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Fair Value Measurements | 12 Months Ended
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Dec. 31, 2021
Fair Value Disclosures [Abstract] |
Fair Value Measurements | Fair Value Measurements Items Measured at Fair Value on a Recurring Basis The following table sets forth the assets and liabilities measured at fair value on a recurring basis, by input level, in the Balance Sheets at December 31, 2021 and 2020:
(In millions) | December 31, 2021
Assets: | Level 1 |  | Level 2 |  | Level 3 |  | Total
Restricted cash and investments | $ | 1 |  |  | $ | 1 |  |  | $ | — |  |  | $ | 2 |
Marketable securities | 69 |  |  | 9 |  |  | — |  |  | 78 |
Derivative instruments - FX forward | — |  |  | 1 |  |  | — |  |  | 1 |
Total assets at fair value | $ | 70 |  |  | $ | 11 |  |  | $ | — |  |  | $ | 81 |
Liabilities: |  |  |  |  |  |  |
Derivative instruments - interest rate swaps | $ | — |  |  | $ | 28 |  |  | $ | — |  |  | $ | 28 |
Derivative instruments - FX forwards | — |  |  | 16 |  |  | — |  |  | 16 |
Total liabilities at fair value | $ | — |  |  | $ | 44 |  |  | $ | — |  |  | $ | 44 |
(In millions) | December 31, 2020
Assets: | Level 1 |  | Level 2 |  | Level 3 |  | Total
Restricted cash and investments | $ | 1 |  |  | $ | 3 |  |  | $ | 44 |  |  | $ | 48 |
Marketable securities | 23 |  |  | 10 |  |  | — |  |  | 33 |
Derivative instruments - FX forward | — |  |  | 40 |  |  | — |  |  | 40 |
Total assets at fair value | $ | 24 |  |  | $ | 53 |  |  | $ | 44 |  |  | $ | 121 |
Liabilities: |  |  |  |  |  |  |
Derivative instruments - 5% Convertible Notes | $ | — |  |  | $ | 326 |  |  | $ | — |  |  | $ | 326 |
Derivative instruments - interest rate swaps | — |  |  | 90 |  |  | — |  |  | 90 |
Total liabilities at fair value | $ | — |  |  | $ | 416 |  |  | $ | — |  |  | $ | 416 |
Change in restricted investments using Level 3 inputs
(In millions) | Level 3 Investment |  | Level 3 Other Liabilities
Fair value of investment at December 31, 2019 | $ | 29 |  |  | $ | — |
Value of additional investment received | 5 |  |  | 2 |
Released from restrictions | (8) |  |  | (4) |
Unrealized gain | 18 |  |  | 2 |
Fair value of investment at December 31, 2020 | 44 |  |  | — |
Change in fair value | 7 |  |  | — |
Acquisition of William Hill | (51) |  |  | — |
Fair value at December 31, 2021 | $ | — |  |  | $ | — |
Restricted Cash and Investments The estimated fair values of the Company’s restricted cash and investments are based upon quoted prices available in active markets (Level 1), or quoted prices for similar assets in active and inactive markets (Level 2), or quoted prices available in active markets adjusted for time restrictions related to the sale of the investment (Level 3) and represent the amounts the Company would expect to receive if the Company sold the restricted cash and investments. Restricted cash classified as Level 1 includes cash equivalents held in short-term certificate of deposit accounts or money market type funds. Restricted cash that is not subject to remeasurement on a recurring basis is not included in the table above. Restricted investments included shares acquired in conjunction with the Company’s sports betting agreements that contained restrictions related to the ability to liquidate shares within a specified timeframe. As a result of the William Hill Acquisition, no restricted investments are held as of December 31, 2021. Marketable Securities Marketable securities consist primarily of trading securities held by the Company’s captive insurance subsidiary and investments acquired in the William Hill Acquisition (see Note 5). These investments also include collateral for several escrow and trust agreements with third-party beneficiaries. The estimated fair values of the Company’s marketable securities are determined on an individual asset basis based upon quoted prices of identical assets available in active markets (Level 1), quoted prices of identical assets in inactive markets, or quoted prices for similar assets in active and inactive markets (Level 2), and represent the amounts the Company would expect to receive if the Company sold these marketable securities. The Company held common shares of Flutter Entertainment PLC (“Flutter”), which is a publicly traded company with a readily determinable share price. The Flutter shares contained certain restrictions which expired in December 2020. As such, the shares were transferred from a Level 3 investment to a Level 1 investment. There were no other transfers between Level 1, Level 2 and Level 3 investments. During the year ended December 31, 2020, the Company sold a portion of these shares for $24 million and recorded a gain of $14 million. As of December 31, 2020, the fair value of shares held was $10 million, and was included in Prepayments and other current assets on the Balance Sheets. On July 7, 2021, the Company sold these shares for $9 million and recorded a loss of $1 million during the year ended December 31, 2021. Gains and losses have been included in Other income (loss) on the Statements of Operations. Derivative Instruments The Company does not purchase or hold any derivative financial instruments for trading purposes. 5% Convertible Notes - Derivative Liability On October 6, 2017, Former Caesars issued $1.1 billion aggregate principal amount of 5% convertible senior notes maturing in 2024 (“5% Convertible Notes”) which contained a derivative liability. On June 29, 2021, all outstanding 5% Convertible Notes were converted as a result of our mandatory conversion. See Note 12 for further discussion. The derivative liability associated with the conversion feature no longer exists following the mandatory conversion. Forward contracts T he Company has entered into several foreign exchange forward contracts with third parties to hedge the risk of fluctuations in the foreign exchange rates between USD and GBP and to fix the exchange rate for a portion of the funds used in the William Hill Acquisition, repayment of related debt, and expected proceeds of the sale of the international operations. Three of these forward contracts to purchase £724 million at a contracted exchange rate were settled on June 11, 2021 and December 31, 2021, resulting in total gains of $38 million, which were recorded in the Other income (loss) on the Statements of Operations. As of December 31, 2021, the Company is contracted to sell a total of £790 million at fixed exchange rates. These contracts are to hedge the risk of fluctuations in the foreign exchange rate related to a portion of the expected proceeds from the sale of William Hill International. The forward term of these contracts ends in March 2022. The Company recorded a loss of $15 million during the year ended December 31, 2021, related to these forward contracts, which was recorded in the Other income (loss) on the Statements of Operations. Interest Rate Swap Derivatives We assumed Former Caesars’ interest rate swaps to manage the mix of assumed debt between fixed and variable rate instruments. As of December 31, 2021, we have four interest rate swap agreements to fix the interest rate on $1.3 billion of variable rate debt related to the CRC Credit Agreement. The interest rate swaps are designated as cash flow hedging instruments. The difference to be paid or received under the terms of the interest rate swap agreements is accrued as interest rates change and recognized as an adjustment to interest expense at settlement. Changes in the variable interest rates to be received pursuant to the terms of the interest rate swap agreements will have a corresponding effect on future cash flows. The major terms of the interest rate swap agreements as of December 31, 2021 were as follows:
Effective Date |  | Notional Amount (In millions) |  | Fixed Rate Paid |  | Variable Rate Received as of December 31, 2021 |  |  |  | Maturity Date
1/1/2019 |  | 250 |  | 2.274% |  | 0.09038% |  |  |  | 12/31/2022
1/1/2019 |  | 200 |  | 2.828% |  | 0.09038% |  |  |  | 12/31/2022
1/1/2019 |  | 200 |  | 2.828% |  | 0.09038% |  |  |  | 12/31/2022
1/1/2019 |  | 600 |  | 2.739% |  | 0.09038% |  |  |  | 12/31/2022
Valuation Methodology The estimated fair values of our interest rate swap derivative instruments are derived from market prices obtained from dealer quotes for similar, but not identical, assets or liabilities. Such quotes represent the estimated amounts we would receive or pay to terminate the contracts. The interest rate swap derivative instruments are included in either Other assets, net or Other long-term liabilities on our Balance Sheets. Our derivatives are recorded at their fair values, adjusted for the credit rating of the counterparty if the derivative is an asset, or adjusted for the credit rating of the Company if the derivative is a liability. None of our derivative instruments are offset and all were classified as Level 2. Financial Statement Effect The effect of derivative instruments designated as hedging instruments on the Balance Sheets for amounts transferred into Accumulated other comprehensive income (loss) (“AOCI”) before tax was a gain of $62 million and $34 million, during the years ended December 31, 2021 and 2020, respectively. AOCI reclassified to Interest expense on the Statements of Operations was $59 million and $31 million, for years ended December 31, 2021 and 2020, respectively. As of December 31, 2021 and 2020, the interest rate swaps derivative liability of $28 million and $90 million, respectively, was recorded in Other long-term liabilities. Net settlement of these interest rate swaps results in the reclassification of deferred gains and losses within AOCI to be reclassified to the income statement as a component of interest expense as settlements occur. The estimated amount of existing gains or losses that are reported in AOCI at the reporting date that are expected to be reclassified into earnings within the next 12 months is approximately $28 million. Accumulated Other Comprehensive Income The changes in AOCI by component, net of tax, for the periods through December 31, 2021 and 2020 are shown below.
(In millions) | Unrealized Net Gains on Derivative Instruments |  | Foreign Currency Translation Adjustments |  | Other |  | Total
Balances as of December 31, 2019 | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |
Other comprehensive income (loss) before reclassifications | (5) |  |  | 8 |  |  | — |  |  | 3 |
Amounts reclassified from accumulated other comprehensive income | 31 |  |  | — |  |  | — |  |  | 31 |
Total other comprehensive income, net of tax | 26 |  |  | 8 |  |  | — |  |  | 34 |
Balances as of December 31, 2020 | $ | 26 |  |  | $ | 8 |  |  | $ | — |  |  | $ | 34 |
Other comprehensive loss before reclassifications | (12) |  |  | (44) |  |  | (1) |  |  | (57) |
Amounts reclassified from accumulated other comprehensive income | 59 |  |  | — |  |  | — |  |  | 59 |
Total other comprehensive income (loss), net of tax | 47 |  |  | (44) |  |  | (1) |  |  | 2 |
Balances as of December 31, 2021 | $ | 73 |  |  | $ | (36) |  |  | $ | (1) |  |  | $ | 36 |

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- Definition The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258 + Details
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