10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2015

or

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 001-13641

____________________________

PINNACLE ENTERTAINMENT, INC.

(Exact name of registrant as specified in its charter)

Delaware	95-3667491
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

3980 Howard Hughes Parkway

Las Vegas, NV 89169

(Address of principal executive offices) (Zip Code)

(702) 541-7777

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES x NO o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES x NO o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x	Accelerated filer o	Non-accelerated filer o	Smaller reporting company o
		(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES o NO x

As of the close of business on November 4, 2015, the number of outstanding shares of the registrant’s common stock was 60,870,749.

PINNACLE ENTERTAINMENT, INC.

TABLE OF CONTENTS

PART I
Item 1. Financial Statements (Unaudited)	3
Condensed Consolidated Statements of Operations for the Three and Nine Months ended September 30, 2015 and 2014	3
Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months ended September 30, 2015 and 2014	4
Condensed Consolidated Balance Sheets as of September 30, 2015 and December 31, 2014	5
Condensed Consolidated Statement of Changes in Stockholders' Equity for the Nine Months ended September 30, 2015	6
Condensed Consolidated Statements of Cash Flows for the Nine Months ended September 30, 2015 and 2014	7
Notes to Condensed Consolidated Financial Statements	8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
Executive Summary	30
Results of Operations	32
Liquidity and Capital Resources	38
Contractual Obligations and Other Commitments	42
Critical Accounting Estimates	42
Forward-Looking Statements	42
Item 3. Quantitative and Qualitative Disclosures About Market Risk	46
Item 4. Controls and Procedures	47
PART II
Item 1. Legal Proceedings	48
Item 1A. Risk Factors	48
Item 6. Exhibits	49
Signature Page	51
Exhibit 11
Exhibit 31.1
Exhibit 31.2
Exhibit 32
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT
EX-101 DEFINITION LINKBASE DOCUMENT

PART I

Item 1.Financial Statements

PINNACLE ENTERTAINMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

(amounts in thousands, except per share data)

	For the three months ended September 30,						For the nine months ended September 30,
	2015			2014			2015			2014
Revenues:
Gaming	$	513,680		$	503,620		$	1,547,353		$	1,477,041
Food and beverage	31,764			31,259			95,224			89,228
Lodging	14,860			14,485			39,488			39,077
Retail, entertainment and other	18,326			18,935			51,364			50,912
Total revenues	578,630			568,299			1,733,429			1,656,258
Expenses and other costs:
Gaming	276,758			271,306			823,603			785,903
Food and beverage	30,685			29,648			88,836			82,559
Lodging	7,277			6,715			19,408			18,309
Retail, entertainment and other	8,794			9,184			22,034			20,448
General and administrative	109,414			111,369			318,790			323,784
Depreciation and amortization	57,584			60,152			187,290			177,236
Pre-opening, development and other costs	4,037			1,598			11,712			11,917
Write-downs, reserves and recoveries, net	3,164			1,135			6,555			4,359
Total expenses and other costs	497,713			491,107			1,478,228			1,424,515
Operating income	80,917			77,192			255,201			231,743
Interest expense, net	(65,027		)	(62,498		)	(186,105		)	(191,290		)
Loss on early extinguishment of debt	—			—			—			(8,234		)
Loss from equity method investment	—			—			(83		)	—
Income from continuing operations before income taxes	15,890			14,694			69,013			32,219
Income tax expense	(2,422		)	(6,975		)	(12,673		)	(8,072		)
Income from continuing operations	13,468			7,719			56,340			24,147
Income from discontinued operations, net of income taxes	272			4,771			5,188			5,096
Net income	13,740			12,490			61,528			29,243
Net loss attributable to non-controlling interest	(9		)	(16		)	(1,271		)	(52		)
Net income attributable to Pinnacle Entertainment, Inc.	$	13,749		$	12,506		$	62,799		$	29,295
Net income per common share—basic
Income from continuing operations	$	0.22		$	0.13		$	0.94		$	0.41
Income from discontinued operations, net of income taxes	—			0.08			0.09			0.09
Net income per common share—basic	$	0.22		$	0.21		$	1.03		$	0.50
Net income per common share—diluted
Income from continuing operations	$	0.22		$	0.13		$	0.91		$	0.39
Income from discontinued operations, net of income taxes	—			0.08			0.08			0.08
Net income per common share—diluted	$	0.22		$	0.21		$	0.99		$	0.47
Number of shares—basic	61,187			59,817			60,936			59,560
Number of shares—diluted	63,591			61,800			63,191			61,493

See accompanying notes to the unaudited Condensed Consolidated Financial Statements.

3

PINNACLE ENTERTAINMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

(amounts in thousands)

	For the three months ended September 30,						For the nine months ended September 30,
	2015			2014			2015			2014
Net income	$	13,740		$	12,490		$	61,528		$	29,243
Comprehensive income	13,740			12,490			61,528			29,243
Comprehensive loss attributable to non-controlling interest	(9		)	(16		)	(1,271		)	(52		)
Comprehensive income attributable to Pinnacle Entertainment, Inc.	$	13,749		$	12,506		$	62,799		$	29,295

See accompanying notes to the unaudited Condensed Consolidated Financial Statements.

4

PINNACLE ENTERTAINMENT, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(amounts in thousands, except share data)

	September 30, 2015			December 31, 2014
	(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$	123,012		$	164,654
Accounts receivable, net of allowance for doubtful accounts of $7,567 and $4,963	29,703			28,424
Inventories	10,796			9,877
Income tax receivable, net	—			20,289
Prepaid expenses and other assets	22,177			27,102
Deferred income taxes	7,509			7,509
Assets held for sale and assets of discontinued operations	9,776			21,260
Total current assets	202,973			279,115
Restricted cash	—			5,667
Land, buildings, vessels and equipment, net	2,885,328			3,017,009
Goodwill	914,525			919,282
Intangible assets, net	511,520			529,269
Other assets, net	74,575			83,340
Total assets	$	4,588,921		$	4,833,682
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	26,467		$	57,632
Accrued interest	69,855			49,760
Accrued compensation	77,311			73,698
Accrued taxes	57,659			39,287
Other accrued liabilities	80,086			119,106
Current portion of long-term debt	11,006			11,006
Liabilities held for sale and liabilities of discontinued operations	63			413
Total current liabilities	322,447			350,902
Long-term debt less current portion	3,665,926			3,975,648
Other long-term liabilities	41,365			40,021
Deferred income taxes	187,178			177,729
Total liabilities	4,216,916			4,544,300
Commitments and contingencies (Note 8)
Stockholders’ Equity:
Preferred stock—$1.00 par value, 250,000 shares authorized, none issued or outstanding	—			—
Common stock—$0.10 par value, 100,000,000 authorized, 60,870,749 and 59,979,853 shares issued and outstanding, net of treasury shares	6,724			6,635
Additional paid-in capital	1,117,514			1,096,508
Accumulated deficit	(691,407		)	(754,206		)
Accumulated other comprehensive income	132			132
Treasury stock, at cost, 6,374,882 of treasury shares for both periods	(71,090		)	(71,090		)
Total Pinnacle stockholders’ equity	361,873			277,979
Non-controlling interest	10,132			11,403
Total stockholders’ equity	372,005			289,382
Total liabilities and stockholders’ equity	$	4,588,921		$	4,833,682

See accompanying notes to the unaudited Condensed Consolidated Financial Statements.

5

PINNACLE ENTERTAINMENT, INC.

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY

(UNAUDITED)

(amounts in thousands)

	Capital Stock
	Number of Shares	Common Stock		Additional Paid-In Capital			Accumulated Deficit			Accumulated Other Comprehensive Income		Treasury Stock			Total Pinnacle Stockholders' Equity			Non-Controlling Interest			Total Stockholders' Equity
Balance as of January 1, 2015	59,980	$	6,635	$	1,096,508		$	(754,206	)	$	132	$	(71,090	)	$	277,979		$	11,403		$	289,382
Net income (loss)	—	—		—			62,799			—		—			62,799			(1,271		)	61,528
Share-based compensation	—	—		12,972			—			—		—			12,972			—			12,972
Common stock issuance and option exercises	891	89		8,905			—			—		—			8,994			—			8,994
Other	—	—		(871		)	—			—		—			(871		)	—			(871		)
Balance as of September 30, 2015	60,871	$	6,724	$	1,117,514		$	(691,407	)	$	132	$	(71,090	)	$	361,873		$	10,132		$	372,005

See accompanying notes to the unaudited Condensed Consolidated Financial Statements.

6

PINNACLE ENTERTAINMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(amounts in thousands)

	For the nine months ended September 30,
	2015			2014
Cash flows from operating activities:
Net income	$	61,528		$	29,243
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	187,290			177,236
Gain on sales or disposals of long-lived assets, net	(11,526		)	(1,327		)
Loss from equity method investment	83			—
Loss on early extinguishment of debt	—			8,234
Impairment of goodwill	4,757			—
Impairment of other intangible assets	5,845			—
Impairment of land, buildings, vessels and equipment	3,380			5,132
Amortization of debt issuance costs and debt discounts/premiums	10,085			8,370
Share-based compensation expense	12,972			10,126
Change in income taxes	29,954			7,024
Changes in operating assets and liabilities:
Receivables, net	(849		)	6,008
Prepaid expenses and other	6,755			(7,801		)
Accounts payable, accrued expenses and other	6,476			28,282
Net cash provided by operating activities	316,750			270,527
Cash flows from investing activities:
Capital expenditures	(57,544		)	(188,722		)
Net proceeds from dispositions of discontinued operations and assets held for sale	25,066			258,507
Equity method investment, inclusive of capitalized interest	—			(25		)
Proceeds from sales of property and equipment	351			103
Purchase of intangible asset	(25,000		)	(25,000		)
Escrow refund	—			25,000
Loans receivable	(1,575		)	(317		)
Restricted cash	5,667			5,925
Net cash (used in) provided by investing activities	(53,035		)	75,471
Cash flows from financing activities:
Proceeds from credit facility	353,800			217,600
Repayments under credit facility	(666,550		)	(612,837		)
Proceeds from common stock options exercised	8,905			6,352
Other financing activities	(1,512		)	(699		)
Net cash used in financing activities	(305,357		)	(389,584		)
Change in cash and cash equivalents	(41,642		)	(43,586		)
Cash and cash equivalents at the beginning of the period	164,654			198,575
Cash and cash equivalents at the end of the period	$	123,012		$	154,989
Supplemental Cash Flow Information:
Cash paid for interest, net of amounts capitalized	$	156,176		$	162,652
Cash refunds related to income taxes, net	(17,427		)	(2,036		)
Decrease in construction-related deposits and liabilities	(7,970		)	(17,270		)
Increase in accrued liabilities associated with recognized intangible asset	—			(25,000		)
Non-cash issuance of common stock	634			718

See accompanying notes to the unaudited Condensed Consolidated Financial Statements.

7

PINNACLE ENTERTAINMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 1—Summary of Significant Accounting Policies

Basis of Presentation and Organization. Pinnacle Entertainment, Inc. is an owner, operator and developer of casinos and related hospitality and entertainment facilities. References in these footnotes to “Pinnacle,” the “Company,” “we,” “our” or “us” refer to Pinnacle Entertainment, Inc. and its subsidiaries, except where stated or the context otherwise indicates.

We own and operate 15 gaming entertainment properties, located in Colorado, Indiana, Iowa, Louisiana, Mississippi, Missouri, Nevada, and Ohio. We also hold a majority interest in the racing license owner, and we are a party to a management contract, for Retama Park Racetrack located outside of San Antonio, Texas. In addition to these properties, we own and operate a live and televised poker tournament series under the trade name Heartland Poker Tour (“HPT”). We view each of our operating properties as an operating segment with the exception of our two properties in Jackpot, Nevada, which we view as one operating segment. For financial reporting purposes, we aggregate our operating segments into the following reportable segments:

Midwest segment, which includes:	Location
Ameristar Council Bluffs	Council Bluffs, Iowa
Ameristar East Chicago	East Chicago, Indiana
Ameristar Kansas City	Kansas City, Missouri
Ameristar St. Charles	St. Charles, Missouri
River City	St. Louis, Missouri
Belterra	Florence, Indiana
Belterra Park	Cincinnati, Ohio
South segment, which includes:	Location
Ameristar Vicksburg	Vicksburg, Mississippi
Boomtown Bossier City	Bossier City, Louisiana
Boomtown New Orleans	New Orleans, Louisiana
L'Auberge Baton Rouge	Baton Rouge, Louisiana
L'Auberge Lake Charles	Lake Charles, Louisiana
West segment, which includes:	Location
Ameristar Black Hawk	Black Hawk, Colorado
Cactus Petes and Horseshu	Jackpot, Nevada

The operating results of Lumière Place Casino, HoteLumière, the Four Seasons Hotel St. Louis, and related excess land parcels (collectively, the “Lumière Place Casino and Hotels”) and excess land associated with our former Boomtown Reno property have been classified as discontinued operations in our unaudited Condensed Consolidated Statements of Operations. In April 2014, we completed the sale of the ownership interests in the Lumière Place Casino and Hotels. We completed the sale of our excess land in Reno associated with our former Boomtown Reno operations in April 2015. For further information, see Note 7, “Discontinued Operations and Assets Held for Sale.” Our unaudited Condensed Consolidated Statements of Cash Flows have not been adjusted for discontinued operations.

On July 20, 2015, we entered into a definitive agreement with Gaming and Leisure Properties, Inc. (“GLPI”), a real estate investment trust, whereby GLPI will acquire substantially all of our real estate assets, excluding our Belterra Park property and excess land at certain locations. For more information regarding the GLPI transaction, see Note 6, “Investment, Restructuring and Acquisition Activities.”

Principles of Consolidation. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with the instructions of the Securities and Exchange Commission (the “SEC”) to the Quarterly Report on Form 10-Q and, therefore, do not include all information and notes necessary for complete financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”). The results for the periods indicated are unaudited, but reflect all adjustments, which are of a normal recurring nature, that management considers necessary for a fair presentation of operating results. The unaudited Condensed Consolidated Financial Statements include the accounts of Pinnacle Entertainment, Inc. and its subsidiaries. Investments in the common stock of unconsolidated affiliates in which we have the

8

ability to exercise significant influence are accounted for under the equity method. All intercompany accounts and transactions have been eliminated in consolidation.

The results of operations for interim periods are not indicative of a full year of operations. These unaudited Condensed Consolidated Financial Statements and notes thereto should be read in conjunction with the Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K filed with the SEC for the fiscal year ended December 31, 2014.

Use of Estimates. The preparation of unaudited Condensed Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and (iii) the reported amounts of revenues and expenses during the reporting period. Estimates used by us include, among other things, the estimated useful lives for depreciable and amortizable assets, the estimated allowance for doubtful accounts receivable, estimated income tax provisions, the evaluation of the future realization of deferred tax assets, determining the adequacy of reserves for self-insured liabilities and our customer loyalty programs, estimated cash flows in assessing the recoverability of long-lived assets, asset impairments, goodwill and intangible assets, contingencies and litigation, and estimates of the forfeiture rate and expected life of share-based awards and stock price volatility when computing share-based compensation expense. Actual results may differ from those estimates.

Fair Value. Fair value measurements affect our accounting and impairment assessments of our long-lived assets, investments in unconsolidated affiliates, assets acquired in an acquisition, goodwill, and other intangible assets. Fair value measurements also affect our accounting for certain financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: “Level 1” inputs, such as quoted prices in an active market for identical assets or liabilities; “Level 2” inputs, which are observable inputs for similar assets; or “Level 3” inputs, which are unobservable inputs.

The following table presents a summary of fair value measurements by level for certain liabilities measured at fair value on a recurring basis in the unaudited Condensed Consolidated Balance Sheets:

			Fair Value Measurements Using:
	Total Fair Value		Level 1		Level 2		Level 3
	(in millions)
As of September 30, 2015
Liabilities:
Deferred compensation	$	0.4	$	0.4	$	—	$	—
As of December 31, 2014
Liabilities:
Deferred compensation	$	0.6	$	0.6	$	—	$	—

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The following table presents a summary of fair value measurements by level for certain financial instruments not measured at fair value on a recurring basis in the unaudited Condensed Consolidated Balance Sheets for which it is practicable to estimate fair value:

					Fair Value Measurements Using:
	Total Carrying Amount		Total Fair Value		Level 1		Level 2		Level 3
	(in millions)
As of September 30, 2015
Assets:
Held-to-maturity securities	$	14.4	$	15.0	$	—	$	11.9	$	3.1
Promissory notes	$	13.6	$	19.1	$	—	$	19.1	$	—
Liabilities:
Long-term debt	$	3,676.9	$	3,788.7	$	—	$	3,788.7	$	—
As of December 31, 2014
Assets:
Held-to-maturity securities	$	14.8	$	21.7	$	—	$	18.5	$	3.2
Promissory notes	$	12.0	$	16.8	$	—	$	16.8	$	—
Liabilities:
Long-term debt	$	3,986.6	$	4,029.9	$	—	$	4,029.9	$	—

The estimated fair values for certain of our long-term held-to-maturity securities and our long-term promissory notes were based on Level 2 inputs using observable market data for comparable instruments in establishing prices.

The estimated fair values for certain of our long-term held-to-maturity securities were based on Level 3 inputs using a present value of future cash flow valuation technique that relies on management assumptions and qualitative observations. Key significant unobservable inputs in this technique include discount rate risk premiums and probability-weighted cash flow scenarios.

The estimated fair values of our long-term debt, which includes the fair value of our senior notes, senior subordinated notes, senior secured credit facility and term loans, were based on Level 2 inputs of observable market data on comparable debt instruments on or about September 30, 2015 and December 31, 2014.

The fair values of our short-term financial instruments approximate the carrying amounts due to their short-term nature.

Land, Buildings, Vessels and Equipment. Land, buildings, vessels and equipment are stated at cost. Land includes land not currently being used in our operations, which totaled $34.6 million as of September 30, 2015. We capitalize the costs of improvements that extend the life of the asset. We expense repair and maintenance costs as incurred. Gains or losses on the disposition of land, buildings, vessels and equipment are included in the determination of income.

We review the carrying amounts of our land, buildings, vessels and equipment used in our operations whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable from estimated future undiscounted cash flows expected to result from its use and eventual disposition. If the undiscounted cash flows exceed the carrying amount, no impairment is indicated. If the undiscounted cash flows do not exceed the carrying amount, then an impairment charge is recorded based on the fair value of the asset.

Development costs directly associated with the acquisition, development, and construction of a project are capitalized as a cost of the project, during the periods in which activities necessary to get the property ready for its intended use are in progress. The costs incurred for development projects are carried at cost. Interest costs associated with development projects are capitalized as part of the cost of the constructed asset. When no debt is incurred specifically for a project, interest is capitalized on amounts expended for the project using our weighted-average cost of borrowing. Capitalization of interest ceases when the project, or discernible portion of the project, is substantially complete. If substantially all of the construction activities of a project are suspended, capitalization of interest will cease until such activities are resumed. For further discussion, see Note 2, “Long-Term Debt.”

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The following table presents a summary of our land, buildings, vessels and equipment:

	September 30, 2015			December 31, 2014
	(in millions)
Land, buildings, vessels and equipment:
Land and land improvements	$	422.5		$	401.9
Buildings, vessels and improvements	2,676.3			2,677.8
Furniture, fixtures and equipment	784.0			721.9
Construction in progress	22.7			75.6
Land, buildings, vessels and equipment, gross	3,905.5			3,877.2
Less: accumulated depreciation	(1,020.2		)	(860.2		)
Land, buildings, vessels and equipment, net	$	2,885.3		$	3,017.0

On July 20, 2015, we entered into a definitive agreement with GLPI, whereby GLPI will acquire substantially all of our real estate assets. For more information regarding the GLPI transaction, see Note 6, “Investment, Restructuring and Acquisition Activities.”

Equity Method Investments. We apply equity method accounting for investments when we do not control the investee, but have the ability to exercise significant influence over its operating and finance policies. Equity method investments are recorded at cost, with the allocable portion of the investee's income or loss reported in earnings, and adjusted for capital contributions to and distributions from the investee. Distributions in excess of equity method earnings, if any, are recognized as a return of investment and recorded as investing cash flows in the unaudited Condensed Consolidated Statements of Cash Flows. We review our equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amount of our investment may have experienced an other-than-temporary decline in value.

Goodwill and Other Intangible Assets. Goodwill consists of the excess of the acquisition cost over the fair value of the net assets acquired in business combinations. Indefinite-lived intangible assets include gaming licenses and trade names. Goodwill and other indefinite-lived intangible assets are subject to an annual assessment for impairment during the fourth quarter, or more frequently if there are indications of possible impairment. Amortizing intangible assets include customer relationships and favorable leasehold interests. We review amortizing intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

We recorded impairments to goodwill and other intangible assets at Pinnacle Retama Partners, LLC (“PRP”) and HPT during the nine months ended September 30, 2015. During the third quarter of 2015, we determined that there was an indication of impairment on the assets of HPT due to its operating performance. As a result, we recognized non-cash impairments on its goodwill, trade name, and customer relationship intangible assets, of $1.4 million, $0.2 million, and $0.7 million, respectively. The impairments were measured using discounted cash flow models, which utilized Level 3 inputs. During the second quarter of 2015, we determined that there was an indication of impairment on the assets of PRP due to the lack of legislative progress and on-going negative operating results at Retama Park Racetrack. As a result, we recognized non-cash impairments of the goodwill of PRP and the Retama Park Racetrack license of $3.3 million and $5.0 million, respectively, which fully impaired these intangible assets. The impairments were measured using probability-weighted discounted cash flow models, which utilized Level 3 inputs. PRP and HPT impairment charges are included in “Write-downs, reserves and recoveries, net” in our unaudited Condensed Consolidated Statements of Operations. See Note 5, “Write-downs, Reserves and Recoveries, Net,” and Note 6, “Investment, Restructuring and Acquisition Activities.”

There were no impairments to goodwill or other intangible assets recognized during the three months or nine months ended September 30, 2014.

In April 2015, we made our final installment payment of $25.0 million for Belterra Park's video lottery terminal license, which we had accrued as of December 31, 2014 in “Other accrued liabilities” in our unaudited Condensed Consolidated Balance Sheets.

Customer Loyalty Programs. We offer incentives to our customers through our mychoice customer loyalty program. Under the mychoice customer loyalty program, customers earn points based on their level of play that may be redeemed for various benefits, such as cash back, dining, or hotel stays, among others. The reward credit balance under the plan will be

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forfeited if the customer does not earn or use any reward credits over the prior six-month period. In addition, based on their level of play, customers can earn additional benefits without redeeming points, such as a car lease, among other items.

We accrue a liability for the estimated cost of providing these benefits as the benefits are earned. Estimates and assumptions are made regarding cost of providing the benefits, breakage rates, and the mix of goods and services customers will choose. We use historical data to assist in the determination of estimated accruals. Changes in estimates or customer redemption habits could produce significantly different results. As of September 30, 2015 and December 31, 2014, we had accrued $22.8 million and $26.6 million, respectively, for the estimated cost of providing mychoice benefits. Such amounts are included in “Other accrued liabilities” in our unaudited Condensed Consolidated Balance Sheets.

Revenue Recognition. Gaming revenues consist of the net win from gaming activities, which is the difference between amounts wagered and amounts paid to winning patrons. Cash discounts and other cash incentives to customers related to gaming play are recorded as a reduction to gaming revenue. Food and beverage, lodging, retail, entertainment, and other operating revenues are recognized as products are delivered or services are performed. Advance deposits on lodging are recorded as accrued liabilities until services are provided to the customer.

The retail value of food and beverage, lodging and other services furnished to guests on a complimentary basis is included in revenues and then deducted as promotional allowances in calculating total revenues. The estimated cost of providing such promotional allowances is primarily included in gaming expenses. Complimentary revenues that have been excluded from the accompanying unaudited Condensed Consolidated Statements of Operations were as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Food and beverage	$	34.1	$	35.2	$	104.1	$	102.1
Lodging	16.2		15.4		47.4		46.6
Other	4.6		4.9		13.7		13.0
Total promotional allowances	$	54.9	$	55.5	$	165.2	$	161.7

The costs to provide such complimentary benefits were as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Promotional allowance costs included in gaming expense	$	42.3	$	42.1	$	125.6	$	119.4

Gaming Taxes. We are subject to taxes based on gross gaming revenues in the jurisdictions in which we operate, subject to applicable jurisdictional adjustments. These gaming taxes are an assessment on our gaming revenues and are recorded as a gaming expense in our unaudited Condensed Consolidated Statements of Operations. These taxes were as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Gaming taxes	$	145.8	$	142.1	$	438.9	$	416.4

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Pre-opening, Development and Other Costs. Pre-opening, development and other costs consist of payroll costs to hire, employ and train the workforce prior to opening an operating facility; marketing campaigns prior to and in connection with the opening; legal and professional fees related to the project but not otherwise attributable to depreciable assets; lease payments; real estate taxes; acquisition costs; restructuring costs; and other costs prior to the opening of an operating facility. Pre-opening, development and other costs are expensed as incurred. Pre-opening, development and other costs consist of the following:

	For the three months ended September 30,					For the nine months ended September 30,
	2015		2014			2015		2014
	(in millions)
Restructuring costs (1)	$	3.7	$	0.9		$	10.0	$	0.9
Belterra Park (2)	—		0.8			—		8.2
Other (3)	0.3		(0.1		)	1.7		2.8
Total pre-opening, development and other costs	$	4.0	$	1.6		$	11.7	$	11.9

(1) Amounts comprised of cost associated with the separation of our real estate assets from our operating assets. See Note 6, “Investment, Restructuring and Acquisition Activities.”

(2) Belterra Park opened on May 1, 2014.

(3) Amounts principally comprised of legal and advisory expenses, severance charges and other costs and expenses, including those related to the financing and integration of the acquisition of Ameristar Casinos, Inc. (“Ameristar”).

Earnings Per Share. The computation of basic and diluted earnings per share (“EPS”) is based on net income attributable to Pinnacle Entertainment, Inc. divided by the basic weighted average number of common shares and diluted weighted average number of common shares, respectively. Diluted earnings per share reflect the addition of potentially dilutive securities, which include in-the-money stock options and restricted stocks units. A total of 0.1 million and 0.2 million out-of-the-money stock options were excluded from the calculation of diluted earnings per share for the three and nine months ended September 30, 2015, respectively, as compared to a total of 1.8 million and 1.5 million out-of-the-money stock options excluded from the calculation of diluted earnings per share, respectively, for the corresponding prior-year periods, because including them would have been anti-dilutive.

Reclassifications. The unaudited Condensed Consolidated Financial Statements reflect certain reclassifications to prior year amounts to conform to classification in the current period. These reclassifications had no effect on the previously reported net income amounts.

Recently Issued Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued an accounting standards update in connection with reporting discontinued operations and disclosures of disposals of components of entities. The accounting standards update changes the criteria for reporting discontinued operations. Under the amendment, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when any of the following occurs: (i) the component of an entity or group of components of an entity meets the criteria to be classified as held for sale; (ii) the component of an entity or group of components of an entity is disposed of by sale; and (iii) the component of an entity or group of components of an entity is disposed of other than by sale. This new guidance is effective prospectively for all disposals (or classifications as held for sale) of components of an entity and all business activities, on acquisition, that are classified as held for sale that occur within annual periods beginning on or after December 15, 2014, and interim periods within those years. We adopted this guidance during the first quarter of 2015 and it did not have a material impact on our unaudited Condensed Consolidated Financial Statements.

In May 2014, as part of its ongoing efforts to assist in the convergence of GAAP and International Financial Reporting Standards, the FASB issued a new standard related to revenue recognition. Under the new standard, recognition of revenue occurs when a customer obtains control of promised services or goods in an amount that reflects the consideration to which the entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts. In July 2015, the FASB approved the deferral of this new standard to be effective for fiscal years beginning after December 15, 2017. We are currently evaluating the impact of adopting this accounting standard on our unaudited Condensed Consolidated Financial Statements.

In June 2014, the FASB issued an accounting standards update with respect to performance share awards. This accounting standards update requires that a performance target that affects vesting, and that could be achieved after the requisite service

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period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period or periods for which the requisite service has already been rendered. The effective date for this update is for the annual and interim periods beginning after December 15, 2015. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on our unaudited Condensed Consolidated Financial Statements.

In April 2015, the FASB issued an accounting standards update which changes the presentation of debt issuance costs in financial statements. Under the new standard, an entity presents such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. The amortization of the costs is reported as interest expense. In August 2015, the FASB issued an accounting standards update which clarifies that companies may continue to present unamortized debt issuance costs associated with line of credit arrangements as an asset. The new guidance should be applied on a retrospective basis, wherein the balance sheet of each individual period should be adjusted to reflect the period-specific effects of applying the new guidance. The effective dates for these updates are for the annual and interim periods beginning after December 15, 2015. Early adoption is permitted. We intend to early adopt these standards, which are not expected to have a material impact on our unaudited Condensed Consolidated Financial Statements, effective December 31, 2015.

A variety of proposed or otherwise potential accounting standards are currently under review and study by standard-setting organizations and certain regulatory agencies. Given the tentative and preliminary nature of such proposed standards, we have not yet determined the effect, if any, that the implementation of any such proposed or revised standards would have on our unaudited Condensed Consolidated Financial Statements.

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Note 2—Long-Term Debt

Long-term debt consisted of the following:

	September 30, 2015
	Outstanding Principal			Unamortized (Discount) Premium			Long-Term Debt, Net
	(in millions)
Senior Secured Credit Facility:
Revolving Credit Facility	$	715.1		$	—		$	715.1
Term B-2 Loans due 2020	361.0			(12.8		)	348.2
6.375% Senior Notes due 2021	850.0			—			850.0
7.50% Senior Notes due 2021	1,040.0			48.5			1,088.5
7.75% Senior Subordinated Notes due 2022	325.0			—			325.0
8.75% Senior Subordinated Notes due 2020	350.0			—			350.0
Other	0.1			—			0.1
Total debt including current maturities	3,641.2			35.7			3,676.9
Less current maturities	(11.0		)	—			(11.0		)
Total long-term debt	$	3,630.2		$	35.7		$	3,665.9

	December 31, 2014
	Outstanding Principal			Unamortized (Discount) Premium			Long-Term Debt, Net
	(in millions)
Senior Secured Credit Facility:
Revolving Credit Facility	$	606.6		$	—		$	606.6
Term B-2 Loans due 2020	782.2			(21.1		)	761.1
6.375% Senior Notes due 2021	850.0			—			850.0
7.50% Senior Notes due 2021	1,040.0			53.8			1,093.8
7.75% Senior Subordinated Notes due 2022	325.0			—			325.0
8.75% Senior Subordinated Notes due 2020	350.0			—			350.0
Other	0.1			—			0.1
Total debt including current maturities	3,953.9			32.7			3,986.6
Less current maturities	(11.0		)	—			(11.0		)
Total long-term debt	$	3,942.9		$	32.7		$	3,975.6

Senior Secured Credit Facility: In August 2013, we entered into an Amended and Restated Credit Agreement (“Credit Facility”), which amended and restated our Fourth Amended and Restated Credit Agreement dated as of August 2, 2011, as amended. The Credit Facility consists of (i) $1.6 billion of term loans comprised of $500.0 million of Tranche B-1 term loans and $1.1 billion of Tranche B-2 term loans and (ii) a $1.0 billion revolving credit commitment. As of September 30, 2015, we had approximately $715.1 million drawn under the $1.0 billion revolving credit facility, approximately $361.0 million outstanding principal Tranche B-2 term loan debt, and approximately $12.0 million committed under various letters of credit under our Credit Facility. We fully repaid the outstanding principal balances of our Tranche B-1 term loans during 2014. The outstanding principal on the Tranche B-2 term loans has been discounted on issuance for the reduction in the proceeds received when the transaction was consummated.

6.375% Senior Notes due 2021: In August 2013, we issued $850.0 million in aggregate principal amount of 6.375% senior notes due 2021 (“6.375% Notes”) to fund the acquisition of Ameristar. The 6.375% Notes bear interest at a rate of 6.375% per year, payable semi-annually in arrears on February 1st and August 1st of each year. The 6.375% Notes mature on

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August 1, 2021. Net of initial purchasers’ fees and various costs and expenses, proceeds from the offering were approximately $835.0 million.

7.50% Senior Notes due 2021: As part of the acquisition of Ameristar, we assumed $1.04 billion in aggregate principal amount of 7.50% Senior Notes due 2021 (“7.50% Notes”) that were originally issued by Ameristar. The 7.50% Notes bear interest at a rate of 7.50% per year, payable semi-annually in arrears on April 15th and October 15th of each year. The 7.50% Notes mature on April 15, 2021. The 7.50% Notes were recorded at fair value as part of the purchase price allocation with a premium of $72.8 million. In addition, a consent fee payment to the holders of the 7.50% Notes at acquisition was included as a discount component of the total carrying amount.

7.75% Senior Subordinated Notes due 2022: In March 2012, we issued $325.0 million in aggregate principal amount of 7.75% senior subordinated notes due 2022 (“7.75% Notes”). The 7.75% Notes were issued at par with interest payable on April 1st and October 1st of each year. The 7.75% Notes mature on April 1, 2022. Net of initial purchasers’ fees and various costs and expenses, proceeds from the offering were approximately $318.3 million.

8.75% Senior Subordinated Notes due 2020: In May 2010, we issued $350.0 million in aggregate principal amount of 8.75% senior subordinated notes due 2020 (“8.75% Notes”). The 8.75% Notes were issued at par with interest payable on May 15th and November 15th of each year. The 8.75% Notes mature on May 15, 2020. Net of the initial purchasers' fees and various costs and expenses, proceeds from the offering were approximately $341.5 million.

Financing in Connection with GLPI Transaction

In connection with the transactions contemplated by the Merger Agreement (as defined in Note 6, “Investments, Restructuring and Acquisition Activities”), we have entered into a commitment letter, dated July 20, 2015, with certain lenders to provide the required debt financing. For more information regarding the GLPI transaction, see Note 6, “Investments, Restructuring and Acquisition Activities.”

Interest expense, net, was as follows:

	For the three months ended September 30,						For the nine months ended September 30,
	2015			2014			2015			2014
	(in millions)
Interest expense	$	65.2		$	62.8		$	186.4		$	194.3
Interest income	(0.2		)	—			(0.3		)	(0.3		)
Capitalized interest	—			(0.3		)	—			(2.7		)
Interest expense, net	$	65.0		$	62.5		$	186.1		$	191.3

Interest expense is capitalized on internally constructed assets at our overall weighted average cost of borrowing. During the three months ended September 30, 2014, we capitalized interest on our Boomtown New Orleans hotel. During the nine months ended September 30, 2014, we capitalized interest on our Belterra Park re-development project and our Boomtown New Orleans hotel.

Note 3—Income Taxes

Our effective tax rate for continuing operations for the three and nine months ended September 30, 2015, was 15.2%, or an expense of $2.4 million, and 18.4% or an expense of $12.7 million, respectively, as compared to an effective tax rate of 47.5%, or an expense of $7.0 million and 25.1% or an expense of $8.1 million, respectively, for the corresponding prior year periods. Our tax rate differs from the statutory rate of 35.0% due to the effects of permanent items, deferred tax expense on tax amortization of indefinite-lived intangible assets, state taxes, and a reserve for unrecognized tax benefits. Our state tax provision represents taxes in the jurisdictions of Indiana and Louisiana as well as the city jurisdictions in Missouri, where we have no valuation allowance.

Note 4—Employee Benefit Plans

Share-based Compensation: As of September 30, 2015, we had approximately 7.3 million share-based awards outstanding, including common stock options, restricted stock units, and performance stock units, which are detailed below. Our 2015 Equity and Performance Incentive Plan has approximately 0.5 million share-based awards available for grant as of

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September 30, 2015. We recorded share-based compensation expense as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Share-based compensation expense	$	4.1	$	1.4	$	13.0	$	10.1

Stock options: The following table summarizes information related to our common stock options:

	Number of Stock Options		Weighted Average Exercise Price
Options outstanding at January 1, 2015	5,568,628		$	15.17
Granted	169,090		$	26.51
Exercised	(523,469	)	$	17.40
Canceled or forfeited	(29,903	)	$	21.88
Options outstanding at September 30, 2015	5,184,346		$	15.28
Options exercisable at September 30, 2015	3,632,520		$	12.84
Expected to vest after September 30, 2015	1,175,282		$	21.15

The unamortized compensation costs not yet expensed related to stock options totaled approximately $11.9 million as of September 30, 2015. The weighted average period over which the costs are expected to be recognized is approximately one year. The aggregate amount of cash we received from the exercise of stock options was $8.9 million and $6.4 million for the nine months ended September 30, 2015, and 2014, respectively. The associated shares were newly issued common stock. The following information is provided for our stock options:

	For the nine months ended September 30,
	2015		2014
Weighted-average grant date fair value	$	9.44	$	8.93

Restricted Stock Units: The following table summarizes information related to our restricted stock units:

	Number of Units		Weighted Average Grant Date Fair Value
Non-vested at January 1, 2015	1,212,933		$	22.20
Granted	172,741		$	26.32
Vested	(196,155	)	$	21.07
Canceled or forfeited	(22,769	)	$	24.09
Non-vested at September 30, 2015	1,166,750		$	22.96

The unamortized compensation costs not yet expensed related to non-vested restricted stock units, totaled approximately $21.3 million as of September 30, 2015. The weighted average period over which the costs are expected to be recognized is approximately two years.

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Performance Stock Units: The following table summarizes information related to our performance stock units:

	Number of Units	Weighted Average Grant Date Fair Value
Non-vested at January 1, 2015	520,322	$	23.64
Granted	—	$	—
Canceled or forfeited	—	$	—
Non-vested at September 30, 2015	520,322	$	23.64

Note 5—Write-downs, Reserves and Recoveries, Net

Write-downs, reserves and recoveries, net consist of the following:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015			2014
	(in millions)
Loss (gain) on disposals of long-lived assets, net	$	0.5	$	0.7	$	(6.7	)	$	1.0
Lease abandonment	—		—		—			2.9
Impairment of long-lived assets	0.4		0.4		3.4			0.5
Impairment of goodwill	1.4		—		4.7			—
Impairment of other intangible assets	0.9		—		5.9			—
Other write-downs, reserves and (recoveries)	—		—		(0.8		)	—
Write-downs, reserves and recoveries, net	$	3.2	$	1.1	$	6.5		$	4.4

Loss (gain) on disposals of long-lived assets, net: During the nine months ended September 30, 2015, we recorded a gain on the sale of land in Springfield, Massachusetts of $8.4 million. Additionally, during the three and nine months ended September 30, 2015 and 2014, we recorded net losses related to disposals of slot and other equipment at our properties in the normal course of business.

Lease abandonment: During the second quarter of 2014, we recorded a $2.9 million lease abandonment charge from the consolidation of our Las Vegas headquarters.

Impairment of long-lived assets: During the three and nine months ended September 30, 2015, we recorded $0.4 million and $3.0 million, respectively, in non-cash impairments of our land in Central City, Colorado to reduce the carrying amount of the asset to its estimated fair value less cost to sell. Additionally, during the three and nine months ended September 30, 2015 and 2014, we recorded non-cash impairments on slot and other equipment at our properties.

Impairment of goodwill: During the second quarter of 2015, we recorded a $3.3 million non-cash impairment of PRP’s goodwill. During the third quarter of 2015, we recorded a $1.4 million non-cash impairment of HPT’s goodwill.

Impairment of other intangible assets: During the second quarter of 2015, we recorded a non-cash impairment of $5.0 million fully impairing the Retama Park Racetrack license. During the third quarter of 2015, we recorded non-cash impairments of HPT’s trade name and customer relationship intangible assets of $0.2 million and $0.7 million, respectively.

Note 6—Investment, Restructuring and Acquisition Activities

Merger Agreement with GLPI: On July 20, 2015, we entered into a definitive agreement with GLPI (the “Merger Agreement”). Pursuant to the terms of the Merger Agreement, we will separate our operating assets (and certain real estate assets) and liabilities into a newly formed subsidiary (“OpCo”) and we will distribute to our stockholders, on a pro rata basis, all of the issued and outstanding shares of common stock of OpCo (such distribution referred to as the “Spin-Off”). As a result, Pinnacle stockholders will receive one share of OpCo common stock for each share of Pinnacle common stock that they own. Gold Merger Sub, LLC, a wholly owned subsidiary of GLPI (“Merger Sub”), will then merge with and into Pinnacle (the “Merger”), with Merger Sub surviving the Merger as a wholly owned subsidiary of GLPI.

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At the effective time of the Merger, each share of common stock, par value $0.10 per share, of Pinnacle (the “Pinnacle Common Stock”) issued and outstanding immediately prior to the effective time (other than shares of Pinnacle Common Stock (i) owned or held in treasury by Pinnacle or (ii) owned by GLPI, its subsidiaries or Merger Sub) will be canceled and converted automatically into the right to receive 0.85 shares of common stock, par value $0.01 per share, of GLPI.

After the closing of the Merger, OpCo will own Belterra Park and excess land not acquired by GLPI. OpCo will operate the gaming facilities acquired by GLPI under a triple-net 10-year master lease agreement that will have five subsequent, five-year extension periods at OpCo’s option. OpCo will initially pay GLPI $377 million in rent in the first year after the Merger. The consummation of the Merger is subject to customary conditions, including without limitation, receipt of regulatory approvals and the approval by stockholders of GLPI and Pinnacle. If approved by the stockholders of Pinnacle and GLPI, we anticipate that the transaction will close in the first quarter of 2016.

In connection with the transactions contemplated by the Merger Agreement, including the Merger and Spin-Off, GLPI will refinance approximately $2.7 billion (subject to certain adjustments) of principal amount of Pinnacle debt, with the remaining outstanding debt to be refinanced by OpCo at closing. We have entered into a commitment letter, dated July 20, 2015, with certain lenders to provide the debt financing required by OpCo. In connection with the commitment letter, the lenders have agreed to provide us with financing in an aggregate principal amount of $1.1 billion, comprised of a (i) $900 million senior secured term loan bridge facility and (ii) $200 million senior secured revolving credit facility (collectively, the “Facilities”). The Facilities would mature on the one year anniversary of the initial borrowings under the Facilities. The interest rates on the Facilities would be based on customary market LIBOR or base rates plus an applicable margin. The obligations of OpCo and the guarantors under the Facilities would be secured by substantially all assets of OpCo and the guarantors, subject to certain exceptions. Funding of the lenders’ commitments is subject to certain customary conditions, including, but not limited to, receipt of financial information, delivery of customary documentation relating to OpCo and its subsidiaries and consummation of the Spin-Off. We expect to obtain permanent financing for the transaction prior to the closing date, which would replace the Facilities described above.

Equity Method Investment: We have invested in a land re-vitalization project in downtown St. Louis, which is accounted for under the equity method and included in “Other assets, net” in our unaudited Condensed Consolidated Balance Sheets. For the nine months ended September 30, 2015, our proportional share of the investment's losses totaled $0.1 million. As of September 30, 2015, and December 31, 2014, the carrying amount of this investment was $1.7 million and $1.8 million, respectively.

Retama Park Racetrack: We hold 75.5% of the equity of PRP and consolidate the accounts of PRP in our unaudited Condensed Consolidated Financial Statements. During the second quarter of 2015, we determined that there was an indication of impairment on the assets of PRP due to the lack of legislative progress and on-going negative operating results at Retama Park Racetrack. As a result, we recorded non-cash impairments of the goodwill of PRP and the Retama Park Racetrack license of $3.3 million and $5.0 million, respectively, during the second quarter of 2015.

As of September 30, 2015, PRP held $13.6 million in promissory notes issued by Retama Development Corporation (“RDC”), a local government corporation of the City of Selma, Texas, included in “Other assets, net” in our unaudited Condensed Consolidated Balance Sheets. The promissory notes have long-term contractual maturities and are collateralized by Retama Park Racetrack assets. The contractual terms of these promissory notes include interest payments due at maturity. We have not recorded accrued interest on these promissory notes because uncertainty exists as to RDC's ability to make interest payments.

As of September 30, 2015, we held, at amortized cost, $11.3 million in local government corporation bonds, with long-term contractual maturities, issued by RDC, included in “Other assets, net” in our unaudited Condensed Consolidated Balance Sheets. We have both the intent and ability to hold these investments until the amortized cost is recovered.

Note 7—Discontinued Operations and Assets Held for Sale

Assets held for sale are measured at the lower of carrying amount or estimated fair value less cost to sell. The results of operations of a component or group of components that has either been disposed of or is classified as held for sale is included in discontinued operations when certain criteria are met. The fair value of the assets to be sold was determined using a market approach using Level 2 inputs, as defined in Note 1, “Summary of Significant Accounting Policies.”

Lumiére Place Casino and Hotels: In August 2013, we entered into an Equity Interest Purchase Agreement to sell the ownership interests in certain of our subsidiaries, which own and operate the Lumiére Place Casino and Hotels. During 2014,

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we completed the sale of the ownership interests in these subsidiaries for net cash consideration of $250.3 million.

Boomtown Reno: In April 2015, we completed the sale of approximately 783 acres of land associated with our former Boomtown Reno operations, with a carrying amount of $8.3 million, for cash consideration of $13.1 million, resulting in a gain on disposition of $4.8 million, net of costs to sell.

Total discontinued operations:Revenues and income from discontinued operations, net of income taxes, are as follows:

	For the three months ended September 30,					For the nine months ended September 30,
	2015		2014			2015			2014
	(in millions)
Revenues	$	—	$	—		$	—		$	41.0
Income before income taxes	0.2		4.9			5.5			5.2
Income tax benefit (expense)	0.1		(0.1		)	(0.3		)	(0.1		)
Income from discontinued operations, net of income taxes	$	0.3	$	4.8		$	5.2		$	5.1

Springfield, Massachusetts: In April 2015, we completed the sale of approximately forty acres of land in Springfield, Massachusetts, originally purchased by Ameristar for a possible future casino resort, with a carrying amount of $3.5 million, for cash consideration of $12.0 million, resulting in a gain on disposition of $8.4 million, net of costs to sell. This gain is included in “Write-downs, reserves and recoveries, net” in our unaudited Condensed Consolidated Statements of Operations.

Central City, Colorado: We own approximately two acres of land in Central City, Colorado, which is classified as held for sale. During the three months and nine months ended September 30, 2015, we recorded $0.4 million and $3.0 million, respectively, in non-cash impairments of this land to reduce the carrying amount of the asset to its estimated fair value less cost to sell. These impairment charges are included in “Write-downs, reserves and recoveries, net” in our unaudited Condensed Consolidated Statements of Operations. In October 2015, we entered into a definitive agreement to sell this land for approximately $0.4 million exclusive of costs to sell.

Ameristar Lake Charles: In July 2013, we entered into an agreement to sell all of the equity interests of our subsidiary, which was constructing the Ameristar Lake Charles development project. In November 2013, we closed the sale of the equity interests of our subsidiary. We received approximately $209.8 million in cash consideration and $10.0 million in deferred consideration in the form of a note receivable from the buyer due in July 2016.

Net assets for entities and operations classified as held for sale are summarized as follows:

	September 30, 2015		December 31, 2014
	(in millions)
Assets:
Land, buildings, vessels and equipment, net	$	0.3	$	11.8
Other assets, net	9.5		9.4
Total assets	$	9.8	$	21.2
Liabilities:
Total liabilities	$	0.1	$	0.4
Net assets	$	9.7	$	20.8

Note 8—Commitments and Contingencies

Self-Insurance: We self-insure various levels of general liability, workers' compensation, and medical coverage at most of our properties. Insurance reserves include accruals for estimated settlements for known claims, as well as accruals for estimates of claims not yet made. As of September 30, 2015 and December 31, 2014, we had total self-insurance accruals of $24.6 million and $24.4 million, respectively, which are included in “Total current liabilities” in our unaudited Condensed Consolidated Balance Sheets.

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Indiana Tax Dispute: In 2008, the Indiana Department of Revenue (the “IDR”) commenced an examination of our Indiana income tax filings for the years 2005, 2006, and 2007. In 2010, we received a proposed assessment in the amount of $7.3 million, excluding interest and penalties. We filed a protest requesting abatement of all taxes, interest and penalties and had two hearings with the IDR where we provided additional facts and support. At issue is whether income and gains from certain asset sales, including the sale of the Hollywood Park Racetrack in 1999, and other transactions outside of Indiana, such as the Aztar merger termination fee in 2006, which we reported on our Indiana state tax returns for the years 2000 through 2007, resulted in business income subject to apportionment. In April 2012, we received a supplemental letter of findings from the IDR that denied our protest on most counts. In the supplemental letter of findings, the IDR did not raise any new technical arguments or advance any new theory that would alter our judgment regarding the recognition or measurement of the unrecognized tax benefit related to this audit. We believe that our tax return position is sustainable on the merits. In June 2012, we filed a tax appeal petition with the Indiana Tax Court to set aside the final assessment. In August 2013, we filed a motion for partial summary judgment on the 1999 Hollywood Park sale. We asked the court to grant summary judgment in our favor based on the technical merit of Indiana tax law. In January 2014, oral arguments were heard at the Indiana Tax Court regarding our motion for summary judgment. In June 2015, the Indiana Tax Court denied our motion for summary judgment and set the case for trial.

Other: We are a party to a number of other pending legal proceedings. Management does not expect that the outcome of such proceedings, either individually or in the aggregate, will have a material effect on our financial position, cash flows or results of operations.

21

Note 9—Consolidating Condensed Financial Information

Our subsidiaries (excluding subsidiaries with approximately $41.4 million in cash and other assets as of September 30, 2015, that include a majority interest in the licensee of Retama Park Racetrack and certain other subsidiaries) have fully, unconditionally, jointly, and severally guaranteed the payment of all obligations under our senior and senior subordinated notes and our Credit Facility. Separate financial statements and other disclosures regarding the subsidiary guarantors are not included herein because management has determined that such information is not material to investors. In lieu thereof, we include the following:

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)		Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
Statements of Operations
For the three months ended September 30, 2015
Revenues:
Gaming	$	—		$	513.7		$	—	$	—		$	513.7
Food and beverage	—			31.8			—		—			31.8
Lodging	—			14.8			—		—			14.8
Retail, entertainment and other	—			18.3			—		—			18.3
	—			578.6			—		—			578.6
Expenses:
Gaming	—			276.7			—		—			276.7
Food and beverage	—			30.7			—		—			30.7
Lodging	—			7.3			—		—			7.3
Retail, entertainment and other	—			8.8			—		—			8.8
General and administrative	24.5			84.9			—		—			109.4
Depreciation and amortization	2.0			55.6			—		—			57.6
Pre-opening, development and other costs	4.0			—			—		—			4.0
Write-downs, reserves and recoveries, net	0.3			2.9			—		—			3.2
	30.8			466.9			—		—			497.7
Operating income (loss)	(30.8		)	111.7			—		—			80.9
Equity in earnings of subsidiaries	77.2			—			—		(77.2		)	—
Interest expense, net	(65.0		)	—			—		—			(65.0		)
Income (loss) from continuing operations before inter-company activity and income taxes	(18.6		)	111.7			—		(77.2		)	15.9
Management fee and inter-company interest	34.8			(34.8		)	—		—			—
Income tax expense	(2.4		)	—			—		—			(2.4		)
Income (loss) from continuing operations	13.8			76.9			—		(77.2		)	13.5
Income from discontinued operations, net of income taxes	—			0.3			—		—			0.3
Net income (loss)	$	13.8		$	77.2		$	—	$	(77.2	)	$	13.8

22

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
For the nine months ended September 30, 2015
Revenues:
Gaming	$	—		$	1,547.3		$	—		$	—		$	1,547.3
Food and beverage	—			95.2			—			—			95.2
Lodging	—			39.5			—			—			39.5
Retail, entertainment and other	0.1			51.3			—			—			51.4
	0.1			1,733.3			—			—			1,733.4
Expenses:
Gaming	—			823.6			—			—			823.6
Food and beverage	—			88.9			—			—			88.9
Lodging	—			19.4			—			—			19.4
Retail, entertainment and other	—			22.0			—			—			22.0
General and administrative	70.1			248.6			0.1			—			318.8
Depreciation and amortization	8.3			179.0			—			—			187.3
Pre-opening, development and other costs	11.4			0.2			0.1			—			11.7
Write-downs, reserves and recoveries, net	3.2			(5.1		)	8.4			—			6.5
	93.0			1,376.6			8.6			—			1,478.2
Operating income (loss)	(92.9		)	356.7			(8.6		)	—			255.2
Equity in earnings of subsidiaries	248.3			—			—			(248.3		)	—
Interest expense, net	(186.1		)	—			—			—			(186.1		)
Loss from equity method investment	—			—			(0.1		)	—			(0.1		)
Income (loss) from continuing operations before inter-company activity and income taxes	(30.7		)	356.7			(8.7		)	(248.3		)	69.0
Management fee and inter-company interest	106.2			(106.2		)	—			—			—
Income tax expense	(12.7		)	—			—			—			(12.7		)
Income (loss) from continuing operations	62.8			250.5			(8.7		)	(248.3		)	56.3
Income from discontinued operations, net of income taxes	—			5.2			—			—			5.2
Net income (loss)	62.8			255.7			(8.7		)	(248.3		)	61.5
Net loss attributable to non-controlling interest	—			—			(1.3		)	—			(1.3		)
Net income (loss) attributable to Pinnacle Entertainment, Inc.	$	62.8		$	255.7		$	(7.4	)	$	(248.3	)	$	62.8

23

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
For the three months ended September 30, 2014
Revenues:
Gaming	$	—		$	503.6		$	—		$	—		$	503.6
Food and beverage	—			31.3			—			—			31.3
Lodging	—			14.5			—			—			14.5
Retail, entertainment and other	0.1			18.8			—			—			18.9
	0.1			568.2			—			—			568.3
Expenses:
Gaming	—			271.3			—			—			271.3
Food and beverage	—			29.6			—			—			29.6
Lodging	—			6.7			—			—			6.7
Retail, entertainment and other	—			9.2			—			—			9.2
General and administrative	24.1			87.2			0.1			—			111.4
Depreciation and amortization	1.3			58.9			—			—			60.2
Pre-opening, development and other costs	0.7			0.8			0.1			—			1.6
Write-downs, reserves and recoveries, net	—			1.1			—			—			1.1
	26.1			464.8			0.2			—			491.1
Operating income (loss)	(26.0		)	103.4			(0.2		)	—			77.2
Equity in earnings of subsidiaries	69.7			—			—			(69.7		)	—
Interest expense, net	(62.7		)	0.2			—			—			(62.5		)
Income (loss) from continuing operations before inter-company activity and income taxes	(19.0		)	103.6			(0.2		)	(69.7		)	14.7
Management fee and inter-company interest	38.5			(38.5		)	—			—			—
Income tax expense	(7.0		)	—			—			—			(7.0		)
Income (loss) from continuing operations	12.5			65.1			(0.2		)	(69.7		)	7.7
Income from discontinued operations, net of income taxes	—			4.8			—			—			4.8
Net income (loss)	$	12.5		$	69.9		$	(0.2	)	$	(69.7	)	$	12.5

24

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
For the nine months ended September 30, 2014
Revenues:
Gaming	$	—		$	1,477.0		$	—		$	—		$	1,477.0
Food and beverage	—			89.2			—			—			89.2
Lodging	—			39.1			—			—			39.1
Retail, entertainment and other	0.1			50.8			—			—			50.9
	0.1			1,656.1			—			—			1,656.2
Expenses:
Gaming	—			785.9			—			—			785.9
Food and beverage	—			82.6			—			—			82.6
Lodging	—			18.3			—			—			18.3
Retail, entertainment and other	—			20.4			—			—			20.4
General and administrative	75.4			248.2			0.2			—			323.8
Depreciation and amortization	4.9			172.4			—			—			177.3
Pre-opening, development and other costs	3.3			8.3			0.3			—			11.9
Write-downs, reserves and recoveries, net	3.0			1.3			—			—			4.3
	86.6			1,337.4			0.5			—			1,424.5
Operating income (loss)	(86.5		)	318.7			(0.5		)	—			231.7
Equity in earnings of subsidiaries	210.8			—			—			(210.8		)	—
Interest expense, net	(193.9		)	2.6			—			—			(191.3		)
Loss on early extinguishment of debt	(8.2		)	—			—			—			(8.2		)
Income (loss) from continuing operations before inter-company activity and income taxes	(77.8		)	321.3			(0.5		)	(210.8		)	32.2
Management fee and inter-company interest	115.1			(115.1		)	—			—			—
Income tax expense	(8.1		)	—			—			—			(8.1		)
Income (loss) from continuing operations	29.2			206.2			(0.5		)	(210.8		)	24.1
Income (loss) from discontinued operations, net of income taxes	—			5.2			(0.1		)	—			5.1
Net income (loss)	$	29.2		$	211.4		$	(0.6	)	$	(210.8	)	$	29.2

25

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)		Non- Guarantor Subsidiaries(b)		Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
Balance Sheets
As of September 30, 2015
Current assets, excluding discontinued operations	$	51.6		$	131.3	$	10.3	$	—		$	193.2
Property and equipment, net	23.2			2,856.9		5.2		—			2,885.3
Goodwill	—			914.5		—		—			914.5
Intangible assets, net	—			511.5		—		—			511.5
Other non-current assets	45.3			3.4		25.9		—			74.6
Investment in subsidiaries	4,610.9			—		—		(4,610.9		)	—
Assets held for sale and assets of discontinued operations	0.3			9.5		—		—			9.8
Inter-company	—			642.3		—		(642.3		)	—
Total assets	$	4,731.3		$	5,069.4	$	41.4	$	(5,253.2	)	$	4,588.9
Current liabilities, excluding discontinued operations	$	115.0		$	207.3	$	—	$	—		$	322.3
Long-term debt less current portion	3,665.8			0.1		—		—			3,665.9
Other non-current liabilities	(52.5		)	281.1		—		—			228.6
Liabilities held for sale and liabilities of discontinued operations	—			0.1		—		—			0.1
Inter-company	641.1			—		1.2		(642.3		)	—
Total liabilities	4,369.4			488.6		1.2		(642.3		)	4,216.9
Total Pinnacle stockholders' equity	361.9			4,580.8		30.1		(4,610.9		)	361.9
Non-controlling interest	—			—		10.1		—			10.1
Total stockholders' equity	361.9			4,580.8		40.2		(4,610.9		)	372.0
Total liabilities and stockholders' equity	$	4,731.3		$	5,069.4	$	41.4	$	(5,253.2	)	$	4,588.9
As of December 31, 2014
Current assets, excluding discontinued operations	$	73.4		$	184.5	$	23.3	$	(23.3	)	$	257.9
Property and equipment, net	34.3			2,977.2		5.4		—			3,016.9
Goodwill	—			916.0		3.3		—			919.3
Intangible assets, net	—			524.3		5.0		—			529.3
Other non-current assets	60.0			4.6		24.4		—			89.0
Investment in subsidiaries	4,470.8			—		—		(4,470.8		)	—
Assets held for sale and assets of discontinued operations	3.6			17.7		—		—			21.3
Inter-company	—			352.0		—		(352.0		)	—
Total assets	$	4,642.1		$	4,976.3	$	61.4	$	(4,846.1	)	$	4,833.7
Current liabilities, excluding discontinued operations	$	100.8		$	273.1	$	—	$	(23.3	)	$	350.6
Long-term debt less current portion	3,975.5			0.1		—		—			3,975.6
Other non-current liabilities	(63.0		)	280.7		—		—			217.7
Liabilities held for sale and liabilities of discontinued operations	—			0.4		—		—			0.4
Inter-company	350.8			—		1.2		(352.0		)	—
Total liabilities	4,364.1			554.3		1.2		(375.3		)	4,544.3
Total Pinnacle stockholders' equity	278.0			4,422.0		48.8		(4,470.8		)	278.0
Non-controlling interest	—			—		11.4		—			11.4
Total stockholders' equity	278.0			4,422.0		60.2		(4,470.8		)	289.4
Total liabilities and stockholders' equity	$	4,642.1		$	4,976.3	$	61.4	$	(4,846.1	)	$	4,833.7

26

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries		Pinnacle Entertainment, Inc. Consolidated
	(in millions)
Statements of Cash Flows
For the nine months ended September 30, 2015
Cash provided by operating activities	$	281.0		$	23.7		$	12.0		$	—	$	316.7
Capital expenditures	(1.8		)	(55.7		)	—			—		(57.5		)
Net proceeds from dispositions of discontinued operations and assets held for sale	—			25.1			—			—		25.1
Purchase of intangible asset	—			(25.0		)	—			—		(25.0		)
Restricted cash	5.7			—			—			—		5.7
Other	25.1			(24.8		)	(1.6		)	—		(1.3		)
Cash provided by (used in) investing activities	29.0			(80.4		)	(1.6		)	—		(53.0		)
Proceeds from credit facility	353.8			—			—			—		353.8
Repayments under credit facility	(666.6		)	—			—			—		(666.6		)
Other	7.4			—			—			—		7.4
Cash used in financing activities	(305.4		)	—			—			—		(305.4		)
Change in cash and cash equivalents	4.6			(56.7		)	10.4			—		(41.7		)
Cash and cash equivalents, beginning of period	6.4			158.3			—			—		164.7
Cash and cash equivalents, end of period	$	11.0		$	101.6		$	10.4		$	—	$	123.0
For the nine months ended September 30, 2014
Cash provided by (used in) operating activities	$	111.3		$	163.1		$	(3.9	)	$	—	$	270.5
Capital expenditures	(9.8		)	(178.9		)	—			—		(188.7		)
Net proceeds from disposition of discontinued operations and assets held for sale	—			258.5			—			—		258.5
Purchase of intangible asset	—			(25.0		)	—			—		(25.0		)
Escrow refund	—			25.0			—			—		25.0
Restricted cash	5.9			—			—			—		5.9
Other	258.2			(258.8		)	0.4			—		(0.2		)
Cash provided by (used in) investing activities	254.3			(179.2		)	0.4			—		75.5
Proceeds from credit facility	217.6			—			—			—		217.6
Repayments under credit facility	(612.8		)	—			—			—		(612.8		)
Other	5.6			—			—			—		5.6
Cash used in financing activities	(389.6		)	—			—			—		(389.6		)
Change in cash and cash equivalents	(24.0		)	(16.1		)	(3.5		)	—		(43.6		)
Cash and cash equivalents, beginning of period	28.6			142.3			27.7			—		198.6
Cash and cash equivalents, end of period	$	4.6		$	126.2		$	24.2		$	—	$	155.0

_______________________ 

(a) As of September 30, 2015, the following material subsidiaries are identified as guarantors of our senior and senior subordinated notes: Belterra Resort Indiana, LLC; Boomtown, LLC; Casino Magic, LLC; Louisiana-I Gaming; PNK (Baton Rouge) Partnership; PNK (BOSSIER CITY), Inc.; PNK Development 7, LLC; PNK Development 8, LLC; PNK Development 9, LLC; PNK (LAKE CHARLES), L.L.C.; PNK (Ohio), LLC; PNK (Ohio) II, LLC; PNK (Ohio) III, LLC; PNK (River City), LLC; PNK (SAM), LLC; PNK (SAZ), LLC; Ameristar Casino Black Hawk, Inc.; Ameristar Casino Council Bluffs, Inc.; Ameristar Casino St. Charles, Inc.; Ameristar Casino Kansas City, Inc.; Ameristar Casino Vicksburg, Inc.; Cactus Pete’s, Inc.; Ameristar East Chicago Holdings, LLC; and Ameristar Casino East Chicago, LLC. In addition, certain other immaterial subsidiaries are also guarantors of our senior and senior subordinated notes.

(b) Guarantor subsidiaries of our senior and senior subordinated notes exclude subsidiaries with approximately $41.4 million in cash and other assets as of September 30, 2015, that include a subsidiary that owns a majority interest in the licensee of Retama Park Racetrack and certain other subsidiaries.

27

Note 10—Segment Information

We use Consolidated Adjusted EBITDA (as defined below) and Adjusted EBITDA (as defined below) for each segment to compare operating results among our segments and allocate resources. The following table highlights our Adjusted EBITDA for each segment and reconciles Consolidated Adjusted EBITDA to Income from continuing operations for the three and nine months ended September 30, 2015, and 2014.

	For the three months ended September 30,						For the nine months ended September 30,
	2015			2014			2015			2014
	(in millions)
Revenues:
Midwest segment (a)	$	318.4		$	305.1		$	955.1		$	881.8
South segment (a)	197.1			202.6			601.3			606.2
West segment (a)	61.1			58.5			172.0			162.8
	576.6			566.2			1,728.4			1,650.8
Corporate and other (c)	2.0			2.2			5.0			5.4
Total revenues	$	578.6		$	568.4		$	1,733.4		$	1,656.2
Adjusted EBITDA (b):
Midwest segment (a)	$	92.8		$	86.5		$	289.5		$	260.8
South segment (a)	56.3			56.3			182.8			183.0
West segment (a)	22.7			22.2			63.5			59.5
	171.8			165.0			535.8			503.3
Corporate expenses and other (c)	(22.0		)	(23.5		)	(62.1		)	(68.0		)
Consolidated Adjusted EBITDA (b)	$	149.8		$	141.5		$	473.7		$	435.3
Other costs:
Depreciation and amortization	(57.6		)	(60.2		)	(187.3		)	(177.2		)
Pre-opening, development and other costs	(4.0		)	(1.6		)	(11.7		)	(11.9		)
Non-cash share-based compensation expense	(4.1		)	(1.4		)	(13.0		)	(10.1		)
Write-downs, reserves and recoveries, net	(3.2		)	(1.1		)	(6.5		)	(4.4		)
Interest expense, net	(65.0		)	(62.5		)	(186.1		)	(191.3		)
Loss from equity method investment	—			—			(0.1		)	—
Loss on early extinguishment of debt	—			—			—			(8.2		)
Income tax expense	(2.4		)	(7.0		)	(12.7		)	(8.1		)
Income from continuing operations	$	13.5		$	7.7		$	56.3		$	24.1

	For the nine months ended September 30,
	2015		2014
	(in millions)
Capital expenditures:
Midwest segment (a)	$	30.0	$	137.1
South segment (a)	18.7		37.7
West segment (a)	6.9		3.4
Corporate and other, including development projects and discontinued operations	1.9		10.5
	$	57.5	$	188.7

(a) See Note 1, “Summary of Significant Accounting Policies,” for listing of properties included in each segment.

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(b) We define Consolidated Adjusted EBITDA as earnings before interest income and expense, income taxes, depreciation, amortization, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, corporate-level litigation settlement costs, gain (loss) on sale of certain assets, loss on early extinguishment of debt, gain (loss) on sale of equity security investments, income (loss) from equity method investments, non-controlling interest and discontinued operations. We define Adjusted EBITDA for each operating segment as earnings before interest income and expense, income taxes, depreciation, amortization, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, inter-company management fees, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of discontinued operations, and discontinued operations. We define Adjusted EBITDA margin as Adjusted EBITDA for the segment divided by segment revenues. We use Consolidated Adjusted EBITDA and Adjusted EBITDA for each segment to compare operating results among our properties and between accounting periods. Consolidated Adjusted EBITDA and Adjusted EBITDA have economic substance because they are used by management as measures to analyze the performance of our business and are especially relevant in evaluating large, long-lived casino-hotel projects because they provide a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. We eliminate the results from discontinued operations at the time they are deemed discontinued. We also review pre-opening, development and other costs separately, as such expenses are also included in total project costs when assessing budgets and project returns, and because such costs relate to anticipated future revenues and income. We believe that Consolidated Adjusted EBITDA and Adjusted EBITDA are useful measures for investors because they are indicators of the performance of ongoing business operations. These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value of companies within our industry. In addition, our credit agreement and bond indentures require compliance with financial measures similar to Consolidated Adjusted EBITDA. Consolidated Adjusted EBITDA should not be considered as an alternative to operating income as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Adjusted EBITDA and Consolidated Adjusted EBITDA may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

(c) Corporate and other includes revenues from Retama Park Racetrack (which we manage) and the Heartland Poker Tour. Corporate expenses represent payroll, professional fees, travel expenses and other general and administrative expenses not directly related to our casino and hotel operations. Corporate expenses that are directly attributable to a property are allocated to each applicable property. All other costs incurred relating to the management and consulting services provided by corporate headquarters to the properties are allocated to those properties based on their respective share of the monthly consolidated net revenues in the form of a management fee. The corporate management fee is excluded in the calculation of segment Adjusted EBITDA and is completely eliminated in any consolidated financial results.

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Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of financial condition, results of operations, liquidity and capital resources should be read in conjunction with, and is qualified in its entirety by, the unaudited Condensed Consolidated Financial Statements and the notes thereto included in this Quarterly Report on Form 10-Q, and the Consolidated Financial Statements and notes thereto and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, 2014.

EXECUTIVE SUMMARY

Pinnacle Entertainment, Inc. is an owner, operator and developer of casinos and related hospitality and entertainment facilities. References to “Pinnacle,” the “Company,” “we,” “our” or “us” refer to Pinnacle Entertainment, Inc. and its subsidiaries, except where stated or the context otherwise indicates. We own and operate 15 gaming entertainment properties, located in Colorado, Indiana, Iowa, Louisiana, Mississippi, Missouri, Nevada, and Ohio. We also hold a majority interest in the racing license owner, and are a party to a management contract, for Retama Park Racetrack located outside of San Antonio, Texas. In addition to these properties, we own and operate a live and televised poker tournament series under the trade name Heartland Poker Tour (“HPT”). We view each of our operating properties as an operating segment with the exception of our two properties in Jackpot, Nevada, which we view as one operating segment. For financial reporting purposes, we aggregate our operating segments into the following reportable segments:

Midwest segment, which includes:	Location
Ameristar Council Bluffs	Council Bluffs, Iowa
Ameristar East Chicago	East Chicago, Indiana
Ameristar Kansas City	Kansas City, Missouri
Ameristar St. Charles	St. Charles, Missouri
River City	St. Louis, Missouri
Belterra	Florence, Indiana
Belterra Park	Cincinnati, Ohio
South segment, which includes:	Location
Ameristar Vicksburg	Vicksburg, Mississippi
Boomtown Bossier City	Bossier City, Louisiana
Boomtown New Orleans	New Orleans, Louisiana
L'Auberge Baton Rouge	Baton Rouge, Louisiana
L'Auberge Lake Charles	Lake Charles, Louisiana
West segment, which includes:	Location
Ameristar Black Hawk	Black Hawk, Colorado
Cactus Petes and Horseshu	Jackpot, Nevada

We own and operate gaming entertainment properties, all of which include gaming and dining facilities, and most of which include hotel, retail and other amenities. Our operating results are highly dependent on the volume of customers at our properties, which, in turn, affects the price we can charge for our hotel rooms and other amenities. While we do provide casino credit in several gaming jurisdictions, most of our revenue is cash-based, with customers wagering with cash or paying for non-gaming services with cash or credit cards. Our properties generate significant operating cash flow. Our industry is capital-intensive, and we rely on the ability of our properties to generate operating cash flow to pay interest, repay debt costs, and fund maintenance capital expenditures.

Our mission is to increase our stockholders' value in the Company. We seek to increase revenues through enhancing the guest experience by providing them with their favorite games, restaurants, hotel accommodations, entertainment and other amenities in attractive surroundings with high-quality guest service and guest rewards programs. We seek to improve cash flows by focusing on operational excellence and efficiency while meeting our guests' expectations of value. Our long-term strategy includes disciplined capital expenditures to improve and maintain our existing properties, while growing the number and quality of our facilities by pursuing gaming entertainment opportunities we can improve, develop, or acquire. We intend to diversify our guest demographics and revenue sources by growing our portfolio of operating properties both domestically and internationally, while remaining gaming and entertainment centric. We intend to implement these strategies either alone or with

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third parties when we believe it benefits our stockholders to do so. In making decisions, we consider our stockholders, guests, team members, and other constituents in the communities in which we operate.

On July 20, 2015, we entered into a definitive agreement with Gaming and Leisure Properties, Inc. (“GLPI”), a real estate investment trust (the “Merger Agreement”). Pursuant to the terms of the Merger Agreement, we will separate our operating assets (and certain real estate assets) and liabilities into a newly formed subsidiary (“OpCo”) and we will distribute to our stockholders, on a pro rata basis, all of the issued and outstanding shares of common stock of OpCo (such distribution referred to as the “Spin-Off”). As a result, Pinnacle stockholders will receive one share of OpCo common stock for each share of Pinnacle common stock that they own. Gold Merger Sub, LLC, a wholly owned subsidiary of GLPI (“Merger Sub”), will then merge with and into Pinnacle (the “Merger”), with Merger Sub surviving the Merger as a wholly owned subsidiary of GLPI.

At the effective time of the Merger, each share of common stock, par value $0.10 per share, of Pinnacle (the “Pinnacle Common Stock”) issued and outstanding immediately prior to the effective time (other than shares of Pinnacle Common Stock (i) owned or held in treasury by Pinnacle or (ii) owned by GLPI, its subsidiaries or Merger Sub) will be canceled and converted automatically into the right to receive 0.85 shares of common stock, par value $0.01 per share, of GLPI.

After the closing of the Merger, OpCo will own Belterra Park and excess land not acquired by GLPI. OpCo will operate the gaming facilities acquired by GLPI under a triple-net 10-year master lease agreement that will have five subsequent, five-year extension periods at OpCo’s option. OpCo will initially pay GLPI $377 million in rent in the first year after the Merger. The consummation of the Merger is subject to customary conditions, including without limitation, receipt of regulatory approvals and the approval by stockholders of GLPI and Pinnacle. If approved by the stockholders of Pinnacle and GLPI, we anticipate that the transaction will close in the first quarter of 2016.

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RESULTS OF OPERATIONS

The following table highlights our results of operations for the three and nine months ended September 30, 2015 and 2014. As discussed in Note 10, “Segment Information,” to our unaudited Condensed Consolidated Financial Statements, we report segment operating results based on revenues and Adjusted EBITDA. Such segment reporting is on a basis consistent with how we measure our business and allocate resources internally. See Note 10, “Segment Information,” to our unaudited Condensed Consolidated Financial Statements for more information regarding our segment information. The following table highlights our Adjusted EBITDA for each segment and reconciles Consolidated Adjusted EBITDA (defined below) to Income from continuing operations in accordance with U.S. GAAP.

	For the three months ended September 30,						For the nine months ended September 30,
	2015			2014			2015			2014
	(in millions)
Revenues:
Midwest segment (a)	$	318.4		$	305.1		$	955.1		$	881.8
South segment (a)	197.1			202.6			601.3			606.2
West segment (a)	61.1			58.5			172.0			162.8
	576.6			566.2			1,728.4			1,650.8
Corporate and other (c)	2.0			2.2			5.0			5.4
Total revenues	$	578.6		$	568.4		$	1,733.4		$	1,656.2
Adjusted EBITDA (b):
Midwest segment (a)	$	92.8		$	86.5		$	289.5		$	260.8
South segment (a)	56.3			56.3			182.8			183.0
West segment (a)	22.7			22.2			63.5			59.5
	171.8			165.0			535.8			503.3
Corporate expenses and other (c)	(22.0		)	(23.5		)	(62.1		)	(68.0		)
Consolidated Adjusted EBITDA (b)	$	149.8		$	141.5		$	473.7		$	435.3
Other costs:
Depreciation and amortization	(57.6		)	(60.2		)	(187.3		)	(177.2		)
Pre-opening, development and other costs	(4.0		)	(1.6		)	(11.7		)	(11.9		)
Non-cash share-based compensation expense	(4.1		)	(1.4		)	(13.0		)	(10.1		)
Write-downs, reserves and recoveries, net	(3.2		)	(1.1		)	(6.5		)	(4.4		)
Interest expense, net	(65.0		)	(62.5		)	(186.1		)	(191.3		)
Loss from equity method investment	—			—			(0.1		)	—
Loss on early extinguishment of debt	—			—			—			(8.2		)
Income tax expense	(2.4		)	(7.0		)	(12.7		)	(8.1		)
Income from continuing operations	$	13.5		$	7.7		$	56.3		$	24.1

(a) See “Executive Summary” section for listing of properties included in each segment.

(b) We define Consolidated Adjusted EBITDA as earnings before interest income and expense, income taxes, depreciation, amortization, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, corporate-level litigation settlement costs, gain (loss) on sale of certain assets, loss on early extinguishment of debt, gain (loss) on sale of equity security investments, income (loss) from equity method investments, non-controlling interest and discontinued operations. We define Adjusted EBITDA for each operating segment as earnings before interest income and expense, income taxes, depreciation, amortization, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, inter-company management fees, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of discontinued operations, and discontinued operations. We define Adjusted EBITDA margin as Adjusted EBITDA for the segment divided by segment revenues. We use Consolidated Adjusted EBITDA and Adjusted EBITDA for each segment to compare operating results among our properties and between accounting periods.

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Consolidated Adjusted EBITDA and Adjusted EBITDA have economic substance because they are used by management as measures to analyze the performance of our business and are especially relevant in evaluating large, long-lived casino-hotel projects because they provide a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. We eliminate the results from discontinued operations at the time they are deemed discontinued. We also review pre-opening, development and other costs separately, as such expenses are also included in total project costs when assessing budgets and project returns, and because such costs relate to anticipated future revenues and income. We believe that Consolidated Adjusted EBITDA and Adjusted EBITDA are useful measures for investors because they are indicators of the performance of ongoing business operations. These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value of companies within our industry. In addition, our credit agreement and bond indentures require compliance with financial measures similar to Consolidated Adjusted EBITDA. Consolidated Adjusted EBITDA should not be considered as an alternative to operating income as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Adjusted EBITDA and Consolidated Adjusted EBITDA may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

(c) Corporate and other includes revenues from Retama Park Racetrack (which we manage) and the Heartland Poker Tour. Corporate expenses represent unallocated payroll, professional fees, travel expenses and other general and administrative expenses not directly related to our casino and hotel operations. Other includes expenses relating to the management of Retama Park Racetrack and the operation of Heartland Poker Tour.

Consolidated Overview

Total revenues increased by $10.3 million, or 1.8%, year over year, to $578.6 million for the three months ended September 30, 2015 and increased by $77.2 million, or 4.7%, year over year, to $1.7 billion for the nine months ended September 30, 2015. For the three and nine months ended September 30, 2015, income from continuing operations was $13.5 million and $56.3 million, respectively. Consolidated Adjusted EBITDA was $149.8 million, an increase of $8.3 million, or 5.9%, year over year, for the three months ended September 30, 2015 and was $473.7 million for the nine months ended September 30, 2015, an increase of $38.4 million, or 8.8%. For the three months ended September 30, 2015, Consolidated Adjusted EBITDA was negatively impacted by $0.9 million of cost related to the final L'Auberge Lake Charles team member retention program payments and repair costs related to flooding of the Red River in Bossier City. For the nine months ended September 30, 2015, Consolidated Adjusted EBITDA benefited from a $3.6 million refund received on disputed vendor payments in the first quarter of 2015, partially offset by $2.5 million in costs related to the L'Auberge Lake Charles team member retention program payments and by repair and clean-up costs and lost business volume related to flooding of the Red River in Bossier City.

Total revenues for the three and nine months ended September 30, 2014 were $568.4 million and $1.7 billion, respectively. For the three and nine months ended September 30, 2014, income from continuing operations was $7.7 million and $24.1 million, respectively. Consolidated Adjusted EBITDA for the three and nine months ended September 30, 2014 were negatively impacted by referendum opposition costs of $2.3 million and $5.1 million, respectively, L'Auberge Lake Charles team member retention program costs of $1.7 million in both periods, and severance expenses of $2.1 million and $3.5 million, respectively.

The Company’s revenue consists mostly of gaming revenue, which is primarily from slot machines and to a lesser extent, table games. Slot revenue represented approximately 83% and 79% of gaming revenue in 2014 and 2013, respectively. In analyzing the performance of our properties, the key indicators related to gaming revenue are slot handle and table games drop (which are volume indicators) and win or hold percentage.

Slot handle or video lottery terminal (“VLT”) handle represents the total amount wagered in a slot machine or VLT, and table games drop represents the total amount of cash and net markers issued that are deposited in gaming table drop boxes. Win represents the amount of wagers retained by us and recorded as gaming revenue, and hold represents win as a percentage of slot handle, VLT handle or table games drop. Given the stability in our slot and VLT hold percentages, we have not experienced any significant impact on our results of operations as a result of changes in hold percentages.

For table games, customers usually purchase cash chips at the gaming tables. The cash and markers (extensions of credit granted to certain credit-worthy customers) are deposited in the drop box of each gaming table. Table game win is the amount of drop that is retained and recorded as gaming revenue, with liabilities recognized for funds deposited by customers.

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We offer incentives to our customers through our mychoice customer loyalty program. Under the mychoice customer loyalty program, customers earn points based on their level of play that may be redeemed for various benefits, such as cash back, dining, or hotel stays, among others. The reward credit balance under the program will be forfeited if the customer does not earn or use any reward credits over the prior six-month period. In addition, based on their level of play, customers can earn additional benefits without redeeming points, such as a car lease, among other items.

We accrue a liability for the estimated cost of providing these benefits as the benefits are earned. Estimates and assumptions are made regarding the cost of providing such benefits, breakage rates, and the mixture of goods and services customers will choose. We use historical data to assist in the determination of estimated accruals. Changes in estimates or customer redemption habits could produce significantly different results. As of September 30, 2015 and December 31, 2014, we had accrued $22.8 million and $26.6 million, respectively, for the estimated cost of providing mychoice benefits.

Segment comparison of the three and nine months ended September 30, 2015 and 2014

Midwest Segment

	For the three months ended September 30,				Percentage change		For the nine months ended September 30,				Percentage change
	2015		2014		2015 vs. 2014		2015		2014		2015 vs. 2014
	(in millions)						(in millions)
Gaming revenues	$	287.9	$	275.0	4.7	%	$	865.2	$	798.5	8.4	%
Total revenues	318.4		305.1		4.4	%	955.1		881.8		8.3	%
Operating income	61.3		52.2		17.4	%	189.5		156.9		20.8	%
Adjusted EBITDA	92.8		86.5		7.3	%	289.5		260.8		11.0	%

In the Midwest segment, total revenues increased by $13.3 million, or 4.4% year over year, to $318.4 million during the third quarter of 2015. Adjusted EBITDA increased by $6.3 million, or 7.3% year over year, to $92.8 million during the third quarter of 2015. Adjusted EBITDA margin was 29.1%, an increase of 80 basis points year over year.

For the three and nine months ended September 30, 2015, the Midwest segment performance was driven by strong year over year increases in total revenues and Adjusted EBITDA at Ameristar East Chicago, River City, Ameristar Kansas City and Belterra Park.

For the three and nine months ended September 30, 2014, the Midwest segment’s results were negatively affected by a $0.3 million reduction in Adjusted EBITDA due to severance expense.

South Segment

	For the three months ended September 30,				Percentage change		For the nine months ended September 30,				Percentage change
	2015		2014		2015 vs. 2014		2015		2014		2015 vs. 2014
	(in millions)						(in millions)
Gaming revenues	$	175.6	$	180.2	(2.6	)%	$	538.9	$	542.5	(0.7	)%
Total revenues	197.1		202.6		(2.7	)%	601.3		606.2		(0.8	)%
Operating income	36.2		35.8		1.1	%	118.5		122.8		(3.5	)%
Adjusted EBITDA	56.3		56.3		—	%	182.8		183.0		(0.1	)%

In the South segment, total revenues decreased by $5.5 million, or 2.7% year over year, to $197.1 million during the third quarter of 2015. Adjusted EBITDA remained at $56.3 million for the three months ended September 30, 2015 and 2014, respectively, Adjusted EBITDA margin was 28.6%, an increase of 80 basis points year over year.

For the three and nine months ended September 30, 2015, the South segment's results were driven by year over year increases in total revenues and Adjusted EBITDA at Boomtown New Orleans and L'Auberge Baton Rouge. L'Auberge Baton Rouge continues to ramp up its operations and profitably increase its market share and regional presence. For the three months ended September 30, 2015, the South segment Adjusted EBITDA results were negatively impacted by $0.9 million of cost associated with the final L'Auberge Lake Charles team member retention program payments and repair costs from flooding of

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the Red River in Bossier City. Additionally for the third quarter of 2015, L'Auberge Lake Charles experienced a high single digit percentage decrease in total revenues and Adjusted EBITDA, when removing the impact of team member retention payments in both periods, as the Lake Charles market absorbs the addition of a new competitor that opened in December 2014.

For the three and nine months ended September 30, 2014, the South segment’s results were negatively affected by a $1.7 million reduction in Adjusted EBITDA due to the L'Auberge Lake Charles team member retention program costs.

West Segment

	For the three months ended September 30,				Percentage change		For the nine months ended September 30,				Percentage change
	2015		2014		2015 vs. 2014		2015		2014		2015 vs. 2014
	(in millions)						(in millions)
Gaming revenues	$	50.2	$	48.5	3.5	%	$	143.3	$	136.0	5.4	%
Total revenues	61.1		58.5		4.4	%	172.0		162.8		5.7	%
Operating income	16.9		15.2		11.2	%	43.8		38.8		12.9	%
Adjusted EBITDA	22.7		22.2		2.3	%	63.5		59.5		6.7	%

In the West segment, total revenues increased by $2.6 million, or 4.4% year over year, to $61.1 million during the third quarter of 2015. Adjusted EBITDA increased by $0.5 million, or 2.3% year over year, to $22.7 million during the third quarter of 2015. Adjusted EBITDA margin was 37.2%, a decrease of 70 basis points year over year.

For the three and nine months ended September 30, 2014, the West segment’s Adjusted EBITDA was negatively impacted by $0.4 million due to severance expense.

Other factors affecting income from continuing operations

The following is a description of the other costs affecting income from continuing operations for the three and nine months ended September 30, 2015 and 2014, respectively:

	For the three months ended September 30,						Percentage change		For the nine months ended September 30,						Percentage change
	2015			2014			2015 vs. 2014		2015			2014			2015 vs. 2014
	(in millions)								(in millions)
Other costs:
Corporate expenses and other	$	(22.0	)	$	(23.5	)	(6.4	)%	$	(62.1	)	$	(68.0	)	(8.7	)%
Depreciation and amortization	(57.6		)	(60.2		)	(4.3	)%	(187.3		)	(177.2		)	5.7	%
Pre-opening, development and other costs	(4.0		)	(1.6		)	150.0	%	(11.7		)	(11.9		)	(1.7	)%
Share-based compensation expense	(4.1		)	(1.4		)	192.9	%	(13.0		)	(10.1		)	28.7	%
Write-downs, reserves and recoveries, net	(3.2		)	(1.1		)	190.9	%	(6.5		)	(4.4		)	47.7	%
Loss from equity method investment	—			—			NM		(0.1		)	—			NM
Loss on early extinguishment of debt	—			—			NM		—			(8.2		)	NM
Interest expense, net	(65.0		)	(62.5		)	4.0	%	(186.1		)	(191.3		)	(2.7	)%
Income tax expense	(2.4		)	(7.0		)	(65.7	)%	(12.7		)	(8.1		)	56.8	%

NM — Not Meaningful

Corporate expenses and other is principally comprised of corporate overhead expenses, the Heartland Poker Tour, and the Retama Park management operations. For the three months ended September 30, 2015, corporate expenses and other decreased by $1.5 million year over year to $22.0 million. The decline is primarily attributable to $3.7 million in non-recurring expenses related to referendum opposition costs and severance incurred during the three months ended September 30, 2014.

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For the nine months ended September 30, 2015, corporate expenses decreased $5.9 million year over year to $62.1 million. The decline is primarily attributable to a refund received on disputed vendor payments in the first quarter of 2015 and $7.3 million of non-recurring expenses related to referendum opposition costs and severance incurred during the nine months ended September 30, 2014.

Depreciation and amortization decreased for the three months ended September 30, 2015, as compared to the prior year period, due primarily to the timing of certain equipment that became fully depreciated during the third quarter of 2015 and the accelerated method of amortization on customer relationships. Depreciation and amortization increased for the nine months ended September 30, 2015, as compared to the prior year period, due to the opening of Belterra Park in May 2014, the opening of the Boomtown New Orleans hotel in December 2014, and other capital projects placed into service since the third quarter of 2014.

Pre-opening, development and other costs for the three and nine months ended September 30, 2015 and 2014, consist of the following:

	For the three months ended September 30,					For the nine months ended September 30,
	2015		2014			2015		2014
	(in millions)
Restructuring costs (1)	$	3.7	$	0.9		$	10.0	$	0.9
Belterra Park (2)	—		0.8			—		8.2
Other (3)	0.3		(0.1		)	1.7		2.8
Total pre-opening, development and other costs	$	4.0	$	1.6		$	11.7	$	11.9

(1) Amounts comprised of cost associated with the separation of our real estate assets from our operating assets.

(2) Belterra Park opened on May 1, 2014.

(3) Amounts principally comprised of legal and advisory expenses, severance charges and other costs and expenses, including those related to the financing and integration of the acquisition of Ameristar Casinos, Inc. (“Ameristar”).

Share-based compensation expense for the three and nine months ended September 30, 2015 increased compared to the prior year periods primarily due to the determination during the third quarter of 2014 that certain performance share awards were no longer expected to vest resulting in the reversal of previously recognized share-based compensation expense.

Write-downs, reserves and recoveries, net consist of the following:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015			2014
	(in millions)
Loss (gain) on disposals of long-lived assets, net	$	0.5	$	0.7	$	(6.7	)	$	1.0
Lease abandonment	—		—		—			2.9
Impairment of long-lived assets	0.4		0.4		3.4			0.5
Impairment of goodwill	1.4		—		4.7			—
Impairment of other intangible assets	0.9		—		5.9			—
Other write-downs, reserves and (recoveries)	—		—		(0.8		)	—
Write-downs, reserves and recoveries, net	$	3.2	$	1.1	$	6.5		$	4.4

Loss (gain) on disposals of long-lived assets, net: During the nine months ended September 30, 2015, we recorded a gain on the sale of land in Springfield, Massachusetts of $8.4 million. Additionally, during the three and nine months ended September 30, 2015 and 2014, we recorded net losses related to disposals of slot and other equipment at our properties in the normal course of business.

Lease abandonment:During the second quarter of 2014, we recorded a $2.9 million lease abandonment charge from the consolidation of our Las Vegas headquarters.

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Impairment of long-lived assets: During the three and nine months ended September 30, 2015, we recorded $0.4 million and $3.0 million, respectively, in non-cash impairments of our land in Central City, Colorado to reduce the carrying amount of the asset to its estimated fair value less cost to sell. Additionally, during the three and nine months ended September 30, 2015 and 2014, we recorded non-cash impairments on slot and other equipment at our properties.

Impairment of goodwill: During the second quarter of 2015, we recorded a $3.3 million non-cash impairment of Pinnacle Retama Partners, LLC’s goodwill. During the third quarter of 2015, we recorded a $1.4 million non-cash impairment of HPT’s goodwill.

Impairment of other intangible assets: During the second quarter of 2015, we recorded a non-cash impairment of $5.0 million fully impairing the Retama Park Racetrack license. During the third quarter of 2015, we recorded non-cash impairments of HPT’s trade name and customer relationship intangible of $0.2 million and $0.7 million, respectively.

Loss on equity method investment represents losses recognized during the three and nine months ended September 30, 2015, for our allocable share of an investment in a land re-vitalization project in downtown St. Louis.

Interest expense, net, consists of the following:

	For the three months ended September 30,						For the nine months ended September 30,
	2015			2014			2015			2014
	(in millions)
Interest expense	$	65.2		$	62.8		$	186.4		$	194.3
Interest income	(0.2		)	—			(0.3		)	(0.3		)
Capitalized interest	—			(0.3		)	—			(2.7		)
Interest expense, net	$	65.0		$	62.5		$	186.1		$	191.3

For the three months ended September 30, 2015, interest expense increased as compared to the prior year period due to an increase in the amortization of debt issuance costs and original issuance discount as a result of the early repayment of Tranche B-2 term loans during the third quarter of 2015. For the nine months ended September 30, 2015, as compared to the prior year period, interest expense decreased due to the reduction in total debt principal outstanding achieved principally with operating cash flow and proceeds from asset sales. For the three and nine months ended September 30, 2015, excluding the amortization of debt issuance costs and original issuance discount/premium, interest expense was $57.5 million and $176.0 million, respectively, as compared to $60.5 million and $182.9 million for the three and nine months ended September 30, 2014, respectively.

Income taxes for the three and nine months ended September 30, 2015, consist of our effective tax rate for continuing operations of 15.2%, or an expense of $2.4 million, and 18.4%, or an expense of $12.7 million, respectively, as compared to an effective tax rate of 47.5%, or an expense of $7.0 million, and 25.1% or an expense of $8.1 million, respectively, for the corresponding prior year periods. Our tax rate differs from the statutory rate of 35.0% due to the effects of permanent items, deferred tax expense on tax amortization of indefinite-lived intangible assets, state taxes and a reserve for unrecognized tax benefits. Our state tax provision represents taxes in the jurisdictions of Indiana and Louisiana, as well as the city jurisdictions in Missouri, where we have no valuation allowance.

Discontinued operations

Lumiére Place Casino and Hotels:In August 2013, we entered into an Equity Interest Purchase Agreement to sell the ownership interests in certain of our subsidiaries, which own and operate the Lumiére Place Casino and Hotels. During 2014, we completed the sale of the ownership interests in these subsidiaries for net cash consideration of $250.3 million.

Boomtown Reno: In April 2015, we completed the sale of approximately 783 acres of land associated with our former Boomtown Reno operations, with a carrying amount of $8.3 million, for cash consideration of $13.1 million, resulting in a gain on disposition of $4.8 million, net of costs to sell.

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Total discontinued operations: Revenues and income from discontinued operations, net of income taxes, are summarized as follows:

	For the three months ended September 30,					For the nine months ended September 30,
	2015		2014			2015			2014
	(in millions)
Revenues	$	—	$	—		$	—		$	41.0
Income before income taxes	0.2		4.9			5.5			5.2
Income tax benefit (expense)	0.1		(0.1		)	(0.3		)	(0.1		)
Income from discontinued operations, net of income taxes	$	0.3	$	4.8		$	5.2		$	5.1

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2015, we held $123.0 million of cash and cash equivalents. As of September 30, 2015, we had approximately $715.1 million drawn on our $1.0 billion revolving credit facility and had approximately $12.0 million committed under various letters of credit. During the three months ended September 30, 2015, we borrowed $225.0 million on our revolving credit facility and used the proceeds to repay Tranche B-2 term loans in order to reduce cash interest payments through the closing of the Merger. During the nine months ended September 30, 2015, we retired $312.8 million in aggregate principal amount of credit facility debt. The debt retired in the nine months ended September 30, 2015 was accomplished principally with cash flow from operations and net proceeds received from the dispositions of land in Springfield, Massachusetts, and Reno, Nevada, during the second quarter of 2015.

We generally produce significant positive cash flows from operations, though this is not always reflected in our reported net income due to large non-cash charges such as depreciation and amortization. However, our ongoing liquidity will depend on a number of factors, including available cash resources, cash flow from operations, funding of construction of development projects, and our compliance with covenants contained in our amended and restated credit facility and the indentures governing our senior subordinated notes and senior notes.

	For the nine months ended September 30,						Percentage Increase/(Decrease)
	2015			2014			2015 vs. 2014
	(in millions)
Net cash provided by operating activities	$	316.7		$	270.5		17.1	%
Net cash (used in) provided by investing activities	$	(53.0	)	$	75.5		(170.2	)%
Net cash used in financing activities	$	(305.4	)	$	(389.6	)	(21.6	)%

Operating Cash Flow

Our cash provided by operating activities for the nine months ended September 30, 2015, as compared to the prior year period, increased due primarily to an improvement in operating results and the receipt of approximately $17.4 million of net cash refunds related to income taxes.

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Investing Cash Flow

The following is a summary of our capital expenditures by segment:

	For the nine months ended September 30,
	2015		2014
	(in millions)
Midwest segment	$	30.0	$	137.1
South segment	18.7		37.7
West segment	6.9		3.4
Other	1.9		10.5
Total capital expenditures	$	57.5	$	188.7

In addition to our capital expenditures summarized above, during the second quarter of 2015, we made our final installment payment of $25.0 million for Belterra Park's VLT license and we received approximately $25.1 million in combined net proceeds from the dispositions of land in Springfield, Massachusetts, and Reno, Nevada, in separate transactions.

Our intention is to use existing cash resources, expected cash flows from operations and funds available under our Credit Facility to fund operations, maintain existing properties, make necessary debt service payments, and fund any potential development projects. In the event that our future cash flows from operations do not match the levels we currently anticipate, whether due to downturns in the economy or otherwise, we may need to raise funds through the capital markets, if possible.

Our ability to borrow under our Credit Facility is contingent upon, among other things, meeting customary financial and other covenants. If we are unable to borrow under our Credit Facility, or if our operating results are adversely affected because of a reduction in consumer spending, or for any other reason, our ability to maintain our existing properties or complete our ongoing projects may be affected unless we sell assets, enter into leasing arrangements, or take other measures to find additional financial resources. There is no certainty that we will be able to do so on terms that are favorable to the Company or at all.

As discussed below, we have entered into a commitment letter with certain lenders to provide financing to OpCo in connection with the Merger with GLPI.

We may face significant challenges if conditions in the economy and financial markets worsen, the effect of which could adversely affect consumer confidence and the willingness of consumers to spend money on leisure activities. Because of the current economic environment, certain of our customers may curtail the frequency of their visits to our casinos and may reduce the amounts they wager and spend when compared to similar statistics in better economic times. All of these effects could have a material adverse effect on our liquidity.

Financing Cash Flow

Credit Facility

In August 2013, we entered into an Amended and Restated Credit Agreement (“Credit Facility”), which consists of (i) $1.6 billion of term loans comprised of $500.0 million of Tranche B-1 term loans and $1.1 billion of Tranche B-2 term loans and (ii) a $1.0 billion revolving credit commitment. As of September 30, 2015, we had approximately $715.1 million drawn under the $1.0 billion revolving credit facility, approximately $361.0 million in outstanding principal Tranche B-2 term loan debt, and approximately $12.0 million committed under various letters of credit under our Credit Facility. We fully repaid the outstanding principal balances of our Tranche B-1 term loans during 2014.

In the third quarter 2015, we repaid $360.7 million of Tranche B-2 term loans and drew an additional $240.0 million of outstanding borrowings on the revolving credit facility, for a net reduction in principal amount of debt of $120.7 million.

Subject to acceleration and mandatory pre-payment provisions in the Credit Facility (as described below), the loans are due to be paid as follows: (i) the revolving credit loans are due and payable in full on August 13, 2018; and (ii) the Tranche B-2 term loans are subject to 0.25% quarterly principal amortization requirements and the remaining principal outstanding is due

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and payable in full on August 13, 2020; provided, that such date shall be accelerated to November 15, 2019, if any portion of our 8.75% senior subordinated notes due 2020 are outstanding on November 15, 2019.

The Credit Facility permits us, in the future, to increase the commitments under the revolving credit facility and to obtain term loan commitments, in each case from existing or new lenders that are willing to commit to such an increase, so long as we are in pro-forma compliance with the Credit Facility's financial and other covenants, including a consolidated senior secured debt ratio and a consolidated total leverage ratio.

The proceeds of the Credit Facility may be used to: (i) repay, in full, all existing indebtedness of Pinnacle, Ameristar, and their respective subsidiaries as of the date of the Credit Facility, other than specified existing indebtedness and other indebtedness permitted to remain outstanding under the terms of the Credit Facility; (ii) pay the fees, costs, and expenses related to the transactions contemplated by the Credit Facility, the loan documents related thereto and the acquisition documents related to the merger with Ameristar; and (iii) for the working capital and general corporate purposes of Pinnacle and its subsidiaries.

The Credit Facility requires quarterly repayments with respect to the term loans in amounts equal to 0.25% of the outstanding principal of such loans. We are obligated to make mandatory prepayments of indebtedness under the Credit Facility from the net proceeds of certain debt offerings, certain asset sales and dispositions, and certain casualty events, subject in certain cases to its right to reinvest proceeds. In addition, we will be required to prepay borrowings under the Credit Facility with a percentage of our “excess cash flow” (as defined in the Credit Facility). We have the option to prepay all or a portion of the indebtedness under the Credit Facility at any time without penalty.

The term loans bear interest, at our option, at either LIBOR plus 2.75% or at a base rate plus 1.75% and in no event will LIBOR be less than 1.00%. The revolving credit facility bears interest, at our option, at either LIBOR plus a margin ranging from 1.75% to 2.75% or at a base rate plus a margin ranging from 0.75% to 1.75%, in either case based on our consolidated total leverage ratio, which, in general, is the ratio of consolidated total debt (less excess cash, as defined in the Credit Facility) to annualized adjusted EBITDA.

The Credit Facility has, among other things, financial covenants and other affirmative and negative covenants. As of September 30, 2015, the Credit Facility requires compliance with the following ratios so long as there are outstanding borrowings under our revolving credit facility: (1) maximum consolidated total leverage ratio of 6.75 to 1.00 (as defined in the Credit Facility); (2) minimum consolidated interest coverage ratio (as defined in the Credit Facility) of 2.00 to 1.00; and (3) maximum consolidated senior secured debt ratio (as defined in the Credit Facility) of 2.75 to 1.00. In addition, the Credit Facility has covenants that limit the amount of senior unsecured debt we may incur to $3.5 billion, unless our maximum consolidated total leverage ratio is less than 6.00 to 1.00. The maximum consolidated total leverage ratio is subject to change at each fiscal quarter until December 31, 2017. As of September 30, 2015, we were in compliance with each of these ratios, and compliance with these ratios does not have a material impact on our financial flexibility, including our ability to incur new indebtedness.

The obligations under the Credit Facility are secured by most of our assets and the assets of our domestic restricted subsidiaries, including a pledge of the equity interests in our domestic subsidiaries (except where such pledge is prohibited by gaming regulations) and, if and when formed or acquired, by a pledge of up to 66% of the then-outstanding equity interests of our foreign restricted subsidiaries. Subsidiaries with approximately $41.4 million in total assets as of September 30, 2015, (which includes a subsidiary that owns a majority interest in the license of Retama Park Racetrack, among others) and each of our foreign subsidiaries are currently unrestricted subsidiaries for purposes of the Credit Facility.

The Credit Facility provides for customary events of default, in certain cases with corresponding grace periods, including payment defaults, cross defaults with certain other indebtedness to third parties, breaches of covenants and bankruptcy events. In the case of a continuing event of default, the lenders may, among other remedies, accelerate the payment of all obligations due from us to the lenders, charge the default rate of interest on all then outstanding or thereafter incurred obligations, and terminate the lenders’ commitments to make any further loans or issue any further letters of credit. In the event of certain defaults, the commitments of the lenders will be automatically terminated and all outstanding obligations of the Company will automatically become due. In addition, the lenders may take possession of, and enforce our rights with respect to, our collateral, including selling the collateral.

Senior and Senior Subordinated Indebtedness

As of September 30, 2015, we had outstanding $850.0 million aggregate principal amount of 6.375% senior notes due 2021 (“6.375% Notes”), $1.04 billion aggregate principal amount of 7.50% senior notes due 2021 (“7.50% Notes”), $325.0

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million aggregate principal amount of 7.75% senior subordinated notes due 2022 (“7.75% Notes”), and $350.0 million aggregate principal amount of 8.75% senior subordinated notes due 2020 (“8.75% Notes”).

6.375% Senior Notes due 2021 and 7.50% Senior Notes due 2021

On August 5, 2013, we closed an offering of $850.0 million of 6.375% Notes at a price equal to par. Net of initial purchasers' fees and various other costs and expenses, proceeds from the offering were approximately $835.0 million. We used the net proceeds from the offering, together with the proceeds from our Credit Facility (which is described above), to finance the aggregate cash consideration for the merger with Ameristar, pay transaction fees and expenses, redeem our 8.625% senior notes due in 2017, and provide working capital and funds for general corporate purposes. The 6.375% Notes bear interest at a rate of 6.375% per year, payable semi-annually in arrears in cash on February 1st and August 1st of each year. The 6.375% Notes mature on August 1, 2021.

Ameristar originally issued $1.04 billion in aggregate principal amount of 7.50% Notes in 2011 and the Company assumed the 7.50% Notes in August 2013. The 7.50% Notes bear interest at a rate of 7.50% per year, payable semi-annually in arrears in cash on April 15th and October 15th of each year. The 7.50% Notes mature on April 15, 2021.

The 6.375% Notes and 7.50% Notes and the guarantees of the 6.375% Notes and 7.50% Notes are senior unsecured obligations of Pinnacle and the Guarantor subsidiaries (the “Note Guarantors”), respectively, and rank equally with or senior to, in right of payment, all existing or future unsecured indebtedness of Pinnacle and each Note Guarantor, respectively, but will be effectively subordinated in right of payment to the Credit Facility and any future secured indebtedness, to the extent of the value of the assets securing such indebtedness.

7.75% Senior Subordinated Notes due 2022 and 8.75% Senior Subordinated Notes due 2020

In March 2012, we issued $325.0 million in aggregate principal amount of 7.75% Notes at a price equal to par. Net of initial purchasers’ fees and various costs and expenses, proceeds from the offering were approximately $318.3 million. The 7.75% Notes bear interest at a rate of 7.75% per year, payable on April 1st and October 1st of each year. The 7.75% Notes mature on April 1, 2022.

We issued $350.0 million in aggregate principal amount of 8.75% Notes at a price equal to par in May 2010. Net of the initial purchasers' fees and various costs and expenses, proceeds from the offering were approximately $341.5 million. The 8.75% Notes bear interest at a rate of 8.75% per year, payable on May 15th and November 15th of each year. The 8.75% Notes mature on May 15, 2020.

The 7.75% Notes and 8.75% Notes are unsecured senior subordinated obligations and rank subordinate in right of payment to all of our and our subsidiary guarantors' existing and future indebtedness, except indebtedness that expressly provides that it ranks equal or subordinate in right of payment to the 7.75% Notes and 8.75% Notes. The 7.75% Notes and 8.75% Notes are guaranteed on a senior subordinated basis by certain of our current and future domestic restricted subsidiaries. The 7.75% Notes and 8.75% Notes are subordinated to our 6.375% Notes, 7.50% Notes, and our Credit Facility.

The 6.375% Notes and 7.50% Notes are senior unsecured obligations and rank equally in right of payment with all of our existing and future senior debt, including debt under our Credit Facility. The 6.375% Notes and 7.50% Notes are, however, effectively subordinated to our Credit Facility, which is secured by a first priority lien, as well as any other secured debt which may be issued in the future. The 6.375% Notes and 7.50% Notes are guaranteed on a senior basis by certain of our current and future domestic restricted subsidiaries. The 6.375% Notes and 7.50% Notes rank senior to our 7.75% Notes and 8.75% Notes.

Under the indenture governing the 6.375% Notes, among other debt baskets, we are permitted to incur the greater of $3.0 billion or 3.5x Consolidated EBITDA (as defined in the indenture) in senior indebtedness and secured indebtedness. Under the indenture governing the 7.50% Notes, among other baskets, we are permitted to incur the greater of $1.8 billion or 3.5x Consolidated EBITDA (as defined in the indenture) in senior indebtedness and secured indebtedness. Under the indentures governing the 7.75% Notes and 8.75% Notes, we are permitted to incur the greater of $1.5 billion or 2.5x Consolidated EBITDA (as defined in the indentures) in senior indebtedness. Under these senior secured indebtedness baskets, we are permitted in certain circumstances to incur senior unsecured indebtedness. In addition, the indentures include other debt incurrence baskets, including a permitted refinancing basket and a general debt basket, the most restrictive of which permits the greater of $100 million or 5% of Consolidated Net Tangible Assets (as defined in the 7.50% indenture).

As part of the consent solicitation in connection with the 7.50% Notes, we agreed to certain amendments to the indenture governing the 7.50% Notes that have the effect of reducing our capacity to make payments on subordinated obligations, make

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dividends or distributions and repurchase stock, make investments and make other restricted payments from and after the closing of the Ameristar transaction. In particular, the amendments reduce the restricted payment capacity based on Consolidated Net Income (as defined in the indenture) to zero effective immediately after the effective time of the Ameristar transaction and the general restricted payment basket to $75 million from $150 million under the indenture governing the 7.50% Notes. We also obtained the consent from holders of the 7.50% Notes to amend the indenture to provide that to the extent that the net proceeds of the sale of the Ameristar Lake Charles development and Lumiére Place Casino and Hotels are used to repay indebtedness under our Credit Facility, such repayment will reduce dollar-for-dollar the $1.8 billion threshold amount only but not the 3.5x Consolidated EBITDA (as defined in the indenture) threshold amount, in determining the amount of indebtedness permitted to be incurred under our Credit Facility pursuant to the indenture governing the 7.50% Notes.

The 7.50% Notes, 8.75% Notes, 6.375% Notes, and 7.75% Notes become callable at a premium over their face amount on April 15, 2015, May 15, 2015, August 1, 2016, and April 1, 2017, respectively. Such premiums decline periodically as the notes progress towards their respective maturities. All of our notes are redeemable prior to their first call dates at a price that reflects a yield to the first call that is equivalent to the applicable Treasury bond yield plus 0.5 percentage points.

As of September 30, 2015, we were in compliance with the financial covenant ratios under the Credit Facility and indentures governing the Company's 7.50% Notes, 8.75% Notes, 6.375% Notes, and 7.75% Notes and compliance with these financial covenant ratios does not have a material impact on our financial flexibility, including our ability to incur new indebtedness based on our operating plans.

Financing in Connection with GLPI Transaction

In connection with the transactions contemplated by the Merge Agreement with GLPI, including the Merger and Spin-Off, GLPI will refinance approximately $2.7 billion (subject to certain adjustments) of principal amount of Pinnacle debt, with the remaining outstanding debt to be refinanced by OpCo, at closing. We have entered into a commitment letter, dated July 20, 2015, with certain lenders to provide the debt financing required by OpCo. In connection with the commitment letter, the lenders have agreed to provide us with financing in an aggregate principal amount of $1.1 billion, comprised of a (i) $900 million senior secured term loan bridge facility and (ii) $200 million senior secured revolving credit facility (collectively, the “Facilities”). The Facilities would mature on the one year anniversary of the initial borrowings under the Facilities. The interest rates on the Facilities would be based on customary market LIBOR or base rates plus an applicable margin. The obligations of OpCo and the guarantors under the Facilities would be secured by substantially all assets of OpCo and the guarantors, subject to certain exceptions. Funding of the lenders’ commitments is subject to certain customary conditions, including, but not limited to, receipt of financial information, delivery of customary documentation relating to OpCo and its subsidiaries and consummation of the Spin-Off. We expect to obtain permanent financing for the transaction prior to the closing date, which would replace the Facilities described above.

CONTRACTUAL OBLIGATIONS AND OTHER COMMITMENTS

On July 20, 2015, we entered into the Agreement and Plan of Merger with Gaming and Leisure Properties, Inc. (“GLPI”) and Gold Merger Sub, LLC, a wholly-owned subsidiary of GLPI (the “Merger Agreement”). Pursuant to the Merger Agreement, GLPI will acquire substantially all of our real estate assets. In connection with the merger with GLPI, we entered into a commitment letter with certain lenders whereby the lenders agreed to provide financing in an aggregate principal amount of $1.1 billion, comprised of a (i) $900 million senior secured term loan bridge facility and (ii) $200 million senior secured revolving credit facility.

CRITICAL ACCOUNTING ESTIMATES

A description of our critical accounting estimates can be found in Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2014. For a more extensive discussion of our accounting policies, see Note 1, “Summary of Significant Accounting Policies,” in the Notes to the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2014. There were no newly identified critical accounting policies and estimates in the third quarter of 2015, nor were there any material changes to the critical accounting policies and estimates discussed in our Annual Report on Form 10-K for the year ended December 31, 2014.

FORWARD-LOOKING STATEMENTS

The Private Securities Litigation Reform Act of 1995 (the “Act”) provides certain “safe harbor” provisions for forward-looking statements. Except for the historical information contained herein, the matters addressed in this Quarterly Report on Form 10-Q, as well as in other reports filed with or furnished to the SEC or statements made by us, may constitute “forward-

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looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, we may provide oral or written forward-looking statements in our other periodic reports on Form 10-Q, Form 8-K, press releases and other materials released to the public. All forward-looking statements made in this Quarterly Report on Form 10-Q and any documents we incorporate by reference are made pursuant to the Act. Words such as, but not limited to, “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “could,” “may,” “will,” “should,” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements, which may include, without limitation, statements regarding the transaction between the Company and Gaming and Leisure Properties, Inc. (“GLPI”) whereby the Company would sell its real estate assets to GLPI and spin-off the Company’s operations into a new public company, the consummation of the transaction and the timing thereof, the ability of the Company to complete the contemplated financing transactions and reorganizations in connection with the transaction, the ability of the Company and GLPI to receive stockholder approval for the transaction, the ability of the Company to obtain required regulatory approvals, and the stock price of the Company and GLPI following the consummation of a transaction with GLPI, expected results of operations and future operating performance and future growth, adequacy of resources to fund development and expansion projects, liquidity, financing options, including the state of the capital markets and our ability to access the capital markets, the state of the credit markets and economy, cash needs, cash reserves, operating and capital expenses, expense reductions, the sufficiency of insurance coverage, anticipated marketing costs at various projects, the future outlook of Pinnacle and the gaming industry and pending regulatory and legal matters, the ability of the Company to continue to meet its financial and other covenants governing its indebtedness, the Company's anticipated future capital expenditures, ability to implement strategies to improve revenues and operating margins at the Company’s properties, reduce costs and debt, the Company's ability to successfully implement marketing programs to increase revenue at the Company's properties, and the Company's ability to improve operations and performance, are all subject to a variety of risks and uncertainties that could cause actual results to differ materially from those anticipated by us. This can occur as a result of inaccurate assumptions or as a consequence of known or unknown risks and uncertainties. For more information on the potential factors that could affect our operating results and financial condition in addition to the risk factors described above, review our other filings (other than any portion of such filings that are furnished under applicable SEC Rules rather than filed) with the SEC, including this Quarterly Report on Form 10-Q, our Annual Report on Form 10-K and the risk factors described therein. Factors that may cause our actual performance to differ materially from that contemplated by such forward-looking statements include, among others:

• The pending Merger with GLPI may not be completed and the transaction may have adverse effects on our business;

• Failure to complete the Merger with GLPI could negatively impact the stock price and the future business and financial results of the Company;

• Our business is particularly sensitive to reductions in consumers' discretionary spending as a result of downturns in the economy or other changes we cannot accurately predict;

• The gaming industry is very competitive and increased competition, including through legislative legalization or expansion of gaming by states in or near where we own properties or through Native American gaming facilities and Internet gaming, could adversely affect our financial results;

• Our gaming operations rely heavily on technology services provided by third parties. In the event that there is an interruption of these services to us, it may have an adverse effect on our operations and financial condition;

• Our business may be harmed from cyber security risk and we may be subject to legal claims if there is loss, disclosure or misappropriation of or access to our guests' or our business partners' or our own information or other breaches of our information security;

• We face risks associated with growth and acquisitions;

• We derived 31.6% and 29.7% of our revenues in 2014 from our casinos located in Louisiana and Missouri, respectively, and are especially subject to certain risks, including economic and competitive risks, associated with the conditions in those areas and in the states from which we draw patrons;

• Our present indebtedness and projected future borrowings could adversely affect our financial health; future cash flows may not be sufficient to meet our obligations, and we may have difficulty obtaining additional financing; and we may experience adverse effects of interest rate fluctuations;

• Our indebtedness imposes restrictive covenants on us;

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• To service our indebtedness, we will require a significant amount of cash. Our ability to generate cash depends on many factors beyond our control;

• Our ability to obtain additional financing on commercially reasonable terms may be limited;

• In the event that we undertake future development plans for capital-intensive projects, we may be required to borrow significant amounts under our amended and restated credit facility and, depending on which projects are pursued to completion, may cause us to incur substantial additional indebtedness;

• We may experience an impairment of our goodwill, other intangible assets, or long-lived assets, which could adversely affect our financial condition and results of operations;

• Insufficient or lower-than-expected results generated from our new developments and acquired properties may negatively affect our operating results and financial condition;

• Rising operating costs at our gaming properties could have a negative impact on our business;

• The global recession has affected our business and financial condition, and economic conditions may continue to affect us in ways that we currently cannot accurately predict;

• We are engaged from time to time in one or more construction and development projects, and many factors could prevent us from completing them as planned, including the escalation of construction costs beyond increments anticipated in our construction budgets;

• Our industry is highly regulated, which makes us dependent on obtaining and maintaining gaming licenses and subjects us to potentially significant fines and penalties;

• Potential changes in the regulatory environment could harm our business;

• Our business may be adversely affected by legislation prohibiting tobacco smoking;

• Adverse weather conditions, road construction, gasoline shortages and other factors affecting our facilities and the areas in which we operate could make it more difficult for potential customers to travel to our properties and deter customers from visiting our properties;

• Our results of operations and financial condition could be materially adversely affected by the occurrence of natural disasters, such as hurricanes, or other catastrophic events, including war and terrorism;

• The concentration and evolution of the slot machine manufacturing industry or other technological conditions could impose additional costs on us;

• We operate in a highly taxed industry and it may be subject to higher taxes in the future. If the jurisdictions in which we operate increase gaming taxes and fees, our operating results could be adversely affected;

• Natural disasters have made it more challenging for us to obtain adequate levels of Weather Catastrophe Occurrence/Named Windstorm, Flood and Earthquake insurance coverage for our properties;

• We may incur property and other losses that are not adequately covered by insurance, which may harm our results of operations;

• Work stoppages, organizing drives and other labor problems could negatively impact our future profits;

• We face environmental and archaeological regulation of our real estate;

• We are subject to litigation, which, if adversely determined, could cause us to incur substantial losses;

• We are subject to certain federal, state and other regulations;

• Climate change, climate change regulations and greenhouse effects may adversely impact our operations and markets;

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• We face business and regulatory risks associated with our investment in Asian Coast Development (Canada), Ltd.;

• Our operations are largely dependent on the skill and experience of our management and key personnel. The loss of management and other key personnel could significantly harm our business, and we may not be able to effectively replace members of management who have left the company;

• Some of our casinos are located on leased property. If we default on one or more leases, the applicable lessors could terminate the affected leases and we could lose possession of the affected casino;

• We are subject to extensive governmental regulations that impose restrictions on the ownership and transfer of our securities; and

• The market price for our common stock may be volatile, and you may not be able to sell our stock at a favorable price or at all.

In addition, these forward-looking statements could be affected by general domestic and international economic and political conditions, uncertainty as to the future direction of the economy and vulnerability of the economy to domestic or international incidents, as well as market conditions in our industry.

For a further list and description of various risks, relevant factors and uncertainties that could cause future results or events to differ materially from those expressed or implied in our forward-looking statements, please see the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section contained in this Quarterly Report on Form 10-Q, as well as the “Risk Factors” and “Management Discussion and Analysis of Financial Condition and Results of Operations” sections contained in our Annual Report on Form 10-K for the year ended December 31, 2014 and our Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2015 and June 30, 2015, respectively, and review our other filings (other than any portion of such filings that are furnished under applicable SEC rules rather than filed) with the SEC. All forward-looking statements included in this Quarterly Report on Form 10-Q are made only as of the date of this Form 10-Q. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

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Item 3.Quantitative and Qualitative Disclosures about Market Risk

At times, we are exposed to market risk from adverse changes in interest rates with respect to the short-term floating interest rate on borrowings under our Credit Facility. As of September 30, 2015, we had approximately $12.0 million committed under various letters of credit under our Credit Facility and approximately $715.1 million in revolver and base rate borrowings under our Credit Facility. Any borrowings outstanding under our revolving credit facility accrue interest at LIBOR plus a margin determined by our consolidated total leverage ratio, which margin was 2.50% as of September 30, 2015. As of September 30, 2015, we had approximately $361.0 million outstanding under these term loans. The term loans bear interest at LIBOR plus 2.75% and carry a 1.0% LIBOR floor. The revolving credit facility bears interest, at our option, at either LIBOR plus a margin ranging from 1.75% to 2.75% or at a base rate plus a margin ranging from 0.75% to 1.75%, in either case, based on our consolidated total leverage ratio.

As of September 30, 2015, for every 10 basis points decrease in LIBOR, our annual interest expense would decrease by approximately $0.7 million, assuming constant debt levels. If LIBOR were to increase by one percentage point, our annual interest expense would increase by approximately $7.9 million, assuming constant debt levels.

The table below provides the principal cash flows and related weighted average interest rates by contractual maturity dates for our debt obligations as of September 30, 2015. As of September 30, 2015, we did not hold any material investments in market-risk-sensitive instruments of the type described in Item 305 of Regulation S-K.

Liabilities	2015			2016			2017			2018			2019			Thereafter			Total			Fair Value
	(in thousands)
Credit Facility	$	—		$	—		$	—		$	715,118		$	—		$	—		$	715,118		$	708,110
Interest Rate	2.70		%	2.70		%	2.70		%	2.70		%	2.70		%	2.70		%	2.70		%
Term B-2 Loans	$	2,750		$	11,000		$	11,000		$	11,000		$	11,000		$	314,249		$	360,999		$	360,422
Interest Rate	3.75		%	3.75		%	3.75		%	3.75		%	3.75		%	3.75		%	3.75		%
6.375% Notes	$	—		$	—		$	—		$	—		$	—		$	850,000		$	850,000		$	901,000
Interest Rate	6.375		%	6.375		%	6.375		%	6.375		%	6.375		%	6.375		%	6.375		%
7.50% Notes	$	—		$	—		$	—		$	—		$	—		$	1,040,000		$	1,040,000		$	1,098,500
Fixed Rate	7.50		%	7.50		%	7.50		%	7.50		%	7.50		%	7.50		%	7.50		%
7.75% Notes	$	—		$	—		$	—		$	—		$	—		$	325,000		$	325,000		$	357,500
Fixed Rate	7.75		%	7.75		%	7.75		%	7.75		%	7.75		%	7.75		%	7.75		%
8.75% Notes	$	—		$	—		$	—		$	—		$	—		$	350,000		$	350,000		$	363,125
Fixed Rate	8.75		%	8.75		%	8.75		%	8.75		%	8.75		%	8.75		%	8.75		%
Other	$	2		$	7		$	8		$	8		$	9		$	51		$	85		$	85
Fixed rate	10.00		%	10.00		%	10.00		%	10.00		%	10.00		%	10.00		%	10.00		%

46

Item 4.Controls and Procedures

The Company’s management, with the participation of the Chief Executive Officer (the “CEO”) and the Chief Financial Officer (the “CFO”), evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”) as of September 30, 2015. Based on this evaluation, the Company’s management, including the CEO and the CFO, concluded that, as of September 30, 2015, the Company’s disclosure controls and procedures were effective, in that they provide a reasonable level of assurance that information required to be disclosed by the Company in the reports filed or submitted by it under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. The Company’s disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including the CEO and the CFO, as appropriate, to allow timely decisions regarding required disclosure.

Notwithstanding the foregoing, there can be no assurance that the Company’s disclosure controls and procedures will detect or uncover all failures of persons within the Company and its consolidated subsidiaries to disclose material information otherwise required to be set forth in the Company’s periodic reports. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable, not absolute, assurance of achieving their control objectives.

No change in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the quarter ended September 30, 2015 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

47

PART II

Item 1.Legal Proceedings

We are a party to a number of other pending legal proceedings. Management does not expect that the outcome of such proceedings, either individually or in the aggregate, will have a material effect on our financial position, cash flows or results of operations.

Item 1A.Risk Factors

There were no material changes from the risk factors set forth under Part I, Item 1A “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 and Part II, Item 1A “Risk Factors” in the Company’s Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2015 and June 30, 2015, respectively.

48

Item 6.Exhibits

Exhibit Number	Description of Exhibit
2.1	Agreement and Plan of Merger, dated as of July 20, 2015, by and among Pinnacle Entertainment, Inc., Gaming and Leisure Properties, Inc. and Gold Merger Sub, LLC is hereby incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
3.1	Restated Certificate of Incorporation of Pinnacle Entertainment, Inc., as amended, is hereby incorporated by reference to Exhibit 3.3 to the Company's Current Report on Form 8-K filed on May 9, 2005. (SEC File No. 001-13641).
3.2	Certificate of Amendment to the Restated Certificate of Incorporation of Pinnacle Entertainment, Inc. is hereby incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on May 21, 2015. (SEC File No. 001-13641).
3.3	Restated Bylaws of Pinnacle Entertainment, Inc., as of May 24, 2011, are hereby incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form 8-K filed on May 26, 2011. (SEC File No. 001-13641).
4.1	Amended and Restated Rights Agreement, dated as of March 13, 2015, between Pinnacle Entertainment, Inc. and American Stock Transfer & Trust Company, LLC, as Rights Agent, is hereby incorporated by reference to Exhibit 1 to the Company’s Registration Statement on Form 8-A/A filed on March 19, 2015. (SEC File No. 001-13641).
4.2	Amendment No. 1 to the Amended and Restated Rights Agreement, dated as of July 20, 2015, between Pinnacle Entertainment, Inc. and American Stock Transfer & Trust Company, LLC is hereby incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
10.1	Tax Matters Agreement, dated July 20, 2015, by and between Gaming and Leisure Properties, Inc. and Pinnacle Entertainment, Inc. is hereby incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
10.2	Commitment Letter, dated as of July 20, 2015, among Pinnacle Entertainment, JPMorgan Chase Bank, N.A., J.P. Morgan Securities, LLC, Bank of America, N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman Sachs Bank USA, Fifth Third Bank, U.S. Bank National Association, Credit Agricole Corporate and Investment Bank, Deutsche Bank AG New York Branch, Deutsche Bank AG Cayman Islands Branch, Deutsche Bank Securities, Inc., Wells Fargo Bank, National Association and Wells Fargo Securities, LLC is hereby incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
10.3	Voting Agreement, dated as of July 20, 2015, by and among Pinnacle Entertainment, Inc., Peter M. Carlino and the Carlino Family Trust is hereby incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
10.4	Voting Agreement, dated as of July 20, 2015, by and among Pinnacle Entertainment, Inc., Fortress Investment Fund V (GLPI SisterCo B) LP, Fortress Investment Fund V (GLPI SisterCo C) LP, Fortress Investment Fund V (GLPI SisterCo F) LP, Fortress Investment Fund V (Coinvestment GLPI Sister Co B) LP, Fortress Investment Fund V (Coinvestment GLPI SisterCo C) LP, Fortress Investment Fund V (Coinvestment GLPI SisterCo F) LP, Fortress Investment Fund V (GLPI SisterCo A) LP, Fortress Investment Fund V (GLPI SisterCo D) LP, Fortress Investment Fund V (GLPI SisterCo E) LP, Fortress Investment Fund V (Coinvestment GLPI SisterCo A) LP and Fortress Investment Fund V (Coinvestment GLPI SisterCo D) LP is hereby incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
10.5†	Form of Executive and Team Member Stock Option Grant Notice and Option Agreement for the Pinnacle Entertainment, Inc. 2015 Equity and Performance Incentive Plan is hereby incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 9, 2015. (SEC File No. 001-13641).
10.6†	Form of Director Stock Option Grant Notice and Option Agreements for the Pinnacle Entertainment, Inc. 2015 Equity and Performance Incentive Plan is hereby incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on October 9, 2015. (SEC File No. 001-13641).
10.7†	Form of Executive and Team Member Restricted Stock Unit Grant Notice and Agreement for the Pinnacle Entertainment, Inc. 2015 Equity and Performance Incentive Plan is hereby incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed on October 9, 2015. (SEC File No. 001-13641).

49

Exhibit Number	Description of Exhibit
10.8†	Form of Director Restricted Stock Unit Grant Notice and Agreement for the Pinnacle Entertainment, Inc. 2015 Equity and Performance Incentive Plan is hereby incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed on October 9, 2015. (SEC File No. 001-13641).
11*	Statement re: Computation of Per Share Earnings.
31.1*	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.
31.2*	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.
32**	Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer.
101*	Financial statements from Pinnacle Entertainment, Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2015, formatted in XBRL (eXtensible Business Reporting Language): (i) unaudited Condensed Consolidated Statements of Operations; (ii) unaudited Condensed Consolidated Statements of Comprehensive Income; (iii) unaudited Condensed Consolidated Balance Sheets; (iv) unaudited Condensed Consolidated Statement of Changes in Stockholders' Equity; (v) unaudited Condensed Consolidated Statements of Cash Flows; and (vi) Notes to unaudited Condensed Consolidated Financial Statements.

 ________________

*	Filed herewith.
**	Furnished herewith.
†	Management contract or compensatory plan or arrangement.

50

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			PINNACLE ENTERTAINMENT, INC. (Registrant)
Date:	November 9, 2015	By:	/s/ Carlos A. Ruisanchez
			Carlos A. Ruisanchez
			President and Chief Financial Officer (Authorized Officer, Principal Financial Officer and Principal Accounting Officer)

EXHIBIT INDEX

Exhibit Number	Description of Exhibit
2.1	Agreement and Plan of Merger, dated as of July 20, 2015, by and among Pinnacle Entertainment, Inc., Gaming and Leisure Properties, Inc. and Gold Merger Sub, LLC is hereby incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
3.1	Restated Certificate of Incorporation of Pinnacle Entertainment, Inc., as amended, is hereby incorporated by reference to Exhibit 3.3 to the Company's Current Report on Form 8-K filed on May 9, 2005. (SEC File No. 001-13641).
3.2	Certificate of Amendment to the Restated Certificate of Incorporation of Pinnacle Entertainment, Inc. is hereby incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on May 21, 2015. (SEC File No. 001-13641).
3.3	Restated Bylaws of Pinnacle Entertainment, Inc., as of May 24, 2011, are hereby incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form 8-K filed on May 26, 2011. (SEC File No. 001-13641).
4.1	Amended and Restated Rights Agreement, dated as of March 13, 2015, between Pinnacle Entertainment, Inc. and American Stock Transfer & Trust Company, LLC, as Rights Agent, is hereby incorporated by reference to Exhibit 1 to the Company’s Registration Statement on Form 8-A/A filed on March 19, 2015. (SEC File No. 001-13641).
4.2	Amendment No. 1 to the Amended and Restated Rights Agreement, dated as of July 20, 2015, between Pinnacle Entertainment, Inc. and American Stock Transfer & Trust Company, LLC is hereby incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
10.1	Tax Matters Agreement, dated July 20, 2015, by and between Gaming and Leisure Properties, Inc. and Pinnacle Entertainment, Inc. is hereby incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
10.2	Commitment Letter, dated as of July 20, 2015, among Pinnacle Entertainment, JPMorgan Chase Bank, N.A., J.P. Morgan Securities, LLC, Bank of America, N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman Sachs Bank USA, Fifth Third Bank, U.S. Bank National Association, Credit Agricole Corporate and Investment Bank, Deutsche Bank AG New York Branch, Deutsche Bank AG Cayman Islands Branch, Deutsche Bank Securities, Inc., Wells Fargo Bank, National Association and Wells Fargo Securities, LLC is hereby incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
10.3	Voting Agreement, dated as of July 20, 2015, by and among Pinnacle Entertainment, Inc., Peter M. Carlino and the Carlino Family Trust is hereby incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
10.4	Voting Agreement, dated as of July 20, 2015, by and among Pinnacle Entertainment, Inc., Fortress Investment Fund V (GLPI SisterCo B) LP, Fortress Investment Fund V (GLPI SisterCo C) LP, Fortress Investment Fund V (GLPI SisterCo F) LP, Fortress Investment Fund V (Coinvestment GLPI Sister Co B) LP, Fortress Investment Fund V (Coinvestment GLPI SisterCo C) LP, Fortress Investment Fund V (Coinvestment GLPI SisterCo F) LP, Fortress Investment Fund V (GLPI SisterCo A) LP, Fortress Investment Fund V (GLPI SisterCo D) LP, Fortress Investment Fund V (GLPI SisterCo E) LP, Fortress Investment Fund V (Coinvestment GLPI SisterCo A) LP and Fortress Investment Fund V (Coinvestment GLPI SisterCo D) LP is hereby incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed on July 23, 2015. (SEC File No. 001-13641).
10.5†	Form of Executive and Team Member Stock Option Grant Notice and Option Agreement for the Pinnacle Entertainment, Inc. 2015 Equity and Performance Incentive Plan is hereby incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 9, 2015. (SEC File No. 001-13641).
10.6†	Form of Director Stock Option Grant Notice and Option Agreements for the Pinnacle Entertainment, Inc. 2015 Equity and Performance Incentive Plan is hereby incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on October 9, 2015. (SEC File No. 001-13641).
10.7†	Form of Executive and Team Member Restricted Stock Unit Grant Notice and Agreement for the Pinnacle Entertainment, Inc. 2015 Equity and Performance Incentive Plan is hereby incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed on October 9, 2015. (SEC File No. 001-13641).

Exhibit Number	Description of Exhibit
10.8†	Form of Director Restricted Stock Unit Grant Notice and Agreement for the Pinnacle Entertainment, Inc. 2015 Equity and Performance Incentive Plan is hereby incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed on October 9, 2015. (SEC File No. 001-13641).
11*	Statement re: Computation of Per Share Earnings.
31.1*	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.
31.2*	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.
32**	Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer.
101*	Financial statements from Pinnacle Entertainment, Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2015, formatted in XBRL (eXtensible Business Reporting Language): (i) unaudited Condensed Consolidated Statements of Operations; (ii) unaudited Condensed Consolidated Statements of Comprehensive Income; (iii) unaudited Condensed Consolidated Balance Sheets; (iv) unaudited Condensed Consolidated Statement of Changes in Stockholders' Equity; (v) unaudited Condensed Consolidated Statements of Cash Flows; and (vi) Notes to unaudited Condensed Consolidated Financial Statements.

 ________________

*	Filed herewith.
**	Furnished herewith.
†	Management contract or compensatory plan or arrangement.

EX-11

Exhibit 11

Pinnacle Entertainment, Inc.

Computation of Earnings Per Share

(in thousands, except per share data)

	For the three months ended September 30,
	Basic						Diluted
	2015			2014			2015			2014
Average number of common shares outstanding	61,187			59,817			61,187			59,817
Average common shares due to assumed conversion of stock options	—			—			2,404			1,983
Total shares	61,187			59,817			63,591			61,800
Income from continuing operations	$	13,468		$	7,719		$	13,468		$	7,719
Income from discontinued operations, net of income taxes	272			4,771			272			4,771
Net income	13,740			12,490			13,740			12,490
Net loss attributable to non-controlling interest	(9		)	(16		)	(9		)	(16		)
Net income attributable to Pinnacle Entertainment, Inc.	$	13,749		$	12,506		$	13,749		$	12,506
Per share data:
Income from continuing operations	$	0.22		$	0.13		$	0.22		$	0.13
Income from discontinued operations, net of income taxes	—			0.08			—			0.08
Net income per common share	$	0.22		$	0.21		$	0.22		$	0.21
	For the nine months ended September 30,
	Basic						Diluted
	2015			2014			2015			2014
Average number of common shares outstanding	60,936			59,560			60,936			59,560
Average common shares due to assumed conversion of stock options	—			—			2,255			1,933
Total shares	60,936			59,560			63,191			61,493
Income from continuing operations	$	56,340		$	24,147		$	56,340		$	24,147
Income from discontinued operations, net of income taxes	5,188			5,096			5,188			5,096
Net income	61,528			29,243			61,528			29,243
Net loss attributable to non-controlling interest	(1,271		)	(52		)	(1,271		)	(52		)
Net income attributable to Pinnacle Entertainment, Inc.	$	62,799		$	29,295		$	62,799		$	29,295
Per share data:
Income from continuing operations	$	0.94		$	0.41		$	0.91		$	0.39
Income from discontinued operations, net of income taxes	0.09			0.09			0.08			0.08
Net income per common share	$	1.03		$	0.50		$	0.99		$	0.47

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Anthony M. Sanfilippo, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Pinnacle Entertainment, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 9, 2015

/s/ Anthony M. Sanfilippo

Anthony M. Sanfilippo

Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Carlos A. Ruisanchez, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Pinnacle Entertainment, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 9, 2015

/s/ Carlos A. Ruisanchez

Carlos A. Ruisanchez

President and Chief Financial Officer

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of Pinnacle Entertainment, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Quarterly Report”), each of the undersigned hereby certifies, in his capacity as an officer of the Company, for purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of his knowledge:

1. The Quarterly Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 9, 2015

	/s/ Anthony M. Sanfilippo
Name:	Anthony M. Sanfilippo
Title:	Chief Executive Officer
	/s/ Carlos A. Ruisanchez
Name:	Carlos A. Ruisanchez
Title:	President and Chief Financial Officer

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Employee Benefit Plans - Summary of Performance Stock Activity (Details) - Performance Stock Units	9 Months Ended
	Sep. 30, 2015 $ / shares shares
Number of Units
Non-vested at January 1, 2015 (in shares) | shares	520,322
Granted | shares	0
Canceled or forfeited | shares	0
Non-vested at September 30, 2015 (in shares) | shares	520,322
Weighted Average Grant Date Fair Value
Non-vested at January 1, 2015 (in dollars per share)	$ 23.64
Granted	0.00
Canceled or forfeited	0.00
Non-vested at September 30, 2015 (in dollars per share)	$ 23.64

XML

Consolidating Condensed Financial Information Consolidating Condensed Financial Information - Balance Sheet (Details) - USD ($) $ in Thousands		Sep. 30, 2015	Dec. 31, 2014
Condensed Financial Statements, Captions
Property and equipment, net		$ 2,885,328	$ 3,017,009
Goodwill		914,525	919,282
Intangible assets, net		511,520	529,269
Assets held for sale and assets of discontinued operations		9,776	21,260
Total assets		4,588,921	4,833,682
Long-term debt less current portion		3,665,926	3,975,648
Liabilities held for sale and liabilities of discontinued operations		63	413
Total liabilities		4,216,916	4,544,300
Total Pinnacle stockholders' equity		361,873	277,979
Non-controlling interest		10,132	11,403
Total stockholders’ equity		372,005	289,382
Total liabilities and stockholders’ equity		4,588,921	4,833,682
Pinnacle Entertainment, Inc.
Condensed Financial Statements, Captions
Current assets, excluding discontinued operations		51,600	73,400
Property and equipment, net		23,200	34,300
Goodwill		0	0
Intangible assets, net		0	0
Other non-current assets		45,300	60,000
Investment in subsidiaries		4,610,900	4,470,800
Assets held for sale and assets of discontinued operations		300	3,600
Inter-company		0	0
Total assets		4,731,300	4,642,100
Current liabilities, excluding discontinued operations		115,000	100,800
Long-term debt less current portion		3,665,800	3,975,500
Other non-current liabilities		(52,500)	(63,000)
Liabilities held for sale and liabilities of discontinued operations		0	0
Inter-company		641,100	350,800
Total liabilities		4,369,400	4,364,100
Total Pinnacle stockholders' equity		361,900	278,000
Non-controlling interest		0	0
Total stockholders’ equity		361,900	278,000
Total liabilities and stockholders’ equity		4,731,300	4,642,100
100% Owned Guarantor Subsidiaries(a)
Condensed Financial Statements, Captions
Current assets, excluding discontinued operations	[1]	131,300	184,500
Property and equipment, net	[1]	2,856,900	2,977,200
Goodwill	[1]	914,500	916,000
Intangible assets, net	[1]	511,500	524,300
Other non-current assets	[1]	3,400	4,600
Investment in subsidiaries	[1]	0	0
Assets held for sale and assets of discontinued operations	[1]	9,500	17,700
Inter-company	[1]	642,300	352,000
Total assets	[1]	5,069,400	4,976,300
Current liabilities, excluding discontinued operations	[1]	207,300	273,100
Long-term debt less current portion	[1]	100	100
Other non-current liabilities	[1]	281,100	280,700
Liabilities held for sale and liabilities of discontinued operations	[1]	100	400
Inter-company	[1]	0	0
Total liabilities	[1]	488,600	554,300
Total Pinnacle stockholders' equity	[1]	4,580,800	4,422,000
Non-controlling interest	[1]	0	0
Total stockholders’ equity	[1]	4,580,800	4,422,000
Total liabilities and stockholders’ equity	[1]	5,069,400	4,976,300
Non- Guarantor Subsidiaries(b)
Condensed Financial Statements, Captions
Current assets, excluding discontinued operations	[2]	10,300	23,300
Property and equipment, net	[2]	5,200	5,400
Goodwill	[2]	0	3,300
Intangible assets, net	[2]	0	5,000
Other non-current assets	[2]	25,900	24,400
Investment in subsidiaries	[2]	0	0
Assets held for sale and assets of discontinued operations	[2]	0	0
Inter-company	[2]	0	0
Total assets	[2]	41,400	61,400
Current liabilities, excluding discontinued operations	[2]	0	0
Long-term debt less current portion	[2]	0	0
Other non-current liabilities	[2]	0	0
Liabilities held for sale and liabilities of discontinued operations	[2]	0	0
Inter-company	[2]	1,200	1,200
Total liabilities	[2]	1,200	1,200
Total Pinnacle stockholders' equity	[2]	30,100	48,800
Non-controlling interest	[2]	10,100	11,400
Total stockholders’ equity	[2]	40,200	60,200
Total liabilities and stockholders’ equity	[2]	41,400	61,400
Consolidating and Eliminating Entries
Condensed Financial Statements, Captions
Current assets, excluding discontinued operations		0	(23,300)
Property and equipment, net		0	0
Goodwill		0	0
Intangible assets, net		0	0
Other non-current assets		0	0
Investment in subsidiaries		(4,610,900)	(4,470,800)
Assets held for sale and assets of discontinued operations		0	0
Inter-company		(642,300)	(352,000)
Total assets		(5,253,200)	(4,846,100)
Current liabilities, excluding discontinued operations		0	(23,300)
Long-term debt less current portion		0	0
Other non-current liabilities		0	0
Liabilities held for sale and liabilities of discontinued operations		0	0
Inter-company		(642,300)	(352,000)
Total liabilities		(642,300)	(375,300)
Total Pinnacle stockholders' equity		(4,610,900)	(4,470,800)
Non-controlling interest		0	0
Total stockholders’ equity		(4,610,900)	(4,470,800)
Total liabilities and stockholders’ equity		(5,253,200)	(4,846,100)
Pinnacle Entertainment, Inc. Consolidated
Condensed Financial Statements, Captions
Current assets, excluding discontinued operations		193,200	257,900
Property and equipment, net		2,885,300	3,016,900
Goodwill		914,500	919,300
Intangible assets, net		511,500	529,300
Other non-current assets		74,600	89,000
Investment in subsidiaries		0	0
Assets held for sale and assets of discontinued operations		9,800	21,300
Inter-company		0	0
Total assets		4,588,900	4,833,700
Current liabilities, excluding discontinued operations		322,300	350,600
Long-term debt less current portion		3,665,900	3,975,600
Other non-current liabilities		228,600	217,700
Liabilities held for sale and liabilities of discontinued operations		100	400
Inter-company		0	0
Total liabilities		4,216,900	4,544,300
Total Pinnacle stockholders' equity		361,900	278,000
Non-controlling interest		10,100	11,400
Total stockholders’ equity		372,000	289,400
Total liabilities and stockholders’ equity		$ 4,588,900	$ 4,833,700

[1] As of September 30, 2015, the following material subsidiaries are identified as guarantors of our senior and senior subordinated notes: Belterra Resort Indiana, LLC; Boomtown, LLC; Casino Magic, LLC; Louisiana-I Gaming; PNK (Baton Rouge) Partnership; PNK (BOSSIER CITY), Inc.; PNK Development 7, LLC; PNK Development 8, LLC; PNK Development 9, LLC; PNK (LAKE CHARLES), L.L.C.; PNK (Ohio), LLC; PNK (Ohio) II, LLC; PNK (Ohio) III, LLC; PNK (River City), LLC; PNK (SAM), LLC; PNK (SAZ), LLC; Ameristar Casino Black Hawk, Inc.; Ameristar Casino Council Bluffs, Inc.; Ameristar Casino St. Charles, Inc.; Ameristar Casino Kansas City, Inc.; Ameristar Casino Vicksburg, Inc.; Cactus Pete’s, Inc.; Ameristar East Chicago Holdings, LLC; and Ameristar Casino East Chicago, LLC. In addition, certain other immaterial subsidiaries are also guarantors of our senior and senior subordinated notes.

[2] Guarantor subsidiaries of our senior and senior subordinated notes exclude subsidiaries with approximately $41.4 million in cash and other assets as of September 30, 2015, that include a subsidiary that owns a majority interest in the licensee of Retama Park Racetrack and certain other subsidiaries.

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Commitments and Contingencies (Details) $ in Millions	3 Months Ended
	Sep. 30, 2015 USD ($) hearing	Dec. 31, 2014 USD ($)	Dec. 31, 2010 USD ($)
Long-term Purchase Commitment [Line Items]
Self-insurance accruals	$ 24.6	$ 24.4
Indiana Income Tax
Long-term Purchase Commitment [Line Items]
Proposed adjustment excluding interest and penalties			$ 7.3
Number of hearings with IDR | hearing	2
Minimum | Indiana Income Tax
Long-term Purchase Commitment [Line Items]
Year under Examination	2005
Maximum | Indiana Income Tax
Long-term Purchase Commitment [Line Items]
Year under Examination	2007

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Long-Term Debt - Additional Information (Details) - USD ($)	1 Months Ended
	Aug. 31, 2013	Mar. 31, 2012	May. 31, 2010	Sep. 30, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Long-term debt, outstanding principal				$ 3,641,200,000	$ 3,953,957,000
Term Loan
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity	$ 1,600,000,000
Term Loan B1
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity	500,000,000
Term B-2 Loans due 2020
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity	1,100,000,000
Long-term debt, outstanding principal				361,000,000	782,200,000
Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity	1,000,000,000
Long-term debt, outstanding principal				715,100,000	606,600,000
Letter of Credit
Debt Instrument [Line Items]
Letters of credit outstanding, amount				12,000,000
6.375% Senior Notes due 2021
Debt Instrument [Line Items]
Long-term debt, outstanding principal				$ 850,000,000	$ 850,000,000
Debt instrument, face amount	$ 850,000,000
Interest rate, stated percentage	6.375%			6.375%	6.375%
Proceeds from issuance of senior long-term debt	$ 835,000,000
7.50% Senior Notes due 2021
Debt Instrument [Line Items]
Long-term debt, outstanding principal				$ 1,040,000,000	$ 1,040,000,000
Debt instrument, face amount	$ 1,040,000,000
Interest rate, stated percentage	7.50%			7.50%	7.50%
Premium included In recorded fair value of Senior Notes	$ 72,800,000
7.75% Senior Subordinated Notes due 2022
Debt Instrument [Line Items]
Long-term debt, outstanding principal				$ 325,000,000	$ 325,000,000
Debt instrument, face amount		$ 325,000,000
Interest rate, stated percentage		7.75%		7.75%	7.75%
Proceeds from issuance of senior long-term debt		$ 318,300,000
8.75% Senior Subordinated Notes due 2020
Debt Instrument [Line Items]
Long-term debt, outstanding principal				$ 350,000,000	$ 350,000,000
Debt instrument, face amount			$ 350,000,000
Interest rate, stated percentage			8.75%	8.75%	8.75%
Proceeds from issuance of senior long-term debt			$ 341,500,000

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Segment Information (Tables)

9 Months Ended

Sep. 30, 2015

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

The following table highlights our Adjusted EBITDA for each segment and reconciles Consolidated Adjusted EBITDA to Income from continuing operations for the three and nine months ended September 30, 2015, and 2014.

	For the three months ended September 30,						For the nine months ended September 30,
	2015			2014			2015			2014
	(in millions)
Revenues:
Midwest segment (a)	$	318.4		$	305.1		$	955.1		$	881.8
South segment (a)	197.1			202.6			601.3			606.2
West segment (a)	61.1			58.5			172.0			162.8
	576.6			566.2			1,728.4			1,650.8
Corporate and other (c)	2.0			2.2			5.0			5.4
Total revenues	$	578.6		$	568.4		$	1,733.4		$	1,656.2
Adjusted EBITDA (b):
Midwest segment (a)	$	92.8		$	86.5		$	289.5		$	260.8
South segment (a)	56.3			56.3			182.8			183.0
West segment (a)	22.7			22.2			63.5			59.5
	171.8			165.0			535.8			503.3
Corporate expenses and other (c)	(22.0		)	(23.5		)	(62.1		)	(68.0		)
Consolidated Adjusted EBITDA (b)	$	149.8		$	141.5		$	473.7		$	435.3
Other costs:
Depreciation and amortization	(57.6		)	(60.2		)	(187.3		)	(177.2		)
Pre-opening, development and other costs	(4.0		)	(1.6		)	(11.7		)	(11.9		)
Non-cash share-based compensation expense	(4.1		)	(1.4		)	(13.0		)	(10.1		)
Write-downs, reserves and recoveries, net	(3.2		)	(1.1		)	(6.5		)	(4.4		)
Interest expense, net	(65.0		)	(62.5		)	(186.1		)	(191.3		)
Loss from equity method investment	—			—			(0.1		)	—
Loss on early extinguishment of debt	—			—			—			(8.2		)
Income tax expense	(2.4		)	(7.0		)	(12.7		)	(8.1		)
Income from continuing operations	$	13.5		$	7.7		$	56.3		$	24.1

	For the nine months ended September 30,
	2015		2014
	(in millions)
Capital expenditures:
Midwest segment (a)	$	30.0	$	137.1
South segment (a)	18.7		37.7
West segment (a)	6.9		3.4
Corporate and other, including development projects and discontinued operations	1.9		10.5
	$	57.5	$	188.7

(a) See Note 1, “Summary of Significant Accounting Policies,” for listing of properties included in each segment.

(b) We define Consolidated Adjusted EBITDA as earnings before interest income and expense, income taxes, depreciation, amortization, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, corporate-level litigation settlement costs, gain (loss) on sale of certain assets, loss on early extinguishment of debt, gain (loss) on sale of equity security investments, income (loss) from equity method investments, non-controlling interest and discontinued operations. We define Adjusted EBITDA for each operating segment as earnings before interest income and expense, income taxes, depreciation, amortization, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, inter-company management fees, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of discontinued operations, and discontinued operations. We define Adjusted EBITDA margin as Adjusted EBITDA for the segment divided by segment revenues. We use Consolidated Adjusted EBITDA and Adjusted EBITDA for each segment to compare operating results among our properties and between accounting periods. Consolidated Adjusted EBITDA and Adjusted EBITDA have economic substance because they are used by management as measures to analyze the performance of our business and are especially relevant in evaluating large, long-lived casino-hotel projects because they provide a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. We eliminate the results from discontinued operations at the time they are deemed discontinued. We also review pre-opening, development and other costs separately, as such expenses are also included in total project costs when assessing budgets and project returns, and because such costs relate to anticipated future revenues and income. We believe that Consolidated Adjusted EBITDA and Adjusted EBITDA are useful measures for investors because they are indicators of the performance of ongoing business operations. These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value of companies within our industry. In addition, our credit agreement and bond indentures require compliance with financial measures similar to Consolidated Adjusted EBITDA. Consolidated Adjusted EBITDA should not be considered as an alternative to operating income as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Adjusted EBITDA and Consolidated Adjusted EBITDA may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

(c) Corporate and other includes revenues from Retama Park Racetrack (which we manage) and the Heartland Poker Tour. Corporate expenses represent payroll, professional fees, travel expenses and other general and administrative expenses not directly related to our casino and hotel operations. Corporate expenses that are directly attributable to a property are allocated to each applicable property. All other costs incurred relating to the management and consulting services provided by corporate headquarters to the properties are allocated to those properties based on their respective share of the monthly consolidated net revenues in the form of a management fee. The corporate management fee is excluded in the calculation of segment Adjusted EBITDA and is completely eliminated in any consolidated financial results.

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Segment Information (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
		Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenues:
Revenues		$ 578,630	$ 568,299	$ 1,733,429	$ 1,656,258
Adjusted EBITDA [Abstract]
Adjusted EBITDA	[1]	149,800	141,500	473,700	435,300
Other costs:
Depreciation and amortization		(57,584)	(60,152)	(187,290)	(177,236)
Pre-opening, development and other costs		(4,037)	(1,598)	(11,712)	(11,917)
Non-cash share-based compensation expense		(4,100)	(1,400)	(13,000)	(10,100)
Write-downs, reserves and recoveries, net		(3,164)	(1,135)	(6,555)	(4,359)
Interest expense, net		(65,027)	(62,498)	(186,105)	(191,290)
Loss from equity method investment		0	0	(83)	0
Loss on early extinguishment of debt		0	0	0	(8,234)
Income tax expense		(2,422)	(6,975)	(12,673)	(8,072)
Income from continuing operations		13,468	7,719	56,340	24,147
Capital expenditures				57,544	188,722
Midwest
Revenues:
Revenues	[2]	318,400	305,100	955,100	881,800
Adjusted EBITDA [Abstract]
Adjusted EBITDA	[1],[2]	92,800	86,500	289,500	260,800
Other costs:
Capital expenditures	[2]			30,000	137,100
South
Revenues:
Revenues	[2]	197,100	202,600	601,300	606,200
Adjusted EBITDA [Abstract]
Adjusted EBITDA	[1],[2]	56,300	56,300	182,800	183,000
Other costs:
Capital expenditures	[2]			18,700	37,700
West
Revenues:
Revenues	[2]	61,100	58,500	172,000	162,800
Adjusted EBITDA [Abstract]
Adjusted EBITDA	[1],[2]	22,700	22,200	63,500	59,500
Other costs:
Capital expenditures	[2]			6,900	3,400
Operating Segments
Revenues:
Revenues		576,600	566,200	1,728,400	1,650,800
Adjusted EBITDA [Abstract]
Adjusted EBITDA	[1]	171,800	165,000	535,800	503,300
Corporate and Other
Revenues:
Revenues	[3]	2,000	2,200	5,000	5,400
Adjusted EBITDA [Abstract]
Adjusted EBITDA	[1],[3]	$ (22,000)	$ (23,500)	(62,100)	(68,000)
Other costs:
Capital expenditures				$ 1,900	$ 10,500

[1] We define Consolidated Adjusted EBITDA as earnings before interest income and expense, income taxes, depreciation, amortization, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, corporate-level litigation settlement costs, gain (loss) on sale of certain assets, loss on early extinguishment of debt, gain (loss) on sale of equity security investments, income (loss) from equity method investments, non-controlling interest and discontinued operations. We define Adjusted EBITDA for each operating segment as earnings before interest income and expense, income taxes, depreciation, amortization, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, inter-company management fees, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of discontinued operations, and discontinued operations. We define Adjusted EBITDA margin as Adjusted EBITDA for the segment divided by segment revenues. We use Consolidated Adjusted EBITDA and Adjusted EBITDA for each segment to compare operating results among our properties and between accounting periods. Consolidated Adjusted EBITDA and Adjusted EBITDA have economic substance because they are used by management as measures to analyze the performance of our business and are especially relevant in evaluating large, long-lived casino-hotel projects because they provide a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. We eliminate the results from discontinued operations at the time they are deemed discontinued. We also review pre-opening, development and other costs separately, as such expenses are also included in total project costs when assessing budgets and project returns, and because such costs relate to anticipated future revenues and income. We believe that Consolidated Adjusted EBITDA and Adjusted EBITDA are useful measures for investors because they are indicators of the performance of ongoing business operations. These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value of companies within our industry. In addition, our credit agreement and bond indentures require compliance with financial measures similar to Consolidated Adjusted EBITDA. Consolidated Adjusted EBITDA should not be considered as an alternative to operating income as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Adjusted EBITDA and Consolidated Adjusted EBITDA may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

[2] See Note 1, “Summary of Significant Accounting Policies,” for listing of properties included in each segment.

[3] Corporate and other includes revenues from Retama Park Racetrack (which we manage) and the Heartland Poker Tour. Corporate expenses represent payroll, professional fees, travel expenses and other general and administrative expenses not directly related to our casino and hotel operations. Corporate expenses that are directly attributable to a property are allocated to each applicable property. All other costs incurred relating to the management and consulting services provided by corporate headquarters to the properties are allocated to those properties based on their respective share of the monthly consolidated net revenues in the form of a management fee. The corporate management fee is excluded in the calculation of segment Adjusted EBITDA and is completely eliminated in any consolidated financial results.

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Investments, Restructuring and Acquisition Activities (Details) $ / shares in Units, $ in Thousands		3 Months Ended			9 Months Ended
	Jul. 20, 2015 USD ($) extension_period $ / shares	Sep. 30, 2015 USD ($) $ / shares	Jun. 30, 2015 USD ($)	Sep. 30, 2014 USD ($)	Sep. 30, 2015 USD ($) $ / shares	Sep. 30, 2014 USD ($)	Dec. 31, 2014 USD ($) $ / shares
Schedule of Equity Method Investments
Common stock, par value per share (in dollars per share) | $ / shares	$ 0.10	$ 0.10			$ 0.10		$ 0.10
Initial lease term	10 years
Number of renewal options | extension_period	5
Lease term in renewal periods	5 years
First annual rent payment	$ 377,000
Principal amount of debt to be refinanced by GLPI	2,700,000
Aggregate principal amount of bridge facility	$ 1,100,000
Loss from equity method investment		$ 0		$ 0	$ (83)	$ 0
Equity method investments, carrying value		1,700			1,700		$ 1,800
Impairment of goodwill					4,757	$ 0
Promissory notes		13,600			13,600		12,000
Held-to-maturity, corporate bonds		$ 14,400			$ 14,400		$ 14,800
Retama Partners
Schedule of Equity Method Investments
Percentage of voting interests acquired		75.50%			75.50%
Retama Partners
Schedule of Equity Method Investments
Impairment of goodwill			$ 3,300
Impairment of indefinite-lived intangible assets			$ 5,000
OpCo
Schedule of Equity Method Investments
Common stock conversion ratio	1
Gaming and Leisure Properties, Inc.
Schedule of Equity Method Investments
Common stock conversion ratio	0.85
Common stock, par value per share (in dollars per share) | $ / shares	$ 0.01
Term Loan
Schedule of Equity Method Investments
Aggregate principal amount of bridge facility	$ 900,000
Revolving Credit Facility
Schedule of Equity Method Investments
Aggregate principal amount of bridge facility	$ 200,000
Local government corporation bonds [Member]
Schedule of Equity Method Investments
Held-to-maturity, corporate bonds		$ 11,300			$ 11,300

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Employee Benefit Plans - Summary of Stock Options Activity (Details) - Stock Options - $ / shares	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Number of Stock Options
Options outstanding at January 1, 2015 (in shares)	5,568,628
Granted	169,090
Exercised	(523,469)
Canceled or forfeited	(29,903)
Options outstanding at September 30, 2015 (in shares)	5,184,346
Options exercisable at September 30, 2015	3,632,520
Expected to vest after September 30, 2015	1,175,282
Weighted Average Exercise Price
Options outstanding at January 1, 2015 (in dollars per share)	$ 15.17
Granted	26.51
Exercised	17.40
Canceled or forfeited	21.88
Options outstanding at September 30, 2015 (in dollars per share)	15.28
Options exercisable at September 30, 2015	12.84
Expected to vest after September 30, 2015	21.15
Weighted average grant date fair value of stock options	$ 9.44	$ 8.93

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Consolidating Condensed Financial Information Consolidating Condensed Financial Information - Statement of Operations (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
		Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Condensed Financial Statements, Captions
Subsidiary reporting information, assets		$ 41,400		$ 41,400
Revenues:
Gaming		513,680	$ 503,620	1,547,353	$ 1,477,041
Food and beverage		31,764	31,259	95,224	89,228
Lodging		14,860	14,485	39,488	39,077
Retail, entertainment and other		18,326	18,935	51,364	50,912
Total revenues		578,630	568,299	1,733,429	1,656,258
Expenses:
Gaming		276,758	271,306	823,603	785,903
Food and beverage		30,685	29,648	88,836	82,559
Lodging		7,277	6,715	19,408	18,309
Retail, entertainment and other		8,794	9,184	22,034	20,448
General and administrative		109,414	111,369	318,790	323,784
Depreciation and amortization		57,584	60,152	187,290	177,236
Pre-opening, development and other costs		4,037	1,598	11,712	11,917
Write-downs, reserves and recoveries, net		3,164	1,135	6,555	4,359
Total expenses and other costs		497,713	491,107	1,478,228	1,424,515
Operating income		80,917	77,192	255,201	231,743
Loss from equity method investment		0	0	(83)	0
Loss on early extinguishment of debt		0	0	0	(8,234)
Income tax expense		(2,422)	(6,975)	(12,673)	(8,072)
Income from continuing operations		13,468	7,719	56,340	24,147
Income (loss) from discontinued operations, net of income taxes		272	4,771	5,188	5,096
Net income		13,740	12,490	61,528	29,243
Net loss attributable to non-controlling interest		(9)	(16)	(1,271)	(52)
Net income attributable to Pinnacle Entertainment, Inc.		13,749	12,506	62,799	29,295
Pinnacle Entertainment, Inc.
Revenues:
Gaming		0	0	0	0
Food and beverage		0	0	0	0
Lodging		0	0	0	0
Retail, entertainment and other		0	100	100	100
Total revenues		0	100	100	100
Expenses:
Gaming		0	0	0	0
Food and beverage		0	0	0	0
Lodging		0	0	0	0
Retail, entertainment and other		0	0	0	0
General and administrative		24,500	24,100	70,100	75,400
Depreciation and amortization		2,000	1,300	8,300	4,900
Pre-opening, development and other costs		4,000	700	11,400	3,300
Write-downs, reserves and recoveries, net		300	0	3,200	3,000
Total expenses and other costs		30,800	26,100	93,000	86,600
Operating income		(30,800)	(26,000)	(92,900)	(86,500)
Equity in earnings of subsidiaries		77,200	69,700	248,300	210,800
Interest expense, net		(65,000)	(62,700)	(186,100)	(193,900)
Loss from equity method investment				0
Loss on early extinguishment of debt					(8,200)
Income (loss) from continuing operations before inter-company activity and income taxes		(18,600)	(19,000)	(30,700)	(77,800)
Management fee and inter-company interest		34,800	38,500	106,200	115,100
Income tax expense		(2,400)	(7,000)	(12,700)	(8,100)
Income from continuing operations		13,800	12,500	62,800	29,200
Income (loss) from discontinued operations, net of income taxes		0	0	0	0
Net income		13,800	12,500	62,800	29,200
Net loss attributable to non-controlling interest				0
Net income attributable to Pinnacle Entertainment, Inc.				62,800
100% Owned Guarantor Subsidiaries(a)
Revenues:
Gaming	[1]	513,700	503,600	1,547,300	1,477,000
Food and beverage	[1]	31,800	31,300	95,200	89,200
Lodging	[1]	14,800	14,500	39,500	39,100
Retail, entertainment and other	[1]	18,300	18,800	51,300	50,800
Total revenues	[1]	578,600	568,200	1,733,300	1,656,100
Expenses:
Gaming	[1]	276,700	271,300	823,600	785,900
Food and beverage	[1]	30,700	29,600	88,900	82,600
Lodging	[1]	7,300	6,700	19,400	18,300
Retail, entertainment and other	[1]	8,800	9,200	22,000	20,400
General and administrative	[1]	84,900	87,200	248,600	248,200
Depreciation and amortization	[1]	55,600	58,900	179,000	172,400
Pre-opening, development and other costs	[1]	0	800	200	8,300
Write-downs, reserves and recoveries, net	[1]	2,900	1,100	(5,100)	1,300
Total expenses and other costs	[1]	466,900	464,800	1,376,600	1,337,400
Operating income	[1]	111,700	103,400	356,700	318,700
Equity in earnings of subsidiaries	[1]	0	0	0	0
Interest expense, net	[1]	0	200	0	2,600
Loss from equity method investment	[1]			0
Loss on early extinguishment of debt	[1]				0
Income (loss) from continuing operations before inter-company activity and income taxes	[1]	111,700	103,600	356,700	321,300
Management fee and inter-company interest	[1]	(34,800)	(38,500)	(106,200)	(115,100)
Income tax expense	[1]	0	0	0	0
Income from continuing operations	[1]	76,900	65,100	250,500	206,200
Income (loss) from discontinued operations, net of income taxes	[1]	300	4,800	5,200	5,200
Net income	[1]	77,200	69,900	255,700	211,400
Net loss attributable to non-controlling interest	[1]			0
Net income attributable to Pinnacle Entertainment, Inc.	[1]			255,700
Non- Guarantor Subsidiaries(b)
Revenues:
Gaming	[2]	0	0	0	0
Food and beverage	[2]	0	0	0	0
Lodging	[2]	0	0	0	0
Retail, entertainment and other	[2]	0	0	0	0
Total revenues	[2]	0	0	0	0
Expenses:
Gaming	[2]	0	0	0	0
Food and beverage	[2]	0	0	0	0
Lodging	[2]	0	0	0	0
Retail, entertainment and other	[2]	0	0	0	0
General and administrative	[2]	0	100	100	200
Depreciation and amortization	[2]	0	0	0	0
Pre-opening, development and other costs	[2]	0	100	100	300
Write-downs, reserves and recoveries, net	[2]	0	0	8,400	0
Total expenses and other costs	[2]	0	200	8,600	500
Operating income	[2]	0	(200)	(8,600)	(500)
Equity in earnings of subsidiaries	[2]	0	0	0	0
Interest expense, net	[2]	0	0	0	0
Loss from equity method investment	[2]			(100)
Loss on early extinguishment of debt	[2]				0
Income (loss) from continuing operations before inter-company activity and income taxes	[2]	0	(200)	(8,700)	(500)
Management fee and inter-company interest	[2]	0	0	0	0
Income tax expense	[2]	0	0	0	0
Income from continuing operations	[2]	0	(200)	(8,700)	(500)
Income (loss) from discontinued operations, net of income taxes	[2]	0	0	0	(100)
Net income	[2]	0	(200)	(8,700)	(600)
Net loss attributable to non-controlling interest	[2]			(1,300)
Net income attributable to Pinnacle Entertainment, Inc.	[2]			(7,400)
Consolidating and Eliminating Entries
Revenues:
Gaming		0	0	0	0
Food and beverage		0	0	0	0
Lodging		0	0	0	0
Retail, entertainment and other		0	0	0	0
Total revenues		0	0	0	0
Expenses:
Gaming		0	0	0	0
Food and beverage		0	0	0	0
Lodging		0	0	0	0
Retail, entertainment and other		0	0	0	0
General and administrative		0	0	0	0
Depreciation and amortization		0	0	0	0
Pre-opening, development and other costs		0	0	0	0
Write-downs, reserves and recoveries, net		0	0	0	0
Total expenses and other costs		0	0	0	0
Operating income		0	0	0	0
Equity in earnings of subsidiaries		(77,200)	(69,700)	(248,300)	(210,800)
Interest expense, net		0	0	0	0
Loss from equity method investment				0
Loss on early extinguishment of debt					0
Income (loss) from continuing operations before inter-company activity and income taxes		(77,200)	(69,700)	(248,300)	(210,800)
Management fee and inter-company interest		0	0	0	0
Income tax expense		0	0	0	0
Income from continuing operations		(77,200)	(69,700)	(248,300)	(210,800)
Income (loss) from discontinued operations, net of income taxes		0	0	0	0
Net income		(77,200)	(69,700)	(248,300)	(210,800)
Net loss attributable to non-controlling interest				0
Net income attributable to Pinnacle Entertainment, Inc.				(248,300)
Pinnacle Entertainment, Inc. Consolidated
Revenues:
Gaming		513,700	503,600	1,547,300	1,477,000
Food and beverage		31,800	31,300	95,200	89,200
Lodging		14,800	14,500	39,500	39,100
Retail, entertainment and other		18,300	18,900	51,400	50,900
Total revenues		578,600	568,300	1,733,400	1,656,200
Expenses:
Gaming		276,700	271,300	823,600	785,900
Food and beverage		30,700	29,600	88,900	82,600
Lodging		7,300	6,700	19,400	18,300
Retail, entertainment and other		8,800	9,200	22,000	20,400
General and administrative		109,400	111,400	318,800	323,800
Depreciation and amortization		57,600	60,200	187,300	177,300
Pre-opening, development and other costs		4,000	1,600	11,700	11,900
Write-downs, reserves and recoveries, net		3,200	1,100	6,500	4,300
Total expenses and other costs		497,700	491,100	1,478,200	1,424,500
Operating income		80,900	77,200	255,200	231,700
Equity in earnings of subsidiaries		0	0	0	0
Interest expense, net		(65,000)	(62,500)	(186,100)	(191,300)
Loss from equity method investment				(100)
Loss on early extinguishment of debt					(8,200)
Income (loss) from continuing operations before inter-company activity and income taxes		15,900	14,700	69,000	32,200
Management fee and inter-company interest		0	0	0	0
Income tax expense		(2,400)	(7,000)	(12,700)	(8,100)
Income from continuing operations		13,500	7,700	56,300	24,100
Income (loss) from discontinued operations, net of income taxes		300	4,800	5,200	5,100
Net income		$ 13,800	$ 12,500	61,500	$ 29,200
Net loss attributable to non-controlling interest				(1,300)
Net income attributable to Pinnacle Entertainment, Inc.				$ 62,800

[1] As of September 30, 2015, the following material subsidiaries are identified as guarantors of our senior and senior subordinated notes: Belterra Resort Indiana, LLC; Boomtown, LLC; Casino Magic, LLC; Louisiana-I Gaming; PNK (Baton Rouge) Partnership; PNK (BOSSIER CITY), Inc.; PNK Development 7, LLC; PNK Development 8, LLC; PNK Development 9, LLC; PNK (LAKE CHARLES), L.L.C.; PNK (Ohio), LLC; PNK (Ohio) II, LLC; PNK (Ohio) III, LLC; PNK (River City), LLC; PNK (SAM), LLC; PNK (SAZ), LLC; Ameristar Casino Black Hawk, Inc.; Ameristar Casino Council Bluffs, Inc.; Ameristar Casino St. Charles, Inc.; Ameristar Casino Kansas City, Inc.; Ameristar Casino Vicksburg, Inc.; Cactus Pete’s, Inc.; Ameristar East Chicago Holdings, LLC; and Ameristar Casino East Chicago, LLC. In addition, certain other immaterial subsidiaries are also guarantors of our senior and senior subordinated notes.

[2] Guarantor subsidiaries of our senior and senior subordinated notes exclude subsidiaries with approximately $41.4 million in cash and other assets as of September 30, 2015, that include a subsidiary that owns a majority interest in the licensee of Retama Park Racetrack and certain other subsidiaries.

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Long-Term Debt

9 Months Ended

Sep. 30, 2015

Debt Disclosure [Abstract]

Long-Term Debt

Long-Term Debt

Long-term debt consisted of the following:

	September 30, 2015
	Outstanding Principal			Unamortized (Discount) Premium			Long-Term Debt, Net
	(in millions)
Senior Secured Credit Facility:
Revolving Credit Facility	$	715.1		$	—		$	715.1
Term B-2 Loans due 2020	361.0			(12.8		)	348.2
6.375% Senior Notes due 2021	850.0			—			850.0
7.50% Senior Notes due 2021	1,040.0			48.5			1,088.5
7.75% Senior Subordinated Notes due 2022	325.0			—			325.0
8.75% Senior Subordinated Notes due 2020	350.0			—			350.0
Other	0.1			—			0.1
Total debt including current maturities	3,641.2			35.7			3,676.9
Less current maturities	(11.0		)	—			(11.0		)
Total long-term debt	$	3,630.2		$	35.7		$	3,665.9

	December 31, 2014
	Outstanding Principal			Unamortized (Discount) Premium			Long-Term Debt, Net
	(in millions)
Senior Secured Credit Facility:
Revolving Credit Facility	$	606.6		$	—		$	606.6
Term B-2 Loans due 2020	782.2			(21.1		)	761.1
6.375% Senior Notes due 2021	850.0			—			850.0
7.50% Senior Notes due 2021	1,040.0			53.8			1,093.8
7.75% Senior Subordinated Notes due 2022	325.0			—			325.0
8.75% Senior Subordinated Notes due 2020	350.0			—			350.0
Other	0.1			—			0.1
Total debt including current maturities	3,953.9			32.7			3,986.6
Less current maturities	(11.0		)	—			(11.0		)
Total long-term debt	$	3,942.9		$	32.7		$	3,975.6

Senior Secured Credit Facility: In August 2013, we entered into an Amended and Restated Credit Agreement (“Credit Facility”), which amended and restated our Fourth Amended and Restated Credit Agreement dated as of August 2, 2011, as amended. The Credit Facility consists of (i) $1.6 billion of term loans comprised of $500.0 million of Tranche B-1 term loans and $1.1 billion of Tranche B-2 term loans and (ii) a $1.0 billion revolving credit commitment. As of September 30, 2015, we had approximately $715.1 million drawn under the $1.0 billion revolving credit facility, approximately $361.0 million outstanding principal Tranche B-2 term loan debt, and approximately $12.0 million committed under various letters of credit under our Credit Facility. We fully repaid the outstanding principal balances of our Tranche B-1 term loans during 2014. The outstanding principal on the Tranche B-2 term loans has been discounted on issuance for the reduction in the proceeds received when the transaction was consummated.

6.375% Senior Notes due 2021: In August 2013, we issued $850.0 million in aggregate principal amount of 6.375% senior notes due 2021 (“6.375% Notes”) to fund the acquisition of Ameristar. The 6.375% Notes bear interest at a rate of 6.375% per year, payable semi-annually in arrears on February 1st and August 1st of each year. The 6.375% Notes mature on August 1, 2021. Net of initial purchasers’ fees and various costs and expenses, proceeds from the offering were approximately $835.0 million.

7.50% Senior Notes due 2021: As part of the acquisition of Ameristar, we assumed $1.04 billion in aggregate principal amount of 7.50% Senior Notes due 2021 (“7.50% Notes”) that were originally issued by Ameristar. The 7.50% Notes bear interest at a rate of 7.50% per year, payable semi-annually in arrears on April 15th and October 15th of each year. The 7.50% Notes mature on April 15, 2021. The 7.50% Notes were recorded at fair value as part of the purchase price allocation with a premium of $72.8 million. In addition, a consent fee payment to the holders of the 7.50% Notes at acquisition was included as a discount component of the total carrying amount.

7.75% Senior Subordinated Notes due 2022: In March 2012, we issued $325.0 million in aggregate principal amount of 7.75% senior subordinated notes due 2022 (“7.75% Notes”). The 7.75% Notes were issued at par with interest payable on April 1st and October 1st of each year. The 7.75% Notes mature on April 1, 2022. Net of initial purchasers’ fees and various costs and expenses, proceeds from the offering were approximately $318.3 million.

8.75% Senior Subordinated Notes due 2020: In May 2010, we issued $350.0 million in aggregate principal amount of 8.75% senior subordinated notes due 2020 (“8.75% Notes”). The 8.75% Notes were issued at par with interest payable on May 15th and November 15th of each year. The 8.75% Notes mature on May 15, 2020. Net of the initial purchasers' fees and various costs and expenses, proceeds from the offering were approximately $341.5 million.

Financing in Connection with GLPI Transaction

In connection with the transactions contemplated by the Merger Agreement (as defined in Note 6, “Investments, Restructuring and Acquisition Activities”), we have entered into a commitment letter, dated July 20, 2015, with certain lenders to provide the required debt financing. For more information regarding the GLPI transaction, see Note 6, “Investments, Restructuring and Acquisition Activities.”

Interest expense, net, was as follows:

	For the three months ended September 30,						For the nine months ended September 30,
	2015			2014			2015			2014
	(in millions)
Interest expense	$	65.2		$	62.8		$	186.4		$	194.3
Interest income	(0.2		)	—			(0.3		)	(0.3		)
Capitalized interest	—			(0.3		)	—			(2.7		)
Interest expense, net	$	65.0		$	62.5		$	186.1		$	191.3

Interest expense is capitalized on internally constructed assets at our overall weighted average cost of borrowing. During the three months ended September 30, 2014, we capitalized interest on our Boomtown New Orleans hotel. During the nine months ended September 30, 2014, we capitalized interest on our Belterra Park re-development project and our Boomtown New Orleans hotel.

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Discontinued Operations and Assets Held for Sale - Additional Information (Details) $ in Millions	1 Months Ended			3 Months Ended	9 Months Ended
	Oct. 31, 2015 USD ($)	Apr. 30, 2015 USD ($) a	Nov. 30, 2013 USD ($)	Sep. 30, 2015 USD ($) a	Sep. 30, 2015 USD ($) a	Dec. 31, 2014 USD ($)
Lumiere Place
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Divestiture of business, purchase price, net						$ 250.3
Boomtown Reno
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of acres held from discontinued operation | a		783
Land available-for-sale		$ 8.3
Cash proceeds from sale of land		13.1
Gain on disposition of assets		4.8
Springfield, Massachusetts
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Land available-for-sale		3.5
Cash proceeds from sale of land		$ 12.0
Gain on disposition of assets					$ 8.4
Additional land for sale (acres) | a		40
Central City, Colorado
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Additional land for sale (acres) | a				2	2
Impairment charge				$ 0.4	$ 3.0
Ameristar Lake Charles
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash consideration			$ 209.8
Deferred consideration			$ 10.0
Subsequent Event | Central City, Colorado
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash proceeds from sale of land	$ 0.4

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Summary of Significant Accounting Policies - Summary of Complimentary Revenue and Associated Costs (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Food and beverage	$ 34.1	$ 35.2	$ 104.1	$ 102.1
Lodging	16.2	15.4	47.4	46.6
Other	4.6	4.9	13.7	13.0
Total promotional allowances	54.9	55.5	165.2	161.7
Promotional allowance costs included in gaming expense	$ 42.3	$ 42.1	$ 125.6	$ 119.4

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Summary of Significant Accounting Policies - Summary of Land, Buildings, Vessels and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Land, buildings, vessels and equipment:
Land and land improvements	$ 422,494	$ 401,860
Buildings, vessels and improvements	2,676,332	2,677,825
Furniture, fixtures and equipment	783,977	721,913
Construction in progress	22,713	75,609
Land, buildings, vessels and equipment, gross	3,905,516	3,877,207
Less: accumulated depreciation	(1,020,188)	(860,198)
Land, buildings, vessels and equipment, net	$ 2,885,328	$ 3,017,009

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Discontinued Operations and Assets Held for Sale - Summary of Revenues and Net Income (Loss) from Discontinued Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Discontinued Operations and Disposal Groups [Abstract]
Revenues	$ 0	$ 0	$ 0	$ 41,000
Income before income taxes	154	4,913	5,516	5,150
Income tax benefit (expense)	118	(142)	(328)	(54)
Income from discontinued operations, net of income taxes	$ 272	$ 4,771	$ 5,188	$ 5,096

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Summary of Significant Accounting Policies - Summary of Gaming Taxes (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Gaming taxes	$ 145.8	$ 142.1	$ 438.9	$ 416.4

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Summary of Significant Accounting Policies - Schedule of Pre-opening, Development and Other Costs (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
		Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Restructuring costs	[1]	$ 3,700	$ 900	$ 10,000	$ 900
Pre-opening, development and other costs		4,037	1,598	11,712	11,917
Belterra Park
Pre-opening, development and other costs	[2]	0	800	0	8,200
Corporate And Other Including Properties Under Development
Pre-opening, development and other costs	[3]	$ 300	$ (100)	$ 1,700	$ 2,800

[1] Amounts comprised of cost associated with the separation of our real estate assets from our operating assets. See Note 6, “Investment, Restructuring and Acquisition Activities.”

[2] Belterra Park opened on May 1, 2014.

[3] Amounts principally comprised of legal and advisory expenses, severance charges and other costs and expenses, including those related to the financing and integration of the acquisition of Ameristar Casinos, Inc. (“Ameristar”).

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Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Basis of Presentation and Organization. Pinnacle Entertainment, Inc. is an owner, operator and developer of casinos and related hospitality and entertainment facilities. References in these footnotes to “Pinnacle,” the “Company,” “we,” “our” or “us” refer to Pinnacle Entertainment, Inc. and its subsidiaries, except where stated or the context otherwise indicates.

We own and operate 15 gaming entertainment properties, located in Colorado, Indiana, Iowa, Louisiana, Mississippi, Missouri, Nevada, and Ohio. We also hold a majority interest in the racing license owner, and we are a party to a management contract, for Retama Park Racetrack located outside of San Antonio, Texas. In addition to these properties, we own and operate a live and televised poker tournament series under the trade name Heartland Poker Tour (“HPT”). We view each of our operating properties as an operating segment with the exception of our two properties in Jackpot, Nevada, which we view as one operating segment. For financial reporting purposes, we aggregate our operating segments into the following reportable segments:

Midwest segment, which includes:	Location
Ameristar Council Bluffs	Council Bluffs, Iowa
Ameristar East Chicago	East Chicago, Indiana
Ameristar Kansas City	Kansas City, Missouri
Ameristar St. Charles	St. Charles, Missouri
River City	St. Louis, Missouri
Belterra	Florence, Indiana
Belterra Park	Cincinnati, Ohio
South segment, which includes:	Location
Ameristar Vicksburg	Vicksburg, Mississippi
Boomtown Bossier City	Bossier City, Louisiana
Boomtown New Orleans	New Orleans, Louisiana
L'Auberge Baton Rouge	Baton Rouge, Louisiana
L'Auberge Lake Charles	Lake Charles, Louisiana
West segment, which includes:	Location
Ameristar Black Hawk	Black Hawk, Colorado
Cactus Petes and Horseshu	Jackpot, Nevada

The operating results of Lumière Place Casino, HoteLumière, the Four Seasons Hotel St. Louis, and related excess land parcels (collectively, the “Lumière Place Casino and Hotels”) and excess land associated with our former Boomtown Reno property have been classified as discontinued operations in our unaudited Condensed Consolidated Statements of Operations. In April 2014, we completed the sale of the ownership interests in the Lumière Place Casino and Hotels. We completed the sale of our excess land in Reno associated with our former Boomtown Reno operations in April 2015. For further information, see Note 7, “Discontinued Operations and Assets Held for Sale.” Our unaudited Condensed Consolidated Statements of Cash Flows have not been adjusted for discontinued operations.

On July 20, 2015, we entered into a definitive agreement with Gaming and Leisure Properties, Inc. (“GLPI”), a real estate investment trust, whereby GLPI will acquire substantially all of our real estate assets, excluding our Belterra Park property and excess land at certain locations. For more information regarding the GLPI transaction, see Note 6, “Investment, Restructuring and Acquisition Activities.”

Principles of Consolidation. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with the instructions of the Securities and Exchange Commission (the “SEC”) to the Quarterly Report on Form 10-Q and, therefore, do not include all information and notes necessary for complete financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”). The results for the periods indicated are unaudited, but reflect all adjustments, which are of a normal recurring nature, that management considers necessary for a fair presentation of operating results. The unaudited Condensed Consolidated Financial Statements include the accounts of Pinnacle Entertainment, Inc. and its subsidiaries. Investments in the common stock of unconsolidated affiliates in which we have the ability to exercise significant influence are accounted for under the equity method. All intercompany accounts and transactions have been eliminated in consolidation.

The results of operations for interim periods are not indicative of a full year of operations. These unaudited Condensed Consolidated Financial Statements and notes thereto should be read in conjunction with the Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K filed with the SEC for the fiscal year ended December 31, 2014.

Use of Estimates. The preparation of unaudited Condensed Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and (iii) the reported amounts of revenues and expenses during the reporting period. Estimates used by us include, among other things, the estimated useful lives for depreciable and amortizable assets, the estimated allowance for doubtful accounts receivable, estimated income tax provisions, the evaluation of the future realization of deferred tax assets, determining the adequacy of reserves for self-insured liabilities and our customer loyalty programs, estimated cash flows in assessing the recoverability of long-lived assets, asset impairments, goodwill and intangible assets, contingencies and litigation, and estimates of the forfeiture rate and expected life of share-based awards and stock price volatility when computing share-based compensation expense. Actual results may differ from those estimates.

Fair Value. Fair value measurements affect our accounting and impairment assessments of our long-lived assets, investments in unconsolidated affiliates, assets acquired in an acquisition, goodwill, and other intangible assets. Fair value measurements also affect our accounting for certain financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: “Level 1” inputs, such as quoted prices in an active market for identical assets or liabilities; “Level 2” inputs, which are observable inputs for similar assets; or “Level 3” inputs, which are unobservable inputs.

The following table presents a summary of fair value measurements by level for certain liabilities measured at fair value on a recurring basis in the unaudited Condensed Consolidated Balance Sheets:

			Fair Value Measurements Using:
	Total Fair Value		Level 1		Level 2		Level 3
	(in millions)
As of September 30, 2015
Liabilities:
Deferred compensation	$	0.4	$	0.4	$	—	$	—
As of December 31, 2014
Liabilities:
Deferred compensation	$	0.6	$	0.6	$	—	$	—

The following table presents a summary of fair value measurements by level for certain financial instruments not measured at fair value on a recurring basis in the unaudited Condensed Consolidated Balance Sheets for which it is practicable to estimate fair value:

					Fair Value Measurements Using:
	Total Carrying Amount		Total Fair Value		Level 1		Level 2		Level 3
	(in millions)
As of September 30, 2015
Assets:
Held-to-maturity securities	$	14.4	$	15.0	$	—	$	11.9	$	3.1
Promissory notes	$	13.6	$	19.1	$	—	$	19.1	$	—
Liabilities:
Long-term debt	$	3,676.9	$	3,788.7	$	—	$	3,788.7	$	—
As of December 31, 2014
Assets:
Held-to-maturity securities	$	14.8	$	21.7	$	—	$	18.5	$	3.2
Promissory notes	$	12.0	$	16.8	$	—	$	16.8	$	—
Liabilities:
Long-term debt	$	3,986.6	$	4,029.9	$	—	$	4,029.9	$	—

The estimated fair values for certain of our long-term held-to-maturity securities and our long-term promissory notes were based on Level 2 inputs using observable market data for comparable instruments in establishing prices.

The estimated fair values for certain of our long-term held-to-maturity securities were based on Level 3 inputs using a present value of future cash flow valuation technique that relies on management assumptions and qualitative observations. Key significant unobservable inputs in this technique include discount rate risk premiums and probability-weighted cash flow scenarios.

The estimated fair values of our long-term debt, which includes the fair value of our senior notes, senior subordinated notes, senior secured credit facility and term loans, were based on Level 2 inputs of observable market data on comparable debt instruments on or about September 30, 2015 and December 31, 2014.

The fair values of our short-term financial instruments approximate the carrying amounts due to their short-term nature.

Land, Buildings, Vessels and Equipment. Land, buildings, vessels and equipment are stated at cost. Land includes land not currently being used in our operations, which totaled $34.6 million as of September 30, 2015. We capitalize the costs of improvements that extend the life of the asset. We expense repair and maintenance costs as incurred. Gains or losses on the disposition of land, buildings, vessels and equipment are included in the determination of income.

We review the carrying amounts of our land, buildings, vessels and equipment used in our operations whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable from estimated future undiscounted cash flows expected to result from its use and eventual disposition. If the undiscounted cash flows exceed the carrying amount, no impairment is indicated. If the undiscounted cash flows do not exceed the carrying amount, then an impairment charge is recorded based on the fair value of the asset.

Development costs directly associated with the acquisition, development, and construction of a project are capitalized as a cost of the project, during the periods in which activities necessary to get the property ready for its intended use are in progress. The costs incurred for development projects are carried at cost. Interest costs associated with development projects are capitalized as part of the cost of the constructed asset. When no debt is incurred specifically for a project, interest is capitalized on amounts expended for the project using our weighted-average cost of borrowing. Capitalization of interest ceases when the project, or discernible portion of the project, is substantially complete. If substantially all of the construction activities of a project are suspended, capitalization of interest will cease until such activities are resumed. For further discussion, see Note 2, “Long-Term Debt.”

The following table presents a summary of our land, buildings, vessels and equipment:

	September 30, 2015			December 31, 2014
	(in millions)
Land, buildings, vessels and equipment:
Land and land improvements	$	422.5		$	401.9
Buildings, vessels and improvements	2,676.3			2,677.8
Furniture, fixtures and equipment	784.0			721.9
Construction in progress	22.7			75.6
Land, buildings, vessels and equipment, gross	3,905.5			3,877.2
Less: accumulated depreciation	(1,020.2		)	(860.2		)
Land, buildings, vessels and equipment, net	$	2,885.3		$	3,017.0

On July 20, 2015, we entered into a definitive agreement with GLPI, whereby GLPI will acquire substantially all of our real estate assets. For more information regarding the GLPI transaction, see Note 6, “Investment, Restructuring and Acquisition Activities.”

Equity Method Investments. We apply equity method accounting for investments when we do not control the investee, but have the ability to exercise significant influence over its operating and finance policies. Equity method investments are recorded at cost, with the allocable portion of the investee's income or loss reported in earnings, and adjusted for capital contributions to and distributions from the investee. Distributions in excess of equity method earnings, if any, are recognized as a return of investment and recorded as investing cash flows in the unaudited Condensed Consolidated Statements of Cash Flows. We review our equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amount of our investment may have experienced an other-than-temporary decline in value.

Goodwill and Other Intangible Assets. Goodwill consists of the excess of the acquisition cost over the fair value of the net assets acquired in business combinations. Indefinite-lived intangible assets include gaming licenses and trade names. Goodwill and other indefinite-lived intangible assets are subject to an annual assessment for impairment during the fourth quarter, or more frequently if there are indications of possible impairment. Amortizing intangible assets include customer relationships and favorable leasehold interests. We review amortizing intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

We recorded impairments to goodwill and other intangible assets at Pinnacle Retama Partners, LLC (“PRP”) and HPT during the nine months ended September 30, 2015. During the third quarter of 2015, we determined that there was an indication of impairment on the assets of HPT due to its operating performance. As a result, we recognized non-cash impairments on its goodwill, trade name, and customer relationship intangible assets, of $1.4 million, $0.2 million, and $0.7 million, respectively. The impairments were measured using discounted cash flow models, which utilized Level 3 inputs. During the second quarter of 2015, we determined that there was an indication of impairment on the assets of PRP due to the lack of legislative progress and on-going negative operating results at Retama Park Racetrack. As a result, we recognized non-cash impairments of the goodwill of PRP and the Retama Park Racetrack license of $3.3 million and $5.0 million, respectively, which fully impaired these intangible assets. The impairments were measured using probability-weighted discounted cash flow models, which utilized Level 3 inputs. PRP and HPT impairment charges are included in “Write-downs, reserves and recoveries, net” in our unaudited Condensed Consolidated Statements of Operations. See Note 5, “Write-downs, Reserves and Recoveries, Net,” and Note 6, “Investment, Restructuring and Acquisition Activities.”

There were no impairments to goodwill or other intangible assets recognized during the three months or nine months ended September 30, 2014.

In April 2015, we made our final installment payment of $25.0 million for Belterra Park's video lottery terminal license, which we had accrued as of December 31, 2014 in “Other accrued liabilities” in our unaudited Condensed Consolidated Balance Sheets.

Customer Loyalty Programs. We offer incentives to our customers through our mychoice customer loyalty program. Under the mychoice customer loyalty program, customers earn points based on their level of play that may be redeemed for various benefits, such as cash back, dining, or hotel stays, among others. The reward credit balance under the plan will be forfeited if the customer does not earn or use any reward credits over the prior six-month period. In addition, based on their level of play, customers can earn additional benefits without redeeming points, such as a car lease, among other items.

We accrue a liability for the estimated cost of providing these benefits as the benefits are earned. Estimates and assumptions are made regarding cost of providing the benefits, breakage rates, and the mix of goods and services customers will choose. We use historical data to assist in the determination of estimated accruals. Changes in estimates or customer redemption habits could produce significantly different results. As of September 30, 2015 and December 31, 2014, we had accrued $22.8 million and $26.6 million, respectively, for the estimated cost of providing mychoice benefits. Such amounts are included in “Other accrued liabilities” in our unaudited Condensed Consolidated Balance Sheets.

Revenue Recognition. Gaming revenues consist of the net win from gaming activities, which is the difference between amounts wagered and amounts paid to winning patrons. Cash discounts and other cash incentives to customers related to gaming play are recorded as a reduction to gaming revenue. Food and beverage, lodging, retail, entertainment, and other operating revenues are recognized as products are delivered or services are performed. Advance deposits on lodging are recorded as accrued liabilities until services are provided to the customer.

The retail value of food and beverage, lodging and other services furnished to guests on a complimentary basis is included in revenues and then deducted as promotional allowances in calculating total revenues. The estimated cost of providing such promotional allowances is primarily included in gaming expenses. Complimentary revenues that have been excluded from the accompanying unaudited Condensed Consolidated Statements of Operations were as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Food and beverage	$	34.1	$	35.2	$	104.1	$	102.1
Lodging	16.2		15.4		47.4		46.6
Other	4.6		4.9		13.7		13.0
Total promotional allowances	$	54.9	$	55.5	$	165.2	$	161.7

The costs to provide such complimentary benefits were as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Promotional allowance costs included in gaming expense	$	42.3	$	42.1	$	125.6	$	119.4

Gaming Taxes. We are subject to taxes based on gross gaming revenues in the jurisdictions in which we operate, subject to applicable jurisdictional adjustments. These gaming taxes are an assessment on our gaming revenues and are recorded as a gaming expense in our unaudited Condensed Consolidated Statements of Operations. These taxes were as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Gaming taxes	$	145.8	$	142.1	$	438.9	$	416.4

Pre-opening, Development and Other Costs. Pre-opening, development and other costs consist of payroll costs to hire, employ and train the workforce prior to opening an operating facility; marketing campaigns prior to and in connection with the opening; legal and professional fees related to the project but not otherwise attributable to depreciable assets; lease payments; real estate taxes; acquisition costs; restructuring costs; and other costs prior to the opening of an operating facility. Pre-opening, development and other costs are expensed as incurred. Pre-opening, development and other costs consist of the following:

	For the three months ended September 30,					For the nine months ended September 30,
	2015		2014			2015		2014
	(in millions)
Restructuring costs (1)	$	3.7	$	0.9		$	10.0	$	0.9
Belterra Park (2)	—		0.8			—		8.2
Other (3)	0.3		(0.1		)	1.7		2.8
Total pre-opening, development and other costs	$	4.0	$	1.6		$	11.7	$	11.9

(1) Amounts comprised of cost associated with the separation of our real estate assets from our operating assets. See Note 6, “Investment, Restructuring and Acquisition Activities.”

(2) Belterra Park opened on May 1, 2014.

(3) Amounts principally comprised of legal and advisory expenses, severance charges and other costs and expenses, including those related to the financing and integration of the acquisition of Ameristar Casinos, Inc. (“Ameristar”).

Earnings Per Share. The computation of basic and diluted earnings per share (“EPS”) is based on net income attributable to Pinnacle Entertainment, Inc. divided by the basic weighted average number of common shares and diluted weighted average number of common shares, respectively. Diluted earnings per share reflect the addition of potentially dilutive securities, which include in-the-money stock options and restricted stocks units. A total of 0.1 million and 0.2 million out-of-the-money stock options were excluded from the calculation of diluted earnings per share for the three and nine months ended September 30, 2015, respectively, as compared to a total of 1.8 million and 1.5 million out-of-the-money stock options excluded from the calculation of diluted earnings per share, respectively, for the corresponding prior-year periods, because including them would have been anti-dilutive.

Reclassifications. The unaudited Condensed Consolidated Financial Statements reflect certain reclassifications to prior year amounts to conform to classification in the current period. These reclassifications had no effect on the previously reported net income amounts.

Recently Issued Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued an accounting standards update in connection with reporting discontinued operations and disclosures of disposals of components of entities. The accounting standards update changes the criteria for reporting discontinued operations. Under the amendment, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when any of the following occurs: (i) the component of an entity or group of components of an entity meets the criteria to be classified as held for sale; (ii) the component of an entity or group of components of an entity is disposed of by sale; and (iii) the component of an entity or group of components of an entity is disposed of other than by sale. This new guidance is effective prospectively for all disposals (or classifications as held for sale) of components of an entity and all business activities, on acquisition, that are classified as held for sale that occur within annual periods beginning on or after December 15, 2014, and interim periods within those years. We adopted this guidance during the first quarter of 2015 and it did not have a material impact on our unaudited Condensed Consolidated Financial Statements.

In May 2014, as part of its ongoing efforts to assist in the convergence of GAAP and International Financial Reporting Standards, the FASB issued a new standard related to revenue recognition. Under the new standard, recognition of revenue occurs when a customer obtains control of promised services or goods in an amount that reflects the consideration to which the entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts. In July 2015, the FASB approved the deferral of this new standard to be effective for fiscal years beginning after December 15, 2017. We are currently evaluating the impact of adopting this accounting standard on our unaudited Condensed Consolidated Financial Statements.

In June 2014, the FASB issued an accounting standards update with respect to performance share awards. This accounting standards update requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period or periods for which the requisite service has already been rendered. The effective date for this update is for the annual and interim periods beginning after December 15, 2015. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on our unaudited Condensed Consolidated Financial Statements.

In April 2015, the FASB issued an accounting standards update which changes the presentation of debt issuance costs in financial statements. Under the new standard, an entity presents such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. The amortization of the costs is reported as interest expense. In August 2015, the FASB issued an accounting standards update which clarifies that companies may continue to present unamortized debt issuance costs associated with line of credit arrangements as an asset. The new guidance should be applied on a retrospective basis, wherein the balance sheet of each individual period should be adjusted to reflect the period-specific effects of applying the new guidance. The effective dates for these updates are for the annual and interim periods beginning after December 15, 2015. Early adoption is permitted. We intend to early adopt these standards, which are not expected to have a material impact on our unaudited Condensed Consolidated Financial Statements, effective December 31, 2015.

A variety of proposed or otherwise potential accounting standards are currently under review and study by standard-setting organizations and certain regulatory agencies. Given the tentative and preliminary nature of such proposed standards, we have not yet determined the effect, if any, that the implementation of any such proposed or revised standards would have on our unaudited Condensed Consolidated Financial Statements.

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Long-Term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014	Aug. 31, 2013	Mar. 31, 2012	May. 31, 2010
Debt Instrument [Line Items]
Outstanding Principal	$ 3,641,200	$ 3,953,957
Unamortized (Discount) Premium	35,729	32,697
Long-Term Debt, Net	3,676,900	3,986,654
Less current maturities	(11,006)	(11,006)
Long-term Debt, Excluding Current Maturities, Outstanding Principal	3,630,197	3,942,951
Long-term debt less current portion	3,665,926	3,975,648
Revolving Credit Facility
Debt Instrument [Line Items]
Outstanding Principal	715,100	606,600
Unamortized (Discount) Premium	0	0
Long-Term Debt, Net	715,100	606,600
Term B-2 Loans due 2020
Debt Instrument [Line Items]
Outstanding Principal	361,000	782,200
Unamortized (Discount) Premium	(12,800)	(21,100)
Long-Term Debt, Net	348,200	761,100
6.375% Senior Notes due 2021
Debt Instrument [Line Items]
Outstanding Principal	850,000	850,000
Unamortized (Discount) Premium	0	0
Long-Term Debt, Net	$ 850,000	$ 850,000
Interest rate, stated percentage	6.375%	6.375%	6.375%
7.50% Senior Notes due 2021
Debt Instrument [Line Items]
Outstanding Principal	$ 1,040,000	$ 1,040,000
Unamortized (Discount) Premium	48,500	53,800
Long-Term Debt, Net	$ 1,088,500	$ 1,093,800
Interest rate, stated percentage	7.50%	7.50%	7.50%
7.75% Senior Subordinated Notes due 2022
Debt Instrument [Line Items]
Outstanding Principal	$ 325,000	$ 325,000
Unamortized (Discount) Premium	0	0
Long-Term Debt, Net	$ 325,000	$ 325,000
Interest rate, stated percentage	7.75%	7.75%		7.75%
8.75% Senior Subordinated Notes due 2020
Debt Instrument [Line Items]
Outstanding Principal	$ 350,000	$ 350,000
Unamortized (Discount) Premium	0	0
Long-Term Debt, Net	$ 350,000	$ 350,000
Interest rate, stated percentage	8.75%	8.75%			8.75%
Other
Debt Instrument [Line Items]
Outstanding Principal	$ 100	$ 100
Unamortized (Discount) Premium	0	0
Long-Term Debt, Net	$ 100	$ 100

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Write-downs, Reserves and Recoveries, Net - Summary of Write-downs, Reserves and Recoveries, Net (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Write Downs, Reserves and Recoveries, Net [Line Items]
Lease abandonment				$ 2,900
Impairment of long-lived assets			$ 3,380	5,132
Impairment of goodwill			4,757	0
Impairment of other intangible assets			5,845	0
Write-downs, reserves and recoveries, net	$ 3,164	$ 1,135	6,555	4,359
Continuing Operations
Write Downs, Reserves and Recoveries, Net [Line Items]
Loss (gain) on disposals of long-lived assets, net	500	700	(6,700)	1,000
Lease abandonment	0	0	0
Impairment of long-lived assets	400	400	3,400	500
Impairment of goodwill	1,400	0	4,700	0
Impairment of other intangible assets	900	0	5,900	0
Other write-downs, reserves and (recoveries)	$ 0	$ 0	$ (800)	$ 0

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenues:
Gaming	$ 513,680	$ 503,620	$ 1,547,353	$ 1,477,041
Food and beverage	31,764	31,259	95,224	89,228
Lodging	14,860	14,485	39,488	39,077
Retail, entertainment and other	18,326	18,935	51,364	50,912
Total revenues	578,630	568,299	1,733,429	1,656,258
Expenses and other costs:
Gaming	276,758	271,306	823,603	785,903
Food and beverage	30,685	29,648	88,836	82,559
Lodging	7,277	6,715	19,408	18,309
Retail, entertainment and other	8,794	9,184	22,034	20,448
General and administrative	109,414	111,369	318,790	323,784
Depreciation and amortization	57,584	60,152	187,290	177,236
Pre-opening, development and other costs	4,037	1,598	11,712	11,917
Write-downs, reserves and recoveries, net	3,164	1,135	6,555	4,359
Total expenses and other costs	497,713	491,107	1,478,228	1,424,515
Operating income	80,917	77,192	255,201	231,743
Interest expense, net	(65,027)	(62,498)	(186,105)	(191,290)
Loss on early extinguishment of debt	0	0	0	(8,234)
Loss from equity method investment	0	0	(83)	0
Income from continuing operations before income taxes	15,890	14,694	69,013	32,219
Income tax expense	(2,422)	(6,975)	(12,673)	(8,072)
Income from continuing operations	13,468	7,719	56,340	24,147
Income from discontinued operations, net of income taxes	272	4,771	5,188	5,096
Net income	13,740	12,490	61,528	29,243
Net loss attributable to non-controlling interest	(9)	(16)	(1,271)	(52)
Net income attributable to Pinnacle Entertainment, Inc.	$ 13,749	$ 12,506	$ 62,799	$ 29,295
Net income per common share—basic
Income from continuing operations (in dollars per share)	$ 0.22	$ 0.13	$ 0.94	$ 0.41
Income from discontinued operations, net of income taxes (in dollars per share)	0.00	0.08	0.09	0.09
Net income per common share—basic (in dollars per share)	0.22	0.21	1.03	0.50
Net income per common share—diluted
Income from continuing operations (in dollars per share)	0.22	0.13	0.91	0.39
Income from discontinued operations, net of income taxes (in dollars per share)	0.00	0.08	0.08	0.08
Net income per common share—diluted (in dollars per share)	$ 0.22	$ 0.21	$ 0.99	$ 0.47
Number of shares—basic	61,187	59,817	60,936	59,560
Number of shares—diluted	63,591	61,800	63,191	61,493

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Discontinued Operations and Assets Held for Sale - Net Assets for Entities and Operations Included in Discontinued Operations (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Assets:
Land, buildings, vessels and equipment, net	$ 325	$ 11,834
Other assets, net	9,451	9,426
Assets held for sale and assets of discontinued operations	9,776	21,260
Liabilities:
Total liabilities	63	413
Net assets	$ 9,700	$ 20,800

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CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - 9 months ended Sep. 30, 2015 - USD ($) shares in Thousands, $ in Thousands	Total	Capital Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income	Treasury Stock	Total Pinnacle Stockholders' Equity	Non-Controlling Interest
Beginning balance, shares at Dec. 31, 2014		59,980
Beginning balance at Dec. 31, 2014	$ 289,382	$ 6,635	$ 1,096,508	$ (754,206)	$ 132	$ (71,090)	$ 277,979	$ 11,403
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	61,528			62,799			62,799	(1,271)
Share-based compensation	12,972		12,972				12,972
Common stock issuance and option exercises, shares		891
Common stock issuance and option exercises	8,994	$ 89	8,905				8,994
Other	(871)		(871)				(871)
Ending balance, shares at Sep. 30, 2015		60,871
Ending balance at Sep. 30, 2015	$ 372,005	$ 6,724	$ 1,117,514	$ (691,407)	$ 132	$ (71,090)	$ 361,873	$ 10,132

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Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Tax Disclosure [Abstract]
Effective income tax rate for continuing operations	15.20%	47.50%	18.40%	25.10%
Income tax expense	$ 2,422	$ 6,975	$ 12,673	$ 8,072
Federal statutory income tax rate			35.00%

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Write-downs, Reserves and Recoveries, Net Write-downs, Reserves and Recoveries, Net (Tables)

9 Months Ended

Sep. 30, 2015

Write Downs Reserves And Recoveries Net Abstract

Schedule of Write Downs, Reserves and Recoveries, Net

Write-downs, reserves and recoveries, net consist of the following:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015			2014
	(in millions)
Loss (gain) on disposals of long-lived assets, net	$	0.5	$	0.7	$	(6.7	)	$	1.0
Lease abandonment	—		—		—			2.9
Impairment of long-lived assets	0.4		0.4		3.4			0.5
Impairment of goodwill	1.4		—		4.7			—
Impairment of other intangible assets	0.9		—		5.9			—
Other write-downs, reserves and (recoveries)	—		—		(0.8		)	—
Write-downs, reserves and recoveries, net	$	3.2	$	1.1	$	6.5		$	4.4

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Employee Benefit Plans - Additional Information (Details) - USD ($) $ in Thousands, shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based awards outstanding	7.3		7.3
Share-based awards available for grant	0.5		0.5
Share-based compensation expense	$ 4,100	$ 1,400	$ 13,000	$ 10,100
Unamortized compensation costs not yet expensed, options	11,900		11,900
Cash received as a result of exercise of stock options			8,905	6,352
Unamortized compensation costs not yet expensed, non-vested restricted stock units	$ 21,300		$ 21,300
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average period over which costs will be recognized			1 year
Cash received as a result of exercise of stock options			$ 8,900	$ 6,400
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average period over which costs will be recognized			2 years

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Consolidating Condensed Financial Information (Tables)

9 Months Ended

Sep. 30, 2015

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Schedule of Condensed Consolidating Financial Statements

In lieu thereof, we include the following:

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)		Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
Statements of Operations
For the three months ended September 30, 2015
Revenues:
Gaming	$	—		$	513.7		$	—	$	—		$	513.7
Food and beverage	—			31.8			—		—			31.8
Lodging	—			14.8			—		—			14.8
Retail, entertainment and other	—			18.3			—		—			18.3
	—			578.6			—		—			578.6
Expenses:
Gaming	—			276.7			—		—			276.7
Food and beverage	—			30.7			—		—			30.7
Lodging	—			7.3			—		—			7.3
Retail, entertainment and other	—			8.8			—		—			8.8
General and administrative	24.5			84.9			—		—			109.4
Depreciation and amortization	2.0			55.6			—		—			57.6
Pre-opening, development and other costs	4.0			—			—		—			4.0
Write-downs, reserves and recoveries, net	0.3			2.9			—		—			3.2
	30.8			466.9			—		—			497.7
Operating income (loss)	(30.8		)	111.7			—		—			80.9
Equity in earnings of subsidiaries	77.2			—			—		(77.2		)	—
Interest expense, net	(65.0		)	—			—		—			(65.0		)
Income (loss) from continuing operations before inter-company activity and income taxes	(18.6		)	111.7			—		(77.2		)	15.9
Management fee and inter-company interest	34.8			(34.8		)	—		—			—
Income tax expense	(2.4		)	—			—		—			(2.4		)
Income (loss) from continuing operations	13.8			76.9			—		(77.2		)	13.5
Income from discontinued operations, net of income taxes	—			0.3			—		—			0.3
Net income (loss)	$	13.8		$	77.2		$	—	$	(77.2	)	$	13.8

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
For the nine months ended September 30, 2015
Revenues:
Gaming	$	—		$	1,547.3		$	—		$	—		$	1,547.3
Food and beverage	—			95.2			—			—			95.2
Lodging	—			39.5			—			—			39.5
Retail, entertainment and other	0.1			51.3			—			—			51.4
	0.1			1,733.3			—			—			1,733.4
Expenses:
Gaming	—			823.6			—			—			823.6
Food and beverage	—			88.9			—			—			88.9
Lodging	—			19.4			—			—			19.4
Retail, entertainment and other	—			22.0			—			—			22.0
General and administrative	70.1			248.6			0.1			—			318.8
Depreciation and amortization	8.3			179.0			—			—			187.3
Pre-opening, development and other costs	11.4			0.2			0.1			—			11.7
Write-downs, reserves and recoveries, net	3.2			(5.1		)	8.4			—			6.5
	93.0			1,376.6			8.6			—			1,478.2
Operating income (loss)	(92.9		)	356.7			(8.6		)	—			255.2
Equity in earnings of subsidiaries	248.3			—			—			(248.3		)	—
Interest expense, net	(186.1		)	—			—			—			(186.1		)
Loss from equity method investment	—			—			(0.1		)	—			(0.1		)
Income (loss) from continuing operations before inter-company activity and income taxes	(30.7		)	356.7			(8.7		)	(248.3		)	69.0
Management fee and inter-company interest	106.2			(106.2		)	—			—			—
Income tax expense	(12.7		)	—			—			—			(12.7		)
Income (loss) from continuing operations	62.8			250.5			(8.7		)	(248.3		)	56.3
Income from discontinued operations, net of income taxes	—			5.2			—			—			5.2
Net income (loss)	62.8			255.7			(8.7		)	(248.3		)	61.5
Net loss attributable to non-controlling interest	—			—			(1.3		)	—			(1.3		)
Net income (loss) attributable to Pinnacle Entertainment, Inc.	$	62.8		$	255.7		$	(7.4	)	$	(248.3	)	$	62.8

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
For the three months ended September 30, 2014
Revenues:
Gaming	$	—		$	503.6		$	—		$	—		$	503.6
Food and beverage	—			31.3			—			—			31.3
Lodging	—			14.5			—			—			14.5
Retail, entertainment and other	0.1			18.8			—			—			18.9
	0.1			568.2			—			—			568.3
Expenses:
Gaming	—			271.3			—			—			271.3
Food and beverage	—			29.6			—			—			29.6
Lodging	—			6.7			—			—			6.7
Retail, entertainment and other	—			9.2			—			—			9.2
General and administrative	24.1			87.2			0.1			—			111.4
Depreciation and amortization	1.3			58.9			—			—			60.2
Pre-opening, development and other costs	0.7			0.8			0.1			—			1.6
Write-downs, reserves and recoveries, net	—			1.1			—			—			1.1
	26.1			464.8			0.2			—			491.1
Operating income (loss)	(26.0		)	103.4			(0.2		)	—			77.2
Equity in earnings of subsidiaries	69.7			—			—			(69.7		)	—
Interest expense, net	(62.7		)	0.2			—			—			(62.5		)
Income (loss) from continuing operations before inter-company activity and income taxes	(19.0		)	103.6			(0.2		)	(69.7		)	14.7
Management fee and inter-company interest	38.5			(38.5		)	—			—			—
Income tax expense	(7.0		)	—			—			—			(7.0		)
Income (loss) from continuing operations	12.5			65.1			(0.2		)	(69.7		)	7.7
Income from discontinued operations, net of income taxes	—			4.8			—			—			4.8
Net income (loss)	$	12.5		$	69.9		$	(0.2	)	$	(69.7	)	$	12.5

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
For the nine months ended September 30, 2014
Revenues:
Gaming	$	—		$	1,477.0		$	—		$	—		$	1,477.0
Food and beverage	—			89.2			—			—			89.2
Lodging	—			39.1			—			—			39.1
Retail, entertainment and other	0.1			50.8			—			—			50.9
	0.1			1,656.1			—			—			1,656.2
Expenses:
Gaming	—			785.9			—			—			785.9
Food and beverage	—			82.6			—			—			82.6
Lodging	—			18.3			—			—			18.3
Retail, entertainment and other	—			20.4			—			—			20.4
General and administrative	75.4			248.2			0.2			—			323.8
Depreciation and amortization	4.9			172.4			—			—			177.3
Pre-opening, development and other costs	3.3			8.3			0.3			—			11.9
Write-downs, reserves and recoveries, net	3.0			1.3			—			—			4.3
	86.6			1,337.4			0.5			—			1,424.5
Operating income (loss)	(86.5		)	318.7			(0.5		)	—			231.7
Equity in earnings of subsidiaries	210.8			—			—			(210.8		)	—
Interest expense, net	(193.9		)	2.6			—			—			(191.3		)
Loss on early extinguishment of debt	(8.2		)	—			—			—			(8.2		)
Income (loss) from continuing operations before inter-company activity and income taxes	(77.8		)	321.3			(0.5		)	(210.8		)	32.2
Management fee and inter-company interest	115.1			(115.1		)	—			—			—
Income tax expense	(8.1		)	—			—			—			(8.1		)
Income (loss) from continuing operations	29.2			206.2			(0.5		)	(210.8		)	24.1
Income (loss) from discontinued operations, net of income taxes	—			5.2			(0.1		)	—			5.1
Net income (loss)	$	29.2		$	211.4		$	(0.6	)	$	(210.8	)	$	29.2

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)		Non- Guarantor Subsidiaries(b)		Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
Balance Sheets
As of September 30, 2015
Current assets, excluding discontinued operations	$	51.6		$	131.3	$	10.3	$	—		$	193.2
Property and equipment, net	23.2			2,856.9		5.2		—			2,885.3
Goodwill	—			914.5		—		—			914.5
Intangible assets, net	—			511.5		—		—			511.5
Other non-current assets	45.3			3.4		25.9		—			74.6
Investment in subsidiaries	4,610.9			—		—		(4,610.9		)	—
Assets held for sale and assets of discontinued operations	0.3			9.5		—		—			9.8
Inter-company	—			642.3		—		(642.3		)	—
Total assets	$	4,731.3		$	5,069.4	$	41.4	$	(5,253.2	)	$	4,588.9
Current liabilities, excluding discontinued operations	$	115.0		$	207.3	$	—	$	—		$	322.3
Long-term debt less current portion	3,665.8			0.1		—		—			3,665.9
Other non-current liabilities	(52.5		)	281.1		—		—			228.6
Liabilities held for sale and liabilities of discontinued operations	—			0.1		—		—			0.1
Inter-company	641.1			—		1.2		(642.3		)	—
Total liabilities	4,369.4			488.6		1.2		(642.3		)	4,216.9
Total Pinnacle stockholders' equity	361.9			4,580.8		30.1		(4,610.9		)	361.9
Non-controlling interest	—			—		10.1		—			10.1
Total stockholders' equity	361.9			4,580.8		40.2		(4,610.9		)	372.0
Total liabilities and stockholders' equity	$	4,731.3		$	5,069.4	$	41.4	$	(5,253.2	)	$	4,588.9
As of December 31, 2014
Current assets, excluding discontinued operations	$	73.4		$	184.5	$	23.3	$	(23.3	)	$	257.9
Property and equipment, net	34.3			2,977.2		5.4		—			3,016.9
Goodwill	—			916.0		3.3		—			919.3
Intangible assets, net	—			524.3		5.0		—			529.3
Other non-current assets	60.0			4.6		24.4		—			89.0
Investment in subsidiaries	4,470.8			—		—		(4,470.8		)	—
Assets held for sale and assets of discontinued operations	3.6			17.7		—		—			21.3
Inter-company	—			352.0		—		(352.0		)	—
Total assets	$	4,642.1		$	4,976.3	$	61.4	$	(4,846.1	)	$	4,833.7
Current liabilities, excluding discontinued operations	$	100.8		$	273.1	$	—	$	(23.3	)	$	350.6
Long-term debt less current portion	3,975.5			0.1		—		—			3,975.6
Other non-current liabilities	(63.0		)	280.7		—		—			217.7
Liabilities held for sale and liabilities of discontinued operations	—			0.4		—		—			0.4
Inter-company	350.8			—		1.2		(352.0		)	—
Total liabilities	4,364.1			554.3		1.2		(375.3		)	4,544.3
Total Pinnacle stockholders' equity	278.0			4,422.0		48.8		(4,470.8		)	278.0
Non-controlling interest	—			—		11.4		—			11.4
Total stockholders' equity	278.0			4,422.0		60.2		(4,470.8		)	289.4
Total liabilities and stockholders' equity	$	4,642.1		$	4,976.3	$	61.4	$	(4,846.1	)	$	4,833.7

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries		Pinnacle Entertainment, Inc. Consolidated
	(in millions)
Statements of Cash Flows
For the nine months ended September 30, 2015
Cash provided by operating activities	$	281.0		$	23.7		$	12.0		$	—	$	316.7
Capital expenditures	(1.8		)	(55.7		)	—			—		(57.5		)
Net proceeds from dispositions of discontinued operations and assets held for sale	—			25.1			—			—		25.1
Purchase of intangible asset	—			(25.0		)	—			—		(25.0		)
Restricted cash	5.7			—			—			—		5.7
Other	25.1			(24.8		)	(1.6		)	—		(1.3		)
Cash provided by (used in) investing activities	29.0			(80.4		)	(1.6		)	—		(53.0		)
Proceeds from credit facility	353.8			—			—			—		353.8
Repayments under credit facility	(666.6		)	—			—			—		(666.6		)
Other	7.4			—			—			—		7.4
Cash used in financing activities	(305.4		)	—			—			—		(305.4		)
Change in cash and cash equivalents	4.6			(56.7		)	10.4			—		(41.7		)
Cash and cash equivalents, beginning of period	6.4			158.3			—			—		164.7
Cash and cash equivalents, end of period	$	11.0		$	101.6		$	10.4		$	—	$	123.0
For the nine months ended September 30, 2014
Cash provided by (used in) operating activities	$	111.3		$	163.1		$	(3.9	)	$	—	$	270.5
Capital expenditures	(9.8		)	(178.9		)	—			—		(188.7		)
Net proceeds from disposition of discontinued operations and assets held for sale	—			258.5			—			—		258.5
Purchase of intangible asset	—			(25.0		)	—			—		(25.0		)
Escrow refund	—			25.0			—			—		25.0
Restricted cash	5.9			—			—			—		5.9
Other	258.2			(258.8		)	0.4			—		(0.2		)
Cash provided by (used in) investing activities	254.3			(179.2		)	0.4			—		75.5
Proceeds from credit facility	217.6			—			—			—		217.6
Repayments under credit facility	(612.8		)	—			—			—		(612.8		)
Other	5.6			—			—			—		5.6
Cash used in financing activities	(389.6		)	—			—			—		(389.6		)
Change in cash and cash equivalents	(24.0		)	(16.1		)	(3.5		)	—		(43.6		)
Cash and cash equivalents, beginning of period	28.6			142.3			27.7			—		198.6
Cash and cash equivalents, end of period	$	4.6		$	126.2		$	24.2		$	—	$	155.0

_______________________ 

(a) As of September 30, 2015, the following material subsidiaries are identified as guarantors of our senior and senior subordinated notes: Belterra Resort Indiana, LLC; Boomtown, LLC; Casino Magic, LLC; Louisiana-I Gaming; PNK (Baton Rouge) Partnership; PNK (BOSSIER CITY), Inc.; PNK Development 7, LLC; PNK Development 8, LLC; PNK Development 9, LLC; PNK (LAKE CHARLES), L.L.C.; PNK (Ohio), LLC; PNK (Ohio) II, LLC; PNK (Ohio) III, LLC; PNK (River City), LLC; PNK (SAM), LLC; PNK (SAZ), LLC; Ameristar Casino Black Hawk, Inc.; Ameristar Casino Council Bluffs, Inc.; Ameristar Casino St. Charles, Inc.; Ameristar Casino Kansas City, Inc.; Ameristar Casino Vicksburg, Inc.; Cactus Pete’s, Inc.; Ameristar East Chicago Holdings, LLC; and Ameristar Casino East Chicago, LLC. In addition, certain other immaterial subsidiaries are also guarantors of our senior and senior subordinated notes.

(b) Guarantor subsidiaries of our senior and senior subordinated notes exclude subsidiaries with approximately $41.4 million in cash and other assets as of September 30, 2015, that include a subsidiary that owns a majority interest in the licensee of Retama Park Racetrack and certain other subsidiaries.

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Cash flows from operating activities:
Net income	$ 61,528	$ 29,243
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	187,290	177,236
Gain on sales or disposals of long-lived assets, net	(11,526)	(1,327)
Loss from equity method investment	83	0
Loss on early extinguishment of debt	0	8,234
Impairment of goodwill	4,757	0
Impairment of other intangible assets	5,845	0
Impairment of land, buildings, vessels and equipment	3,380	5,132
Amortization of debt issuance costs and debt discounts/premiums	10,085	8,370
Share-based compensation expense	12,972	10,126
Change in income taxes	29,954	7,024
Changes in operating assets and liabilities:
Receivables, net	(849)	6,008
Prepaid expenses and other	6,755	(7,801)
Accounts payable, accrued expenses and other	6,476	28,282
Net cash provided by operating activities	316,750	270,527
Cash flows from investing activities:
Capital expenditures	(57,544)	(188,722)
Net proceeds from dispositions of discontinued operations and assets held for sale	25,066	258,507
Equity method investment, inclusive of capitalized interest	0	(25)
Proceeds from sales of property and equipment	351	103
Purchase of intangible asset	(25,000)	(25,000)
Escrow refund	0	25,000
Loans receivable	(1,575)	(317)
Restricted cash	5,667	5,925
Net cash (used in) provided by investing activities	(53,035)	75,471
Cash flows from financing activities:
Proceeds from credit facility	353,800	217,600
Repayments under credit facility	(666,550)	(612,837)
Proceeds from common stock options exercised	8,905	6,352
Other financing activities	(1,512)	(699)
Net cash used in financing activities	(305,357)	(389,584)
Change in cash and cash equivalents	(41,642)	(43,586)
Cash and cash equivalents at the beginning of the period	164,654	198,575
Cash and cash equivalents at the end of the period	123,012	154,989
Supplemental Cash Flow Information:
Cash paid for interest, net of amounts capitalized	156,176	162,652
Cash refunds related to income taxes, net	(17,427)	(2,036)
Decrease in construction-related deposits and liabilities	(7,970)	(17,270)
Increase in accrued liabilities associated with recognized intangible asset	0	(25,000)
Non-cash issuance of common stock	$ 634	$ 718

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Statement of Comprehensive Income [Abstract]
Net income	$ 13,740	$ 12,490	$ 61,528	$ 29,243
Comprehensive income	13,740	12,490	61,528	29,243
Comprehensive loss attributable to non-controlling interest	(9)	(16)	(1,271)	(52)
Comprehensive income attributable to Pinnacle Entertainment, Inc.	$ 13,749	$ 12,506	$ 62,799	$ 29,295

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Segment Information

9 Months Ended

Sep. 30, 2015

Segment Reporting [Abstract]

Segment Information

Segment Information

We use Consolidated Adjusted EBITDA (as defined below) and Adjusted EBITDA (as defined below) for each segment to compare operating results among our segments and allocate resources. The following table highlights our Adjusted EBITDA for each segment and reconciles Consolidated Adjusted EBITDA to Income from continuing operations for the three and nine months ended September 30, 2015, and 2014.

	For the three months ended September 30,						For the nine months ended September 30,
	2015			2014			2015			2014
	(in millions)
Revenues:
Midwest segment (a)	$	318.4		$	305.1		$	955.1		$	881.8
South segment (a)	197.1			202.6			601.3			606.2
West segment (a)	61.1			58.5			172.0			162.8
	576.6			566.2			1,728.4			1,650.8
Corporate and other (c)	2.0			2.2			5.0			5.4
Total revenues	$	578.6		$	568.4		$	1,733.4		$	1,656.2
Adjusted EBITDA (b):
Midwest segment (a)	$	92.8		$	86.5		$	289.5		$	260.8
South segment (a)	56.3			56.3			182.8			183.0
West segment (a)	22.7			22.2			63.5			59.5
	171.8			165.0			535.8			503.3
Corporate expenses and other (c)	(22.0		)	(23.5		)	(62.1		)	(68.0		)
Consolidated Adjusted EBITDA (b)	$	149.8		$	141.5		$	473.7		$	435.3
Other costs:
Depreciation and amortization	(57.6		)	(60.2		)	(187.3		)	(177.2		)
Pre-opening, development and other costs	(4.0		)	(1.6		)	(11.7		)	(11.9		)
Non-cash share-based compensation expense	(4.1		)	(1.4		)	(13.0		)	(10.1		)
Write-downs, reserves and recoveries, net	(3.2		)	(1.1		)	(6.5		)	(4.4		)
Interest expense, net	(65.0		)	(62.5		)	(186.1		)	(191.3		)
Loss from equity method investment	—			—			(0.1		)	—
Loss on early extinguishment of debt	—			—			—			(8.2		)
Income tax expense	(2.4		)	(7.0		)	(12.7		)	(8.1		)
Income from continuing operations	$	13.5		$	7.7		$	56.3		$	24.1

	For the nine months ended September 30,
	2015		2014
	(in millions)
Capital expenditures:
Midwest segment (a)	$	30.0	$	137.1
South segment (a)	18.7		37.7
West segment (a)	6.9		3.4
Corporate and other, including development projects and discontinued operations	1.9		10.5
	$	57.5	$	188.7

(a) See Note 1, “Summary of Significant Accounting Policies,” for listing of properties included in each segment.

(b) We define Consolidated Adjusted EBITDA as earnings before interest income and expense, income taxes, depreciation, amortization, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, corporate-level litigation settlement costs, gain (loss) on sale of certain assets, loss on early extinguishment of debt, gain (loss) on sale of equity security investments, income (loss) from equity method investments, non-controlling interest and discontinued operations. We define Adjusted EBITDA for each operating segment as earnings before interest income and expense, income taxes, depreciation, amortization, pre-opening, development and other costs, non-cash share-based compensation, asset impairment costs, write-downs, reserves, recoveries, inter-company management fees, gain (loss) on sale of certain assets, gain (loss) on early extinguishment of debt, gain (loss) on sale of discontinued operations, and discontinued operations. We define Adjusted EBITDA margin as Adjusted EBITDA for the segment divided by segment revenues. We use Consolidated Adjusted EBITDA and Adjusted EBITDA for each segment to compare operating results among our properties and between accounting periods. Consolidated Adjusted EBITDA and Adjusted EBITDA have economic substance because they are used by management as measures to analyze the performance of our business and are especially relevant in evaluating large, long-lived casino-hotel projects because they provide a perspective on the current effects of operating decisions separated from the substantial non-operational depreciation charges and financing costs of such projects. We eliminate the results from discontinued operations at the time they are deemed discontinued. We also review pre-opening, development and other costs separately, as such expenses are also included in total project costs when assessing budgets and project returns, and because such costs relate to anticipated future revenues and income. We believe that Consolidated Adjusted EBITDA and Adjusted EBITDA are useful measures for investors because they are indicators of the performance of ongoing business operations. These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value of companies within our industry. In addition, our credit agreement and bond indentures require compliance with financial measures similar to Consolidated Adjusted EBITDA. Consolidated Adjusted EBITDA should not be considered as an alternative to operating income as an indicator of performance, or as an alternative to any other measure provided in accordance with GAAP. Our calculations of Adjusted EBITDA and Consolidated Adjusted EBITDA may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

(c) Corporate and other includes revenues from Retama Park Racetrack (which we manage) and the Heartland Poker Tour. Corporate expenses represent payroll, professional fees, travel expenses and other general and administrative expenses not directly related to our casino and hotel operations. Corporate expenses that are directly attributable to a property are allocated to each applicable property. All other costs incurred relating to the management and consulting services provided by corporate headquarters to the properties are allocated to those properties based on their respective share of the monthly consolidated net revenues in the form of a management fee. The corporate management fee is excluded in the calculation of segment Adjusted EBITDA and is completely eliminated in any consolidated financial results.

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Document and Entity information - shares	9 Months Ended
	Sep. 30, 2015	Nov. 04, 2015
Document and Entity Information [Abstract]
Entity Registrant Name	PINNACLE ENTERTAINMENT INC.
Entity Central Index Key	0000356213
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q3
Amendment Flag	false
Entity Common Stock, Shares Outstanding		60,870,749

XML

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation and Organization

Basis of Presentation and Organization. Pinnacle Entertainment, Inc. is an owner, operator and developer of casinos and related hospitality and entertainment facilities. References in these footnotes to “Pinnacle,” the “Company,” “we,” “our” or “us” refer to Pinnacle Entertainment, Inc. and its subsidiaries, except where stated or the context otherwise indicates.

We own and operate 15 gaming entertainment properties, located in Colorado, Indiana, Iowa, Louisiana, Mississippi, Missouri, Nevada, and Ohio. We also hold a majority interest in the racing license owner, and we are a party to a management contract, for Retama Park Racetrack located outside of San Antonio, Texas. In addition to these properties, we own and operate a live and televised poker tournament series under the trade name Heartland Poker Tour (“HPT”). We view each of our operating properties as an operating segment with the exception of our two properties in Jackpot, Nevada, which we view as one operating segment. For financial reporting purposes, we aggregate our operating segments into the following reportable segments:

Midwest segment, which includes:	Location
Ameristar Council Bluffs	Council Bluffs, Iowa
Ameristar East Chicago	East Chicago, Indiana
Ameristar Kansas City	Kansas City, Missouri
Ameristar St. Charles	St. Charles, Missouri
River City	St. Louis, Missouri
Belterra	Florence, Indiana
Belterra Park	Cincinnati, Ohio
South segment, which includes:	Location
Ameristar Vicksburg	Vicksburg, Mississippi
Boomtown Bossier City	Bossier City, Louisiana
Boomtown New Orleans	New Orleans, Louisiana
L'Auberge Baton Rouge	Baton Rouge, Louisiana
L'Auberge Lake Charles	Lake Charles, Louisiana
West segment, which includes:	Location
Ameristar Black Hawk	Black Hawk, Colorado
Cactus Petes and Horseshu	Jackpot, Nevada

The operating results of Lumière Place Casino, HoteLumière, the Four Seasons Hotel St. Louis, and related excess land parcels (collectively, the “Lumière Place Casino and Hotels”) and excess land associated with our former Boomtown Reno property have been classified as discontinued operations in our unaudited Condensed Consolidated Statements of Operations. In April 2014, we completed the sale of the ownership interests in the Lumière Place Casino and Hotels. We completed the sale of our excess land in Reno associated with our former Boomtown Reno operations in April 2015. For further information, see Note 7, “Discontinued Operations and Assets Held for Sale.” Our unaudited Condensed Consolidated Statements of Cash Flows have not been adjusted for discontinued operations.

On July 20, 2015, we entered into a definitive agreement with Gaming and Leisure Properties, Inc. (“GLPI”), a real estate investment trust, whereby GLPI will acquire substantially all of our real estate assets, excluding our Belterra Park property and excess land at certain locations. For more information regarding the GLPI transaction, see Note 6, “Investment, Restructuring and Acquisition Activities.”

Principles of Consolidation

Principles of Consolidation. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with the instructions of the Securities and Exchange Commission (the “SEC”) to the Quarterly Report on Form 10-Q and, therefore, do not include all information and notes necessary for complete financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”). The results for the periods indicated are unaudited, but reflect all adjustments, which are of a normal recurring nature, that management considers necessary for a fair presentation of operating results. The unaudited Condensed Consolidated Financial Statements include the accounts of Pinnacle Entertainment, Inc. and its subsidiaries. Investments in the common stock of unconsolidated affiliates in which we have the ability to exercise significant influence are accounted for under the equity method. All intercompany accounts and transactions have been eliminated in consolidation.

The results of operations for interim periods are not indicative of a full year of operations. These unaudited Condensed Consolidated Financial Statements and notes thereto should be read in conjunction with the Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K filed with the SEC for the fiscal year ended December 31, 2014.

Use of Estimates

Use of Estimates. The preparation of unaudited Condensed Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and (iii) the reported amounts of revenues and expenses during the reporting period. Estimates used by us include, among other things, the estimated useful lives for depreciable and amortizable assets, the estimated allowance for doubtful accounts receivable, estimated income tax provisions, the evaluation of the future realization of deferred tax assets, determining the adequacy of reserves for self-insured liabilities and our customer loyalty programs, estimated cash flows in assessing the recoverability of long-lived assets, asset impairments, goodwill and intangible assets, contingencies and litigation, and estimates of the forfeiture rate and expected life of share-based awards and stock price volatility when computing share-based compensation expense. Actual results may differ from those estimates.

Fair Value

Fair Value. Fair value measurements affect our accounting and impairment assessments of our long-lived assets, investments in unconsolidated affiliates, assets acquired in an acquisition, goodwill, and other intangible assets. Fair value measurements also affect our accounting for certain financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: “Level 1” inputs, such as quoted prices in an active market for identical assets or liabilities; “Level 2” inputs, which are observable inputs for similar assets; or “Level 3” inputs, which are unobservable inputs.

Land, Buildings, Vessels and Equipment

Land, Buildings, Vessels and Equipment. Land, buildings, vessels and equipment are stated at cost. Land includes land not currently being used in our operations, which totaled $34.6 million as of September 30, 2015. We capitalize the costs of improvements that extend the life of the asset. We expense repair and maintenance costs as incurred. Gains or losses on the disposition of land, buildings, vessels and equipment are included in the determination of income.

We review the carrying amounts of our land, buildings, vessels and equipment used in our operations whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable from estimated future undiscounted cash flows expected to result from its use and eventual disposition. If the undiscounted cash flows exceed the carrying amount, no impairment is indicated. If the undiscounted cash flows do not exceed the carrying amount, then an impairment charge is recorded based on the fair value of the asset.

Development costs directly associated with the acquisition, development, and construction of a project are capitalized as a cost of the project, during the periods in which activities necessary to get the property ready for its intended use are in progress. The costs incurred for development projects are carried at cost. Interest costs associated with development projects are capitalized as part of the cost of the constructed asset. When no debt is incurred specifically for a project, interest is capitalized on amounts expended for the project using our weighted-average cost of borrowing. Capitalization of interest ceases when the project, or discernible portion of the project, is substantially complete. If substantially all of the construction activities of a project are suspended, capitalization of interest will cease until such activities are resumed. For further discussion, see Note 2, “Long-Term Debt.”

Equity Method Investments

Equity Method Investments. We apply equity method accounting for investments when we do not control the investee, but have the ability to exercise significant influence over its operating and finance policies. Equity method investments are recorded at cost, with the allocable portion of the investee's income or loss reported in earnings, and adjusted for capital contributions to and distributions from the investee. Distributions in excess of equity method earnings, if any, are recognized as a return of investment and recorded as investing cash flows in the unaudited Condensed Consolidated Statements of Cash Flows. We review our equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amount of our investment may have experienced an other-than-temporary decline in value.

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets. Goodwill consists of the excess of the acquisition cost over the fair value of the net assets acquired in business combinations. Indefinite-lived intangible assets include gaming licenses and trade names. Goodwill and other indefinite-lived intangible assets are subject to an annual assessment for impairment during the fourth quarter, or more frequently if there are indications of possible impairment. Amortizing intangible assets include customer relationships and favorable leasehold interests. We review amortizing intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

Customer Loyalty Programs

Customer Loyalty Programs. We offer incentives to our customers through our mychoice customer loyalty program. Under the mychoice customer loyalty program, customers earn points based on their level of play that may be redeemed for various benefits, such as cash back, dining, or hotel stays, among others. The reward credit balance under the plan will be forfeited if the customer does not earn or use any reward credits over the prior six-month period. In addition, based on their level of play, customers can earn additional benefits without redeeming points, such as a car lease, among other items.

We accrue a liability for the estimated cost of providing these benefits as the benefits are earned. Estimates and assumptions are made regarding cost of providing the benefits, breakage rates, and the mix of goods and services customers will choose. We use historical data to assist in the determination of estimated accruals. Changes in estimates or customer redemption habits could produce significantly different results.

Revenue Recognition

Revenue Recognition. Gaming revenues consist of the net win from gaming activities, which is the difference between amounts wagered and amounts paid to winning patrons. Cash discounts and other cash incentives to customers related to gaming play are recorded as a reduction to gaming revenue. Food and beverage, lodging, retail, entertainment, and other operating revenues are recognized as products are delivered or services are performed. Advance deposits on lodging are recorded as accrued liabilities until services are provided to the customer.

The retail value of food and beverage, lodging and other services furnished to guests on a complimentary basis is included in revenues and then deducted as promotional allowances in calculating total revenues. The estimated cost of providing such promotional allowances is primarily included in gaming expenses.

Gaming Taxes

Gaming Taxes. We are subject to taxes based on gross gaming revenues in the jurisdictions in which we operate, subject to applicable jurisdictional adjustments. These gaming taxes are an assessment on our gaming revenues and are recorded as a gaming expense in our unaudited Condensed Consolidated Statements of Operations.

Pre-opening, Development and Other Costs

Pre-opening, Development and Other Costs. Pre-opening, development and other costs consist of payroll costs to hire, employ and train the workforce prior to opening an operating facility; marketing campaigns prior to and in connection with the opening; legal and professional fees related to the project but not otherwise attributable to depreciable assets; lease payments; real estate taxes; acquisition costs; restructuring costs; and other costs prior to the opening of an operating facility. Pre-opening, development and other costs are expensed as incurred.

Earnings Per Share

Earnings Per Share. The computation of basic and diluted earnings per share (“EPS”) is based on net income attributable to Pinnacle Entertainment, Inc. divided by the basic weighted average number of common shares and diluted weighted average number of common shares, respectively. Diluted earnings per share reflect the addition of potentially dilutive securities, which include in-the-money stock options and restricted stocks units.

Reclassifications

Reclassifications. The unaudited Condensed Consolidated Financial Statements reflect certain reclassifications to prior year amounts to conform to classification in the current period. These reclassifications had no effect on the previously reported net income amounts.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued an accounting standards update in connection with reporting discontinued operations and disclosures of disposals of components of entities. The accounting standards update changes the criteria for reporting discontinued operations. Under the amendment, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when any of the following occurs: (i) the component of an entity or group of components of an entity meets the criteria to be classified as held for sale; (ii) the component of an entity or group of components of an entity is disposed of by sale; and (iii) the component of an entity or group of components of an entity is disposed of other than by sale. This new guidance is effective prospectively for all disposals (or classifications as held for sale) of components of an entity and all business activities, on acquisition, that are classified as held for sale that occur within annual periods beginning on or after December 15, 2014, and interim periods within those years. We adopted this guidance during the first quarter of 2015 and it did not have a material impact on our unaudited Condensed Consolidated Financial Statements.

In May 2014, as part of its ongoing efforts to assist in the convergence of GAAP and International Financial Reporting Standards, the FASB issued a new standard related to revenue recognition. Under the new standard, recognition of revenue occurs when a customer obtains control of promised services or goods in an amount that reflects the consideration to which the entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts. In July 2015, the FASB approved the deferral of this new standard to be effective for fiscal years beginning after December 15, 2017. We are currently evaluating the impact of adopting this accounting standard on our unaudited Condensed Consolidated Financial Statements.

In June 2014, the FASB issued an accounting standards update with respect to performance share awards. This accounting standards update requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period or periods for which the requisite service has already been rendered. The effective date for this update is for the annual and interim periods beginning after December 15, 2015. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on our unaudited Condensed Consolidated Financial Statements.

In April 2015, the FASB issued an accounting standards update which changes the presentation of debt issuance costs in financial statements. Under the new standard, an entity presents such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. The amortization of the costs is reported as interest expense. In August 2015, the FASB issued an accounting standards update which clarifies that companies may continue to present unamortized debt issuance costs associated with line of credit arrangements as an asset. The new guidance should be applied on a retrospective basis, wherein the balance sheet of each individual period should be adjusted to reflect the period-specific effects of applying the new guidance. The effective dates for these updates are for the annual and interim periods beginning after December 15, 2015. Early adoption is permitted. We intend to early adopt these standards, which are not expected to have a material impact on our unaudited Condensed Consolidated Financial Statements, effective December 31, 2015.

A variety of proposed or otherwise potential accounting standards are currently under review and study by standard-setting organizations and certain regulatory agencies. Given the tentative and preliminary nature of such proposed standards, we have not yet determined the effect, if any, that the implementation of any such proposed or revised standards would have on our unaudited Condensed Consolidated Financial Statements.

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CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Current Assets:
Cash and cash equivalents	$ 123,012	$ 164,654
Accounts receivable, net of allowance for doubtful accounts of $7,567 and $4,963	29,703	28,424
Inventories	10,796	9,877
Income tax receivable, net	0	20,289
Prepaid expenses and other assets	22,177	27,102
Deferred income taxes	7,509	7,509
Assets held for sale and assets of discontinued operations	9,776	21,260
Total current assets	202,973	279,115
Restricted cash	0	5,667
Land, buildings, vessels and equipment, net	2,885,328	3,017,009
Goodwill	914,525	919,282
Intangible assets, net	511,520	529,269
Other assets, net	74,575	83,340
Total assets	4,588,921	4,833,682
Current Liabilities:
Accounts payable	26,467	57,632
Accrued interest	69,855	49,760
Accrued compensation	77,311	73,698
Accrued taxes	57,659	39,287
Other accrued liabilities	80,086	119,106
Current portion of long-term debt	11,006	11,006
Liabilities held for sale and liabilities of discontinued operations	63	413
Total current liabilities	322,447	350,902
Long-term debt less current portion	3,665,926	3,975,648
Other long-term liabilities	41,365	40,021
Deferred income taxes	187,178	177,729
Total liabilities	$ 4,216,916	$ 4,544,300
Commitments and contingencies
Stockholders’ Equity:
Preferred stock—$1.00 par value, 250,000 shares authorized, none issued or outstanding	$ 0	$ 0
Common stock—$0.10 par value, 100,000,000 authorized, 60,870,749 and 59,979,853 shares issued and outstanding, net of treasury shares	6,724	6,635
Additional paid-in capital	1,117,514	1,096,508
Accumulated deficit	(691,407)	(754,206)
Accumulated other comprehensive income	132	132
Treasury stock, at cost, 6,374,882 of treasury shares for both periods	(71,090)	(71,090)
Total Pinnacle stockholders’ equity	361,873	277,979
Non-controlling interest	10,132	11,403
Total stockholders’ equity	372,005	289,382
Total liabilities and stockholders’ equity	$ 4,588,921	$ 4,833,682

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Write-downs, Reserves and Recoveries, Net

9 Months Ended

Sep. 30, 2015

Write Downs Reserves And Recoveries Net Abstract

Write Downs, Reserves and Recoveries Net

Write-downs, Reserves and Recoveries, Net

Write-downs, reserves and recoveries, net consist of the following:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015			2014
	(in millions)
Loss (gain) on disposals of long-lived assets, net	$	0.5	$	0.7	$	(6.7	)	$	1.0
Lease abandonment	—		—		—			2.9
Impairment of long-lived assets	0.4		0.4		3.4			0.5
Impairment of goodwill	1.4		—		4.7			—
Impairment of other intangible assets	0.9		—		5.9			—
Other write-downs, reserves and (recoveries)	—		—		(0.8		)	—
Write-downs, reserves and recoveries, net	$	3.2	$	1.1	$	6.5		$	4.4

Loss (gain) on disposals of long-lived assets, net: During the nine months ended September 30, 2015, we recorded a gain on the sale of land in Springfield, Massachusetts of $8.4 million. Additionally, during the three and nine months ended September 30, 2015 and 2014, we recorded net losses related to disposals of slot and other equipment at our properties in the normal course of business.

Lease abandonment: During the second quarter of 2014, we recorded a $2.9 million lease abandonment charge from the consolidation of our Las Vegas headquarters.

Impairment of long-lived assets: During the three and nine months ended September 30, 2015, we recorded $0.4 million and $3.0 million, respectively, in non-cash impairments of our land in Central City, Colorado to reduce the carrying amount of the asset to its estimated fair value less cost to sell. Additionally, during the three and nine months ended September 30, 2015 and 2014, we recorded non-cash impairments on slot and other equipment at our properties.

Impairment of goodwill: During the second quarter of 2015, we recorded a $3.3 million non-cash impairment of PRP’s goodwill. During the third quarter of 2015, we recorded a $1.4 million non-cash impairment of HPT’s goodwill.

Impairment of other intangible assets: During the second quarter of 2015, we recorded a non-cash impairment of $5.0 million fully impairing the Retama Park Racetrack license. During the third quarter of 2015, we recorded non-cash impairments of HPT’s trade name and customer relationship intangible assets of $0.2 million and $0.7 million, respectively.

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Employee Benefit Plans

9 Months Ended

Sep. 30, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Employee Benefit Plans

Employee Benefit Plans

Share-based Compensation: As of September 30, 2015, we had approximately 7.3 million share-based awards outstanding, including common stock options, restricted stock units, and performance stock units, which are detailed below. Our 2015 Equity and Performance Incentive Plan has approximately 0.5 million share-based awards available for grant as of September 30, 2015. We recorded share-based compensation expense as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Share-based compensation expense	$	4.1	$	1.4	$	13.0	$	10.1

Stock options: The following table summarizes information related to our common stock options:

	Number of Stock Options		Weighted Average Exercise Price
Options outstanding at January 1, 2015	5,568,628		$	15.17
Granted	169,090		$	26.51
Exercised	(523,469	)	$	17.40
Canceled or forfeited	(29,903	)	$	21.88
Options outstanding at September 30, 2015	5,184,346		$	15.28
Options exercisable at September 30, 2015	3,632,520		$	12.84
Expected to vest after September 30, 2015	1,175,282		$	21.15

The unamortized compensation costs not yet expensed related to stock options totaled approximately $11.9 million as of September 30, 2015. The weighted average period over which the costs are expected to be recognized is approximately one year. The aggregate amount of cash we received from the exercise of stock options was $8.9 million and $6.4 million for the nine months ended September 30, 2015, and 2014, respectively. The associated shares were newly issued common stock. The following information is provided for our stock options:

	For the nine months ended September 30,
	2015		2014
Weighted-average grant date fair value	$	9.44	$	8.93

Restricted Stock Units: The following table summarizes information related to our restricted stock units:

	Number of Units		Weighted Average Grant Date Fair Value
Non-vested at January 1, 2015	1,212,933		$	22.20
Granted	172,741		$	26.32
Vested	(196,155	)	$	21.07
Canceled or forfeited	(22,769	)	$	24.09
Non-vested at September 30, 2015	1,166,750		$	22.96

The unamortized compensation costs not yet expensed related to non-vested restricted stock units, totaled approximately $21.3 million as of September 30, 2015. The weighted average period over which the costs are expected to be recognized is approximately two years.

Performance Stock Units: The following table summarizes information related to our performance stock units:

	Number of Units	Weighted Average Grant Date Fair Value
Non-vested at January 1, 2015	520,322	$	23.64
Granted	—	$	—
Canceled or forfeited	—	$	—
Non-vested at September 30, 2015	520,322	$	23.64

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Discontinued Operations and Assets Held for Sale (Tables)

9 Months Ended

Sep. 30, 2015

Discontinued Operations and Disposal Groups [Abstract]

Schedule of Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures

Net assets for entities and operations classified as held for sale are summarized as follows:

	September 30, 2015		December 31, 2014
	(in millions)
Assets:
Land, buildings, vessels and equipment, net	$	0.3	$	11.8
Other assets, net	9.5		9.4
Total assets	$	9.8	$	21.2
Liabilities:
Total liabilities	$	0.1	$	0.4
Net assets	$	9.7	$	20.8

Revenues and income from discontinued operations, net of income taxes, are as follows:

	For the three months ended September 30,					For the nine months ended September 30,
	2015		2014			2015			2014
	(in millions)
Revenues	$	—	$	—		$	—		$	41.0
Income before income taxes	0.2		4.9			5.5			5.2
Income tax benefit (expense)	0.1		(0.1		)	(0.3		)	(0.1		)
Income from discontinued operations, net of income taxes	$	0.3	$	4.8		$	5.2		$	5.1

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Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Reportable Segments

For financial reporting purposes, we aggregate our operating segments into the following reportable segments:

Midwest segment, which includes:	Location
Ameristar Council Bluffs	Council Bluffs, Iowa
Ameristar East Chicago	East Chicago, Indiana
Ameristar Kansas City	Kansas City, Missouri
Ameristar St. Charles	St. Charles, Missouri
River City	St. Louis, Missouri
Belterra	Florence, Indiana
Belterra Park	Cincinnati, Ohio
South segment, which includes:	Location
Ameristar Vicksburg	Vicksburg, Mississippi
Boomtown Bossier City	Bossier City, Louisiana
Boomtown New Orleans	New Orleans, Louisiana
L'Auberge Baton Rouge	Baton Rouge, Louisiana
L'Auberge Lake Charles	Lake Charles, Louisiana
West segment, which includes:	Location
Ameristar Black Hawk	Black Hawk, Colorado
Cactus Petes and Horseshu	Jackpot, Nevada

Fair Value of Liabilities Measured on Recurring Basis

The following table presents a summary of fair value measurements by level for certain liabilities measured at fair value on a recurring basis in the unaudited Condensed Consolidated Balance Sheets:

			Fair Value Measurements Using:
	Total Fair Value		Level 1		Level 2		Level 3
	(in millions)
As of September 30, 2015
Liabilities:
Deferred compensation	$	0.4	$	0.4	$	—	$	—
As of December 31, 2014
Liabilities:
Deferred compensation	$	0.6	$	0.6	$	—	$	—

Fair Value Measurements Not Measured on a Recurring Basis

The following table presents a summary of fair value measurements by level for certain financial instruments not measured at fair value on a recurring basis in the unaudited Condensed Consolidated Balance Sheets for which it is practicable to estimate fair value:

					Fair Value Measurements Using:
	Total Carrying Amount		Total Fair Value		Level 1		Level 2		Level 3
	(in millions)
As of September 30, 2015
Assets:
Held-to-maturity securities	$	14.4	$	15.0	$	—	$	11.9	$	3.1
Promissory notes	$	13.6	$	19.1	$	—	$	19.1	$	—
Liabilities:
Long-term debt	$	3,676.9	$	3,788.7	$	—	$	3,788.7	$	—
As of December 31, 2014
Assets:
Held-to-maturity securities	$	14.8	$	21.7	$	—	$	18.5	$	3.2
Promissory notes	$	12.0	$	16.8	$	—	$	16.8	$	—
Liabilities:
Long-term debt	$	3,986.6	$	4,029.9	$	—	$	4,029.9	$	—

Summary of Land, Buildings, Vessels and Equipment

The following table presents a summary of our land, buildings, vessels and equipment:

	September 30, 2015			December 31, 2014
	(in millions)
Land, buildings, vessels and equipment:
Land and land improvements	$	422.5		$	401.9
Buildings, vessels and improvements	2,676.3			2,677.8
Furniture, fixtures and equipment	784.0			721.9
Construction in progress	22.7			75.6
Land, buildings, vessels and equipment, gross	3,905.5			3,877.2
Less: accumulated depreciation	(1,020.2		)	(860.2		)
Land, buildings, vessels and equipment, net	$	2,885.3		$	3,017.0

Schedule of Complimentary Revenue

Complimentary revenues that have been excluded from the accompanying unaudited Condensed Consolidated Statements of Operations were as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Food and beverage	$	34.1	$	35.2	$	104.1	$	102.1
Lodging	16.2		15.4		47.4		46.6
Other	4.6		4.9		13.7		13.0
Total promotional allowances	$	54.9	$	55.5	$	165.2	$	161.7

The costs to provide such complimentary benefits were as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Promotional allowance costs included in gaming expense	$	42.3	$	42.1	$	125.6	$	119.4

Schedule of Gaming Taxes

These taxes were as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Gaming taxes	$	145.8	$	142.1	$	438.9	$	416.4

Schedule of Pre-opening, Development and Other Costs

Pre-opening, development and other costs consist of the following:

	For the three months ended September 30,					For the nine months ended September 30,
	2015		2014			2015		2014
	(in millions)
Restructuring costs (1)	$	3.7	$	0.9		$	10.0	$	0.9
Belterra Park (2)	—		0.8			—		8.2
Other (3)	0.3		(0.1		)	1.7		2.8
Total pre-opening, development and other costs	$	4.0	$	1.6		$	11.7	$	11.9

(1) Amounts comprised of cost associated with the separation of our real estate assets from our operating assets. See Note 6, “Investment, Restructuring and Acquisition Activities.”

(2) Belterra Park opened on May 1, 2014.

(3) Amounts principally comprised of legal and advisory expenses, severance charges and other costs and expenses, including those related to the financing and integration of the acquisition of Ameristar Casinos, Inc.

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Commitments and Contingencies

9 Months Ended

Sep. 30, 2015

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Self-Insurance: We self-insure various levels of general liability, workers' compensation, and medical coverage at most of our properties. Insurance reserves include accruals for estimated settlements for known claims, as well as accruals for estimates of claims not yet made. As of September 30, 2015 and December 31, 2014, we had total self-insurance accruals of $24.6 million and $24.4 million, respectively, which are included in “Total current liabilities” in our unaudited Condensed Consolidated Balance Sheets.

Indiana Tax Dispute: In 2008, the Indiana Department of Revenue (the “IDR”) commenced an examination of our Indiana income tax filings for the years 2005, 2006, and 2007. In 2010, we received a proposed assessment in the amount of $7.3 million, excluding interest and penalties. We filed a protest requesting abatement of all taxes, interest and penalties and had two hearings with the IDR where we provided additional facts and support. At issue is whether income and gains from certain asset sales, including the sale of the Hollywood Park Racetrack in 1999, and other transactions outside of Indiana, such as the Aztar merger termination fee in 2006, which we reported on our Indiana state tax returns for the years 2000 through 2007, resulted in business income subject to apportionment. In April 2012, we received a supplemental letter of findings from the IDR that denied our protest on most counts. In the supplemental letter of findings, the IDR did not raise any new technical arguments or advance any new theory that would alter our judgment regarding the recognition or measurement of the unrecognized tax benefit related to this audit. We believe that our tax return position is sustainable on the merits. In June 2012, we filed a tax appeal petition with the Indiana Tax Court to set aside the final assessment. In August 2013, we filed a motion for partial summary judgment on the 1999 Hollywood Park sale. We asked the court to grant summary judgment in our favor based on the technical merit of Indiana tax law. In January 2014, oral arguments were heard at the Indiana Tax Court regarding our motion for summary judgment. In June 2015, the Indiana Tax Court denied our motion for summary judgment and set the case for trial.

Other: We are a party to a number of other pending legal proceedings. Management does not expect that the outcome of such proceedings, either individually or in the aggregate, will have a material effect on our financial position, cash flows or results of operations.

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Investments, Restructuring and Acquisition Activities

9 Months Ended

Sep. 30, 2015

Equity Method Investments and Joint Ventures [Abstract]

Investments, Restructuring and Acquisition Activities

Investment, Restructuring and Acquisition Activities

Merger Agreement with GLPI: On July 20, 2015, we entered into a definitive agreement with GLPI (the “Merger Agreement”). Pursuant to the terms of the Merger Agreement, we will separate our operating assets (and certain real estate assets) and liabilities into a newly formed subsidiary (“OpCo”) and we will distribute to our stockholders, on a pro rata basis, all of the issued and outstanding shares of common stock of OpCo (such distribution referred to as the “Spin-Off”). As a result, Pinnacle stockholders will receive one share of OpCo common stock for each share of Pinnacle common stock that they own. Gold Merger Sub, LLC, a wholly owned subsidiary of GLPI (“Merger Sub”), will then merge with and into Pinnacle (the “Merger”), with Merger Sub surviving the Merger as a wholly owned subsidiary of GLPI.

At the effective time of the Merger, each share of common stock, par value $0.10 per share, of Pinnacle (the “Pinnacle Common Stock”) issued and outstanding immediately prior to the effective time (other than shares of Pinnacle Common Stock (i) owned or held in treasury by Pinnacle or (ii) owned by GLPI, its subsidiaries or Merger Sub) will be canceled and converted automatically into the right to receive 0.85 shares of common stock, par value $0.01 per share, of GLPI.

After the closing of the Merger, OpCo will own Belterra Park and excess land not acquired by GLPI. OpCo will operate the gaming facilities acquired by GLPI under a triple-net 10-year master lease agreement that will have five subsequent, five-year extension periods at OpCo’s option. OpCo will initially pay GLPI $377 million in rent in the first year after the Merger. The consummation of the Merger is subject to customary conditions, including without limitation, receipt of regulatory approvals and the approval by stockholders of GLPI and Pinnacle. If approved by the stockholders of Pinnacle and GLPI, we anticipate that the transaction will close in the first quarter of 2016.

In connection with the transactions contemplated by the Merger Agreement, including the Merger and Spin-Off, GLPI will refinance approximately $2.7 billion (subject to certain adjustments) of principal amount of Pinnacle debt, with the remaining outstanding debt to be refinanced by OpCo at closing. We have entered into a commitment letter, dated July 20, 2015, with certain lenders to provide the debt financing required by OpCo. In connection with the commitment letter, the lenders have agreed to provide us with financing in an aggregate principal amount of $1.1 billion, comprised of a (i) $900 million senior secured term loan bridge facility and (ii) $200 million senior secured revolving credit facility (collectively, the “Facilities”). The Facilities would mature on the one year anniversary of the initial borrowings under the Facilities. The interest rates on the Facilities would be based on customary market LIBOR or base rates plus an applicable margin. The obligations of OpCo and the guarantors under the Facilities would be secured by substantially all assets of OpCo and the guarantors, subject to certain exceptions. Funding of the lenders’ commitments is subject to certain customary conditions, including, but not limited to, receipt of financial information, delivery of customary documentation relating to OpCo and its subsidiaries and consummation of the Spin-Off. We expect to obtain permanent financing for the transaction prior to the closing date, which would replace the Facilities described above.

Equity Method Investment: We have invested in a land re-vitalization project in downtown St. Louis, which is accounted for under the equity method and included in “Other assets, net” in our unaudited Condensed Consolidated Balance Sheets. For the nine months ended September 30, 2015, our proportional share of the investment's losses totaled $0.1 million. As of September 30, 2015, and December 31, 2014, the carrying amount of this investment was $1.7 million and $1.8 million, respectively.

Retama Park Racetrack: We hold 75.5% of the equity of PRP and consolidate the accounts of PRP in our unaudited Condensed Consolidated Financial Statements. During the second quarter of 2015, we determined that there was an indication of impairment on the assets of PRP due to the lack of legislative progress and on-going negative operating results at Retama Park Racetrack. As a result, we recorded non-cash impairments of the goodwill of PRP and the Retama Park Racetrack license of $3.3 million and $5.0 million, respectively, during the second quarter of 2015.

As of September 30, 2015, PRP held $13.6 million in promissory notes issued by Retama Development Corporation (“RDC”), a local government corporation of the City of Selma, Texas, included in “Other assets, net” in our unaudited Condensed Consolidated Balance Sheets. The promissory notes have long-term contractual maturities and are collateralized by Retama Park Racetrack assets. The contractual terms of these promissory notes include interest payments due at maturity. We have not recorded accrued interest on these promissory notes because uncertainty exists as to RDC's ability to make interest payments.

As of September 30, 2015, we held, at amortized cost, $11.3 million in local government corporation bonds, with long-term contractual maturities, issued by RDC, included in “Other assets, net” in our unaudited Condensed Consolidated Balance Sheets. We have both the intent and ability to hold these investments until the amortized cost is recovered.

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Discontinued Operations and Assets Held for Sale

9 Months Ended

Sep. 30, 2015

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations and Assets Held for Sale

Discontinued Operations and Assets Held for Sale

Assets held for sale are measured at the lower of carrying amount or estimated fair value less cost to sell. The results of operations of a component or group of components that has either been disposed of or is classified as held for sale is included in discontinued operations when certain criteria are met. The fair value of the assets to be sold was determined using a market approach using Level 2 inputs, as defined in Note 1, “Summary of Significant Accounting Policies.”

Lumiére Place Casino and Hotels: In August 2013, we entered into an Equity Interest Purchase Agreement to sell the ownership interests in certain of our subsidiaries, which own and operate the Lumiére Place Casino and Hotels. During 2014, we completed the sale of the ownership interests in these subsidiaries for net cash consideration of $250.3 million.

Boomtown Reno: In April 2015, we completed the sale of approximately 783 acres of land associated with our former Boomtown Reno operations, with a carrying amount of $8.3 million, for cash consideration of $13.1 million, resulting in a gain on disposition of $4.8 million, net of costs to sell.

Total discontinued operations:Revenues and income from discontinued operations, net of income taxes, are as follows:

	For the three months ended September 30,					For the nine months ended September 30,
	2015		2014			2015			2014
	(in millions)
Revenues	$	—	$	—		$	—		$	41.0
Income before income taxes	0.2		4.9			5.5			5.2
Income tax benefit (expense)	0.1		(0.1		)	(0.3		)	(0.1		)
Income from discontinued operations, net of income taxes	$	0.3	$	4.8		$	5.2		$	5.1

Springfield, Massachusetts: In April 2015, we completed the sale of approximately forty acres of land in Springfield, Massachusetts, originally purchased by Ameristar for a possible future casino resort, with a carrying amount of $3.5 million, for cash consideration of $12.0 million, resulting in a gain on disposition of $8.4 million, net of costs to sell. This gain is included in “Write-downs, reserves and recoveries, net” in our unaudited Condensed Consolidated Statements of Operations.

Central City, Colorado: We own approximately two acres of land in Central City, Colorado, which is classified as held for sale. During the three months and nine months ended September 30, 2015, we recorded $0.4 million and $3.0 million, respectively, in non-cash impairments of this land to reduce the carrying amount of the asset to its estimated fair value less cost to sell. These impairment charges are included in “Write-downs, reserves and recoveries, net” in our unaudited Condensed Consolidated Statements of Operations. In October 2015, we entered into a definitive agreement to sell this land for approximately $0.4 million exclusive of costs to sell.

Ameristar Lake Charles: In July 2013, we entered into an agreement to sell all of the equity interests of our subsidiary, which was constructing the Ameristar Lake Charles development project. In November 2013, we closed the sale of the equity interests of our subsidiary. We received approximately $209.8 million in cash consideration and $10.0 million in deferred consideration in the form of a note receivable from the buyer due in July 2016.

Net assets for entities and operations classified as held for sale are summarized as follows:

	September 30, 2015		December 31, 2014
	(in millions)
Assets:
Land, buildings, vessels and equipment, net	$	0.3	$	11.8
Other assets, net	9.5		9.4
Total assets	$	9.8	$	21.2
Liabilities:
Total liabilities	$	0.1	$	0.4
Net assets	$	9.7	$	20.8

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Consolidating Condensed Financial Information

9 Months Ended

Sep. 30, 2015

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Consolidating Condensed Financial Information

Consolidating Condensed Financial Information

Our subsidiaries (excluding subsidiaries with approximately $41.4 million in cash and other assets as of September 30, 2015, that include a majority interest in the licensee of Retama Park Racetrack and certain other subsidiaries) have fully, unconditionally, jointly, and severally guaranteed the payment of all obligations under our senior and senior subordinated notes and our Credit Facility. Separate financial statements and other disclosures regarding the subsidiary guarantors are not included herein because management has determined that such information is not material to investors. In lieu thereof, we include the following:

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)		Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
Statements of Operations
For the three months ended September 30, 2015
Revenues:
Gaming	$	—		$	513.7		$	—	$	—		$	513.7
Food and beverage	—			31.8			—		—			31.8
Lodging	—			14.8			—		—			14.8
Retail, entertainment and other	—			18.3			—		—			18.3
	—			578.6			—		—			578.6
Expenses:
Gaming	—			276.7			—		—			276.7
Food and beverage	—			30.7			—		—			30.7
Lodging	—			7.3			—		—			7.3
Retail, entertainment and other	—			8.8			—		—			8.8
General and administrative	24.5			84.9			—		—			109.4
Depreciation and amortization	2.0			55.6			—		—			57.6
Pre-opening, development and other costs	4.0			—			—		—			4.0
Write-downs, reserves and recoveries, net	0.3			2.9			—		—			3.2
	30.8			466.9			—		—			497.7
Operating income (loss)	(30.8		)	111.7			—		—			80.9
Equity in earnings of subsidiaries	77.2			—			—		(77.2		)	—
Interest expense, net	(65.0		)	—			—		—			(65.0		)
Income (loss) from continuing operations before inter-company activity and income taxes	(18.6		)	111.7			—		(77.2		)	15.9
Management fee and inter-company interest	34.8			(34.8		)	—		—			—
Income tax expense	(2.4		)	—			—		—			(2.4		)
Income (loss) from continuing operations	13.8			76.9			—		(77.2		)	13.5
Income from discontinued operations, net of income taxes	—			0.3			—		—			0.3
Net income (loss)	$	13.8		$	77.2		$	—	$	(77.2	)	$	13.8

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
For the nine months ended September 30, 2015
Revenues:
Gaming	$	—		$	1,547.3		$	—		$	—		$	1,547.3
Food and beverage	—			95.2			—			—			95.2
Lodging	—			39.5			—			—			39.5
Retail, entertainment and other	0.1			51.3			—			—			51.4
	0.1			1,733.3			—			—			1,733.4
Expenses:
Gaming	—			823.6			—			—			823.6
Food and beverage	—			88.9			—			—			88.9
Lodging	—			19.4			—			—			19.4
Retail, entertainment and other	—			22.0			—			—			22.0
General and administrative	70.1			248.6			0.1			—			318.8
Depreciation and amortization	8.3			179.0			—			—			187.3
Pre-opening, development and other costs	11.4			0.2			0.1			—			11.7
Write-downs, reserves and recoveries, net	3.2			(5.1		)	8.4			—			6.5
	93.0			1,376.6			8.6			—			1,478.2
Operating income (loss)	(92.9		)	356.7			(8.6		)	—			255.2
Equity in earnings of subsidiaries	248.3			—			—			(248.3		)	—
Interest expense, net	(186.1		)	—			—			—			(186.1		)
Loss from equity method investment	—			—			(0.1		)	—			(0.1		)
Income (loss) from continuing operations before inter-company activity and income taxes	(30.7		)	356.7			(8.7		)	(248.3		)	69.0
Management fee and inter-company interest	106.2			(106.2		)	—			—			—
Income tax expense	(12.7		)	—			—			—			(12.7		)
Income (loss) from continuing operations	62.8			250.5			(8.7		)	(248.3		)	56.3
Income from discontinued operations, net of income taxes	—			5.2			—			—			5.2
Net income (loss)	62.8			255.7			(8.7		)	(248.3		)	61.5
Net loss attributable to non-controlling interest	—			—			(1.3		)	—			(1.3		)
Net income (loss) attributable to Pinnacle Entertainment, Inc.	$	62.8		$	255.7		$	(7.4	)	$	(248.3	)	$	62.8

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
For the three months ended September 30, 2014
Revenues:
Gaming	$	—		$	503.6		$	—		$	—		$	503.6
Food and beverage	—			31.3			—			—			31.3
Lodging	—			14.5			—			—			14.5
Retail, entertainment and other	0.1			18.8			—			—			18.9
	0.1			568.2			—			—			568.3
Expenses:
Gaming	—			271.3			—			—			271.3
Food and beverage	—			29.6			—			—			29.6
Lodging	—			6.7			—			—			6.7
Retail, entertainment and other	—			9.2			—			—			9.2
General and administrative	24.1			87.2			0.1			—			111.4
Depreciation and amortization	1.3			58.9			—			—			60.2
Pre-opening, development and other costs	0.7			0.8			0.1			—			1.6
Write-downs, reserves and recoveries, net	—			1.1			—			—			1.1
	26.1			464.8			0.2			—			491.1
Operating income (loss)	(26.0		)	103.4			(0.2		)	—			77.2
Equity in earnings of subsidiaries	69.7			—			—			(69.7		)	—
Interest expense, net	(62.7		)	0.2			—			—			(62.5		)
Income (loss) from continuing operations before inter-company activity and income taxes	(19.0		)	103.6			(0.2		)	(69.7		)	14.7
Management fee and inter-company interest	38.5			(38.5		)	—			—			—
Income tax expense	(7.0		)	—			—			—			(7.0		)
Income (loss) from continuing operations	12.5			65.1			(0.2		)	(69.7		)	7.7
Income from discontinued operations, net of income taxes	—			4.8			—			—			4.8
Net income (loss)	$	12.5		$	69.9		$	(0.2	)	$	(69.7	)	$	12.5

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
For the nine months ended September 30, 2014
Revenues:
Gaming	$	—		$	1,477.0		$	—		$	—		$	1,477.0
Food and beverage	—			89.2			—			—			89.2
Lodging	—			39.1			—			—			39.1
Retail, entertainment and other	0.1			50.8			—			—			50.9
	0.1			1,656.1			—			—			1,656.2
Expenses:
Gaming	—			785.9			—			—			785.9
Food and beverage	—			82.6			—			—			82.6
Lodging	—			18.3			—			—			18.3
Retail, entertainment and other	—			20.4			—			—			20.4
General and administrative	75.4			248.2			0.2			—			323.8
Depreciation and amortization	4.9			172.4			—			—			177.3
Pre-opening, development and other costs	3.3			8.3			0.3			—			11.9
Write-downs, reserves and recoveries, net	3.0			1.3			—			—			4.3
	86.6			1,337.4			0.5			—			1,424.5
Operating income (loss)	(86.5		)	318.7			(0.5		)	—			231.7
Equity in earnings of subsidiaries	210.8			—			—			(210.8		)	—
Interest expense, net	(193.9		)	2.6			—			—			(191.3		)
Loss on early extinguishment of debt	(8.2		)	—			—			—			(8.2		)
Income (loss) from continuing operations before inter-company activity and income taxes	(77.8		)	321.3			(0.5		)	(210.8		)	32.2
Management fee and inter-company interest	115.1			(115.1		)	—			—			—
Income tax expense	(8.1		)	—			—			—			(8.1		)
Income (loss) from continuing operations	29.2			206.2			(0.5		)	(210.8		)	24.1
Income (loss) from discontinued operations, net of income taxes	—			5.2			(0.1		)	—			5.1
Net income (loss)	$	29.2		$	211.4		$	(0.6	)	$	(210.8	)	$	29.2

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)		Non- Guarantor Subsidiaries(b)		Consolidating and Eliminating Entries			Pinnacle Entertainment, Inc. Consolidated
	(in millions)
Balance Sheets
As of September 30, 2015
Current assets, excluding discontinued operations	$	51.6		$	131.3	$	10.3	$	—		$	193.2
Property and equipment, net	23.2			2,856.9		5.2		—			2,885.3
Goodwill	—			914.5		—		—			914.5
Intangible assets, net	—			511.5		—		—			511.5
Other non-current assets	45.3			3.4		25.9		—			74.6
Investment in subsidiaries	4,610.9			—		—		(4,610.9		)	—
Assets held for sale and assets of discontinued operations	0.3			9.5		—		—			9.8
Inter-company	—			642.3		—		(642.3		)	—
Total assets	$	4,731.3		$	5,069.4	$	41.4	$	(5,253.2	)	$	4,588.9
Current liabilities, excluding discontinued operations	$	115.0		$	207.3	$	—	$	—		$	322.3
Long-term debt less current portion	3,665.8			0.1		—		—			3,665.9
Other non-current liabilities	(52.5		)	281.1		—		—			228.6
Liabilities held for sale and liabilities of discontinued operations	—			0.1		—		—			0.1
Inter-company	641.1			—		1.2		(642.3		)	—
Total liabilities	4,369.4			488.6		1.2		(642.3		)	4,216.9
Total Pinnacle stockholders' equity	361.9			4,580.8		30.1		(4,610.9		)	361.9
Non-controlling interest	—			—		10.1		—			10.1
Total stockholders' equity	361.9			4,580.8		40.2		(4,610.9		)	372.0
Total liabilities and stockholders' equity	$	4,731.3		$	5,069.4	$	41.4	$	(5,253.2	)	$	4,588.9
As of December 31, 2014
Current assets, excluding discontinued operations	$	73.4		$	184.5	$	23.3	$	(23.3	)	$	257.9
Property and equipment, net	34.3			2,977.2		5.4		—			3,016.9
Goodwill	—			916.0		3.3		—			919.3
Intangible assets, net	—			524.3		5.0		—			529.3
Other non-current assets	60.0			4.6		24.4		—			89.0
Investment in subsidiaries	4,470.8			—		—		(4,470.8		)	—
Assets held for sale and assets of discontinued operations	3.6			17.7		—		—			21.3
Inter-company	—			352.0		—		(352.0		)	—
Total assets	$	4,642.1		$	4,976.3	$	61.4	$	(4,846.1	)	$	4,833.7
Current liabilities, excluding discontinued operations	$	100.8		$	273.1	$	—	$	(23.3	)	$	350.6
Long-term debt less current portion	3,975.5			0.1		—		—			3,975.6
Other non-current liabilities	(63.0		)	280.7		—		—			217.7
Liabilities held for sale and liabilities of discontinued operations	—			0.4		—		—			0.4
Inter-company	350.8			—		1.2		(352.0		)	—
Total liabilities	4,364.1			554.3		1.2		(375.3		)	4,544.3
Total Pinnacle stockholders' equity	278.0			4,422.0		48.8		(4,470.8		)	278.0
Non-controlling interest	—			—		11.4		—			11.4
Total stockholders' equity	278.0			4,422.0		60.2		(4,470.8		)	289.4
Total liabilities and stockholders' equity	$	4,642.1		$	4,976.3	$	61.4	$	(4,846.1	)	$	4,833.7

	Pinnacle Entertainment, Inc.			100% Owned Guarantor Subsidiaries(a)			Non- Guarantor Subsidiaries(b)			Consolidating and Eliminating Entries		Pinnacle Entertainment, Inc. Consolidated
	(in millions)
Statements of Cash Flows
For the nine months ended September 30, 2015
Cash provided by operating activities	$	281.0		$	23.7		$	12.0		$	—	$	316.7
Capital expenditures	(1.8		)	(55.7		)	—			—		(57.5		)
Net proceeds from dispositions of discontinued operations and assets held for sale	—			25.1			—			—		25.1
Purchase of intangible asset	—			(25.0		)	—			—		(25.0		)
Restricted cash	5.7			—			—			—		5.7
Other	25.1			(24.8		)	(1.6		)	—		(1.3		)
Cash provided by (used in) investing activities	29.0			(80.4		)	(1.6		)	—		(53.0		)
Proceeds from credit facility	353.8			—			—			—		353.8
Repayments under credit facility	(666.6		)	—			—			—		(666.6		)
Other	7.4			—			—			—		7.4
Cash used in financing activities	(305.4		)	—			—			—		(305.4		)
Change in cash and cash equivalents	4.6			(56.7		)	10.4			—		(41.7		)
Cash and cash equivalents, beginning of period	6.4			158.3			—			—		164.7
Cash and cash equivalents, end of period	$	11.0		$	101.6		$	10.4		$	—	$	123.0
For the nine months ended September 30, 2014
Cash provided by (used in) operating activities	$	111.3		$	163.1		$	(3.9	)	$	—	$	270.5
Capital expenditures	(9.8		)	(178.9		)	—			—		(188.7		)
Net proceeds from disposition of discontinued operations and assets held for sale	—			258.5			—			—		258.5
Purchase of intangible asset	—			(25.0		)	—			—		(25.0		)
Escrow refund	—			25.0			—			—		25.0
Restricted cash	5.9			—			—			—		5.9
Other	258.2			(258.8		)	0.4			—		(0.2		)
Cash provided by (used in) investing activities	254.3			(179.2		)	0.4			—		75.5
Proceeds from credit facility	217.6			—			—			—		217.6
Repayments under credit facility	(612.8		)	—			—			—		(612.8		)
Other	5.6			—			—			—		5.6
Cash used in financing activities	(389.6		)	—			—			—		(389.6		)
Change in cash and cash equivalents	(24.0		)	(16.1		)	(3.5		)	—		(43.6		)
Cash and cash equivalents, beginning of period	28.6			142.3			27.7			—		198.6
Cash and cash equivalents, end of period	$	4.6		$	126.2		$	24.2		$	—	$	155.0

_______________________ 

(a) As of September 30, 2015, the following material subsidiaries are identified as guarantors of our senior and senior subordinated notes: Belterra Resort Indiana, LLC; Boomtown, LLC; Casino Magic, LLC; Louisiana-I Gaming; PNK (Baton Rouge) Partnership; PNK (BOSSIER CITY), Inc.; PNK Development 7, LLC; PNK Development 8, LLC; PNK Development 9, LLC; PNK (LAKE CHARLES), L.L.C.; PNK (Ohio), LLC; PNK (Ohio) II, LLC; PNK (Ohio) III, LLC; PNK (River City), LLC; PNK (SAM), LLC; PNK (SAZ), LLC; Ameristar Casino Black Hawk, Inc.; Ameristar Casino Council Bluffs, Inc.; Ameristar Casino St. Charles, Inc.; Ameristar Casino Kansas City, Inc.; Ameristar Casino Vicksburg, Inc.; Cactus Pete’s, Inc.; Ameristar East Chicago Holdings, LLC; and Ameristar Casino East Chicago, LLC. In addition, certain other immaterial subsidiaries are also guarantors of our senior and senior subordinated notes.

(b) Guarantor subsidiaries of our senior and senior subordinated notes exclude subsidiaries with approximately $41.4 million in cash and other assets as of September 30, 2015, that include a subsidiary that owns a majority interest in the licensee of Retama Park Racetrack and certain other subsidiaries.

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Long-Term Debt - Summary of Interest Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Debt Disclosure [Abstract]
Interest expense	$ 65,170	$ 62,773	$ 186,355	$ 194,420
Interest income	(143)	(43)	(250)	(449)
Capitalized interest	0	(232)	0	(2,681)
Interest expense, net	$ 65,027	$ 62,498	$ 186,105	$ 191,290

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Employee Benefit Plans (Tables)

9 Months Ended

Sep. 30, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Share-Based Compensation Expense

We recorded share-based compensation expense as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2015		2014		2015		2014
	(in millions)
Share-based compensation expense	$	4.1	$	1.4	$	13.0	$	10.1

Schedule of Stock Option Activity

The following table summarizes information related to our common stock options:

	Number of Stock Options		Weighted Average Exercise Price
Options outstanding at January 1, 2015	5,568,628		$	15.17
Granted	169,090		$	26.51
Exercised	(523,469	)	$	17.40
Canceled or forfeited	(29,903	)	$	21.88
Options outstanding at September 30, 2015	5,184,346		$	15.28
Options exercisable at September 30, 2015	3,632,520		$	12.84
Expected to vest after September 30, 2015	1,175,282		$	21.15

Schedule of Stock Option Information

The following information is provided for our stock options:

	For the nine months ended September 30,
	2015		2014
Weighted-average grant date fair value	$	9.44	$	8.93

Schedule of Restricted Stock Units Activity

The following table summarizes information related to our restricted stock units:

	Number of Units		Weighted Average Grant Date Fair Value
Non-vested at January 1, 2015	1,212,933		$	22.20
Granted	172,741		$	26.32
Vested	(196,155	)	$	21.07
Canceled or forfeited	(22,769	)	$	24.09
Non-vested at September 30, 2015	1,166,750		$	22.96

Schedule of Performance Stock Units Activity

The following table summarizes information related to our performance stock units:

	Number of Units	Weighted Average Grant Date Fair Value
Non-vested at January 1, 2015	520,322	$	23.64
Granted	—	$	—
Canceled or forfeited	—	$	—
Non-vested at September 30, 2015	520,322	$	23.64

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Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands, shares in Millions	1 Months Ended	3 Months Ended			9 Months Ended
	Apr. 30, 2015 USD ($)	Sep. 30, 2015 USD ($) property shares	Jun. 30, 2015 USD ($)	Sep. 30, 2014 USD ($) shares	Sep. 30, 2015 USD ($) property segment shares	Sep. 30, 2014 USD ($) shares	Dec. 31, 2014 USD ($)
Number of casinos owned and operated | property		15			15
Land not used in operations		$ 34,600			$ 34,600
Impairment of goodwill					4,757	$ 0
Impairment of goodwill or other intangible assets				$ 0		0
Payments to acquire intangible assets					25,000	$ 25,000
Customer Loyalty Program liability		$ 22,800			$ 22,800		$ 26,600
Equity Option
Out-of-the-money stock options excluded from calculation of diluted earnings per share | shares		0.1		1.8	0.2	1.5
Heartland Poker Tour
Impairment of goodwill		$ 1,400
Impairment of indefinite-lived intangible assets		200
Impairment of finite-lived intangible assets		$ 700
Retama Partners
Impairment of goodwill			$ 3,300
Impairment of indefinite-lived intangible assets			$ 5,000
Belterra Park
Payments to acquire intangible assets	$ 25,000
Jackpot, Nevada
Number of casinos owned and operated | property		2			2
Number of operating segments | segment					1

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Consolidating Condensed Financial Information Consolidating Condensed Financial Information - Statement of Cash Flows (Details) - USD ($) $ in Thousands		9 Months Ended
		Sep. 30, 2015	Sep. 30, 2014
Condensed Financial Statements, Captions
Cash provided by operating activities		$ 316,750	$ 270,527
Capital expenditures		(57,544)	(188,722)
Net proceeds from dispositions of discontinued operations and assets held for sale		25,066	258,507
Purchase of intangible asset		(25,000)	(25,000)
Escrow refund		0	25,000
Restricted cash		5,667	5,925
Net cash (used in) provided by investing activities		(53,035)	75,471
Proceeds from credit facility		353,800	217,600
Repayments under credit facility		(666,550)	(612,837)
Net cash used in financing activities		(305,357)	(389,584)
Change in cash and cash equivalents		(41,642)	(43,586)
Cash and cash equivalents at the beginning of the period		164,654	198,575
Cash and cash equivalents at the end of the period		123,012	154,989
Pinnacle Entertainment, Inc.
Condensed Financial Statements, Captions
Cash provided by operating activities		281,000	111,300
Capital expenditures		(1,800)	(9,800)
Net proceeds from dispositions of discontinued operations and assets held for sale		0	0
Purchase of intangible asset		0	0
Escrow refund			0
Restricted cash		5,700	5,900
Other		25,100	258,200
Net cash (used in) provided by investing activities		29,000	254,300
Proceeds from credit facility		353,800	217,600
Repayments under credit facility		(666,600)	(612,800)
Other		7,400	5,600
Net cash used in financing activities		(305,400)	(389,600)
Change in cash and cash equivalents		4,600	(24,000)
Cash and cash equivalents at the beginning of the period		6,400	28,600
Cash and cash equivalents at the end of the period		11,000	4,600
100% Owned Guarantor Subsidiaries(a)
Condensed Financial Statements, Captions
Cash provided by operating activities	[1]	23,700	163,100
Capital expenditures	[1]	(55,700)	(178,900)
Net proceeds from dispositions of discontinued operations and assets held for sale	[1]	25,100	258,500
Purchase of intangible asset	[1]	(25,000)	(25,000)
Escrow refund	[1]		25,000
Restricted cash	[1]	0	0
Other	[1]	(24,800)	(258,800)
Net cash (used in) provided by investing activities	[1]	(80,400)	(179,200)
Proceeds from credit facility	[1]	0	0
Repayments under credit facility	[1]	0	0
Other	[1]	0	0
Net cash used in financing activities	[1]	0	0
Change in cash and cash equivalents	[1]	(56,700)	(16,100)
Cash and cash equivalents at the beginning of the period	[1]	158,300	142,300
Cash and cash equivalents at the end of the period	[1]	101,600	126,200
Non- Guarantor Subsidiaries(b)
Condensed Financial Statements, Captions
Cash provided by operating activities	[2]	12,000	(3,900)
Capital expenditures	[2]	0	0
Net proceeds from dispositions of discontinued operations and assets held for sale	[2]	0	0
Purchase of intangible asset	[2]	0	0
Escrow refund	[2]		0
Restricted cash	[2]	0	0
Other	[2]	(1,600)	400
Net cash (used in) provided by investing activities	[2]	(1,600)	400
Proceeds from credit facility	[2]	0	0
Repayments under credit facility	[2]	0	0
Other	[2]	0	0
Net cash used in financing activities	[2]	0	0
Change in cash and cash equivalents	[2]	10,400	(3,500)
Cash and cash equivalents at the beginning of the period	[2]	0	27,700
Cash and cash equivalents at the end of the period	[2]	10,400	24,200
Consolidating and Eliminating Entries
Condensed Financial Statements, Captions
Cash provided by operating activities		0	0
Capital expenditures		0	0
Net proceeds from dispositions of discontinued operations and assets held for sale		0	0
Purchase of intangible asset		0	0
Escrow refund			0
Restricted cash		0	0
Other		0	0
Net cash (used in) provided by investing activities		0	0
Proceeds from credit facility		0	0
Repayments under credit facility		0	0
Other		0	0
Net cash used in financing activities		0	0
Change in cash and cash equivalents		0	0
Cash and cash equivalents at the beginning of the period		0	0
Cash and cash equivalents at the end of the period		0	0
Pinnacle Entertainment, Inc. Consolidated
Condensed Financial Statements, Captions
Cash provided by operating activities		316,700	270,500
Capital expenditures		(57,500)	(188,700)
Net proceeds from dispositions of discontinued operations and assets held for sale		25,100	258,500
Purchase of intangible asset		(25,000)	(25,000)
Escrow refund			25,000
Restricted cash		5,700	5,900
Other		(1,300)	(200)
Net cash (used in) provided by investing activities		(53,000)	75,500
Proceeds from credit facility		353,800	217,600
Repayments under credit facility		(666,600)	(612,800)
Other		7,400	5,600
Net cash used in financing activities		(305,400)	(389,600)
Change in cash and cash equivalents		(41,700)	(43,600)
Cash and cash equivalents at the beginning of the period		164,700	198,600
Cash and cash equivalents at the end of the period		$ 123,000	$ 155,000

[1] As of September 30, 2015, the following material subsidiaries are identified as guarantors of our senior and senior subordinated notes: Belterra Resort Indiana, LLC; Boomtown, LLC; Casino Magic, LLC; Louisiana-I Gaming; PNK (Baton Rouge) Partnership; PNK (BOSSIER CITY), Inc.; PNK Development 7, LLC; PNK Development 8, LLC; PNK Development 9, LLC; PNK (LAKE CHARLES), L.L.C.; PNK (Ohio), LLC; PNK (Ohio) II, LLC; PNK (Ohio) III, LLC; PNK (River City), LLC; PNK (SAM), LLC; PNK (SAZ), LLC; Ameristar Casino Black Hawk, Inc.; Ameristar Casino Council Bluffs, Inc.; Ameristar Casino St. Charles, Inc.; Ameristar Casino Kansas City, Inc.; Ameristar Casino Vicksburg, Inc.; Cactus Pete’s, Inc.; Ameristar East Chicago Holdings, LLC; and Ameristar Casino East Chicago, LLC. In addition, certain other immaterial subsidiaries are also guarantors of our senior and senior subordinated notes.

[2] Guarantor subsidiaries of our senior and senior subordinated notes exclude subsidiaries with approximately $41.4 million in cash and other assets as of September 30, 2015, that include a subsidiary that owns a majority interest in the licensee of Retama Park Racetrack and certain other subsidiaries.

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Write-downs, Reserves and Recoveries, Net (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Jun. 30, 2015	Sep. 30, 2015	Sep. 30, 2014
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Lease abandonment				$ 2,900
Impairment of goodwill			$ 4,757	$ 0
Springfield, Massachusetts
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain on disposition of assets			8,400
Central City, Colorado
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Impairment of land	$ 400		$ 3,000
Retama Partners
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Impairment of goodwill		$ 3,300
Impairment of indefinite-lived intangible assets		$ 5,000
Heartland Poker Tour
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Impairment of goodwill	1,400
Impairment of indefinite-lived intangible assets	200
Impairment of finite-lived intangible assets	$ 700

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CONDENSED CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 7,567	$ 4,963
Preferred stock, par value per share (in dollars per share)	$ 1.00	$ 1.00
Preferred stock, shares authorized	250,000	250,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value per share (in dollars per share)	$ 0.10	$ 0.10
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	60,870,749	59,979,853
Common stock, shares outstanding	60,870,749	59,979,853
Treasury stock, shares	6,374,882	6,374,882

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Income Taxes

9 Months Ended

Sep. 30, 2015

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

Our effective tax rate for continuing operations for the three and nine months ended September 30, 2015, was 15.2%, or an expense of $2.4 million, and 18.4% or an expense of $12.7 million, respectively, as compared to an effective tax rate of 47.5%, or an expense of $7.0 million and 25.1% or an expense of $8.1 million, respectively, for the corresponding prior year periods. Our tax rate differs from the statutory rate of 35.0% due to the effects of permanent items, deferred tax expense on tax amortization of indefinite-lived intangible assets, state taxes, and a reserve for unrecognized tax benefits. Our state tax provision represents taxes in the jurisdictions of Indiana and Louisiana as well as the city jurisdictions in Missouri, where we have no valuation allowance.

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Summary of Significant Accounting Policies - Summary of Fair Value Measurements (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity securities	$ 14,400	$ 14,800
Promissory notes	13,600	12,000
Long-term debt	3,676,900	3,986,654
Nonrecurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity securities, fair value	15,000	21,700
Promissory notes, fair value	19,100	16,800
Long-term debt, fair value	3,788,700	4,029,900
Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred compensation	400	600
Level 1 | Nonrecurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity securities, fair value	0	0
Promissory notes, fair value	0	0
Long-term debt, fair value	0	0
Level 1 | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred compensation	400	600
Level 2 | Nonrecurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity securities, fair value	11,900	18,500
Promissory notes, fair value	19,100	16,800
Long-term debt, fair value	3,788,700	4,029,900
Level 2 | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred compensation	0	0
Level 3 | Nonrecurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity securities, fair value	3,100	3,200
Promissory notes, fair value	0	0
Long-term debt, fair value	0	0
Level 3 | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred compensation	$ 0	$ 0

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Employee Benefit Plans - Summary of Restricted Stock Activity (Details) - Restricted Stock	9 Months Ended
	Sep. 30, 2015 $ / shares shares
Number of Units
Non-vested at January 1, 2015 (in shares) | shares	1,212,933
Granted | shares	172,741
Vested | shares	(196,155)
Canceled or forfeited | shares	(22,769)
Non-vested at September 30, 2015 (in shares) | shares	1,166,750
Weighted Average Grant Date Fair Value
Non-vested at January 1, 2015 (in dollars per share)	$ 22.20
Granted	26.32
Vested	21.07
Canceled or forfeited	24.09
Non-vested at September 30, 2015 (in dollars per share)	$ 22.96

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Long-Term Debt (Tables)

9 Months Ended

Sep. 30, 2015

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Long-term debt consisted of the following:

	September 30, 2015
	Outstanding Principal			Unamortized (Discount) Premium			Long-Term Debt, Net
	(in millions)
Senior Secured Credit Facility:
Revolving Credit Facility	$	715.1		$	—		$	715.1
Term B-2 Loans due 2020	361.0			(12.8		)	348.2
6.375% Senior Notes due 2021	850.0			—			850.0
7.50% Senior Notes due 2021	1,040.0			48.5			1,088.5
7.75% Senior Subordinated Notes due 2022	325.0			—			325.0
8.75% Senior Subordinated Notes due 2020	350.0			—			350.0
Other	0.1			—			0.1
Total debt including current maturities	3,641.2			35.7			3,676.9
Less current maturities	(11.0		)	—			(11.0		)
Total long-term debt	$	3,630.2		$	35.7		$	3,665.9

	December 31, 2014
	Outstanding Principal			Unamortized (Discount) Premium			Long-Term Debt, Net
	(in millions)
Senior Secured Credit Facility:
Revolving Credit Facility	$	606.6		$	—		$	606.6
Term B-2 Loans due 2020	782.2			(21.1		)	761.1
6.375% Senior Notes due 2021	850.0			—			850.0
7.50% Senior Notes due 2021	1,040.0			53.8			1,093.8
7.75% Senior Subordinated Notes due 2022	325.0			—			325.0
8.75% Senior Subordinated Notes due 2020	350.0			—			350.0
Other	0.1			—			0.1
Total debt including current maturities	3,953.9			32.7			3,986.6
Less current maturities	(11.0		)	—			(11.0		)
Total long-term debt	$	3,942.9		$	32.7		$	3,975.6

Schedule of Interest Expense, Net

Interest expense, net, was as follows:

	For the three months ended September 30,						For the nine months ended September 30,
	2015			2014			2015			2014
	(in millions)
Interest expense	$	65.2		$	62.8		$	186.4		$	194.3
Interest income	(0.2		)	—			(0.3		)	(0.3		)
Capitalized interest	—			(0.3		)	—			(2.7		)
Interest expense, net	$	65.0		$	62.5		$	186.1		$	191.3