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Intangible Assets, Net and Other Long Term Assets
3 Months Ended
Mar. 31, 2019
Other And Intangible Assets Net Disclosure [Abstract]  
Intangible Assets, Net and Other Long Term Assets

 

Note 8. Intangible Assets, net and Other Long-Term Assets

Other and intangible assets, net, include the following amounts (in thousands):

 

 

 

March 31,

 

 

December 31,

 

 

 

 

 

 

2019

 

 

2018

 

 

 

Useful Life

Goodwill

 

$

 

1,008,316

 

 

$

 

1,008,316

 

 

 

Indefinite

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gaming licenses

 

$

 

1,090,682

 

 

$

 

1,090,682

 

 

 

Indefinite

Trade names

 

 

 

187,929

 

 

 

 

187,929

 

 

 

Indefinite

Player loyalty programs

 

 

 

105,005

 

 

 

 

105,005

 

 

 

3 - 4 years

Subtotal

 

 

 

1,383,616

 

 

 

 

1,383,616

 

 

 

 

Accumulated amortization player loyalty programs

 

 

 

(29,252

)

 

 

 

(21,610

)

 

 

 

Total gaming licenses and other intangible assets, net

 

$

 

1,354,364

 

 

$

 

1,362,006

 

 

 

 

 

Gaming licenses represent intangible assets 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. These gaming license rights are not subject to amortization as the Company has determined that they have indefinite useful lives.

 

Amortization expense with respect to player loyalty programs for the three months ended March 31, 2019 and 2018 totaled $7.6 million and $1.6 million, respectively, which is included in depreciation and amortization in the Consolidated Statements of Income. Such amortization expense is expected to be $23.0 million for the remainder of 2019 and $27.4 million, $21.2 million and $4.2 million for the years ended December 31, 2020, 2021 and 2022, respectively.

 

Goodwill represents the excess of the purchase prices of acquiring MTR Gaming, Isle, Elgin and Tropicana over the fair market value of the net assets acquired. In conjunction with the classification of Vicksburg’s operations as assets held for sale at March 31, 2018 (see Note 5) as a result of the announced sale to CDI, an impairment charge totaling $9.8 million was recorded due to the carrying value exceeding the estimated net sales proceeds. The impairment reduced the value of goodwill in the South segment in 2018.

Other Assets, Net 

Other assets, net, include the following amounts (in thousands):

 

 

 

March 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

CRDA bonds and deposits, net

 

$

 

6,403

 

 

$

 

6,694

 

Unamortized debt issuance costs - Revolving

   Credit Facility

 

 

 

8,992

 

 

 

 

9,533

 

Non-operating real property

 

 

 

16,852

 

 

 

 

17,880

 

Long-term prepaid rent

 

 

 

164

 

 

 

 

20,198

 

Restricted cash and investments

 

 

 

39,556

 

 

 

 

15,064

 

ROU assets (see Note 2)

 

 

 

282,363

 

 

 

 

 

Other

 

 

 

12,158

 

 

 

 

14,077

 

Total other assets, net

 

$

 

366,488

 

 

$

 

83,446

 

 

The CRDA bonds have various contractual maturities that range up to 40 years. Actual maturities may differ from contractual maturities because of prepayment rights. The Company treats CRDA bonds as held-to-maturity since the Company has the ability and the intent to hold these bonds to maturity and under the CRDA, the Company is not permitted to do otherwise. After the initial determination of fair value, the Company analyzes the CRDA bonds for recoverability on a quarterly basis based on management's historical collection experience and other information received from the CRDA. If indications exist that the CRDA bond is impaired, additional valuation allowances are recorded.

 

Non-operating real property consists principally of land and undeveloped properties for which the Company has designated as non-operating and has declared its intent to sell such assets. As a result of a pending sale offer for certain non-operating real property located in Pennsylvania, the Company recognized an impairment charge of $1.0 million for the three months ended March 31, 2019.

 

Approximately ten acres of the approximately 20 acres on which Tropicana Evansville is situated is subject to a lease with the City of Evansville, Indiana. Under the terms of the agreement, a pre-payment of lease rent in the amount of $25 million was due at the commencement of the construction project. The prepayments will be applied against future rent in equal monthly amounts over a period of 120 months which commenced upon the opening of the property in January 2018.  The current term of the lease expires November 30, 2027. Upon adoption of the new lease accounting guidance this pre-payment of rent is included with the Company’s ROU assets and no longer included in long-term prepaid rent.

 

In November 2018, we entered into a 20-year agreement with TSG pursuant to which we agreed to provide TSG with options to obtain access to our second skin for online sports wagering and third skin for real money online gaming and poker, in each case with respect to our properties in the United States. Under the terms of the agreement, we will receive a revenue share from the operation of the applicable verticals by TSG under our licenses. Pursuant to the terms of the TSG agreement, we received 1.1 million TSG common shares, and we may receive an additional $5.0 million in TSG common shares upon the exercise of the first option by TSG. We may also receive additional TSG common shares in the future based on TSG net gaming revenue generated in our markets. The initial 1.1 million shares are subject to a restriction on transfer and may not be sold until November 2019.

At March 31, 2019, the fair value of the Company’s shares of TSG totaled $17.3 million net of a liability to William Hill PLC of $8.7 million, and is recorded in restricted cash and investments on the Consolidated Balance Sheet. Upon the closing of TSG, the Company also recorded deferred revenue associated with the shares received and recognized revenue of $0.4 million during the three months ended March 31, 2019. As of March 31, 2019, the balance of the TSG deferred revenue totaled $18.2 million and is recorded in other long term liabilities on the Consolidated Balance Sheet.

In September 2018, we entered into a 25-year agreement, which became effective January 2019, with William Hill pursuant to which we received 13.4 million ordinary shares of William Hill PLC which carry certain time restrictions on when they can be sold. As of March 31, 2019, the fair value of the William Hill PLC shares totaled $24.4 million, net of an unrealized loss of $2.8 million, and is included in other assets, net on the Consolidated Balance Sheet.