Caesars Entertainment (CZR) entered into a merger agreement with Eldorado Resorts

Key Summary: On February 19, 2019, Carl Icahn disclosed a 9.78% stake, seeking board representation and proposing a sale of the company. By March 1, 2019, an agreement added three Icahn nominees to the board, with a right to appoint a fourth if a new CEO was not named in 45 days. On June 24, 2019, the company agreed to merge with Eldorado Resorts for $12.75 per share, valuing the deal at $17.3 billion.

Market cap: $5.8 billion | Caesars Entertainment Corporation, through its subsidiaries, provides casino-entertainment and hospitality services in the United States and internationally.

  • On February 19, 2019, Carl Icahn disclosed a 9.78% stake, seeking board representation, including, if necessary, by nominating a slate of directors at the 2019 Annual Meeting. Icahn also stated his belief that the Board should conduct a strategic process to sell the company. Source
  • On March 1, 2019, the company announced an agreement with Carl C. Icahn regarding the membership and composition of the Board. Under the agreement, Keith Cozza, Courtney Mather, and James Nelson were appointed to the Board, effective immediately. The agreement also grants the Icahn Group the right to appoint a fourth representative if a new CEO acceptable to the new directors is not named within 45 days.
  • On March 28, 2019, Carl Icahn and the company amended the Director Appointment and Nomination Agreement.
  • On June 24, 2019, the company entered into a definitive merger agreement with Eldorado Resorts. Eldorado will acquire all outstanding shares of Caesars for a total value of $12.75 per share, consisting of $8.40 per share in cash and 0.0899 shares of Eldorado common stock for each Caesars share, based on Eldorado’s 30-calendar day volume-weighted average price per share as of May 23, 2019, reflecting total consideration of approximately $17.3 billion, comprised of $7.2 billion in cash.

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