1St-Lien-Complaint-1.Pdf
EFiled: Nov 25 2014 11:33AM EST Transaction ID 56383574 Case No. 10393- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE UMB BANK, solely in its capacity as Indenture ) Trustee under that certain indenture, dated as of ) February 14, 2012, governing Caesars ) Entertainment Operating Company, Inc.’s 8.5% ) Senior Secured Notes due 2020, ) ) Plaintiff, ) ) v. ) C.A. No. ____________ ) CAESARS ENTERTAINMENT CORPORATION, ) CAESARS ENTERTAINMENT OPERATING ) COMPANY, INC., CAESARS ) ENTERTAINMENT RESORT PROPERTIES, ) LLC, CAESARS ACQUISITION COMPANY, ) CAESARS GROWTH PARTNERS, LLC, ) CAESARS ENTERPRISE SERVICES, LLC, ) GARY LOVEMAN, JEFFREY BENJAMIN, ) DAVID BONDERMAN, DONALD COLVIN, ) KELVIN DAVIS, FRED J. KLEISNER, ERIC ) PRESS, MARC ROWAN, DAVID SAMBUR, ) LYNN C. SWANN, CHRISTOPHER J. ) WILLIAMS, JEFFREY HOUSENBOLD, ) MICHAEL COHEN, ERIC HESSION, RONEN ) STAUBER, AND STEVEN WINOGRAD, ) ) Defendants, ) ) and ) ) CAESARS ENTERTAINMENT OPERATING ) COMPANY, INC., ) ) Nominal Defendant. ) VERIFIED COMPLAINT UMB Bank, in its capacity as Indenture Trustee under that certain indenture, dated as of February 14, 2012, governing Caesars Entertainment Operating Company, Inc.’s 8.5% Senior Secured Notes due 2020 (“Plaintiff”), for and on behalf of itself and (on certain claims) derivatively for the benefit of Nominal Defendant Caesars Entertainment Operating Company, Inc., by its attorneys, for its Complaint against Defendants (“Defendants”), alleges based on the information disclosed by Defendants and information as to which Plaintiff has personal knowledge and otherwise upon information and belief, as follows: I. NATURE OF THE ACTION 1. This is a case of unimaginably brazen corporate looting and abuse perpetrated by irreparably conflicted management. As chronicled below, in little more than six months, Defendant owners, fiduciaries, and affiliates of a hopelessly insolvent Delaware corporation, Caesars Entertainment Operating Company, Inc.
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