6 unchanged sentences
Equity Compensation Plan Information
−Removed: We maintain long-term incentive plans which allow for granting stock-based compensation awards for directors, employees, officers, and consultants or advisers who render services to the Company or its subsidiaries, based on Company Common Stock, including performance-based and incentive stock options, restricted stock or restricted stock units (“RSUs”), performance stock units, market-based stock units (“MSUs”), stock appreciation rights, and other stock-based awards or dividend equivalents.
+Added: We maintain long-term incentive plans which allow for granting stock-based compensation awards for directors, employees, officers, and consultants or advisers who render services to the Company or its subsidiaries, based on Company Common Stock, including performance-based and incentive stock options, restricted stock or restricted stock units (“RSUs”), performance stock units (“PSUs”), market-based stock units (“MSUs”), stock appreciation rights, and other stock-based awards or dividend equivalents.
See Note 15 for a description of our stock-based compensation plans.
12 unchanged sentences
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−Removed: (1) Includes (a) 176,724 shares of common stock issuable upon exercise of outstanding options with a weighted-average exercise price of $22.57 (of which, 111,478 shares were assumed through the Merger with a weighted-average exercise price of $28.91), and (b) 3,360,680 unvested restricted stock units (“RSUs”), performance stock units (“PSUs”), and market-based units (“MSUs”), (of which 2,001,953 RSUs and MSUs were assumed through the Merger).
+Added: (1) Includes (i) 43,905 shares of common stock issuable upon exercise of outstanding options with a weighted-average exercise price of $20.69 and (ii) 2,889,599 unvested RSUs, PSUs, and MSUs.
(2) RSUs, PSUs, and MSUs do not have an exercise price and therefore are not included in the calculation of the weighted-average exercise price.
−Removed: Common Stock Offerings
−Removed: On June 19, 2020, we completed the public offering of 20,700,000 shares (including the shares sold pursuant to the underwriters’ overallotment option) of Company Common Stock, at an offering price of $39.00 per share, which provided $772 million of proceeds, net of fees and estimated expenses of $35 million.
−Removed: On October 1, 2020, we completed the public offering of 35,650,000 shares (including the shares sold pursuant to the underwriters’ overallotment option) of Company Common Stock, at an offering price of $56.00 per share, which provided $1.9 billion of proceeds, net of fees and estimated expenses of $50 million.
+Added: Changes to the Authorized Shares
+Added: On June 17, 2021, following receipt of required shareholder approvals, the Company amended its Certificate of Incorporation to increase the number of authorized shares of common stock from 300 million to 500 million, and authorize the issuance of up to 150 million shares of preferred stock.
+Added: As of December 31, 2021, no shares of preferred stock have been issued.
Share Repurchase Program
5 unchanged sentences
Transactions Related to Convertible Notes issued by Former Caesars
−Removed: Former Caesars issued $1.1 billion aggregate principal amount of 5% convertible senior notes maturing in 2024 (the “5% Convertible Notes”).
−Removed: The 5% Convertible Notes are convertible into the weighted average of the number of shares of Company Common Stock and amount of cash actually received per share by holders of common stock of Former Caesars that made elections for consideration in the Merger.
−Removed: As of December 31, 2020, we have paid approximately $903 million and issued approximately 10.8 million shares related to conversions of the 5% Convertible Notes and the remaining outstanding balance could result in the additional issuance of an aggregate of 4.5 million shares of Company Common Stock.
+Added: Prior to the Merger, Former Caesars issued $1.1 billion aggregate principal amount of 5% convertible senior notes maturing in 2024 (the “5% Convertible Notes”).
+Added: The 5% Convertible Notes were convertible into the weighted average of the number of shares of Company Common Stock and an amount of cash actually received per share by holders of common stock of Former
+Added: Caesars that made elections for consideration in the Merger.
+Added: During the year ended December 31, 2021, the Company converted the remaining outstanding aggregate principal amount of the 5% Convertible Notes, which resulted in cash payments of $367 million, net of approximately $12 million paid into our trust accounts, and the issuance of approximately 5 million shares of Company Common Stock.
Recent Sales of Unregistered Securities
Stock Performance Graph
−Removed: The following graph demonstrates a comparison of cumulative total returns of the Company, the Standard & Poor’s 500 Stock Index (“S&P 500”) and the Dow Jones US Gambling Index for the period since our common stock began trading on September 22, 2014.
−Removed: The following graph assumes $100 invested in each of the above groups and the reinvestment of dividends, if applicable.
−Removed: Past stock price performance is not necessarily indicative of future results.
−Removed: The performance graph should not be deemed filed or incorporated by reference into any other of our filings under the Securities Act of 1933 or the Exchange Act of 1934, unless we specifically incorporate the performance graph by reference therein.
+Added: The graph depicted below compares the cumulative total stockholder return on our common stock with the cumulative total return on the Standard & Poor's 500 Stock Index (“S&P 500”) and the Dow Jones U.S.
+Added: Gambling Total Stock Market Index (“Dow Jones U.S.
+Added: Gambling”) for the period beginning on December 31, 2016 and ending on December 31, 2021.
+Added: NASDAQ OMX furnished the data.
+Added: The performance graph assumes a $100 investment in our stock and each of the two indices, respectively, on December 31, 2016, and that all dividends were reinvested.
+Added: Stock price performance, presented for the period from December 31, 2016 to December 31, 2021, is not necessarily indicative of future results.
+Added: The performance graph should not be deemed filed or incorporated by reference into any other of our filings under the Securities Act or the Exchange Act, unless we specifically incorporate the performance graph by reference therein.
Selected Financial Data
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.