CZR 10-Q Quarterly Report Sept. 30, 2020 | Alphaminr

Effective Date August 11, 2021

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CAESARS ENTERTAINMENT, INC.

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PROXIES

DEF 14A	Filed on April 29, 2024
DEF 14A	Filed on April 28, 2023
DEF 14A	Filed on April 25, 2022
DEF 14A	Filed on April 28, 2021
DEF 14A	Filed on May 19, 2020
DEF 14A	Filed on April 25, 2018
DEF 14A	Filed on May 1, 2017
DEF 14A	Filed on April 29, 2016
DEF 14A	Filed on April 30, 2015

TABLE OF CONTENTS

Part I-financial Information Item 1. Financial Statements Note 1. Organization and Basis Of Presentation Note 2. Acquisition Of Former Caesars Note 3. Revenue Recognition Note 4. Assets Held For Sale Note 5. Stock-based Compensation and Stockholders Equity Note 6. Investments in and Advances To Unconsolidated Affiliates Note 7. Goodwill and Intangible Assets, Net Note 8. Income Taxes Note 9. Leases Note 10. Long-term Debt Note 11. Fair Value Measurements Note 12. Earnings Per Share Note 13. Litigation, Commitments and Contingencies Note 14. Related Affiliates Note 15. Segment Information Item 2. Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4. Controls and Procedures Part II Item 1. Legal Proceedings Item 1A. Risk Factors Item 2. Unregistered Sales Of Equity Securities and Use Of Proceeds Item 3. Defaults Upon Senior Securities Item 4. Mine Safety Disclosures Item 5. Other Information Item 6. Exhibits

Exhibits

3.1 Certificate of Incorporation of Caesars Entertainment, Inc. Previously filed on Form 8-K filed on July 21, 2020. 3.2 Bylaws of Caesars Entertainment, Inc. Previously filed on Form 8-K filed on July 21, 2020. 4.1 Indenture (6.25% CEI Senior Secured Notes due 2025) dated as of July 6, 2020, by and between Colt Merger Sub, Inc. and U.S. Bank National Association. Previously filed on Form 8-K filed on July 7, 2020. 4.2 Supplemental Indenture, dated as of July 20, 2020, to Indenture (6.25% CEI Senior Secured Notes due 2025), dated as of July 6, 2020, by and among Colt Merger Sub, Inc., Eldorado Resorts, Inc., the subsidiary guarantors party thereto and U.S. Bank National Association. Previously filed on Form 8-K filed on July 21, 2020. 4.3 Indenture (8.125% CEI Senior Notes due 2027) dated as of July 6, 2020, by and between Colt Merger Sub, Inc. and U.S. Bank National Association. Previously filed on Form 8-K filed on July 7, 2020. 4.4 Supplemental Indenture, dated as of July 20, 2020, to Indenture (8.125% CEI Senior Notes due 2027), dated as of July 6, 2020, by and among Colt Merger Sub, Inc., Eldorado Resorts, Inc., the subsidiary guarantors party thereto and U.S. Bank National Association. Previously filed on Form 8-K filed on July 21, 2020. 4.5 Indenture (5.75% CRC Secured Notes due 2025) dated as of July 6, 2020, by and between Colt Merger Sub, Inc. and U.S. Bank National Association. Previously filed on Form 8-K filed on July 7, 2020. 4.6 Supplemental Indenture, dated as of July 20, 2020, to Indenture (5.75% CRC Secured Notes due 2025), dated as of July 6, 2020, by and among Colt Merger Sub, Inc., CRC Finco, Inc., Caesars Resort Collection, LLC, the subsidiary guarantors party thereto, U.S. Bank National Association and Credit Suisse AG, Cayman Islands Branch. Previously filed on Form 8-K filed on July 21, 2020. 4.7 Indenture (5.00% CEC Convertible Notes due 2024), dated as of October 6, 2017, between Caesars Entertainment Corporation and Delaware Trust Company, as trustee. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on October 13, 2017. 4.8 First Supplemental Indenture (5.00% CEC Convertible Notes due 2024), dated November 27, 2019 between Caesars Entertainment Corporation and Delaware Trust Company, as trustee. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on November 29, 2019. 4.9 Second Supplemental Indenture (5.00% CEC Convertible Notes due 2024), dated as of July 20, 2020, by and among Caesars Entertainment Corporation, Eldorado Resorts, Inc. and Delaware Trust Company. Previously filed on Form 8-K filed on July 21, 2020. 4.10 Indenture (5.25% CRC Notes due 2025), dated October 16, 2017, by and among CRC Escrow Issuer, LLC, CRC Finco, Inc. and Deutsche Bank Trust Company Americas, as trustee. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on October 16, 2017. 4.11 Supplemental Indenture (5.25% CRC Notes due 2025), dated December 22, 2017, by and among Caesars Resort Collection, LLC, the subsidiary guarantors party thereto, CRC Finco, Inc. and Deutsche Bank Trust Company Americas, as trustee. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on December 22, 2017. 10.1 CPLV Lease (conformed through the Second Amendment), dated as of July 20, 2020, by and among CPLV Property Owner LLC, Desert Palace LLC and CEOC, LLC. Previously filed on Form 8-K filed on July 21, 2020. 10.2 Third Amendment to CPLV Lease, dated as of September 30, 2020, by and among CPLV Property Owner LLC, Desert Palace LLC and CEOC, LLC. Filed herewith. 10.3 Guaranty of Lease, dated as of July 20, 2020, by and among Eldorado Resorts, Inc., CPLV Property Owner LLC and Claudine Propco LLC (CPLV). Previously filed on Form 8-K filed on July 21, 2020. 10.4** Non-CPLV Lease (conformed through the Fifth Amendment), dated as of July 20, 2020, by and among the entities listed on Schedules A and B thereto and CEOC, LLC. Previously filed on Form 8-K filed on July 21, 2020. 10.5** Sixth Amendment to Non-CPLV Lease, dated as of September 30, 2020, by and among the entities listed on Schedules A and B thereto and CEOC, LLC. Filed herewith. 10.6 Guaranty of Lease, dated as of July 20, 2020, by and among Eldorado Resorts, Inc. and the entities listed on Schedule A thereto (Non-CPLV). Previously filed on Form 8-K filed on July 21, 2020. 10.7** Second Amendment, dated as of July 20, 2020, to Lease (Joliet), dated as of October 7, 2017, by and between Harrahs Joliet Landco LLC and Des Plaines Development Limited Partnership. Previously filed on Form 8-K filed on July 21, 2020. 10.8** Third Amendment to Lease (Joliet), dated as of September 30, 2020, to Lease (Joliet), dated as of October 7, 2017, by and between Harrahs Joliet Landco LLC and Des Plaines Development Limited Partnership. Filed herewith. 10.9 Guaranty of Lease, dated as of July 20, 2020, by and between Eldorado Resorts, Inc. and Harrahs Joliet Landco LLC (Joliet). Previously filed on Form 8-K filed on July 21, 2020. 10.10* Right of First Refusal Agreement, dated as of July 20, 2020, by and between Eldorado Resorts, Inc. and VICI Properties L.P. (Las Vegas Strip). Previously filed on Form 8-K filed on July 21, 2020. 10.11* Right of First Refusal Agreement, dated as of July 20, 2020, by and between Eldorado Resorts, Inc. and VICI Properties L.P. (Horseshoe Baltimore). Previously filed on Form 8-K filed on July 21, 2020. 10.12 Second Amended and Restated Lease Agreement, dated April 3, 2020, by and among Jazz Casino Company, L.L.C., New Orleans Building Corporation, and the City of New Orleans. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on April 6, 2020. 10.13 Letter agreement, dated April 3, 2020, by and among Jazz Casino Company, L.L.C., New Orleans Building Corporation and the City of New Orleans. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on April 6, 2020. 10.14 Second Amendment, dated as of July 20, 2020, to Golf Course Use Agreement, dated as of October 6, 2017, by and among Rio Secco LLC, Cascata LLC, Chariot Run LLC, Grand Bear LLC, Caesars Enterprise Services, LLC, CEOC, LLC and, solely for purposes of Section 2.1(c) thereof, Caesars License Company, LLC. Previously filed on Form 8-K filed on July 21, 2020. 10.15* Amended and Restated Put-Call Right Agreement, dated as of July 20, 2020, by and among Claudine Propco, LLC and Eastside Convention Center, LLC. Previously filed on Form 8-K filed on July 21, 2020. 10.16* Second Amended and Restated Put-Call Right Agreement entered into as of September 18, 2020 by and among Claudine Propco LLC and Caesars Convention Center Owner, LLC. Previously filed on Form 8-K filed on September 18, 2020. 10.17* Put-Call Right Agreement entered into as of July 20, 2020 by and between Centaur Propco LLC and Caesars Resort Collection, LLC. Previously filed on Form 8-K filed on July 21, 2020. 10.18 First Amendment to Third Amended and Restated Omnibus License and Enterprise Services Agreement, dated as of July 20, 2020, by and among Caesars Enterprise Services, LLC, CEOC, LLC, Caesars Resort Collection LLC, Caesars License Company, LLC and Caesars World LLC (including as Exhibit A thereto a conformed copy of the Third Amended and Restated Omnibus License and Enterprise Services Agreement, dated as of December 26, 2018, as amended). Previously filed on Form 8-K filed by Caesars Holdings, Inc. on July 21, 2020. 10.19 Credit Agreement, dated as of July 20, 2020, by and among Eldorado Resorts, Inc., the lenders party thereto from time to time, JPMorgan Chase Bank, N.A., as administrative agent, and U.S. Bank National Association, as collateral agent. Previously filed on Form 8-K filed on July 21, 2020. 10.20 Incremental Assumption Agreement No. 1, dated as of July 20, 2020, by and among Eldorado Resorts, Inc., the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. Previously filed on Form 8-K filed on July 21, 2020. 10.21 Credit Agreement, dated as of December 22, 2017, by and among Caesars Resort Collection, LLC, the other borrowers from time to time party thereto, the lenders party thereto, and Credit Suisse, AG, Cayman Islands Branch, as administrative agent. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on December 22, 2017. 10.22 First Amendment to Credit Agreement, dated as of June 15, 2020, by and among Caesars Resort Collection, LLC, the subsidiary loan parties party thereto, the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on June 12, 2020. 10.23 Incremental Assumption Agreement No. 1, dated as of July 20, 2020, by and among Caesars Resort Collection, LLC, the subsidiary guarantors party thereto, the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent. Previously filed on Form 8-K filed on July 21, 2020. 10.24 Incremental Assumption Agreement No. 2, dated as of July 20, 2020, by and among Caesars Resort Collection, LLC, the subsidiary guarantors party thereto, the lender party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent. Previously filed on Form 8-K filed on July 21, 2020. 10.25 Caesars Entertainment Corporation Amended and Restated Escrow Agreement, dated as of December 12, 2016, between Caesars Entertainment Corporation and Wells Fargo Bank, N.A. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on October 13, 2017. 10.26 Amendment and Restatement of Harrahs Entertainment, Inc. Executive Deferred Compensation Plan, effective August 3, 2007. Previously filed on Form 10-Q filed by Caesars Holdings, Inc. on August 9, 2007. 10.27 Amendment and Restatement of Park Place Entertainment Corporation Executive Deferred Compensation Plan, effective as of August 3, 2007. Previously filed on Form 10-Q filed by Caesars Holdings, Inc. on August 9, 2007. 10.28 Amendment and Restatement of Harrahs Entertainment, Inc. Executive Supplemental Savings Plan, effective as of August 3, 2007. Previously filed on Form 10-Q filed by Caesars Holdings, Inc. on August 9, 2007. 10.29 Amendment and Restatement of Harrahs Entertainment, Inc. Executive Supplemental Savings Plan II, effective as of August 3, 2007. Previously filed on Form 10-Q filed by Caesars Holdings, Inc. on August 9, 2007. 10.30 First Amendment to the Amendment and Restatement of Harrahs Entertainment, Inc. Executive Supplemental Savings Plan II, effective as of February 9, 2009. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on February 13, 2009. 10.31 Second Amendment to the Amendment and Restatement of the Caesars Entertainment Corporation Executive Supplemental Savings Plan II (fka Harrahs Entertainment, Inc. Executive Supplemental Savings Plan II), effective as of November 5, 2014. Previously filed on Form 10-K filed by Caesars Holdings, Inc. on March 16, 2015. 10.32 Caesars Entertainment Corporation Second Amended and Restated Executive Deferred Compensation Trust Agreement, dated as of December 12, 2016, between Caesars Entertainment Corporation and Wells Fargo Bank, N.A. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on October 13, 2017. 10.33 Trademark License Agreement, dated as of October 6, 2017, between Caesars License Company, LLC and Desert Palace LLC. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on October 13, 2017. 10.34 Amended and Restated Casino Operating Contract, dated April 1, 2020, by and between Jazz Casino Company, L.L.C. and the State of Louisiana, by and through the Louisiana Gaming Control Board. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on April 6, 2020. 10.35 First Amendment to the Amended and Restated Casino Operating Contract, made and entered into as of April 9, 2020, and made effective as of April 1, 2020, by and between Jazz Casino Company, L.L.C. and the State of Louisiana, by and through the Louisiana Gaming Control Board. Previously filed on Form 8-K/A filed by Caesars Holdings, Inc. on April 14, 2020. 10.36 Caesars Entertainment Corporation 2012 Performance Incentive Plan. Previously filed on Form S-1/A filed by Caesars Holdings, Inc. on February 2, 2012. 10.37 Amendment No. 1 to the Caesars Entertainment Corporation 2012 Performance Incentive Plan. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on July 25, 2012. 10.38 Amendment No. 2 to the Caesars Entertainment Corporation 2012 Performance Incentive Plan. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on May 20, 2015. 10.39 Amendment No. 3 to the Caesars Entertainment Corporation 2012 Performance Incentive Plan. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on May 20, 2016. 10.40 Amendment No. 4 to the Caesars Entertainment Corporation 2012 Performance Incentive Plan. Previously filed on Form 10-Q filed by Caesars Holdings, Inc. on August 2, 2016. 10.41 Caesars Entertainment Corporation 2017 Performance Incentive Plan. Previously filed on Form S-8 filed by Caesars Holdings, Inc. on October 6, 2017. 10.42 Amendment No. 1 to Caesars Entertainment Corporation 2017 Performance Incentive Plan. Previously filed on Form 8-K filed by Caesars Holdings, Inc. on April 6, 2018. 10.43 Caesars Entertainment Corporation Executive Supplemental Savings Plan III. Previously filed on Form S-8 filed by Caesars Holdings, Inc. on December 13, 2018. 10.44 Caesars Entertainment Corporation Outside Director Deferred Compensation Plan. Previously filed on Form S-8 filed by Caesars Holdings, Inc. on December 13, 2018. 10.45 Caesars Acquisition Company 2014 Performance Incentive Plan. Previously filed on Form 8-K filed by Caesars Acquisition Company on April 16, 2014. 10.46 Form of Director Indemnification Agreement. Filed herewith. 10.47 Amended and Restated Omnibus Amendment to Leases, dated as of October 27, 2020, by and among the entities listed on schedule A thereto, CPLV Property Owner LLC, Claudine Propco LLC, Harrahs Joliet Landco LLC, CEOC, LLC, the entities listed on schedule B thereto, Desert Palace LLC, Harrahs Las Vegas, LLC and Des Plaines Development Limited Partnership. Filed herewith. 31.1 Certification of Thomas R. Reeg pursuant to Rule 13a-14a and Rule 15d-14(a) Filed herewith. 31.2 Certification of Bret Yunker pursuant to Rule 13a-14a and Rule 15d-14(a) Filed herewith. 32.1 Certification of Thomas R. Reeg in accordance with 18 U.S.C. Section 1350 Filed herewith. 32.2 Certification of Bret Yunker in accordance with 18 U.S.C. Section 1350 Filed herewith. 99.1 Financial Information of Caesars Resorts Collection, LLC Filed herewith.

* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.

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