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ANNUAL 2019 REPORT Dear Fellow Shareholders, As I write this letter reflecting back on 2019, I want to first extend my sympathies to those directly affected by COVID-19 and our appreciation to the first responders, healthcare providers and other essential workers that are keeping our communities safe and healthy. The pandemic is obviously having a profoundly negative impact on a macro level, and more specifically, to our hospitality industry. As a result, we have been focused on supporting our team members and emerging from this challenge prepared to address the business environment ahead. In review of 2019, we completed several milestones including the completion of our major renovations at The STRAT. We concluded over $100 million of investment in the property which resulted in approximately 600 new guest rooms, an updated SkyPod experience, a renovated casino floor, front desk, concierge desk and mobile check-in area, two new lounges, a new state-of-the-art sports book, the PT’s Wings and Sports venue, a remodeled experience and new menu program at our award winning Top of the World Restaurant, and finally, revisions to the exterior lighting and landscaping. These significant updates have been well received and allowed us to deliver an overall elevated experience to our guests. In Laughlin, we completed the acquisition of the Edgewater, Colorado Belle and the Laughlin Event Center. With the acquisition of these assets we have increased our overall footprint in the Laughlin market, providing various synergies and additional economies of scale. In addition, we were able to create new cross-marketing opportunities and leveraged the Laughlin Entertainment Center to drive visitation from our other properties and distributed gaming business. In 2019 we also completed the launch of True Rewards, our one-card loyalty program connecting our 10 casinos, 66 taverns and 68 supermarket locations, giving the program over 140 locations where our patrons can earn and redeem rewards. This innovative loyalty program allows us to effectively cross-market all of our assets to our members while creating efficiencies through a single loyalty program that encompasses both our casino resorts and distributed gaming locations. While 2019 was a year of progress and accomplishment, there is a tremendous amount of uncertainty as we move further into 2020. However, we are positioned and prepared to operate more efficiently than we ever have once our properties are reopened. On behalf of the entire Golden Entertainment team, thank you for your confidence and continued support. Blake L. Sartini Chairman and Chief Executive Officer UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-24993 GOLDEN ENTERTAINMENT,INC. (Exact name of registrant as specified in its charter) Minnesota 41-1913991 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 6595 S Jones Boulevard - Las Vegas, Nevada 89118 (Address of principal executive offices) (702) 893-7777 (Registrants telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange on Which Registered Common Stock, $0.01 par value The Nasdaq Stock Market LLC Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒ 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 ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of large accelerated filer,accelerated filer,smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth Company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No ☒ Based upon the last sale price of the registrants common stock, $0.01 par value, as reported on the Nasdaq Global Market on June 28, 2019 (the last business day of the registrants most recently completed second quarter), the aggregate market value of the common stock held by non- affiliates of the registrant as of such date was $258,957,566. For purposes of these computations only, all of the Registrants executive officers and directors and entities affiliated with them have been deemed to be affiliates. As of March 10, 2020, 27,914,593 shares of the registrants common stock, $0.01 par value, were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Proxy Statement for the registrants 2020 annual meeting of shareholders, to be filed with the Securities and Exchange Commission within 120 days after the registrants year ended December 31, 2019, are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. Except with respect to information specifically incorporated by reference in this Annual Report on Form 10-K, the Proxy Statement is not deemed to be filed as part hereof. GOLDEN ENTERTAINMENT, INC. ANNUAL REPORT ON FORM 10-K INDEX Page PART I ITEM I. BUSINESS................................................................................................................................................ 2 ITEM 1A.RISK FACTORS....................................................................................................................................... 10 ITEM IB. UNRESOLVED STAFF COMMENTS ................................................................................................... 23 ITEM 2. PROPERTIES ........................................................................................................................................... 24 ITEM 3. LEGAL PROCEEDINGS ......................................................................................................................... 25 ITEM 4. MINE SAFETY DISCLOSURES ............................................................................................................ 25 PART II ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES ..................................................................... 26 ITEM 6. SELECTED FINANCIAL DATA ............................................................................................................ 27 ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ................................................................................................................. 29 ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK......................... 43 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA ......................................................... 44 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE ................................................................................................................... 90 ITEM 9A.CONTROLS AND PROCEDURES......................................................................................................... 90 ITEM 9B.OTHER INFORMATION ........................................................................................................................ 91 PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE ................................. 91 ITEM 11. EXECUTIVE COMPENSATION............................................................................................................ 91 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS .............................................................................................. 91 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE .................................................................................................................................... 92 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES........................................................................... 92 PART IV