AGREEMENT AND PLAN OF MERGER BY AND AMONG AND RIVERVIEW MERGER SUB INC. AND PENN TENANT II, LLC AND PENN NATIONAL GAMING, INC. AND BOSSIER CASINO VENTURE (HOLDCO), INC. AND SILVER SLIPPER GAMING, LLC DATED AS OF JUNE 18, 2018Merger Agreement • June 19th, 2018 • Penn National Gaming Inc • Hotels & motels • Delaware
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • June 19th, 2018 • Penn National Gaming Inc • Hotels & motels • Delaware
This Membership Interest Purchase Agreement (this “Agreement”), dated June 18, 2018, by and among VICI Properties Inc., a Maryland corporation (“VICI”), Riverview Merger Sub Inc., a Delaware corporation (“Merger Sub”, and together with VICI, the “VICI Parties” and each a “VICI Party”), Penn Tenant II, LLC, a Delaware limited liability company (“Operator”), and Penn National Gaming, Inc., a Pennsylvania corporation (“Penn Parent”, and together with Operator, the “PNG Parties” and each a “PNG Party”). The VICI Parties and the PNG Parties are each sometimes referred to herein as a “Buyer Party” and together as the “Buyer Parties.”
