Icahn to Sell Tropicana for $1.85 Billion to Eldorado, REIT

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(Bloomberg)—Eldorado Resorts Inc. and real-estate company Gaming and Leisure Properties Inc. are teaming up to buy Carl Icahn’s casino operator, Tropicana Entertainment Inc., for $1.85 billion in cash, adding to a wave of consolidation in the gambling industry.

Gaming and Leisure will pay $1.21 billion for most of Tropicana’s casinos and will lease the properties to Eldorado, the buyers said in statements Monday. Eldorado will pay the remaining $640 million of the purchase price. The boards of all three companies have approved the deal.

The sale is Icahn’s second in about a week. On April 10, the billionaire investor agreed to sell auto-parts maker Federal-Mogul LLC to competitor Tenneco Inc. for $5.4 billion.

With Monday’s deal, Eldorado will gain seven casinos in six states, including two in its home state of Nevada. The acquisition is the second big deal that Eldorado has announced in about 18 months. The Reno-based company bought Isle of Capri Casinos Inc. in May for $1.1 billion. Gaming & Leisure, a real-estate investment trust based in Wyomissing, Pennsylvania, also has been an active buyer, purchasing Pinnacle Entertainment Inc.’s properties in 2016 for about $1.7 billion.

Separately Monday, Eldorado agreed to buy the Grand Victoria Casino in Elgin, Illinois, for $327.5 million in cash from MGM Resorts International and its venture partner.

Eldorado shares climbed as much as 21 percent to $43.15 in New York, its biggest intraday rally since the company began trading on the Nasdaq in September 2014. They had already gained 7.7 percent this year through Friday’s close. Gaming and Leisure rose as much as 4.7 percent and Tropicana shares surged as much as 30 percent.

Bankruptcy Purchase

Icahn bought a stake in Tropicana in 2008 when the casino company was bankrupt, according to a statement from Icahn Enterprises LP.

Casino companies have embraced REITS since Penn National Gaming Inc. spun off its real estate into Gaming & Leisure in November 2013. REITS don’t pay federal income tax, passing earnings directly to shareholders instead.

The Tropicana purchase announced Monday is expected to close by the end of this year, the companies said. Its completion is subject to customary conditions, including the approval of Tropicana shareholders, Icahn Enterprises said in a regulatory filing. Termination of the agreement by either side is subject to a termination fee of $92.5 million, according to the filing.

The transaction doesn’t include Tropicana’s Aruba assets, which will be sold as a condition of the deal closing and add to its value.

To contact the reporter on this story: Phil Serafino in Paris at [email protected] To contact the editors responsible for this story: Benedikt Kammel at [email protected] Tony Robinson, Lisa Wolfson

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