3. ASSETS HELD FOR SALE

On August 28, 2024, the Company entered into an agreement with privately-owned Clarity Game Propco LLC (“Propco”) and Clarity Game Opco LLC (“Opco” and together with Propco, “Clarity”) to sell Stockman’s for total gross proceeds of $9.2 million, plus certain expected working capital adjustments at closing. The sale was designed to be completed in two phases: the sale of Stockman’s real property for $7.0 million to Propco, which closed on September 27, 2024; and the sale of certain remaining operating assets and related liabilities for $2.2 million (excluding any expected positive adjustments for working capital) to Opco, upon the receipt of customary gaming approvals. Since the disposition of Stockman’s is not expected to have a major effect on the Company’s operations and financial results, such sale does not qualify for presentation as discontinued operations.

To accommodate Clarity while it seeks its gaming approvals, the Company will temporarily continue to operate Stockman’s under the West segment. Upon the second closing that is expected to occur in early 2025, the Company will transfer all operations of Stockman’s to Opco. During the third quarter of 2024, the Company recognized a $2.0 million gain from the sale of Stockman’s real property to operating income, net of $0.7 million in transaction costs.

The carrying amounts of Stockman’s assets and liabilities held for sale consisted of the following:

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