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Related Party Transactions
9 Months Ended
Sep. 30, 2014
Related Party Transactions [Abstract]  
Related Party Transactions
Related Party Transactions

On August 14, 2009, we issued an aggregate principal amount of $375 million of 11% Senior Secured Notes. On July 3, 2013 and August 2, 2013 we redeemed the outstanding aggregate principal amount of the 11% Senior Secured Notes with a portion of the proceeds from the incurrence of the First Lien Term Loans and Second Lien Term Loans. During the three months and nine months ended September 30, 2014, we paid Goldman Sachs approximately $0 and $674,000, respectively, in fees associated with the repricing of the First Lien Facilities. During the three and nine months ended September 30, 2013, we paid Goldman Sachs approximately $3.4 million in fees associated with the redemption of the 11% Senior Secured Notes and incurrence of the First Lien Facilities and Second Lien Term Loans.

In addition, during the three months and nine months ended September 30, 2014, we paid Goldman Sachs approximately $229,000 and $518,000, respectively in interest on the First Lien Term Loans and Second Lien Term Loans, compared to approximately $1.4 million during the three and nine months ended September 30, 2013. As of September 30, 2014, Goldman Sachs owned approximately $1.6 million of the First Lien Term Loans, $2.8 million of the Second Lien Term Loans and committed to provide up to $5 million of the Revolving Credit Facility. As of December 31, 2013, Goldman Sachs owned approximately $1.9 million of the First Lien Term Loans, $3.7 million of the Second Lien Term Loans and committed to provide up to $5 million of the Revolving Credit Facility. As of September 30, 2014 and December 31, 2013, there were no amounts due to Goldman Sachs.

On February 20, 2008, we entered into a consulting agreement with Highgate Hotels, L.P., or Highgate, pursuant to which Highgate provides asset management consulting services to us. Highgate owns a less than 5% membership interest in Holdings. The agreement was amended to reduce fees payable thereunder on June 25, 2009 and Highgate converted amounts due them from ACEP to contributed capital in Holdings. The consulting agreement expired on June 20, 2013.

Highgate was entitled to receive a $1.5 million per year base consulting fee for the periods through February 20, 2011 and a $1.0 million per year consulting fee for the periods after February 20, 2011, additional consulting fees up to $500,000 per year for periods after February 20, 2011 based on EBITDA results at the properties and development fees at 4% of the aggregate costs of any agreed upon development projects. We incurred Highgate fees of $0 for the three months ended September 30, 2014 and September 30, 2013. We incurred Highgate fees of approximately $0 and $500,000 for the nine months ended September 30, 2014 and September 30, 2013. As of September 30, 2014 and December 31, 2013, there were no amounts due to Highgate.

On June 16, 2008, we entered into an agreement with Travel Tripper LLC, or TTL, to utilize their technology for online hotel reservations. TTL is owned by an affiliate of Goldman Sachs (9%), an affiliate of Highgate (9%) and an employee of Highgate (40%). From June 16, 2008 to July 31, 2010, TTL was paid 4% of room revenues booked utilizing its system. As of August 1, 2010, the fee paid to TTL was reduced to 2%. As of December 4, 2012, we no longer use TTL’s services. We expensed fees of $0 for the three months ended September 30, 2014 and September 30, 2013. We expensed fees of approximately $0 and $8,000 for the nine months ended September 30, 2014 and September 30, 2013, respectively. As of September 30, 2014 and December 31, 2013, there were no amounts due to TTL.

The Realty Management Division of Goldman Sachs, formerly Archon Group, LP, provides various services to us such as environmental services and insurance brokers. We expensed fees of approximately $393,000 and $362,000 for the three months ended September 30, 2014 and September 30, 2013, respectively. We expensed fees of approximately $393,000 and $384,000 for the nine months ended September 30, 2014 and September 30, 2013, respectively. In addition, we provided construction management services to the division for hotels managed by them. We recorded revenues of $0 for the three months and nine months ended September 30, 2014, compared to approximately $140,000 and $333,000 for the three months and nine months ended September 30, 2013, respectively. As of September 30, 2014 and December 31, 2013, we owed the division $0. As of September 30, 2014 and December 31, 2013, the division owed us approximately $1,000 and $8,000, respectively.

On October 3, 2008, we entered into a participation agreement with Nor1, Inc., or Nor1, to utilize their technology to help sell perishable suite and room inventories. Nor1 gives the guest who books on-line the opportunity to book a non-guaranteed suite or upgraded rooms at a discounted rate if such is available at check-in. If the suite or upgraded room is awarded, Nor1 is paid 25% of the upgrade fee. Goldman Sachs owns less than 5% of Nor1. We expensed fees of approximately $6,000 and $7,000 for the three months ended September 30, 2014 and September 30, 2013, respectively. We expensed fees of approximately $18,000 and $21,000 for the nine months ended September 30, 2014 and September 30, 2013, respectively. As of September 30, 2014 and December 31, 2013, we owed Nor1 approximately $1,000.

We follow a related party transaction approval policy for reviewing related party transactions. These procedures are intended to ensure that transactions with related parties are fair to us and in our best interests. If a proposed transaction appears to or does involve a related party, the transaction is presented to our audit committee for review. The audit committee is authorized to retain and pay such independent advisors as it deems necessary to properly evaluate the proposed transaction, including, without limitation, outside legal counsel and financial advisors to determine the fair value of the transaction.