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Caesars Entertainment Operating Company Plan Filed, Deadline Extended

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Caesars Entertainment Operating Company filed with the U.S. Bankruptcy Court a Third Modified Chapter 11 Plan of Reorganization.

Documents filed with the Court explain, “On the Effective Date…Class D consisting of all Prepetition Credit Agreement Claims, each such Holder shall receive its Pro Rata share of: (i) $710,100,000 in Cash; (ii) $916,900,000 of additional Cash,…$1,961,000,000 aggregate principal amount of the PropCo First Lien Term Loan,…$1,450,000,000 of (A) the PropCo Second Lien Upsize Amount…and (B) additional Cash in the amount of the difference between (I) $1,450,000,000 minus (II) the amount of the PropCo Second Lien Upsize Amount.”

Court-filed documents continue, “On the Effective Date….Class E consisting of all Secured First Lien Notes Claims, each such Holder shall receive its Pro Rata share of: (i) $970,900,000 in Cash, minus any Cash amounts up to $103,500,000 paid by the Debtors prior to the Effective Date (provided that such $103,500,000 payment shall not include the adequate protection payments authorized pursuant to the Cash Collateral Order),…$318,100,000 of Cash out of the proceeds of the issuance of the OpCo Market Debt to third parties.”

In addition, “To the extent the amount of OpCo First Lien Notes that would otherwise be issued on account of the unsubscribed portion of the OpCo Market Debt is less than $159,050,000, then such Holder will receive such Holder’s Pro Rata share of the OpCo First Lien Incremental Term Loan in lieu of such OpCo First Lien Notes; $431,000,000 aggregate principal amount of the PropCo First Lien Notes, subject to the right of such Holder to elect to receive PropCo Common Equity rather than such PropCo First Lien Notes pursuant to the PropCo Equity Election; $1,425,000,000, consisting of a combination of (A) aggregate principal amount of PropCo Second Lien Notes, and (B) Cash equal to the excess of (I) $250,000,000 over (II) the aggregate principal amount of CPLV Mezzanine Debt allocated to Holders of Secured First Lien Notes Claims; the PropCo Preferred Equity Distribution subject to the PropCo Preferred Equity Put Right and the PropCo Preferred Equity Call Right; (vi) $1,107,000,000 of (A) aggregate principal amount of the CPLV Mezzanine Debt and (B) additional Cash in the amount of the difference between (I) $1,107,000,000 minus (II) the aggregate principal amount of the CPLV Mezzanine Debt and the PropCo Preferred Equity Upsize Shares; either (A) if the Spin Structure is used, 100% of PropCo Common Equity on a fully diluted basis, or (B) if the Partnership Contribution Structure is used, (I) 95% of PropCo Common Equity on a fully diluted basis and (II) $91,000,000 in Cash.”

Separately, Caesars Entertainment Corporation and Caesars Entertainment Operating Company announced that the applicable parties have further extended the deadline to finalize certain additional documentation in connection with the Debtors’ Third Amended Joint Plan Reorganization. The announcement notes that the extension will allow the participants additional time to resolve the remaining open items in pursuit of an agreement.

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