Investor Presentation October 2017
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Investor Presentation October 2017 T om Reeg President and CFO - - PowerPoint PPT Presentation
Investor Presentation October 2017 T om Reeg President and CFO Forward Looking Statements Forward-Looking Statements This presentation includes forward - looking statements within the meaning of Section 27A of the Securities Act of 1933,
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Forward-Looking Statements This presentation includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E
future development or acquisitions of properties or operations, as well as expectations, future operating results and other information that is not historical information. When used in this presentation, the terms or phrases such as “anticipates,” “believes,” “projects,” “plans,” “intends,” “expects,” “might,” “may,” “estimates,” “could,” “should,” “would,” “will likely continue,” and variations of such words or similar expressions are intended to identify forward-looking statements. Although our expectations, beliefs and projections are expressed in good faith and with what we believe is a reasonable basis, there can be no assurance that these expectations, beliefs and projections will be realized. There are a number of risks and uncertainties that could cause our actual results to differ materially from those expressed in the forward-looking statements which are included elsewhere in this presentation. Such risks, uncertainties and other important factors include, but are not limited to: Eldorado’s ability to promptly and effectively integrate the business of Eldorado and Isle and realize synergies resulting from the combined operations; our substantial indebtedness and the impact of such obligations on our operations and liquidity; competition; sensitivity of our operations to reductions in discretionary consumer spending and changes in general economic and market conditions; governmental regulations and increases in gaming taxes and fees in jurisdictions in which we
In light of these and other risks, uncertainties and assumptions, the forward-looking events discussed in this presentation might not occur. These forward-looking statements speak only as of the date of this presentation, even if subsequently made available on our website or otherwise, and we do not intend to update publicly any forward-looking statement to reflect events or circumstances that occur after the date on which the statement is made, except as may be required by law. Non-GAAP Measures Adjusted EBITDA, a non GAAP financial measure, has been presented as a supplemental disclosure because it is a widely used measure of performance and basis for valuation of companies in our industry and we believe that this non GAAP supplemental information will be helpful in understanding the Company’s ongoing operating results. Adjusted EBITDA represents operating income (loss) before depreciation and amortization, stock based compensation, transaction expenses, S-1 expenses, severance expenses and other, which includes equity in income (loss) of unconsolidated affiliates, (gain) loss on the sale or disposal of property, and other regulatory gaming assessments, including the impact of the change in regulatory reporting requirements, to the extent that such items existed in the periods presented. Adjusted EBITDA is not a measure of performance or liquidity calculated in accordance with U.S. GAAP, is unaudited and should not be considered an alternative to, or more meaningful than, net income (loss) as an indicator
taxes, debt principal repayments and certain regulatory gaming assessments, which can be significant. As a result, Adjusted EBITDA should not be considered as a measure of our liquidity. Other companies that provide EBITDA information may calculate EBITDA differently than we do. The definition of Adjusted EBITDA may not be the same as the definitions used in any of our debt agreements.
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High quality gaming assets
approximately 20,000 slot machines and 550 table and poker games
Geographic diversification in attractive markets
Strong financial profile
achievable cost synergies and operational improvements Disciplined acquisition and strategic capex
– T estament to management’s ability to source transactions and derive synergies from removal of redundant expenses and operational improvement
Management team with deep gaming industry experience
1) Inclusive of Lake Charles. In August 2016, Isle of Capri agreed to sell Isle of Capri Casino Hotel Lake Charles, a transaction the Company expects to complete in 2017, subject to Louisiana Gaming Board approval and other customary closing conditions.
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credit facility ($78 million as of 9/8/17) and repay borrowings under term loan facility and related accrued interest
1) Inclusive of Lake Charles. In August 2016, Isle of Capri agreed to sell Isle of Capri Casino Hotel Lake Charles, a transaction the Company expects to complete in 2017, subject to Louisiana Gaming Board approval and
2) LTM 6/30/17 Combined Net revenue and Combined Adjusted EBITDA, include results of operations for Isle for the ten month period ended April 30, 2017, the day before ERI acquired Isle on May 1, 2017. Combined Adjusted EBITDA also includes $35mm of estimated synergies from the ISLE acquisition. An estimated $30mm run-rate out of $35mm (or $5mm) of announced annual synergies have been realized in the first two months since consolidation (5/1/17 through 6/30/17). The remaining $5mm of run-rate synergies expected to be realized in H2’2017. The Isle figures included for periods preceding the date that ERI acquired Isle are based on Isle’s unaudited internal financial statements for periods corresponding to ERI’s fiscal quarters and have not been reviewed by ERI’s auditors. Such figures and the combined presentation including periods prior to the date of acquisition do not conform to GAAP or the Securities and Exchange Commission rules for pro forma presentation. 3) Includes restricted cash.
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Eldorado founded by Donald Carano and Jerry Poncia; Eldorado Hotel and Casino opens Enters into JV with MGM Resorts to build Silver Legacy Acquires Shreveport Casino Acquires MTR Gaming Group in transaction that doubles size of company Acquires remaining 50% interest in Silver Legacy and all of the assets of Circus Circus Reno
Acquires Isle
Casinos
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NOTE: In August 2016, Isle of Capri agreed to sell Isle of Capri Casino Hotel Lake Charles, a transaction the Company expects to complete in 2017, subject to Louisiana Gaming Board approval and other customary closing conditions.
LAKE CHARLES
Portfolio Highlights
Source: Company filings, reported as of 6/30/2017 1) RRR adjusted to exclude management fee business revenue and EBITDA; assumes all corporate expenses are allocated to Las Vegas operations segment 2) LTM 6/30/17 Combined Net revenue and Combined Adjusted EBITDA, include results of operations for Isle for the ten month period ended April 30, 2017, the day before ERI acquired Isle on May 1, 2017. Combined Adjusted EBITDA also includes $35mm of estimated synergies from the ISLE
consolidation (5/1/17 through 6/30/17). The remaining $5mm of run-rate synergies expected to be realized in H2’2017. The Isle figures included for periods preceding the date that ERI acquired Isle are based on Isle’s unaudited internal financial statements for periods corresponding to ERI’s fiscal quarters and have not been reviewed by ERI’s auditors. Such figures and the combined presentation including periods prior to the date of acquisition do not conform to GAAP or the Securities and Exchange Commission rules for pro forma presentation.
Combined LTM Adjusted Property-Level EBITDA by region Combined LTM Net Revenue ($mm) Combined LTM Adjusted EBITDA ($mm) Combined LTM Adjusted EBITDA Margin
Midwest 31.8% East 23.2% West 23.1% South 21.9%
$400mm LTM 2Q’17 Adj. Property EBITDA2
27.4% 27.3% 24.8% 21.5% $568 $396 $365 $358 $2,292 $1,696 $1,445 $1,313
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23.3%2 $3952
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Merger (the “Merger Agreement”) dated as of September 19, 2016 with Isle of Capri Casinos, Inc., a Delaware corporation (“Isle” or “Isle of Capri”)
approval, and the Company intends to allocate all of the net proceeds from the sale to debt reduction
presented.
Combined Net Revenue ($ million)1 Combined Adj. EBITDA ($ million)1 Combined Adj. EBITDA Margin (%)1
$438 $427 2Q16 2Q17 $93 $100 2Q16 2Q17 21.2% 23.4% 2Q16 2Q17
NOTE: In August 2016, Isle of Capri agreed to sell Isle of Capri Casino Hotel Lake Charles, a transaction the Company expects to complete in 2017, subject to Louisiana Gaming Board approval and other customary closing conditions. As a result the operations of Lake Charles have been classified as discontinued operations. In October 2016, Isle of Capri agreed to sell Lady Luck Marquette to Casino Queen in Swansea, IL. The transaction closed on March 13, 2017 1) Figures include results of operations of Isle for the one month ended April 30, 2017, the day before ERI acquired Isle on May 1, 2017. Such figures are based on Isle’s unaudited internal financial statements for periods corresponding to ERI’s fiscal quarters and have not been reviewed by ERI’s auditors. Such figures and the combined presentation including periods prior to the date of acquisition do not conform to GAAP or the Securities and Exchange Commission rules for pro forma presentation.
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Eldorado Reno Circus Circus Reno Silver Legacy Reno Isle Casino Hotel Black Hawk Lady Luck Casino Black Hawk
skywalk to Silver Legacy and Circus Reno
skywalk to Eldorado Reno and Silver Legacy
skywalk to Eldorado Reno and Circus Reno
acre site
from Isle Casino Hotel
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Boonville Cape Girardeau Caruthersville Kansas City Bettendorf Waterloo
with 2 towers
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Presque Isle Scioto Downs Mountaineer Nemacolin
Nemacolin Woodlands Resort
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Lula Vicksburg Pompano Eldorado Shreveport
($ in thousands)
Reconciliation of Operating Income (Loss) to Adjusted EBITDA Three Months Ended June 30, 2017
Operating Income (Loss) Depreciation and Amortization Stock-Based Compensation Transaction Expenses Severance Expense Other(3) Adjusted EBITDA West $16,468 $6,576 $52 $ - $36 $(27) $23,105 Midwest 15,408 4,966 86
7 20,468 South 11,069 4,662 40
East 18,153 8,273 4
89 26,541 Corporate (93,214) 432 1,123 85,464 300 (22) (5,917) Total (excluding pre-acquisition) $(32,116) $24,909 $1,305 $85,464 $362 $47 $79,971 West $2,709 $925 $2 $ - $- $4 $3,640 Midwest 10,637 2,001 14
29 1,686 South 3,943 1,442 47
5,425 East (197) 239
Corporate (2,550) 96 461 286
(1,729) Total (pre-acquisition)(1) $14,542 $4,703 $484 $286 $5 $44 $20,064 West $19,177 $7,501 $54 $- $36 $(23) $26,745 Midwest 26,045 6,967 100
36 33,154 South 15,012 6,104 47
33 21,199 East 17,956 8,512 4
89 26,583 Corporate (95,764) 528 1,584 87,750 300 (44) (7,646) Total (including pre-acquisition)(2) $(17,574) $29,612 $1,789 $87,750 $367 $91 $100,035
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1) Figures are for Isle for the one month ended April 30, 2017, the day before the Company acquired Isle on May 1, 2017. The Company reports its financial results on a calendar fiscal year. Prior to the Company’s acquisition of Isle, Isle’s fiscal year typically ended on the last Sunday in April. Isle’s fiscal 2017 and 2016 were 52-week years, which commenced on April 25, 2016 and April 27, 2015, respectively. Such figures were prepared by the Company to reflect Isles’ unaudited consolidated historical net revenues and Adjusted EBITDA for periods corresponding to the Company’s fiscal quarterly calendar. Such figures are based on the unaudited internal financial statements and have not been reviewed by the Company’s auditors and do not conform to GAAP. 2) Total figures for 2016 and 2017 include combined results of operations for Isle and the Company for periods preceding the date that the Company acquired Isle. Such presentation does not conform with GAAP or the Securities and Exchange Commission rules for proforma presentation; however, we believe that the additional financial information will be helpful to investors in comparing current results with results of prior periods. This is non-GAAP data and should not be considered a substitute for data prepared in accordance with GAAP, but should be viewed in addition to the results of operations reported by the Company. 3) Other is comprised of (gain) loss on the sale or disposal of property, equity in loss of unconsolidated affiliate and other regulatory gaming assessments. Effective January 1, 2016, the Ohio Lottery Commission enacted a regulatory change which resulted in the establishment of a $1.0 million progressive slot liability and a corresponding decrease in net slot win during the first quarter of 2016. The changes are non-cash and related primarily to prior years.
($ in thousands)
Reconciliation of Operating Income (Loss) to Adjusted EBITDA Three Months Ended June 30, 2016
Operating Income (Loss) Depreciation and Amortization Stock-Based Compensation Transaction Expenses Severance Expense Other(3) Adjusted EBITDA West $13,655 $5,576 $- $ - $- $214 $18,915 Midwest
5,541 1,964
7,456 East 14,934 8,459
24,039 Corporate (4,475) 114 579 56 17 (49) (3,758) Total (excluding pre-acquisition) $29,655 $15,583 $579 $56 $17 $762 $46,652 West $6,163 $2,122 $12 $ - $- $- $8,297 Midwest 20,387 29,236 45
30,224 South 10,131 4,188 24
East (1,215) 1,091
Corporate (8,464) 344 1,307
(6,623) Total (pre-acquisition)(1) $27,002 $16,981 $1,388 $- $- $746 $46,117 West $19,818 $7,168 $12 $- $- $214 $27,212 Midwest 20,387 9,236 45
30,224 South 15,672 6,152 24
21,799 East 13,719 9,550
23,915 Corporate (12,939) 458 1,886 56 17 141 (10,381) Total (including pre-acquisition)(2) $56,657 $32,564 $1,967 $56 $17 $1,508 $92,769
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1) Figures are for Isle for the three months ended June 30, 2016. Such figures were prepared by the Company to reflect Isle’s unaudited consolidated historical net revenues, operating income and Adjusted EBITDA for periods corresponding to the Company’s fiscal quarterly calendar. Such figures are based on the unaudited internal financial statements and have not been reviewed by the Company’s auditors and do not conform to GAAP. 2) Total figures for 2016 and 2017 include combined results of operations for Isle and the Company for periods preceding the date that the Company acquired Isle. Such presentation does not conform with GAAP or the Securities and Exchange Commission rules for proforma presentation; however, we believe that the additional financial information will be helpful to investors in comparing current results with results of prior periods. This is non-GAAP data and should not be considered a substitute for data prepared in accordance with GAAP, but should be viewed in addition to the results of operations reported by the Company. 3) Other is comprised of (gain) loss on the sale or disposal of property, equity in loss of unconsolidated affiliate and other regulatory gaming assessments. Effective January 1, 2016, the Ohio Lottery Commission enacted a regulatory change which resulted in the establishment of a $1.0 million progressive slot liability and a corresponding decrease in net slot win during the first quarter of 2016. The changes are non-cash and related primarily to prior years.
($ in thousands)
Reconciliation of Operating Income (Loss) to Adjusted EBITDA Six Months Ended June 30, 2017
Operating Income (Loss) Depreciation and Amortization Stock-Based Compensation Transaction Expenses Severance Expense Other(3) Adjusted EBITDA West $17,994 $11,219 $52 $ - $196 $(27) $29,434 Midwest 15,408 4,966 86
7 20,468 South 16,987 6,594 40
East 33,195 17,153 4
245 50,619 Corporate (101,551) 581 2,856 87,078 289 (22) (10,769) Total (excluding pre-acquisition) $(17,967) $40,513 $3,038 $87,078 $511 $203 $113,376 West $9,525 $3,694 $8 $ - $- $4 $13,231 Midwest 34,819 11,952 51
29 46,856 South 19,165 5,694 26
24,918 East (1,072) 952
Corporate (8,811) 371 1,631 286 549 (22) (5,996) Total (pre-acquisition)(1) $53,626 $22,663 $1,716 $286 $554 $44 $78,889 West $27,519 $14,913 $60 $- $196 $(23) $42,665 Midwest 50,227 16,918 137
36 67,324 South 36,152 12,288 66
33 48,542 East 32,123 18,105 4
245 50,499 Corporate (110,362) 952 4,487 87,364 838 (44) (16,765) Total (including pre-acquisition)(2) $35,659 $63,176 $4,754 $87,364 $1,065 $247 $192,265
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1) Figures are for Isle for the six months ended June 30, 2017. Such figures were prepared by the Company to reflect Isle’s unaudited consolidated historical net revenues, operating income and Adjusted EBITDA for periods corresponding to the Company’s fiscal quarterly calendar. Such figures are based on the unaudited internal financial statements and have not been reviewed by the Company’s auditors and do not conform to GAAP. 2) Total figures for 2016 and 2017 include combined results of operations for Isle and the Company for periods preceding the date that the Company acquired Isle. Such presentation does not conform with GAAP or the Securities and Exchange Commission rules for proforma presentation; however, we believe that the additional financial information will be helpful to investors in comparing current results with results of prior periods. This is non-GAAP data and should not be considered a substitute for data prepared in accordance with GAAP, but should be viewed in addition to the results of operations reported by the Company. 3) Other is comprised of (gain) loss on the sale or disposal of property, equity in loss of unconsolidated affiliate and other regulatory gaming assessments. Effective January 1, 2016, the Ohio Lottery Commission enacted a regulatory change which resulted in the establishment of a $1.0 million progressive slot liability and a corresponding decrease in net slot win during the first quarter of 2016. The changes are non-cash and related primarily to prior years.
($ in thousands)
Reconciliation of Operating Income (Loss) to Adjusted EBITDA Six Months Ended June 30, 2016
Operating Income (Loss) Depreciation and Amortization Stock-Based Compensation Transaction Expenses(3) Severance Expense Other(4) Adjusted EBITDA West $19,219 $10,509 $- $ - $- $180 $29,908 Midwest
12,043 3,910
15,903 East 28,665 17,143
46,944 Corporate (12,010) 225 2,033 574 1,461 (49) (7,766) Total (excluding pre-acquisition) $47,917 $31,787 $2,033 $574 $1,461 $1,217 $84,989 West $13,109 $4,292 $26 $ - $- $- $17,427 Midwest 42,867 18,976 88
62,636 South 26,179 8,256 48
East (2,543) 2,167
Corporate (15,520) 796 1,858
(11,996) Total (pre-acquisition)(1) $64,092 $34,487 $2,020 $- $- $1,575 $102,174 West $32,328 $14,801 $26 $- $- $180 $47,335 Midwest 42,867 18,976 88
62,636 South 38,222 12,166 48
50,386 East 26,122 19,310
46,568 Corporate (27,530) 1,021 3,891 574 1,461 821 (19,762) Total (including pre-acquisition)(2) $112,009 $66,274 $4,053 $574 $1,461 $2,792 $187,163
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1) Figures are for Isle for the six months ended June 30, 2016. Such figures were prepared by the Company to reflect Isle’s unaudited consolidated historical net revenues, operating income and Adjusted EBITDA for periods corresponding to the Company’s fiscal quarterly calendar. Such figures are based on the unaudited internal financial statements and have not been reviewed by the Company’s auditors and do not conform to GAAP. 2) Total figures for 2016 and 2017 include combined results of operations for Isle and the Company for periods preceding the date that the Company acquired Isle. Such presentation does not conform with GAAP or the Securities and Exchange Commission rules for proforma presentation; however, we believe that the additional financial information will be helpful to investors in comparing current results with results of prior periods. This is non-GAAP data and should not be considered a substitute for data prepared in accordance with GAAP, but should be viewed in addition to the results of operations reported by the Company. 3) Transaction expenses for the six months ended June 30, 2017 represent acquisition costs related to the Isle Acquisition. Transaction expenses for the six months ended June 30, 2016 represent acquisition costs related to the Reno Acquisition and includes a credit of $2.0 thousand related to S-1 offering costs. 4) Other is comprised of (gain) loss on the sale or disposal of property, equity in loss of unconsolidated affiliate and other regulatory gaming assessments. Effective January 1, 2016, the Ohio Lottery Commission enacted a regulatory change which resulted in the establishment of a $1.0 million progressive slot liability and a corresponding decrease in net slot win during the first quarter of 2016. The changes are non-cash and related primarily to prior years.
($ in thousands)
Reconciliation of Operating Income (Loss) to Adjusted EBITDA LTM as of June 30, 2017
Operating Income (Loss) Depreciation and Amortization Stock-Based Compensation Transaction Expenses(3) Severance Expense Other(4) Adjusted EBITDA West $40,394 $20,930 $52 $- $426 $56 $61,858 Midwest 15,408 4,966 86 - 1 7 20,468 South 28,322 10,545 40 - 3 9 38,919 East 58,140 34,897 4 - 327 141 93,509 Corporate (119,031) 837 4,164 95,686 289 (28) (18,083) Total (excluding pre-acquisition) $23,233 $72,175 $4,346 $95,686 $1,046 $185 $196,671 West $22,098 $8,303 $20 $- $- $4 $30,425 Midwest 76,217 31,696 129 - 5 (923) 107,124 South 34,451 14,165 66 - - 33 48,715 East (3,216) 2,350 - - -
Corporate (27,504) 894 4,443 4,138 549 (22) (17,502) Total (pre-acquisition)(1) $102,046 $57,408 $4,658 $4,138 $554 ($908) $167,896 West $62,492 $29,233 $72 $- $426 $60 $92,283 Midwest 91,625 36,662 215 - 6 (916) 127,592 South 62,773 24,710 106 - 3 42 87,634 East 54,924 37,247 4 - 327 141 92,643 Corporate (146,535) 1,731 8,607 99,824 838 (50) (35,585) Total (incl. pre-acquisition)(2) $125,279 $129,583 $9,004 $99,824 $1,600 ($723) $364,567
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1) Figures are for Isle for the period July 1, 2016 to April 30, 2017, the day before the Company acquired Isle on May 1, 2017. Such figures were prepared by the Company to reflect Isle’s unaudited consolidated historical net revenues,
do not conform to GAAP. 2) Total figures for the LTM period ended June 30, 2017, include the combined results of operations for Isle and the Company for periods preceding the date that the Company acquired Isle. Such presentation does not conform with GAAP or the Securities and Exchange Commission rules for pro forma presentation; however, we believe that the additional financial information will be helpful to investors in comparing current results with results of prior periods. This is non-GAAP data and should not be considered a substitute for data prepared in accordance with GAAP, but should be viewed in addition to the results of operations reported by the Company. 3) Transaction expenses primarily represent acquisition costs related to the Isle Acquisition. 4) Other is comprised of (gain) loss on the sale or disposal of property, equity in loss of unconsolidated affiliate, preopening, and other regulatory gaming assessments.