Eldorado Resorts has confirmed its merger agreement with Caesars Entertainment valued at $17.3bn, comprised of $7.2bn in cash, approximately 77 Eldorado common shares and the assumption of Caesars outstanding net debt.
Lauding the increased scale and geographic diversification, subject to regulatory approval and closing conditions the transaction is expected to be complete in the first half of 2020, achieving approximately $500m of synergies in the first year and affording Eldorado and Caesars shareholders approximately 51 per cent and 49 per cent of the combined company’s outstanding shares, respectively.
Set to utilise the “iconic, global brand” of Caesars, the company is to be headquartered in Reno, Nevada, while retaining a significant presence on Las Vegas, with the combined entity to be led by Eldorado chairman Gary Carano, CEO Tom Reeg, COO Anthony Carano, CFO Bret Yunker and CLO Edmund Quatmann.
Tony Rodio, CEO of Caesars, commented: “We believe this combination will build on the accomplishments and best-in-class operating practices of both companies. I’m familiar with Eldorado and its management team, having worked with them on a previous transaction, and I look forward to collaborating with them to bring our companies together. We are excited to integrate Caesars Rewards with the combined portfolio.
“We believe this combination will build on the accomplishments and best-in-class operating practices of both companies”
“The incorporation of Caesars Rewards has produced strong results at the recently acquired Centaur properties. By joining forces, we believe the new Caesars will be well-positioned to compete in our dynamic industry.”
Set to provide access to approximately 60 domestic casino–resorts and gaming facilities across 16 US states, the deal also sees a $3.2bn transaction entered alongside Vici Properties.
As per this agreement, VICI will acquire the land and real estate assets associated with Harrah’s New Orleans , Harrah’s Laughlin and Harrah’s Atlantic City, as well as modifying certain provisions of the existing Caesars lease agreements.
Furthermore, the company will also be granted right of first refusal for whole asset sale or sale-leaseback transactions on two Las Vegas Strip properties and Horseshoe Casino Baltimore.
Reeg explained ambitions moving forward as a result of the transaction: “Eldorado’s combination with Caesars will create the largest owner and operator of U.S. gaming assets and is a strategically, financially and operationally compelling opportunity that brings immediate and long-term value to stakeholders of both companies.
“Together, we will have an extremely powerful suite of iconic gaming and entertainment brands, as well as valuable strategic alliances with industry leaders in sports betting and online gaming.
“The combined entity will serve customers in essentially every major US gaming market”
“The combined entity will serve customers in essentially every major US gaming market, and will marry best-of-breed practices from both entities to ensure high levels of customer satisfaction and significant shareholder returns.
“As with our past transactions, we have a detailed plan for significant synergy realisation. Relative to our prior acquisitions, the combination with Caesars presents attractive incremental revenue synergy opportunities as we plan to strengthen Caesars Rewards, the industry’s leading player loyalty and CMS database, and combine it with Eldorado’s to market to over 65 million rewards customers nationally.
“Additionally, the transaction bears benefits beyond the strategic merits of the combination with Caesars in isolation. Our agreement with Vici favourably positions both platforms by enhancing the value of our combined company’s assets and further solidifies the growth profile of Vici.
“Eldorado’s history of completing successful, value-enhancing transactions has focused on prioritising operating discipline with the goal of delivering best-in-class gaming and entertainment experiences and amenities to customers, unlocking the long-term value of acquired companies and assets through effective financial management, and completing return-focused investments in our properties that elevate the guest experience as well as our competitive position and overall returns.
“We intend to allocate the significant free cash flow from the combined company to reduce leverage while investing to improve the customer experience across the platform. We could not be more excited about the future as we bring together two industry leaders that will generate significant opportunities for our employees, customers, partners and shareholders.”