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
January 16, 2015 (January 12, 2015)
Date of Report (Date of earliest event reported)
Caesars Acquisition Company
(Exact name of registrant as specified in its charter)
Delaware | 001-36207 | 46-2672999 | ||
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Caesars Interactive Entertainment, Inc. Liquidity Plan Payments
On January 11, 2015, the Human Resources Committee (the “Committee”) of the Board of Directors of the Company approved a payment under the Caesars Interactive Entertainment, Inc. Liquidity Plan (the “CIE Plan”). The CIE Plan is designed to provide liquidity to eligible holders of CIE shares, options and warrants. For purposes of the CIE Plan, an eligible individual is any employee, consultant or service provider of CIE or its affiliates. The CIE Plan is administered by the Committee and can be amended or terminated by the Committee at any time. The CIE Plan was previously filed as Exhibit 10.1 to the Current Report on Form 8-K dated as of February 14, 2014.
The Committee approved the purchase of shares under the CIE Plan for the following named executive officers. The purchase price was $12,630 per share, which was the fair market value of the shares of common stock of Caesars Interactive Entertainment, Inc. (the “Shares”), as determined by the Committee as of December 31, 2014. While under the Plan there is no requirement that the party accepts the offer to purchase, each of Messrs. Garber and Abrahams accepted CIE’s offer to purchase the Shares on January 12, 2015.
Name | Number of Shares | Payment Amount |
Mitch Garber | 554.8901* | $7,008,262.46 |
Craig Abrahams | 165.7924 | 2,093.958.15 |
*158.6616 shares are held by Mr. Garber individually and 396.2285 shares are held by Stephenson Management, a company that Mr. Garber controls.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: January 16, 2015 | CAESARS ACQUISITION COMPANY |
By: /s/ Craig J. Abrahams | |
Craig J. Abrahams | |
Chief Financial Officer | |