Eldorado Resorts, Inc. (NASDAQ: ERI) (“Eldorado”) and Caesars Entertainment Corporation (NASDAQ: CZR) (“Caesars”) have announced that they have entered into a definitive merger agreement to create the largest US gaming company. Eldorado will acquire all of the outstanding shares of Caesars for a total consideration of approximately US$17.3 billion, comprised of US$7.2 billion in cash, approximately 77 million Eldorado common shares, and the assumption of Caesars outstanding net debt (excluding face value of the existing convertible note). 

Latham & Watkins represents Eldorado in the transaction with a multidisciplinary deal team led by San Diego partner and Hospitality, Gaming & Leisure Industry Group Co-Chair Sony Ben-Moshe, and including Los Angeles partner Ken Askin, San Diego partner Omar Nazif, and San Diego counsel Loring Veenstra, with San Diego associates Joanna Gorska and Bryan Monson on finance matters; Century City partner Steve Stokdyk, New York partner Senet Bischoff, and Los Angeles partner David Zaheer, with Century City associate Bailey Wilson and Los Angeles associate Philip Dear on corporate matters; San Diego partner Robert Frances, with San Diego associates Aaron Friberg and Jeffrey Gonzalez on real estate matters; Los Angeles partner Ana O’Brien on tax matters; and San Diego partner Steven Chinowsky, with associate Brenden Haberle on intellectual property matters.