William Hill and Eldorado Resorts enter US partnership

Extends William Hill US’ leadership in sports betting through access to Eldorado’s leading regional casino portfolio and customer base of 23 million people
William Hill becomes Eldorado’s exclusive partner in provision of digital and land-based sports betting and online gaming
Closely aligned partnership to deliver on US opportunity, with William Hill retaining control and strategic flexibility

LONDON, Sept. 5, 2018  — William Hill PLC (LSE: WMH) today announces that William Hill US (“William Hill“) and Eldorado Resorts, Inc. (NASDAQ: ERI) have entered into a nationwide partnership for digital and land-based sports betting and online gaming in the United States.

The partnership combines the leading sports betting company in the US, William Hill, with the extensive market access of Eldorado – a major casino group with 21 properties across 11 states and a customer base of 23 million people.  Eldorado’s pending acquisition of Tropicana Entertainment Inc. will further extend its reach to 26 properties in 13 states on completion which is expected in the fourth quarter of 2018.

Under the terms of the agreement William Hill becomes Eldorado’s exclusive partner in the provision of digital and land-based sports betting services as well as online gaming.  As a result, William Hill’s reach now extends to 13 states where sports betting is either legal or sports betting bills are tabled.

Within weeks the partners will open William Hill sportsbooks in five properties across three states – The Tropicana in Atlantic City, New Jersey; The Mountaineer Casino Racetrack and Resort in West Virginia, and three casinos in Mississippi – The Lady Luck Casino in Vicksburg, Isle of Capri in Lula and Tropicana Casino in Greenville.  Sportsbooks in additional casinos/states as well as digital betting and gaming services will be launched in the months ahead subject to the legislation in each state.

William Hill PLC and Eldorado, who have partnered since 2012 in Nevada, are strongly aligned to grow William Hill US, with the company currently involved in discussions with a number of potential partners.

Commenting on the agreement Philip Bowcock, William Hill PLC Chief Executive Officer, said: “Partnering with Eldorado gives William Hill access to one of the largest and most attractive casino footprints with 23 million customers across multiple states. This partnership provides extensive cross sell and profit growth opportunities to both parties. Together we are positioned to capture the evolving US opportunity – starting with land-based sports betting, and extending to digital sports betting and, in some states, online gaming.”

Gary Carano, Chairman and Chief Executive Officer of Eldorado Inc., commented:  “Having worked with the company since 2012, we believe William Hill represents the gold standard in global sports betting and we are confident that our expanded partnership will be successful.  We look forward to bringing the excitement of sports betting to customers across our growing platform of leading casino resorts, creating value for all shareholders.”

Key features of the partnership

• William Hill becomes Eldorado’s exclusive partner for digital and retail sports betting. The agreement also covers the provision of online casino.
• The partnership extends the reach of William Hill US and covers Eldorado’s 26 properties across 13¹ states, plus any new properties it may acquire or develop.
• William Hill US retains 80% of the enhanced business, retaining strategic flexibility with both incentivised to grow digital and land-based sports betting in the US.
• Eldorado receives $50m of stock in William Hill PLC (equivalent to circa 1.6% of its market capitalisation), subject to a 3-5 year lock up; a 20% stake in William Hill US and a share of profits attributable to its licenses, closely aligning the two partners’ interests.
• Investment in sportsbooks in five existing casino properties set to begin imminently with capital expenditure jointly split between the partners.
• The agreement is for an initial 25-year term.

The partnership follows the Supreme Court decision in May that declared the Professional and Amateur Sports Protection Act (PASPA) unconstitutional.  Since then William Hill, which currently operates 108 race and sports books in Nevada and the state’s leading mobile sports betting app has achieved the widest footprint of any sports betting operator in the US.  It is now:

• Operating in New Jersey at Monmouth Park Racetrack, where it took the first legal bet in that state in June 2018, and at the Ocean Resort Casino in Atlantic City;
• The exclusive risk manager for the sports lottery in Delaware;
• The sportsbook partner in 13 casinos in Mississippi where it expects to be the market leading operator;
• The exclusive partner to IGT in Rhode Island where it supplies sports betting technology and services to the state lottery;
• Taking bets in West Virginia where the first bets were taken on August 30
• Set to open a sportsbook in Pennsylvania in the coming weeks.

Agreement terms

The commencement of operations under this agreement are subject to relevant anti-trust and gaming regulatory approvals.  Completion is expected following the necessary approvals.  The transaction constitutes a class 2 transaction for the purposes of the UK Listing Rules.  For the purposes of the LR 10.4.1 R (Notification of class 2 transactions), the value of the gross assets of William Hill US is $68.5 million and William Hill US generated adjusted operating profits of $28.5m in 2017. William Hill PLC has a market capitalisation of £2.1 billion.   

As part of the agreement Eldorado will receive initial consideration of $50m in William Hill PLC shares which are subject to an initial 3-5 year lock-up period, as well as a 20% shareholding in William Hill US.  This business includes William Hill’s operations in Nevada, New Jersey, Delaware, Mississippi, Rhode Island, West Virginia and Iowa as well as its operations in the Bahamas and St Kitts, and all future Eldorado and non-Eldorado US business.  Eldorado also has the right to convert its William Hill US shareholding into William Hill PLC shares at market value on the occurrence of certain vesting triggers or during an agreed future exercise window after five years. William Hill has the right to settle the conversion amount due to Eldorado in cash or shares at William Hill’s discretion.

As noted above, under the terms of the transaction, William Hill PLC will issue 13,376,135 new Ordinary Shares of 10p each to Eldorado, representing $50m (the Consideration Shares). The Consideration Shares will rank pari passu with the existing ordinary shares of the Company. Applications will be made for the Consideration Shares to be admitted to the premium segment of the Official List and to be admitted to trading on the London Stock Exchange’s main market for listed securities (Admission). Admission will occur at the completion of the transaction.

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

OAM: Inside Information
William Hill LEI: 213800 MDW41W5UZQ1X82

Notes:
¹ Following completion of Tropicana acquisition, expected in Q4 2018;
² Subject to any existing contractual obligations in newly acquired properties.

Source: William Hill US