0000950142-13-000148.txt : 20130204 0000950142-13-000148.hdr.sgml : 20130204 20130204135710 ACCESSION NUMBER: 0000950142-13-000148 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130204 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20130204 DATE AS OF CHANGE: 20130204 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAESARS ENTERTAINMENT Corp CENTRAL INDEX KEY: 0000858339 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 621411755 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10410 FILM NUMBER: 13569319 BUSINESS ADDRESS: STREET 1: ONE CAESARS PALACE DRIVE CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 7024076000 MAIL ADDRESS: STREET 1: ONE CAESARS PALACE DRIVE CITY: LAS VEGAS STATE: NV ZIP: 89109 FORMER COMPANY: FORMER CONFORMED NAME: HARRAHS ENTERTAINMENT INC DATE OF NAME CHANGE: 19950727 FORMER COMPANY: FORMER CONFORMED NAME: PROMUS COMPANIES INC DATE OF NAME CHANGE: 19920703 8-K 1 eh1300197_8k.htm FORM 8-K Unassociated Document

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

FORM 8-K

 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
February 4, 2013 (February 4, 2013)
Date of Report (Date of earliest event reported)
 
 
Caesars Entertainment Corporation
(Exact name of registrant as specified in its charter)
 
 
Delaware
  
001-10410
  
62-1411755
(State of Incorporation)
  
(Commission
File Number)
  
(IRS Employer
Identification Number)
 
One Caesars Palace Drive
Las Vegas, Nevada 89109
(Address of principal executive offices) (Zip Code)
 
(702) 407-6000
(Registrant’s telephone number, including area code)
 
N/A
(Former Name or Former Address, if Changed Since Last Report)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 
 
 
Item 7.01 Regulation FD Disclosure
 
On February 4, 2013, Caesars Entertainment Corporation (the “Registrant”) announced the intent of its wholly owned subsidiaries, Caesars Operating Escrow LLC and Caesars Escrow Corporation, to offer, through a private placement, $1,500,000,000 aggregate principal amount of 9% Senior Secured Notes due 2020 (the “Offering”), subject to market and other conditions. In connection with the Offering, the Registrant announced that on or before the closing of the Offering, Caesars Entertainment Operating Company, Inc. will amend the indenture governing its 9% Senior Secured Notes due 2020 to replace any reference to "Retained Notes" in the Parent Guarantee release provisions with "Existing Notes."  This change will conform the indenture to the description of such provisions in the related description of notes.

The Registrant is furnishing the information in this Current Report on Form 8-K to comply with Regulation FD. Such information shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Registrant’s filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
 

 
 
 
 

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
           
   
CAESARS ENTERTAINMENT CORPORATION
  
       
Date: February 4, 2013
  
By:
  
/s/ MICHAEL D. COHEN
  
       
Michael D. Cohen
  
       
Senior Vice President, Deputy General Counsel
and Corporate Secretary