rrr-20210331

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark one)

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

For the quarterly period ended March 31, 2021

☐ 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 001-37754

RED ROCK RESORTS, INC.

(Exact name of registrant as specified in its charter)


Delaware			47-5081182
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

1505 South Pavilion Center Drive, Las Vegas, Nevada

(Address of principal executive offices)

89135

(Zip Code)

(702) 495-3000

Registrant’s telephone number, including area code

N/A

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

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Class A Common Stock, $.01 par value	RRR	NASDAQ Stock Market

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 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 ☑

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.


Class						Outstanding at April 30, 2021
Class A Common Stock, $0.01 par value						70,968,321
Class B Common Stock, $0.00001 par value						45,985,804

Table of Contents

RED ROCK RESORTS, INC.

INDEX


Part I.	Financial Information
Item 1.	Financial Statements	3
	Condensed Consolidated Balance Sheets — March 3 1 , 202 1 (unaudited) and December 31, 20 20	3
	Condensed Consolidated Statements of Operations and Comprehensive Loss — Three months ended March 31 , 202 1 and 20 20 (unaudited)	4
	Condensed Consolidated Statements of Stockholders’ Equity — Three months ended March 31, 2021 and 2020 (unaudited)	5
	Condensed Consolidated Statements of Cash Flows — Three months ended March 31, 2021 and 2020 (unaudited)	7
	Notes to Condensed Consolidated Financial Statements (unaudited)	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	31
Item 4.	Controls and Procedures	32

Part II.	Other Information
Item 1.	Legal Proceedings	32
Item 1A.	Risk Factors	32
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	32
Item 3.	Defaults Upon Senior Securities	32
Item 4.	Mine Safety Disclosures	33
Item 5.	Other Information	33
Item 6.	Exhibits	33
Signature		34

Table of Contents

Part I. Financial Information

Item 1. Financial Statements

RED ROCK RESORTS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(amounts in thousands, except share data)


	March 31, 2021		December 31, 2020
	(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	117,908	$	121,176
Restricted cash	—		4,529
Receivables, net	35,398		35,130
Inventories	12,442		13,079
Prepaid gaming tax	26,246		24,316
Prepaid expenses and other current assets	18,997		13,827
Assets held for sale	679,073		36,902
Total current assets	890,064		248,959
Property and equipment, net of accumulated depreciation of $1,092,133 and $1,224,081 at March 31, 2021 and December 31, 2020, respectively	2,033,239		2,857,973
Goodwill	195,676		195,676
Intangible assets, net of accumulated amortization of $15,910 and $19,520 at March 31, 2021 and December 31, 2020, respectively	88,390		100,817
Land held for development	233,740		233,740
Investments in joint ventures	7,633		8,162
Native American development costs	24,200		22,149

Other assets, net	64,709		72,478
Total assets	$	3,537,651	$	3,739,954
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	10,422	$	11,208
Accrued interest payable	12,838		20,128
Other accrued liabilities	145,850		146,077
Liabilities related to assets held for sale	4,620		—
Current portion of long-term debt	26,355		22,844
Total current liabilities	200,085		200,257
Long-term debt, less current portion	2,801,220		2,879,163
Other long-term liabilities	30,545		28,499
Payable pursuant to tax receivable agreement	28,035		27,394
Total liabilities	3,059,885		3,135,313
Commitments and contingencies (Note 13)
Stockholders’ equity:
Preferred stock, par value $0.01 per share, 100,000,000 shares authorized; none issued and outstanding	—		—
Class A common stock, par value $0.01 per share, 500,000,000 shares authorized; 71,001,975 and 71,228,168 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively	710		712
Class B common stock, par value $0.00001 per share, 100,000,000 shares authorized; 45,985,804 and 46,085,804 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively	1		1
Additional paid-in capital	373,278		385,579
Accumulated deficit	(97,849)		(33,071)
Accumulated other comprehensive loss	(624)		(623)
Total Red Rock Resorts, Inc. stockholders’ equity	275,516		352,598
Noncontrolling interest	202,250		252,043
Total stockholders’ equity	477,766		604,641
Total liabilities and stockholders’ equity	$	3,537,651	$	3,739,954

The accompanying notes are an integral part of these condensed consolidated financial statements.

Table of Contents

RED ROCK RESORTS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(amounts in thousands, except per share data)

(unaudited)


	Three Months Ended March 31,
		2021		2020
Operating revenues:
Casino		$	259,938	$	208,267
Food and beverage		46,872		88,331
Room		21,944		40,076
Other		15,557		21,357
Management fees		8,308		19,357
Net revenues		352,619		377,388
Operating costs and expenses:
Casino		63,116		83,275
Food and beverage		41,057		92,486
Room		11,091		20,673
Other		5,350		9,634
Selling, general and administrative		78,910		101,273
Depreciation and amortization		54,255		58,534
Write-downs and other charges, net		260		8,807

Asset impairment		169,733		—
		423,772		374,682
Operating (loss) income		(71,153)		2,706
Earnings from joint ventures		390		202
Operating (loss) income and earnings from joint ventures		(70,763)		2,908
Other expense:
Interest expense, net		(27,267)		(36,058)
Loss on extinguishment/modification of debt, net		(8,140)		(11,411)
Change in fair value of derivative instruments		(128)		(20,010)
Other		(48)		(44)
		(35,583)		(67,523)
Loss before income tax		(106,346)		(64,615)
Provision for income tax		(217)		(113,185)
Net loss		(106,563)		(177,800)
Less: net loss attributable to noncontrolling interests		(41,785)		(25,601)
Net loss attributable to Red Rock Resorts, Inc.		$	(64,778)	$	(152,199)

Loss per common share (Note 12):
Loss per share of Class A common stock, basic and diluted		$	(0.92)	$	(2.18)

Weighted-average common shares outstanding:
Basic and diluted		70,728		69,962


Comprehensive loss		$	(106,563)	$	(178,462)
Less: comprehensive loss attributable to noncontrolling interests		(41,785)		(25,862)
Comprehensive loss attributable to Red Rock Resorts, Inc.		$	(64,778)

SEC Form 10-Q filed by Red Rock Resorts, Inc.