AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER between CAESARS ACQUISITION COMPANY and CAESARS ENTERTAINMENT CORPORATION Dated as of July 9, 2016Agreement and Plan of Merger • July 11th, 2016 • Caesars Acquisition Co • Hotels & motels • Delaware
This AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, dated as of July 9, 2016 (this “Agreement”), is entered into by and between Caesars Acquisition Company, a Delaware corporation (“CAC”), and Caesars Entertainment Corporation, a Delaware corporation (“CEC”).
AMENDED AND RESTATED RESTRUCTURING SUPPORT AGREEMENTAgreement • July 11th, 2016 • Caesars Acquisition Co • Hotels & motels • Delaware
This Amended and Restated Restructuring Support Agreement dated as of July 9, 2016 (as amended, supplemented, or otherwise modified from time to time, this “Agreement”) amends, restates, and replaces in its entirety the Restructuring Support Contribution Agreement dated as of June 12, 2016, including all schedules, annexes, and exhibits attached thereto, among: (i) Caesars Entertainment Operating Company, Inc. (“CEOC”), on behalf of itself and each of the debtors in the Chapter 11 Cases and its other direct and indirect Subsidiaries (as defined below, collectively, the “Company”), and (ii) Caesars Acquisition Company, on behalf of itself and each of its direct and indirect Subsidiaries (collectively, “CAC,” and together with the Company, each referred to as a “Party” and collectively referred to as the “Parties”). All capitalized terms not defined herein shall have the meanings ascribed to them in the CEOC Plan (as defined below).
