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Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2014	Oct. 30, 2014
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, 2014
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		78,703,844
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2014	Dec. 31, 2013
Current assets
Cash and cash equivalents	$ 230,707	$ 292,995
Receivables, net of allowance for doubtful accounts of $2,243 and $2,752 at September 30, 2014 and December 31, 2013, respectively	42,303	52,538
Prepaid expenses	45,807	62,724
Deferred income taxes	74,589	71,093
Other current assets	10,667	29,511
Total current assets	404,073	508,861
Property and equipment, net	745,355	497,457
Other assets
Investment in and advances to unconsolidated affiliates	183,067	193,331
Goodwill	491,048	492,398
Other intangible assets	475,096	359,648
Debt issuance costs, net of accumulated amortization of $5,330 and $922 at September 30, 2014 and December 31, 2013, respectively	26,617	30,734
Deferred income taxes	8,898
Other assets	128,945	101,562
Total other assets	1,313,671	1,177,673
Total assets	2,463,099	2,183,991
Current liabilities
Current maturities of long-term debt	30,547	27,598
Accounts payable	41,689	22,580
Accrued expenses	136,582	98,009
Accrued interest	7,457	5,027
Accrued salaries and wages	83,505	86,498
Gaming, pari-mutuel, property, and other taxes	65,290	52,053
Insurance financing	3,035	3,020
Other current liabilities	72,166	66,684
Total current liabilities	440,271	361,469
Long-term liabilities
Long-term debt, net of current maturities	1,198,848	1,023,194
Deferred income taxes		13,912
Noncurrent tax liabilities	19,318	19,966
Other noncurrent liabilities	6,424	7,050
Total long-term liabilities	1,224,590	1,064,122
Shareholders' equity
Common stock ($.01 par value, 200,000,000 shares authorized, 78,653,531 and 77,788,393 shares issued at September 30, 2014 and December 31, 2013, respectively)	781	775
Additional paid-in capital	911,615	887,556
Retained deficit	(113,584)	(130,314)
Accumulated other comprehensive (loss) income	(574)	383
Total shareholders' equity	798,238	758,400
Total liabilities and shareholders' equity	2,463,099	2,183,991
Series B Preferred Stock
Shareholders' equity
Preferred stock
Series C Preferred Stock
Shareholders' equity
Preferred stock

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2014	Dec. 31, 2013
Receivables, allowance for doubtful accounts (in dollars)	$ 2,243	$ 2,752
Debt issuance costs, accumulated amortization (in dollars)	$ 5,330	$ 922
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	78,653,531	77,788,393
Series B Preferred Stock
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	0	0
Series C Preferred Stock
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	18,500	18,500
Preferred stock, shares issued	8,624	8,624

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Revenues
Gaming	$ 573,216	$ 641,777	$ 1,720,057	$ 2,039,531
Food, beverage and other	107,266	112,687	322,710	355,591
Management service fee	3,240	3,685	8,803	10,399
Revenues	683,722	758,149	2,051,570	2,405,521
Less promotional allowances	(37,782)	(43,714)	(112,404)	(131,469)
Net revenues	645,940	714,435	1,939,166	2,274,052
Operating expenses
Gaming	288,355	325,576	858,539	1,029,483
Food, beverage and other	79,040	84,471	236,981	263,646
General and administrative	116,510	131,140	332,147	395,447
Rental expense related to Master Lease	104,625		313,547
Depreciation and amortization	40,253	79,968	134,802	237,654
Impairment losses			4,560	71,846
Insurance (recoveries) deductible charges	(5,674)		(5,674)	2,500
Total operating expenses	623,109	621,155	1,874,902	2,000,576
Income from operations	22,831	93,280	64,264	273,476
Other income (expenses)
Interest expense	(11,189)	(25,060)	(33,376)	(80,044)
Interest income	1,025	369	2,282	974
Income from unconsolidated affiliates	2,291	2,296	6,247	7,838
Other	1,583	(436)	1,391	2,630
Total other expenses	(6,290)	(22,831)	(23,456)	(68,602)
Income from operations before income taxes	16,541	70,449	40,808	204,874
Income tax provision	8,042	29,132	23,596	110,466
Net income applicable to common stock	$ 8,499	$ 41,317	$ 17,212	$ 94,408
Earnings per common share:
Basic earnings (loss) per common share (in dollars per share)	$ 0.10	$ 0.43	$ 0.20	$ 0.98
Diluted earnings (loss) per common share (in dollars per share)	$ 0.10	$ 0.40	$ 0.19	$ 0.92

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Condensed Consolidated Statements of Comprehensive Income
Net income	$ 8,499	$ 41,317	$ 17,212	$ 94,408
Other comprehensive income, net of tax:
Foreign currency translation adjustment during the period	(876)	302	(957)	(697)
Change in fair value of corporate debt securities
Unrealized holding losses on corporate debt securities arising during the period				(98)
Less: Reclassification adjustments for gains included in net income				(1,296)
Change in fair value of corporate debt securities, net				(1,394)
Other comprehensive income (loss)	(876)	302	(957)	(2,091)
Comprehensive Income	$ 7,623	$ 41,619	$ 16,255	$ 92,317

Condensed Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands	Redeemable Preferred Stock	Common Stock	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Total
Balance at Dec. 31, 2012		$ 769	$ 1,451,965	$ 795,173	$ 3,022	$ 2,250,929
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)
Share-based compensation arrangements, net of tax benefits of $7,805 and $9,830 for the nine months ended September 30, 2013 and 2014, respectively		$ 16	71,238			71,254
Share-based compensation arrangements (in shares)		1,837,927
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		$ 785	1,500,928	889,581	931	2,392,225
Balance (in shares) at Sep. 30, 2013	12,050	79,284,528
Balance at Dec. 31, 2013		$ 775	887,556	(130,314)	383	758,400
Balance (in shares) at Dec. 31, 2013	8,624	77,788,393
Increase (Decrease) in Shareholders' Equity
Share-based compensation arrangements, net of tax benefits of $7,805 and $9,830 for the nine months ended September 30, 2013 and 2014, respectively		$ 6	24,059			24,065
Share-based compensation arrangements (in shares)		865,138
Distribution of net assets to Gaming and Leisure Properties, Inc. (See Note 2)				(482)		(482)
Foreign currency translation adjustment					(957)	(957)
Net income				17,212		17,212
Balance at Sep. 30, 2014		$ 781	$ 911,615	$ (113,584)	$ (574)	$ 798,238
Balance (in shares) at Sep. 30, 2014	8,624	78,653,531

Condensed Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
Condensed Consolidated Statements of Changes in Shareholders' Equity
Stock option activity, tax benefit	$ 9,830	$ 7,805

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
Operating activities
Net income	$ 17,212	$ 94,408
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	134,802	237,654
Amortization of items charged to interest expense	4,532	6,450
Accretion of settlement value on long term obligation	456	1,217
Loss on sale of fixed assets	98	2,833
Hollywood Casino St. Louis tornado deductible charges		2,500
Income from unconsolidated affiliates	(6,247)	(7,838)
Distributions of earnings from unconsolidated affiliates	17,500	17,000
Deferred income taxes	(24,972)	(16,567)
Charge for stock-based compensation	8,012	18,070
Impairment losses and write downs	7,860	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	9,469	9,443
Insurance receivable		(1,062)
Prepaid expenses and other current assets	(4,467)	(7,814)
Other assets	4,325	(35,391)
Increase (decrease), net of businesses acquired
Accounts payable	4,019	(2,672)
Accrued expenses	(11,427)	(30,700)
Accrued interest	2,430	(9,288)
Accrued salaries and wages	(2,993)	(11,124)
Gaming, pari-mutuel, property and other taxes	13,237	16,472
Income taxes	25,205	66,059
Other current and noncurrent liabilities	4,856	5,777
Other noncurrent tax liabilities	777	2,454
Net cash provided by operating activities	204,684	427,958
Investing activities
Capital project expenditures, net of reimbursements	(95,568)	(96,967)
Capital maintenance expenditures	(65,699)	(62,106)
Advances to Jamul Tribe	(30,499)
Proceeds from sale of property and equipment	1,172	3,272
Proceeds from sale of investment in corporate debt securities		6,679
Proceeds from sale of Bullwhackers, net of cash on hand		4,996
Investment in joint ventures	(1,000)	(500)
Decrease in cash in escrow	18,000	26,000
Acquisition of businesses and gaming and other licenses	(118,678)	(590)
Net cash used in investing activities	(292,272)	(119,216)
Financing activities
Proceeds from exercise of options	6,223	45,379
Repurchase of preferred stock		(22,275)
Proceeds from issuance of long-term debt, net of issuance costs	64,935	20,064
Principal payments on long-term debt	(40,703)	(351,361)
Principal payments on long-term obligations	(15,000)
Proceeds from insurance financing	14,816	15,306
Payments on insurance financing	(14,801)	(16,256)
Tax benefit from share based awards exercised	9,830	7,805
Net cash provided by (used in) financing activities	25,300	(301,338)
Net (decrease) increase in cash and cash equivalents	(62,288)	7,404
Cash and cash equivalents at beginning of year	292,995	260,467
Cash and cash equivalents at end of period	230,707	267,871
Supplemental disclosure
Interest expense paid, net of amounts capitalized	25,946	82,296
Income taxes paid	$ 11,247	$ 58,349

Organization and Basis of Presentation	9 Months Ended
Organization and Basis of Presentation	Sep. 30, 2014
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, 2014, the Company owned, managed, or had ownership interests in twenty-six facilities in the following seventeen jurisdictions: Florida, Illinois, Indiana, Kansas, Maine, Maryland, Massachusetts, Mississippi, Missouri, Nevada, New Jersey, New Mexico, Ohio, Pennsylvania, Texas, West Virginia and Ontario. On July 30, 2014, the Company closed its facility in Sioux City, Iowa. In addition, Beulah Park and Raceway Park in Ohio were closed as the racetracks were relocated to Hollywood Gaming at Mahoning Valley Race Course, which opened on September 17, 2014, and Hollywood Gaming at Dayton Raceway, which opened on August 28, 2014, respectively. 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 that do not meet the consolidation criteria of the authoritative guidance for voting interest, controlling interest or variable interest entities, 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 period amounts have been reclassified to conform to the current year presentation. Operating results for the nine months ended September 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014. The notes to the consolidated financial statements contained in the Annual Report on Form 10-K for the year ended December 31, 2013 should be read in conjunction with these condensed consolidated financial statements. The December 31, 2013 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, 2014
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 1, 2013, the Company completed its plan to separate its gaming operating assets from its real property assets by creating a newly formed, publicly traded real estate investment trust (“REIT”), known as Gaming and Leisure Properties, Inc. (“GLPI”), through a tax free spin-off (the “Spin-Off”). 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. In addition, through a series of internal corporate restructurings, Penn contributed to GLPI substantially all of the assets and liabilities associated with Penn’s real property interests and real estate development business, as well as all of 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 those assets (other than the TRS Properties) to Penn for use by its subsidiaries, under a “triple net” master lease agreement (the “Master Lease”) (which has a 15-year initial term that can be extended at Penn’s option for up to four five-year renewal terms), as well as owns and operates the TRS Properties. Penn continues to operate the leased gaming facilities and hold the associated gaming licenses with these facilities. On November 1, 2013, Penn entered into a Tax Matters Agreement with GLPI, which governs the respective rights, responsibilities and obligations of the two companies after the Spin-Off with respect to payment of tax liabilities, entitlement of refunds, and filing of tax returns and sets forth certain covenants and indemnities. Pursuant to the Tax Matters Agreement, Penn has prepared and filed a federal consolidated income tax return for 2013, which included a combination of Penn and GLPI legal entities for the activity prior to the Spin-Off. Adjustments in the future for the impact of the final consolidated income tax return will be recorded to either shareholders’ equity or the statement of income depending on the specific item giving rise to the adjustment. In conjunction with the filing of the final 2013 consolidated income tax return with the Internal Revenue Service, Penn recorded a decrease to shareholders’ equity of $0.5 million updated to reflect returns have been filed during the nine months ended September 30, 2014.

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2014

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

3. Summary of Significant Accounting Policies

Revenue Recognition and Promotional Allowances

Gaming revenue consists mainly of slot and video lottery gaming machine revenue as well as to a lesser extent table game and poker revenue. 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 “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 increases. Table game revenue is the aggregate of table drop adjusted for the change in aggregate table chip inventory. Table drop is the total dollar amount of the currency, coins, chips, tokens and outstanding markers (credit instruments) that are removed from the live gaming tables.

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 (“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, 2014 and 2013 are as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
	(in thousands)
Rooms	$	8,955	$	9,639	$	25,452	$	27,951
Food and beverage	26,228		31,327		79,620		95,049
Other	2,599		2,748		7,332		8,469
Total promotional allowances	$	37,782	$	43,714	$	112,404	$	131,469

The estimated cost of providing such complimentary services for the three and nine months ended September 30, 2014 and 2013 are as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
	(in thousands)
Rooms	$	2,737	$	2,946	$	7,949	$	8,741
Food and beverage	10,999		13,138		33,561		40,066
Other	1,320		1,396		3,875		4,485
Total cost of complimentary services	$	15,056	$	17,480	$	45,385	$	53,292

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, 2014, these expenses, which are recorded primarily within gaming expense in the condensed consolidated statements of operations, were $221.5 million and $664.1 million, respectively, as compared to $251.2 million and $800.2 million for the three and nine months ended September 30, 2013, respectively.

Rental Expense related to the Master Lease

As of September 30, 2014, the Company leases from GLPI real property assets associated with eighteen of the Company’s gaming and related facilities used in the Company’s operations.

The rent structure under the Master Lease, which became effective November 1, 2013, includes a fixed component, a portion of which is subject to an annual escalator up to 2% if certain rent coverage ratio thresholds are met, and a component that is based on the performance of the facilities, which is prospectively adjusted, subject to a floor of zero (i) every five years by an amount equal to 4% of the average change to net revenues of all facilities under the Master Lease (other than Hollywood Casino Columbus and Hollywood Casino Toledo) during the preceding five years, and (ii) monthly by an amount equal to 20% of the change in net revenues of Hollywood Casino Columbus and Hollywood Casino Toledo during the preceding month. In addition, with the openings of Hollywood Gaming at Mahoning Valley Race Course and Hollywood Gaming at Dayton Raceway in the third quarter of 2014, these properties began paying rent subject to the terms of the Master Lease.

In April 2014, an amendment to the Master Lease was entered into in order to amend certain provisions relating to the Sioux City property. In accordance with the amendment, upon the ceasing of gaming operations at Argosy Casino Sioux City on July 30, 2014 due to the termination of its gaming license, the annual rent payable to GLPI was reduced by $6.2 million.

The Master Lease is commonly known as a triple-net lease. Accordingly, in addition to rent, the Company is required to pay the following, among other things: (1) all facility maintenance; (2) all insurance required in connection with the leased properties and the business conducted on the leased properties; (3) taxes levied on or with respect to the leased properties (other than taxes on the income of the lessor); and (4) all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties. At the Company’s option, the Master Lease may be extended for up to four five-year renewal terms beyond the initial fifteen-year term, on the same terms and conditions.

Total rental expense under the Master Lease was $104.6 million and $313.5 million for the three and nine months ended September 30, 2014, respectively.

Long-term asset related to the Jamul Tribe

On April 5, 2013, the Company announced that, subject to final National Indian Gaming Commission approval, it and the Jamul Indian Village of California (the “Tribe”) had entered into definitive agreements to jointly develop a Hollywood Casino-branded casino on the Tribe’s trust land in San Diego County, California. The definitive agreements were entered into to: (i) secure the development, management, and branding services of the Company to assist the Tribe during the pre-development and entitlement phase of the project; (ii) set forth the terms and conditions under which the Company will provide a loan or loans to the Tribe to fund certain development costs; and (iii) create an exclusive arrangement between the parties.

The Tribe is a federally recognized Indian Tribe holding a government-to-government relationship with the U.S. through the U.S. Department of the Interior’s Bureau of Indian Affairs and possessing certain inherent powers of self-government. The Tribe is the beneficial owner of approximately six acres of reservation land located within the exterior boundaries of the State of California held by the U.S. in trust for the Tribe (the “Property”). The Tribe exercises jurisdiction over the Property pursuant to its powers of self-government and consistent with the resolutions and ordinances of the Tribe. The arrangement between the Tribe and the Company provides the Tribe with the expertise, knowledge and capacity of a proven developer and operator of gaming facilities and provides the Company with the exclusive right to administer and oversee planning, designing, development, construction management, and coordination during the development and construction of the project as well as the management of a gaming facility on the Property.

The proposed $360 million development project will include a three-story gaming and entertainment facility of approximately 200,000 square feet featuring over 1,700 slot machines, 50 live table games, including poker, multiple restaurants, bars and lounges and a partially enclosed parking structure with over 1,900 spaces. In mid-January 2014, the Company announced the commencement of construction activities at the site and it is anticipated that the facility will open in mid-2016. The Company may, under certain circumstances, provide backstop financing to the Tribe in connection with the project and, upon opening, will manage and provide branding for the casino. The Company has a conditional loan commitment to the Tribe (that can be terminated under certain circumstances) for up to $400 million and anticipates it will fund approximately $360 million related to this development.

The Company is accounting for the development agreement and related loan commitment letter with the Tribe as a loan (note receivable) with accrued interest in accordance with ASC 310 “Receivables.” The loan represents advances made by the Company to the Tribe for the development and construction of a gaming facility for the Tribe on reservation land. As such, the Tribe will own the casino and its related assets and liabilities. The Company has a note receivable with the Tribe for $44.0 million and $7.0 million, which includes accrued interest of $2.1 million and $0.5 million, at September 30, 2014 and December 31, 2013, respectively. The note receivable is included in other assets within the condensed consolidated balance sheets. Collectability of the note receivable will be derived from the revenues of the casino operations once the project is completed. Based on the Company’s current progress with this project, the Company believes collectability of the note is highly certain. However, in the event that the Company’s internal projections related to the profitability of this project and/or the timing of the opening are inaccurate, the Company may be required to record a reserve related to the collectability of this note receivable.

The Company considered whether the arrangement with the Tribe represents a variable interest that should be accounted for pursuant to the Variable Interest Entities (“VIE”) Subsections of ASC 810 “Consolidation”. We noted that the scope and scope exceptions of ASC 810-10-15-12(e) states that a reporting entity shall not consolidate a government organization or financing entity established by a government organization (other than certain financing entities established to circumvent the provisions of the VIE Subsections of ASC 810). Based on the status of the Tribe as a government organization, we believe our arrangement with the Tribe is not within the scope defined by ASC 810.

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, 2014, the Company had outstanding 8,624 shares of Series C Preferred Stock and at September 30, 2013, had outstanding 12,050 shares of Series B Redeemable Preferred Stock (“Series B Preferred Stock”). The Company determined that both classes of preferred stock qualified as a participating security as defined in ASC 260 since these securities participate in dividends with the Company’s common stock. 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, 2014 and 2013 under the two-class method:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
	(in thousands)

Net income	$	8,499	$	41,317	$	17,212	$	94,408
Net income applicable to preferred stock	841		7,691		1,708		17,692
Net income applicable to common stock	$	7,658	$	33,626	$	15,504	$	76,716

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, 2014 and 2013:

	Three Months Ended September 30,		Nine Months Ended September 30,
	2014	2013	2014	2013
	(in thousands)
Determination of shares:
Weighted-average common shares outstanding	78,510	78,635	78,297	78,169
Assumed conversion of dilutive employee stock-based awards	1,832	2,929	1,998	3,020
Assumed conversion of restricted stock	51	111	82	101
Diluted weighted-average common shares outstanding before participating security	80,393	81,675	80,377	81,290
Assumed conversion of preferred stock	8,624	21,767	8,624	21,817
Diluted weighted-average common shares outstanding	89,017	103,442	89,001	103,107

Share-based equity awards of 954,709 and 935,147 were outstanding during the three and nine months ended September 30, 2014, respectively, but were not included in the computation of diluted EPS because they were antidilutive. Share-based equity awards of 20,625 and 30,625 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.

The following table presents the calculation of basic EPS for the Company’s common stock (in thousands, except per share data):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013

Calculation of basic EPS:
Net income applicable to common stock	$	7,658	$	33,626	$	15,504	$	76,716
Weighted-average common shares outstanding	78,510		78,635		78,297		78,169
Basic EPS	$	0.10	$	0.43	$	0.20	$	0.98

The following tables present the calculation of diluted EPS for the Company’s common stock (in thousands, except per share data):

	Three months ended September 30,		Nine months ended September 30,
	2014		2014

Calculation of diluted EPS using two-class method:
Net income applicable to common stock	$	7,658	$	15,504
Diluted weighted-average common shares outstanding before participating security	80,393		80,377
Diluted EPS	$	0.10	$	0.19

	Three months ended September 30,		Nine months ended September 30,
	2013		2013

Calculation of diluted EPS using if-converted method:
Net income	$	41,317	$	94,408
Diluted weighted-average common shares outstanding	103,442		103,107
Diluted EPS	$	0.40	$	0.92

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. 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 5.45 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. The Company granted 916,522 stock options during the nine months ended September 30, 2014.

The Company’s cash-settled phantom stock unit awards (“PSUs”), which vest over a period of three to five years, entitle employees and directors to receive cash based on the fair value of the Company’s common stock on the vesting date. The PSUs 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.” The Company has a liability, which is included in accrued salaries and wages within the condensed consolidated balance sheets, associated with its PSUs of $5.5 million and $6.8 million at September 30, 2014 and December 31, 2013, respectively.

For the Company’s stock appreciation rights (“SARs”), the fair value of the SARs is calculated during each reporting period and estimated using the Black-Scholes option pricing model based on the various inputs discussed below. The Company’s SARs, which vest over a period of four years, are accounted for as liability awards since they will be settled in cash. The Company has a liability, which is included in accrued salaries and wages within the condensed consolidated balance sheets, associated with its SARs of $10.0 million and $11.4 million at September 30, 2014 and December 31, 2013, respectively.

In connection with the Spin-Off of GLPI, the Company’s employee stock options and SARs were converted into two awards, an award in Penn with an adjusted exercise price and an award in GLPI. The number of options and SARs and the exercise price of each converted award were adjusted to preserve the same intrinsic value of the awards that existed immediately prior to the Spin-Off. As such, no incremental compensation expense was recorded as a result of this conversion. In addition, holders of outstanding restricted stock awards and PSUs received an additional share of restricted stock or PSUs in GLPI common stock at the Spin-Off so that the intrinsic value of these awards were equivalent to those that existed immediately prior to the Spin-Off. The unrecognized compensation costs associated with GLPI restricted stock awards, GLPI PSUs, GLPI stock options and GLPI SARs held by Penn employees will continue to be recognized on the Company’s financial statements over the awards remaining vesting periods.

Stock-based compensation expense for the three and nine months ended September 30, 2014 was $2.9 million and $8.0 million, respectively, as compared to $6.4 million and $18.1 million for the three and nine months ended September 30, 2013, respectively. The decrease is primarily due to the fact that certain members of Penn’s executive management team transferred their employment to GLPI following the Spin-Off as well as lower aggregate executive compensation following the Spin-Off.

For PSUs held by Penn employees, there was $24.5 million of total unrecognized compensation cost at September 30, 2014 that will be recognized over the grants remaining weighted average vesting period of 2.61 years. For the three and nine months ended September 30, 2014, the Company recognized $2.1 million and $4.7 million, respectively, of compensation expense associated with these awards, as compared to $3.3 million and $8.3 million for the three and nine months ended September 30, 2013, respectively. Amounts paid by the Company for the nine months ended September 30, 2014 on these cash-settled awards totaled $6.0 million, compared to $3.7 million for the nine months ended September 30, 2013.

For SARs held by Penn employees, there was $7.3 million of total unrecognized compensation cost at September 30, 2014 that will be recognized over the awards remaining weighted average vesting period of 2.52 years. For the three and nine months ended September 30, 2014, the Company recognized $0.1 million and $0.2 million, respectively, of compensation expense associated with these awards, as compared to $0.4 million and $4.1 million for the three and nine months ended September 30, 2013, respectively. The reason for these declines was due to a drop in the stock prices of GLPI and Penn common stock during 2014. Amounts paid by the Company for the three and nine months ended September 30, 2014 on these cash-settled awards totaled $0.4 million and $1.6 million, respectively, as compared to $0.2 million and $1.5 million for the three and nine months ended September 30, 2013, respectively.

The following are the weighted-average assumptions used in the Black-Scholes option-pricing model at September 30, 2014 and 2013:

	2014		2013

Risk-free interest rate	1.68	%	1.08	%
Expected volatility	44.80	%	46.27	%
Dividend yield	—		—
Weighted-average expected life (years)	5.45		6.57

Segment Information

The Company’s Chief Executive Officer, who is the Company’s Chief Operating Decision Maker, as that term is defined in ASC 280, “Segment Reporting” (“ASC 280”), measures and assesses the Company’s business performance based on regional operations of various properties grouped together based primarily on their geographic locations. In January 2014, the Company named Jay Snowden as its Chief Operating Officer and the Company decided in connection with this announcement to re-align its reporting structure. Starting in January 2014, the Company’s reportable segments are: (i) East/Midwest, (ii) West, and (iii) Southern Plains.

The East/Midwest reportable segment consists of the following properties: Hollywood Casino at Charles Town Races, Hollywood Casino Bangor, Hollywood Casino at Penn National Race Course, Hollywood Casino Lawrenceburg, Hollywood Casino Toledo, Hollywood Casino Columbus, Hollywood Gaming at Dayton Raceway, which opened on August 28, 2014, and Hollywood Gaming at Mahoning Valley Race Course, which opened on September 17, 2014. It also includes the Company’s Casino Rama management service contract and the Plainville project in Massachusetts which the Company expects to open in June 2015. It also previously included Hollywood Casino Perryville, which was contributed to GLPI on November 1, 2013.

The West reportable segment consists of the following properties: Zia Park Casino and the M Resort, as well as the Jamul development project, which the Company anticipates completing in mid-2016.

The Southern Plains reportable segment consists of the following properties: Hollywood Casino Aurora, Hollywood Casino Joliet, Argosy Casino Alton, Argosy Casino Riverside, Hollywood Casino Tunica, Hollywood Casino Gulf Coast (formerly Hollywood Casino Bay St. Louis), Boomtown Biloxi, and Hollywood Casino St. Louis, and includes the Company’s 50% investment in Kansas Entertainment, LLC (“Kansas Entertainment”), which owns the Hollywood Casino at Kansas Speedway. On July 30, 2014, the Company closed Argosy Casino Sioux City. This segment also previously included Hollywood Casino Baton Rouge, which was contributed to GLPI on November 1, 2013.

The Other category consists of the Company’s standalone racing operations, namely Rosecroft Raceway, Sanford-Orlando Kennel Club, and the Company’s joint venture interests in Sam Houston Race Park, Valley Race Park, and Freehold Raceway, as well as the Company’s 50% joint venture with the Cordish Companies in New York. It also previously included the Company’s Bullwhackers property, which was sold in July 2013. If the Company is successful in obtaining gaming operations at these locations, they would be assigned to one of the Company’s reportable segments. The Other category also includes the Company’s corporate overhead operations which does not meet the definition of an operating segment under ASC 280.

The prior year amounts were reclassified to conform to the Company’s new reporting structure in accordance with ASC 280. See Note 10 to the condensed consolidated financial statements for further information with respect to the Company’s segments.

Other Comprehensive Income

The Company accounts for comprehensive income in accordance with ASC 220, “Comprehensive Income,” which establishes standards for the reporting and presentation of comprehensive income in the consolidated financial statements. The Company presents comprehensive income in two separate but consecutive 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

Other comprehensive income (loss):
Balance at December 31, 2012	$	1,628		$	1,394		$	3,022
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

Balance at December 31, 2013	$	383		$	—		$	383
Foreign currency translation adjustment	(957		)	—			(957		)
Ending balance at September 30, 2014	$	(574	)	$	—		$	(574	)

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.

Long-term Debt

The fair value of the Company’s Term Loan A and B components of its senior secured credit facility and senior unsecured 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 senior secured credit facility approximates its carrying value as it is revolving, variable rate debt and as such is a Level 2 measurement. The fair value of the Company’s contingent purchase price consideration related to its Plainridge Racecourse acquisition which is classified in other long-term obligations is estimated based on a discounted cash flow model (See Note 5 to the condensed consolidated financial statements) and as such is a Level 3 measurement. There have been no changes in the estimated fair value of this Level 3 measurement since the acquisition. The fair value of the Company’s remaining other long-term obligations approximates its carrying value as the discount rate of 5% was determined based on an agreement with the State of Ohio (See Note 8 to the condensed consolidated financial statements) and as such is a Level 2 measurement.

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

	September 30, 2014				December 31, 2013
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Financial assets:
Cash and cash equivalents	$	230,707	$	230,707	$	292,995	$	292,995
Financial liabilities:
Long-term debt
Senior secured credit facility	773,277		769,190		748,777		748,150
Senior unsecured notes	300,000		279,000		300,000		297,000
Other long-term obligations	153,956		153,956		—		—

New Accounting Pronouncements	9 Months Ended
New Accounting Pronouncements	Sep. 30, 2014
New Accounting Pronouncements
New Accounting Pronouncements	4. New Accounting Pronouncements In April 2014, the FASB issued guidance that amends the definition of discontinued operations by limiting discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. Examples of a strategic shift that has (or will have) a major effect on an entity’s operations and financial results could include a disposal of a major geographical area, a major line of business, a major equity method investment, or other major parts of an entity. In addition, the amended guidance requires expanded disclosures for discontinued operations, including disclosures about a disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements. The amendments are effective for all disposals (or classifications as held for sale) of components of an entity that occur within annual periods beginning on or after December 15, 2014, and interim periods within those years. Early adoption is permitted, but only for disposals (or classifications as held for sale) that have not been reported in financial statements previously issued or available for issuance. The Company early adopted this revised guidance and will apply the amendments to all disposals of a component of the Company going forward. In May 2014, the FASB issued new revenue recognition guidance, which will supersede nearly all existing revenue recognition guidance. The core principle of the guidance is that an entity should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve the core principle, the new guidance implements a five-step process for customer contract revenue recognition. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows arising from contracts with customers. This new guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period, and early adoption is prohibited. Entities can transition to the new guidance either retrospectively or as a cumulative-effect adjustment as of the date of adoption. Management is currently assessing the impact the new revenue recognition guidance will have on the consolidated financial statements but does not believe it will have a significant impact.

- 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

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

+ Details

Acquisitions	9 Months Ended
Acquisitions	Sep. 30, 2014
Acquisitions
Acquisitions	5. Acquisitions In September 2013, the Company entered into an option and purchase agreement to purchase Plainridge Racecourse in Massachusetts with the sellers having no involvement in the business or operations from that date forward. The Company subsequently began to operate Plainridge Racecourse effective January 1, 2014 pursuant to a temporary operations agreement. On February 28, 2014, the Massachusetts Gaming Commission awarded the Company a Category Two slots-only gaming license, and in early March 2014, the Company exercised its option to purchase the Plainridge Racecourse. This acquisition reflects the continuing efforts of the Company to expand its gaming operations through the development of new gaming properties. The fixed portion of the purchase price was paid on April 11, 2014. The option and purchase agreement also contained contingent purchase price consideration that is calculated based on the projected earnings of the gaming operations over the first ten years of operations. Based on the option and purchase agreement, the first payment will be made 60 days after the completion of the first four full fiscal quarters of operation, and every year for ten years after the first payment. The fair value of this liability was determined to be $18.5 million based on an income approach from the Company’s internal earning projections and was discounted at a rate consistent with the risk a third party market participant would require holding the identical instrument as an asset. This liability is included in long-term debt on the condensed consolidated balance sheet at September 30, 2014. At each reporting period, the Company will assess the fair value of this obligation and changes in its value will be recorded in earnings. The preliminary purchase price allocation resulted in an increase in land and buildings of $57.9 million and $3.0 million of goodwill. Plainridge Park Casino is anticipated to be a $225 million (inclusive of licensing fees) fully integrated racing and gaming facility featuring live harness racing and simulcasting with 1,250 slot machines, various dining options, structured and surface parking, a 26,000 square foot grandstand, and a 13,000 square foot clubhouse. On March 14, 2014, the Company broke ground on the facility, and on March 28, 2014, paid the $25 million gaming license fee associated with the facility which was recorded in other intangible assets on the condensed consolidated balance sheet.

- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

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+ Details

Property and Equipment

9 Months Ended

Sep. 30, 2014

Property and Equipment

Property and Equipment

6. Property and Equipment

Property and equipment, net, consists of the following:

	September 30,			December 31,
	2014			2013
	(in thousands)

Land and improvements	$	42,350		$	14,714
Building and improvements	171,712			156,443
Furniture, fixtures, and equipment	1,206,020			1,190,252
Leasehold improvements	230,681			24,301
Construction in progress	44,148			25,389
Total property and equipment	1,694,911			1,411,099
Less accumulated depreciation	(949,556		)	(913,642		)
Property and equipment, net	$	745,355		$	497,457

Property and equipment, net increased by $247.9 million for the nine months ended September 30, 2014 primarily due to the acquisition of Plainridge Racecourse (see Note 5 to the condensed consolidated financial statements), construction costs for the development of Plainridge Park Casino, the addition of a new hotel at Zia Park Casino and the addition of two new racinos in Ohio, as well as normal capitalized maintenance expenditures, all of which were partially offset by depreciation expense for the nine months ended September 30, 2014. The increase also resulted from the relocation fees for the two racinos in Ohio which both opened in the third quarter of 2014. In June 2013, the Company finalized the terms of its memorandum of understanding with the State of Ohio, which included an agreement by the Company to pay a relocation fee in return for being able to relocate its existing racetracks in Toledo and Grove City to Dayton and Austintown, respectively. Upon opening, the relocation fee for each new racino was recorded at the present value of the contractual obligation, which was calculated to be $75 million based on the 5% discount rate included in the agreement (see Note 8 to the condensed consolidated financial statements for further details on the obligation). Based on relevant authoritative accounting guidance, the Company determined that the relocation fee met the definition of a real estate preacquisition cost and as such was capitalized.

All construction costs funded by Penn are considered an improvement to the real property assets leased from GLPI under the Master Lease and as such are recorded as leasehold improvements. During the nine months ended September 30, 2014, certain costs associated with the new hotel at Zia Park Casino and the two new racinos in Ohio, including the relocation fees, all of which opened in the third quarter of 2014, were recorded as leasehold improvements.

Depreciation expense, totaled $39.7 million and $123.7 million for the three and nine months ended September 30, 2014, respectively, as compared to $74.9 million and $226.6 million for the three and nine months ended September 30, 2013, respectively. Interest capitalized in connection with major construction projects was $0.3 million and $0.5 million for the three and nine months ended September 30, 2014, respectively, as compared to $0.5 million and $0.9 million for the three and nine months ended September 30, 2013, respectively. Depreciation expense decreased by $35.2 million and $102.9 million for the three and nine months ended September 30, 2014, respectively, as compared to the corresponding period in the prior year, primarily due to the contribution of real estate assets to GLPI on November 1, 2013 (see Note 2 to the condensed consolidated financial statements).

During the second quarter of 2014, the Company recorded a pre-tax impairment charge of $4.6 million ($2.8 million, net of taxes) to write-down certain idle assets to their estimated salvage value.

Other Intangible Assets

9 Months Ended

Sep. 30, 2014

Other Intangible Assets

Other Intangible Assets

7. Other Intangible Assets

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, 2014 and December 31, 2013:

	September 30, 2014						December 31, 2013
	(in thousands)
	Gross Carrying Value		Accumulated Amortization		Net Book Value		Gross Carrying Value		Accumulated Amortization		Net Book Value
Indefinite-life intangible assets	$	474,436	$	—	$	474,436	$	349,224	$	—	$	349,224
Argosy Casino Sioux City gaming license	20,949		20,949		—		20,949		12,569		8,380
Other intangible assets	56,126		55,466		660		55,665		53,621		2,044
Total	$	551,511	$	76,415	$	475,096	$	425,838	$	66,190	$	359,648

Indefinite-life intangible assets increased by $125.2 million for the nine months ended September 30, 2014 primarily due to the $100 million of gaming license fees for Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course, as well as the $25 million gaming license fee associated with Plainridge Park Casino (see Note 5 to the condensed consolidated financial statements). Half of the gaming license fee for both Ohio racinos has been paid ($10 million for each facility in the second quarter of 2014 and $15 million upon opening for each facility) with the remaining $50 million ($25 million for each facility) due one year from commencement of operations. The remaining gaming license fees to be paid are included in accrued expenses within the condensed consolidated balance sheet at September 30, 2014.

Intangible asset amortization expense was $0.6 million and $11.1 million for the three and nine months ended September 30, 2014, respectively, as compared to $5.1 million and $11.0 million for the three and nine months ended September 30, 2013, respectively. The amortization of the gaming license for Argosy Casino Sioux City, which began in April 2013 with the awarding of the gaming license to another gaming operator, was completed in June 2014 (see Note 9 to the condensed consolidated financial statements for further details).

- 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

Long-term Debt

9 Months Ended

Sep. 30, 2014

Long-term Debt

Long-term Debt

8. Long-term Debt

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

	September 30,			December 31,
	2014			2013
	(in thousands)

Senior secured credit facility	$	774,375		$	750,000
$300 million 5.875% senior unsecured notes due November 1, 2021	300,000			300,000
Other long term obligations	153,956			—
Capital leases	2,162			2,015
	1,230,493			1,052,015
Less current maturities of long-term debt	(30,547		)	(27,598		)
Less discount on senior secured credit facility Term Loan B	(1,098		)	(1,223		)
	$	1,198,848		$	1,023,194

The following is a schedule of future minimum repayments of long-term debt as of September 30, 2014 (in thousands):

Within one year	$	30,547
1-3 years	112,819
3-5 years	454,720
Over 5 years	632,407
Total minimum payments	$	1,230,493

Senior Secured Credit Facility

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 Company’s senior secured credit facility had a gross outstanding balance of $774.4 million at September 30, 2014, consisting of a $481.3 million Term Loan A facility, a $248.1 million Term Loan B facility, and $45.0 million outstanding on the revolving credit facility. This compares with a $750 million gross outstanding balance at December 31, 2013 which consisted of a $500 million Term Loan A facility and a $250 million Term Loan B facility. No balances were outstanding on the revolving credit facility at December 31, 2013. Additionally, at September 30, 2014 and December 31, 2013, the Company was contingently obligated under letters of credit issued pursuant to the senior secured credit facility with face amounts aggregating $22.8 million and $22.1 million, respectively, resulting in $432.2 million and $477.9 million of available borrowing capacity as of September 30, 2014 and December 31, 2013, respectively, under the revolving credit facility.

Other Long Term Obligations

Other long term obligations at September 30, 2014 of $154.0 million include $18.5 million for the contingent purchase price consideration related to the purchase of Plainridge Racecourse (See Note 5 to the condensed consolidated financial statements) and $135.5 million related to the relocation fees for Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course (see Note 6 to the condensed consolidated financial statements). The relocation fee for each facility is payable as follows: $7.5 million upon the opening of the facility and eighteen semi-annual payments of $4.8 million beginning one year from the commencement of operations. This obligation was measured at its present value and is accreted to interest expense at an effective yield of 4.9%. The amount included in interest expense related to other long-term obligations was $0.5 million for the three and nine months ended September 30, 2014.

Covenants

The Company’s senior secured credit facility and $300 million 5.875% senior unsecured notes require 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 senior secured credit facility and $300 million 5.875% senior unsecured notes restrict, among other things, its 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, 2014, the Company was in compliance with all required covenants.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2014
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. After the February 28, 2014 Massachusetts Gaming Commission (“Commission”) slots parlor license award to the Company’s subsidiary Springfield Gaming and Redevelopment LLC (“SGR”), individuals and entities associated with Raynham Park, LLC, an unsuccessful bidder for the same license which did not receive any votes in the application process, filed a writ of certiorari and mandamus action on May 9, 2014 in the Supreme Judicial Court for Suffolk County seeking to annul or revoke the license award and named the Commission and SGR as defendants. The plaintiffs alleged that the Commission’s decision was arbitrary and capricious because it awarded the license to an applicant whose license application failed to disclose pertinent information. Plaintiffs also contended that the seller of Plainridge Park property retained an improper interest in the operation. SGR contends that all required information was submitted to and carefully considered by the Commission including the specific items that are discussed in the plaintiffs’ action. SGR also contends that the seller of the Plainridge Park property will have no involvement in the operation. The Company’s motion to dismiss the action was granted and the case has ended. 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”) refused to approve the extension. The IRGC nevertheless concluded that the casino could continue to operate without an effective operating agreement. The IRGC also announced a schedule for requests for proposals for a new land-based Woodbury County casino. Under protest, 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 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 numerous petitions challenging the IRGC’s actions in the Iowa District Court in Polk County, Iowa. 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 Belle and its license. In addition, the Ohio Racing Commission’s decision to permit Raceway Park to relocate its Toledo racetrack to Dayton was challenged in the Franklin County Court of Common Pleas by Lebanon Trotting Club, Inc., the prior owner of a neighboring racetrack. The Ohio Racing Commission and Raceway Park filed briefs requesting the Franklin County Court to uphold the Ohio Racing Commission’s decision. In July 2014, the lawsuit was dismissed by the court and Lebanon Trotting Club, Inc. did not appeal making the decision final. On March 5-6, 2014, the IRGC held a contested case hearing to determine whether Belle could retain its gaming license. On April 17, 2014, the IRGC ruled that Argosy Casino Sioux City must cease operations by July 1, 2014. In response, the Company filed a petition for judicial review to vacate or reverse the IRGC’s April 17, 2014 order. This petition was dismissed by the court and the Company has appealed this dismissal order to the Iowa Supreme Court, along with a request to keep the casino open pending a decision on the appeal. On July 25, 2014, the Iowa Supreme Court denied the request to stay closure while the appeal is pending. Therefore, on July 30, 2014, Argosy Casino Sioux City ceased its operations. The Company’s appeal of its closure order remains pending. The Company has also appealed numerous actions taken by the IRGC that resulted in the license awarded for a land-based casino in Woodbury County. This preceding is pending.

Segment Information

9 Months Ended

Sep. 30, 2014

Segment Information

Segment Information

10. Segment Information

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.

	East/Midwest		West		Southern Plains		Other			Total
	(in thousands)
Three months ended September 30, 2014
Net revenues	$	371,505	$	58,626	$	210,309	$	5,500		$	645,940
Income (loss) from operations	17,842		5,054		24,195		(24,260		)	22,831
Depreciation and amortization	24,304		2,018		12,264		1,667			40,253
Income (loss) from unconsolidated affiliates	—		—		2,546		(255		)	2,291
Capital expenditures	63,979		8,091		7,124		1,759			80,953

Three months ended September 30, 2013
Net revenues	403,900		57,463		246,443		6,629			714,435
Income (loss) from operations	85,162		7,402		35,176		(34,460		)	93,280
Depreciation and amortization	39,741		3,487		32,697		4,043			79,968
Income (loss) from unconsolidated affiliates	—		—		2,599		(303		)	2,296
Capital expenditures	23,185		3,396		15,976		(101		)	42,456

Nine months ended September 30, 2014
Net revenues	1,082,310		178,579		658,792		19,485			1,939,166
Income (loss) from operations	44,447		20,536		63,392		(64,111		)	64,264
Depreciation and amortization	77,038		5,259		47,088		5,417			134,802
Income (loss) from unconsolidated affiliates	—		—		7,619		(1,372		)	6,247
Impairment losses	4,560		—		—		—			4,560
Capital expenditures	91,077		24,138		40,457		5,595			161,267

Nine months ended September 30, 2013
Net revenues	1,293,391		181,057		773,548		26,056			2,274,052
Income (loss) from operations	288,808		33,708		56,595		(105,635		)	273,476
Depreciation and amortization	121,898		10,115		93,411		12,230			237,654
Income (loss) from unconsolidated affiliates	—		—		8,383		(545		)	7,838
Impairment losses	—		—		71,846		—			71,846
Capital expenditures	90,127		6,313		58,205		4,428			159,073

Balance sheet at September 30, 2014
Total assets	968,114		271,898		908,674		314,413			2,463,099
Investment in and advances to unconsolidated affiliates	52		—		117,868		65,147			183,067
Goodwill and other intangible assets, net	264,147		146,474		551,446		4,077			966,144

Balance sheet at December 31, 2013
Total assets	590,606		212,098		945,472		435,815			2,183,991
Investment in and advances to unconsolidated affiliates	79		—		127,749		65,503			193,331
Goodwill and other intangible assets, net	120,458		146,012		566,016		19,560			852,046

- 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

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8981-108599

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e9038-108599

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8971-108599

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
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-SubTopic 10
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Name Accounting Standards Codification
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Reference 12: http://www.xbrl.org/2003/role/presentationRef
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Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2014
Income Taxes
Income Taxes	11. Income Taxes At September 30, 2014 and December 31, 2013, the Company had a net deferred tax asset balance of $83.5 million and $57.2 million, respectively, within its condensed consolidated balance sheets. The Company accounts for income taxes in accordance with ASC 740, “Income Taxes” (“ASC 740”). Under ASC 740, deferred tax assets and liabilities are determined based on the differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities and are measured at the prevailing enacted tax rates that will be in effect when these differences are settled or realized. ASC 740 also requires that deferred tax assets be reduced by a valuation allowance if it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. The realizability of the net deferred tax assets is evaluated quarterly by assessing the valuation allowance and by adjusting the amount of the allowance, if necessary. The Company considers all available positive and negative evidence including projected future taxable income and available tax planning strategies that could be implemented to realize the net deferred tax assets. The evaluation of both positive and negative evidence is a requirement pursuant to ASC 740 in determining more-likely-than-not the net deferred tax assets will be realized. In the event the Company determines that the deferred income tax assets would be realized in the future in excess of their net recorded amount, an adjustment to the valuation allowance would be recorded, which would reduce the provision for income taxes. As such, the Company reduced the valuation allowance for the three months ended September 30, 2014 in the amount of $1.0 million pertaining to a partial utilization of a capital loss carry forward. As of September 30, 2014 and December 31, 2013, the Company was in a three-year pre-tax cumulative loss position which is significant negative evidence in the determination of whether a valuation allowance is required on deferred tax assets, due to significant goodwill and intangible asset impairment charges of $1,058.4 million incurred in the fourth quarter of 2013, as a result of the Spin-Off to GLPI. Absent these significant charges, the Company would have recorded pretax earnings for 2013 and would not have been in a three year pre-tax cumulative loss position. Additionally, for the nine months ended September 30, 2014, the Company recorded pretax earnings of $40.8 million. As of September 30, 2014, the Company has concluded that it is more-likely-than-not that the net deferred tax assets of $83.5 million will be realized based on projected future taxable income and tax planning strategies and the fact that the significant impairment charges recorded in 2013 are not anticipated to impact the future earnings of the Company. The Company made this determination after considering both positive and negative evidence in accordance with ASC 740.

Insurance Recoveries	9 Months Ended
Insurance Recoveries	Sep. 30, 2014
Insurance Recoveries
Insurance Recoveries	12. Insurance Recoveries Hollywood Casino St. Louis Tornado On May 31, 2013, Hollywood Casino St. Louis sustained 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. The Company received $8.7 million in insurance proceeds related to the tornado at Hollywood Casino St. Louis, with $5.7 million received in 2014 and $3.0 million received in 2013. As the insurance recovery amount exceeded the net book value of assets believed to be damaged or destroyed and other costs incurred as a result of the tornado at Hollywood Casino St. Louis in 2013, the Company recorded a pre-tax gain of $5.7 million during the three months ended September 30, 2014. During the third quarter of 2014, the insurance claim for the tornado at Hollywood Casino St. Louis was settled and no further proceeds will be received. Previously, the Company recorded a $2.5 million pre-tax loss for the property damage insurance deductible during the three months ended June 30, 2013, and a $2.4 million pre-tax gain for proceeds received that exceeded the net book value of assets believed to be damaged or destroyed and other costs incurred as a result of the tornado at Hollywood Casino St. Louis during the three months ended December 31, 2013.

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2014

Summary of Significant Accounting Policies

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, 2014 and 2013 are as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
	(in thousands)
Rooms	$	8,955	$	9,639	$	25,452	$	27,951
Food and beverage	26,228		31,327		79,620		95,049
Other	2,599		2,748		7,332		8,469
Total promotional allowances	$	37,782	$	43,714	$	112,404	$	131,469

The estimated cost of providing such complimentary services for the three and nine months ended September 30, 2014 and 2013 are as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
	(in thousands)
Rooms	$	2,737	$	2,946	$	7,949	$	8,741
Food and beverage	10,999		13,138		33,561		40,066
Other	1,320		1,396		3,875		4,485
Total cost of complimentary services	$	15,056	$	17,480	$	45,385	$	53,292

Gaming and Racing Taxes

Rental Expense related to the Master Lease

As of September 30, 2014, the Company leases from GLPI real property assets associated with eighteen of the Company’s gaming and related facilities used in the Company’s operations.

Total rental expense under the Master Lease was $104.6 million and $313.5 million for the three and nine months ended September 30, 2014, respectively.

Long-term asset related to the Jamul Tribe

Earnings Per Share

The following table sets forth the allocation of net income for the three and nine months ended September 30, 2014 and 2013 under the two-class method:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
	(in thousands)

Net income	$	8,499	$	41,317	$	17,212	$	94,408
Net income applicable to preferred stock	841		7,691		1,708		17,692
Net income applicable to common stock	$	7,658	$	33,626	$	15,504	$	76,716

	Three Months Ended September 30,		Nine Months Ended September 30,
	2014	2013	2014	2013
	(in thousands)
Determination of shares:
Weighted-average common shares outstanding	78,510	78,635	78,297	78,169
Assumed conversion of dilutive employee stock-based awards	1,832	2,929	1,998	3,020
Assumed conversion of restricted stock	51	111	82	101
Diluted weighted-average common shares outstanding before participating security	80,393	81,675	80,377	81,290
Assumed conversion of preferred stock	8,624	21,767	8,624	21,817
Diluted weighted-average common shares outstanding	89,017	103,442	89,001	103,107

The following table presents the calculation of basic EPS for the Company’s common stock (in thousands, except per share data):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013

Calculation of basic EPS:
Net income applicable to common stock	$	7,658	$	33,626	$	15,504	$	76,716
Weighted-average common shares outstanding	78,510		78,635		78,297		78,169
Basic EPS	$	0.10	$	0.43	$	0.20	$	0.98

The following tables present the calculation of diluted EPS for the Company’s common stock (in thousands, except per share data):

	Three months ended September 30,		Nine months ended September 30,
	2014		2014

Calculation of diluted EPS using two-class method:
Net income applicable to common stock	$	7,658	$	15,504
Diluted weighted-average common shares outstanding before participating security	80,393		80,377
Diluted EPS	$	0.10	$	0.19

	Three months ended September 30,		Nine months ended September 30,
	2013		2013

Calculation of diluted EPS using if-converted method:
Net income	$	41,317	$	94,408
Diluted weighted-average common shares outstanding	103,442		103,107
Diluted EPS	$	0.40	$	0.92

Stock-Based Compensation

The following are the weighted-average assumptions used in the Black-Scholes option-pricing model at September 30, 2014 and 2013:

	2014		2013

Risk-free interest rate	1.68	%	1.08	%
Expected volatility	44.80	%	46.27	%
Dividend yield	—		—
Weighted-average expected life (years)	5.45		6.57

Segment Information

The West reportable segment consists of the following properties: Zia Park Casino and the M Resort, as well as the Jamul development project, which the Company anticipates completing in mid-2016.

Other Comprehensive Income

	Foreign Currency			Available for sale securities			Total

Other comprehensive income (loss):
Balance at December 31, 2012	$	1,628		$	1,394		$	3,022
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

Balance at December 31, 2013	$	383		$	—		$	383
Foreign currency translation adjustment	(957		)	—			(957		)
Ending balance at September 30, 2014	$	(574	)	$	—		$	(574	)

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.

Long-term Debt

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

	September 30, 2014				December 31, 2013
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Financial assets:
Cash and cash equivalents	$	230,707	$	230,707	$	292,995	$	292,995
Financial liabilities:
Long-term debt
Senior secured credit facility	773,277		769,190		748,777		748,150
Senior unsecured notes	300,000		279,000		300,000		297,000
Other long-term obligations	153,956		153,956		—		—

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2014

Summary of Significant Accounting Policies

Schedule of promotional allowances

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
	(in thousands)
Rooms	$	8,955	$	9,639	$	25,452	$	27,951
Food and beverage	26,228		31,327		79,620		95,049
Other	2,599		2,748		7,332		8,469
Total promotional allowances	$	37,782	$	43,714	$	112,404	$	131,469

Schedule of estimated cost of providing complimentary services

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
	(in thousands)
Rooms	$	2,737	$	2,946	$	7,949	$	8,741
Food and beverage	10,999		13,138		33,561		40,066
Other	1,320		1,396		3,875		4,485
Total cost of complimentary services	$	15,056	$	17,480	$	45,385	$	53,292

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

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
	(in thousands)

Net income	$	8,499	$	41,317	$	17,212	$	94,408
Net income applicable to preferred stock	841		7,691		1,708		17,692
Net income applicable to common stock	$	7,658	$	33,626	$	15,504	$	76,716

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,
	2014	2013	2014	2013
	(in thousands)
Determination of shares:
Weighted-average common shares outstanding	78,510	78,635	78,297	78,169
Assumed conversion of dilutive employee stock-based awards	1,832	2,929	1,998	3,020
Assumed conversion of restricted stock	51	111	82	101
Diluted weighted-average common shares outstanding before participating security	80,393	81,675	80,377	81,290
Assumed conversion of preferred stock	8,624	21,767	8,624	21,817
Diluted weighted-average common shares outstanding	89,017	103,442	89,001	103,107

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

The following table presents the calculation of basic EPS for the Company’s common stock (in thousands, except per share data):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013

Calculation of basic EPS:
Net income applicable to common stock	$	7,658	$	33,626	$	15,504	$	76,716
Weighted-average common shares outstanding	78,510		78,635		78,297		78,169
Basic EPS	$	0.10	$	0.43	$	0.20	$	0.98

Schedule of calculation of diluted EPS for the Company's common stock

The following tables present the calculation of diluted EPS for the Company’s common stock (in thousands, except per share data):

	Three months ended September 30,		Nine months ended September 30,
	2014		2014

Calculation of diluted EPS using two-class method:
Net income applicable to common stock	$	7,658	$	15,504
Diluted weighted-average common shares outstanding before participating security	80,393		80,377
Diluted EPS	$	0.10	$	0.19

	Three months ended September 30,		Nine months ended September 30,
	2013		2013

Calculation of diluted EPS using if-converted method:
Net income	$	41,317	$	94,408
Diluted weighted-average common shares outstanding	103,442		103,107
Diluted EPS	$	0.40	$	0.92

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

The following are the weighted-average assumptions used in the Black-Scholes option-pricing model at September 30, 2014 and 2013:

	2014		2013

Risk-free interest rate	1.68	%	1.08	%
Expected volatility	44.80	%	46.27	%
Dividend yield	—		—
Weighted-average expected life (years)	5.45		6.57

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

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

	Foreign Currency			Available for sale securities			Total

Other comprehensive income (loss):
Balance at December 31, 2012	$	1,628		$	1,394		$	3,022
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

Balance at December 31, 2013	$	383		$	—		$	383
Foreign currency translation adjustment	(957		)	—			(957		)
Ending balance at September 30, 2014	$	(574	)	$	—		$	(574	)

Schedule of estimated fair values of financial instruments

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

	September 30, 2014				December 31, 2013
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Financial assets:
Cash and cash equivalents	$	230,707	$	230,707	$	292,995	$	292,995
Financial liabilities:
Long-term debt
Senior secured credit facility	773,277		769,190		748,777		748,150
Senior unsecured notes	300,000		279,000		300,000		297,000
Other long-term obligations	153,956		153,956		—		—

Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2014

Property and Equipment

Schedule of property and equipment, net

	September 30,			December 31,
	2014			2013
	(in thousands)

Land and improvements	$	42,350		$	14,714
Building and improvements	171,712			156,443
Furniture, fixtures, and equipment	1,206,020			1,190,252
Leasehold improvements	230,681			24,301
Construction in progress	44,148			25,389
Total property and equipment	1,694,911			1,411,099
Less accumulated depreciation	(949,556		)	(913,642		)
Property and equipment, net	$	745,355		$	497,457

Other Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2014

Other Intangible Assets

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

	September 30, 2014						December 31, 2013
	(in thousands)
	Gross Carrying Value		Accumulated Amortization		Net Book Value		Gross Carrying Value		Accumulated Amortization		Net Book Value
Indefinite-life intangible assets	$	474,436	$	—	$	474,436	$	349,224	$	—	$	349,224
Argosy Casino Sioux City gaming license	20,949		20,949		—		20,949		12,569		8,380
Other intangible assets	56,126		55,466		660		55,665		53,621		2,044
Total	$	551,511	$	76,415	$	475,096	$	425,838	$	66,190	$	359,648

Long-term Debt (Tables)

9 Months Ended

Sep. 30, 2014

Long-term Debt

Schedule of long-term debt, net of current maturities

	September 30,			December 31,
	2014			2013
	(in thousands)

Senior secured credit facility	$	774,375		$	750,000
$300 million 5.875% senior unsecured notes due November 1, 2021	300,000			300,000
Other long term obligations	153,956			—
Capital leases	2,162			2,015
	1,230,493			1,052,015
Less current maturities of long-term debt	(30,547		)	(27,598		)
Less discount on senior secured credit facility Term Loan B	(1,098		)	(1,223		)
	$	1,198,848		$	1,023,194

Schedule of future minimum repayments of long-term debt

The following is a schedule of future minimum repayments of long-term debt as of September 30, 2014 (in thousands):

Within one year	$	30,547
1-3 years	112,819
3-5 years	454,720
Over 5 years	632,407
Total minimum payments	$	1,230,493

- 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=34725769&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

Segment Information (Tables)

9 Months Ended

Sep. 30, 2014

Segment Information

Schedule of information with respect to the Company's segments

	East/Midwest		West		Southern Plains		Other			Total
	(in thousands)
Three months ended September 30, 2014
Net revenues	$	371,505	$	58,626	$	210,309	$	5,500		$	645,940
Income (loss) from operations	17,842		5,054		24,195		(24,260		)	22,831
Depreciation and amortization	24,304		2,018		12,264		1,667			40,253
Income (loss) from unconsolidated affiliates	—		—		2,546		(255		)	2,291
Capital expenditures	63,979		8,091		7,124		1,759			80,953

Three months ended September 30, 2013
Net revenues	403,900		57,463		246,443		6,629			714,435
Income (loss) from operations	85,162		7,402		35,176		(34,460		)	93,280
Depreciation and amortization	39,741		3,487		32,697		4,043			79,968
Income (loss) from unconsolidated affiliates	—		—		2,599		(303		)	2,296
Capital expenditures	23,185		3,396		15,976		(101		)	42,456

Nine months ended September 30, 2014
Net revenues	1,082,310		178,579		658,792		19,485			1,939,166
Income (loss) from operations	44,447		20,536		63,392		(64,111		)	64,264
Depreciation and amortization	77,038		5,259		47,088		5,417			134,802
Income (loss) from unconsolidated affiliates	—		—		7,619		(1,372		)	6,247
Impairment losses	4,560		—		—		—			4,560
Capital expenditures	91,077		24,138		40,457		5,595			161,267

Nine months ended September 30, 2013
Net revenues	1,293,391		181,057		773,548		26,056			2,274,052
Income (loss) from operations	288,808		33,708		56,595		(105,635		)	273,476
Depreciation and amortization	121,898		10,115		93,411		12,230			237,654
Income (loss) from unconsolidated affiliates	—		—		8,383		(545		)	7,838
Impairment losses	—		—		71,846		—			71,846
Capital expenditures	90,127		6,313		58,205		4,428			159,073

Balance sheet at September 30, 2014
Total assets	968,114		271,898		908,674		314,413			2,463,099
Investment in and advances to unconsolidated affiliates	52		—		117,868		65,147			183,067
Goodwill and other intangible assets, net	264,147		146,474		551,446		4,077			966,144

Balance sheet at December 31, 2013
Total assets	590,606		212,098		945,472		435,815			2,183,991
Investment in and advances to unconsolidated affiliates	79		—		127,749		65,503			193,331
Goodwill and other intangible assets, net	120,458		146,012		566,016		19,560			852,046

Organization and Basis of Presentation (Details)	Sep. 30, 2014 jurisdiction facility
Organization and Basis of Presentation
Number of facilities the entity owned, managed, or had ownership interests in \| facility	26
Number of jurisdictions in which the entity operates \| jurisdiction	17

Spin-Off of Real Estate Assets through a Real Estate Investment Trust (Details) $ in Thousands			9 Months Ended
	Nov. 01, 2013	Nov. 01, 2013 Option shares	Sep. 30, 2014 USD ($)
Spin-Off of Real Estate Assets through a Real Estate Investment Trust
Decrease to shareholders' equity \| $			$ (482)
Master Lease Agreement [Member]
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
Initial term of Master Lease		15 years
Number of lease renewal options \| Option		4
Term of lease renewal options		5 years

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Revenue recognition
Promotional allowances	$ 37,782	$ 43,714	$ 112,404	$ 131,469
Cost of complimentary services	15,056	17,480	45,385	53,292
Gaming and Racing Taxes
Gaming expense	221,500	251,200	664,100	800,200
Rooms
Revenue recognition
Promotional allowances	8,955	9,639	25,452	27,951
Cost of complimentary services	2,737	2,946	7,949	8,741
Food and Beverage
Revenue recognition
Promotional allowances	26,228	31,327	79,620	95,049
Cost of complimentary services	10,999	13,138	33,561	40,066
Other
Revenue recognition
Promotional allowances	2,599	2,748	7,332	8,469
Cost of complimentary services	$ 1,320	$ 1,396	$ 3,875	$ 4,485

Summary of Significant Accounting Policies (Details 2) $ in Thousands		3 Months Ended	9 Months Ended
	Nov. 01, 2013 Option	Sep. 30, 2014 USD ($)	Sep. 30, 2014 USD ($) facility	Jul. 31, 2014 USD ($)
Rental expense related to the master lease
Total rental expense		$ 104,625	$ 313,547
Master Lease Agreement [Member]
Rental expense related to the master lease
Number of lease renewal options \| Option	4
Term of lease renewal options	5 years
Initial term of Master Lease	15 years
Master Lease Agreement [Member] \| Facilities Held Under Leases [Member]
Rental expense related to the master lease
Number of real property assets associated with Company's gaming and related facilities \| facility			18
Percentage of escalation to fixed components of rent if certain rent coverage ratio thresholds are met	2.00%
Period over which operating lease component is adjusted	5 years
Adjustment to operating lease component as percentage of the average change to net revenues during preceding five years	4.00%
Adjustment to operating lease component as percentage of the average change to net revenues during preceding month	20.00%
Total rental expense		$ 104,600	$ 313,500
Decrease in annual rent payable to GLPI				$ 6,200

Summary of Significant Accounting Policies (Details 3) - Definitive Agreement With Jamul Indian Village [Member] $ in Millions	Apr. 05, 2013 USD ($) a ft² item	Sep. 30, 2014 USD ($)	Dec. 31, 2013 USD ($)
Long-term asset related to the Jamul Tribe
Land owned \| a	6
Proposed facility development cost	$ 360.0
Number of stories \| item	3
Size of gaming and entertainment facility (in square feet) \| ft²	200,000
Number of slot machines \| item	1,700
Number of table games \| item	50
Number of parking spaces \| item	1,900
Loan commitment		$ 400.0
Anticipated loan funding		360.0
Note receivable		44.0	$ 7.0
Interest Receivable		$ 2.1	$ 0.5

Summary of Significant Accounting Policies (Details 4) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Net income loss available to common stockholders
Net income	$ 8,499	$ 41,317	$ 17,212	$ 94,408
Net income applicable to preferred stock	841	7,691	1,708	17,692
Net income applicable to common stock	$ 7,658	$ 33,626	$ 15,504	$ 76,716
Determination of shares:
Weighted-average common shares outstanding (in shares)	78,510,000	78,635,000	78,297,000	78,169,000
Assumed conversion of dilutive employee stock-based awards (in shares)	1,832,000	2,929,000	1,998,000	3,020,000
Assumed conversion of restricted stock (in shares)	51,000	111,000	82,000	101,000
Diluted weighted-average common shares outstanding before participating security	80,393,000	81,675,000	80,377,000	81,290,000
Assumed conversion of preferred stock (in shares)	8,624,000	21,767,000	8,624,000	21,817,000
Diluted weighted-average common shares outstanding (in shares)	89,017,000	103,442,000	89,001,000	103,107,000
Anti-dilutive securities, options to purchase shares outstanding	954,709	20,625	935,147	30,625
Calculation of basic EPS:
Net income applicable to common stock	$ 7,658	$ 33,626	$ 15,504	$ 76,716
Weighted-average common shares outstanding (in shares)	78,510,000	78,635,000	78,297,000	78,169,000
Basic earnings (loss) per common share (in dollars per share)	$ 0.10	$ 0.43	$ 0.20	$ 0.98
Calculation of diluted EPS:
Net income applicable to common stock	$ 7,658	$ 33,626	$ 15,504	$ 76,716
Net income	$ 8,499	$ 41,317	$ 17,212	$ 94,408
Weighted Average Number of Diluted Shares Outstanding Before Participating Security	80,393,000	81,675,000	80,377,000	81,290,000
Diluted weighted-average common shares outstanding	89,017,000	103,442,000	89,001,000	103,107,000
Diluted earnings (loss) per common share (in dollars per share)	$ 0.10	$ 0.40	$ 0.19	$ 0.92
Series C Preferred Stock
Earnings Per Share
Preferred stock , shares outstanding	8,624		8,624
Series B Preferred Stock
Earnings Per Share
Preferred stock , shares outstanding		12,050		12,050

Summary of Significant Accounting Policies (Details 5) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2014 USD ($)	Sep. 30, 2013 USD ($)	Sep. 30, 2014 USD ($) item shares	Sep. 30, 2013 USD ($)	Dec. 31, 2013 USD ($)
Stock-based compensation costs
Time period of historical volatility of stock used to estimate expected volatility			5 years 5 months 12 days
Expected dividend yield assumption (as a percent)			0.00%
Granted (in shares) \| shares			916,522
Accrued salaries and wages	$ 83,505		$ 83,505		$ 86,498
Stock based compensation expense	2,900	$ 6,400	$ 8,000	$ 18,100
Weighted-average assumptions used in the Black-Scholes option-pricing model
Risk-free interest rate (as a percent)			1.68%	1.08%
Expected volatility (as a percent)			44.80%	46.27%
Weighted-average expected life			5 years 5 months 12 days	6 years 6 months 26 days
Gaming and Leisure Properties Inc [Member]
Stock-based compensation costs
Number of awards into which each employee stock options and SARs converted in connection with spinoff \| item			2
Phantom Share Units (PSUs) [Member]
Stock-based compensation costs
Accrued salaries and wages	5,500		$ 5,500		6,800
Stock based compensation expense	2,100	3,300	4,700	$ 8,300
Total compensation cost related to nonvested awards not yet recognized	24,500		$ 24,500
Period for recognition of unrecognized compensation cost			2 years 7 months 10 days
Amounts paid on cash settled awards			$ 6,000	3,700
Phantom Share Units (PSUs) [Member] \| Minimum
Stock-based compensation costs
Vesting period			3 years
Phantom Share Units (PSUs) [Member] \| Maximum
Stock-based compensation costs
Vesting period			5 years
Stock Appreciation Rights (SARs) [Member]
Stock-based compensation costs
Accrued salaries and wages	10,000		$ 10,000		$ 11,400
Stock based compensation expense	100	400	$ 200	4,100
Vesting period			4 years
Total compensation cost related to nonvested awards not yet recognized	7,300		$ 7,300
Period for recognition of unrecognized compensation cost			2 years 6 months 7 days
Amounts paid on cash settled awards	$ 400	$ 200	$ 1,600	$ 1,500

Summary of Significant Accounting Policies (Details 6)	Sep. 30, 2014
Kansas Entertainment LLC [Member]
Segment Information
Ownership interest in joint venture (as a percent)	50.00%
Cordish
Segment Information
Ownership interest in joint venture (as a percent)	50.00%

Summary of Significant Accounting Policies (Details 7) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Other comprehensive income (loss):
Balance at the beginning of the period			$ 383	$ 3,022
Foreign currency translation adjustment	$ (876)	$ 302	(957)	(697)
Unrealized holding losses on corporate debt securities				(98)
Realized gain on redemption of corporate debt securities				(1,296)
Balance at the end of the period	(574)	931	(574)	931
Foreign currency
Other comprehensive income (loss):
Balance at the beginning of the period			383	1,628
Foreign currency translation adjustment			(957)	(697)
Balance at the end of the period	$ (574)	$ 931	$ (574)	931
Available for sale securities
Other comprehensive income (loss):
Balance at the beginning of the period				1,394
Unrealized holding losses on corporate debt securities				(98)
Realized gain on redemption of corporate debt securities				$ (1,296)

- 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

Summary of Significant Accounting Policies (Details 8) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2014	Dec. 31, 2013
Estimated fair values
Discount rate (as a percent)	5.00%
Carrying Amount
Financial assets:
Cash and cash equivalents	$ 230,707	$ 292,995
Carrying Amount \| Senior Secured Credit Facility
Financial liabilities:
Long-term debt	773,277	748,777
Carrying Amount \| Senior Unsecured Notes [Member]
Financial liabilities:
Long-term debt	300,000	300,000
Carrying Amount \| Other Long Term Obligation
Financial liabilities:
Long-term debt	153,956
Estimate of Fair Value Measurement [Member]
Financial assets:
Cash and cash equivalents	230,707	292,995
Estimate of Fair Value Measurement [Member] \| Senior Secured Credit Facility
Financial liabilities:
Long-term debt	769,190	748,150
Estimate of Fair Value Measurement [Member] \| Senior Unsecured Notes [Member]
Financial liabilities:
Long-term debt	$ 279,000	$ 297,000
Estimate of Fair Value Measurement [Member] \| Other Long Term Obligation
Estimated fair values
Discount rate (as a percent)	5.00%
Financial liabilities:
Long-term debt	$ 153,956

Acquisitions (Details) $ in Thousands		9 Months Ended
Acquisitions (Details) $ in Thousands	Mar. 28, 2014 USD ($)	Sep. 30, 2014 USD ($) ft² item	Sep. 30, 2013 USD ($)	Dec. 31, 2013 USD ($)
Acquisitions
Preliminary purchase price allocated to goodwill		$ 491,048		$ 492,398
Acquisition of businesses and gaming and other licenses		118,678	$ 590
Plainridge Park Casino Properties [Member]
Acquisitions
Estimated value of Casino		$ 225,000
Number of slot machines \| item		1,250
Size of foot grandstand (in square feet) \| ft²		26,000
Size of foot clubhouse (in square feet) \| ft²		13,000
Acquisition of businesses and gaming and other licenses	$ 25,000
Plainridge Racecourse [Member]
Acquisitions
Period contingent purchase price consideration is due following first four fiscal quarters		60 days
Period for calculation of contingent purchase price consideration based on the annual earnings		10 years
Fair value for contingent purchase price consideration		$ 18,500
Preliminary purchase price allocated to land and buildings		57,900
Preliminary purchase price allocated to goodwill		$ 3,000

Property and Equipment (Details) $ in Thousands	3 Months Ended		9 Months Ended
Property and Equipment (Details) $ in Thousands	Sep. 30, 2014 USD ($)	Sep. 30, 2013 USD ($)	Sep. 30, 2014 USD ($) item	Sep. 30, 2013 USD ($)	Dec. 31, 2013 USD ($)
Plant and equipment
Property and equipment	$ 1,694,911		$ 1,694,911		$ 1,411,099
Less accumulated depreciation	(949,556)		(949,556)		(913,642)
Property and equipment, net	745,355		745,355		497,457
Property and equipment, net increased			$ 247,900
Discount Rate			5.00%
Depreciation expense	39,700	$ 74,900	$ 123,700	$ 226,600
Interest capitalized in connection with major construction projects	300	$ 500	500	$ 900
Pre-tax other intangible asset impairment charge	4,600
Other intangible asset impairment charge, net of taxes	2,800
Gaming and Leisure Properties Inc [Member]
Plant and equipment
Decreased in depreciation	35,200		$ 102,900
Hollywood Gaming at Dayton Raceway And Mahoning Valley Race Course
Plant and equipment
Number of new facilities \| item			2
Contractual obligation, relocation fee	75,000		$ 75,000
Land and Land Improvements
Plant and equipment
Property and equipment	42,350		42,350		14,714
Building and Building Improvements
Plant and equipment
Property and equipment	171,712		171,712		156,443
Furniture and Fixtures
Plant and equipment
Property and equipment	1,206,020		1,206,020		1,190,252
Leasehold Improvements
Plant and equipment
Property and equipment	230,681		230,681		24,301
Construction in Progress
Plant and equipment
Property and equipment	$ 44,148		$ 44,148		$ 25,389

Other Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
Other Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2014	Jun. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Intangible assets
Indefinite-life intangible assets, Gross Carrying Value	$ 474,436			$ 474,436		$ 349,224
Intangible assets, Gross Carrying Value	551,511			551,511		425,838
Finite-lived intangible assets, Accumulated Amortization	76,415			76,415		66,190
Intangible Assets, Net (Excluding Goodwill), Total	475,096			475,096		359,648
Change in indefinite life intangible assets during the period				125,200
Intangible asset amortization expense	600		$ 5,100	11,100	$ 11,000
Hollywood Gaming at Dayton Raceway And Mahoning Valley Race Course
Intangible assets
Gaming license fee	$ 15,000	$ 10,000		$ 100,000
Percentage of gaming license fees paid	50.00%			50.00%
Gaming license payable due one year from commencement of operations	$ 50,000			$ 50,000
Gaming license fee terms				1 year
Hollywood Gaming at Dayton Raceway
Intangible assets
Gaming license payable due one year from commencement of operations	25,000			$ 25,000
Mahoning Valley Race Course
Intangible assets
Gaming license payable due one year from commencement of operations	25,000			25,000
Plainridge Park Casino Member
Intangible assets
Gaming license fee				25,000
Argosy Casino Sioux City gaming license
Intangible assets
Finite-lived intangible assets, Gross Carrying Value	20,949			20,949		20,949
Finite-lived intangible assets, Accumulated Amortization	20,949			20,949		12,569
Finite-lived intangible assets, Net Book Value						8,380
Other Intangible Assets [Member]
Intangible assets
Finite-lived intangible assets, Gross Carrying Value	56,126			56,126		55,665
Finite-lived intangible assets, Accumulated Amortization	55,466			55,466		53,621
Finite-lived intangible assets, Net Book Value	$ 660			$ 660		$ 2,044

Long-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2014	Dec. 31, 2013
Long-term Debt
Debt and Capital Lease Obligations, Total	$ 1,230,493	$ 1,052,015
Less current maturities of long-term debt	(30,547)	(27,598)
Less discount on debt	(1,098)	(1,223)
Long-term debt, net of current maturities	1,198,848	1,023,194
Senior Secured Credit Facility
Long-term Debt
Debt and Capital Lease Obligations, Total	774,375	750,000
Senior Unsecured 5.875% Percent Notes
Long-term Debt
Debt and Capital Lease Obligations, Total	$ 300,000	300,000
Debt instrument interest rate stated percentage	5.875%
Principal amount	$ 300,000
Other Long Term Obligation
Long-term Debt
Debt and Capital Lease Obligations, Total	153,956
Capital Lease
Long-term Debt
Debt and Capital Lease Obligations, Total	$ 2,162	$ 2,015

Long-term Debt (Details 2) $ in Thousands		3 Months Ended		9 Months Ended
Long-term Debt (Details 2) $ in Thousands	Oct. 30, 2013 USD ($)	Sep. 30, 2014 USD ($) item	Sep. 30, 2013 USD ($)	Sep. 30, 2014 USD ($)	Sep. 30, 2013 USD ($)	Dec. 31, 2013 USD ($)
Future minimum repayments of long-term debt
Within one year		$ 30,547		$ 30,547
1-3 years		112,819		112,819
3-5 years		454,720		454,720
Over 5 years		632,407		632,407
Total minimum payments		1,230,493		1,230,493
Long-term Debt
Debt		1,230,493		1,230,493		$ 1,052,015
Interest expense		11,189	$ 25,060	33,376	$ 80,044
Plainridge Racecourse [Member]
Long-term Debt
Other long term obligations		18,500		18,500
Hollywood Gaming at Dayton Raceway And Mahoning Valley Race Course
Long-term Debt
Other long term obligations		135,500		135,500
New Senior Secured Credit Facility
Long-term Debt
Term loan amount outstanding		774,400		774,400		750,000
Letters of credit outstanding		22,800		22,800		22,100
Available borrowing capacity		432,200		432,200		477,900
Revolving credit facility
Long-term Debt
Term of debt	5 years
Maximum borrowing capacity	$ 500,000
Term loan amount outstanding		45,000		45,000		0
Term Loan A Facility
Long-term Debt
Term of debt	5 years
Maximum borrowing capacity	$ 500,000
Term loan amount outstanding		481,300		481,300		500,000
Term Loan B Facility
Long-term Debt
Term of debt	7 years
Maximum borrowing capacity	$ 250,000
Term loan amount outstanding		248,100		248,100		250,000
Senior Secured Credit Facility
Long-term Debt
Debt		$ 774,375		$ 774,375		750,000
Senior Unsecured 5.875% Percent Notes
Long-term Debt
Debt instrument interest rate stated percentage		5.875%		5.875%
Debt		$ 300,000		$ 300,000		$ 300,000
Other Long Term Obligation
Long-term Debt
Debt		153,956		153,956
Other long term obligations		154,000		154,000
Relocation fee payable upon opening of the facility		$ 7,500		$ 7,500
Number of semi-annual payments \| item		18
Semi-annual payment amount beginning one year from the commencement of operation		$ 4,800
Effective yield		4.90%		4.90%
Interest expense		$ 500		$ 500

Commitments and Contingencies (Details)	Jul. 12, 2012 item
Belle of Sioux City, L P (the "Belle")
Litigation
Number of proposals submitted to the IRGC for a new gaming and entertainment destination	2

Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Segment Information (Details) - USD ($) $ in Thousands	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Segment information
Net revenues	$ 645,940	$ 714,435	$ 1,939,166	$ 2,274,052
Income (loss) from operations	22,831	93,280	64,264	273,476
Depreciation and amortization	40,253	79,968	134,802	237,654
Income (loss) from unconsolidated affiliates	2,291	2,296	6,247	7,838
Impairment losses			4,560	71,846
Capital expenditures	80,953	42,456	161,267	159,073
Total assets	2,463,099		2,463,099		$ 2,183,991
Investment in and advances to unconsolidated affiliates	183,067		183,067		193,331
Goodwill and other intangible assets, net	966,144		966,144		852,046
East Midwest [Member]
Segment information
Net revenues	371,505	403,900	1,082,310	1,293,391
Income (loss) from operations	17,842	85,162	44,447	288,808
Depreciation and amortization	24,304	39,741	77,038	121,898
Impairment losses			4,560
Capital expenditures	63,979	23,185	91,077	90,127
Total assets	968,114		968,114		590,606
Investment in and advances to unconsolidated affiliates	52		52		79
Goodwill and other intangible assets, net	264,147		264,147		120,458
West [Member]
Segment information
Net revenues	58,626	57,463	178,579	181,057
Income (loss) from operations	5,054	7,402	20,536	33,708
Depreciation and amortization	2,018	3,487	5,259	10,115
Capital expenditures	8,091	3,396	24,138	6,313
Total assets	271,898		271,898		212,098
Goodwill and other intangible assets, net	146,474		146,474		146,012
Southern Plains [Member]
Segment information
Net revenues	210,309	246,443	658,792	773,548
Income (loss) from operations	24,195	35,176	63,392	56,595
Depreciation and amortization	12,264	32,697	47,088	93,411
Income (loss) from unconsolidated affiliates	2,546	2,599	7,619	8,383
Impairment losses				71,846
Capital expenditures	7,124	15,976	40,457	58,205
Total assets	908,674		908,674		945,472
Investment in and advances to unconsolidated affiliates	117,868		117,868		127,749
Goodwill and other intangible assets, net	551,446		551,446		566,016
Other [Member]
Segment information
Net revenues	5,500	6,629	19,485	26,056
Income (loss) from operations	(24,260)	(34,460)	(64,111)	(105,635)
Depreciation and amortization	1,667	4,043	5,417	12,230
Income (loss) from unconsolidated affiliates	(255)	(303)	(1,372)	(545)
Capital expenditures	1,759	$ (101)	5,595	$ 4,428
Total assets	314,413		314,413		435,815
Investment in and advances to unconsolidated affiliates	65,147		65,147		65,503
Goodwill and other intangible assets, net	$ 4,077		$ 4,077		$ 19,560

Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Millions	Sep. 30, 2014	Dec. 31, 2013	Sep. 30, 2014
Income Taxes
Deferred Tax Assets, Net of Valuation Allowance	$ 83.5	$ 57.2	$ 83.5
Reduction of valuation allowance	$ 1.0
Period of cumulative pre-tax loss position			3 years
Pre-tax earnings that the entity would have recorded in the absence of cumulative pre-tax loss position			$ 40.8
Spinoff
Income Taxes
Pre-tax goodwill impairment charge		$ 1,058.4

Insurance Recoveries (Details) - Tornado [Member] - Hollywood Casino St Louis - USD ($) $ in Millions		3 Months Ended			9 Months Ended	12 Months Ended	21 Months Ended
	May 31, 2013	Sep. 30, 2014	Dec. 31, 2013	Jun. 30, 2013	Sep. 30, 2014	Dec. 31, 2013	Sep. 30, 2014
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
Insurance proceeds received to date					$ 3.0	$ 5.7	$ 8.7
Pre-tax gain recorded		$ 5.7	$ 2.4
Pre-tax loss recorded				$ 2.5