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Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2013	Nov. 06, 2013
Document and Entity Information
Entity Registrant Name	PENN NATIONAL GAMING INC
Entity Central Index Key	0000921738
Document Type	10-Q
Document Period End Date	Sep. 30, 2013
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		77,346,817
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q3

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Current assets
Cash and cash equivalents	$ 267,871	$ 260,467
Receivables, net of allowance for doubtful accounts of $4,004 and $3,901 at September 30, 2013 and December 31, 2012, respectively	42,453	53,720
Insurance receivable	729
Prepaid expenses	37,306	94,620
Deferred income taxes	38,987	39,793
Other current assets	13,889	38,540
Total current assets	401,235	487,140
Property and equipment, net	2,642,297	2,730,797
Other assets
Investment in and advances to unconsolidated affiliates	195,825	204,506
Goodwill	1,308,079	1,380,689
Other intangible assets, net	693,932	706,477
Debt issuance costs, net of accumulated amortization of $17,721 and $11,462 at September 30, 2013 and December 31, 2012, respectively	29,676	35,999
Other assets	125,694	98,449
Total other assets	2,353,206	2,426,120
Total assets	5,396,738	5,644,057
Current liabilities
Current maturities of long-term debt	100,688	81,497
Accounts payable	28,317	38,268
Accrued expenses	102,604	133,316
Accrued interest	12,584	21,872
Accrued salaries and wages	84,984	96,426
Gaming, pari-mutuel, property, and other taxes	71,883	55,610
Insurance financing	2,906	3,856
Other current liabilities	74,197	68,774
Total current liabilities	478,163	499,619
Long-term liabilities
Long-term debt, net of current maturities	2,299,929	2,649,073
Deferred income taxes	197,552	216,357
Noncurrent tax liabilities	21,819	20,393
Other noncurrent liabilities	7,050	7,686
Total long-term liabilities	2,526,350	2,893,509
Shareholders' equity
Preferred stock ($.01 par value, 1,000,000 shares authorized, 12,050 and 12,275 shares issued and outstanding at September 30, 2013 and December 31, 2012, respectively)
Common stock ($.01 par value, 200,000,000 shares authorized, 79,284,528 and 77,446,601 shares issued at September 30, 2013 and December 31, 2012, respectively)	785	769
Additional paid-in capital	1,500,928	1,451,965
Retained earnings	889,581	795,173
Accumulated other comprehensive income	931	3,022
Total shareholders' equity	2,392,225	2,250,929
Total liabilities and shareholders' equity	$ 5,396,738	$ 5,644,057

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Condensed Consolidated Balance Sheets
Receivables, allowance for doubtful accounts (in dollars)	$ 4,004	$ 3,901
Debt issuance costs, accumulated amortization (in dollars)	$ 17,721	$ 11,462
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	12,050	12,275
Preferred stock, shares outstanding	12,050	12,275
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	79,284,528	77,446,601

Condensed Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Revenues
Gaming	$ 641,777	$ 633,836	$ 2,039,531	$ 1,924,759
Food, beverage and other	112,687	103,735	355,591	326,598
Management service fee	3,685	4,347	10,399	11,404
Revenues	758,149	741,918	2,405,521	2,262,761
Less promotional allowances	(43,714)	(34,874)	(131,469)	(107,107)
Net revenues	714,435	707,044	2,274,052	2,155,654
Operating expenses
Gaming	325,576	327,489	1,029,483	998,533
Food, beverage and other	84,471	80,875	263,646	253,664
General and administrative	131,140	137,615	395,447	368,863
Depreciation and amortization	79,968	62,399	237,654	172,527
Impairment losses			71,846
Insurance deductible charges (recoveries), net			2,500	(7,229)
Total operating expenses	621,155	608,378	2,000,576	1,786,358
Income from operations	93,280	98,666	273,476	369,296
Other income (expenses)
Interest expense	(25,060)	(19,953)	(80,044)	(55,819)
Interest income	369	218	974	683
Gain from unconsolidated affiliates	2,296	807	7,838	3,546
Other	(436)	(1,954)	2,630	(1,483)
Total other expenses	(22,831)	(20,882)	(68,602)	(53,073)
Income from operations before income taxes	70,449	77,784	204,874	316,223
Taxes on income	29,132	31,338	110,466	124,491
Net income	$ 41,317	$ 46,446	$ 94,408	$ 191,732
Earnings per common share:
Basic earnings per common share (in dollars per share)	$ 0.43	$ 0.49	$ 0.98	$ 2.03
Diluted earnings per common share (in dollars per share)	$ 0.40	$ 0.44	$ 0.92	$ 1.81

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Condensed Consolidated Statements of Comprehensive Income
Net income	$ 41,317	$ 46,446	$ 94,408	$ 191,732
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment during the period	302	732	(697)	565
Change in fair value of corporate debt securities
Unrealized holding gains (losses) on corporate debt securities arising during the period		49	(98)	134
Less: Reclassification adjustments for gains included in net income			(1,296)
Change in fair value of corporate debt securities, net		49	(1,394)	134
Other comprehensive income (loss)	302	781	(2,091)	699
Comprehensive income	$ 41,619	$ 47,227	$ 92,317	$ 192,431

Condensed Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands	Total	Preferred Stock	Common Stock	Additional Paid-In Capital	Retained Earnings	Accumulated Other Comprehensive Income
Balance at Dec. 31, 2011	$ 1,971,631		$ 756	$ 1,385,355	$ 583,202	$ 2,318
Balance (in shares) at Dec. 31, 2011		12,275	76,213,126
Increase (Decrease) in Shareholders' Equity
Stock option activity, including tax benefit of $6,965 and $2,534 for nine months ended September 30, 2013 and 2012, respectively	31,470		$ 5	31,465
Stock option activity, including tax benefit of $6,965 and $2,534 for nine months ended September 30, 2013 and 2012, respectively (in shares)			452,636
Restricted stock activity, including tax benefit of $840 and $398 for nine months ended September 30, 2013 and 2012, respectively	3,349			3,349
Restricted stock activity, including tax benefit of $840 and $398 for nine months ended September 30, 2013 and 2012, respectively (in shares)			(4,076)
Change in fair value of corporate debt securities	134					134
Foreign currency translation adjustment	565					565
Net income	191,732				191,732
Balance at Sep. 30, 2012	2,198,881		$ 761	1,420,169	774,934	3,017
Balance (in shares) at Sep. 30, 2012		12,275	76,661,686
Balance at Dec. 31, 2012	2,250,929		$ 769	1,451,965	795,173	3,022
Balance (in shares) at Dec. 31, 2012		12,275	77,446,601
Increase (Decrease) in Shareholders' Equity
Repurchase of preferred stock	(22,275)			(22,275)
Repurchase of preferred stock (in shares)		(225)
Stock option activity, including tax benefit of $6,965 and $2,534 for nine months ended September 30, 2013 and 2012, respectively	68,070		$ 16	68,054
Stock option activity, including tax benefit of $6,965 and $2,534 for nine months ended September 30, 2013 and 2012, respectively (in shares)			1,588,164
Restricted stock activity, including tax benefit of $840 and $398 for nine months ended September 30, 2013 and 2012, respectively	3,184			3,184
Restricted stock activity, including tax benefit of $840 and $398 for nine months ended September 30, 2013 and 2012, respectively (in shares)			249,763
Change in fair value of corporate debt securities	(1,394)					(1,394)
Foreign currency translation adjustment	(697)					(697)
Net income	94,408				94,408
Balance at Sep. 30, 2013	$ 2,392,225		$ 785	$ 1,500,928	$ 889,581	$ 931
Balance (in shares) at Sep. 30, 2013		12,050	79,284,528

Condensed Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Condensed Consolidated Statements of Changes in Shareholders' Equity
Stock option activity, tax benefit	$ 6,965	$ 2,534
Restricted stock activity, tax benefit	$ 840	$ 398

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Operating activities
Net income	$ 94,408	$ 191,732
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	237,654	172,527
Amortization of items charged to interest expense	6,450	4,904
Accretion of settlement value on long term obligation	1,217
Loss (gain) on sale of fixed assets	2,833	(1,206)
Hollywood St. Louis tornado deductible charges	2,500
Gain from unconsolidated affiliates	(7,838)	(3,546)
Distributions of earnings from unconsolidated affiliates	17,000	8,500
Deferred income taxes	(16,567)	4,447
Charge for stock-based compensation	18,070	22,195
Impairment losses	71,846
Gain on investment in corporate debt securities	(1,325)
Gain on sale of Bullwhackers	(444)
Decrease (increase), net of businesses acquired
Accounts receivable	9,443	(3,754)
Insurance receivable	(1,062)	1,072
Prepaid expenses and other current assets	58,245	12,002
Other assets	(35,391)	(7,714)
(Decrease) increase, net of businesses acquired
Accounts payable	(2,672)	(2,269)
Accrued expenses	(30,700)	(5,111)
Accrued interest	(9,288)	(6,538)
Accrued salaries and wages	(11,124)	2,876
Gaming, pari-mutuel, property and other taxes	16,472	9,921
Income taxes		(56,533)
Other current and noncurrent liabilities	5,777	7,525
Other noncurrent tax liabilities	2,454	(13,270)
Net cash provided by operating activities	427,958	337,760
Investing activities
Capital project expenditures, net of reimbursements	(96,967)	(298,625)
Capital maintenance expenditures	(62,106)	(66,327)
Proceeds from sale of property and equipment	3,272	3,144
Proceeds from investment in corporate debt securities	6,679
Proceeds from sale of Bullwhackers, net of cash on hand	4,996
Investment in joint ventures	(500)	(39,600)
Decrease in cash in escrow	26,000	15,800
Acquisition of businesses and gaming licenses, net of cash acquired	(590)	(105,016)
Net cash used in investing activities	(119,216)	(490,624)
Financing activities
Proceeds from exercise of options	45,379	9,692
Repurchase of preferred stock	(22,275)
Proceeds from issuance of long-term debt, net of issuance costs	20,064	256,984
Principal payments on long-term debt	(351,361)	(133,950)
Increase in other long-term obligations		10,000
Proceeds from insurance financing	15,306
Payments on insurance financing	(16,256)	(13,802)
Tax benefit from stock options exercised	7,805	2,932
Net cash (used in) provided by financing activities	(301,338)	131,856
Net increase (decrease) in cash and cash equivalents	7,404	(21,008)
Cash and cash equivalents at beginning of year	260,467	238,440
Cash and cash equivalents at end of period	267,871	217,432
Supplemental disclosure
Interest expense paid, net of amounts capitalized	82,296	57,200
Income taxes paid	$ 58,349	$ 186,436

Organization and Basis of Presentation	9 Months Ended
Organization and Basis of Presentation	Sep. 30, 2013
Organization and Basis of Presentation
Organization and Basis of Presentation	1. Organization and Basis of Presentation Penn National Gaming, Inc. (“Penn”) and together with its subsidiaries (collectively, the “Company”) is a diversified, multi-jurisdictional owner and manager of gaming and pari-mutuel properties. As of September 30, 2013, the Company owned, managed, or had ownership interests in twenty-eight facilities in the following eighteen jurisdictions: Florida, Illinois, Indiana, Iowa, Kansas, Louisiana, Maine, Maryland, Mississippi, Missouri, Nevada, New Jersey, New Mexico, Ohio, Pennsylvania, Texas, West Virginia and Ontario. On July 1, 2013, the Company sold its Bullwhackers property located in Colorado and no longer has any operations in the state. The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete consolidated financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The condensed consolidated financial statements include the accounts of Penn and its subsidiaries. Investment in and advances to unconsolidated affiliates are accounted for under the equity method. All significant intercompany accounts and transactions have been eliminated in consolidation. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses for the reporting periods. Actual results could differ from those estimates. For purposes of comparability, certain prior year amounts have been reclassified to conform to the current year presentation. Operating results for the nine months ended September 30, 2013 are not necessarily indicative of the results that may be expected for the year ending December 31, 2013. The notes to the consolidated financial statements contained in the Annual Report on Form 10-K for the year ended December 31, 2012 should be read in conjunction with these condensed consolidated financial statements. The December 31, 2012 financial information has been derived from the Company’s audited consolidated financial statements.

Spin-Off of Real Estate Assets through a Real Estate Investment Trust	9 Months Ended
	Sep. 30, 2013
Spin-Off of Real Estate Assets through a Real Estate Investment Trust
Spin-Off of Real Estate Assets through a Real Estate Investment Trust	2. Spin-Off of Real Estate Assets through a Real Estate Investment Trust On November 15, 2012, the Company announced that it intended to pursue a plan to separate the majority of its operating assets and real property assets into two publicly traded companies including an operating entity, Penn and, through a tax-free spin-off of the Company’s real estate assets to holders of its common and preferred stock, a newly formed publicly traded entity that intends to qualify as a real estate investment trust (“REIT”) named Gaming and Leisure Properties, Inc. (“GLPI”) (the “Spin-Off”). On September 26, 2013, the Company announced that its Board of Directors had approved, subject to certain terms and conditions, the Spin-Off. On November 1, 2013, Penn effected the Spin-Off by distributing one share of common stock of GLPI to the holders of Penn common stock and Series C Convertible Preferred Stock (“Series C Preferred Stock”) for every share of Penn common stock and every 1/1000th of a share of Series C Preferred Stock that they held at the close of business on October 16, 2013, the record date for the Spin-Off. See Note 11 for further information on the Series C Preferred Stock. Peter M. Carlino and the PMC Delaware Dynasty Trust dated September 25, 2013, a trust for the benefit of Mr. Carlino’s children, also received additional shares of GLPI common stock, in exchange for shares of Penn common stock that they transferred to Penn immediately prior to the Spin-Off, and Mr. Carlino exchanged certain options to acquire Penn common stock for options to acquire GLPI common stock having the same aggregate intrinsic value. Penn engaged in these exchanges with Mr. Carlino and his related trust to ensure that each member of the Carlino family beneficially owns 9.9% or less of the outstanding shares of Penn common stock for certain federal tax purposes following the Spin-Off, so that GLPI can qualify to be taxed as a REIT for U.S. federal income tax purposes. In addition, the Company contributed to GLPI through a series of internal corporate restructurings substantially all of the assets and liabilities associated with Penn’s real property interests and real estate development business, as well as the assets and liabilities of Hollywood Casino Baton Rouge and Hollywood Casino Perryville, which are referred to as the “TRS Properties.” As a result of the Spin-Off, GLPI owns substantially all of Penn’s former real property assets and leases back most of those assets to Penn for use by its subsidiaries, under a “triple net” 15 year Master Lease agreement (the “Master Lease”) (that includes four 5 year renewals, which are at Penn’s option) as well as owns and operates the TRS Properties through its Taxable REIT Subsidiaries (“TRS”). Penn continues to operate the leased gaming facilities, hold the associated gaming licenses and own and operate other assets, including the Casino Rama casino management contract, the 50% joint venture interest in Hollywood Casino at Kansas Speedway, seven non-casino racetracks and gaming equipment. The Company has received a private letter ruling from the Internal Revenue Service relating to the tax treatment of the separation and the qualification of GLPI as a REIT. The private letter ruling is subject to certain qualifications and based on certain representations and statements made by the Company and certain of its shareholders. If such representations and statements are untrue or incomplete in any material respect (including as a result of a material change in the transaction or other relevant facts), the Company may not be able to rely on the private letter ruling. The Company has received opinions from outside counsel regarding certain aspects of the transaction that are not covered by the private letter ruling.

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2013

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

3. Summary of Significant Accounting Policies

Revenue Recognition and Promotional Allowances

Gaming revenue is the aggregate net difference between gaming wins and losses, with liabilities recognized for funds deposited by customers before gaming play occurs, for chips and “ticket-in, ticket-out” coupons in the customers’ possession, and for accruals related to the anticipated payout of progressive jackpots. Progressive slot machines, which contain base jackpots that increase at a progressive rate based on the number of coins played, are charged to revenue as the amount of the jackpots increase.

Food, beverage and other revenue, including racing revenue, is recognized as services are performed. Racing revenue includes the Company’s share of pari-mutuel wagering on live races after payment of amounts returned as winning wagers, its share of wagering from import and export simulcasting, and its share of wagering from its off-track wagering facilities.

Revenue from the management service contract for Casino Rama is based upon contracted terms and is recognized when services are performed.

Revenues are recognized net of certain sales incentives in accordance with Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification (“ASC”) 605-50, “Revenue Recognition—Customer Payments and Incentives.” The Company records certain sales incentives and points earned in point-loyalty programs as a reduction of revenue.

The retail value of accommodations, food and beverage, and other services furnished to guests without charge is included in gross revenues and then deducted as promotional allowances. The estimated cost of providing such promotional allowances is primarily included in food, beverage and other expense.

The amounts included in promotional allowances for the three and nine months ended September 30, 2013 and 2012 are as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)
Rooms	$	9,639	$	6,535	$	27,951	$	19,094
Food and beverage	31,327		26,089		95,049		80,804
Other	2,748		2,250		8,469		7,209
Total promotional allowances	$	43,714	$	34,874	$	131,469	$	107,107

The estimated cost of providing such complimentary services for the three and nine months ended September 30, 2013 and 2012 are as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)
Rooms	$	3,223	$	2,337	$	9,583	$	7,000
Food and beverage	21,883		18,095		64,981		54,750
Other	1,909		1,393		4,936		4,344
Total cost of complimentary services	$	27,015	$	21,825	$	79,500	$	66,094

Gaming and Racing Taxes

The Company is subject to gaming and pari-mutuel taxes based on gross gaming revenue and pari-mutuel revenue in the jurisdictions in which it operates. The Company primarily recognizes gaming and pari-mutuel tax expense based on the statutorily required percentage of revenue that is required to be paid to state and local jurisdictions in the states where or in which wagering occurs. In certain states in which the Company operates, gaming taxes are based on graduated rates. The Company records gaming tax expense at the Company’s estimated effective gaming tax rate for the year, considering estimated taxable gaming revenue and the applicable rates. Such estimates are adjusted each interim period. If gaming tax rates change during the year, such changes are applied prospectively in the determination of gaming tax expense in future interim periods. Finally, the Company recognizes purse expense based on the statutorily required percentage of revenue that is required to be paid out in the form of purses to the winning owners of horse races run at the Company’s racetracks in the period in which wagering occurs. For the three and nine months ended September 30, 2013, these expenses, which are recorded primarily within gaming expense in the condensed consolidated statements of income, were $251.2 million and $800.2 million, respectively, as compared to $258.1 million and $801.6 million for the three and nine months ended September 30, 2012, respectively.

Earnings Per Share

The Company calculates earnings per share (“EPS”) in accordance with ASC 260, “Earnings Per Share” (“ASC 260”). Basic EPS is computed by dividing net income applicable to common stock by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects the additional dilution for all potentially-dilutive securities such as stock options and unvested restricted shares.

At September 30, 2013, the Company had outstanding 12,050 shares of Series B Redeemable Preferred Stock (the “Series B Preferred Stock”), which the Company determined qualified as a participating security as defined in ASC 260. Under ASC 260, a security is considered a participating security if the security may participate in undistributed earnings with common stock, whether that participation is conditioned upon the occurrence of a specified event or not. In accordance with ASC 260, a company is required to use the two-class method when computing EPS when a company has a security that qualifies as a “participating security.” The two-class method is an earnings allocation formula that determines EPS for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. A participating security is included in the computation of basic EPS using the two-class method. Under the two-class method, basic EPS for the Company’s common stock is computed by dividing net income applicable to common stock by the weighted-average common shares outstanding during the period. Diluted EPS for the Company’s common stock is computed using the more dilutive of the two-class method or the if-converted method.

The following table sets forth the allocation of net income for the three and nine months ended September 30, 2013 and 2012 under the two-class method:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)

Net income	$	41,317	$	46,446	$	94,408	$	191,732
Net income applicable to preferred stock	7,691		8,990		17,692		37,165
Net income applicable to common stock	$	33,626	$	37,456	$	76,716	$	154,567

The following table reconciles the weighted-average common shares outstanding used in the calculation of basic EPS to the weighted-average common shares outstanding used in the calculation of diluted EPS for the three and nine months ended September 30, 2013 and 2012:

	Three Months Ended September 30,		Nine Months Ended September 30,
	2013	2012	2013	2012
	(in thousands)
Determination of shares:
Weighted-average common shares outstanding	78,635	76,336	78,169	76,196
Assumed conversion of dilutive employee stock-based awards	2,929	2,059	3,020	2,243
Assumed conversion of restricted stock	111	168	101	157
Assumed conversion of preferred stock	21,767	27,278	21,817	27,278
Diluted weighted-average common shares outstanding	103,442	105,841	103,107	105,874

The Company is required to adjust its diluted weighted-average common shares outstanding for the purpose of calculating diluted EPS as follows: 1) when the price of the Company’s common stock at the end of the reporting period is less than $45, the diluted weighted-average common shares outstanding is increased by 26,777,778 shares (regardless of how much the stock price is below $45); 2) when the price of the Company’s common stock at the end of the reporting period is between $45 and $67, the diluted weighted-average common shares outstanding is increased by an amount which can be calculated by dividing $1.205 billion (face value) by the current price per share of the Company’s common stock, which will result in an increase in the diluted weighted-average common shares outstanding of between 17,985,075 shares and 26,777,778 shares; and 3) when the price of the Company’s common stock at the end of the reporting period is above $67, the diluted weighted-average common shares outstanding is increased by 17,985,075 shares (regardless of how much the stock price exceeds $67). See Note 15 for discussion of the Spin-Off’s future impact on the calculation of diluted weighted-average common shares outstanding.

Options to purchase 20,625 shares and 30,625 shares were outstanding during the three and nine months ended September 30, 2013, respectively, but were not included in the computation of diluted EPS because they were antidilutive. Options to purchase 4,353,529 shares and 3,132,000 shares were outstanding during the three and nine months ended September 30, 2012, respectively, but were not included in the computation of diluted EPS because they were antidilutive.

The following table presents the calculation of basic and diluted EPS for the Company’s common stock:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands, except per share data)

Calculation of basic EPS:
Net income applicable to common stock	$	33,626	$	37,456	$	76,716	$	154,567
Weighted-average common shares outstanding	78,635		76,336		78,169		76,196
Basic EPS	$	0.43	$	0.49	$	0.98	$	2.03

Calculation of diluted EPS:
Net income	$	41,317	$	46,446	$	94,408	$	191,732
Diluted weighted-average common shares outstanding	103,442		105,841		103,107		105,874
Diluted EPS	$	0.40	$	0.44	$	0.92	$	1.81

Stock-Based Compensation

The Company accounts for stock compensation under ASC 718, “Compensation-Stock Compensation,” which requires the Company to expense the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. Stock based compensation expense for the three and nine months ended September 30, 2013 was $6.4 million and $18.1 million, respectively, as compared to $6.9 million and $22.2 million for the three and nine months ended September 30, 2012, respectively. This expense is recognized ratably over the requisite service period following the date of grant.

The fair value for stock options was estimated at the date of grant using the Black-Scholes option-pricing model, which requires management to make certain assumptions. The risk-free interest rate was based on the U.S. Treasury spot rate with a term equal to the expected life assumed at the date of grant. Expected volatility was estimated based on the historical volatility of the Company’s stock price over a period of 6.57 years, in order to match the expected life of the options at the grant date. Historically, at the grant date, there has been no expected dividend yield assumption since the Company has not paid any cash dividends on its common stock since its initial public offering in May 1994 and since the Company intends to retain all of its earnings to finance the development of its business for the foreseeable future. The weighted-average expected life was based on the contractual term of the stock option and expected employee exercise dates, which was based on the historical and expected exercise behavior of the Company’s employees. No stock options were granted by the Company during the nine months ended September 30, 2013, however, the Company granted 257,500 shares of restricted stock during this same time period.

The Company has also issued cash-settled phantom stock unit awards, which vest over a period of four to five years. Cash-settled phantom stock unit awards entitle employees and directors to receive cash based on the fair value of the Company’s common stock on the vesting date. These phantom stock unit awards are accounted for as liability awards and are re-measured at fair value each reporting period until they become vested with compensation expense being recognized over the requisite service period in accordance with ASC 718-30, “Compensation—Stock Compensation, Awards Classified as Liabilities.” As of September 30, 2013, there was $25.7 million of total unrecognized compensation cost that will be recognized over the grants remaining weighted average vesting period of 2.86 years. For the three and nine months ended September 30, 2013, the Company recognized $3.3 million and $8.3 million of compensation expense associated with these awards, respectively, as compared to $1.0 million and $3.5 million for the three and nine months ended September 30, 2012, respectively.

Additionally, the Company has issued stock appreciation rights to certain employees, which vest over a period of four years. The Company’s stock appreciation rights are accounted for as liability awards since they will be settled in cash. The fair value of these awards is calculated during each reporting period and estimated using the Black-Scholes option pricing model based on the various inputs discussed below. As of September 30, 2013, there was $8.9 million of total unrecognized compensation cost that will be recognized over the awards remaining weighted average vesting period of 2.07 years. For the three and nine months ended September 30, 2013, the Company recognized $0.4 million and $4.1 million of compensation expense associated with these awards, respectively, as compared to $0.5 million and $3.0 million for the three and nine months ended September 30, 2012, respectively.

The following are the weighted-average assumptions used in the Black-Scholes option-pricing model at September 30, 2013 and 2012:

	2013		2012

Risk-free interest rate	1.08	%	0.84	%
Expected volatility	46.27	%	45.78	%
Dividend yield	—		—
Weighted-average expected life (years)	6.57		6.64

New Accounting Pronouncements

9 Months Ended

Sep. 30, 2013

New Accounting Pronouncements

New Accounting Pronouncements

4. New Accounting Pronouncements

In July 2013, the FASB issued explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. An unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The assessment of whether a deferred tax asset is available is based on the unrecognized tax benefit and deferred tax asset that exist at the reporting date and should be made presuming disallowance of the tax position at the reporting date. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013 and should be applied prospectively to all unrecognized tax benefits that exist at the effective date. The Company currently has unrecognized tax benefits, however, this guidance will not have a material impact on the Company’s condensed consolidated financial statements.

In February 2013, the FASB finalized the disclosure requirements on how entities should present financial information about reclassification adjustments from accumulated other comprehensive income. The standard requires that companies present either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and the income statement line items affected by the reclassification. If a component is not required to be reclassified to net income in its entirety, companies would instead cross reference to the related footnote for additional information. The disclosures required by this amendment are effective for public entities for annual and interim reporting periods beginning after December 15, 2012. The Company adopted the guidance as of January 1, 2013. Other than the additional disclosure requirements shown below, the adoption of this guidance did not have an impact on the Company’s condensed consolidated financial statements.

The net of tax changes in accumulated other comprehensive income by component were as follows (in thousands):

	Foreign Currency			Available for sale securities			Total

Balance at December 31, 2011	$	1,203		$	1,115		$	2,318
Other comprehensive income:
Foreign currency translation adjustment	565			—			565
Unrealized holding gains on corporate debt securities	—			134			134
Ending balance at September 30, 2012	$	1,768		$	1,249		$	3,017

Balance at December 31, 2012	$	1,628		$	1,394		$	3,022
Other comprehensive (loss) income:
Foreign currency translation adjustment	(697		)	—			(697		)
Unrealized holding losses on corporate debt securities	—			(98		)	(98		)
Realized gain on redemption of corporate debt securities	—			(1,296		)	(1,296		)
Ending balance at September 30, 2013	$	931		$	—		$	931

- Definition

The entire disclosure of changes in accounting principles, including adoption of new accounting pronouncements, that describes the new methods, amount and effects on financial statement line items.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6507316

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Direct Effects of a Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6510796

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=28359718&loc=d3e22583-107794

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Indirect Effects of a Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6515603

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=28359718&loc=d3e22580-107794

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 270
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.10-01.(b)(6))
-URI http://asc.fasb.org/extlink&oid=27015980&loc=d3e46468-122699

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Accounting Change
-URI http://asc.fasb.org/extlink&oid=6503790

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=28359718&loc=d3e22499-107794

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Retrospective Application
-URI http://asc.fasb.org/extlink&oid=6523989

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 270
-SubTopic 10
-Section 45
-Paragraph 13
-URI http://asc.fasb.org/extlink&oid=6372559&loc=d3e765-108305

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 270
-SubTopic 10
-Section 45
-Paragraph 12
-URI http://asc.fasb.org/extlink&oid=6372559&loc=d3e725-108305

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 01
-Paragraph b
-Subparagraph 6
-Article 10

+ Details

Property and Equipment

9 Months Ended

Sep. 30, 2013

Property and Equipment

Property and Equipment

5. Property and Equipment

	September 30,			December 31,
	2013			2012
	(in thousands)

Land and improvements	$	435,724		$	442,882
Building and improvements	2,327,419			2,283,230
Furniture, fixtures, and equipment	1,278,591			1,240,898
Leasehold improvements	15,395			17,229
Construction in progress	62,833			30,531
Total property and equipment	4,119,962			4,014,770
Less accumulated depreciation	(1,477,665		)	(1,283,973		)
Property and equipment, net	$	2,642,297		$	2,730,797

Depreciation expense, for property and equipment, totaled $74.9 million and $226.6 million for the three and nine months ended September 30, 2013, respectively, as compared to $62.4 million and $172.3 million for the three and nine months ended September 30, 2012, respectively. Interest capitalized in connection with major construction projects was $0.5 million and $0.9 million for the three and nine months ended September 30, 2013, respectively, as compared to $2.4 million and $8.3 million for the three and nine months ended September 30, 2012, respectively.

See Note 15 for a discussion on the Spin-Off’s impact to the Company’s property and equipment balance subsequent to September 30, 2013.

Goodwill and Other Intangible Assets

9 Months Ended

Sep. 30, 2013

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

6. Goodwill and Other Intangible Assets

A reconciliation of goodwill and accumulated goodwill impairment losses is as follows (in thousands):

Balance at December 31, 2012:
Goodwill	$	2,214,546
Accumulated goodwill impairment losses	(833,857		)
Goodwill, net	$	1,380,689
Goodwill impairment losses	(68,727		)
Other	(3,883		)
Balance at September 30, 2013:
Goodwill	$	2,210,663
Accumulated goodwill impairment losses	(902,584		)
Goodwill, net	$	1,308,079

The table below presents the gross carrying value, accumulated amortization, and net book value of each major class of other intangible assets at September 30, 2013 and December 31, 2012:

	September 30, 2013						December 31, 2012
	(in thousands)
	Gross Carrying Value		Accumulated Amortization		Net Book Value		Gross Carrying Value		Accumulated Amortization		Net Book Value
Indefinite-life intangible assets	$	677,507	$	—	$	677,507	$	675,901	$	—	$	675,901
Argosy Casino Sioux City gaming license	20,949		8,380		12,569		24,068		—		24,068
Other intangible assets	56,661		52,805		3,856		56,661		50,153		6,508
Total	$	755,117	$	61,185	$	693,932	$	756,630	$	50,153	$	706,477

As a result of a new gaming license being awarded for the development of a new casino in Sioux City, Iowa to another applicant in April 2013 (see Note 9 for further details), the Company recorded a pre-tax goodwill and other intangible asset impairment charge of $68.7 million ($68.6 million, net of taxes) and $3.1 million ($1.9 million, net of taxes), respectively, for Argosy Casino Sioux City during the nine months ended September 30, 2013, as the Company determined that the fair value of its Sioux City reporting unit was less than its carrying amount based on the Company’s analysis of the estimated future expected cash flows the Company anticipates receiving from the operations of the Sioux City facility. Furthermore, the remaining gaming license for Argosy Casino Sioux City of $20.9 million at time of the impairment is now accounted for as a definite lived intangible asset and will be amortized on a straight line basis through June 2014, which is the anticipated opening date of the new facility.

The Company’s intangible asset amortization expense was $5.1 million and $11.0 million for the three and nine months ended September 30, 2013, respectively, as compared to $14 thousand and $0.2 million for the three and nine months ended September 30, 2012, respectively.

The following table presents expected intangible asset amortization expense based on existing intangible assets at September 30, 2013 (in thousands):

Remainder of 2013	$	5,074
2014	11,332
2015	19
Total	$	16,425

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

+ References + Details

Investment in Corporate Securities	9 Months Ended
Investment in Corporate Securities	Sep. 30, 2013
Investment in Corporate Securities
Investment in Corporate Securities	7. Investment in Corporate Securities In 2008, the Company made an investment in the corporate debt securities of another gaming company which had a maturity date of November 1, 2012. This investment was accounted for as an available-for-sale investment and was included in other assets within the consolidated balance sheet. During 2010, the issuer of the security went into default on its obligations as it ceased making interest payments and the security was downgraded by certain rating agencies. As a result, in 2010, the Company wrote down the investment to its fair value, which was based on the transaction prices of the security subsequent to when the issuer defaulted on its obligations. In April 2011, the issuer of the security declared bankruptcy. In the second quarter of 2013, the Company received a distribution of $6.7 million from the finalization of bankruptcy proceedings, which resulted in the recognition of a $1.3 million realized gain included in other income (expenses) within the condensed consolidated statements of income for the nine months ended September 30, 2013.

- Definition

The entire disclosure for investments in certain debt and equity securities.

+ References + Details

Long-term Debt

9 Months Ended

Sep. 30, 2013

Long-term Debt

Long-term Debt

8. Long-term Debt

Long-term debt, net of current maturities, is as follows:

	September 30,			December 31,
	2013			2012
	(in thousands)

Senior secured credit facility	$	2,063,675		$	2,394,963
$325 million 8 ¾% senior subordinated notes due August 2019	325,000			325,000
Other long-term obligations	11,217			10,000
Capital leases	2,038			2,111
	2,401,930			2,732,074
Less current maturities of long-term debt	(100,688		)	(81,497		)
Less discount on senior secured credit facility Term Loan B	(1,313		)	(1,504		)
	$	2,299,929		$	2,649,073

On October 15, 2013, the Company commenced a cash tender offer (the “Tender Offer”) and consent solicitation (the “Consent Solicitation”) for any and all of its outstanding $325 million 8 ¾% senior subordinated notes due 2019 (“8 ¾% Notes”). On October 30, 2013, the Company purchased $292.7 million aggregate principal amount of 8 ¾% Notes pursuant to an early settlement of the Tender Offer at an aggregate price of $329.4 million, called for redemption the remaining outstanding 8 ¾% Notes and effected the satisfaction and discharge of the indenture governing the 8 ¾% Notes. Additionally, in October 2013, the Company issued $300 million of senior unsecured notes and entered into a new senior secured credit facility. See Note 15 for further details.

Senior Secured Credit Facility

The Company’s previous senior secured credit facility had a gross outstanding balance of $2,063.7 million at September 30, 2013, consisting of a $994.4 million Term Loan A facility and a $1,069.3 million Term Loan B facility. No balances were outstanding on the revolving credit facility at September 30, 2013. Additionally, at September 30, 2013, the Company was contingently obligated under letters of credit issued pursuant to the previous senior secured credit facility with face amounts aggregating $22.8 million, resulting in $762.2 million of available borrowing capacity as of September 30, 2013 under the revolving credit facility. The Company made prepayments of $180.0 million against its Term Loan B facility during the nine months ended September 30, 2013.

Other Long-Term Obligations

In September 2012, the Company received $10 million under a subscription agreement entered into between A3 Gaming Investments, LLC, an investment vehicle owned by the previous owner of the M Resort (“A3 Gaming Investments”), and LV Gaming Ventures, LLC, a wholly-owned subsidiary of the Company and holder of the assets of the M Resort (“LV Gaming Ventures”). The subscription agreement entitles A3 Gaming Investments to invest in a limited liability membership interest in LV Gaming Ventures that matures on October 1, 2016. The investment entitles A3 Gaming Investments to annual payments and a settlement value based on the earnings levels of the M Resort. In accordance with ASC 480, “Distinguishing Liabilities from Equity,” the Company determined that this obligation is a financial instrument and as such should be recorded as a liability within debt. Changes in the settlement value, if any, will be accreted to interest expense through the maturity date of the instrument. In September 2013, the Company entered into an agreement to terminate the subscription agreement, which was repaid on October 22, 2013. As such, the settlement value was reclassed to current maturities of long-term debt in the condensed consolidated balance sheet at September 30, 2013. During the nine months ended September 30, 2013, the Company recorded $1.2 million in accretion on this instrument.

Covenants

The Company’s previous senior secured credit facility and the indenture governing the 8 ¾% Notes required it, among other obligations, to maintain specified financial ratios and to satisfy certain financial tests, including fixed charge coverage, interest coverage, senior leverage and total leverage ratios. In addition, the Company’s previous senior secured credit facility and the indenture governing the 8 ¾% Notes restricted, among other things, the Company’s ability to incur additional indebtedness, incur guarantee obligations, amend debt instruments, pay dividends, create liens on assets, make investments, engage in mergers or consolidations, and otherwise restrict corporate activities.

At September 30, 2013, the Company was in compliance with all required covenants under the Company’s previous senior secured credit facility and the 8 ¾% Notes.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2013
Commitments and Contingencies
Commitments and Contingencies	9. Commitments and Contingencies Litigation The Company is subject to various legal and administrative proceedings relating to personal injuries, employment matters, commercial transactions and other matters arising in the normal course of business. The Company does not believe that the final outcome of these matters will have a material adverse effect on the Company’s consolidated financial position or results of operations. In addition, the Company maintains what it believes is adequate insurance coverage to further mitigate the risks of such proceedings. However, such proceedings can be costly, time consuming and unpredictable and, therefore, no assurance can be given that the final outcome of such proceedings may not materially impact the Company’s consolidated financial condition or results of operations. Further, no assurance can be given that the amount or scope of existing insurance coverage will be sufficient to cover losses arising from such matters. The following proceedings could result in costs, settlements, damages, or rulings that materially impact the Company’s consolidated financial condition or operating results. The Company believes that it has meritorious defenses, claims and/or counter-claims with respect to these proceedings, and intends to vigorously defend itself or pursue its claims. Gaming licenses in Iowa are typically issued jointly to a gaming operator and a local charitable organization known as a QSO. The agreement between the Company’s gaming operator subsidiary in Iowa, Belle of Sioux City, L.P. (“Belle”), and its QSO, Missouri River Historical Development, Inc. (“MRHD”), expired in early July 2012. On July 12, 2012, when presented with an extension of the Company’s QSO/operating agreement for the Sioux City facility through March 2015, the Iowa Racing and Gaming Commission (“IRGC”) failed to approve the extension and urged a shorter extension. In mid-August 2012, MRHD offered a revised contract to the Company that would require a yearly renewal from the IRGC and stated that MRHD would be able to continue searching for an operator for a new land-based casino. The Company rejected this contract offer and, at the August 23, 2012 IRGC meeting, urged the IRGC to reconsider the original extension agreement through March 2015. The IRGC did not act on this request and concluded that the casino could continue to operate without an effective operating agreement. The IRGC also announced at the July 12, 2012 meeting the schedule for requests for proposals for a new land-based Woodbury County casino. Applications and financing proposals were due by November 5, 2012. The Company submitted two proposals for a new gaming and entertainment destination in Woodbury County for the IRGC’s consideration. On April 18, 2013, the IRGC awarded the license to another gaming operator. In August 2013, the IRGC formally denied the Company’s application for a standard, one-year renewal of its state license; however, the IRGC affirmed its intention to permit the Company to continue operations at its Sioux City facility until such time as the new casino opens to the public, but not beyond. The Belle has filed four petitions challenging the IRGC’s actions, namely its refusing to consider the Belle’s request to replace MRHD with another non-profit partner and opening up the gaming license to bidding for a land-based casino, its failure to approve the 2015 extension agreement and any extension, its announcing a process would be instituted to revoke the Belle’s license, and its selection of another gaming operator. The four separate petitions, filed on July 6, 2012, August 10, 2012, September 21, 2012 and May 17, 2013, are pending in the Iowa District Court in Polk County, Iowa and have now been consolidated into one proceeding. The Company contends that the IRGC violated the Belle’s constitutional rights, Iowa State law, and its own rules and regulations in the actions the IRGC has taken against the Belle and its license. In addition, on September 26, 2013, the Belle requested an administrative proceeding to contest the IRGC’s decision not to renew the Belle’s license. This contested case proceeding will be heard by the IRGC or by an administrative law judge. The Belle’s grounds for contesting revocation are that an operating agreement is not required in order to continue gaming operations and, even if one were required, the Belle has a valid extension agreement with MRHD in place that the IRGC has refused to approve, and, additionally, the Belle has a second operating agreement with another QSO that the IRGC has refused to approve. Also, on September 21, 2013, the Company filed a motion against the IRGC asking the court to stay development of the new casino, which started construction in July 2013, until the Company’s litigation against the IRGC is resolved. The stay motion was argued on October 10, 2013 and is likely to be decided in the fourth quarter of 2013. In addition, the Belle filed suit against MRHD for breach of contract, seeking to enjoin MRHD from disavowing the 2015 extension agreement it signed and seeking to enforce the exclusivity obligations in the agreement. A request for a preliminary injunction was denied on October 29, 2012. A trial is scheduled to begin in April 2014. In June 2013, the Company filed a petition to request the appointment of a third party to receive and hold or distribute the funds to be paid to MRHD (for which oral argument was held in July 2013). On September 11, 2008, the Board of County Commissioners of Cherokee County, Kansas (the “County”) filed suit against Kansas Penn Gaming, LLC (“KPG,” a wholly owned subsidiary of Penn created to pursue a development project in Cherokee County, Kansas) and the Company in the District Court of Shawnee County, Kansas. The petition alleged that KPG breached its pre-development agreement with the County when KPG withdrew its application to manage a lottery gaming facility in Cherokee County and sought in excess of $50 million in damages. In connection with its petition, the County obtained an ex-parte order attaching the $25 million privilege fee (which was included in current assets at December 31, 2012) paid to the Kansas Lottery Commission in conjunction with the gaming application for the Cherokee County zone. The defendants filed motions to dissolve and reduce the attachment. Those motions were denied. Following discovery, both parties filed dispositive motions and the motions were argued on April 20, 2012. In September 2012, the judge ruled in favor of the County on its motion for summary judgment. At December 31, 2012, the Company accrued $6.4 million, which was included in accrued expenses within the consolidated balance sheet, based on settlement discussions that took place in January 2013. In February 2013, the Company finalized the settlement with the County and the $25 million privilege fee was returned to the Company, net of the amount previously accrued. On June 13, 2013, the Company finalized an agreement to the terms of its previous non-binding memorandum of understanding with the State of Ohio. The Company has agreed to pay $110 million over a ten year period commencing in July 2013 for certain clarifications from the State of Ohio with respect to various financial matters and limits on competition within the ten year time period. Additionally, in return for being able to relocate its existing racetracks in Toledo and Grove City to Dayton and Austintown (located in the Mahoning Valley), respectively, the Company agreed to pay the state $7.5 million upon the opening of each facility, as well as eighteen semi-annual installment payments of approximately $4.8 million beginning one year after the opening of each facility.

Income Taxes

9 Months Ended

Sep. 30, 2013

Income Taxes

Income Taxes

10. Income Taxes

A reconciliation of the liability for unrecognized tax benefits is as follows:

	Noncurrent tax liabilities
	(in thousands)
Balance at January 1, 2013	$	20,393
Additions based on current year positions	3,053
Reductions based on prior year positions	(599		)
Currency translation adjustments	(1,028		)
Balance at September 30, 2013	$	21,819

The increase in the Company’s liability for unrecognized tax benefits during the nine months ended September 30, 2013 was primarily due to recording additional tax reserves and interest expense accruals for previously recorded unrecognized tax benefits.

The Company’s effective tax rate (income taxes as a percentage of income from operations before income taxes) increased to 41.4% for the three months ended September 30, 2013, as compared to 40.3% for the three months ended September 30, 2012, primarily due to the deferred tax write-off of $3.8 million related to the sale of Bullwhackers partially offset by reversals of previously recorded tax reserves and interest on uncertain tax positions where the statute of limitations has expired. The Company’s effective tax rate increased to 53.9% for the nine months ended September 30, 2013, as compared to 39.4% for the nine months ended September 30, 2012, primarily due to the non-deductible portion of the Company’s goodwill impairment charge related to Argosy Casino Sioux City and a deferred tax write-off of $3.8 million related to the sale of Bullwhackers, partially offset by reversals of previously recorded tax reserves and interest on uncertain tax positions where the statute of limitations has expired.

At September 30, 2013 and December 31, 2012, prepaid expenses within the condensed consolidated balance sheets included prepaid income taxes of $4.9 million and $68.4 million, respectively.

Shareholders' Equity	9 Months Ended
Shareholders' Equity	Sep. 30, 2013
Shareholders' Equity
Shareholders' Equity	11. Shareholders’ Equity Impact of Spin-Off on Preferred Equity Investment As part of the Spin-Off described further in Note 2, the Company entered into an agreement (the “Exchange Agreement”) with FIF V PFD LLC, an affiliate of Fortress Investment Group LLC (“Fortress”), providing for the exchange of shares of the Company’s Series B Preferred Stock for shares of a new class of preferred stock, Series C Preferred Stock, in contemplation of the Spin-Off. The Exchange Agreement provided Fortress with the right to exchange its 9,750 shares of Series B Preferred Stock for fractional shares of Series C Preferred Stock at an exchange ratio that treated each such fractional share (and therefore each share of common stock into which such fractional share was convertible) as worth $67 per share, which was the “ceiling price” at which the shares of Series B Preferred Stock were redeemable by the Company at maturity. Any shares of Series B Preferred Stock that were not exchanged for shares of Series C Preferred Stock prior to the second business day before October 16, 2013, the record date established for the distribution of GLPI common stock in the Spin-Off, was automatically exchanged for shares of Series C Preferred Stock on such date. Subsequently, the Company had the right to purchase from Fortress, prior to the record date for the Spin-Off, a number of shares of Series C Preferred Stock, at a price of $67 per fractional share of Series C Preferred Stock, such that, immediately following the consummation of the Spin-Off, Fortress would not own more than 9.9% of GLPI’s common stock. Under the terms of the Statement with Respect to Shares of Series C Convertible Preferred Stock of the Company (the “Series C Designation”), the Series C Preferred Stock is nonvoting stock, provided, however, that the Series C Designation cannot be altered or amended so as to adversely affect any right or privilege held by the holders of Series C shares without the consent of a majority of the shares of Series C then outstanding. Holders of Series C shares will participate in dividends paid to the holders of common stock of the Company on an as-converted basis. Each share of Series C will automatically convert into 1,000 shares of common stock upon sale to a third party not affiliated with the original holder. On October 11, 2013, the Company completed its exchange and repurchase transactions with Fortress and repurchased all of the 2,300 shares of Series B Preferred Stock held by Centerbridge Capital Partners, L.P. (collectively, “Centerbridge”) at par. Additionally, in February 2013, the Company repurchased 225 shares of Series B Preferred Stock from WF Investment Holdings, LLC at a slight discount to par. As a result of these transactions, there are currently no outstanding shares of Series B Preferred Stock and Fortress holds 8,624 shares of Series C Preferred Stock. See Note 15 for further details.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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+ Details

Segment Information

9 Months Ended

Sep. 30, 2013

Segment Information

Segment Information

12. Segment Information

The Company has aggregated its properties into three reportable segments: (i) Midwest, (ii) East/West, and (iii) Southern Plains, which is consistent with how the Company’s Chief Operating Decision Maker reviews and assesses the Company’s financial performance.

The Midwest reportable segment consists of the following properties: Hollywood Casino Lawrenceburg, Hollywood Casino Aurora, Hollywood Casino Joliet, Argosy Casino Alton, Hollywood Casino Toledo, which opened on May 29, 2012, and Hollywood Casino Columbus, which opened on October 8, 2012. It also includes the Company’s Casino Rama management service contract and the Mahoning Valley and Dayton Raceway projects in Ohio which the Company anticipates completing in 2014.

The East/West reportable segment consists of the following properties: Hollywood Casino at Charles Town Races, Hollywood Casino Perryville, Hollywood Casino Bangor, Hollywood Casino at Penn National Race Course, Zia Park Casino, and the M Resort.

The Southern Plains reportable segment consists of the following properties: Argosy Casino Riverside, Argosy Casino Sioux City, Hollywood Casino Baton Rouge, Hollywood Casino Tunica, Hollywood Casino Bay St. Louis, Boomtown Biloxi, Hollywood Casino St. Louis (formerly Harrah’s St. Louis which was acquired from Caesars Entertainment on November 2, 2012), and includes the Company’s 50% investment in Kansas Entertainment, which owns the Hollywood Casino at Kansas Speedway that opened on February 3, 2012.

The Other category consists of the Company’s standalone racing operations, namely Beulah Park, Raceway Park, Rosecroft Raceway, Sanford-Orlando Kennel Club, and the Company’s joint venture interests in Sam Houston Race Park, Valley Race Park and Freehold Raceway. If the Company is successful in obtaining gaming operations at these locations, they would be assigned to one of the Company’s regional executives and reported in their respective reportable segment. The Other category also includes the Company’s corporate overhead operations which does not meet the definition of an operating segment under ASC 280, “Segment Reporting.” The Other category also included our Bullwhackers property which was sold on July 1, 2013.

The following tables present certain information with respect to the Company’s segments. Intersegment revenues between the Company’s segments were not material in any of the periods presented below.

	Midwest		East/West		Southern Plains		Other			Total
	(in thousands)
Three months ended September 30, 2013
Net revenues	$	244,011	$	294,816	$	168,979	$	6,629		$	714,435
Income (loss) from operations	48,349		59,416		19,975		(34,460		)	93,280
Depreciation and amortization	32,352		18,813		24,760		4,043			79,968
Gain (loss) from unconsolidated affiliates	—		—		2,599		(303		)	2,296
Capital expenditures	22,404		6,448		13,705		(101		)	42,456

Three months ended September 30, 2012
Net revenues	247,287		324,603		128,604		6,550			707,044
Income (loss) from operations	55,088		68,078		26,496		(50,996		)	98,666
Depreciation and amortization	24,791		22,430		11,028		4,150			62,399
Gain (loss) from unconsolidated affiliates	—		—		1,036		(229		)	807
Capital expenditures	94,562		8,376		6,770		1,066			110,774

Nine months ended September 30, 2013
Net revenues	789,502		928,934		529,560		26,056			2,274,052
Income (loss) from operations	165,214		204,478		9,419		(105,635		)	273,476
Depreciation and amortization	97,182		58,938		69,304		12,230			237,654
Gain (loss) from unconsolidated affiliates	—		—		8,383		(545		)	7,838
Impairment losses	—		—		71,846		—			71,846
Capital expenditures	83,650		20,508		50,487		4,428			159,073

Nine months ended September 30, 2012
Net revenues	670,373		1,043,884		415,729		25,668			2,155,654
Income (loss) from operations	148,509		228,700		108,739		(116,652		)	369,296
Depreciation and amortization	61,989		66,455		33,627		10,456			172,527
Gain (loss) from unconsolidated affiliates	—		—		3,991		(445		)	3,546
Capital expenditures	305,521		34,917		19,583		4,931			364,952

Balance sheet at September 30, 2013
Total assets	2,268,140		1,158,411		1,578,476		391,711			5,396,738
Investment in and advances to unconsolidated affiliates	—		79		129,897		65,849			195,825
Goodwill and other intangible assets, net	1,023,108		226,047		697,057		55,799			2,002,011

Balance sheet at December 31, 2012
Total assets	2,318,283		1,198,391		1,680,773		446,610			5,644,057
Investment in and advances to unconsolidated affiliates	—		87		138,514		65,905			204,506
Goodwill and other intangible assets, net	1,025,505		226,047		779,787		55,827			2,087,166

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

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Reference 2: http://www.xbrl.org/2003/role/presentationRef
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+ Details

Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2013

Fair Value of Financial Instruments

Fair Value of Financial Instruments

13. Fair Value of Financial Instruments

The following methods and assumptions are used to estimate the fair value of each class of financial instruments for which it is practicable to estimate:

Cash and Cash Equivalents

The fair value of the Company’s cash and cash equivalents approximates the carrying value of the Company’s cash and cash equivalents, due to the short maturity of the cash equivalents.

Investment in Corporate Debt Securities

The fair value of the investment in corporate debt securities was estimated based on a third party broker quote and as such was a Level 2 measurement as defined under ASC 820, “Fair Value Measurements and Disclosures.” The investment in corporate debt securities was measured at fair value on a recurring basis using the market approach. As described in Note 7, a distribution for the redemption of the investment in corporate debt securities was received in the second quarter of 2013.

Long-term Debt

The fair value of the Company’s Term Loan B component of the previous senior secured credit facility and the 8 ¾% Notes is estimated based on quoted prices in active markets and as such is a Level 1 measurement. The fair value of the remainder of the Company’s previous senior secured credit facility approximates its carrying value as it is variable rate debt. The fair value of the Company’s other long-term obligations approximates its carrying value.

The estimated fair values of the Company’s financial instruments are as follows (in thousands):

	September 30, 2013				December 31, 2012
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Financial assets:
Cash and cash equivalents	$	267,871	$	267,871	$	260,467	$	260,467
Investment in corporate debt securities	—		—		6,790		6,790
Financial liabilities:
Long-term debt
Senior secured credit facility	2,062,362		2,062,392		2,393,459		2,401,225
Senior subordinated notes	325,000		355,875		325,000		368,875
Other long-term obligations	11,217		11,217		10,000		10,000

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Insurance Deductibles	9 Months Ended
Insurance Deductibles	Sep. 30, 2013
Insurance Deductibles
Insurance Deductibles	14. Insurance Deductibles Hollywood Casino St. Louis Tornado On May 31, 2013, Hollywood Casino St. Louis sustained minor damage as a result of a tornado and was forced to close for approximately fourteen hours. At the time of the tornado, the Company carried property insurance coverage with a limit of $600 million for both property damage and business interruption applicable to this event. This coverage included a $2.5 million property damage deductible and two days of business interruption deductible for the peril of a tornado. During the nine months ended September 30, 2013, the Company recorded a $2.5 million pre-tax loss for the property damage insurance deductible.

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2013
Subsequent Events
Subsequent Events	15. Subsequent Events As disclosed in Note 2, on November 1, 2013, Penn effected the Spin-Off by distributing one share of common stock of GLPI to the holders of Penn common stock and Series C Preferred Stock for every share of Penn common stock and every 1/1000th of a share of Series C Preferred Stock that they held at the close of business on October 16, 2013, the record date for the Spin-Off. In addition, the Company contributed substantially all of the assets and liabilities associated with Penn’s real property interests and real estate development business, as well as the assets and liabilities of the TRS Properties that will be operated by its TRSs, to GLPI through a series of internal corporate restructurings. As mentioned above in Note 11, on October 11, 2013, the Company completed its previously disclosed exchange and repurchase transactions with an affiliate of Fortress and Centerbridge. In the transactions, the Company paid a total of $627.2 million, which was primarily funded by borrowings under the revolving credit facility, to the affiliates of Fortress and Centerbridge and issued to the affiliate of Fortress 8,624 shares of non-voting Series C Preferred Stock in order to redeem at par all of the previously outstanding shares of Series B Preferred Stock. Each share of Series C Preferred Stock will automatically convert into 1,000 shares of common stock upon a sale to a third party not affiliated with Fortress, and holders of Series C Preferred Stock will participate in dividends paid to the holders of common stock on an as-converted basis. The redemption of the Series B Preferred Stock will impact the Company’s shares outstanding by reducing the Company’s diluted share count by approximately 13.1 million (based on the actual dilutive impact of the securities in the third quarter 2013 EPS calculation, see Note 3). On October 15, 2013, the Company commenced the Tender Offer and consent solicitation for any and all of its outstanding $325 million 8¾% Notes. The Consent Solicitation expired on October 28, 2013, and the Tender Offer will expire on November 13, 2013 (the “Expiration Date”) unless the Tender Offer is extended or earlier terminated. In the Consent Solicitation, the Company received valid consents from holders of $292.7 million aggregate principal amount of the 8 ¾% Notes. Based on the receipt of such consents on October 29, 2013, the Company executed a supplemental indenture to the indenture governing the 8¾% Notes to eliminate substantially all of the restrictive covenants and the related events of default in such indenture. On October 30, 2013, the Company purchased such $292.7 million aggregate principal amount of 8 ¾% Notes, and the amendments effected by such supplemental indenture became operative. Such 8 ¾% Notes were purchased for “Total Consideration” of $1,107.24 per $1,000 principal amount of tendered 8 ¾% Notes, which is equal to the “Tender Offer Consideration” of $1,087.24 per $1,000 principal amount of tendered 8 ¾% Notes plus a consent payment of $20.00 per $1,000 principal amount of tendered 8 ¾% Notes, plus accrued and unpaid interest up to, but excluding, the date of purchase. Holders of 8 ¾% Notes who validly tender their 8 ¾% Notes after October 29, 2013 but at or prior to the Expiration Date, and whose 8 ¾% Notes are accepted for purchase, will receive only the Tender Offer Consideration, plus accrued and unpaid interest up to, but excluding, the applicable settlement date. On October 30, 2013, the Company also effected the satisfaction and discharge of the indenture governing the 8 ¾% Notes and called the remaining outstanding 8 ¾% Notes for redemption. Any 8 ¾% Notes not purchased in the Tender Offer will be redeemed on November 29, 2013. We anticipate recording a debt extinguishment charge of $34.7 million related to the purchase of 8 ¾% Notes in the Tender Offer and the redemption of the remaining 8 ¾% Notes in the fourth quarter of 2013. On October 30, 2013, the Company completed an offering of $300 million 5.875% senior unsecured notes that mature on November 1, 2021 (the “5.875% Notes”) at a price of par. Interest on the 5.875% Notes is payable on May 1 and November 1 of each year. The 5.875% Notes are senior unsecured obligations of the Company. The 5.875% Notes will not be guaranteed by any of the Company’s subsidiaries except in the event that the Company in the future issues certain subsidiary-guaranteed debt securities. The Company may redeem the 5.875% Notes at any time, and from time to time, on or after November 1, 2016, at the declining redemption premiums set forth in the indenture governing the 5.875% Notes, together with accrued and unpaid interest to, but not including, the redemption date. Prior to November 1, 2016, the Company may redeem the 5.875% Notes at any time, and from time to time, at a redemption price equal to 100% of the principal amount of the 5.875% Notes redeemed plus a “make-whole” redemption premium described in the indenture governing the 5.875% Notes, together with accrued and unpaid interest to, but not including, the redemption date. In addition, the 5.875% Notes may be redeemed prior to November 1, 2016 from net proceeds raised in connection with an equity offering as long as the Company pays 105.875% of the principal amount of the 5.875% Notes, redeems the 5.875% Notes within 180 days of completing the equity offering, and at least 60% of the 5.875% Notes originally issued remains outstanding. In addition, on October 30, 2013, the Company entered into a new senior secured credit facility. The new senior secured credit facility consists of a five year $500 million revolver, a five year $500 million Term Loan A facility, and a seven year $250 million Term Loan B facility. The Term Loan A facility was priced at LIBOR plus a spread (ranging from 2.75% to 1.25%) based on the Company’s consolidated total net leverage ratio as defined in the new senior secured credit facility. The Term Loan B facility was priced at LIBOR plus 2.50%, with a 0.75% LIBOR floor. The Company used the proceeds of the new senior secured credit facility, new 5.875% Notes, and cash on hand, to repay its previous senior secured credit facility, to fund the cash tender offer to purchase any and all of its 8 ¾% Notes and the related consent solicitation to make certain amendments to the indenture governing the 8 ¾% Notes, to satisfy and discharge such indenture, to pay related fees and expenses and for working capital purposes.

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2013

Summary of Significant Accounting Policies

Revenue Recognition and Promotional Allowances

Revenue Recognition and Promotional Allowances

Revenue from the management service contract for Casino Rama is based upon contracted terms and is recognized when services are performed.

The amounts included in promotional allowances for the three and nine months ended September 30, 2013 and 2012 are as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)
Rooms	$	9,639	$	6,535	$	27,951	$	19,094
Food and beverage	31,327		26,089		95,049		80,804
Other	2,748		2,250		8,469		7,209
Total promotional allowances	$	43,714	$	34,874	$	131,469	$	107,107

The estimated cost of providing such complimentary services for the three and nine months ended September 30, 2013 and 2012 are as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)
Rooms	$	3,223	$	2,337	$	9,583	$	7,000
Food and beverage	21,883		18,095		64,981		54,750
Other	1,909		1,393		4,936		4,344
Total cost of complimentary services	$	27,015	$	21,825	$	79,500	$	66,094

Gaming and Racing Taxes

Gaming and Racing Taxes

Earnings Per Share

Earnings Per Share

The following table sets forth the allocation of net income for the three and nine months ended September 30, 2013 and 2012 under the two-class method:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)

Net income	$	41,317	$	46,446	$	94,408	$	191,732
Net income applicable to preferred stock	7,691		8,990		17,692		37,165
Net income applicable to common stock	$	33,626	$	37,456	$	76,716	$	154,567

	Three Months Ended September 30,		Nine Months Ended September 30,
	2013	2012	2013	2012
	(in thousands)
Determination of shares:
Weighted-average common shares outstanding	78,635	76,336	78,169	76,196
Assumed conversion of dilutive employee stock-based awards	2,929	2,059	3,020	2,243
Assumed conversion of restricted stock	111	168	101	157
Assumed conversion of preferred stock	21,767	27,278	21,817	27,278
Diluted weighted-average common shares outstanding	103,442	105,841	103,107	105,874

The following table presents the calculation of basic and diluted EPS for the Company’s common stock:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands, except per share data)

Calculation of basic EPS:
Net income applicable to common stock	$	33,626	$	37,456	$	76,716	$	154,567
Weighted-average common shares outstanding	78,635		76,336		78,169		76,196
Basic EPS	$	0.43	$	0.49	$	0.98	$	2.03

Calculation of diluted EPS:
Net income	$	41,317	$	46,446	$	94,408	$	191,732
Diluted weighted-average common shares outstanding	103,442		105,841		103,107		105,874
Diluted EPS	$	0.40	$	0.44	$	0.92	$	1.81

Stock-Based Compensation

Stock-Based Compensation

The following are the weighted-average assumptions used in the Black-Scholes option-pricing model at September 30, 2013 and 2012:

	2013		2012

Risk-free interest rate	1.08	%	0.84	%
Expected volatility	46.27	%	45.78	%
Dividend yield	—		—
Weighted-average expected life (years)	6.57		6.64

- Definition

Disclosure of accounting policy for revenue recognition. If the entity has different policies for different types of revenue transactions, the policy for each material type of transaction is generally disclosed. If a sales transaction has multiple element arrangements (for example, delivery of multiple products, services or the rights to use assets) the disclosure may indicate the accounting policy for each unit of accounting as well as how units of accounting are determined and valued. The disclosure may encompass important judgment as to appropriateness of principles related to recognition of revenue. The disclosure also may indicate the entity's treatment of any unearned or deferred revenue that arises from the transaction.

+ References + Details

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2013

Summary of Significant Accounting Policies

Schedule of promotional allowances

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)
Rooms	$	9,639	$	6,535	$	27,951	$	19,094
Food and beverage	31,327		26,089		95,049		80,804
Other	2,748		2,250		8,469		7,209
Total promotional allowances	$	43,714	$	34,874	$	131,469	$	107,107

Schedule of estimated cost of providing complimentary services

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)
Rooms	$	3,223	$	2,337	$	9,583	$	7,000
Food and beverage	21,883		18,095		64,981		54,750
Other	1,909		1,393		4,936		4,344
Total cost of complimentary services	$	27,015	$	21,825	$	79,500	$	66,094

Allocation of net income attributable to shareholders under the two-class method

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)

Net income	$	41,317	$	46,446	$	94,408	$	191,732
Net income applicable to preferred stock	7,691		8,990		17,692		37,165
Net income applicable to common stock	$	33,626	$	37,456	$	76,716	$	154,567

Reconciliation of the weighted-average common shares outstanding used in the calculation of basic EPS to the weighted-average common shares outstanding used in the calculation of diluted EPS

	Three Months Ended September 30,		Nine Months Ended September 30,
	2013	2012	2013	2012
	(in thousands)
Determination of shares:
Weighted-average common shares outstanding	78,635	76,336	78,169	76,196
Assumed conversion of dilutive employee stock-based awards	2,929	2,059	3,020	2,243
Assumed conversion of restricted stock	111	168	101	157
Assumed conversion of preferred stock	21,767	27,278	21,817	27,278
Diluted weighted-average common shares outstanding	103,442	105,841	103,107	105,874

Calculation of basic and diluted EPS for the entity's common stock

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands, except per share data)

Calculation of basic EPS:
Net income applicable to common stock	$	33,626	$	37,456	$	76,716	$	154,567
Weighted-average common shares outstanding	78,635		76,336		78,169		76,196
Basic EPS	$	0.43	$	0.49	$	0.98	$	2.03

Calculation of diluted EPS:
Net income	$	41,317	$	46,446	$	94,408	$	191,732
Diluted weighted-average common shares outstanding	103,442		105,841		103,107		105,874
Diluted EPS	$	0.40	$	0.44	$	0.92	$	1.81

Weighted-average assumptions used in Black-Scholes option pricing model

	2013		2012

Risk-free interest rate	1.08	%	0.84	%
Expected volatility	46.27	%	45.78	%
Dividend yield	—		—
Weighted-average expected life (years)	6.57		6.64

New Accounting Pronouncements (Tables)

9 Months Ended

Sep. 30, 2013

New Accounting Pronouncements

Schedule of net of tax changes in accumulated other comprehensive income by component

	Foreign Currency			Available for sale securities			Total

Balance at December 31, 2011	$	1,203		$	1,115		$	2,318
Other comprehensive income:
Foreign currency translation adjustment	565			—			565
Unrealized holding gains on corporate debt securities	—			134			134
Ending balance at September 30, 2012	$	1,768		$	1,249		$	3,017

Balance at December 31, 2012	$	1,628		$	1,394		$	3,022
Other comprehensive (loss) income:
Foreign currency translation adjustment	(697		)	—			(697		)
Unrealized holding losses on corporate debt securities	—			(98		)	(98		)
Realized gain on redemption of corporate debt securities	—			(1,296		)	(1,296		)
Ending balance at September 30, 2013	$	931		$	—		$	931

Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2013

Property and Equipment

Schedule of property and equipment, net

	September 30,			December 31,
	2013			2012
	(in thousands)

Land and improvements	$	435,724		$	442,882
Building and improvements	2,327,419			2,283,230
Furniture, fixtures, and equipment	1,278,591			1,240,898
Leasehold improvements	15,395			17,229
Construction in progress	62,833			30,531
Total property and equipment	4,119,962			4,014,770
Less accumulated depreciation	(1,477,665		)	(1,283,973		)
Property and equipment, net	$	2,642,297		$	2,730,797

Goodwill and Other Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2013

Goodwill and Other Intangible Assets

Reconciliation of goodwill and accumulated goodwill impairment losses

Balance at December 31, 2012:
Goodwill	$	2,214,546
Accumulated goodwill impairment losses	(833,857		)
Goodwill, net	$	1,380,689
Goodwill impairment losses	(68,727		)
Other	(3,883		)
Balance at September 30, 2013:
Goodwill	$	2,210,663
Accumulated goodwill impairment losses	(902,584		)
Goodwill, net	$	1,308,079

Schedule of gross carrying value, accumulated amortization, and net book value of each major class of other intangible assets

	September 30, 2013						December 31, 2012
	(in thousands)
	Gross Carrying Value		Accumulated Amortization		Net Book Value		Gross Carrying Value		Accumulated Amortization		Net Book Value
Indefinite-life intangible assets	$	677,507	$	—	$	677,507	$	675,901	$	—	$	675,901
Argosy Casino Sioux City gaming license	20,949		8,380		12,569		24,068		—		24,068
Other intangible assets	56,661		52,805		3,856		56,661		50,153		6,508
Total	$	755,117	$	61,185	$	693,932	$	756,630	$	50,153	$	706,477

Schedule of expected intangible asset amortization expense

Remainder of 2013	$	5,074
2014	11,332
2015	19
Total	$	16,425

Long-term Debt (Tables)

9 Months Ended

Sep. 30, 2013

Long-term Debt

Schedule of long-term debt, net of current maturities

	September 30,			December 31,
	2013			2012
	(in thousands)

Senior secured credit facility	$	2,063,675		$	2,394,963
$325 million 8 ¾% senior subordinated notes due August 2019	325,000			325,000
Other long-term obligations	11,217			10,000
Capital leases	2,038			2,111
	2,401,930			2,732,074
Less current maturities of long-term debt	(100,688		)	(81,497		)
Less discount on senior secured credit facility Term Loan B	(1,313		)	(1,504		)
	$	2,299,929		$	2,649,073

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6479336&loc=d3e64711-112823

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=6584090&loc=d3e28878-108400

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21538-112644

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=6451184&loc=d3e28541-108399

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6451184&loc=d3e28551-108399

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21521-112644

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 02
-Paragraph 22
-Article 5

+ Details

Income Taxes (Tables)

9 Months Ended

Sep. 30, 2013

Income Taxes

Reconciliation of liability for unrecognized tax benefits

	Noncurrent tax liabilities
	(in thousands)
Balance at January 1, 2013	$	20,393
Additions based on current year positions	3,053
Reductions based on prior year positions	(599		)
Currency translation adjustments	(1,028		)
Balance at September 30, 2013	$	21,819

Segment Information (Tables)

9 Months Ended

Sep. 30, 2013

Segment Information

Schedule of information with respect to the Company's segments

	Midwest		East/West		Southern Plains		Other			Total
	(in thousands)
Three months ended September 30, 2013
Net revenues	$	244,011	$	294,816	$	168,979	$	6,629		$	714,435
Income (loss) from operations	48,349		59,416		19,975		(34,460		)	93,280
Depreciation and amortization	32,352		18,813		24,760		4,043			79,968
Gain (loss) from unconsolidated affiliates	—		—		2,599		(303		)	2,296
Capital expenditures	22,404		6,448		13,705		(101		)	42,456

Three months ended September 30, 2012
Net revenues	247,287		324,603		128,604		6,550			707,044
Income (loss) from operations	55,088		68,078		26,496		(50,996		)	98,666
Depreciation and amortization	24,791		22,430		11,028		4,150			62,399
Gain (loss) from unconsolidated affiliates	—		—		1,036		(229		)	807
Capital expenditures	94,562		8,376		6,770		1,066			110,774

Nine months ended September 30, 2013
Net revenues	789,502		928,934		529,560		26,056			2,274,052
Income (loss) from operations	165,214		204,478		9,419		(105,635		)	273,476
Depreciation and amortization	97,182		58,938		69,304		12,230			237,654
Gain (loss) from unconsolidated affiliates	—		—		8,383		(545		)	7,838
Impairment losses	—		—		71,846		—			71,846
Capital expenditures	83,650		20,508		50,487		4,428			159,073

Nine months ended September 30, 2012
Net revenues	670,373		1,043,884		415,729		25,668			2,155,654
Income (loss) from operations	148,509		228,700		108,739		(116,652		)	369,296
Depreciation and amortization	61,989		66,455		33,627		10,456			172,527
Gain (loss) from unconsolidated affiliates	—		—		3,991		(445		)	3,546
Capital expenditures	305,521		34,917		19,583		4,931			364,952

Balance sheet at September 30, 2013
Total assets	2,268,140		1,158,411		1,578,476		391,711			5,396,738
Investment in and advances to unconsolidated affiliates	—		79		129,897		65,849			195,825
Goodwill and other intangible assets, net	1,023,108		226,047		697,057		55,799			2,002,011

Balance sheet at December 31, 2012
Total assets	2,318,283		1,198,391		1,680,773		446,610			5,644,057
Investment in and advances to unconsolidated affiliates	—		87		138,514		65,905			204,506
Goodwill and other intangible assets, net	1,025,505		226,047		779,787		55,827			2,087,166

Fair Value of Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2013

Fair Value of Financial Instruments

Schedule of estimated fair values of financial instruments

	September 30, 2013				December 31, 2012
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Financial assets:
Cash and cash equivalents	$	267,871	$	267,871	$	260,467	$	260,467
Investment in corporate debt securities	—		—		6,790		6,790
Financial liabilities:
Long-term debt
Senior secured credit facility	2,062,362		2,062,392		2,393,459		2,401,225
Senior subordinated notes	325,000		355,875		325,000		368,875
Other long-term obligations	11,217		11,217		10,000		10,000

Organization and Basis of Presentation (Details)	Sep. 30, 2013 facility jurisdiction
Organization and Basis of Presentation
Number of facilities the entity owned, managed, or had ownership interests in \| facility	28
Number of jurisdictions in which the entity operates \| jurisdiction	18

Spin-Off of Real Estate Assets through a Real Estate Investment Trust (Details)		9 Months Ended
	Nov. 02, 2013 facility renewaloption shares	Sep. 30, 2013 company
Spin-Off of Real Estate Assets through a Real Estate Investment Trust
Number of publicly traded companies \| company		2
Subsequent events
Spin-Off of Real Estate Assets through a Real Estate Investment Trust
Number of shares of common stock that were issued to the holders of common stock and Series C convertible preferred stock \| shares	1
Number of shares of Series C preferred stock entitled by one share of common stock on the record date	0.001
Percentage of common stock required to be owned by Carlino Group to qualify as a real estate investment trust	9.90%
Period of the Master Lease agreement	15 years
Number of lease renewal options \| renewaloption	4
Term of lease renewal options	5 years
Ownership interest in joint venture (as a percent)	50.00%
Number of non-casino racetracks \| facility	7

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Revenue recognition
Promotional allowances	$ 43,714	$ 34,874	$ 131,469	$ 107,107
Cost of complimentary services	27,015	21,825	79,500	66,094
Gaming and Racing Taxes
Gaming expense	251,200	258,100	800,200	801,600
Rooms
Revenue recognition
Promotional allowances	9,639	6,535	27,951	19,094
Cost of complimentary services	3,223	2,337	9,583	7,000
Food and beverage
Revenue recognition
Promotional allowances	31,327	26,089	95,049	80,804
Cost of complimentary services	21,883	18,095	64,981	54,750
Other
Revenue recognition
Promotional allowances	2,748	2,250	8,469	7,209
Cost of complimentary services	$ 1,909	$ 1,393	$ 4,936	$ 4,344

Summary of Significant Accounting Policies (Details 2) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Earnings Per Share
Preferred stock, shares outstanding	12,050		12,050		12,275
Net income loss available to common stockholders
Net income	$ 41,317	$ 46,446	$ 94,408	$ 191,732
Net income applicable to preferred stock	7,691	8,990	17,692	37,165
Net income applicable to common stock	$ 33,626	$ 37,456	$ 76,716	$ 154,567
Determination of shares:
Weighted-average common shares outstanding (in shares)	78,635,000	76,336,000	78,169,000	76,196,000
Assumed conversion of dilutive employee stock-based awards (in shares)	2,929,000	2,059,000	3,020,000	2,243,000
Assumed conversion of restricted stock (in shares)	111,000	168,000	101,000	157,000
Assumed conversion of preferred stock (in shares)	21,767,000	27,278,000	21,817,000	27,278,000
Diluted weighted-average common shares outstanding (in shares)	103,442,000	105,841,000	103,107,000	105,874,000
Anti-dilutive securities, options to purchase shares outstanding	20,625	4,353,529	30,625	3,132,000
Calculation of basic EPS:
Net income applicable to common stock	$ 33,626	$ 37,456	$ 76,716	$ 154,567
Weighted-average common shares outstanding (in shares)	78,635,000	76,336,000	78,169,000	76,196,000
Basic earnings per common share	$ 0.43	$ 0.49	$ 0.98	$ 2.03
Calculation of diluted EPS:
Net income	$ 41,317	$ 46,446	$ 94,408	$ 191,732
Diluted weighted-average common shares outstanding (in shares)	103,442,000	105,841,000	103,107,000	105,874,000
Diluted earnings per common share	$ 0.40	$ 0.44	$ 0.92	$ 1.81
Common stock price less than $45
Determination of shares:
Common stock price (in dollars per share)	$ 45		$ 45
Increase in diluted weighted-average common shares outstanding			26,777,778
Common stock price between $45 and $67
Determination of shares:
Aggregate liquidation preference of preferred stock	$ 1,205,000		$ 1,205,000
Common stock price between $45 and $67 \| Maximum
Determination of shares:
Common stock price (in dollars per share)	$ 67		$ 67
Increase in diluted weighted-average common shares outstanding			26,777,778
Common stock price between $45 and $67 \| Minimum
Determination of shares:
Common stock price (in dollars per share)	45		$ 45
Increase in diluted weighted-average common shares outstanding			17,985,075
Common stock price more than $67
Determination of shares:
Common stock price (in dollars per share)	$ 67		$ 67
Increase in diluted weighted-average common shares outstanding			17,985,075

Summary of Significant Accounting Policies (Details 3) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Stock-Based Compensation
Time period of historical volatility of stock used to estimate expected volatility			6 years 6 months 25 days
Stock-based compensation
Share based compensation expense	$ 6.4	$ 6.9	$ 18.1	$ 22.2
Stock options granted (in shares)			0
Restricted stock granted (in shares)			257,500
Weighted-average assumptions used in the Black-Scholes option-pricing model
Risk-free interest rate (as a percent)			1.08%	0.84%
Expected volatility (as a percent)			46.27%	45.78%
Weighted-average expected life			6 years 6 months 25 days	6 years 7 months 20 days
Phantom stock unit awards
Stock-based compensation
Share based compensation expense	3.3	1.0	$ 8.3	$ 3.5
Total compensation cost related to nonvested awards not yet recognized	25.7		$ 25.7
Period for recognition of unrecognized compensation cost			2 years 10 months 10 days
Phantom stock unit awards \| Minimum
Stock-based compensation
Vesting period			4 years
Phantom stock unit awards \| Maximum
Stock-based compensation
Vesting period			5 years
Stock appreciation rights
Stock-based compensation
Share based compensation expense	0.4	$ 0.5	$ 4.1	$ 3.0
Vesting period			4 years
Total compensation cost related to nonvested awards not yet recognized	$ 8.9		$ 8.9
Period for recognition of unrecognized compensation cost			2 years 25 days

New Accounting Pronouncements (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Net of tax changes in accumulated other comprehensive income by component
Balance at the beginning of the period			$ 3,022	$ 2,318
Other comprehensive (loss) income:
Foreign currency translation adjustment	$ 302	$ 732	(697)	565
Unrealized holding gains (losses) on corporate debt securities		49	(98)	134
Realized gain on redemption of corporate debt securities			(1,296)
Balance at the end of the period	931	3,017	931	3,017
Foreign Currency
Net of tax changes in accumulated other comprehensive income by component
Balance at the beginning of the period			1,628	1,203
Other comprehensive (loss) income:
Foreign currency translation adjustment			(697)	565
Balance at the end of the period	$ 931	1,768	931	1,768
Available for sale securities
Net of tax changes in accumulated other comprehensive income by component
Balance at the beginning of the period			1,394	1,115
Other comprehensive (loss) income:
Unrealized holding gains (losses) on corporate debt securities			(98)	134
Realized gain on redemption of corporate debt securities			$ (1,296)
Balance at the end of the period		$ 1,249		$ 1,249

- Definition

Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.

+ References + Details

Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Plant and equipment
Property and equipment	$ 4,119,962		$ 4,119,962		$ 4,014,770
Less accumulated depreciation	(1,477,665)		(1,477,665)		(1,283,973)
Property and equipment, net	2,642,297		2,642,297		2,730,797
Depreciation expense	74,900	$ 62,400	226,600	$ 172,300
Interest capitalized in connection with major construction projects	500	$ 2,400	900	$ 8,300
Land and improvements
Plant and equipment
Property and equipment	435,724		435,724		442,882
Building and improvements
Plant and equipment
Property and equipment	2,327,419		2,327,419		2,283,230
Furniture, fixtures and equipment
Plant and equipment
Property and equipment	1,278,591		1,278,591		1,240,898
Leasehold improvements
Plant and equipment
Property and equipment	15,395		15,395		17,229
Construction in progress
Plant and equipment
Property and equipment	$ 62,833		$ 62,833		$ 30,531

Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Reconciliation of goodwill and accumulated goodwill impairment losses
Balance at the beginning of the period, Goodwill gross			$ 2,214,546
Balance at the beginning of the period, Accumulated goodwill impairment losses			(833,857)
Balance at the beginning of the period, Goodwill, net			1,380,689
Goodwill impairment losses			(68,727)
Other			(3,883)
Balance at the end of the period, Goodwill gross	$ 2,210,663		2,210,663
Balance at the end of the period, Accumulated goodwill impairment losses	(902,584)		(902,584)
Balance at the end of the period, Goodwill, net	1,308,079		1,308,079
Intangible assets
Indefinite-life intangible assets, Gross Carrying Value	677,507		677,507		$ 675,901
Finite-lived intangible assets, Accumulated Amortization	61,185		61,185		50,153
Finite-lived intangible assets, Net Book Value	16,425		16,425
Intangible assets, Gross Carrying Value	755,117		755,117		756,630
Intangible assets, Net Book Value	693,932		693,932		706,477
Intangible asset amortization expense	5,100	$ 14	11,000	$ 200
Expected future amortization expense
Remainder of 2013	5,074		5,074
2014	11,332		11,332
2015	19		19
Finite-lived intangible assets, Net Book Value	16,425		16,425
Argosy Casino Sioux City
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill impairment losses	(68,700)
Intangible assets
Pre-tax impairment charge	3,100
Impairment charge, net of tax	1,900
Goodwill impairment charge, net of taxes	68,600
Gaming license \| Argosy Casino Sioux City
Intangible assets
Finite-lived intangible assets, Gross Carrying Value	20,949		20,949		24,068
Finite-lived intangible assets, Accumulated Amortization	8,380		8,380
Finite-lived intangible assets, Net Book Value	12,569		12,569		24,068
Expected future amortization expense
Finite-lived intangible assets, Net Book Value	12,569		12,569		24,068
Other intangible assets
Intangible assets
Finite-lived intangible assets, Gross Carrying Value	56,661		56,661		56,661
Finite-lived intangible assets, Accumulated Amortization	52,805		52,805		50,153
Finite-lived intangible assets, Net Book Value	3,856		3,856		6,508
Expected future amortization expense
Finite-lived intangible assets, Net Book Value	$ 3,856		$ 3,856		$ 6,508

Investment in Corporate Securities (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Jun. 30, 2013	Sep. 30, 2013
Investment in Corporate Securities
Proceeds from finalization of bankruptcy proceedings	$ 6,700	$ 6,679
Realized gain on finalization of bankruptcy proceedings		$ 1,325

Long-term Debt (Details) - USD ($) $ in Thousands		1 Months Ended	9 Months Ended
Long-term Debt (Details) - USD ($) $ in Thousands	Oct. 15, 2013	Oct. 30, 2013	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Long-term Debt
Debt			$ 2,401,930		$ 2,732,074
Less current maturities of long-term debt			(100,688)		(81,497)
Less discount on senior secured credit facility term loan B			(1,313)		(1,504)
Long-term debt, net of current maturities			2,299,929		2,649,073
Proceeds from issuance of debt			20,064	$ 256,984
Senior secured credit facility
Long-term Debt
Debt			2,063,675		2,394,963
Senior secured credit facility \| Subsequent events
Long-term Debt
Proceeds from issuance of debt		$ 300,000
$325 million 8 3/4% senior subordinated notes due August 2019
Long-term Debt
Debt			$ 325,000		325,000
Debt instrument interest rate stated percentage			8.75%
$325 million 8 3/4% senior subordinated notes due August 2019 \| Subsequent events
Long-term Debt
Debt	$ 325,000
Debt instrument interest rate stated percentage	8.75%
Principal amount of notes purchased		$ 292,700
Price for which note is purchased	$ 329,400
Other long-term obligations
Long-term Debt
Debt			$ 11,217		10,000
Capital leases
Long-term Debt
Debt			$ 2,038		$ 2,111

Long-term Debt (Details 2) - USD ($)	1 Months Ended	9 Months Ended
Long-term Debt (Details 2) - USD ($)	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Senior Secured Credit Facility
Letters of credit outstanding		$ 22,800,000
Available borrowing capacity		762,200,000
Long-term Debt
Payments of Term Loan facility		351,361,000	$ 133,950,000
Proceeds from other long-term obligations			$ 10,000,000
Accretion on instrument		1,217,000
Senior secured credit facility
Long-term Debt
Term loan amount outstanding		2,063,700,000
Revolving credit facility
Long-term Debt
Term loan amount outstanding		0
Variable rate Term Loan A
Long-term Debt
Term loan amount outstanding		994,400,000
Variable rate Term Loan B
Long-term Debt
Term loan amount outstanding		1,069,300,000
Payments of Term Loan facility		180,000,000
Other long-term obligations
Long-term Debt
Proceeds from other long-term obligations	$ 10,000,000
Accretion on instrument		$ 1,200,000

Long-term Debt (Details 3)	Sep. 30, 2013
$325 million 8 3/4% senior subordinated notes due August 2019
Long-term Debt
Debt instrument interest rate stated percentage	8.75%

Commitments and Contingencies (Details) $ in Thousands			1 Months Ended		9 Months Ended
Commitments and Contingencies (Details) $ in Thousands	Nov. 05, 2012 proposal	Sep. 12, 2008 USD ($)	Aug. 31, 2013	Feb. 28, 2013 USD ($)	Sep. 30, 2013 USD ($) claim simiannualinstallmentpayment	May 31, 2013 claim	Dec. 31, 2012 USD ($)	Sep. 11, 2008 USD ($)
Litigation
Accrued expenses					$ 102,604		$ 133,316
Amount agreed to be paid for certain clarifications from the State of Ohio related to various financial matters					$ 110,000
Period to pay agreed amount for certain clarifications from the State of Ohio related to various financial matters					10 years
Non competition period with the State of Ohio					10 years
Amount agreed to pay upon the opening of each facility					$ 7,500
Number of semi-annual installment payments to pay committed amount to the State of Ohio \| simiannualinstallmentpayment					18
Semi-annual installment payments for certain clarifications from the State of Ohio related to various financial matters					$ 4,800
Period after opening of each facility to pay first semi-annual installment					1 year
Belle of Sioux City, L.P. (the "Belle")
Litigation
Number of proposals submitted to the IRGC for a new gaming and entertainment destination \| proposal	2
State license renewal term			1 year
Outstanding claims filed against IRGC \| claim					1	4
Breach in pre-development agreement \| Kansas Penn Gaming, LLC
Litigation
Privilege fee paid in conjunction with the gaming application for the Cherokee County zone								$ 25,000
Privilege fee returned to the Company in conjunction with the gaming application for the Cherokee County zone				$ 25,000
Accrued expenses							$ 6,400
Breach in pre-development agreement \| Kansas Penn Gaming, LLC \| Minimum
Litigation
Damages sought value		$ 50,000

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Reconciliation of liability for unrecognized tax benefits
Balance at the beginning of the period			$ 20,393
Additions based on current year positions			3,053
Reductions based on prior year positions			(599)
Currency translation adjustments			(1,028)
Balance at the end of the period	$ 21,819		$ 21,819
Effective income tax rate (as a percent)	41.40%	40.30%	53.90%	39.40%
Deferred tax write-off of related to the sale of Bullwhackers	$ 3,800		$ 3,800
Prepaid income taxes	$ 4,900		$ 4,900		$ 68,400

Shareholders' Equity (Details) - $ / shares	1 Months Ended	9 Months Ended
Shareholders' Equity (Details) - $ / shares	Feb. 28, 2013	Sep. 30, 2013	Oct. 31, 2013	Oct. 11, 2013	Dec. 31, 2012
Preferred equity investment
Ownership interest in Spin-Off entity (as a percent)		9.90%
Number of shares held		12,050			12,275
Series B Preferred Stock
Preferred equity investment
Number of shares of preferred stock provided with the right to exchange as per the Exchange Agreement		9,750
Ceiling price at which the shares of preferred stock are redeemable at maturity		$ 67
Series B Preferred Stock \| Centerbridge \| Subsequent events
Preferred equity investment
Number of shares authorized to be repurchased			2,300
Series B Preferred Stock \| Wells Fargo Investment Holdings, LLC \| Subsequent events
Preferred equity investment
Repurchase of Preferred Stock (in shares)	225
Series C Preferred Stock
Preferred equity investment
Repurchase price of preferred stock (in dollars per share)		$ 67
Number of shares of common stock issued to each share of Series C preferred stock on conversion		1,000
Series C Preferred Stock \| Affiliate of Fortress Investment Group LLC \| Subsequent events
Preferred equity investment
Number of shares of common stock issued to each share of Series C preferred stock on conversion				1,000
Number of shares held			8,624

Segment Information (Details) $ in Thousands	3 Months Ended		9 Months Ended
Segment Information (Details) $ in Thousands	Sep. 30, 2013 USD ($)	Sep. 30, 2012 USD ($)	Sep. 30, 2013 USD ($) segment	Sep. 30, 2012 USD ($)	Dec. 31, 2012 USD ($)
Segment Information
Number of reportable segments \| segment			3
Segment information
Net revenues	$ 714,435	$ 707,044	$ 2,274,052	$ 2,155,654
Income (loss) from operations	93,280	98,666	273,476	369,296
Depreciation and amortization	79,968	62,399	237,654	172,527
Gain (loss) from unconsolidated affiliates	2,296	807	7,838	3,546
Impairment losses			71,846
Capital expenditures	42,456	110,774	159,073	364,952
Total assets	5,396,738		5,396,738		$ 5,644,057
Investment in and advances to unconsolidated affiliates	195,825		195,825		204,506
Goodwill and other intangible assets, net	2,002,011		2,002,011		2,087,166
Midwest
Segment information
Net revenues	244,011	247,287	789,502	670,373
Income (loss) from operations	48,349	55,088	165,214	148,509
Depreciation and amortization	32,352	24,791	97,182	61,989
Capital expenditures	22,404	94,562	83,650	305,521
Total assets	2,268,140		2,268,140		2,318,283
Goodwill and other intangible assets, net	1,023,108		1,023,108		1,025,505
East/West
Segment information
Net revenues	294,816	324,603	928,934	1,043,884
Income (loss) from operations	59,416	68,078	204,478	228,700
Depreciation and amortization	18,813	22,430	58,938	66,455
Capital expenditures	6,448	8,376	20,508	34,917
Total assets	1,158,411		1,158,411		1,198,391
Investment in and advances to unconsolidated affiliates	79		79		87
Goodwill and other intangible assets, net	226,047		226,047		226,047
Southern Plains
Segment information
Net revenues	168,979	128,604	529,560	415,729
Income (loss) from operations	19,975	26,496	9,419	108,739
Depreciation and amortization	24,760	11,028	69,304	33,627
Gain (loss) from unconsolidated affiliates	2,599	1,036	8,383	3,991
Impairment losses			71,846
Capital expenditures	13,705	6,770	50,487	19,583
Total assets	1,578,476		1,578,476		1,680,773
Investment in and advances to unconsolidated affiliates	129,897		129,897		138,514
Goodwill and other intangible assets, net	697,057		697,057		779,787
Other
Segment information
Net revenues	6,629	6,550	26,056	25,668
Income (loss) from operations	(34,460)	(50,996)	(105,635)	(116,652)
Depreciation and amortization	4,043	4,150	12,230	10,456
Gain (loss) from unconsolidated affiliates	(303)	(229)	(545)	(445)
Capital expenditures	(101)	$ 1,066	4,428	$ 4,931
Total assets	391,711		391,711		446,610
Investment in and advances to unconsolidated affiliates	65,849		65,849		65,905
Goodwill and other intangible assets, net	$ 55,799		$ 55,799		$ 55,827

Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
8 3/4% senior subordinated notes
Estimated fair values
Debt instrument interest rate stated percentage	8.75%
Carrying Amount
Financial assets:
Cash and cash equivalents	$ 267,871	$ 260,467
Investment in corporate debt securities		6,790
Carrying Amount \| Senior secured credit facility
Financial liabilities:
Long-term debt	2,062,362	2,393,459
Carrying Amount \| 8 3/4% senior subordinated notes
Financial liabilities:
Long-term debt	325,000	325,000
Carrying Amount \| Other long-term obligations
Financial liabilities:
Long-term debt	11,217	10,000
Fair Value
Financial assets:
Cash and cash equivalents	267,871	260,467
Investment in corporate debt securities		6,790
Fair Value \| Senior secured credit facility
Financial liabilities:
Long-term debt	2,062,392	2,401,225
Fair Value \| 8 3/4% senior subordinated notes
Financial liabilities:
Long-term debt	355,875	368,875
Fair Value \| Other long-term obligations
Financial liabilities:
Long-term debt	$ 11,217	$ 10,000

Insurance Deductibles (Details) - Tornado - Hollywood Casino St. Louis - USD ($) $ in Millions		9 Months Ended
	May 31, 2013	Sep. 30, 2013
Extraordinary Items
Number of hours for which casino was closed due to tornado	14 hours
Insurance policy limit	$ 600.0
Property damage deductible	$ 2.5
Delay in completion deductible	2 days
Pre-tax gain (loss) recorded		$ 2.5

Subsequent Events (Details)					3 Months Ended
Subsequent Events (Details)	Nov. 02, 2013 shares	Oct. 30, 2013 USD ($)	Oct. 15, 2013 USD ($)	Oct. 11, 2013 USD ($) shares	Dec. 31, 2013 USD ($)	Sep. 30, 2013 USD ($) shares	Dec. 31, 2012 USD ($)
Subsequent events
Debt						$ 2,401,930,000	$ 2,732,074,000
$325 million 8 3/4% senior subordinated notes due August 2019
Subsequent events
Debt						$ 325,000,000	$ 325,000,000
Debt instrument interest rate stated percentage						8.75%
Series C Preferred Stock
Subsequent events
Number of shares of common stock issued to each share of Series C preferred stock on conversion \| shares						1,000
Subsequent events
Subsequent events
Number of shares of common stock that were issued to the holders of common stock and Series C convertible preferred stock \| shares	1
Number of shares of Series C preferred stock entitled by one share of common stock on the record date	0.001
Reduction in the Company's diluted share count due to redemption of Series B Preferred Stock \| shares				(13,100,000)
Subsequent events \| $325 million 8 3/4% senior subordinated notes due August 2019
Subsequent events
Debt			$ 325,000,000
Principal amount of notes purchased		$ 292,700,000
Total Consideration price of debt instrument per $1000 principal amount			1,107.24
Principal amount used to determine the Total Consideration			1,000
Tender Offer Consideration price of debt instrument per $1000 principal amount			1,087.24
Principal amount used to determine the Tender Offer Consideration			1,000
Consent payment per $1000 principal amount			20.00
Principal amount used to determine consent payment deadline			1,000
Debt extinguishment charge					$ 34,700,000
Aggregate principal amount used to determine consent payment deadline			$ 292,700,000
Debt instrument interest rate stated percentage			8.75%
Subsequent events \| $300 million 5.875% senior unsecured notes due November 1, 2021
Subsequent events
Debt		$ 300,000,000
Debt instrument interest rate stated percentage		5.875%
Percentage of principal amount at which the entity may redeem notes		100.00%
Percentage of principal amount at which the entity may redeem notes from net proceeds raised in connection with an equity offering		105.875%
Period from completion of equity offering, during which notes can be redeemed		180 days
Subsequent events \| $300 million 5.875% senior unsecured notes due November 1, 2021 \| Minimum
Subsequent events
Percentage of notes originally issued remains outstanding		60.00%
Subsequent events \| Revolving credit facility
Subsequent events
Term of debt		5 years
Maximum borrowing capacity		$ 500,000,000
Subsequent events \| Term Loan A facility
Subsequent events
Term of debt		5 years
Maximum borrowing capacity		$ 500,000,000
Interest rate, description		LIBOR
Subsequent events \| Term Loan A facility \| Minimum
Subsequent events
Interest rate added to the base rate (as a percent)		1.25%
Subsequent events \| Term Loan A facility \| Maximum
Subsequent events
Interest rate added to the base rate (as a percent)		2.75%
Subsequent events \| Term Loan B facility
Subsequent events
Term of debt		7 years
Maximum borrowing capacity		$ 250,000,000
Interest rate, description		LIBOR
Interest rate added to the base rate (as a percent)		2.50%
Interest rate description floor rate (as a percent)		0.75%
Subsequent events \| Affiliate of Fortress and Centerbridge
Subsequent events
Exchange agreement amount paid				$ 627,200,000
Subsequent events \| Affiliate of Fortress Investment Group LLC \| Series C Preferred Stock
Subsequent events
Exchange agreement number of preferred shares issued \| shares				8,624
Number of shares of common stock issued to each share of Series C preferred stock on conversion \| shares				1,000