Eldorado Resorts, Inc. 4
4 · Eldorado Resorts, Inc. · Filed Dec 4, 2014
Insider Transaction Report
Form 4
Recreational Enterprises, Inc.
10% Owner
Transactions
- Other
Common Stock, par value $0.00001
2014-12-03−11,737→ 10,881,110 total
Footnotes (3)
- [F1]Shares of the issuer's common stock were forfeited pursuant to escrow agreement entered into on September 19, 2014 in connection with the merger of Eclair Acquisition Company, LLC, a wholly-owned subsidiary of the issuer, with and into Eldorado HoldCo LLC ("HoldCo"). The shares were forfeited as a result of adjustments to the final purchase price as it related to the calculation of shares to be received by the prior members of HoldCo pursuant to the Agreement and Plan of Merger dated as of September 9, 2013 by and among MTR Gaming Group, Inc., HoldCo, the issuer and certain affiliates of the issuer and HoldCo (as amended, the "Merger Agreement").
- [F2]Pursuant to the Merger Agreement, the implied value of each share of common stock acquired by the reporting person in the merger and forfeited pursuant to the escrow agreement is $6.05.
- [F3]These shares are owned directly by Recreational Enterprises, Inc. ("REI"). Donald L. Carano is a trustee and beneficiary of, and holds investment control over, the Donald L. Carano Family Trust (the "Trust"), which holds a direct ownership interest in REI. Donald L. Carano and the Trust are indirect beneficial owners of the reported securities.