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HOME > NEWS > Investor News > MTR Gaming Group Stockholders approve merger agreement with Eldorado HoldCo LLC

MTR Gaming Group Stockholders approve merger agreement with Eldorado HoldCo LLC

18 July 2014

CHESTER, West Virginia & RENO, Nevada -- (PRESS RELEASE) -- MTR Gaming Group, Inc. (MNTG) (“MTR”) announced that, at its special meeting of stockholders held today, a majority of the outstanding shares of MTR’s common stock voted to approve the merger agreement (the “Merger Agreement”) with Eldorado HoldCo LLC (“Eldorado”).

“We are pleased with the outcome of today’s special meeting, and I want to thank our stockholders for approving the merger agreement,” said Joseph L. Billhimer, President and Chief Operating Officer of MTR Gaming Group, Inc. “We believe upon closing of the mergers that the new Eldorado will create greater long-term value for all stakeholders through an expanded and diversified gaming portfolio across the country.”

“Today’s approval of the merger agreement is a key milestone toward completing the merger of Eldorado and MTR,” said Gary Carano, President of Eldorado Resorts LLC, who will become Chairman of the Board and Chief Executive Officer of the combined company following closing. “When completed, this transaction will create a new gaming company with a diversified portfolio and the financial flexibility to capitalize on future growth opportunities. It is an exciting time for Eldorado and MTR, our collective team members, stakeholders and valued customers, and we are looking forward to our combined future.”

As previously announced, MTR, Eldorado and certain of their affiliates entered into a Merger Agreement, pursuant to which MTR and Eldorado will become wholly-owned subsidiaries of Eclair Holdings Company (“ERI”), which will be renamed “Eldorado Resorts, Inc.” The final approval from MTR stockholders satisfies one of the conditions to the proposed transaction. The proposed combination has been approved by West Virginia and Louisiana and remains subject to certain conditions and approvals, including final regulatory approvals from gaming regulators in Nevada, Ohio and Pennsylvania, registration and listing of ERI shares and customary closing conditions.

About MTR Gaming Group, Inc.

MTR Gaming Group, Inc. is a hospitality and gaming company that through subsidiaries owns and operates Mountaineer Casino, Racetrack & Resort in Chester, West Virginia; Presque Isle Downs & Casino in Erie, Pennsylvania; and Scioto Downs in Columbus, Ohio.

About Eldorado HoldCo LLC

Eldorado HoldCo LLC is the parent company of Eldorado Resorts LLC, an owner and operator of gaming properties in Nevada and Louisiana. Eldorado Resorts’ properties include Eldorado Reno, Eldorado Shreveport and Silver Legacy (a 50 / 50 joint venture with MGM Resorts International).


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