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November 22, 2014

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Some Harrah’s shares to be traded publicly

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Casino operator Harrah's Entertainment Inc. filed papers with federal regulators on Thursday to publicly trade a nearly 10 percent stake that's now owned by the New York-based hedge fund run by billionaire John Paulson.

The Las Vegas-based company told the Securities and Exchange Commission that Paulson & Co. Inc. intends to sell its 9.9 percent stake as soon as possible.

But the papers filed aren't a primary offering by Harrah's, and the company warned it has not yet applied to list the stock and isn't required to do so under the deal made with Paulson for the stake.

Harrah's said in the filing that it will try to list the shares, but it can't guarantee there will be demand for them.

Harrah's makes nearly one-third of its revenue in Las Vegas but owns or manages more than 50 casinos in six countries.

Paulson acquired the stake in June in exchange for $710 million in debt from the world's largest gambling company.

Apollo Global Management LLC and TPG Capital LP will retain their combined 89.3 percent stake in Harrah's.

Their holding leaves Harrah's a "controlled company," so it will remain outside the purview of portions of federal corporate governance laws and won't have to include independent directors on its board. The papers filed Thursday aren't a primary offering by Harrah's.

A spokeswoman for Harrah's declined comment, saying the company is in a quiet period.

The June deal was part of a $1.12 billion transaction that gave an additional 5.7 percent equity interest to Apollo and TPG for $408 million in debt.

They are the same firms that took Harrah's private in January 2008.

Harrah's said Paulson, Apollo and TPG agreed to buy $835 million worth of notes due between 2015 and 2017 for $557 million as part of the exchange. They also exchanged nearly $283 million in other notes they had bought on the open market or during prior tender offers.

Harrah's has said it plans to use the $557 million in cash to help its balance sheet, make investments and cover general corporate purposes.

Part of Paulson's deal with the company still needs approval from regulators in Nevada, New Jersey and other jurisdictions, who require those with at least a 5 percent stake in a gambling company to apply for a gambling license.

Harrah's has said it anticipates the deal to close during the fourth quarter or in next year's first quarter.

It disclosed Thursday that it had $19.3 billion in long term debt as of March 31.

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