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Published on 8/22/2008 in the Prospect News Distressed Debt Daily.

Tropicana Entertainment looks to remarket Casino Aztar

By Caroline Salls

Pittsburgh, Aug. 22 - Tropicana Entertainment, LLC has requested court approval to hold an auction to obtain the highest possible sale price for its Evansville, Ind.-based Casino Aztar, according to a company news release.

Tropicana said the motion asks the U.S. Bankruptcy Court for the District of Delaware to approve the process for the company to remarket the casino in the hope that it might attract a higher bid than the one it received and tentatively agreed to from Eldorado Resorts, LLC last March "when the company was operating under substantially different circumstances and under a completely different governance structure."

The company said this sale process will help it decide whether selling the property or maintaining ownership after it emerges from bankruptcy is the appropriate path for realizing its maximum value.

Tropicana said it would need the approval of the Indiana Gaming Commission if it ultimately decides to continue to operate the casino.

"We are committed to obtaining maximum value for our assets and to doing what is right for all of our constituents," new Tropicana chief executive officer Scott C. Butera said in the release.

"The process we have proposed is completely transparent and it gives our board of directors, formed just last month with a majority of independent members, time to evaluate its options.

"In addition, it is designed to ensure meaningful discussions with our financial and regulatory constituents along the way."

Tropicana said the sale procedures motion complies with its sales contract with Eldorado Resorts, including a provision that requires Tropicana to pay Eldorado a $6.6 million break-up fee and reimburse up to $500,000 of its sale-related expenses if it exercises its right to seek another buyer and subsequently sells the casino to someone other than Eldorado.

Eldorado's offer called for a purchase price of $190 million in cash, plus a $30 million purchase price note and an up to $25 million earnout.

According to court documents, Tropicana has also agreed to pay an up to $125,000 filing fee, as well as various other fees and expenses, and reimburse Eldorado's $245,000 ticking fee as an incentive for Eldorado to stay on as the back-up bidder.

Under the proposed bid procedures, the company said it plans to begin remarketing the casino in September, and the bid procedures hearing is scheduled for Sept. 16.

The auction will be held during the week of Nov. 10, and the sale is required to close by Dec. 31.

Tropicana, a Fort Mitchell, Ky.-based gaming entertainment provider, filed for bankruptcy on May 5. The Chapter 11 case number is 08-10856.


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