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Description Of Business And Basis Of Presentation | 12 Months Ended
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Dec. 31, 2021
Description Of Business And Basis Of Presentation [Abstract] |
Description Of Business And Basis Of Presentation | 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Century Casinos, Inc. (the “Company”) is a casino entertainment company with operations primarily in North America. The Company’s operations as of December 31, 2021 are detailed below. The Company owns, operates and manages the following casinos through wholly-owned subsidiaries in North America: The Century Casino & Hotel in Central City, Colorado (“CTL”)The Century Casino & Hotel in Cripple Creek, Colorado (“CRC”)Mountaineer Casino, Racetrack & Resort in New Cumberland, West Virginia (“Mountaineer” or “MTR”) (1)The Century Casino Cape Girardeau, Missouri (“Cape Girardeau” or “CCG”) (1)The Century Casino Caruthersville, Missouri (“Caruthersville” or “CCV”) (1)The Century Casino & Hotel in Edmonton, Alberta, Canada (“Century Resorts Alberta” or “CRA”)The Century Casino St. Albert in St. Albert, Alberta, Canada (“CSA”); andCentury Mile Racetrack and Casino in Edmonton, Alberta, Canada (“CMR” or “Century Mile”) (2) (1)VICI Properties Inc. (“VICI PropCo”) owns the real estate assets.(2)CMR leases the land on which the racetrack and Racing and Entertainment Centre (“REC”) are located. As of December 31, 2021, the Company operated Century Sports (“CAL”), a sports bar, bowling and entertainment facility located in Calgary, Canada. In addition, the Company leased underlying real estate to a casino operator. On February 10, 2022, the Company sold the real estate, transferred the lease agreement for the casino premises to the buyer, and ceased operating Century Sports. See below in Note 1 for additional information about CAL. Mountaineer, Cape Girardeau and Caruthersville (the “Acquired Casinos”) were acquired on December 6, 2019 from Eldorado Resorts, Inc. (“Eldorado Resorts”) (the “2019 Acquisition”). See Note 3 for additional information about the Acquired Casinos and the 2019 Acquisition. Through August 2021, the Company operated the pari-mutuel off-track betting network in southern Alberta, Canada through Century Bets!, Inc. (“CBS” or “Century Bets”). In September 2021, the Company transferred these contracts to Century Mile. Prior to August 2019, the Company had a 75% controlling financial interest in CBS through its wholly-owned subsidiary Century Resorts Management GmbH (“CRM”). In August 2019, the Company purchased the remaining 25% non-controlling financial interest from Rocky Mountain Turf Club for CAD 0.2 million ($0.2 million based on the exchange rate in effect on August 5, 2019), resulting in CBS becoming a wholly-owned subsidiary. The Company currently has a controlling financial interest through its subsidiary CRM in the following majority-owned subsidiaries:The Company owns 75% of United Horsemen of Alberta Inc. dba Century Downs Racetrack and Casino (“CDR” or “Century Downs”). CDR operates Century Downs Racetrack and Casino, a racing and entertainment center (“REC”) in Balzac, a north metropolitan area of Calgary, Alberta, Canada. CDR is consolidated as a majority-owned subsidiary for which the Company has a controlling financial interest. The remaining 25% is owned by unaffiliated shareholders and is reported as a non-controlling financial interest. The Company owns 66.6% of Casinos Poland Ltd. (“CPL” or “Casinos Poland”). As of December 31, 2021, CPL owned and operated eight casinos throughout Poland. CPL is consolidated as a majority-owned subsidiary for which the Company has a controlling financial interest. Polish Airports Company (“Polish Airports”) owns the remaining 33.3% of CPL, which is reported as a non-controlling financial interest. The Company has the following concession agreements:As of December 31, 2021, the Company had a concession agreement with TUI Cruises for two ship-based casinos. From March 2020 to June 2021, neither casino operated due to the coronavirus (“COVID-19”) pandemic. Only one ship-based casino is currently operating. The Company’s agreement to operate that ship-based casino ends in the second quarter of 2022 and the Company’s agreement to operate other ship-based casino ends in the second quarter of 2023. In May 2021, a concession agreement with TUI Cruises for two other ship-based casinos ended. Recent Developments Related to COVID-19The COVID-19 pandemic had an adverse effect on the Company’s 2020 results of operations and financial condition, and adversely impacted the Company’s results of operations to a lesser extent in 2021 because the Company’s United States properties were open and operating during 2021. The table below provides a summary of the time periods in which the Company’s casinos, hotels and other facilities were closed to comply with quarantines issued by governments to contain the spread of COVID-19. The Company’s casinos have varied their operations based on the governmental health and safety requirements in the jurisdictions in which they are located. The Company’s operations in the United States and Poland have limited health and safety requirements for entry. Operating SegmentClosure DateReopen DateColoradoMarch 17, 2020 June 15 and June 17, 2020MissouriMarch 17, 2020June 1, 2020West VirginiaMarch 17, 2020June 5, 2020EdmontonMarch 17, 2020June 13, 2020 December 13, 2020June 10, 2021CalgaryMarch 17, 2020June 13, 2020 December 13, 2020June 10, 2021PolandMarch 13, 2020May 18, 2020 December 29, 2020February 12, 2021 March 20, 2021May 28, 2021 In March 2020, as a proactive measure to increase its cash position and preserve financial flexibility, the Company borrowed an additional $9.95 million on its revolving credit facility (the “Revolving Facility”) under its credit facility (“Macquarie Credit Agreement”) with Macquarie Capital (“Macquarie”) and $7.4 million on its credit agreement with UniCredit Bank Austria AG (“UniCredit”). The Revolving Facility was repaid in July 2020 except for a $50,000 letter of credit that was repaid in May 2021. The $7.4 million credit agreement with UniCredit was refinanced in June 2021 to a EUR 6.0 million term loan repayable through December 31, 2025. See Note 6 for further discussion of the Macquarie Credit Agreement and the UniCredit credit agreement. The duration and impact of the COVID-19 pandemic remains uncertain. The Company cannot predict the negative impacts that COVID-19 will have on its consumer demand, workforce, suppliers, contractors and other partners and whether future closures will be required. Such closures have had a material impact on the Company’s financial results. The effects of COVID-19, ongoing governmental health and safety requirements and any future closures could have a material impact on the Company. The Company will continue to monitor its liquidity and make reductions to marketing and operating expenditures, where possible, if future government mandates or closures are required that would have an adverse impact on the Company. Other Projects and DevelopmentsNugget Casino Resort in Sparks, NevadaOn February 22, 2022, the Company entered into a definitive agreement with Marnell Gaming, LLC (“Marnell”), pursuant to which a newly formed subsidiary of the Company will purchase from Marnell (i) 50% of the membership interests in Smooth Bourbon, LLC (“PropCo”), and (ii) 100% of the membership interests in Nugget Sparks, LLC (“OpCo”). OpCo owns and operates the Nugget Casino Resort in Sparks, Nevada, and PropCo owns the real property on which the casino is located. At the First Closing (as defined below), PropCo will enter into a lease with OpCo for an annual rent of $15.0 million. The Company will purchase 50% of the membership interests in PropCo for approximately $95.0 million (subject to certain adjustments) at the first closing, which is expected to occur early in the second quarter of 2022 (the “First Closing”). Subject to approval from the Nevada Gaming Commission, the Company’s purchase of 100% of the membership interests in OpCo for approximately $100.0 million (subject to certain adjustments) is expected to close within one year after the First Closing (the “Second Closing”). Following the Second Closing, the Company will own the operating assets of Nugget Casino Resort and 50% of the membership interests in PropCo. The Company also will have a five-year option to acquire the remaining 50% of the membership interests in PropCo for $105 million plus 2% per annum. Caruthersville HotelOn July 16, 2021, the Company announced that it had purchased land and a small two-story hotel near Century Casino Caruthersville with plans to refurbish the existing hotel’s 36 rooms by mid-2022. As of December 31, 2021, the Company has spent $0.6 million on this project. MissouriThe Company plans to build hotels at its Cape Girardeau and Caruthersville locations. The hotel at Cape Girardeau is planned as a seven story building with 76,000 square feet. The hotel project has been approved by the City of Cape Girardeau. Additional state and local approvals from other agencies will also be required. Construction is expected to start in the summer of 2022 with completion expected in late 2023. The new land-based casino at Century Casino Caruthersville will be located on the protected side of the Caruthersville floodwall. It is adjacent to the property’s existing Pavilion building, which will feature the hotel lobby, a restaurant, a bar, a lounge, multi-purpose meeting rooms and offices. The gaming spaces will initially offer 650 slot machines, table games, a restaurant and a bar. In addition, the new casino will also have the possibility of an expansion for up to an additional 140 slot machines. The hotel will include 38 rooms. The Missouri Gaming Commission gave preliminary approval for the casino project on December 1, 2021. Additional state and local approvals will be required, including the final regulatory approval from the Missouri Gaming Commission once the new casino construction project is completed. Pending resolution of the City of St. Louis lawsuit, construction is expected to start in the summer of 2022 with completion expected in mid-2024. In July 2021, the Missouri law requiring each casino to be a floating facility was amended to allow casino facilities to be built as a standard building with a container with at least 2,000 gallons of water beneath the facility. This change provides an opportunity for Century Casino Caruthersville, the last remaining riverboat casino on open water in Missouri, to move to a non-floating facility. The Company plans to move the casino from the riverboat to a new land-based casino. As of December 31, 2021, the Company has spent $1.0 million on these projects. There is a lawsuit pending filed by the City of St. Louis to block the implementation of the omnibus bill that included the amendment to the definition of a floating facility. The portion of the project in Caruthersville is delayed pending a resolution of the lawsuit or a stand-alone bill amending the definition of a floating facility. The estimated cost of the projects is $73.0 million. The Company plans to finance the cost of the projects with cash on hand, financing or a combination of the two. Terminated ProjectsCentury Casino CalgaryOn August 5, 2020, the Company announced that it had entered into a definitive agreement to sell the casino operations of Century Casino Calgary for CAD 10.0 million ($7.5 million based on the exchange rate on August 5, 2020) plus a three year quarterly earn out as specified in the agreement. The Company received the CAD 10.0 million at the execution of the definitive agreement. The sale transaction closed on December 1, 2020. The Company recognized a gain on the sale of the casino operations of CAD 8.4 million ($6.5 million based on the exchange rate in effect on December 1, 2020), after giving effect to working capital and other adjustments. In December 2020, the Company entered into a three year lease agreement of the casino premises with the purchaser for annual net rent of CAD 0.5 million ($0.4 million based on the exchange rate on December 31, 2021). After the sale, the Company continued to operate Century Sports, a sports bar, bowling and entertainment facility, and own the underlying real estate. In January 2022, the Company announced that it had entered into an agreement to sell the land and building in Calgary for CAD 8.1 million ($6.5 million based on the exchange rate on January 12, 2022). The transaction closed on February 10, 2022, at which time the Company transferred the lease agreement for the casino premises to the buyer and ceased operating Century Sports. As of December 31, 2021, the assets held for sale included $4.8 million in land and $3.6 million in buildings and improvements, net of accumulated depreciation. Century Sports is included in the Canada reportable segment. Century Casino BathIn March 2020, Century Casino Bath was closed due to COVID-19. Due to challenging conditions that included historical and forecast losses due to changes in the regulatory environment for casinos in England requiring enhanced due diligence of customers, CCB’s board of directors determined that it would enter into creditors voluntary liquidation and control of CCB was relinquished. Under Accounting Standards Codification (“ASC”) 810, Consolidation, specifically ASC 810-10-15, consolidation of a majority-owned subsidiary is precluded where control does not rest with the majority owners. Accordingly, when a subsidiary is in legal reorganization or files for bankruptcy, it is appropriate for the parent to deconsolidate the subsidiary. The Company will not regain control of CCB and determined that it was appropriate to deconsolidate CCB effective as of May 6, 2020. As a result of the deconsolidation, the Company recognized a gain of $7.4 million in general and administrative expenses on its consolidated statement of earnings (loss) for the year ended December 31, 2020. Prior to the deconsolidation, the Company impaired the assets related to CCB and wrote-down $16.5 million during the fourth quarter of 2019. ‎ Mendoza Central Entretenimientos S.A.The Company, through its subsidiary CRM, had a 7.5% ownership interest in Mendoza Central Entretenimientos S.A, an Argentina company (“MCE”), which leases slot machines and provides related services to Casino de Mendoza, a casino located in Mendoza, Argentina that is owned by the Province of Mendoza. The casino closed in March 2020 due to COVID-19 and reopened in November 2020. In March 2020, the Company assessed the MCE investment due to COVID-19. The investment was valued using the following approaches: (i) income approach utilizing the business enterprise value which resulted in no value, and (ii) a value in exchange basis which resulted in no value due to the circumstances of COVID-19. The Company charged $1.0 million to impairment – intangible and tangible assets in the Corporate and Other segment on the Company’s consolidated statement of earnings (loss) for the year ended December 31, 2020 and wrote-down a $0.3 million receivable related to MCE due to assessments made related to the impact of COVID-19 on MCE. In November 2021, CRM sold its ownership interest in MCE for nominal consideration. In addition, a consulting services agreement between CRM and MCE was terminated. Golden Hospitality Ltd.The Company, through its subsidiary CRM, had a 51% ownership interest in Golden Hospitality Ltd. (“GHL”), an entity that invested in Minh Chau Ltd. (“MCL”), owner of a hotel, entertainment and gaming club in Vietnam. The Company accounted for GHL’s interest in MCL as an equity investment. The Company sold its interest in GHL to the unaffiliated shareholders of GHL in May 2019 for a $0.7 million non-interest bearing promissory note. The Company recognized a loss on the sale of its investment of less than $0.1 million in general and administrative expenses on its consolidated statement of earnings (loss) for the year ended December 31, 2019. The Company derecognized the equity investment in MCL on its consolidated balance sheets as a result of the sale. The sale of the Company’s equity interest in GHL also ended its related equity interest in Minh Chau Ltd. (“MCL”).

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