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Business Combinations (Tables)

12 Months Ended

Dec. 31, 2019

Consideration transferred was composed of the following:



(In millions)
Cash paid	$	1,636
Deferred consideration ⁽¹⁾	66
Total purchase price	$	1,702

____________________

⁽¹⁾

Deferred consideration is payable in an installment of $25 million in 2020 and $50 million in 2021 with prepayments and right of setoff permitted, subject to the terms and conditions of the Unit Purchase Agreement. $66 million represented the present value of future expected cash flows, on the Centaur Closing Date.

Purchase Price Allocation

Acquired Markers Accretable Yield

(In millions)	2018			2017
Balance as of January 1 and October 6, respectively	$	6		$	8
Accretion	(3		)	(2		)
Balance as of December 31	$	3		$	6

Pro Forma Information



	(Unaudited)
	Years Ended December 31,
(In millions)	2018		2017
Net revenues	$	8,663	$	5,357
Net income/(loss) attributable to Caesars	166		(117		)

Centaur Holdings, LLC

Business Acquisition [Line Items]

Purchase Price Allocation

The following table summarizes the fair value of assets acquired and liabilities assumed as part of the Centaur acquisition. The intangible assets subject to amortization will be amortized on a straight-line basis over their estimated useful lives as of the acquisition date.



(In millions)	Fair Value			Weighted-Average Useful Life (years)
Assets acquired:
Cash and cash equivalents	$	39
Receivables, net	2
Other current assets	26
Property and equipment	297
Intangible assets other than goodwill
Trade names and trademarks	14			2.5
Gaming rights ⁽¹⁾	1,390
Customer relationships	41			15.0
Total assets	1,809

Liabilities assumed:
Current liabilities	(92		)
Deferred income taxes	(290		)
Total liabilities	(382		)
Net identifiable assets acquired	1,427
Goodwill	275
Total Centaur equity value	$	1,702

___________________

⁽¹⁾

Indefinite-lived intangible assets.

OpCo

Business Acquisition [Line Items]

Summary of Merger

Consideration transferred was composed of the following:



(In millions)
Cash	$	700
CEC common stock ⁽¹⁾	1,774
Total cash and stock consideration	2,474
Settlement of pre-existing relationships	252
Total OpCo equity value	$	2,726

____________________

⁽¹⁾

Approximately 139 million shares of CEC common stock issued at the Effective Date closing stock price of $12.80.

Purchase Price Allocation

The following table summarizes the assets acquired and liabilities assumed. The intangible assets subject to amortization are being amortized on a straight-line basis over their estimated useful lives as of the acquisition date.



(In millions)	Fair Value			Weighted-Average Useful Life (years)
Assets acquired:
Cash and cash equivalents	$	1,239
Receivables, net	266
Other current assets	200
Property and equipment	8,943			35.0
Intangible assets other than goodwill
Trade names and trademarks ⁽¹⁾	664
Gaming rights ⁽¹⁾	207
Caesars Rewards ⁽¹⁾	253
Customer relationships	137			14.8
Other non-current assets	180
Total assets	12,089

Liabilities assumed:
Current liabilities	(765		)
Long-term debt	(1,607		)
Financing obligations	(8,310		)
Deferred income taxes	(568		)
Deferred credits and other liabilities	(361		)
Total liabilities	(11,611		)
Noncontrolling interest	41
Net identifiable assets acquired	519
Goodwill	2,207
Total OpCo equity value	$	2,726

____________________

⁽¹⁾

Indefinite-lived intangible assets.

Pro Forma Information



	(Unaudited)
	Years Ended December 31,
(In millions)	2017		2016
Net revenues	$	8,349	$	8,529
Net income/(loss) attributable to Caesars	6,401		(2,570		)

Caesars Acquisition Company

Business Acquisition [Line Items]

Summary of Merger

The following table summarizes the assets acquired, liabilities assumed and CEC’s noncontrolling interest in CGP and excludes CGP’s results, which were consolidated with CEC as a VIE prior to the Effective Date.

Summary of Merger as of October 6, 2017

(In millions)	Total Value
Assets acquired	$	152
Liabilities assumed	(96		)
Acquisition of noncontrolling interest in CGP from CAC	1,751
Net book value	$	1,807