5.  LONG-TERM DEBT

Long-term debt and the weighted average interest rates at December 31, 2025 and 2024 consisted of the following:

Amounts in thousands

December 31, 2025

December 31, 2024

Goldman term loan

$

333,384

10.48%

$

336,884

11.45%

Credit agreement - CPL

526

6.04%

Credit facility - CPL

3,780

7.00%

1,339

7.30%

UniCredit term loan

1,387

3.02%

Total principal

$

337,690

10.44%

$

339,610

11.39%

Deferred financing costs

(8,759)

(11,454)

Total long-term debt

$

328,931

$

328,156

Less current portion

(7,558)

(6,226)

Long-term portion

$

321,373

$

321,930

Goldman Credit Agreement

On April 1, 2022, the Company entered into the Goldman Credit Agreement by and among the Company, as borrower, the subsidiary guarantors party thereto, Goldman Sachs Bank USA, as administrative agent and collateral agent, Goldman Sachs Bank USA and BofA Securities, Inc., as joint lead arrangers and joint bookrunners, and the lenders and letter of credit lenders party thereto. The Goldman Credit Agreement provides for a $350.0 million Goldman Term Loan and a $30.0 million Revolving Facility. As of December 31, 2025, the outstanding balance of the Goldman Term Loan was $333.4 million and the Company had not borrowed on its $30.0 million Revolving Facility. The Company used the Goldman Term Loan to fund the acquisition of the Nugget, for the repayment of approximately $166.2 million outstanding under a prior credit facility and for related fees and expenses.

The Goldman Term Loan matures on April 1, 2029, and the Revolving Facility matures on April 1, 2027. The Revolving Facility includes up to $10.0 million available for the issuance of letters of credit. The Goldman Term Loan requires scheduled quarterly payments of $875,000 equal to 0.25% of the original aggregate principal amount of the Goldman Term Loan, with the balance due at maturity. The Company repurchased approximately $3.5 million principal amount of the Goldman Term Loan for 97% of its value in February 2024.

Borrowings under the Goldman Credit Agreement bear interest at a rate equal to, at the Company’s option, either (a) the Adjusted Term SOFR (as defined in the Goldman Credit Agreement), plus an applicable margin (each loan, being a “SOFR Loan”), or (b) the ABR (as defined in the Goldman Credit Agreement), plus an applicable margin (each loan, being an “ABR Loan”). The applicable margin for the Goldman Term Loan is 6.00% per annum with respect to SOFR Loans and 5.00% per annum with respect to ABR Loans. For the years ended December 31, 2025 and December 31, 2024, the weighted average interest rates under the Goldman Term Loan were 10.48% and 11.45%, respectively. The applicable margin for loans under the Revolving Facility (“Revolving Loans”) is (1) so long as the Consolidated First Lien Net Leverage Ratio (as defined in the Goldman Credit Agreement) of the Company is greater than 2.75 to 1.00, the applicable margin for Revolving Loans that are SOFR Loans will be 5.25% per annum, and for Revolving Loans that are ABR Loans will be 4.25% per annum; (2) so long as the Consolidated First Lien Net Leverage Ratio of the Company is less than or equal to 2.75 to 1.00 but greater than 2.25 to 1.00, the applicable margin for Revolving Loans that are SOFR Loans will be 5.00% per annum, and for Revolving Loans that are ABR Loans will be 4.00% per annum; and (3) so long as the Consolidated First Lien Net Leverage Ratio of the Company is less than or equal to 2.25 to 1.00, the applicable margin for Revolving Loans that are SOFR Loans will be 4.75% per annum, and for Revolving Loans that are ABR Loans will be 3.75% per annum.

In addition, on a quarterly basis, the Company is required to pay each lender under the Revolving Facility a commitment fee in respect of any unused commitments under the Revolving Facility at a per annum rate of 0.50% of the principal amount of unused commitments of such lender, subject to a stepdown to 0.375% based upon the Company’s Consolidated First Lien Net Leverage Ratio. The Company is also required to pay letter of credit fees equal to the applicable margin then in effect for SOFR Loans that are Revolving Loans multiplied by the average daily maximum aggregate amount available to be drawn under all letters of credit, plus such letter of credit issuer’s customary documentary and processing fees and charges and a fronting fee in an amount equal to 0.125% of the face amount of such letter of credit. The Company is also required to pay customary agency fees. Fees related to the Goldman Credit Agreement of $0.2 million and $0.1 million were recorded as interest expense in the consolidated statements of loss for the years ended December 31, 2025 and 2024, respectively.


The Goldman Credit Agreement requires the Company to prepay the Goldman Term Loan, subject to certain exceptions, with:

100% of the net cash proceeds of certain non-ordinary course asset sales or certain casualty events, subject to certain exceptions; and

50% of the Company’s annual Excess Cash Flow (as defined in the Goldman Credit Agreement) (which percentage will be reduced to 25% if the Consolidated First Lien Net Leverage Ratio is greater than 2.25 to 1.00 but less than or equal to 2.75 to 1.00, and to 0% if the Consolidated First Lien Net Leverage Ratio is less than or equal to 2.25 to 1.00).

The Goldman Credit Agreement provides that the Goldman Term Loan may be prepaid without a premium or penalties.

The borrowings under the Goldman Credit Agreement are guaranteed by the material subsidiaries of the Company, subject to certain exceptions (including the exclusion of the Company’s non-domestic subsidiaries), and are secured by a pledge (and, with respect to real property, mortgage) of substantially all of the existing and future property and assets of the Company and the guarantors, subject to certain exceptions.

The Goldman Credit Agreement contains customary representations and warranties, affirmative, negative and financial covenants, and events of default. All future borrowings under the Goldman Credit Agreement are subject to the satisfaction of customary conditions, including the absence of a default and the accuracy of representations and warranties. If the Company has aggregate outstanding revolving loans, swingline loans and letters of credit greater than $10.5 million as of the last day of any fiscal quarter, it is required to maintain a Consolidated First Lien Net Leverage Ratio of 5.50 to 1.00 or less for such fiscal quarter. As of December 31, 2025, the Consolidated First Lien Net Leverage Ratio exceeded 5.50 to 1.00, but the Company had no outstanding revolving loans, swingline loans or letters of credit under the Goldman Credit Agreement.

Deferred financing costs consist of the Company’s costs related to financings. Amortization expenses relating to the Goldman Credit Agreement were $2.7 million for each of the years ended December 31, 2025 and 2024. These costs are included in interest expense in the consolidated statements of loss for the years ended December 31, 2025 and 2024, respectively.

Casinos Poland

As of December 31, 2025, CPL had a short-term line of credit (“CPL Credit Facility”) with mBank S.A. (“mBank”) used to finance current operations. The CPL Credit Facility was amended in June 2025 to extend the borrowing capacity of PLN 15.0 million through June 25, 2026. The CPL Credit Facility bears an interest rate of overnight WIBOR plus 2.00%. For the years ended December 31, 2025 and 2024, the weighted average interest rates under the CPL Credit Facility were 7.00% and 7.30%, respectively. As of December 31, 2025, the CPL Credit Facility had an outstanding balance of PLN 13.6 million ($3.8 million based on the exchange rate in effect on December 31, 2025), and approximately PLN 1.4 million ($0.4 million based on the exchange rate in effect on December 31, 2025) was available for additional borrowing. The CPL Credit Facility is secured by a building owned by CPL in Warsaw. The CPL Credit Facility contains a number of covenants applicable to CPL, including covenants that require CPL to maintain certain liquidity and liability to asset ratios. CPL was not in compliance with all applicable financial covenants under the CPL Credit Facility as of December 31, 2025. The violation of the covenant allows the lender to increase the interest rate by 0.50% but will not result in an acceleration of the loan.

On November 20, 2025, CPL entered into a credit agreement with mBank (the “CPL Credit Agreement”). The CPL Credit Agreement is a term loan with a maximum borrowing amount of PLN 4.0 million that is being used to construct the casino at the Company’s second casino in Wroclaw. The CPL Credit Agreement bears an interest rate of 1-month WIBOR plus 2.00%. The CPL Credit Agreement has a four year term through December 2029. As of December 31, 2025, the CPL Credit Agreement had an outstanding balance of PLN 1.9 million ($0.5 million based on the exchange rate in effect on December 31, 2025). CPL had PLN 2.1 million ($0.6 million based on the exchange rate in effect on December 31, 2025) remaining borrowing availability under this credit agreement through January 29, 2026. The CPL Credit Agreement is secured by a building owned by CPL in Warsaw. The CPL Credit Agreement contains a number of covenants applicable to CPL, including covenants that require CPL to maintain certain liquidity and liability to asset ratios. CPL was not in compliance with all applicable financial covenants under the CPL Credit Agreement as of December 31, 2025. The violation of the covenant allows the lender to increase the interest rate by 0.50% but will not result in an acceleration of the loan.

Under Polish gaming law, CPL is required to maintain PLN 4.8 million in the form of deposits or bank guarantees for payment of casino jackpots and gaming tax obligations, mBank issued guarantees to CPL for this purpose totaling PLN 4.8 million ($1.3 million based on the exchange rate in effect as of December 31, 2025). The mBank guarantees are secured by land owned by CPL in Kolbaskowo, Poland as well as deposits totaling PLN 1.7 million ($0.5 million based on the exchange rate in effect as of December 31, 2025) with mBank and will terminate in January 2031 and September 2030, respectively. CPL also is required to maintain deposits or provide bank guarantees for payment of additional prizes and giveaways at the casinos. The amount of these deposits varies depending on the value of the prizes. CPL maintained PLN 0.8 million ($0.2 million based on the exchange rate in effect as

of December 31, 2025) in deposits for this purpose as of December 31, 2025. These deposits are included in deposits and other on the Company’s consolidated balance sheet for the year ended December 31, 2025.

Century Resorts Management

CRM previously had a EUR 6.0 million term loan with UniCredit Bank Austria AG (the “UniCredit Term Loan”). The UniCredit Term Loan was paid in full in December 2025 and bore an interest rate of 2.875%.

As of December 31, 2025, scheduled repayments related to long-term debt were as follows:

Amounts in thousands

Goldman Term Loan

CPL Credit Agreement (1)

CPL Credit Facility (2)

Total

2026

$

3,500

$

278

$

3,780

$

7,558

2027

3,500

248

3,748

2028

3,500

3,500

2029

322,884

322,884

Thereafter

Total

$

333,384

$

526

$

3,780

$

337,690

(1)The CPL Credit Agreement could be borrowed against through January 29, 2026. The repayments above are based on the payment schedule set forth in the agreement of PLN 83,000 per month (approximately $23,000 per month based on the exchange rate in effect as of December 31, 2025).

(2)The CPL Credit Facility is available through June 2026. There is no set repayment schedule for the line of credit. The Company has included the balance in 2026 based on the planned repayment schedule.

 

Historical Timeline

Fiscal YearFiled
2025Mar 18, 2026Showing above
2024Mar 13, 2025
2023Mar 14, 2024
2022Mar 10, 2023
2021Mar 8, 2022
2020Mar 12, 2021
2019Mar 13, 2020
2018Mar 11, 2019
2017Mar 9, 2018
2016Mar 10, 2017
2015Mar 11, 2016

About Debt Disclosures

Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.

Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.