AGREEMENT AND PLAN OF MERGER by and among CAESARS ENTERTAINMENT CORPORATION, ELDORADO RESORTS, INC. and COLT MERGER SUB, INC. Dated as of June 24, 2019Agreement and Plan of Merger • June 25th, 2019 • Eldorado Resorts, Inc. • Hotels & motels • New York
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 24, 2019, is entered into by and among Caesars Entertainment Corporation, a Delaware corporation (the “Company”), Eldorado Resorts, Inc., a Nevada corporation (“Parent”), and Colt Merger Sub, Inc., a Delaware corporation and a direct wholly owned Subsidiary (as defined below) of Parent (“Merger Sub”). The Company, Parent and Merger Sub are each sometimes referred to herein as a “Party” and, collectively, as the “Parties.”
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • June 25th, 2019 • Eldorado Resorts, Inc. • Hotels & motels • Delaware
THIS VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of June 24, 2019, is entered into by and among Eldorado Resorts, Inc., a Nevada corporation (“Parent”), and the undersigned stockholders (the “Stockholders”) and beneficial owners (the “Beneficial Owners” and together with the Stockholders, the “Stockholder Parties”). Capitalized terms used but not defined herein shall have the meanings given to them in the Merger Agreement (as defined below).
