View Filing Data

Print Document View Excel Document

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2016	Feb. 15, 2017	Jun. 30, 2016
Document and Entity Information
Entity Registrant Name	PENN NATIONAL GAMING INC
Entity Central Index Key	0000921738
Document Type	10-K
Document Period End Date	Dec. 31, 2016
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 Public Float			$ 1,060
Entity Common Stock, Shares Outstanding		90,885,007
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	FY

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Current assets
Cash and cash equivalents	$ 229,510	$ 237,009
Receivables, net of allowance for doubtful accounts of $3,180 and $2,428 at December 31, 2016 and December 31, 2015, respectively	61,855	45,186
Prepaid expenses	59,707	76,784
Other current assets	48,193	13,497
Total current assets	399,265	372,476
Property and equipment, net	2,820,383	2,980,068
Other assets
Investment in and advances to unconsolidated affiliates	156,176	168,149
Goodwill	989,685	911,942
Other intangible assets, net	435,494	391,442
Advances to the Jamul Tribe	91,401	197,722
Other assets	82,080	116,953
Total other assets	1,754,836	1,786,208
Total assets	4,974,484	5,138,752
Current liabilities
Current portion of financing obligation to GLPI	56,595	50,548
Current maturities of long-term debt	85,595	92,108
Accounts payable	35,091	72,816
Accrued expenses	101,906	93,666
Accrued interest	6,345	7,091
Accrued salaries and wages	92,238	98,671
Gaming, pari-mutuel, property, and other taxes	60,384	57,486
Insurance financing	2,636	3,125
Other current liabilities	95,526	82,263
Total current liabilities	536,316	557,774
Long-term liabilities
Long-term financing obligation to GLPI, net of current portion	3,457,485	3,514,080
Long-term debt, net of current maturities and debt issuance costs	1,329,939	1,618,851
Deferred income taxes	126,924	107,921
Noncurrent tax liabilities	26,791
Other noncurrent liabilities	40,349	18,169
Total long-term liabilities	4,981,488	5,259,021
Shareholders' deficit
Common stock ($.01 par value, 200,000,000 shares authorized, 93,289,701 and 83,056,668 shares issued, and 91,122,308 and 80,889,275 shares outstanding at December 31, 2016 and December 31, 2015, respectively)	932	830
Treasury stock, at cost (2,167,393 shares held at December 31, 2016 and December 31, 2015)	(28,414)	(28,414)
Additional paid-in capital	1,014,119	988,686
Retained deficit	(1,525,281)	(1,634,591)
Accumulated other comprehensive loss	(4,676)	(4,554)
Total shareholders' deficit	(543,320)	(678,043)
Total liabilities and shareholders' deficit	4,974,484	5,138,752
Series B Preferred Stock
Shareholders' deficit
Preferred stock
Series C Preferred Stock
Shareholders' deficit
Preferred stock

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Receivables, allowance for doubtful accounts (in dollars)	$ 3,180	$ 2,428
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	93,289,701	83,056,668
Common stock, shares outstanding	91,122,308	80,889,275
Treasury stock, shares held	2,167,393	2,167,393
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
Preferred stock, shares outstanding	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	0	8,624
Preferred stock, shares outstanding	0	8,624

Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Revenues
Gaming	$ 2,606,262	$ 2,497,497	$ 2,297,175
Food, beverage, hotel and other	575,434	485,534	432,021
Management service and licensing fees	11,348	10,314	11,650
Reimbursable management costs	15,997
Revenues	3,209,041	2,993,345	2,740,846
Less promotional allowances	(174,661)	(154,987)	(150,319)
Net revenues	3,034,380	2,838,358	2,590,527
Operating expenses
Gaming	1,334,980	1,271,679	1,146,159
Food, beverage, hotel and other	406,871	349,897	319,792
General and administrative	463,028	449,433	446,436
Reimbursable management costs	15,997
Depreciation and amortization	271,214	259,461	266,742
Impairment losses		40,042	159,884
Insurance recoveries, net of deductible charges	(726)		(5,674)
Total operating expenses	2,491,364	2,370,512	2,333,339
Income from operations	543,016	467,846	257,188
Other income (expenses)
Interest expense	(459,243)	(443,127)	(425,114)
Interest income	24,186	11,531	3,730
Income from unconsolidated affiliates	14,337	14,488	7,949
Other	(1,679)	5,872	2,944
Total other expenses	(422,399)	(411,236)	(410,491)
Income (loss) from operations before income taxes	120,617	56,610	(153,303)
Income tax provision	11,307	55,924	30,519
Net income (loss)	$ 109,310	$ 686	$ (183,822)
Earnings (loss) per common share:
Basic earnings (loss) per common share (in dollars per share)	$ 1.21	$ 0.01	$ (2.34)
Diluted earnings (loss) per common share (in dollars per share)	$ 1.19	$ 0.01	$ (2.34)
Weighted average basic shares outstanding	82,929	80,003	78,425
Weighted average diluted shares outstanding	91,407	90,904	78,425

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Consolidated Statements of Comprehensive Income (Loss)
Net income (loss)	$ 109,310	$ 686	$ (183,822)
Other comprehensive loss, net of tax:
Foreign currency translation adjustment during the period	(122)	(3,272)	(1,665)
Other comprehensive loss	(122)	(3,272)	(1,665)
Comprehensive income (loss)	$ 109,188	$ (2,586)	$ (185,487)

Consolidated Statements of Changes in Shareholders' Deficit - USD ($) $ in Thousands	Preferred Stock	Common Stock	Treasury Stock	Additional Paid-in Capital	Retained Deficit	Accumulated Other Comprehensive Income (Loss)	Total
Balance at Dec. 31, 2013		$ 799	$ (28,414)	$ 925,335	$ (1,448,955)	$ 383	$ (550,852)
Balance (in shares) at Dec. 31, 2013	8,624	77,788,393
Increase (Decrease) in Shareholders' Deficit
Share-based compensation arrangements, net of tax benefits of $10,360, $14,826 and $6,896 for the years ended December 31, 2014, 2015 and 2016 respectively		$ 14		30,811			30,825
Share-based compensation arrangements (in shares)		1,373,424
Impact of Spin-Off to Gaming and Leisure Properties, Inc.					(2,500)		(2,500)
Foreign currency translation adjustment						(1,665)	(1,665)
Net income (loss)					(183,822)		(183,822)
Balance at Dec. 31, 2014		$ 813	(28,414)	956,146	(1,635,277)	(1,282)	(708,014)
Balance (in shares) at Dec. 31, 2014	8,624	79,161,817
Increase (Decrease) in Shareholders' Deficit
Share-based compensation arrangements, net of tax benefits of $10,360, $14,826 and $6,896 for the years ended December 31, 2014, 2015 and 2016 respectively		$ 17		32,540			32,557
Share-based compensation arrangements (in shares)		1,727,458
Foreign currency translation adjustment						(3,272)	(3,272)
Net income (loss)					686		686
Balance at Dec. 31, 2015		$ 830	(28,414)	988,686	(1,634,591)	(4,554)	(678,043)
Balance (in shares) at Dec. 31, 2015	8,624	80,889,275
Increase (Decrease) in Shareholders' Deficit
Share-based compensation arrangements, net of tax benefits of $10,360, $14,826 and $6,896 for the years ended December 31, 2014, 2015 and 2016 respectively		$ 16		25,519			25,535
Share-based compensation arrangements (in shares)		1,609,033
Foreign currency translation adjustment						(122)	(122)
Conversion of preferred stock		$ 86		(86)
Conversion of preferred stock (in shares)	(8,624)	8,624,000
Net income (loss)					109,310		109,310
Balance at Dec. 31, 2016		$ 932	$ (28,414)	$ 1,014,119	$ (1,525,281)	$ (4,676)	$ (543,320)
Balance (in shares) at Dec. 31, 2016		91,122,308

Condensed Consolidated Statements of Changes in Shareholders' Deficit (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Consolidated Statements of Changes in Shareholders' Deficit
Share-based compensation arrangements, tax benefit	$ 6,896	$ 14,826	$ 10,360

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Operating activities
Net income (loss)	$ 109,310	$ 686	$ (183,822)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	271,214	259,461	266,742
Amortization of items charged to interest expense and interest income	7,200	6,599	6,040
Change in fair value of contingent purchase price	1,277	(5,374)	689
(Gain) loss on sale of property and equipment and assets held for sale	(2,471)	1,286	738
Income from unconsolidated affiliates	(14,337)	(14,488)	(7,949)
Distributions from unconsolidated affiliates	26,300	28,150	23,000
Deferred income taxes	8,736	57,236	2,908
Charge for stock-based compensation	6,871	8,223	10,666
Impairment losses and write downs		40,042	163,184
(Increase) decrease, net of businesses acquired
Accounts receivable	(5,911)	710	10,046
Prepaid expenses and other current assets	(485)	10,345	(13,305)
Other assets	(4,879)	4,363	141
(Decrease) increase, net of businesses acquired
Accounts payable	(7,500)	2,113	2,028
Accrued expenses	1,519	7,243	(19,512)
Accrued interest	(746)	1,910	136
Accrued salaries and wages	(6,721)	8,454	(2,530)
Gaming, pari-mutuel, property and other taxes	3,379	3,933	(44)
Income taxes	19,112	(13,383)	5,193
Other current and noncurrent liabilities	(7,045)	(8,527)	(2,126)
Net cash provided by operating activities	404,823	398,982	262,223
Investing activities
Project capital expenditures, net of reimbursements	(18,740)	(136,548)	(144,707)
Maintenance capital expenditures	(78,505)	(62,692)	(83,438)
Advances to the Jamul Tribe	(184,193)	(105,658)	(47,093)
Funds advanced to Jamul Tribe in connection with their refinancing	(98,000)
Reimbursement of advances with Jamul Tribe	341,864
Acquisition of land	(3,065)
Repayment of note from the previous developer of the Jamul project	30,000
Purchase of note from the previous developer of the Jamul project		(24,000)
Proceeds from sale of property and equipment and assets held for sale	18,210	561	1,665
Investment in joint ventures		(2,555)	(1,285)
Increase in cash in escrow			18,000
Acquisition of businesses, gaming, and other licenses, net of cash acquired	(86,859)	(450,113)	(118,678)
Net cash used in investing activities	(79,288)	(781,005)	(375,536)
Financing activities
Proceeds from exercise of options	11,601	9,399	9,799
Principal payments on financing obligation with GLPI	(50,548)	(46,885)	(42,222)
Proceeds from issuance of long-term debt, net of issuance costs	122,747	562,076	104,935
Principal payments on long-term debt	(407,662)	(115,195)	(49,541)
Payments of other long-term obligations	(13,772)	(3,307)	(15,000)
Payments of contingent purchase price	(1,807)
Proceeds from insurance financing	13,119	4,720	28,888
Payments on insurance financing	(13,608)	(15,275)	(18,228)
Tax benefit from stock options exercised	6,896	14,826	10,360
Net cash (used in) provided by financing activities	(333,034)	410,359	28,991
Net (decrease) increase in cash and cash equivalents	(7,499)	28,336	(84,322)
Cash and cash equivalents at beginning of year	237,009	208,673	292,995
Cash and cash equivalents at end of year	229,510	237,009	208,673
Supplemental disclosure
Interest expense paid, net of amounts capitalized	452,842	434,175	418,544
Income tax (refunds received)/taxes paid	(11,412)	5,116	23,185
Non-cash investing activities
Accrued capital expenditures	6,749	5,890	19,741
Accrued advances to Jamul Tribe	$ 6,962	$ 39,625	$ 7,978

Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Millions		1 Months Ended		12 Months Ended
	Aug. 01, 2016	Jan. 31, 2015	Apr. 30, 2014	Dec. 31, 2015	Dec. 31, 2014
Non-cash transactions
Increase in liabilities		$ 15.3
Increase in property and equipment, net		$ 15.3
Increase in acquired assets			$ 18.5
Increase in other current and non-current liabilities			$ 18.5
Rocket Speed
Non-cash transactions
Increase in acquired assets	$ 34.4
Increase in other current and non-current liabilities	$ 34.4
Real estate construction costs that were funded by Gaming and Leisure Properties, Inc. for the Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course facilities
Non-cash transactions
Increase in liabilities					$ 118.9
Increase to real property assets					$ 118.9
Relocation fees for Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning
Non-cash transactions
Increase in liabilities				$ 150.0
Increase to other intangible assets				150.0
Unpaid gaming license fees for Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course
Non-cash transactions
Increase in liabilities				50.0
Increase to other intangible assets				$ 50.0

Business and Basis of Presentation	12 Months Ended
Business and Basis of Presentation	Dec. 31, 2016
Business and Basis of Presentation
Business and Basis of Presentation	Penn National Gaming, Inc. and Subsidiaries Notes to Consolidated Financial Statements 1.Business and Basis of Presentation Penn National Gaming, Inc. (“Penn”) and together with its subsidiaries (collectively, the “Company”) is a geographically diversified, multi-jurisdictional owner and manager of gaming and racing facilities and video gaming terminal operations with a focus on slot machine entertainment. The Company was incorporated in Pennsylvania in 1982 as PNRC Corp. and adopted its current name in 1994, when the Company became a publicly traded company. In 1997, the Company began its transition from a pari-mutuel company to a diversified gaming company with the acquisition of the Charles Town property and the introduction of video lottery terminals in West Virginia. Since 1997, we have continued to expand our gaming operations through strategic acquisitions, greenfield projects, and property expansions. We, along with our joint venture partner, opened Hollywood Casino at Kansas Speedway in February 2012. In Ohio, the Company opened four new gaming properties, including: Hollywood Casino Toledo in May 2012, Hollywood Casino Columbus in October 2012, Hollywood Gaming at Dayton Raceway in August 2014, and Hollywood Gaming at Mahoning Valley Race Course in September 2014. In addition, in November 2012, the Company acquired Harrah’s St Louis, which was subsequently rebranded as Hollywood Casino St Louis. In 2015, the Company opened Plainridge Park Casino, an integrated racing and slots-only gaming facility in Plainville, Massachusetts, in June, completed the acquisition of our first Las Vegas strip asset, Tropicana Hotel and Casino in Las Vegas, Nevada in August, and acquired Illinois Gaming Investors, LLC (d/b/a Prairie State Gaming), one of the largest video gaming terminal route operators in Illinois, in September. In addition, we are now managing Hollywood Casino Jamul-San Diego on the Jamul Indian Village land in trust near San Diego, California, which opened on October 10, 2016. In 2016, Prairie State Gaming also acquired two small video gaming terminal route operators in Illinois. Finally, the Company recently implemented our interactive gaming strategy through our subsidiary, Penn Interactive Ventures, which included launching our HollywoodCasino.com Play4Fun social gaming platform with Scientific Games and our HollywoodSlots.com mobile social gaming platform with OpenWager. On August 1, 2016, we completed our acquisition of Rocket Speed, a leading developer of social casino games. As of December 31, 2016, the Company owned, managed, or had ownership interests in twenty‑seven facilities in the following seventeen jurisdictions: California, Florida, Illinois, Indiana, Kansas, Maine, Massachusetts, Mississippi, Missouri, Nevada, New Jersey, New Mexico, Ohio, Pennsylvania, Texas, West Virginia, and Ontario, Canada. 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 and Hollywood Gaming at Dayton Raceway, respectively, both of which opened in the third quarter of 2014. On January 8, July 31, and September 4, 2016, the Company sold Raceway Park in Toledo, Ohio, Rosecroft Raceway in Prince George’s county, Maryland and Beulah Park in Grove City, Ohio, respectively. The preparation of financial statements in conformity with generally accepted accounting principles 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.

Principles of Consolidation	12 Months Ended
Principles of Consolidation	Dec. 31, 2016
Principles of Consolidation
Principles of Consolidation	2.Principles of Consolidation The 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 (“VIEs”), are accounted for under the equity method. All intercompany accounts and transactions have been eliminated in consolidation.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2016

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

3.Summary of Significant Accounting Policies

Cash and Cash Equivalents

The Company considers all cash balances and highly‑liquid investments with original maturities of three months or less to be cash and cash equivalents.

Concentration of Credit Risk

Financial instruments that subject the Company to credit risk consist of cash and cash equivalents, and accounts receivable.

The Company’s policy is to limit the amount of credit exposure to any one financial institution, and place investments with financial institutions evaluated as being creditworthy, or in short‑term money market and tax‑free bond funds which are exposed to minimal interest rate and credit risk. The Company has bank deposits and overnight repurchase agreements that exceed federally‑insured limits.

Concentration of credit risk, with respect to casino receivables, is limited through the Company’s credit evaluation process. The Company issues markers to approved casino customers only following credit checks and investigations of creditworthiness. Marker balances issued to approved casino customers were $4.4 million at December 31, 2016, compared to $4.7 million at December 31, 2015.

The Company’s receivables of $61.9 million and $45.2 million at December 31, 2016 and 2015, respectively, primarily consist of $5.0 million and $5.2 million, respectively, due from the West Virginia Lottery for gaming revenue settlements and capital reinvestment projects at Hollywood Casino at Charles Town Races, $11.8 million and $5.4 million, respectively, for reimbursement of expenses paid on behalf of Casino Rama and Hollywood Casino Jamul – San Diego, $4.0 million and $5.1 million, respectively, for racing settlements due from simulcasting at Hollywood Casino at Penn National Race Course, $3.4 million and $3.2 million, respectively, for reimbursement of payroll expenses paid on behalf of the Company’s joint venture in Kansas, $10.8 million and $5.5 million, respectively, for cash, credit card and other advances to customers, $3.2 million due from platform providers (Apple, Google, Amazon, Facebook) for social casino game revenues, and markers issued to customers mentioned above.

Accounts are written off when management determines that an account is uncollectible. Recoveries of accounts previously written off are recorded when received. An allowance for doubtful accounts is determined to reduce the Company’s receivables to their carrying value, which approximates fair value. The allowance is estimated based on historical collection experience, specific review of individual customer accounts, and current economic and business conditions. Historically, the Company has not incurred any significant credit‑related losses.

See Note 5 for a discussion of the credit risk associated with our advances to the Jamul Tribe.

Property and Equipment

Property and equipment are stated at cost, less accumulated depreciation. Maintenance and repairs that neither add materially to the value of the asset nor appreciably prolong its useful life are charged to expense as incurred. Gains or losses on the disposal of property and equipment are included in the determination of income.

Depreciation of property and equipment is recorded using the straight‑ line method over the following estimated useful lives:


Land improvements	15	years
Building and improvements	5 to 31	years
Furniture, fixtures, and equipment	3 to 31	years

All costs funded by Penn considered to be an improvement to the real property assets owned by GLPI under the Master Lease are recorded as leasehold improvements. Leasehold improvements are depreciated over the shorter of the estimated useful life of the improvement or the related lease term.

The estimated useful lives are determined based on the nature of the assets as well as the Company’s current operating strategy.

The Company reviews the carrying value of its property and equipment for possible impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable based on undiscounted estimated future cash flows expected to result from its use and eventual disposition. The factors considered by the Company in performing this assessment include current operating results, trends and prospects, as well as the effect of obsolescence, demand, competition and other economic factors. For purposes of recognizing and measuring impairment in accordance with Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification (“ASC”) 360, “Property, Plant, and Equipment,” assets are grouped at the individual property level representing the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. In assessing the recoverability of the carrying value of property and equipment, the Company must make assumptions regarding future cash flows and other factors. If these estimates or the related assumptions change in the future, the Company may be required to record an impairment loss for these assets. Such an impairment loss would be recognized as a non‑cash component of operating income.

Goodwill and Other Intangible Assets

At December 31, 2016, the Company had $989.7 million in goodwill and $435.5 million in other intangible assets within its consolidated balance sheet, respectively, resulting from the Company’s acquisition of other businesses and payment for gaming licenses. Two issues arise with respect to these assets that require significant management estimates and judgment: (i) the valuation in connection with the initial purchase price allocation; and (ii) the ongoing evaluation for impairment.

In connection with the Company’s acquisitions, valuations are completed to determine the allocation of the purchase prices. The factors considered in the valuations include data gathered as a result of the Company’s due diligence in connection with the acquisitions, projections for future operations, and data obtained from third-party valuation specialists as deemed appropriate. Goodwill represents the future economic benefits of a business combination measured as the excess purchase price over the fair market value of net assets acquired. Goodwill is tested annually, or more frequently if indicators of impairment exist, in two steps. In step 1 of the impairment test, the current fair value of each reporting unit is estimated using a discounted cash flow model which is then compared to the carrying value of each reporting unit. The Company adjusts the carrying value of each reporting unit that utilizes property that is subject to the Master Lease by an allocation of a pro-rata portion of the GLPI financing obligation based on the reporting unit’s estimated fair value as a percentage of the aggregate estimated fair value of all reporting units that utilize property that is subject to the Master Lease. If the carrying amount of a reporting unit exceeds its fair value in step 1 of the impairment test, then step 2 of the impairment test is performed to determine the implied fair value of goodwill for that reporting unit. If the implied fair value of goodwill is less than the goodwill allocated for that reporting unit, an impairment is recognized. In the event a reporting unit has a negative carrying amount, the Company first performs a qualitative evaluation to determine if it is more likely than not that a goodwill impairment exists, and if so, it performs a step 2 of the impairment test to measure the amount of the impairment charge, if any.

In accordance with ASC 350, “Intangibles‑Goodwill and Other,” the Company considers its gaming licenses and certain other intangible assets as indefinite‑life intangible assets that do not require amortization based on the Company’s future expectations to operate its gaming facilities indefinitely (notwithstanding our experience in 2014 in Iowa which the Company concluded was an isolated incident and the first time in the Company’s history a gaming regulator has taken an action which could cause it to lose its gaming license) as well as its historical experience in renewing these intangible assets at minimal cost with various state commissions. Rather, these intangible assets are tested annually for impairment, or more frequently if indicators of impairment exist, by comparing the fair value of the recorded assets to their carrying amount. If the carrying amounts of the indefinite‑life intangible assets exceed their fair value, an impairment loss is recognized. The Company completes its testing of its intangible assets prior to assessing the realizability of its goodwill.

The Company assessed the fair value of its indefinite‑life intangible assets (which are primarily gaming licenses) using the Greenfield Method under the income approach. The Greenfield Method estimates the fair value of the gaming license using a discounted cash flow model assuming the Company built a casino with similar utility to that of the existing facility. The method assumes a theoretical start‑up company going into business without any assets other than the intangible asset being valued. As such, the value of the gaming license is a function of the following items:

Projected revenues and operating cash flows (including an allocation of the Company’s projected financing payments to its reporting units consistent with how the GLPI financing obligation is allocated);

Theoretical construction costs and duration;

Pre‑opening expenses; and

Discounting that reflects the level of risk associated with receiving future cash flows attributable to the license.

The evaluation of goodwill and indefinite‑life intangible assets requires the use of estimates about future operating results of each reporting unit to determine the estimated fair value of the reporting unit and the indefinite‑lived intangible assets. The Company must make various assumptions and estimates in performing its impairment testing. The implied fair value includes estimates of future cash flows (including an allocation of the Company’s projected financing obligation to its reporting units) that are based on reasonable and supportable assumptions which represent the Company’s best estimates of the cash flows expected to result from the use of the assets including their eventual disposition. Changes in estimates, increases in the Company’s cost of capital, reductions in transaction multiples, changes in operating and capital expenditure assumptions or application of alternative assumptions and definitions could produce significantly different results. Future cash flow estimates are, by their nature, subjective and actual results may differ materially from the Company’s estimates. If the Company’s ongoing estimates of future cash flows are not met, the Company may have to record additional impairment charges in future accounting periods. The Company’s estimates of cash flows are based on the current regulatory and economic climates, recent operating information and budgets of the various properties where it conducts operations. These estimates could be negatively impacted by changes in federal, state or local regulations, economic downturns, or other events affecting the Company’s properties.

Forecasted cash flows (based on the Company’s annual operating plan as determined in the fourth quarter) can be significantly impacted by the local economy in which its reporting units operate. For example, increases in unemployment rates can result in decreased customer visitations and/or lower customer spend per visit. In addition, the impact of new legislation which approves gaming in nearby jurisdictions or further expands gaming in jurisdictions where the Company’s reporting units currently operate can result in opportunities for the Company to expand its operations. However, it also has the impact of increasing competition for the Company’s established properties which generally will have a negative effect on those locations’ profitability once competitors become established as a certain level of cannibalization occurs absent an overall increase in customer visitations. Additionally, increases in gaming taxes approved by state regulatory bodies can negatively impact forecasted cash flows.

Assumptions and estimates about future cash flow levels and multiples by individual reporting units are complex and subjective. They are sensitive to changes in underlying assumptions and can be affected by a variety of factors, including external factors, such as industry, geopolitical and economic trends, and internal factors, such as changes in the Company’s business strategy, which may reallocate capital and resources to different or new opportunities which management believes will enhance its overall value but may be to the detriment of an individual reporting unit.

Once an impairment of goodwill or other indefinite‑life intangible assets has been recorded, it cannot be reversed. Because the Company’s goodwill and indefinite‑life intangible assets are not amortized, there may be volatility in reported income because impairment losses, if any, are likely to occur irregularly and in varying amounts. Intangible assets that have a definite‑life are amortized on a straight‑line basis over their estimated useful lives or related service contract. The Company reviews the carrying value of its intangible assets that have a definite‑life for possible impairment whenever events or changes in circumstances indicate that their carrying value may not be recoverable. If the carrying amount of the intangible assets that have a definite‑life exceed their fair value, an impairment loss is recognized.

Failed Spin-Off-Leaseback Financing Obligation

The Company’s spin-off of real property assets and corresponding Master Lease Agreement with GLPI on November 1, 2013 did not meet all of the requirements for sale-leaseback accounting treatment under Accounting Standards Codification (ASC) 840 “Leases” and therefore is accounted for as a financing obligation rather than a distribution of assets followed by an operating lease. Specifically, the Master Lease contains provisions that would indicate the Company has prohibited forms of continuing involvement in the leased assets which are not a normal leaseback. As a result of the failed spin-off-leaseback accounting, the Company calculated a financing obligation at the inception of the Master Lease based on the future minimum lease payments discounted at 9.70%. The discount rate represents the estimated incremental borrowing rate over the lease term of 35 years, which included renewal options that were reasonably assured of being exercised given the high percentage of the Company’s earnings that are derived from the Master Lease properties operations to the Company and the lack of alternative economically feasible leasing options for such real estate. The minimum lease payments are recorded as interest expense and in part as a payment of principal reducing the financing obligation. Contingent rentals are recorded as additional interest expense. The real property assets in the transaction remain on the consolidated balance sheets and continue to be depreciated over the remaining useful lives.

Debt Issuance Costs

Debt issuance costs that are incurred by the Company in connection with the issuance of debt are deferred and amortized to interest expense using the effective interest method over the contractual term of the underlying indebtedness. These costs are classified as a direct reduction of long-term debt on the Company’s consolidated balance sheets in accordance with guidance issued in April 2015 by the FASB to simplify the presentation of debt issuance costs in the balance sheet.

Self-Insurance Reserves

The Company is self-insured for employee health coverage, general liability and workers compensation up to certain stop loss amounts. The Company uses a reserve method for each reported claim plus an allowance for claims incurred but not yet reported to a fully developed claims reserve method based on an actuarial computation of ultimate liability. Self-insurance reserves are included in accrued expenses on our consolidated balance sheets.

Contingent Purchase Price

The consideration for the Company’s acquisitions often includes future payments that are contingent upon the occurrence of a particular event. The Company records an obligation for such contingent payments at fair value at the acquisition date.

The Company revalues its contingent consideration obligations each reporting period. Changes in the fair value of the contingent consideration obligation are recognized in the Company’s consolidated statements of operations as a component of general and administrative expense. Changes in the fair value of the contingent purchase price obligation can result from changes to one or multiple inputs, including adjustments to the discount rate and changes in the assumed probabilities of successful achievement of certain financial targets.

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. For the years ended December 31, 2016, 2015 and 2014, the only component of accumulated other comprehensive income was foreign currency translation adjustments.

Income Taxes

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.

ASC 740 also creates a single model to address uncertainty in tax positions, and clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements by prescribing the minimum recognition threshold a tax position is required to meet before being recognized in an enterprise’s financial statements. It also provides guidance on derecognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition.

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, hotel 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 (“OTWs’).

Revenue from our management service contracts for Casino Rama and Hollywood Casino Jamul – San Diego are based upon contracted terms and are recognized when services are performed and collection is reasonably assured.

The Company records revenues generated from its management service contract and licensing contract with the Jamul Tribe, as well as interest income associated with advances to the Jamul Tribe in accordance with ASC 605-25 “Multiple Element Arrangements.” The fair value of each arrangement element is based on the separate standalone selling price determined by either vendor-specific objective evidence (“VSOE”), if available, or third-party evidence ("TPE") if VSOE is not available. We concluded revenues generated with respect to each element contained within the arrangement is representative of the separate standalone selling price which is reflective of fair value.

Revenues include reimbursable costs associated with the Company’s management contract with Jamul Indian Village of California (the “Jamul Tribe”), which represent amounts received or due pursuant to the Company’s management agreement for the reimbursement of expenses, primarily payroll costs, incurred on their behalf. The Company recognizes the reimbursable costs associated with this contract as revenue on a gross basis, with an offsetting amount charged to operating expense as it is the primary obligor for these costs.

Revenues are recognized net of certain sales incentives in accordance with 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 years ended December 31, 2016, 2015 and 2014 are as follows (in thousands):


Year ended December 31,	2016		2015		2014
Rooms	$	39,352	$	34,708	$	33,513
Food and beverage		126,438		111,144		106,908
Other		8,871		9,135		9,898
Total promotional allowances	$	174,661	$	154,987	$	150,319

The estimated cost of providing such complimentary services for the years ended December 31, 2016, 2015 and 2014 are as follows (in thousands):


Year ended December 31,	2016		2015		2014
Rooms	$	5,291	$	4,199	$	3,664
Food and beverage		48,497		44,012		44,325
Other		3,518		3,582		3,635
Total cost of complimentary services	$	57,306	$	51,793	$	51,624

Player Loyalty Programs

The Company has a nationwide branding initiative and loyalty program, called Marquee Rewards. Marquee Rewards allows customers to earn points that are redeemable for slot play and complementaries. Complimentaries are usually in the form of monetary discounts and other rewards which generally can only be redeemed at our restaurant, hotel, retail and spa facilities. These points expire on a monthly basis after six months of inactivity. Customers earn points for their play across the vast majority of the Company’s casinos and can concurrently redeem them at our casinos.

The Company’s player loyalty liability recorded within accrued expenses on the consolidated balance sheets was $14.2 million and $13.8 million at December 31, 2016 and 2015, respectively. These liabilities are based on expected redemption rates and the estimated costs of the services or merchandise to be provided. These assumptions are periodically evaluated by comparing historical redemption experience and projected trends.

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. For the years ended December 31, 2016, 2015 and 2014, these expenses, which are recorded primarily within gaming expense in the consolidated statements of operations, were $962.7 million, $921.6 million, and $821.1 million, respectively.

Payments related to the Master Lease

As of December 31, 2016, the Company financed with GLPI real property assets associated with eighteen of the Company’s gaming and related facilities used in the Company’s operations.

The payment 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 of up to 2% if certain 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 Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course in the third quarter of 2014, the Company’s annual payments related to the Master Lease increased by approximately $19 million, which approximates ten percent of the real estate construction costs paid for by GLPI related to these facilities.

In April 2014, an amendment to the Master Lease was entered into in order to revise certain provisions relating to the Sioux City property. In accordance with the amendment, upon the cessation of gaming operations at Argosy Casino Sioux City on July 30, 2014 due to the termination of its gaming license, the annual payment to GLPI was reduced by $6.2 million. Additionally, the Company finalized its calculation of the coverage ratio in accordance with the appropriate provisions of the Master Lease to determine if an annual base payment escalator is due. The calculation of the escalator resulted in an increase to the Company’s annual payment of $4.5 million, $5.0 million and $3.2 million starting on November 1, 2016, 2015 and 2014, respectively.

The Master Lease is commonly known as a triple-net lease. Accordingly, in addition to the required payments to GLPI, 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 payments made to GLPI under the Master Lease were $442.3 million, $437.0 million and $421.4 million for the years ended December 31, 2016, 2015 and 2014, respectively.

Earnings Per Share

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

During 2016, the Company’s 8,624 outstanding shares of Series C Preferred Stock were sold by the holders of these securities, and therefore automatically converted to 8,624,000 shares of common stock under previously agreed upon terms. As a result there are no longer any outstanding shares of Series C Preferred Stock as of December 31, 2016. At December 31, 2015 and 2014, the Company had outstanding 8,624 shares of Series C Preferred Stock. The Company determined that the 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.

Since the Company’s preferred shareholders are not obligated to fund the losses of the Company nor is the contractual principal of the Series C Preferred Stock reduced as a result of losses incurred by the Company, no allocation of the Company’s undistributed losses resulting from the net loss for the years ended December 31, 2014 is required. As such, since the Company reported a net loss for the years ended December 31, 2014, it was required by ASC 260 to use basic weighted-average common shares outstanding which totaled 78.4 million for those respective periods, rather than diluted weighted-average common shares outstanding, when calculating diluted EPS.

The following table sets forth the allocation of net income for the year ended December 31, 2016 and 2015 under the two class method:


Year ended December 31,	2016		2015
	(in thousands)
Net income	$	109,310	$	686
Net income applicable to preferred stock		8,662		67
Net income applicable to common stock	$	100,648	$	619

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 year ended December 31, 2016 and 2015:


Year ended December 31,	2016	2015
	(in thousands)
Determination of shares:
Weighted-average common shares outstanding	82,929	80,003
Assumed conversion of dilutive employee stock-based awards	1,299	2,217
Assumed conversion of restricted stock	42	60
Diluted weighted-average common share outstanding before participating security	84,270	82,280
Assumed conversion of preferred stock	7,137	8,624
Diluted weighted-average common shares outstanding	91,407	90,904

Options to purchase 3,036,819 shares, 1,635,929 shares and 6,633,622 shares were outstanding during the years ended December 31, 2016, 2015 and 2014, respectively, but were not included in the computation of diluted EPS because they were antidilutive.

The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the year ended December 31, 2016 and 2015 (in thousands, except per share data):


Year ended December 31,	2016		2015
Calculation of basic EPS:
Net income applicable to common stock	$	100,648	$	619
Weighted-average common shares outstanding		82,929		80,003
Basic EPS	$	1.21	$	0.01
Calculation of diluted EPS using two class method:
Net income applicable to common stock	$	100,648	$	619
Diluted weighted-average common shares outstanding before participating security		84,270		82,280
Diluted EPS	$	1.19	$	0.01

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 5.40 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 following are the weighted‑average assumptions used in the Black‑Scholes option‑pricing model for the years ended December 31, 2016, 2015 and 2014:


	2016		2015		2014

Risk-free interest rate	1.20	%	1.54	%	1.68	%
Expected volatility	31.23	%	36.68	%	44.80	%
Dividend yield	—		-		-
Weighted-average expected life (years)	5.40		5.45		5.45

See Note 14 for a discussion on the impact of the Spin‑Off on the Company’s stock‑based equity awards.

Segment Information

The Company’s Chief Executive Officer and President, who is the Company’s Chief Operating Decision Maker (“CODM”) 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. During the second quarter of 2016, the Company changed its three reportable segments from East/Midwest, West and Southern Plains to Northeast, South/West, and Midwest in connection with the addition of a new regional vice president and a realignment of responsibilities within our segments. This realignment changed the manner in which information is provided to the CODM and therefore how performance is assessed and resources are allocated to the business.

The Northeast 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 Toledo, Hollywood Casino Columbus, Hollywood Gaming at Dayton Raceway, which opened on August 28, 2014, Hollywood Gaming at Mahoning Valley Race Course, which opened on September 17, 2014, and Plainridge Park Casino, which opened on June 24, 2015. It also includes the Company’s Casino Rama management service contract.

The South/West reportable segment consists of the following properties: Zia Park Casino, Hollywood Casino Tunica, Hollywood Casino Gulf Coast, Boomtown Biloxi, M Resort, and Tropicana Las Vegas, which was acquired on August 25, 2015, as well as Hollywood Casino Jamul-San Diego, which opened on October 10, 2016, which we operate under our management contract with the Jamul Tribe.

The Midwest reportable segment consists of the following properties: Hollywood Casino Aurora, Hollywood Casino Joliet, Argosy Casino Alton, Argosy Casino Riverside, Hollywood Casino Lawrenceburg, Hollywood Casino St. Louis, and Prairie State Gaming, which the Company acquired on September 1, 2015, 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.

The Other category consists of the Company’s standalone racing operations, namely Rosecroft Raceway, which was sold on July 31, 2016, Sanford-Orlando Kennel Club, and the Company’s joint venture interests in Sam Houston Race Park, Valley Race Park, and Freehold Raceway. If the Company is successful in obtaining gaming operations at these locations, they would be assigned to one of the Company’s regional executives and reported in their respective reportable segment. The Other category also includes the Company’s corporate overhead operations, which does not meet the definition of an operating segment under ASC 280. Additionally, Penn Interactive Ventures, the Company’s wholly-owned subsidiary which represents its social online gaming initiatives, including the recently acquired Rocket Speed, meets the definition of an operating segment under ASC 280, but is quantitatively not significant to the Company’s operations as it represents 0.8% of net revenues and 0.4% of income from operations for the year ended December 31, 2016.

In addition to GAAP financial measures, management uses adjusted EBITDA as an important measure of the operating performance of its segments, including the evaluation of operating personnel and is especially relevant in evaluating large, long lived casino projects because it provides a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. The Company defines adjusted EBITDA as earnings before interest, taxes, stock compensation, debt extinguishment charges, impairment charges, insurance recoveries and deductible charges, depreciation and amortization, changes in the estimated fair value of contingent purchase price, gain or loss on disposal of assets, and other income or expenses. Adjusted EBITDA is also inclusive of income or loss from unconsolidated affiliates, with the Company’s share of non-operating items (such as depreciation and amortization) added back for its joint venture in Kansas Entertainment. Adjusted EBITDA excludes payments associated with our Master Lease agreement with GLPI as the transaction is accounted for as a financing obligation. Adjusted EBITDA should not be construed as an alternative to income from operations, as an indicator of the Company’s operating performance, as an alternative to cash flows from operating activities, as a measure of liquidity, or as any other measure of performance determined in accordance with GAAP. The Company has significant uses of cash flows, including capital expenditures, interest payments, taxes and debt principal repayments, which are not reflected in adjusted EBITDA.

The prior year amounts were reclassified to conform to the Company’s new reporting structure in accordance with ASC 280. See Note 15 for further information with respect to the Company’s segments.

Statements of Cash Flows

The Company has presented the consolidated statements of cash flows using the indirect method, which involves the reconciliation of net (loss) income to net cash flow from operating activities.

Acquisitions

The Company accounts for its acquisitions in accordance with ASC 805, “Business Combinations.” The results of operations of acquisitions are included in the consolidated financial statements from their respective dates of acquisition.

Variable Interest Entities

In accordance with the authoritative guidance of ASC 810, “Consolidation” (“ASC 810”), the Company consolidates a VIE if the Company is the primary beneficiary, defined as the party that has both the power to direct the activities that most significantly impact the VIE’s economic performance and the obligation to absorb losses of or the right to receive benefits from the VIE that could potentially be significant to the VIE. A variable interest is a contractual, ownership or other interest that changes with changes in the fair value of the VIE’s net assets exclusive of variable interests. To determine whether a variable interest the Company holds could potentially be significant to the VIE, the Company considers both qualitative and quantitative factors regarding the nature, size and form of its involvement with the VIE. The Company assesses whether it is the primary beneficiary of a VIE or the holder of a significant variable interest in a VIE on an on-going basis for each such interest.

Certain Risks and Uncertainties

The Company faces intense gaming competition in most of the markets where its properties operate. Certain states are currently considering or implementing legislation to legalize or expand gaming. Such legislation presents potential opportunities for the Company to establish new properties; however, this also presents potential competitive threats to the Company’s existing properties. For example, the Company’s facility in Charles Town, West Virginia generated approximately 10% or more of our net revenues has faced new sources of significant competition. Namely, Hollywood Casino at Charles Town Races faced increased competition from the Baltimore, Maryland market, which includes Maryland Live!, Horseshoe Casino Baltimore, which opened at the end of August 2014, and most recently, MGM National Harbor, which opened in December 2016.

The Company’s operations are dependent on its continued licensing by state gaming commissions. The loss of a license, in any jurisdiction in which the Company operates, could have a material adverse effect on future results of operations.

The Company is dependent on each gaming property’s local market for a significant number of its patrons and revenues. If economic conditions in these areas deteriorate or additional gaming licenses are awarded in these markets, the Company’s results of operations could be adversely affected.

The Company is dependent on the economy of the U.S. in general, and any deterioration in the national economic, energy, credit and capital markets could have a material adverse effect on future results of operations.

The Company is dependent upon a stable gaming and admission tax structure in the locations that it operates in. Any change in the tax structure could have a material adverse affect on future results of operations.

New Accounting Pronouncements	12 Months Ended
New Accounting Pronouncements	Dec. 31, 2016
New Accounting Pronouncements
New Accounting Pronouncements	4.New Accounting Pronouncements Accounting Pronouncements Implemented in 2016 In September 2015, the FASB issued ASU No. 2015-16, “Business Combinations (Topic 805) -Simplifying the Accounting for Measurement Period Adjustments.” This accounting standard seeks to simplify the accounting related to business combinations. Prior to the issuance of this standard, US GAAP required a retrospective adjustment for provisional amounts recognized during the measurement periods when facts and circumstances that existed at the measurement date, if known, would have affected the measurement of the accounts initially recognized. This standard eliminates the requirement for retrospective adjustments and requires adjustments to the consolidated financial statements as needed in current period earnings for the full effect of changes. The new guidance is effective for fiscal years and for interim periods within those fiscal years after December 15, 2015. The adoption of this pronouncement did not have a material impact to the Company’s consolidated financial statements. In February 2015, the FASB issued ASU No. 2015-02, “Consolidation (Topic 810) – Amendments to the Consolidation Analysis,” consisting of new consolidation guidance which modifies the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. The main provisions of the new guidance includes modifying the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, the evaluation of fees paid to a decision maker or a service provider as a variable interest, and the effect of fee arrangements and related parties on the primary beneficiary determination, as well as provides a scope exception for certain investment funds. The new guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the new guidance using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. A reporting entity also may apply the new guidance retrospectively. The adoption of this pronouncement had no impact to the Company’s consolidated financial statements. New Accounting Pronouncements to be Implemented In March 2016, the FASB issued ASU No. 2016-09, “Compensation - Stock Compensation (Topic 718) – Improvements to Employee Share-Based Payment Accounting.” The amendments are intended to improve the accounting for employee share-based payments and affect all organizations that issue share-based payment awards to their employees. Several aspects of the accounting for share-based payment award transactions are simplified, including: (a) income tax consequences; (b) classification of awards as either equity or liabilities; and (c) classification on the statement of cash flows. The new guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted for any organization in any interim or annual period. Management will adopt this change in accounting principle in 2017. In March 2016, the FASB issued ASU No. 2016-07, "Investments – Equity Method and Joint Ventures (Topic 323) - Simplifying the Transition to the Equity Method of Accounting." This new guidance eliminates the requirement to apply the equity method of accounting, upon obtaining significant influence, as if it was applied to the investment from inception. Instead, at the date significant influence is obtained, companies should add the cost of the additional interest acquired to the current basis of the investment and apply the equity method prospectively. If an available-for-sale security becomes eligible for the equity method of accounting, any unrealized gains or losses within accumulated other comprehensive income should be recognized within earnings on the date the investment becomes qualified for use of the equity method. The new guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted. The Company does not anticipate a material impact from this new guidance. In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230) – Clarification of Certain Cash Receipts and Cash Payments.” The amendments are intended to address diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments provide guidance on the following specific cash flow issues: (a) debt prepayment or debt extinguishment costs; (b) settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; (c) contingent consideration payments made after a business combination; (d) proceeds from the settlement of insurance claims; (e) proceeds from the settlement of corporate-owned life insurance policies, including bank-owned life insurance policies; (f) distributions received from equity method investees; (g) beneficial interest in securitization transactions; and (h) separately identifiable cash flows and application of the predominance principle. The new guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted, including adoption in an interim period. An entity that elects early adoption must adopt all of the amendments in the same period. The Company is currently assessing the impact that the adoption of these amendments will have on our consolidated statements of cash flows and related disclosures. In October 2016, the FASB issued ASU No. 2016-16, “Income Taxes (Topic 740) - Intra-Entity Transfers of Assets Other Than Inventory.” The new guidance requires that entities recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs, rather than when the asset is sold to an outside party. The new guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted as of the beginning of an annual reporting period. The new guidance requires adoption on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. The Company is currently assessing the impact that the adoption of this new guidance will have on our consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606),” which impacts virtually all aspects of an entity’s revenue recognition. The core principle of Topic 606 is that revenue should be recognized to depict the transfer of 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. In July 2015, the FASB deferred the effective date of the standard by one year which results in the new standard being effective for the Company at the beginning of its first quarter of fiscal year 2018. In addition, during March, April and May 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net), ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing and ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, respectively, which clarified the guidance on certain items such as reporting revenue as a principal versus agent, identifying performance obligations, accounting for intellectual property licenses, assessing collectability and presentation of sales taxes. Management has not yet completed its assessment of the impact of the new standard on the Company’s consolidated financial statements. Although the Company is currently assessing the impact that the adoption of the new standard will have on its consolidated financial statements and related disclosures, we do believe that one area it will result in changes to is our accounting for loyalty points that are earned by our customers. The Company’s Marquee Rewards program allows customers, who are members and utilize their rewards membership card to earn promotional points that are redeemable for slot play and complimentaries. The accumulated points can be redeemed for food and beverages at our restaurants, and products offered at our retail stores across the vast majority of Penn’s casino properties. The estimated liability for unredeemed points is currently accrued based on expected redemption rates and the estimated costs of the services or merchandise to be provided. Under the new standard, we will need to defer the full retail value of the complimentaries until the future revenue transaction occurs. Although the exact amount of the increase to our point liabilities has not yet been determined, we do not anticipate it will have a significant impact on our earnings. Additionally, at this time, we expect to adopt Topic 606 using the modified retrospective method on January 1, 2018. The Company is continuing to evaluate the new guidance both internally and through following the industry working group and plans to provide additional information at a future date. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which will require, among other items, lessees to recognize a right-of-use asset and a lease liability for most leases. Extensive quantitative and qualitative disclosures, including significant judgments made by management, will be required to provide greater insight into the extent of revenue and expense recognized and expected to be recognized from existing contracts. The accounting applied by a lessor is largely unchanged from that applied under the current standard. The standard must be adopted using a modified retrospective transition approach and provides for certain practical expedients. The new guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted. Management has not yet completed its assessment of the impact of the new standard on the Company’s consolidated financial statements. However, the Company has numerous operating leases which, under the new standard, will need to be reported as an asset and a liability on our balance sheet. The precise amount of this asset and liability will be determined based on the leases that exist at the Company on the date of adoption. In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805) : Clarifying the Definition of a Business,” in an effort to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The new guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. The Company is currently assessing the impact that the adoption of this new guidance will have on our consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” This new guidance removed step two of the goodwill impairment test and specifies that an entity will recognize an impairment loss for the amount by which a reporting unit’s carrying amount exceeds its fair value. The new guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted on January 1, 2017. The Company is evaluating this new guidance and intends to early adopt the new guidance in 2017.

- 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=66092750

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=64853466&loc=d3e22583-107794

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

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=64853466&loc=d3e22580-107794

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

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

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=64853466&loc=d3e22499-107794

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

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 270
-SubTopic 10
-Section 45
-Paragraph 13
-URI http://asc.fasb.org/extlink&oid=68064558&loc=d3e765-108305

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 270
-SubTopic 10
-Section 45
-Paragraph 12
-URI http://asc.fasb.org/extlink&oid=68064558&loc=d3e725-108305

+ Details

Acquisitions and Other Recent Business Ventures

12 Months Ended

Dec. 31, 2016

Acquisitions and Other Recent Business Ventures

Acquisitions and Other Recent Business Ventures

5.Acquisitions and Other Recent Business Ventures

Rocket Speed, Inc.

On August 1, 2016, the Company acquired 100% of the outstanding equity securities of social casino game developer, Rocket Speed, Inc. (f/k/a Rocket Games, Inc., (“Rocket Speed”)), for initial cash consideration of $60.5 million subject to customary working capital adjustments. The Stock Purchase Agreement includes contingent consideration payments over the next two years that will be based on a multiple of 6.25 times Rocket Games’ then-trailing twelve months of earnings before interest, taxes, depreciation and amortization, subject to a cap of $110 million. Up to $10 million of the contingent consideration is accounted for as compensation as it is tied to continued employment over a two year period. The acquisition was funded by Penn with cash on hand and revolving commitments under the Company’s senior secured credit facility. The preliminary fair value of the contingent purchase price was estimated to be $34.4 million at the acquisition date based on an income approach by applying an option pricing method to the Company’s internal earning projections using a Monte Carlo simulation. This acquisition complements Penn’s interactive gaming strategy through its wholly-owned subsidiary Penn Interactive Ventures which is included in the Other category. The preliminary purchase price allocation is detailed in the table below (in thousands). Current assets includes $4.1 million of cash acquired.

Following the preliminary fair values reported in the Company’s 10-Q for the period ended September 30, 2016, additional analysis was performed on our initial contingent purchase price liability. This resulted in an adjustment to our contingent purchase price at the acquisition date of $21.6 million to $34.4 million. Additionally, acquisition date fair values for goodwill, intangible assets and deferred tax liabilities also decreased by $14.5 million, $8.0 million and $1.7 million, respectively, as compared to the provisional amounts previously reported at September 30, 2016, as a result of measurement period adjustments from obtaining final information underlying the identified intangible assets. The Company shortened the useful life assumptions for certain of its intangible assets which, in connection with the decrease in fair values of intangibles, would have resulted in $0.9 million of additional amortization expense for the two months ended September 30, 2016, that was recorded in the three months ended December 31, 2016.


		August 1, 2016

Current assets		$ 7,738
Fixed assets		235
Goodwill		67,164
Other intangible assets		35,383
Other assets		73
Total assets		$ 110,593

Current liabilities		$ 5,350
Deferred taxes		10,268
Other liabilities		100
Total liabilities		15,718
Cash paid		60,489
Contingent purchase price		34,386
Total consideration transferred		$ 110,593

Developed technology intangible		$ 17,969
User base intangible		11,563
Non-compete agreements intangible		5,851
Other intangible assets		$ 35,383

The developed technology intangible represents the intellectual property embodied by the developed, completed gaming apps of the Rocket Speed as of the acquisition date. The Company used a multiple period excess earnings model under the income approach to estimate the fair value for this intangible asset and are amortizing the asset over four years on an accelerated basis. The user base intangible asset represents the estimated value of the acquired customer database. The Company used a replacement cost method to estimate the fair value for this intangible asset and are amortizing it on an accelerated basis over two years. Non-compete agreements limit specific employees from competing in related businesses. The Company used a with-and-without method under the income approach to estimate the fair value for this intangible asset and will amortize it over four years consistent with the length of the agreements.

The acquisition of Rocket Speed resulted in an increase the the Company’s reported net revenues of $17.3 million for the year ended December 31, 2016. Additionally, prior to the acquisition date, the Company incurred transactions costs of $1.0 million, which were reported in general and administrative expenses for the year ended December 31, 2016.

Slot Kings and Bell Gaming

On October 3, 2016 and November 1, 2016, the Company acquired 100% of Slot Kings, LLC and Bell Gaming, LLC for $17.1 million and $10.8 million, respectively, in all cash transactions. The transactions were funded by revolving commitments under the Company’s amended senior secured credit facility. The results of Slot Kings and Bell Gaming have been included in the Company’s consolidated financial statements since the acquisition dates. The Company’s preliminary purchase price allocations included $10.5 million in goodwill and $16.6 million in other intangible assets related to acquired customer contracts, as a result of these transactions. The goodwill recognized for these two transactions is deductible for tax purposes. The acquisitions of Slot Kings and Bell Gaming did not materially impact the 2016 consolidated results of operations.

Tropicana Las Vegas

On August 25, 2015, the Company acquired 100% of Tropicana Las Vegas Hotel and Casino in Las Vegas, Nevada from Trilliant Gaming Nevada, Inc. for the purchase price of $357.7 million. The purchase price for this cash transaction was funded by revolving commitments under the Company’s existing senior secured credit facility and approximately $280 million of incremental commitments under an amended senior secured credit facility. The results of the Tropicana Las Vegas facility have been included in the Company’s consolidated financial statements since the acquisition date. The preliminary purchase price allocation is detailed in the table below (in thousands). Current assets includes $8.0 million of cash acquired.

Tropicana Las Vegas, located on the strip in Las Vegas, Nevada, is situated on a 35-acre land parcel at the corner of Tropicana Boulevard and Las Vegas Boulevard. The resort features 1,183,984 of property square footage with 775 slot machines and 36 table games. Tropicana Las Vegas offers 1,470 guest rooms, a sports book, three full services restaurants, a food court, a 1,200-seat performance theater, a 300-seat comedy club, over 100,000 square feet of exhibition and meeting space, and a five-acre tropical beach event area and spa. The Company believes this acquisition fulfilled our strategic objective of obtaining a presence on the Las Vegas Strip.


		August 25, 2015

Current assets		$ 15,966
Property and equipment, net		365,492
Goodwill		14,821
Other assets		4,553
Total assets		$ 400,832


Current liabilities		$ 25,755
Other liabilities		17,417
Total liabilities		43,172
Cash paid / total consideration transferred		357,660

Prairie State Gaming

On September 1, 2015, the Company acquired 100% of Prairie State Gaming from The Robert H. Miller Trust and Illinois Funding, LLC in an all cash transaction. The transaction was funded by revolving commitments under the Company’s amended senior secured credit facility. The results of Prairie State Gaming have been included in the Company’s consolidated financial statements since the acquisition date. The Company recorded $22.9 million and $15.7 million in goodwill and other intangible assets, respectively, from this transaction.

Prairie State Gaming is one of the largest slot-route operators in Illinois with operations that included, at the time of acquisition, more than 1,100 video gaming terminals across a network of 270 bar and retail gaming establishments throughout Illinois. The Company intends to leverage our gaming experience, relationships, and purchasing power to improve PSG’s performance and expand its network.

The unaudited pro forma financial information for the periods set forth below gives effect to the 2015 acquisitions described above as if they had occurred as of January 1, 2015. This incorporates the impacts on depreciation and amortization expense resulting from the Company’s purchase accounting adjustments to the acquired assets and liabilities. The pro forma results for the 2016 acquisitions are not materially different than reported results. The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisitions been consummated as of that time (in thousands):

Pro Forma Financial Information (Unaudited)


Year ended December 31,	2015
Net Revenues	$	3,154,848
Income from continuing operations		540,992

The acquisitions of Tropicana Las Vegas Hotel and Casino and Prairie State Gaming resulted in an increase to the Company’s reported net revenues of $57.3 million and a decrease of $3.0 million to income from continuing operations for the year ended December 31, 2015. Additionally, prior to the acquisition dates, the Company incurred transaction costs of $1.9 million, which were reported in general and administrative expenses for the year ended December 31, 2015.

Jamul Indian Village

On April 5, 2013, the Company announced that, subject to final National Indian Gaming Commission approval, it and the Jamul Tribe had entered into definitive agreements to assist the Jamul Tribe in the development of a Hollywood Casino‑branded casino on the Jamul 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 Jamul 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 Jamul Tribe to fund certain development costs; and (iii) create an exclusive arrangement between the parties.

The Jamul 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 Jamul 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 Jamul Tribe (the “Property”). The Jamul Tribe exercises jurisdiction over the Property pursuant to its powers of self-government and consistent with the resolutions and ordinances of the Jamul Tribe. The arrangement between the Jamul Tribe and the Company provides the Jamul 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 Company considered whether the arrangement with the Jamul Tribe represents a variable interest that should be accounted for pursuant to the VIE subsections of ASC 810. The Company 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, the Company concluded its arrangement with the Jamul Tribe is not within the scope defined by ASC 810.

Hollywood Casino Jamul – San Diego is a three-story gaming and entertainment facility of approximately 200,000 square feet featuring 1,731 slot machines, 40 live table games, multiple restaurants, bars and lounges and a partially enclosed parking structure with over 1,800 spaces. In mid-January 2014, the Company announced the commencement of construction activities at the site. The facility opened to the public on October 10, 2016. The Company currently provides a portion of the financing to the Jamul Tribe in connection with the project and, following the opening, now manages and provides branding for the casino.

The Company is accounting for the development agreement and related loan commitment letter with the Jamul Tribe as a loan (the “Loan”) with accrued interest in accordance with ASC 310, “Receivables.” The Loan represented advances made by the Company to the Jamul Tribe for the development and construction of a gaming facility for the Jamul Tribe on reservation land. As such, the Jamul Tribe owns the casino and its related assets and liabilities. Repayment of funds advanced to the Jamul Tribe is primarily predicated on cash flows from the operations of the facility. San Diego Gaming Ventures, LLC (a wholly-owned subsidiary of the Company) is a separate legal entity and, following completion of the project and subsequent commencement of gaming operations on the Property, is the Penn entity that receives management and licensing fees from the Jamul Tribe. The Company’s Loan with the Jamul Tribe totaled $197.7 million and $62.0 million, which includes accrued interest of $13.9 million, and $3.3 million, at December 31, 2015 and 2014, respectively.

Additionally, in December 2015, the Company entered into an agreement to purchase a $60 million subordinated note from the previous developer of the Jamul Indian Village project for $24 million. Interest on this subordinated Note, as of the effective date and at all times thereafter until the Loans has been paid in full, shall accrue as follows: as of the effective date, no interest shall accrue initially; at the opening date, interest shall accrue at a simple fixed rate of 4.25% per annum. The subordinated Note is subordinated to the Loan, and payments on the subordinated Note may only be made after all necessary payments are made on the Loan subject to certain limitations. The Company recorded the subordinated Note at its acquisition price of $24 million, which was considered to be its fair value. The Company has concluded that the $24 million carrying value, which is recorded within other assets on the consolidated balance sheet at December 31, 2015, represents the expected cash flows to be received. As described below, this subordinated note was repaid in connection with the Jamul Tribe refinancing of its existing indebtedness and the Company received a $6 million premium which is being accounted for as an origination fee on our new loan with the Tribe.

On October 20, 2016, the Jamul Tribe obtained long term secured financing, consisting of revolving and term loan credit facilities (the “Credit Facilities”) totaling approximately $460 million. The Credit Facilities, all of which are due in 2022, consist of a $5 million revolving credit facility, a $340 million term loan B facility and a $98 million term loan C facility. The revolving credit facility was provided by various commercial banks; the term loan B facility is held by an affiliate of Och-Ziff Real Estate; and the term loan C facility is held by the Company. The Company will also provide up to an additional $15 million of delayed draw term loan C commitments to fund certain roadway improvement costs. The various Credit Facilities rank pari passu with each other. However, if, on the first anniversary of the opening of Hollywood Casino Jamul – San Diego (the “Casino”), the Jamul Tribe has not achieved a senior secured net leverage ratio equal to or less than 5.0 to 1.0, then all or a portion of the term loan C facility will become subordinated to the other Credit Facilities to the extent necessary such that, after giving effect to such conversion, such senior secured net leverage ratio is 5.0 to 1.0. The rights of the Company to receive management and license fees are subordinated to the claims of the lenders under the Credit Facilities and are subject to certain conditions contained in the Credit Facilities. The Company’s Loan with the Jamul Tribe totaled $92.1 million (net of unamortized loan origination fee of $5.9 million and inclusive of a current portion of $0.7 million in other current assets) at December 31, 2016.

The Company was repaid on October 20, 2016, a net amount of approximately $274 million (consisting of reimbursements totaling approximately $372 million less funds advanced of $98 million) of the advances to the Jamul Tribe for the development and construction of the property as well as previously purchased Jamul Tribal debt. The Company used these funds to reduce borrowings under its revolving credit facility.

As a condition to the availability of the Credit Facilities, the Company provided a limited completion guarantee, in favor of the administrative agent under the Credit Facilities, to provide up to $15 million of additional loans related to the construction and opening of the Casino, as well as certain post opening construction costs. Of these loans, $10 million may be funded under the Credit Facilities as part of the term loan C facility, while any additional loans would be subordinated loans. The term loan C facility bears interest at LIBOR plus 8.50% with a 1% LIBOR floor (or, at the Jamul Tribe’s election, a base rate determined by reference to the prime rate, the federal funds effective rate or LIBOR, as applicable, plus 7.50%), and the subordinated loans will bear interest at 14.0% (with 12.0% to be paid in cash and 2.0% to be paid-in-kind).

As mentioned previously, the Company is accounting for its loan in accordance with ASC 310, “Receivables”. Although Hollywood Casino Jamul opened to strong business and earnings volumes in October 2016, which met our expectations, results began to soften earlier and with a steeper dropoff than anticipated. Based on the actual performance of the facility and projections for the first half of 2017, the Company believes the Tribe is likely to be in technical default of certain financial covenant requirements with respect to debt to earnings ratios at June 30, 2017, in the absence of a waiver being obtained prior to such date. As a result, we have concluded our Jamul loan is impaired at December 31, 2016. A loan is considered impaired when, based on current information, events and projections, it is probable that the Company will be unable to collect the scheduled payments of principal and/or interest when contractually due under the terms of the loan agreement. Impairment is measured by the present value of expected future cash flows discounted at the loan’s effective interest rate. An allowance for loan losses would be established in the event the carrying value exceeds the present value calculation previously described.

The Company performed a comprehensive review of various possible future cash flow projections for the facility that were benchmarked against recent openings in the Company’s regional operations. The expected cash flows were then discounted at the loans original interest rate in accordance with ASC 310 which was in excess of our loan’s carrying value of $92.1 million at December 31, 2016 and as such no reserve was required. The unpaid principal balance of our loan at December 31, 2016 was $98.0 million.

Plainridge Racecourse Acquisition

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 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 actual earnings of the gaming operations over the first ten years of gaming operations, which commenced on June 24, 2015. The first payment was made 60 days after the completion of the first four full fiscal quarters of operation, and subsequent payments will be made every year for nine years after the first payment. The fair value of this liability was determined to be $10.7 million, $13.8 million, and $19.2 million at December 31, 2016, 2015 and 2014, respectively, 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 other current and other non-current liabilities on the consolidated balance sheet. At each reporting period, the Company assesses the fair value of this obligation and changes in its value are recorded in earnings. The amount included in general and administrative expense related to the change in fair value of this obligation was a credit of $1.3 million and $5.4 million and a charge of $0.7 million for the years ended December 31, 2016, 2015 and 2014, respectively. In August 2016, the first payment of $1.8 million was made for the contingent purchase price.

Plainridge Park Casino, which opened on June 24, 2015, is located 20 miles southwest of the Boston beltway just off interstate 95 in Plainville, Massachusetts. Plainridge Park Casino features 196,473 of property square footage with 1,250 gaming devices. Plainridge Park Casino offers various restaurants, bars, 1,620 structured and surface parking spaces, and other amenities. Plainridge Park Casino also includes a 5/8-mile live harness racing facility with approximate 55,000 square foot, two story clubhouse for simulcast operations and live racing viewing.

Investment In and Advances to Unconsolidated Affiliates

12 Months Ended

Dec. 31, 2016

Investment In and Advances to Unconsolidated Affiliates

Investment In and Advances to Unconsolidated Affiliates

6.Investment In and Advances to Unconsolidated Affiliates

As of December 31, 2016, investment in and advances to unconsolidated affiliates primarily included the Company’s 50% investment in Kansas Entertainment, which is a joint venture with International Speedway Corporation (“International Speedway”), its 50% interest in Freehold Raceway, and its 50% joint venture with MAXXAM, Inc. (“MAXXAM”) that owns and operates racetracks in Texas. These investments are more fully described below.

Kansas Joint Venture

The Company has a 50% investment in Kansas Entertainment, which owns the Hollywood Casino at Kansas Speedway. Hollywood Casino at Kansas Speedway is a Hollywood-themed facility, which features 244,791 of property square footage with 2,000 slot machines, 41 table games and 12 poker tables, a 1,253 space parking structure, as well as a variety of dining and entertainment facilities. As of December 31, 2016 and 2015, the Company’s investment balance was $93.8 million and $103.6 million, respectively. During the years ended December 31, 2016, 2015, and 2014, the Company received distributions from Kansas Entertainment totaling $25.8 million, $27.2 million and $23.0 million, respectively, which the Company deemed to be returns on its investment based on the source of those cash flows from the normal business operations of Kansas Entertainment.

The Company determined that Kansas Entertainment qualified as a VIE at December 31, 2016 and 2015. The Company did not consolidate its investment in Kansas Entertainment at, and for the years ended December 31, 2016 and 2015, as the Company determined that it did not qualify as the primary beneficiary of Kansas Entertainment at, and for the years ended December 31, 2016 and 2015, primarily as it did not have the ability to direct the activities of Kansas Entertainment that most significantly impacted Kansas Entertainment’s economic performance without the approval of International Speedway. In addition, the Company determined that International Speedway had substantive participating rights in Kansas Entertainment at, and for the years ended December 31, 2016 and 2015.

For the year ended December 31, 2016, the Company’s investment in Kansas Entertainment met the requirements of S-X Rule 4-08(g) to provide summarized financial information. The following table provides summary income statement information for Kansas Entertainment as required under S-X Rule 1-02(bb) for the comparative periods in the Company’s consolidated balance sheets and consolidated statements of operations (in thousands):


	Year Ended December 31,
	2016		2015		2014
Current assets	$	16,638	$	16,550	$	21,978
Noncurrent assets	$	176,050	$	195,010	$	213,386
Current liabilities	$	15,351	$	14,544	$	14,626


	Year Ended December 31,
	2016		2015		2014
Net revenues	$	152,926	$	153,407	$	143,390
Operating expenses		121,006		122,828		122,051
Income from operations		31,920		30,579		21,339
Net income	$	31,920	$	30,579	$	21,339

Net income attributable to Penn	$	15,960	$	15,290	$	10,670

Texas Joint Venture

The Company has a 50% interest in a joint venture with MAXXAM, which owns and operates the Sam Houston Race Park in Houston, Texas and the Valley Race Park in Harlingen, Texas, and holds a license for a planned racetrack in Austin, Texas. Sam Houston Race Park hosts thoroughbred and quarter horse racing and offers daily simulcast operations, and Valley Race Park features dog racing and simulcasting.

The Company determined that the Texas joint venture did not qualify as a VIE at December 31, 2016 and 2015. Using the guidance for entities that are not VIEs, the Company determined that it did not have a controlling financial interest in the joint venture at, and for the years ended December 31, 2016 and 2015, primarily as it did not have the ability to direct the activities of the joint venture that most significantly impacted the joint venture’s economic performance without the input of MAXXAM. Therefore, the Company did not consolidate its investment in the joint venture at, and for the years ended December 31, 2016 and 2015.

New Jersey Joint Venture

Through its joint venture with Greenwood Limited Jersey, Inc. (“Greenwood”), the Company owns 50% of Freehold Raceway, located in Freehold, New Jersey. The property features a half-mile standardbred race track and a grandstand.

The Company determined that the New Jersey joint venture did not qualify as a VIE at December 31, 2016 and 2015. Using the guidance for entities that are not VIEs, the Company determined that it did not have a controlling financial interest in the joint venture at, and for the years ended December 31, 2016 and 2015, primarily as it did not have the ability to direct the activities of the joint venture that most significantly impacted the joint venture’s economic performance without the input of Greenwood. Therefore, the Company did not consolidate its investment in the joint venture at, and for the years ended December 31, 2016 and 2015.

Property and Equipment

12 Months Ended

Dec. 31, 2016

Property and Equipment

Property and Equipment

7.Property and Equipment

Property and equipment, net, consists of the following:


	December 31,		December 31,
	2016		2015
	(in thousands)

Property and equipment - non-master lease
Land and improvements	$	294,590	$	288,910
Building and improvements		404,158		396,497
Furniture, fixtures and equipment		1,355,615		1,303,153
Leasehold improvements		118,940		129,012
Construction in progress		16,375		9,175
		2,189,678		2,126,747
Less Accumulated depreciation		(1,224,596)		(1,093,115)
		965,082		1,033,632
Property and equipment - master lease
Land and improvements		382,246		382,246
Building and improvements		2,219,018		2,219,018
		2,601,264		2,601,264
Less accumulated depreciation		(745,963)		(654,828)
		1,855,301		1,946,436
Property and equipment, net	$	2,820,383	$	2,980,068

Property and equipment, net decreased by $159.7 million primarily due to depreciation expense partially offset by maintenance capital expenditures and improvements at Tropicana Las Vegas during the twelve months ended December 31, 2016.

Depreciation expense, for property and equipment as well as capital leases, totaled $261.9 million, $258.9 million, and $255.4 million in 2016, 2015 and 2014. Depreciation expense on the Master Lease assets was $91.1 million, $92.4 million and $89.8 million for the years ended December 31, 2016, 2015, and 2014 respectively. Interest capitalized in connection with major construction projects was $0.1 million, $1.8 million, and $0.9 million in 2016, 2015 and 2014, respectively.

During the years ended December 31, 2016 and 2015, the Company recorded no long-lived asset impairment charges. During the second quarter of 2014, the Company recorded a long-lived asset impairment charge of $4.6 million to write-down certain idle assets to their estimated salvage value.

Goodwill and Other Intangible Assets

12 Months Ended

Dec. 31, 2016

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

8.Goodwill and Other Intangible Assets

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


Balance at December 31, 2014 :
Goodwill	$	2,137,749
Accumulated goodwill impairment losses		(1,263,565)
Goodwill, net	$	874,184
Goodwill acquired		37,758
Balance at December 31, 2015 :
Goodwill	$	2,175,507
Accumulated goodwill impairment losses		(1,263,565)
Goodwill, net	$	911,942
Goodwill acquired		77,743
Balance at December 31, 2016:
Goodwill	$	2,253,250
Accumulated goodwill impairment losses		(1,263,565)
Goodwill, net	$	989,685

Indefinite‑life intangible assets consist primarily of gaming licenses. The table below presents the gross carrying value, accumulated amortization, and net book value of each major class of other intangible assets at December 31, 2016 and 2015:


	December 31, 2016						December 31, 2015
	(in thousands)
	Gross						Gross
	Carrying		Accumulated		Net Book		Carrying		Accumulated		Net Book
	Value		Amortization		Value		Value		Amortization		Value
Indefinite-life intangible assets	$	375,405	$	—	$	375,405	$	375,405	$	—	$	375,405
Other intangible assets		125,584		65,495		60,089		72,223		56,186		16,037
Total	$	500,989	$	65,495	$	435,494	$	447,628	$	56,186	$	391,442

Total other intangible assets increased by $44.1 million for the year ended December 31, 2016 primarily due to $52.0 million of definite-lived other intangible assets related to Rocket Speed and Illinois slot operator acquisitions in 2016 partially offset by amortization for the year ended December 31, 2016. Other intangible assets have a weighted average remaining amortization period of 5.8 years.

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 of these facilities in 2014, 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 and was capitalized as an indefinite-lived intangible asset (See Note 9 for further details on the obligation). In addition, the gaming license fee of $50 million for each Ohio racino has been paid ($25 million for each facility in 2014, and $25 million for each facility in 2015).

For the year ended December 31, 2015, the Company recorded other intangible assets impairment charges of $40.0 million, as of the valuation date of October 1, 2015 (the date of our annual impairment test), related to the write-off of our Plainridge Park Casino gaming license and a partial write-down of the gaming license at Hollywood Gaming at Dayton Raceway due to a reduction in the long term earnings forecast at both of these locations.

For the year ended December 31, 2014, the Company recorded goodwill and other intangible assets impairment charges of $80.8 million and $74.5 million, respectively, as of valuation date of October 1, 2014 (the date of our annual impairment test), as we determined that a portion of the value of our goodwill and other intangible assets was impaired due to the Company’s outlook of continued challenging regional gaming conditions at certain properties which persisted in 2014 in its Midwest segment, as well as for the write off of a trademark intangible asset in the South/West segment.

The Company’s intangible asset amortization expense was $9.3 million, $0.5 million, and $11.4 million for the years ended December 31, 2016, 2015 and 2014, respectively.

The following table presents expected intangible asset amortization expense based on existing intangible assets at December 31, 2016 (in thousands):


2017	$	18,142
2018		11,844
2019		7,660
2020		5,233
2021		3,331
Thereafter		13,879
Total	$	60,089

The Company’s remaining goodwill and other intangible assets by reporting unit at December 31, 2016 is shown below (in thousands):


			Other Intangible
Reporting Unit	Goodwill		Assets
Hollywood Casino St. Louis	$	205,783	$	58,418
Hollywood Casino Aurora		207,207		-
Argosy Casino Riverside		154,332		4,964
Zia Park Casino		142,359		—
Hollywood Gaming at Dayton Raceway		15,339		110,436
Hollywood Gaming at Mahoning Valley Race Course		—		125,000
Penn Interactive Ventures		67,164		29,555
Hollywood Casino at Penn National Race Course		1,497		67,607
Prairie State Gaming		33,515		29,822
Hollywood Casino Lawrenceburg		63,189		—
Hollywood Casino Tunica		44,042		—
Boomtown Biloxi		22,365		—
Argosy Casino Alton		9,863		8,284
Tropicana Las Vegas		14,821		—
Others		8,209		1,408
Total	$	989,685	$	435,494

- 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

12 Months Ended

Dec. 31, 2016

Long-term Debt

Long-term Debt

9.Long‑term Debt

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


	December 31,		December 31,
	2016		2015
	(in thousands)

Senior secured credit facility	$	976,845	$	1,259,740
$300 million 5.875 % senior unsecured notes due November 1, 2021		300,000		300,000
Other long-term obligations		154,084		146,992
Capital leases		1,760		28,466
		1,432,689		1,735,198
Less current maturities of long-term debt		(85,595)		(92,108)
Less net discounts		(620)		(686)
Less debt issuance costs, net of accumulated amortization of $20.5 million and $13.3 million, respectively		(16,535)		(23,553)
	$	1,329,939	$	1,618,851

The following is a schedule of future minimum repayments of long-term debt as of December 31, 2016 (in thousands):


2017	$	85,504
2018		687,552
2019		19,773
2020		253,059
2021		330,912
Thereafter		55,889
Total minimum payments	$	1,432,689

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 Term Loan A facility was priced at LIBOR plus a spread (ranging from 2.75% to 1.25%) based on the Company’s consolidated total net leverage ratio as defined in the new senior secured credit facility. The Term Loan B facility was priced at LIBOR plus 2.50%, with a 0.75% LIBOR floor. In connection with the repayment of the previous senior secured credit facility, the Company recorded a $21.5 million loss on the early extinguishment of debt for the year ended December 31, 2013 related to debt issuance costs write‑offs and the write‑off of the discount on the Term Loan B facility of the previous senior secured credit facility.

On April 28, 2015, the Company entered into an agreement to amend its senior secured credit facility. In August 2015, the amendment to the senior secured credit facility went into effect increasing the capacity under an existing five year revolver from $500 million to $633.2 million and increased the existing five year $500 million Term Loan A facility by $146.7 million. The seven year $250 million Term Loan B facility remained unchanged.

The Company’s senior secured credit facility had a gross outstanding balance of $976.8 million at December 31, 2016, consisting of a $543.3 million Term Loan A facility, a $242.5 million Term Loan B facility, and $191.0 million outstanding on the revolving credit facility. This compares with a $1,259.7 million gross outstanding balance at December 31, 2015 which consisted of a $592.7 million Term Loan A facility, a $245.0 million Term Loan B facility and $422.0 million outstanding on the revolving credit facility. Additionally, at December 31, 2016 and 2015, the Company was contingently obligated under letters of credit issued pursuant to the senior secured credit facility with face amounts aggregating $23.0 million and $23.4 million, respectively, resulting in $419.1 million and $187.7 million of available borrowing capacity as of December 31, 2016 and 2015, respectively, under the revolving credit facility.

The payment and performance of obligations under the senior secured credit facility are guaranteed by a lien on and security interest in substantially all of the assets (other than excluded property such as gaming licenses) of the Company and its subsidiaries. In January 2017, the Company completed a refinancing and used the proceeds to payoff its existing senior secured credit facility. See Note 20 “Subsequent Events” for more information.

5.875% Senior Unsecured Notes

On October 30, 2013, the Company completed an offering of $300 million 5.875% senior unsecured notes that mature on November 1, 2021 (the “5.875% Notes”) at a price of par. Interest on the 5.875% Notes is payable on May 1 and November 1 of each year. The 5.875% Notes are senior unsecured obligations of the Company. The 5.875% Notes will not be guaranteed by any of the Company’s subsidiaries except in the event that the Company in the future issues certain subsidiary‑guaranteed debt securities. The Company may redeem the 5.875% Notes at any time, and from time to time, on or after November 1, 2016, at the declining redemption premiums set forth in the indenture governing the 5.875% Notes, together with accrued and unpaid interest to, but not including, the redemption date. Prior to November 1, 2016, the Company may redeem the 5.875% Notes at any time, and from time to time, at a redemption price equal to 100% of the principal amount of the 5.875% Notes redeemed plus a “make‑whole” redemption premium described in the indenture governing the 5.875% Notes, together with accrued and unpaid interest to, but not including, the redemption date. In addition, the 5.875% Notes may be redeemed prior to November 1, 2016 from net proceeds raised in connection with an equity offering as long as the Company pays 105.875% of the principal amount of the 5.875% Notes, redeems the 5.875% Notes within 180 days of completing the equity offering, and at least 60% of the 5.875% Notes originally issued remains outstanding.

The Company used the proceeds of the new senior secured credit facility, new 5.875% Notes, and cash on hand, to repay its previous senior secured credit facility, to fund the cash tender offer to purchase any and all of its previously issued 83/₄% Notes and the related consent solicitation to make certain amendments to the indenture governing the 83/₄% Notes, to satisfy and discharge such indenture, to pay related fees and expenses and for working capital purposes.

In January 2017, the Company completed an offering of $400 million 5.625% senior unsecured notes that mature on January 19, 2027, and used the proceeds to payoff its existing senior unsecured notes. See Note 20 “Subsequent Events” for more information.

Other Long‑Term Obligations

Other long term obligations at December 31, 2016 and 2015 of $154.1 million and $147.0 million, respectively, included $118.9 million and $131.7 million, respectively, related to the relocation fees for Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course. At December 31, 2016 and 2015, $14.4 million and $15.3 million, respectively, related to the repayment obligation of a hotel and event center located near Hollywood Casino Lawrenceburg and $20.8 million related to a corporate airplane loan; all of which are more fully described below.

Ohio Relocation Fees

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 Mahoning Valley, respectively. Upon opening of these two racinos in Ohio in the third quarter of 2014, 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. 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 is accreted to interest expense at an effective yield of 5.0%. The amount included in interest expense related to this obligation was $6.2 million and $6.7 million for the year ended December 31, 2016 and 2015, respectively.

Event Center

The City of Lawrenceburg Department of Redevelopment completed construction of a hotel and event center located less than a mile away from Hollywood Casino Lawrenceburg. Effective in mid-January 2015, by contractual agreement, a repayment obligation for the hotel and event center was assumed by a wholly-owned subsidiary of the Company in the amount of $15.3 million, which was financed through a loan with the City of Lawrenceburg Department of Redevelopment, in exchange for conveyance of the property. The Company is obligated to make annual payments on the loan of approximately $1 million for twenty years beginning January 2016. This obligation is accreted to interest expense at its effective yield of 3.0%. The amount included in interest expense related to this obligation was $0.4 million for the years ended December 31, 2016 and 2015.

Corporate Airplane Loan

On September 30, 2016, the Company acquired a previously leased corporate airplane that was accounted for as a capital lease and financed the purchase price with an amortizing loan at a fixed interest rate of 5.22% for a term of five years with monthly payments of $220 thousand and a balloon payment of $12.6 million at the end of the loan term. The loan was subsequently repaid in full on January 19, 2017.

Covenants

The Company’s senior secured credit facility and senior unsecured notes require us, 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 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 December 31, 2016, the Company was in compliance with all required financial covenants.

Master Lease Financing Obligation

12 Months Ended

Dec. 31, 2016

Master Lease Financing Obligation

Master Lease Financing Obligation

10.Master Lease Financing Obligation

The Company’s lease obligation with GLPI that is described in Note 3 to the consolidated financial statements is accounted for as a financing obligation. The obligation was calculated at the inception of the transaction based on the future minimum lease payments discounted at 9.70%, which represented the Company’s estimated incremental borrowing rate at lease inception over the lease term, including renewal options, that were reasonably assured of being exercised and the funded construction of certain leased real estate assets in development at the date of the Spin-Off. Total payments to GLPI under the Master Lease were $442.3 million, $437.0 million and $421.4 million for the years ended December 31, 2016, 2015 and 2014, respectively, of which $391.7 million, $390.1 million and $379.2 million respectively, were recognized as interest expense. The interest expense recognized for the years ended December 31, 2016, 2015 and 2014 includes $43.8 million, $43.5 million and $40.9 million, respectively from contingent payments associated with the monthly variable components for Hollywood Casino Columbus and Hollywood Casino Toledo.

The future minimum payments related to the Master Lease financing obligation with GLPI, at December 31, 2016 are as follows (in thousands):


2017	$	389,496
2018		378,716
2019		324,819
2020		324,819
2021		324,819
Thereafter		8,715,981
Total minimum payments		10,458,650
Less amounts representing interest at 9.70%		(7,332,321)
Plus residual values		387,751
Present value of future minimum payments		3,514,080
Less current portion of financing obligation		(56,595)
Long-term portion of financing obligation	$	3,457,485

Commitments and Contingencies

12 Months Ended

Dec. 31, 2016

Commitments and Contingencies

Commitments and Contingencies

11.Commitments and Contingencies

Litigation

Bankruptcy Litigation

As described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, with the acquisition of Tropicana Las Vegas and its associated entities (“Tropicana Las Vegas”) on August 24, 2015, the Company assumed litigation arising from the Bankruptcy Chapter 11 reorganization (“Tropicana Bankruptcy”) of Tropicana Las Vegas’ former affiliate, Tropicana Entertainment Holdings, LLC (“TEH”). In this Bankruptcy proceeding, there was an unresolved dispute whereby TEH claimed that Tropicana Las Vegas was responsible for the payment of certain professional fees and expenses incurred in the Tropicana Bankruptcy. On May 23, 2016, an agreement was reached to settle the dispute for $3.1 million. The settlement agreement was approved by the bankruptcy court on June 23, 2016, and payment was made in July 2016.

The Company is subject to various legal and administrative proceedings relating to personal injuries, employment matters, commercial transactions and other matters arising in the ordinary 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.

Legal 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.

Operating Lease Commitments

The Company is liable under numerous operating leases for various assets, including but not limited to automobiles, and other equipment. The majority of these lease arrangements are cancelable within 30 days. Total rental expense under all operating lease agreements was $40.3 million, $37.9 million, and $33.3 million for the years ended December 31, 2016, 2015 and 2014, respectively.

The future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases at December 31, 2016 are as follows (in thousands):


Year ending December 31,	Total
2017	$	5,366
2018		4,379
2019		2,393
2020		1,184
2021		999
Thereafter		13,959
Total	$	28,280

Capital Expenditure Commitments

The Company’s current construction program for 2017 includes capital expenditures of approximately $36.7 million, of which the Company was contractually committed to spend approximately $11.0 million at December 31, 2016.

Purchase obligations

The Company has obligations to purchase various goods and services totaling $57.3 million at December 31, 2016, of which $33.5 million will be incurred in 2017.

Employee Benefit Plans

The Company maintains a qualified retirement plan under the provisions of Section 401(k) of the Internal Revenue Code of 1986, as amended, which covers all eligible employees. The plan enables participating employees to defer a portion of their salary in a retirement fund to be administered by the Company. The Company makes a discretionary match contribution, where applicable, of 50% of employees’ elective salary deferrals, up to a maximum of 6% of eligible employee compensation. The matching contributions for the qualified retirement plan for the years ended December 31, 2016, 2015 and 2014 were $5.3 million, $5.0 million, and $4.7 million, respectively.

The Company also has a defined contribution plan, the Charles Town Races Future Service Retirement Plan, covering substantially all of its union employees at Hollywood Casino at Charles Town Races. Hollywood Casino at Charles Town Races makes annual contributions to this plan for the eligible union employees and to the Penn National Gaming, Inc. 401(k) Plan for the eligible non‑union employees for an amount equal to the amount accrued for retirement expense, which is calculated as 0.25% of the daily mutual handle, 1.0% of net video lottery revenue up to a base and, after the base is met, it reverts to 0.5% and 0.84% of table and poker revenue, respectively. The contributions for the two plans at Hollywood Casino at Charles Town Races for the years ended December 31, 2016, 2015 and 2014 were $2.8 million, $2.9 million, and $3.0 million, respectively.

The Company maintains a non‑qualified deferred compensation plan that covers most management and other highly‑compensated employees. This plan was effective March 1, 2001. The plan allows the participants to defer, on a pre‑tax basis, a portion of their base annual salary and/or their annual bonus, and earn tax‑deferred earnings on these deferrals. The plan also provides for matching Company contributions that vest over a five‑year period. The Company has established a Trust, and transfers to the Trust, on a periodic basis, an amount necessary to provide for its respective future liabilities with respect to participant deferral and Company contribution amounts. The Company’s matching contributions for the non‑qualified deferred compensation plan for the years ended December 31, 2016, 2015 and 2014 were $2.2 million, $2.0 million, and $1.9 million, respectively. The Company’s deferred compensation liability, which was included in other current liabilities within the consolidated balance sheets, was $59.4 million and $52.7 million at December 31, 2016 and 2015, respectively.

Labor Agreements

The Company is required to have agreements with the horsemen at the majority of its racetracks to conduct its live racing and/or simulcasting activities. In addition, in order to operate gaming machines and table games in West Virginia, the Company must maintain agreements with each of the Charles Town horsemen, pari‑mutuel clerks and breeders.

At Hollywood Casino at Charles Town Races, the Company renewed an agreement with the Charles Town Horsemen’s Benevolent and Protective Association that expires on June 18, 2018. Hollywood Casino at Charles Town Races also renewed an agreement with the breeders that expires on June 30, 2017. Additionally, the pari‑mutuel clerks at Charles Town are represented under a collective bargaining agreement with the West Virginia Union of Mutuel Clerks, which expired on December 31, 2010 and has been extended on a month‑to‑month basis.

The Company’s agreement with the Pennsylvania Horsemen’s Benevolent and Protective Association at Hollywood Casino at Penn National Race Course was renewed through January 31, 2018. The Company has an agreement with Laborers’ International Union of North America (LIUNA) Local 108, regarding both on-track and off-track pari-mutuel clerks and admission staff which expired in December 2016 and a new contract is currently being negotiated. In August 2015, the Company entered into a three year collective bargaining agreement with the International Chapter of Horseshoers and Allied Equine Trades Local 947.

The Company’s agreement with the Maine Harness Horsemen Association at Bangor Raceway continued through the conclusion of the 2018 racing season.

In March of 2014, Hollywood Gaming at Mahoning Valley Race Course entered into an agreement with the Ohio Horsemen’s Benevolent and Protective Association. The term is for a period of ten years from the September 2014 commencement of video lottery terminal operations at that facility.

In September 2015, Hollywood Gaming at Dayton Raceway entered into an agreement with the Ohio Harness Horsemen’s Association for racing at the property. The term is for a period of ten years from the September 2015 effective date.

In January 2014, the Company entered into an agreement with the Harness Horsemen’s Association of New England at Plainridge Park Casino which remains in effect through December 31, 2018.

Across certain of the Company’s properties, SEATU represents approximately 1,711 of the Company’s employees under a National Agreement that expires on January 24, 2032 and Local Addenda that expire at various times between June 2021 and October 2024.

SEATU agreements are in place at Hollywood Casino Joliet, Hollywood Casino Lawrenceburg, Argosy Casino Riverside, Argosy Casino Alton, Hollywood Casino Kansas Speedway, Hollywood Gaming Dayton, Hollywood Gaming at Mahoning Valley and Plainridge Park Casino. Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course have a wage reopener in February 2018; the remainder of the SEATU agreements have expiration dates in 2018 and beyond.

At Hollywood Casino Joliet, the Hotel Employees and Restaurant Employees Union Local 1 represents approximately 176 employees under a collective bargaining agreement which expires on March 31, 2019. At Hollywood Casino Columbus and Hollywood Casino Toledo, a council comprised of the United Auto Workers and the United Steel Workers represents approximately 1,361 employees under a collective bargaining agreement which ends on November 15, 2019.

On August 25, 2015, the Company acquired Tropicana Las Vegas Hotel & Casino, which had seven existing collective bargaining agreements with the following unions: (1) Culinary & Bartenders (with a wage/reopener in 2017; expires on May 31, 2018.), (2) United Brotherhood of Carpenters (expires on July 31, 2019), (3) International Brotherhood of Electrical Workers (expires on February 28, 2017), (4) International Alliance of Theatrical Stage Employees (expires on December 31, 2018), (5) International Union of Painters and Allied Trades (expires on June 30, 2018), (6)/(7) Teamsters (front and back of the house, both expire on March 31, 2018).

The Company is also the developer, lender and manager of the Hollywood Casino Jamul – San Diego, which the Company opened on October 10, 2016. Unite Here! International Union and Local 30 represents employees in stewarding, facilities, accounting, food and beverage, and operations classifications, and the parties are scheduled to begin negotiating their first collective bargaining agreement in 2017

In addition, at some of the Company’s properties, the Security Police and Fire Professionals of America, the International Brotherhood of Electrical Workers Local 649, the LIUNA Public Serviced Employees Local 1290PE, The International Association of Machinists and Aerospace Workers, Locals 447 and 264, the United Industrial, Service, Transportation, Professional and Government Workers of North America, and the United Steel Workers represent certain of the Company’s employees under collective bargaining agreements that expire at various times between February 2017 and September 2025. None of these additional unions represent more than 79 of the Company’s employees.

If the Company fails to maintain operative agreements with the horsemen at a track, it will not be permitted to conduct live racing and export and import simulcasting at that track and OTWs and, in West Virginia, the Company will not be permitted to operate its gaming machines and table games unless the state intervenes or changes the statute. In addition, the Company’s simulcasting agreements are subject to the horsemen’s approval. If the Company fails to renew or modify existing agreements on satisfactory terms, this failure could have a material adverse effect on its business, financial condition and results of operations. Except for the closure of the facilities at Penn National Race Course and its OTWs from February 16, 1999 to March 24, 1999 due to a horsemen’s strike, and a few days at other times and locations, the Company has been able to maintain the necessary agreements. There can be no assurance that the Company will be able to maintain the required agreements.

Income Taxes

12 Months Ended

Dec. 31, 2016

Income Taxes

Income Taxes

12.Income Taxes

The following table summarizes the tax effects of temporary differences between the financial statement carrying value of assets and liabilities and their respective tax basis, which are recorded at the prevailing enacted tax rate that will be in effect when these differences are settled or realized. These temporary differences result in taxable or deductible amounts in future years. The Company assessed all available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of our existing deferred tax assets. In connection with the failed spin-off-leaseback, the Company continued to record real property assets and a financing obligation of $2.00 billion and $3.52 billion, respectively, on November 1, 2013, which resulted in a substantial increase to our net deferred tax assets of $599.9 million. ASC 740 suggests that additional scrutiny should be given to deferred taxes of an entity with cumulative pre-tax losses during the three most recent three years. Positive evidence of sufficient quantity and quality is required to overcome such significant negative evidence to conclude that a valuation allowance is not warranted. As with all key factors, a cumulative loss is simply one component and is not a bright line test that is in itself determinative of the need for a valuation allowance. Despite the fact we have experienced cumulative losses since the Spin-Off transaction, we returned to a near break-even three year cumulative pretax income position in the amount of $23.9 million as of December 31, 2016. As a result of evaluating all available evidence, the Company intends to continue to maintain a full valuation allowance on its net deferred tax assets, excluding the reversal of deferred tax liabilities related to indefinite-lived assets, until there is sufficient objectively verifiable positive evidence to support the realization of all or some portion of these deferred tax assets.

The components of the Company’s deferred tax assets and liabilities are as follows:


Year ended December 31,	2016		2015
	(in thousands)
Deferred tax assets:
Stock-based compensation expense	$	17,773	$	36,243
Accrued expenses		64,175		59,196
Intangibles		—		11,590
Financing obligation to GLPI		1,359,193		1,374,268
Unrecognized tax benefits		9,377		9,858
Net operating losses and tax credit carryforwards		78,021		81,109
Gross deferred tax assets		1,528,539		1,572,264
Less valuation allowance		(828,501)		(844,258)
Net deferred tax assets		700,038		728,006
Deferred tax liabilities:
Property, plant and equipment, non-master lease		(69,151)		(80,930)
Property, plant and equipment, master lease		(717,602)		(750,407)
Investments in unconsolidated affiliates		(1,383)		(3,024)
Accumulated other comprehensive gain		—		(1,566)
Undistributed foreign earnings		(8,596)		—
Intangibles		(30,230)		—
Net deferred tax liabilities		(826,962)		(835,927)
Noncurrent deferred tax liabilities, net	$	(126,924)	$	(107,921)

The realizability of the net deferred tax assets is evaluated quarterly by assessing the need for a valuation allowance and by adjusting the amount of the allowance, if necessary. The Company gives appropriate consideration to 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 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.

In September 2016, we accepted a settlement with the U.S. and Canada competent authorities resolving a transfer pricing issue that arose under audit of tax years 2004 – 2009 as well as the anticipated adjustments for tax years 2010 – 2014. In general, it’s the practice and intention of the Company to reinvest the earnings of its non-U.S. subsidiaries in those operations. We consider the earnings of our Canadian subsidiary to be indefinitely re-invested outside the U.S. on the basis of our internal projections showing future domestic cash generation will be sufficient to meet future domestic cash needs. Separate from the earnings of our Canadian operations, due to a triggering event from the recent settlement, the Company has recorded a provision for the tax on the dividend and the Canadian withholding taxes of approximately $7.4 million and $0.8 million, respectively for the anticipated amount we intend to repatriate. Apart from this settlement, there were no other taxes calculated for those undistributed foreign earnings that are intended to be indefinitely reinvested outside the U.S. which totaled $21.5 million at December 31, 2016.

Following the ownership change of the Tropicana Las Vegas, the Company has a total federal net operating loss carry-forwards and general business credit carryforwards in the amount of $171.6 million for the year ended December 31, 2016, which will expire on various dates from 2029 through 2034. These tax attributes are subject to limitations under the Internal Revenue Code and underlying Treasury Regulations, however we believe it is more likely than not that the benefit from these tax attributes will not be realized. In the recognition of this risk, we have provided a full valuation allowance on the deferred tax assets related to these net operating and general business credit carryforwards. In the event our assumptions change, which allows the Company to realize these acquired tax attributes, the benefits related to any reversal of the valuation allowance on the deferred tax assets as of December 31, 2016, will be recognized as a reduction of income tax expense.

For state income tax reporting, the Company has gross state net operating loss carry-forwards aggregating approximately $220.9 million available to reduce future state income taxes, primarily for the Commonwealth of Pennsylvania and the States of Missouri, New Mexico, Maine and Ohio localities as of December 31, 2016. The tax benefit associated with these net operating loss carry-forwards is approximately $10.4 million. Due to statutorily limited operating loss carry-forwards and income and loss projections in the applicable jurisdictions, a full valuation allowance has been recorded to reflect the net operating losses which are not presently expected to be realized. If not used, substantially all the carry-forwards will expire at various dates from December 31, 2017 to December 31, 2036.

Also, certain subsidiaries have accumulated gross state and federal net operating loss carry-forwards aggregating approximately $1.5 billion for which no benefit has been recorded as they are attributable to uncertain tax positions and excess tax benefits from stock option deductions. The unrecognized tax benefits as of December 31, 2016 attributable to these net operating losses was approximately $86.1 million. Due to the uncertain tax position and excess tax benefits from stock option deductions, these net operating losses are not included as components of deferred tax assets as of December 31, 2016. In the event of any benefit from realization of these net operating losses, $13.9 million would be treated as an increase to equity, and the remainder would be treated as a reduction of tax expense. If not used, substantially all the carry-forwards will expire at various dates from December 31, 2017 to December 31, 2036.

Additionally, included in the Company’s full valuation allowance is $0.2 million for federal capital losses that will expire if not used via the realization of capital gains by December 31, 2018. Overall the Company’s valuation allowance at December 31, 2016 decreased from December 31, 2015 by a net amount of $15.8 million primarily due to the acquired deferred tax liabilities related to Rocket Speed of $10.3 million and other realized deferred tax assets during the year of $5.5 million.

The provision for income taxes charged to operations for the years ended December 31, 2016, 2015 and 2014 was as follows:


Year ended December 31,	2016		2015		2014
	(in thousands)
Current tax (benefit) expense
Federal	$	8,721	$	(5,158)	$	14,275
State		3,489		133		5,821
Foreign		(9,639)		3,713		7,515
Total current		2,571		(1,312)		27,611
Deferred tax expense
Federal		5,457		51,817		2,357
State		3,279		5,419		551
Total deferred		8,736		57,236		2,908
Total income tax provision	$	11,307	$	55,924	$	30,519

The following table reconciles the statutory federal income tax rate to the actual effective income tax rate for 2016, 2015 and 2014:


Year ended December 31,	2016		2015		2014
Percent of pretax income
Federal taxes	35.0	%	35.0	%	35.0	%
State and local income taxes	1.2	%	6.1	%	1.6	%
Permanent differences	(0.6)	%	5.8	%	(20.9)	%
Foreign	(8.5)	%	5.2	%	(2.2)	%
Valuation allowance	(17.1)	%	55.3	%	(31.1)	%
Other miscellaneous items	(0.6)	%	(8.6)	%	(2.3)	%
	9.4	%	98.8	%	(19.9)	%


Year ended December 31,	2016		2015		2014
	(in thousands)
Amount of pretax income
Federal taxes	$	42,216	$	19,814	$	(53,656)
State and local income taxes		1,498		3,435		(2,470)
Permanent differences		(690)		3,276		32,019
Foreign		(10,268)		2,955		3,337
Valuation allowance		(20,675)		31,288		47,703
Other miscellaneous items		(774)		(4,844)		3,586
	$	11,307	$	55,924	$	30,519

A reconciliation of the beginning and ending amount for the liability for unrecognized tax benefits is as follows:


	Unrecognized
	tax benefits
	(in thousands)
Unrecognized tax benefits	$	44,477
Cumulative advance deposits on account		(37,441)
Balance at December 31, 2014	$	7,036
Additions based on current year positions		561
Additions based on prior year positions		6,371
Decreases due to settlements and/or reduction in reserves		(4,743)
Currency translation adjustments		(9,097)
Settlement payments		(4,000)
Unrecognized tax benefits		33,569
Cumulative advance deposits on account		(31,371)
Balance at December 31, 2015	$	2,198
Additions based on current year positions		-
Additions based on prior year positions		3,749
Decreases due to settlements and/or reduction in reserves		(9,091)
Currency translation adjustments		2,565
Settlement payments		(4,000)
Unrecognized tax benefits balance at December 31, 2016	$	26,792

The Company is required under ASC 740 to disclose its accounting policy for classifying interest and penalties, the amount of interest and penalties charged to expense each period, as well as the cumulative amounts recorded in the consolidated balance sheets. The Company will continue to classify any income tax‑related penalties and interest accrued related to unrecognized tax benefits in taxes on income within the consolidated statements of operations.

As previously mentioned, we reached a settlement with the U.S. and Canadian competent authorities resolving a transfer pricing item. This settlement resulted in a $10.3 million benefit to the tax provision due to the release of the uncertain tax position previously established for the treatment of the Casino Rama management fee received from our non-U.S. subsidiary. In addition, we estimate receiving within the next twelve months $12.0 million and $23.0 million cash refund from U.S. and Canada (inclusive of advances on account), respectively, which is classified in other current assets. As part of the settlement, tax years 2004 through 2014 are under review by both the Internal Revenue Service and Canada Revenue Agency for the sole purpose of processing the agreed upon refunds.

During the year ended December 31, 2016, the Company recorded no tax reserves and accrued interest related to current year uncertain tax positions. In regards to prior year tax positions, the Company recorded $3.7 million of tax reserves and accrued interest and reversed $4.9 million and $4.2 million of previously recorded tax reserves and accrued interest, respectively, for uncertain tax positions that have settled and/or closed. The unrecognized tax benefits of $26.8 million is classified in other noncurrent tax liabilities. Overall, the Company recorded a net tax benefit of $9.0 million in connection with its uncertain tax positions for the year ended December 31, 2016.

Included in the liability for unrecognized tax benefits at December 31, 2016 and 2015 were $9.4 million and $10.0 million, respectively, of tax positions that, if reversed, may not affect the effective tax rate as a result of the Company’s full valuation allowance.

Included in the liability for unrecognized tax benefits at December 31, 2016 and 2015 were $1.7 million and $3.0 million gain of currency translation related to foreign currency tax positions and the settlement receivable on account, respectively.

During the years ended December 31, 2016 and 2015, the Company recognized approximately $0.3 million and $1.4 million, respectively, of interest and penalties, net of deferred taxes. In addition, due to settlements and/or reductions in previously recorded liabilities, the Company had reductions in previously accrued interest and penalties of $3.5 million, net of deferred taxes. These accruals are included in noncurrent tax liabilities and prepaid expenses within the consolidated balance sheets at December 31, 2016 and 2015, respectively.

The Company is currently in various stages of the examination process in connection with its open audits. Generally, it is difficult to determine when these examinations will be closed, but the Company reasonably expects that its ASC 740 liabilities will not significantly change over the next twelve months.

As of December 31, 2016, the Company is subject to U.S. federal income tax examinations for the tax years 2013, 2014, and 2015. In addition, the Company is subject to state and local income tax examinations for various tax years in the taxing jurisdictions in which the Company operates.

At December 31, 2016 and 2015, prepaid expenses within the consolidated balance sheets included prepaid income taxes of $30.1 million and $48.9 million, respectively. The Company anticipates receiving federal income tax refunds of $26.9 million within the next twelve months as a result of a net operating loss carryback, general business credit carryback and a prior year overpayment.

Shareholders' Equity

12 Months Ended

Dec. 31, 2016

Shareholders' Equity

Shareholders' Equity

13.Shareholders’ Equity

Preferred Equity Investment

On June 15, 2007, the Company announced that it had entered into a merger agreement that, at the effective time of the transactions contemplated thereby, would have resulted in the Company’s shareholders receiving $67.00 per share. Specifically, the Company, PNG Acquisition Company Inc. (“Parent”) and PNG Merger Sub Inc., a wholly‑owned subsidiary of Parent (“Merger Sub”), announced that they had entered into an Agreement and Plan of Merger, dated as of June 15, 2007 (the “Merger Agreement”), that provided, among other things, for Merger Sub to be merged with and into the Company, as a result of which the Company would have continued as the surviving corporation and would have become a wholly‑owned subsidiary of Parent. Parent is indirectly owned by certain funds managed by affiliates of Fortress Investment Group LLC (“Fortress”) and Centerbridge Partners, L.P. (“Centerbridge”).

On July 3, 2008, the Company entered into an agreement with certain affiliates of Fortress and Centerbridge, terminating the Merger Agreement. In connection with the termination of the Merger Agreement, certain affiliates of Fortress and Centerbridge agreed to pay the Company a total of $1.475 billion, consisting of a nonrefundable $225 million cash termination fee and a $1.25 billion, zero coupon, preferred equity investment (the “Investment”). On October 30, 2008, the Company closed the sale of the Investment and issued 12,500 shares of the Series B Preferred Stock. During the year ended December 31, 2010, the Company repurchased 225 shares of Series B Preferred Stock for $11.2 million.

As part of the Spin‑Off, the Company entered into an agreement (the “Exchange Agreement”) with FIF V PFD LLC, an affiliate of Fortress, providing for the exchange of shares of the Company’s Series B Preferred Stock for shares of a new class of preferred stock, Series C Preferred Stock, in contemplation of the Spin‑Off.

The Exchange Agreement provided Fortress with the right to exchange its 9,750 shares of Series B Preferred Stock for fractional shares of Series C Preferred Stock at an exchange ratio that treated each such fractional share (and therefore each share of common stock into which such fractional share was convertible) as worth $67 per share, which was the “ceiling price” at which the shares of Series B Preferred Stock were redeemable by the Company at maturity. Any shares of Series B Preferred Stock that were not exchanged for shares of Series C Preferred Stock prior to the second business day before October 16, 2013, the record date established for the distribution of GLPI common stock in the Spin‑Off, were automatically exchanged for shares of Series C Preferred Stock on such date. Subsequently, the Company had the right to purchase from Fortress, prior to the record date for the Spin‑Off, a number of shares of Series C Preferred Stock, at a price of $67 per fractional share of Series C Preferred Stock, such that, immediately following the consummation of the Spin‑Off, Fortress would not own more than 9.9% of GLPI’s common stock.

On October 11, 2013, the Company completed its exchange and repurchase transactions with Fortress and repurchased all of the 2,300 shares of Series B Preferred Stock held by Centerbridge at par and issued to the affiliate of Fortress 14,553 shares of non-voting Series C Preferred Stock in order to redeem all of the previously outstanding shares of Series B Preferred Stock. The Company then repurchased 5,929 shares of Series C Preferred Stock from Fortress. Additionally, in February 2013, the Company repurchased 225 shares of Series B Preferred Stock from WF Investment Holdings, LLC at a slight discount to par. In these transactions, the Company paid a total of $649.5 million, which was primarily funded by borrowings under the revolving credit facility, to the affiliates of Fortress, Centerbridge and WF Investment Holdings, LLC, As a result of these transactions, there are currently no outstanding shares of Series B Preferred Stock and Fortress held 8,624 shares of Series C Preferred Stock at December 31, 2015 and 2014.

During 2016, Fortress sold all 8,624 shares of Series C Preferred Stock, which converted upon sale into 8,624,000 shares of common stock under previously agreed upon terms. As a result, no shares of Series C Preferred Stock are outstanding at December 31, 2016.

The following table below discloses the changes in each class of the Company’s preferred stock for the year ended December 31, 2016. No changes in the Company’s preferred stock occurred in the years ended December 31, 2015 and 2014.


		Series C
		Preferred Stock
Shares outstanding at December 31, 2015		8,624
Conversion of Series C Preferred Stock to Common Stock		(8,624)
Shares outstanding at December 31, 2016		—

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section S99
-Paragraph 4
-Subparagraph (SAB Topic 4.E)
-URI http://asc.fasb.org/extlink&oid=27010918&loc=d3e74567-122707

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21484-112644

Reference 3: 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(29))
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21488-112644

Reference 5: 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))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 6: 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(31))
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 4
-Subparagraph (SAB Topic 4.C)
-URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187143-122770

Reference 8: 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(30))
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 9: 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 10: 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(d))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187085-122770

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 30
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656

Reference 13: 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 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Preferred Stock
-URI http://asc.fasb.org/extlink&oid=6521494

Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21463-112644

Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21564-112644

+ Details

Stock-Based Compensation

12 Months Ended

Dec. 31, 2016

Stock-Based Compensation

Stock-Based Compensation

14.Stock‑Based Compensation

On April 16, 2003, the Company’s Board of Directors adopted and approved the 2003 Long Term Incentive Compensation Plan (the “2003 Plan”). On May 22, 2003, the Company’s shareholders approved the 2003 Plan. The 2003 Plan was effective June 1, 2003 and permitted the grant of options to purchase common stock and other market‑based and performance‑based awards. Up to 12,000,000 shares of common stock were available for awards under the 2003 Plan. The 2003 Plan provided for the granting of both incentive stock options intended to qualify under Section 422 of the Internal Revenue Code of 1986, as amended, and nonqualified stock options, which do not so qualify. The exercise price per share may be no less than (i) 100% of the fair market value of the common stock on the date an option is granted for incentive stock options and (ii) 85% of the fair market value of the common stock on the date an option is granted for nonqualified stock options. However the shares which remained available for issuance under such plan as of November 12, 2008 are no longer available for issuance and all future equity awards will be pursuant to the 2008 Long Term Incentive Compensation Plan (the “2008 Plan”) described below.

On August 20, 2008, the Company’s Board of Directors adopted and approved the 2008 Plan. On November 12, 2008, the Company’s shareholders approved the 2008 Plan. The 2008 Plan permits the Company to issue stock options (incentive and/or non‑qualified), stock appreciation rights, restricted stock, phantom stock units and other equity and cash awards to employees. Non‑ employee directors are eligible to receive all such awards, other than incentive stock options. On June 9, 2011, the Company’s shareholders approved an amendment to the 2008 Plan to increase the aggregate number of shares of common stock that may be issued by 2,350,000 to 9,250,000, and on June 12, 2014 the Company’s shareholders approved an amendment to increase the aggregate number of shares of common stock that may be issued from 9,250,000 to 16,350,000. Awards of stock options and stock appreciation rights will be counted against the 16,350,000 limit as one share of common stock for each share granted. However, each share awarded in the form of restricted stock, or any other full value stock award, will be counted as issuing 2.44 shares of common stock for purposes of determining the number of shares available for issuance under the plan. Any awards that are not settled in shares of common stock shall not count against this limit. At December 31, 2016, there were 3,856,137 options available for future grants under the 2008 Plan.

On February 9, 2016, the Company’s Compensation Committee of the Board of Directors adopted a Performance Share Program (the “Performance Share Program”) pursuant to the 2008 Plan, which contains performance‑based vesting for a meaningful portion of restricted stock awards. The Performance Share Program was adopted to provide key executives with equity‑based compensation tied directly to Company performance to further align their interests with those of shareholders, and to provide compensation only if the designated performance goal is met for the applicable performance period. The Company’s named executive officers and other key executives are eligible to participate in the Performance Share Program. An aggregate of 189,085 performance shares were awarded on February 9, 2016, with each award having a three-year award period consisting of three one-year performance periods and a three-year service period. The performance goal for each performance period will be an adjusted EBITDA goal established for each one-year performance period. The awards will potentially be earned between 0% and 150% of the shares awarded in one-third increments depending on achievement of the annual performance goals, but remain subject to vesting for the full three-year service term.

At December 31, 2016, the adjusted EBITDA target for the second and third tranches of the performance awards have not yet been established and therefore the Company concluded a grant date has not occurred under ASC 718. Stock based compensation expense will be measured for the first tranche based on the fair value of the restricted stock awards using Penn’s closing stock price since all key terms for this specific tranche were established and mutually understood by the Company and the individuals receiving the awards. At each reporting period, accurals of stock based compenstation expense are based on the probable outcome of the performance condition.

In connection with the Spin-Off of GLPI, the Company’s employee stock options and cash-settled stock appreciation rights (“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 cash-settled phantom stock unit awards (“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.

The unrecognized compensation costs associated with GLPI restricted stock awards, GLPI PSUs, GLPI stock options and GLPI SARs held by former Penn employees (including but not limited to the Company’s former Chief Executive Officer, Chief Financial Officer, and Senior Vice President of Corporate Development) who are now employed by GLPI effective November 1, 2013, will be recorded on GLPI’s financial statements.

Stock options that expire between March 19, 2017 and July 18, 2023, have been granted to officers, directors, employees, and predecessor employees to purchase common stock at prices ranging from $6.76 to $18.61 per share. All options were granted at the fair market value of the common stock on the date the options were granted and have contractual lives ranging from 7 to 10 years. The Company issues new authorized common shares to satisfy stock option exercises as well as restricted stock lapses.

The following table contains information on stock options issued under the plans for the year ended December 31, 2016:


				Weighted-
				Average
				Remaining	Aggregate
	Number of Option	Weighted-Average		Contractual	Intrinsic Value
	Shares	Exercise Price		Term (in years)	(in thousands)
Outstanding at December 31, 2015	6,381,576	$	9.97
Granted	1,573,651		12.92
Exercised	(1,526,226)		7.77
Canceled	(102,408)		13.76
Outstanding at December 31, 2016	6,326,593	$	11.17	3.93	$	16,988,875

The weighted‑average grant‑date fair value of options granted during the years ended December 31, 2016 and 2015 were $3.97 and $4.85, respectively.

The aggregate intrinsic value of stock options exercised during the years ended December 31, 2016, 2015, and 2014 was $10.3 million, $19.5 million, and $8.2 million, respectively.

At December 31, 2016, there were 3,110,050 shares that were exercisable, with a weighted‑average exercise price of $9.34, a weighted‑average remaining contractual term of 2.37 years, and an aggregate intrinsic value of $13.9 million.

The following table summarizes information about stock options outstanding at December 31, 2016:


	Exercise Price Range						Total
	$6.76 to		$11.12 to		$16.59 to		$6.76 to
	$10.26		$15.45		$18.61		$18.61
Outstanding options
Number outstanding		2,229,210		4,026,349		71,034		6,326,593
Weighted-average remaining contractual life (years)		1.55		5.22		5.73		3.93
Weighted-average exercise price	$	8.10	$	12.76	$	17.26	$	11.17
Exercisable options
Number outstanding		1,805,807		1,288,869		15,374		3,110,050
Weighted-average exercise price	$	9.53	$	13.06	$	17.86	$	11.03

The following table contains information on restricted stock awards issued under the plans for the year ended December 31, 2016:


		Number of Award
		Shares
Outstanding at December 31, 2015		126,996
Awarded		113,766
Released		(50,860)
Canceled		(14,016)
Outstanding at December 31, 2016		175,886

Stock-based compensation expenses for the years ended December 31, 2016, 2015 and 2014 totaled $6.9 million, $8.2 million and $10.7 million, respectively, and are included within the consolidated statements of operations under general and administrative expense.

At December 31, 2016, 2015 and 2014, the total compensation cost related to nonvested awards not yet recognized equaled $11.6 million, $11.2 million and $10.9 million, respectively, including $9.9 million, $8.8 million and $7.3 million for stock options, respectively, and $1.7 million, $2.4 million and $3.6 million for restricted stock, respectively. This cost is expected to be recognized over the remaining vesting periods, which will not exceed four years.

The Company’s PSUs, which vest over a period of three to four 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 consolidated balance sheets, associated with its PSUs of $5.6 million and $7.8 million at December 31, 2016 and 2015, respectively.

For PSUs held by Penn employees, there was $6.6 million of total unrecognized compensation cost at December 31, 2016 that will be recognized over the grants remaining weighted average vesting period of 1.37 years. For the years ended December 31, 2016, 2015 and 2014, the Company recognized $8.5 million, $14.1 million, and $8.3 million of compensation expense associated with these awards, respectively. The reason for the decrease was primarily due to a decrease in the stock price of Penn common stock during 2016. Amounts paid by the Company for the years ended December 31, 2016, 2015, and 2014 on these cash-settled awards totaled $10.7 million, $14.5 million, and $6.9 million, respectively.

For the Company’s 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 in Note 3. 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 consolidated balance sheets, associated with its SARs of $7.3 million and $8.0 million at December 31, 2016 and 2015, respectively.

For SARs held by Penn employees, there was $4.5 million of total unrecognized compensation cost at December 31, 2016 that will be recognized over the awards remaining weighted average vesting period of 2.45 years. For the years ended December 31, 2016 and 2015, the Company recognized $2.4 million and $5.1 million of compensation expense associated with these awards. For the year ended December 31, 2014, the Company recognized $2.9 million of compensation benefits associated with these awards. The reason for the decrease was primarily due to a decrease in the stock price of Penn common stock during 2016. Amounts paid by the Company for the years ended December 31, 2016, 2015 and 2014 on these cash-settled awards totaled $3.3 million, $3.4 million and $2.2 million, respectively.

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

+ References + Details

Segment Information

12 Months Ended

Dec. 31, 2016

Segment Information

Segment Information

15.Segment Information

During the second quarter of 2016, the Company changed its three reportable segments from East/Midwest, West and Southern Plains to Northeast, South/West, and Midwest in connection with the addition of a new regional vice president and a realignment of responsibilities within the Company’s segments. Segment information for prior periods has been restated for comparability. The following tables (in thousands) 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. The income (loss) from operations by segment presented below does not include allocations for corporate overhead costs or expenses associated with utilizing property subject to the Master Lease.


Year ended December 31, 2016	Northeast		South/West		Midwest		Other (1)		Total
Income (loss) from operations	$	397,524	$	92,629	$	223,180	$	(170,317)	$	543,016
Charge for stock compensation		—		—		—		6,871		6,871
Insurance recoveries		—		—		(726)		—		(726)
Depreciation and amortization		92,373		35,831		38,210		104,800		271,214
Contingent purchase price		(1,277)		—		6		2,548		1,277
Loss (gain) on disposal of assets		450		109		334		(3,364)		(2,471)
Income (loss) from unconsolidated affiliates		—		—		15,960		(1,623)		14,337
Non-operating items for Kansas JV		—		—		10,311		—		10,311
Adjusted EBITDA	$	489,070	$	128,569	$	287,275	$	(61,085)	$	843,829

Year ended December 31, 2015
Income (loss) from operations	$	328,567	$	102,380	$	225,526	$	(188,627)	$	467,846
Charge for stock compensation		—		—		—		8,223		8,223
Impairment losses		40,042		—		—		—		40,042
Depreciation and amortization		93,299		25,793		39,917		100,452		259,461
Contingent purchase price		(5,374)		—		—		—		(5,374)
Loss on disposal of assets		65		677		208		336		1,286
Income (loss) from unconsolidated affiliates		—		—		15,289		(801)		14,488
Non-operating items for Kansas JV		—		—		10,377		—		10,377
Adjusted EBITDA	$	456,599	$	128,850	$	291,317	$	(80,417)	$	796,349

Year ended December 31, 2014
Income (loss) from operations	$	297,674	$	101,156	$	37,362	$	(179,004)	$	257,188
Charge for stock compensation		—		—		—		10,666		10,666
Impairment losses		—		1,420		158,464		—		159,884
Insurance recoveries		—		—		(5,674)		—		(5,674)
Depreciation and amortization		87,018		19,493		61,389		98,842		266,742
Contingent purchase price		689		—		—		—		689
Loss (gain) on disposal of assets		54		183		523		(22)		738
Income (loss) from unconsolidated affiliates		—		51		10,669		(2,771)		7,949
Non-operating items for Kansas JV		—		—		11,809		—		11,809
Adjusted EBITDA	$	385,435	$	122,303	$	274,542	$	(72,289)	$	709,991


	Northeast		South/West		Midwest		Other (1)		Total
	(in thousands)
Year ended December 31, 2016
Net revenues	$	1,568,514	$	546,608	$	877,567	$	41,691	$	3,034,380
Capital expenditures		30,677		30,458		30,921		5,189		97,245

Year ended December 31, 2015
Net revenues	$	1,505,838	$	478,128	$	833,455	$	20,937	$	2,838,358
Capital expenditures		155,413		16,805		22,679		4,343		199,240

Year ended December 31, 2014
Net revenues	$	1,275,651	$	441,718	$	848,868	$	24,290	$	2,590,527
Capital expenditures		140,047		40,140		41,991		5,967		228,145

Balance sheet at December 31, 2016
Total assets		861,951		840,076		1,103,231		2,169,226		4,974,484
Investment in and advances to unconsolidated affiliates		76		—		93,768		62,332		156,176
Goodwill and other intangible assets, net		324,285		224,719		775,377		100,798		1,425,179

Balance sheet at December 31, 2015
Total assets		918,292		968,152		1,091,514		2,160,794		5,138,752
Investment in and advances to unconsolidated affiliates		84		—		103,608		64,457		168,149
Goodwill and other intangible assets, net		324,285		224,746		750,127		4,226		1,303,384

(1)

Includes depreciation expense associated with the real property assets under the Master Lease with GLPI. In addition, total assets include these assets. The interest expense associated with the financing obligation is reflected in the other category. Net revenues and income (loss) from unconsolidated affiliates relate to the Company’s stand-alone racing operations, namely Rosecroft Raceway, which the Company sold on July 31, 2016, Sanford Orlando Kennel Club and the Company’s Texas and New Jersey joint ventures (see Note 6 to the consolidated financial statements) which do not have gaming operations. Other also includes the recently created Penn Interactive Ventures, which is a wholly-owned subsidiary that is pursuing the Company’s interactive gaming strategy and its recent acquisition of Rocket Speed.

- 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=68060357&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=68060357&loc=d3e9038-108599

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 33
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8971-108599

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 12
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8595-108599

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8380-108599

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 35
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8984-108599

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e9031-108599

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e9054-108599

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8538-108599

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 29
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8864-108599

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8924-108599

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8906-108599

+ Details

Summarized Quarterly Data (Unaudited)

12 Months Ended

Dec. 31, 2016

Summarized Quarterly Data (Unaudited)

Summarized Quarterly Data (Unaudited)

16.Summarized Quarterly Data (Unaudited)

The following table summarizes the quarterly results of operations for the years ended December 31, 2016 and 2015:


	Fiscal Quarter
	First		Second		Third (1)		Fourth (2)
	(in thousands, except per share data)
2016
Net revenues	$	756,451	$	769,422	$	765,597	$	742,910
Income from operations		140,531		149,337		139,300		113,848
Net income		23,708		34,035		46,535		5,032
Earnings per common share:
Basic earnings per common share	$	0.26	$	0.38	$	0.52	$	0.06
Diluted earnings per common share	$	0.26	$	0.37	$	0.51	$	0.05

	Fiscal Quarter
	First		Second		Third (3)		Fourth
	(in thousands, except per share data)
2015
Net revenues	$	664,138	$	700,956	$	739,297	$	733,967
Income from operations		111,689		123,361		142,172		90,624
Net income (loss)		1,869		2,983		4,900		(9,066)
Earnings (loss) per common share:
Basic earnings (loss) per common share	$	0.02	$	0.03	$	0.06	$	(0.11)
Diluted earnings (loss) per common share	$	0.02	$	0.03	$	0.05	$	(0.11)

(1)

On August 1, 2016 the Company acquired Rocket Speed, Inc.

(2)

On October 3, 2016 and November 1, 2016 the Company acquired Slot Kings, LLC and Bell Gaming, LLC, respectively.

(3)

On August 25, 2015 and September 1, 2015 the Company acquired Tropicana Las Vegas and Prairie State Gaming, LLC, respectively.

During the fourth quarter of 2015, the Company recorded other intangible assets impairment charges of $40.0 million related to the write-off of its Plainridge Park Casino gaming license and a partial write-down of the gaming license at Hollywood Gaming at Dayton Raceway due to a reduction in the long term earnings forecast at both of these locations. In addition, the three months ended December 31, 2015 included favorable property tax settlements of approximately $16.8 million.

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2016
Related Party Transactions
Related Party Transactions	17.Related Party Transactions The Company currently leases executive office buildings in Wyomissing, Pennsylvania from affiliates of its Chairman of the Board of Directors. Rent expense for the years ended December 31, 2016, 2015 and 2014 amounted to $1.2 million, $1.2 million, and $1.1 million, respectively. The leases for the office space all expire in May 2019. The future minimum lease commitments relating to these leases at December 31, 2016 are $2.9 million.

Fair Value Measurements

12 Months Ended

Dec. 31, 2016

Fair Value Measurements

Fair Value Measurements

18.Fair Value Measurements

ASC 820, “Fair Value Measurements and Disclosures,” establishes a hierarchy that prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach, and cost approach). The levels of the hierarchy are described below:

Level 1: Observable inputs such as quoted prices in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; these include quoted prices for similar assets or liabilities in active markets, such as interest rates and yield curves that are observable at commonly quoted intervals.

Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions, as there is little, if any, related market activity.

The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of assets and liabilities and their placement within the fair value hierarchy.

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.

Advances to Jamul Tribe

The fair value of the Company’s advances to the Jamul Tribe was based on market interest rates for similarly rated observable instruments. Although we determined that these inputs fell within Level 2 of the fair value hierarchy, the probability of the Company’s loan being subordinated is based on internal projections of the cash flows of the facility which is a Level 3 measurement. Therefore, the Company concluded that this instrument should be classified as a Level 3 measurement due to the high probability of the loan being subordinated. See Note 5 for further details.

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.

Other long term obligations at December 31, 2016 include the relocation fees for Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course, and the repayment obligation of a hotel and event center located near Hollywood Casino Lawrenceburg. The fair value of the relocation fees for Hollywood Gaming at Dayton Raceway and Hollywood Gaming at Mahoning Valley Race Course approximates its carrying value as the discount rate of 5.0% approximates the market rate of similar debt instruments and as such is a Level 2 measurement. Finally, the fair value of the repayment obligation for the hotel and event center is estimated based on a rate consistent with comparable municipal bonds and as such is a Level 2 measurement.

Other Liabilities

Other liabilities at December 31, 2016, include the contingent purchase price consideration related to the purchase of Plainridge Racecourse and Rocket Speed. The fair value of the Company’s contingent purchase price consideration related to its Plainridge Racecourse acquisition is estimated based on an income approach using a discounted cash flow model and as such is a Level 3 measurement. The fair value of the Company’s contingent purchase price consideration related to its Rocket Speed acquisition is estimated by applying an option pricing method using a Monte Carlo simulation which is a quantitative technique that estimates the distribution of an outcome variable that depends on probabilistic input variables and as such is a Level 3 measurement. At each reporting period, the Company assesses the fair value of this obligation and changes in its value are recorded in earnings. The amount included in general and administrative expenses related to the change in fair value of these obligations was a charge of $1.3 million for the year ended December 31, 2016 compared to a reduction of $5.4 million for the year ended December 31, 2015 and a charge of $0.7 million for the year ended December 31, 2014.

The carrying amounts and estimated fair values by input level of the Company’s financial instruments during the years ended December 31, 2016 and 2015 are as follows (in thousands):


	December 31, 2016
	Carrying
	Amount		Fair Value		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	229,510	$	229,510	$	229,510	$	—	$	—
Advances to Jamul Tribe		92,100		98,000		—		—		98,000
Financial liabilities:
Long-term debt
Senior secured credit facility		962,703		976,092		785,092		191,000		—
Senior unsecured notes		296,895		312,000		312,000		—		—
Other long-term obligations		154,084		152,132		—		152,132		—
Other liabilities		48,244		48,244		—		—		48,244


	December 31, 2015
	Carrying
	Amount		Fair Value		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	237,009	$	237,009	$	237,009	$	—	$	—
Advances to Jamul Tribe		197,722		197,722		—		—		197,722
Financial liabilities:
Long-term debt
Senior secured credit facility		1,239,049		1,251,975		829,975		422,000		—
Senior unsecured notes		296,252		291,000		291,000		—		—
Other long-term obligations		146,992		147,358		—		147,358		—
Other liabilities		13,815		13,815		—		—		13,815

The following table summarizes the changes in fair value of the Company’s Level 3 liabilities (in thousands):


	Twelve Months Ended
	December 31, 2016 and 2015
	Liabilities
	Contingent
	Purchase Price

Balance at January 1, 2015	$	19,189
Included in earnings		(5,374)
Balance at December 31, 2015	$	13,815
Additions		34,945
Payments		(1,793)
Included in earnings		1,277
Balance at December 31, 2016	$	48,244

The following table summarizes the significant unobservable inputs used in calculating fair value for our Level 3 liabilities:


	Valuation	Unobservable
	Technique	Input	Discount Rate		Volatility Rate
Contingent purchase price - Plainridge	Discounted cash flow	Discount rate	8.30	%	N/A	%
Contingent purchase price - Rocket Speed	Option pricing method	Discount rate, Volatility rate	11.50	%	87.32	%

The following table sets forth the assets measured at fair value on a non-recurring basis during the year ended December 31, 2015 (in thousands):



										Total Reduction in
								Balance at		Fair Value
	Balance							December 31,		Recorded during
	Sheet							2015		the year ended
	Location	Level 1		Level 2		Level 3		Total		December 31, 2015,
Assets:
Intangible assets	Other intangible assets	$	—	$	—	$	110,436	$	110,436	$	(40,042)
										$	(40,042)

Goodwill and intangible assets

The valuation technique used to measure the fair value of goodwill and intangible assets was the income approach. See Note 3 for a description of the inputs and the information used to develop the inputs in calculating the fair value measurements of goodwill and indefinite-life intangible assets.

For the year ended December 31, 2015, the Company recorded other intangible assets impairment charges of $40.0 million, as of the valuation date of October 1, 2015, related to the write-off of our Plainridge Park Casino gaming license and a partial write-down of the gaming license at Hollywood Gaming at Dayton Raceway due to a reduction in the long term earnings forecast at both of these locations.

Insurance Recoveries and Deductibles	12 Months Ended
Insurance Recoveries and Deductibles	Dec. 31, 2016
Insurance Recoveries.
Insurance Recoveries	19.Insurance Recoveries and Deductibles Argosy Casino Alton Argosy Casino Alton closed on the evening of December 28, 2015 and did not reopen until the evening of January 3, 2016 due flooding in the surrounding area. The main bridge to the property also remained closed through January 13, 2016. As a result, the company received $0.7 million in insurance proceeds for business interruption in 2016.

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2016
Subsequent Events
Subsequent Events	20.Subsequent Events Refinancing Transactions On January 19, 2017, the Company issued $400.0 million of 5.625% senior notes due 2027 (the “5.625% Notes”) and entered into $1,500.0 million of amended credit facilities, comprised of a $300.0 million Term Loan A Facility with a maturity of five years, a $500.0 million Term Loan B Facility with a maturity of seven years and a $700.0 million revolving credit facility with a maturity of five years (the “Amended Credit Facilities”). The Company used a portion of the proceeds from the issuance of the 5.625% Notes to retire its existing 5.875% Notes and to fund related transaction fees and expenses. The Company used loans funded under the Amended Credit Facilities and a portion of the proceeds of the 5.625% Notes to repay amounts outstanding under its existing Credit Agreement and to fund related transaction fees and expenses and for general corporate purposes. The 5.625% Notes mature on January 15, 2027 at a price of par. Interest on the 5.625% Notes is payable on January 15 and July 15 of each year. The 5.625% Notes are senior unsecured obligations of the Company. The 5.625% Notes will not be guaranteed by any of the Company’s subsidiaries except in the event that the Company in the future issues certain subsidiary-guaranteed debt securities. The Company may redeem the 5.625% Notes at any time on or after January 15, 2022, at the declining redemption premiums set forth in the indenture governing the 5.625% Notes, and, prior to January 15, 2022, at a “make-whole” redemption premium set forth in the indenture governing the 5.625% Notes. In addition, prior to January 15, 2020, the Company may redeem the Notes with an amount equal to the net proceeds from one or more equity offerings, at a redemption price equal to 105.625% of the principal amount of the Notes redeemed, together with accrued and unpaid interest to, but not including, the redemption date, so long as at least 60% of the aggregate principal amount of the notes originally issued under the indenture remains outstanding and such redemption occurs within 180 days of closing of the related equity offering. In connection with the Refinancing Transactions, the Company incurred $25.2 million of debt extinguishment and financing charges (inclusive of the $13.2 million call premium on the 5.875% Notes) which will be recorded in other expenses on our consolidated statement of operations for the three months ending March 31, 2017. Share Repurchase Program On February 3, 2017, our Board of Directors authorized a $100 million share repurchase program which can be executed over a two year period.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2016

Summary of Significant Accounting Policies

Cash and Cash Equivalents

The Company considers all cash balances and highly‑liquid investments with original maturities of three months or less to be cash and cash equivalents.

Concentration of Credit Risk

Financial instruments that subject the Company to credit risk consist of cash and cash equivalents, and accounts receivable.

See Note 5 for a discussion of the credit risk associated with our advances to the Jamul Tribe.

Property and Equipment

Depreciation of property and equipment is recorded using the straight‑ line method over the following estimated useful lives:


Land improvements	15	years
Building and improvements	5 to 31	years
Furniture, fixtures, and equipment	3 to 31	years

The estimated useful lives are determined based on the nature of the assets as well as the Company’s current operating strategy.

Goodwill and Other Intangible Assets

Theoretical construction costs and duration;

Pre‑opening expenses; and

Discounting that reflects the level of risk associated with receiving future cash flows attributable to the license.

Failed Spin-Off-Leaseback Financing Obligation

Debt Issuance Costs

Self-Insurance Reserves

Contingent Purchase Price

Other Comprehensive Income

Income Taxes

Revenue Recognition and Promotional Allowances

The amounts included in promotional allowances for the years ended December 31, 2016, 2015 and 2014 are as follows (in thousands):


Year ended December 31,	2016		2015		2014
Rooms	$	39,352	$	34,708	$	33,513
Food and beverage		126,438		111,144		106,908
Other		8,871		9,135		9,898
Total promotional allowances	$	174,661	$	154,987	$	150,319

The estimated cost of providing such complimentary services for the years ended December 31, 2016, 2015 and 2014 are as follows (in thousands):


Year ended December 31,	2016		2015		2014
Rooms	$	5,291	$	4,199	$	3,664
Food and beverage		48,497		44,012		44,325
Other		3,518		3,582		3,635
Total cost of complimentary services	$	57,306	$	51,793	$	51,624

Player Loyalty Programs


Year ended December 31,	2016		2015		2014
Rooms	$	5,291	$	4,199	$	3,664
Food and beverage		48,497		44,012		44,325
Other		3,518		3,582		3,635
Total cost of complimentary services	$	57,306	$	51,793	$	51,624

Player Loyalty Programs

Gaming and Racing Taxes

Payments related to the Master Lease

As of December 31, 2016, the Company financed with GLPI real property assets associated with eighteen of the Company’s gaming and related facilities used in the Company’s operations.

Total payments made to GLPI under the Master Lease were $442.3 million, $437.0 million and $421.4 million for the years ended December 31, 2016, 2015 and 2014, respectively.

Earnings Per Share

The following table sets forth the allocation of net income for the year ended December 31, 2016 and 2015 under the two class method:


Year ended December 31,	2016		2015
	(in thousands)
Net income	$	109,310	$	686
Net income applicable to preferred stock		8,662		67
Net income applicable to common stock	$	100,648	$	619


Year ended December 31,	2016	2015
	(in thousands)
Determination of shares:
Weighted-average common shares outstanding	82,929	80,003
Assumed conversion of dilutive employee stock-based awards	1,299	2,217
Assumed conversion of restricted stock	42	60
Diluted weighted-average common share outstanding before participating security	84,270	82,280
Assumed conversion of preferred stock	7,137	8,624
Diluted weighted-average common shares outstanding	91,407	90,904

The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the year ended December 31, 2016 and 2015 (in thousands, except per share data):


Year ended December 31,	2016		2015
Calculation of basic EPS:
Net income applicable to common stock	$	100,648	$	619
Weighted-average common shares outstanding		82,929		80,003
Basic EPS	$	1.21	$	0.01
Calculation of diluted EPS using two class method:
Net income applicable to common stock	$	100,648	$	619
Diluted weighted-average common shares outstanding before participating security		84,270		82,280
Diluted EPS	$	1.19	$	0.01

Stock-Based Compensation

Stock‑Based Compensation

The following are the weighted‑average assumptions used in the Black‑Scholes option‑pricing model for the years ended December 31, 2016, 2015 and 2014:


	2016		2015		2014

Risk-free interest rate	1.20	%	1.54	%	1.68	%
Expected volatility	31.23	%	36.68	%	44.80	%
Dividend yield	—		-		-
Weighted-average expected life (years)	5.40		5.45		5.45

See Note 14 for a discussion on the impact of the Spin‑Off on the Company’s stock‑based equity awards.

Segment Information

Statements of Cash Flows

The Company has presented the consolidated statements of cash flows using the indirect method, which involves the reconciliation of net (loss) income to net cash flow from operating activities.

Acquisitions

Variable Interest Entities

Certain Risks and Uncertainties

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2016

Summary of Significant Accounting Policies

Schedule of the estimated useful lives of property and equipment


Land improvements	15	years
Building and improvements	5 to 31	years
Furniture, fixtures, and equipment	3 to 31	years

Schedule of promotional allowances

The amounts included in promotional allowances for the years ended December 31, 2016, 2015 and 2014 are as follows (in thousands):


Year ended December 31,	2016		2015		2014
Rooms	$	39,352	$	34,708	$	33,513
Food and beverage		126,438		111,144		106,908
Other		8,871		9,135		9,898
Total promotional allowances	$	174,661	$	154,987	$	150,319

Schedule of estimated cost of providing complimentary services

The estimated cost of providing such complimentary services for the years ended December 31, 2016, 2015 and 2014 are as follows (in thousands):


Year ended December 31,	2016		2015		2014
Rooms	$	5,291	$	4,199	$	3,664
Food and beverage		48,497		44,012		44,325
Other		3,518		3,582		3,635
Total cost of complimentary services	$	57,306	$	51,793	$	51,624

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


Year ended December 31,	2016		2015
	(in thousands)
Net income	$	109,310	$	686
Net income applicable to preferred stock		8,662		67
Net income applicable to common stock	$	100,648	$	619

Schedule of 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


Year ended December 31,	2016	2015
	(in thousands)
Determination of shares:
Weighted-average common shares outstanding	82,929	80,003
Assumed conversion of dilutive employee stock-based awards	1,299	2,217
Assumed conversion of restricted stock	42	60
Diluted weighted-average common share outstanding before participating security	84,270	82,280
Assumed conversion of preferred stock	7,137	8,624
Diluted weighted-average common shares outstanding	91,407	90,904

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

The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the year ended December 31, 2016 and 2015 (in thousands, except per share data):


Year ended December 31,	2016		2015
Calculation of basic EPS:
Net income applicable to common stock	$	100,648	$	619
Weighted-average common shares outstanding		82,929		80,003
Basic EPS	$	1.21	$	0.01
Calculation of diluted EPS using two class method:
Net income applicable to common stock	$	100,648	$	619
Diluted weighted-average common shares outstanding before participating security		84,270		82,280
Diluted EPS	$	1.19	$	0.01

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


	2016		2015		2014

Risk-free interest rate	1.20	%	1.54	%	1.68	%
Expected volatility	31.23	%	36.68	%	44.80	%
Dividend yield	—		-		-
Weighted-average expected life (years)	5.40		5.45		5.45

Acquisitions and Other Recent Business Ventures (Tables)

12 Months Ended

Dec. 31, 2016

Schedule of Pro Forma Financial Information


Year ended December 31,	2015
Net Revenues	$	3,154,848
Income from continuing operations		540,992

Rocket Speed

Schedule of estimated fair values of assets acquired and liabilities assumed as of the acquisition date


		August 1, 2016

Current assets		$ 7,738
Fixed assets		235
Goodwill		67,164
Other intangible assets		35,383
Other assets		73
Total assets		$ 110,593

Current liabilities		$ 5,350
Deferred taxes		10,268
Other liabilities		100
Total liabilities		15,718
Cash paid		60,489
Contingent purchase price		34,386
Total consideration transferred		$ 110,593

Developed technology intangible		$ 17,969
User base intangible		11,563
Non-compete agreements intangible		5,851
Other intangible assets		$ 35,383

Tropicana Las Vegas

Schedule of estimated fair values of assets acquired and liabilities assumed as of the acquisition date


		August 25, 2015

Current assets		$ 15,966
Property and equipment, net		365,492
Goodwill		14,821
Other assets		4,553
Total assets		$ 400,832


Current liabilities		$ 25,755
Other liabilities		17,417
Total liabilities		43,172
Cash paid / total consideration transferred		357,660

Investment In and Advances to Unconsolidated Affiliates (Tables)

12 Months Ended

Dec. 31, 2016

Investment In and Advances to Unconsolidated Affiliates

Schedule of summary financial information for Kansas Entertainment for the comparative periods presented in the Company's consolidated balance sheets and consolidated statements of operations


	Year Ended December 31,
	2016		2015		2014
Current assets	$	16,638	$	16,550	$	21,978
Noncurrent assets	$	176,050	$	195,010	$	213,386
Current liabilities	$	15,351	$	14,544	$	14,626


	Year Ended December 31,
	2016		2015		2014
Net revenues	$	152,926	$	153,407	$	143,390
Operating expenses		121,006		122,828		122,051
Income from operations		31,920		30,579		21,339
Net income	$	31,920	$	30,579	$	21,339

Net income attributable to Penn	$	15,960	$	15,290	$	10,670

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2016

Property and Equipment

Schedule of property and equipment, net


	December 31,		December 31,
	2016		2015
	(in thousands)

Property and equipment - non-master lease
Land and improvements	$	294,590	$	288,910
Building and improvements		404,158		396,497
Furniture, fixtures and equipment		1,355,615		1,303,153
Leasehold improvements		118,940		129,012
Construction in progress		16,375		9,175
		2,189,678		2,126,747
Less Accumulated depreciation		(1,224,596)		(1,093,115)
		965,082		1,033,632
Property and equipment - master lease
Land and improvements		382,246		382,246
Building and improvements		2,219,018		2,219,018
		2,601,264		2,601,264
Less accumulated depreciation		(745,963)		(654,828)
		1,855,301		1,946,436
Property and equipment, net	$	2,820,383	$	2,980,068

Goodwill and Other Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2016

Goodwill and Other Intangible Assets

Reconciliation of goodwill and accumulated goodwill impairment losses

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


Balance at December 31, 2014 :
Goodwill	$	2,137,749
Accumulated goodwill impairment losses		(1,263,565)
Goodwill, net	$	874,184
Goodwill acquired		37,758
Balance at December 31, 2015 :
Goodwill	$	2,175,507
Accumulated goodwill impairment losses		(1,263,565)
Goodwill, net	$	911,942
Goodwill acquired		77,743
Balance at December 31, 2016:
Goodwill	$	2,253,250
Accumulated goodwill impairment losses		(1,263,565)
Goodwill, net	$	989,685

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


	December 31, 2016						December 31, 2015
	(in thousands)
	Gross						Gross
	Carrying		Accumulated		Net Book		Carrying		Accumulated		Net Book
	Value		Amortization		Value		Value		Amortization		Value
Indefinite-life intangible assets	$	375,405	$	—	$	375,405	$	375,405	$	—	$	375,405
Other intangible assets		125,584		65,495		60,089		72,223		56,186		16,037
Total	$	500,989	$	65,495	$	435,494	$	447,628	$	56,186	$	391,442

Schedule of expected intangible asset amortization expense

The following table presents expected intangible asset amortization expense based on existing intangible assets at December 31, 2016 (in thousands):


2017	$	18,142
2018		11,844
2019		7,660
2020		5,233
2021		3,331
Thereafter		13,879
Total	$	60,089

Schedule of remaining goodwill and other intangible assets by reporting unit

The Company’s remaining goodwill and other intangible assets by reporting unit at December 31, 2016 is shown below (in thousands):


			Other Intangible
Reporting Unit	Goodwill		Assets
Hollywood Casino St. Louis	$	205,783	$	58,418
Hollywood Casino Aurora		207,207		-
Argosy Casino Riverside		154,332		4,964
Zia Park Casino		142,359		—
Hollywood Gaming at Dayton Raceway		15,339		110,436
Hollywood Gaming at Mahoning Valley Race Course		—		125,000
Penn Interactive Ventures		67,164		29,555
Hollywood Casino at Penn National Race Course		1,497		67,607
Prairie State Gaming		33,515		29,822
Hollywood Casino Lawrenceburg		63,189		—
Hollywood Casino Tunica		44,042		—
Boomtown Biloxi		22,365		—
Argosy Casino Alton		9,863		8,284
Tropicana Las Vegas		14,821		—
Others		8,209		1,408
Total	$	989,685	$	435,494

Long-term Debt (Tables)

12 Months Ended

Dec. 31, 2016

Long-term Debt

Schedule of long-term debt, net of current maturities


	December 31,		December 31,
	2016		2015
	(in thousands)

Senior secured credit facility	$	976,845	$	1,259,740
$300 million 5.875 % senior unsecured notes due November 1, 2021		300,000		300,000
Other long-term obligations		154,084		146,992
Capital leases		1,760		28,466
		1,432,689		1,735,198
Less current maturities of long-term debt		(85,595)		(92,108)
Less net discounts		(620)		(686)
Less debt issuance costs, net of accumulated amortization of $20.5 million and $13.3 million, respectively		(16,535)		(23,553)
	$	1,329,939	$	1,618,851

Schedule of future minimum repayments of long-term debt

The following is a schedule of future minimum repayments of long-term debt as of December 31, 2016 (in thousands):


2017	$	85,504
2018		687,552
2019		19,773
2020		253,059
2021		330,912
Thereafter		55,889
Total minimum payments	$	1,432,689

- 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=64930739&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=64930785&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=64930785&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

+ Details

Master Lease Financing Obligation (Tables)

12 Months Ended

Dec. 31, 2016

Master Lease Financing Obligation

Schedule of future minimum payments related to the Master Lease financing obligation with GLPI

The future minimum payments related to the Master Lease financing obligation with GLPI, at December 31, 2016 are as follows (in thousands):


2017	$	389,496
2018		378,716
2019		324,819
2020		324,819
2021		324,819
Thereafter		8,715,981
Total minimum payments		10,458,650
Less amounts representing interest at 9.70%		(7,332,321)
Plus residual values		387,751
Present value of future minimum payments		3,514,080
Less current portion of financing obligation		(56,595)
Long-term portion of financing obligation	$	3,457,485

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2016

Commitments and Contingencies

Future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases

The future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases at December 31, 2016 are as follows (in thousands):


Year ending December 31,	Total
2017	$	5,366
2018		4,379
2019		2,393
2020		1,184
2021		999
Thereafter		13,959
Total	$	28,280

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2016

Income Taxes

Components of the Company's deferred tax assets and liabilities


Year ended December 31,	2016		2015
	(in thousands)
Deferred tax assets:
Stock-based compensation expense	$	17,773	$	36,243
Accrued expenses		64,175		59,196
Intangibles		—		11,590
Financing obligation to GLPI		1,359,193		1,374,268
Unrecognized tax benefits		9,377		9,858
Net operating losses and tax credit carryforwards		78,021		81,109
Gross deferred tax assets		1,528,539		1,572,264
Less valuation allowance		(828,501)		(844,258)
Net deferred tax assets		700,038		728,006
Deferred tax liabilities:
Property, plant and equipment, non-master lease		(69,151)		(80,930)
Property, plant and equipment, master lease		(717,602)		(750,407)
Investments in unconsolidated affiliates		(1,383)		(3,024)
Accumulated other comprehensive gain		—		(1,566)
Undistributed foreign earnings		(8,596)		—
Intangibles		(30,230)		—
Net deferred tax liabilities		(826,962)		(835,927)
Noncurrent deferred tax liabilities, net	$	(126,924)	$	(107,921)

Schedule of the provision for income taxes charged to operations


Year ended December 31,	2016		2015		2014
	(in thousands)
Current tax (benefit) expense
Federal	$	8,721	$	(5,158)	$	14,275
State		3,489		133		5,821
Foreign		(9,639)		3,713		7,515
Total current		2,571		(1,312)		27,611
Deferred tax expense
Federal		5,457		51,817		2,357
State		3,279		5,419		551
Total deferred		8,736		57,236		2,908
Total income tax provision	$	11,307	$	55,924	$	30,519

Reconciliation of the statutory federal income tax rate to the actual effective income tax rate


Year ended December 31,	2016		2015		2014
Percent of pretax income
Federal taxes	35.0	%	35.0	%	35.0	%
State and local income taxes	1.2	%	6.1	%	1.6	%
Permanent differences	(0.6)	%	5.8	%	(20.9)	%
Foreign	(8.5)	%	5.2	%	(2.2)	%
Valuation allowance	(17.1)	%	55.3	%	(31.1)	%
Other miscellaneous items	(0.6)	%	(8.6)	%	(2.3)	%
	9.4	%	98.8	%	(19.9)	%


Year ended December 31,	2016		2015		2014
	(in thousands)
Amount of pretax income
Federal taxes	$	42,216	$	19,814	$	(53,656)
State and local income taxes		1,498		3,435		(2,470)
Permanent differences		(690)		3,276		32,019
Foreign		(10,268)		2,955		3,337
Valuation allowance		(20,675)		31,288		47,703
Other miscellaneous items		(774)		(4,844)		3,586
	$	11,307	$	55,924	$	30,519

Reconciliation of liability for unrecognized tax benefits


	Unrecognized
	tax benefits
	(in thousands)
Unrecognized tax benefits	$	44,477
Cumulative advance deposits on account		(37,441)
Balance at December 31, 2014	$	7,036
Additions based on current year positions		561
Additions based on prior year positions		6,371
Decreases due to settlements and/or reduction in reserves		(4,743)
Currency translation adjustments		(9,097)
Settlement payments		(4,000)
Unrecognized tax benefits		33,569
Cumulative advance deposits on account		(31,371)
Balance at December 31, 2015	$	2,198
Additions based on current year positions		-
Additions based on prior year positions		3,749
Decreases due to settlements and/or reduction in reserves		(9,091)
Currency translation adjustments		2,565
Settlement payments		(4,000)
Unrecognized tax benefits balance at December 31, 2016	$	26,792

Shareholders' Equity (Tables)

12 Months Ended

Dec. 31, 2016

Shareholders' Equity

Schedule of changes in each class of the Company's Preferred Stock


		Series C
		Preferred Stock
Shares outstanding at December 31, 2015		8,624
Conversion of Series C Preferred Stock to Common Stock		(8,624)
Shares outstanding at December 31, 2016		—

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2016

Stock-Based Compensation

Information on stock options issued under the plans


				Weighted-
				Average
				Remaining	Aggregate
	Number of Option	Weighted-Average		Contractual	Intrinsic Value
	Shares	Exercise Price		Term (in years)	(in thousands)
Outstanding at December 31, 2015	6,381,576	$	9.97
Granted	1,573,651		12.92
Exercised	(1,526,226)		7.77
Canceled	(102,408)		13.76
Outstanding at December 31, 2016	6,326,593	$	11.17	3.93	$	16,988,875

Information about stock options outstanding, by exercise price range


	Exercise Price Range						Total
	$6.76 to		$11.12 to		$16.59 to		$6.76 to
	$10.26		$15.45		$18.61		$18.61
Outstanding options
Number outstanding		2,229,210		4,026,349		71,034		6,326,593
Weighted-average remaining contractual life (years)		1.55		5.22		5.73		3.93
Weighted-average exercise price	$	8.10	$	12.76	$	17.26	$	11.17
Exercisable options
Number outstanding		1,805,807		1,288,869		15,374		3,110,050
Weighted-average exercise price	$	9.53	$	13.06	$	17.86	$	11.03

Information on restricted stock awards issued under the plans


		Number of Award
		Shares
Outstanding at December 31, 2015		126,996
Awarded		113,766
Released		(50,860)
Canceled		(14,016)
Outstanding at December 31, 2016		175,886

Segment Information (Tables)

12 Months Ended

Dec. 31, 2016

Segment Information

Schedule of information with respect to the Company's segments


Year ended December 31, 2016	Northeast		South/West		Midwest		Other (1)		Total
Income (loss) from operations	$	397,524	$	92,629	$	223,180	$	(170,317)	$	543,016
Charge for stock compensation		—		—		—		6,871		6,871
Insurance recoveries		—		—		(726)		—		(726)
Depreciation and amortization		92,373		35,831		38,210		104,800		271,214
Contingent purchase price		(1,277)		—		6		2,548		1,277
Loss (gain) on disposal of assets		450		109		334		(3,364)		(2,471)
Income (loss) from unconsolidated affiliates		—		—		15,960		(1,623)		14,337
Non-operating items for Kansas JV		—		—		10,311		—		10,311
Adjusted EBITDA	$	489,070	$	128,569	$	287,275	$	(61,085)	$	843,829

Year ended December 31, 2015
Income (loss) from operations	$	328,567	$	102,380	$	225,526	$	(188,627)	$	467,846
Charge for stock compensation		—		—		—		8,223		8,223
Impairment losses		40,042		—		—		—		40,042
Depreciation and amortization		93,299		25,793		39,917		100,452		259,461
Contingent purchase price		(5,374)		—		—		—		(5,374)
Loss on disposal of assets		65		677		208		336		1,286
Income (loss) from unconsolidated affiliates		—		—		15,289		(801)		14,488
Non-operating items for Kansas JV		—		—		10,377		—		10,377
Adjusted EBITDA	$	456,599	$	128,850	$	291,317	$	(80,417)	$	796,349

Year ended December 31, 2014
Income (loss) from operations	$	297,674	$	101,156	$	37,362	$	(179,004)	$	257,188
Charge for stock compensation		—		—		—		10,666		10,666
Impairment losses		—		1,420		158,464		—		159,884
Insurance recoveries		—		—		(5,674)		—		(5,674)
Depreciation and amortization		87,018		19,493		61,389		98,842		266,742
Contingent purchase price		689		—		—		—		689
Loss (gain) on disposal of assets		54		183		523		(22)		738
Income (loss) from unconsolidated affiliates		—		51		10,669		(2,771)		7,949
Non-operating items for Kansas JV		—		—		11,809		—		11,809
Adjusted EBITDA	$	385,435	$	122,303	$	274,542	$	(72,289)	$	709,991


	Northeast		South/West		Midwest		Other (1)		Total
	(in thousands)
Year ended December 31, 2016
Net revenues	$	1,568,514	$	546,608	$	877,567	$	41,691	$	3,034,380
Capital expenditures		30,677		30,458		30,921		5,189		97,245

Year ended December 31, 2015
Net revenues	$	1,505,838	$	478,128	$	833,455	$	20,937	$	2,838,358
Capital expenditures		155,413		16,805		22,679		4,343		199,240

Year ended December 31, 2014
Net revenues	$	1,275,651	$	441,718	$	848,868	$	24,290	$	2,590,527
Capital expenditures		140,047		40,140		41,991		5,967		228,145

Balance sheet at December 31, 2016
Total assets		861,951		840,076		1,103,231		2,169,226		4,974,484
Investment in and advances to unconsolidated affiliates		76		—		93,768		62,332		156,176
Goodwill and other intangible assets, net		324,285		224,719		775,377		100,798		1,425,179

Balance sheet at December 31, 2015
Total assets		918,292		968,152		1,091,514		2,160,794		5,138,752
Investment in and advances to unconsolidated affiliates		84		—		103,608		64,457		168,149
Goodwill and other intangible assets, net		324,285		224,746		750,127		4,226		1,303,384

Summarized Quarterly Data (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2016

Summarized Quarterly Data (Unaudited)

Schedule of the quarterly results of operations


	Fiscal Quarter
	First		Second		Third (1)		Fourth (2)
	(in thousands, except per share data)
2016
Net revenues	$	756,451	$	769,422	$	765,597	$	742,910
Income from operations		140,531		149,337		139,300		113,848
Net income		23,708		34,035		46,535		5,032
Earnings per common share:
Basic earnings per common share	$	0.26	$	0.38	$	0.52	$	0.06
Diluted earnings per common share	$	0.26	$	0.37	$	0.51	$	0.05

	Fiscal Quarter
	First		Second		Third (3)		Fourth
	(in thousands, except per share data)
2015
Net revenues	$	664,138	$	700,956	$	739,297	$	733,967
Income from operations		111,689		123,361		142,172		90,624
Net income (loss)		1,869		2,983		4,900		(9,066)
Earnings (loss) per common share:
Basic earnings (loss) per common share	$	0.02	$	0.03	$	0.06	$	(0.11)
Diluted earnings (loss) per common share	$	0.02	$	0.03	$	0.05	$	(0.11)

(1)

On August 1, 2016 the Company acquired Rocket Speed, Inc.

(2)

On October 3, 2016 and November 1, 2016 the Company acquired Slot Kings, LLC and Bell Gaming, LLC, respectively.

On August 25, 2015 and September 1, 2015 the Company acquired Tropicana Las Vegas and Prairie State Gaming, LLC, respectively.

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2016

Fair Value Measurements

Schedule of carrying amount and estimated fair values of financial instruments


	December 31, 2016
	Carrying
	Amount		Fair Value		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	229,510	$	229,510	$	229,510	$	—	$	—
Advances to Jamul Tribe		92,100		98,000		—		—		98,000
Financial liabilities:
Long-term debt
Senior secured credit facility		962,703		976,092		785,092		191,000		—
Senior unsecured notes		296,895		312,000		312,000		—		—
Other long-term obligations		154,084		152,132		—		152,132		—
Other liabilities		48,244		48,244		—		—		48,244


	December 31, 2015
	Carrying
	Amount		Fair Value		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	237,009	$	237,009	$	237,009	$	—	$	—
Advances to Jamul Tribe		197,722		197,722		—		—		197,722
Financial liabilities:
Long-term debt
Senior secured credit facility		1,239,049		1,251,975		829,975		422,000		—
Senior unsecured notes		296,252		291,000		291,000		—		—
Other long-term obligations		146,992		147,358		—		147,358		—
Other liabilities		13,815		13,815		—		—		13,815

Summary of the changes in fair value of Level 3 liabilities

The following table summarizes the changes in fair value of the Company’s Level 3 liabilities (in thousands):


	Twelve Months Ended
	December 31, 2016 and 2015
	Liabilities
	Contingent
	Purchase Price

Balance at January 1, 2015	$	19,189
Included in earnings		(5,374)
Balance at December 31, 2015	$	13,815
Additions		34,945
Payments		(1,793)
Included in earnings		1,277
Balance at December 31, 2016	$	48,244

Summary of significant unobservable inputs used in calculating fair value Level 3 liabilities


	Valuation	Unobservable
	Technique	Input	Discount Rate		Volatility Rate
Contingent purchase price - Plainridge	Discounted cash flow	Discount rate	8.30	%	N/A	%
Contingent purchase price - Rocket Speed	Option pricing method	Discount rate, Volatility rate	11.50	%	87.32	%

Schedule of the assets measured at fair value on a nonrecurring basis

The following table sets forth the assets measured at fair value on a non-recurring basis during the year ended December 31, 2015 (in thousands):



										Total Reduction in
								Balance at		Fair Value
	Balance							December 31,		Recorded during
	Sheet							2015		the year ended
	Location	Level 1		Level 2		Level 3		Total		December 31, 2015,
Assets:
Intangible assets	Other intangible assets	$	—	$	—	$	110,436	$	110,436	$	(40,042)
										$	(40,042)

Business and Basis of Presentation (Details)	12 Months Ended	29 Months Ended
Business and Basis of Presentation (Details)	Dec. 31, 2016 jurisdiction facility item	Sep. 30, 2014 item
Number of new gaming properties in Ohio		4
Number of facilities the entity owned, managed, or had ownership interests in \| facility	27
Number of jurisdictions in which the entity operates \| jurisdiction	17
Prairie State Gaming
Number of video gaming terminal route operators acquired	2

Summary of Significant Accounting Policies - Concentration of Risk (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Concentration of Credit Risk
Receivables	$ 61,855	$ 45,186
Receivables \| Credit Concentration Risk \| Casino Rama and Hollywood Casino Jamul-San Diego
Concentration of Credit Risk
Receivables	11,800	5,400
Receivables \| Credit Concentration Risk \| Hollywood Casino At Penn National Race Course
Concentration of Credit Risk
Receivables	4,000	5,100
Receivables \| Credit Concentration Risk \| Kansas Entertainment
Concentration of Credit Risk
Receivables	3,400	3,200
Receivables \| Credit Concentration Risk \| Approved casino marker customers
Concentration of Credit Risk
Receivables	4,400	4,700
Receivables \| Credit Concentration Risk \| West Virginia Lottery \| Hollywood Casino at Charles Town Races
Concentration of Credit Risk
Receivables	5,000	5,200
Receivables \| Credit Concentration Risk \| Customers receiving cash, credit card, and other advances
Concentration of Credit Risk
Receivables	10,800	$ 5,500
Receivables \| Credit Concentration Risk \| Social casino game revenue platform providers
Concentration of Credit Risk
Receivables	$ 3,200

Summary of Significant Accounting Policies - Finite-lived and Indefinite-lived Assets (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2016 USD ($) item	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)
Goodwill and Other Intangible Assets
Goodwill	$ 989,685	$ 911,942	$ 874,184
Other intangible assets, net	$ 435,494	$ 391,442
Number of issues that arise with respect to assets that require significant management estimates and judgment \| item	2
Land Improvements
Estimated useful lives of property and equipment
Useful lives	15 years
Building And Building Improvements \| Minimum
Estimated useful lives of property and equipment
Useful lives	5 years
Building And Building Improvements \| Maximum
Estimated useful lives of property and equipment
Useful lives	31 years
Furniture, Fixtures and Equipment \| Minimum
Estimated useful lives of property and equipment
Useful lives	3 years
Furniture, Fixtures and Equipment \| Maximum
Estimated useful lives of property and equipment
Useful lives	31 years

Summary of Significant Accounting Policies - Failed Spin-Off-Leaseback Financing Obligation (Details) - Master Lease Agreement	12 Months Ended
	Dec. 31, 2016
Capital Leased Assets
Discount rate	9.70%
Lease term	35 years

Summary of Significant Accounting Policies -Revenue Recognition, Player Loyalty Programs, and Gaming and Racing Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Revenue Recognition and Promotional Allowances
Promotional allowances	$ 174,661	$ 154,987	$ 150,319
Cost of complimentary services	$ 57,306	51,793	51,624
Player Loyalty Programs
Marquee Rewards points expired after inactivity (in months)	6 months
Player loyalty liability recorded within accrued expenses on the consolidated balance sheets	$ 14,200	13,800
Gaming and Racing Taxes
Gaming expense	962,700	921,600	821,100
Rooms
Revenue Recognition and Promotional Allowances
Promotional allowances	39,352	34,708	33,513
Cost of complimentary services	5,291	4,199	3,664
Food And Beverage
Revenue Recognition and Promotional Allowances
Promotional allowances	126,438	111,144	106,908
Cost of complimentary services	48,497	44,012	44,325
Other
Revenue Recognition and Promotional Allowances
Promotional allowances	8,871	9,135	9,898
Cost of complimentary services	$ 3,518	$ 3,582	$ 3,635

Summary of Significant Accounting Policies - Payments Related to Master Lease (Details) $ in Millions					3 Months Ended	12 Months Ended
	Nov. 01, 2016 USD ($)	Nov. 01, 2015 USD ($)	Nov. 01, 2014 USD ($)	Nov. 01, 2013	Sep. 30, 2014 USD ($)	Dec. 31, 2016 USD ($) facility Option	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)	Jul. 30, 2014 USD ($)
Master Lease Agreement
Rental expense related to the master lease
Term of lease renewal options						5 years
Number of lease renewal options \| Option						4
Initial term of lease						15 years
Total payments under Master Lease						$ 442.3	$ 437.0	$ 421.4
Master Lease Agreement \| Facilities Held Under Leases
Rental expense related to the master lease
Number of real property assets associated with Company's gaming and related facilities \| facility						18
Minimum floor percentage of prospective adjustment based on facility performance				0.00%
Term of lease renewal options				5 years
Period over which capital lease component is adjusted				5 years
Adjustment to captial lease component as percentage of the average change to net revenues during preceding five years				4.00%
Adjustment to capital lease component as percentage of the average change to net revenues during preceding month				20.00%
Increase in annual rental expense					$ 19.0
Percentage of real estate construction costs paid for by GLPI to facilities					10.00%
Master Lease Agreement \| Facilities Held Under Leases \| Maximum
Rental expense related to the master lease
Annual escalator in fixed component of rent structure, if certain rent coverage ratio thresholds are met (as a percent)				2.00%
Master Lease Agreement And Argosy Casino Sioux City
Rental expense related to the master lease
Increase in annual rental expense	$ 4.5	$ 5.0	$ 3.2
Decrease in annual rent payable to GLPI									$ 6.2

Summary of Significant Accounting Policies - Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2012
Net income loss available to common stockholders
Net income (loss)	$ 5,032	$ 46,535	$ 34,035	$ 23,708	$ (9,066)	$ 4,900	$ 2,983	$ 1,869	$ 109,310	$ 686	$ (183,822)
Net income applicable to preferred stock									8,662	67
Net income applicable to common stock									$ 100,648	$ 619
Determination of shares:
Weighted-average common shares outstanding (in shares)									82,929,000	80,003,000	78,425,000
Assumed conversion of dilutive employee stock-based awards (in shares)									1,299,000	2,217,000
Assumed conversion of restricted stock (in shares)									42,000	60,000
Diluted weighted-average common shares outstanding before participating security									84,270,000	82,280,000
Assumed conversion of preferred stock (in shares)									7,137,000	8,624,000
Diluted weighted-average common shares outstanding (in shares)									91,407,000	90,904,000	78,425,000
Calculation of basic EPS:
Net income applicable to common stock									$ 100,648	$ 619
Weighted-average common shares outstanding (in shares)									82,929,000	80,003,000	78,425,000
Basic EPS (in dollars per share)	$ 0.06	$ 0.52	$ 0.38	$ 0.26	$ (0.11)	$ 0.06	$ 0.03	$ 0.02	$ 1.21	$ 0.01	$ (2.34)
Calculation of diluted EPS using two class method:
Net income applicable to common stock									$ 100,648	$ 619
Diluted weighted-average common shares outstanding before participating security									84,270,000	82,280,000
Diluted EPS (in dollars per share)	$ 0.05	$ 0.51	$ 0.37	$ 0.26	$ (0.11)	$ 0.05	$ 0.03	$ 0.02	$ 1.19	$ 0.01	$ (2.34)
Anti-dilutive securities, options to purchase shares outstanding									3,036,819	1,635,929	6,633,622
Series C Preferred Stock
Earnings Per Share
Number of shares converted									8,624
Preferred stock, shares outstanding	0				8,624				0	8,624	8,624	8,624
Conversion of preferred stock (in shares)									8,624,000

Summary of Significant Accounting Policies - Stock-Based Compensation (Details)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Stock-based compensation costs
Time period of historical volatility of stock used to estimate expected volatility	5 years 4 months 24 days
Dividend yield (as a percent)	0.00%
Weighted-average assumptions used in the Black-Scholes option-pricing model
Risk-free interest rate (as a percent)	1.20%	1.54%	1.68%
Expected volatility (as a percent)	31.23%	36.68%	44.80%
Dividend yield (as a percent)	0.00%
Weighted-average expected life	5 years 4 months 24 days	5 years 5 months 12 days	5 years 5 months 12 days

Summary of Significant Accounting Policies - Segment Information and Certain Risks and Uncertainties (Details)	12 Months Ended
	Dec. 31, 2016 segment
Segment Information
Number of reportable segments	3
Hollywood Casino at Charles Town Races \| Minimum
Certain Risks and Uncertainties
Percent of net revenue	10.00%
Kansas Entertainment
Segment Information
Ownership interest in joint venture (as a percent)	50.00%
Penn Interactive Ventures
Segment Information
Percentage of net revenues	0.80%
Percentage of income from operations	0.40%

Acquisitions and Other Recent Business Ventures - Acquisitions (Details) $ in Thousands						3 Months Ended								12 Months Ended
	Nov. 01, 2016 USD ($)	Oct. 03, 2016 USD ($)	Aug. 01, 2016 USD ($)	Sep. 01, 2015 USD ($) item	Aug. 25, 2015 USD ($) ft² a item room	Dec. 31, 2016 USD ($)	Sep. 30, 2016 USD ($)	Jun. 30, 2016 USD ($)	Mar. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Sep. 30, 2015 USD ($)	Jun. 30, 2015 USD ($)	Mar. 31, 2015 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)
Purchase price allocation
Goodwill						$ 989,685				$ 911,942				$ 989,685	$ 911,942	$ 874,184
Pro Forma Financial Information
Net Revenues, Pro Forma															3,154,848
Income from continuing operations, Pro Forma															540,992
Net revenues						742,910	$ 765,597	$ 769,422	$ 756,451	733,967	$ 739,297	$ 700,956	$ 664,138	3,034,380	2,838,358	$ 2,590,527
Rocket Speed
Acquisitions
Percentage of outstanding equity securities acquired			100.00%
Period over which contingent consideration payments are due			2 years
Multiple applied to then-trailing 12 months of EBITDA to determine contingent consideration			6.25
Cash acquired			$ 4,100
Changes in provisional amounts previously reported
Reduction in acquisition date contingent purchase price			21,600
Reduction in acquisition date fair value of goodwill			14,500
Reduction in acquisition date fair values of intangibles, excluding goodwill			8,000
Reduction in acquisition date fair values of deferred tax liabilities			1,700
Additional amortization expense related to change to provisional useful life assumptions for intangibles						900
Purchase price allocation
Current assets			7,738
Property and equipment, net			235
Goodwill			67,164
Other intangible assets			35,383
Other assets			73
Total assets			110,593
Current liabilities			5,350
Deferred taxes			10,268
Other liabilities			100
Total liabilities			15,718
Cash paid / total consideration transferred			60,489
Contingent purchase price consideration			34,386
Total consideration transferred			110,593
Pro Forma Financial Information
Net revenues														17,300
Transaction costs						$ 1,000								$ 1,000
Rocket Speed \| Maximum
Purchase price allocation
Contingent purchase price consideration			110,000
Rocket Speed \| Developed technology intangible
Purchase price allocation
Other intangible assets			$ 17,969
Assigned useful life			4 years
Rocket Speed \| User base intangible
Purchase price allocation
Other intangible assets			$ 11,563
Assigned useful life			2 years
Rocket Speed \| Non-compete agreements intangible
Purchase price allocation
Other intangible assets			$ 5,851
Assigned useful life			4 years
Slot Kings, LLC and Bell Gaming, LLC
Purchase price allocation
Goodwill	$ 10,500
Other intangible assets	$ 16,600
Slot Kings
Acquisitions
Percentage of outstanding equity securities acquired		100.00%
Purchase price allocation
Cash paid / total consideration transferred		$ 17,100
Bell Gaming
Acquisitions
Percentage of outstanding equity securities acquired	100.00%
Purchase price allocation
Cash paid / total consideration transferred	$ 10,800
Tropicana Las Vegas Hotel and Casino and Prairie State Gaming
Pro Forma Financial Information
Net revenues															57,300
Income from continuing operations															(3,000)
Transaction costs										$ 1,900					$ 1,900
Tropicana Las Vegas Hotel And Casino
Acquisitions
Percentage of outstanding equity securities acquired					100.00%
Cash acquired					$ 8,000
Size of property where facility is located (in acres) \| a					35
Area of gaming space at facility (in square feet) \| ft²					1,183,984
Number of slot machines at facility \| item					775
Number of table games at facility \| item					36
Number of guestroom hotels at facility \| room					1,470
Number of full service restaurants \| item					3
Number of seats in performance theater \| item					1,200
Number of seats in a comedy club \| item					300
Area of exhibition and meeting space at facility (in square feet) \| ft²					100,000
Area of tropical beach event area and spa (in acres) \| a					5
Purchase price allocation
Current assets					$ 15,966
Property and equipment, net					365,492
Goodwill					14,821
Other assets					4,553
Total assets					400,832
Current liabilities					25,755
Other liabilities					17,417
Total liabilities					43,172
Cash paid / total consideration transferred					357,660
Amount of cash used for acquisition funded from incremental credit commitments					$ 280,000
Prairie State Gaming
Acquisitions
Percentage of outstanding equity securities acquired				100.00%
Number of bar and retail gaming establishments with video gaming terminals \| item				270
Purchase price allocation
Goodwill				$ 22,900
Other intangible assets				$ 15,700
Prairie State Gaming \| Minimum
Acquisitions
Number of video gaming terminals \| item				1,100
Employee Retention Compensation \| Rocket Speed
Acquisitions
Period over which contingent consideration payments are due			2 years
Employee Retention Compensation \| Rocket Speed \| Maximum
Purchase price allocation
Contingent purchase price consideration			$ 10,000

Acquisitions and Other Recent Business Ventures - Jamul Indian Village (Details) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2015 USD ($)	Dec. 31, 2016 USD ($) ft² a floor item	Oct. 20, 2016 USD ($)	Dec. 31, 2014 USD ($)
Hollywood Casino Jamul - San Diego
Advances to the Jamul Tribe	$ 197,722	$ 91,401
Jamul Tribe
Acquisitions
Land owned (in acres) \| a		6
Hollywood Casino Jamul - San Diego
Number of stories at facility \| floor		3
Size of gaming floor at and entertainment facility (in square feet) \| ft²		200,000
Number of slot machines at facility \| item		1,731
Number of table games at facility \| item		40
Number of parking spaces \| item		1,800
Receivables - Loans and Debt Securities Acquired with Deteriorated Credit Quality
Loans receivable acquired, face amount	60,000
Consideration for loans receivable acquired	$ 24,000
Loans receivable acquired, simple fixed interest per annum, percentage rate	4.25%
Loan repayment premium apllied used as new financing loan origination fee			$ 6,000
Jamul Tribe \| Senior Loans
Hollywood Casino Jamul - San Diego
Advances to the Jamul Tribe	$ 197,700			$ 62,000
Accrued interest	$ 13,900			$ 3,300

Acquisitions and Other Recent Business Ventures - Jamul Tribe Credit Facilities (Details) - Jamul Tribe $ in Millions	Oct. 20, 2016 USD ($)
Credit Facilities
Credit facilities
Credit facilities borrowing capacity	$ 460
Revolving credit facility - Commercial banks
Credit facilities
Credit facilities borrowing capacity	5
Term Loan B Facility
Credit facilities
Principal amount	340
Term Loan C Facility
Credit facilities
Principal amount	$ 98
Maximum \| Credit Facilities
Credit facilities
Senior secured net leverage ratio requirement	5.0
Maximum \| Delayed Draw Term Loan C Facility Commitments
Credit facilities
Credit facilities borrowing capacity	$ 15

Acquisitions and Other Recent Business Ventures - Financing Extended to Jamul Tribe (Details) - USD ($) $ in Thousands		12 Months Ended
	Oct. 20, 2016	Dec. 31, 2016
Loan Receivable
Advances repaid	$ 274,000	$ 341,864
Term Loan C Facility
Loan Receivable
Additional borrowing capacity under the financing facility	10,000
Delayed Draw Term Loan C Facility Commitments \| Maximum
Loan Receivable
Additional borrowing capacity under the financing facility	$ 15,000
Subordinated Loans
Loan Receivable
Financing interest rate margin (as a percent)	14.00%
Portion of contract financing interest rate to be paid in cash (as a percent)	12.00%
Portion of contract interest rate to be paid-in-kind (as a percent)	2.00%
LIBOR \| Term Loan C Facility
Loan Receivable
Financing variable rate basis	LIBOR
Financing interest rate margin (as a percent)	8.50%
Financing interest rate margin - Rate two (as a percent)	7.50%
LIBOR \| Term Loan C Facility \| Minimum
Loan Receivable
Financing variable rate basis floor (as a percent)	1.00%
Prime Rate \| Term Loan C Facility
Loan Receivable
Financing variable rate basis	Prime rate
Financing interest rate margin - Rate two (as a percent)	7.50%
Federal Funds Effective Rate \| Term Loan C Facility
Loan Receivable
Financing variable rate basis	Federal funds effective rate
Financing interest rate margin - Rate two (as a percent)	7.50%
Jamul Tribe
Loan Receivable
Unamortized financing loan origination fee	$ 6,000
Advances repaid	$ 372,000
Jamul Tribe \| Term Loan C Facility
Loan Receivable
Financing loan receivable, carrying value		92,100
Unamortized financing loan origination fee		5,900
Financing loan receivable, reserve allowance		0
Financing loan receivable, unpaid principal balance		98,000
Jamul Tribe \| Term Loan C Facility \| Other current assets
Loan Receivable
Current portion of financing note receivable		$ 700

Acquisitions and Other Recent Business Ventures - Plainridge Racecourse Acquisition (Details) $ in Thousands	1 Months Ended	12 Months Ended
	Aug. 31, 2016 USD ($)	Dec. 31, 2016 USD ($) ft² floor item mi	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)
Acquisitions
Payments of contingent purchase price		$ 1,807
Plainridge Racecourse
Acquisitions
Period over which contingent consideration payments are due		10 years
Period contingent purchase price consideration is due following first four fiscal quarters		60 days
Period for yearly contingent purchase price consideration payment after the first payment		9 years
Fair value of contingent purchase price consideration		$ 10,700	$ 13,800	$ 19,200
Payments of contingent purchase price	$ 1,800
Number of stories at facility \| floor		2
Plainridge Park Casino
Acquisitions
Location of facility in distance from major metropolitan area (in miles) \| mi		20
Size of gaming floor at and entertainment facility (in square feet) \| ft²		196,473
Number of gaming devices \| item		1,250
Number of parking spaces \| item		1,620
Length of live harness racing facility (in miles) \| mi		0.625
Size of clubhouse building at raceway (in square feet) \| ft²		55,000
General and administrative expenses \| Plainridge Racecourse
Acquisitions
Change in long-term debt fair value, included in interest expenses		$ 1,300	$ 5,400	$ (700)

Investment In and Advances to Unconsolidated Affiliates (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2016 USD ($) ft² item	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)
Business ventures
Investment in and advances to unconsolidated affiliates	$ 156,176	$ 168,149
Distributions from unconsolidated affiliates	26,300	28,150	$ 23,000
Summary financial information
Net income attributable to Penn	$ 14,337	14,488	7,949
Kansas Entertainment
Business ventures
Ownership interest in joint venture under agreement of sale (as a percent)	50.00%
Area of Casino (in square foot) \| ft²	244,791
Number of slot machines \| item	2,000
Number of table games \| item	41
Number of poker tables \| item	12
Number of space parking \| item	1,253
Investment in and advances to unconsolidated affiliates	$ 93,800	103,600
Distributions from unconsolidated affiliates	25,800	27,200	23,000
Summary financial information
Current assets	16,638	16,550	21,978
Noncurrent assets	176,050	195,010	213,386
Current liabilities	15,351	14,544	14,626
Net revenues	152,926	153,407	143,390
Operating expenses	121,006	122,828	122,051
Income from operations	31,920	30,579	21,339
Net income	31,920	30,579	21,339
Net income attributable to Penn	$ 15,960	$ 15,290	$ 10,670
Freehold Raceway
Business ventures
Ownership interest in joint venture under agreement of sale (as a percent)	50.00%
MAXXAM
Business ventures
Ownership interest in joint venture under agreement of sale (as a percent)	50.00%

Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
Property and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2014	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Plant and equipment
Property and equipment, net		$ 2,820,383	$ 2,980,068
Decrease in property and equipment		159,700
Depreciation expense		261,900	258,900	$ 255,400
Interest capitalized in connection with major construction projects		100	1,800	900
Impairment of long-lived assets	$ 4,600	0	0
Master Lease Agreement
Plant and equipment
Depreciation expense		91,100	92,400	$ 89,800
Land and improvements - non-leased
Plant and equipment
Property and equipment		294,590	288,910
Land and improvements - master lease \| Master Lease Agreement
Plant and equipment
Property and equipment		382,246	382,246
Building and improvements - non-leased
Plant and equipment
Property and equipment		404,158	396,497
Buildings and improvements - master lease \| Master Lease Agreement
Plant and equipment
Property and equipment		2,219,018	2,219,018
Furniture, Fixtures and Equipment
Plant and equipment
Property and equipment		1,355,615	1,303,153
Leasehold Improvements
Plant and equipment
Property and equipment		118,940	129,012
Construction in progress - non-leased
Plant and equipment
Property and equipment		16,375	9,175
Non-leased assets
Plant and equipment
Property and equipment		2,189,678	2,126,747
Less Accumulated depreciation		(1,224,596)	(1,093,115)
Property and equipment, net		965,082	1,033,632
Master lease assets \| Master Lease Agreement
Plant and equipment
Property and equipment		2,601,264	2,601,264
Less Accumulated depreciation		(745,963)	(654,828)
Property and equipment, net		$ 1,855,301	$ 1,946,436

Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill	$ 2,175,507	$ 2,253,250	$ 2,175,507	$ 2,137,749	$ 2,253,250	$ 2,175,507	$ 2,137,749
Accumulated goodwill impairment losses	(1,263,565)	(1,263,565)	(1,263,565)	(1,263,565)	(1,263,565)	(1,263,565)	(1,263,565)
Goodwill, Net	911,942	989,685	911,942	874,184	989,685	911,942	874,184
Goodwill acquired			77,743	37,758
Goodwill impairment losses				(80,800)
Balance at the end of the period, Goodwill gross	2,175,507	2,253,250	2,175,507	2,137,749
Balance at the end of the period, Accumulated goodwill impairment losses	(1,263,565)	(1,263,565)	(1,263,565)	(1,263,565)
Goodwill, Ending Balance	911,942	989,685	911,942	874,184
Intangible assets
Finite-lived intangible assets, Accumulated Amortization					65,495	56,186
Finite-lived intangible assets, Net Book Value					60,089
Intangible assets, Gross Carrying Value					500,989	447,628
Indefinite-Lived Intangible Assets (Excluding Goodwill)					375,405	375,405
Intangible Assets, Net (Excluding Goodwill), Total					435,494	391,442
Other intangible assets					435,494	391,442
Intangible asset amortization expense		9,300	500	11,400
Goodwill impairment losses				80,800
Impairment of intangible asset	40,000		40,000	74,500
Expected future amortization expense
2017					18,142
2018					11,844
2019					7,660
2020					5,233
2021					3,331
Thereafter					13,879
Finite-lived intangible assets, Net Book Value					60,089
Goodwill	$ 911,942	989,685	911,942	$ 874,184	989,685	911,942	874,184
Other intangible assets					435,494	391,442
Hollywood Casino St Louis
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		205,783			205,783
Goodwill, Ending Balance		205,783
Intangible assets
Intangible Assets, Net (Excluding Goodwill), Total					58,418
Other intangible assets					58,418
Expected future amortization expense
Goodwill		205,783			205,783
Other intangible assets					58,418
Hollywood Casino Aurora
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		207,207			207,207
Goodwill, Ending Balance		207,207
Expected future amortization expense
Goodwill		207,207			207,207
Argosy Casino Riverside
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		154,332			154,332
Goodwill, Ending Balance		154,332
Intangible assets
Intangible Assets, Net (Excluding Goodwill), Total					4,964
Other intangible assets					4,964
Expected future amortization expense
Goodwill		154,332			154,332
Other intangible assets					4,964
Zia Park Casino
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		142,359			142,359
Goodwill, Ending Balance		142,359
Expected future amortization expense
Goodwill		$ 142,359			142,359
Hollywood Gaming at Dayton Raceway And Mahoning Valley Race Course
Intangible assets
Fair value discount rate		5.00%
Hollywood Gaming at Dayton Raceway And Mahoning Valley Race Course \| Indefinite-lived Intangible Assets
Intangible assets
Fair value discount rate				5.00%
Hollywood Gaming at Dayton Raceway
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		$ 15,339			15,339
Goodwill, Ending Balance		15,339
Intangible assets
Indefinite-Lived Intangible Assets (Excluding Goodwill)							75,000
Intangible Assets, Net (Excluding Goodwill), Total					110,436
Other intangible assets					110,436
Payments for gaming license fee			50,000
Gaming license fee			25,000	$ 25,000
Expected future amortization expense
Goodwill		15,339			15,339
Other intangible assets					110,436
Mahoning Valley Race Course
Intangible assets
Indefinite-Lived Intangible Assets (Excluding Goodwill)							$ 75,000
Intangible Assets, Net (Excluding Goodwill), Total					125,000
Other intangible assets					125,000
Payments for gaming license fee			50,000
Gaming license fee			$ 25,000	$ 25,000
Expected future amortization expense
Other intangible assets					125,000
Penn Interactive Ventures
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		67,164			67,164
Goodwill, Ending Balance		67,164
Intangible assets
Intangible Assets, Net (Excluding Goodwill), Total					29,555
Other intangible assets					29,555
Expected future amortization expense
Goodwill		67,164			67,164
Other intangible assets					29,555
Hollywood Casino At Penn National Race Course
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		1,497			1,497
Goodwill, Ending Balance		1,497
Intangible assets
Intangible Assets, Net (Excluding Goodwill), Total					67,607
Other intangible assets					67,607
Expected future amortization expense
Goodwill		1,497			1,497
Other intangible assets					67,607
Prairie State Gaming
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		33,515			33,515
Goodwill, Ending Balance		33,515
Intangible assets
Intangible Assets, Net (Excluding Goodwill), Total					29,822
Other intangible assets					29,822
Expected future amortization expense
Goodwill		33,515			33,515
Other intangible assets					29,822
Hollywood Casino Lawrenceburg
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		63,189			63,189
Goodwill, Ending Balance		63,189
Expected future amortization expense
Goodwill		63,189			63,189
Hollywood Casino Tunica
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		44,042			44,042
Goodwill, Ending Balance		44,042
Expected future amortization expense
Goodwill		44,042			44,042
Boomtown Biloxi
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		22,365			22,365
Goodwill, Ending Balance		22,365
Expected future amortization expense
Goodwill		22,365			22,365
Argosy Casino Alton
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		9,863			9,863
Goodwill, Ending Balance		9,863
Intangible assets
Intangible Assets, Net (Excluding Goodwill), Total					8,284
Other intangible assets					8,284
Expected future amortization expense
Goodwill		9,863			9,863
Other intangible assets					8,284
Tropicana Las Vegas
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		14,821			14,821
Goodwill, Ending Balance		14,821
Expected future amortization expense
Goodwill		14,821			14,821
Other Reporting Units
Reconciliation of goodwill and accumulated goodwill impairment losses
Goodwill, Net		8,209			8,209
Goodwill, Ending Balance		8,209
Intangible assets
Intangible Assets, Net (Excluding Goodwill), Total					1,408
Other intangible assets					1,408
Expected future amortization expense
Goodwill		8,209			8,209
Other intangible assets					1,408
Other intangible assets
Intangible assets
Finite-lived intangible assets, Gross Carrying Value					125,584	72,223
Finite-lived intangible assets, Accumulated Amortization					65,495	56,186
Finite-lived intangible assets, Net Book Value					60,089	16,037
Change in indefinite life intangible assets during the period		$ (44,100)
Weighted average remaining amortization period		5 years 9 months 18 days
Expected future amortization expense
Finite-lived intangible assets, Net Book Value					$ 60,089	$ 16,037
Other intangible assets \| Rocket Speed and Illinois Slot Operator Acquisitions
Intangible assets
Change in indefinite life intangible assets during the period		$ 52,000

Long-term Debt - Debt Summary (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015	Oct. 30, 2013
Long-term Debt
Long-term debt	$ 1,432,689	$ 1,735,198
Less current maturities of long-term debt	(85,595)	(92,108)
Less net discounts	(620)	(686)
Less debt issuance costs, net of accumulated amortization of $20.5 million and $13.3 million, respectively	(16,535)	(23,553)
Long-term debt, net of current maturities and debt issuance costs	1,329,939	1,618,851
Accumulated amortization for debt issuance costs	20,500	13,300
Senior Secured Credit Facility
Long-term Debt
Long-term debt	976,845	1,259,740
Senior Unsecured 5.875% Notes due November 1, 2021
Long-term Debt
Long-term debt	300,000	300,000	$ 300,000
Principal amount	$ 300,000	$ 300,000
Interest rate (as a percent)	5.875%	5.875%	5.875%
Other long-term obligations
Long-term Debt
Long-term debt	$ 154,084	$ 146,992
Capital leases
Long-term Debt
Long-term debt	$ 1,760	$ 28,466

Long-term Debt - Senior Secured Credit Facility (Details) $ in Thousands			1 Months Ended	3 Months Ended	12 Months Ended
	Sep. 30, 2016 USD ($)	Oct. 30, 2013 USD ($)	Jan. 31, 2015 USD ($)	Sep. 30, 2014 USD ($) item	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)	Dec. 31, 2013 USD ($)	Aug. 31, 2015 USD ($)	Jul. 31, 2015 USD ($)
Long-term Debt
Long-term debt					$ 1,432,689	$ 1,735,198
Interest expense					459,243	443,127	$ 425,114
Future minimum repayments of long-term debt
2017					85,504
2018					687,552
2019					19,773
2020					253,059
2021					330,912
Thereafter					55,889
Revolving credit facility
Long-term Debt
Term of debt		5 years
Maximum borrowing capacity		$ 500,000							$ 633,200	$ 500,000
Available borrowing capacity					419,100	187,700
Term loan amount outstanding					191,000	422,000
Term Loan A Facility
Long-term Debt
Term of debt		5 years
Maximum borrowing capacity		$ 500,000							$ 146,700	$ 500,000
Interest rate, description		LIBOR
Term loan amount outstanding					543,300	592,700
Term Loan B Facility
Long-term Debt
Term of debt		7 years
Maximum borrowing capacity		$ 250,000
Interest rate, description		LIBOR
Interest rate margin (as a percent)		2.50%
Interest rate description floor rate (as a percent)		0.75%
Term loan amount outstanding					242,500	245,000
Senior Secured Credit Facility
Long-term Debt
Term loan amount outstanding					976,800	1,259,700
Long-term debt					976,845	1,259,740
Letters of credit outstanding					23,000	23,400
Senior Unsecured 5.875% Notes due November 1, 2021
Long-term Debt
Long-term debt		$ 300,000			$ 300,000	$ 300,000
Interest rate (as a percent)		5.875%			5.875%	5.875%
Percentage of principal amount at which the entity may redeem all or part of the notes (as a percent)		100.00%
Percentage of principal amount at which the entity may redeem notes from net proceeds raised in connection with an equity offering		105.875%
Period from completion of equity offering, during which notes can be redeemed		180 days
Debt Instrument, Percentage of Notes Originally Issued that Must Remain Outstanding at Redemption		60.00%
Variable Rate Term Loan B
Long-term Debt
Loss on early extinguishment of debt								$ 21,500
Senior Subordinated Notes 8.75 Percent Due August 2019
Long-term Debt
Interest rate (as a percent)		8.75%
Other long-term obligations
Long-term Debt
Long-term debt					$ 154,084	$ 146,992
Repayment obligation, Hotel and Event Center
Long-term Debt
Annual Payment Amount			$ 1,000
Term of debt			20 years
Long-term debt			$ 15,300		14,400	15,300
Effective yield			3.00%
Interest expense					400	400
Corporate airplane loan
Long-term Debt
Debt Instrument, Periodic Payment	$ 220
Term of debt	5 years
Long-term debt					$ 20,800
Interest rate (as a percent)	5.22%
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid	$ 12,600
Hollywood Gaming at Dayton Raceway And Mahoning Valley Race Course
Long-term Debt
Discount rate (as a percent)					5.00%
Hollywood Gaming at Dayton Raceway And Mahoning Valley Race Course \| Ohio Relocation Fees
Long-term Debt
Long-term debt					$ 118,900	131,700
Discount rate (as a percent)				5.00%
Number of Semi-annual Payments \| item				18
Semi-annual payment amount beginning one year from the commencement of operation				$ 4,800
Effective yield					5.00%
Interest expense					$ 6,200	$ 6,700
Hollywood Gaming at Dayton Raceway \| Ohio Relocation Fees
Long-term Debt
Contractual obligation, relocation fee				75,000
Relocation fee payable upon opening of the facility				7,500
Mahoning Valley Race Course \| Ohio Relocation Fees
Long-term Debt
Contractual obligation, relocation fee				75,000
Relocation fee payable upon opening of the facility				$ 7,500
Minimum \| Term Loan A Facility
Long-term Debt
Interest rate margin (as a percent)		1.25%
Maximum \| Term Loan A Facility
Long-term Debt
Interest rate margin (as a percent)		2.75%

Master Lease Financing Obligation (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Jul. 30, 2014
Master Lease Agreement
Capital Leased Assets
Discount rate (as a percent)	9.70%
Total payments under Master Lease	$ 442.3	$ 437.0	$ 421.4
Interest expense for the Master Lease	391.7	390.1	379.2
Master Lease Agreement \| Hollywood Casinos in Columbus, Ohio and Toledo, Ohio
Capital Leased Assets
Contingent payments included in Master Lease interest expense associated with the monthly variable components for Hollywood Casino Columbus and Hollywood Casino Toledo	$ 43.8	$ 43.5	$ 40.9
Master Lease Agreement And Argosy Casino Sioux City
Capital Leased Assets
Decrease in annual rent payable to GLPI				$ 6.2

Master Lease Financing Obligation - Future Minimum Payments (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Future minimum payments related to the Master Lease financing obligation with GLPI
Less current portion of financing obligation	$ (56,595)	$ (50,548)
Long-term portion of financing obligation	3,457,485	$ 3,514,080
Master Lease Agreement
Future minimum payments related to the Master Lease financing obligation with GLPI
2017	389,496
2018	378,716
2019	324,819
2020	324,819
2021	324,819
Thereafter	8,715,981
Total minimum payments	10,458,650
Less amounts representing interest at 9.70%	(7,332,321)
Plus residual values	387,751
Present value of future minimum payments	3,514,080
Less current portion of financing obligation	(56,595)
Long-term portion of financing obligation	$ 3,457,485
Interest rate, capital lease	9.70%

Commitments and Contingencies - Litigation (Details) $ in Millions	May 23, 2016 USD ($)
Tropicana Bankruptcy litigation
Litigation
Settlement amount	$ 3.1

Commitments and Contingencies - Capital Commitments and Purchase Obligations (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Capital Expenditure Commitments
Capital expenditures under current construction program for 2017	$ 36,700
Contractual commitment to spend on capital expenditures	11,000
Purchase obligations
Obligations to purchase various goods and services	57,300
Obligations to be incurred in 2017	33,500
Other Lease Agreements
Operating Lease Commitments
Total rental expense	40,300	$ 37,900	$ 33,300
Future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases
2017	5,366
2018	4,379
2019	2,393
2020	1,184
2021	999
Thereafter	13,959
Total	$ 28,280

Commitments and Contingencies - Employee Benefit Plans and Labor Agreements (Details) $ in Millions		12 Months Ended
	Aug. 25, 2015 contract	Dec. 31, 2016 USD ($) plan employee	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)
Profit sharing plan under the provisions of Section 401(k)
Employer's discretionary match contribution up to a maximum of 6% of eligible employee compensation (as a percent)		50.00%
Maximum percentage of eligible employee compensation eligible for discretionary employer match contribution		6.00%
Matching contributions for the profit-sharing plan \| $		$ 5.3	$ 5.0	$ 4.7
Defined contribution plan, the Charles Town Races Future Service Retirement Plan
Matching contribution as a percentage of the daily mutual handle		0.25%
Matching contribution as a percentage of net video lottery revenue up to a base		1.00%
Matching contribution as a percentage of table revenue after the base is met		0.50%
Matching contribution as a percentage of poker revenue after the base is met		0.84%
Number of plans for which matching contribution is made \| plan		2
Contributions for the two plans at Hollywood Casino at Charles Town Races \| $		$ 2.8	2.9	3.0
Non-qualified deferred compensation plan
Vesting period for matching contribution by employer under the plan (in years)		5 years
Employer's matching contributions for the non-qualified deferred compensation plan \| $		$ 2.2	2.0	$ 1.9
Deferred compensation liability, which was included in other current liabilities \| $		$ 59.4	$ 52.7
International Chapter of Horseshoers and Allied Equine Trades Local 947
Labor Agreements
Term of collective bargaining agreements		3 years
SEATU
Labor Agreements
Number of employees covered under collective bargaining agreement \| employee		1,711
Hotel Employees and Restaurant Employees Union Local 1
Labor Agreements
Number of employees covered under collective bargaining agreement \| employee		176
United Auto Workers And United Steel Workers Council
Labor Agreements
Number of employees covered under collective bargaining agreement \| employee		1,361
Mahoning Valley Race Course \| Ohio Horsemans Benevolent And Protective Association
Labor Agreements
Agreement term		10 years
Hollywood Gaming at Dayton Raceway \| Ohio Harness Horsemens Association
Labor Agreements
Agreement term		10 years
Tropicana Las Vegas Hotel And Casino
Labor Agreements
Number of existing collective bargaining agreements \| contract	7
Total Number of Employees \| Unionized Employees
Labor Agreements
Threshold number of employees under agreement for separate disclosure of unions \| employee		79

Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands		1 Months Ended	12 Months Ended
	Nov. 01, 2013	Jan. 31, 2015	Dec. 31, 2016	Dec. 31, 2015
Deferred tax assets:
Stock-based compensation expense			$ 17,773	$ 36,243
Accrued expenses			64,175	59,196
Intangibles				11,590
Financing obligation to GLPI			1,359,193	1,374,268
Unrecognized tax benefits			9,377	9,858
Net operating losses and tax credit carryforwards			78,021	81,109
Gross deferred tax assets			1,528,539	1,572,264
Less valuation allowance			(828,501)	(844,258)
Net deferred tax assets			700,038	728,006
Deferred tax liabilities:
Property, plant and equipment, non-leased			(69,151)	(80,930)
Property, plant and equipment, leased			(717,602)	(750,407)
Investments in unconsolidated affiliates			(1,383)	(3,024)
Accumulated other comprehensive gain				(1,566)
Undistributed foreign earnings			(8,596)
Intangibles			(30,230)
Net deferred tax liabilities			(826,962)	(835,927)
Noncurrent deferred tax liabilities, net			126,924	107,921
Net deferred taxes			(126,924)	(107,921)
Financing obligation recorded		$ 15,300
Cumulative pretax income (loss) position during the three most recent reporting years			23,900
Valuation allowance			828,501	844,258
Provision for tax on dividend			7,400
Canadian withholding taxes			800
Undistributed foreign earnings intended to be reinvested outside the U.S.			21,500
Other deferred tax assets			5,500
Master Lease Agreement
Deferred tax liabilities:
Real property assets recorded	$ 2,000,000
Financing obligation recorded	3,520,000
Increase in deferred tax assets	$ 599,900
Rocket Speed
Deferred tax liabilities:
Acquired deferred tax liabilities				10,300
Tropicana Las Vegas Hotel And Casino
Deferred tax liabilities:
Reduction of valuation allowance				$ 15,800
State And Local
Deferred tax liabilities:
Net operating loss carryforwards			220,900
Tax benefit associated with net operating loss carryforwards			10,400
State And Local \| Subsidiaries
Deferred tax liabilities:
Gross state net operating loss carryforwards for which no benefit has been recorded as they are attributable to uncertain tax positions			1,500,000
Unrecognized tax benefits attributable to the net operating losses			86,100
Increase to equity in the event of any benefit from realization of net operating losses			13,900
Domestic \| Tropicana Las Vegas Hotel And Casino
Deferred tax liabilities:
Net operating loss carryforwards			171,600
Domestic \| Capital losses
Deferred tax liabilities:
Tax credit carryforward, valuation allowance			$ 200

Income Taxes - Tax Provision and Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Current tax (benefit) expense
Federal	$ 8,721	$ (5,158)	$ 14,275
State	3,489	133	5,821
Foreign	(9,639)	3,713	7,515
Total current	2,571	(1,312)	27,611
Deferred tax expense
Federal	5,457	51,817	2,357
State	3,279	5,419	551
Total deferred	8,736	57,236	2,908
Total income tax provision (benefit)	$ 11,307	$ 55,924	$ 30,519
Reconciliation of the statutory federal income tax rate to the actual effective income tax rate
Federal taxes (as a percent)	35.00%	35.00%	35.00%
State and local income taxes (as a percent)	1.20%	6.10%	1.60%
Permanent differences (as a percent)	(0.60%)	5.80%	(20.90%)
Foreign (as a percent)	(8.50%)	5.20%	(2.20%)
Valuation allowance (as a percent)	(17.10%)	55.30%	(31.10%)
Other miscellaneous items (as a percent)	(0.60%)	(8.60%)	(2.30%)
Actual effective income tax rate (as a percent)	9.40%	98.80%	(19.90%)
Amount of pretax income
Federal taxes	$ 42,216	$ 19,814	$ (53,656)
State and local income taxes	1,498	3,435	(2,470)
Permanent differences	(690)	3,276	32,019
Foreign	(10,268)	2,955	3,337
Valuation allowance	(20,675)	31,288	47,703
Other miscellaneous items	(774)	(4,844)	3,586
Total income tax provision (benefit)	11,307	55,924	30,519
Reconciliation of liability for unrecognized tax benefits
Balance at the beginning of the period	2,198	7,036
Additions based on current year positions		561
Additions based on prior year positions	3,749	6,371
Settlement payments	(4,000)	(4,000)
Unrecognized tax benefits		33,569	44,477
Cumulative advance deposits on account		(31,371)	(37,441)
Decreases due to settlements and/or reduction in reserve	(9,091)	(4,743)
Currency translation adjustments	2,565
Currency translation adjustments		(9,097)
Balance at the end of the period	26,792	$ 2,198	$ 7,036
Settlement payments	10,300
Income taxes receivable	26,900
Other Liabilities
Reconciliation of liability for unrecognized tax benefits
Balance at the end of the period	26,800
U.S. \| Other current assets
Reconciliation of liability for unrecognized tax benefits
Income taxes receivable	12,000
Canada \| Other current assets
Reconciliation of liability for unrecognized tax benefits
Income taxes receivable	$ 23,000

Income Taxes - Other Income Tax Disclosures (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Uncertain tax positions
Tax reserves related to current year uncertain tax positions	$ 0
Accrued interest related to current year uncertain tax positions	0
Tax reserves related to prior year uncertain tax positions	3,700
Accrued interest related to prior year uncertain tax positions	(4,200)
Previously recorded tax reserves for uncertain tax positions that have settled and/or closed	(4,900)
Net tax expense in connection with uncertain tax positions	9,000
Unrecognized tax benefits	26,792	$ 2,198	$ 7,036
Tax positions that, if reversed, would affect the effective tax rate	9,400	10,000
Currency translation gains	1,700	3,000
Interest and penalties recognized, net of deferred taxes	300	1,400
Reductions in previously accrued interest and penalties	3,500
Prepaid Taxes	30,100	$ 48,900
Income taxes receivable	$ 26,900

Shareholders' Equity (Details) - USD ($) $ / shares in Units, $ in Millions						1 Months Ended	12 Months Ended
	Oct. 16, 2013	Oct. 11, 2013	Oct. 30, 2008	Jul. 03, 2008	Jun. 15, 2007	Feb. 28, 2013	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2010
Preferred equity investment
Consideration that the shareholders would have received under merger agreement before termination (in dollars per share)					$ 67.00
Total consideration from the termination of the Merger Agreement				$ 1,475.0
Non-refundable cash termination fee from the termination of the Merger Agreement				225.0
Investment in preferred equity from the termination of the Merger Agreement				$ 1,250.0
Changes in each class of the Company's Preferred Stock
Changes in the Company's outstanding Preferred Stock								0	0
Affiliates Of Fortress Centerbridge And W F Investment Holdings
Preferred equity investment
Exchange agreement amount paid		$ 649.5
Maximum \| Affiliate of Fortress Investment Group LLC
Preferred equity investment
Ownership interest in Spin-Off entity (as a percent)	9.90%
Common Stock \| Affiliate of Fortress Investment Group LLC
Changes in each class of the Company's Preferred Stock
Conversion of preferred stock (in shares)							8,624,000
Series B Preferred Stock
Preferred equity investment
Issuance of preferred stock (in shares)			12,500
Repurchase value of preferred stock											$ 11.2
Number of shares held							0	0
Changes in each class of the Company's Preferred Stock
Shares outstanding at the beginning of the period							0
Repurchase of Preferred Stock (in shares)		2,300									225
Shares outstanding at the end of the period							0	0
Series B Preferred Stock \| Wells Fargo Investment Holdings LLC
Changes in each class of the Company's Preferred Stock
Repurchase of Preferred Stock (in shares)						225
Series B Preferred Stock \| Affiliate of Fortress Investment Group LLC
Preferred equity investment
Number of shares of preferred stock provided with the right to exchange as per the Exchange Agreement	9,750
Ceiling price at which the shares of preferred stock are redeemable at maturity (in dollars per share)	$ 67
Series C Preferred Stock
Preferred equity investment
Number of shares held							8,624	8,624	8,624	8,624
Changes in each class of the Company's Preferred Stock
Shares outstanding at the beginning of the period							8,624	8,624		8,624
Repurchase of Preferred Stock (in shares)										8,624
Shares outstanding at the end of the period							0	8,624	8,624
Number of shares converted							8,624
Conversion of preferred stock (in shares)							8,624,000
Series C Preferred Stock \| Affiliate of Fortress Investment Group LLC
Preferred equity investment
Issuance of preferred stock (in shares)		14,553
Repurchase price of preferred stock (in dollars per share)	$ 67
Changes in each class of the Company's Preferred Stock
Repurchase of Preferred Stock (in shares)		5,929
Series C Preferred Stock \| Affiliate of Fortress Investment Group LLC
Preferred equity investment
Number of shares held						8,624
Changes in each class of the Company's Preferred Stock
Shares outstanding at the end of the period						8,624
Number of shares converted							8,624

Stock-Based Compensation - Stock-Based Compensation Plans (Details) $ / shares in Units, $ in Thousands					12 Months Ended
	Feb. 09, 2016 item shares	Jun. 12, 2014 shares	Jun. 09, 2011 shares	Jun. 01, 2003 shares	Dec. 31, 2016 USD ($) item $ / shares shares	Dec. 31, 2015 USD ($) $ / shares shares	Dec. 31, 2014 USD ($)	Jun. 11, 2014 shares	Jun. 08, 2011 shares
Maximum
Performance shares
Vesting period					4 years
Employee Stock Option and Stock Appreciation Rights
Stock-based compensation
Number of awards converted \| item					2
Incremental compensation cost recorded due to conversion \| $					$ 0
Employee stock options
Stock-based compensation
Exercise price of options granted, low end of range (in dollars per share) \| $ / shares					$ 6.76
Exercise price of options granted, high end of range (in dollars per share) \| $ / shares					$ 18.61
Number of Option Shares
Outstanding at the beginning of the period (in shares)					6,381,576
Granted (in shares)					1,573,651
Exercised (in shares)					(1,526,226)
Canceled (in shares)					(102,408)
Outstanding at the end of the period (in shares)					6,326,593	6,381,576
Weighted-Average Exercise Price
Outstanding at the beginning of the period (in dollars per share) \| $ / shares					$ 9.97
Granted (in dollars per share) \| $ / shares					12.92
Exercised (in dollars per share) \| $ / shares					7.77
Canceled (in dollars per share) \| $ / shares					13.76
Outstanding at the end of the period (in dollars per share) \| $ / shares					$ 11.17	$ 9.97
Additional disclosures
Weighted-Average Remaining Contractual Term					3 years 11 months 5 days
Aggregate Intrinsic Value (in dollars) \| $					$ 16,988,875
Weighted-average grant-date fair value of options granted (in dollars per share) \| $ / shares					$ 3.97	$ 4.85
Aggregate intrinsic value of stock options exercised (in dollars) \| $					$ 10,300	$ 19,500	$ 8,200
Number of Option Shares					3,110,050
Weighted-Average Exercise Price (in dollars per share) \| $ / shares					$ 9.34
Weighted-average remaining contractual term					2 years 4 months 13 days
Aggregate intrinsic value (in dollars) \| $					$ 13,900
Employee stock options \| Minimum
Stock-based compensation
Contractual lives of options granted					7 years
Employee stock options \| Maximum
Stock-based compensation
Contractual lives of options granted					10 years
Stock appreciation rights (SARs)
Performance shares
Vesting period					4 years
Restricted Stock
Performance shares
Awarded (in shares)					113,766
2003 Plan \| Maximum
Stock-based compensation
Number of shares of common stock available for awards				12,000,000
2003 Plan \| Incentive stock options \| Minimum
Stock-based compensation
Exercise price per share as a percentage of the fair market value of the Common Stock				100.00%
2003 Plan \| Nonqualified stock options \| Minimum
Stock-based compensation
Exercise price per share as a percentage of the fair market value of the Common Stock				85.00%
2008 Plan
Stock-based compensation
Number of shares of common stock available for awards		16,350,000	9,250,000					9,250,000	2,350,000
Options available for future grants (in shares)					3,856,137
2008 Plan \| Employee stock options
Stock-based compensation
Number of shares of common stock counted against the maximum shares available for grant for each share awarded under the plan		1
2008 Plan \| Stock appreciation rights (SARs)
Stock-based compensation
Number of shares of common stock counted against the maximum shares available for grant for each share awarded under the plan		1
2008 Plan \| Restricted stock and other full value stock awards
Stock-based compensation
Number of shares of common stock counted against the maximum shares available for grant for each share awarded under the plan			2.44
Performance Share Program \| Performance Shares
Performance shares
Awarded (in shares)	189,085
Number of annual performance periods \| item	3
Service period	3 years
Increment at which shares are awarded (as a percent)	33.30%
Vesting period	3 years
Performance Share Program \| Performance Shares \| Minimum
Performance shares
Percentage of award which can potentially be earned	0.00%
Performance Share Program \| Performance Shares \| Maximum
Performance shares
Percentage of award which can potentially be earned	150.00%

Stock-Based Compensation - Stock Options by Exercise Price Ranges (Details)	12 Months Ended
	Dec. 31, 2016 $ / shares shares
Outstanding options
Number outstanding (in shares) \| shares	6,326,593
Weighted-average remaining contractual life	3 years 11 months 5 days
Weighted-average exercise price (in dollars per share)	$ 11.17
Exercisable options
Number outstanding (in shares) \| shares	3,110,050
Weighted-average exercise price (in dollars per share)	$ 11.03
$6.76 to $10.26
Information about stock options outstanding
Low end of exercise price range (in dollars per share)	6.76
High end of exercise price range (in dollars per share)	$ 10.26
Outstanding options
Number outstanding (in shares) \| shares	2,229,210
Weighted-average remaining contractual life	1 year 6 months 18 days
Weighted-average exercise price (in dollars per share)	$ 8.10
Exercisable options
Number outstanding (in shares) \| shares	1,805,807
Weighted-average exercise price (in dollars per share)	$ 9.53
$11.12 to $15.45
Information about stock options outstanding
Low end of exercise price range (in dollars per share)	11.12
High end of exercise price range (in dollars per share)	$ 15.45
Outstanding options
Number outstanding (in shares) \| shares	4,026,349
Weighted-average remaining contractual life	5 years 2 months 19 days
Weighted-average exercise price (in dollars per share)	$ 12.76
Exercisable options
Number outstanding (in shares) \| shares	1,288,869
Weighted-average exercise price (in dollars per share)	$ 13.06
$16.59 to $18.61
Information about stock options outstanding
Low end of exercise price range (in dollars per share)	16.59
High end of exercise price range (in dollars per share)	$ 18.61
Outstanding options
Number outstanding (in shares) \| shares	71,034
Weighted-average remaining contractual life	5 years 8 months 23 days
Weighted-average exercise price (in dollars per share)	$ 17.26
Exercisable options
Number outstanding (in shares) \| shares	15,374
Weighted-average exercise price (in dollars per share)	$ 17.86

Stock-Based Compensation - Restricted Stock, PSUs, and SARs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Stock-based compensation costs
Compensation costs related to stock-based compensation, pre tax	$ 6,900	$ 8,200	$ 10,700
Total compensation cost related to nonvested awards not yet recognized	11,600	11,200	10,900
Accrued salaries and wages	$ 92,238	$ 98,671
Maximum
Stock-based compensation costs
Vesting period	4 years
Restricted Stock
Stock-based compensation
Outstanding at the beginning of the period (in shares)	126,996
Awarded (in shares)	113,766
Released (in shares)	(50,860)
Canceled (in shares)	(14,016)
Outstanding at the end of the period (in shares)	175,886	126,996
Stock-based compensation costs
Total compensation cost related to nonvested awards not yet recognized	$ 1,700	$ 2,400	3,600
Employee stock options
Stock-based compensation costs
Total compensation cost related to nonvested awards not yet recognized	9,900	8,800	7,300
Phantom Share Units (PSUs)
Stock-based compensation costs
Compensation costs related to stock-based compensation, pre tax	8,500	14,100	8,300
Total compensation cost related to nonvested awards not yet recognized	$ 6,600
Period for recognition of unrecognized compensation cost	1 year 4 months 13 days
Accrued salaries and wages	$ 5,600	7,800
Amounts paid on cash settled awards	$ 10,700	14,500	6,900
Phantom Share Units (PSUs) \| Minimum
Stock-based compensation costs
Vesting period	3 years
Phantom Share Units (PSUs) \| Maximum
Stock-based compensation costs
Vesting period	4 years
Stock appreciation rights (SARs)
Stock-based compensation costs
Compensation costs related to stock-based compensation, pre tax	$ 2,400	5,100	2,900
Total compensation cost related to nonvested awards not yet recognized	$ 4,500
Period for recognition of unrecognized compensation cost	2 years 5 months 12 days
Accrued salaries and wages	$ 7,300	8,000
Vesting period	4 years
Amounts paid on cash settled awards	$ 3,300	$ 3,400	$ 2,200

Segment Information (Details) $ in Thousands	3 Months Ended								12 Months Ended
Segment Information (Details) $ in Thousands	Dec. 31, 2016 USD ($)	Sep. 30, 2016 USD ($)	Jun. 30, 2016 USD ($)	Mar. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Sep. 30, 2015 USD ($)	Jun. 30, 2015 USD ($)	Mar. 31, 2015 USD ($)	Dec. 31, 2016 USD ($) segment	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)
Segment information
Number of reportable segments \| segment									3
Income (loss) from operations	$ 113,848	$ 139,300	$ 149,337	$ 140,531	$ 90,624	$ 142,172	$ 123,361	$ 111,689	$ 543,016	$ 467,846	$ 257,188
Charge for stock compensation									6,871	8,223	10,666
Insurance recoveries									(726)		(5,674)
Depreciation and amortization									271,214	259,461	266,742
Contingent purchase price									1,277	(5,374)	689
Loss (gain) loss on disposal of assets									(2,471)	1,286	738
Income from unconsolidated affiliates									14,337	14,488	7,949
Impairment losses										40,042	159,884
(Gain) loss on disposal of assets									(2,471)	1,286	738
Adjusted EBITDA									843,829	796,349	709,991
Net revenues	742,910	$ 765,597	$ 769,422	$ 756,451	733,967	$ 739,297	$ 700,956	$ 664,138	3,034,380	2,838,358	2,590,527
Capital expenditures									97,245	199,240	228,145
Total assets	4,974,484				5,138,752				4,974,484	5,138,752
Investment in and advances to unconsolidated affiliates	156,176				168,149				156,176	168,149
Goodwill and other intangible assets, net	1,425,179				1,303,384				1,425,179	1,303,384
Kansas Entertainment
Segment information
Non-operating items									10,311	10,377	11,809
Operating Segments \| Northeast
Segment information
Income (loss) from operations									397,524	328,567	297,674
Depreciation and amortization									92,373	93,299	87,018
Contingent purchase price									(1,277)	(5,374)	689
Impairment losses										40,042
(Gain) loss on disposal of assets									450	65	54
Adjusted EBITDA									489,070	456,599	385,435
Net revenues									1,568,514	1,505,838	1,275,651
Capital expenditures									30,677	155,413	140,047
Total assets	861,951				918,292				861,951	918,292
Investment in and advances to unconsolidated affiliates	76				84				76	84
Goodwill and other intangible assets, net	324,285				324,285				324,285	324,285
Operating Segments \| South/West
Segment information
Income (loss) from operations									92,629	102,380	101,156
Depreciation and amortization									35,831	25,793	19,493
Income from unconsolidated affiliates											51
Impairment losses											1,420
(Gain) loss on disposal of assets									109	677	183
Adjusted EBITDA									128,569	128,850	122,303
Net revenues									546,608	478,128	441,718
Capital expenditures									30,458	16,805	40,140
Total assets	840,076				968,152				840,076	968,152
Goodwill and other intangible assets, net	224,719				224,746				224,719	224,746
Operating Segments \| Midwest
Segment information
Income (loss) from operations									223,180	225,526	37,362
Insurance recoveries									(726)		(5,674)
Depreciation and amortization									38,210	39,917	61,389
Contingent purchase price									6
Income from unconsolidated affiliates									15,960	15,289	10,669
Impairment losses											158,464
(Gain) loss on disposal of assets									334	208	523
Adjusted EBITDA									287,275	291,317	274,542
Net revenues									877,567	833,455	848,868
Capital expenditures									30,921	22,679	41,991
Total assets	1,103,231				1,091,514				1,103,231	1,091,514
Investment in and advances to unconsolidated affiliates	93,768				103,608				93,768	103,608
Goodwill and other intangible assets, net	775,377				750,127				775,377	750,127
Operating Segments \| Midwest \| Kansas Entertainment
Segment information
Non-operating items									10,311	10,377	11,809
Other
Segment information
Income (loss) from operations									(170,317)	(188,627)	(179,004)
Charge for stock compensation									6,871	8,223	10,666
Depreciation and amortization									104,800	100,452	98,842
Contingent purchase price									2,548
Income from unconsolidated affiliates									(1,623)	(801)	(2,771)
(Gain) loss on disposal of assets									(3,364)	336	(22)
Adjusted EBITDA									(61,085)	(80,417)	(72,289)
Net revenues									41,691	20,937	24,290
Capital expenditures									5,189	4,343	$ 5,967
Total assets	2,169,226				2,160,794				2,169,226	2,160,794
Investment in and advances to unconsolidated affiliates	62,332				64,457				62,332	64,457
Goodwill and other intangible assets, net	$ 100,798				$ 4,226				$ 100,798	$ 4,226

Summarized Quarterly Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended									12 Months Ended
	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Jun. 30, 2014	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Summarized Quarterly Data (Unaudited)
Net revenues	$ 742,910	$ 765,597	$ 769,422	$ 756,451	$ 733,967	$ 739,297	$ 700,956	$ 664,138		$ 3,034,380	$ 2,838,358	$ 2,590,527
Income (loss) from operations	113,848	139,300	149,337	140,531	90,624	142,172	123,361	111,689		543,016	467,846	257,188
Net income (loss)	$ 5,032	$ 46,535	$ 34,035	$ 23,708	$ (9,066)	$ 4,900	$ 2,983	$ 1,869		$ 109,310	$ 686	$ (183,822)
Basic earnings (loss) per common share (in dollars per share)	$ 0.06	$ 0.52	$ 0.38	$ 0.26	$ (0.11)	$ 0.06	$ 0.03	$ 0.02		$ 1.21	$ 0.01	$ (2.34)
Diluted earnings (loss) per common share (in dollars per share)	$ 0.05	$ 0.51	$ 0.37	$ 0.26	$ (0.11)	$ 0.05	$ 0.03	$ 0.02		$ 1.19	$ 0.01	$ (2.34)
Impairment of intangible asset					$ 40,000						$ 40,000	$ 74,500
Impairment of long-lived assets									$ 4,600	$ 0	$ 0
Property tax settlements					$ 16,800

Related Party Transactions (Details) - Affiliates of Entity Chairman - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Related party transactions
Rent expense	$ 1.2	$ 1.2	$ 1.1
Future minimum lease commitments relating to leases	$ 2.9

Fair Value Measurements (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
Fair Value Measurements (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Total Reduction in Fair Value Recorded during the year
Pre-tax other intangible asset impairment charge	$ 40,000		$ 40,000	$ 74,500
Rocket Speed and Plainridge Racecourse \| General and administrative expenses
Fair value of assets and liabilities
Change in fair value in long term obligation, credit (charge) to general and administrative expense		$ (1,300)	5,400	(700)
Plainridge Racecourse \| General and administrative expenses
Fair value of assets and liabilities
Change in fair value in long term obligation, credit (charge) to general and administrative expense		$ 1,300	5,400	(700)
Hollywood Gaming at Dayton Raceway And Mahoning Valley Race Course
Fair value of assets and liabilities
Discount Rate		5.00%
Contingent Purchase Price
Financial liabilities:
Balance at beginning of the period		$ 13,815	19,189
Total (gains) (realized or unrealized):
Additions		34,945
Payments		(1,793)
Included in earnings		1,277	(5,374)
Balance at end of the period	13,815	$ 48,244	13,815	$ 19,189
Contingent Purchase Price \| Discounted Cash Flow \| Plainridge Racecourse
Fair value of assets and liabilities
Discount Rate		8.30%
Contingent Purchase Price \| Option Pricing Method \| Rocket Speed
Fair value of assets and liabilities
Discount Rate		11.50%
Volatility rate		87.32%
Level 1
Financial assets:
Cash and cash equivalents	237,009	$ 229,510	237,009
Level 3
Financial assets:
Advances to Jamul Tribe	197,722	98,000	197,722
Financial liabilities:
Long-term debt	13,815	48,244	13,815
Senior Secured Credit Facility \| Level 1
Financial liabilities:
Long-term debt	829,975	785,092	829,975
Senior Secured Credit Facility \| Level 2
Financial liabilities:
Long-term debt	422,000	191,000	422,000
Senior Unsecured Notes \| Level 1
Financial liabilities:
Long-term debt	291,000	312,000	291,000
Other long-term obligations \| Level 2
Financial liabilities:
Long-term debt	147,358	152,132	147,358
Nonrecurring
Total Reduction in Fair Value Recorded during the year
Intangible assets impairment losses			(40,042)
Nonrecurring \| Level 3
Assets measured as fair value on a non-recurring basis
Intangible assets	110,436		110,436
Reported Value Measurement
Financial assets:
Cash and cash equivalents	237,009	229,510	237,009
Advances to Jamul Tribe	197,722	92,100	197,722
Financial liabilities:
Long-term debt	13,815	48,244	13,815
Reported Value Measurement \| Senior Secured Credit Facility
Financial liabilities:
Long-term debt	1,239,049	962,703	1,239,049
Reported Value Measurement \| Senior Unsecured Notes
Financial liabilities:
Long-term debt	296,252	296,895	296,252
Reported Value Measurement \| Other long-term obligations
Financial liabilities:
Long-term debt	146,992	154,084	146,992
Fair Value
Financial assets:
Cash and cash equivalents	237,009	229,510	237,009
Advances to Jamul Tribe	197,722	98,000	197,722
Financial liabilities:
Long-term debt	13,815	48,244	13,815
Fair Value \| Senior Secured Credit Facility
Financial liabilities:
Long-term debt	1,251,975	976,092	1,251,975
Fair Value \| Senior Unsecured Notes
Financial liabilities:
Long-term debt	291,000	312,000	291,000
Fair Value \| Other long-term obligations
Financial liabilities:
Long-term debt	147,358	$ 152,132	147,358
Fair Value \| Nonrecurring
Assets measured as fair value on a non-recurring basis
Intangible assets	$ 110,436		$ 110,436

Insurance Recoveries and Deductibles (Details) $ in Millions	12 Months Ended
	Dec. 31, 2016 USD ($)
Flood \| Argosy Casino Alton
Insurance Recoveries
Insurance proceeds received	$ 0.7

Subsequent Events - Refinancing Transactions (Details) - USD ($) $ in Millions				3 Months Ended
	Feb. 03, 2017	Jan. 19, 2017	Oct. 30, 2013	Mar. 31, 2017	Jan. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Aug. 31, 2015	Jul. 31, 2015
Term Loan A Facility
Subsequent events
Maximum borrowing capacity			$ 500.0					$ 146.7	$ 500.0
Term of debt			5 years
Term Loan B Facility
Subsequent events
Maximum borrowing capacity			$ 250.0
Term of debt			7 years
Revolving credit facility
Subsequent events
Maximum borrowing capacity			$ 500.0					$ 633.2	$ 500.0
Term of debt			5 years
Senior Unsecured 5.875% Notes due November 1, 2021
Subsequent events
Principal amount						$ 300.0	$ 300.0
Interest rate (as a percent)			5.875%			5.875%	5.875%
Percentage of principal amount at which the entity may redeem notes from net proceeds raised in connection with an equity offering			105.875%
Percentage of the aggregate principal amount of the notes originally issued which must remain outstanding at redemption under terms of the notes			60.00%
Period from completion of equity offering, during which notes can be redeemed			180 days
Subsequent Event
Subsequent events
Amount of common stock authorized to repurchase	$ 100.0
Period of stock repurchase period	2 years
Subsequent Event \| Senior Unsecured Notes 5.625 Percent Due January 15, 2027
Subsequent events
Principal amount		$ 400.0			$ 400.0
Interest rate (as a percent)		5.625%			5.625%
Percentage of principal amount at which the entity may redeem notes from net proceeds raised in connection with an equity offering		105.625%
Percentage of the aggregate principal amount of the notes originally issued which must remain outstanding at redemption under terms of the notes		60.00%
Period from completion of equity offering, during which notes can be redeemed		180 days
Subsequent Event \| New Senior Secured Credit Facility
Subsequent events
Maximum borrowing capacity		$ 1,500.0
Subsequent Event \| Term Loan A Facility
Subsequent events
Maximum borrowing capacity		$ 300.0
Term of debt		5 years
Subsequent Event \| Term Loan B Facility
Subsequent events
Maximum borrowing capacity		$ 500.0
Term of debt		7 years
Subsequent Event \| Revolving credit facility
Subsequent events
Maximum borrowing capacity		$ 700.0
Term of debt		5 years
Subsequent Event \| Senior Unsecured 5.875% Notes due November 1, 2021
Subsequent events
Interest rate (as a percent)		5.875%
Debt extinguishment and financing charges				$ 25.2
Gain (loss) on the early extinguishment of debt				$ 13.2