gcgc- final report - assignment# 1

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1 Contents A Note on Competitors ........................................................................................................................................................ 3 Current Assets: ..................................................................................................................................................................... 3 Cash and Cash Equivalents (pg. 13 Financial Assets) ...................................................................................................... 3 Accounts Receivable......................................................................................................................................................... 6 Income Tax Receivables ................................................................................................................................................... 9 Prepaids, Deposits and Other Assets ............................................................................................................................... 9 Long- Term Assets: ............................................................................................................................................................... 9 Property, Plant, and Equipment ...................................................................................................................................... 9 Leases.............................................................................................................................................................................. 11 Intangible Assets ............................................................................................................................................................ 12 Goodwill.......................................................................................................................................................................... 14 Deferred Tax Assets and Liabilities ................................................................................................................................ 15 Other Assets ................................................................................................................................................................... 17 Current Liabilities ............................................................................................................................................................... 17 Accounts Payable and Accrued Liabilities ..................................................................................................................... 17 Income Taxes Payable .................................................................................................................................................... 19 Other Liabilities .............................................................................................................................................................. 19 Long Term Liabilities........................................................................................................................................................... 19 Long-Term Debt .............................................................................................................................................................. 19 Contingencies, Derivatives, Etc ...................................................................................................................................... 20 Deferred Credits, Provisions and Other Liabilities ........................................................................................................ 22 Shareholders’ Equity Analysis ............................................................................................................................................ 23 Share Capital & Reserves: (Note 15) .............................................................................................................................. 23 Revised Financial Statements ............................................................................................................................................ 26 Revenues ........................................................................................................................................................................ 26 Expenses ......................................................................................................................................................................... 28 Appendix......................................................................................................................................................................... 31 Appendix A.1: Reconciliation of Cash and Cash Equivalents ........................................................................................ 31 Appendix B.1 – Adjusted Days Receivable .................................................................................................................... 31 Appendix B.2 – Receivables Seasonality ....................................................................................................................... 31 Appendix B.3 – Accounts Receivable Reconciliation..................................................................................................... 32

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Contents A Note on Competitors ........................................................................................................................................................ 3

Current Assets: ..................................................................................................................................................................... 3

Cash and Cash Equivalents (pg. 13 Financial Assets) ...................................................................................................... 3

Accounts Receivable ......................................................................................................................................................... 6

Income Tax Receivables ................................................................................................................................................... 9

Prepaids, Deposits and Other Assets ............................................................................................................................... 9

Long- Term Assets: ............................................................................................................................................................... 9

Property, Plant, and Equipment ...................................................................................................................................... 9

Leases .............................................................................................................................................................................. 11

Intangible Assets ............................................................................................................................................................ 12

Goodwill .......................................................................................................................................................................... 14

Deferred Tax Assets and Liabilities ................................................................................................................................ 15

Other Assets ................................................................................................................................................................... 17

Current Liabilities ............................................................................................................................................................... 17

Accounts Payable and Accrued Liabilities ..................................................................................................................... 17

Income Taxes Payable .................................................................................................................................................... 19

Other Liabilities .............................................................................................................................................................. 19

Long Term Liabilities........................................................................................................................................................... 19

Long-Term Debt .............................................................................................................................................................. 19

Contingencies, Derivatives, Etc ...................................................................................................................................... 20

Deferred Credits, Provisions and Other Liabilities ........................................................................................................ 22

Shareholders’ Equity Analysis ............................................................................................................................................ 23

Share Capital & Reserves: (Note 15) .............................................................................................................................. 23

Revised Financial Statements ............................................................................................................................................ 26

Revenues ........................................................................................................................................................................ 26

Expenses ......................................................................................................................................................................... 28

Appendix ......................................................................................................................................................................... 31

Appendix A.1: Reconciliation of Cash and Cash Equivalents ........................................................................................ 31

Appendix B.1 – Adjusted Days Receivable .................................................................................................................... 31

Appendix B.2 – Receivables Seasonality ....................................................................................................................... 31

Appendix B.3 – Accounts Receivable Reconciliation ..................................................................................................... 32

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Appendix C.2 - Reconciliation of Carrying Value ........................................................................................................... 32

Appendix C.1 - Implied Useful Life Calculations ............................................................................................................ 32

Appendix D.1 - Lease Capitalization Schedule ............................................................................................................... 33

Appendix E.1 – Implied Useful Life Calculation ............................................................................................................. 33

Appendix E.2 – Intangible Reconciliations .................................................................................................................... 34

Appendix F.1 – Reconciliation of Goodwill .................................................................................................................... 34

Appendix G.1 – Adjustment to Days Payable ................................................................................................................ 35

Appendix G.2 – Accounts Payable Seasonality .............................................................................................................. 36

Appendix G.3 – Reconciliation of Accounts Payable and Accrued Liabilities ............................................................... 36

Appendix H.1 - Expected Payments by Period, Dec 31, 2014 ....................................................................................... 37

Appendix H.2 - Other Contractual Commitments ......................................................................................................... 37

Appendix I.1 - Breakdown of Deferred Credits ............................................................................................................. 38

Appendix I.2 – Reconciliation of Deferred Credits, Provisions and Other Liabilities ................................................... 38

Appendix J.1- Calculation of Share option value and dilutive effect of options .......................................................... 39

Appendix J.2 – Breakdown of Stock Option Plan .......................................................................................................... 40

Appendix J.3 – Reconciliation of Shares Repurchased .................................................................................................. 41

Appendix K.1 – Impairment Reversal Calculations ....................................................................................................... 41

Appendix L.1 - Breakdown of Senior Unsecured Notes ................................................................................................ 41

Appendix M.1 - Reconciliation of Non-Cash Working Capital ...................................................................................... 42

Appendix N.1 – Adjusted Statement of Financial Position ........................................................................................... 43

Appendix N.2 – Adjusted Statement of Consolidated Earnings ................................................................................... 44

Appendix N.3 – Ratio Analysis ....................................................................................................................................... 45

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A Note on Competitors

Competitors for GCGC were chosen following a certain criteria: This constituted of the competitors having the

similar market capitalization, business structure, operational geography and size of revenues.

Reference to these competitors will be made throughout the analysis.

The three competitors chosen are:

o GameHost (GH.TO)

o Churchill Downs Inc. (CHDN:NSDQ)

o Penn National Gaming Inc. (PENN : NSDQ)

GameHost This Company operates as a hotel and gaming company in Albert, Canada. It operated through Gaming, Hotel and

Food and Beverage segments. Its gaming activities include company owned and government owned slot machines,

video lottery terminals, and lottery ticket outlets.

The company operates BoomTown Casino, Fort McMurray and the Great Northern Casino. In addition, the

company also holds majority interest in Deerfoot Inn & Casino.

Churchill Downs Inc. This Company provide pari-mutuel horse racing, online wagering accounts on horse racing, and casino gaming

services. The company offers casino gaming through its casinos in Mississippi, its slot and other video operations in

Louisiana, its slot operations in Florida, and its casino in Maine.

It also operated racing facilities such as Churchill Downs Racetrack in Louisville, Kentucky; Arlington International

Race Course in New Orleans, and Calder Race Course in Miami Gardens, Florida. Furthermore, the company also

develops casual games for PCs and mobile devices in various genres, including social casino, match three, etc.

Penn National Gaming Inc. This Company owns and operated gaming and pari-mutuel properties, operating through the East/Midwest, West

and Southern Plains segments. The company is involved in gaming and racing operations, operating a grand total of

26 different facilities in 17 jurisdictions.

Current Assets:

Current assets includes cash and cash equivalents, Accounts receivable, Income taxes receivable, and prepaids,

deposits and other assets.

Cash and Cash Equivalents (pg. 13 Financial Assets)

Nature Cash and cash equivalents includes investments in short term deposits and bankers’ acceptances with maturities

that fall within three months of the original investment date.

As of December 2014, cash and cash equivalents consists of $243.7 in cash in banks, $10.1 in cash floats, and $70.6

in cash equivalents formed from short term investments

The cash floats that are observed exclude the cash floats of $ 16.2 given to the BCLC (British Columbia Lottery

Corporation) for BC casino operations since this section is operated by the British Columbia province. These cash

floats have collateral set aside in terms of letters of credit amounting to $28 which is shown in Note 25 a.

Current Assets

A Note on Competitors

4

Cash in banks includes $0.2 and $0.5 of amounts related to horseman’s purse pools and future payments for

construction projects, respectively. This extra small amount of cash added will be left in the cash in banks since the

analysis is occurring as of today, and the cash will not be coming out until a future date.

Bank Indebtedness There is no bank loan in the current liabilities section. Therefore cash and cash equivalents are not netted against

any bank debt.

Fair Value The investment vehicles that are bought by the company are placed under one of the three categories depending

on the purpose and nature of the financial asset. Valued as “fair value through profit and loss”, “Held-to-maturity &

loans and receivables”, or “Available for sale”.

Held-to-maturity assets are non-derivative financial assets with fixed or determinable payments and a fixed

maturity; the firm plans to keep this asset to maturity. This aligns with the three month fixed income assets the

firm has invested in.

Financial assets that are classified as held-to-maturity are originally recorded at fair value and then are measured at

amortized cost using the effective interest method.

The fair values of cash and cash equivalents approximate their carrying value due to their short term nature

Financial Instrument Classification

Cash Loans and Receivables

Cash Equivalents Held-to-Maturity

Normal Cash Balance As of December 31,2014, cash and cash equivalents for the firm are $ 324.4 million, which is about 31.2% of Total

assets, a significant increase from 21.0% in of total assets in 2013

The increase in cash and cash equivalents is due to the large amount of investment by the firm in three-month

financial assets; a raise of approximately 134% from about $30 million to $70 million. The large increase in “cash in

banks” seems to come from the fact that the Company did not buy back shares in 2014, and also their lack of

capital expenditure investment.

This could also explain the big increase in short-term investments, since the company felt they had to invest their

extra cash in something rather than just keep it in the bank.

There is also a possibility that the company is holding large amounts of cash for an upcoming new project. There is

no disclosure from the notes, but we do know that the Washington branch is closing in Q1 2015, which could mean

the company is saving up for another big project.

Compared to the selected group above, GCGC holds more cash and cash equivalents on hand to total assets (about

32%) than their peer’s average of 7.2% in 2014.

Cash float has remained relatively constant for the past three years, so it will be prudent to maintain that section

the same. The cash float is the amount of money that is needed at the casinos in order to maintain liquidity for the

players. This float could change if there is an increase in the amount of customers who attend the casino

Cash in Banks as a percentage of current assets seems to remain around 70% which could mean that it is the one of

the requirements of this firm.

Adjustment: By taking the 2 year average of the line item "Cash in Banks" we can get a better understanding of the

cash that the company might need. This is cash that is just sitting in the bank and not being utilized for company-

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improving activities. The average for the 2 years cash in banks is $198.05 and the actual cash in banks in 2014 is

$243.7, so the difference of $45.65 will be removed from the cash and cash equivalents line item.

Cash Infusion There seems to be some signs of cash infusion. Looking at the quarterly reports for the company in the year 2014,

one can see that the normal cash entering the firm is always fluctuating, but by year end (Q4) there was an

abnormal cash increase of about $51. This could raise some suspicions, but more depth must be applied to this

problem.

Looking at other cash changes from previous years, one can see that the cash in banks for this firm is pretty volatile

but with a reoccurring cash outflow in Q3. The conclusion seems to be that there is no cash in infusion in Q4, but

rather some type of regular seasonality to the company’s cash flows.

2014 Quarter Cash in Banks Cash Change

1 166.8 14.4

2 206.8 40

3 192.4 -14.4

4 243.7 51.3

This increase in cash for the year end could be due to fact that the firm has events during that time of the year,

effectively raising the amount of cash that they place in the bank.

Interest Earned

𝐼𝑛𝑡𝑒𝑟𝑒𝑠𝑡 𝐸𝑎𝑟𝑛𝑒𝑑 =𝐼𝑛𝑡𝑒𝑟𝑒𝑠𝑡 𝐼𝑛𝑐𝑜𝑚𝑒 𝑅𝑒𝑐𝑒𝑖𝑣𝑒𝑑

𝐴𝑣𝑔 𝐵𝑎𝑙𝑎𝑛𝑐𝑒 𝑜𝑓 𝐼𝑛𝑡𝑒𝑟𝑒𝑠𝑡 𝐵𝑒𝑎𝑟𝑖𝑛𝑔 𝑆𝑒𝑐𝑢𝑟𝑖𝑡𝑖𝑒𝑠

In 2014, the firm earned interest of $2.5 with an average cash equivalent balance of $50.35 (from (70.6+30.1) /2)

for a yield of 4.96%. Compared to the year 2013 the yield on their investment was of 7.98%, from the interest

earned of $1.6 and an average cash equivalent balance of $20.05.

These returns seem too high for the 3-month securities they invested in, so we decided to add the Cash in banks to

the equation realizing that since their cash is in the banks it could also be considered an interest bearing security.

The following calculation is the interest that the company has earned on their securities:

2014 2013 Comments

Interest income received $2.50 $1.60 X

Cash in Banks * $202.65 $134.15 Add

Cash Equivalents ** $50.48 $20 Add

Balance of interest bearing securities

253.13 154.15 Total

Interest Earned 0.99% 1.04% =X/Total

* Cash in Banks is the average for the four quarters to account for actual investment

** Cash Equivalents is the average for the four quarters to account for actual investment

Looking at the 2015 3-month bankers’ acceptance notes, one can see that they earned 0.92%, which makes this

0.99% interest earned in 2014 a reasonable amount.

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Reconciliation of Cash and Cash Equivalents – See Appendix A.1: Reconciliation of Cash and Cash Equivalents

Accounts Receivable

Nature Great Canadian Gaming Corporation’s accounts receivable includes trade receivables and receivables due from

NSPLCC.

Trade receivables are mainly government and institutional based rather than guest based.

Receivables due from NSPLCC is recorded as a reimbursement of qualifying expenditures when there is an

insufficient balance in the Capital Reserve Account.

The company does not disclose composition of other receivables.

All receivables are significant as they reflect corporate economic activities and operations.

Allowance for Doubtful Account Allowance for doubtful accounts are assessed based on individual accounts and length of time outstanding, totaling

$0.8 million in 2014 and $0.6 million in 2013.

Compared with historical data, the $0.8 million doubtful account is consistent with those in previous years.

Allowance for doubtful accounts as percentage of gross trade receivables is 14% in 2014, both a high percentage

and a big increase from last year.

Allowance for doubtful account as percentage of gross receivables, including those due from NSPLCC and others, is

11% in 2014, also an increase compared with previous year.

Allowance for Doubtful Account (CAD, in millions) 2014 2013

Allowance for doubtful accounts (1) 0.8 0.6

Trade receivables (2) 4.9 5

Gross Trade Receivables (1+2) 5.7 7.2

Allowance for doubtful account as % of Gross Receivables 14% 8%

Allowance for Doubtful Account (CAD, in millions) 2014 2013

Allowance for doubtful accounts (1) 0.8 0.6

Account receivables (2) 6.3 7.2

Gross Trade Receivables (1+2) 7.1 7.8

Allowance for doubtful account as % of Gross Receivables 11% 8%

The company does not disclose specific days due in its receivable account and nothing is mentioned about bad debt

proportion – this would be useful information to include.

Receivables are mainly from provincial lottery corporations and federal governments whose probability of default

is low. No adjustment on write-off to bad debt will be done.

Economic Asset Trade and other receivables as well as receivables due from NSPLCC are considered to be an economic asset

because of the high likelihood of payment and the fact that they can be factored or securitized for cash.

Related Party The company had no related party transactions that could affect payment of receivables as of December 31, 2014.

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Valuation The company recognized the values of financial instruments in current assets approximate their carrying values due

to their short-term nature.

Main Customers Great Canadian Gaming Corporation provides gaming, entertainment, racetrack, and hospitality facilities among

which gaming revenue is its main business.

Major customers include individuals requiring entertainment services such as theaters, casinos, racetracks, and

hotels. Corporations such as provincial gaming companies are also its customers.

Credit Risk The company is exposed to credit risk measured as the carrying value of financial assets including cash in banks,

cash equivalents, and account receivable. (Note 26, p41)

Contribution to credit risk by receivables is believed to be low because on one hand, account receivables account

for 2% of total financial instruments that can bring credit risk. This is very low and when compared with 4% in 2013,

a decrease in risk can be seen.

Credit Risk (CAD, in millions) 2014 2013

Cash in banks 243.7 152.4

Cash equivalents 70.6 30.1

Account receivable 6.3 7.2

Total 320.6 189.7

Account receivable as % of Total 2% 4%

Most receivables are from federal governments, provincial gaming corporations with good credit records, and large

racetrack operators. So possibility of retrieval is high.

Revenue Recognition Gaming revenue and racetrack revenue are recorded when earned.

Hospitality, lease and other revenues are recorded when goods are delivered or services are performed.

Promotional allowances are recorded when furnished deducted from gross revenues.

All these revenue recognition methods are reasonable and based on prudence and relevance. So, no adjustment on

them will be made.

Deferred Revenue Deferred revenue comes from the agreement to build and operate parking garage in British Columbia. We are not

sure if the garages will be built. If yes, it will impact revenue because as long as the garages are built, cash will be

generated and go to both the company and Canada Line, and such joint venture can benefit both parties. But we

do not know about how much revenue will be generated. Nor do we know about the timing and possibility of

successfully building the garages. So we cannot adjust this kind of deferred revenue although it decreases every

year. Therefore, deferred revenue will not be added back to revenue account.

Days Receivable Industry days receivables are generally settled between 10 to 20 days, and US normally has a higher receivable

collection period than that in Canada because Canadian gaming is more conservative.

8

Days Receivable (peers) 2014 2013 2012

GameHost 8.3 10.8 9.5

Churchill Downs 47.3 27.6 25.0

PENN 6.0 7.0 7.0

Average 20.5 15.1 13.8

The company’s unadjusted days receivable is 5.2 days in 2014 and 6.5 days in 2013. Compared with its competitor

collection time, the company is doing much better and has less risk than peers.

Days Receivable Pre-adjustment (CAD, in $MM except for days)

2014 2013

Revenue (A) 446.5 407.3

Account Receivables (B) 6.3 7.2

Days Receivable (B / A x 365) 5.2 6.5

For adjustment, both revenue and account receivables should be made. $0.8 million allowance should be added

back to reported account receivables.

According to the above adjustments, receivable value was 7.1 million at December 31, 2014, compared to the

similarly adjusted value of 7.8 million in 2012. There was a 9% year-over-year decrease in receivables. Days

receivable was 5.8 in 2014 and 7 in 2013, almost a 17% decrease. We think part of the reasons to explain for the

decrease is that the company decides to close its Great American Casino in Washington. And receivables from US

are normally higher than those in Canada because Canadian operations and rules for gambling are more

conservative.

See Appendix B.1 – Adjusted Days Receivable

Seasonality Adjustment Seasonality is also checked to see whether revenue matches with account receivables. It shows that revenue is

stable seasonally, with about 25% quarterly. So no adjustment on seasonality should be made.

See Appendix B.2 – Receivables Seasonality

Accounts Receivable vs. Revenue We compared the multi-year trend in Great Canadian Gaming Corporation’s receivables and revenues. We find that

revenues are growing while account receivables are decreasing. This is consistent with the fact that collection days

in receivables are decreasing, assuming a better quality of revenue as well as account receivables.

(CAD$,in millions) 2014 2013 2012 2011

Revenue 446.5 407.3 408.7 388.2

change 10% 0% 5% -

Account Receivable 6.3 7.2 7.7 8.9

change -13% -6% -13% -

See Appendix B.3 – Accounts Receivable Reconciliation

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Income Tax Receivables It seems like this is a one-time situation that occurred in the year 2013. We will not carry forward any other income

tax receivables for the foreseeable future. Notice that taxes payable were zero in this year, due to the fact that the

firm may have overpaid taxes in a previous period.

It does not affect the present income statement, so this line will be untouched.

Prepaids, Deposits and Other Assets Prepaid expenses, deposits and other are stable over years. They amount to $7.4 million in 2014 and $8 million in

2013, a 7.5% decrease which possibly indicates that the company overpaid last year and thus reduced its payment

this year. Since prepaid expenses represent approximately 0.75% of total assets in both 2014 and 2013, their

decrease is relatively not significant.

There are no disclosures relevant to prepaid expense, deposits, and other, and the amount is quite reasonable, no

adjustments will be made.

Long- Term Assets:

Property, Plant, and Equipment

Description Property, Plant, and Equipment consists of six categories: Land, Buildings, Building Improvements, Equipment,

Properties under Development, and Leasehold Improvements.

All of these assets can be isolated and sold, with the exception of Leasehold improvements. However, leasehold

improvements can be considered part of an operating asset, and should be included in the capitalization of

operating leases so we will not make adjustments.

All categories of PPE are recorded at cost plus accumulated amortization, impairments, and amounts approved

under the Capital Reserve Account. We feel that this method does not fully capture the economic value of each

asset. While it may be an appropriate method for equipment, leasehold improvements, and building

improvements, we feel buildings would more accurately portray their economic value if they were reported

utilizing the revaluation method.

The costs included in the capitalization of these assets consist of:

o Construction costs related directly to the creation of the asset, including costs of materials, delivery costs

of materials, installation of equipment and fixtures, etc.

o Overhead expenses attributable to the creation of the asset

o Borrowing costs directly attributable to the construction project

o Government subsidies reduce the cost of the constructed asset.

Government Subsidies: The BC Lottery Corporation (“BCLC”) manages The Facility Development Commission (“FDC”) program, which

reimburses the GCGC for gaming related (primarily capital) expenditures. The maximum subsidy amount is

calculated as a fixed percentage (between 3%-5%) of Gross Gaming Revenues generated by gaming properties in

British Columbia paid to the BCLC.

The FDC reimbursement is characterized as a reduction of the cost of the long term asset (or the operating

expenses) being reimbursed.

Long – Term Assets

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Any subsidy received should be added back to the cost of the asset. In 2014, there were no subsidies reported;

however, there were subsidies reported in 2013. For the purposes of calculating reasonability of amortization this

subsidy was added back to the cost of the assets.

There is a similar program available in Nova Scotia, for which little information was provided. No subsidies were

reported from the Nova Scotia development program.

Impairment Testing and Reversals: Higher of fair value less costs to sell and value in use.

Fair value is based on the amount GCGC could receive by a third party in an arm’s length transaction

Value in use method estimates the NPV of all future cash flows generated by the asset (or CGU)

In April 2014, GCGC signed an agreement with five other Ontario racetrack operators and the Ontario Racing

Commission, which secured funding for its Georgian Downs and Flamboro Downs racetracks.

As a result of this new agreement, GCGC reversed impairments associated with these PPE assets by an amount of

0.9 for Buildings and building improvements, and 0.1 for equipment.

Impairments were also recognized for leasehold improvements and equipment by values of 0.2 and 0.2

respectively.

These are all reasonable amounts and no adjustment will be made.

Capital Expenditures – is it enough?

Land is not depreciated, and neither are properties under development.

Buildings and Building improvements appear to be depreciating faster than they are being added to, by a significant

margin. For 2014, depreciation = 24.4 while additions and reclassifications = 1.1.

Leasehold improvements depreciated by 2.8, while additions and reclassifications = 1.1.

Equipment depreciated by 7.9, while additions and reclassifications = 4.3.

On average, the company does not appear to be investing enough to maintain their asset base. The same

conclusion is reached if the analysis is extended to 2013.

Reasonability of Amortization (See Appendix C.1 - Implied Useful Life Calculations):

Buildings:

They have an implied useful life of 28.9 years which is within the stated acceptable range of 40 years.

Building Improvements:

These costs and depreciation expenses are grouped together with buildings. It would be nice if they stated

improvements separately from buildings, that way we would know if their depreciation expenses are reasonable.

Leasehold Improvements:

We are not told how many remaining years are left on the leases.

Are they Investing Enough During 2014?

Land

Buildings and

Building

Improvements

Leasehold

Improvements Equipment

Properties

Under

Development Total

Depreciation 0.0 (24.4) (2.8) (7.9) 0.0 (35.1)

Additions & Reclassifications 0.1 1.1 1.1 4.3 4.8 11.1

Net Investment 0.1 (23.3) (1.7) (3.6) 4.8 (24.0)

11

With an implied useful life of 30 years, we think this estimate is too low especially in the entertainment industry.

Assuming a 15 year lease term, adjusted depreciation = Total Cost/# of years = 82.6/15 = 5.5. As the current

statements already recognized 2.8, we need to add an additional 2.7 to depreciation expense for leasehold

improvements.

Equipment:

Equipment has an implied useful life of 14.9 years, which is well above the limit of 5 years. We will adjust for this by

increasing the depreciation.

Total Cost = 82.6 divided by 5 = 16.52, less 7.9 already depreciated = 8.62 additional depreciation for equipment.

PPE on the balance sheet will be decreased by an additional 8.6, while the income statement will have additional

depreciation expense of 8.6.

For Complete PPE Reconciliations and Calculations, See Appendix C

Borrowing Costs for Capitalized Assets: These costs should be removed from the asset, and expensed under interest expense for the period.

This information is not provided in the annual report, so no adjustments will be made.

This is a piece of information we would consider useful.

A Note on Reconciliation of PPE Costs Because no information is provided on accumulated subsidies provided by the government of Nova Scotia and the

government of BC, a true reconciliation to cost cannot be performed. So we instead include a reconciliation to

carrying value in Appendix C.2 - Reconciliation of Carrying Value.

Leases

Nature A ground lease with the City of Surrey, BC for Fraser Downs Racetrack and Casino

An operating agreement with the City of Vancouver, BC for Hastings Racecourse

Slots Facility, property leases for the Company’s head office and Great American Gaming Corporation, and

A ground lease with the City of Sydney, NS for Casino Nova Scotia Sydney

The leasehold improvements have a useful life of the lesser of useful life or lease term

o Lease Term implied to be 10 years in the capitalization analysis

Lease revenues include income from OLG for leasing the slot machine areas at Georgian Downs and Flamboro

Downs since April 1, 2013

Capitalization Operating leases seem to be significant to the business of GCGC

o Decided to capitalize the operating leases and calculate the interest and depreciation expense.

o To derive the interest rate to discount back the future operating lease payments, we have taken the

Effective Annual Rate of 6.625%.

o Rate is associated with the $450m Senior Unsecured Notes and is payable semi-annually in arrears on

January 25 and July 25 of every year.

o Effective Annual Rate came up to be 6.735% and we have taken the expected future payments of the

operating leases from Note 26 (b).

12

o Took the 2014 value from the previous annual report’s table from the expected payments value within a

year.

o Future cash flow commitments came up to be $21.80m.

The closing balance of obligation of $13.95m will be added to capital asset and capital lease obligation at December

2014.

o Derived the opening portion as the present value of taking one more year to the calculation.

Calculated the depreciation ($1.65m) and interest expense ($1.11m) for 2014 year

Added with current expenses

For a detailed schedule of operating lease capitalization calculations, see Appendix D.1 - Lease Capitalization

Schedule

Adjustments – Operating Leases Balance Sheet Adjustments:

Capital Asset Dr. $ 13.95 Capital Lease Obligation Cr $ 13.95

Income Statements Adjustments:

Amortization =$16.53/ 10 yrs $ 1.65 Interest =$16.53*6.73% $ 1.11

Intangible Assets

Nature BC Gaming Operating Agreements- $81.4 M as of December 31, 2014

Nova Scotia Gaming Operating Agreement - $31.6 M as of December 31, 2014

Ontario Siteholder/ Lease Agreements - $106 M as of December 31, 2014

Other - $2.5 M as of December 31, 2014

Valuation The company has finite-lived intangible assets which consist mostly of various government agreements that are

gaming-related. Intangible assets are created mainly through acquisitions and are amortized over their useful lives,

ranging from 3 to 20 years, using the straight-line method.

The company uses judgement to estimate the useful life of the intangible asset, which is based on various pertinent

factors, including the expected use of the asset, contractual provisions that enable renewal or extension of the

asset’s life.

Impairment Intangible assets are assessed for impairment at the end of each reporting period for events or circumstances that

indicate that the carrying value may not be recoverable.

The recoverable amount is tested individually if possible or else a cash generating unit (CGU) is used to test the

intangible assets’ value.

The recoverable value is the higher of fair value less costs to sell and the value in use. The fair value is best

represented in an active market where the asset could be sold, if such market does not exist, the value assigned is

the amount the company could receive from an arm’s length transaction. The value in use method estimates the

net present value of the future cash flows expected to be generated by the CGU, discounted by an after-tax

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discount rate. The company does not disclose anything about the assumptions used for the CGU, which is a

concern.

An impairment loss is recorded when the carrying value of an asset (or CGU) exceeds its estimated recoverable

amount.

In cases where an impairment loss subsequently reverses, the carrying amount of the asset (or CGU) is increased

to its current recoverable amount, to the extent that the new carrying amount does not exceed the carrying

amount that would have existed had the original impairment loss not been recorded.

On March 29, 2012, OLG provided notice that the site holder agreements with the Company’s Ontario racetracks

would terminate on March 31, 2013. Georgian Downs’ site holder agreement was otherwise scheduled to expire in

November 2021 and Flamboro Downs’ site holder agreement was otherwise scheduled to expire in April 2016.

As a result of the early termination of the Georgian Downs site holder agreement, the company recorded

impairments of intangibles $8.2.

The Company also recorded impairment of intangible assets of $24.2 in connection with the Flamboro Downs site

holder agreement.

Reversals On March 26, 2013, the Company and the Government of Ontario signed non-bidding letters of intent governing

horse racing operations at the Ontario racetracks.

During the first quarter of 2013, as a result of signing the non-binding letters of intent with OLG, the anticipated

future execution of definitive agreements, and the settlement payment received from OLG on April 26, 2013, the

Company recorded reversals of impairments related to Georgian Downs’ and Flamboro Downs’ intangible assets.

For the Ontario Siteholder/Lease Agreements there is an impairment reversal at the beginning of the year 2013 of

$15.3 for both Georgian Downs and Flamboro Downs. For 2104, the impairment reversal of $4.2 is in relation

Flamboro Downs racetracks that were impaired in 2012.

In April 2014, as a result of signing the Standardbred Alliance agreement with five other Ontario racetrack

operators and the Ontario Racing Commission, the Company secured racing funding for its Georgian Downs and

Flamboro Downs racetracks for up to five years and is working with the Standardbred Alliance to realize racing

operating cost efficiencies. As a result, Flamboro Downs recorded a $4.2 intangible assets impairment reversal at

March 31, 2014.

Other There is very little information about the Other Intangible assets.

Since we do not have information about this section, we will leave this account untouched. Also the amount does

not seem to be too large to materially affect the financial statement

Adjustment The BC Gaming Operating Agreements should have a useful life of 20 years maximum; so depreciation for this

intangible asset needs to be increased.

$81.4/ (Amortization) = 20 years

Amortization = $4.3

Amortization this year was $2.6, therefore the adjustment that must be made is the following:

o Increase Depreciation by $1.7 (from 4.3-2.6)

o Decrease the carrying value on the balance sheet by the same amount.

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Current Original Cost December 31, 2013 Amortization Balance at December

31, 2014

The BC Gaming Operating

Agreements $84.1 $30.9 (2.6) $28.3

Adjustment (20 years

Amort) Original Cost December 31, 2013 Amortization

Balance at December

31, 2014

The BC Gaming Operating

Agreements $84.1 $30.9 (4.3) $26.6

See Appendix E for implied useful life calculations and reconciliations.

Goodwill

Nature Goodwill represents the excess of the purchase price of acquired businesses minus all the impairment incurred

within the time period. The current value of goodwill is $21.1 million in 2014 and $20.6 million in 2013, a $0.5

million increase related to foreign exchange movement from operations in Washington.

The $21.1 million goodwill includes two parts. One is for the change in goodwill due to foreign exchange

movements related to Washington operations in 2014, accounting for a $0.5 million increase. The other parts

relate to the already acquired operations from last few years including the food and beverage operations in View

Royal and Coquitlam, and operations at Dawson Creek and Maple Ridge, Fraser Downs, and Washington. They are

recorded to be $20.6 million in total.

Economic Asset Goodwill is not an economic asset because it cannot be isolated or sold and should be removed from balance sheet.

Measurement Goodwill is measured at cost, as the excess of the purchase price of acquired businesses over the estimated fair

value of the tangible and intangible net assets at the date acquired, and is allocated to the cash generating unit

expected to benefit from the acquisition. The smallest CGU for Great Canadian Gaming Corporation is not

mentioned in the note. After initial recognition, goodwill is measured at cost less any accumulated impairment

losses.

Amortization Goodwill is not amortized.

Impairment The Company tests for impairment of goodwill at least annually or more if there are indications that carrying value

may not be fully recoverable. For impairment testing, any excess of carrying value over recoverable amount will be

recorded as impairment. Recoverable amount is based on value in use method which estimates net present value of

cash flows expected to be generated by the CGU with a growth rate ranging from 0 to 2% and discount rate based

on weighted average cost of capital. All these assumptions are made based on company’s historical performance

and the judgments are reasonable. For Great Canadian Gaming Corporation, no impairment is recorded for the year

2014.

When a business is disposed of, any related goodwill will be included as gain or loss on disposal.

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Reconciliation: See Appendix F.1 – Reconciliation of Goodwill The ending balance of goodwill is $21.1 million at the end of 2014 and should be removed out of the balance sheet

as an adjustment. No new acquisitions are made in 2013 or 2014.

Deferred Tax Assets and Liabilities

Both deferred tax assets and deferred tax liabilities will be discussed in the following section

Nature, Deferred Tax Assets The company’s federal and provincial statutory income tax rate changed from 25.75% in 2013 to 26% in 2014.

o This was because the provincial tax rate in British Columbia increased by a full 1%.

Deferred tax assets presented on the statements of financial position increased from 8.8 in 2013 to 8.9 in 2014

GCGC recognized deferred tax assets of about 7.9 in 2014 and 8.7 in 2013.

o These deferred tax assets depend on future taxable profits in excess of those that arise from the reversal

of existing temporary taxable differences.

Deferred tax assets is comprised of the following:

o Non-capital loss carry-forwards of about $0.8 in 2014 and $0.1 in 2013.

This value is available to reduce future years’ income for tax purposes.

Management believes the company will generate taxable profits in excess of the loss carry-

forwards in each accompanying jurisdiction in which the loss carry-forward originated.

These losses have expiration dates between 2029 and 2034

o Capital loss carry-forwards of $11.8 in 2014 and $9.2 in 2013.

These losses can be carried forward indefinitely.

This value may be used to offset future years’ capital gains.

Management believes the company will generate future capital gains in excess of the loss carry-

forwards in each accompanying jurisdiction in which the loss carry-forward originated.

Unrecognized Deferred Tax Assets The company also has capital losses carried forward which have not been recognized.

This value includes $4.1 for 2014 and $5.8 for 2013.

These values may only be used in future years to offset future capital gains.

These capital losses have an indefinite life, with the exception of about $3.5 which expire in 2017.

Why are these assets not recognized? No details are provided. We assume the company does not expect these

respective assets to have appreciation potential – or maybe these are connected with assets that have been

impaired.

In our view, deferred tax assets do not represent an actual economic asset, so will be removed from the balance sheet

in the amount of $8.9.

Deferred Tax Liabilities

Accounting Policy (Note 2, section U)

GCGC's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the

end of the reporting period.

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities on the

consolidated statements of financial position and the corresponding tax bases used in the computation of taxable

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income, plus the benefit of tax losses allowed to be carried forward to future years to the extent it is probable it will

be realized.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which

the liability is settled or the asset is realized.

Deferred tax assets and liabilities are offset when there is legally enforceable right to set off current tax assets

against current tax liabilities.

When deferred assets and liabilities are levied by the same taxation authority, the Company intends to settle on net

basis.

Composition (Note 2, section U; Note 18)

Deferred tax liabilities are generally recognized for all taxable temporary differences associated with investments in

subsidiaries and associates.

The Company's deferred tax liability is comprised of both tangible assets that include PPE, deferred partnership

income and debt refinancing transaction costs, and intangible assets.

Of the total $74.3 million deferred tax liabilities as of fiscal year 2014, $71.7 million are directly attributable to

temporary differences, it is assumed that the $2.6 million difference is a result of permanent difference.

Total deferred tax liabilities as a result of temporary differences increased by 6.3% from fiscal year 2013 to 2014

(2013 - $61.5 million; 2014 - $65.4 million). This increase is largely due to continuous capital investments by the

Company, and partially due to the overall statutory tax rate net increase of 0.25%.

Does Deferred Tax Liability represents an economic liability?

Nature

The Company has $74.3 of total deferred tax liabilities as of the end of fiscal 2014, which represents a 5.7% increase

from 2013 (after a tax rate net increase of 0.25%).

Economic Liability

We assume that because these tax liabilities do not represent actual balances owed, they do not represent an

actual economic liability.

Timing Differences

96% of total deferred tax liabilities arise as a result of temporary differences, and we assume the remaining 4% a

result of permanent differences.

The increase in tax liabilities account was mainly a result of increased capital investment, PPE in particular, thus we

are not concerned with earnings quality.

Effective Tax Rate

The effective tax rate for the fiscal year end of 2014 was 11% compared to 26% overall statutory rate; the effective

tax rate for 2013 was 11.7% and overall statutory rate 25.75%.

The YOY effective tax rate decrease appear to be reasonable as the total deferred tax liabilities went up.

The effective tax rate and statutory tax rate differ significantly largely because the Company is heavily committed in

capital assets where over 50% of Company assets are in PPE.

o The corollary is that the difference caused by straight-line depreciation for accounting purposes and

accelerated depreciated for tax purposes become very large.

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Special Note on Tax-Related Matters The CRA is currently auditing GCGC relating to its 2009 filing.

The CRA has taken the view that FDC should be included in taxable income for the company.

If this opinion holds, GCGC could be liable to pay tax on all FDC income for 2009 and subsequent years, in addition

to potential fines and interest fees.

There should be a provisional liability added to the balance sheet, although the magnitude of this amount is

uncertain.

It would be helpful if GCGC provided additional details relating to this matter. Even though they say they will

defend their position “vigorously”, it is difficult to estimate both the amount and probability and having to pay.

No adjustment will be made for these reasons.

Adjustments Neither deferred tax assets nor deferred tax liabilities represent actual amounts owing.

For this reason, these assets and liabilities will be removed from the balance sheet in the amount of $8.9 and $74.3

respectively.

Other Assets There is no notes disclosure on this item, but it has been relatively steady for the last two years.

No adjustment will be made for this line item, since the amount is relatively small and there is no legitimate proof

to remove it from the balance sheet.

Current Liabilities

Accounts Payable and Accrued Liabilities

Nature Account payables and accrued liabilities are obligations to pay for goods and services that have been acquired and

payments are due within one year. They are measured first at fair value and later at amortized cost.

Great Canadian Gaming Corporation does not disclose what are inside its Account Payable account. So no

adjustments can be made.

The company has a DSU liability of $nil in accounts payable and accrued liabilities in 2014.

Account payable and accrued liabilities are subject to foreign currency risk and any gains or losses go to OCI.

Accrued interest belongs to Accrued Liabilities. Interest on the Senior Unsecured Notes is payable semi-annually on

Jan 25 and July 25 of each year. However, on accounting basis, interest is recorded in December and June. So, this

policy difference causes an accrued interest and is considered into the Accrued Liability account.

Related Party Transactions Related party transactions mainly refer to human resources including salaries and short-term employee benefits

and share-based compensation among key management personnel. Account Payable due to related party

transactions amounts to $0.9 million in 2014 and $1.5 million in 2013 and will be written down for the adjustment.

Liquidity Risk Account Payable and accrued liabilities account for $60.3 million in 2014, 53.79% of total expected payments

within one year for the company. So, the short term one year liquidity risk is to a large degree dependent on

Account Payable and accrued liabilities.

Current Liabilities

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Days in Accounts Payable Days in Accounts Payable is calculated at Accounts Payable and accrued liabilities/Cost of Sales*365. Total Accounts

Payable and accrued liabilities is $60.3 million in 2014 and $67.9 million in 2013. Total expense is $341.8 million in

2014 and $320.3 in 2013. So, days payable as calculated is 64.4 in 2014 and 77.4 in 2013, a 16.78% decrease. This is

both due to an increase in expense and decrease in accounts payable.

Days Payable Pre-adjustment 2014 2013

(CAD$, in millions except for days)

Expenses 341.8 320.3

Accounts Payable and accrued liabilities 60.3 67.9

Days Payable 64.4 77.4

However, this calculation is misleading given that some operating expenses are not directly related to cost of sales.

Specifically, amortization, share-based compensation, restructuring costs, and reversal of impairment of long-lived

assets and impairment of goodwill are removed because they are not directly incurred while selling products.

Besides, expenses from non-operating activities including interest and financing costs and foreign exchange gain

should be excluded from cost of sales. Only human resources and property, marketing and administration expenses

are included as cost of sales. By adjusting expenses, days payable is 81.1 and 93.7 days in 2014 and 2013

respectively, a 13.4% decrease.

Meanwhile, related party transactions related to account payables are also deducted.

After adjusting for cost of sales, the company has a much longer payment time compared with its peers.

o Its adjusted days payable is 81.4 in 2014, compared to days payable of peers which averages 25.

o This is about 3 times longer than its other competitors, and we think this issue deserves greater attention.

Account Payable and days payable are both decreasing from 2013 to 2014 while total expenses before adjustment

as well as cost of sales increase at the same time. This indicates that the company is performing better, owing less

money and paying back sooner.

See Appendix G.1 – Adjustment to Days Payable

Seasonality Analysis Both quarterly expense and revenue are stable at about 25% of annual total, so there is no major seasonality for

Great Canadian Gaming Corporation. Therefore, no adjustment will be made.

o For detailed table, see Appendix G.2 – Accounts Payable Seasonality

Quarterly Account payables are also checked to see whether they are stable quarterly or bump up in one quarter

and drops down in others. It is found that payables are almost steady quarterly except that in quarter 2 and 4,

payables are a little bit higher than those in the rest two quarters. It is likely that more business will occur in

quarter 2 and 4.

o For detailed table, see Appendix G.2 – Accounts Payable Seasonality

For Reconciliations, see Appendix G.3 – Reconciliation of Accounts Payable and Accrued Liabilities

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Income Taxes Payable

The current income tax payable is based on taxable income for the year, thus it differs from accounting earnings

due to items of income or expense that are taxable or deductible or neither.

There is no note explaining the occurrence of $7.2 million income taxes payable this fiscal year 2014 while such

payable is nil for the last fiscal year.

A potential explanation is that the deadline for filing corporate tax return is usually in mid-June which differs from

its accounting fiscal year-end in December, therefore the payable has been calculated based on taxable income but

has not been paid yet.

Given its tax payable based on taxable income, it therefore represents a real liability; no adjustment is needed.

Other Liabilities

The current portion of the provisions, deferred credits, and other liabilities are provided in this line item.

See Deferred Credits, Provisions and Other Liabilities and Other Non-Current Liabilities:

Long Term Liabilities

Long-Term Debt

Use of Debt There does not seem to be an explanation as to where the long-term debt is being used

The objectives of long-term debt are to maintain a flexible capital structure that optimizes the cost of capital

The Company also mentions that some of proceeds from the issuance from the issuance of debt will be used for

“general corporate purposes”.

Debt composition As of December 31, 2014, the company has $442 ($441 in 2013) of long-term debt outstanding.

The company’s long-term debt facilities consist of Senior Unsecured Notes worth $450 and a Senior Secured

Revolving Credit Facility (“Revolver”) of $350.

The Company has $322 (350-28.0) of undrawn credit on its Revolving Credit Facility after deducting the outstanding

letters of credit of $28. The counterparties to this facility are major financial institutions with a minimum “A” credit

rating.

Long-term debt is denominated in Canadian dollars unless otherwise specified.

There are no financial covenants related to long term debt, but there are financial covenants related to the

Revolving Credit Facility. The financial which covenants are calculated quarterly on a trailing twelve month basis

are: Total Debt to Adjusted EBITDA ratio of 5.00 or less, Senior Secured Debt to Adjusted EBITDA ratio of 3.50 or

less, and Interest Coverage ratio of 2.25 or more.

As of December 31, 2014 the company does not have any convertible debt or redeemable preferred shares

outstanding.

Debt Repayment and Refinancing As of December 31, 2014, Senior Unsecured Notes are guaranteed by the company’s material restricted

subsidiaries.

Long – Term Liabilities

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Interest on the Senior Unsecured Notes is payable semi-annually in arrears on January 25 and July 25 of each year.

On July 24, 2012, the Company completed a long-term debt refinancing and issued $450 of 6.625% Senior

Unsecured Notes that are due on July 25, 2022 (10-year debt). The net proceeds were $439.5 after the transaction

costs of $10.5. The company amortized the transaction costs over a 10-year period using the effective interest

method, since every year there is a decrease in the amount that was taken off the long term debt. For example, the

unamortized transaction cost was $9.0 in 2013 and $8.0 in 2014.

Transaction costs of $10.5 associated with the issuance of the Senior Unsecured Notes were primarily related to

the underwriting fees, legal fees, and other expenses.

There were proceeds that the Company acquired from debt issuance. The proceeds ($439.5) were used by the

company for the repayment of the US$161.1 Senior Secured Term Loan B, repurchase or redemption of the

US$170.0 Senior Subordinated Notes, settlement of the derivative liabilities associated with the related cross-

currency interest rate and principal swaps, and the remainder ($108.4 – from $439.5 – ($161.1+$170)) was

retained for general corporate purposes.

Competitor companies hold a Long-term debt to Total Liabilities of around 47%.

Long-term debt accounts for around 70% of all liabilities, and the information on the account is not too explicit.

As an analyst, it is concerning to know that this amount of debt is held without providing appropriate disclosure on

its use.

See Appendix L.1 - Breakdown of Senior Unsecured Notes

Fair Value The company’s long-term debt instruments are Level 2 financial instruments as they are estimated based on

quoted prices that are observable for similar instruments or on the current rates offered to the Company for debt

of the same maturity.

As of December 31, 2014 the fair value of long-term debt instruments was $470.3 and a carrying value of $442.0

Operating Lease Capitalization As previously mentioned in the long-term assets section, operating leases held by the company were capitalized.

Reconciliation As per the balance sheet, we can see that long-term debt increased by $1; but this increase is due to the

amortization of the transaction costs. Therefore no new issuance of debt has actually occurred in 2014.

Capital Structure See Appendix N.3 – Ratio Analysis

Related Parties The Company does not have any long-term debt arrangements with any related parties.

Contingencies, Derivatives, Etc

Derivatives The Company does not have any derivatives in use for 2014. Although, they did have some derivative liabilities

associated with cross-currency interest rate and principal swaps in previous years.

Market Risk The risk that fair value or future cash flows of a financial instrument will fluctuate because of changes in interest

rates and/or foreign exchange rates.

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The accounts that could potentially be affected by changes in foreign currency rates are the following: Cash and

cash equivalents, Accounts receivable, and Account payable & accrued liabilities.

A change of 10% in the U.S. dollar either up or down, had no impact on the Accounts payable, and it has an impact

of $0.6 and $0.5 for cash and cash equivalents and Accounts payable & accrued liabilities respectively.

Liquidity Risk The risk that the Company will encounter difficulty in meeting obligations with its financial liabilities. The Company

manages its liquidity risk by monitoring its capital structure, monitoring forecast and actual cash flows, managing

the maturity profiles of financial assets and liabilities and maintaining a credit capacity with their Revolving Credit

Facility.

The company’s financial liabilities consist of Accounts payable & accrued liabilities ($60.3) and Long Term debt

issued in 2012 of $445. For the long-term debt payments occur semi-annually. Of a total of $668.4 Senior

Unsecured Notes, $29.8 (4.3% of total) is due within 1-year, $59.6 (8.65% of total) is due in 2-3 years, $59.6 (8.65%

of total) due in 4-5 years and the balance being extended past 5 years.

Accounts payable & accrued liabilities payment of $60.3 (100% of total) is all due within 1 year.

Total Financial obligations (including purchase commitments and operating leases) amount to $60.8 of which $13.1

(21.5% of total) is due within 1 year and $18.8 (30.9% of total) is due 2-3 years, $8.9 (14.6% of total) is due 4-5

years and the balance being extended more than 5 years.

The Company does have enough cash and cash equivalents ($334) in 2014 to successfully cover their financial

commitments and obligations when they are due.

See Appendix H.1 - Expected Payments by Period, Dec 31, 2014

Credit Risk The risk that a party to one of the Company’s financial instruments will cause a financial loss to the Company by

failing to discharge an obligation.

The accounts that have maximum credit risk exposure are: Cash in banks ($243), cash equivalents ($70.6) and

accounts receivable ($6.3).

Cash and cash equivalents’ credit risk is minimized substantially by ensuring that these financial assets are placed

primarily with major financial institutions that have a minimum grade “A” credit rating

Accounts receivable’s risk is minimized due to their nature. The majority of these receivable balances are due from

the federal government for sales tax rebates, provincial gaming corporations, racetrack operators and financial

institutions.

The company does not use any financial instruments to hedge against its credit risk exposure.

Contingencies Provision are accrued for liabilities with uncertain timing or amounts. If, in the opinion of management, it is both

likely that ta future event will confirm that a liability had been incurred at the date of the consolidated financial

statements of financial position and the amount can be reasonably estimated.

In cases where it is not possible to determine whether such liability has occurred, or to reasonably estimate the

amount of loss until the performance of some future event, no accrual is made until that time.

The Company does not record contingent assets.

The Company’s contingent future trailing payments are recurring Level 3 financial instruments as they require

management to make assumptions regarding the measurement of fair value using significant inputs that are not

based on observable market data.

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As of December 31, 2014, the fair value and carrying value of the Company’s contingent future trailing payments

was $3.5.

Letters of Credit As of December 31, 2014, letters of credit in the amount of $28.0 were outstanding as security in connection with

gaming cash floats, bonds with local municipality to secure commitments under construction permits and

provincial gaming corporation payables.

Commitments The Company has other contractual commitment that include the acquisition of property, plant and equipment of

$2.0, various service contracts of $13.6, and amounts committed to NSCPLCC to fun responsible gaming programs

over the remaining 10.5-year term of the AROC of $17.1.

Under the terms of the of the contract option extension with NSCPLCC, the Company has committed to make

capital investments totalling $10.0 in the Nova Scotia casino properties, subject to a Renovation Plan and Schedule

approved by NSCPLCC.

Other Contractual Commitments The value of $6.50m for 2014 was taken from the previous year’s annual report under the term “Within 1 year”.

The rate is taken as the Effective Annual Rate of the 6.625%.

After the calculation we have decided to increase the contractual commitment and the repayment by $33.03m.

Deferred Credits, Provisions and Other Liabilities

Deferred Credits

Nature: True Liability: an agreement with South Coast British Columbia Transportation Authority (“TransLink”) and

Canada Line Rapid Transit Inc. (“Canada Line”)

Agreement initiated in 2008

GCGC received unearned revenue of $21.7m to construct and maintain a 1,200 stall multi-level parking garage at Bridgeport Station

Benefits for GCGC: o Better convenience of car parking for their customers o More customers will come and hence a chance for higher revenue

Benefits for TransLink and Canada Line: o Better future parking services for their passengers o More people commuting as there is a better accessibility in parking o More people travelling to view and enjoy on the GCGC entity

TransLink provided land (FV : $17.2m; non-monetary transaction) and cash (FV: $4.5m; recorded in cash and cash equivalents) in 2008

Equivalent credit in Deferred Credits; amortized over 32 years on a straight-line method o 32 years sounds reasonable

Annual Amortization : ($17.2 + $4.5) / 32 years = $0.678m o This amortization amount is going to Other Liabilities in Current (Note 11)

Translink has the right to buy back the parking garage if: o repositioning of River Rock casino, or o GCGC failing to deliver suitable access to the parking stalls for the passengers of the Canada Line

23

Provisions:

Nature

Liabilities to GCGC in which there is uncertainty in the amount or timing

Present obligation on account of past events

Probable (chance of occurring > 50%) that an expenditure will be needed to settle the obligation, and amount can be reliably estimated

Measured at present value of the expected expenditures required using a discount rate that reflects current market assessments

Increase is adjusted in “interest and financing costs, net”

Not recorded for future operating losses

Allocation

Provisions of 1.7m has been transferred to current liabilities and the overall balance in non-current fell from $3.8m to $3.6m in 2014

The expected payments from provisions in Note 26(b) seem to be stable and can be spread over a period of 11 years from 2015.

Income Tax Provisions: (Note 18 d) Company is against CRA’s rule that FDC be included in taxable income when received. The effect would speed up the timing of when company recognizes taxable income. Kept provision to defend the position in interest or penalties

Other Non-Current Liabilities:

Nature

Closing Balance of $6.1m in 2014 and $4.2m in 2013

Exposed to Liquidity and Market Risks (Interest Rate risk and Currency risk)

Including DSU and RSU liabilities totaling $5.3 in 2014 (2013 - $3.3) o Includes $0.9m related to the employee RSU incentive program. o Re-valued at each reporting period and when unit holder ends being a director

Adjustment of Related Party Transactions: Key management personnel liabilities of $4.7m in 2014 ($3.3m in 2013) need to be adjusted with the balance.

See Appendix H.1 - Expected Payments by Period, Dec 31, 2014, Appendix H.2 - Other Contractual Commitments, Appendix I.1 - Breakdown of Deferred Credits, Appendix I.2 – Reconciliation of Deferred Credits, Provisions and Other Liabilities

Shareholders’ Equity Analysis

Share Capital & Reserves: (Note 15)

Nature: Authorized shares: can issue unlimited number of common shares with no par value stated.

Listed on the Toronto Stock Exchange (“TSX”) under TSX symbol: “GC”

Common Shareholders:

Participate in electing the board of directors and vote on corporate policy

Take the last level of priorities in times of company liquidation and have rights to the assets

Shareholders’ Equity Analysis

24

o After bondholders, preferred shareholders and debtholders have been fully compensated

Assessment and Reconciliation: Book Value per share increased from $4.49 ($307.5m / 68,559,932) to $5.90 ($400.3m / 67,863,629)

$5.90 per share seems reasonable for analysis

Took the weighted average of common shares and the diluted net EPS of $1.12 was calculated in the Treasury Stock Method. The dilutive adjustment for stock options is 1.9 million shares which sounds justified. No anti-dilutive stock options.

Normal Course Bid: Company authorized for repurchasing up to 4,231,075 shares

In 2014 they purchased 800 common shares only at $14.02

This number of common shares is quite insignificant when compared historically

The consolidated statements of changes in equity highlight this information but the amount of $11,216 (800* $14.02) is very trivial in a table representing millions of dollars.

Strange for the company as in the previous year they bought back and cancelled 4.51m common shares outstanding at an amount of $17.7m. This reduced their retained earnings for 2013.

During this year, they made fewer share repurchase increasing the retained earnings drastically from $2m to $80m in a year. The entire increase was related to the net earnings for the year.

The common shares have increased in 2014 due to the exercise of incentive stock options of 1.48m common shares. This has been against the norm as historically they have repurchased more common shares than the exercise of options. (4.5m repurchased against 1.4m shares options exercised in 2013)

The company has neither invested much on their capital expenditures nor repurchased its common shares. Further information and reasoning is needed to figure out the primary reason for keeping excess cash in the business

Planned to purchase over 5 million common shares in the following year o 10% of common shares in public float

Reconciliation is provided in Appendix

Share Option Plan: (Note 15 b) The plans are provided to employees and non-employees of the company.

1.48 million Options were exercised in 2014 at a weighted-average exercise price of $7.62 leading to an increase of $11.3m in Share Captial (1.48m * $7.62)

Share Capital increased by $14.7m which was offset by Reserves of $3.4m

The exercising shares passed the vesting period and were issued at a lower exercise price of $7.62 when compared with the newly granted options’ exercise price of $13.64

Vesting period is 3 years and Options expire after 5 years according to company policy. Granted 1.493 million options in 2015 at exercise price of $20.12

See Appendix J.1- Calculation of Share option value and dilutive effect of options

Share-based Compensation:

Equity-Settled:

Company applies Fair Value method of accounting to price options using Black-Scholes option pricing model.

Assumptions of the expected life, current price, expected volatility, estimate of future dividends, risk-free rate, and expected forfeiture rate

Compensation expense for this employee share option awards is recognized annually, recorded in income statement and is based on the number of share options expected to vest during the year.

Payments are measured at fair value of goods and services received or of equity instrument granted, depending on the extent of fair value measured reliably

25

The equity-settled compensation was $2.4m (2013: $2.3m)

Cash-Settled:

Cost of this compensation takes in to account an estimated forfeiture rate based on historical employee retention.

In our calculation we have taken the ratio of options forfeited during the year by the number of options outstanding at the beginning of the year to be an estimate of the forfeiture rate.

When the actual rate will differ from the expected rate, the change will be reflected in compensation expense.

The Cash-settled compensation was $2.4m (2013: $2.6m), including $0.9m related to RSU incentive program. Total compensation expense came up to be $4.8m in 2014 (2013: $9.7m) in the income statement

Special Share-Based Award

In 2013 there is a cash-settled share-based compensation expense of $4.8m related to a specific group of employees. This is a related party item that needs to be adjusted.

Adjustment of Related Party Transactions: $2.6m in 2014 (2013: $5.6m) which needs to be deducted from $4.8m (2013:$9.7m)

Deferred Share Units (DSU): Compensation provided to non-employee directors of the company

No vesting period and re-measured annually and initial liability and subsequent changes recorded in ‘share-based compensation’ every year

Outstanding balance is reduced which seems reasonable as more DSU’s have been settled (79,000) than Issued (13,000) in 2014

Restricted Share Units (RSU): Granted to employees who have reached a determined target

Alternative form of a performance bonus. After granted, have a vesting period of 1-2 years

Liability is given on “share-based compensation” and “deferred credits, provisions, and other liabilities” and re-measured at each period.

Company has settled in cash and discontinued RSUs in May 2013.

DSU & RSU ASSESSMENT: Total liability of $5.3m is recorded in “deferred credits, provisions, and other liabilities” (2013: $3.3m).

Need to have more information to evaluate the findings of this amount.

DSU Liability is nil in current year (2013: $0.5m)

The employee RSU Incentive program started from this year for eligible employees to bypass a specified target for the previous year. The breakdown is given below.

Share Based Compensation

2014 2013

Equity-based 2.4 2.3

Cash-Based 2.4 2.6

Special Share-based Award - 4.8

Total in Cash Flow Statement $4.8 $9.7

26

Employee RSU Incentive Program (Effective Jan 1, 2014)

Expected Payments

Expected Date

Months to Maturity

Effective months in 2014

Pmt * (12 / Total period)

1 $ 1.30m Mar-16 27 12 $ 0.5 2 $ 1.30m Mar-17 39 12 $ 0.4

Amount that is included in share-based compensation expense & “Deffered Credits, provisions & other Liabilities” in 2014

$ 0.9

Employee Share Purchase Plan:

Eligible Employees can have a part of their gross pay to buy the shares in open market

By 2014, 757,795 shares are held by employees as 22% of them are involved in this plan

Further analysis can be done to decide whether to adjust this number of shares

For a breakdown of the stock option plan and a reconciliation of shares repurchased, see Appendix J.2 – Breakdown

of Stock Option Plan and Appendix J.3 – Reconciliation of Shares Repurchased

Revised Financial Statements

Revenues

Sources of Revenue Revenues for Great Canadian Gaming Corporation primarily come from gaming revenue and hospitality, lease and

other revenues, which account for 93.3% of the total revenue in 2014.

The other major revenue sources are revenue from facility development and commission and racetrack revenues.

Revenues increased by 9.6% from 2013 to 2014, with Revenues from gaming, hospitality and lease increasing by 12.26% and 1.41% for the rest.

Compared with other competitors, there is also an increase in revenue from 2013 to 2014 at about 5% on average, though lower than the increase seen in Great Canadian Gaming Corporation.

Revenue 2014 2013 2012

GameHost 83.7 77.6 76.6

change 8% 1% -

Churchill Downs 812.9 779.3 732.4

change 4% 6% -

PENN 2,590.5 2,918.8 2,899.5

change -11% 1% -

Revenue Recognition Policies Gaming revenue which mainly includes revenue from table games, slot machines, and bingo games is recorded

when earned, which seems reasonable. Reclassified revenue of $6.4 million is recorded as gaming revenue since a

site holder agreement has been terminated and replaced. The gaming revenue is net of gaming and other revenues

payable to BCLC, OLG and NSPLCC as well as gaming taxes payable to Washington State.

Revised Financial Statements

27

Racetrack revenue is also recorded when earned. This is the net revenue after deducting money returned as

winning wagers, provincial and federal taxes, and purses for wagering.

Hospitality, lease and other revenues are recorded when goods are delivered or services are performed. Lease

revenue also includes income from OLG for leasing the slot machine areas at Georgian Downs and Flamboro Downs

since April 1, 2013. No disclosure is made on what is included in the other revenues, so only with more information

can we decide on whether its recognition policy is reasonable.

All these revenue recognition policies are reasonable and reflect economic transactions. So no further adjustment

will be made.

Promotional allowances are recorded when incentives are furnished to guests without charge and are deducted

from gross revenues. This seems reasonable so no adjustments will be made.

Revenue 2014 2013

Gaming Revenue 308.4 274.2

Facility Development and Commission 37.7 34.1

Hospitality, lease and other revenues 108.4 103.2

Racetrack revenues 14.6 14.3

Gross Revenue 469.1 425.8

Promotional Allowances -22.6 -18.5

Gross Revenue net of Allowances 446.5 407.3

Seasonality of Total Revenue No seasonality is observed in revenue as quarterly revenue accounts for almost 25% in 2014.

No last minute inflows were noted.

No adjustments are necessary

Revenue Breakdown Canadian Great Gaming Corporation does not provide a full breakdown of Revenues into their individual

components. So no adjustments can be made.

Net vs. Gross Sales The company does not provide a breakdown of Gross/Net Revenues

No adjustments are needed

Adjustments for Acquisition and Additions The company made no acquisition during 2014

Foreign Exchange Rate Used As mentioned earlier in the Current Assets section, no related party transactions were disclosed. Therefore, no

adjustments will be made.

Related Party Transactions The company reports no significant related party transactions

28

No adjustment are to be made

Price Spikes The company does not indicate any significant price spikes in 2014

No adjustment are to be made

Barter Transactions The company does not indicate any barter transactions in 2014

No adjustment are to be made

Deferred Revenue No deferred revenue are recorded in 2014. There is an amount of $17.7 million non-current deferred revenue in

2014, but we do not recognize it as deferred revenue.

For detailed explanation of the reason, please refer to earlier section in Account Receivable.

Accounts Receivable Changes vs. Revenues No adjustments are to be made.

For a detailed discussion of Accounts Receivables, please refer to the earlier section in Account Receivable.

Government Financing and Assistance The company does not indicate any government grants/subsidies or financing in 2014

No adjustment are to be made

Investment and Interest Income The company has interest income of $2.5 million in 2014 and $1.7 million in 2013.

Finance Income is set apart from operating income and so no adjustments are needed to be made.

Expenses

Nature We considered Operating expenses to be the expenses that the Company has to incur in order to operate their

business. These include: Human Resources, Property, marketing and administration, Share-based compensation

and Restructuring & other.

For the year 2014, there are related party transactions for both human resources and shared-based compensation

of $2.3 and $2.6 respectively.

The total operating expenses (net of related party transactions) for 2014 is $ 267.1 which is a 2.57% increase from

2013 operating expenses (net of related party transactions) of $260.4

The Great Canadian Gaming Corporation does not present COGS or COS, so there is no gross profit line in the

original income statement.

PENN National Gaming Inc. does not break down the COS or COGS, but Churchill Downs and GameHost do break

down their COGS in their income statement, providing more transparency for shareholders

Interest and Financing Cost (net) Interest and financing costs are composed of interest and financing costs on long-term debt, bank charges, and net

of interest income. This is reasonable because both bank charges and interest costs are part of financing costs and

they stay stable over years.

Total net interest and financing costs decreased from $32.8 million to $31.6 million. Among all these costs, interest

and financing costs on long-term debt account for the main part and decreased by $0.1 million from 2013 to 2014.

29

Bank charges and others decreased from $0.8 million to $0.5 million and interest income increased from $1.7

million to $2.5 million. All these indicate that financing is decreasing for the company this year and it is earning a

higher interest income than before.

Gain on Foreign Exchange Gain or loss on foreign exchange is mainly attributed to the change in the value of cash and cash equivalents and

Account payable and accrued liabilities. The value for them goes up because they are USD denominated and when

the foreign exchange rate between USD and Canadian dollar appreciates, a gain on foreign exchange will be

recorded.

The amount for 2014 and 2013 was $2.4 million and $0.9 million respectively, a 166.7% increase. This huge change

is likely due to an increase in USD exchange rate. However, there are no disclosures on the detailed composition of

the gain and how much the exchange rate has gone, so no adjustments are made on it.

Reversal of impairment of long-lived assets and impairment of goodwill (net) Reversals mainly come from reversal of impairment of PPE, intangible assets and goodwill. As the company is

working with Standardbred Alliance to realize its cost efficiency since April 2014, one of its racetracks, Flambro

Downs recorded a $5.2 million long-lived asset impairment reversal in 2014 in which PPE accounts for $1 million

and intangible assets account for $4.2 million. In 2013, reversal of impairment of PPE was $13.2 million and that for

intangible assets was $15.3 million. No reversal of impairment is recorded for goodwill.

Impairment loss for PPE is $0.4 million, and that for goodwill is $0.1million in 2014. No impairment loss is recorded

for the year 2013.

So the net amount of reversal of impairment is $4.7 million in 2014 and 28.5 in 2013.

See Appendix K.1 – Impairment Reversal Calculations

Restructuring and other Restructuring cost includes severance expense, business development, acquisition-related contingent future

trailing payments, and others. The amount in 2014 is $0.8 million and $2 million in 2013. The decrease is mainly

due to a reduction in severance expense and acquisition related contingent future trailing payments.

All these expenses are necessary and normal for business operations; therefore no adjustments need to be made.

No disclosures are made on the composition of “Other” costs so that no adjustments can be made until we know

more about it.

Human Resources Human resources contains salaries and other short-term employee benefits.

The amount allocated to Human resources seems relatively steady year-over-year, with a slight decrease of $0.1

The Human resources line item accounts for around 62% of total operating expenses, which makes since this

company relies mostly on personnel to run their company operations.

Property, Marketing and administration There is barely any disclosure for this section by the company, except for some disclosure related to marketing

expense. This line item accounts for 38% percent of total operating expenses, which causes concerns since there is

no breakdown for the allocation of each of these costs.

The Company contributes 0.6% of the gross gaming revenues in three of its BC casinos and its two BC racing

properties to BCLC as contributions towards marketing programs. BCLC uses the contributions to fund various BCLC

30

marketing programs. The Company records its contributions when incurred as property, marketing and

administration expenses.

The total amount disclosed is around $2.7 (from 0.6% *$446.5) for marketing, which means that the allocation of

the remaining $98.9 is unknown.

Amortization Amortizations are the amortized annual costs from current PP&E, intangible assets, and operating leases.

o We must add $1.65 for operating leases, $1.7 for intangibles, and $11.3 for additional PPE depreciation.

o This gives a total of $14.65 to add to the current period depreciation, for a total of $60.0

The potential issues are with amortization compared to estimated useful lives of assets. There were some

adjustments made from the previous analysis.

Share-based Compensation

The Company has equity-settled and cash-settled share-based compensation plans

For the equity-settled share based compensation portion, the Company applies the fair value method of

accounting for share option awards using the Black Scholes option pricing model. Using this method, the

Company recognizes compensation expense for employee share option awards, based on the grant date fair

value, over the vesting period of the option.

For the cash-settled share-based compensation portion, the Company provides Deferred Share Units (DSUs)

and Restricted Share Units (RSUs). For DSUs the initial liability and subsequent charges are recorded as “share-

based compensation”, for the RSUs the liability which is based on the number of RSUs expected to vest, is

recorded as “share-based compensation” on the statement of earnings and is re-measured at each reporting

period based on the value of the underlying common shares until the redemption date.

There was a decrease for this line item from $9.7 in 2013 to $4.8 in 2014, this could be due to the fact that the

Company discontinued the RSUs granted to directors and settled all RSUs in May 2013

The Company also had related party transactions that included both equity and cash-settled share-based

compensation of $2.6 and $5.6 in 2014 and 2013 respectively.

See Appendix N.1 – Adjusted Statement of Financial Position and Appendix N.2 – Adjusted Statement of

Consolidated Earnings

31

Appendix

Appendix A.1: Reconciliation of Cash and Cash Equivalents

Opening $192.60

Change in Cash from Operating Activities 163.1

Change in Cash from Investing Activities -12

Change in Cash from Financing Activities -20.9

Foreign Exchange effect 1.6

Closing 324.4

Appendix B.1 – Adjusted Days Receivable

Days Receivable Adjusted (CAD, in $MM except for days)

2014 2013

Revenue 446.5 407.3

Revenue from related party 0 0

Deferred revenue 0 0

Adjusted Revenue 446.5 407.3

Account Receivables 6.3 7.2

Allowance for Doubtful Account 0.8 0.6

Adjusted Account Receivables 7.1 7.8

Days Receivable 5.8 7.0

Appendix B.2 – Receivables Seasonality

Seasonality Adjustment

(CAD$,in mns except for day)2014 2013

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

Revenue 103.8 114.7 112.3 115.7 100.5 102.1 102.1 102.6

% of Total 23% 26% 25% 26% 25% 25% 25% 25%

Account Receivable 8.7 6.6 6.5 6.3 7 5.4 6.4 7.2

% of Total 31% 23% 23% 22% 27% 21% 25% 28%

days receivable 30.6 21.0 21.1 19.9 25.4 19.3 22.9 25.6

32

Appendix B.3 – Accounts Receivable Reconciliation The negative $0.7 million difference from reconciliation is likely due to foreign exchange because Great Canadian

Gaming Corporation operates in different countries including US and Canada, or from acquisitions.

Reconciliation - Accounts Receivable (CAD$,in millions)

Opening Balance 7.2

Change in non-cash WC -0.2

Irreconcilable difference -0.7

Closing Balance 6.3

Appendix C.2 - Reconciliation of Carrying Value

Reconciliation of PPE, Net Book Value

Land

Buildings and Building

Improvements Leasehold

Improvements Equipment

Properties Under

Development Total

Carrying Value, Jan 1, 2014 71.4 478.7 24.8 17.8 3.6 596.3

Additions (0.2) 0.1 0.1 3.0 8.1 11.1

Disposals 0.0 0.0 0.0 (0.4) 0.0 (0.4)

Reclassifications 0.0 1.0 1.0 1.3 (3.3) 0.0

Translation and Other 0.2 1.0 0.4 0.5 0.0 2.1

Amortization 0.0 (24.4) (2.8) (7.9) 0.0 (35.1)

Disposals 0.0 0.0 0.0 0.4 0.0 0.4

Impairment reversals 0.0 0.9 0.0 0.1 0.0 1.0

Impairment 0.0 0.0 (0.2) (0.2) 0.0 (0.4)

Translation and other 0.0 (0.3) (0.2) (0.5) 0.0 (1.0)

Carrying Value, Dec 31, 2014 71.4 457.0 23.1 14.1 8.4 574.0

Appendix C.1 - Implied Useful Life Calculations Implied Useful Life Calculation

Land

Buildings and Building

Improvements Leasehold

Improvements Equipment

Properties Under

Development Total

Cost of Asset 82.6 673.2 82.6 117.8 0.0 963.2

Plus any Subsidies 0.0 31.5 0.0 0.0 0.0 31.5

Total Cost of Asset 82.6 704.7 82.6 117.8 0.0 994.7

Depreciation Expense 0.0 (24.4) (2.8) (7.9) 0.0 (35.1)

Useful Life (cost/depr'n expense) N/A 28.9 Years 29.5 Years 14.9 Years N/A 28.3

Years

33

Stated Useful Life

Buildings Lesser of useful life or 40 years

Building Improvements Lesser of useful life or 5 years

Equipment 1 to 5 years

Leasehold Improvements Lesser of useful life or lease term, including renewal term

Appendix D.1 - Lease Capitalization Schedule Fair Value $450 m Periods: 2 (Semi-Annual)

I/Y 6.625% Int. Rate = (1+(6.625%/2))^2-1 = 6.735%

EAR

Operating Leases Closing Opening

Expected Payments Yrs Int. rate PV Yrs Int. rate PV

2014 $ 3.70 1 1.06735 3.47

2015 $ 3.90 1 1.06735 3.65 2 1.13923 3.42

2016 $ 2.35 2 1.13923 2.06 3 1.21595 1.93

2017 $ 2.35 3 1.21595 1.93 4 1.29785 1.81

2018 $ 1.65 4 1.29785 1.27 5 1.38525 1.19

2019 $ 1.65 5 1.38525 1.19 6 1.47854 1.12

2020 $ 1.65 6 1.47854 1.12 7 1.57812 1.05

2021 $ 1.65 7 1.57812 1.05 8 1.68440 0.98

2022 $ 1.65 8 1.68440 0.98 9 1.79784 0.92

2023 $ 1.25 9 1.79784 0.70 10 1.91892 0.65

Total $ 21.80 $ 13.95 $ 16.53

Appendix E.1 – Implied Useful Life Calculation

Intangible Asset Useful life Original Cost/Amortization Adjustment

BC Gaming operating

Agreements 3-20 years 81.4/2.6 = 31.3 years

Depreciation for this asset is not high

enough. It will be depreciated at a higher

rate to bring useful life to 20 years.

Nova Scotia Gaming

operating

Agreements

3-20 years 34.6/2 = 17.3 years This useful life falls in the range.

Ontario Siteholder/

Lease Agreement 3-20 years 106/5.4 = 19.6 years This useful life falls in the range.

Other 3-20 years 2.5/0.2 = 12.5 years The useful life falls in the range, but there is

no disclosure about this asset

34

Appendix E.2 – Intangible Reconciliations

Intangible Amortization Reconciliation

Opening 148.7 Comments

Amortization

BC Gaming Agreements 2.6

Nova Scotia Agreement 2

Ontario Siteholder 1.2 From (5.4 amort. – 4.2 reversal)

Other 0.2

Closing 154.7

Intangible Reconciliation Total

Original Cost $ 224.5

Balance December 31, 2013 (148.7)

Amortization (10.2)

Impairment Reversal 4.2

Carrying Amount (Dec. 31, 2014) $ 69.8

Intangible Cost Reconciliation

Cost has remained constant for the past 3 years at least, so there is no need for a reconciliation

Appendix F.1 – Reconciliation of Goodwill The ending balance of goodwill is $21.1 million at the end of 2014 and should be removed out of the balance sheet

for adjustment. No new acquisitions are made in 2013 or 2014.

Goodwill (CAD, in millions) 2014

Beginning 20.6

Foreign Exchange Movement 0.6

Acquisition 0

impairments -0.1

Closing 21.1

35

Appendix G.1 – Adjustment to Days Payable Days Payable Adjusted 2014 2013

(CAD$,in millions except for days)

Expenses 341.8 320.3

-Amortization -45.3 -48.5

-Share-based compensation -4.8 -9.7

-Reversal of impairment of long term assets 4.7 28.5

-Foreign exchange gain and other 2.4 0.9

-Restructuring and

other -0.8 -2

-Interest and financing cost -31.6 -32.8

Adjusted Cost of Sales 266.4 256.7

Account Payables and accrued liabilities 60.3 67.9

Related party transaction -0.9 -1.5

Ajusted Account Payable and accrued liabilities 59.4 66.4

Days Payable 81.4 94.4

Compared with peers, the company has a much longer payment time. Days payable is almost 3 times longer than

its other competitors and is worth the attention.

Days Payable (peers) 2014 2013 2012

GameHost 31.4 41.3 36.6

Churchill Downs 36.6 41.5 47.6

PENN 6 2 6

Average 24.66667 28.26667 30.06667

36

Accounts Payable and days payable are both decreasing in 2014 while total expenses before adjustment increase at

the same time. This indicates that the company is performing better, owing less money and paying back sooner.

(CAD$,in millions) 2014 2013 2012 2011

Expense 266.4 256.7 261.1 249.3

change 4% -2% 5% -

Account Payable and accrued liabilities 60.3 67.9 60.4 59

change -11% 12% 2% -

Appendix G.2 – Accounts Payable Seasonality Seasonality Adjustment 2014

(CAD$, in millions) Q1 Q2 Q3 Q4

Revenue 103.8 114.7 112.3 115.7

% of total 23% 26% 25% 26%

Adj Expense(Cost of Sales) 65.7 65.2 66.8 68.7

% of total 25% 24% 25% 26%

2014 2013

(CAD$, in millions) Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

Account Payable and accrued liabilities 54.3 55 50 60.3 55 65.6 51.7 67.9

% of total 25% 25% 23% 27% 23% 27% 22% 28%

Appendix G.3 – Reconciliation of Accounts Payable and Accrued Liabilities Reconcilliation-Account Payable and

accrued liabilities (CAD$, In millions)

Opening Balance 67.9

Change in non-cash WC -3.7

Irreconcilable difference -3.9

Closing Balance 60.3

37

Appendix H.1 - Expected Payments by Period, Dec 31, 2014

Appendix H.2 - Other Contractual Commitments Other Contractual Commitments Details Amount $ Expected Time Amount $

Acquisition of PPE 4.7% $ 2.00 Within 1 Yr 21.55% $ 9.20 Service Contracts 31.9% $ 13.60 2-3 Years 33.02% $ 14.10 Amounts to NSPLCC 40.0% $ 17.10 4-5 Years 13.11% $ 5.60 Capital Investments 23.4% $ 10.00 > 5 Yrs 32.32% $ 13.80

Total $ 42.70 Total $ 42.70

Rate of Senior Unsecured Notes: Fair Value $450 m Period: 2 (Semi-Annual)

I/Y 6.625% Int. Rate = (1+(6.625%/2))^2-1 = 6.735%

EAR

Operating Leases Closing Opening

Expected Payments Years Int. rate PV Years Int. rate PV

2014 $ 6.50 1 1.06735 6.09

2015 $ 9.20 1 1.06735 8.62 2 1.13923 8.08

2016 $ 7.05 2 1.13923 6.19 3 1.21595 5.80

2017 $ 7.05 3 1.21595 5.80 4 1.29785 5.43

2018 $ 2.80 4 1.29785 2.16 5 1.38525 2.02

2019 $ 2.80 5 1.38525 2.02 6 1.47854 1.89

2020 $ 2.80 6 1.47854 1.89 7 1.57812 1.77

2021 $ 2.80 7 1.57812 1.77 8 1.68440 1.66

2022 $ 2.80 8 1.68440 1.66 9 1.79784 1.56

2023 $ 2.80 9 1.79784 1.56 10 1.91892 1.46

2024 $ 2.60 10 1.91892 1.35 11 2.04816 1.27

Total $ 49.20 $ 33.03 $ 37.03 Balance Sheet Adjustments:

Contractual Commitment Asset $ 33.03 Contractual Commitment Liability $ 33.03

Expected Payments by period as of December 31, 2014

Within 1

year 2-3 years 4-5 years

More than

5 years Total

Accounts Payable and Accrued Liabilities 60.3 0 0 0 60.3

Income Taxes Payable 7.2 0 0 0 7.2

Senior Unsercured Notes 29.8 59.6 59.6 539.4 688.4

Provisions 1.7 0.9 2.1 6 10.7

Operating Leases 3.9 4.7 3.3 6.2 18.1

Other Contractual Agreements 9.2 14.1 5.6 13.8 42.7

Total 112.1 79.3 70.6 565.4 827.4

38

Appendix I.1 - Breakdown of Deferred Credits

Fair Value

Land $ 17.20 Dr. Deferred Credits $ 21.70 Cr. Cash $ 4.50 Dr. Years 32

Amortization $ 0.678

Carrying Amount

2008 2009 2010 2011 2012 2013 2014

$ 21.70 $ 21.02 $ 20.34 $ 19.67 $ 18.99 $ 18.31 $ 17.63

NBV t = NBV t-1 - Amortization

Accumulated Amortization

$ 0.68 $ 1.36 $ 2.03 $ 2.71 $ 3.39 $ 4.07

Appendix I.2 – Reconciliation of Deferred Credits, Provisions and Other Liabilities

Reconciliation of Deferred Credits, Provisions and Other Liabilities

Deferred Credits Provisions Other

Liabilities 2013 Balance $18.4 $3.8 $4.2 Transfer to Current Liabilities ($0.7) ($1.7) ($0.2) Unreconciled Balance - $1.5 $2.1 2014 Balance $17.7 $3.6 $6.1

The un-reconciled balance is due to the other provisions and liabilities involved regarding the cash-settled share-based compensation, other contingencies, provisions for senior unsecured notes and revolving credit facility, intangible assets.

39

Appendix J.1- Calculation of Share option value and dilutive effect of options

Share Option Value from BS option pricing model (Dec 31st 2014)

Option type: 1=call, -1=put

Call options 1

Stock price weighted average price $ 19.14

Strike price From Options Granted $ 13.64

Expected Lives: Assumptions from Note 15(b): All

of the assumptions are reasonable and fairly addressed

3.50

Risk-free rate: 1.30%

Dividend yield: 0.00%

Volatility: 23.30%

Options Granted in 2014 Note 15 (b) 1,511,000

Vesting period (yrs): Company Policy 3

Rate of forfeiture (f): Avg. of 2013-14

Avg. (forfeited/ beg. options bal) 1.64%

Black-Scholes Option Pricing Model Value

d1 1.10

d2 0.664

N(d1) 0.864

N(d2) 0.747

BS Value per option $ 6.81

No. of Options Expected Options * {(1-f)^vesting period} 1,438,071

Fair Value of Options Granted

Options Expected * BS Value $ 9,795,533

Compensation Exp. Increase Adjustment: FV of Options

granted by vesting period

$ 3,265,178

Contributed Surplus Increase

$ 3,265,178

{Adj. amount will be expensed over vesting period (2014-16) along with new options granted}

Options settled in Equity: Increase in Contributed Surplus

Options settled in Cash: Increase in Liability

40

Dilutive Effect of Options in 2014

New Strike price from Options Exercisable $ 8.07

Options Outstanding Note 15 (b) 4,123,000

Black-Scholes Option Pricing Model Value

d1 2.3035686

d2 1.8676655

N(d1) 0.9893766

N(d2) 0.9690956

BS Value per option $ 11.464

Fair Value of Options Out. Options Out. * BS Value $ 47,265,779

No. of Shares in 2014 Basic weighted average 67,863,629

No. of Options / No. of Shares

6.08%

Market Capitalization No. of Shares * Stock Price $ 1,298,909,859

Dilutive Share Price (Mkt Cap - FV of Options) / #

Shares $ 18.44

Dilutive Effect per share Share Price - Diluted Price $ 0.70

Appendix J.2 – Breakdown of Stock Option Plan

Number (000's)

Weighted Avg. Price

Percentage Number (000's)

Weighted Avg. Price

Percentage

2014 2013

Total outstanding shares at yr end 67,864 $ 19.14 68,560 $ 11.75

Stock options outstanding, beg. 4,155 $ 8.02 4,493 $ 7.08

Granted 1,511 $ 13.64 36.65% 1,432 $ 9.11 34.46%

Exercised (1,482) $ 7.62 -35.94% (1,409) $ 5.00 -33.91%

Forfeited (61) $ 12.14 -1.48% (81) $ 8.68 -1.95%

Expired - $ - (280) $ 13.40

Stock options outstanding, end 4,123 $ 10.17 4,155 $ 8.02

Exercisable, end of year 2,217 $ 8.07 53.77% 2,854 $ 7.72 68.69%

41

Appendix J.3 – Reconciliation of Shares Repurchased Reconciliation of Shares Repurchased

2014 2013

Number of shares repurchased 800 4,511,644

Weighted-average price per share $ 14.02 $ 10.32

Total CAD paid (Changes in Equity) $ 11,216 $ 46,560,166

Book Value Per Share $ 5.90 $ 4.49

Less total book value per share $ 4,719 $ 20,235,296

Irreconcilable portion $ - $ 2,575,130

Portion charged to retained earnings $ 6,497 $ 28,900,000

Source: GCGC Annual Report 2014

Appendix K.1 – Impairment Reversal Calculations Reversal of impairment of long-lived assets and

impairment of goodwill,(Net) 2014 2013

Reversal of impairment of PPE 1 13.2

Reversal of impairment of Intangible 4.2 15.3

Reversal of impairment of goodwill 0 0

Gross Reversal of impairment 5.2 28.5

Impairment of PPE -0.4 0

Impairment of intangible 0 0

Impairment of goodwill -0.1 0

Net Reversal of impairment 4.7 28.5

Appendix L.1 - Breakdown of Senior Unsecured Notes

Breakdown of Senior Unsecured Notes

Face Value $ 450.0 Transaction Costs $ (10.5) Repayment of Term Loan B $ (161.1) Repurchase of Subordinated Notes $ (170.0)

For Settlement of derivative liab. & general corp. purpose $ 108.4

Face Value 450 Start 24-Jul-12 Interest Rate 6.63% End 25-Jul-22 Period 2 Years 10

PMTs/period =PMT(ir/2,n*2,-PV,FV,0) $14.91

42

Periods Month-Yr Payments PV Carrying Amount

0 Jul-2012 $ - $ - $ 439.5

1 Jan-2013 $14.91 $ 14.43

2 Jul-2013 $14.91 $ 13.97 $ 441

3 Jan-2014 $14.91 $ 13.52

4 Jul-2014 $14.91 $ 13.08 $ 442

5 Jan-2015 $14.91 $ 12.66

6 Jul-2015 $14.91 $ 12.26 $ 443

7 Jan-2016 $14.91 $ 11.87

8 Jul-2016 $14.91 $ 11.49 $ 444

9 Jan-2017 $14.91 $ 11.12

10 Jul-2017 $14.91 $ 10.76 $ 445

11 Jan-2018 $14.91 $ 10.42

12 Jul-2018 $14.91 $ 10.08 $ 446

13 Jan-2019 $14.91 $ 9.76

14 Jul-2019 $14.91 $ 9.45 $ 447

15 Jan-2020 $14.91 $ 9.14

16 Jul-2020 $14.91 $ 8.85 $ 448

17 Jan-2021 $14.91 $ 8.57

18 Jul-2021 $14.91 $ 8.29 $ 449

19 Jan-2022 $14.91 $ 8.03

20 Jul-2022 $464.91 $ 242.27 $ 450

Appendix M.1 - Reconciliation of Non-Cash Working Capital

Reconciliation of Non-Cash Working Capital

2014 2013

Accounts Receivable 0.2 1.5

Prepaid expenses, deposits and other 0.6 -1.9

Accounts payable and accrued liabilities -3.7 3.7

-2.9 3.3

43

Appendix N.1 – Adjusted Statement of Financial Position

2014 Adjustment Revised

Cash and cash equivalents 324.4 (45.7) 278.8

Accounts Receivable 6.3 0.0 6.3

Income taxes Receivable 0.0 0.0 0.0

Prepaids, Deposits, and Other Assets 7.4 0.0 7.4

338.1 (45.7) 292.5

Property and equipment 574.0 (11.3) 562.7

Capital asset (finance lease) 0.0 14.0 14.0

Intangible assets 69.8 (1.7) 68.1

Contractual Commitment Asset 0.0 33.0 33.0

Goodwill 21.1 (21.1) 0.0

Deferred Tax Assets 8.9 (8.9) 0.0

Other Assets 2.2 0.0 2.2

1,014.1 (41.7) 972.4

Accounts payable and accrued liabilities 60.3 (0.9) 59.4

Income Taxes Payable 7.2 0.0 7.2

Other Liabilities 2.6 0.0 2.6

70.1 (0.9) 69.2

Long-term debt 442.0 28.3 470.3

Deferred Credits, Provistions and Other Liabilities 27.4 (4.7) 22.7

Deferred tax liability 74.3 (74.3) 0.0

Contractual Commitment Liability 0.0 33.0 33.0

Capital Lease Obligation 0.0 14.0 14.0

613.8 (4.6) 609.2

Share Capital and Reserves 318.8 0.0 318.8

Accumulated and OCI 1.1 0.0 1.1

Contributed Surplus 0.0 2.0 2.0

Retained Earnings 80.4 (39.0) 41.4

400.3 (37.1) 363.2

1,014.1 (41.7) 972.4

Consolidated Statement of Financial Position at At December 31, 2014

(Stated in $MM CAD)

Assets

Current assets:

Non-current assets:

Total liabilities and shareholders' equity

Total assets

Liabilities and shareholders' equity

Current liabilities:

Non-current liabilities:

Total liabilities

Shareholder's equity:

Total shareholders' equity

44

Appendix N.2 – Adjusted Statement of Consolidated Earnings

Revenue

Gaming Revenue

Facility Development and Commission

Hospitality, lease and other revenues

Racetrack revenues

Gross Revenue

Promotional Allowance

Gross Revenue net of Allowances

Operating Expense

Human resources

Property, marketing, and administrationCash Settled Share-Based Compensation

Equity Settled Share-Based Compensation

Restructuring and other

Earning from operations

Non-Operating Expense

Operating Leases Amortization

Additional PPE amotization

Intangible Depreciation

Reversal of impairment of long-lived assets and impairment of goodwill, net

Interest expense on capital leases

Interest and financing costs on long-term debt

Bank charges and other

Interest income

Foreign exchange gain and other

Income taxes

Basic

Diluted

Number of shares outstanding

Number of diluted shares outstanding

Net earnings 78.4 (14.1) 64.3

Earnings before income taxes 104.7 (14.1) 90.6

0.0

0.0

0.0

26.3 0.0 26.3

101.6 0.0

14.6 0.0 14.6

469.1 0.0 469.1

(22.6) 0.0

10.2 1.7 11.9

1.2 0.9

1.1 0.9

67,863,629

69,788,529

174.5 1.6 176.1

0.0 1.7 1.7

(4.7) 0.0 (4.7)

0.0

0.5

Adjusted Consolidated Statement of Earnings, For the year ended December 31

37.7 0.0 37.7

108.4 0.0 108.4

Earnings per share:

446.5 0.0 446.5

164.8 (2.3) 162.5

(2.5)

(2.4)

0.5

(2.5)

(2.4)

(22.6)

(Stated in $MM CAD)

308.4$

2014 Adjustment Revised

-$ 308.4$

33.6 0.0 33.6

11.335.1 46.4

101.6

0.8 0.0 0.8

2.4 2.0 4.4

1.1 1.1

2.4 (1.3) 1.1

45

Appendix N.3 – Ratio Analysis

Ratio Analysis:

Great Canadian Gaming

CorporationGameHost Churchill Downs

PENN National

Gaming Inc.

2014 Revised 2013 2014 2013 2014 2013 2014 2013

Current Ratio 4.82 4.23 3.00 0.60 0.64 0.72 0.75 0.89 1.41

LT Debt/Equity Ratio 1.10 1.31 1.43 0.11 0.15 1.08 0.52 2.22 1.35

Leverage Ratio (Assets/Equity) 2.53 2.71 2.98 1.49 1.50 3.37 1.92 4.03 2.88

Net Debt to EBITDA 1.08 1.52 2.30 0.56 0.69 4.34 2.15 0.35 0.19

Net Profit Margin 17.6% 13.3% 15.5% 28.6% 27.7% 5.7% 7.0% -9.0% -27.2%

ROE (Net Income/Equity) 19.6% 16.6% 20.5% 20.4% 18.3% 6.6% 7.8% -42.1% -104.7%