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 1 UNITE HERE! GAMING RESEARCH Problems with CEOC Bankruptcy Plan  Executive Summary This report examines the proposed Chapter 11 Bankruptcy reorganization of Caesars Entertainment Operating Company (CEOC) and finds it wanting. The current plan calls for the separation of the company into a Real Estate Investment Trust (REIT) called PropCo and an operating company, called OpCo. We examine both PropCo and OpCo and find that:  When compared with other triple net REITs, Caesars’ PropCo will have a high debt ratio and a lower interest coverage ratio, making it difficult for the company to expand.  PropCo will have only one tenant, which is highly unusual for a public REIT. Portfolio diversity is a commonly understood safeguard against debilitating revenue declines resulting from downturns in a single industry or the flagging financial fortunes of a single tenant.  To attract investors, REITs must grow by acquiring more properties. There are relatively few acquisition targets in the highly- regulated gaming indu stry. Those few opportuniti es that might arise, will no doubt attract many buyers   including the two other gaming REITs and scores of other already-licensed casino owners   who will have less debt than Caesars Propco and more firepower in a bidding contest.  For OpCo, we find that the proposed fixed costs (rent + interest payments) will be more than 70% of last year’s EBITDA(R).  We believe that EBITDA is likely to decline in coming years as the short-term effects of cutting marketing and expenses result in reduced revenue.  Despite CEOC’s predictions of revenue growth in all of their markets, in fact, revenue declines at CEOC’s properties averaged 37% between 2007 and 2015.  Given Caesars’ history of breaking guarantees, creditors should be wary of Caesars guarantee of OpCo’s rent.  June 6, 2016 Ben Begleiter 1014 Atlantic Ave Atlantic City, NJ 08401 (609) 344-5400 x 111 [email protected] UNITE HERE! is the hospitality workers union that represents workers in the gaming industry across the country. The Research Department provides research on the gaming industry from the perspective of those who work in the industry. 

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Problems with CEOC Bankruptcy Plan 

Executive Summary

This report examines the proposed Chapter 11 Bankruptcy

reorganization of Caesars Entertainment Operating Company (CEOC)

and finds it wanting. The current plan calls for the separation of the

company into a Real Estate Investment Trust (REIT) called PropCo and

an operating company, called OpCo.

We examine both PropCo and OpCo and find that:

  When compared with other triple net REITs, Caesars’ PropCo will

have a high debt ratio and a lower interest coverage ratio, making itdifficult for the company to expand.

  PropCo will have only one tenant, which is highly unusual for a

public REIT. Portfolio diversity is a commonly understood safeguard

against debilitating revenue declines resulting from downturns in a

single industry or the flagging financial fortunes of a single tenant.

  To attract investors, REITs must grow by acquiring more

properties. There are relatively few acquisition targets in the highly-

regulated gaming industry. Those few opportunities that might arise,

will no doubt attract many buyers – including the two other gamingREITs and scores of other already-licensed casino owners – who will

have less debt than Caesars Propco and more firepower in a bidding

contest.

  For OpCo, we find that the proposed fixed costs (rent + interest

payments) will be more than 70% of last year’s EBITDA(R).

  We believe that EBITDA is likely to decline in coming years as the

short-term effects of cutting marketing and expenses result in reduced

revenue.

  Despite CEOC’s predictions of revenue growth in all of theirmarkets, in fact, revenue declines at CEOC’s properties averaged 37%

between 2007 and 2015.

  Given Caesars’ history of breaking guarantees, creditors should be

wary of Caesars guarantee of OpCo’s rent. 

June 6, 2016

Ben Begleiter

1014 Atlantic Ave

Atlantic City, NJ 08401

(609) 344-5400 x 111

[email protected]

UNITE HERE! is the

hospitality workers union

that represents workers in

the gaming industry

across the country.

The Research Departmentprovides research on the

gaming industry from the 

perspective of those who

work in the industry. 

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Section I: The Problems with PropCo

A. 

PropCo will be saddled with high debt.

The proposed Caesars PropCo will start off with $6.05 billion of debt. 1  PropCo’s interest expense in

2017 is expected to be $356 million. With EBITDA projected to be $609 million, the new PropCo willspend over half of its earnings on interest expenses alone. Once all expenses are paid, projected net

income is estimated to be a paltry $81 million.2 

REITs are new to the gaming industry, with the first, Gaming and Leisure Properties

(NASDAQ:GLPI) spinning-off from Penn National Gaming in 2013. In the second quarter of this

year MGM created a second gaming REIT, MGM Growth Properties (NYSE:MGP). GLPI and MGP

have considerably less debt than will CEOC’s proposed PropCo, an estimated $4.7 billion and

$3.2 billion in 2017 respectively.3 

Gaming REITs are structured to have triple-net leases in which the tenant is responsible for

property taxes, insurance, upkeep, equipment replacement and all other capital expenditures.

It is, therefore, appropriate to compare Gaming REITs to other triple-net lease REITs, such as

large retail and restaurant REITs. Comparing the five largest retail REITs only one, VEREIT, had a

debt load higher than the proposed PropCo. However, while VEREIT reported debt of $8.06

billion at the end of 2015, it also reported EBITDA nearly double PropCo’s projected $609

million. In the table that follows Debt to EBITDA ratios and interest coverage ratios are

compared for the gaming REITs and large retail REITs.4 

REIT Name 2015 Debt

(in billions)5 

2015 EBITDA

(in millions)

2015

Debt/EBITDA

2015 Interest

Coverage

Ratio

Caesars PropCo

(2017 projected) 6 

$6.1 $609 9.9 1.7

MGP (2017 projected) 7  $3.2 $545 5.8 3.7

GLPI (2017 projected) 8  $4.7 $844 5.6 4.0

W.P. Carey9  $4.5 $713 6.3 3.7

VEREIT, Inc.10  $8.1 $1,190 6.8 3.3

Realty Income Corp. 11  $4.8 $930 5.2 4.0

Spirit Realty Capital12  $4.1 $601 6.8 2.7

National Retail

Properties13 

$2.0 $329 6.0 3.7

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It is clear the Caesars PropCo would have a much higher debt burden than its peers. While the

other REITs have a Debt to EBITDA ratio ranging from a low of 5.2 to a high of 6.8, the proposed

PropCo’ ratio would be a whopping 9.9, about 50% higher than the average of the other REITs.

PropCo’s EBITDA to interest expense would be 1.7—less than 50% of the median.

B.  The problem with too much debt: How will PropCo Grow?

According to the Disclosure Statement, PropCo will have call rights to purchase the Harrah’s

Laughlin, Harrah’s Atlantic City, and Harrah’s New Orleans properties. The rights are extended

for five years.14  With projected income at $81 million after interest and other expenses are

paid, PropCo will not be able to purchase any of those properties with cash on hand. CEOC may

have tacitly acknowledged this problem by assuming, in its recently released financial

projections, that these call rights will not be exercised.15 In order to exercise these rights,

PropCo would need to raise capital or take on even more debt. But at what terms given theinitial proposed leverage?

REITs tend to be limited in their financing choices. Ninety percent of retained earnings must be

distributed to shareholders. REIT shareholders tend to be averse to high leverage, because

paying interest competes with distributing dividends, which REIT shareholders expect. REITs

can issue additional stock only when investors perceive the business is doing well and the

current debt service does not prevent the REIT from paying regular dividends.

REITs need to grow in order to increase revenue from rent payments. Otherwise they may be

unable to maintain, much less increase, their dividends, which is necessary to attract more

shareholders. With only about 550 commercial casinos in the United States, and only a fraction

of those for sale at any given time, there are few acquisition targets within the gaming

industry.16  As highlighted in the previous section, PropCo will already be highly leveraged

relative to its peers. As the new REIT tries to expand its portfolio, it will be competing with GLPI

and MGP, formidable gaming REITs with significantly lower debt loads and, at least in the case

of GLPI, a track record of steadily increasing dividends.

C.  Few properties, few tenants, lots of risk

The retail REITs are considerably more diversified than existing gaming REITs and the one proposed by

Caesars. PropCo, like MGP and GLPI, will be dependent on a single-industry. In contrast, the

retail REIT tenants come from dozens of different retail industries. For example, National Retail

Properties leases to retail tenants that include various types of restaurants, convenience stores,

automotive stores, and theaters among other industries.

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REIT Name Ticker #

industries

# tenants #

properties

Caesars PropCo 1 1 18

MGP17  MGP 1 1 10GLPI18  GLPI 1 3 35

W.P. Carey19  WPC many 222 869

VEREIT, Inc.20  VER many 735 4,378

Realty Income Corp.21  O many 240 4,538

Spirit Realty Capital22  SRC many 435 2,629

National Retail

Properties23 

NNN many 400+ 2,293

At the end of 2015, the number of properties owned by the retail REITs ranged from 869 to4,538 compared to 18 in the proposed Caesars REIT. The large retail REITs also have

considerably more tenants, with no fewer than 222 separate tenants. In contrast, the proposed

PropCo will be dependent on just one heavily indebted private equity-owned tenant.

Why does portfolio diversity matter? Gaming REITs are so new that none have gone through a

significant economic downturn. Yet, it was clear from the last recession that casino operators

are not immune from the effects of a downturn. Unlike retail REITs with a mix of tenants across

many industries, PropCo will be extremely vulnerable if its only tenant defaults on the lease.

Many of the properties to be included in PropCo are located on rivers or the coast, where

flooding and storm damage could interfere with tenant’s operating results and ability to pay

rent. Caesars routinely discloses risk related to flooding and hurricanes. For instance in a 2014

filing, Caesars disclosed, “In addition, natural and man-made disasters such as major fires,

floods, hurricanes, earthquakes and oil spills could also adversely impact our business and

operating results. For example, four of our properties in Louisiana and Mississippi were closed

for an extended period of time due to the damage sustained from Hurricanes Katrina and Rita

in August and September 2005, respectively. Such events could lead to the loss of use of one or

more of our properties for an extended period of time and disrupt our ability to attractcustomers to certain of our gaming facilities. If any such event were to affect our properties, we

would likely be adversely impacted. Seven of our properties were closed during the first half of

2011 due to flooding and severe weather conditions. Additionally, in August 2011, our casinos

in Atlantic City were closed during a busy summer weekend due to Hurricane Irene.”24  The

Atlantic City properties were also closed for multiple days in 2012 following Hurricane Sandy.25 

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D.  A Triple Net REIT with maintenance obligations?

Gaming is a capital intensive industry. Casinos compete for the discretionary spending of

consumers and consequently need to be well maintained and equipped with modern gamingelectronic machines, the technology of which, like computers, is constantly changing and

quickly obsolete. Therefore responsibility for maintenance is a costly and important element of

leaseback arrangements in gaming. The proposed lease between Caesars PropCo and the

operator is called a triple net lease, meaning the tenant (OpCo) pays for the real estate taxes,

property insurance, and the maintenance costs of the property. That sounds good for PropCo,

but the devil is in the details.

According to the Second Amended Joint Plan of Reorganization, during the first three years of

the lease PropCo will reimburse OpCo for a portion of maintenance capital expenditures. Thereimbursement could be up to $30 million in each of the first three years.26 Given that PropCo

will also be saddled with significant debt following the restructuring, why is there a provision

that modifies the triple net structure in favor of OpCo?

E. 

And what happens when interest rates eventually rise?

On May 27, Federal Reserve Chair Janet Yellen confirmed that a quarter-point rate increase is

expected in the coming months.27  This would follow the quarter point rate increase made in

December 2015 which was the first rate hike since 2008. In the context of rising interest rates,there is always speculation about the impact on real estate investment, including REITs.

The impact of rising rates on REIT operating performance depends on several factors. REIT.com

economist, Calvin Schnure suggests REIT operating performance may depend on, “How much

will higher interest payments affect earnings? How solid are REIT balance sheet positions? Will

higher short-term rates cause any difficulties covering interest payments?”28  Schnure notes

that equity REITs in the aggregate have higher interest coverage ratios and lower debt than in

2004, before the last period of rising interest rates. That’s not the profile for the proposed

Caesars PropCo. With both debt and interest expense considerably higher than other gaming

and retail REITs, the Caesars PropCo will launch with the weakest balance sheet position among

its peers, in the expected context of rising interest rates.

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Section II: Problems at OpCo

A. 

Will OpCo be able to pay the rent?

It isn’t only PropCo that will face a challenging future. The proposed new OpCo also faces an

uncertain future.

The recently released Amended Plan of Reorganization pegs the rent for OpCo at $640 million a

year for the first seven years ($165 m for Caesars Palace LV, $465 m for the other properties

combined and $10 m for the golf course).29 

Additionally OpCo will have interest payments on around $2 billion in debt. In the most recent

Disclosure Statement, Caesars estimates that those payments will be $157 million in the first

year.30 In total, then, there will be fixed payments (rent and interest) of $797 million or over

70% of 2015 EBITDA.

Had CEOC been obligated to pay those fixed costs over the past three years, it would have

constituted a large proportion of each year’s EBITDA as the following chart shows:

And without the flexibility of owning the facilities, and absent a bailout from its private equity

backers, the high fixed costs may lead to another Chapter 11 filing if EBITDA declines in the near

term, as we believe it is likely to do.

B.  EBITDA is Likely to Decline in the Next Few Years

While some might claim that CEOC can “grow” its way out of the problem of too much rent, we

believe that to be highly unlikely and, in fact, we expect EBITDA to DECLINE in the near term.

We believe that EBITDA increases in 2015 will prove to be ephemeral because they are the

result of cost cutting measures on declining revenues and not the result of growing the

business.

As Caesars’ CEO said during a recent earnings call:

A key contributor [to increased EBITDA] has been the reduction of enterprise-wide

marketing spend relative to elevated spend in prior years. This has resulted in both

(in millions) 201531  2014 201332 

Net Revenue $4711 $4812 $4985

EBITDA $1132 $819 $1063

Fixed costs as a percent of

EBITDA

70% 97% 75%

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reduced free slot play offers and a 4% reduction in casino direct expenses, as we

implemented a more targeted approach on complimentary awards to enhance overall

customer profitability.33 

There are two strategies for dealing with declining revenues in the gaming industry. One is to

provide superior customer service and generous comps in the hope of getting more business.

The other is to cut service and comps to maintain profit or minimize losses. In Atlantic City,34 a

market that has lost 50% of its gaming revenues since 2006, there are examples of both

strategies. The Borgata, on the one hand, has maintained levels of service and comps, but the

Caesars properties took the cost-cutting route.

Since the end of 2007 (right before Apollo and TPG took over Caesars) at the Borgata, expenses

have declined by 1%, comps INCREASED by 19%, and casino revenue was down 1% and EBITDA

was down 12%. In contrast, at the Caesars Atlantic City properties, expenses have declined by

39%, comps were down by 34%, revenue was down 49%, and EBITDA was down by an eye-

popping 52%.

-60% -50% -40% -30% -20% -10% 0% 10% 20% 30%

Expenses

Comps

Revenue

EBITDA

Cutting Expenses and Comps Correlated to

Decreased Revenue and Profits at Caesars’

Atlantic City Casinos 2007-2015

Borgata Caesars Properties

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Revenue Declines at CEOC average 37% from 2007 to 2015

If, as the evidence from Atlantic City suggests, CEOC will not be able to cut its way to higher

profitability, then perhaps increased revenues could lead to higher profits.

Unfortunately, under Apollo and TPG’s stewardship, gaming revenues have declinedsubstantially at all CEOC properties for which data are available:

Property 2015 Revenues35 (in

millions)

2007 Revenues Percent Change

Bally’s Atlantic City36  $211 $641 -67%

Caesars Atlantic

City37 

$310 $583 -47%

Harrah’s NorthKansas City38 

$175 $203 -14%

Harrah’s Joliet39  $186 $381 -51%

Harrah’s Metropolis40  $83 $170 -51%

Harrah’s Council

Bluffs41 

$74 $101 -27%

Horseshoe Council

Bluffs42 

$183 $200 -8%

Horseshoe Southern

Indiana43

 

$252 $341 -26%

Horseshoe

Hammond44 

$433 $444 -3%

Horseshoe Bossier

City45 

$200 $283 -29%

Louisiana Downs46  $53 $91 -42%

Total $2160 $3438 -37%

Mississippi and Nevada do not report property-level gaming revenues. In Mississippi, gaming

revenues statewide fell 27% over the time period,47 in Lake Tahoe, NV they fell 37%, in Reno,

NV they fell 24%, and the Las Vegas Strip fell 7%.48 

Despite the experience of the last 8 years, Apollo and TPG suggest that revenue growth is just

around the corner. According to the disclosure statement, in 2017 revenue growth will range

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from -0.3% (in Atlantic City) to 4.2% (in Las Vegas) with a median rise of 2.3%.49 Their estimates

for 2018, 2019 and 2020 are average (median) revenue increases of 2.1%, 2.1% and 2.4%

The bankruptcy court appointed examiner discusses Caesars’ use of two sets of projections for

different audiences:

In a 2014 transaction, the financial advisors were told to rely on revised projections created

solely for their use because the company’s budget numbers were considered too optimistic

(see Section VIII.D, infra). The company’s ordinary course numbers, however, continued to

be used for all other purposes, including with lenders, with auditors for impairment

analyses and in ongoing presentations to the CEC Board.50 

C.  Is Caesars Guarantee of the Debt Worth the Paper it’s Written On? 

Some might claim that the fact that CEC has guaranteed the lease payments of CEOC should

enable creditors to sleep easy at night.

But this is not the first time that CEC has offered a guarantee for CEOC. CEC had been the

guarantor of $14.75 billion worth of non-first lien debt.51 The examiner describes what

transpired:

By the end of 2013 there also was increasing concern about a possible CEOC bankruptcy.

This led to transactions to make certain that in the event of such a bankruptcy it would

not interfere with the operations of non-CEOC properties owned directly or indirectly by

CEC, and that prior to any CEOC bankruptcy CEC’s guarantees of CEOC debt would beeither eliminated or modified so that a CEOC bankruptcy did not inevitably cause a CEC

bankruptcy.52 

Caesars devised a plan with a junior bondholder that eliminated the guarantee—to the

detriment of creditors.

With Apollo/TPG’s track record with regard to the bond guarantee, why would anyone assume

that CEC’s guarantee of the lease agreements would be any more secure? 

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1 Case 15-01145 Doc 3767-1 Filed 05/18/16, Exhibit E, p. 23 (pdf page 790).2 Case 15-01145 Doc 3767-1 Filed 05/18/16, Exhibit E, p. 19 (pdf page 786).3 Carlo Santarelli and Danny Valoy, “Weekly Valuation Summary: Gaming,” Deutsche Bank Markets Research, May

27, 2016, p. 6.4 While many REITs routinely report FFO or AFFO as measures of financial performance, Caesars has provided

projected EBITDA, the most common measure of earnings in the gaming industry. Therefore we have used Debt to

EBITDA and EBITDA to Interest Expense.5 Because all of the gaming REITs are either very new or have recently experienced a massive acquisition, we are

using projected 2017 data. The data come from Carlo Santarelli and Danny Valoy, “Weekly Valuation Summary:

Gaming,” Deutsche Bank Markets Research, May 27, 2016, p. 6 for GLPI and MGP. And from Case 15-01145 Doc

3767-1 Filed 05/18/16, Exhibit E for Caesars.6 Carlo Santarelli and Danny Valoy, “Weekly Valuation Summary: Gaming,” Deutsche Bank Markets Research, May

27, 2016, p. 6.7 Carlo Santarelli and Danny Valoy, “Weekly Valuation Summary: Gaming,” Deutsche Bank Markets Research, May

27, 2016, p. 6.8 Carlo Santarelli and Danny Valoy, “Weekly Valuation Summary: Gaming,” Deutsche Bank Markets Research, May

27, 2016, p. 6.9 WP Carey 2015 10-K, pp. 12, 77, and 78.10 VEREIT Fourth Quarter and Full Year Press Release, Feb. 24, 2015 and VEREIT 2015 10-K, pp. 35 and F-41.11 Realty Income Corp 10-K 2015, pp. 32, 42, and 54.12 Spirit Realty Capital 10-K 2015, pp. 41, 42 and 45.13 National Retail Properties, 10-K 2015, p. 18; and Press Release, “Record Annual Results and Increased 2016

Guidance Announced by National Retail Properties, Inc.,” February 11, 2016, p. 4.14 Case 15-01145 Doc 3767-1 Filed 05/18/16, Exhibit 2, p. 110 (pdf page 1016).15 Caesars Entertainment, 8-K May 27, 2016

https://www.sec.gov/Archives/edgar/data/858339/000119312516605782/d193897dex991.htm, p.416 Bank of America Merrill Lynch, “Gaming Primer 2014: How to Play the Game.” Sept. 5 2014. P. 8.17 http://www.mgmgrowthproperties.com/portfolio-overview. 

18 https://www.pnkinc.com/about-us/ and http://www.glpropinc.com/OurPortfolio. GLPI did not acquire BelterraPark and Retama Park, see GLPI 8-K, 4/28/2016 p. 2.19 WP Carey 2015 10-K, p. 3.20 http://www.vereit.com/portfolio21 Realty Income Corp 10-K 2015, p. 33.22 https://www.snl.com/IRWebLinkX/corporateprofile.aspx?iid=4335136. 23 http://investors.nnnreit.com/interactive/newlookandfeel/103064/IFS_33116.pdf . 24 CZR, FORM424B3 filed on 7/2/14, p. 45.25 CZR, 10-K, filed on 2/29/16, p. 20.26 Case 15-01145 Doc 3765 Filed 05/18/16, Lease Term Sheet, p. 8 (Page 109 of the pdf.)27 Forsyth, Randall W. “Yellen changes her tune on interest rate hikes.” Barron’s. May 28, 2016.28 Schnure, Calvin.  “REITs in a Rising Interest Rate Environment: Gauging the Impact on Operating Performance.”

Market Commentary  blog on REIT.com. January 7, 2016. https://www.reit.com/data-research/research/market-

commentary/reits-rising-interest-rate-environment-gauging-impact

 

29 Case 15-01145 Doc 3767-1 Filed 05/18/16, Exhibit E, p. 11 (pdf page 778).30 Doc 3767, Exhibit E, p. 7.31 http://files.shareholder.com/downloads/ABEA-5FED0N/0x0x876893/CAD00D88-4A64-44F8-A1C4-

BAA838F99545/2015_Q4_CEC_Earnings_Presentation_2-23-16_1000_PT_Final.pdf . P. 2232 2014 10-K, pp. 45, 46.33 http://seekingalpha.com/article/3922576-caesars-entertainments-czr-ceo-mark-frissora-q4-2015-results-

earnings-call-transcript?part=single. 

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34 We use Atlantic City as our example because it is the only jurisdiction that provides property level information

about EBITDA.35 State gaming boards. For the states that report on a fiscal year, we have used the data for FY 2015 and FY 2007.36 http://www.nj.gov/oag/ge/docs/Financials/PressRel2008/200812_revenue.pdf , and

http://www.nj.gov/oag/ge/docs/Financials/PressRel2015/December2015PressRelease.pdf . 37 Ibid.38 http://www.mgc.dps.mo.gov/annual_reports/AR_CurrentYear/00_FullReport.pdf , and

http://www.mgc.dps.mo.gov/annual_reports/AR_2008.pdf . 39 https://www.igb.illinois.gov/FilesRiverboatRevenueReports/201512CasinoReport.pdf , p. 2, and

https://www.igb.illinois.gov/FilesRiverboatRevenueReports/200712CasinoReport.pdf , p. 2.40 Ibid.41 https://irgc.iowa.gov/sites/default/files/documents/2015/09/fy2007.pdf , and

https://irgc.iowa.gov/sites/default/files/documents/2015/10/fy2015.pdf . 42 Ibid.43 http://www.in.gov/igc/files/FY2015-Annual.pdf , p. 10, and http://www.in.gov/igc/files/FY2007-Annual.pdf , p. 8.44 Ibid.45 

http://dpsweb.dps.louisiana.gov/lgcb.nsf/ddb20cf421af536586256e9b0049df46/121e1d1c9b93ae2986257e8b0066e598/$FILE/2015%20June%20Riverboat.pdf , 46 

http://dpsweb.dps.louisiana.gov/lgcb.nsf/c96de02839c32fae86256e9b0049dc76/f9ca032cd18146a786257e8b006

71ab5/$FILE/2015%20June%20Racetrack.pdf , and

http://dpsweb.dps.louisiana.gov/lgcb.nsf/c96de02839c32fae86256e9b0049dc76/7436fd07afc9e43286257487006

61445/$FILE/JUNE%202008%20GCB.Racetrack.pdf . 47 https://www.dor.ms.gov/Business/Documents/GamingGrossRevenues%20History2016.pdf . 48 http://gaming.nv.gov/modules/showdocument.aspx?documentid=10810, p. 12 (LV Strip), p. 24 (Lake Tahoe) and

33 (Reno), and http://gaming.nv.gov/modules/showdocument.aspx?documentid=3883, p. 12 (LV Strip), p. 24 (Lake

Tahoe) and 33 (Reno).49 Doc 3767, Exhibit E, p. 10.50 Examiner’s Report, p. 13. 51 Examiner’s Report, p. 62.52 Examiner’s Report, p. 5.