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Document and Entity Information - shares	9 Months Ended
Sep. 30, 2016	Oct. 31, 2016
Document and Entity Information Abstract
Entity Registrant Name	Eldorado Resorts, Inc.
Entity Central Index Key	0001590895
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
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		47,105,744
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q3

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
CURRENT ASSETS:
Cash and cash equivalents	$ 44,609	$ 78,278
Restricted cash	2,395	5,271
Accounts receivable, net	17,061	9,981
Inventories	11,477	11,742
Prepaid income taxes	74	112
Prepaid expenses and other	16,322	10,795
Total current assets	91,938	116,179
INVESTMENT IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES	1,286	1,286
PROPERTY AND EQUIPMENT, NET	609,795	625,416
GAMING LICENSES AND OTHER INTANGIBLES, NET	488,421	492,033
GOODWILL	66,826	66,826
NON-OPERATING REAL PROPERTY	14,218	16,314
OTHER ASSETS, net	6,390	6,954
Total assets	1,278,874	1,325,008
CURRENT LIABILITIES:
Current portion of long-term debt	4,539	4,524
Accounts payable	22,701	17,005
Due to affiliates	169	129
Accrued property, gaming and other taxes	16,772	19,424
Accrued payroll and related	15,146	17,852
Accrued interest	7,707	14,978
Accrued other liabilities	30,601	31,798
Total current liabilities	97,635	105,710
LONG-TERM DEBT, LESS CURRENT PORTION	786,112	861,713
DEFERRED INCOME TAXES	91,229	78,797
OTHER LONG-TERM LIABILITIES	7,001	8,121
Total liabilities	981,977	1,054,341
COMMITMENTS AND CONTINGENCIES (Note 10)
STOCKHOLDERS' EQUITY:
Common stock, 100,000,000 shares authorized, 47,105,744 and 46,817,829 issued and outstanding, par value $0.00001 as of September 30, 2016 and December 31, 2015, respectively
Paid-in capital	173,285	170,897
Retained earnings	123,600	99,758
Accumulated other comprehensive income	12	12
Total stockholders’ equity	296,897	270,667
Total liabilities and stockholders' equity	$ 1,278,874	$ 1,325,008

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
REVENUES:
Casino	$ 184,604	$ 156,357	$ 532,141	$ 460,807
Pari-mutuel commissions	3,527	3,781	7,104	8,042
Food and beverage	38,029	24,040	108,735	69,717
Hotel	28,001	9,193	73,843	24,671
Other	12,095	6,165	33,994	17,464
Gross revenues	266,256	199,536	755,817	580,701
Less promotional allowances	(24,691)	(15,996)	(69,371)	(47,077)
Net operating revenues	241,565	183,540	686,446	533,624
EXPENSES:
Casino	103,272	90,398	299,908	268,282
Pari-mutuel commissions	3,506	3,625	7,761	8,414
Food and beverage	21,046	12,461	61,557	36,384
Hotel	7,956	2,340	23,064	6,843
Other	7,298	4,079	19,990	10,513
Marketing and promotions	11,323	7,816	30,664	22,321
General and administrative	34,094	23,285	98,129	69,882
Corporate	4,426	3,652	15,684	11,713
Depreciation and amortization	15,810	13,954	47,597	42,454
Total operating expenses	208,731	161,610	604,354	476,806
GAIN ON SALE OR DISPOSAL OF PROPERTY	25	(6)	(740)	(2)
ACQUISITION CHARGES	(4,750)	(380)	(5,326)	(717)
EQUITY IN LOSSES OF UNCONSOLIDATED AFFILIATE		2,548		3,136
OPERATING INCOME	28,109	24,092	76,026	59,235
OTHER EXPENSE:
Interest expense, net	(12,589)	(14,482)	(38,375)	(48,946)
Loss on early retirement of debt, net		(1,790)	(155)	(1,790)
Total other expense	(12,589)	(16,272)	(38,530)	(50,736)
NET INCOME (LOSS) BEFORE INCOME TAXES	15,520	7,820	37,496	8,499
PROVISION FOR INCOME TAXES	(5,838)	(2,421)	(13,654)	(4,469)
NET INCOME (LOSS)	$ 9,682	$ 5,399	$ 23,842	$ 4,030
Net income (loss) per share of common stock:
Basic	$ 0.21	$ 0.12	$ 0.51	$ 0.09
Diluted	$ 0.20	$ 0.12	$ 0.50	$ 0.09
Weighted average number of shares outstanding:
Weighted Average Number of Shares Outstanding, Basic	47,193,120	46,516,614	47,106,706	46,509,369
Weighted Average Number of Shares Outstanding, Diluted	47,834,644	46,763,589	47,737,592	46,620,959

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$ 23,842	$ 4,030
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	47,597	42,454
Amortization of debt issuance costs and (premium) discount	2,614	(5,259)
Equity in losses of unconsolidated affiliate		(3,136)
Loss on early retirement of debt, net	155	1,790
Change in fair value of acquisition related contingencies	1	52
Stock-based compensation expense	2,749	1,155
Gain on sale or disposal of property	740	2
Provision for bad debts	308	46
Provision for deferred income taxes	12,432	3,206
Change in operating assets and liabilities:
Restricted cash	2,876	4,094
Accounts receivable	(7,388)	(2,137)
Inventories	265	69
Prepaid expenses and other	(5,489)	(310)
Accounts payable	3,735	642
Interest payable	(7,271)	(20,593)
Income taxes payable		(34)
Accrued and other liabilities and due to affiliates	(4,916)	(5,543)
Net cash provided by (used in) operating activities	72,250	20,528
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures, net of payables	(32,949)	(24,414)
Net cash (used) acquired in business combinations	(491)
Proceeds from sale of property and equipment	1,560	6
Cash escrow deposit required for acquisition		(55,460)
Decrease in restricted cash due to credit support deposit		2,500
Reimbursement of capital expenditures from West Virginia regulatory authorities	4,113
(Increase) decrease in other assets, net	564	(944)
Net cash used in investing activities	(27,203)	(78,312)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments under New Term Loan	(3,188)	425,000
Net payments under New Revolving Credit Facility	(74,500)	16,937
Payments on capital leases	(204)	(29)
Debt issuance costs	(463)	(25,223)
Taxes paid related to net share settlement of equity awards	(1,366)
Proceeds from exercise of stock options	1,005
Net cash used in financing activities	(78,716)	18,931
Retirement of long‑term debt		(728,664)
Call premium on early retirement of debt		(44,090)
Proceeds from issuance of Senior Notes		375,000
DECREASE IN CASH AND CASH EQUIVALENTS	(33,669)	(38,853)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR	78,278	87,604
CASH AND CASH EQUIVALENTS, END OF YEAR	44,609	48,751
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid	43,000	74,806
Cash paid during period for income taxes	1,406	1,102
Payables for capital expenditures	$ 1,961	$ 194

Organization and Basis of Presentation	9 Months Ended
Organization and Basis of Presentation	Sep. 30, 2016
Organization and Basis of Presentation
Organization and Basis of Presentation	Note 1. Organization and Basis of Presentation Organization 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. 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”), MTR Gaming and HoldCo 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 has been 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. Intercompany accounts and transactions have been eliminated in consolidation. On November 24, 2015 (the “Reno Acquisition Date”), Resorts consummated the acquisition of all of the assets and properties of Circus Circus Reno (“Circus Reno”) and the 50% membership interest in the joint venture (the “Silver Legacy Joint Venture”) owned by Galleon, Inc. (collectively, the “Circus Reno/Silver Legacy Purchase” or the “Reno Acquisition”) pursuant to a Purchase and Sale Agreement, dated as of July 7, 2015 (the “Purchase Agreement”), entered into with Circus Circus Casinos, Inc. and Galleon, Inc., each an affiliate of MGM Resorts International, with respect to the acquisition. On the Reno Acquisition Date, Resorts also exercised its right to acquire the 3.8% interest in Eldorado Limited Liability Company (“ELLC”) held by certain affiliates and shareholders of the Company. As a result of these transactions, ELLC and CC-Reno, LLC, a newly formed Nevada limited liability company, became wholly-owned subsidiaries of ERI, and Silver Legacy Joint Venture became an indirect wholly‑owned subsidiary of ERI. The accompanying unaudited consolidated financial statements for periods prior to the Reno Acquisition Date do not include the results of operations for Circus Reno and report the Silver Legacy Joint Venture as an investment in an unconsolidated affiliate. Resorts owns and operates the Eldorado Resort Casino Reno, a premier hotel, casino and entertainment facility centrally located in downtown Reno, Nevada (“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. Prior to the Reno Acquisition Date, Resorts owned a 48.1% interest in the Silver Legacy Joint Venture which owns the Silver Legacy Resort Casino (“Silver Legacy”), a major themed hotel and casino situated between and seamlessly connected at the mezzanine level to the Eldorado Reno and Circus Reno. Resorts acquired the remaining interest in Silver Legacy in 2015 as well as acquiring Circus Reno. MTR Gaming operates as 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 Eldorado Gaming Scioto Downs (“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. Agreement to Acquire Isle of Capri Casinos, Inc. On September 19, 2016, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Isle of Capri Casinos, Inc., a Delaware corporation (“Isle” or “Isle of Capri”), Eagle I Acquisition Corp., a Delaware corporation and a direct wholly owned subsidiary of the Company (“Merger Sub A”), and Eagle II Acquisition Company LLC, a Delaware limited liability company and a direct wholly owned subsidiary of the Company (“Merger Sub B”). The Merger Agreement provides for, among other things, (1) the merger of Merger Sub A with and into Isle, with Isle as the surviving entity (the “First Step Merger”), and (2) a subsequent merger whereby Isle will merge with and into Merger Sub B, with Merger Sub B as the surviving entity (the “Second Step Merger” and together with the First Step Merger, the “Mergers”). Isle’s stockholders may elect to exchange each share of Isle common stock held by such stockholder, at the effective time of the First Step Merger, for either $23.00 in cash or 1.638 shares of Company common stock. Elections are subject to proration and reallocation such that the outstanding shares of Isle common stock will be exchanged for aggregate consideration comprised of 58% cash and 42% Company common stock. The First Step Merger is subject to adoption of the Merger Agreement by holders of at least two-thirds of Isle’s outstanding common stock and the issuance of Company stock pursuant to the Merger Agreement is subject to approval of holders of a majority of the Company’s outstanding common stock. Each party’s obligation to consummate the Mergers is subject to customary conditions, including, among others: (i) stockholder approval of both the Company and Isle as described above; (ii) receipt of required approvals of gaming authorities; and (iii) absence of any order or legal requirement that prohibits or makes the Mergers illegal. The waiting period under the Hart-Scott-Rodino Act terminated on October 21, 2016. The obligation of the Company to consummate the Mergers is subject to the absence of a material adverse effect on Isle and the obligation of Isle to consummate the Mergers is subject to the absence of a material adverse effect on the Company. The obligation of the Company to consummate the Mergers is not subject to a financing condition. Additionally, the Merger Agreement contains certain termination rights for both the Company and Isle including, among others, a mutual termination right if the Mergers have not been consummated on or prior to June 19, 2017 (which may be extended for an additional 90 days by either the Company or Isle if all of the conditions precedent other than the receipt of required gaming approvals have been satisfied). Upon the termination of the Merger Agreement under certain circumstances, the Company or Isle may be required to pay a termination fee of $60 million or $30 million, respectively. The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Merger Agreement. In connection with the execution of the Merger Agreement, on September 19, 2016, Recreational Enterprises, Inc. (“REI”), the Company and Isle entered into a voting agreement and GFIL Holdings, LLC (“GFIL”), the Company and Isle entered into a voting agreement pursuant to which, REI has agreed, among other things, to vote all of its shares of Company common stock in favor of the issuance of shares of Company common stock as stock consideration in the Mergers and GFIL has agreed, among other things, to vote all of its shares of Isle common stock in favor of the Mergers and adoption of the Merger Agreement. Upon completion of the Mergers, the Company will add 12 additional properties to its portfolio after giving effect to the planned dispositions of Isle of Capri Casino Hotel Lake Charles and Lady Luck Casino Marquette. On August 22, 2016, Isle entered into an agreement to sell Isle of Capri Casino Hotel Lake Charles for aggregate consideration of $134.5 million, subject to certain adjustments. On October 13, 2016, Isle entered into an agreement to sell Lady Luck Casino Marquette for cash consideration of approximately $40.0 million, subject to certain adjustments. In connection with entering into the Merger Agreement, on September 19, 2016, the Company entered into a debt financing commitment letter with JPMorgan Chase Bank, N.A. as modified by the five separate written joinders to the Commitment Letter entered into by ERI and JPMorgan Chase Bank, N.A. with each of Macquarie Capital Funding LLC, KeyBank, National Association, Capital One, National Association, SunTrust Bank and U.S. Bank National Association and certain affiliates of such parties (the “Commitment Letter”). The Commitment Letter provides for: (a) a senior secured credit facility in an aggregate principal amount of $1.75 billion comprised of (i) a term loan facility of up to $1.45 billion and (ii) a revolving credit facility of $300 million and (b) an amount equal to at least $375 million in gross proceeds from the issuance and sale by the Company of senior unsecured notes or, if the notes are not issued and sold on or prior to the date of the consummation of the Mergers, an amount equal to at least $375 million in senior unsecured bridge loans under a senior unsecured credit facility. The proceeds of such borrowings may be used (w) to pay consideration in the Mergers, (x) refinance all of Isle’s existing credit facilities and senior and senior subordinated notes, (y) refinance the Company’s existing credit facility and (z) pay transaction fees and expenses related to the foregoing. The availability of the borrowings is subject to the satisfaction of certain customary conditions. Basis of Presentation The accompanying unaudited consolidated financial statements of the Company and its subsidiaries have been prepared in accordance under accounting principles generally accepted in the United States 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 our Company review operating results, assess performance and make decisions on a “significant market” basis. The Company’s management views each of its properties as an operating segment. Operating segments are aggregated based on their similar economic characteristics, types of customers, types of services and products provided, the regulatory environments in which they operate, and their management and reporting structure. The Company’s principal operating activities occur in three geographic regions: Nevada, Louisiana and parts of the eastern United States. The Company has aggregated its operations into three reportable segments based on the similar characteristics of the operating segments within the regions in which they operate. We, therefore, consider Eldorado Reno, Silver Legacy and Circus Reno as Nevada, Eldorado Shreveport as Louisiana, and Scioto Downs, Presque Isle Downs and Mountaineer as Eastern. 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, 2015. Reclassifications Certain reclassifications of prior year presentations have been made to conform to the current period presentation. Recently Issued Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-15, “Classification of Certain Cash Receipts and Cash Payments”. This new guidance is intended to reduce diversity in practice in how certain cash receipts and payments are classified in the statement of cash flows, including debt prepayment or extinguishment costs, the settlement of contingent liabilities arising from a business combination, proceeds from insurance settlements, and distributions from certain equity method investees. The guidance is effective for interim and annual periods beginning after December 15, 2017, and early adoption is permitted. The guidance requires application using a retrospective transition method. We are currently evaluating the impact of adopting this guidance on our consolidated financial statements. In May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers – Narrow-Scope Improvements and Practical Expedients.” This pronouncement addresses narrow-scope improvements to the guidance on collectability, noncash consideration, and completed contracts at transition. Additionally, the amendments in this update provide a practical expedient for contract modifications at transition and an accounting policy election related to the presentation of sales taxes and other similar taxes collected from customers. This update affects the guidance in ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which is not yet effective. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements for Topic 606. We are currently evaluating the impact of adopting this guidance on our consolidated financial statements. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers – Identifying Performance Obligations and Licensing.” This pronouncement was issued to proactively address areas in which diversity in practice potentially could arise, as well as to reduce the cost and complexity of applying certain aspects of the guidance both at implementation and on an ongoing basis. The update guidance expands how 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. This update affects the guidance in ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which is not yet effective. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements for Topic 606. We are currently evaluating the impact of adopting this guidance on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation—Stock Compensation.” This ASU includes multiple provisions intended to simplify various aspects of the accounting for share-based payments. These areas include income tax consequences, classification of awards as either equity or a liability, and classification on the statement of cash flow. The effective date is for annual and interim periods beginning after December 15, 2016, with early adoption permitted. We elected to early adopt this ASU prospectively in the first quarter of 2016. Under the new guidance, we recognized a reduction in income tax expense of $0.1 million and $0.8 million for the three and nine months ended September 30, 2016, respectively. There were no excess tax benefits for the three and nine months ended September 30, 2015. In February 2016, the FASB issued ASU 2016-02 which addresses the recognition and measurement of leases. Under the new guidance, for all leases (with the exception of short-term leases), at the commencement date, lessees will be required to recognize a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. Further, the new lease guidance simplifies the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and liabilities, which no longer provides a source for off balance sheet financing. The effective date for this update is for the annual and interim periods beginning after December 15, 2018 with early adoption permitted. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. We are currently evaluating the impact of adopting this accounting standard on our consolidated financial statements. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. This ASU eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize a measurement-period adjustment during the period in which it determines the amount of the adjustment. The guidance is effective for public business entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. For all other entities, it is effective for fiscal years beginning after December 15, 2016. We have adopted this guidance, and it had no impact on our consolidated financial statements for the three and nine months ended September 30, 2016. 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 beginning after December 15, 2015 and for subsequent interim and annual periods thereafter. Early adoption is permitted. We believe that the effects, if any, of the adoption of this guidance will not have a material impact on our 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. We will complete our evaluation during the fourth quarter ending December 31, 2016; however, we currently do not anticipate adoption of this guidance to have a material impact on our consolidated financial statements.

Acquisition and Preliminary Purchase Accounting

9 Months Ended

Sep. 30, 2016

Acquisition and Preliminary Purchase Accounting.

Acquisition and Preliminary Purchase Accounting

Note 2. Reno Acquisition and Final Purchase Accounting

On November 24, 2015, the Company acquired all of the assets and properties of Circus Reno and the 50% membership interest in the Silver Legacy Joint Venture owned by Galleon, Inc. As of June 30, 2016, the Company finalized its accounting related to the Circus Reno/Silver Legacy Purchase. The total purchase consideration was $223.6 million as presented in the following table.


Purchase consideration calculation (dollars in thousands)	Silver Legacy		Circus Reno		Total
Cash consideration paid by ERI for MGM’s 50% equity interest and MGM’s member note	$	56,500	$	16,000	$	72,500
Fair value of ERI’s preexisting 50% equity interest		56,500		—		56,500
Settlement of Silver Legacy’s long-term debt (1)		87,854		—		87,854
Prepayment penalty(1)		1,831		—		1,831
Closing Silver Legacy and Circus Reno net working capital (2)		6,124		2,111		8,235
Reverse member note(3)		(6,107)		—		(6,107)
Deferred tax liability		2,769		—		2,769
Purchase consideration	$	205,471	$	18,111	$	223,582

(1)

Represents $5.0 million of short-term debt, $75.5 million of long-term debt, the remaining 50% of the $11.5 million of member notes (net of discount), and accrued interest. Additionally, the Company paid a $1.8 million prepayment penalty as a result of the early payoff of the Silver Legacy long-term debt.

(2)

Per the Purchase and Sale Agreement, the purchase price was $72.5 million plus the Final Closing Net Working Capital (as defined in the Purchase and Sale Agreement). As agreed by both parties, the final working capital adjustment was $8.2 million.

(3)

Represents 50% of the $11.5 million of member notes (net of discount) due to ERI, and related accrued interest. This amount was settled in conjunction with the final, agreed-upon purchase consideration.

The transaction was accounted for using the acquisition method. No goodwill resulted from the recording of this transaction.

Final Purchase Price Allocation – Silver Legacy and Circus Reno

The following table summarizes the allocation of the final purchase consideration to the identifiable assets acquired and liabilities assumed in the Circus Reno/Silver Legacy Purchase. 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 (dollars in thousands):


	Silver Legacy		Circus Reno		Total
Current and other assets, net	$	21,625	$	2,115	$	23,740
Property and equipment		168,037		14,996		183,033
Intangible assets(1)		5,000		1,000		6,000
Other noncurrent assets		10,809		—		10,809
Net assets acquired	$	205,471	$	18,111	$	223,582

(1)

Intangible assets consist of trade names which are non-amortizable, and loyalty programs which are amortized over one year.

During the three months ended June 30, 2016, the Company finalized its valuation procedures and adjusted the preliminary purchase price allocations, as disclosed in the March 31, 2016 Form 10-Q and December 31, 2015 Form 10-K, to their updated values. The finalized purchase price allocations resulted in a $1.3 million decrease in property and equipment. This change related to management refining certain assumptions used in the valuation of property and equipment to its fair value. Accordingly, the Company adjusted depreciation expense from the Reno Acquisition Date through June 30, 2016, based on the revised measurement of property and equipment. The depreciation expense adjustment was not material.

Valuation methods used for the identifiable net assets acquired in the Reno Acquisition make use of quoted prices in active markets and discounted cash flows using current interest rates.

Trade receivables and payables, inventory and other current and noncurrent assets and liabilities were valued at the existing carrying values as they represented the fair value of those items at the Reno Acquisition, based on management’s judgments and estimates.

The fair value estimate of property and equipment utilized a combination of the cost and market approaches, depending on the characteristics of the asset classification. The fair value of land was determined using the market approach, which considers sales of comparable assets and applies compensating factors for any differences specific to the particular assets. With respect to personal property components of the assets (gaming equipment, furniture, fixtures and equipment, computers, and vehicles) the cost approach was used, which is based on replacement or reproduction costs of the asset. Building and site improvements were valued using the cost approach using a direct cost model built on estimates of replacement cost.

Trade names were valued using the relief‑from‑royalty method. The loyalty program was valued using a comparative business valuation method. Management has assigned trade names an indefinite useful life, in accordance with its review of applicable guidance of ASC Topic No. 350, Intangibles—Goodwill and Other. The standard required management to consider, among other things, the expected use of the asset, the expected useful life of other related asset or asset group, any legal, regulatory, or contractual provisions that may limit the useful life, the Company’s own historical experience in renewing similar arrangements, the effects of obsolescence, demand and other economic factors, and the maintenance expenditures required to obtain the expected cash flows. In that analysis, management determined that no legal, regulatory, contractual, competitive, economic or other factors limit the useful lives of these intangible assets. The loyalty program is being amortized on a straight‑line basis over a one year useful life.

Unaudited Pro Forma Information

The following unaudited pro forma information presents the results of operations of the Company for the three and nine months ended September 30, 2015, as if the Reno Acquisition had occurred on January 1, 2015 (in thousands except per share data).


	Three Months Ended		Nine Months Ended
	September 30, 2015		September 30, 2015
Net revenues	$	242,993	$	687,126
Net income		9,896		11,773
Net income per common share:
Basic	$	0.21	$	0.25
Diluted	$	0.21	$	0.25
Weighted shares outstanding:
Basic		46,550,042		46,550,042
Diluted		46,865,603		47,007,451

These pro forma results do not necessarily represent the results of operations that would have been achieved if the Reno Acquisition had taken place on January 1, 2015, nor are they indicative of the results of operations for future periods. The pro forma amounts include the historical operating results of the Company, the Silver Legacy and Circus Reno prior to the Reno Acquisition, with adjustments directly attributable to the Reno Acquisition.

- Definition

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).

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1497-128463

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1490-128463

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
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-Section 50
-Paragraph 2
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
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-URI http://asc.fasb.org/extlink&oid=73530397&loc=d3e4845-128472

Reference 8: http://www.xbrl.org/2003/role/presentationRef
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
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Reference 10: http://www.xbrl.org/2003/role/presentationRef
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Reference 12: http://www.xbrl.org/2003/role/presentationRef
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Reference 13: http://www.xbrl.org/2003/role/presentationRef
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Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

Investment in Unconsolidated Affiliates

9 Months Ended

Sep. 30, 2016

Investment in Unconsolidated Affiliates

Investment in Unconsolidated Affiliates

Note 3. Investment in Unconsolidated Affiliates

Hotel Partnership. The Company holds a 42.1% variable interest in a partnership with other investors to develop a new 118-room Hampton Inn & Suites hotel to be developed at Scioto Downs. Pursuant to the terms of the partnership agreement, the Company contributed $1.0 million of cash and 2.4 acres of a leasehold immediately adjacent to The Brew Brothers microbrewery and restaurant at Scioto Downs. The partnership will be responsible for the construction of the hotel at an estimated cost of $15.0 million and other investor members have been identified to operate the hotel upon completion. The Company is not the primary beneficiary, and therefore, the entity is accounted for under the equity method of accounting. At September 30, 2016, the Company’s investment in the partnership was $1.3 million, classified as “Investment in and advances to unconsolidated affiliates” in the consolidated balance sheets, representing the Company’s maximum exposure to loss.

Silver Legacy Joint Venture. Effective March 1, 1994, ELLC and Galleon entered into the Silver Legacy Joint Venture pursuant to a 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. Prior to the Reno Acquisition Date, each partner owned a 50% interest in the Silver Legacy Joint Venture. Also prior to the Reno Acquisition Date, Resorts owned a 48.1% interest in the Silver Legacy Joint Venture by means of its 96.2% ownership of ELLC, which owned a 50% interest in the Silver Legacy Joint Venture.

On the Reno Acquisition Date, Resorts consummated the Reno Acquisition of the other 50% membership interest in the Silver Legacy Joint Venture owned by Galleon, Inc. pursuant to the Purchase Agreement and also exercised its right to acquire the 3.8% interest in ELLC held by certain affiliates of the Company. As a result of these transactions, ELLC became a wholly-owned subsidiary of ERI and Silver Legacy became an indirect wholly‑owned subsidiary of ERI. In conjunction with the Reno Acquisition, we recorded a $35.6 million gain related to the valuation of our pre-acquisition investment in the Silver Legacy Joint Venture.

As consideration for the noncontrolling interest, the Company issued 373,135 shares of common stock. Subsequent to this action, the Company owned 100% of ELLC. The Company valued the shares at the market price on the day the shares were issued to the noncontrolling interest holders. The value of the total consideration paid was $3.6 million.

On December 16, 2013, the Silver Legacy Joint Venture entered into a new senior secured term loan facility totaling $90.5 million (the “New Silver Legacy Credit Facility”) to refinance its indebtedness under its then existing senior secured term loan and Silver Legacy Second Lien Notes. The New Silver Legacy Credit Facility was scheduled to mature on November 16, 2017, which was the maturity date of the original Silver Legacy credit facility. In connection with the Circus Reno/Silver Legacy Purchase, all amounts outstanding under the New Silver Legacy Credit Facility were paid in full and the cash collateral securing such obligations were released.

Equity in income related to the Silver Legacy Joint Venture for the three and nine months ended September 30, 2015 was $2.5 million and $3.1 million, respectively.

Summarized results of operations for the Silver Legacy Joint Venture in 2015 prior to the Reno Acquisition were as follows (in thousands):


	Three months ended		Nine months ended
	September 30, 2015		September 30, 2015
	(unaudited)
Net revenues	$	38,028	$	97,665
Operating expenses		(29,953)		(82,850)
Operating income		8,075		14,815
Other expense		(2,801)		(8,319)
Net income	$	5,274	$	6,496

Stock-Based Compensation

9 Months Ended

Sep. 30, 2016

Stock-Based Compensation Abstract

Stock-Based Compensation

Note 4. Stock-Based Compensation

The Company has authorized common stock of 100,000,000 shares, par value $0.00001 per share.

The Company accounts for stock-based compensation in accordance with ASC 718, Compensation—Stock Compensation. Total stock-based compensation expense recognized was $0.7 million and $0.3 million for the three months ended September 30, 2016 and 2015, respectively, and $2.7 million and $1.2 million for the nine months ended September 30, 2016 and 2015, respectively. These amounts are included in corporate expenses in the Company’s consolidated statements of operations.

The Board of Directors (“BOD”) adopted the Eldorado Resorts, Inc. 2015 Equity Incentive Plan (“2015 Plan”) on January 23, 2015 and our shareholders subsequently approved the adoption of the 2015 Plan on June 23, 2015. The Plan permits the granting of stock options, including incentive stock options (“ERI Stock Options”), stock appreciation rights (“SARs”), restricted stock or restricted stock units (“RSUs”), performance awards, and other stock-based awards and dividend equivalents. ERI Stock Options primarily vest ratably over three years and RSUs granted to employees and executive officers primarily vest and become non-forfeitable upon the third anniversary of the date of grant. RSUs granted to non-employee directors vest immediately and are delivered upon the date that is the earlier of termination of service on the BOD or the consummation of a change of control of the Company. The performance awards relate to the achievement of defined levels of performance and are generally measured over a one or two-year performance period depending upon the award agreement. If the performance award levels are achieved, the awards earned will vest and become payable at the end of the vesting period, defined as either a one or two calendar year period following the performance period. Payout ranges are from 0% up to 200% of the award target.

On January 22, 2016, the Company granted 367,519 RSUs to executive officers and key employees, and 34,920 RSUs to non-employee members of the BOD under the 2015 Plan. The RSUs had a fair value of $10.77 per unit which was the NASDAQ closing price on that date. An additional 9,794 RSUs were also granted to key employees during the nine months ended September 30, 2016.

A summary of the RSU activity for the nine months ended September 30, 2016 is as follows:


			Weighted-Average		Weighted-Average
	Equity		Grant Date		Remaining	Aggregate
	Awards		Fair Value		Contractual Life	Fair Value
					(in years)		(in millions)
Unvested outstanding as of December 31, 2015	827,383	(1)	$	4.09	2.12	$	3.4
Granted	412,233	(2)		10.81
Vested	(245,934)			5.63
Unvested outstanding as of September 30, 2016	993,682		$	6.49	1.67	$	6.5

(1)

Includes 475,409 of performance awards at 135% of target and 351,974 time-based awards at 100% of target all of which were granted in 2015. There were no RSU grants in 2014.

(2)

Includes 178,172 of performance awards at 100% of target and 234,061 time-based awards at 100% of target.

As of September 30, 2016, the Company had approximately $3.0 million of unrecognized compensation expense related to unvested RSUs that is expected to be recognized over a weighted-average period of approximately 1.67 years.

In the first quarter of 2016, the Company’s chief operating officer terminated employment and the chief financial officer retired. In conjunction with the termination and retirement, unvested RSUs totaling 167,511, which were outstanding as of December 31, 2015, immediately vested representing an additional $0.5 million included in stock compensation expense during the first quarter of 2016. Additionally, severance costs totaling $1.4 million were recognized in the first quarter of 2016.

On September 19, 2014, as a result of the Merger, all outstanding MTR Gaming stock options (“MTR Stock Options”) vested (to the extent not already vested) and converted into an option or right to purchase the same number of shares of ERI common stock (at the same exercise price per share as in effect prior to such conversion). All other terms, except vesting requirements, applicable to such stock options remain the same.

A summary of the ERI Stock Option activity for the years ended December 31, 2014 and 2015 and the nine months ended September 30, 2016 is as follows:


							Weighted-Average
		Range of			Weighted-Average		Remaining		Aggregate
	Options	Exercise Prices			Exercise Price		Contractual Life		Intrinsic Value
							(in years)		(in millions)
Outstanding and Exercisable as of December 31, 2014	398,200	$ 2.44	-	$16.27	$	7.88		4.54	$	0.2
Expired	(86,000)			$11.30	$	11.30
Outstanding and Exercisable as of December 31, 2015	312,200	$ 2.44	-	$16.27	$	6.94		3.47	$	1.3
Exercised	(132,900)	$ 2.44	-	$3.94	$	2.89
Outstanding and Exercisable as of September 30, 2016	179,300	$ 2.44	-	$16.27	$	9.94		2.72	$	0.7

Other and Intangible Assets, net

9 Months Ended

Sep. 30, 2016

Other and Intangible Assets, net

Other and Intangible Assets, net

Note 5. Goodwill, Intangible Assets, Non-Operating Real Property and Other, net

Goodwill, intangible assets, non-operating real property and other, net, consisted of the following amounts (in thousands):


	September 30,		December 31,
	2016		2015
	(unaudited)
Goodwill	$	66,826	$	66,826

Gaming license (indefinite-lived)	$	482,074	$	482,074
Trade names		9,800		9,800
Loyalty programs		7,700		7,700
Subtotal		499,574		499,574
Accumulated amortization trade names		(3,897)		(2,462)
Accumulated amortization loyalty programs		(7,256)		(5,079)
Total gaming licenses and other intangible assets	$	488,421	$	492,033

Non-operating real property	$	14,218	$	16,314

Land held for development	$	906	$	906
Other		5,484		6,048
Total other assets, net	$	6,390	$	6,954

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 September 30, 2016. 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 September 30, 2016 and December 31, 2015. 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 in the jurisdiction. Also included in gaming licenses are the gaming and racing licenses of Mountaineer, Presque Isle Downs and Scioto Downs recorded at $461.5 million at both September 30, 2016 and December 31, 2015. Total gaming licenses of $482.1 million reflects the fair value of these licenses calculated as of September 30, 2016 and December 31, 2015, and these gaming license rights are not subject to amortization as the Company has determined that they have an indefinite useful life.

Trade names related to the Merger are amortized on a straight‑line basis over a 3.5 year useful life. Trade names related to the Reno Acquisition are non-amortizable, and loyalty programs are amortized on a straight‑line basis over a one year useful life. Amortization expense with respect to trade names and the loyalty program for the three and nine months ended September 30, 2016 amounted to $1.2 million and $3.6 million, respectively, and $1.5 million and $5.0 million for the three and nine months ended September 30, 2015, respectively, which is included in depreciation and amortization expense in the consolidated statements of operations. Such amortization expense is expected to be $0.9 million for the remainder of 2016, $1.9 million for the year ended December 31, 2017, and $0.4 million for the year ended December 31, 2018.

The Company’s indefinite-lived gaming licenses and trade names are 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.

Non-operating real property totaled $14.2 million at September 30, 2016 and $16.3 million at December 31, 2015. The $2.1 million decrease was primarily due to the Company recording a $2.1 million sale of land (non-operating) at Presque Isle Downs during the three and nine months ended September 30, 2016. This transaction resulted in a $0.1 million gain net of costs.

Long-Term Debt

9 Months Ended

Sep. 30, 2016

Debt Disclosure

Long-Term Debt

Note 7. Long‑Term Debt

Long‑term debt consisted of the following (in thousands):


	September 30,		December 31,
	2016		2015
	(unaudited)
Senior Notes	$	375,000	$	375,000
Less: Unamortized debt issuance costs		(8,398)		(8,957)
Net		366,602		366,043

Term Loan		419,688		422,875
Less: Unamortized discount and debt issuance costs		(13,087)		(14,465)
Net		406,601		408,410

Revolving Credit Facility		19,000		93,500
Less: Unamortized debt issuance costs		(2,165)		(2,533)
Net		16,835		90,967

Capital leases		613		817
Less: Current portion		(4,539)		(4,524)
Total long-term debt	$	786,112	$	861,713

Scheduled maturities of long‑term debt are $22.0 million in 2020, $395.3 million in 2022 and $375.0 million in 2023. Debt issuance costs and the discount associated with the issuance of the Senior Notes, Term Loan and Revolving Credit Facility (as such terms are defined below) in July 2015 totaled $26.3 million. Amortization of debt issuance costs is computed using the effective interest method and is included in interest expense. Amortization of the debt issuance costs and the discount associated with the Senior Notes and Credit Facility (as defined below) totaled $0.9 million and $2.6 million for the three and nine months ended September 30, 2016, respectively, and $0.7 million for the three and nine months ended September 30, 2015.

In 2015, amortization of Resorts’ bond costs was computed using the straight‑line method, which approximated the effective interest method, over the term of the bonds, and was included in interest expense. Amortization expense with respect to deferred financing costs on Resorts senior secured notes amounted to $0.1 million and $0.5 million for three and nine months ended September 30, 2015, respectively.

We are a holding company with no independent assets or operations. Our Senior Notes are fully and unconditionally guaranteed, on a joint and several basis, by substantially all of our subsidiaries. Any subsidiaries which have not guaranteed such notes are “minor” (as defined in Rule 3-10(h) of Regulation S-X). As of September 30, 2016, there were no significant restrictions on the ability of our subsidiaries to distribute cash to us or our guarantor subsidiaries.

Refinancing Transaction and Senior Notes

On July 23, 2015, the Company issued $375.0 million in aggregate principal amount of 7.0% senior notes due 2023 (“Senior Notes”) pursuant to the indenture, dated as of July 23, 2015 (the “Indenture”), at an issue price equal to 100.0% of the aggregate principal amount of the Senior Notes. The Senior Notes are guaranteed by all of the Company’s direct and indirect restricted subsidiaries. CC-Reno, LLC and the Silver Legacy Joint Venture became guarantors in June 2016 upon receipt of the required gaming regulatory approval which occurred in May 2016. The Senior Notes will mature on August 1, 2023, with interest payable semi-annually in arrears on February 1 and August 1 of each year.

The Company used the net proceeds from the Senior Notes offering together with borrowings under the Term Loan and the Revolving Credit Facility (as defined below) to (i) purchase or otherwise redeem (a) all of the outstanding Resorts senior secured notes and (b) all of the outstanding MTR second lien notes, (ii) pay a portion of the purchase price for the Circus Reno/Silver Legacy Purchase and repay all amounts outstanding under the Silver Legacy Joint Venture credit facility, and (iii) pay fees and costs associated with such transactions. Net proceeds from the Senior Notes offering totaling $50.0 million were used for the Circus Reno/Silver Legacy Purchase on the Reno Acquisition Date. As a result of the July 2015 refinancing, we recognized a $2.0 million net loss on the early retirement of debt.

On or after August 1, 2018, the Company may redeem all or a portion of the Senior Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest and additional interest, if any, on the Senior Notes redeemed, to the applicable redemption date, if redeemed during the twelve month period beginning on August 1 of the years indicated below:


Year	Percentage
2018	105.250	%
2019	103.500	%
2020	101.750	%
2021 and thereafter	100.000	%

Prior to August 1, 2018, the Company may redeem all or a portion of the Senior Notes at a price equal to 100% of the Senior Notes redeemed plus accrued and unpaid interest to the redemption date, plus a make-whole premium. At any time prior to August 1, 2018, the Company is also entitled to redeem up to 35% of the original aggregate principal amount of the Senior Notes with proceeds of certain equity financings at a redemption price equal to 107% of the principal amount of the Senior Notes redeemed, plus accrued and unpaid interest. If the Company experiences certain change of control events (as defined in the Indenture), it must offer to repurchase the Senior Notes at 101% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date. If the Company sells assets under certain circumstances and does not use the proceeds for specified purposes, the Company must offer to repurchase the Senior Notes at 100% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date.

The Senior Notes are subject to redemption imposed by gaming laws and regulations of applicable gaming regulatory authorities.

The Indenture contains certain covenants limiting, among other things, the Company’s ability and the ability of its subsidiaries (other than its unrestricted subsidiaries) to:

pay dividends or distributions or make certain other restricted payments or investments;

incur or guarantee additional indebtedness or issue disqualified stock or create subordinated indebtedness that is not subordinated to the Senior Notes or the guarantees of the Senior Notes;

create liens;

transfer and sell assets;

merge, consolidate, or sell, transfer or otherwise dispose of all or substantially all of the Company’s assets;

enter into certain transactions with affiliates;

engage in lines of business other than the Company’s core business and related businesses; and

create restrictions on dividends or other payments by restricted subsidiaries.

These covenants are subject to a number of exceptions and qualifications as set forth in the Indenture. The Indenture also provides for customary events of default which, if any of them occurs, would permit or require the principal of and accrued interest on such Senior Notes to be declared due and payable. As of September 30, 2016, the Company was in compliance with all of the covenants under the Indenture relating to the Senior Notes.

Credit Facility

On July 23, 2015, the Company entered into a new $425.0 million seven year term loan (the “Term Loan”) and a new $150.0 million five year revolving credit facility (the “Revolving Credit Facility” and, together with the Term Loan, the “Credit Facility”).

As of September 30, 2016, the Company had $419.7 million outstanding on the Term Loan and $19.0 million outstanding under the Revolving Credit Facility. The Company had $131.0 million of available borrowing capacity under its Revolving Credit Facility as of September 30, 2016. At September 30, 2016, the interest rate on the Term Loan was 4.25%, and the interest rate on the Revolving Credit Facility was 4.17%.

The Term Loan bears interest at a rate per annum of, at the Company’s option, either (x) LIBOR plus 3.25%, with a LIBOR floor of 1.0%, or (y) a base rate plus 2.25%. Borrowings under the Revolving Credit Facility bear interest at a rate per annum of, at the Company’s option, either (x) LIBOR plus a spread ranging from 2.5% to 3.25% or (y) a base rate plus a spread ranging from 1.5% to 2.25%, in each case with the spread determined based on the Company’s total leverage ratio. Additionally, the Company pays a commitment fee on the unused portion of the Revolving Credit Facility not being utilized in the amount of 0.50% per annum.

The Credit Facility is secured by substantially all of the Company’s personal property assets and substantially all personal property assets of each subsidiary that guaranties the Credit Facility (other than certain subsidiary guarantors designated as immaterial) (the “Credit Facility Guarantors”), whether owned on the closing date of the Credit Facility or thereafter acquired, and mortgages on the real property and improvements owned or leased us or the Credit Facility Guarantors. The Credit Facility is also secured by a pledge of all of the equity owned by us and the Credit Facility Guarantors (subject to certain gaming law restrictions). The credit agreement governing the Credit Facility contains a number of customary covenants that, among other things, restrict, subject to certain exceptions, the Company’s ability and the ability of the Credit Facility Guarantors to incur additional indebtedness, create liens on collateral, engage in mergers, consolidations or asset dispositions, make distributions, make investments, loans or advances, engage in certain transactions with affiliates or subsidiaries or make capital expenditures.

The credit agreement governing the Credit Facility also includes requirements the Company maintains a maximum total leverage ratio and a minimum interest coverage ratio (adjusting over time). The Company is required to maintain a maximum total leverage ratio of 6.00 to 1.00 from January 1, 2016 to December 31, 2017 and 5.00 to 1.00 thereafter. In addition, the Company is required to maintain a minimum interest coverage ratio of 2.75 to 1.00 from January 1, 2016 through December 31, 2016 and 3.00 to 1.00 thereafter. A default of the financial ratio covenants shall only become an event of default under the Term Loan if the lenders providing the Revolving Credit Facility take certain affirmative actions after the occurrence of a default of such financial ratio covenants.

The credit agreement governing the Credit Facility contains a number of customary events of default, including, among others, for the non-payment of principal, interest or other amounts, the inaccuracy of certain representations and warranties, the failure to perform or observe certain covenants, a cross default to other indebtedness including the Senior Notes, certain events of bankruptcy or insolvency, certain ERISA events, the invalidity of certain loan documents, certain changes of control and the loss of certain classes of licenses to conduct gaming. If any event of default occurs, the lenders under the Credit Facility would be entitled to take various actions, including accelerating amounts due thereunder and taking all actions permitted to be taken by a secured creditor. As of September 30, 2016, the Company was in compliance with the covenants under the Credit Facility.

Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2016

Fair Value of Financial Instruments

Fair Value of Financial Instruments

Note 8. Fair Value of Financial Instruments

Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Accordingly, fair value is a market based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there is a three‑tier fair value hierarchy, which prioritizes the inputs used in measuring fair values as follows:

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market‑based inputs or unobservable inputs that are corroborated by market data.

Level 3: 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: Restricted cash includes unredeemed winning tickets from the Company’s racing operations, funds related to horsemen’s fines and certain simulcasting funds that are restricted to payments for improving horsemen’s facilities and racing purses at Scioto Downs, cash deposits that serve as collateral for letters of credit, surety bonds and short-term certificates of deposit that serve as collateral for certain bonding requirements. Restricted cash is classified as Level 1 as its carrying value approximates market prices.

Long‑term Debt: The Senior Notes are classified as Level 2 based upon market inputs. The Term Loan under the credit facility is classified as Level 2 as it is tied to market rates of interest and its carrying value approximates market value. The fair value of the Senior Notes was based on quoted market prices at September 30, 2016.

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. The Company considers the acquisition related contingency’s fair value measurement, which includes forecast assumptions, to be Level 3 within the fair value hierarchy.

The estimated fair values of the Company’s financial instruments are as follows (amounts in thousands):


	September 30, 2016				December 31, 2015
	Carrying		Fair		Carrying		Fair
	Amount		Value		Amount		Value
Financial assets:
Cash and cash equivalents	$	44,609	$	44,609	$	78,278	$	78,278
Restricted cash		2,395		2,395		5,271		5,271
Financial liabilities:
Senior Notes	$	366,602	$	395,625	$	366,043	$	367,500
Term Loan		406,601		424,430		408,410		419,796
Revolving Credit Facility		16,835		19,000		90,967		93,500
Acquisition-related contingent considerations		490		490		529		529

The following table represents the change in acquisition-related contingent consideration liabilities for the period December 31, 2015 to September 30, 2016:


Balance as of December 31, 2015	$	529
Amortization of present value discount(1)		52
Fair value adjustment for change in consideration expected to be paid(2)		(1)
Settlements		(90)
Balance as of September 30, 2016	$	490

(1)

Changes in present value are included as a component of interest expense in the consolidated statements of operations.

(2)

Fair value adjustments for changes in earn-out estimates are included in general and administrative expense in the consolidated statements of operations.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Earnings per Share

9 Months Ended

Sep. 30, 2016

Earnings per Share

Earnings per Share

Note 9. Earnings per Share

The following table illustrates the reconciliation of the numerators and denominators of the basic and diluted net income per share computations for the three and nine months ended September 30, 2016 and 2015 (dollars in thousands, except per share amounts):


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(unaudited)				(unaudited)
Net income available to common stockholders	$	9,682	$	5,399	$	23,842	$	4,030
Shares outstanding:
Weighted average shares outstanding - basic		47,193,120		46,516,614		47,106,706		46,509,369
Effect of dilutive securities:
Stock options		63,157		—		107,790		—
RSUs		578,367		246,975		523,096		111,590
Weighted average shares outstanding - diluted		47,834,644		46,763,589		47,737,592		46,620,959
Basic net income per common share	$	0.21	$	0.12	$	0.51	$	0.09
Diluted net income per common share	$	0.20	$	0.12	$	0.50	$	0.09

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2016
Commitments and Contingencies.
Commitments and Contingencies	Note 10. Commitments and Contingencies Litigation. The Company is a party to various lawsuits, which have arisen in the normal course of 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 the consolidated financial condition and those estimated losses are not expected to have a material impact on the results of operations. In connection with the Mergers, a class action lawsuit was filed by a purported stockholder of the Company alleging breach of fiduciary duty by the Company board of directors in connection with the Mergers. The case was filed on November 8, 2016 in the Second Judicial District Court of the State of Nevada and is captioned Assad v. Eldorado Resorts, Inc., et. al, case no. CV 16-02312. The case, which purports to be a class action on behalf of all of the stockholders of the Company, alleged, among other things, breach of fiduciary duty in failing to disclose all material information to stockholders in seeking approval of the issuance of shares of Company Common Stock in the Mergers and requests injunctive relief and an award of costs incurred by the plaintiff in the action. Environmental Remediation. In October 2004, the Company acquired 229 acres of real property, known as the International Paper site, as an alternative site to build Presque Isle Downs. In connection with the acquisition of the International Paper site, the Company entered into a consent order and decree (the “Consent Order”) with the Pennsylvania Department of Environmental Protection (“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, the Company sold 205 acres to GEIDC who assumed primary responsibility for the remediation obligations under the Consent Order relating to the “South Yard and the Dunn Brickyard” parcels they acquired. However, the Company was advised by the PaDEP that it was not released from its liability and responsibility under the Consent Order for the “Main Site” parcel as its remediation was undertaken by the Company prior to the sale to GEIDC and nearly complete. Pursuant to the sale, the Company purchased an Environmental Risk Insurance Policy in the amount of $10.0 million with respect to the property. The Company secured an Act 2 Release of Liability for the Main Site on January 6, 2006. GEIDC subsequently obtained Act 2 releases for the South Yard and Dunn Brickyard parcels on March 26, 2013 and January 17, 2014, respectively. In October 2015, the Company renewed the insurance policy for a period of one year to seek an expert opinion regarding any continuing liability regarding the property. Having received such an opinion, the Company elected to no longer renew the insurance policy. 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. We have estimated that our total proportionate share of the aggregate $63.8 million to be assessed to the gaming facilities will be $4.1 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 we 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 between $1.9 million and $2.1 million, which has been accrued in the accompanying consolidated balance sheet at September 30, 2016 and December 31, 2015. The recorded estimate relative to the Property Tax Reserve Fund is subject to revision based upon future changes in the revenue assumptions utilized to develop the estimate. The estimated total obligation at September 30, 2016 and December 31, 2015, was $4.1 million and $4.3 million, respectively, of which the residual total amount, both current and long-term, of $1.9 million and $2.2 million at September 30, 2016 and December 31, 2015, respectively, are appropriately accrued in the accompanying consolidated balance sheet. The Company paid $0.3 million for the nine months ended September 30, 2016. Agreements with Horsemen and Pari-mutuel Clerks. The Federal Interstate Horse Racing Act and the state racing laws in West Virginia, Ohio and Pennsylvania require that, in order to simulcast races, we have written agreements with the horse owners and trainers at those racetracks. In addition, in order to operate slot machines in West Virginia, we are required to enter into written agreements regarding the proceeds of the slot machines (a “proceeds agreement”) with a representative of a majority of the horse owners and trainers and with a representative of a majority of the pari‑mutuel clerks. In Pennsylvania and Ohio, we must have an agreement with the representative of the horse owners. We have the requisite agreements in place with the horsemen at Mountaineer until December 31, 2018. With respect to the Mountaineer pari‑mutuel clerks, we have a labor agreement in force until November 30, 2016, which will automatically renew for an additional one year period, and a proceeds agreement until April 14, 2018. We are required to have a proceeds agreement in effect on July 1 of each year with the horsemen and the pari‑mutuel clerks as a condition to renewal of our video lottery license for such year. If the requisite proceeds agreement is not in place as of July 1 of a particular year, Mountaineer’s application for renewal of its video lottery license could be denied, in which case Mountaineer would not be permitted to operate either its slot machines or table games. Scioto Downs has the requisite agreement in place with the OHHA until December 31, 2023, with automatic two‑year renewals unless either party requests re‑negotiation pursuant to its terms. Presque Isle Downs has the requisite agreement in place with the Pennsylvania Horsemen’s Benevolent and Protective Association until May 1, 2019. With the exception of the respective Mountaineer, Presque Isle Downs and Scioto Downs horsemen’s agreements and the agreement between Mountaineer and the pari‑mutuel clerks’ union described above, each of the agreements referred to in this paragraph may be terminated upon written notice by either party.

Segment Information

9 Months Ended

Sep. 30, 2016

Segment Information

Segment Information

Note 12. Segment Information

The following table sets forth, for the periods indicated, certain operating data for our reportable segments. Management views each of our properties 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: Nevada, Louisiana and parts of the eastern United States. The Company has aggregated its operating segments into three reportable segments: Eldorado Reno, Silver Legacy and Circus Reno as Nevada, Eldorado Shreveport as Louisiana, and Scioto Downs, Presque Isle and Mountaineer as Eastern.


	Three months ended				Nine months ended
	September 30,				September 30,
	2016		2015		2016		2015
	(in thousands, unaudited)
Revenues and expenses
Nevada:
Net operating revenues	$	89,676	$	29,002	$	246,608	$	79,961
Expenses, excluding depreciation and corporate		(69,218)		(23,236)		(196,242)		(66,756)
Gain (loss) on sale or disposal of property		12		(16)		(168)		(11)
Equity in income of unconsolidated affiliate		—		2,548		—		3,136
Depreciation		(4,864)		(1,959)		(15,373)		(5,833)
Operating income—Nevada	$	15,606	$	6,339	$	34,825	$	10,497
Louisiana:
Net operating revenues	$	33,984	$	34,651	$	100,514	$	103,919
Expenses, excluding depreciation and amortization		(25,308)		(27,012)		(75,935)		(81,217)
Gain on sale or disposal of property		—		64		50		63
Depreciation and amortization		(1,973)		(1,902)		(5,883)		(5,709)
Operating income—Louisiana	$	6,703	$	5,801	$	18,746	$	17,056
Eastern:
Net operating revenues	$	117,905	$	119,887	$	339,324	$	349,744
Expenses, excluding depreciation, amortization and corporate		(93,969)		(93,756)		(268,896)		(274,666)
Gain (loss) on sale or disposal of property		13		—		(671)		—
Depreciation and amortization		(8,847)		(9,979)		(25,990)		(30,611)
Operating income—Eastern	$	15,102	$	16,152	$	43,767	$	44,467
Corporate:
Corporate expenses	$	(4,426)	$	(3,652)	$	(15,684)	$	(11,713)
Acquisition charges		(4,750)		(380)		(5,326)		(717)
(Loss) gain on sale or disposal of property		—		(54)		49		(54)
Depreciation and amortization		(126)		(114)		(351)		(301)
Operating loss—Corporate	$	(9,302)	$	(4,200)	$	(21,312)	$	(12,785)
Total Reportable Segments
Net operating revenues	$	241,565	$	183,540	$	686,446	$	533,624
Expenses, excluding depreciation and amortization		(192,921)		(147,656)		(556,757)		(434,352)
Gain (loss) on sale or disposal of property		25		(6)		(740)		(2)
Equity in income of unconsolidated affiliate		—		2,548		—		3,136
Acquisition charges		(4,750)		(380)		(5,326)		(717)
Depreciation and amortization		(15,810)		(13,954)		(47,597)		(42,454)
Operating income—Total Reportable Segments	$	28,109	$	24,092	$	76,026	$	59,235
Reconciliations to Consolidated Net Income:
Operating Income—Total Reportable Segments	$	28,109	$	24,092	$	76,026	$	59,235
Unallocated income and expenses:
Interest expense		(12,589)		(14,482)		(38,375)		(48,946)
Loss on early retirement of debt		—		(1,790)		(155)		(1,790)
Provision for income taxes		(5,838)		(2,421)		(13,654)		(4,469)
Net income	$	9,682	$	5,399	$	23,842	$	4,030


	Nine Months Ended September 30,
	2016		2015
	(in thousands, unaudited)
Capital Expenditures
Nevada	$	12,270	$	3,212
Louisiana		4,026		2,491
Eastern (1)		16,278		18,216
Corporate		375		495
Total	$	32,949	$	24,414

(1)

Amounts are before any West Virginia capital expenditure reimbursements.


	As of		As of
	September 30,		December 31,
	2016		2015
	(unaudited)
	(in thousands)
Total Assets
Nevada	$	361,362	$	376,760
Louisiana		128,690		135,403
Eastern		848,463		883,344
Corporate		382,650		495,202
Eliminating entries (1)		(442,291)		(565,701)
Total	$	1,278,874	$	1,325,008

(1) Reflects the following eliminations for the periods indicated:

Intercompany receivables/payables, inclusive of allocated interest	$	284,744	$	406,325
Net investment in Silver Legacy/Circus Reno		88,314		88,314
Net investment in and advances to Silver Legacy		56,500		56,500
Net investment in and advances to Eldorado Shreveport		7,733		8,482
Net investment in MTR		5,000		5,000
Reclass deferred tax assets against deferred tax liabilities		—		1,080
	$	442,291	$	565,701

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

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+ Details

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2016
Organization and Basis of Presentation Abstract
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements of the Company and its subsidiaries have been prepared in accordance under accounting principles generally accepted in the United States 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 our Company review operating results, assess performance and make decisions on a “significant market” basis. The Company’s management views each of its properties as an operating segment. Operating segments are aggregated based on their similar economic characteristics, types of customers, types of services and products provided, the regulatory environments in which they operate, and their management and reporting structure. The Company’s principal operating activities occur in three geographic regions: Nevada, Louisiana and parts of the eastern United States. The Company has aggregated its operations into three reportable segments based on the similar characteristics of the operating segments within the regions in which they operate. We, therefore, consider Eldorado Reno, Silver Legacy and Circus Reno as Nevada, Eldorado Shreveport as Louisiana, and Scioto Downs, Presque Isle Downs and Mountaineer as Eastern. 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, 2015.
Reclassifications	Reclassifications Certain reclassifications of prior year presentations have been made to conform to the current period presentation.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-15, “Classification of Certain Cash Receipts and Cash Payments”. This new guidance is intended to reduce diversity in practice in how certain cash receipts and payments are classified in the statement of cash flows, including debt prepayment or extinguishment costs, the settlement of contingent liabilities arising from a business combination, proceeds from insurance settlements, and distributions from certain equity method investees. The guidance is effective for interim and annual periods beginning after December 15, 2017, and early adoption is permitted. The guidance requires application using a retrospective transition method. We are currently evaluating the impact of adopting this guidance on our consolidated financial statements. In May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers – Narrow-Scope Improvements and Practical Expedients.” This pronouncement addresses narrow-scope improvements to the guidance on collectability, noncash consideration, and completed contracts at transition. Additionally, the amendments in this update provide a practical expedient for contract modifications at transition and an accounting policy election related to the presentation of sales taxes and other similar taxes collected from customers. This update affects the guidance in ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which is not yet effective. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements for Topic 606. We are currently evaluating the impact of adopting this guidance on our consolidated financial statements. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers – Identifying Performance Obligations and Licensing.” This pronouncement was issued to proactively address areas in which diversity in practice potentially could arise, as well as to reduce the cost and complexity of applying certain aspects of the guidance both at implementation and on an ongoing basis. The update guidance expands how 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. This update affects the guidance in ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which is not yet effective. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements for Topic 606. We are currently evaluating the impact of adopting this guidance on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation—Stock Compensation.” This ASU includes multiple provisions intended to simplify various aspects of the accounting for share-based payments. These areas include income tax consequences, classification of awards as either equity or a liability, and classification on the statement of cash flow. The effective date is for annual and interim periods beginning after December 15, 2016, with early adoption permitted. We elected to early adopt this ASU prospectively in the first quarter of 2016. Under the new guidance, we recognized a reduction in income tax expense of $0.1 million and $0.8 million for the three and nine months ended September 30, 2016, respectively. There were no excess tax benefits for the three and nine months ended September 30, 2015. In February 2016, the FASB issued ASU 2016-02 which addresses the recognition and measurement of leases. Under the new guidance, for all leases (with the exception of short-term leases), at the commencement date, lessees will be required to recognize a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. Further, the new lease guidance simplifies the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and liabilities, which no longer provides a source for off balance sheet financing. The effective date for this update is for the annual and interim periods beginning after December 15, 2018 with early adoption permitted. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. We are currently evaluating the impact of adopting this accounting standard on our consolidated financial statements. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. This ASU eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize a measurement-period adjustment during the period in which it determines the amount of the adjustment. The guidance is effective for public business entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. For all other entities, it is effective for fiscal years beginning after December 15, 2016. We have adopted this guidance, and it had no impact on our consolidated financial statements for the three and nine months ended September 30, 2016. 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 beginning after December 15, 2015 and for subsequent interim and annual periods thereafter. Early adoption is permitted. We believe that the effects, if any, of the adoption of this guidance will not have a material impact on our 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. We will complete our evaluation during the fourth quarter ending December 31, 2016; however, we currently do not anticipate adoption of this guidance to have a material impact on our consolidated financial statements.

Acquisition and Preliminary Purchase Accounting (Tables)

9 Months Ended

Sep. 30, 2016

Acquisition and Preliminary Purchase Accounting.

Schedule of calculation of the purchase consideration calculation


Purchase consideration calculation (dollars in thousands)	Silver Legacy		Circus Reno		Total
Cash consideration paid by ERI for MGM’s 50% equity interest and MGM’s member note	$	56,500	$	16,000	$	72,500
Fair value of ERI’s preexisting 50% equity interest		56,500		—		56,500
Settlement of Silver Legacy’s long-term debt (1)		87,854		—		87,854
Prepayment penalty(1)		1,831		—		1,831
Closing Silver Legacy and Circus Reno net working capital (2)		6,124		2,111		8,235
Reverse member note(3)		(6,107)		—		(6,107)
Deferred tax liability		2,769		—		2,769
Purchase consideration	$	205,471	$	18,111	$	223,582

(1)

(2)

(3)

Summary of the final purchase price allocation of the assets acquired and liabilities assumed at the Merger Date


	Silver Legacy		Circus Reno		Total
Current and other assets, net	$	21,625	$	2,115	$	23,740
Property and equipment		168,037		14,996		183,033
Intangible assets(1)		5,000		1,000		6,000
Other noncurrent assets		10,809		—		10,809
Net assets acquired	$	205,471	$	18,111	$	223,582

(1)

Intangible assets consist of trade names which are non-amortizable, and loyalty programs which are amortized over one year.

Schedule of unaudited pro forma financial results


	Three Months Ended		Nine Months Ended
	September 30, 2015		September 30, 2015
Net revenues	$	242,993	$	687,126
Net income		9,896		11,773
Net income per common share:
Basic	$	0.21	$	0.25
Diluted	$	0.21	$	0.25
Weighted shares outstanding:
Basic		46,550,042		46,550,042
Diluted		46,865,603		47,007,451

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2016

Stock-Based Compensation Abstract

Schedule of Share-based Compensation, Restricted Stock Units Award Activity


			Weighted-Average		Weighted-Average
	Equity		Grant Date		Remaining	Aggregate
	Awards		Fair Value		Contractual Life	Fair Value
					(in years)		(in millions)
Unvested outstanding as of December 31, 2015	827,383	(1)	$	4.09	2.12	$	3.4
Granted	412,233	(2)		10.81
Vested	(245,934)			5.63
Unvested outstanding as of September 30, 2016	993,682		$	6.49	1.67	$	6.5

(1)

Includes 475,409 of performance awards at 135% of target and 351,974 time-based awards at 100% of target all of which were granted in 2015. There were no RSU grants in 2014.

(2)

Includes 178,172 of performance awards at 100% of target and 234,061 time-based awards at 100% of target.

Schedule of Share-based Compensation, Stock Options, Activity


							Weighted-Average
		Range of			Weighted-Average		Remaining		Aggregate
	Options	Exercise Prices			Exercise Price		Contractual Life		Intrinsic Value
							(in years)		(in millions)
Outstanding and Exercisable as of December 31, 2014	398,200	$ 2.44	-	$16.27	$	7.88		4.54	$	0.2
Expired	(86,000)			$11.30	$	11.30
Outstanding and Exercisable as of December 31, 2015	312,200	$ 2.44	-	$16.27	$	6.94		3.47	$	1.3
Exercised	(132,900)	$ 2.44	-	$3.94	$	2.89
Outstanding and Exercisable as of September 30, 2016	179,300	$ 2.44	-	$16.27	$	9.94		2.72	$	0.7

Long-Term Debt (Tables)

9 Months Ended

Sep. 30, 2016

Debt Disclosure

Summary of long-term debt obligations


	September 30,		December 31,
	2016		2015
	(unaudited)
Senior Notes	$	375,000	$	375,000
Less: Unamortized debt issuance costs		(8,398)		(8,957)
Net		366,602		366,043

Term Loan		419,688		422,875
Less: Unamortized discount and debt issuance costs		(13,087)		(14,465)
Net		406,601		408,410

Revolving Credit Facility		19,000		93,500
Less: Unamortized debt issuance costs		(2,165)		(2,533)
Net		16,835		90,967

Capital leases		613		817
Less: Current portion		(4,539)		(4,524)
Total long-term debt	$	786,112	$	861,713

Schedule of redemption prices of notes


Year	Percentage
2018	105.250	%
2019	103.500	%
2020	101.750	%
2021 and thereafter	100.000	%

Fair Value of Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2016

Fair Value of Financial Instruments

Schedule of assets and liabilities measured at fair value on a recurring basis

The estimated fair values of the Company’s financial instruments are as follows (amounts in thousands):


	September 30, 2016				December 31, 2015
	Carrying		Fair		Carrying		Fair
	Amount		Value		Amount		Value
Financial assets:
Cash and cash equivalents	$	44,609	$	44,609	$	78,278	$	78,278
Restricted cash		2,395		2,395		5,271		5,271
Financial liabilities:
Senior Notes	$	366,602	$	395,625	$	366,043	$	367,500
Term Loan		406,601		424,430		408,410		419,796
Revolving Credit Facility		16,835		19,000		90,967		93,500
Acquisition-related contingent considerations		490		490		529		529

The following table represents the change in acquisition-related contingent consideration liabilities for the period December 31, 2015 to September 30, 2016:


Balance as of December 31, 2015	$	529
Amortization of present value discount(1)		52
Fair value adjustment for change in consideration expected to be paid(2)		(1)
Settlements		(90)
Balance as of September 30, 2016	$	490

(1)

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 included in general and administrative expense in the consolidated statements of operations.

Earnings per Share (Tables)

9 Months Ended

Sep. 30, 2016

Earnings per Share

Schedule of reconciliation of the numerators and denominators of the basic and diluted net income per share computations


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(unaudited)				(unaudited)
Net income available to common stockholders	$	9,682	$	5,399	$	23,842	$	4,030
Shares outstanding:
Weighted average shares outstanding - basic		47,193,120		46,516,614		47,106,706		46,509,369
Effect of dilutive securities:
Stock options		63,157		—		107,790		—
RSUs		578,367		246,975		523,096		111,590
Weighted average shares outstanding - diluted		47,834,644		46,763,589		47,737,592		46,620,959
Basic net income per common share	$	0.21	$	0.12	$	0.51	$	0.09
Diluted net income per common share	$	0.20	$	0.12	$	0.50	$	0.09

Segment Information (Tables)

9 Months Ended

Sep. 30, 2016

Segment Information

Schedule of operating data for reportable segments


	Three months ended				Nine months ended
	September 30,				September 30,
	2016		2015		2016		2015
	(in thousands, unaudited)
Revenues and expenses
Nevada:
Net operating revenues	$	89,676	$	29,002	$	246,608	$	79,961
Expenses, excluding depreciation and corporate		(69,218)		(23,236)		(196,242)		(66,756)
Gain (loss) on sale or disposal of property		12		(16)		(168)		(11)
Equity in income of unconsolidated affiliate		—		2,548		—		3,136
Depreciation		(4,864)		(1,959)		(15,373)		(5,833)
Operating income—Nevada	$	15,606	$	6,339	$	34,825	$	10,497
Louisiana:
Net operating revenues	$	33,984	$	34,651	$	100,514	$	103,919
Expenses, excluding depreciation and amortization		(25,308)		(27,012)		(75,935)		(81,217)
Gain on sale or disposal of property		—		64		50		63
Depreciation and amortization		(1,973)		(1,902)		(5,883)		(5,709)
Operating income—Louisiana	$	6,703	$	5,801	$	18,746	$	17,056
Eastern:
Net operating revenues	$	117,905	$	119,887	$	339,324	$	349,744
Expenses, excluding depreciation, amortization and corporate		(93,969)		(93,756)		(268,896)		(274,666)
Gain (loss) on sale or disposal of property		13		—		(671)		—
Depreciation and amortization		(8,847)		(9,979)		(25,990)		(30,611)
Operating income—Eastern	$	15,102	$	16,152	$	43,767	$	44,467
Corporate:
Corporate expenses	$	(4,426)	$	(3,652)	$	(15,684)	$	(11,713)
Acquisition charges		(4,750)		(380)		(5,326)		(717)
(Loss) gain on sale or disposal of property		—		(54)		49		(54)
Depreciation and amortization		(126)		(114)		(351)		(301)
Operating loss—Corporate	$	(9,302)	$	(4,200)	$	(21,312)	$	(12,785)
Total Reportable Segments
Net operating revenues	$	241,565	$	183,540	$	686,446	$	533,624
Expenses, excluding depreciation and amortization		(192,921)		(147,656)		(556,757)		(434,352)
Gain (loss) on sale or disposal of property		25		(6)		(740)		(2)
Equity in income of unconsolidated affiliate		—		2,548		—		3,136
Acquisition charges		(4,750)		(380)		(5,326)		(717)
Depreciation and amortization		(15,810)		(13,954)		(47,597)		(42,454)
Operating income—Total Reportable Segments	$	28,109	$	24,092	$	76,026	$	59,235
Reconciliations to Consolidated Net Income:
Operating Income—Total Reportable Segments	$	28,109	$	24,092	$	76,026	$	59,235
Unallocated income and expenses:
Interest expense		(12,589)		(14,482)		(38,375)		(48,946)
Loss on early retirement of debt		—		(1,790)		(155)		(1,790)
Provision for income taxes		(5,838)		(2,421)		(13,654)		(4,469)
Net income	$	9,682	$	5,399	$	23,842	$	4,030

Schedule of capital expenditures for reportable segments


	Nine Months Ended September 30,
	2016		2015
	(in thousands, unaudited)
Capital Expenditures
Nevada	$	12,270	$	3,212
Louisiana		4,026		2,491
Eastern (1)		16,278		18,216
Corporate		375		495
Total	$	32,949	$	24,414

(1)

Amounts are before any West Virginia capital expenditure reimbursements.

Summary of eliminating and reclassification entries


	As of		As of
	September 30,		December 31,
	2016		2015
	(unaudited)
	(in thousands)
Total Assets
Nevada	$	361,362	$	376,760
Louisiana		128,690		135,403
Eastern		848,463		883,344
Corporate		382,650		495,202
Eliminating entries (1)		(442,291)		(565,701)
Total	$	1,278,874	$	1,325,008

(1) Reflects the following eliminations for the periods indicated:

Intercompany receivables/payables, inclusive of allocated interest	$	284,744	$	406,325
Net investment in Silver Legacy/Circus Reno		88,314		88,314
Net investment in and advances to Silver Legacy		56,500		56,500
Net investment in and advances to Eldorado Shreveport		7,733		8,482
Net investment in MTR		5,000		5,000
Reclass deferred tax assets against deferred tax liabilities		—		1,080
	$	442,291	$	565,701

- Definition

The entire disclosure for any adjustments made during the period to avoid double counting in comprehensive income items displayed as part of net income that also had been displayed as part of other comprehensive income in that period or earlier periods. These adjustments include reclassifications to net income of items in accumulated comprehensive income, such as deferred gains or losses on qualifying hedges when hedged item reported in net income, holding gains or losses on available-for-sale securities transferred into trading category, unrealized holding gains or losses on debt securities transferred from held-to-maturity category into available-for-sale category and accumulated translation adjustment attributable to foreign subsidiary or investment in foreign entity upon sale or liquidation.

+ References + Details

Organization and Basis of Presentation (Details)				3 Months Ended		9 Months Ended
Organization and Basis of Presentation (Details)	Oct. 13, 2016 USD ($)	Sep. 19, 2016 USD ($) property shares	Aug. 22, 2016 USD ($)	Sep. 30, 2016 USD ($)	Sep. 30, 2015 USD ($)	Sep. 30, 2016 USD ($) segment location item	Sep. 30, 2015 USD ($)	Nov. 24, 2015	Nov. 23, 2015	Jul. 28, 1995	Jul. 26, 1995	Feb. 28, 1994
Organization and Basis of Presentation
Ownership percentage allowed to be acquired								50.00%
Number of geographical regions \| location						3
Number of reportable segments \| segment						3
Income tax benefit				$ 5,838,000	$ 2,421,000	$ 13,654,000	$ 4,469,000
Excess tax benefit				$ 100,000	$ 0	$ 800,000	$ 0
Silver Legacy Joint Venture
Organization and Basis of Presentation
Ownership interest (as a percent)				50.00%		50.00%				100.00%	48.10%
Isle of Capri Casino Hotel Lake Charles
Organization and Basis of Presentation
Aggregate sales consideration			$ 134,500,000
Lady Luck Casino Marquette
Organization and Basis of Presentation
Cash consideration received	$ 40,000,000
Merger Agreement
Organization and Basis of Presentation
Number of properties acquired \| property		12
Resorts \| Silver Legacy Joint Venture
Organization and Basis of Presentation
Ownership interest (as a percent)									48.10%
Resorts \| Merger Agreement
Organization and Basis of Presentation
Termination fee		$ 60,000,000
Eldorado Casino Shreveport Joint Venture
Organization and Basis of Presentation
Number of rooms in suite art deco-style hotel \| item						403
ELLC
Organization and Basis of Presentation
Ownership percentage allowed to be acquired								3.80%		3.80%
ELLC \| Silver Legacy Joint Venture
Organization and Basis of Presentation
Ownership percentage allowed to be acquired										50.00%
Ownership interest (as a percent)												50.00%
Isle Of Capri \| First Step Merger
Organization and Basis of Presentation
Adoption rate (as a percent)		66.00%
Isle Of Capri \| Merger Agreement
Organization and Basis of Presentation
Termination right extension (in days)		90 days
Election share price (in dollars per share)		$ 23.00
Election amount (in shares) \| shares		1.638
Cash election exchange rate (as a percent)		58.00%
Stock election exchange rate (as a percent)		42.00%
Termination fee		$ 30,000,000
JP Morgan Chase Bank, N.A \| Commitment Letter \| New Credit Facility
Organization and Basis of Presentation
Borrowing capacity		1,750,000,000
JP Morgan Chase Bank, N.A \| Commitment Letter \| New Term Loan
Organization and Basis of Presentation
Borrowing capacity		1,450,000,000
JP Morgan Chase Bank, N.A \| Commitment Letter \| New Revolving Credit Facility
Organization and Basis of Presentation
Borrowing capacity		300,000,000
JP Morgan Chase Bank, N.A \| Commitment Letter \| Senior Unsecured Notes
Organization and Basis of Presentation
Borrowing capacity		375,000,000
JP Morgan Chase Bank, N.A \| Commitment Letter \| Senior Unsecured Bridge Loan
Organization and Basis of Presentation
Borrowing capacity		$ 375,000,000

Acquisition and Preliminary Purchase Accounting (Details) $ in Thousands			3 Months Ended	9 Months Ended
	Nov. 24, 2015 USD ($)	Jul. 28, 1995 USD ($)	Sep. 30, 2016 USD ($)	Sep. 30, 2016 USD ($)	Dec. 31, 2015 USD ($)
Purchase Consideration Calculation Abstract
Purchase consideration				$ 72,500
Estimated fair values of the assets acquired and liabilities assumed
Current and other assets			$ 23,740	23,740
Property and equipment			183,033	183,033
Goodwill			66,826	66,826	$ 66,826
Intangible assets			6,000	6,000
Other noncurrent assets			10,809	10,809
Net assets acquired			223,582	223,582
Silver Legacy Joint Venture
Purchase Consideration Calculation Abstract
Purchase consideration		$ 3,600
Estimated fair values of the assets acquired and liabilities assumed
Current and other assets			21,625	21,625
Property and equipment			168,037	168,037
Intangible assets			5,000	5,000
Other noncurrent assets			10,809	10,809
Net assets acquired			205,471	$ 205,471
Silver Legacy Joint Venture \| Member notes
Purchase Consideration Calculation Abstract
Percentage of debt assumed				50
Estimated fair values of the assets acquired and liabilities assumed
Long-term debt			11,500	$ 11,500
Silver Legacy Joint Venture \| Short-term Debt
Estimated fair values of the assets acquired and liabilities assumed
Long-term debt			5,000	5,000
Silver Legacy Joint Venture \| Long-term Debt
Estimated fair values of the assets acquired and liabilities assumed
Long-term debt			75,500	75,500
Circus Reno
Estimated fair values of the assets acquired and liabilities assumed
Current and other assets			2,115	2,115
Property and equipment			14,996	14,996
Intangible assets			1,000	1,000
Net assets acquired			18,111	18,111
Resorts
Purchase Consideration Calculation Abstract
Cash consideration paid				72,500
Fair value of ERI’s preexisting 50% equity interest				56,500
Settlement of Silver Legacy’s long term debt (1)				87,854
Prepayment penalty (1)				1,831
Closing Silver Legacy and Circus Reno net working capital				8,235
Reverse member note (3)				(6,107)
Deferred tax liability				2,769
Purchase consideration				223,582
Decrease in property and equipment			$ 1,300
Estimated fair values of the assets acquired and liabilities assumed
Goodwill	$ 0
Resorts \| Silver Legacy Joint Venture
Purchase Consideration Calculation Abstract
Cash consideration paid				56,500
Fair value of ERI’s preexisting 50% equity interest				56,500
Settlement of Silver Legacy’s long term debt (1)				87,854
Prepayment penalty (1)				1,831
Closing Silver Legacy and Circus Reno net working capital				6,124
Reverse member note (3)				(6,107)
Deferred tax liability				2,769
Purchase consideration				205,471
Resorts \| Circus Reno
Purchase Consideration Calculation Abstract
Cash consideration paid				16,000
Closing Silver Legacy and Circus Reno net working capital				2,111
Purchase consideration				$ 18,111
Galleon \| Silver Legacy Joint Venture
Acquisition and purchase accounting
Ownership interest held by former members of subsidiary (as a percent)	50.00%
Loyalty program
Purchase Consideration Calculation Abstract
Amortization period				1 year

Investment in Unconsolidated Affiliates (Details) $ in Thousands		3 Months Ended	9 Months Ended
	Jul. 28, 1995 USD ($) shares	Sep. 30, 2015 USD ($)	Sep. 30, 2016 USD ($) a room	Sep. 30, 2015 USD ($)	Dec. 31, 2015 USD ($)	Nov. 24, 2015	Dec. 16, 2013 USD ($)	Jul. 26, 1995	Feb. 28, 1994
Investment in Unconsolidated Affiliates
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures			$ 1,286		$ 1,286
Ownership percentage allowed to be acquired						50.00%
Total consideration paid			$ 72,500
Equity in income (loss) of unconsolidated affiliate		$ 2,548		$ 3,136
Other Investors
Investment in Unconsolidated Affiliates
Variable Interest Entity, Ownership Percentage			42.10%
Number of Rooms and Suites Hotel will have \| room			118
Cash			$ 1,000
Land \| a			2.4
Estimated cost of hotel construction			$ 15,000
Silver Legacy Joint Venture
Investment in Unconsolidated Affiliates
Total consideration paid	$ 3,600
Silver Legacy Joint Venture
Investment in Unconsolidated Affiliates
Ownership interest (as a percent)	100.00%		50.00%					48.10%
Acquisition of non-controlling interest (in shares) \| shares	373,135
ELLC
Investment in Unconsolidated Affiliates
Ownership interest (as a percent)								96.20%
ELLC
Investment in Unconsolidated Affiliates
Ownership percentage allowed to be acquired	3.80%					3.80%
ELLC \| Silver Legacy Joint Venture
Investment in Unconsolidated Affiliates
Ownership interest (as a percent)									50.00%
Ownership percentage allowed to be acquired	50.00%
Silver Legacy Joint Venture
Investment in Unconsolidated Affiliates
Valuation of unconsolidated affiliate			$ 35,600
Equity in income (loss) of unconsolidated affiliate		2,500		3,100
Unaudited results of operations
Net revenues		38,028		97,665
Operating expenses		(29,953)		(82,850)
Operating income		8,075		14,815
Other expense		(2,801)		(8,319)
Net income (loss)		$ 5,274		$ 6,496
Silver Legacy Joint Venture \| New Silver Legacy Credit Facility
Investment in Unconsolidated Affiliates
New senior secured term loan facility							$ 90,500

Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended			9 Months Ended		12 Months Ended
	Jan. 22, 2016	Sep. 30, 2016	Mar. 31, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015	Dec. 31, 2014
Stock-based compensation expense					$ 2,749	$ 1,155
Common Stock, Shares, Issued		47,105,744			47,105,744		46,817,829
Common Stock, Shares, Outstanding		47,105,744			47,105,744		46,817,829
Common Stock
Authorized Common Stock		100,000,000			100,000,000		100,000,000
Par Value per share		$ 0.00001			$ 0.00001		$ 0.00001
Summary of Stock Option Activity
Proceeds from Stock Options Exercised					$ 1,005
Options
Exercised - in shares					(132,900)
Expired (in shares)							(86,000)
Range of Exercise Price
Lower end of exercise price					$ 2.44		$ 2.44	$ 2.44
Upper end of exercise price					16.27		16.27	16.27
Weighted-Average Exercise Price
Outstanding at the beginning of the period (in dollars per share)						$ 7.88	7.88
Exercised (in dollars per share)					2.89
Expired (in dollars per share)							11.30
Outstanding at the end of the period ( in dollars per share)		9.94			$ 9.94		$ 6.94
Outstanding at the end of the period (in dollars per share)								$ 7.88
Weighted- Average Remaining Contractual Life (in years)					2 years 8 months 19 days		3 years 5 months 19 days	4 years 6 months 15 days
Aggregate Intrinsic Value
Aggregate Intrinsic Value					$ 700		$ 1,300	$ 200
Summary of the RSU activity
Exercised - in shares					132,900
Forfeited							86,000
Weighted Average Grant Date Fair Value
Unvested outstanding as of beginning of period			$ 6.94		$ 6.94
Outstanding at the end of the period ( in dollars per share)		$ 9.94			$ 9.94		$ 6.94
Restricted stock units (RSUs)
Vesting Period					3 years
Fair Value	$ 10.77				$ 10.81
Recognition period of unrecognized compensation cost					1 year 8 months 1 day
Unrecognized Compensation Expense		$ 3,000			$ 3,000
Options
Outstanding at the beginning of the Period (in shares)			827,383		827,383
Granted (in shares)					412,233
Outstanding at the end of the Period (in shares)		993,682			993,682		827,383
Weighted-Average Exercise Price
Outstanding at the end of the period ( in dollars per share)		$ 6.49			$ 6.49		$ 4.09
Weighted- Average Remaining Contractual Life (in years)					1 year 8 months 1 day		2 years 1 month 13 days
Aggregate Intrinsic Value
Aggregate fair value					$ 6,500		$ 3,400
Summary of the RSU activity
Outstanding at the beginning of the Period (in shares)			827,383		827,383
Granted (in shares)					412,233
Vested					(245,934)
Outstanding at the end of the Period (in shares)		993,682			993,682		827,383
Weighted Average Grant Date Fair Value
Unvested outstanding as of beginning of period			$ 4.09		$ 4.09
Granted	$ 10.77				10.81
Vested					5.63
Outstanding at the end of the period ( in dollars per share)		$ 6.49			$ 6.49		$ 4.09
RSU And Performance Awards
Stock-based compensation expense		$ 700		$ 300	$ 2,700	$ 1,200
Stock options.
Vesting Period					3 years
Performance Awards
Options
Outstanding at the beginning of the Period (in shares)			475,409		475,409
Granted (in shares)					178,172
Outstanding at the end of the Period (in shares)							475,409
Summary of the RSU activity
Outstanding at the beginning of the Period (in shares)			475,409		475,409
Granted (in shares)					178,172
Outstanding at the end of the Period (in shares)							475,409
Percentage of target to be achieved to be eligible to receive performance awards					100.00%		135.00%
Time-based Awards
Options
Outstanding at the beginning of the Period (in shares)			351,974		351,974
Granted (in shares)					234,061
Outstanding at the end of the Period (in shares)							351,974
Summary of the RSU activity
Outstanding at the beginning of the Period (in shares)			351,974		351,974
Granted (in shares)					234,061
Outstanding at the end of the Period (in shares)							351,974
Percentage of target to be achieved to be eligible to receive time based awards					100.00%		100.00%
Granted
Options
Outstanding at the beginning of the Period (in shares)						398,200	398,200
Outstanding at the end of the Period (in shares)								398,200
Summary of the RSU activity
Outstanding at the beginning of the Period (in shares)						398,200	398,200
Outstanding at the end of the Period (in shares)								398,200
Exercised
Range of Exercise Price
Lower end of exercise price					$ 2.44
Upper end of exercise price					$ 3.94
Expired
Options
Outstanding at the beginning of the Period (in shares)			312,200		312,200
Outstanding at the end of the Period (in shares)							312,200
Range of Exercise Price
Upper end of exercise price							$ 11.30
Summary of the RSU activity
Outstanding at the beginning of the Period (in shares)			312,200		312,200
Outstanding at the end of the Period (in shares)							312,200
Outstanding as of the end
Options
Outstanding at the end of the Period (in shares)		179,300			179,300
Summary of the RSU activity
Outstanding at the end of the Period (in shares)		179,300			179,300
Ex Executive Officer
Severance Costs			$ 1,400
Ex Executive Officer \| Restricted stock units (RSUs)
Stock-based compensation expense			$ 500
Summary of the RSU activity
Vested			(167,511)
Minimum
Performance Awards
Performance Period					1 year
Minimum \| Plan 2015 Member
Payout range as a percent of award target					0.00%
Minimum \| Performance Awards
Vesting Period					1 year
Maximum
Performance Awards
Performance Period					2 years
Maximum \| Plan 2015 Member
Payout range as a percent of award target					200.00%
Maximum \| Performance Awards
Vesting Period					2 years
Executive Officer [Member] \| Restricted stock units (RSUs)
Granted (in shares)	367,519
Non Employee Board Member \| Restricted stock units (RSUs)
Granted (in shares)	34,920				9,794

Other and Intangible Assets, net (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Trade names and customer loyalty program
Goodwill	$ 66,826		$ 66,826		$ 66,826
Intangible assets, excluding goodwill- gross	499,574		499,574		499,574
Total goodwill and other intangible assets	488,421		488,421		492,033
Land held for development	906		906		906
Other	5,484		5,484		6,048
Total Other Assets, net	6,390		6,390		6,954
Non Operating Real Property	14,218		14,218		16,314
Gain on sale or disposition of property	25	$ (6)	(740)	$ (2)
Presque Isle Downs
Trade names and customer loyalty program
Proceeds from sale of land	2,100		2,100
Gain on sale or disposition of property	100		100
Trade name
Trade names and customer loyalty program
Intangible assets, excluding goodwill- gross	9,800		9,800		9,800
Accumulated Amortization	(3,897)		$ (3,897)		(2,462)
Finite-Lived Intangible Asset, Useful Life			3 years 6 months
Loyalty program
Trade names and customer loyalty program
Intangible assets, excluding goodwill- gross	7,700		$ 7,700		7,700
Accumulated Amortization	(7,256)		$ (7,256)		(5,079)
Finite-Lived Intangible Asset, Useful Life			1 year
Amortization expense	1,200	$ 1,500	$ 3,600	$ 5,000
Trade names and the customer loyalty program
Trade names and customer loyalty program
Remainder of 2016	900		900
2017	1,900		1,900
2018	400		400
Gaming licenses (Indefinite-lived)
Trade names and customer loyalty program
Intangible assets, excluding goodwill- gross	482,074		482,074		482,074
Intangible assets, excluding goodwill	461,500		461,500		$ 461,500
Gaming licenses (Indefinite-lived) \| Eldorado Shreveport
Trade names and customer loyalty program
Intangible assets, excluding goodwill	$ 20,600		$ 20,600

Long-Term Debt (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
Long-Term Debt (Details) - USD ($) $ in Thousands	Jul. 23, 2015	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015	Jul. 31, 2015
Long-term debt
Capital leases		$ 613		$ 613		$ 817
Less-Current portion		(4,539)		(4,539)		(4,524)
Long-term debt, noncurrent		786,112		786,112		861,713
Scheduled maturities of long-term debt in 2020		22,000		22,000
Scheduled maturities of long-term debt in 2022		395,300		395,300
Scheduled maturities of long-term debt in 2023		375,000		375,000
Debt issuance costs and discount							$ 26,300
Amortization of debt issuance costs and discount		900	$ 700	2,600	$ 700
Resorts Senior Secured Notes
Long-term debt
Amortization expense of deferred financing costs			$ 100		$ 500
Senior Notes
Long-term debt
Long-term debt, gross	$ 375,000
Interest rate (as a percent)	7.00%
Gain (loss) on retirement of debt				$ 2,000
Proceeds from Debt, Net	$ 50,000
Percentage of issue price of principal amount	100.00%
Year beginning August 1, 2018
Long-term debt
Redemption price (as a percent)				105.25%
Year beginning August 1, 2019
Long-term debt
Redemption price (as a percent)				103.50%
Year beginning August 1, 2020
Long-term debt
Redemption price (as a percent)				101.75%
Year beginning August 1, 2021 and thereafter
Long-term debt
Redemption price (as a percent)				100.00%
Prior to August 1, 2018 \| Notes
Long-term debt
Percentage of repurchase	100.00%
Percentage of issue price of principal amount	101.00%
Redemption price on notes redeemed (as a percent)	107.00%
Prior to August 1, 2018 \| Senior Notes
Long-term debt
Redemption price on notes redeemed (as a percent)				100.00%
Maximum \| Prior to August 1, 2018 \| Notes
Long-term debt
Redemption price (as a percent)	35.00%
New Revolving Credit Facility \| New Revolving Credit Facility
Long-term debt
Long-term debt, gross		19,000		$ 19,000		93,500
Less: Unamortized debt issuance costs		(2,165)		(2,165)		(2,533)
Long-term Debt.		16,835		16,835		90,967
New Term Loan \| New Term Loan
Long-term debt
Long-term debt, gross		419,688		419,688		422,875
Less: Unamortized discount and debt issuance costs		(13,087)		(13,087)		(14,465)
Long-term Debt.		406,601		406,601		408,410
Senior Notes \| Senior Notes
Long-term debt
Long-term debt, gross		375,000		375,000		375,000
Less: Unamortized debt issuance costs		(8,398)		(8,398)		(8,957)
Long-term Debt.		$ 366,602		$ 366,602		$ 366,043

Long-Term Debt - Resorts Secured Credit Facility - (Details) $ in Millions		9 Months Ended
	Jul. 23, 2015 USD ($)	Sep. 30, 2016 USD ($)
From January 1, 2016 to December 31, 2017 \| Maximum
Debt instruments
Leverage ratio	6.00
From January 1, 2018 and thereafter \| Maximum
Debt instruments
Leverage ratio	5.00
From January 1, 2016 through December 31, 2016 \| Minimum
Debt instruments
Leverage ratio	2.75
From January 1, 2017 and thereafter \| Minimum
Debt instruments
Leverage ratio	3.00
Senior Notes \| Minimum
Debt instruments
Notification period on or after August 1, 2018		30 days
Senior Notes \| Maximum
Debt instruments
Notification period on or after August 1, 2018		60 days
New Term Loan
Debt instruments
New senior secured term loan facility	$ 425.0
Term of debt	7 years
Amount outstanding		$ 419.7
Interest rate		4.25%
New Term Loan \| LIBOR
Debt instruments
Spread on variable rate (as a percent)	3.25%
Floor rate (as a percent)	1.00%
New Term Loan \| Base rate
Debt instruments
Spread on variable rate (as a percent)	2.25%
New Revolving Credit Facility
Debt instruments
New senior secured term loan facility	$ 150.0
Term of debt	5 years
Amount outstanding		$ 19.0
Available borrowing capacity		$ 131.0
Interest rate		4.17%
Commitment fee on unused portion of the credit facility		0.50%
New Revolving Credit Facility \| LIBOR \| Minimum
Debt instruments
Spread on variable rate (as a percent)	2.50%
New Revolving Credit Facility \| LIBOR \| Maximum
Debt instruments
Spread on variable rate (as a percent)	3.25%
New Revolving Credit Facility \| Base rate \| Minimum
Debt instruments
Spread on variable rate (as a percent)	1.50%
New Revolving Credit Facility \| Base rate \| Maximum
Debt instruments
Spread on variable rate (as a percent)	2.25%

Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Change in acquisition-related contingent consideration liabilities
Notes receivable	$ 1,286	$ 1,286
Carrying Amount
Financial assets:
Cash and cash equivalents	44,609	78,278
Restricted cash	2,395	5,271
Financial liabilities:
Acquisition-related contingent considerations	490	529
Fair Value
Financial assets:
Cash and cash equivalents	44,609	78,278
Restricted cash	2,395	5,271
Financial liabilities:
Acquisition-related contingent considerations	490	529
Acquisition-Related Contingent Considerations
Change in acquisition-related contingent consideration liabilities
Balance at the beginning of the period	529
Amortization of present value discount	52
Fair value adjustment for change in consideration expected to be paid (2)	(1)
Settlements	(90)
Balance at the end of the period	490
8.625% Resorts Senior Secured Notes \| Senior Notes \| Carrying Amount
Financial liabilities:
Long-term debt, total	366,602	366,043
8.625% Resorts Senior Secured Notes \| Senior Notes \| Fair Value
Financial liabilities:
Long-term debt, total	395,625	367,500
New Term Loan \| New Term Loan
Financial liabilities:
Long-term debt, total	406,601	408,410
New Term Loan \| New Term Loan \| Carrying Amount
Financial liabilities:
Long-term debt, total	406,601	408,410
New Term Loan \| New Term Loan \| Fair Value
Financial liabilities:
Long-term debt, total	424,430	419,796
New Revolving Credit Facility \| New Revolving Credit Facility
Financial liabilities:
Long-term debt, total	16,835	90,967
New Revolving Credit Facility \| New Revolving Credit Facility \| Carrying Amount
Financial liabilities:
Long-term debt, total	16,835	90,967
New Revolving Credit Facility \| New Revolving Credit Facility \| Fair Value
Financial liabilities:
Long-term debt, total	$ 19,000	$ 93,500

Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Net income (loss) available to common stockholders	$ 9,682	$ 5,399
Shares outstanding:
Weighted average shares outstanding - basic	47,193,120	46,516,614	47,106,706	46,509,369
Weighted average shares outstanding - diluted	47,834,644	46,763,589	47,737,592	46,620,959
Diluted (in shares)	47,834,644	46,763,589	47,737,592	46,620,959
Basic (in dollars per share)	$ 0.21	$ 0.12	$ 0.51	$ 0.09
Diluted (in dollars per share)	$ 0.20	$ 0.12	$ 0.50	$ 0.09
Stock options.
Shares outstanding:
Effect of dilutive securities	63,157		107,790
Restricted stock units (RSUs)
Shares outstanding:
Weighted average shares outstanding - diluted	47,834,644	46,763,589	47,737,592	46,620,959
Effect of dilutive securities	578,367	246,975	523,096	111,590,000
Diluted (in shares)	47,834,644	46,763,589	47,737,592	46,620,959

Commitments and Contingencies (Details) $ in Thousands	1 Months Ended		3 Months Ended		9 Months Ended		12 Months Ended
Commitments and Contingencies (Details) $ in Thousands	Oct. 31, 2005 USD ($) a	Oct. 31, 2004 a	Sep. 30, 2016 USD ($)	Sep. 30, 2015 USD ($)	Sep. 30, 2016 USD ($) item	Sep. 30, 2015 USD ($)	Dec. 31, 2015 USD ($)
Capital Lease
Capital Lease Obligations			$ 613		$ 613		$ 817
Operating Lease
GAIN ON SALE OR DISPOSAL OF PROPERTY			25	$ (6)	(740)	$ (2)
Environmental Remediation
Amount of Environmental Risk Insurance Policy purchased	$ 10,000
MTR Gaming
Regulatory Gaming Assessments
Estimated total obligation for assessments			4,100		4,100		4,300
Estimated total obligation residual amount, current and noncurrent					1,900		2,200
Obligations paid					300
MTR Gaming \| Initial funding by Pennsylvania General Fund
Regulatory Gaming Assessments
Estimated total obligation for assessments			1,900		1,900		$ 2,100
MTR Gaming \| Additional funding by Pennsylvania Property Tax Relief Reserve Fund
Regulatory Gaming Assessments
Estimated total proportionate share of assessment upon gaming facilities			4,100		$ 4,100
Period for quarterly payments of proportionate share of funding for assessments					10 years
Presque Isle Downs
Operating Lease
GAIN ON SALE OR DISPOSAL OF PROPERTY			100		$ 100
Environmental Remediation
Area of real property acquired (in acres) \| a		229
Scioto Downs
Operating Lease
Renewal Term					2 years
The borrowers
Regulatory Gaming Assessments
Borrowings to fund initial development of gaming			99,900		$ 99,900
The borrowers \| Initial funding by Pennsylvania General Fund
Regulatory Gaming Assessments
Borrowings to fund initial development of gaming			36,100		$ 36,100
Number of licensees operational after which repayment of borrowing from General Fund would commence \| item					14
The borrowers \| Additional funding by Pennsylvania Property Tax Relief Reserve Fund
Regulatory Gaming Assessments
Borrowings to fund initial development of gaming			$ 63,800		$ 63,800
GEIDC
Environmental Remediation
Area of real property sold (in acres) \| a	205

Segment Information (Details) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
Segment Information (Details) $ in Thousands	Sep. 30, 2016 USD ($)	Sep. 30, 2015 USD ($)	Sep. 30, 2016 USD ($) segment item	Sep. 30, 2015 USD ($)	Dec. 31, 2015 USD ($)
Segment information
Number of geographic regions \| item			3
Number of reportable segments \| segment			3
Revenues and expenses
Gain on sale or disposition of property	$ 25	$ (6)	$ (740)	$ (2)
Equity in net income (losses) of unconsolidated affiliate		2,548		3,136
ACQUISITION CHARGES	(4,750)	(380)	(5,326)	(717)
Other Cost of Operating Revenue	7,298	4,079	19,990	10,513
Depreciation and amortization	(15,810)	(13,954)	(47,597)	(42,454)
OPERATING INCOME	28,109	24,092	76,026	59,235
Reconciliations to Consolidated Net Income (Loss)
Operating Income	28,109	24,092	76,026	59,235
Unallocated income and expenses:
Interest expense, net	(12,589)	(14,482)	(38,375)	(48,946)
Gain on early retirement of debt, net		(1,790)	(155)	(1,790)
Provision for income taxes	(5,838)	(2,421)	(13,654)	(4,469)
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC.			23,842	4,030
Capital Expenditures			32,949	24,414
Total Assets	1,278,874		1,278,874		$ 1,325,008
Eliminations for the period
Intercompany receivables/payables	7,733		7,733		8,482
Reclass deferred tax assets against deferred tax liabilities			(12,432)	(3,206)
Net investment in and advances to other segment	1,286		1,286		1,286
Nevada
Unallocated income and expenses:
Total Assets	361,362		361,362		376,760
Louisiana
Unallocated income and expenses:
Total Assets	128,690		128,690		135,403
Eastern
Unallocated income and expenses:
Capital Expenditures			16,278	18,216
Total Assets	848,463		848,463		883,344
Eldorado Reno \| Nevada
Unallocated income and expenses:
Capital Expenditures			12,270	3,212
Eldorado Shreveport
Eliminations for the period
Reclass deferred tax assets against deferred tax liabilities					1,080
Eldorado Shreveport \| Louisiana
Unallocated income and expenses:
Capital Expenditures			4,026	2,491
MTR Gaming
Eliminations for the period
Net investment in and advances to other segment	88,314		88,314		88,314
Total Reportable Segments
Revenues and expenses
Revenue, Net	241,565	183,540	686,446	533,624
Expenses, excluding depreciation and amortization	(192,921)	(147,656)	(556,757)	(434,352)
Gain on sale or disposition of property	25	(6)	(740)	(2)
Equity in net income (losses) of unconsolidated affiliate		2,548		3,136
ACQUISITION CHARGES	(4,750)	(380)	(5,326)	(717)
Depreciation and amortization	(15,810)	(13,954)	(47,597)	(42,454)
OPERATING INCOME	28,109	24,092	76,026	59,235
Reconciliations to Consolidated Net Income (Loss)
Operating Income	28,109	24,092	76,026	59,235
Corporate
Unallocated income and expenses:
Capital Expenditures			375	495
Total Assets	382,650		382,650		495,202
Silver Legacy
Eliminations for the period
Net investment in and advances to other segment	5,000		5,000		5,000
Silver Legacy Circus Reno
Eliminations for the period
Net investment in and advances to other segment	56,500		56,500		56,500
Eldorado Resorts, Inc. Consolidated \| Corporate
Revenues and expenses
OPERATING INCOME	28,109	24,092	76,026	59,235
Reconciliations to Consolidated Net Income (Loss)
Operating Income	28,109	24,092	76,026	59,235
Unallocated income and expenses:
Interest expense, net	(12,589)	(14,482)	(38,375)	(48,946)
Gain on early retirement of debt, net		(1,790)	(155)	(1,790)
Provision for income taxes	(5,838)	(2,421)	(13,654)	(4,469)
NET INCOME (LOSS) ATTRIBUTABLE TO ERI, INC.	9,682	5,399	23,842	4,030
Operating segment \| Nevada \| Nevada
Revenues and expenses
Revenue, Net	89,676	29,002	246,608	79,961
Expenses, excluding depreciation and amortization	(69,218)	(23,236)	(196,242)	(66,756)
Gain on sale or disposition of property	12	(16)	(168)	(11)
Equity in net income (losses) of unconsolidated affiliate		2,548		3,136
Depreciation	(4,864)	(1,959)	(15,373)	(5,833)
OPERATING INCOME	15,606	6,339	34,825	10,497
Reconciliations to Consolidated Net Income (Loss)
Operating Income	15,606	6,339	34,825	10,497
Operating segment \| Eldorado Shreveport \| Louisiana
Revenues and expenses
Revenue, Net	33,984	34,651	100,514	103,919
Expenses, excluding depreciation and amortization	(25,308)	(27,012)	(75,935)	(81,217)
Gain on sale or disposition of property		64	50	63
Depreciation and amortization	(1,973)	(1,902)	(5,883)	(5,709)
OPERATING INCOME	6,703	5,801	18,746	17,056
Reconciliations to Consolidated Net Income (Loss)
Operating Income	6,703	5,801	18,746	17,056
Operating segment \| MTR Gaming \| Eastern
Revenues and expenses
Revenue, Net	117,905	119,887	339,324	349,744
Expenses, excluding depreciation and amortization	(93,969)	(93,756)	(268,896)	(274,666)
Gain on sale or disposition of property	13		(671)
Depreciation and amortization	(8,847)	(9,979)	(25,990)	(30,611)
OPERATING INCOME	15,102	16,152	43,767	44,467
Reconciliations to Consolidated Net Income (Loss)
Operating Income	15,102	16,152	43,767	44,467
Operating segment \| Corporate
Revenues and expenses
Corporate expenses	(4,426)	(3,652)	(15,684)	(11,713)
Gain on sale or disposition of property		(54)	49	(54)
ACQUISITION CHARGES	(4,750)	(380)	(5,326)	(717)
Depreciation and amortization	(126)	(114)	(351)	(301)
OPERATING INCOME	(9,302)	(4,200)	(21,312)	(12,785)
Reconciliations to Consolidated Net Income (Loss)
Operating Income	(9,302)	$ (4,200)	(21,312)	$ (12,785)
Eliminating entries
Unallocated income and expenses:
Total Assets	(442,291)		(442,291)		(565,701)
Eliminations for the period
Intercompany receivables/payables	$ 284,744		$ 284,744		$ 406,325

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2016
Income Taxes
Income Taxes	Note 6. Income Taxes Prior to the Merger Date, HoldCo was taxed as a partnership under the Internal Revenue Code pursuant to which income taxes were primarily the responsibility of the partners. On September 19, 2014, in connection with the Merger, the Company became a C corporation subject to federal and state corporate-level income taxes at prevailing corporate tax rates. The Company and its subsidiaries file US federal tax returns 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 2013. 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. For years prior to 2016, the income tax provision resulted in an effective tax rate that had an unusual relation to pretax income (loss). This was due to the federal and state valuation allowances on deferred tax assets as discussed below. For the three and nine months ended September 30, 2016, the difference between the effective rate and the statutory rate is attributed primarily to state and local income taxes less the benefit of the early adoption of ASU 2016-09 (Stock Compensation) and tax credits. For the three and nine months ended September 30, 2015, the difference between the effective rate and the statutory rate is attributed primarily to the federal and state valuation allowances on 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 provided for a full valuation allowance against substantially all of the 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 the Company's 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. For the three and nine months ended September 30, 2016, the Company’s tax expense was $5.8 million and $13.7 million, respectively. For the three and nine months ended September 30, 2015, the Company’s tax expense was $2.4 million and $4.5 million, respectively. As of September 30, 2016 and 2015, there were no unrecognized tax benefits and the Company does not expect a significant increase or decrease to the total amounts of unrecognized tax benefits within the next twelve months. In October 2016, the Company was notified by the Internal Revenue Service that our federal tax return for the year ended December 31, 2014 was selected for examination. We anticipate the examination will commence in late 2016 or early 2017.

Related Parties	9 Months Ended
Related Parties	Sep. 30, 2016
Related Parties
Related Parties	Note 11. Related Parties The Company owns the entire parcel on which Eldorado Reno is located, except for approximately 30,000 square feet which is leased from C. S. & Y. Associates, a general partnership of which Donald L. Carano is a general partner. Mr. Carano is also a major shareholder in the Company. As of September 30, 2016 and December 31, 2015, the Company’s payable to C. S. & Y Associates amounted to $0.2 million and $0.1 million, respectively, and is reflected on the accompanying balance sheets under “due to affiliates”. There were no payables to other related parties as of September 30, 2016 and December 31, 2015.

Related Parties (Details) $ in Thousands	3 Months Ended		9 Months Ended
Related Parties (Details) $ in Thousands	Sep. 30, 2016 USD ($) ft²	Sep. 30, 2015 USD ($)	Sep. 30, 2016 USD ($) ft²	Sep. 30, 2015 USD ($)	Dec. 31, 2015 USD ($)
Related parties
Wine Purchases	$ 21,046	$ 12,461	$ 61,557	$ 36,384
Other Revenue, Net	12,095	$ 6,165	33,994	$ 17,464
Payable to related parties	$ 0		$ 0		$ 0
C. S. & Y. Associates
Related parties
Area of real property leased \| ft²	30,000		30,000
Payable to related parties	$ 200		$ 200		$ 100

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2016	Dec. 31, 2015
CONSOLIDATED BALANCE SHEETS
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	47,105,744	46,817,829
Common stock, shares outstanding	47,105,744	46,817,829
Common stock, par value (in dollars per share)	$ 0.00001	$ 0.00001

Acquisition and Preliminary Purchase Accounting - Unaudited Pro Forma Information - (Details) - Resorts - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2015
Pro Forma Information
Net revenues	$ 242,993	$ 687,126
Net income	$ 9,896	$ 11,773
Net (loss) income per common share
Basic (in dollars per share)	$ 0.21	$ 0.25
Diluted (in dollars per share)	$ 0.21	$ 0.25
Weighted shares outstanding
Basic (in shares)	46,550,042	46,550,042
Diluted (in shares)	46,865,603	47,007,451

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Income Taxes
Income tax expense	$ 5,838	$ 2,421	$ 13,654	$ 4,469
Unrecognized Tax Benefits	$ 0	$ 0	$ 0	$ 0