Nevada gaming boards to review $17.3B Eldorado, Caesars merger July 8

RENO, Nev. — Caesars Entertainment Corp. announced June 26 that the Federal Trade Commission has accepted a proposed consent order, which concludes the FTC's Hart-Scott-Rodino review of Caesars' pending merger with Reno-based Eldorado Resorts, Inc.

According to a June 26 press release, the FTC's acceptance of the consent order “satisfies all required antitrust clearances for the merger.”

One of the conditions the FTC imposed in order to secure approval was for Eldorado Resorts to sell properties at Lake Tahoe and in Kansas City, Mo., and Shreveport, La.

Eldorado Resorts previously announced in April it was offloading the MontBleu Resort Casino & Spa in Stateline and Eldorado Shreveport Resort and Casino in Shreveport to Twin River Worldwide Holdings for $155 million in cash.

“We are pleased that the FTC's approval of our planned merger with Eldorado paves the way for securing the remaining consents and approvals...” Tony Rodio, CEO of Caesars Entertainment, said in the June 26 statement. “All of us at Caesars are committed to completing the merger, which is expected to create the largest U.S. gaming company.”

The $17.3 billion merger, however, is still subject to satisfaction of various closing conditions, including approvals from the Nevada Gaming Control Board and Nevada Gaming Commission, as well as the New Jersey Casino Control, Indiana Gaming and Indiana Horse commissions.

The Nevada reviews on the merger are scheduled for July 8, according to a joint meeting agenda released July 1 for both the Gaming Control Board and Gaming Commission, which will meet back to back starting at 9:30 a.m.

The Indiana and New Jersey commissions have regularly scheduled board meetings on July 10 and July 15, respectively.

According to previous NNBW reports, the merger was initially expected to occur by the end of March this year, before the COVID-19 pandemic hit.

Considering that, according to a July 1 story from the Las Vegas Review-Journal's Richard N. Velotta, the issue is time-sensitive because the deal is costing Eldorado Resorts an estimated $2.3 million a day in “ticking fees” that began April 1 because the transaction wasn't completed by that predetermined deadline.

“That means the price tag for the deal by July 10 would be about $232.3 million higher than before, a benefit to Caesars shareholders,” according to the story, which adds that, "Eldorado CEO Thomas Reeg has said the deal still makes financial sense for his company despite the higher cost and wouldn't renegotiate the fees."

Should the merger be approved, it would umbrella roughly 60 casinos and resorts in 16 states under a single name.

The company, which would retain the Caesars name, will be led by Reeg, along with Eldorado Chairman Gary Carano. It will be based in Reno, where Eldorado is based, with a significant corporate presence in Las Vegas, where Caesars is based.