Item 8.01 Other Events
On January 10, 2020, Eldorado Resorts, Inc., a Nevada corporation (the
"Company") and its wholly-owned subsidiaries Eldorado Shreveport #1, LLC, a
Nevada limited liability company ("Seller 1"), and Eldorado Shreveport #2, LLC,
a Nevada limited liability company ("Seller 2" and, together with Seller 1,
collectively the "Sellers"), entered into an Equity Purchase Agreement (the
"Equity Purchase Agreement") with Maverick Shreveport #1, LLC, a Nevada limited
liability company ("Buyer 1"), Maverick Shreveport #2, LLC, a Nevada limited
liability company ("Buyer 2" and, together with Buyer 1, collectively the
"Buyer"), and, solely for purposes of Section 8.19 of the Equity Purchase
Agreement, Maverick Gaming LLC, a Nevada limited liability company, pursuant to
which Buyer will purchase all of the outstanding equity interests in Eldorado
Casino Shreveport Joint Venture, a Louisiana partnership (the "Joint Venture")
for aggregate consideration of $230,000,000, subject to a working capital
adjustment (the "Sale").
The Equity Purchase Agreement contains customary representations, warranties,
covenants and indemnification obligations. Consummation of the Sale is subject
to customary conditions, including, among other things, (i) the absence of any
injunction or order preventing the transactions contemplated by the Equity
Purchase Agreement, (ii) approval of the transaction by the Federal Trade
Commission, (iii) receipt of regulatory approvals, including applicable gaming
regulatory approvals, (iv) accuracy of the respective parties' representations
and warranties and (v) compliance by the parties with their respective covenants
and obligations. In addition, the Sellers' obligation to consummate the Sale is
subject to the prior or concurrent closing of the Company's previously announced
merger with Caesars Entertainment Corporation. The obligation of the Buyer to
consummate the Sale is not subject to a financing condition.
On January 13, 2020, the Company issued a press release announcing the
transactions described in this Item 8.01. A copy of the press release is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit
No. Description
99.1 Press Release dated January 13, 2020
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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