XML 21 R8.htm IDEA: XBRL DOCUMENT v3.20.4
ORGANIZATION
12 Months Ended
Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
ORGANIZATION ORGANIZATION:
Organization
The Mohegan Tribe of Indians of Connecticut (the “Mohegan Tribe”) established the Mohegan Tribal Gaming Authority in July 1995 with the exclusive authority to conduct and regulate gaming activities for the Mohegan Tribe on tribal lands and the non-exclusive authority to conduct such activities elsewhere. The Mohegan Tribe is a sovereign Indian nation with independent legal jurisdiction over its people and land. Like other sovereign governments, the Mohegan Tribe and its entities, including the Mohegan Tribal Gaming Authority, are generally not subject to federal, state or local income taxes. However, MGE Niagara Entertainment Inc. (“MGE Niagara”), a wholly-owned subsidiary, is subject to tax in Ontario, Canada, and certain non-tribal entities are subject to state or local income taxes in the United States.
    The Mohegan Tribal Gaming Authority d/b/a Mohegan Gaming & Entertainment (the “Company”) is primarily engaged in the ownership, operation and development of integrated entertainment facilities, both domestically and internationally. This ownership, operation and development includes the following: (i) ownership and operation of Mohegan Sun, a gaming and entertainment complex located on an approximately 196-acre site in Uncasville, Connecticut, (ii) ownership and operation of Mohegan Sun Pocono, a gaming and entertainment facility located on an approximately 400-acre site in Plains Township, Pennsylvania, (iii) operation of the Niagara Fallsview Casino Resort, Casino Niagara and the 5,000-seat Niagara Falls Entertainment Centre, all in Niagara Falls, Canada (collectively, the “MGE Niagara Resorts”), (iv) development and management of ilani Casino Resort in Clark County, Washington (the “Cowlitz Project”), and development rights to any future development at ilani Casino Resort, (v) management of Resorts Casino Hotel in Atlantic City, New Jersey and ownership of 10% of the casino’s holding company and its subsidiaries, including those conducting or licensing online gaming and retail sports wagering in New Jersey, (vi) management of Paragon Casino Resort in Marksville, Louisiana, (vii) development and construction of an integrated resort and casino project to be located adjacent to the Incheon International Airport in South Korea (“Project Inspire”), (viii) operation of the casino at Virgin Hotels Las Vegas in Las Vegas, Nevada (the “Mohegan Sun Casino at Virgin Hotels Las Vegas”), following the completion of planned renovations, and (ix) development and construction of an integrated resort and casino project to be located near Athens, Greece (“INSPIRE Athens”).
Impact of the COVID-19 Pandemic and Company Response
In March 2020, the World Health Organization declared the outbreak of COVID-19 a global pandemic and the United States federal government declared it a national emergency. The spread of COVID-19 has affected most segments of the global economy, including the Company’s operations. On March 18, 2020, the Company announced the temporary suspension of operations at its North American owned, operated and managed properties to ensure the health and safety of its employees, guests and the surrounding communities in which the Company operates, consistent with directives from various government bodies. Following these closures, we reopened our properties as follows: (i) Paragon Casino Resort on May 20, 2020, (ii) ilani Casino Resort on May 28, 2020, (iii) Mohegan Sun on June 1, 2020, (iv) Mohegan Sun Pocono on June 22, 2020 and (v) Resorts Casino Hotel on July 2, 2020. On December 11, 2020, Mohegan Sun Pocono was again temporarily closed due to the current resurgence of COVID-19. As of the date of the filing of this Annual Report on Form 10-K, Mohegan Sun Pocono and the MGE Niagara Resorts remain temporarily closed. Like other integrated resort operators, these business disruptions have had a material adverse impact on the Company’s financial condition, results of operations and cash flows.
The Company cannot predict when its remaining closed properties will be able to reopen or the conditions upon which additional reopenings may occur, and while the Company's reopened properties have experienced some level of continued business disruption, the Company expects that these disruptions will gradually dissipate, and remains confident in its ability to mitigate the impact of any such disruption through expense management. The impact of COVID-19 on the Company's operations through the date of the filing of this Annual Report on Form 10-K has been significant, though the full extent of its impact will depend on future developments, which are highly uncertain and cannot be predicted with confidence, such as the duration of COVID-19 or the extent of the current resurgence of COVID-19, the manner in which the Company’s guests, suppliers and other third parties respond to COVID-19, including the perception of safety and health measures taken by the Company, new information which may emerge concerning the severity of COVID-19 and the actions to contain or treat it, as well as general economic conditions and consumer confidence. Accordingly, the Company cannot reasonably estimate the extent to which COVID-19 will further impact its future financial condition, results of operations and cash flows.    
In response to COVID-19, the Company completed a series of transactions to ensure maximum financial flexibility, including (i) on March 13, 2020, it drew the remaining balance of its senior secured revolving credit facility, in the amount of
approximately $125 million and (ii) on August 28, 2020, it entered into an amendment to its senior secured credit facilities which, among other things, waived non-compliance with certain of its financial covenants through June 30, 2020 and modified the financial covenants applicable to periods subsequent to June 30, 2020 (refer to Note 11).
In March 2020, the Company also took various actions to reduce costs in an effort to mitigate the operating and financial impact of COVID-19, including (i) furloughing approximately 98% of its workforce immediately following the closure of its properties for the period of such closure, (ii) enacting meaningful compensation reductions to its remaining property and corporate personnel, including executive leadership, during the closure period, (iii) obtaining relief from certain threshold payments otherwise due to the Ontario Lottery and Gaming Corporation (the “OLG”) for the duration of the closure of the MGE Niagara Resorts, to be followed by a phased-in approach to such payments thereafter, (iv) obtaining a three month forbearance of gaming tax payments due to Connecticut and Pennsylvania, (v) deferring rental payments due under certain of MGE Niagara's lease agreements and (vi) executing other substantial reductions in operating expenses, capital expenditures and overall costs. In addition, in November 2020, the Company implemented a reduced hours initiative in an effort to align staffing levels with a recent reduction in business volumes.
The Company could experience other potential adverse impacts as a result of COVID-19, including, but not limited to, charges from further adjustments to the carrying value of its intangible assets, as well as other long-lived asset impairment charges. Actual results may differ materially from the Company’s current estimates as the scope of COVID-19 evolves, depending largely, but not exclusively, on the duration and extent of the Company’s business disruptions.
In accordance with Accounting Standards Update (“ASU”) No. 2014-15, Presentation of Financial Statements- Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, substantial doubt about an entity’s ability to continue as a going concern exists when conditions and events, considered in the aggregate, indicate that it is probable that the entity will be unable to meet its obligations as they become due within one year after the date that the entity’s financial statements are issued. In this connection, the Company notes that certain tranches of its senior secured credit facilities mature on October 13, 2021. The Company has determined that it will need to refinance these near-term maturities in order to meet the debt obligations at maturity, and expects that without such a refinancing it is probable that it will not have sufficient liquidity to meet those debt obligations, and it may not be able to satisfy its financial covenants under the senior secured credit facilities (refer to Note 11). These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the accompanying consolidated financial statements are issued. If the Company is not able to refinance its near-term maturities, the Company would need to seek additional sources of liquidity and/or obtain waivers or amendments under the senior secured credit facilities. However, it can provide no assurance that it will be successful in these pursuits. If the Company is unable to obtain such liquidity and/or waivers or amendments, it would be in default under the senior secured credit facilities, which may result in cross-defaults under its other outstanding indebtedness. If such defaults or cross-defaults were to occur, it would allow the Company's lenders to exercise their rights and remedies as defined under their respective agreements, including their right to accelerate the repayment of outstanding indebtedness. If such acceleration were to occur, the Company can provide no assurance that it would be able to obtain the financing necessary to repay such accelerated indebtedness.

As discussed above, the Company’s operations were adversely impacted by COVID-19. It was the first time that the Company completely suspended its operations for any period of time or opened to the public in a limited capacity. The Company has undertaken several proactive measures to ensure maximum financial flexibility and to mitigate the operating and financial impact of COVID-19. However, there is continued uncertainty surrounding the evolving nature of COVID-19 and its impact on the Company’s operations. As a result, the Company is unable to predict its future operating results with reasonable certainty. If the Company is unable to (i) execute its business plan, (ii) sufficiently offset declines in revenues with appropriate cost reductions or (iii) execute certain cost containment initiatives, it may not have sufficient liquidity to meet distributions to the Mohegan Tribe, capital expenditures and working capital requirements.
The accompanying consolidated financial statements do not include any adjustments that may result from the outcome of this uncertainty. Accordingly, the accompanying consolidated financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business.