Related Party Transactions

12 Months Ended

Dec. 31, 2012

Related Party Transactions [Abstract]

Related Party Transactions

Related Party Transactions

Related Party Transactions

The Company has entered into credit agreements with certain lenders including Deutsche Bank AG Cayman Islands Branch, which (a) owns approximately 25% of the units of Station Holdco, the owner of all of the Company's Non-Voting Units, (b) has the right to designate members that hold 38.6% of the units of Station Voteco, the owner of all of the Company's Voting Units, and (c) has the right to designate up to two individuals to serve on the Company's Board of Managers.

On June 17, 2011, the Company and certain of its affiliates entered into management agreements for substantially all of the Company's operations with subsidiaries of Fertitta Entertainment, which is controlled by affiliates of Frank J. Fertitta III, the Company's Chief Executive Officer and a member of its Board of Managers, and Lorenzo J. Fertitta, a member of its Board of Managers. Affiliates of Frank J. Fertitta III and Lorenzo J. Fertitta also own 58.1% of the units of Station Holdco and 61.4% of the units of Station Voteco. The management agreements have a term of 25 years and provide that subsidiaries of Fertitta Entertainment will receive an annual base management fee equal to 1% of gross revenues attributable to the managed properties and an annual incentive management fee equal to 5% of positive EBITDA (as defined in the agreements) for the managed properties. For the year ended December 31, 2012, the Company recognized management fee expense totaling $44.6 million pursuant to these agreements, of which $40.7 million was paid and the remaining $3.9 million is reflected in accrued expenses and other current liabilities on the Company's Consolidated Balance Sheet at December 31, 2012. During the Successor period ended December 31, 2011, the Company recognized management fee expense totaling $21.8 million pursuant to these agreements, of which $18.2 million was paid and the remaining $3.6 million is reflected in accrued expenses and other current liabilities on the Company's Consolidated Balance Sheet at December 31, 2011. In addition, the Company allocates the costs of certain shared services to Fertitta Entertainment, primarily costs related to occupancy of a portion of the Company's corporate office building and services provided by human resources and regulatory personnel. For the year ended December 31, 2012 and the Successor Period ended December 31, 2011, costs allocated to Fertitta Entertainment for shared services totaled $1.7 million and $0.8 million, respectively.

Fertitta Acquisitionsco LLC ("Acquisitionsco"), a subsidiary of Fertitta Interactive, pays fees and expenses to Fertitta Entertainment under a services agreement. For the period from April 30, 2012 through December 31, 2012, Acquisitionsco paid fees and expenses to Fertitta Entertainment totaling $1.2 million.

On November 16, 2012, the Company acquired a 50.1% ownership interest in Fertitta Interactive from entities controlled by Frank J. Fertitta III and Lorenzo J. Fertitta for cash consideration of $20.7 million.

The Company has entered into various other related party transactions, which consist primarily of lease payments related to ground leases at Boulder Station and Texas Station. The Company and STN Predecessor's lease payments related to these ground leases totaled approximately $6.7 million, $3.6 million, $3.1 million and $6.7 million for the year ended December 31, 2012, the Successor period June 17, 2011 through December 31, 2011, the Predecessor period January 1, 2011 through June 16, 2011 and the year ended December 31, 2010, respectively, which is included in selling, general and administrative expense in the Consolidated Statements of Operations. See Note 21 for additional information about these ground leases.

The Company purchases tickets to events held by Zuffa, LLC ("Zuffa") which is the parent company of the Ultimate Fighting Championship ("UFC") and is owned by Frank J. Fertitta III and Lorenzo J. Fertitta. For the year ended December 31, 2012, the Successor period June 17, 2011 through December 31, 2011, the Predecessor period January 1, 2011 through June 16, 2011 and the year ended December 31, 2010, the Company and Predecessors paid Zuffa approximately $0.4 million, $0.3 million, $0.3 million and $0.5 million, respectively, for ticket purchases to, and closed circuit viewing fees of, UFC events.

The Company previously managed Aliante Station in North Las Vegas, Nevada on under a five-year management agreement with ALST Casino Holdco, LLC ("ALST"), which acquired the property on November 1, 2011 pursuant to the reorganization of Aliante Gaming, LLC ("Aliante Gaming"). ALST elected to terminate the agreement early, and the Company provided management and transition services through November 1, 2012. Prior to ALST's acquisition of the property, STN Predecessor owned a 50% interest in Aliante Station. The management arrangement provided for a monthly base management fee equal to 1% of Aliante Station's gross revenues and an annual incentive management fee payable quarterly equal to 7.5% of the property's EBITDA up to and including $7.5 million and 10% of EBITDA in excess of $7.5 million. Fertitta Entertainment provided such management and transition services on behalf of the Company, and the Company paid all management fees received from Aliante Gaming to Fertitta Entertainment. These management fees totaled approximately $1.5 million and $0.9 million for the year ended December 31, 2012 and the Successor period ended December 31, 2011, respectively.