RENO, Nev. and LAS VEGAS, Sept. 29,
2020 /PRNewswire/ -- Caesars Entertainment, Inc.
(NASDAQ: CZR) today announced the pricing of an underwritten public
offering of 31,000,000 shares of its common stock at a public
offering price of $56.00 per
share. In connection with the offering, the company granted
the underwriters a 30-day option to purchase up to an additional
4,650,000 shares of its common stock. The company expects to use
the net proceeds from the offering for general corporate purposes,
including, potentially, the previously announced possible cash
offer for the entire issued and to be issued share capital of
William Hill plc.
Deutsche Bank Securities and J.P. Morgan are acting as joint
lead book-running managers for the offering. Credit Suisse and BofA
Securities are acting as joint book-running managers for the
offering and Macquarie Capital, BTIG, Truist Securities, Morgan
Stanley, Citigroup, KeyBanc Capital Markets, Fifth Third
Securities, Citizens Capital Markets, Barclays, Stifel, Union
Gaming and Roth Capital Partners are acting as co-managers for the
offering.
The offering is being made pursuant to an effective shelf
registration statement (containing a prospectus) filed with the
Securities & Exchange Commission. A prospectus supplement
relating to the offering will be filed with the SEC and will be
available on the SEC's website at http://www.sec.gov. Copies
of the prospectus supplement and accompanying prospectus relating
to the offering may be obtained from Deutsche Bank Securities Inc.,
Prospectus Group, 60 Wall Street, New
York, NY 10005, or by telephone at (800) 503-4611, or by
email at prospectus.CPDG@db.com or J.P. Morgan Securities LLC, c/o
Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717 or by calling
toll-free (866) 803-9204, or by email at
prospectus_eq@jpmchase.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of these securities in any state or other jurisdiction in
which such offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of such
state or other jurisdiction.
About Caesars Entertainment, Inc.
Caesars Entertainment, Inc. is the largest casino-entertainment
company in the U.S. and one of the world's most diversified
casino-entertainment providers. Since its beginning in Reno, Nevada, in 1937, Caesars Entertainment
has grown through development of new resorts, expansions and
acquisitions. Caesars Entertainment's resorts operate primarily
under the Caesars®, Harrah's®, Horseshoe® and Eldorado® brand
names. Caesars Entertainment offers diversified amenities and
one-of-a-kind destinations, with a focus on building loyalty and
value with its guests through a unique combination of impeccable
service, operational excellence and technology leadership. Caesars
Entertainment is committed to its employees, suppliers, communities
and the environment through its PEOPLE PLANET PLAY framework.
Forward-Looking Statements
This announcement contains statements which are, or may be
deemed to be, "forward looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended (the
"Securities Act"), and Section 21E of the Securities Exchange Act
of 1934 (the "Exchange Act"). These statements can be identified by
the use of forward-looking terminology such as "expects,"
"believes," "estimates," "projects," "intends," "plans," "seeks,"
"might," "may," "will," "could," "should," "would" or "anticipates"
or the negative or other variations of these or similar words, or
by discussions of future events, strategies or risks and
uncertainties. Specifically, forward looking statements may
include, but are not limited to, statements regarding: the offering
or the expected use of proceeds thereof. Such statements are all
subject to risks, uncertainties and changes in circumstances that
could significantly affect the Company's future financial results
and business.
Any forward-looking statements are based upon underlying
assumptions, including any assumptions mentioned with the specific
statements, as of the date such statements were made. Such
assumptions are in turn based upon internal estimates and analyses
of market conditions and trends, management plans and strategies,
economic conditions and other factors. Such forward-looking
statements are only predictions and involve known and unknown risks
and uncertainties, many of which are beyond our control, and are
subject to change. By their nature, forward-looking statements
involve risks and uncertainties because they relate to events and
depend upon future circumstances that may not occur. Actual results
may differ materially from any future results, performance or
achievements expressed or implied by such statements.
Forward-looking statements speak only as of the date they are made,
and we assume no duty to update forward-looking statements.
Forward-looking statements should not be regarded as a
representation by us or any other person that the forward-looking
statements will be achieved. Undue reliance should not be placed on
any forward-looking statements.
Some of the contingencies and uncertainties to which any
forward-looking statement contained herein are subject include, but
are not limited to, the following: (a) the extent and duration of
the impact of the global COVID-19 public health emergency on the
Company's business, financial results and liquidity; (b) the impact
and cost of new the operating procedures implemented at the
Company's casinos following their reopening; (c) the impact of
actions we have undertaken to reduce costs and improve efficiencies
to mitigate losses as a result of the COVID-19 public health
emergency, which could negatively impact guest loyalty and our
ability to attract and retain our employees; (d) the impact of the
COVID-19 public health emergency and resulting unemployment and
changes in general economic conditions on discretionary consumer
spending and customer demand; (e) our substantial indebtedness and
significant financial commitments, including our obligations under
our lease arrangements, could adversely affect our results of
operations and our ability to service such obligations, react to
changes in our markets and pursue development and acquisition
opportunities; (f) restrictions and limitations in agreements
governing our debt and leased properties could significantly affect
our ability to operate our business and our liquidity; (g) risks
relating to payment of a significant portion of our cash flow as
debt service and rent under our lease obligations; (h) financial,
operational, regulatory or other potential challenges that may
arise as a result of leasing of a number of our properties; (i) our
facilities operate in very competitive environments and we face
increasing competition including through legalization of online
betting and gaming; (j) uncertainty regarding legalization of
betting and online gaming in the jurisdictions in which we operate
and conditions applicable to obtaining the licenses required to
enable our betting and online gaming partners to conduct betting
and gaming activities; (k) the ability to identify suitable
acquisition opportunities and realize growth and cost synergies
from any future acquisitions; (l) future maintenance, development
or expansion projects will be subject to significant development
and construction risks; (m) our gaming operations are highly
regulated by governmental authorities and the cost of complying or
the impact of failing to comply with such regulations; (n) changes
in gaming taxes and fees in jurisdictions in which we operate; (o)
risks relating to pending claims or future claims that may be
brought against us; (p) changes in interest rates and capital and
credit markets; (q) our ability to comply with covenants in our
debt documents and lease arrangements; (r) the effect of
disruptions to our information technology and other systems and
infrastructure; (s) our ability to attract and retain customers;
(t) weather or road conditions limiting access to our properties;
(u) the effect of war, terrorist activity, acts of violence,
natural disasters, public health emergencies and other catastrophic
events; (v) the intense competition to attract and retain
management and key employees in the gaming industry; and (w) other
factors included in the Company's Annual Report on Form 10-K for
the year ended December 31, 2019, the Company's Quarterly Reports
on Form 10-Q for the quarters ended March 31, 2020 and June 30,
2020, subsequent Quarterly Reports on Form 10-Q and Current Reports
on Form 8-K, each as filed with the SEC.
All subsequent written and oral forward-looking statements
attributable to us or persons acting on our behalf are expressly
qualified in their entirety by the cautionary statements included
in this document. We undertake no obligation to publicly update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by law.
In light of these risks, uncertainties and assumptions, the
forward-looking events discussed in this prospectus may not
occur.
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SOURCE Caesars Entertainment, Inc.