|
|
Total property and equipment acquired
|
$
|
39,265
|
|
|
As Recorded at Fair Value
|
||
|
(in thousands)
|
||
Gaming licenses
|
$
|
56,300
|
|
Trade name
|
15,000
|
|
|
Total other intangible assets acquired
|
$
|
71,300
|
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in millions)
|
||||||||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Midwest segment (a)
|
$
|
391.7
|
|
|
$
|
333.5
|
|
|
$
|
1,171.7
|
|
|
$
|
980.8
|
|
South segment (a)
|
188.7
|
|
|
197.0
|
|
|
583.0
|
|
|
579.0
|
|
||||
West segment (a)
|
65.3
|
|
|
62.9
|
|
|
182.1
|
|
|
177.2
|
|
||||
|
645.7
|
|
|
593.4
|
|
|
1,936.8
|
|
|
1,737.0
|
|
||||
Corporate and other (c)
|
1.7
|
|
|
1.8
|
|
|
4.2
|
|
|
4.4
|
|
||||
Total revenues
|
$
|
647.4
|
|
|
$
|
595.2
|
|
|
$
|
1,941.0
|
|
|
$
|
1,741.4
|
|
Adjusted EBITDAR (b):
|
|
|
|
|
|
|
|
||||||||
Midwest segment (a)
|
$
|
112.2
|
|
|
$
|
92.8
|
|
|
$
|
334.2
|
|
|
$
|
299.0
|
|
South segment (a)
|
60.2
|
|
|
58.1
|
|
|
189.7
|
|
|
180.5
|
|
||||
West segment (a)
|
26.7
|
|
|
24.2
|
|
|
70.8
|
|
|
66.8
|
|
||||
|
199.1
|
|
|
175.1
|
|
|
594.7
|
|
|
546.3
|
|
||||
Corporate expenses and other (c)
|
(21.0
|
)
|
|
(19.7
|
)
|
|
(61.0
|
)
|
|
(61.5
|
)
|
||||
Consolidated Adjusted EBITDAR (b)
|
178.1
|
|
|
155.4
|
|
|
533.7
|
|
|
484.8
|
|
||||
Other benefits (costs):
|
|
|
|
|
|
|
|
||||||||
Rent expense under the Meadows Lease
|
(4.0
|
)
|
|
(1.0
|
)
|
|
(12.1
|
)
|
|
(1.0
|
)
|
||||
Depreciation and amortization
|
(54.1
|
)
|
|
(54.3
|
)
|
|
(166.3
|
)
|
|
(162.4
|
)
|
||||
Pre-opening, development and other costs
|
(0.4
|
)
|
|
(5.6
|
)
|
|
(3.0
|
)
|
|
(55.0
|
)
|
||||
Non-cash share-based compensation expense
|
(3.7
|
)
|
|
(2.6
|
)
|
|
(10.4
|
)
|
|
(32.7
|
)
|
||||
Impairment of goodwill
|
—
|
|
|
11.6
|
|
|
—
|
|
|
(321.3
|
)
|
||||
Impairment of other intangible assets
|
—
|
|
|
—
|
|
|
—
|
|
|
(129.5
|
)
|
||||
Write-downs, reserves and recoveries, net
|
(4.2
|
)
|
|
(6.2
|
)
|
|
(12.7
|
)
|
|
(13.8
|
)
|
||||
Interest expense, net
|
(95.9
|
)
|
|
(94.3
|
)
|
|
(286.6
|
)
|
|
(239.1
|
)
|
||||
Loss on early extinguishment of debt
|
(0.5
|
)
|
|
—
|
|
|
(0.5
|
)
|
|
(5.2
|
)
|
||||
Loss from equity method investment
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
Income tax benefit (expense)
|
(1.4
|
)
|
|
(3.5
|
)
|
|
(2.4
|
)
|
|
26.5
|
|
||||
Income (loss) from continuing operations
|
$
|
13.9
|
|
|
$
|
(0.5
|
)
|
|
$
|
39.6
|
|
|
$
|
(448.8
|
)
|
|
For the nine months ended September 30,
|
||||||
|
2017
|
|
2016
|
||||
|
|
|
|
||||
|
(in millions)
|
||||||
Capital expenditures:
|
|
|
|
||||
Midwest segment (a)
|
$
|
30.5
|
|
|
$
|
42.1
|
|
South segment (a)
|
15.0
|
|
|
21.6
|
|
||
West segment (a)
|
3.4
|
|
|
6.7
|
|
||
Corporate and other, including development projects
|
7.5
|
|
|
2.7
|
|
||
|
$
|
56.4
|
|
|
$
|
73.1
|
|
(a)
|
See Note 1, “Organization and Summary of Significant Accounting Policies,” for listing of properties included in each segment.
|
(b)
|
We define Consolidated Adjusted EBITDAR as earnings before interest income and expense, income taxes, depreciation, amortization, rent expense associated with the Meadows Lease, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of equity security investments, income (loss) from equity method investments, non-controlling interest and discontinued operations. We define Adjusted EBITDAR for each segment as earnings before interest income and expense, income taxes, depreciation, amortization, rent expense associated with the Meadows Lease, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, inter-company management fees, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of discontinued operations and discontinued operations.
We use Consolidated Adjusted EBITDAR and Adjusted EBITDAR for each reportable segment to compare operating results among our properties and between accounting periods. Consolidated Adjusted EBITDAR and Adjusted EBITDAR have economic substance because they are used by management as measures to analyze the performance of our business and are especially relevant in evaluating large, long-lived casino-hotel projects because they provide a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. We eliminate the results from discontinued operations at the time they are deemed discontinued. We also review pre-opening, development and other costs separately, as such expenses are also included in total project costs when assessing budgets and project returns, and because such costs relate to anticipated future revenues and income.
We believe that Consolidated Adjusted EBITDAR and Adjusted EBITDAR are useful measures for investors because they are indicators of the performance of ongoing business operations.
These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value of companies within our industry. In addition, Consolidated Adjusted EBITDAR approximates the measures used in the debt covenants within the Company’s debt agreements. Consolidated Adjusted EBITDAR and Adjusted EBITDAR do not include depreciation or interest expense and, therefore, do not reflect current or future capital expenditures or the cost of capital. Consolidated Adjusted EBITDAR should not be considered as an alternative to operating income (loss) as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Consolidated Adjusted EBITDAR and Adjusted EBITDAR may be different from the calculation methods used by other companies and, therefore, comparability may be limited.
|
(c)
|
Corporate and other includes revenues from a live and televised poker tournament series that operates under the trade name Heartland Poker Tour (“HPT”) and management of Retama Park Racetrack. Corporate expenses represent payroll, professional fees, travel expenses and other general and administrative expenses not directly related to our casino and hotel operations. Corporate expenses that are directly attributable to a property are allocated to each applicable property. Other includes expenses relating to the operation of HPT and management of Retama Park Racetrack.
|
Midwest segment, which includes:
|
Location
|
Ameristar Council Bluffs (1)
|
Council Bluffs, Iowa
|
Ameristar East Chicago (1)
|
East Chicago, Indiana
|
Ameristar Kansas City (1)
|
Kansas City, Missouri
|
Ameristar St. Charles (1)
|
St. Charles, Missouri
|
Belterra Resort (1)
|
Florence, Indiana
|
Belterra Park
|
Cincinnati, Ohio
|
Meadows (2)
|
Washington, Pennsylvania
|
River City (1)
|
St. Louis, Missouri
|
|
|
South segment, which includes:
|
Location
|
Ameristar Vicksburg (1)
|
Vicksburg, Mississippi
|
Boomtown Bossier City (1)
|
Bossier City, Louisiana
|
Boomtown New Orleans (1)
|
New Orleans, Louisiana
|
L’Auberge Baton Rouge (1)
|
Baton Rouge, Louisiana
|
L’Auberge Lake Charles (1)
|
Lake Charles, Louisiana
|
|
|
West segment, which includes:
|
Location
|
Ameristar Black Hawk (1)
|
Black Hawk, Colorado
|
Cactus Petes and Horseshu (1)
|
Jackpot, Nevada
|
(1)
|
We lease the real estate associated with these gaming facilities under the terms of the Master Lease.
|
(2)
|
The Meadows Racetrack and Casino (the “Meadows”) was acquired on September 9, 2016, as discussed below.
We lease the real estate associated with this gaming facility under the terms of the Meadows Lease.
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in millions)
|
||||||||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Midwest segment (a)
|
$
|
391.7
|
|
|
$
|
333.5
|
|
|
$
|
1,171.7
|
|
|
$
|
980.8
|
|
South segment (a)
|
188.7
|
|
|
197.0
|
|
|
583.0
|
|
|
579.0
|
|
||||
West segment (a)
|
65.3
|
|
|
62.9
|
|
|
182.1
|
|
|
177.2
|
|
||||
|
645.7
|
|
|
593.4
|
|
|
1,936.8
|
|
|
1,737.0
|
|
||||
Corporate and other (c)
|
1.7
|
|
|
1.8
|
|
|
4.2
|
|
|
4.4
|
|
||||
Total revenues
|
$
|
647.4
|
|
|
$
|
595.2
|
|
|
$
|
1,941.0
|
|
|
$
|
1,741.4
|
|
Adjusted EBITDAR (b):
|
|
|
|
|
|
|
|
||||||||
Midwest segment (a)
|
$
|
112.2
|
|
|
$
|
92.8
|
|
|
$
|
334.2
|
|
|
$
|
299.0
|
|
South segment (a)
|
60.2
|
|
|
58.1
|
|
|
189.7
|
|
|
180.5
|
|
||||
West segment (a)
|
26.7
|
|
|
24.2
|
|
|
70.8
|
|
|
66.8
|
|
||||
|
199.1
|
|
|
175.1
|
|
|
594.7
|
|
|
546.3
|
|
||||
Corporate expenses and other (c)
|
(21.0
|
)
|
|
(19.7
|
)
|
|
(61.0
|
)
|
|
(61.5
|
)
|
||||
Consolidated Adjusted EBITDAR (b)
|
178.1
|
|
|
155.4
|
|
|
533.7
|
|
|
484.8
|
|
||||
Lease Payments (d)
|
(102.7
|
)
|
|
(96.5
|
)
|
|
(303.4
|
)
|
|
(162.7
|
)
|
||||
Consolidated Adjusted EBITDA, net of Lease Payments (d)
|
75.4
|
|
|
58.9
|
|
|
230.3
|
|
|
322.1
|
|
||||
Other benefits (costs) and adjustments:
|
|
|
|
|
|
|
|
||||||||
Lease Payments (d)
|
102.7
|
|
|
96.5
|
|
|
303.4
|
|
|
162.7
|
|
||||
Rent expense under the Meadows Lease
|
(4.0
|
)
|
|
(1.0
|
)
|
|
(12.1
|
)
|
|
(1.0
|
)
|
||||
Depreciation and amortization
|
(54.1
|
)
|
|
(54.3
|
)
|
|
(166.3
|
)
|
|
(162.4
|
)
|
||||
Pre-opening, development and other costs
|
(0.4
|
)
|
|
(5.6
|
)
|
|
(3.0
|
)
|
|
(55.0
|
)
|
||||
Non-cash share-based compensation expense
|
(3.7
|
)
|
|
(2.6
|
)
|
|
(10.4
|
)
|
|
(32.7
|
)
|
||||
Impairment of goodwill
|
—
|
|
|
11.6
|
|
|
—
|
|
|
(321.3
|
)
|
||||
Impairment of other intangible assets
|
—
|
|
|
—
|
|
|
—
|
|
|
(129.5
|
)
|
||||
Write-downs, reserves and recoveries, net
|
(4.2
|
)
|
|
(6.2
|
)
|
|
(12.7
|
)
|
|
(13.8
|
)
|
||||
Interest expense, net
|
(95.9
|
)
|
|
(94.3
|
)
|
|
(286.6
|
)
|
|
(239.1
|
)
|
||||
Loss on early extinguishment of debt
|
(0.5
|
)
|
|
—
|
|
|
(0.5
|
)
|
|
(5.2
|
)
|
||||
Loss from equity method investment
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
Income tax benefit (expense)
|
(1.4
|
)
|
|
(3.5
|
)
|
|
(2.4
|
)
|
|
26.5
|
|
||||
Income (loss) from continuing operations
|
$
|
13.9
|
|
|
$
|
(0.5
|
)
|
|
$
|
39.6
|
|
|
$
|
(448.8
|
)
|
Consolidated Adjusted EBITDAR margin
|
27.5
|
%
|
|
26.1
|
%
|
|
27.5
|
%
|
|
27.8
|
%
|
||||
Income (loss) from continuing operations margin
|
2.2
|
%
|
|
(0.1
|
)%
|
|
2.0
|
%
|
|
(25.8
|
)%
|
(a)
|
See “Executive Summary” section for listing of properties included in each segment.
|
(b)
|
We define Consolidated Adjusted EBITDAR as earnings before interest income and expense, income taxes, depreciation, amortization, rent expense associated with the Meadows Lease, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of equity security investments, income (loss) from equity method investments, non-controlling interest and discontinued operations. We define Adjusted EBITDAR for each reportable segment as earnings before interest income and expense, income taxes, depreciation, amortization, rent expense associated with the Meadows Lease, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, inter-company management fees, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of discontinued operations and discontinued operations. We define Consolidated Adjusted EBITDAR margin as Consolidated Adjusted EBITDAR divided by revenues on a consolidated basis. We define Adjusted EBITDAR margin as Adjusted EBITDAR for the segment divided by segment revenues.
We use Consolidated Adjusted EBITDAR and Adjusted EBITDAR for each reportable segment to compare operating results among our properties and between accounting periods. Consolidated Adjusted EBITDAR and Adjusted EBITDAR have economic substance because they are used by management as measures to analyze the performance of our business and are especially relevant in evaluating large, long-lived casino-hotel projects because they provide a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. We eliminate the results from discontinued operations at the time they are deemed discontinued. We also review pre-opening, development and other costs separately, as such expenses are also included in total project costs when assessing budgets and project returns, and because such costs relate to anticipated future revenues and income.
We believe that Consolidated Adjusted EBITDAR, Consolidated Adjusted EBITDAR margin and Adjusted EBITDAR are useful measures for investors because they are indicators of the performance of ongoing business operations.
These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value of companies within our industry. In addition, Consolidated Adjusted EBITDAR approximates the measures used in the debt covenants within the Company’s debt agreements. Consolidated Adjusted EBITDAR and Adjusted EBITDAR do not include depreciation or interest expense and, therefore, do not reflect current or future capital expenditures or the cost of capital. Consolidated Adjusted EBITDAR should not be considered as an alternative to operating income (loss) as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Consolidated Adjusted EBITDAR and Adjusted EBITDAR may be different from the calculation methods used by other companies and, therefore, comparability may be limited.
|
(c)
|
Corporate and other includes revenues from a live and televised poker tournament series that operates under the trade name Heartland Poker Tour (“HPT”) and management of Retama Park Racetrack located outside of San Antonio, Texas. Corporate expenses represent payroll, professional fees, travel expenses and other general and administrative expenses not directly related to our casino and hotel operations. Corporate expenses that are directly attributable to a property are allocated to each applicable property. Other includes expenses relating to the operation of HPT and management of Retama Park Racetrack.
|
(d)
|
Consolidated Adjusted EBITDA, net of Lease Payments is defined as Consolidated Adjusted EBITDAR (as defined in footnote b above), net of Lease Payments. The Company defines Lease Payments as lease payments made to GLPI for the Master Lease and the Meadows Lease. We believe that Consolidated Adjusted EBITDA, net of Lease Payments is a useful measure to compare operating results between accounting periods. In addition, Consolidated Adjusted EBITDA, net of Lease Payments is a useful measure for investors because it is an indicator of the performance of ongoing business operations after incorporating the cash flow obligations associated with the Master Lease and the Meadows Lease. Consolidated Adjusted EBITDA, net of Lease Payments should not be considered as an alternative to operating income (loss) as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Consolidated Adjusted EBITDA, net of Lease Payments may be different from the calculation methods used by other companies and, therefore, comparability may be limited.
|
|
For the three months ended September 30,
|
|
Change
|
|
For the nine months ended September 30,
|
|
Change
|
||||||||||||||
|
2017
|
|
2016
|
|
2017 vs. 2016
|
|
2017
|
|
2016
|
|
2017 vs. 2016
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
(in millions)
|
|
|
|
(in millions)
|
|
|
||||||||||||||
Gaming revenues
|
$
|
352.1
|
|
|
$
|
301.2
|
|
|
16.9
|
%
|
|
$
|
1,054.6
|
|
|
$
|
887.6
|
|
|
18.8
|
%
|
Total revenues
|
391.7
|
|
|
333.5
|
|
|
17.5
|
%
|
|
1,171.7
|
|
|
980.8
|
|
|
19.5
|
%
|
||||
Operating income (loss)
|
75.5
|
|
|
73.4
|
|
|
2.9
|
%
|
|
222.2
|
|
|
(22.5
|
)
|
|
NM
|
|
||||
Adjusted EBITDAR
|
112.2
|
|
|
92.8
|
|
|
20.9
|
%
|
|
334.2
|
|
|
299.0
|
|
|
11.8
|
%
|
||||
Adjusted EBITDAR margin
|
28.6
|
%
|
|
27.8
|
%
|
|
80 bps
|
|
28.5
|
%
|
|
30.5
|
%
|
|
(200) bps
|
|
For the three months ended September 30,
|
|
Change
|
|
For the nine months ended September 30,
|
|
Change
|
||||||||||||||
|
2017
|
|
2016
|
|
2017 vs. 2016
|
|
2017
|
|
2016
|
|
2017 vs. 2016
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
(in millions)
|
|
|
|
(in millions)
|
|
|
||||||||||||||
Gaming revenues
|
$
|
169.0
|
|
|
$
|
177.3
|
|
|
(4.7
|
)%
|
|
$
|
525.0
|
|
|
$
|
521.2
|
|
|
0.7
|
%
|
Total revenues
|
188.7
|
|
|
197.0
|
|
|
(4.2
|
)%
|
|
583.0
|
|
|
579.0
|
|
|
0.7
|
%
|
||||
Operating income (loss)
|
42.3
|
|
|
34.5
|
|
|
22.6
|
%
|
|
134.8
|
|
|
(64.0
|
)
|
|
NM
|
|
||||
Adjusted EBITDAR
|
60.2
|
|
|
58.1
|
|
|
3.6
|
%
|
|
189.7
|
|
|
180.5
|
|
|
5.1
|
%
|
||||
Adjusted EBITDAR margin
|
31.9
|
%
|
|
29.5
|
%
|
|
240 bps
|
|
32.5
|
%
|
|
31.2
|
%
|
|
130 bps
|
|
For the three months ended September 30,
|
|
Change
|
|
For the nine months ended September 30,
|
|
Change
|
||||||||||||||
|
2017
|
|
2016
|
|
2017 vs. 2016
|
|
2017
|
|
2016
|
|
2017 vs. 2016
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
(
in millions)
|
|
|
|
(in millions)
|
|
|
||||||||||||||
Gaming revenues
|
$
|
54.2
|
|
|
$
|
51.6
|
|
|
5.0
|
%
|
|
$
|
151.8
|
|
|
$
|
147.9
|
|
|
2.6
|
%
|
Total revenues
|
65.3
|
|
|
62.9
|
|
|
3.8
|
%
|
|
182.1
|
|
|
177.2
|
|
|
2.8
|
%
|
||||
Operating income
|
21.8
|
|
|
19.2
|
|
|
13.5
|
%
|
|
54.7
|
|
|
8.6
|
|
|
NM
|
|
||||
Adjusted EBITDAR
|
26.7
|
|
|
24.2
|
|
|
10.3
|
%
|
|
70.8
|
|
|
66.8
|
|
|
6.0
|
%
|
||||
Adjusted EBITDAR margin
|
40.9
|
%
|
|
38.5
|
%
|
|
240 bps
|
|
38.9
|
%
|
|
37.7
|
%
|
|
120 bps
|
|
For the three months ended September 30,
|
|
Change
|
|
For the nine months ended September 30,
|
|
Change
|
||||||||||||||
|
2017
|
|
2016
|
|
2017 vs. 2016
|
|
2017
|
|
2016
|
|
2017 vs. 2016
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
(in millions)
|
|
|
|
(in millions)
|
|
|
||||||||||||||
Other benefits (costs):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Corporate expenses and other
|
$
|
(21.0
|
)
|
|
$
|
(19.7
|
)
|
|
6.6
|
%
|
|
$
|
(61.0
|
)
|
|
$
|
(61.5
|
)
|
|
(0.8
|
)%
|
Rent expense under the Meadows Lease
|
$
|
(4.0
|
)
|
|
$
|
(1.0
|
)
|
|
NM
|
|
|
$
|
(12.1
|
)
|
|
$
|
(1.0
|
)
|
|
NM
|
|
Depreciation and amortization
|
$
|
(54.1
|
)
|
|
$
|
(54.3
|
)
|
|
(0.4
|
)%
|
|
$
|
(166.3
|
)
|
|
$
|
(162.4
|
)
|
|
2.4
|
%
|
Pre-opening, development and other costs
|
$
|
(0.4
|
)
|
|
$
|
(5.6
|
)
|
|
(92.9
|
)%
|
|
$
|
(3.0
|
)
|
|
$
|
(55.0
|
)
|
|
(94.5
|
)%
|
Share-based compensation expense
|
$
|
(3.7
|
)
|
|
$
|
(2.6
|
)
|
|
42.3
|
%
|
|
$
|
(10.4
|
)
|
|
$
|
(32.7
|
)
|
|
(68.2
|
)%
|
Impairment of goodwill
|
$
|
—
|
|
|
$
|
11.6
|
|
|
NM
|
|
|
$
|
—
|
|
|
$
|
(321.3
|
)
|
|
NM
|
|
Impairment of other intangible assets
|
$
|
—
|
|
|
$
|
—
|
|
|
NM
|
|
|
$
|
—
|
|
|
$
|
(129.5
|
)
|
|
NM
|
|
Write-downs, reserves and recoveries, net
|
$
|
(4.2
|
)
|
|
$
|
(6.2
|
)
|
|
(32.3
|
)%
|
|
$
|
(12.7
|
)
|
|
$
|
(13.8
|
)
|
|
(8.0
|
)%
|
Interest expense, net
|
$
|
(95.9
|
)
|
|
$
|
(94.3
|
)
|
|
1.7
|
%
|
|
$
|
(286.6
|
)
|
|
$
|
(239.1
|
)
|
|
19.9
|
%
|
Loss on early extinguishment of debt
|
$
|
(0.5
|
)
|
|
$
|
—
|
|
|
NM
|
|
|
$
|
(0.5
|
)
|
|
$
|
(5.2
|
)
|
|
(90.4
|
)%
|
Loss from equity method investment
|
$
|
—
|
|
|
$
|
—
|
|
|
NM
|
|
|
$
|
(0.1
|
)
|
|
$
|
(0.1
|
)
|
|
—
|
%
|
Income tax benefit (expense)
|
$
|
(1.4
|
)
|
|
$
|
(3.5
|
)
|
|
(60.0
|
)%
|
|
$
|
(2.4
|
)
|
|
$
|
26.5
|
|
|
NM
|
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in millions)
|
||||||||||||||
Restructuring costs (1)
|
$
|
0.2
|
|
|
$
|
1.3
|
|
|
$
|
0.9
|
|
|
$
|
48.1
|
|
Meadows acquisition costs (2)
|
—
|
|
|
4.1
|
|
|
0.2
|
|
|
6.2
|
|
||||
Other
|
0.2
|
|
|
0.2
|
|
|
1.9
|
|
|
0.7
|
|
||||
Total pre-opening, development and other costs
|
$
|
0.4
|
|
|
$
|
5.6
|
|
|
$
|
3.0
|
|
|
$
|
55.0
|
|
(1)
|
Amounts comprised principally of costs associated with the Spin-Off and Merger.
|
(2)
|
Amounts comprised principally of legal, advisory and other costs associated with the acquisition and integration of the Meadows.
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in millions)
|
||||||||||||||
Loss on sales or disposals of long-lived assets, net
|
$
|
3.0
|
|
|
$
|
6.2
|
|
|
$
|
7.8
|
|
|
$
|
13.1
|
|
Impairment of held-to-maturity securities
|
—
|
|
|
—
|
|
|
3.8
|
|
|
—
|
|
||||
Impairment of long-lived assets
|
—
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
||||
Other
|
1.2
|
|
|
—
|
|
|
1.1
|
|
|
0.5
|
|
||||
Write-downs, reserves and recoveries, net
|
$
|
4.2
|
|
|
$
|
6.2
|
|
|
$
|
12.7
|
|
|
$
|
13.8
|
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in millions)
|
||||||||||||||
Interest expense from financing obligation (1)
|
$
|
83.8
|
|
|
$
|
83.6
|
|
|
$
|
247.7
|
|
|
$
|
141.9
|
|
Interest expense from debt (2)
|
12.2
|
|
|
11.0
|
|
|
39.2
|
|
|
95.3
|
|
||||
Interest income
|
(0.1
|
)
|
|
(0.3
|
)
|
|
(0.3
|
)
|
|
(0.5
|
)
|
||||
Capitalized interest
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
||||
Other (3)
|
—
|
|
|
—
|
|
|
—
|
|
|
2.5
|
|
||||
Interest expense, net
|
$
|
95.9
|
|
|
$
|
94.3
|
|
|
$
|
286.6
|
|
|
$
|
239.1
|
|
(1)
|
Total lease payments under the Master Lease for the three and nine months ended
September 30, 2017
and 2016 were
$96.5 million
,
$284.4 million
,
$95.0 million
, and
$161.1 million
, respectively.
|
(2)
|
Interest expense associated with the Former Senior Secured Credit Facilities, the 6.375% Notes, the 7.50% Notes, the 7.75% Notes, and the 8.75% Notes (as such terms are defined in the “Liquidity and Capital Resources” section below), which were no longer obligations of the Company as of April 28, 2016, included in the nine months ended September 30, 2016 was
$76.5 million
.
|
(3)
|
Represents a nonrecurring expense associated with the GLPI transaction.
|
|
For the nine months ended September 30,
|
|
Change
|
|||||||
|
2017
|
|
2016
|
|
2017 vs. 2016
|
|||||
|
|
|
|
|
|
|||||
|
(in millions)
|
|
|
|||||||
Net cash provided by operating activities
|
$
|
192.7
|
|
|
$
|
165.6
|
|
|
16.4
|
%
|
Net cash used in investing activities
|
$
|
(57.7
|
)
|
|
$
|
(167.5
|
)
|
|
(65.6
|
)%
|
Net cash used in financing activities
|
$
|
(175.7
|
)
|
|
$
|
(7.4
|
)
|
|
NM
|
|
|
For the nine months ended September 30,
|
||||||
|
2017
|
|
2016
|
||||
|
|
|
|
||||
|
(in millions)
|
||||||
Midwest segment
|
$
|
30.5
|
|
|
$
|
42.1
|
|
South segment
|
15.0
|
|
|
21.6
|
|
||
West segment
|
3.4
|
|
|
6.7
|
|
||
Corporate and other, including development projects
|
7.5
|
|
|
2.7
|
|
||
Total capital expenditures
|
$
|
56.4
|
|
|
$
|
73.1
|
|
•
|
Our business is particularly sensitive to reductions in consumers’ discretionary spending as a result of downturns in the economy or other changes we cannot accurately predict;
|
•
|
The gaming industry is very competitive and increased competition, including through legislative legalization or expansion of gaming by states in or near where we operate facilities or through Native American gaming facilities and internet gaming, could adversely affect our financial results;
|
•
|
Our gaming operations rely heavily on technology services provided by third parties. In the event that there is an interruption of these services to us, it may have an adverse effect on our operations and financial condition;
|
•
|
Our business may be harmed from cyber security risk and we may be subject to legal claims if there is loss, disclosure or misappropriation of or access to our guests’ or our business partners’ or our own information or other breaches of our information security;
|
•
|
We are required to pay a significant portion of our cash flows pursuant to and subject to the terms and conditions of the Master Lease and the Meadows Lease, which could adversely affect our ability to fund our operations and growth and limit our ability to react to competitive and economic changes;
|
•
|
Substantially all of our gaming facilities are leased and could experience risks associated with leased property, including risks relating to lease termination, lease extensions, charges and our relationship with GLPI, which could have a material adverse effect on our business, financial position or results of operations;
|
•
|
We face risks associated with growth and acquisitions;
|
•
|
We derived 28.5% and 28.7% of our revenues in 2016 from our casinos located in Louisiana and Missouri, respectively, and are especially subject to certain risks, including economic and competitive risks, associated with the conditions in those areas and in the states from which we draw patrons;
|
•
|
Our present indebtedness and projected future borrowings could adversely affect our financial health; future cash flows may not be sufficient to meet our obligations, and we may have difficulty obtaining additional financing; and we may experience adverse effects of interest rate fluctuations;
|
•
|
Our indebtedness imposes restrictive covenants on us;
|
•
|
To service our indebtedness and make payments under the Master Lease and the Meadows Lease, we will require a significant amount of cash. Our ability to generate cash depends on many factors beyond our control;
|
•
|
Our ability to obtain additional financing on commercially reasonable terms may be limited;
|
•
|
We may experience an impairment of our goodwill, other intangible assets, or long-lived assets, which could adversely affect our financial condition and results of operations;
|
•
|
Insufficient or lower-than-expected results generated from our new developments and acquisitions may negatively affect our operating results and financial condition;
|
•
|
Rising operating costs at our operations could have a negative impact on our business;
|
•
|
Our slots and table games hold percentages may fluctuate;
|
•
|
Recessions have affected our business and financial condition, and economic conditions may continue to affect us in ways that we currently cannot accurately predict;
|
•
|
We expect to be engaged from time to time in one or more construction and development projects, and many factors could prevent us from completing them as planned, including the escalation of construction costs beyond increments anticipated in our construction budgets;
|
•
|
Our industry is highly regulated, which makes us dependent on obtaining and maintaining gaming licenses and subjects us to potentially significant fines and penalties;
|
•
|
Potential changes in the regulatory environment could harm our business;
|
•
|
Our business may be adversely affected by legislation prohibiting tobacco smoking;
|
•
|
Our operations are largely dependent on the skill and experience of our management and key personnel. The loss of management and other key personnel could significantly harm our business, and we may not be able to effectively replace members of management who have left our company;
|
•
|
Adverse weather conditions, road construction, gasoline shortages and other factors affecting our facilities and the areas in which we operate could make it more difficult for potential customers to travel to the facilities on which we operate and deter customers from visiting our facilities;
|
•
|
Our results of operations and financial condition could be materially adversely affected by the occurrence of natural disasters, such as hurricanes, or other catastrophic events, including war and terrorism;
|
•
|
We are exposed to a variety of natural disasters such as named windstorms, floods and earthquakes and this can make it challenging for us to obtain adequate levels of weather catastrophe occurrence insurance coverage for our facilities at reasonable rates, if at all;
|
•
|
We may incur property and other losses that are not adequately covered by insurance, which may harm our results of operations;
|
•
|
The concentration and evolution of the slot machine manufacturing industry or other technological conditions could impose additional costs on us;
|
•
|
We operate in a highly taxed industry and it may be subject to higher taxes in the future. If the jurisdictions in which we operate increase gaming taxes and fees, our operating results could be adversely affected;
|
•
|
Work stoppages, organizing drives and other labor problems could negatively impact our future profits;
|
•
|
We face environmental and archaeological regulation of the real estate on which we operate;
|
•
|
We are subject to litigation, which, if adversely determined, could cause us to incur substantial losses;
|
•
|
We are subject to certain federal, state and other regulations;
|
•
|
Climate change, climate change regulations and greenhouse effects may adversely impact our operations and markets;
|
•
|
We face business and regulatory risks associated with our investment in Asian Coast Development (Canada), Ltd.;
|
•
|
We are subject to extensive governmental regulations that impose restrictions on the ownership and transfer of our securities; and
|
•
|
The market price for our common stock may be volatile, and you may not be able to sell our stock at a favorable price or at all.
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total
|
|
Fair Value
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
(in thousands)
|
||||||||||||||||||||||||||||||
Revolving Credit Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
161,000
|
|
|
$
|
—
|
|
|
$
|
161,000
|
|
|
$
|
157,780
|
|
Interest Rate
|
2.98
|
%
|
|
2.98
|
%
|
|
2.98
|
%
|
|
2.98
|
%
|
|
2.98
|
%
|
|
—
|
|
|
2.98
|
%
|
|
|
|||||||||
Term Loan A Facility
|
$
|
2,313
|
|
|
$
|
11,562
|
|
|
$
|
16,188
|
|
|
$
|
18,500
|
|
|
$
|
124,875
|
|
|
$
|
—
|
|
|
$
|
173,438
|
|
|
$
|
173,437
|
|
Interest Rate
|
2.98
|
%
|
|
2.98
|
%
|
|
2.98
|
%
|
|
2.98
|
%
|
|
2.98
|
%
|
|
—
|
|
|
2.98
|
%
|
|
|
|||||||||
5.625% Notes
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
500,000
|
|
|
$
|
500,000
|
|
|
$
|
511,850
|
|
Interest Rate
|
5.625
|
%
|
|
5.625
|
%
|
|
5.625
|
%
|
|
5.625
|
%
|
|
5.625
|
%
|
|
5.625
|
%
|
|
5.625
|
%
|
|
|
|||||||||
Other
|
$
|
2
|
|
|
$
|
9
|
|
|
$
|
9
|
|
|
$
|
10
|
|
|
$
|
11
|
|
|
$
|
30
|
|
|
$
|
71
|
|
|
$
|
71
|
|
Interest Rate
|
10.00
|
%
|
|
10.00
|
%
|
|
10.00
|
%
|
|
10.00
|
%
|
|
10.00
|
%
|
|
10.00
|
%
|
|
10.00
|
%
|
|
|
Period
|
|
Total Number of Shares (or Units) Purchased
|
|
Average Price Paid per Share (or Unit) (1)
|
|
Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs
|
|
Maximum Number (or Approximate Dollar Value) of Shares (or Units) that may be Purchased Under the Plans or Programs (2)
|
||||||
July 1 - July 31, 2017
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
29,922,918
|
|
August 1 - August 31, 2017
|
|
423,398
|
|
|
$
|
19.40
|
|
|
423,398
|
|
|
$
|
21,707,796
|
|
September 1 - September 30, 2017
|
|
698,477
|
|
|
$
|
19.51
|
|
|
698,477
|
|
|
$
|
8,080,345
|
|
Total
|
|
1,121,875
|
|
|
$
|
19.47
|
|
|
1,121,875
|
|
|
$
|
8,080,345
|
|
(1)
|
Average price paid per share for shares purchased as part of our share repurchase program (includes brokerage commissions).
|
(2)
|
In August 2016, the Company’s Board of Directors authorized a share repurchase program of up to $50.0 million of our common stock. As of November 6, 2017, under this program, we have repurchased
2.8 million
shares of our common stock for
$42.4 million
.
|
Exhibit Number
|
|
Description of Exhibit
|
3.1
|
|
|
|
|
|
3.2
|
|
|
|
|
|
3.3
|
|
|
|
|
|
11*
|
|
|
|
|
|
31.1*
|
|
|
|
|
|
31.2*
|
|
|
|
|
|
32**
|
|
|
|
|
|
101*
|
|
Financial statements from Pinnacle Entertainment, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017, formatted in XBRL (eXtensible Business Reporting Language):
(i)
unaudited Condensed Consolidated Statements of Operations,
(ii)
unaudited Condensed Consolidated Statements of Comprehensive Income (Loss),
(iii)
unaudited Condensed Consolidated Balance Sheets,
(iv)
unaudited Condensed Consolidated Statement of Changes in Stockholders’ Deficit,
(v)
unaudited Condensed Consolidated Statements of Cash Flows; and
(vi)
Notes to unaudited Condensed Consolidated Financial Statements
.
|
*
|
|
Filed herewith.
|
|
|
|
**
|
|
Furnished herewith.
|
|
|
|
PINNACLE ENTERTAINMENT, INC.
(Registrant)
|
Date:
|
November 9, 2017
|
By:
|
/s/ Carlos A. Ruisanchez
|
|
|
|
Carlos A. Ruisanchez
|
|
|
|
President and Chief Financial Officer
(Authorized Officer, Principal Financial Officer and Principal Accounting Officer)
|
Exhibit Number
|
|
Description of Exhibit
|
3.1
|
|
|
|
|
|
3.2
|
|
|
|
|
|
3.3
|
|
|
|
|
|
11*
|
|
|
|
|
|
31.1*
|
|
|
|
|
|
31.2*
|
|
|
|
|
|
32**
|
|
|
|
|
|
101*
|
|
Financial statements from Pinnacle Entertainment, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017, formatted in XBRL (eXtensible Business Reporting Language):
(i)
unaudited Condensed Consolidated Statements of Operations,
(ii)
unaudited Condensed Consolidated Statements of Comprehensive Income (Loss),
(iii)
unaudited Condensed Consolidated Balance Sheets,
(iv)
unaudited Condensed Consolidated Statement of Changes in Stockholders’ Deficit,
(v)
unaudited Condensed Consolidated Statements of Cash Flows; and
(vi)
Notes to unaudited Condensed Consolidated Financial Statements
.
|
*
|
|
Filed herewith.
|
|
|
|
**
|
|
Furnished herewith.
|
1 Year Pinnacle Entertainment, Inc. New Chart |
1 Month Pinnacle Entertainment, Inc. New Chart |
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