# Full House Resorts Inc: Form 10-Q for the period ended Sep 30, 2024

- Company: [Full House Resorts Inc](/companies/fll.md) (CIK 891482)
- Form: 10-Q
- Filed: 2024-11-07
- Accepted by EDGAR: Nov 6, 2024, 19:11 ET
- Period: 2024-09-30
- Accession: 0000891482-24-000043
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/891482/000089148224000043/fll-20240930x10q.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/891482/000089148224000043/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2024-09-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2024-07-01 to 2024-09-30 | $75.7m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Revenue | 9 months, 2024-01-01 to 2024-09-30 | $219.1m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Selling, general and administrative | 3 months, 2024-07-01 to 2024-09-30 | $26.7m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Selling, general and administrative | 9 months, 2024-01-01 to 2024-09-30 | $77.0m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Operating income | 3 months, 2024-07-01 to 2024-09-30 | $2.4m | us-gaap:OperatingIncomeLoss |
| Operating income | 9 months, 2024-01-01 to 2024-09-30 | $4.2m | us-gaap:OperatingIncomeLoss |
| Income tax | 3 months, 2024-07-01 to 2024-09-30 | −$126.0k | us-gaap:IncomeTaxExpenseBenefit |
| Income tax | 9 months, 2024-01-01 to 2024-09-30 | $211.0k | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2024-07-01 to 2024-09-30 | −$8.5m | us-gaap:NetIncomeLoss |
| Net income | 9 months, 2024-01-01 to 2024-09-30 | −$28.4m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2024-07-01 to 2024-09-30 | −$0.24 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 9 months, 2024-01-01 to 2024-09-30 | −$0.82 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2024-07-01 to 2024-09-30 | −$0.24 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 9 months, 2024-01-01 to 2024-09-30 | −$0.82 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2024-07-01 to 2024-09-30 | 34,944,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 9 months, 2024-01-01 to 2024-09-30 | 34,749,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 9 months, 2024-01-01 to 2024-09-30 | −$993.0k | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 9 months, 2024-01-01 to 2024-09-30 | $44.6m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Cash and equivalents | at 2024-09-30 | $25.9m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2024-09-30 | $48.2m | us-gaap:AssetsCurrent |
| Total assets | at 2024-09-30 | $668.7m | us-gaap:Assets |
| Current liabilities | at 2024-09-30 | $55.4m | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2024-09-30 | $616.9m | us-gaap:Liabilities |
| Long-term debt | at 2024-09-30 | $467.4m | us-gaap:LongTermDebtNoncurrent |
| Shareholders' equity | at 2024-09-30 | $51.8m | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 61,606 characters.

This management’s discussion and analysis of financial condition and results of operations contains forward-looking statements that involve risks and uncertainties. Please see “*Forward-Looking Statements”* for a discussion of the uncertainties, risks and assumptions that may cause our actual results to differ materially from those discussed in the forward-looking statements. This discussion should be read in conjunction with our historical financial statements and related notes thereto and the other disclosures contained elsewhere in this Quarterly Report on Form 10-Q, and the audited consolidated financial statements and notes for the fiscal year ended December 31, 2023, which were included in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on March 15, 2024. The results of operations for the periods reflected herein are not necessarily indicative of results that may be expected for future periods. Full House Resorts, Inc., together with its subsidiaries, may be referred to as “Full House,” the “Company,” “we,” “our” or “us,” except where stated or the context otherwise indicates.

### Executive Overview

Our primary business is the ownership and/or operation of casino and related hospitality and entertainment facilities, which includes offering, among other amenities, casino gambling, hotel accommodations, dining, golf, RV camping, sports betting, entertainment and retail outlets.

The following table identifies our segments, along with properties and their locations:

|  |  |  |
| --- | --- | --- |
| ​ | ​ | ​ |
| **Segments and Properties** | ​ | **Locations** |
| **Midwest & South** | ​ | **​** |
| American Place\* | ​ | Waukegan, IL (northern suburb of Chicago) |
| Silver Slipper Casino and Hotel (“Silver Slipper”) |  | Hancock County, MS (near New Orleans) |
| Rising Star Casino Resort (“Rising Star”) |  | Rising Sun, IN (near Cincinnati) |
| **West** | ​ | **​** |
| Bronco Billy’s Casino (“Bronco Billy’s”) and Chamonix Casino Hotel (“Chamonix”)\* |  | Cripple Creek, CO (near Colorado Springs) |
| Grand Lodge Casino (“Grand Lodge”), leased and part of the Hyatt Regency Lake Tahoe Resort, Spa and Casino |  | Incline Village, NV (North Shore of Lake Tahoe) |
| Stockman’s Casino (“Stockman’s”), held for sale starting August 2024 |  | Fallon, NV (one hour east of Reno) |
| **Contracted Sports Wagering** | ​ | ​ |
| One active sports wagering website (“skin”), plus two others that are currently idle | ​ | Colorado |
| One active sports wagering website (“skin”), plus two others that are currently idle | ​ | Indiana |
| One active sports wagering website (“skin”), commenced in August 2023 | ​ | Illinois |

\* The temporary American Place facility and Chamonix opened on February 17 and December 27, 2023, respectively.

We currently operate seven casinos: six on real estate that we own or lease and one located within a hotel owned by a third party. Additionally, we benefit from seven permitted sports wagering skins – three in Colorado, three in Indiana, and one in Illinois.

In February 2023, we opened our temporary American Place facility, which we are permitted to operate until August 2027. We have begun the design work for the permanent gaming resort facility that we plan to build on adjoining land. In August 2024, we entered into an agreement to sell Stockman’s to a privately owned company. In October 2024, we completed the phased opening of Chamonix, our newest property located adjacent to our existing Bronco Billy’s Casino.

Our financial results are dependent upon the number of patrons that we attract to our properties and the amounts those guests spend per visit. While we provide credit at some of our casinos where permitted by gaming regulations, most of our revenues are cash-based, through customers wagering with cash or paying for non-gaming services with cash or credit cards. Our revenues are primarily derived from slot machines, but also include other gaming activities, including table games, keno and sports betting. In addition, we derive a significant amount of revenue from our hotels and our food and beverage outlets. We also derive revenues from our golf course and ferry boat service at Rising Star, our RV parks owned at Rising Star and managed at Silver Slipper, and retail outlets and entertainment. We often provide hotel rooms, food and beverages, entertainment, ferry usage, and golf privileges to customers on a complimentary basis; the value of such services is included as revenue in those categories, offset by contra-revenue in the casino revenue category. As a result, the casino revenues in our financial statements reflect patron gaming wins and losses, reduced by the retail value of complimentary services, the value of free play provided to customers, the value of points earned by casino customers that can be redeemed for services or free play, and adjustments for certain progressive jackpots offered by the Company.

We set minimum and maximum betting limits for our slot machines and table games based on market conditions, customer demand and other factors. Our gaming revenues are derived from a broad base of guests that includes both high- and low-stakes players. At Silver Slipper, our sports book operations are in partnership with a company specializing in race and sports betting. At Rising Star, Bronco Billy’s, and American Place, we have contracted with other companies to operate our online sports wagering skins under their own brands in exchange for a percentage of revenues, as defined, subject to annual minimum amounts; the same company also operates our on-site sports book at American Place. Our operating results may also be affected by, among other things, overall economic conditions affecting the disposable income of our guests, weather conditions affecting access to our properties, achieving and maintaining cost efficiencies, taxation and other regulatory changes, and competitive factors, including but not limited to, additions and improvements to the competitive supply of gaming facilities, as well as pandemics and similar widespread health emergencies.

We may experience significant fluctuations in our quarterly operating results due to seasonality, variations in gaming hold percentages, and other factors. Consequently, our operating results for any quarter, especially contrasted with different seasonal quarters, are not necessarily comparable. Results for any particular quarter or year may not be indicative of future periods’ results.

Our market environment is highly competitive and capital-intensive. Nevertheless, there are significant restrictions and barriers to entry vis-à-vis opening new casinos in most of the markets in which we operate. We rely on the ability of our properties to generate operating cash flow to pay interest, repay debt, and fund maintenance and certain growth-related capital expenditures. We continuously focus on improving the operating margins of our existing properties through a combination of revenue growth and expense management. We also assess growth and development opportunities, which include capital investments at our existing properties, the development of new properties, and the acquisition of existing properties.

#### Recent Developments

***Stockman’s Sale.*** On August 28, 2024, we entered into an agreement with privately-owned Clarity Game Propco LLC (“Propco”) and Clarity Game Opco LLC (“Opco” and together with Propco, “Clarity”) to sell Stockman’s for total gross proceeds of $9.2 million, plus certain expected working capital adjustments at closing. The sale was designed to be completed in two phases: the sale of Stockman’s real property for $7.0 million to Propco, which closed on September 27, 2024; and the sale of certain remaining operating assets and related liabilities for $2.2 million (excluding any expected positive adjustments for working capital) to Opco, upon the receipt of customary gaming approvals.

To accommodate Clarity while it seeks its gaming approvals, we will temporarily continue to operate Stockman’s under the West segment while leasing back the real property. Upon the second closing that is expected to occur in early 2025, we will transfer all operations of Stockman’s to Opco and the leaseback will terminate. During the third quarter of 2024, we recognized a $2.0 million gain from the sale of Stockman’s real property to operating income, net of $0.7 million in transaction costs.

***Chamonix Casino Hotel.*** Designed to integrate with our adjacent Bronco Billy’s Casino, Chamonix is the only luxury casino hotel located near the Colorado Springs metropolitan area. On December 27, 2023, we began its phased opening, starting with the casino, meeting space, and approximately one-third of its 300 guestrooms. The remainder of Chamonix’s guestrooms came online gradually during the first quarter. Our high-end steakhouse, 980 Prime, began welcoming its first guests in April 2024, while our rooftop pool and portions of our spa opened in late-May 2024. We completed the opening of Chamonix in the fourth quarter of 2024 with the jewelry store and the rest of the spa.

***American Place.*** In February 2023, we opened our temporary American Place facility in Waukegan, Illinois, which we are permitted to operate until August 2027. American Place currently includes approximately 940 slot machines, 48 table games, a fine-dining restaurant, two additional restaurants, a center bar and a sportsbook. We have begun design work for the permanent American Place facility, which is expected to include a world-class casino, state-of-the-art sportsbook, premium boutique hotel comprised of 20 luxurious villas, and various food and beverage outlets.

***Grand Lodge Casino Lease Extension through December 2034.*** In July 2024, our lease with the owner of the Hyatt Lake Tahoe to operate the Grand Lodge Casino was amended to further extend the current term through December 31, 2034. The current annual rent of $2.0 million will increase nominally in 2025, followed by annual increases of 2% for the remainder of this extended term. In the event of a significant renovation, the lessor may terminate the lease early with six months’ notice. Similar to previous lease arrangements, the lessor also has an option to purchase our leasehold interest and related operating assets of the Grand Lodge Casino at any time prior to lease expiration, subject to assumption of applicable liabilities. The option price is an amount equal to Grand Lodge Casino’s positive working capital, plus its earnings before interest, income taxes, depreciation and amortization (“EBITDA”) for the 12-month period preceding the acquisition (or pro-rated if less than 12 months remain on the lease), plus the fair market value of Grand Lodge Casino’s personal property.

***Contracted Sports Wagering Amendments and Settlements.*** In July 2024, we amended two contracted sports wagering agreements, resulting in the collection of a total of $2.1 million. Specifically, these amendments settled overdue payments owed to our subsidiaries in Colorado and Indiana, reduced certain future annual amounts due to us under the agreements, and now requires such annual fees to be paid in advance of each annual term.

### Key Performance Indicators

We use several key performance indicators to evaluate the operations of our properties. These key operating measures are presented as supplemental disclosures because management uses these measures to better understand period-over-period fluctuations in our casino and hotel operating revenues. These key performance indicators include the following and are disclosed in our discussions, where applicable, for certain jurisdictions on segment performance:

#### Gaming revenue indicators:

Slot coin-in is the gross dollar amount wagered in slot machines and table game drop is the total amount of cash or credit exchanged into chips at table games for use by our customers. Slot coin-in and table game drop are indicators of volume, and are monitored on a consolidated basis in relation to slot and table game win. Such metrics can be influenced by marketing activity and are not necessarily indicative of profitability trends.

Slot win is the difference between customer wagers and customer winnings on slot machines. Table game hold is the difference between the amount of money or markers exchanged into chips and customer winnings paid. Slot win and table game hold percentages represent the relationship between slot win and coin-in and table game win and drop. Both the slot win and table game hold percentages are monitored on a consolidated basis in our evaluation of Company performance.

#### Room revenue indicators:

Hotel occupancy rate is an indicator of the utilization of our available rooms. Complimentary room sales, or the retail value of accommodations gratuitously furnished to customers, are included in the calculation of the hotel occupancy rate.

#### Adjusted EBITDA, Adjusted Segment EBITDA, Adjusted Segment EBITDA Margin and Adjusted Property EBITDA:

Management uses Adjusted EBITDA as a measure of our performance. For a description of Adjusted EBITDA, see “Non-GAAP Financial Measure.” We utilize Adjusted Segment EBITDA, a financial measure in accordance with generally accepted accounting principles in the United States of America (“GAAP”), as the measure of segment profitability in assessing performance and allocating resources at the reportable segment level. For information regarding our operating segments, see Note 9. In addition, we use Adjusted Segment EBITDA Margin, which is calculated by dividing Adjusted Segment EBITDA by the segment’s total revenues.

Same-store Adjusted Segment EBITDA is Adjusted Segment EBITDA further adjusted to exclude the Adjusted Property EBITDA of properties that have not been in operation for a full year. Adjusted Property EBITDA is defined as earnings before interest and other non-operating income (expense), taxes, depreciation and amortization, preopening expenses, impairment charges, asset write-offs, recoveries, gain (loss) from asset sales and disposals, project development and acquisition costs, non-cash share-based compensation expense, and corporate-related costs and expenses that are not allocated to each property.

### Results of Operations

#### Consolidated operating results

The following tables summarize our consolidated operating results for the three and nine months ended September 30, 2024 and 2023:

*(In thousands)*

| ​ ​ ​ | ​ ​ ​ | ​ ​ Three Months Ended September 30, 2024 | ​ | ​ ​ 2023 | ​ ​ ​ ​ ​ ​ ​ Increase / (Decrease) | ​ ​ ​ | ​ ​ Nine Months Ended September 30, 2024 | ​ | ​ ​ 2023 | ​ ​ ​ ​ ​ ​ ​ Increase / (Decrease) |
| --- | --- | ---: | --- | ---: | ---: | --- | ---: | --- | ---: | ---: |
| Revenues | ​ | $75,687 | ​ | $71,543 | 5.8% | ​ | $219,103 | ​ | $181,031 | 21.0% |
| Operating expenses | ​ | 73,238 | ​ | 61,186 | 19.7% | ​ | 214,945 | ​ | 177,066 | 21.4% |
| Operating income | ​ | 2,449 | ​ | 10,357 | (76.4)% | ​ | 4,158 | ​ | 3,965 | 4.9% |
| Interest and other non-operating expenses, net | ​ | 11,047 | ​ | 5,838 | 89.2% | ​ | 32,320 | ​ | 15,935 | 102.8% |
| Income tax (benefit) provision | ​ | (126) | ​ | (74) | 70.3% | ​ | 211 | ​ | 452 | (53.3)% |
| Net (loss) income | ​ | $(8,472) | ​ | $4,593 | (284.5)% | ​ | $(28,373) | ​ | $(12,422) | 128.4% |

*(In thousands)*

| ​ ​ ​ Casino revenues | ​ ​ ​ ​ | ​ ​ Three Months Ended September 30, 2024 ​ ​ | ​ ​ | ​ ​ 2023 ​ ​ | ​ ​ ​ ​ | ​ ​ ​ ​ Increase (Decrease) ​ ​ | ​ ​ ​ ​ | ​ ​ Nine Months Ended September 30, 2024 ​ ​ | ​ ​ | ​ ​ 2023 ​ ​ | ​ ​ ​ ​ | ​ ​ ​ ​ Increase (Decrease) ​ ​ |
| --- | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: |
| Slots | ​ | $47,007 | ​ | $41,215 |  | 14.1% | ​ | $135,609 | ​ | $110,764 |  | 22.4% |
| Table games | ​ | 8,997 | ​ | 8,898 |  | 1.1% | ​ | 26,539 | ​ | 20,497 |  | 29.5% |
| Other | ​ | 112 | ​ | 127 |  | (11.8)% | ​ | 326 | ​ | 325 |  | 0.3% |
| ​ | ​ | 56,116 | ​ | 50,240 |  | 11.7% | ​ | 162,474 | ​ | 131,586 |  | 23.5% |
| ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| **Non-casino revenues, net** | ​ |  | ​ |  |  | ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Food and beverage | ​ | 11,100 | ​ | 9,086 |  | 22.2% | ​ | 31,272 | ​ | 25,419 |  | 23.0% |
| Hotel | ​ | 4,693 | ​ | 2,560 |  | 83.3% | ​ | 11,287 | ​ | 7,052 |  | 60.1% |
| Other | ​ | 3,778 | ​ | 9,657 |  | (60.9)% | ​ | 14,070 | ​ | 16,974 |  | (17.1)% |
| ​ | ​ | 19,571 | ​ | 21,303 |  | (8.1)% | ​ | 56,629 | ​ | 49,445 |  | 14.5% |
| **Total revenues** | ​ | $75,687 | ​ | $71,543 |  | 5.8% | ​ | $219,103 | ​ | $181,031 |  | 21.0% |

*(In thousands)*

| ​ ​ ​ ​ | ​ ​ ​ Three Months Ended September 30, 2024 ​ ​ ​ | ​ ​ ​ | ​ ​ ​ 2023 ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ Increase / (Decrease) ​ ​ | ​ ​ ​ ​ | ​ ​ ​ Nine Months Ended September 30, 2024 ​ ​ ​ | ​ ​ ​ | ​ ​ ​ 2023 ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ Increase / (Decrease) ​ ​ |
| --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: |
| Slot coin-in | $802,072 ​ | ​ | $727,889 ​ | ​ | 10.2% | ​ | $2,302,698 ​ | ​ | $1,932,114 ​ | ​ | 19.2% |
| Slot win(1) | $62,201 ​ | ​ | $52,713 ​ | ​ | 18.0% | ​ | $174,610 ​ | ​ | $142,384 ​ | ​ | 22.6% |
| Slot hold percentage(2) | ​ 7.8% | ​ | ​ 7.2% | ​ | 0.6 pts | ​ | ​ 7.6% | ​ | ​ 7.4% | ​ | 0.2 pts |
| Table game drop | $55,733 ​ | ​ | $47,621 ​ | ​ | 17.0% | ​ | $150,472 ​ | ​ | $113,330 ​ | ​ | 32.8% |
| Table game win(1) | $9,185 ​ | ​ | $8,998 ​ | ​ | 2.1% | ​ | $27,038 ​ | ​ | $20,711 ​ | ​ | 30.5% |
| Table game hold percentage(2) | ​ 16.5% | ​ | ​ 18.9% | ​ | (2.4) pts | ​ | ​ 18.0% | ​ | ​ 18.3% | ​ | (0.3) pts |

(1) Does not reflect reductions in casino revenues from “discretionary comps” (see Note 2 for more information on our customer loyalty programs).

(2) The three-year averages for slot hold percentage and table game hold percentage were 7.4% and 18.1%, respectively. A significant portion of our results in the recent quarters reflect the opening of two new casinos. Their win percentages may differ from historical averages.

The following discussion is based on our condensed consolidated financial statements for the three and nine months ended September 30, 2024 and 2023.

**Revenues.** Consolidated total revenues increased by 5.8% (or $4.1 million) and 21.0% (or $38.1 million) for the respective three and nine months ended September 30, 2024, compared to the prior-year periods. This was primarily due to a full nine months of operations in 2024 at American Place, which opened on February 17, 2023. Revenues during the 2024 periods also benefited from the phased opening of Chamonix, which began operations on December 27, 2023.

For more information, see “*Supplemental Information – Same-store Operating Results.”*

**Operating Expenses.** Consolidated operating expenses increased by 19.7% (or $12.1 million) and 21.4% (or $37.9 million) for the three and nine months ended September 30, 2024, compared to the prior-year periods. These increases were primarily due to the commencement of operations at American Place in February 2023 and Chamonix in December 2023 and resulted in increased casino, food and beverage, hotel, selling, general and administrative and depreciation expenses. For American Place, these expenses included a $4.4 million increase in selling, general and administrative costs for the nine months ended September 30, 2024, compared to the prior-year period. For Chamonix, these expenses included a $7.2 million increase in selling, general and administrative costs, as well as a $10.8 million increase in depreciation and amortization for the nine months ended September 30, 2024, compared to the prior-year period.

See further information within our reportable segments described below.

### Interest and Other Non-Operating Expenses.

#### Interest Expense

Interest expense, net, consists of the following:

*(In thousands)*

| ​ ​ ​ | ​ ​ ​ | ​ ​ Three Months Ended September 30, 2024 | ​ | ​ ​ 2023 | ​ ​ ​ | ​ ​ Nine Months Ended September 30, 2024 | ​ | ​ ​ 2023 |
| --- | --- | ---: | --- | ---: | --- | ---: | --- | ---: |
| Interest expense (excluding bond fee amortization and discounts/premiums) | ​ | $10,585 | ​ | $10,436 | ​ | $31,461 | ​ | $29,518 |
| Amortization of debt issuance costs and discounts/premiums | ​ | 751 | ​ | 751 | ​ | 2,236 | ​ | 2,042 |
| Capitalized interest | ​ | (136) | ​ | (4,522) | ​ | (697) | ​ | (12,092) |
| Interest income and other | ​ | ​ (153) | ​ | ​ (798) | ​ | ​ (680) | ​ | ​ (3,149) |
| ​ | ​ | $11,047 | ​ | $5,867 | ​ | $32,320 | ​ | $16,319 |

The increases in net interest expense for the three and nine months ended September 30, 2024 were primarily due to reductions in capitalized interest, as construction of the temporary American Place facility and Chamonix was largely complete during the 2024 periods. Additionally, as we invested cash into the construction of both projects, our cash balances were lower during the 2024 period, resulting in reduced interest income. Further, we issued $40.0 million of Additional Notes in February 2023, so the prior-year period reflects only a partial quarter of the related interest expense.

#### Other Non-Operating Expenses, Net

For the three and nine months ended September 30, 2024, we had no other non-operating expense. For the three months ended September 30, 2023, we had other non-operating income of $29,000, consisting of net settlement proceeds from a sports wagering contract that ended in May 2022. For the nine months ended September 30, 2023, we had other non-operating income of $0.4 million, consisting primarily of insurance settlement proceeds from hurricane damage at Silver Slipper in 2020.

**Income Tax Expense.** We recognized an income tax benefit of $0.1 million and an income tax provision of $0.2 million for the respective three and nine months ended September 30, 2024, which resulted in effective income tax rates of 1.5% and (0.7%), respectively. For the three and nine months ended September 30, 2023, we recognized an income tax benefit of $74,000 and an income tax provision of $0.5 million, which resulted in effective income tax rates of (1.6%) and (3.8%), respectively. The changes in the effective income tax rates were primarily due to the effects of tax amortization on indefinite-lived intangibles in 2024, as well as changes in valuation allowances.

While we paid $0.5 million in state income taxes to Illinois during the current year related to our prior-year results, we are unable to determine if we would pay any state income taxes or receive any state tax refunds related to our 2024 results until year-end. However, we do not expect to pay any federal income taxes or receive any federal tax refunds related to our 2024 results. As we have incurred losses in prior periods, we anticipate any current-year taxable income will be offset by tax carryforwards from prior years. We continue to evaluate, on a quarterly basis, the ability to realize our deferred tax assets and the need for a valuation allowance. The valuation allowance, and the potential reversal of such allowance, have no bearing on the taxes actually paid by the Company.

#### Operating Results – Reportable Segments

We manage our casinos based primarily on geographic regions within the United States and type of income. For more information, please refer to our earlier discussion within “Executive Overview” above.

The following table presents detail by segment of our consolidated revenues and Adjusted EBITDA; see “Non-GAAP Financial Measure” for additional information. Additionally, management uses Adjusted Segment EBITDA as the measure of segment profitability in accordance with GAAP.

*(In thousands)*

| ​ ​ ​ Revenues | ​ ​ ​ ​ | ​ ​ ​ Three Months Ended September 30, 2024 ​ ​ ​ | ​ ​ ​ ​ ​ 2023 ​ ​ ​ | ​ ​ ​ Increase / (Decrease) ​ ​ | ​ ​ ​ ​ | ​ ​ ​ Nine Months Ended September 30, 2024 ​ ​ ​ | ​ ​ ​ ​ ​ 2023 ​ ​ ​ | ​ ​ ​ ​ Increase / (Decrease) ​ ​ |
| --- | --- | ---: | ---: | ---: | --- | ---: | ---: | ---: |
| Midwest & South |  | $54,510 ​ | $52,553 | 3.7% | ​ | $164,599 ​ | $143,267 | 14.9% |
| West |  | 19,387 ​ | 11,085 | 74.9% | ​ | 47,571 ​ | 27,297 | 74.3% |
| Contracted Sports Wagering | ​ | ​ 1,790 ​ | ​ 7,905 ​ | (77.4)% | ​ | ​ 6,933 ​ | ​ 10,467 ​ | (33.8)% |
| ​ |  | $75,687 ​ | $71,543 | 5.8% | ​ | $219,103 ​ | $181,031 | 21.0% |
| **Adjusted Segment EBITDA and Adjusted EBITDA** | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ |
| Midwest & South |  | $10,249 ​ | $11,750 | (12.8)% | ​ | $35,206 ​ | $31,830 | 10.6% |
| West |  | 1,198 ​ | 2,308 | (48.1)% | ​ | 1,928 ​ | 2,538 | (24.0)% |
| Contracted Sports Wagering | ​ | ​ 2,037 ​ | ​ 7,852 ​ | (74.1)% | ​ | ​ 6,549 ​ | ​ 10,373 ​ | (36.9)% |
| Adjusted Segment EBITDA |  | 13,484 ​ | 21,910 | (38.5)% | ​ | 43,683 ​ | 44,741 | (2.4)% |
| Corporate |  | (1,742) ​ | (1,280) | 36.1% | ​ | (5,391) ​ | (3,479) | 55.0% |
| Adjusted EBITDA |  | $11,742 ​ | $20,630 | (43.1)% | ​ | $38,292 ​ | $41,262 | (7.2)% |
| ​ | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ |
| **Adjusted Segment EBITDA Margin** | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ |
| Midwest & South | ​ | ​ 18.8% | ​ 22.4% | (3.6) pts | ​ | ​ 21.4% | ​ 22.2% | (0.8) pts |
| West | ​ | ​ 6.2% | ​ 20.8% | (14.6) pts | ​ | ​ 4.1% | ​ 9.3% | (5.2) pts |
| Contracted Sports Wagering | ​ | ​ 113.8% | ​ 99.3% | 14.5 pts | ​ | ​ 94.5% | ​ 99.1% | (4.6) pts |

#### Supplemental Information – Same-store Operating Results

The following table presents the financial results of our Midwest & South operations on a same-store basis for the three and nine months ended September 30, 2024 and 2023 for revenues and Adjusted Segment EBITDA; see “Non-GAAP Financial Measure” for additional information.

Same-store operations exclude results of new and acquired operating segments that have not operated for longer than a year, starting from the date of commencement or acquisition through the end of the reporting period. Accordingly, for Midwest & South, we have excluded the results of American Place for periods subsequent to its commencement of operations.

*(In thousands)*

| ​ ​ ​ | ​ ​ ​ | ​ ​ ​ Three Months Ended September 30, 2024 | ​ ​ ​ ​ ​ 2023 | ​ ​ ​ Increase / (Decrease) | ​ ​ ​ | ​ ​ ​ Nine Months Ended September 30, 2024 | ​ ​ ​ ​ ​ 2023 | ​ ​ ​ ​ Increase / (Decrease) |
| --- | --- | ---: | ---: | ---: | --- | ---: | ---: | ---: |
| Midwest & South same-store total revenues(1) | ​ | $26,385 ​ | $28,663 ​ | (7.9)% | ​ | $83,422 ​ | $88,629 ​ | (5.9)% |
| American Place |  | 28,125 ​ | 23,890 | 17.7% | ​ | 81,177 ​ | 54,638 | 48.6% |
| Midwest & South total revenues |  | $54,510 ​ | $52,553 | 3.7% | ​ | $164,599 ​ | $143,267 | 14.9% |
| **​** | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ |
| Midwest & South same-store Adjusted Segment EBITDA(1) | ​ | $2,543 ​ | $4,966 ​ | (48.8)% | ​ | $12,533 ​ | $17,341 ​ | (27.7)% |
| American Place |  | 7,706 ​ | 6,784 | 13.6% | ​ | 22,673 ​ | 14,489 | 56.5% |
| Midwest & South Adjusted Segment EBITDA |  | $10,249 ​ | $11,750 | (12.8)% | ​ | $35,206 ​ | $31,830 | 10.6% |
| ​ | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ |
| Midwest & South same-store Adjusted Segment EBITDA margin(1) | ​ | ​ 9.6% | ​ 17.3% | (7.7) pts | ​ | ​ 15.0% | ​ 19.6% | (4.6) pts |
| American Place | ​ | ​ 27.4% | ​ 28.4% | (1.0) pts | ​ | ​ 27.9% | ​ 26.5% | 1.4 pts |
| Midwest & South Adjusted Segment EBITDA margin | ​ | ​ 18.8% | ​ 22.4% | (3.6) pts | ​ | ​ 21.4% | ​ 22.2% | (0.8) pts |

(1) Same-store operations exclude results from American Place, which opened on February 17, 2023.

The following table presents the financial results of our Contracted Sports Wagering operations on a same-store basis for the three and nine months ended September 30, 2024 and 2023 for revenues and Adjusted Segment EBITDA; see “Non-GAAP Financial Measure” for additional information.

Same-store operations exclude results of new and acquired operating segments that have not operated for longer than a year, starting from the date of commencement or acquisition through the end of the reporting period. Accordingly, for Contracted Sports Wagering, we have excluded the results in Illinois for periods subsequent to its contractual commencement of revenue payments.

*(In thousands)*

| ​ ​ ​ | ​ ​ ​ ​ | ​ ​ ​ Three Months Ended September 30, 2024 | ​ ​ ​ ​ ​ 2023 | ​ ​ ​ Increase / (Decrease) | ​ ​ ​ | ​ ​ ​ Nine Months Ended September 30, 2024 | ​ ​ ​ ​ ​ 2023 | ​ ​ ​ ​ Increase / (Decrease) |
| --- | --- | --- | --- | ---: | --- | --- | --- | ---: |
| Contracted Sports Wagering same-store total revenues(1) | ​ | $315 ​ | $1,370 ​ | (77.0)% | ​ | $1,690 ​ | $3,932 ​ | (57.0)% |
| Accelerated revenues due to contract terminations(2) | ​ | ​ — ​ | ​ 5,794 ​ | N.M. | ​ | ​ 893 ​ | ​ 5,794 ​ | (84.6)% |
| Illinois |  | 1,475 ​ | 741 | 99.1% | ​ | 4,350 ​ | 741 | 487.0% |
| Contracted Sports Wagering total revenues |  | $1,790 ​ | $7,905 | (77.4)% | ​ | $6,933 ​ | $10,467 | (33.8)% |
| **​** | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ |
| Contracted Sports Wagering same-store Adjusted Segment EBITDA(1) | ​ | $620 ​ | $1,336 ​ | (53.6)% | ​ | $1,448 ​ | $3,857 ​ | (62.5)% |
| Accelerated revenues due to contract terminations(2) | ​ | ​ — ​ | ​ 5,794 ​ | N.M. | ​ | ​ 893 ​ | ​ 5,794 ​ | (84.6)% |
| Illinois |  | 1,417 ​ | 722 | 96.3% | ​ | 4,208 ​ | 722 | 482.8% |
| Contracted Sports Wagering Adjusted Segment EBITDA |  | $2,037 ​ | $7,852 | (74.1)% | ​ | $6,549 ​ | $10,373 | (36.9)% |
| ​ | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ | ​ | ​ ​ ​ | ​ ​ ​ | ​ ​ |
| Contracted Sports Wagering same-store Adjusted Segment EBITDA margin(1) | ​ | ​ 196.8% | ​ 97.5% | 99.3 pts | ​ | ​ 85.7% | ​ 98.1% | (12.4) pts |
| Illinois | ​ | ​ 96.1% | ​ 97.4% | (1.3) pts | ​ | ​ 96.7% | ​ 97.4% | (0.7) pts |
| Contracted Sports Wagering Adjusted Segment EBITDA margin | ​ | ​ 113.8% | ​ 99.3% | 14.5 pts | ​ | ​ 94.5% | ​ 99.1% | (4.6) pts |

N.M. Not meaningful.

(1) Same-store operations exclude results from Illinois, which contractually commenced on August 15, 2023. For enhanced comparability, we also excluded accelerated revenues due to contract terminations from same-store operations.

(2) For enhanced comparability, we also excluded accelerated revenues due to contract terminations from same-store operations. Such adjustments reflect one sport skin that ceased operations in the second quarter of 2024, and two sports skins that ceased operations in the third quarter of 2023.

### Midwest & South

Our Midwest & South segment includes Silver Slipper, Rising Star and American Place. Total revenues for the three and nine months ended September 30, 2024 increased by 3.7% (or $2.0 million) and 14.9% (or $21.3 million), respectively, due to the continued ramp-up of operations at American Place. Additionally, the nine-month period in 2023 reflects only a partial period of operations at American Place, which opened in February 2023. Excluding results from American Place, same-store revenues declined by 7.9% (or $2.3 million) and 5.9% (or $5.2 million) for the respective three and nine months ended September 30, 2024, in part due to adverse winter weather over several weekend periods during the first quarter of 2024, followed by severe storms and tornados in the second quarter, as well as an active storm season in the Silver Slipper’s Mississippi Gulf Coast area, where several significant storms adversely impacted visitation to the property during the third quarter of 2024.

Reflecting the February 2023 opening of American Place, casino revenue increased by 3.8% (or $1.5 million) and 17.1% (or $18.3 million) for the respective three and nine months ended September 30, 2024. For the three months ended September 30, 2024, slot revenue for the segment increased by 5.3% (or $1.8 million), while table games revenue declined by 3.2% (or $0.2 million). For the nine months ended September 30, 2024, slot revenue for the segment increased by 14.5% (or $13.1 million), and table games revenue increased by 31.4% (or $5.3 million). Excluding results from American Place, same-store casino revenue declined by 10.5% (or $1.9 million) and 9.1% (or $5.1 million) for the respective three and nine months ended September 30, 2024, primarily due to lower slot and table games volumes at Silver Slipper and Rising Star. In addition to the adverse weather noted above, Rising Star continues to compete with a racetrack casino that opened in September 2022 in Northern Kentucky.

Non-casino revenue increased by 3.6% (or $0.4 million) and 8.4% (or $3.0 million) for the respective three and nine months ended September 30, 2024, primarily due to increases in food and beverage revenue. Food and beverage revenue rose 7.6% (or $0.6 million) and 13.1% (or $3.0 million) for the respective current-year periods, reflecting increased operating hours and the February 2024 opening of a new restaurant at American Place.

Adjusted Segment EBITDA declined by 12.8% (or $1.5 million), but rose by 10.6% (or $3.4 million) for the respective three and nine months ended September 30, 2024, reflecting improved efficiencies at American Place versus its first year of operations. Adjusted Property EBITDA at American Place was $7.7 million and $22.7 million for the respective 2024 periods. Such amounts reflect growth of 13.6% and 56.5% when compared to Adjusted Property EBITDA of $6.8 million and $14.5 million for the respective 2023 periods. Same-store Adjusted Segment EBITDA declined from $5.0 million to $2.5 million (or 48.8%), and from $17.3 million to $12.5 million (or 27.7%), for the three and nine months ended September 30, 2024, primarily due to overall declines in casino revenues and adverse weather through the third quarter of 2024 at Silver Slipper.

### West

Our West segment includes Bronco Billy’s, Chamonix, Grand Lodge, and Stockman’s, which is currently held for sale (see Note 3). The market in Cripple Creek, Colorado, is typically seasonal, favoring the summer months. Our Nevada operations have historically been seasonal, with the summer months accounting for a disproportionate share of annual revenues. Additionally, snowfall levels during the winter months can often affect operations, as Grand Lodge is located near several major ski resorts. While Grand Lodge typically benefits from a “good” snow year, resulting in extended periods of operation at the nearby ski areas, excessive snow levels can also result in challenging driving conditions or the closure of roads leading to the property.

Total revenues increased by 74.9% (or $8.3 million) and 74.3% (or $20.3 million) for the respective three and nine months ended September 30, 2024, primarily due to the phased opening of Chamonix, which was designed to integrate with existing operations at Bronco Billy’s.

Casino revenue increased by 44.1% (or $4.4 million) and 52.0% (or $12.5 million) for the respective three and nine months ended September 30, 2024, reflecting contributions from Chamonix and improved operating conditions at Bronco Billy’s. Slot revenue accounted for most of the increases in the respective 2024 periods. It increased by 49.5% (or $4.0 million) and 57.5% (or $11.8 million), despite decreases in slot volumes at Grand Lodge for the current-year periods. Table games revenue rose by $0.3 million (or 18.7%) and $0.7 million (or 20.4%) for the respective three and nine months ended September 30, 2024, attributable mostly to our Colorado operations.

Non-casino revenue increased by 331.9% (or $3.9 million) and 242.4% (or $7.7 million) for the respective three and nine months ended September 30, 2024. Food and beverage revenues increased by $1.4 million and $2.8 million for the respective 2024 periods, and hotel revenues rose by $2.4 million and $4.6 million, respectively. These improvements came from Chamonix, which gradually opened its approximately 300-room hotel throughout the first quarter of 2024. Guest volume increases from Chamonix’s new hotel also benefited food and beverage venues throughout Chamonix and Bronco Billy’s.

Adjusted Segment EBITDA declined by $1.1 million and $0.6 million for the respective three and nine months ended September 30, 2024. Current-period results reflect the phased opening of Chamonix, which is currently operating less efficiently than we expect it to in future quarters. Elevated expenses include the training of new employees and additional marketing costs expected to benefit future operations, as well as the cost of operating many amenities at the new resort while continuing to complete construction. Results in the current-year period also reflect significant snowfall over several weekends, when guest traffic at our casinos is typically strongest, and the loss of electrical power to the entire city of Cripple Creek for three days, both in the first quarter of 2024.

### Contracted Sports Wagering

The Contracted Sports Wagering segment consists of our on-site and online sports wagering skins in Colorado, Indiana and Illinois.

For the three months ended September 30, 2024, revenues declined by 77.4%, from $7.9 million in the prior-year period to $1.8 million, and Adjusted Segment EBITDA declined by 74.1%, from $7.9 million to $2.0 million. For the nine months ended September 30, 2024, revenues declined by 33.8%, from $10.5 million in the prior-year period to $6.9 million, and Adjusted Segment EBITDA declined by 36.9%, from $10.4 million to $6.5 million. These results reflect contract terminations in the prior-year period, which resulted in the acceleration of deferred revenues totaling $5.8 million. During the current nine-month period, a sports wagering agreement in Colorado was terminated early in April 2024, resulting in $0.9 million of accelerated revenues. Additionally, settlement payments from a contracted sports wagering operator resulted in the reversal of certain prior-period credit loss provisions. As a result, $0.2 million of earnings was recaptured in the third quarter of 2024, and the Adjusted Segment EBITDA margin rose to 113.8%.

The segment’s results also reflect the launch of our permitted Illinois sports skin in August 2023. Under the Illinois sports wagering agreement, we receive a percentage of online revenues (as defined), subject to an annualized minimum of $5 million, with minimal expected expenses. We also receive a percentage of on-site sports revenue, as defined. For the three months ended September 30, 2024, this agreement contributed $1.5 million to revenues and $1.4 million to Adjusted Segment EBITDA. For the nine months ended September 30, 2024, such amounts were $4.4 million and $4.2 million, respectively. For both of the prior-year periods, the Illinois sports wagering agreement contributed $0.7 million to revenues and also to Adjusted Segment EBITDA.

We currently have two idle sports skins in each of Indiana and Colorado. We continue to evaluate whether to operate these idle skins ourselves or to have other third-party operators utilize them. However, there is no certainty that we will be able to enter into agreements with other third-party operators or successfully operate the skins ourselves.

### Corporate

Corporate expenses for the respective three and nine months ended September 30, 2024 rose by 36.1% (or $0.5 million) and 55.0% (or $1.9 million), primarily due to increases in accrued bonus compensation, as compared to the prior-year periods. Corporate expenses were $1.7 million and $1.3 million for the three months ended September 30, 2024 and 2023, respectively. For the nine months ended September 30, 2024 and 2023, corporate expenses were $5.4 million and $3.5 million, respectively.

#### Non-GAAP Financial Measure

“Adjusted EBITDA” is earnings before interest and other non-operating income (expense), taxes, depreciation and amortization, preopening expenses, impairment charges, asset write-offs, recoveries, gain (loss) from asset sales and disposals, project development and acquisition costs, and non-cash share-based compensation expense. Adjusted EBITDA information is presented solely as supplemental disclosure to measures reported in accordance with generally accepted accounting principles in the United States of America (“GAAP”) because management believes this measure is (i) a widely used measure of operating performance in the gaming and hospitality industries and (ii) a principal basis for valuation of gaming and hospitality companies. In addition, a version of Adjusted EBITDA (known as Consolidated Cash Flow) is utilized in the covenants within the Credit Facility, although not necessarily defined in the same way as above. Adjusted EBITDA is not, however, a measure of financial performance or liquidity under GAAP. Accordingly, this measure should be considered supplemental and not a substitute for net income (loss) or cash flows as an indicator of the Company’s operating performance or liquidity.

The following table presents a reconciliation of net (loss) income and operating income to Adjusted EBITDA:

*(In thousands)*

| ​ ​ ​ | ​ ​ Three Months Ended September 30, 2024 | ​ | ​ ​ 2023 | ​ ​ ​ | ​ ​ Nine Months Ended September 30, 2024 | ​ | ​ ​ 2023 |
| --- | --- | --- | --- | --- | --- | --- | --- |
| **Net (loss) income** | $(8,472) | ​ | $4,593 | ​ | $(28,373) | ​ | $(12,422) |
| Income tax (benefit) provision | ​ (126) | ​ | ​ (74) | ​ | ​ 211 | ​ | ​ 452 |
| Interest expense, net | ​ 11,047 | ​ | ​ 5,867 | ​ | ​ 32,320 | ​ | ​ 16,319 |
| Gain on settlements | ​ — | ​ | ​ (29) | ​ | ​ — | ​ | ​ (384) |
| **Operating income** | ​ 2,449 | ​ | ​ 10,357 | ​ | ​ 4,158 | ​ | ​ 3,965 |
| Project development costs | ​ 52 | ​ | ​ 21 | ​ | ​ 55 | ​ | ​ 45 |
| Preopening costs | ​ 42 | ​ | ​ 1,051 | ​ | ​ 2,462 | ​ | ​ 12,634 |
| Depreciation and amortization | ​ 10,493 | ​ | ​ 8,468 | ​ | ​ 31,444 | ​ | ​ 22,482 |
| Loss on disposal of assets | ​ — | ​ | ​ 7 | ​ | ​ 18 | ​ | ​ 7 |
| Gain on sale of Stockman’s | ​ (2,000) | ​ | ​ — | ​ | ​ (2,000) | ​ | ​ — |
| Stock-based compensation | ​ 706 | ​ | ​ 726 | ​ | ​ 2,155 | ​ | ​ 2,129 |
| **Adjusted EBITDA** | $11,742 | ​ | $20,630 | ​ | $38,292 | ​ | $41,262 |

The following tables present reconciliations of operating income (loss) to Adjusted Segment EBITDA and Adjusted EBITDA.

*Three Months Ended September 30, 2024*

*(In thousands)*

| ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Reporting segments | ​ ​ ​ ​ ​ ​ Operating Income (Loss) ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Depreciation and Amortization ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ Gain on Sale of Stockman’s ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Project Development Costs ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ ​ Preopening Costs ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Stock- Based Compensation ​ | ​ ​ ​ ​ ​ | ​ ​ Adjusted Segment EBITDA and Adjusted EBITDA ​ |
| --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: |
| Midwest & South ​ | $4,091 | ​ | $6,158 | ​ | $— | ​ | $— | ​ | $— | ​ | $— | ​ | $10,249 |
| West ​ | (1,141) | ​ | 4,297 | ​ | (2,000) | ​ | — | ​ | 42 | ​ | — | ​ | 1,198 |
| Contracted Sports Wagering ​ | ​ 2,037 | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ 2,037 |
| ​ ​ | 4,987 | ​ | 10,455 | ​ | (2,000) | ​ | — | ​ | 42 | ​ | — | ​ | 13,484 |
| **Other operations** |  | ​ |  | ​ |  | ​ |  | ​ |  | ​ |  | ​ |  |
| Corporate ​ | (2,538) | ​ | 38 | ​ | — | ​ | 52 | ​ | — | ​ | 706 | ​ | (1,742) |
| ​ ​ | $2,449 | ​ | $10,493 | ​ | $(2,000) | ​ | $52 | ​ | $42 | ​ | $706 | ​ | $11,742 |

*Three Months Ended September 30, 2023*

*(In thousands)*

| ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Reporting segments | ​ ​ ​ ​ ​ ​ Operating Income (Loss) ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Depreciation and Amortization ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ Loss on Disposal of Assets ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Project Development Costs ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ ​ Preopening Costs ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Stock- Based Compensation ​ | ​ ​ ​ ​ ​ | ​ ​ Adjusted Segment EBITDA and Adjusted EBITDA ​ |
| --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: |
| Midwest & South ​ | $4,156 | ​ | $7,828 | ​ | $7 | ​ | $— | ​ | $(241) | ​ | $— | ​ | $11,750 |
| West ​ | 406 | ​ | 610 | ​ | — | ​ | — | ​ | 1,292 | ​ | — | ​ | 2,308 |
| Contracted Sports Wagering ​ | ​ 7,852 | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ 7,852 |
| ​ ​ | 12,414 | ​ | 8,438 | ​ | 7 | ​ | — | ​ | 1,051 | ​ | — | ​ | 21,910 |
| **Other operations** |  | ​ |  | ​ |  | ​ |  | ​ |  | ​ |  | ​ |  |
| Corporate ​ | (2,057) | ​ | 30 | ​ | — | ​ | 21 | ​ | — | ​ | 726 | ​ | (1,280) |
| ​ ​ | $10,357 | ​ | $8,468 | ​ | $7 | ​ | $21 | ​ | $1,051 | ​ | $726 | ​ | $20,630 |

Operating expenses deducted to arrive at operating income (loss) in the above tables for the three-month periods ended September 30, 2024 and 2023, included facility rents related to: (i) Midwest & South of $1.4 million during each of 2024 and 2023, and (ii) West of $0.6 million in 2024 and $0.5 million in 2023.

*Nine Months Ended September 30, 2024*

*(In thousands)*

| ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Reporting segments | ​ ​ ​ ​ ​ ​ Operating Income (Loss) ​ ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Depreciation and Amortization ​ ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Loss on Disposal of Assets ​ ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Gain on Sale of Stockman’s ​ ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Project Development Costs ​ ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ ​ Preopening Costs ​ ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Stock- Based Compensation ​ ​ | ​ ​ ​ ​ ​ ​ | ​ ​ Adjusted Segment EBITDA and Adjusted EBITDA ​ ​ |
| --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: |
| Midwest & South ​ | $16,134 | ​ | $18,935 | ​ | $18 | ​ | $— | ​ | $— | ​ | $119 | ​ | $— | ​ | $35,206 |
| West ​ | (10,827) | ​ | 12,412 | ​ | — | ​ | (2,000) | ​ | — | ​ | 2,343 | ​ | — | ​ | 1,928 |
| Contracted Sports Wagering ​ | ​ 6,549 | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ 6,549 |
| ​ ​ | 11,856 | ​ | 31,347 | ​ | 18 | ​ | (2,000) | ​ | — | ​ | 2,462 | ​ | — | ​ | 43,683 |
| **Other operations** | **​** **​** | **​** | **​** **​** | **​** | **​** **​** | **​** | **​** **​** | **​** | **​** **​** | **​** | **​** **​** | **​** | **​** **​** | **​** | **​** **​** |
| Corporate ​ | (7,698) | ​ | 97 | ​ | — | ​ | — | ​ | 55 | ​ | — | ​ | 2,155 | ​ | (5,391) |
| ​ ​ | $4,158 | ​ | $31,444 | ​ | $18 | ​ | $(2,000) | ​ | $55 | ​ | $2,462 | ​ | $2,155 | ​ | $38,292 |

*Nine Months Ended September 30, 2023*

*(In thousands)*

| ​ ​ ​ ​ ​ ​ Reporting segments | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Operating Income (Loss) ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Depreciation and Amortization ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ Loss on Disposal of Assets ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Project Development Costs ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ ​ Preopening Costs ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Stock- Based Compensation ​ | ​ ​ ​ ​ ​ | ​ ​ Adjusted Segment EBITDA and Adjusted EBITDA ​ |
| --- | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: | --- | ---: |
| Midwest & South | ​ | $1,322 | ​ | $20,640 | ​ | $7 | ​ | $— | ​ | $9,861 | ​ | $— | ​ | $31,830 |
| West | ​ | (1,985) | ​ | 1,750 | ​ | — | ​ | — | ​ | 2,773 | ​ | — | ​ | 2,538 |
| Contracted Sports Wagering | ​ | ​ 10,373 | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ — | ​ | ​ 10,373 |
| ​ | ​ | 9,710 | ​ | 22,390 | ​ | 7 | ​ | — | ​ | 12,634 | ​ | — | ​ | 44,741 |
| **Other operations** | **​** |  | ​ |  | ​ |  | ​ |  | ​ |  | ​ |  | ​ |  |
| Corporate | ​ | (5,745) | ​ | 92 | ​ | — | ​ | 45 | ​ | — | ​ | 2,129 | ​ | (3,479) |
| ​ | ​ | $3,965 | ​ | $22,482 | ​ | $7 | ​ | $45 | ​ | $12,634 | ​ | $2,129 | ​ | $41,262 |

Operating expenses deducted to arrive at operating income (loss) in the above tables for the nine-month periods ended September 30, 2024 and 2023, included facility rents related to: (i) Midwest & South of $4.1 million in 2024 and $3.7 million in 2023, and (ii) West of $1.9 million in 2024 and $1.5 million in 2023.

### Liquidity and Capital Resources

#### Cash Flows

At September 30, 2024, we had $33.6 million of cash and equivalents, including $7.7 million of restricted cash dedicated to Chamonix’s construction. In October 2024, we substantially completed construction of Chamonix, which began opening in phases since December 2023. We estimate that between $10 million and $15 million of cash is used in our current day-to-day operations, including on-site cash in our slot machines, change and redemption kiosks, and cages. We believe that current cash balances, together with the available borrowing capacity under our revolving credit facility and cash flows from operating activities, will be sufficient to meet our liquidity and capital resource needs for the next 12 months of operations. Over the last several years, we invested in two large construction projects that are now open to the public: American Place, which opened in February 2023, and Chamonix, as noted above. Such construction activity is now substantially completed.

**Cash flows – operating activities.** On a consolidated basis, cash used in operations during the nine months ended September 30, 2024 was $1.0 million, compared to cash provided by operations of $3.2 million in the prior-year period. Trends in our operating cash flows tend to follow trends in operating income, excluding non-cash charges, but are also affected by changes in working capital. During the current period, we benefited from a full nine months of operations at American Place, which opened in February 2023. Net interest expense rose when compared to the prior-year period, the result of declines in both interest income and capitalized interest, as we began the phased opening of Chamonix in December 2023.

**Cash flows – investing activities.** On a consolidated basis, cash used in investing activities during the nine months ended September 30, 2024 was $37.7 million. These investments primarily related to the construction of Chamonix, partially offset by proceeds from the sale of Stockman’s. Cash used in investing activities during the prior-year period was $169.8 million, which included a gaming license payment of $50.3 million required to open American Place, as well as capital expenditures to construct Chamonix and American Place.

**Cash flows – financing activities.** On a consolidated basis, cash used in financing activities during the nine months ended September 30, 2024 was $1.3 million, compared to cash provided by financing activities of $59.4 million in the prior-year period. During 2023, net borrowings from the Credit Facility totaled $27.0 million, and we received $40.0 million of gross proceeds from the issuance of our Additional Notes to open American Place.

#### Other Factors Affecting Liquidity

We have significant outstanding debt and contractual obligations. Our principal debt matures in February 2028. Certain planned capital expenditures designed to grow the Company, such as the permanent American Place facility, may require additional financing and/or temporarily reduce the Company’s ability to repay debt.

Our operations are subject to financial, economic, competitive, regulatory and other factors, many of which are beyond our control. Such future developments are highly uncertain and cannot be accurately predicted at this time.

#### Debt

**Long-term Debt.** At September 30, 2024, we had $450.0 million of principal indebtedness outstanding under the Notes and $27.0 million outstanding under the Credit Facility. We also owe $1.8 million related to our finance lease of a hotel at Rising Star. With the exception of the Credit Facility, all of our debt is at fixed interest rates. See Note 5 for details on our debt obligations.

#### Other

**Capital Investments.** In addition to normal maintenance capital expenditures, we made significant capital investments related to the completion of Chamonix, and we expect to do the same for the permanent American Place facility.

*Chamonix.* We completed the phased opening of Chamonix in October 2024, with the property’s high-end steakhouse opening in April 2024, its rooftop pool and portions of its spa opening in May 2024, and completion of its spa and jewelry store in the second half of 2024. To fund Chamonix’s construction, we issued our 2028 Notes and placed a portion of such proceeds into a restricted cash account dedicated to the completion of its construction (see Note 5). At September 30, 2024, the balance of such restricted cash account was approximately $7.7 million.

*American Place.* We were selected by the IGB to develop and operate American Place in Waukegan, Illinois. While the larger permanent facility is under development, we are operating the temporary American Place facility, which opened in February 2023. Lawsuits were filed by an unsuccessful bidder for the Waukegan gaming license, against parties unrelated to us. As a result of such lawsuits, we sought and received an extension period in which we can operate the temporary casino, which now extends to August 2027. We expect to internally generate a portion of the needed funds to complete American Place, but we will likely need additional financing. While there is no certainty that we will be able to do so, we intend to arrange such additional funding with the refinancing of our existing debt. Such debt is currently callable and otherwise scheduled to mature in February 2028.

*Other Capital Expenditures.* Additionally, we may fund various other capital expenditure projects, depending on our financial resources. Our capital expenditures may fluctuate due to decisions regarding strategic capital investments in new or existing facilities, and the timing of capital investments to maintain the quality of our properties. No assurance can be given that any of our planned capital expenditure projects will be completed or that any completed projects will be successful. Our annual capital expenditures typically include some number of new slot machines and related equipment; to some extent, we can coordinate such purchases to match our resources.

We evaluate projects based on a number of factors, including profitability forecasts, length of the development period, the regulatory and political environment, and the ability to secure the funding necessary to complete the development or acquisition, among other considerations. No assurance can be given that any additional projects will be pursued or completed or that any completed projects will be successful.

**Hyatt Owner’s Option to Purchase our Leasehold Interest and Related Assets.** Our lease with the owner of the Hyatt Lake Tahoe to operate the Grand Lodge Casino has been extended several times and currently expires on December 31, 2034. In the event of a significant renovation, the lessor may terminate the lease early with six months’ notice. Similar to previous lease arrangements, the lessor also has the ability to purchase our leasehold interest and related casino operating assets at any time prior to lease expiration. See Note 4 for more information.

### Off-balance Sheet Arrangements

We have no off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of Regulation S-K, that have, or are reasonably likely to have, a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources that are material to investors.

### Critical Accounting Estimates and Policies

We describe our critical accounting estimates and policies in Note 2, Basis of Presentation and Summary of Significant Accounting Policies, of the Notes to Consolidated Financial Statements included in our Form 10-K for the year ended December 31, 2023. We also discuss our critical accounting estimates and policies in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our Form 10-K for the year ended December 31, 2023. There has been no significant change in our estimation methods since the end of 2023.

### Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) for which the Private Securities Litigation Reform Act of 1995 provides a safe harbor. These forward-looking statements can be identified by use of terms such as “believes,” “expects,” “anticipates,” “estimates,” “plans,” “intends,” “objectives,” “goals,” “aims,” “projects,” “forecasts,” “future,” “possible,” “seeks,” “may,” “could,” “should,” “will,” “might,” “likely,” “enable,” or similar words or expressions, as well as statements containing phrases such as “in our view,” “we cannot assure you,” “although no assurance can be given,” or “there is no way to anticipate with certainty.” Examples of forward-looking statements include, among others, statements we make regarding our plans, beliefs or expectations regarding our growth strategies; our expected construction budgets, estimated commencement and completion dates, expected amenities, and our expected operational performance for Chamonix and American Place, including its permanent facility; our expectations regarding the legal proceedings related to the process whereby we were granted the gaming license for American Place; our expectations regarding our ability to generate operating cash flow and to obtain debt financing on reasonable terms and conditions for the construction of the permanent American Place facility; our investments in capital improvements and other projects, including the amounts of such investments, the timing of commencement or completion of such capital improvements and projects, and the resulting impact on our financial results; our sports wagering contracts with third-party providers, including the expected revenues and expenses and our expectations regarding the operation and usage of our available idle sports wagering contracts, our ability to replace any terminated sports wagering contracts or our ability to operate sports wagering contracts ourselves; adequacy of our financial resources to fund operating requirements and planned capital expenditures and to meet our debt and contractual obligations; expected sources of revenue; anticipated sources of funds; anticipated or potential legislative actions; beliefs in connection with our marketing efforts; factors that affect the financial performance of our properties; adequacy of our insurance; competitive outlook; outcome of legal and litigation matters; impact of recently issued accounting standards; and estimates regarding certain accounting and tax matters, among others.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, those risks discussed in Part I, Item 1A—Risk Factors and throughout Part II, Item 7—Management’s Discussion and Analysis of Financial Condition and Results of our Annual Report on Form 10-K for the year ended December 31, 2023, and in Part II, Item 1A—Risk Factors and elsewhere of this Form 10-Q. In addition, you should consult other disclosures made by us (such as in our other filings with the SEC or in company press releases) for other factors that may cause actual results to differ materially from those projected by us. You should read this Form 10-Q, and the documents that we reference in this Form 10-Q and have filed with the SEC, and our Annual Report on Form 10-K for the year ended December 31, 2023, with the understanding that our actual future results, levels of activity, performance, and events and circumstances may be materially different from what we expect.

We undertake no obligation to publicly update or revise any forward-looking statements as a result of future developments, events or conditions, except as required by law. New risks emerge from time to time and it is not possible for us to predict all such risk factors, nor can we assess the impact of all such risk factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ significantly from those forecast in any forward-looking statements. You should also be aware that while we communicate from time to time with securities analysts, we do not disclose to them any material non-public information, internal forecasts or other confidential business information. Therefore, you should not assume that we agree with any statement or report issued by any analyst, irrespective of the content of the statement or report. To the extent that reports issued by securities analysts contain projections, forecasts or opinions, those reports are not our responsibility and are not endorsed by us.

## Controls and procedures

As filed, 1,559 characters.

**Evaluation of Disclosure Controls and Procedures —** At September 30, 2024, we completed an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in the Exchange Act Rule 13a-15(e) and 15d-15(e)). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, at September 30, 2024, our disclosure controls and procedures are effective at a reasonable assurance level in timely alerting them to material information relating to us, which is required to be included in our periodic SEC filings.

We have established controls and procedures designed at the reasonable assurance level to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and is accumulated and communicated to management, including the principal executive officer and the principal financial officer, to allow timely decisions regarding required disclosure.

**Changes in Internal Control Over Financial Reporting —** There have been no changes in our internal control over financial reporting that occurred during the last fiscal quarter that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 179 characters.

There were no material changes from the risk factors set forth under Part I, Item 1A “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2023.

Filed Nov 7, 2024.
Source: SEC EDGAR, the filing index for accession 0000891482-24-000043. Last ingested by Listed: Nov 5, 2026, 19:30 ET. No prices; not investment advice.
