Caesars’s Emergence from Chapter 11

Cravath represented a group of holders of first lien notes of Caesars Entertainment Operating Company, Inc. (“Caesars”) in connection with the implementation of certain modifications to the capital structure of Caesars upon its emergence from chapter 11. As part of its plan of reorganization (the “Plan”), Caesars implemented an “OpCo/PropCo” structure. To optimize the post‑emergence capital structure of PropCo, a real estate investment trust known post‑emergence as VICI Properties, Inc., Cravath structured with the debtors and an Ad Hoc Committee of First Lien Noteholders the mandatory conversion of certain convertible preferred equity and junior mezzanine debt into common equity of the REIT, as well as the terms of certain debt‑for‑equity elections contemplated by the Plan. Caesars announced its emergence from bankruptcy on October 6, 2017.

The Cravath team was led by Paul H. Zumbro and associates Elizabeth J. Zhang and Adam M. Sanchez on restructuring matters; partner Andrew J. Pitts on equity capital structure matters; and partner J. Leonard Teti II and associate Arvind Ravichandran on tax matters.