LAS VEGAS, Jan. 28 /PRNewswire-FirstCall/ -- Harrah's Entertainment,
Inc. (NYSE: HET) today announced the completion of its merger with Hamlet
Merger Inc., a Delaware corporation. As a result of the merger, the issued
and outstanding shares of non-voting stock of Harrah's are owned by
entities affiliated with Apollo Management, L.P. and TPG Capital, L.P.
(together with certain co-investors and members of management) and the
voting stock of Harrah's is owned by Hamlet Holdings LLC, which is
controlled by individuals affiliated with Apollo Management, L.P. and TPG
Capital, L.P. The merger was completed pursuant to the Agreement and Plan
of Merger dated as of December 19, 2006, among Hamlet Holdings LLC, Hamlet
Merger Inc., and Harrah's Entertainment, Inc. Harrah's stockholders
approved the merger and merger agreement at a special meeting held on April
5, 2007.
(Logo: http://www.newscom.com/cgi-bin/prnh/20070718/HARRAHSLOGO)
As a result of the merger, Harrah's stock will cease to trade on the
New York Stock Exchange, the Chicago Stock Exchange and the Philadelphia
Stock Exchange at the close of the market today.
Under the terms of the merger agreement, Harrah's stockholders are
entitled to receive $90.00 in cash for each share of Harrah's common stock
that they hold. Mellon Investor Services, LLC, the paying agent will mail
letters of transmittal to all Harrah's stockholders of record with
instructions on how to deliver their shares to the paying agent in exchange
for payment of the merger consideration to be distributed shortly after
closing. Stockholders of record should not surrender their stock
certificates until they have completed the letter of transmittal.
Stockholders who hold their shares in "street name" through a bank or
broker should contact their bank or broker to determine what actions they
must take to have their shares converted into cash, as such conversions
will be handled by the bank or broker.
About Harrah's Entertainment
Harrah's Entertainment, Inc. is the world's largest provider of branded
casino entertainment. Since its beginning in Reno, Nevada 70 years ago,
Harrah's has grown through development of new properties, expansions and
acquisitions, and now owns or manages casinos on four continents. The
company's properties operate primarily under the Harrah's(R), Caesars(R)
and Horseshoe(R) brand names; Harrah's also owns the London Clubs
International family of casinos. Harrah's Entertainment is focused on
building loyalty and value with its customers through a unique combination
of great service, excellent products, unsurpassed distribution, operational
excellence and technology leadership.
For more information, please visit: http://www.harrahs.com.
About Apollo
Apollo was founded in 1990 and is among the most active and successful
private investment firms in the United States in terms of both number of
investment transactions completed and aggregate dollars invested. With
current assets under management of $41 billion, Apollo and affiliates have
managed the
investment of more than $31 billion in equity capital, since inception,
in a wide variety of industries, both domestically and internationally.
About TPG
TPG is a private investment partnership that was founded in 1992 and
currently has more than $35 billion of assets under management.
Headquartered in Fort Worth, with offices in San Francisco, London, Hong
Kong, New York, Minneapolis, Melbourne, Menlo Park, Mumbai, Shanghai,
Singapore and Tokyo, TPG has extensive experience with global public and
private investments executed through leveraged buyouts, recapitalizations,
spinouts, joint ventures and restructurings. TPG seeks to invest in
world-class franchises across a range of industries.
Forward-looking Statements
This release includes "forward-looking statements" intended to qualify
for the safe harbor from liability established by the Private Securities
Litigation Reform Act of 1995. You can identify these statements by the
fact that they do not relate strictly to historical or current facts. These
statements contain such words as "may," "will," "project," "might,"
"expect," "believe," "anticipate," "intend," "could," "would," "estimate,"
"continue," or "pursue," or the negative or other variations thereof or
comparable terminology. In particular, they include statements relating to,
among other things, future actions, new projects, strategies, future
performance, the outcomes of contingencies and future financial results of
Harrah's. These forward-looking statements are based on current
expectations and projections about future events.
Investors are cautioned that forward-looking statements are not
guarantees of future performance or results and involve risks and
uncertainties that cannot be predicted or quantified and, consequently, the
actual performance of Harrah's may differ materially from those expressed
or implied by such forward-looking statements. Such risks and uncertainties
include, but are not limited to, the following factors, as well as other
factors described in our reports filed with the Securities and Exchange
Commission (including the sections entitled "Risk Factors" and
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" contained therein): the outcome of any legal proceedings that
have been, or will be, instituted against the Company related to the merger
agreement; risks that the transaction disrupts current plans and operations
and the potential difficulties in employee retention as a result of the
merger; the impact of the substantial indebtedness to be incurred to
finance the consummation of the merger; the effects of local and national
economic, credit and capital market conditions on the economy in general,
and on the gaming and hotel industries in particular; construction factors,
including delays, increased costs for labor and materials, availability of
labor and materials, zoning issues, environmental restrictions, soil and
water conditions, weather and other hazards, site access matters and
building permit issues; the effects of environmental and structural
building conditions relating to our properties; access to available and
reasonable financing on a timely basis; the ability to timely and
cost-effectively integrate acquisitions into our operations; changes in
laws, including increased tax rates, regulations or accounting standards,
third-party relations and approvals, and decisions of courts, regulators
and governmental bodies; litigation outcomes and judicial actions,
including gaming legislative action, referenda and taxation; the ability of
our customer-tracking, customer loyalty and yield-management programs to
continue to increase customer loyalty and same store sales or hotel sales;
our ability to recoup costs of capital investments through higher revenues;
acts of war or terrorist incidents or natural disasters; abnormal gaming
holds; and the effects of competition, including locations of competitors
and operating and market competition.
Any forward-looking statements are made pursuant to the Private
Securities Litigation Reform Act of 1995 and, as such, speak only as of the
date made. Harrah's disclaims any obligation to update the forward-looking
statements. You are cautioned not to place undue reliance on these
forward-looking statements which speak only as of the date stated, or if no
date is stated, as of the date of this press release.
SOURCE Harrah's Entertainment, Inc.
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Related links:
http://www.harrahs.com
Photo Notes:
NewsCom: http://www.newscom.com/cgi-bin/prnh/20070718/HARRAHSLOGO
AP Archive: http://photoarchive.ap.org
PRN Photo Desk, photodesk@prnewswire.com
CONTACT:
Investors, Jonathan Halkyard,
+1-702-407-6346, or Media, Jacqueline Peterson, +1-702-494-4829,
both of Harrah's Entertainment, Inc.
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