Subsequent Events Subsequent Events (Tables)

9 Months Ended

Sep. 30, 2017

Accrued Restructuring and Support Expenses

Accrued Restructuring and Support Expenses

	Accrued as of
(In millions)	September 30, 2017		December 31, 2016
Forbearance fees and other payments to creditors	$	893	$	970
Bank Guaranty Settlement	765		734
Issuance of CEC common stock	4,507		2,936
Issuance of CEC Convertible Notes	2,240		1,600
PropCo Call Right	189		131
Payment of creditor expenses, settlement charges, and other fees	182		195
Payment to CEOC	—		35
Total accrued	$	8,776	$	6,601



(In millions)	Amount
Cash consideration	$	1,840
Issuance of CEC common stock⁽¹⁾	4,507
Issuance of CEC Convertible Notes	2,240
Issuance of PropCo Call Right	189
Total settled	$	8,776

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⁽¹⁾

Based on 420 million shares of CEC Common Stock issued at a closing stock price of $12.80 on October 6, 2017, and 146 million shares of CEC Common Stock that were repurchased at a fixed price of $6.86 under the terms of Plan (See Note 1). This represents the residual amount of shares remaining after allocating a portion of the total shares required to be issued under the Plan to the acquisition of New CEOC (described below).

Preliminary Purchase Price Allocation

The following table summarizes the preliminary values of assets and liabilities recognized as part of the acquisition. We will continue to evaluate and value identifiable assets acquired, liabilities assumed, and contingent consideration, and that may require the preliminary purchase price allocation to be adjusted. The preliminary determination of assets and liabilities recognized is based on a number of estimates and assumptions; actual amounts could differ from these estimates.

As part of the Plan, certain real estate assets were sold to PropCo and leased back to New CEOC. CEC determined that the transaction does not qualify for sale-leaseback accounting based on the terms of the lease agreements; therefore, the Company will be accounting for the transaction as a financing. Payments associated with the lease agreements will be approximately $640 million in the initial lease year. A portion of the periodic lease payment will be recognized as interest expense, with the remainder of the lease payment reducing the failed sale-leaseback financing obligations using the effective interest method.

In addition, on the Effective Date, New CEOC entered into a $1.2 billion credit agreement (the “New CEOC Credit Agreement”) to fund its obligations under the Plan.

Preliminary Purchase Price Allocation

(In millions)	Fair Value
Assets acquired:
Property and equipment, net	$	8,892
Intangible assets other than goodwill	1,171
Other current and non-current assets	1,660
Total assets	11,723
Liabilities assumed:
New CEOC Credit Agreement	(1,235		)
Other long-term debt	(381		)
Failed sale-leaseback financing obligations	(8,370		)
Other current and non-current liabilities	(1,387		)
Total liabilities	(11,373		)

Noncontrolling interests	21

Goodwill	2,144

Total consideration	$	2,515

Business Acquisition, Pro Forma Information [Table Text Block]

The following unaudited pro forma financial information is presented to illustrate the estimated effects of the Merger and the acquisition of New CEOC as if they had occurred on January 1, 2016.



	Three Months Ended September 30,						Nine Months Ended September 30,
(In millions)	2017			2016			2017			2016
Net revenues	$	2,130		$	2,111		$	6,275		$	6,315
Net loss	(601		)	(543		)	(2,614		)	(3,038		)
Net loss attributable to Caesars	(598		)	(512		)	(2,614		)	(3,018		)
Basic and diluted loss per share	(0.85		)	(0.73		)	(3.72		)	(4.29		)

CAC

Subsequent Event [Line Items]

Summary of Business Combination

Summary of Merger as of October 6, 2017

(In millions)	Total Value
Add: assets acquired ⁽¹⁾	$	152
Less: liabilities assumed	(96		)
CEC’s noncontrolling interest in CGP	1,751
Net book value acquired	$	1,807

New CEOC

Subsequent Event [Line Items]

Composition of Consideration

Composition of Acquisition Consideration

(In millions)	Value
Cash for New CEOC Equity	$	700
CEC Common Stock for New CEOC Preferred Equity ⁽¹⁾	1,815
Total consideration	$	2,515

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⁽¹⁾	Based on 142 million shares of CEC Common Stock issued at a closing stock price of $12.80 on October 6, 2017