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COMMITMENTS AND CONTINGENCIES
3 Months Ended
Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES:
Slot Win and Free Promotional Slot Play Contributions
In May 1994, the Tribe and the State of Connecticut entered into a Memorandum of Understanding (“MOU”), which sets forth certain matters regarding implementation of the Mohegan Compact. The MOU stipulates that a portion of revenues from slot machines must be paid to the State of Connecticut (“Slot Win Contribution”). Slot Win Contribution payments are not required if the State of Connecticut legalizes any other gaming operation with slot machines, video facsimiles of games of chance or other commercial casino games within the state of Connecticut, except those consented to by the Tribe and the MPT. For each 12-month period commencing July 1, 1995, Slot Win Contribution payments shall be the lesser of: (1) 30% of gross revenues from slot machines or (2) the greater of (a) 25% of gross revenues from slot machines or (b) $80.0 million.
In September 2009, the Company entered into a settlement agreement with the State of Connecticut regarding contribution payments on the Company's free promotional slot play program. Under the terms of the settlement agreement, effective July 1, 2009, the State of Connecticut agreed that no value shall be attributed to free promotional slot plays utilized by patrons at Mohegan Sun for purposes of calculating monthly contribution payments, provided that the aggregate amount of free promotional slot plays during any month does not exceed a certain threshold of gross revenues from slot machines for such month. In the event free promotional slot plays granted by the Company exceed such threshold, contribution payments are required on such excess face amount of free promotional slot plays at the same rate as Slot Win Contribution payments, or 25%. The threshold before contribution payments on free promotional slot plays are required is currently 11% of gross revenues from slot machines.
The Company reflected expenses associated with the combined Slot Win Contribution and free promotional slot play contribution totaling $36.5 million and $37.0 million for the three months ended December 31, 2017 and 2016, respectively. As of December 31, 2017 and September 30, 2017, the combined outstanding Slot Win Contribution and free promotional slot play contribution totaled $12.5 million and $13.0 million, respectively, and were included in other current liabilities in the accompanying condensed consolidated balance sheets.
Pennsylvania Slot Machine Tax
Downs Racing holds a Category One slot machine license issued by the Pennsylvania Gaming Control Board (the “PGCB”) for the operation of slot machines at Mohegan Sun Pocono. This license permits Downs Racing to install and operate up to 3,000 slot machines at Mohegan Sun Pocono, expandable to up to a total of 5,000 slot machines upon request and approval of the PGCB.
The Pennsylvania Race Horse Development and Gaming Act stipulates that holders of Category One slot machine licenses must pay a portion of revenues from slot machines to the PGCB on a daily basis (“Pennsylvania Slot Machine Tax”), which included local share assessments to be paid to or for the support of the counties and municipalities hosting Mohegan Sun Pocono and assessments for the development and support of horse racing in the commonwealth of Pennsylvania. The Pennsylvania Slot Machine Tax, including assessments, has approximated 55% of gross revenues from slot machines. By statute, 2% of the Pennsylvania Slot Machine Tax was subject to a $10.0 million minimum annual threshold to ensure that the host cities and municipalities receive an annual minimum of $10.0 million in local share assessments. On September 28, 2016, the Pennsylvania Supreme Court declared this provision to be unconstitutional and imposed a deadline for legislative action which was subsequently extended to and expired on May 26, 2017. Downs Racing continued to pay local share assessments equal to the $10.0 million annual minimum to Plains Township under a memorandum of understanding. On October 30, 2017, the Governor of Pennsylvania signed into law Act 42 of 2017, which amends the Pennsylvania Race Horse Development and Gaming Act. Among other things, Act 42 of 2017 abolished the 2% or $10.0 million local share assessments and replaced it with a new $10.0 million slot machine operation fee. The new slot machine operation fee was effective for the 2017 calendar year, with credits for amounts paid towards the prior local share assessments. Effective January 1, 2018, Act 42 of 2017 also increased the effective Pennsylvania Slot Machine Tax by 1%. Downs Racing maintains a $1.5 million escrow deposit in the name of the Commonwealth of Pennsylvania for the Luzerne County portion of Pennsylvania Slot Machine Tax payments, which was included in other assets, net in the accompanying condensed consolidated balance sheets.
    
The Company reflected expenses associated with the Pennsylvania Slot Machine Tax totaling $27.2 million and $27.7 million for the three months ended December 31, 2017 and 2016, respectively. As of December 31, 2017 and September 30, 2017, outstanding Pennsylvania Slot Machine Tax payments totaled $7.5 million and $5.4 million, respectively, and were included in other current liabilities in the accompanying condensed consolidated balance sheets.

Pennsylvania Table Game Tax
In January 2010, the Commonwealth of Pennsylvania amended the Pennsylvania Race Horse Development and Gaming Act to allow slot machine operators in the commonwealth of Pennsylvania to obtain a table game operation certificate and operate certain table games, including poker. Under the amended law, holders of table game operation certificates must pay a portion of revenues from table games to the PGCB on a weekly basis (“Pennsylvania Table Game Tax”). The Pennsylvania Table Game Tax was 12%, plus 2% in local share assessments. Effective August 1, 2016, the Pennsylvania Table Game Tax was increased to 14%, plus the 2% local share assessments.
The Company reflected expenses associated with the Pennsylvania Table Game Tax totaling $1.6 million and $1.8 million for the three months ended December 31, 2017 and 2016, respectively. As of December 31, 2017 and September 30, 2017, outstanding Pennsylvania Table Game Tax payments totaled $125,000 and $100,000, respectively, and were included in other current liabilities in the accompanying condensed consolidated balance sheets.
Pennsylvania Regulatory Fee
Slot machine licensees in the commonwealth of Pennsylvania are required to reimburse state gaming regulatory agencies for various administrative and operating expenses (“Pennsylvania Regulatory Fee”). The Pennsylvania Regulatory Fee was 1.5% of gross revenues from slot machines and table games. Effective August 1, 2016, the Pennsylvania Regulatory Fee was increased to 1.7% of gross revenues from slot machines and table games.
The Company reflected expenses associated with the Pennsylvania Regulatory Fee totaling $1.3 million and $1.2 million for the three months ended December 31, 2017 and 2016, respectively. As of December 31, 2017 and September 30, 2017, outstanding Pennsylvania Regulatory Fee payments to the PGCB totaled $162,000 and $145,000, respectively, and were included in other current liabilities in the accompanying condensed consolidated balance sheets.
Pennsylvania Gaming Control Board Loans
The PGCB was initially granted $36.1 million in loans to fund start-up costs for gaming in the commonwealth of Pennsylvania, which are to be repaid by slot machine licensees (the "Initial Loans"). The PGCB was subsequently granted an additional $63.8 million in loans to fund ongoing gaming oversight costs, which are also to be repaid by slot machine licensees (the "Subsequent Loans").
In June 2011, the PGCB adopted a method of assessment of repayment for the Subsequent Loans pursuant to which repayment commenced on January 1, 2012 and will continue over a 10-year period in accordance with a formula based on a combination of a single fiscal year and cumulative gross revenues from slot machines for each operating slot machine licensee. The Company reflected expenses associated with this repayment schedule totaling $149,000 and $152,000 for the three months ended December 31, 2017 and 2016, respectively.
Pursuant to Act 42 of 2017, on December 1, 2017, the PGCB issued an administrative order establishing a repayment schedule for the Initial Loans. Under the repayment schedule, quarterly payments commenced in January 2018 and will continue through June 2019. Accordingly, in fiscal 2017, the Company recorded a $3.2 million charge for its portion of the Initial Loans. As of December 31, 2017 and September 30, 2017, the related liability was included in other current liabilities and other long-term liabilities in the accompanying condensed consolidated balance sheets.
Horsemen’s Agreement
Downs Racing and the Pennsylvania Harness Horsemen’s Association (the “PHHA”) are parties to an agreement that governs all live harness racing and simulcasting and account wagering at the Pennsylvania Facilities through December 31, 2018. As of December 31, 2017 and September 30, 2017, outstanding payments to the PHHA for purses earned by horsemen, but not yet paid, totaled $5.1 million and $4.9 million, respectively, and were included in other current liabilities in the accompanying condensed consolidated balance sheets.
Priority Distribution Agreement
In August 2001, the Company and the Tribe entered into an agreement (the “Priority Distribution Agreement”), which stipulates that the Company must make monthly payments to the Tribe to the extent of the Company's net cash flow as defined under the Priority Distribution Agreement. The Priority Distribution Agreement was amended as of December 31, 2014. As amended, the Priority Distribution Agreement, which has a perpetual term, limits the minimum aggregate priority distribution payments in each calendar year to $40.0 million. Payments under the Priority Distribution Agreement: (1) do not reduce the Company's obligations to reimburse the Tribe for governmental and administrative services provided by the Tribe or to make payments under any other agreements with the Tribe, (2) are limited obligations of the Company and are payable only to the extent of the Company's net cash flow as defined under the Priority Distribution Agreement and (3) are not secured by a lien or encumbrance on any of the Company's assets or properties.
The Company reflected payments associated with the Priority Distribution Agreement totaling $10.0 million for each of the three months ended December 31, 2017 and 2016.
Litigation and Legal Proceedings
On February 2, 2017, the Company was informed by a representative of the PGCB’s Office of Enforcement Counsel (the “OEC”) that the OEC was nearing completion of a review of possible operational control deficiencies at Mohegan Sun Pocono and, based on the OEC’s preliminary findings, the OEC anticipated that Mohegan Sun Pocono would be subject to disciplinary action, including a fine and undertakings to remediate the issues identified by the OEC. The operational control deficiencies related to, among other things, the Company's system of tracking and reporting the issuance of certain patron incentives such as free promotional slot play.
On February 14, 2017, the Company informed the OEC that, in connection with the Company’s ongoing review of Mohegan Sun Pocono’s operations, the Company terminated in January 2017 Mohegan Sun Pocono’s business relationship with ReferLocal, a marketing and advertising company with which Mohegan Sun Pocono did business since 2011 and in which the Company’s former President and Chief Executive Officer had a 5% equity interest, which equity interest had not previously been disclosed to the Company’s Management Board. On February 3, 2017, the Company received a letter from counsel to ReferLocal asserting, among other things, that ReferLocal had suffered damages in connection with the termination of this business relationship and may seek recovery of such damages from the Company and its former President and Chief Executive Officer. ReferLocal is not registered with the PGCB as a gaming service provider.
On September 26, 2017, the Company entered into two consent agreements with the PGCB. Under these agreements, the Company agreed to perform certain remediation measures relating to its operations at its Mohegan Sun Pocono facility, including retaining a Chief Compliance Officer and establishing a Compliance Committee, and paying fines totaling $1.0 million. One consent agreement covers fines and remediation for failures related to certain operational controls and the other agreement covers remediation and fines for failure to ensure licensure of gaming service providers, including ReferLocal, as required under Pennsylvania gaming regulations.
On December 13, 2017, upon the recommendation of the OEC, the PGCB approved each of the consent agreements mentioned in the previous paragraph. The Company paid the $1.0 million in fines on December 15, 2017. The Company believes that the approval of the consent agreements by the PGCB concludes the OEC’s current review of operational controls at the Mohegan Sun Pocono facility.
In addition, in connection with the Company’s MMCT project in East Windsor, Connecticut, the Tribe entered into an agreement to amend the Mohegan Compact and an agreement to amend the MOU with the State of Connecticut (the “State”), which were signed by the Governor of Connecticut on July 20, 2017 and submitted to the United States Secretary of the Interior (the “Secretary”) for approval or disapproval on or about August 2, 2017. The Secretary returned the amendments, along with substantially similar amendments submitted by MPT, by letter dated September 15, 2017, but did not approve or disapprove the amendments or publish notice of approval in the Federal Register. On November 29, 2017, the State, joined by the Tribe and MPT, filed suit in United States District Court for the District of Columbia to compel the Secretary to publish notice of approval. On December 22, 2017, the State, the Tribe and MPT filed a motion for summary judgment. On February 5, 2018, the federal defendants filed a motion for partial dismissal, seeking the dismissal of claims with regard to MPT, including any claims by the State or the Tribe related to MPT’s gaming procedures under federal law.
The Company is a defendant in various other claims and legal actions resulting from its normal course of business, primarily relating to personal injuries to patrons and damages to patrons' personal assets. The Company estimates litigation claims expense and accrues for such liabilities based upon historical experience. In management's opinion, the aggregate liability, if any, arising from such litigations will not have a material impact on the Company's financial position, results of operations or cash flows.