Eldorado Resorts buying Caesars Entertainment for $18B in cash, stock

by Ike Obudulu Posted on June 24th, 2019

U.S. casino operator Eldorado Resorts Inc has agreed to merge with Caesars Entertainment Corp in a cash and stock deal that values its peer at about $18 billion including debt, people familiar with the matter said on Sunday.

The agreement comes three months after media reports that Caesars had agreed to give Eldorado access to its books under pressure from billionaire investor Carl Icahn, who earlier this year was awarded seats on Caesars’ board.

The deal, which is expected to be announced on Monday, values Caesars at close to $13 a share, according to the sources. The combined company’s ownership would be split roughly between Eldorado and Caesars shareholders, the sources said.

The combination of the two companies would create a serious competitor to larger casino industry players, such as Las Vegas Sands Corp, Wynn Resorts Ltd and MGM Resorts International.

Caesars’ shares closed on Friday at $9.99. The company, which emerged from bankruptcy in 2017, operates casinos with the Harrah’s and Horseshoe brands. It had 53 properties in 14 U.S. states and five countries outside the United States at the end of December.

Eldorado has a market value of $4 billion. It also had long-term debt at the end of March of $3.1 billion. It owns and operates 26 properties in 12 U.S. states.

The price represents a 30% premium to Caesars’s close on Friday. Eldorado had a market value of about $4 billion as of Friday.

Caesars had been pushed by activist billionaire Carl Icahn, its biggest shareholder according to data compiled by Bloomberg, to consider a sale. Earlier discussions had focused on a deal that would have valued Caesars at $11 a share, a person familiar with those talks had said.

Eldorado shares have risen 17% in the past year, compared with a 12% decline in Caesars’ stock. The S&P Supercomposite Casinos & Gaming Index, which tracks the performance of nine stocks including the two companies, slumped about 20%.

Caesars shares are trading at 24 times reported earnings, while Eldorado is valued at 33 times.

Officials from Eldorado and Caesars declined to comment on the report.

Eldorado wasn’t Caesars’ only suitor. Golden Nugget owner Tilman Fertitta proposed merging his restaurant and casino empire with Caesars last year, but was rejected by Caesars.

Caesars, whose properties include the flagship Caesars Palace and the Harrah’s chain, is still coping with the fallout of a 2008 leveraged buyout led by Apollo Global Management LLC and TPG that left it with a mountain of debt. The company completed a bankruptcy of its largest unit two years ago that brought in new board members and shareholders, including distressed-debt investors. Apollo and TPG have sold their shares.

Eldorado, which dates back to a single casino opened in Reno, Nevada, in 1973, has grown exponentially in recent years under the direction of Tom Reeg, who is now chief executive officer. The company in recent years acquired MTR Gaming Group Inc. and Isle of Capri Casinos, and last year added Tropicana Entertainment Inc., which was controlled by Icahn.

The business, which still counts the founding Carano family as its largest shareholder, now has 26 casinos in 12 states.

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