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Assets Held for Sale | 9 Months Ended
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Sep. 30, 2020
Discontinued Operations and Disposal Groups [Abstract] |
Assets Held for Sale | Assets Held for Sale Held for sale - Continuing operations Eldorado Shreveport, MontBleu and Evansville In connection with its review of the Merger, the Indiana Gaming Commission determined on July 16, 2020 that the Company is required to divest three properties within the state of Indiana in order to avoid undue economic concentrations as conditions to the Indiana Gaming Commission’s approval of the Merger. On October 27, 2020, the Company entered into an agreement to sell Evansville to GLPI and Twin River for $480 million in cash, subject to a customary working capital adjustment. The sale is subject to satisfaction of customary conditions, including receipt of required regulatory approvals and is expected to close in mid-2021. In addition, the Company plans to enter into agreements to divest of Caesars Southern Indiana and Horseshoe Hammond prior to December 31, 2020. Evansville met the requirements for presentation as assets held for sale as of September 30, 2020, while Caesars Southern Indiana and Horseshoe Hammond met the requirements for presentation as held for sale and discontinued operations. On April 24, 2020, the Company entered into a definitive purchase agreement with Twin River and certain of its affiliates for the sale of the equity interests of Eldorado Resort Casino Shreveport Joint Venture and Columbia Properties Tahoe, LLC, the entities that hold Eldorado Shreveport and MontBleu, respectively, for aggregate consideration of $155 million, subject to a working capital adjustment. The definitive agreement provides that the consummation of the sale is subject to satisfaction of customary conditions, including receipt of required regulatory approvals. Eldorado Shreveport and MontBleu are expected to close in the first quarter of 2021. Eldorado Shreveport and MontBleu met the requirements for presentation as assets held for sale as of September 30, 2020. However, the pending divestitures of Eldorado Shreveport and MontBleu did not meet the requirements for presentation as discontinued operations and are included in income from continuing operations in the periods presented. As a result of the agreement to sell MontBleu, an impairment charge totaling $45 million was recorded during the nine months ended September 30, 2020 due to the carrying value exceeding the estimated net sales proceeds. The impairment charges resulted in a reduction to the carrying amounts of the right-of-use assets, property and equipment, goodwill and other intangibles totaling $18 million, $23 million and $4 million, respectively. See Note 7. The assets and liabilities held for sale, accounted for at carrying value as it was lower than fair value, were as follows as of September 30, 2020:
| September 30, 2020
(In millions) | Shreveport |  | MontBleu |  | Evansville |  |  |  |
Assets: |  |  |  |  |  |  |  |  |
Property and equipment, net | $ | 85 |  |  | $ | 37 |  |  | $ | 302 |  |  |  |  |
Goodwill | — |  |  | — |  |  | 9 |  |  |  |  |
Gaming licenses and other intangibles, net | 21 |  |  | — |  |  | 138 |  |  |  |  |
Other assets, net | 15 |  |  | 32 |  |  | 48 |  |  |  |  |
Assets held for sale | $ | 121 |  |  | $ | 69 |  |  | $ | 497 |  |  |  |  |
Current liabilities | $ | 21 |  |  | $ | 72 |  |  | $ | 36 |  |  |  |  |
Liabilities related to assets held for sale | $ | 21 |  |  | $ | 72 |  |  | $ | 36 |  |  |  |  |
The following information presents the net revenues and net (loss) income for the Company’s properties that are held for sale:
| Three Months Ended September 30, 2020
(In millions) | Shreveport |  | MontBleu |  | Evansville
Net revenues | $ | 21 |  |  | $ | 11 |  |  | $ | 31 |
Net (loss) income | 7 |  |  | (3) |  |  | 1 |
| Nine Months Ended September 30, 2020
(In millions) | Shreveport |  | MontBleu |  | Evansville
Net revenues | $ | 51 |  |  | $ | 23 |  |  | $ | 71 |
Net (loss) income | 8 |  |  | (43) |  |  | (7) |
Held for sale - Sold Kansas City, Vicksburg, Mountaineer, Caruthersville, Cape Girardeau, Presque and Nemacolin Divestitures On July 1, 2020, the Company consummated the sale of the equity interests of the entities that hold Vicksburg and Kansas City to Twin River for $230 million resulting in a gain of $8 million. The sales of Mountaineer, Caruthersville and Cape Girardeau were consummated on December 6, 2019. The sale of Nemacolin closed on March 8, 2019 resulting in a gain on sale of $0.1 million, net of final working capital adjustments, for the nine months ended September 30, 2019. The sale of Presque closed on January 11, 2019 resulting in a gain on sale of $22 million, net of final working capital adjustments, for the nine months ended September 30, 2019. Prior to their respective closing dates, Vicksburg, Kansas City, Mountaineer, Caruthersville, Cape Girardeau, Nemacolin and Presque met the requirements for presentation as assets held for sale under generally accepted accounting principles. However, they did not meet the requirements for presentation as discontinued operations. All properties were previously reported in the Regional segment. The following information presents the net revenues and net (loss) income of Kansas City and Vicksburg properties for the three and nine months ended September 30, 2020:
| Three Months Ended September 30, 2020 |  | Nine Months Ended September 30, 2020
(In millions) | Kansas City |  | Vicksburg |  | Kansas City |  | Vicksburg
Net revenues | $ | — |  |  | $ | — |  |  | $ | 18 |  |  | $ | 7 |
Net (loss) income | 1 |  |  | — |  |  | 3 |  |  | (1) |
The following information presents the net revenues and net (loss) income of held for sale properties for the three and nine months ended September 30, 2019:
| Three Months Ended September 30, 2019
(In millions) | Mountaineer |  | Cape Girardeau |  | Caruthersville |  | Kansas City |  | Vicksburg |  | Presque |  | Nemacolin
Net revenues | $ | 33 |  |  | $ | 14 |  |  | $ | 9 |  |  | $ | 15 |  |  | $ | 6 |  |  | $ | — |  |  | $ | — |
Net income | 3 |  |  | 2 |  |  | 1 |  |  | 1 |  |  | — |  |  | — |  |  | — |
| Nine Months Ended September 30, 2019
(In millions) | Mountaineer |  | Cape Girardeau |  | Caruthersville |  | Kansas City |  | Vicksburg |  | Presque |  | Nemacolin
Net revenues | $ | 96 |  |  | $ | 44 |  |  | $ | 26 |  |  | $ | 48 |  |  | $ | 16 |  |  | $ | 3 |  |  | $ | 5 |
Net (loss) income | 7 |  |  | 6 |  |  | 5 |  |  | 8 |  |  | (1) |  |  | — |  |  | (1) |
The assets and liabilities held for sale, accounted for at carrying value as it was lower than fair value, were as follows as of December 31, 2019:
| December 31, 2019
(In millions) | Kansas City |  | Vicksburg |  | Total
Assets: |  |  |  |  |
Property and equipment, net | $ | 39 |  |  | $ | 31 |  |  | $ | 70 |
Goodwill | 40 |  |  | 9 |  |  | 49 |
Gaming licenses and other intangibles, net | 91 |  |  | 3 |  |  | 94 |
Other assets, net | 36 |  |  | 4 |  |  | 40 |
Assets held for sale | $ | 206 |  |  | $ | 47 |  |  | $ | 253 |
Current liabilities | $ | 3 |  |  | $ | 2 |  |  | $ | 5 |
Other long-term liabilities | 33 |  |  | — |  |  | 33 |
Liabilities related to assets held for sale | $ | 36 |  |  | $ | 2 |  |  | $ | 38 |
These amounts include historical operating results, adjusted to eliminate the internal allocation of interest expense that was not assumed by the buyer. Held for sale - Discontinued operations As result of the Merger, certain Former Caesars properties, including Harrah’s Louisiana Downs, Caesars Southern Indiana, Horseshoe Hammond, Harrah’s Reno, Caesars UK group, including Emerald Resorts & Casino, and Bally’s Atlantic City (“Bally’s AC”) have met, or are expected to meet within a short period of time, held for sale criteria as of the date of the closing of the Merger. The sales of these properties have or are expected to close within one year from the date of the closing of the Merger and the properties are classified as discontinued operations. On September 30, 2020, the Company and VICI completed the sale of Harrah’s Reno for $42 million. The proceeds from the sale were split between the Company and VICI, and the Company received $8 million of net proceeds. The following information presents the net revenues and net (loss) income for the Company’s properties that are part of discontinued operations for the three months ended September 30, 2020:
| Three Months Ended September 30, 2020
(In millions) | Harrah’s Louisiana Downs |  | Harrah’s Reno |  | Horseshoe Hammond |  | Caesars UK |  | Bally’s AC |  | Caesars Southern Indiana
Net revenues | $ | 9 |  |  | $ | — |  |  | $ | 66 |  |  | $ | 11 |  |  | $ | 31 |  |  | $ | 39 |
Net (loss) income | 2 |  |  | (4) |  |  | 9 |  |  | (11) |  |  | 5 |  |  | 1 |
The assets and liabilities held for sale as a discontinued operation, accounted for at carrying value as it was lower than fair value, were as follows as of September 30, 2020:
| September 30, 2020
(In millions) | Harrah’s Louisiana Downs |  | Horseshoe Hammond |  | Caesars UK |  | Bally’s AC |  | Caesars Southern Indiana
Assets: |  |  |  |  |  |  |  |  |
Cash | $ | 9 |  |  | $ | 14 |  |  | $ | 36 |  |  | $ | 10 |  |  | $ | 7 |
Property and equipment, net | 11 |  |  | 404 |  |  | 69 |  |  | 25 |  |  | 413 |
Goodwill | 3 |  |  | 138 |  |  | 35 |  |  | — |  |  | 136 |
Gaming licenses and other intangibles, net | 5 |  |  | 30 |  |  | 50 |  |  | — |  |  | 23 |
Other assets, net | 1 |  |  | 43 |  |  | 107 |  |  | 6 |  |  | 4 |
Assets held for sale | $ | 29 |  |  | $ | 629 |  |  | $ | 297 |  |  | $ | 41 |  |  | $ | 583 |
Current liabilities | $ | 6 |  |  | $ | 34 |  |  | $ | 89 |  |  | $ | 14 |  |  | $ | 20 |
Other long-term liabilities (a) | 6 |  |  | 73 |  |  | 125 |  |  | 20 |  |  | 1 |
Liabilities related to assets held for sale | $ | 12 |  |  | $ | 107 |  |  | $ | 214 |  |  | $ | 34 |  |  | $ | 21 |
____________________ (a)We have included $25 million of deferred finance obligation as held for sale liabilities for Bally’s Atlantic City and Louisiana Downs, which represent our preliminary purchase price allocation of the liability which will be derecognized upon completion of those divestitures. We have not included any portion of the deferred finance obligation associated with Horseshoe Hammond or Caesars Southern Indiana as held for sale as we do not yet have any sale agreements in place or know the effect of any possible master lease modification on our deferred finance lease liability.

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- Definition The entire disclosure related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 360 -URI http://asc.fasb.org/topic&trid=2155823 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 20 -URI http://asc.fasb.org/subtopic&trid=2122178 + Details
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