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Acquisitions and Purchase Price Accounting (Tables)
9 Months Ended
Sep. 30, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of Business Acquisitions, by Acquisition As mentioned above, the total purchase consideration for William Hill was approximately $3.9 billion. The estimated purchase consideration in the acquisition was determined with reference to its acquisition date fair value.
(In millions)Consideration
Cash for outstanding William Hill common stock (a)
$3,909 
Fair value of William Hill equity awards30 
Settlement of preexisting relationships (net of receivable/payable)
Settlement of preexisting relationships (net of previously held equity investment and off-market settlement)(34)
Total purchase consideration$3,912 
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(a)William Hill common stock of approximately 1.0 billion shares as of the acquisition date was paid at £2.72 per share, or approximately $3.77 per share using the GBP to USD exchange rate on the acquisition date.
(In millions)Consideration
Cash for additional ownership interest
$55 
Preexisting relationships (net of receivable/payable)18 
Preexisting relationships (previously held equity investment)81 
Total purchase consideration$154 
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed The following table summarizes the allocation of the purchase consideration to the identifiable assets acquired and liabilities assumed of William Hill, with the excess recorded as goodwill as of September 30, 2022:
(In millions)Fair Value
Other current assets$164 
Assets held for sale4,337 
Property and equipment, net55 
Goodwill1,154 
Intangible assets (a)
565 
Other noncurrent assets317 
Total assets$6,592 
Other current liabilities$242 
Liabilities related to assets held for sale (b)
2,142 
Deferred income taxes251 
Other noncurrent liabilities35 
Total liabilities2,670 
Noncontrolling interests10 
Net assets acquired$3,912 
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(a)Intangible assets consist of gaming rights valued at $80 million, trademarks valued at $27 million, developed technology valued at $110 million, reacquired rights valued at $280 million and user relationships valued at $68 million.
(b)Includes the fair value of debt of $1.1 billion related to William Hill International at the acquisition date.
The following table summarizes the allocation of the purchase consideration to the identifiable assets and liabilities of Horseshoe Baltimore, with the excess recorded as goodwill as of September 30, 2022:
(In millions)Fair Value
Current assets$60 
Property and equipment, net317 
Goodwill63 
Intangible assets (a)
53 
Other noncurrent assets183 
Total assets$676 
Current liabilities$26 
Long-term debt272 
Other long-term liabilities182 
Total liabilities480 
Noncontrolling interests42 
Net assets acquired$154 
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(a)Intangible assets consist of gaming rights valued at $43 million and customer relationships valued at $10 million.
Schedule of Unaudited Pro Forma Information The following unaudited pro forma financial information is presented to illustrate the estimated effects of the William Hill Acquisition as if it had occurred on January 1, 2020. The pro forma amounts include the historical operating results of the Company and William Hill prior to the acquisition, with adjustments directly attributable to the acquisition. The pro forma results include adjustments and consequential tax effects to reflect incremental amortization expense to be incurred based on preliminary fair values of the identifiable intangible assets acquired, eliminate gains and losses related to certain investments and adjustments to the timing of acquisition related costs and expenses incurred during the three and nine months ended September 30, 2021. The unaudited pro forma financial information is not necessarily indicative of the financial position or results that would have occurred had the William Hill Acquisition been consummated as of the dates indicated, nor is it indicative of any future results. In addition, the unaudited pro forma financial information does not reflect the expected realization of any synergies or cost savings associated with the acquisition.
(In millions)Three Months Ended September 30, 2021Nine Months Ended September 30, 2021
Net revenues$2,685 $7,106 
Net loss(155)(427)
Net loss attributable to Caesars(157)(429)
The following unaudited pro forma financial information is presented to illustrate the estimated effects of the Horseshoe Baltimore consolidation as if it had occurred on January 1, 2020. The pro forma amounts included the historical operating results of the Company and Horseshoe Baltimore prior to the consolidation. The pro forma results include adjustments and consequential tax effects to reflect incremental amortization expense to be incurred based on preliminary fair values of the identifiable intangible assets acquired and adjustments to eliminate certain revenues and expenses which are considered intercompany activities. The unaudited pro forma financial information is not necessarily indicative of the financial results that would have occurred had the consolidation of Horseshoe Baltimore occurred as of the dates indicated, nor is it indicative of any future results. In addition, the unaudited pro forma financial information does not reflect the expected realization of any synergies or cost savings associated with the consolidation.
(In millions)Three Months Ended September 30, 2021Nine Months Ended September 30, 2021
Net revenues$2,718 $7,102 
Net loss(265)(611)
Net loss attributable to Caesars(268)(617)