Commission Meeting Minutes

February 20 Meeting

The Mississippi Gaming Commission held its regular monthly meeting on Thursday, February 20, at 9:00 a.m. at the Jackson offices of the Mississippi Gaming Commission. Executive Director Allen Godfrey, Chairman Al Hopkins, and Commissioners Jerry Griffith and Tom Gresham were in attendance. The following matters were considered:

ADMINISTRATIVE UPDATE

The Executive Director noted the following:

• Bally Gaming, Inc., which has been licensed by the Mississippi Gaming Commission as a manufacturer and distributor and as a wide area progressive operator, changed its name to SG Gaming, Inc. effective January 3, 2020.

FINDINGS OF SUITABILITY

The Commission approved findings of suitability for the following persons and entities:

• John Scott Salter, Chairman Compliance Committee, Board Member, DraftKings

• Colt Merger Sub, Inc., an affiliate of Eldorado Resorts, Inc. to merge with and into Caesars Entertainment Corporation

• Paul Phung-Minh Bui, Director of Finance, Harrah’s Gulf Coast

• Troy Douglas, Vice President of Marketing, Gold Strike Casino

• Efrain Perez-Agosto, Executive Director of Finance, Gold Strike Casino

• Maureen Elizabeth Wasloski, Vice President and General Manager, Hollywood Casino and First Jackpot Casino

• Robert Wade Harris, Vice President of Finance, Hollywood Casino and First Jackpot Casino

• Toni Babbitt Burns, Vice President and General Manager for Boyd Tunica, Inc. d/b/a Sam's Town Hotel and Gambling Hall

• Maureen Elaine Adams, Vice President of Gaming Operations for Churchill Downs, Inc.

OTHER APPROVALS

The Commission approved the following:

• Crown MS Gaming Inc. and SBTech Malta Limited:

  • Proposed Acquisition of Control of DraftKings Inc., Crown Gaming Inc., Crown MS Gaming Inc., SBTech (Global) Limited and SBTech Malta Limited

  • Transfer of the Equity Interests or Securities of DraftKings Inc.

  • Issuance of the Securities of DraftKings Inc.

  • Transfer of the Equity Interests or Securities of SBTech (Global) Limited

  • Registration of DEAC NV Merger Corp as a Publicly Traded Corporation of Crown MS Gaming Inc. and SBTech Malta Limited

  • Request for Waiver of the Legend Requirement

  • Continuous Approval of Public Offerings and/or Private Placements (“Shelf Offering Approval”), including

    • Pledges of Equity Interests or Securities

    • Imposition of Equity Restrictions including Negative Equity Pledges

    • Guarantee of Securities and Hypothecation of Assets

    • Pledges of Equity Interests or Securities

• Lighthouse Point, LLC d/b/a Trop Casino Greenville; IOC-Lula, Inc. d/b/a Isle of Capri Entertainment Resort; Rainbow Casino-Vicksburg Partnership, L.P. d/b/a Lady Luck Casino; IOC Manufacturing, Inc.; Grand Casinos of Biloxi, LLC d/b/a/ Harrah’s Gulf Coast; Robinson Property Group LLC d/b/a Horseshoe Casino and Hotel, and Casino Computer Programming, Inc.:

  • Transfer of the Equity Interests or Securities of CEOC, LLC to Caesars Growth Partners, LLC

  • Transfer of the Equity Interests or Securities of CEOC, LLC to Caesars Resort Collection, LLC

  • Proposed Acquisition of Control of Caesars Entertainment Corporation; Caesars Growth Partners, LLC; Caesars Resort Collection, LLC; CEOC, LLC; Grand Casinos, Inc.; Horseshoe Gaming Holdings, Inc.; New Robinson Property Group LLC; Grand Casinos of Biloxi, LLC; Robinson Property Group LLC, and Casino Computer Programming, Inc.

  • Registration of Eldorado Resorts, Inc. as a Publicly Traded Corporation of Caesars Entertainment Corporation; Caesars Growth Partners, LLC; Caesars Resort Collection, LLC; CEOC, LLC; Grand Casinos, Inc.; Horseshoe Gaming Holding, Inc.; New Robinson Property Group LLC; Grand Casinos of Biloxi, LLC; Robinson Property Group LLC, and Casino Computer Programming, Inc.

  • De-Registration of Caesars Entertainment Corporation as a Publicly Traded Corporation of CEOC, LLC; Grand Casinos, Inc.; Horseshoe Gaming Holding, Inc.; New Robinson Property Group LLC; Grand Casinos of Biloxi, LLC; Robinson Property Group LLC, and Casino Computer Programming, Inc.

  • Registration of each of Caesars Entertainment Corporation; Caesars Growth Partners, LLC, and Caesars Resort Collection, LLC as a Holding Company of Grand Casinos, Inc.; Horseshoe Gaming Holdings, Inc.; New Robinson Property Group LLC; Grand Casinos of Biloxi, LLC; Robinson Property Group LLC, and Casino Computer Programming, Inc.;

  • Pledges of the Equity Interests or Securities

  • Imposition of Equity Restrictions Including Negative Equity Pledges

• Beau Rivage Resorts, LLC d/b/a Beau Rivage Resort & Casino and MGM Resorts of Mississippi, LLC d/b/a Gold Strike Casino Resort

  • Imposition of Equity Restrictions including Negative Equity Pledges

• End of Other Approvals

SITE APPROVAL

• Biloxi Capital, LLC’s request for Site Approval was tabled until the March 19, 2020 meeting.