New Jersey · 1 STATE OF NEW JERSEY 2 CASINO CONTROL COMMISSION 3 - - - - - - - - - - - - - - - - -...

1 STATE OF NEW JERSEY

2 CASINO CONTROL COMMISSION

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5 PUBLIC MEETING NO. 13-11-20

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8

9 Wednesday, November 20, 2013

10 Atlantic City Commission Offices

11 Joseph P. Lordi Public Meeting Room - First Floor

12 Tennessee Avenue and Boardwalk

13 Atlantic City, New Jersey 08401

14 10:31 a.m. to 1:01 p.m.

15

16

17 Certified Court Reporter: Darlene Sillitoe

18 - - - - - - - - - - - - - - - - - - - - - - - - - - -

19 GUY J. RENZI & ASSOCIATES, INC.

20 COURT REPORTING, VIDEOGRAPHY & VIDEOCONFERENCING

21 GOLDEN CREST CORPORATE CENTER

22 2277 STATE HIGHWAY #33, SUITE 410

23 TRENTON, NEW JERSEY 08690

24 (609) 989-9199 - (800) 368-7652

25 www.renziassociates.com

2Public Meeting No. 13-11-20 November 20, 2013

www.renziassociates.comGuy J. Renzi & Associates (609) 989-9199

1 B E F O R E :

2 CASINO CONTROL COMMISSION:

3 MATTHEW B. LEVINSON, CHAIR

4 SHARON ANNE HARRINGTON, VICE CHAIR

5 ALISA COOPER, COMMISSIONER

6

7 PRESENT FOR THE CASINO CONTROL COMMISSION:

8 DARYL W. NANCE, ADMINISTRATIVE ANALYST

9 DANIEL J. HENEGHAN, PUBLIC INFORMATION OFFICER

10

11 OFFICE OF THE GENERAL COUNSEL:

12 DIANNA W. FAUNTLEROY, GENERAL COUNSEL/EXECUTIVE

13 SECRETARY

14 MARY WOZNIAK, ASSISTANT GENERAL COUNSEL

15 TERESA M. PIMPINELLI, SENIOR COUNSEL

16 STEPHANIE OLIVO, SENIOR COUNSEL

17

18 OFFICE OF REGULATORY AFFAIRS:

19 JACK PLUNKETT, LICENSING

20 DIVISION OF GAMING ENFORCEMENT: DAVID REBUCK,

21 DIRECTOR

22 DEPUTY ATTORNEYS GENERAL

23 JOHN E. ADAMS, JR., DEPUTY ATTORNEY GENERAL

24 SARA BEN-DAVID, DEPUTY ATTORNEY GENERAL

25



1 A P P E A R A N C E S :

2 ITEM NO. 11 TERESA PIMPINELLI, SENIOR COUNSEL

3 JOHN E. ADAMS, JR., DEPUTY ATTORNEY

4 GENERAL

5 KELLY SUHR, ESQ. FOR: CAESARS ENTITIES

6

7 ITEM NO. 14 STEPHANIE OLIVO, SENIOR COUNSEL

8 JOHN E. ADAMS, JR., DEPUTY ATTORNEY

9 GENERAL

10

11 BROWNSTEIN, HYATT, FARBER & SCHRECK

12 PAUL M. O'GARA, ESQ.

13 FOR: CAESARS ENTITIES

14

15 ITEM NO. 15 MARY WOZNIAK, ASSISTANT GENERAL COUNSEL JOHN E. ADAMS, JR., DEPUTY ATTORNEY

16 BROWNSTEIN, HYATT, FARBER & SCHRECK

17 PAUL M. O'GARA, ESQ.

18 FOR: CAESARS ENTITIES

20

21

22

23

24

25



1 E X H I B I T S :

2 Commission Description ID EVD

3 C-1 Draft Resolution X

4

5 Petitioner

6 P-1 Caesars Interactive Entertainment X X New Jersey, LLC, Presentation

7 11-20-13 - Charts (8 pages)

8 Division

9 D-1 Redacted Report, 11-13-13, on the X X Amended Petition of Caesars Entertainment

10 Corporation, et al, for a casino License for Caesars Interactive

11 Entertainment New Jersey, LLC

12 D-2 Supplemental Report, 11-13-13, on the X X Amended Petition of Caesars Entertainment

13 Corporation, et al., for a casino License for Caesars Interactive

14 Entertainment New Jersey, LLC

15 Joint

16 S-1 Stipulation of Facts X X Re: The request for qualification of

17 Mitchell Garber (21 pages)

18

19

20

21

22

23

24

25



1 AGENDA PUBLIC MEETING NO. 13-11-20

2 NOVEMBER 20, 2013, 10:31 a.m. ITEM PAGE VOTE

3 1 Ratification of the minutes of October 10 11

4 16, 2013, public meeting 2 Applications for initial casino key 11 12

5 employee licenses: a) Lawrence J. D'Alessandro, Jr.

6 b) Darlene Monzo-Gabriele c) Lee J. Sanchez

7 d) Thomas J. Snyder 3 Applications for resubmitted casino key

8 employee licenses: a) Heather M. Allen 12 13

9 b) Raymond Attard 12 13 c) Anita S. Branca 12 13

10 d) Pamela D. Burch 12 13 e) Linda A. Cummins 12 13

11 f) Michael J. Davis 12 13 g) Michael A. Devine 12 13

12 h) Joseph A. Domenico, Jr. 12 13 i) Maria P. Fox 12 13

13 j) Kevin R. Fulmer 12 13 k) Gregory J. Hanusey 12 13

14 l) Crystal D. Hummel 12 13 m) Ernest Isgro, Jr. 12 13

15 n) Roosevelt Johnson 13 14 o) Stephen P. Karaisz, Jr. 12 13

16 p) Benjamin Koss 12 13 q) Frank D. Leone 12 13

17 r) Toby S. Lucky 14 15 s) Grace P. Maccarella 12 13

18 t) Karen E. Merlino 12 13 u) Joyce McCray 12 13

19 v) Himanshu K. Modi 12 13 w) Joseph S. Morrell 12 13

20 x) Robert G. Robinson 12 13 y) Frederico B. Silie-Reyes 12 13

21 z) Henry J. Votta, Jr. 12 13 aa) Philip W. Weiner 12 13

22 bb) Heather M. Wenzel 12 13 cc) Wendell C. White, Jr. 16 16

23 dd) Michael P. Zippel 12 13 4 Application of Donna M. Martin for a 16 17

24 resubmitted casino key employee license and for qualification

25



1 CONTINUED AGENDA PUBLIC MEETING NO. 13-11-20


3 5 Approvals through Delegation of 17

4 Authority between October 24, 2013, and November 18, 2013, pursuant to

5 Resolution No. 13-01-10-16-C 6 Requests for inactivation of casino key 18 20

6 employee licenses: a) Sandra L. Adams

7 b) Steven F. Capozzi c) Peter Y. Chung

8 d) Daniel B. Colella e) Cynthia D. Collazo

9 f) Robert J. Costello g) John L. Devito

10 h) Joel W. Goldstein i) Steven R. Ivie

11 j) Douglas E. Kern k) Robert A. Liscio

12 l) Richard J. Littig m) Mandi S. Love

13 n) Mark G. Mallett o) Michael A. Metzger

14 p) Gregory E. Moore q) Megan E. Morrissey

15 r) Nicholas E. Nickolich s) Dennis V. Popeson

16 t) Joseph S. Ricciardi u) Jeffrey A. Ross

17 v) Joseph R. Trucksess w) Richard H. Wallinger

18 x) Michele A. Wren 7 Consideration of casino key employee 20 21

19 license terminations: a) Charles F. Belanger

20 b) Linda L. Caredio c) Laura L. Cunningham

21 d) Nicholas A. Dedominicis, III e) Nicholas A. Galli

22 f) Sheila A. Goodson g) Raymond F. Perri

23 h) Devesh H. Shrivastava i) Michelle M. Skirpan

24 j) Linda J. Webb25





3 8 Petition of Revel Entertainment Group, 21 23

4 LLC (d/b/a Revel), for issuance of a temporary casino key employee license to

5 Warren G. Mack, III, pursuant to NJSA 5:12-80)e) and to permit him pursuant to

6 NJAC 13:69C-2.7(c) to assume the duties and exercise the powers of Vice

7 President Marketing Programs of Revel Entertainment Group, LLC, pending

8 plenary qualification (PRN 3031301) 9 Petition of Caesars Entertainment 24 25

9 Corporation for the issuance of a temporary casino key employee license to

10 Michelle Campanelli pursuant to NJSA 5:12-80(d) (PRN 3121303)

11 10 Petition of Caesars Entertainment 25 27 Corporation for the issuance of a

12 temporary casino key employee license to Luther Guelker pursuant to NJSA

13 5:12-89(e) (PRN 3121302) 11 Petition of Caesars Entertainment 27 30

14 Corporation, Caesars Entertainment Operating Company, Inc., Harrah's

15 Atlantic City Operating Company, LLC, Showboat Atlantic City Operating

16 Company, LLC, Bally's Park Place, Inc., and Boardwalk Regency Corporation,

17 requesting permission for Tariq Shaukat to perform the duties and exercise the

18 powers as a member of the Capital Committee of Caesars Entertainment

19 Corporation pending plenary qualification (PRN 3111302)

20 12 Joint petition of Trump Taj Mahal 30 32 Associates, LLC, and Trump Plaza

21 Associates, LLC, for the issuance of a multi-casino endorsement pursuant to

22 NJSA 5:12-91.1 upon the casino key employee license of Don Karrer (PRN

23 3191301) 13 Joint petition of Trump Taj Mahal 30 33

24 Associates, LLC, and Trump Plaza Associates, LLC, for the issuance of a

25 multi-casino endorsement pursuant to





3

4 13 NJSA 5:12-91.1 upon the casino key 30 33 license of James Duffy (PRN 3191301)

5 14 Amended Petition of Caesars 33 36 Entertainment Corporation, Caesars

6 Interactive Entertainment, Inc., Caesars Interactive Entertainment New

7 Jersey, LLC, Showboat Atlantic City Operating Company, LLC, Harrah's

8 Atlantic City Operating Company, LLC, Bally's Park Place, Inc., and

9 Boardwalk Regency Corporation for the issuance of a temporary casino key

10 employee license to Walter J. Cox, III, pursuant to NJSA 5:12-89(e) as IT

11 Security Officer with a multi-casino endorsement pursuant to NJSA 5:12-91.1

12 (PRN 3081303) 15 Amended petition of Caesars 36 146

13 Entertainment Corporation, Caesars Interactive Entertainment, Inc.,

14 Caesars Interactive Entertainment New Jersey, LLC, Showboat Atlantic City

15 Operating Company, LLC, Harrah's Atlantic City Operating Company, LLC,

16 Bally's Park Place, Inc., and Boardwalk Regency Corporation for a

17 casino license for Caesars Interactive Entertainment New Jersey, LLC, and

18 other relief (PRN 0921301) Michael Cohen, sworn 44

19 Mitchell A. Garber, sworn 69 Vicki Guveiyian 138

20

21

22

23

24

25



1 (Public Meeting 13-11-20 was commenced

2 at 10:31 a.m.)

3 MR. NANCE: Good morning. I'd like to

4 read an opening statement:

5 This is to advise the general public

6 that in compliance with Chapter 231 of the

7 public laws of 1975 entitled the "Senator Bryon

8 M. Baer Open Public Meeting Act," the New

9 Jersey Casino Control Commission on September

10 17th, 2013, filed with the Secretary of State

11 at the State House in Trenton of this meeting.

12 On September 18th, 2013, copies were mailed to

13 subscribers.

14 Members of the press will be permitted

15 to take photographs. We ask that this be done

16 in a manner which is not disruptive or

17 distracting to the Commission.

18 The use of cell phones in the public

19 meeting room is prohibited.

20 Any member of the public who wishes to

21 address the Commission will be given the

22 opportunity to do so before the Commission

23 adjourns for the day.

24 Please stand for the Pledge of

25 Allegiance.

Public Meeting No. 13-11-20 November 20, 2013


10

1 ITEM NO. 12 (The flag salute was recited.)3 MS. FAUNTLEROY: Good morning.4 CHAIR LEVINSON: Good morning.5 MS. FAUNTLEROY: Please indicate your6 presence when I call your name.7 Commissioner Cooper?8 COMMISSIONER COOPER: Present.9 MS. FAUNTLEROY: Vice Chair Harrington?

10 VICE CHAIR HARRINGTON: Here.11 MS. FAUNTLEROY: And Chairman Levinson?12 CHAIR LEVINSON: Here.13 MS. FAUNTLEROY: Thank you.14 Matters discussed in closed session this15 morning included limited employee key license16 application matters. And a litigation update17 in the matter of "Brooks versus Casino Control18 Commission" and "Edwards versus Tropicana,19 Casino Control Commission, et al."20 As well as approval of the closed-21 session minutes of October 16, 2013.22 The first matter on the agenda for your23 consideration is the ratification of the24 minutes of the October 16, 2013, public25 meeting.

11

1 ITEM NO. 2

2 CHAIR LEVINSON: Thank you.

3 Is there a motion to approve the October

4 16, 2013, meeting minutes?

5 VICE CHAIR HARRINGTON: Mr. Chairman, I

6 move that we ratify the minutes.


8 Is there a second?

9 COMMISSIONER COOPER: Mr. Chairman, I'll

10 second that.

11 CHAIR LEVINSON: Any discussion?

12 (No response.)

13 CHAIR LEVINSON: All those in favor?

14 (Ayes.)

15 CHAIR LEVINSON: Opposed?

16 (No response.)

17 CHAIR LEVINSON: Motion carries.

18 MS. FAUNTLEROY: The second matter for

19 your consideration are applications for initial

20 casino key employee licenses: Lawrence

21 D'Alessandro, Jr., Darlene Monzo-Gabriele, Lee

22 J. Sanchez, and Thomas J. Snyder.


24 Is there a motion on this matter?

25 COMMISSIONER COOPER: Yes, Mr. Chairman,

12

1 ITEM NO. 32 I move to grant the four casino key employee3 licenses.4 CHAIR LEVINSON: Thank you.5 Second?6 VICE CHAIR HARRINGTON: I'll second.7 CHAIR LEVINSON: Any discussion?8 (No response.)9 CHAIR LEVINSON: All those in favor?

10 (Ayes.)11 CHAIR LEVINSON: Opposed?12 (No response.)13 CHAIR LEVINSON: Motion carries.14 MS. FAUNTLEROY: Item No. 3 for your15 consideration are applications for resubmitted16 casino key employee licenses. They are17 identified on the agenda as Items A through DD.18 For your consideration are those for19 which there are no objections that have been20 filed, and they would exclude N, R, and CC.21 [Heather M. Allen, Raymond Attard, Anita22 S. Branca, Pamela D. Burch, Linda A. Cummins,23 Michael J. Davis, Michael A. Devine, Joseph A.24 Domenico, Jr., Maria P. Fox, Kevin R. Fulmer,25 Gregory J. Hanusey, Crystal D. Hummel, Ernest

13

1 ITEM NO. 32 Isgro, Jr., Stephen P. Karaisz, Jr., Benjamin3 Koss, Frank D. Leone, Grace P. Maccarella,4 Karen E. Merlino, Joyce McCray, Himanshu K.5 Modi, Joseph S. Morrell, Robert G. Robinson,6 Frederico B. Silie-Reyes, Henry J. Votta, Jr.,7 Philip W. Weiner, Heather M. Wenzel, Michael P.8 Zippel.]9 CHAIR LEVINSON: Thank you.

10 Is there a motion on these matters?11 VICE CHAIR HARRINGTON: I move that we12 grant the 27 resubmitted casino key employee13 licenses.14 CHAIR LEVINSON: Thank you.15 Second.16 COMMISSIONER COOPER: I'll second that.17 CHAIR LEVINSON: Any discussion?18 (No response.)19 CHAIR LEVINSON: All those in favor?20 (Ayes.)21 CHAIR LEVINSON: Opposed?22 (No response.)23 CHAIR LEVINSON: Motion carries.24 MS. FAUNTLEROY: N is Roosevelt Johnson.25 The Division has requested a conference on this



14

1 ITEM NO. 32 matter.3 Staff supports that request and ask that4 you remand the matter for the hearing process.5 CHAIR LEVINSON: Thank you.6 Is there a motion?7 VICE CHAIR HARRINGTON: I move that we8 remand for a hearing the resubmitted key9 employee key license application of Roosevelt

10 Johnson.11 CHAIR LEVINSON: Thank you.12 Any second?13 COMMISSIONER COOPER: I'd second that.14 CHAIR LEVINSON: Any discussion?15 (No response.)16 CHAIR LEVINSON: All those in favor?17 (Ayes.)18 CHAIR LEVINSON: Opposed?19 (No response.)20 CHAIR LEVINSON: Motion carries.21 MS. FAUNTLEROY: Item R is Toby S.22 Lucky. The Division has requested a23 conference. The staff supports the matter24 being remand for a hearing process.25 CHAIR LEVINSON: Thank you.

15

1 ITEM NO. 32 Is there a motion?3 COMMISSIONER COOPER: Yes. I move to4 remand for a hearing the application for Donald5 Martin for a resubmitted key license and6 qualification.7 MS. FAUNTLEROY: This is Toby Lucky.8 COMMISSIONER COOPER: Forgive me.9 Excuse me. I'm sorry. I second that. Excuse

10 me.11 CHAIR LEVINSON: So do I have a motion12 on Toby Lucky?13 VICE CHAIR HARRINGTON: I move that14 remand for a hearing a resubmitted key license15 for Toby S. Lucky.16 CHAIR LEVINSON: Thank you.17 Is there a second?18 COMMISSIONER COOPER: Yes. I'll second19 that.20 CHAIR LEVINSON: Any discussion?21 (No response.)22 CHAIR LEVINSON: All those in favor?23 (Ayes.)24 CHAIR LEVINSON: Opposed?25 (No response.)

16

1 ITEM NO. 42 CHAIR LEVINSON: Motion carries.3 MS. FAUNTLEROY: CC is Wendell C. White,4 Jr. Again, the Division has requested that5 this matter be conferenced.6 Staff supports the remand of this7 matter.8 CHAIR LEVINSON: Thank you.9 Is there a motion in Wendell White?

10 VICE CHAIR HARRINGTON: And I move that11 we remand for a hearing the resubmitted casino12 key employee license for Wendell White.13 CHAIR LEVINSON: Thank you.14 Second?15 COMMISSIONER COOPER: I will second16 that.17 CHAIR LEVINSON: Any discussion?18 (No response.)19 CHAIR LEVINSON: All those in favor?20 (Ayes.)21 CHAIR LEVINSON: Opposed?22 (No response.)23 CHAIR LEVINSON: Motion carries.24 MS. FAUNTLEROY: Item No. 4 is the25 application of Donna M. Martin for a

17

1 ITEM NO. 52 resubmitted casino key employee and license and3 for qualification.4 The Division has objected -- has filed5 an objection, and the staff supports that the6 matter be remanded for the hearing process.7 CHAIR LEVINSON: Thank you.8 Is there a motion in this matter?9 COMMISSIONER COOPER: Yes, Mr. Chair. I

10 move to remand for a hearing the application of11 Donna Martin for a resubmitted key license and12 qualification.13 CHAIR LEVINSON: Thank you.14 Second?15 VICE CHAIR HARRINGTON: I'll second16 that.17 CHAIR LEVINSON: Any discussion?18 (No response.)19 CHAIR LEVINSON: All those in favor?20 (Ayes.)21 CHAIR LEVINSON: Opposed?22 (No response.)23 CHAIR LEVINSON: Motion carries.24 MS. FAUNTLEROY: Item No. 5 are25 approvals through Delegation of Authority



18

1 ITEM NO. 62 between October 14, 2013, and November 18,3 2013, pursuant to Resolution No. 13-01-10-16-C.4 No action is required, but Mr. Plunkett5 will present the matters for your information.6 CHAIR LEVINSON: Thank you.7 MR. PLUNKETT: Good morning, Chairman,8 Commissioners.9 CHAIR LEVINSON: Good morning.

10 MR. PLUNKETT: The following individuals11 were granted casino key employee licenses via12 Delegated Authority subsequent to the October13 meeting: Ronald E. Auer, Naja Coursey, Elliot14 Farber, Richard Keaser, Luis Lozano, David15 Naylor, Suzanne Thurlow, and Susan Wuest.16 No further Commission action is required17 at this time.18 CHAIR LEVINSON: Thank you.19 MS. FAUNTLEROY: Okay. Item No. 6, are20 requests for inactivation of casino key21 employee licenses.22 Mr. Plunkett will review those matters23 with you as well.24 MR. PLUNKETT: Item 6 consists of 2425 individuals who in lieu of filing their

19

1 ITEM NO. 62 required resubmission application have3 requested to be placed on the inactive list for4 a period not to exceed five years.5 Staff recommends granting the requested6 relief.7 [Sandra L. Adams, Steven F. Capozzi,8 Peter Y. Chung, Daniel B. Colella, Cynthia D.9 Collazo, Robert J. Costello, John L. Devito,

10 Joel W. Goldstein, Steven R. Ivie, Douglas E.11 Kern, Robert A. Liscio, Richard J. Littig,12 Mandi S. Love, Mark G. Mallett, Michael A.13 Metzger, Gregory E. Moore, Megan E. Morrissey,14 Nicholas E. Nickolich, Dennis V. Popeson,15 Joseph S. Ricciardi, Jeffrey A. Ross, Joseph R.16 Trucksess, Richard H. Wallinger, Michele A.17 Wren.]18 CHAIR LEVINSON: Thank you.19 Entertain a motion in this matter.20 COMMISSIONER COOPER: Yes. Mr.21 Chairman, I move to grant the request relief22 and order that the 24 casino key employee23 licenses be inactivated.24 CHAIR LEVINSON: Thank you.25 Is there a second?

20

1 ITEM NO. 72 VICE CHAIR HARRINGTON: I'll second3 that.4 CHAIR LEVINSON: Any discussion?5 (No response.)6 CHAIR LEVINSON: All those in favor?7 (Ayes.)8 CHAIR LEVINSON: Opposed?9 (No response.)

10 CHAIR LEVINSON: Motion carries.11 MS. FAUNTLEROY: Item No. 7 is12 consideration of casino key employee license13 terminations.14 Mr. Plunkett will review.15 MR. PLUNKETT: Item 7 consists of 1016 individuals whose review period has passed, and17 they have neither filed the required18 resubmission or they -- nor have they requested19 to be placed on the inactive list.20 Consequently, the staff recommends that the21 casino key employee licenses of those ten22 individuals be terminated.23 [Charles F. Balanger, Linda L. Caredio,24 Laura L. Cunningham, Nicholas A. Dededominicis,25 III, Nicholas A. Galli, Sheila A. Goodson,

21

1 ITEM NO. 82 Raymond F. Perri, Devesh H. Shrivastava,3 Michelle M. Skirpan, Linda J. Webb.]4 CHAIR LEVINSON: Thank you.5 Is there a motion in this matter?6 VICE CHAIR HARRINGTON: Mr. Chairman, I7 move that we order the ten casino key employee8 licenses be terminate.9 CHAIR LEVINSON: Thank you.

10 Is there second?11 COMMISSIONER COOPER: I'll second that.12 CHAIR LEVINSON: Any discussion?13 (No response.)14 CHAIR LEVINSON: All those in favor?15 (Ayes.)16 CHAIR LEVINSON: Opposed?17 (No response.)18 CHAIR LEVINSON: Motion carries,19 MS. FAUNTLEROY: Thank you.20 Item No. 8 is the petition of Revel21 Entertainment Group for the issuance of a22 temporary casino key employee license to Warren23 G. Mack, III, and to permit him to assume the24 duties and exercise the powers of Vice25 President Marketing Programs of Revel



22

1 ITEM NO. 82 Entertainment Group, LLC, pending plenary3 qualification.4 Mr. Plunkett will present that matter.5 MR. PLUNKETT: By petition received6 October 31st, Revel Entertainment Group, LLC,7 is requesting that the Casino Control8 Commission grant a temporary casino key9 employee license for Warren Mack, III.

10 The petition requests permission to11 assign Mr. Mack to a dual position of Vice12 President of Marketing Programs, of Revel13 Entertainment Group, LLC, without having first14 been found qualified.15 A resolution has been circulated among16 the parties.17 Mr. Adams is here on behalf of the18 Division.19 CHAIR LEVINSON: Thank you.20 Does Revel have counsel?21 MS. FAUNTLEROY: Apparently not.22 CHAIR LEVINSON: Okay. Mr. Adams?23 MR. ADAMS: Mr. Chairman, we do not24 oppose the requested relief. And reviewed the25 draft resolution and find it acceptable.

23

1 ITEM NO. 82 CHAIR LEVINSON: Thank you very much.3 Any question for counsel?4 (No response.)5 CHAIR LEVINSON: I'll entertain a6 motion.7 COMMISSIONER COOPER: Mr. Chairman, I8 move to approve the petition and issue a9 temporary key employee license to Warren G.

10 Mack, III, and permit him to assume the duties11 and exercise the powers of Vice President of12 Marketing Programs for Revel Entertainment13 Group LLC, pending plenary qualification14 subject to the conditions in NJSA 5:12-89(e)15 and NJAC 13:69C-2.7(c).16 CHAIR LEVINSON: Thank you.17 Is there a second?18 VICE CHAIR HARRINGTON: I'll second19 that.20 CHAIR LEVINSON: Any discussion?21 (No response.)22 This is a roll call vote.23 MS. FAUNTLEROY: Commissioner Cooper?24 COMMISSIONER COOPER: Yes.25 MS. FAUNTLEROY: Vice Chair Harrington?

24

1 ITEM NO. 92 VICE CHAIR HARRINGTON: Yes.3 MS. FAUNTLEROY: And Chairman Levinson?4 CHAIR LEVINSON: Yes.5 MS. FAUNTLEROY: The let the record6 reflect that the motion was approved7 unanimously.8 Item No. 9 is the petition of Caesars9 Entertainment Corporation for the issuance of a

10 temporary casino key employee license to11 Michelle Campanelli.12 Mr. Plunkett will present.13 MR. PLUNKETT: By petition received14 November 8th, 2013, Caesars Interactive15 Entertainment New Jersey and Caesars Operating16 Company, Incorporated, requested the Casino17 Control Commission grant temporary key license18 to Michelle Campanelli.19 The petition requests permission to20 assign Miss Campanelli to fill the position of21 Casino Accounting Controller of On-Line Gaming.22 CHAIR LEVINSON: Thank you very much.23 Is there a motion in this matter?24 VICE CHAIR HARRINGTON: Mr. Chairman, I25 move we approve the petition and issue a

25

1 ITEM NO. 10

2 temporary casino key employee license to

3 Michelle Campanelli as Casino Accounting

4 Controller On-Line Gaming for Caesars

5 Interactive Entertainment New Jersey, LLC,

6 pursuant to NJSA 5:12-89(e).




10 I'll second that.

11 CHAIR LEVINSON: You didn't have

12 anything to say. You're sitting up there;

13 right?

14 MR. ADAMS: No.


16 (No response.)


18 (Ayes.)

19 CHAIR LEVINSON: Oppose?

20 (No response.)


22 MS. FAUNTLEROY: Thank you.

23 Item No. 10 is the petition of Caesars

24 Entertainment Corporation for the issuance of a

25 temporary casino key employee license to Luther



26

1 ITEM NO. 102 Guelker pursuant to NJSA 5:12-89(e).3 Mr. Plunkett will also review that4 matter.5 MR. PLUNKETT: By petition received6 October 8th, 2013, Caesars Interactive7 Entertainment New Jersey, LLC, and Caesars8 Operating Company, Incorporated, requested the9 Casino Control Commission to grant a temporary

10 key employee license to Luther Guelker.11 The petition requests permission to12 assign Mr. Guelker to fill the position of13 Director of Finance, Essential Shared Services14 Gaming Accounting.15 CHAIR LEVINSON: Thank you.16 Is there a motion on this matter?17 COMMISSIONER COOPER: Mr. Chairman, I18 move to approve the petition and issue a19 temporary casino key employee license to Luther20 Guelker as Director of Finance EES and21 Accounting for Caesars Interactive22 Entertainment New Jersey, LLC, pursuant to NJSA23 5:12-89(e).24 CHAIR LEVINSON: Is there a second?25 VICE CHAIR HARRINGTON: I'll second

27

1 ITEM NO. 112 that.3 CHAIR LEVINSON: Any discussion?4 (No response.)5 CHAIR LEVINSON: All those in favor?6 (Ayes.)7 CHAIR LEVINSON: Opposed?8 (No response.)9 CHAIR LEVINSON: Motion carries.

10 Thank you, Jack.11 MS. FAUNTLEROY: Item No. 11 is the12 petition of Caesars Entertainment Corporation,13 Caesars Entertainment Operating Company, Inc.,14 Harrah's Atlantic City Operating Company, LLC,15 Showboat Atlantic City Operating Company, LLC,16 Bally's Park Place, Inc., and Boardwalk Regency17 Corporation requesting permission for Tariq18 Shaukat to perform the duties and exercise the19 powers as a member of the Capital Committee of20 Caesars Entertainment Corporation pending21 plenary qualification.22 Senior Counsel Teresa Pimpinelli is here23 to present for your consideration.24 MS. PIMPINELLI: Good morning, Chair and25 Commissioners.

28

1 ITEM NO. 112 CHAIR LEVINSON: Good morning.3 MS. PIMPINELLI: As Miss Fauntleroy4 said, Tariq Shaukat is looking for permission5 to perform the duties as a member of the6 Capital Committee of Caesars Entertainment7 Corporation.8 A draft resolution was circulated to the9 parties.

10 Kelly Suhr is here to behalf of11 Petitioner, and Jack Adams on behalf of the12 Division.13 CHAIR LEVINSON: Thank you very much.14 Good morning.15 MS. SUHR: Good morning. Thank you.16 I would just like to add that we have17 reviewed the draft resolution, find it18 acceptable, and we just ask that you grant the19 relief requested in our petition.20 CHAIR LEVINSON: Thank you very much.21 Mr. Adams?22 MR. ADAMS: Mr. Chairman, you have our23 response, and we don't oppose the requested24 relief.25 And I've also reviewed the draft

29

1 ITEM NO. 112 resolution and find it acceptable.3 CHAIR LEVINSON: Okay. Thank you very4 much.5 Commissioners, any questions for6 counsel?7 (No response.)8 CHAIR LEVINSON: Do I have a motion on9 the matter?

10 VICE CHAIR HARRINGTON: Mr. Chairman, I11 move we adopt the resolution and adopt on a12 temporary basis and prior to his plenary13 qualification to assume the duties and exercise14 powers of a member of the Capital Committee for15 Caesars Entertainment Corporation subject to16 the conditions contained in NJSA 5:12-85.1(c)17 and NJAC 13:69C-2.7.18 CHAIR LEVINSON: Thank you.19 Is there a second?20 COMMISSIONER COOPER: I'll second that,21 Mr. Chairman.22 CHAIR LEVINSON: Any discussion?23 (No response.)24 CHAIR LEVINSON: This is a roll call25 vote.



30

1 ITEM NO. 12-132 MS. FAUNTLEROY: Commissioner Cooper?3 COMMISSIONER COOPER: Yes.4 MS. FAUNTLEROY: Vice Chair Harrington?5 VICE CHAIR HARRINGTON: Yes.6 MS. FAUNTLEROY: And Chairman Levinson?7 CHAIR LEVINSON: Yes.8 MS. FAUNTLEROY: Let the record reflect9 that the motion passed unanimously.

10 Item No. 12 is the joint petition of11 Trump Taj Mahal Associates, LLC, and Trump12 Plaza Associates, LLC, for the issuance of a13 multi-casino endorsement pursuant to NJSA14 5:12-91.1 upon the casino employee key license15 of Don Karrer.16 I'll also call Item No. 13, which is the17 joint petition of Trump Taj Mahal Associates,18 LLC, and Trump Plaza Associates, LLC, for the19 multi-casino endorsement for James Duffy.20 Senior Counsel Stephanie Olivo will21 present both matters for your consideration.22 MS. OLIVO: Good morning.23 This is a petition for a multi-casino24 endorsement on already existing key employees.25 The first is for Don Karrer for Vice

31

1 ITEM NO. 12-132 President of Information Technology and3 Communications for Trump Taj Mahal and Trump4 Plaza.5 The second is for Mr. Duffy, to be6 Development Manager, Regulatory Compliance and7 Computer Security at Trump Taj Mahal and Trump8 Plaza.9 I have circulated a draft resolution to

10 the parties on both of these matters.11 CHAIR LEVINSON: Thank you.12 MS. BEN-DAVID: Good morning, Chairman13 and Commissioners.14 CHAIR LEVINSON: Good morning.15 MS. BEN-DAVID: We notified by e-mail On16 November 18th the Commission that we found no17 incompatible functions which will prohibit the18 endorsements as to either Mr. Karrer or Mr.19 Duffy.20 We have also reviewed the draft21 resolution and have no objection.22 CHAIR LEVINSON: Thank you very much.23 Is there a motion in this matter? I'm24 sorry. Any questions for counsel?25 (No response.)

32

1 ITEM NO. 12-13

2 CHAIR LEVINSON: Is there a motion in

3 this matter?

4 COMMISSIONER COOPER: Yes. Mr.

5 Chairman, I move to approve the joint petition

6 and grant Don Karrer a multi-casino endorsement

7 upon his casino key employee license pursuant

8 to NJSA 5:12-91.1 for Trump Taj Mahal

9 Associates, LLC, and Trump Plaza Associates,

10 LLC.



13 VICE CHAIR HARRINGTON: I'll second

14 that.


16 (No response.)


18 (Ayes.)

19 CHAIR LEVINSON: Opposed?

20 (No response.)


22 And do I have a motion for the second?

23 COMMISSIONER COOPER: Yes, Mr. Chairman.

24 I also would like to move to approve the joint

25 petition and grant James Duffy a multi-casino

33

1 ITEM NO. 142 endorsement upon his casino key employee3 license pursuant to NJSA 5:12-91.1 for Trump4 Taj Mahal Associates, LLC, and Trump Plaza5 Associates, LLC.6 CHAIR LEVINSON: Trump Castle.7 Is there a second?8 VICE CHAIR HARRINGTON: I'll second9 that.

10 CHAIR LEVINSON: Any discussion?11 (No response.)12 CHAIR LEVINSON: All those in favor?13 (Ayes.)14 CHAIR LEVINSON: Opposed?15 (No response.)16 CHAIR LEVINSON: Motion carries.17 MS. FAUNTLEROY: Item No. 14 is the18 amended petition of Caesars Entertainment19 Corporation, Caesars Interactive Entertainment,20 Inc., Caesars Interactive Entertainment New21 Jersey LLC, Showboat Atlantic City operating22 Company, LLC, Harrah's Atlantic City Operating23 Company, LLC, Bally's Park Place, Inc., and24 Boardwalk Regency Corporation for the issuance25 of a temporary casino key license to Walter J.



34

1 ITEM NO. 142 Cox the third as IT Security Officer with3 multi-casino endorsement.4 Senior Counsel Stephanie Olivo will also5 review that matter with you.6 CHAIR LEVINSON: Thank you.7 MS. OLIVO: This a petition for a8 temporary key employee license and multi-casino9 endorsement for Mr. Cox as the IT Security

10 Officer who will be performing functions at all11 four casino Caesars properties.12 I did circulate a draft resolution to13 the parties.14 CHAIR LEVINSON: Is Caesars counsel15 here? Anyone for --16 MR. O'GARA: Yeah. This is Caesars17 Interactive?18 CHAIR LEVINSON: Yeah.19 MR. O'GARA: Paul O'Gara, Brownstein,20 Hyatt, Farber, & Schreck, for Caesars21 Interactive and all of its affiliates.22 CHAIR LEVINSON: Thank you.23 So you're okay? Okay. So this is for24 Walter Cox?25 MR. O'GARA: Who is one of the mandatory

35

1 ITEM NO. 14

2 positions --

3 CHAIR LEVINSON: Yeah.

4 MR. O'GARA: -- in the statute the

5 Caesars Interactive New Jersey, LLC, which will

6 be the operating company for the two platforms

7 that Caesars will operate in New Jersey.


9 Mr. Adams?

10 MR. ADAMS: Mr. Chairman, we do not

11 oppose the requested relief.

12 And I've reviewed the draft resolution

13 and find it acceptable.

14 CHAIR LEVINSON: Thank you very much.

15 Commissioners, any questions for counsel

16 on Walter Cox topic?

17 VICE CHAIR HARRINGTON: No.

18 CHAIR LEVINSON: Is there a motion?


20 I move to approve the amended joint petition

21 and issue a temporary casino key employee

22 license to Walter J. Cox, III, pursuant to NJSA

23 5:12-89(e) with a multi-casino endorsement

24 pursuant to NJSA 5:12-91.1 as Market Tech

25 Manager Projects and IT Security Officer for

36

1 ITEM NO. 152 Harrah's Atlantic City Operating Company, LLC,3 Showboat Atlantic City Operating Company, LLC,4 Bally's Park Place, Incorporated, and Boardwalk5 Regency Corporation.6 CHAIR LEVINSON: Thank you.7 Is there a second?8 VICE CHAIR HARRINGTON: I'll second9 that.

10 CHAIR LEVINSON: Any discussion?11 (No response.)12 CHAIR LEVINSON: All those in favor?13 (Ayes.)14 CHAIR LEVINSON: Opposed?15 (No response.)16 CHAIR LEVINSON: The motion carries.17 MS. FAUNTLEROY: Item No. 15, the18 Amended Petition of Caesars Entertainment19 Corporation, Caesars Interactive Entertainment,20 Inc., Caesars Interactive Entertainment New21 Jersey, LLC, Showboat Operating Company, LLC,22 Harrah's Atlantic City Operating Company, LLC,23 Bally's Park Place, Inc., and Boardwalk Regency24 Corporation for a casino license for Caesars25 Interactive Entertainment New Jersey, LLC, and

37

1 ITEM NO. 152 for other relief.3 Assistant General Counsel Mary Wozniak4 is hear to present that matter for your5 consideration.6 CHAIR LEVINSON: Thank you.7 MS. WOZNIAK: Good morning, Chairman,8 Commissioners.9 CHAIR LEVINSON: Good morning.

10 MS. WOZNIAK: You have before you a11 petition as amended by counsel on October 14th,12 2013.13 Paul O'Gara is here for the Petitioners14 and DAG Adams for the Division of Gaming15 Enforcement.16 CHAIR LEVINSON: Thank you.17 Counsel please enter your appearances18 for the record.19 MR. O'GARA: Paul O'Gara, Brownstein,20 Hyatt, Farber & Shreck, for Caesars21 Entertainment.22 MR. ADAMS: Jack Adams, Deputy Attorney23 General for the Division of Gaming Enforcement.24 CHAIR LEVINSON: Okay. I understand25 there are exhibits.



38

1 ITEM NO. 152 Daryl, will you please identify the3 exhibits and have them marked.4 MR. NANCE: Chair, Commissioners, the5 premarked exhibits are as follows:6 Casino Control Commission has one7 exhibit, C-1 for identification only. C-1 is a8 draft resolution.9 The Petitioners submitted one exhibit

10 premarked as P-1, Caesars Interactive11 Entertainment, LLC, presentation dated November12 20, 2013. There are charts, including eight13 pages.14 The parties submitted one joint exhibit15 premarked as S-1, which is a stipulation of16 fact regarding the request for qualification of17 Mitchell Garber with -- which has two18 agreements attached to it. It's not listed on19 the exhibit list.20 And, also, the Division of Gaming21 Enforcement submitted two exhibits premarked as22 D-1 and D-2. D-1 is a report dated November23 13, 2013, on the Amended Petition of Caesars24 Entertainment Corporation, et al., for a casino25 license for Caesars Interactive Entertainment

39

1 ITEM NO. 152 New Jersey, LLC. And D-2 is a supplemental3 report dated November 13, 2013, on the Amended4 Petition of Caesars Entertainment Corporation,5 et al., for a casino license for Caesars6 Interactive Entertainment New Jersey, LLC.7 CHAIR LEVINSON: Thank you.8 I also note that there's a sealing9 request for portions of D-1. Do we have any

10 objection to that sealing request?11 MR. ADAMS: No objection.12 CHAIR LEVINSON: Okay. Seeing none,13 I'll take a motion with regards to that sealing14 request.15 VICE CHAIR HARRINGTON: Mr. Chairman, I16 move that we authorize the sealing request for17 the documents in D-1.18 CHAIR LEVINSON: Thank you.19 Is there a second?20 COMMISSIONER COOPER: Mr. Chairman, I'll21 second that.22 VICE CHAIR HARRINGTON: And D-2.23 CHAIR LEVINSON: D-2.24 VICE CHAIR HARRINGTON: D-2.25 CHAIR LEVINSON: Is there a second?

40

1 ITEM NO. 152 COMMISSIONER COOPER: I'll second.3 CHAIR LEVINSON: Any discussion?4 (No response.)5 CHAIR LEVINSON: All those in favor?6 (Ayes.)7 CHAIR LEVINSON: Opposed?8 (No response.)9 CHAIR LEVINSON: Motion carries.

10 Is there any objection to moving the11 marked exhibits into -- the marked exhibits12 into evidence?13 MR. O'GARA: No. We have no objection.14 And we join in the stipulation with the15 Division with respect to S-1 regarding Mitchell16 Garber.17 CHAIR LEVINSON: Okay.18 MR. ADAMS: We also join in the19 stipulation and have no objection to the20 introduction into evidence of the exhibits.21 CHAIR LEVINSON: Thank you.22 Then I will entertainment a motion.23 VICE CHAIR HARRINGTON: I'll move that24 we admit the redacted D-1 and D-2, P-1, and S-125 into evidence.

41

1 ITEM NO. 152 CHAIR LEVINSON: Thank you.3 Is there a second?4 COMMISSIONER COOPER: I'll second that.5 CHAIR LEVINSON: Any discussion?6 (No response.)7 CHAIR LEVINSON: All those in favor?8 (Ayes.)9 CHAIR LEVINSON: Opposed?

10 (No response.)11 CHAIR LEVINSON: Motion carries.12 Does either party wish to make an13 opening argument or opening statement?14 MR. O'GARA: Simply I would tell you15 that, Chairman, Commissioners, this is a16 petition that's filed by virtually all the17 Caesars' companies that are in business in18 Atlantic City and the one that's coming, which19 is Caesars Interactive Entertainment New20 Jersey, LLC. And pursuant to the statute which21 authorizes internet gaming, it contemplated22 that there could be situations where we have23 multi-licensed companies in the city who would24 conduct their internet gaming operations25 through a single company rather than three or



42

1 ITEM NO. 152 four individual companies and provided for3 affiliates called internet affiliates. Caesars4 Interactive Entertainment New Jersey, LLC, is5 one of those affiliates, and the requirement6 for it to obtain permits to conduct internet7 gaming is that it holds the casino license.8 That's why it's applied for a casino license9 and why we're here today, hopefully to have

10 that license issued so that the permits can be11 issued to go live with the internet offers of12 Caesars.13 Michael Cohen, who is the General14 Counsel, CIE, which is Caesars Interactive15 Entertainment, is here to explain to you the16 structure of CIE, its history. And Mitchell17 Garber, who is the CEO of CIE is here to18 explain to you what CIE is, what it does and19 talk about his background and internet gaming.20 So you'll have all the information before you21 to consider.22 CHAIR LEVINSON: Thank you.23 Mr. Adams?24 MR. ADAMS: Mr. Chairman, the Division25 is prepared to proceed today, and this is a

43

1 ITEM NO. 152 hearing which centers on the application for a3 casino license of Caesars Interactive4 Entertainment New Jersey. And we intend and5 the Petitioners intend to present evidence in6 addition to the documents that have already7 been introduced into evidence. And when8 those -- when that evidence is in, we believe9 you will have enough information in order to

10 make a determination.11 I want to emphasize that before you is12 the application of CIENJ and CIE. And so their13 financial stability will be explored and their14 qualifiers will be explored. This will not be15 a hearing which will focus on Caesars16 Entertainment Corporation. That awaits another17 day. It awaits our resubmission report, which18 will come at a later time and will address19 issues pertinent to that. What we focus today20 is the CIE and the internet companies and their21 qualifiers. And we're confident that after you22 have all the evidence before you that you will23 go along with our recommendation that a casino24 license issue to CIENJ.25 Thank you.

44

1 Cohen - O'Gara2 CHAIR LEVINSON: If there are no other3 additional openings remarks, O'Gara, your first4 witness.5 MR. O'GARA: Yeah. Michael Cohen.6 Apparently, you're not wanted.78 MICHAEL D. COHEN, having been first duly9 sworn to tell the truth, testified as follows:

1011 MR. NANCE: Please state your name for12 the record.13 THE WITNESS: Michael Daniel Cohen.14 MR. NANCE: Thank you.1516 DIRECT EXAMINATION BY MR. O'GARA:17 Q. Michael, by whom are you employed?18 A. Caesars Entertainment Operating Company,19 Inc.20 Q. And in what capacity?21 A. I'm the Deputy General Counsel,22 Corporate Secretary, and Senior Vice President.23 Q. Of Caesars Entertainment?24 A. Of Caesars Entertainment Corporation and25 Caesars Entertainment Operating Company.

45

1 Cohen - O'Gara2 Q. Do you also have a position with a3 company called Caesars Interactive Entertainment?4 A. Yes. I'm a Senior Vice President and5 General Counsel of Caesars Interactive Entertainment.6 Q. And you are here today to talk about7 Caesars Interactive Entertainment in that capacity?8 A. I am.9 Q. Michael, can you tell us, what is

10 Caesars Interactive Entertainment?11 A. In short, Caesars Interactive12 Entertainment is a company that was formed in 2009 to13 pursue interactive businesses for Caesars14 Entertainment. The Caesars Entertainment realized15 that interactive business was very different than16 bricks-and-mortar gaming and formed a company in 200917 to pursue it. Today this forms -- it comprises of18 three businesses. One is social and mobile games,19 business that's mostly based out of Israel, which is20 play-for-fun games on the internet and mobile and21 social apps. It's the World Series of Poker, poker22 tournament, which the main event takes place in Las23 Vegas, as well as certain circuit events throughout24 the country, including Atlantic City. And the third25 is an internet gaming business, which is currently



46

1 Cohen - O'Gara2 live in the UK and, as of a couple months ago, has3 internet gaming in Nevada currently.4 Q. And does Caesars Interactive5 Entertainment form subsidiaries to conduct internet6 gaming in New Jersey?7 A. Yes. Caesars Interactive Entertainment8 New Jersey, LLC.9 Q. And was a determination made that the

10 internet gaming operations of the New Jersey casino11 licensee, which they were authorized to do, would be12 conducted through CIENJ?13 A. Yes. That's accurate.14 Q. And when CIENJ was formed and CIE, who15 owns CIE at that point in time? What company owned16 it?17 A. Well, Caesars Entertainment Corporation18 indirectly owned all of the stock, other than the19 management team had a small portion of stock of CIE at20 the time of formation in 2009.21 Q. And subsequent to that, has the22 ownership of CIE changed?23 A. It has. As part of a larger transaction24 called Caesars Growth Partners that we started25 pursuing a little more than a year ago, Caesars

47

1 Cohen - O'Gara2 Entertainment started a transaction to increase its3 financial stability and liquidity profile. And in --4 in -- in doing so, it moved -- sold and contributed5 some of its assets to an entity called Caesars Growth6 Partners. Caesars Entertainment Corporation is still7 a -- the majority economic owner of these assets in8 Caesars Growth Partners, but there's a second company9 called Caesars Acquisition Company that started

10 trading on NASDAQ yesterday that is initially owned by11 all the shares -- shareholders of Caesars through a12 rights offering, will also own the shares of Caesars13 Growth Partners.14 As Mr. O'Gara stated, Caesars15 Interactive Entertainment is one of the assets. The16 other assets that are included in this today in17 Caesars Growth Partners are the Planet Hollywood18 Casino in Las Vegas, the to-be-built casino in19 Horseshoe Baltimore that will be open in the third20 quarter of this year -- excuse me, of 2014. And some21 bonds that are issued by Caesars Entertainment22 Operating Company.23 I should add for the Baltimore and24 Planet Hollywood, it's also a fee stream related to25 the management fee of those assets as well that will

48

1 Cohen - O'Gara2 continue to be managed by Caesars Operating Company.3 Q. Who owns Caesars Interactive4 Entertainment Company as compared to Caesars5 Entertainment Corporation?6 A. Caesars Entertainment Corporation was7 taken private in 2008 by two large private equity8 funds, TPG and Apollo. They control Caesars9 Entertainment through and entity called Hamlet

10 Holdings, LLC, which is comprised of five individuals,11 three from Apollo and two from TPG, that control12 approximately 65 percent of the stock of Caesars13 Entertainment. That entity also controls about 6614 percent of the stock of Caesars Acquisition Company.15 So Hamlet Holdings and TPG and Apollo control both16 Caesars Entertainment Corporation and Caesars17 Acquisition Company.18 Q. And with respect to the board of19 directors of Caesars Acquisition Company, does it20 share some common board membership with Caesars21 Entertainment? And what, if any, are the differences?22 A. It does share some common directors.23 Two of the Apollo directors, David Sambur and Marc24 Rowan, are both on the Caesars Entertainment25 Corporation board as well as the Caesars Acquisition

49

1 Cohen - O'Gara2 Company board. There is a member from TPG, who is on3 the Caesars Acquisition common -- excuse me -- Caesars4 Acquisition Company board that formerly was on the5 Caesars Entertainment board. He has moved from the6 Caesars Entertainment board to the Caesars Acquisition7 board. And there's currently one independent director8 that is only on the Caesars Acquisition Company board9 and not on the Caesars Entertainment Company board.

10 Q. And with respect to its executive11 structure, is -- who's the CEO of CAC?12 A. Mitchell Garber is the CEO of Caesars13 Acquisition Company, and Craig Abrahams is the14 Secretary and Chief Financial Officer of Caesars15 Acquisition Company.16 Q. And Gary Loveman remains the CEO of the17 Caesars Entertainment Company?18 A. That's correct.19 Q. Is this a permanent structure, Michael?20 A. It's intended to been a temporary21 financing vehicle for Caesars Entertainment. And what22 I mean by that is, it was set up to -- to have a23 temporary life. And there's three contemplated ways24 that Caesars Entertainment will likely fold back in --25 into itself, Caesars Growth Partners. The three ways



50

1 Cohen - O'Gara2 are, after three years from closing of the3 transaction, which just recently happened, Caesars4 Entertainment Corporation has a call right. It can5 buy these assets back. There are conditions on that6 related to cash and stock and liquidity, but has a7 right to buy these assets back.8 After five years, the Caesars9 Acquisition Company board as the voting member of

10 Caesars Growth Partner and the controlling member of11 the Caesars Growth Partners, has the right to12 liquidate the assets. It can come in and say, we'll13 have the assets assessed, and the assets can be14 liquidated, either sold for cash or distributed to the15 partners. Remember, Caesars Entertainment Corporation16 has an majority economic stake in this entity.17 The third is the entity -- for lack of a18 better word -- implodes and after eight and a half19 years, it is -- it has a mandatory liquidation at20 eight and a half years. So this is intended to be a21 temporary financing vehicle for Caesars Entertainment22 to be able to pursue development projects, growth23 projects, and raise money in a way that didn't add to24 its debt balances.25 Q. And with respect to its balance sheet or

51

1 Cohen - O'Gara2 its finances, whatever term you want to use, is it3 separate and distinct from Caesars Entertainment4 Corporation?5 A. It is. It has its own financial6 statements. It's its own NASDAQ filer. It's a7 partnership with Caesars Entertainment, but it has its8 own -- well, not debt structure because there is very9 little debt on this entity. The only debt is really

10 the Planet Hollywood project-specific debt. And it11 just raised $1.1 billion in cash through a stock12 offering that it has on its balance sheet. Other than13 the $360 million it used to buy assets from Caesars14 Entertainment.15 Q. So it's fair to say that right now it16 has the Planet Hollywood debt, which is specific to17 that property. Do you know what the roughly gross18 amount of that debt is?19 A. It's about $500 million.20 Q. And it has about a billion dollars in21 cash.22 A. Little -- about 800 -- 800, $850 million23 in cash. Yes.24 Q. So --25 A. On top of what the entities already had

52

1 Cohen - O'Gara2 on their balance sheets. That was just raised in the3 offering that just closed this week.4 Q. And then that would be a rough snapshot5 right now of its balance sheet.6 A. Yes. It's a very liquid balance sheet7 with a lot of cash on it currently.8 Q. You enjoyed saying that.9 (Laughter.)

10 A. Yes, actually.11 Q. There's an exhibit which I think the12 Commissioners have, and I think Mr. Adams is paging13 through, and I am, too. Fair to say when we get to14 the last two slides, two pages of that, beginning15 structure and structures, the beginning structure16 slide is what you described as what it was before the17 CAC transaction took place and the slide called18 "structures," the present structure right now of the19 ownership of CIENJ.20 A. That's correct. I'm happy to walk21 through that.22 Starting on Slide 6 of your Power Point23 is the -- was the structure prior to the Growth24 Partners transaction. And I'll walk through a couple25 of the relevant -- the relevant entities. As Deputy

53

1 Cohen - O'Gara

2 Attorney General Jack Adams asked me to point out, not

3 all entities are depicted on here. We have hundreds,

4 so I tried to make it as simplified as possible.

5 On the top left-hand corner, Hamlet

6 Holdings, LLC, is what I referred two, earlier.

7 That's the entity that controls Caesars Entertainment

8 Corporation. You'll see in the middle there, Caesars

9 Entertainment Corporation. That's the holding company

10 and the public company of Caesars Entertainment. It

11 trades on NASDAQ as CZR. Off to the left in yellow is

12 the CIE structure. There are three -- there were

13 three shareholders of CIE, HIE Holdings which goes up

14 to Caesars Entertainment Corporation. CIE -- oh,

15 excuse me. The management team, which owned less than

16 five percent. And Rock Gaming, which has a 4.9

17 percent interest in CIE. And then below CIE is the

18 CIENJ entity that we're referring to today.

19 In the middle in orange are the Caesars

20 Entertainment Operating Company. That's the main

21 operating subsidiary of Caesars Entertainment

22 Corporation. It has 46 of our 52 casino properties.

23 I'll point out some of the key ones that

24 are part of this transaction. The Growth Partners

25 transaction, I should say. In Box No. -- there are



54

1 Cohen - O'Gara2 labeled JV Interests. These are the entities that --3 that own the Horseshoe Baltimore entity. That's a4 joint venture. PHW Las Vegas and PHW Manager are the5 entities that own and manage the Planet Hollywood in6 Las Vegas. And then we list other CEO subs, which is7 three of the four Caesars Entertainment Operating8 Company assets in Atlantic City.9 Off to the right I mention that one of

10 the assets that was moved to the Growth Partners were11 bonds issued by Caesars Entertainment Operating12 Company. Several years ago, this entity -- we call it13 BondCo, its official name is Harrah's BC, Inc. --14 bought some of its sister company's bonds at a15 favorable price. And we keep them outstanding and16 CEOC pays to BondCo the interest. So those -- that's17 the structure that we had prior to the Growth Partners18 transaction.19 Flipping to Slide 7, I can walk through20 those, the current structure. Again, not all21 subsidiaries are listed, but you can get the key22 features of this. You'll see in the middle the23 VoteCo, which is the Hamlet Holdings. You'll see that24 that entity will control both CAC -- or does control25 CAC and CZR through -- through a voting proxy. For

55

1 Cohen - O'Gara2 the shares of TPG, Apollo, and their co-investors.3 Caesars Acquisition Company we talked4 about on the left. That is the public company that5 started trading on NASDAQ yesterday under the ticker6 of CACQ. That entity owns one hundred percent of the7 voting units of Caesars Growth Partners. And it owns8 about 42 percent of the economics of the entity.9 You'll see to the right, there's a hundred percent of

10 the nonvoting units will go to Caesars through some of11 its subsidiaries. That's about 57 percent of the12 economic interests of Caesars Growth Partners.13 And the assets that we referred to14 earlier, the VJ interests which is Baltimore, Planet15 Hollywood, the bonds, and CIE have all under this16 partnership, Caesars Growth Partners.17 And then off to the right are the rest18 of the Caesars Entertainment Operating Company and its19 other subsidiaries, including PHW Manager, which is20 the entity that manages the Planet Hollywood Casino.21 Q. So as this is a structure in place22 today, the ultimate holding companies are CAC and23 venture partners, which own CIE and control it?24 A. That's correct.25 MR. O'GARA: I have no further

56

1 Cohen - Adams2 questions.3 CHAIR LEVINSON: Thank you.4 Mr. Adams?56 CROSS-EXAMINATION BY MR. ADAMS:7 Q. Mr. Cohen, I just want to go back when8 Paul was asking you about certain triggers that are9 going to happen with this arrangement. Can you go

10 over those again one more time?11 After three years, there's a call right12 that Caesars Entertainment has with respect to this13 transaction?14 A. That's correct.15 Q. And what does that entail?16 A. That allows Caesars Entertainment17 Corporation to buy back all of the interests -- either18 of the assets or the interest in Caesars Growth19 Partners, effectively unwinding the entire20 transaction.21 Q. Okay. What -- is there a chance that a22 third party could somehow enter into this arrangement23 somehow on a takeover or something like that?24 A. Theoretically possible. Yes. Very25 unlikely because of the control that TPG and Apollo

57

1 Cohen - Adams2 has over both companies.3 Q. So after five years, you mentioned a4 liquidation scenario. Can you repeat that again --5 A. Sure.6 Q. -- for the Commissioners?7 A. At the fifth anniversary of the closing8 of the transaction, the CAC board of directors, as the9 voting, controlling shareholder of Caesars Growth

10 Partners, has the right to liquidate the entity either11 by selling the assets or -- or working out a deal with12 Caesars Entertainment Corporation to buy them back.13 So it has the right to -- to liquidate the entity, and14 it has the sole right to do it.15 Q. Okay. I just want to focus in on what16 you just said.17 A. Sure.18 Q. They can liquidate it by selling it,19 presumably, to third party?20 A. They could.21 Q. Or selling it back to Caesars22 Entertainment; is that correct?23 A. That's correct.24 Q. And then just going forward, the eight-25 and-a-half-year mandatory liquidation. Can you repeat



58

1 Cohen - Adams2 that for the Commissioners?3 A. Absolutely. At eight and a half years,4 the certificate or the joint venture vehicle has a5 provision in it, absent a renegotiation, that requires6 the entity to be -- to be unwound at the eight and a7 half years. The practical effects of it is, it's kind8 of a ticking time bomb. It requires -- it makes9 people -- nobody wants to have a forced liquidation,

10 that's unwieldy process. So it basically puts a life11 on the entity so that a negotiation would happen, most12 likely a negotiation between Caesars Acquisition13 Company and Caesars Entertainment Corporation, to sell14 the assets back as the likely -- as the likely buyer15 of these assets because it manages these casino16 facilities and also -- it has common control between17 the two -- the shareholders control both entities.18 TPG and Apollo.19 Q. So just so we're clear --20 A. Uh-hum.21 Q. -- if it gets that far to the mandatory,22 Caesars Entertainment would have to buy back these23 assets?24 A. No. It's not a put right. There's not25 a requirement to buy them back.

59

1 Cohen - Adams2 Q. Okay.3 A. It's the likely scenario because of the4 management of the assets and because of the5 relationship between the entities. But it's not a6 requirement.7 Q. Okay. Well, if it's not a requirement,8 then how does it come about that after eight and a9 half years it is liquidated?

10 A. Well, the entity by its joint venture11 agreement says that eight and a half years, the entity12 must terminate.13 Q. It just terminates on its own.14 A. Yes.15 Q. Okay.16 A. And it would be a forced liquidation.17 It would be a messy process. It's meant to be a18 provision that says that eight and a half years are19 coming.20 Q. Right.21 A. We would need to figure out how to22 liquidate this entity.23 Q. Now, again, could a third party24 potentially be involved in any of these processes?25 A. Theoretically, yes. But unlikely

60

1 Cohen - Adams2 because of the relationship between the two entities,3 the reliance on each other for the two entities, and4 the common control between TPG and Apollo.5 Q. Let me ask you another question. Is6 there any significant down side to having structured7 it the way you structured it now? Meaning through8 Caesars Acquisition company?9 A. Significant down side.

10 Q. Or any down side.11 (Laughter.)12 A. We like to think not. But, no. We13 think there's a lot of positives to this transaction.14 It gives Caesars Entertainment Corporation the ability15 to raise equity in a nondiluted way. If Caesars16 Entertainment were to raise $1.1 billion at its17 equity, it would be highly dilutive to the current18 shareholders. Not a situation that we wanted to19 pursue. So this allows them -- us to raise money to20 pursue development projects that is not highly21 dilutive and doesn't add toward that loan.22 Q. So it's a been a plus for Caesars23 Entertainment Corporation in that regard.24 A. We believe so. Yes.25 Q. Okay. And as has been testified to

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1 Cohen - Adams2 previously, the significant voting control for both of3 these companies rests with Apollo and TPG, does it4 not?5 A. That's correct.6 MR. ADAMS: I don't have any further7 questions.8 CHAIR LEVINSON: Thank you, Mr. Adams.9 Mr. O'Gara, do you have any other

10 additional questions for this witness?11 MR. O'GARA: No, sir.12 CHAIR LEVINSON: Okay. Commissioners,13 do you have any questions for this witness?14 Actually, you know what? I'm going to15 start.16 (Laughter.)17 COMMISSIONER COOPER: Okay.18 VICE CHAIR HARRINGTON: Your19 prerogative.20 CHAIR LEVINSON: I did hear you say with21 the restructuring how its benefiting Caesars.22 Can you tell us how this financial moves23 benefit the properties here in New Jersey?24 And, also, you know, how it purely benefits the25 CIENJ.



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1 Cohen2 THE WITNESS: For CIENJ, it gives them3 access to liquid capital. Right? 800 and4 $800-plus million are sitting in the coffers5 today of Caesars Growth Partners, allows6 Caesars Interactive to pursue acquisitions and7 other ways to build its business. As it8 relates to the properties in Atlantic City,9 there is no direct benefit because it's not --

10 it's a separate entity. But it does free up11 other resources for Caesars Entertainment12 Corporation that would otherwise go towards13 pursuing acquisitions or capital expenditures14 that allows the money to be spent on the15 properties in Atlantic City.16 CHAIR LEVINSON: Okay. And with what17 you've seen so far, how is Wall Street18 responding to this restructuring? Critical?19 Noncritical?20 THE WITNESS: It's generally been very21 favorable. The stock started trading yesterday22 at a nice premium to the actual offering price.23 The offering price was $8.64, and it started in24 the $11 dollar range yesterday, so with see25 that as positive.

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1 Cohen2 CHAIR LEVINSON: Okay.3 THE WITNESS: Thank you very much.4 Commissioners?5 COMMISSIONER COOPER: Mr. Chair?6 CHAIR LEVINSON: Please.7 COMMISSIONER COOPER: Mr. Cohen, first,8 I'd like to thank you for your testimony and9 for your appearance here this morning.

10 You've touched on a lot of areas, you've11 explained restructuring and the financial12 conditions, and for that I appreciate your13 efforts here.14 However, in recent weeks there's been15 much media coverage and publicity about Caesars16 decision to withdraw from a large project in17 Massachusetts. I do believe that this is your18 first appearance before a gaming regulatory19 body since this all happened. So with that20 being said, would you be able to give us an21 explanation of what actually happened and why22 it happened.23 THE WITNESS: Well, that's a very --24 COMMISSIONER COOPER: I know it's --25 THE WITNESS: -- complex question that

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1 Cohen2 I'm not sure that we are prepared to address as3 it relates to Caesars Interactive Entertainment4 NJ's license for today.5 COMMISSIONER COOPER: Well, I do6 realize -- I do realize your comments. But,7 again, there's been a -- I know personally,8 I've read a lot. I've heard a lot, coast to9 coast. It's been in the news. I personally

10 would just feel comfortable, even if it's a11 brief outline or a brief thumbnail sketch of12 what happened so at least we can have a little13 bit better idea of, you know --14 MR. O'GARA: Commissioner --15 COMMISSIONER COOPER: Sure.16 MR. O'GARA: Caesars Entertainment --17 Michael is here as an officer of CIE. Caesars18 Entertainment was an applicant as part of a19 joint venture in Massachusetts called Sterling20 Suffolk Raceway.21 COMMISSIONER COOPER: Right.22 MR. O'GARA: Sterling Suffolk Raceway23 filed an application for a finding of24 suitability. The Massachusetts Gaming25 Commission received from its investigative --

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1 Cohen2 COMMISSIONER COOPER: Just a tad louder,3 please.4 MR. O'GARA: Pardon me?5 COMMISSIONER COOPER: Could you speak6 just a little --7 MR. O'GARA: It received from something8 called its IEB, a report --9 COMMISSIONER COOPER: Right.

10 MR. O'GARA: -- on the suitability of11 Sterling Suffolk Raceway. Prior to any action12 on that report, Caesars Entertainment withdrew13 from the SSR partnership and withdrew its14 application as a qualifier in Massachusetts.15 The Massachusetts Gaming Commission has16 said, and as recently as yesterday, Stephen17 Crosby has said, other than receiving the18 report, the State of Massachusetts took no19 action with respect to the application of20 Caesars. The withdrawal was from the21 partnership, and then the partnership went22 forward with an application without Caesars an23 applicant.24 COMMISSIONER COOPER: Thank you.25 CHAIR LEVINSON: Thank you.



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1 Cohen2 MR. O'GARA: That's probably about as3 precise an explanation as I think we can give4 you.5 COMMISSIONER COOPER: And I do6 appreciate that. As I said, and I'll echo,7 it's been in the news. It's your first8 appearance here this morning. And, as I said,9 even if it was a thumbnail sketch, and I do

10 appreciate your explanation.11 MR. O'GARA: No, no I --12 COMMISSIONER COOPER: I do appreciate13 your explanation, but I wanted to clarify --14 MR. O'GARA: If you have any questions15 as it goes to CEC, Mr. Adams, and the Director16 knows, every document relating to Massachusetts17 have been given to the Division of Gaming18 Enforcement. I have reason to believe every19 one has been given to you as well.20 COMMISSIONER COOPER: Most definitely.21 I just -- as I said, I wanted a little22 different explanation.23 MR. O'GARA: No. No. It's no problem.24 COMMISSIONER COOPER: I do appreciate25 it. I thank you. Thank you very much.

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1 Cohen2 CHAIR LEVINSON: Miss Harrington?3 VICE CHAIR HARRINGTON: Thank you.4 With regard to Caesars Growth Partners,5 and I know you've talked about this, I just6 want to visit -- to revisit this one more time.7 The three phases. So there's a call right8 after the third anniversary. They can cause a9 liquidation after the fifth anniversary. And

10 there's a mandatory liquidation after eight and11 a half years. What happens to the New Jersey12 entity? At that point. I mean --13 THE WITNESS: At the third? At the14 eight and a half years?15 VICE CHAIR HARRINGTON: After the third.16 You used the term "implode." Clearly, we don't17 anticipate that.18 THE WITNESS: No.19 VICE CHAIR HARRINGTON: But, you know,20 what --21 THE WITNESS: As I described, the eight22 and a half years is a -- we have -- it's a date23 where we have to liquidate the entity. What24 will practically happen is prior to that eight25 and a half years, people will look around and

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1 Cohen

2 say, oh, we have to unwind this entity at eight

3 and a half years. Let's figure out the best

4 way to do this. Right? Caesars Entertainment

5 Corporation doesn't want to unwind it in an

6 unwieldy way because it owns a majority of the

7 economic state. Caesars Acquisition Company

8 doesn't want to unwind it in an unwieldy way

9 because of they have a 42 percent stake in

10 this. They will unwind it in a manageable way.

11 They just give you a point of reference. You

12 have to do it by this date.

13 VICE CHAIR HARRINGTON: And I guess what

14 I want to hear is that it will be -- those

15 entities will be secure, however that happens.

16 THE WITNESS: Oh, absolutely.

17 VICE CHAIR HARRINGTON: Yeah.

18 THE WITNESS: Hopefully with internet

19 gaming launching in New Jersey tomorrow, this

20 will be a thriving business by then.

21 VICE CHAIR HARRINGTON: Yes.

22 THE WITNESS: And it would be in

23 everyone's interest to move that entity to a --

24 to wherever it ends up. Most likely, as we

25 described, with Caesars Entertainment because

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1 Cohen2 of the relationship between the two entities3 where the entity is not touched. My job is to4 make sure that the people operating the5 entities don't even know that the boxes move.6 (Laughter.)7 THE WITNESS: And they continue to run8 these entities as they should.9 VICE CHAIR HARRINGTON: Thank you.

10 CHAIR LEVINSON: Commissioners, any11 other questions for the witness?12 Mr. O'Gara, your next witness.13 Thank you very much.14 MR. O'GARA: Thank you, Michael.15 THE WITNESS: Thank you.16 MR. O'GARA: Yeah. Mitchell Garber.1718 MITCHELL GARBER, having been first duly19 sworn, testified as follows:2021 MR. NANCE: Please state your name for22 the record.23 THE WITNESS: Mitchell Alan Garber.24 MR. NANCE: Thank you.25 MR. O'GARA: You can get your water.



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1 Garber - O'Gara2 THE WITNESS: Okay. I can do two things3 at once.4 MR. O'GARA: Okay.5 (Laughter.)6 MS. FAUNTLEROY: No, you can't.7 MR. O'GARA: I'm so confident. You said8 that.9 CHAIR LEVINSON: Somebody grab him

10 some...11 THE WITNESS: It's fine.12 COMMISSIONER COOPER: Here we go.13 THE WITNESS: Thanks.14 CHAIR LEVINSON: Dale's -- Dale's coming15 to the rescue.16 THE WITNESS: It's only water. Don't17 make a crisis out of it.18 CHAIR LEVINSON: Good start. Good19 start.20 THE WITNESS: Yeah. Little levity, you21 know?22 VICE CHAIR HARRINGTON: Disarm us.23 THE WITNESS: Go ahead.24 MR. O'GARA: Okay. We'll start with25 another thing now.

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1 Garber - O'Gara2 (Laughter.)34 DIRECT EXAMINATION BY MR. O'GARA:5 Q. Where do you reside Mr. Garber?6 A. I reside in Montreal, Canada.7 Q. And by whom are you employed and in what8 position?9 A. I am the CEO of Caesars Interactive

10 Entertainment. And I am also the CEO of Caesars11 Acquisition Company.12 Q. And how long have you been with Caesars,13 just as an employee, Mr. Garber?14 A. Yes. I joined Caesars in late 2008 as a15 consultant. And in May 2009, Caesars Interactive16 Entertainment was formed, and I was the first CEO of17 that company.18 Q. Okay. Are you a -- are you a Canadian19 citizen?20 A. I am.21 Q. Born in Canada?22 A. I was.23 Q. And how did you come to be in the24 internet or social gaming or interactive gaming25 business?

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1 Garber - O'Gara2 A. It's been a long answer. I was a gaming3 attorney from 1990 to 1999. I actually started much4 of my gaming practice here in Atlantic City in 1993.5 I left my gaming practice in 1999 to join a spin-off6 of Bell Canada in Canada. That company was an7 e-commerce provider and payment provider.8 Q. Just if I can interrupt you, Mitch.9 A. Yeah.

10 Q. You were practicing law. Why did you11 decide to go into business? You saw a challenge? You12 just wanted to do something different? Why did you do13 it?14 A. I was always interested in business. I15 became more interested. I was made an interesting16 offer by the then CEO of the spin-off from Bell17 Canada, and I thought it was a good opportunity for me18 to pursue my business interests. There was a gaming19 aspect to the business. And since I knew gaming, and20 I was quite familiar with the internet, and there was21 an internet component to the business, I thought that22 the combination of my legal knowledge, my internet23 knowledge, and my interest in the gaming industry was24 one that made it a very timely offer and an25 opportunity for me.

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1 Garber - O'Gara2 Q. And so did you join that company?3 A. I did. I joined the company that was4 then called SureFire Commerce. It eventually became5 known as Optimal Payments. I joined them in October6 of 1999.7 Q. And what kind of company was it? In8 other words, it wasn't a gaming company. Was it like9 a -- what did they do? What did SureFire, Optimal

10 did?11 A. It was one of the first leading12 companies in processing electronic payments. So13 payments of sales of goods and services on the14 internet. It also processed payments from point-of-15 sale terminals. So using your credit card at a16 physical location. So, in essence, it was a payments17 company that had a specific expertise in electronic18 payments and was also processing payments from19 licensed gaming operators.20 Q. All right. And by "payment processor,"21 what does a payment processor do? Where do they stand22 between the bank and the merchant? Where are they --23 what's their role?24 A. The payment processor facilitates the25 deposits of money for the purchases of goods and



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1 Garber - O'Gara2 services. If we're talking about on the internet,3 it's on the internet. If we're talking about in the4 physical world, then in the physical world. So the5 payment processor is, somebody has to be in a position6 to accept the data, the Visa or Mastercard data, from7 the consumer to process that data and to remit the8 funds to the merchant.9 Q. Is it fair to say that every time

10 someone uses a credit card, that there's a high11 likelihood a payment processor is involved?12 A. It's fair to say that every time someone13 uses a credit card, there's a payment processor14 involved.15 Q. So there's nothing unique to internet16 gaming about this. It's -- the whole idea of17 electronic commerce involved?18 A. There's nothing unique to it. Except19 that an understanding of fraud and risk management in20 terms of internet payments, especially early on in the21 internet was something that was not -- it was not22 common among other payment processors. So having that23 knowledge was an advantage.24 Q. And the company that you joined, you25 said it started as a subsidiary of Bell Canada and

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1 Garber - O'Gara

2 ultimately became Optimal. Did it pass through an

3 evolution that it was a company known as BC Emergence

4 and Micro Tempus and then SureFire Payments. Is that

5 your recollection?

6 A. That's the exact evolution. So it was

7 BC Emergence, spun out into a company called Micro

8 Tempus, which was a company traded on the Montreal

9 Stock Exchange. It became SureFire Commerce which was

10 traded on the Toronto Stock Change. It became for a

11 short time while -- it was a renaming of the company,

12 became known as Terra Payments. And then it was

13 bought by a NASDAQ company called Optimal Group, and

14 it was the largest subsidiary of Optimal Group, and it

15 was called Optimal Payments.

16 Q. And you mentioned they process all kinds

17 of transactions. And what was your role in Optimal

18 Payments? What -- ultimately what did you become?

19 A. Yeah. So I started as a Senior Vice

20 President of Business Development, and I was the CEO

21 when Optimal Group bought Terra Payments. And I

22 became the CEO immediately of Optimal Payments.

23 Q. All right. And of Optimal Payments,

24 they processed internet gaming transactions?

25 A. Yes. They did. So Optimal Payments

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1 Garber - O'Gara2 worked very closely with Visa and Mastercard to3 process internet gaming payments. So payments that4 were -- that were deposits by consumers that were --5 that were going to be gaming -- at licensed gaming6 operating sites.7 Q. And of Optimal Payments business at the8 time you were CEO, do you have an idea of what9 percentage of the total number of payments they

10 processed were gaming-related internet gaming-related?11 A. Yes. Of the -- of the -- of the payment12 transactions, probably about 20 percent or 25 percent13 were gaming.14 Q. Did they account for a significant15 portion of the revenue, Mitch?16 A. They did. More than 50 percent.17 Q. So the fees were higher than sometimes18 for gaming transactions than others?19 A. The fees are higher for internet20 transactions than they are for land-based21 transactions. So where we had a high volume of22 land-based transactions, the fees -- and that is still23 the case today -- the fee are very, very small. In24 the pennies. And for internets where transactions25 where there's obviously more risk to be managed

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1 Garber - O'Gara2 because the -- it's called a card-not-present3 transaction because the card is not present and the4 person is not present. And so there's a greater5 degree of risk and a larger fee associated with it.6 And so it would contribute a larger percentage of7 revenue than a land-based retail transaction would.8 Q. Now, you've indicated that you did9 process on-line gaming transactions. And this was

10 during the time that you were the CEO of Optimal. You11 were aware of it. You were aware of what was being12 processed; correct?13 A. Yes, I was.14 Q. And were some of the these on-line15 gaming transactions by on-line gaming operators with16 customers of theirs that were located in the United17 States of America?18 A. Yes. A large number of them were.19 Q. Did you believe and did you have reason20 to believe that the processing of those transactions21 by the company of which you were CEO was a lawful22 activity?23 A. Of course I did. So I and we worked24 very closely with Visa and Mastercard. So Visa and25 Mastercard are card associations that set rules as to



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1 Garber - O'Gara2 how their credit cards that are in your wallets can be3 used. And they dictate those conditions to both the4 consumer and to the banks and processors who are5 authorized to clear payments for visa and Mastercard6 and both Visa and Mastercard set a specific guideline7 for processing on-line gaming transactions and8 developed a specific code that you had to code each9 transaction that was destined for on-line gaming. And

10 so we worked with Visa and Mastercard to ensure that11 we followed their rules in terms of -- in terms of12 processing on-line gaming transactions. Of course, we13 also obtained legal advice and had confidence that14 what we were doing was certainly not illegal for those15 reasons.16 Q. All right. Let me break that down a17 little bit. First of all, there was a code. What was18 that code? It's four numbers; correct?19 A. It's four numbers. It's quite well20 known. Yes. In the industry, everyone would know it.21 It's 7995.22 Q. And when the first on-line gaming23 transaction is processed here tomorrow, what codes24 will be utilized?25 A. 7995.

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1 Garber - O'Gara2 Q. Hasn't changed; right?3 A. No.4 Q. You were aware you were processing these5 transactions. You said you interfaced with Visa and6 Mastercard, and you were talking with them. They were7 processing for their banks. You said you got legal8 advice. What kind of legal advise? Where did you9 seek it from? And in what form did you get it?

10 A. We sought legal advice, I would say, on11 a regular basis. We had lawyers from a firm called12 Paul Hastings. And the legal advice -- without13 getting into, you know, too much detail -- I'm not a14 US attorney lawyer. I am, of course, a Canadian15 lawyer. Was that the law at the time was quite16 unsettled, and there were no laws on the books that17 would have addressed the internet because the internet18 was new. And, again, we would rely on Visa and19 Mastercard and the lawyers to make sure that we were20 not running afoul, even if there was an unsettled law21 or a lack of laws, that addressed internet22 transaction, internet gaming transactions. Issues23 regarding location of server, location of the bettor,24 there were a number of -- a number of open issues that25 allowed the -- the created the environment of

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1 Garber - O'Gara2 uncertainty and unsettled legal situation in the3 internet gaming at the time.4 Q. And did you -- first of all, you said5 you were processing them for licensed operators. Did6 you process people who had licenses in recognized7 jurisdictions?8 A. Well, they were licensed in9 jurisdictions that licensed on-line gaming, so UK.

10 Gibraltar. Antigua. Whatever the jurisdictions were11 at the time.12 Q. And every one of the ones you dealt with13 held a license in the jurisdiction which authorized14 it?15 A. So that was part of the legal advice we16 also obtained. The contracts that we would sign with17 merchants -- we call them merchants. You call them --18 I'll call them gaming operators. And if they were19 hotel, you would call them hoteliers. Had to be with20 licensed operators that were following the rules and21 guidelines of the licenses that they were -- that they22 were granted. Wherever they were granted.23 Q. In addition to credit cards, did you24 process payments for both internet gaming operators25 and other merchants through other vehicles other than

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1 Garber - O'Gara2 credit cards?3 A. Yes. So there are a few ways to process4 payments. Visa and Mastercard is one way. The ACH5 network, which is a means of withdrawing money from6 checking accounts of consumers, is another. Stored7 value wallets like Paypal is a third.8 Q. And did Optimal utilize each of these9 methods?

10 A. Yes. We did.11 Q. And, likewise, did you do it in a12 fashion in accordance with the advice you received13 from counsel?14 A. Of course. We -- each bank we went to,15 whether it was for ACH or stored valued or Visa,16 Mastercard, knew and accepted our business as17 processors of transactions, internet transactions,18 internet gaming transactions and knew that all19 internet gaming transactions were for internet gaming.20 They knew for all nongaming transactions for whatever21 they were for.22 Q. Just so there's no confusion, there's no23 coding that's used when you do AHC or wallet; is that24 correct?25 A. There's no code when you use ACH. There



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1 Garber - O'Gara2 is frequently a code when you use a wallet, because3 the wallet is very often funded using a credit card.4 And so when the wallet was funded using a credit card,5 and the wallet was used for gaming, then the credit6 card would be the -- the credit card transaction would7 be coded as 7995 all the time.8 Q. Was there any type of internet gaming9 business that you did not process transactions for

10 during the time you were at Optimal or you had any11 legal opinion not to process?12 A. That's a bit of a tricky question. So13 there were certainly merchants that we refused to14 process payments for because they didn't pass the due15 diligence either from a licensing point of view or16 from what we would at that time consider suitable17 point of view, even though we didn't use the18 terminology "suitability." The advice that we19 received, and we also conferred with Visa and20 Mastercard, was that we were not in the gambling21 business. And so we were processing payments. You22 know, we were an intermediary in the transaction. So23 if the merchant was licensed, and if the individuals24 who represented the merchants passed our suitability25 investigations, then for all intents and purposes, we

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1 Garber - O'Gara2 would process for them.3 Q. And how long did you remain at Optimal?4 A. I was at Optimal until March of 2006.5 Q. And why did you leave Optimal?6 A. I was offered the position as CEO of a7 company called PartyGaming, Plc. It was a FTSE 1008 company, which means it was one of the one hundred9 largest publicly traded companies in the United

10 Kingdom. It was at the time a $10 billion company.11 It had a very sophisticated and respected board. It12 was represented by large investment banks who had also13 participated in pursuing me as the CEO of the company14 along with Heidrick & Struggles, which at the time was15 that largest -- still may be -- executive search firm.16 And so for all of those reasons, to be able to be the17 CEO of the largest gaming company at the time on the18 London Stock Exchange, the financial rewards were also19 difficult to ignore. For all of those reasons, I20 accepted the position, and I moved to the UK and21 became the CEO of PartyGaming.22 Q. And so we have clarity because there's23 something -- you were leaving a payment processor, and24 you were going to become the CEO of a company which25 directly engaged in on-line gaming.

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1 Garber - O'Gara2 A. Correct.3 Q. And it was licensed in Gibraltar?4 A. It was. And still is.5 Q. Just so we're clear to who this is, this6 is the company which merged with bwin and is now7 bwin.party; correct?8 A. It is.9 Q. And did you have any hesitation about

10 doing this with respect to the -- first of all, was11 PartyGaming servicing customers in North America,12 specifically in the United States of America, when you13 joined it?14 A. Yes. Eighty percent of its business was15 US facing business.16 To answer your question, did I have any17 hesitation in joining the company? First of all, it18 was certainly hesitation about picking up and moving19 my family to Europe. So there was some hesitation.20 I'm sure that's not what you were referring to.21 Q. Well, specifically, it's not just22 Europe. Where did you have to move to, Mitch? So we23 all can understand.24 A. We moved to Gibraltar. It's a UK25 territory, but in the geography of Spain.

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1 Garber - O'Gara2 Q. The Rock; right?3 (Laughter.)4 A. It's actually a very nice place. Yes.5 There's a rock on it. Quite well-known.6 Q. And were there other reasons why you7 thought about this? I mean --8 A. Sure. You're right. I was leaving to9 work for a gaming operator, and I certainly sought

10 legal advice, and I certainly did my own research.11 And I felt very comfortable that the company was,12 first and foremost, being very well run, that it had13 gone through a vigorous IPO process. It had a very14 sophisticated and educated board and was advised by15 top Wall Street bankers, but in the UK. Also, I would16 not have joined a company that was accepting sports17 bets, and PartyGaming did not accept sports bets. The18 company was at the time doing almost exclusively19 poker. There was a very small on-line casino part of20 the business. And so I got comfort in, you know, the21 legal advice. I got comfort in the fact that they22 were not doing sports betting. So clearly they had23 shared a view with me on the operating side that there24 was -- that there was an unsettled law in terms of25 poker and casino, and that the law was quite settled



86

1 Garber - O'Gara2 in regard to sports betting if you were an operator.3 And so we shared very similar views, and I joined the4 copy on that basis.5 Q. When you say "settled," it was clear to6 you that the law in the United States was clear that7 taking sports bets from United States citizens in the8 United States would have violated federal law?9 A. Yes.

10 Q. Upon taking the position as CEO of11 Party, you knew you had an -- 80 percent of your12 business was in the United States. Did you undertake13 any measures to take a look at that business and with14 respect to compliance and compliance with, you know,15 your understanding and opinions you were getting16 regarding the legality of that?17 A. Yes.18 I just want to go back to the sports19 betting question for a second if I can, and I'll come20 back to this last question.21 I think it's important to realize what22 the state of mind was at the time. So if there was an23 understanding on the part of, let's say, PartyGaming24 or myself that internet game was illegal, but who25 cares? Then you would have taken sports bets at

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1 Garber - O'Gara2 PartyGaming and added a billion dollars of revenue to3 the company. It was clear that PartyGaming and I and4 the board did not share that view. So there was a5 very clearly defined view about poker and casino6 on-line activity and sports betting activity. And I7 think that that distinction is lost on a lot of people8 because when people say, well, people, you must have9 thought that it was illegal. Well, if you thought it

10 was illegal, then leaving a billion dollars of11 transactions on the table doesn't seem to make very12 much sense. So that's the position I wanted to make13 on the sports betting side.14 In terms of when I got to PartyGaming,15 PartyGaming was a large company. It was doing, I16 think, 8 or $900 million of revenue a year. We had17 more than 3,000 employees. They were spread between18 Gibraltar, London, Hyderabad, India. Probably19 elsewhere. I don't recall. But those were the main20 places we had employees. And it was a quite a complex21 operation. So as soon as I arrived there in April,22 let's say, of 2006, I hired Paul Hastings, and I asked23 Paul Hastings to perform a full audit of all the24 processes in the company, including and particularly25 the payment processing and all contracts that the

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1 Garber - O'Gara2 company had, purchases, sales, et cetera, and to3 deliver me the results of that audit as they became4 available.5 I also asked the -- the gentleman who6 was running payments for me when I was the CEO at7 Optimal Payments, Marco Ceccarelli, if he would move8 to Gibraltar and join me and oversee payment9 processing and customer service and fraud and risk

10 management for me at PartyGaming because I trusted him11 and his judgment, and he did. And I'm going to say12 July of 2006, he moved with his wife to Gibraltar and13 did take on those positions.14 Q. And as a result of this audit or, you15 know, look at these activities you had undertaken by16 Paul Hastings -- which is a national US law firm;17 correct?18 A. Yes. If you say. Yes.19 (Laughter.)20 Q. And Marco Ceccarelli, who is now with21 you at CIE --22 A. He is at CIA. Yes.23 Q. Did he make any changes or things you24 saw differently?25 A. Yes. So Paul Hastings did uncover that

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1 Garber - O'Gara2 there was some third parties that were processing for3 PartyGaming, and that they were miscoding4 transactions. And the one rule that I've also always5 had and Marco always had at Optimal and obviously at6 PartyGaming and will have in New Jersey and anywhere7 else that we ever operate is that no transaction can8 be miscoded. That there should be no tricky in terms9 of trying to make transactions appear as something

10 other than on-line gaming transactions.11 And so, I instructed Marco -- which I12 didn't need to instruct him, because he would have13 done it anyway. But as soon as I received the14 information from Paul Hastings, that we terminated the15 agreements with those merchants. So as we found them,16 we terminated agreements with them and did not allow17 them to do business with PartyGaming.18 Q. So as you became the CEO of PartyGaming19 and were doing this, you were operating with the20 understanding you had gained in the industry and also21 with opinions and advice you had gotten from Paul22 Hastings and your discussions with credit card23 processors and others as to the, you know, the24 unsettled nature of the United States law; correct?25 A. Correct. So, you know, during my entire



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1 Garber - O'Gara2 career, I never miscoded a single transaction. And3 have certainly never knowingly broken the law and have4 always relied on legal advice and have always5 consulted the board of whatever company I'm with about6 the activities of the company. And, you know, while7 the law was unsettled, it did ultimately become8 settled. And --9 Q. Can we go back, when you joined Party --

10 I think this will be interesting for the Commissioners11 to hear. The board told you they had a view as to12 what they thought the likelihood was that the United13 States would take action and clarify whether there14 would be legality or illegality to on-line gaming.15 What was the thought of the Party board at that time?16 A. Well, I never told this story publicly,17 but I guess I don't have much of a choice, so.18 (Laughter.)19 COMMISSIONER COOPER: Okay.20 Q. Was it less than yours?21 A. I don't want to raise your expectations,22 but...23 So before I went to PartyGaming, there24 were a number of bills being presented in the Senate25 and Congress and the United States to make internet

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1 Garber - O'Gara2 gaming illegal, and that was another fact point that3 gave me comfort that the law was unsettled and the4 activity was not illegal. Because if it was5 illegal -- you certainly didn't need a bill to make6 murder illegal. It was clear to me all these bills --7 it was Kyl, Leach, Goodlack. There were bills all the8 time to make this activity unlawful. And that is9 probably the thing that gave me the most pause for

10 concern when I was leaving my home, my kids' friends,11 et cetera, in Canada and moving to Gibraltar. So I12 had a meeting with the board of PartyGaming before I13 signed my employment agreement. And I hadn't intended14 to ask them this, but I did. I asked them, I said,15 how do you as a board handicap the chances that a bill16 will pass in the United States and make this activity17 unlawful? And the board through, I guess the18 chairman, Michael Jackson -- not the singer -- they19 came up with a number of five percent. And I told20 them that I handicapped it at 50 percent. And so we21 had a discussion. And they agreed that if, you know,22 if my handicapping was better than their handicapping23 that there would be an adjustment to my employment24 agreement that would essentially make me whole as if25 the law did not pass. And so I got great comfort when

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1 Garber - O'Gara2 I went to PartyGaming in Gibraltar that I was hedged3 against a law -- I wasn't hoping for it. That's for4 sure not. But that I had the insurance against what I5 thought was a 50 percent likelihood and what the board6 thought was a five percent likelihood. I guess at the7 end of the day, it was either a hundred or zero, and8 it turned out to be a hundred. So that's that story.9 Q. And at a point in time, Mitch, did there

10 come a point in time when the law in the United States11 was clarified, and it became very clear to you as CEO12 of Party what the law was?13 A. So on September 29th, 2006, the Unlawful14 Internet Gaming Enforcement Act passed. We call it15 UIGEA. And it became clear to me and to our board and16 our attorneys that that law -- that that bill that was17 to become law on October 13th, 2006, settled the legal18 questions. And the defenses that we would have argued19 in the event that we were arguing defenses about the20 legality or illegality of internet gaming. And so we21 made a board decision, a unanimous board decision,22 that on the day that the law would come into effect on23 September 13th -- sorry -- October 13th, 2006, that we24 would turn off all of our US business, and we did.25 Q. And you did so on that date?

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1 Garber - O'Gara2 A. Yes. I was the first CEO and3 PartyGaming was the first company to turn on its US4 facing business.5 Q. And how much of your business was that?6 A. Eighty percent.7 Q. So you --8 A. So we went from being $10 billion9 company to being a $2 billion company.

10 Q. You walked away from $8 billion of11 market capital with that decision.12 A. Yes. Yes.13 Q. How long after that did you remain with14 PartyGaming?15 A. I announced publicly in March of 200816 that I was not going to renew my contract which17 expired in April or May of 2009, so I was going to18 stay for another year unless we collectively found a19 replacement for me before I -- before that time. So20 that was March 5th, I think, 2008. And I actually21 left the company on May 20th. So two and a half22 months later a new CEO was named.23 Q. All right. Now, subsequent to your24 leaving PartyGaming, what did you do?25 A. So I left in May of 2008.



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1 Garber - O'Gara2 Q. Did you come back to North America, or3 did you stay in Gibraltar?4 A. No. I -- the reason I left PartyGaming5 was to move back to Canada. So we came back to Canada6 in August of 2008. In between May and August, I had7 had meetings and discussions with Marc Rowan of8 Apollo, Karl Peterson of TPG, and Gary Loveman, the9 Chairman and CEO of Caesars Entertainment. They had

10 approached me about whether I would be interested in11 heading up a new subsidiary that would pursue12 interactive gaming and, more particularly, that would13 help to lobby for and be prepared for legalized14 on-line poker in the United States, seeing that15 Caesars owned the World Series of Poker. And so that16 was the thinking at the time, that we would create a17 business and that we would -- and that I would run all18 digital interactive business for Caesars. But the19 big -- the big opportunity was the legalization of20 on-line poker and on-line casino games, and,21 obviously, leveraging the World Series of Poker brand22 and Caesars brand and others, but primarily those two23 brands.24 Q. Now, subsequent to you leaving25 PartyGaming, did they enter into an agreement with the

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1 Garber - O'Gara2 United States Department of Justice?3 A. Yes.4 Q. And it's called a non-prosecution5 agreement?6 A. Yes.7 Q. Were you aware of that prior to its8 entry?9 A. Yes. I -- I was the catalyst for the

10 discussions with the Department of Justice even though11 I wasn't with the company when they signed the12 non-prosecution agreement.13 Q. All right. Can you explain kind of the14 background of how -- what involvement you had or what15 knowledge you had of the DOJ non-pros agreement?16 A. Sure. So after UIGEA passed and after17 we left the United States business, and I had done a18 number of acquisitions very quickly of European facing19 on-line gaming companies to rebuild the company,20 obviously, had let go many employees in India and in21 the UK. There were -- there are rumblings that the22 Department of Justice and the Southern District of New23 York was looking at internet gaming companies, and24 that included activity before UIGEA. And it was25 commonly known that the DOJ held a different view than

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1 Garber - O'Gara2 our lawyers and we held prior to UIGEA. That wasn't3 news. And so I engaged the services of an attorney4 named Larry Barcella, who is now deceased. And he5 represented the company, PartyGaming. The board6 engaged the services of Bob Bennett, very well-known7 attorney of Skadden Arps, and that was another firm.8 And those attorneys -- along with the9 board and I -- decided that we should approach the

10 Department of Justice, we didn't know if they were11 approach the company or not, but we should approach12 the Department of Justice because knowing that they13 might be looking at this business would not be good14 for the business. It was a company that had gone15 through the shock of turning off 80 percent of its16 business, and it didn't want to have any cloud hanging17 over it to be able to go pursue new mergers and18 acquisitions and regrow the company and bring it back19 somewhat to what it was before. And so the attorneys20 obviously -- not me -- the attorneys approached the21 Department of Justice and entered into discussions22 with them about the investigation they had into23 internet gaming. And we, of course, as a board and a24 company decided we would cooperate fully with the25 Department of Justice in that investigation.

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1 Garber - O'Gara2 Q. And did you, in fact, meet with the US3 Attorney's Office?4 A. I did. I met twice with the DOJ as a5 witness, as an executive of the company and answered6 their questions.7 Q. All right. You were interviewed as a8 witness. You were invited to come over and you went9 over to talk. Anybody ever tell you you were a target

10 of the investigation?11 A. No. They told me I was not a target of12 the investigation.13 Q. And, ultimately, did PartyGaming enter14 into a non-prosecution agreement?15 A. Yes.16 Q. Were you CEO at the time?17 A. No.18 Q. Have you seen the agreement?19 A. Yes.20 Q. Do you understand why they entered into21 it?22 A. Yes. Completely.23 Q. Why does a company enter into an24 agreement like that?25 A. I think it was fairly simple. The



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1 Garber - O'Gara2 company -- the executives that stayed there, and me3 who had left, we knew that we had never knowingly4 broken the law while we were operating the business.5 We knew that we could not pursue M & A and grow the6 business with an ongoing investigation or without7 total clarity in order to move forward. And a8 non-prosecution agreement, which is an agreement to9 not prosecute the company, seemed like a very

10 expeditious and smart way to let the company grow,11 have no cloud over it, and to be able to pursue its12 business, as proven to be quite a wise decision today.13 Party's merged with bwin. They've applied for14 licensing here. And I believe we'll be operating here15 in the State of New Jersey.16 Q. Now, did Optimal also have discussions17 with DOJ after you left?18 A. So Optimal obviously knew of the same19 situation that Party did. I bear some responsibility20 for that because I was always in touch with the21 executives and board at Optimal, even though when I22 was at Party, even after I left Party. And so they23 did the same thing. That approached the Department of24 Justice, and they ultimately entered into a25 non-prosecution agreement. That was many years after

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1 Garber - Adams2 I left, but still they did enter into a3 non-prosecution agreement.4 Q. And you have seen that agreement?5 A. I'm sorry?6 Q. You've seen that agreement?7 A. Yes.8 Q. Mitch, when you were the CEO of Optimal9 or the CEO of Party, did you ever knowingly violate

10 the laws of the United States of America?11 A. No, absolutely not.12 MR. O'GARA: I have no other questions.13 CHAIR LEVINSON: Thank you.14 Mr. Adams?1516 CROSS-EXAMINATION BY MR. ADAMS:17 Q. Mr. Garber, let's go back to Optimal18 when you were there. And you stayed there until19 roughly March of 2006; is that right?20 A. Yes. Exactly.21 Q. Okay.22 A. It might have been April but --23 Q. Right?24 A. It was March, April 2006.25 Q. But you were the CEO of the payment

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1 Garber - Adams2 processing of Optimal?3 A. Yes.4 Q. Which included the transactions that5 have been referenced involving gaming merchants in6 on-line gaming?7 A. Yes. In fact, that's something I didn't8 mention during Paul O'Gara's questioning, is that we9 had actually taken the gaming processing and spun it

10 out into its own public entity on the London Stock11 Exchange called FireOne, Plc. So, yes.12 Q. Right. And when you took that company13 public, that was in 2005, I believe?14 A. Yes. June 2nd, 2005.15 Q. And so FireOne was processing primarily16 gaming payments; is that correct?17 A. Only gaming payments.18 Q. Only gaming payments.19 So that jumping ahead to the20 non-prosecution agreement that Optimal entered into,21 you've seen it and you're familiar with it?22 A. Yes.23 Q. Correct?24 A. Yes.25 Q. And it doesn't reference at all any

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1 Garber - Adams2 miscoding of any transactions; is that correct?3 A. That's correct.4 Q. And you've already testified that you5 never knowingly miscoded any transactions?6 A. Never.7 Q. So that the non-pros agreement relates8 solely to the payment processing that Optimal did for9 the gaming transactions. And nothing to do with

10 miscoding of those transactions.11 A. That's absolutely correct.12 Q. Okay. And you -- you did that business13 for all those years relying, as you've testified, on14 legal opinions you received that that activity, the15 payment processing of the gaming transactions, the16 on-line gaming transactions, was legal. Or not17 illegal. Let's put it that way; is that correct?18 A. That is correct.19 Q. Okay. So when you went to join20 PartyGaming -- and Mr. O'Gara touched on this, but I21 just want to clarify it to make sure. You were22 getting away from the payment processing businesses,23 per se; correct?24 A. Yes.25 Q. And you were now going to go with a



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1 Garber - Adams2 company that was involved directly in gaming3 transactions.4 A. Yes.5 Q. And those gaming transactions6 principally involved a lot of gaming activity that was7 occurring in the United States.8 A. Yes.9 Q. And you decided to do that, as you've

10 described, because in part you were comfortable with11 the state of the law, if you will, about that12 activity. And the fact that you were going to be the13 CEO of a company involved in that didn't really give14 you that much pause for concern; is that correct?15 A. That has been my testimony. I am -- I'm16 proud of the job that I took and the job that I did at17 PartyGaming. I think it's important -- you know, it's18 very difficult to pinpoint one particular facet that19 would give me comfort or would not give me much20 discomfort. It's a confluence of things. You have21 the Visa and Mastercard story and payment processing.22 You have all the bills that continuously get presented23 to make internet gaming unlawful. You have a24 distinction between sports betting and casino and25 poker. You have a London Stock Exchange, $10 billion

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1 Garber - Adams2 company, with Deutsche Bank and Dresdner and a bunch3 of other very well respected and well regarded banks.4 You've got board members that sit on the board of5 Telefonica. Standard Charter Bank sitting on your6 board. You've got the number one executive search7 firm in the world coming after you to hire you. It's8 not one thing. You've got legal opinions. So if it9 was just Heidrick & Struggles, I'd be uncomfortable.

10 It's a bunch of different things put together that11 gave me the comfort.12 Q. Okay. And --13 A. No offense to Heidrick & Struggles.14 Q. No.15 A. I may need them again one day.16 (Laughter.)17 Q. And you were relying -- let me just set18 the stage, because when you were at Optimal, you've19 already testified you took comfort in the fact that20 Visa and Mastercard during the whole time you were at21 Optimal continued to process these gaming-related22 transactions for on-line companies; correct?23 A. Yes.24 Q. And during that whole time, you obtained25 legal advice from Paul Hastings about the legality of

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1 Garber - Adams2 processing those payments; correct?3 A. Yes.4 Q. And I just -- you know, but you're now5 going from just payment processing to a gaming company6 now.7 A. Yes.8 Q. And that had to be a big undertaking on9 your part. And you -- you maybe sought some legal

10 advice before you did that as well?11 A. Yeah. Definitely. I -- I called one of12 the lawyers at Paul Hastings before I took that13 position. I did -- I did a lot of soul searching for14 a lot of different reasons. But my conviction that15 poker and casino based in Gibraltar, licensed in16 Gibraltar, trading on London was not illegal. It was17 a very strong conviction that I had.18 Q. Right. But -- but even though you had19 the strong conviction you -- you've described how you20 went to the board and asked them because they were of21 the opinion that there was a five percent chance that22 some legislation was going to come down the pike to23 make it illegal.24 A. Right.25 Q. And you disagreed with that.

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1 Garber - Adams2 A. Yes.3 Q. And you utilized that disagreement to4 basically cut yourself a better deal in the event that5 it turned out you were right and they were wrong;6 isn't that correct?7 A. Is that a bad thing?8 Q. No.9 A. Oh, okay.

10 (Laughter.)11 Q. But I just --12 A. I just want to make sure I know what13 where you're going with it.14 Yes.15 Q. I just want to be clear on the record.16 A. Yes.17 Q. You realized that.18 A. Yes. I'm sorry.19 Q. And so when you had to cut off the20 gaming activity after UIGEA, it didn't really hurt you21 in your pocketbook?22 A. It did. But it hurt me less than if I23 had not had an agreement with the board that they24 would compensate me in some way. It was not fully25 contractual. And they did. And they did take very



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1 Garber - Adams2 good care of me. I cannot complain for a minute about3 the financial success that I had when I was at4 PartyGaming. But I wanted to makes sure that I had5 some protection against it. And so it did not play6 any role in the decision that I made. And I didn't7 make the decision alone. I mean, I can stand there8 here and say I made it alone, but I didn't at all.9 There was a board of nine or ten people. The board

10 voted unanimously. They didn't have any agreement11 with the compensation committee that they were going12 to get any money --13 Q. No.14 A. -- or any true up. So everybody made15 the right decision at the same time.16 Q. Well, you certainly made a good17 decision.18 A. Thank you.19 Q. Wouldn't you say that? Economically?20 A. It wasn't an economic decision, but I21 did well economically.22 Q. Okay. So you, in effect, were the CEO23 of PartyGaming or about five or six months before24 UIGEA passed; is that correct?25 A. So let's think about it this for a

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2 minute. So May, June, July, August, September.

3 Exactly five months. Yeah.

4 Q. Okay. And as you've already testified,

5 one of the things you did when you went to PartyGaming

6 was commission the audit, and you brought Marco

7 Ceccarelli with you, and you immediately stopped any

8 miscoding that had been going on at PartyGaming; is

9 that correct?

10 A. Immediately as soon as I became aware of

11 it. Yes.

12 Q. As soon as you became aware of it.

13 A. Yes.

14 Q. Okay. And as you've already testified,

15 once UIGEA passed, you cut off all US business.

16 A. Correct. Exactly on September 13th.

17 There was a Friday the 13th. I remember it well.

18 Q. Okay. So the PartyGaming

19 non-prosecution agreement which was entered into after

20 you already left PartyGaming, references a lot of

21 miscoding. Is it fair to say that that did not occur

22 under your watch as CEO except for maybe this short

23 period of time between when you became CEO and UIGEA

24 was passed?

25 A. That's absolutely the case.

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1 Garber - Adams2 Q. And so when you approached, as you3 described, the Department of Justice after you became4 aware that there might have been an investigation and5 you went to speak to them on the two occasions you6 testified about, they questioned you not just about7 PartyGaming. They questioned you about Optimal, did8 they not?9 A. Yeah. They did. Very much the way you

10 are. Yes.11 (Laughter.)12 Q. Okay. And eventually they entered into13 those non-pros agreements which are a matter of record14 now before the Commission.15 A. Correct.16 Q. Just describe generally, if you will --17 and I think Mr. O'Gara touched on it -- how you came18 to be employed by Caesars after you left PartyGaming.19 A. So I'm not sure if I wasn't clear20 before. I met with Marc Rowan. I then met with Marc21 Rowan and Karl Peterson, and then I met with Gary22 Loveman. And they were --23 Q. When did you first meet with them?24 A. Just after I left PartyGaming, so you25 could call it April 2008.

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1 Garber - Adams2 Q. 2008?3 A. April or March. Yeah. And they said,4 well, now you're no longer with Party. Or we read5 that you're leaving Party. I think I hadn't left yet,6 but there was a press release that I was leaving.7 Would you be interested in joining Harrah's at the8 time? And I said, yes, if I don't have a noncompete9 that precludes me from joining you, then I would like

10 to pursue this opportunity. I think very highly of11 Caesars and World Series of Poker. Gary Loveman is a12 legend, in my view. So I was extremely interested.13 Obviously, I told them my preference would be to live14 in Montreal. My kinds wanted to go back to school in15 Canada if they could. They said they could be16 accommodating because a lot of what I would be doing17 would be in the interactive space, and so the18 discussions went from there.19 Q. Okay. Just jumping back to PartyGaming20 for the moment. When you first became CEO and you had21 this opinion that it was a 50 percent chance that22 UIGEA -- or something like UIGEA might be passed, you23 nonetheless joined PartyGaming and continued their24 business with US customers; correct?25 A. Yes. That's correct.



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1 Garber - Adams2 Q. All right. Just repeat again why you3 chose to do that and why you chose to go with4 PartyGaming?5 A. Why I chose to -- to do what? If you6 don't mind me asking.7 Q. To take over the CEO role and continue8 the gaming business that they were conducting with US9 citizens.

10 A. So I believed that the gaming business11 that they were conducting was not unlawful. I would12 not have joined them if they were taking sports bets.13 I likely would not joined them if they weren't public14 and not run with governance, compliance, tax, finance15 at a sophisticated level. The financial package that16 was offered to me was obviously very interesting, and17 that's also a matter of public record. So the chance18 to run a major public company on the London Stock19 Exchange -- and I think it's important to note when I20 was -- you know, for the few months that it was a $1021 billion company, I was -- I was proudly considered to22 be in the league of the CEOs of British Airways and23 Vodafone, and I was frequently with CEOs from those24 companies. I was meeting with investors, whether it25 was Fidelity or whether it was Goldman or whomever. I

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1 Garber - Adams2 continued that as well after we turned off the US. So3 there was a great amount of credibility attached to4 the business, the way it was run, the investors. They5 were all institutional investors. Most of the names6 are well-known American banking names. So I guess7 if -- you know, it was the credibility, it was the8 challenge. It was my own conviction. It was the9 money. It was -- there was just many, many pieces of

10 the puzzle.11 Q. Okay. Just a couple more questions.12 As Mr. O'Gara pointed out, you were13 never charged with any criminal violations by the14 Department of Justice; correct?15 A. Or by anyone ever. No.16 Q. Or anyone else?17 A. No.18 Q. In fact, no one from Optimal was ever19 charged with violating -- individuals -- were charged20 with violating in criminal cases as well?21 A. That's correct.22 Q. And the only ones that were potentially,23 and one in particular, was one of the founders of24 PartyGaming; correct?25 A. That is correct.

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2 MR. ADAMS: Nothing further.


4 Mr. O'Gara, do you have any additional

5 questions for your witness?

6 MR. O'GARA: Just one thing very --

7

8 REDIRECT EXAMINATION BY MR. O'GARA:

9 Q. When you talk about Mr. Rowan and

10 Peterson, they're directors of Caesars Entertainment;

11 right?

12 A. No. So Mr. Peterson today is a director

13 of Caesars Acquisition Company, which I'm the CEO of,

14 which is the new NASDAQ company as of yesterday. And

15 Mr. Rowan is a director of both.

16 Q. Yeah. And so Mr. Rowan is from Apollo;

17 correct?

18 A. Mr. Rowan is a principal of Apollo, and

19 Mr. Peterson is a partner in TPG. Correct.

20 CHAIR LEVINSON: Good?

21 MR. O'GARA: Sorry. Just so everyone

22 knew who they were.

23 CHAIR LEVINSON: That's okay.

24 Commissioners, do you have any questions

25 for the witness?

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1 Garber2 COMMISSIONER COOPER: Okay. I'll go.3 First of all, I want to thank you for4 your testimony and appearance.5 I have a question for you, and if you6 would, could you tell me and our audience, so7 to speak, a little bit more about how can you8 ensure that a person will be actually in the9 State of New Jersey? Again, recently I've been

10 reading a lot of articles about the digital11 fence that's being built around New Jersey.12 And I'd like to know a little bit more about13 the safeguards, what's currently in place.14 Again, I've read, but I'd like to hear from15 you. And what testing is being done, what16 software.17 And I suppose my question or scenario18 would be, let's say somebody's in Woodstown,19 New Jersey or Pennsville, about 50 miles away,20 and they're going over the Delaware Memorial21 Bridge to Wilmington. That scenario. How can22 we be safe? Going in the other direction,23 let's say somebody's taking a train up to New24 York, and they're on the morning commute.25 Again, what can -- what can you tell us about



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1 Garber2 the precautions that are going to be taken?3 CHAIR LEVINSON: Can you also add in4 there, you know, underaged gambling and --5 THE WITNESS: Sure.6 CHAIR LEVINSON: Problem gaming, too.7 THE WITNESS: Sure. Absolutely. That's8 a lot.9 (Laughter.)

10 COMMISSIONER COOPER: We're here.11 THE WITNESS: Okay. Not because he's12 sitting here, but Director Rebuck has taken the13 three issues that you have brought forward as14 seriously or more seriously than any gaming15 regulatory body that I have -- I have seen. We16 are today live in Nevada since September the17 19th. Of course, in Nevada we face all of the18 same issues that you've just brought to bear.19 How do we know that the person is in the20 state of Nevada? How do we look at behavior21 and make sure that we are attending to the22 tenets of responsible gaming, which is becoming23 one of the pillars of our land-based business.24 And how do we ensure against minor gaming? In25 many instances we have controls that are as

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1 Garber2 good or better than land-based controls. We do3 not ask for the ID of every single person that4 walks into the land-based casino because we5 couldn't do it. On-line we have an opportunity6 to track every single transaction that the7 person is making. We have the opportunity to8 by triangulating their cell phone. So you9 actually can't play with us without a cell

10 phone. And tracking their IP, we can follow11 people and know where they are. And, yes,12 there are sophisticated hackers and13 sophisticated people at masking IP. And so14 what we've tried to do, and what I believe we15 will do very effectively is that we have Plan16 A, which is your name and your address and your17 telephone number and your driver's license18 number and your social insurance number, and19 all the other things we take from you, and your20 banking information, your credit card21 information, and what state that credit card is22 issued by and your cell phone number. And we23 test you, and we call your cell phone. And we24 get confirmation that that is your phone, and25 we track your IP and where it's located and

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1 Garber

2 track your cell phone and where it's located.

3 So we are doing -- and I'm now in -- now

4 responsible for a land-based casino, Planet

5 Hollywood in Las Vegas, and for the new to-be-

6 built Horseshoe Casino in Baltimore. So this

7 is without being critical of the land-based

8 casino business, which I am a very big part of.

9 We're doing much more to ensure who we're

10 dealing with and what types of transactions

11 they're making than we actually can do in the

12 physical world. Because using the internet,

13 using cell phones does allow us a much greater

14 ability to track people and who they are than

15 we can actually do in the real world.

16 COMMISSIONER COOPER: Okay. I thank you

17 very much.

18 CHAIR LEVINSON: Commissioner?

19 VICE CHAIR HARRINGTON: I have a couple

20 of questions, and I want to thank you for also

21 being here today. And, you know, fortunately,

22 you have the opportunity to help us really

23 explain how this is going to work in New

24 Jersey.

25 Can you talk a little bit about what Mr.

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1 Garber

2 Cohen referenced, the three categories of

3 gaming, the social gaming, the World Series of

4 Poker, and the on-line gaming and what the

5 distinctions are and why anyone would really

6 want to invest in social gaming or mobile

7 gaming when there's no money behind it?

8 THE WITNESS: Finally a question I'm

9 enjoying answering.

10 (Laughter.)

11 THE WITNESS: Why couldn't we have

12 started with you?

13 COMMISSIONER COOPER: You didn't like my

14 question.

15 THE WITNESS: No. I --

16 CHAIR LEVINSON: Careful.

17 THE WITNESS: I've offended.

18 MR. O'GARA: I think the reference was

19 to Mr. Adams. Go ahead.

20 THE WITNESS: Absolutely. Yes. So we

21 have three lines of business. The real money

22 gambling business, which we hopefully with your

23 approval will be able to start in New Jersey

24 tomorrow, and started in Nevada September the

25 19th of this year, and that we have in the UK



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1 Garber2 and Italy and France where, of course, we allow3 customers of age to play, in some cases, poker.4 In the case of New Jersey, poker and casino,5 which we think is a great move forward. We6 allow them to play for real money. That's one7 business. The other businesses that we own is8 the World Series of Poker. We have, by far,9 the largest series of poker tournaments in the

10 world broadcast on ESPN. You've seen at some11 point, whether you've seen voluntarily or12 involuntarily, broadcast we have circuit events13 all over the country, everywhere where we have14 casinos. And then we have the mobile games15 business, and this is a business that came to16 bear after I joined Caesars, so there was no17 way of me knowing it would exist when I joined.18 I'm happy that it does. And so what happens is19 that with a billion Facebook users and20 literally hundreds of millions or billions of21 smart phone users, a social games business has22 come to fruition where millions of people like23 to play games that are called "social" games,24 and they like the experience of having their25 friends playing in those same games trying to

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1 Garber2 achieve better levels than their friends,3 sending gifts and coins to their friends, and4 making new friends. Whatever the case may be.5 And it's a form of entertainment. Now, while I6 will submit the first time I brought an7 acquisition to our board that I was going to8 buy a company that made these games, members of9 our board had no idea what I was talking about,

10 and they had said basically what you just said,11 which is, why would people buy this game with12 no chance of winning? Well, when I go to a13 movie, I have no chance of winning. And when I14 play Pacman -- I may be dating myself, but when15 I played Pacman --16 (Laughter.)17 THE WITNESS: -- I have no chance of18 winning anything, either. And the Pacman game19 is a good analogy, because if you get to level20 12 on Pacman and then have your last life21 expire on the game, the machine would give you22 30 seconds to put another 25 or 50 cents in the23 machine if you wanted to continue at level 1224 or 13, or you could decide not to put the money25 in the machine and go home. And we do very

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1 Garber2 much the same thing. Angry Birds, Farmville,3 Slotomania. We do the same thing. We give you4 an opportunity to have -- to improve your5 experience or to stay at the level that you've6 lost your last coin at or not. You can start7 over again. Only one percent of our customers8 buy coins. Ninety-nine percent of the people9 who play the game don't buy coins. But the law

10 of large numbers is such that that we have had11 a hundred million downloads of our games, and12 so that one percent is representing a13 significant amount of revenue for the company.14 VICE CHAIR HARRINGTON: Okay. And then15 this sort of jumps a little bit, but you've16 been talking a lot about financing -- financing17 and payment solutions, et cetera. And I've18 been reading recently that companies or banks19 like Bank of America, or American Express, or20 Paypal are choosing not to participate in New21 Jersey. How -- can you -- clearly, you can22 explain what the thinking behind that might be.23 And then also if -- if they're not, then how24 will people finance their play?25 THE WITNESS: I think the best way that

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1 Garber2 I can -- the best way that I can answer that3 question is by looking forward, let's say three4 years from today.5 VICE CHAIR HARRINGTON: Uh-hum.6 THE WITNESS: So as of tomorrow, there7 will be two -- three states in the United8 States, Delaware, New Jersey, and Nevada that9 have real money on-line gambling. And so if

10 you would say to me, well, why doesn't11 California or New York have the12 on-line gambling. I would say to you they13 will. They will watch the experience here.14 They will realize that it creates revenue15 that's otherwise going offshore. It will16 create jobs and create investments and servers17 and technology and et cetera. And they will18 have, ultimately, on-line gaming. So if you19 want to turn that same clock forward three20 years, I would tell you that Bank of America21 and Paypal, and Citibank, anybody who today is22 a little bit uncertain about letting their23 issued card members use their credit card for24 on-line gaming will get comfortable with it.25 They can use their credit card to do cash



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1 Garber2 advances here in casino in Atlantic City, and3 they will be able to use their credit cards to4 make deposits.5 So it's not a cop-out answer. It's the6 reality that the reason why all the states I7 mentioned are not yet on-line is because they8 will need to crawl along slowly, watch the9 experience of others, and realize that it can

10 be well regulated, well tracked, well managed,11 responsibly, and then they'll do it. Same with12 the banks. There are still many banks that13 allow the Visa or Mastercard to be used for14 on-line gaming, and we will -- we will have15 those banks on side. We will use ACH, which16 doesn't require a bank to intercede in the17 transaction, and we'll add payment methods as18 we go along.19 VICE CHAIR HARRINGTON: Okay. Another20 question that I have, and now you will be21 getting, if all goes well today, two permits.22 And the permits are for five -- what are termed23 "skins." Can you talk a little bit about that24 and then also talk about whether or not that25 means you will have, you know, ten skins in

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1 Garber2 each of the four properties? Or how that would3 work.4 THE WITNESS: I'll answer the second5 question first.6 We want to be very smart about what we7 do. Customers like choices and so we tend to8 give them choices. They don't only gamble at9 Bally's. They also go to Taj Mahal. They also

10 leave the Taj Mahal and come to Caesars. And11 we share customers with or colleagues on the12 Boardwalk. And colleagues on the Strip in Las13 Vegas, and the same will be sure here.14 Probably some of our customers don't15 know we own both Bally's and Caesars. And16 that's fine, too. But do because they have17 their rewards card, and so they're generally18 quite knowledgeable, but they don't need to19 know.20 The same is true on on-line gaming. The21 customer will like Caesars Casino, its look and22 feel. Some might like the Harrah's Casino,23 it's look and feel. And some might like the24 888, it's look and feel. But we're not limited25 to that number. The World Series of Poker, we

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1 Garber2 think, will be leading poker site. There might3 be room for other poker site. So we just4 believe in choices.5 And we're obviously still in the6 experimental stage as well. Let's take a look7 at what the Caesars Casino using the Amaya8 platform, let's see what it does and how it9 maintains customers. Let's see how the

10 Harrah's Casino does on the 888 platform. Of11 course, we're going to put a lot of energy into12 the World Series of Poker. So, no, you won't13 see ten skins on each platform. That's not the14 business that we want to be in.15 VICE CHAIR HARRINGTON: Okay. And this16 will be my --17 CHAIR LEVINSON: Keep going. This is18 your time.19 (Laughter.)20 VICE CHAIR HARRINGTON: Well, you talked21 about in our -- in the previous question adding22 a number of employees. Do we see that23 happening? And this will be a two-part24 question. I mean, one is since the decision25 was made that people do not have to come to

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1 Garber2 Atlantic City to establish an account, an3 on-line account, you know, do you truly think4 that there will be an additional employees?5 That's part one.6 THE WITNESS: I think that there will7 be. First of all, Director Rebuck has ensured8 that there need to be. But apart from that, he9 always -- I don't like to talk about him --

10 (Laughter.)11 THE WITNESS: Talk about you in the12 third person, because you're right there.13 He also established a very aggressive14 time line, which he's met. And it has not been15 easy to fully staff and to -- the most16 important thing was that we would be ready from17 an IT security and marketing standpoint by the18 date that Director Rebuck had established. And19 we are ready.20 And now, hopefully, we can breathe and21 hire more people and build them out. There's22 no doubt. Today we have zero business in New23 Jersey. Tomorrow, I hope we have a little bit24 of business in New Jersey. And that little bit25 of business that grows requires more customer



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1 Garber2 service agents. Today I don't need any. And3 the volume will determine how many we need and4 will determine how many more servers we need,5 and it will determine a lot of other things6 that only can grow. We can't get less than7 zero. So we're starting today with a very8 strong software platform and strong security9 and a marketing campaign that's ready to go.

10 And then we'll build a business and a company11 behind that infrastructure.12 VICE CHAIR HARRINGTON: Okay.13 THE WITNESS: And part two, again14 speaking to the Director's schedule, I know15 that the regulations call for employees of16 internet gaming operators performing activities17 as internet casino accounting, patron18 identification and verification, problem gaming19 detention, anti-money laundering detection,20 fraud prevention, and similar functions will21 have employees who physically reside in New22 Jersey. And so is that sort of -- are you23 assuring us that by May 1st, that will be the24 case, and we'll build out that --25 MR. O'GARA: Commissioner --

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1 Garber2 THE WITNESS: You licensed a couple of3 them today. So we're on that track.4 VICE CHAIR HARRINGTON: Great.5 THE WITNESS: Thinking of answers, you6 should probably tell me more about what phase7 we're at. But absolutely those employees are8 here or going to be here.9 MR. O'GARA: Yeah. And many of those

10 employees don't work for Caesars Interactive.11 They are employees of 888 or Amaya.12 VICE CHAIR HARRINGTON: Right. I13 understand.14 MR. O'GARA: And, in fact, pursuant to15 their agreement with us, they are required to16 meet that deadline. When you talk about AML,17 that is may May 1st, they have to begin to18 migrate them. There's a period of time. And19 those are positions which have line and20 supervisory, and they work three shifts a day.21 So it's 24 hours a day. So you start to22 progressively see how many people are involved.23 But they will not be directly employed by CIE.24 VICE CHAIR HARRINGTON: Thank you. I25 just wanted to make sure that that was on the

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1 Garber2 record, and also to affirm that I know that the3 Commission staff and the Division staff will4 continue to work to resolve that over the5 coming months.6 So thank you.7 CHAIR LEVINSON: Some of the things that8 we talked about, and to go back to Miss9 Cooper's -- Commissioner Cooper's question

10 about the underaging -- underage and out of11 state. What about the hacking? People getting12 in and stealing information. And what process13 are you going through to, hopefully, eliminate14 that or at least stop it as best you can?15 THE WITNESS: So I think one of the very16 good things about what we've done in licensing17 software from 888 and from Amaya is that, even18 though tomorrow I hope will be the first day,19 this is probably the 13th year of accepting20 internet gaming customers' bets, payments. And21 when you're accepting bets from all over the22 world, and you have Russian credit card fraud,23 and you have every kind of hacking and denial24 of service attack that you could possibly have,25 and if you look at the history of even my

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1 Garber2 colleagues at PartyGaming, at 888, they've been3 incredibly robust at blocking that hacking.4 They have not compromised data. They have not5 had money taken out of accounts. None of it's6 happened. And these businesses are mature.7 888 started, I think, in 1996. PartyGaming8 probably '94, '95. So these businesses are9 mature, and I have a lot of confidence. I have

10 confidence in people like Marco Ceccarelli and11 others. But if tomorrow were the first day on12 a new platform with all employees that hadn't13 done this before, I wouldn't be able to look14 you in the eye and tell you that I could answer15 you. But I am looking you in the eye with16 people that have been doing this for 15 years,17 and I've seen billions of dollars of18 transactions come through, and I feel very good19 about it.20 CHAIR LEVINSON: Okay. Caesars21 Interactive being a new company, and especially22 now with Atlantic City, do you see your company23 taking a part in the direction that we're going24 in Atlantic City, rebuilding, rebirth of25 Atlantic City? And, also, you know, what



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1 Garber2 direct and also indirect benefits will we be3 see on the bricks and mortar of Caesars-owned4 properties?5 THE WITNESS: I hope that -- look, I6 hope that people in Atlantic City see our7 business as being very, very complementary.8 We've proven in the UK and Australia, that9 internet gaming does not cannibalize land-based

10 business. It complements land-based business.11 Poker boomed in off-line poker rooms when12 on-line poker started to boom and not before.13 So we intend to market to people who14 come to the land-based casinos in Atlantic15 City, but we also intend to incentivize people16 to come to Atlantic City and play here and get17 benefit in our on-line product as well.18 The success of our business is going to19 depend on two things, marketing and20 cross-marketing. So marketing is a radio or21 television commercial in Trenton. And22 cross-marketing is everything that we can do23 with our Total Rewards database of players24 in-property. We have, you know, millions of25 people checking in and checking out of the

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1 Garber2 rooms. We need to bring people here and bring3 people from here on-line, on-line and off-line,4 and have them married to the Caesars family.5 This is what we need to do. And if any we can6 do that, we can stay in touch with our7 land-based customers while they're not8 physically in our property. We previously are9 not really been able to do that. We still mail

10 promotions to customers with stamps on them.11 And my kids don't know what stamps are.12 (Laughter.)13 THE WITNESS: So, hopefully, you know --14 hopefully, I am here to that help bring Caesars15 into the digital age. And, hopefully -- and I16 believe it is going to make things better,17 slowly but better in Atlantic City than it is18 today.19 CHAIR LEVINSON: Now, and you also think20 with those processes that you just stated that21 we have a better opportunity to bring back, you22 know, either old -- old visitors to Atlantic23 City or, hopefully, new visitors to Atlantic24 City that may have been Atlantic City rejectors25 or whatnot.

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1 Garber2 THE WITNESS: So, I have -- I have an3 incentive today in the interactive business to4 hold big poker tournaments in Atlantic City.5 Because I have more properties than anybody6 else does in Atlantic City. I have incentive7 to have slot tournaments in Atlantic City8 because I have on-line casino games which I9 don't have in Nevada. So and I have on-line

10 social slot games as well. So I have a lot of11 incentive to bring people here and bring people12 from here on-line. And it's -- you know,13 without giving away all of our secrets, it's14 not a secret that we hope one of our15 competitive advantages is that we have more16 properties and, therefore, more land-based17 customers and can bring more people to -- we18 have more rooms to give them and to incentivize19 with them.20 One -- you know, one of the best things21 that we are doing in Nevada is that we're22 offering land-based benefits to playing23 on-line. Now, the only way to take advantage24 of that land-based benefit is at the hotel,25 either at the buffet or by taking a room or

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1 ITEM NO. 152 taking a seat at one of our WSOP tournaments.3 We're going to do the same thing here.4 CHAIR LEVINSON: Thank you very much.5 Commissioners, anything else? No? For6 the witness.7 Thank you very much.8 THE WITNESS: Thank you.9 Sorry about the water.

10 CHAIR LEVINSON: That's --11 (Laughter.)12 CHAIR LEVINSON: That's all right. Just13 don't let it happen again. Please.14 Mr. O'Gara, do you have anything15 further?16 MR. O'GARA: No, sir. Nothing else.17 CHAIR LEVINSON: Okay. Mr. Adams?18 MR. ADAMS: Mr. Chairman, nothing19 further.20 I think you have all you need to render21 your decision, and we believe that Caesars22 Interactive has established by clear and23 convincing evidence that it deserves a casino24 license.25 Thank you.



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1 ITEM NO. 152 CHAIR LEVINSON: Thank you very much.3 Commissioners, do you have any questions4 for counsel? Final questions for counsel?5 VICE CHAIR HARRINGTON: No.6 CHAIR LEVINSON: No?7 And I'm guessing those were pretty much8 your closings statements.9 MR. ADAMS: Yeah. Except I have

10 reviewed the draft resolution and find it11 acceptable.12 (Laughter.)13 CHAIR LEVINSON: Thank you.14 MR. O'GARA: Likewise I have, Mr.15 Chairman, and we find it acceptable as well.16 CHAIR LEVINSON: Thank you.17 At this time we are going to take a18 brief recess. Probably about 15 minutes.19 Let's see. 12:45. Okay? Come back.20 MR. O'GARA: Thank you.21 CHAIR LEVINSON: Thank you.22 MS. FAUNTLEROY: Thank you.23 (A recess was taken from 12:30 to 12:5024 p.m.)25 CHAIR LEVINSON: Thank you.

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1 Garber2 Counsel, just making sure there's3 nothing further?4 MR. ADAMS: Nothing further.5 MR. O'GARA: No, sir.6 CHAIR LEVINSON: Commissioners, do you7 have any further questions for counsel? Or the8 witnesses?9 VICE CHAIR HARRINGTON: May I ask one

10 more question for Mr. Garber?11 THE WITNESS: Shall I stand? Sit?12 VICE CHAIR HARRINGTON: You can stay13 right where you are.14 THE WITNESS: Thank you.15 VICE CHAIR HARRINGTON: I'm curious as16 to how an individual player establishes their17 threshold limit for play. How you'll be able18 to track that and whether someone can establish19 an account at each of the ten properties and20 play against that? Or is that -- that may not21 be a fair question.22 THE WITNESS: No. It's a fair question.23 First of all, I can answer the first24 part of the question, which is, so you can't25 come in tomorrow, assuming that we're able to

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1 Garber2 offer gaming tomorrow, and make a $5,0003 deposit. So the threshold -- whereas you can4 walk in today and start playing $5,000 at a5 land-based casino.6 VICE CHAIR HARRINGTON: Right.7 THE WITNESS: So we do have lower8 threshold limits to start, and we allow those9 limits to build incrementally. That's been

10 built into the system in the UK and here in New11 Jersey and in Nevada as well. So relatively12 low limits.13 As far as playing across the ten14 properties is concerned, to the best of my15 knowledge -- and there are people here that16 have better knowledge that I do. But we don't17 today have the equivalent of central credit18 where players playing on credit are entered19 into a centralized database so that we can20 follow how much of their credit they're21 actually playing. But at the same time, we22 won't allow people to play on credit.23 VICE CHAIR HARRINGTON: Okay. And,24 you'll know when I meet -- say I establish25 $2500 account. I hit $2500. I'm -- I'm just

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1 Garber2 closed out.3 MR. O'GARA: No.4 FROM THE FLOOR: No.5 MR. O'GARA: Can we --6 FROM THE FLOOR: No.7 THE WITNESS: You want to explain it?8 MR. O'GARA: Yeah. You want to know how9 it works?

10 VICE CHAIR HARRINGTON: Yes, please.11 FROM THE FLOOR: The regulations are12 very specific --13 MS. FAUNTLEROY: One second. You have14 to be sworn in.15 MR. O'GARA: Do you want to have sworn16 testimony, or can she just answer it?17 MS. FAUNTLEROY: This is testimony. She18 has to be sworn.19 MR. O'GARA: I don't really want to20 be -- I...21 MS. FAUNTLEROY: Maybe you can answer22 for her as counsel? You don't have to be23 sworn.24 MR. O'GARA: Yeah. But I mean --25 VICE CHAIR HARRINGTON: I just thought



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1 Guveiyian2 it would be a good thing to get on the record.3 MR. O'GARA: There's a regulation that4 deals with it.5 MR. ADAMS: It's on the record, she's6 got to be sworn.7 MR. O'GARA: All right. Vicki, guess8 what? You got to be a witness at a hearing.9 Congratulations.

10 (Laughter.)11 MR. O'GARA: All right. The person who12 is going to respond to the question is Vicki13 Guveiyian. She's the Director of IT for CIENJ.14 And she's the Director of internet for all of15 Caesars. I'll have her stand up here.1617 VICKI GUVEIYIAN, having been first duly18 sworn to tell the truth, testified as follows:1920 MR. NANCE: Please state your name for21 the record.22 THE WITNESS: Vicki Guveiyian.23 MR. NANCE: Would you spell your last24 name, please.25 THE WITNESS: G-u-v-e-i-y-i-a-n.

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1 Guveiyian2 MR. NANCE: Thank you.3 MS. FAUNTLEROY: Thank you.4 A. So the regs are very specific. There5 are certain spending and deposit requirements. So the6 $2500 limit, the patron has to acknowledge in the7 system that he is aware that he's deposited 25008 before he could proceed. The patron also has the9 ability to set various other limits, one of which is a

10 spending limit, a daily limit, a monthly limit, and11 even a time limit. So there are many safeguards built12 into the system that are for the patron and that13 clearly disclosed on the website.14 VICE CHAIR HARRINGTON: Thank you.15 CHAIR LEVINSON: Any further questions16 for this witness or --17 (Laughter.)18 CHAIR LEVINSON: You can step down.19 MR. O'GARA: All that for one question?20 Thank you, Vicki.21 CHAIR LEVINSON: Any further questions?22 (No response.)23 CHAIR LEVINSON: No? Okay.24 Caesars Interactive Entertainment New25 Jersey before us today is seeking the issuance

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1 ITEM NO. 152 of a casino license. In February of this year,3 the legislation amended the Casino Control Act4 to allow casino licenses to conduct internet5 gaming in the state of New Jersey. In doing6 so, New Jersey became one of only three states7 to authorize internet gaming. Caesars8 Interactive is eligible for a casino license9 because it's an internet gaming affiliate of

10 the four Caesars-owned casinos here.11 At this hearing the Commission must12 determine whether Caesars Interactive has13 established by clear and convincing evidence14 that it meets the statutory standards for15 casino licensure. The Division has issued a16 report on its investigation of Caesars17 Interactive and its qualifying entities and18 individuals.19 This morning, we heard detailed20 testimony from Mr. Cohen, the Senior Vice21 President and General Counsel for Caesars22 Interactive, with regard to the restructuring23 of the Caesars family of companies. Based on24 the testimony and the information we have25 before us, I am convinced that the Caesars

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1 ITEM NO. 152 Interactive Entertainment has established its3 financial stability and that the recent4 restructuring of the Caesars company does not5 negatively impact it.6 We also heard testimony detailing7 Caesars' plan for an initial implementation of8 its internet gaming platform and how controls9 are in place to restrict the service only to

10 people within the state of New Jersey and who11 are 21 or older.12 We also heard about efforts to limit the13 potential impact of internet operations may14 have on problem gambling. We accept the15 assurance and note that Caesars has long had a16 very strong commitment to responsible gaming.17 We also heard testimony from Mr. Garber,18 the CEO of Caesars Interactive, along with19 Caesars Acquisition and Caesars Growth Partners20 about the activity prior to a joining Caesars21 Interactive when he was involved in other22 internet companies that accepted or processed23 wagers from people in the United States at a24 time when the legality of such activities was25 in doubt.



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1 ITEM NO. 152 Mr. Garber testified that when the3 Unlawful Internet Gaming Enforcement Act became4 law in 2006, he as Chief Executive Officer of5 PartyGaming voluntarily facilitated its6 withdraw from the US market and fully7 cooperated with the US Department of Justice in8 its investigation of illegal internet gaming9 activity.

10 Mr. Garber said he did not believe his11 companies were in violation prior to the12 signing of the Unlawful Internet Gaming13 Enforcement Act. In fact, the Division14 acknowledges that there appears to be a basis15 to support that position.16 The Division does not believe that the17 information regarding Mr. Garber's prior18 activity is sufficient to disqualify him, and I19 agree. I believe that Mr. Garber has20 established that he possesses the good21 character, honesty, and integrity needed to be22 found qualified.23 Information about Mr. Garber's24 activities and about a number of other issues25 involving Caesars, particularly Caesars' parent

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1 ITEM NO. 152 company, were detailed in a recent report to3 the Massachusetts Gaming Commission. The4 document has been widely reported in the news5 media, not only in Massachusetts but around the6 country. Caesars withdraw, and there was no7 findings or conclusions by regulators in8 Massachusetts about Caesars' suitability.9 The Division of Gaming Enforcement is in

10 the process of conducting an investigation into11 Caesars as part of a standard resubmission by12 the four casinos licenses. I am confident the13 Division can and will review all pertinent14 information on the suitability of the Caesars15 entities. At the completion of that16 resubmission investigation, if the Division17 uncovers anything that requires consideration18 by this Commission, it will by dealt with at19 the appropriate time.20 As we prepare and anticipate the launch21 of internet gaming tomorrow, I am excited about22 the opportunity that internet gaming will23 create for New Jersey and Atlantic City in24 particular. Not only is it an economic25 opportunity for the casinos to provide internet

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1 ITEM NO. 152 gaming as another entertainment option, but it3 would also undoubtedly create broader economic4 benefits through new jobs in the area,5 especially in technology, marketing, and it6 will put New Jersey in the forefront of the7 field of internet gaming and position us to8 serve as a hub and a model for the future9 expansion across the nation. We all look

10 forward to a successful launch.11 With that, and based upon today's12 presentation and the Division's report, I am13 convinced that CIENJ has fully satisfied the14 criteria for the issuance of a casino license.15 Accordingly, I move to adopt the draft16 resolution and:17 One, find that CIENJ and its entity18 qualifiers have demonstrated the requisite19 financial stability under the Act;20 Two, find that CIENJ's qualifying21 entities and individuals as testified in the22 draft resolution are qualified and where are23 required are issued a casino employee license;24 And, three, issue a casino license to25 Caesars Interactive Entertainment New Jersey,

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1 ITEM NO. 152 LLC, in accordance with the finding and subject3 to the conditions that CIENJ at all times4 continues its internet gaming affiliation with5 a casino licensee operating an approved casino6 hotel facility in Atlantic City.7 Do I have a second?8 VICE CHAIR HARRINGTON: I'll second9 that.

10 CHAIR LEVINSON: Any discussion?11 COMMISSIONER COOPER: Yes.12 I want to make just a couple comments, a13 couple remarks this morning.14 This is very, very exciting time in15 Atlantic City for the gaming industry. I was16 born and raised in Atlantic City, and I vividly17 remember all of the excitement that filled this18 city 35 years ago when the first casino opened.19 There have been a lot of challenges and a lot20 of changes since those early days. As new21 games and new technologies remade in the22 industry here. With the dawn of internet23 gaming, we are on the cusp of perhaps the24 biggest change and challenge since the first25 casino opened here.



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1 ITEM NO. 152 Starting tomorrow when test operations3 begin, casinos here will be able to offer a4 full array -- a full array of casino games in5 an electronic form to people across the state.6 This will open new markets for our casinos,7 generate new revenue, and create new8 opportunities for all of our residents. And I9 am very confident it will create a new

10 excitement here the likes of which we haven't11 seen in 35 years.12 I am truly excited and honored to be13 here and to be a part of this Commission as we14 enter this new phase of Atlantic City gaming.15 Thank you.16 CHAIR LEVINSON: This is a roll call17 vote.18 MS. FAUNTLEROY: Commissioner Cooper?19 COMMISSIONER COOPER: Yes.20 MS. FAUNTLEROY: Vice Chair Harrington?21 VICE CHAIR HARRINGTON: Yes.22 MS. FAUNTLEROY: And Chairman Levinson?23 CHAIR LEVINSON: Yes.24 MS. FAUNTLEROY: The record will reflect25 that they were issued their casino license

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12 unanimously.3 CHAIR LEVINSON: Thank you. Thank you.4 Congratulations.5 FROM THE FLOOR: Thank you.6 VICE CHAIR HARRINGTON: Congratulations.7 MR. ADAMS: Thank you.8 MS. FAUNTLEROY: In accordance with9 Resolution 12-12-12-03, the next closed session

10 shall be held on Wednesday, December 11, 2013,11 at 9:30 a.m. in the Commission offices.12 CHAIR LEVINSON: Thank you.13 This the public participation portion of14 the meeting. Does anyone from the public wish15 to speak or be heard?16 Other than you, Mr. O'Gara.17 (Laughter.)18 CHAIR LEVINSON: Anybody?19 (No response.)20 CHAIR LEVINSON: Hearing none, the21 public portion is closed.22 I will entertain a motion to adjourn.23 COMMISSIONER COOPER: I make a motion.24 CHAIR LEVINSON: Second?25 VICE CHAIR HARRINGTON: Second.

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12 CHAIR LEVINSON: All those in favor?3 (Ayes.)4 CHAIR LEVINSON: Opposed?5 (No response.)6 CHAIR LEVINSON: Motion carries.7 Thank you.8 MR. O'GARA: Thank you.9 (Public Meeting 13-11-20 was adjourned

10 at 1:01 p.m.)111213141516171819202122232425

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123 C E R T I F I C A T E456 I, DARLENE SILLITOE, a Certified Court7 Reporter and Notary Public of the State of New8 Jersey, certify that the foregoing is a true9 and accurate transcript of the proceedings.

1011 I further certify that I am neither12 attorney, of counsel for, nor related to or13 employed by any of the parties to the action;14 further that I am not a relative or employee of15 any attorney or counsel employed in this case;16 nor am I financially interested in the action.1718 -----------------------------------------------19 DARLENE SILLITOE, CCR20 License No 30XI010230021 Dated: November 22, 2013 22 My Notary Commission Expires23 July 22, 201424 ID No 206287125


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airways 110:22al4:10,1310:19 38:2439:5

alan69:23alisa 2:5allegiance9:25

allen 5:812:21

allow 89:16116:13 118:2118:6 122:13136:8,22140:4

allowed 79:25allows 56:1660:19 62:562:14

amaya 124:7127:11128:17

amended 4:9,128:5,12 33:1835:20 36:1837:11 38:2339:3 140:3

america 77:1784:11,1294:2 99:10120:19121:20

american 111:6120:19

aml127:16amount 51:18111:3 120:13

analogy 119:19analyst 2:8andahalfyear57:25

angry 120:2anita 5:912:21

anne2:4anniversary57:7 67:8,9

announced93:15

answer 72:284:16 121:2122:5 123:4129:14135:23137:16,21

answered 97:5answering117:9

answers 127:5anticipate67:17 143:20

antigua 80:10antimoney126:19

anybody 97:9121:21 132:5147:18

anyway 89:13apart 125:8apollo 48:8,1148:15,2355:2 56:2558:18 60:461:3 94:8112:16,18

apparently22:21 44:6

appear 89:9appearance63:9,18 66:8

113:4appearances37:17

appears 142:14applicant64:18 65:23

application5:23 10:1614:9 15:416:25 17:1019:2 43:2,1264:23 65:1465:19,22

applications5:4,7 11:1912:15

applied 42:898:13

appreciate63:12 66:666:10,12,24

approach 96:996:11,11

approached94:10 96:2098:23 108:2

appropriate143:19

approval 10:20117:23

approvals 6:317:25

approve 11:323:8 24:2526:18 32:532:24 35:20

approved 24:6145:5

approximately48:12

apps45:21april 87:2193:17 99:2299:24 108:25109:3

area144:4

areas 63:10argued 92:18arguing 92:19argument 41:13arps96:7arrangement56:9,22

array 146:4,4arrived 87:21articles113:10

asked 53:287:22 88:591:14 104:20

asking 56:8110:6

aspect 72:19assessed 50:13assets 47:5,747:15,16,2550:5,7,12,1350:13 51:1354:8,1055:13 56:1857:11 58:1458:15,2359:4

assign 22:1124:20 26:12

assistant 2:143:15 37:3

associated77:5

associates1:19 7:20,217:24,2430:11,12,1730:18 32:9,933:4,5

associations77:25

assume 7:621:23 23:1029:13

assuming135:25


assurance141:15

assuring126:23

atlantic 1:101:13 7:15,158:7,8,14,1527:14,1533:21,2236:2,3,2241:18 45:2454:8 62:8,1572:4 122:2125:2 129:22129:24,25130:6,14,16131:17,22,23131:24 132:4132:6,7143:23 145:6145:15,16146:14

attached 38:18111:3

attack 128:24attard 5:912:21

attending114:21

attorney 2:232:24 3:3,83:15 37:2253:2 72:379:14 96:3,7149:12,15

attorneys 2:2292:16 96:896:19,2097:3

audience 113:6audit 87:2388:3,14107:6

auer18:13august 94:6,6107:2

australia130:8

authority 6:417:25 18:12

authorize39:16 140:7

authorized46:11 78:580:13

authorizes41:21

available 88:4avenue 1:12awaits 43:1643:17

aware 77:11,1179:4 95:7107:10,12108:4 139:7

ayes11:1412:10 13:2014:17 15:2316:20 17:2020:7 21:1525:18 27:632:18 33:1336:13 40:641:8 148:3

Bb2:1,3 4:15:6,9,20 6:76:8,20 7:413:6 19:8

back49:2450:5,7 56:756:17 57:1257:21 58:1458:22,2586:18,2090:9 94:2,594:5 96:1899:17 109:14109:19 128:8131:21134:19

background42:19 95:14

bad105:7baer9:8balance 50:2551:12 52:2,552:6

balances 50:24balanger 20:23ballys 7:168:8,16 27:1633:23 36:436:23 123:9123:15

baltimore47:19,2354:3 55:14116:6

bank73:2281:14 103:2103:5 120:19121:20122:16

bankers 85:15banking 111:6115:20

banks 78:479:7 83:12103:3 120:18122:12,12,15

barcella 96:4based 45:19104:15140:23144:11

basically58:10 105:4119:10

basis 29:1279:11 86:4142:14

bb5:22bc54:13 75:375:7

bear98:19114:18

118:16becoming114:22

beginning52:14,15

behalf 22:1728:10,11

behavior114:20

belanger 6:19believe 43:860:24 63:1766:18 77:1977:20 98:14100:13115:14 124:4131:16133:21142:10,16,19

believed110:10

bell72:6,1674:25

bendavid 2:2431:12,15

benefit 61:2362:9 130:17132:24

benefiting61:21

benefits 61:24130:2 132:22144:4

benjamin 5:1613:2

bennett 96:6best68:3120:25 121:2128:14132:20136:14

bets85:17,1786:7,25110:12128:20,21

better 50:18


64:13 91:22105:4 115:2119:2 131:16131:17,21136:16

betting 85:2286:2,19 87:687:13 102:24

bettor 79:23big94:19,19104:8 116:8132:4

biggest 145:24bill91:5,1592:16

billion 51:1151:20 60:1683:10 87:287:10 93:8,993:10 102:25110:21118:19

billions118:20129:17

bills 90:2491:6,7102:22

birds 120:2bit64:1378:17 82:12113:7,12116:25120:15121:22122:23125:23,24

blocking 129:3board 48:18,2048:25 49:2,449:5,6,7,8,950:9 57:883:11 85:1487:4 90:5,1190:15 91:1291:15,17

92:5,15,2192:21 96:5,996:23 98:21103:4,4,6104:20105:23 106:9106:9 119:7119:9

boardwalk 1:127:16 8:9,1627:16 33:2436:4,23123:12

bob96:6body63:19114:15

bomb58:8bondco 54:1354:16

bonds 47:2154:11,1455:15

books 79:16boom130:12boomed 130:11born71:21145:16

bought 54:1475:13,21

box53:25boxes 69:5branca 5:912:22

brand 94:21,22brands 94:23break 78:16breathe 125:20bricks 130:3bricksandm...45:16

bridge 113:21brief 64:11,11134:18

bring 96:18131:2,2,14131:21

132:11,11,17british 110:22broadcast118:10,12

broader 144:3broken 90:398:4

brooks 10:17brought 107:6114:13,18119:6

brownstein3:11,1634:19 37:19

bryon 9:7buffet 132:25build 62:7125:21126:10,24136:9

built 113:11116:6 136:10139:11

bunch 103:2,10burch 5:1012:22

business 41:1745:15,19,2562:7 68:2071:25 72:1172:14,18,1972:21 75:2076:7 81:1682:9,2184:14,1585:20 86:1286:13 89:1792:24 93:4,594:17,1895:17 96:1396:14,1698:4,6,12101:12107:15109:24 110:8110:10 111:4

114:23 116:8117:21,22118:7,15,15118:21124:14125:22,24,25126:10 130:7130:10,10,18132:3

businesses45:13,18101:22 118:7129:6,8

buy50:5,751:13 56:1757:12 58:2258:25 119:8119:11 120:8120:9

buyer 58:14bwin84:6,798:13

Cc3:1 5:6,9,226:7,20 7:616:3 23:1529:16 149:3149:3

c14:3 38:7,7cac49:1152:17 54:2454:25 55:2257:8

cacq55:6caesars 3:5,133:18 4:6,94:10,12,137:8,11,13,147:18 8:5,5,68:12,13,148:17 24:8,1424:15 25:425:23 26:6,726:21 27:1227:13,20


28:6 29:1533:18,19,2034:11,14,1634:20 35:5,736:18,19,2036:24 37:2038:10,23,2539:4,5 41:1741:19 42:342:12,1443:3,1544:18,23,2444:25 45:3,545:7,10,1145:13,1446:4,7,17,2446:25 47:5,647:8,9,11,1247:14,17,2148:2,3,4,6,848:12,14,1648:16,19,2048:24,2549:3,3,5,6,649:8,9,12,1449:17,21,2449:25 50:3,850:10,11,1550:21 51:3,751:13 53:7,853:10,14,1953:21 54:754:11 55:3,755:10,12,1655:18 56:1256:16,1857:9,12,2158:12,13,2260:8,14,1560:22 61:2162:5,6,1163:15 64:364:16,1765:12,20,2267:4 68:4,768:25 71:9

71:10,12,1471:15 94:994:15,18,22108:18109:11112:10,13118:16123:10,15,21124:7 127:10129:20 131:4131:14133:21138:15139:24 140:7140:12,16,21140:23,25141:4,7,15141:18,19,19141:20142:25,25143:6,8,11143:14144:25

caesarsowned130:3 140:10

california121:11

call10:623:22 29:2430:16 50:454:12 56:1167:7 80:1780:17,18,1992:14 108:25115:23126:15146:16

called 42:345:3 46:2447:5,9 48:952:17 64:1965:8 73:475:7,13,1577:2 79:1183:7 95:4100:11

104:11118:23

campaign 126:9campanelli7:10 24:1124:18,2025:3

canada 71:6,2172:6,6,1774:25 91:1194:5,5109:15

canadian 71:1879:14

cannibalize130:9

cant70:6115:9 126:6135:24

capacity 44:2045:7

capital 7:1827:19 28:629:14 62:362:13 93:11

capozzi 6:719:7

card73:1574:10,1377:3,25 82:382:4,6,689:22 115:20115:21121:23,23,25123:17128:22

cardnotpre...77:2

cards 78:280:23 81:2122:3

care106:2caredio 6:2020:23

career 90:2careful 117:16

cares 86:25carries 11:1712:13 13:2314:20 16:216:23 17:2320:10 21:1825:21 27:932:21 33:1636:16 40:941:11 148:6

case76:23107:25 118:4119:4 126:24149:15

cases 111:20118:3

cash50:6,1451:11,21,2352:7 121:25

casino 1:2 2:22:7 4:10,135:4,7,24 6:56:18 7:4,97:12,22 8:48:9,17 9:910:17,1911:20 12:212:16 13:1216:11 17:218:11,2019:22 20:1220:21 21:721:22 22:7,824:10,16,2125:2,3,2526:9,1930:14 32:733:2,2534:11 35:2136:24 38:638:24 39:542:7,8 43:343:23 46:1047:18,1853:22 55:2058:15 85:19


85:25 87:594:20 102:24104:15 115:4116:4,6,8118:4 122:2123:21,22124:7,10126:17 132:8133:23 136:5140:2,3,4,8140:15144:14,23,24145:5,5,18145:25 146:4146:25

casinos 118:14130:14140:10143:12,25146:3,6

castle 33:6catalyst 95:9categories117:2

cause 67:8cc5:22 12:2016:3

ccr149:19cec66:15ceccarelli88:7,20107:7 129:10

cell9:18115:8,9,22115:23 116:2116:13

center 1:21centers 43:2central 136:17centralized136:19

cents 119:22ceo42:1749:11,12,1654:6 71:9,1071:16 72:16

75:20,2276:8 77:1077:21 83:683:13,17,2183:24 86:1088:6 89:1892:11 93:293:22 94:997:16 99:8,999:25 102:13106:22107:22,23109:20 110:7112:13141:18

ceoc54:16ceos110:22,23certain 45:2356:8 139:5

certainly78:14 82:1384:18 85:985:10 90:391:5 106:16

certificate58:4

certified 1:17149:6

certify 149:8149:11

cetera 88:291:11 120:17121:17

chair 2:3,410:4,9,10,1211:2,5,7,1111:13,15,1711:23 12:4,612:7,9,11,1313:9,11,1413:17,19,2113:23 14:5,714:11,14,1614:18,20,2515:11,13,1615:20,22,24

16:2,8,10,1316:17,19,2116:23 17:7,917:13,15,1717:19,21,2318:6,9,1819:18,2420:2,4,6,820:10 21:4,621:9,12,1421:16,1822:19,2223:2,5,16,1823:20,2524:2,4,22,2425:7,11,1525:17,19,2126:15,24,2527:3,5,7,927:24 28:228:13,2029:3,8,10,1829:22,2430:4,5,731:11,14,2232:2,11,1332:15,17,1932:21 33:6,833:10,12,1433:16 34:634:14,18,2235:3,8,14,1735:18 36:6,836:10,12,1436:16 37:6,937:16,2438:4 39:7,1239:15,18,2239:23,24,2540:3,5,7,940:17,21,2341:2,5,7,941:11 42:2244:2 56:361:8,12,1861:20 62:16

63:2,5,665:25 67:2,367:15,1968:13,17,2169:9,10 70:970:14,18,2299:13 112:3112:20,23114:3,6116:18,19117:16120:14 121:5122:19124:15,17,20126:12 127:4127:12,24128:7 129:20131:19 133:4133:10,12,17134:2,5,6,13134:16,21,25135:6,9,12135:15 136:6136:23137:10,25139:14,15,18139:21,23145:8,10146:16,20,21146:23 147:3147:6,12,18147:20,24,25148:2,4,6

chairman 10:1111:5,9,2518:7 19:2121:6 22:2323:7 24:3,2425:9 26:1728:22 29:1029:21 30:631:12 32:532:23 35:1035:19 37:739:15,2041:15 42:24


91:18 94:9133:18134:15146:22

challenge72:11 111:8145:24

challenges145:19

chance 56:21104:21109:21110:17119:12,13,17

chances 91:15change 75:10145:24

changed 46:2279:2

changes 88:23145:20

chapter 9:6character142:21

charged 111:13111:19,19

charles 6:1920:23

charter 103:5charts 4:738:12

checking 81:6130:25,25

chief 49:14142:4

choice 90:17choices 123:7123:8 124:4

choosing120:20

chose 110:3,3110:5

chung 6:7 19:8cia88:22cie42:14,1642:17,18

43:12,2046:14,15,1946:22 53:1253:13,14,1753:17 55:1555:23 64:1788:21 127:23

cienj 43:12,2446:12,1452:19 53:1861:25 62:2138:13144:13,17145:3

cienjs 144:20circuit 45:23118:12

circulate34:12

circulated22:15 28:831:9

citibank121:21

citizen 71:19citizens 86:7110:9

city1:10,137:15,15 8:78:8,14,1527:14,1533:21,2236:2,3,2241:18,2345:24 54:862:8,15 72:4122:2 125:2129:22,24,25130:6,15,16131:17,23,24131:24 132:4132:6,7143:23 145:6145:15,16,18146:14

clarified

92:11clarify 66:1390:13 101:21

clarity 83:2298:7

clear 58:1978:5 84:586:5,6 87:391:6 92:1192:15 105:15108:19133:22140:13

clearly 67:1685:22 87:5120:21139:13

clock 121:19closed 10:1410:20 52:3137:2 147:9147:21

closely 76:277:24

closing 50:257:7

closings 134:8cloud 96:1698:11

coast 64:8,9code78:8,8,1778:18 81:2582:2

coded 82:7codes 78:23coding 81:23coffers 62:4cohen 8:1842:13 44:1,544:8,13 45:146:1 47:148:1 49:150:1 51:152:1 53:154:1 55:156:1,7 57:1

58:1 59:160:1 61:162:1 63:1,764:1 65:166:1 67:168:1 69:1117:2 140:20

coin120:6coins 119:3120:8,9

coinvestors55:2

colella 6:819:8

collazo 6:819:9

colleagues123:11,12129:2

collectively93:18

com1:25combination72:22

come43:1850:12 59:871:23 86:1992:10,2294:2 97:8104:22118:22123:10124:25129:18130:14,16134:19135:25

comfort 85:2085:21 91:391:25 102:19103:11,19

comfortable64:10 85:11102:10121:24

coming 41:18


59:19 70:14103:7 128:5

commenced 9:1comments 64:6145:12

commerce 73:474:17 75:9

commercial130:21

commission 1:21:10 2:2,74:2 9:9,179:21,2210:18,1918:16 22:824:17 26:931:16 38:664:25 65:15107:6 108:14128:3 140:11143:3,18146:13147:11149:22

commissioner2:5 10:7,811:9,2513:16 14:1315:3,8,1816:15 17:919:20 21:1123:7,23,2425:9 26:1729:20 30:2,332:4,2335:19 39:2040:2 41:461:17 63:5,763:24 64:564:14,15,2165:2,5,9,2466:5,12,2066:24 70:1290:19 113:2114:10116:16,18

117:13126:25 128:9145:11146:18,19147:23

commissioners18:8 27:2529:5 31:1335:15 37:838:4 41:1552:12 57:658:2 61:1263:4 69:1090:10 112:24133:5 134:3135:6

commitment141:16

committee 7:1827:19 28:629:14 106:11

common 48:2048:22 49:358:16 60:474:22

commonly 95:25communicat...31:3

commute 113:24companies41:17,2342:2 43:2055:22 57:261:3 73:1283:9 95:1995:23 103:22110:24120:18140:23141:22142:11

company 7:147:15,16 8:78:8,15,1524:16 26:827:13,14,15

33:22,2335:6 36:2,336:21,2241:25 44:1844:25 45:345:12,1646:15 47:8,947:22 48:2,448:14,17,1949:2,4,8,949:13,15,1750:9 53:9,1053:20 54:854:12 55:3,455:18 58:1360:8 68:771:11,1772:6 73:2,373:7,8,1774:24 75:3,775:8,11,1377:21 83:7,883:10,13,1783:24 84:684:17 85:1185:16,1887:3,15,2488:2 90:5,693:3,9,9,2195:11,1996:5,11,1496:18,2497:5,23 98:298:9,10100:12 102:2102:13 103:2104:5 110:18110:21112:13,14119:8 120:13126:10129:21,22141:4 143:2

companys 54:14compared 48:4compensate

105:24compensation106:11

competitive132:15

complain 106:2complementary130:7

complements130:10

completely97:22

completion143:15

complex 63:2587:20

compliance 9:631:6 86:1486:14 110:14

component72:21

comprised48:10

comprises45:17

compromised129:4

computer 31:7concern 91:10102:14

concerned136:14

conclusions143:7

conditions23:14 29:1650:5 63:1278:3 145:3

conduct 41:2442:6 46:5140:4

conducted46:12

conducting110:8,11143:10


conference13:25 14:23

conferenced16:5

conferred82:19

confidence78:13 129:9129:10

confident43:21 70:7143:12 146:9

confirmation115:24

confluence102:20

confusion81:22

congratula...138:9 147:4147:6

congress 90:25consequently20:20

consider 42:2182:16

consideration6:18 10:2311:19 12:1512:18 20:1227:23 30:2137:5 143:17

considered110:21

consists 18:2420:15

consultant71:15

consulted 90:5consumer 74:778:4

consumers 76:481:6

contained29:16

contemplated

41:21 49:23continue 48:269:7 110:7119:23 128:4

continued 6:17:1 8:1103:21109:23 111:2

continues145:4

continuously102:22

contract 93:16contracts80:16 87:25

contractual105:25

contribute77:6

contributed47:4

control 1:22:2,7 9:910:17,1922:7 24:1726:9 38:648:8,11,1554:24,2455:23 56:2558:16,1760:4 61:2140:3

controller24:21 25:4

controlling50:10 57:9

controls 48:1353:7 114:25115:2 141:8

conviction104:14,17,19111:8

convinced140:25144:13

convincing

133:23140:13

cooper 2:510:7,8 11:911:25 13:1614:13 15:3,815:18 16:1517:9 19:2021:11 23:723:23,2425:9 26:1729:20 30:2,332:4,2335:19 39:2040:2 41:461:17 63:5,763:24 64:564:15,2165:2,5,9,2466:5,12,2066:24 70:1290:19 113:2114:10116:16117:13145:11146:18,19147:23

cooperate96:24

cooperated142:7

coopers 128:9128:9

copies 9:12copout 122:5copy86:4corner 53:5corporate 1:2144:22

corporation4:10,13 7:97:11,14,167:19 8:5,98:13,16 24:925:24 27:12

27:17,2028:7 29:1533:19,2436:5,19,2438:24 39:443:16 44:2446:17 47:648:5,6,16,2550:4,15 51:453:8,9,14,2256:17 57:1258:13 60:1460:23 62:1268:5

correct 49:1852:20 55:2456:14 57:2257:23 61:577:12 78:1881:24 84:2,788:17 89:2489:25 100:16100:23 101:2101:3,11,17101:18,23102:14103:22 104:2105:6 106:24107:9,16108:15109:24,25111:14,21,24111:25112:17,19

costello 6:919:9

couldnt 115:5117:11

counsel 2:112:12,14,152:16 3:2,73:15 22:2023:3 27:2229:6 30:2031:24 34:434:14 35:15


37:3,11,1742:14 44:2145:5 81:13134:4,4135:2,7137:22140:21149:12,15

country 45:24118:13 143:6

couple 46:252:24 111:11116:19 127:2145:12,13

course 77:2378:12 79:1481:14 96:23114:17 118:2124:11

coursey 18:13court 1:17,20149:6

coverage 63:15cox8:10 34:234:9,2435:16,22

craig 49:13crawl 122:8create 94:16121:16,16143:23 144:3146:7,9

created 79:25creates 121:14credibility111:3,7

credit 73:1574:10,1378:2 80:2381:2 82:3,482:5,6 89:22115:20,21121:23,25122:3 128:22136:17,18,20136:22

crest 1:21criminal111:13,20

crisis 70:17criteria144:14

critical 62:18116:7

crosby 65:17crossexami...56:6 99:16

crossmarke...130:20,22

crystal 5:1412:25

cummins 5:1012:22

cunningham6:20 20:24

curious 135:15current 54:2060:17

currently45:25 46:349:7 52:7113:13

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donald 15:4


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Ee2:1,1,23 3:13:1,3,8,154:1 5:10,18

6:8,11,14,146:15,21 7:57:13 8:1013:4 18:1319:10,13,1319:14 23:1425:6 26:2,2335:23 149:3149:3

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131:22132:25

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employees30:24 87:1787:20 95:20124:22 125:4126:15,21127:7,10,11129:12

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entertainment4:6,9,11,124:14 7:3,7,87:11,13,147:18 8:5,6,68:13,13,148:17 21:2122:2,6,1323:12 24:9


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entities 3:53:13,1851:25 52:25

53:3 54:2,558:17 59:560:2,3 68:1569:2,5,8140:17143:15144:21

entitled 9:7entity 47:548:9,1350:16,1751:9 53:7,1854:3,12,2455:6,8,2057:10,1358:6,1159:10,11,2262:10 67:1267:23 68:268:23 69:3100:10144:17

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133:22140:13 141:2142:20

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146:10exciting145:14

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42:18 95:13116:23120:22 137:7

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Ff2:1 5:11 6:76:9,19,22,2219:7 20:2321:2 149:3

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farmville120:2

fashion 81:12fauntleroy2:12 10:3,510:9,11,1311:18 12:1413:24 14:2115:7 16:3,2417:24 18:1920:11 21:1922:21 23:2323:25 24:3,525:22 27:1128:3 30:2,430:6,8 33:1736:17 70:6134:22137:13,17,21139:3 146:18146:20,22,24147:8

favor 11:1312:9 13:1914:16 15:2216:19 17:1920:6 21:1425:17 27:532:17 33:1236:12 40:541:7 148:2

favorable54:15 62:21

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federal 86:8fee47:24,2576:23 77:5

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financially149:16

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35:13 134:10134:15144:17,20

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fireone 100:11100:15

firm79:1183:15 88:1696:7 103:7

first 1:1110:22 22:1330:25 44:3,863:7,18 66:769:18 71:1673:11 78:1778:22 80:484:10,1785:12 93:2,3108:23109:20 113:3119:6 123:5125:7 128:18129:11135:23,23138:17145:18,24

five19:448:10 50:853:16 57:391:19 92:6104:21106:23 107:3122:22

flag10:2flipping 54:19floor 1:11137:4,6,11147:5

focus 43:15,1957:15

fold49:24follow 115:10


136:20followed 78:11following18:10 80:20

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formation46:20

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forward 57:2465:22 98:7114:13 118:5121:3,19144:10

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founders111:23

four12:234:11 42:254:7 78:1878:19 123:2140:10143:12

fox5:12 12:24france 118:2frank 5:1613:3

fraud 74:1988:9 126:20128:22

frederico 5:2013:6

free62:10frequently82:2 110:23

friday 107:17friends 91:10118:25 119:2119:3,4

fruition118:22

ftse83:7full87:23146:4,4

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fulmer 5:1312:24

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further 18:1655:25 61:6112:2 133:15133:19 135:3135:4,7139:15,21149:11,14

future 144:8

Gg5:11,20 6:96:13,22 7:513:5 19:1221:23 23:9

gained 89:20galli 6:2120:25

gamble 123:8gambling 82:20114:4 117:22121:9,12141:14

game86:24119:11,18,21120:9

games 45:18,2094:20 118:14118:21,23,23118:25 119:8120:11 132:8132:10145:21 146:4

gaming 2:2024:21 25:426:14 37:1437:23 38:2041:21,2442:7,1945:16,2546:3,6,1053:16 63:1864:24 65:1566:17 68:1971:24,2472:2,4,5,1872:19,2373:8,1974:16 75:2476:3,5,5,1376:18 77:977:15,1578:7,9,12,2279:22 80:3,980:18,2481:18,19,1982:5,8 83:1783:25 85:989:10 90:1491:2 92:1492:20 94:1295:19,2396:23 100:5100:6,9,16

100:17,18101:9,15,16102:2,5,6,23104:5 105:20110:8,10114:6,14,22114:24 117:3117:3,4,6,7121:18,24122:14123:20126:16,18128:20 130:9136:2 140:5140:7,9141:8,16142:3,8,12143:3,9,21143:22 144:2144:7 145:4145:15,23146:14

gamingrelated76:10,10103:21

garber 4:178:19 38:1740:16 42:1749:12 69:1669:18,2370:1 71:1,571:13 72:173:1 74:175:1 76:177:1 78:179:1 80:181:1 82:183:1 84:185:1 86:187:1 88:189:1 90:191:1 92:193:1 94:195:1 96:197:1 98:199:1,17


100:1 101:1102:1 103:1104:1 105:1106:1 107:1108:1 109:1110:1 111:1112:1 113:1114:1 115:1116:1 117:1118:1 119:1120:1 121:1122:1 123:1124:1 125:1126:1 127:1128:1 129:1130:1 131:1132:1 135:1135:10 136:1137:1 141:17142:2,10,19

garbers 142:17142:23

gary49:1694:8 108:21109:11

general 2:112:12,14,222:23,24 3:43:9,15 9:537:3,2342:13 44:2145:5 53:2140:21

generally62:20 108:16123:17

generate 146:7gentleman 88:5geography84:25

getting 79:1386:15 101:22122:21128:11

gibraltar80:10 84:3

84:24 87:1888:8,1291:11 92:294:3 104:15104:16

gifts 119:3give63:2066:3 68:11102:13,19,19119:21 120:3123:8 132:18

given 9:2166:17,19

gives 60:1462:2

giving 132:13go42:11 43:2355:10 56:7,962:12 70:1270:23 72:1186:18 90:995:20 96:1799:17 101:25109:14 110:3113:2 117:19119:12,25122:18 123:9126:9 128:8

goes53:1366:15 122:21

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131:16 133:3134:17138:12

golden 1:21goldman 110:25goldstein 6:1019:10

good9:3 10:310:4 18:7,927:24 28:228:14,1530:22 31:1231:14 37:7,970:18,1872:17 96:13106:2,16112:20 115:2119:19128:16129:18 138:2142:20

goodlack 91:7goods 73:13,25goodson 6:2220:25

gotten 89:21governance110:14

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grant 12:213:12 19:2122:8 24:1726:9 28:1832:6,25

granted 18:1180:22,22

granting 19:5great 91:25111:3 118:5127:4

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guessing 134:7guideline 78:6guidelines80:21

guveiyian 8:19138:1,13,17138:22,25139:1

guy1:19

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hackers 115:12hacking 128:11128:23 129:3

hadnt 91:13109:5 129:12


half50:18,2058:3,7 59:959:11,1867:11,14,2267:25 68:393:21

hamlet 48:9,1553:5 54:23

handicap 91:15handicapped91:20

handicapping91:22,22

hanging 96:16hanusey 5:1312:25

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happened 50:363:19,21,2264:12 129:6

happening124:23

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happy 52:20118:18

harrahs 7:148:7,15 27:1433:22 36:236:22 54:13109:7 123:22124:10

harrington 2:410:9,10 11:512:6 13:1114:7 15:1316:10 17:1520:2 21:623:18,2524:2,2426:25 29:1030:4,5 32:1333:8 35:1736:8 39:15

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hasnt 79:2hastings 79:1287:22,2388:16,2589:14,22103:25104:12

havent 146:10heading 94:11hear37:461:20 68:1490:11 113:14

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hearing 14:4,814:24 15:415:14 16:1117:6,10 43:243:15 138:8140:11147:20

heather 5:8,2212:21 13:7

hedged 92:2heidrick 83:14103:9,13

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help94:13116:22131:14

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hesitation84:9,17,1884:19

hie53:13high74:1076:21

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highly 60:1760:20 109:10

highway 1:22himanshu 5:1913:4

hire103:7125:21

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holdings 48:1048:15 53:653:13 54:23

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hoteliers80:19

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hundreds 53:3118:20

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hyderabad87:18

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idea64:1374:16 76:8119:9

identifica...38:7 126:18

identified12:17


identify 38:2ieb65:8ignore 83:19iii6:21 7:58:10 20:2521:23 22:923:10 35:22

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illegality90:14 92:20

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implementa...141:7

implode 67:16implodes 50:18important86:21 102:17110:19125:16

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india 87:1895:20

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individuals18:10,2520:16,2248:10 82:23111:19140:18144:21

industry 72:2378:20 89:20145:15,22

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instances114:25

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integrity142:21

intend 43:4,5130:13,15

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intents 82:25interactive4:6,10,138:6,6,13,148:17 24:1425:5 26:6,2133:19,2034:17,2135:5 36:1936:20,2538:10,2539:6 41:1942:4,14 43:345:3,5,7,1045:11,13,1546:4,7 47:1548:3 62:664:3 71:9,1571:24 94:1294:18 109:17127:10129:21 132:3133:22139:24 140:8140:12,17,22141:2,18,21144:25

intercede122:16

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intermediary


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140:15144:23146:25

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ivie6:1019:10

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job69:3102:16,16


144:4joel6:1019:10

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Kk5:13,19 6:1113:4

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keaser 18:14keep54:15124:17

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33:14,1634:6,14,1834:22 35:3,835:14,1836:6,10,1236:14,1637:6,9,16,2439:7,12,1839:23,2540:3,5,7,940:17,2141:2,5,7,941:11 42:2244:2 56:361:8,12,2062:16 63:2,665:25 67:269:10 70:970:14,1899:13 112:3112:20,23114:3,6116:18117:16124:17 128:7129:20131:19 133:4133:10,12,17134:2,6,13134:16,21,25135:6 139:15139:18,21,23145:10146:16,22,23147:3,12,18147:20,24148:2,4,6

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llc4:6,11,147:4,7,15,167:20,21,247:24 8:7,7,88:14,15,158:17 22:2,622:13 23:1325:5 26:7,2227:14,1530:11,12,1830:18 32:932:10 33:4,533:21,22,2335:5 36:2,336:21,21,2236:25 38:1139:2,6 41:2042:4 46:848:10 53:6145:2

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low136:12lower 136:7lozano 18:14lucky 5:1714:22 15:715:12,15

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Mm1:14,14 2:153:12,17 5:25:8,14,22,23


6:2,12,237:2 8:2 9:29:8 12:2113:7 16:2521:3 98:5134:24147:11148:10

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143:5,8mastercard74:6 76:277:24,2578:5,6,1079:6,19 81:481:16 82:20102:21103:20122:13

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michael 5:11


5:11,23 6:138:18 12:2312:23 13:719:12 42:1344:5,8,13,1745:9 49:1964:17 69:1491:18

michele 6:1819:16

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mind86:22110:6

minor 114:24minute 106:2107:2

minutes 5:310:21,2411:4,6134:18

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miscoding 89:3101:2,10107:8,21

mitch 72:876:15 84:2292:9 99:8

mitchell 4:178:19 38:1740:15 42:16

49:12 69:1669:18,23

mobile 45:1845:20 117:6118:14

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16:23 17:817:23 19:1920:10 21:521:18 23:624:6,2325:21 26:1627:9 29:830:9 31:2332:2,21,2233:16 35:1836:16 39:1340:9,2241:11 147:22147:23 148:6

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multicasino7:21,25 8:1130:13,19,2332:6,25 34:334:8 35:23

multilicensed41:23

murder 91:6

N

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negotiation58:11,12

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never 90:2,390:16 98:3


101:5,6111:13

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njac7:6 23:1529:17

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number 76:977:18 79:24

79:24 90:2491:19 95:18103:6 115:17115:18,18,22123:25124:22142:24

numbers 78:1878:19 120:10

Oo2:1 5:156:13

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110:16offering 47:1251:12 52:362:22,23132:22

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87:1 88:189:1 90:191:1 92:193:1 94:195:1 96:197:1 98:199:12 101:20108:17111:12 112:4112:6,8,21117:18126:25 127:9127:14133:14,16134:14,20135:5 137:3137:5,8,15137:19,24138:3,7,11139:19147:16 148:8

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120:14122:19124:15126:12129:20133:17134:19136:23139:23

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89:7operating 7:147:15,15 8:78:8,15,1524:15 26:827:13,14,1533:21,2235:6 36:2,336:21,2244:18,2547:22 48:253:20,2154:7,1155:18 69:476:6 85:2389:19 98:498:14 145:5

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owns46:1548:3 55:6,768:6

Pp1:11,14 3:13:1 5:12,155:16,17,23


6:14 12:2413:2,3,7134:24148:10

p14:6 38:1040:24

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participated83:13

participation147:13

particular102:18111:23143:24

particularly87:24 94:12142:25

parties 22:16

28:9 31:1034:13 38:1489:2 149:13

partner 50:10112:19

partners 46:2447:6,8,13,1749:25 50:1150:15 52:2453:24 54:1054:17 55:755:12,16,2356:19 57:1062:5 67:4141:19

partnership51:7 55:1665:13,21,21

party 41:1256:22 57:1959:23 84:786:11 90:990:15 92:1298:19,22,2299:9 109:4,5

partygaming83:7,2184:11 85:1786:23 87:2,387:14,1588:10 89:3,689:17,1890:23 91:1292:2 93:3,1493:24 94:494:25 96:597:13 101:20102:17 106:4106:23 107:5107:8,18,20108:7,18,24109:19,23110:4 111:24129:2,7142:5

partys 98:13

pass75:282:14 91:1691:25

passed 20:1630:9 82:2492:14 95:16106:24107:15,24109:22

patron 126:17139:6,8,12

paul3:12,1734:19 37:1337:19 56:879:12 87:2287:23 88:1688:25 89:1489:21 100:8103:25104:12

pause 91:9102:14

payment 72:773:20,21,2474:5,11,1374:22 76:1183:23 87:2588:8 99:25101:8,15,22102:21 104:5120:17122:17

payments 73:573:12,13,1473:16,18,1874:20 75:475:12,15,1875:21,22,2375:25 76:3,376:7,9 78:580:24 81:482:14,2188:6,7100:16,17,18104:2 128:20

paypal 81:7

120:20121:21

pays54:16pending 7:7,1922:2 23:1327:20

pennies 76:24pennsville113:19

people 58:967:25 69:480:6 87:7,887:8 106:9115:11,13116:14118:22119:11 120:8120:24124:25125:21127:22128:11129:10,16130:6,13,15130:25 131:2131:3 132:11132:11,17136:15,22141:10,23146:5

percent 48:1248:14 53:1653:17 55:6,855:9,11 68:976:12,12,1684:14 86:1191:19,2092:5,6 93:696:15 104:21109:21 120:7120:8,12

percentage76:9 77:6

perform 7:1727:18 28:587:23


performing34:10 126:16

period 19:420:16 107:23127:18

permanent49:19

permission7:17 22:1024:19 26:1127:17 28:4

permit 7:521:23 23:10

permits 42:642:10 122:21122:22

permitted 9:14perri 6:2221:2

person 77:4113:8 114:19115:3,7125:12138:11

personally64:7,9

pertinent43:19 143:13

peter 6:7 19:8peterson 94:8108:21112:10,12,19

petition 4:94:12 7:3,87:11,13,207:23 8:5,1221:20 22:522:10 23:824:8,13,1924:25 25:2326:5,11,1827:12 28:1930:10,17,2332:5,2533:18 34:735:20 36:18

37:11 38:2339:4 41:16

petitioner 4:528:11

petitioners37:13 38:943:5

phase 127:6146:14

phases 67:7philip 5:2113:7

phone 115:8,10115:22,23,24116:2 118:21

phones 9:18116:13

photographs9:15

phw54:4,455:19

physical 73:1674:4,4116:12

physically126:21 131:8

picking 84:18pieces 111:9pike104:22pillars 114:23pimpinelli2:15 3:227:22,2428:3

pinpoint102:18

place 7:16 8:88:16 27:1633:23 36:436:23 45:2252:17 55:2185:4 113:13141:9

placed 19:320:19

places 87:20

plan115:15141:7

planet 47:1747:24 51:1051:16 54:555:14,20116:4

platform 124:8124:10,13126:8 129:12141:8

platforms 35:6play106:5115:9 118:3118:6,23119:14 120:9120:24130:16135:17,20136:22

played 119:15player 135:16players 130:23136:18

playforfun45:20

playing 118:25132:22 136:4136:13,18,21

plaza 7:20,2430:12,1831:4,8 32:933:4

plc83:7100:11

please 9:2410:5 37:1738:2 44:1163:6 65:369:21 133:13137:10138:20,24

pledge 9:24plenary 7:8,1922:2 23:1327:21 29:12

plunkett 2:1918:4,7,10,2218:24 20:1420:15 22:4,524:12,1326:3,5

plus60:22pocketbook105:21

point 46:1552:22 53:253:23 67:1268:11 82:1582:17 91:292:9,10118:11

pointed 111:12pointof 73:14poker 45:21,2185:19,2587:5 94:1494:15,20,21102:25104:15109:11 117:4118:3,4,8,9123:25 124:2124:3,12130:11,11,12132:4

popeson 6:1519:14

portion 46:1976:15 147:13147:21

portions 39:9position 22:1124:20 26:1245:2 71:874:5 83:6,2086:10 87:12104:13142:15 144:7

positions 35:288:13 127:19

positive 62:25


positives60:13

possesses142:20

possible 53:456:24

possibly128:24

potential141:13

potentially59:24 111:22

power 52:22powers 7:6,1821:24 23:1127:19 29:14

practical 58:7practically67:24

practice 72:472:5

practicing72:10

precautions114:2

precise 66:3precludes109:9

preference109:13

premarked 38:538:10,15,21

premium 62:22prepare 143:20prepared 42:2564:2 94:13

prerogative61:19

presence 10:6present 2:710:8 18:522:4 24:1227:23 30:2137:4 43:552:18 77:3,4

presentation

4:6 38:11144:12

presented90:24 102:22

president 7:721:25 22:1223:11 31:244:22 45:475:20 140:21

press 9:14109:6

presumably57:19

pretty 134:7prevention126:20

previous124:21

previously61:2 131:8

price 54:1562:22,23

primarily94:22 100:15

principal112:18

principally102:6

prior 29:1252:23 54:1765:11 67:2495:7 96:2141:20142:11,17

private 48:7,7prn7:8,10,137:19,22 8:48:12,18

probably 66:276:12 87:1891:9 123:14127:6 128:19129:8 134:18

problem 66:23114:6 126:18141:14

proceed 42:25139:8

proceedings149:9

process 14:414:24 17:658:10 59:1774:7 75:1676:3 77:980:6,24 81:382:9,11,1483:2 85:13103:21128:12143:10

processed73:14 75:2476:10 77:1278:23 141:22

processes59:24 87:24131:20

processing73:12,1877:20 78:778:12 79:4,780:5 82:2187:25 88:989:2 100:2,9100:15 101:8101:15,22102:21 104:2104:5

processor73:20,21,2474:5,11,1383:23

processors74:22 78:481:17 89:23

product 130:17profile 47:3programs 7:721:25 22:1223:12

progressively

127:22prohibit 31:17prohibited9:19

project 63:16projects 35:2550:22,2360:20

projectspe...51:10

promotions131:10

properties34:11 53:2261:23 62:862:15 123:2130:4 132:5132:16135:19136:14

property 51:17131:8

prosecute 98:9protection106:5

proud 102:16proudly 110:21proven 98:12130:8

provide 143:25provided 42:2provider 72:772:7

provision 58:559:18

proxy 54:25public 1:5,112:9 5:1,46:1 7:1 8:19:1,5,7,8,189:20 10:2453:10 55:4100:10,13110:13,17,18147:13,14,21148:9 149:7


publicity63:15

publicly 83:990:16 93:15

purchases73:25 88:2

purely 61:24purposes 82:25pursuant 6:47:5,5,10,127:21,25 8:108:11 18:325:6 26:2,2230:13 32:733:3 35:2235:24 41:20127:14

pursue 45:1345:17 50:2260:19,2062:6 72:1894:11 96:1798:5,11109:10

pursuing 46:2562:13 83:13

put58:24101:17103:10119:22,24124:11 144:6

puts58:10puzzle 111:10

Qqualification4:16 5:247:8,19 15:617:3,12 22:323:13 27:2129:13 38:16

qualified22:14 142:22144:22

qualifier65:14

qualifiers43:14,21144:18

qualifying140:17144:20

quarter 47:20question 23:360:5 63:2582:12 84:1686:19,20113:5,17117:8,14121:3 122:20123:5 124:21124:24 128:9135:10,21,22135:24138:12139:19

questioned108:6,7

questioning100:8

questions 29:531:24 35:1556:2 61:7,1061:13 66:1469:11 92:1897:6 99:12111:11 112:5112:24116:20 134:3134:4 135:7139:15,21

quickly 95:18quite 72:2078:19 79:1585:5,2587:20 98:12123:18

Rr2:1 3:1 5:135:17 6:10,156:17 12:20

12:24 14:2119:10,15149:3

raceway 64:2064:22 65:11

radio 130:20raise 50:2360:15,16,1990:21

raised 51:1152:2 145:16

range 62:24ratification5:3 10:23

ratify 11:6raymond 5:96:22 12:2121:2

read9:4 64:8109:4 113:14

reading 113:10120:18

ready 125:16125:19 126:9

real116:15117:21 118:6121:9

reality 122:6realize 64:6,686:21 121:14122:9

realized 45:14105:17

really 51:9102:13105:20116:22 117:5131:9 137:19

reason 66:1877:19 94:4122:6

reasons 78:1583:16,1985:6 104:14

rebirth 129:24rebuck 2:20

114:12 125:7125:18

rebuild 95:19rebuilding129:24

recall 87:19received 22:524:13 26:564:25 65:781:12 82:1989:13 101:14

receiving65:17

recess 134:18134:23

recited 10:2recognized80:6

recollection75:5

recommenda...43:23

recommends19:5 20:20

record 24:530:8 37:1844:12 69:22105:15108:13110:17 128:2138:2,5,21146:24

redacted 4:940:24

redirect 112:8reference68:11 100:25117:18

referenced100:5 117:2

references107:20

referred 53:655:13

referring53:18 84:20


reflect 24:630:8 146:24

refused 82:13regard 60:2367:4 86:2140:22

regarded 103:3regarding38:16 40:1579:23 86:16142:17

regards 39:13regency 7:168:9,16 27:1633:24 36:536:23

regrow 96:18regs139:4regular 79:11regulated122:10

regulation138:3

regulations126:15137:11

regulators143:7

regulatory2:18 31:663:18 114:15

rejectors131:24

related 47:2450:6 149:12

relates 62:864:3 101:7

relating 66:16relationship59:5 60:269:2

relative149:14

relatively136:11

release 109:6

relevant 52:2552:25

reliance 60:3relied 90:4relief 8:1819:6,2122:24 28:1928:24 35:1137:2

rely79:18relying 101:13103:17

remade 145:21remain 83:393:13

remains 49:16remand 14:4,814:24 15:415:14 16:616:11 17:10

remanded 17:6remarks 44:3145:13

remember 50:15107:17145:17

remit 74:7renaming 75:11render 133:20renegotiation58:5

renew 93:16renzi 1:19renziassoc...1:25

repeat 57:4,25110:2

replacement93:19

report 4:9,1238:22 39:343:17 65:865:12,18140:16 143:2144:12

reported 143:4

reporter 1:17149:7

reporting 1:20represented82:24 83:1296:5

representing120:12

request 4:1614:3 19:2138:16 39:939:10,14,16

requested13:25 14:2216:4 19:3,520:18 22:2424:16 26:828:19,2335:11

requesting7:17 22:727:17

requests 6:518:20 22:1024:19 26:11

require 122:16required 18:418:16 19:220:17 127:15144:23

requirement42:5 58:2559:6,7

requirements139:5

requires 58:558:8 125:25143:17

requisite144:18

rescue 70:15research 85:10reside 71:5,6126:21

residents146:8

resolution 4:36:5 18:322:15,2528:8,17 29:229:11 31:931:21 34:1235:12 38:8134:10144:16,22147:9

resolve 128:4resources62:11

respect 40:1548:18 49:1050:25 56:1265:19 84:1086:14

respected83:11 103:3

respond 138:12responding62:18

response 11:1211:16 12:812:12 13:1813:22 14:1514:19 15:2115:25 16:1816:22 17:1817:22 20:5,921:13,1723:4,2125:16,2027:4,8 28:2329:7,2331:25 32:1632:20 33:1133:15 36:1136:15 40:4,841:6,10139:22147:19 148:5

responsibi...98:19

responsible


114:22 116:4141:16

responsibly122:11

rest55:17restrict 141:9restructuring61:21 62:1863:11 140:22141:4

rests 61:3resubmission19:2 20:1843:17 143:11143:16

resubmitted5:7,24 12:1513:12 14:815:5,1416:11 17:217:11

result 88:14results 88:3retail 77:7revel 7:3,4,721:20,2522:6,12,2023:12

revenue 76:1577:7 87:2,16120:13121:14 146:7

review 18:2220:14,1626:3 34:5143:13

reviewed 22:2428:17,2531:20 35:12134:10

revisit 67:6rewards 83:18123:17130:23

ricciardi 6:1619:15

richard 6:126:17 18:1419:11,16

right 25:1350:4,7,1151:15 52:552:18 54:955:9,1756:11 57:1057:13,1458:24 59:2062:3 64:2165:9 67:768:4 73:2075:23 78:1679:2 85:2,893:23 95:1397:7 99:1999:23 100:12104:18,24105:5 106:15110:2 112:11125:12127:12133:12135:13 136:6138:7,11

rights 47:12risk74:1976:25 77:588:9

robert 5:206:9,11 13:519:9,11

robinson 5:2013:5

robust 129:3rock53:1685:2,5

role73:2375:17 106:6110:7

roll23:2229:24 146:16

ronald 18:13room1:11 9:19

124:3 132:25rooms 130:11131:2 132:18

roosevelt 5:1513:24 14:9

ross6:1619:15

rough 52:4roughly 51:1799:19

rowan 48:2494:7 108:20108:21 112:9112:15,16,18

rule89:4rules 77:2578:11 80:20

rumblings95:21

run69:7 85:1294:17 110:14110:18 111:4

running 79:2088:6

russian 128:22

Ss3:1 4:1 5:95:17,17,196:12,15,1612:22 13:514:21 15:1519:12,15

s14:16 38:1540:15,24

safe113:22safeguards113:13139:11

sale73:15sales 73:1388:2

salute 10:2sambur 48:23sanchez 5:611:22

sandra 6:619:7

sara2:24satisfied144:13

saw72:1188:24

saying 52:8says59:11,18scenario 57:459:3 113:17113:21

schedule126:14

school 109:14schreck 3:113:16 34:20

se101:23sealing 39:839:10,13,16

search 83:15103:6

searching104:13

seat133:2second 11:8,1011:18 12:5,613:15,1614:12,1315:9,17,1816:14,1517:14,1519:25 20:221:10,1123:17,1825:8,1026:24,2529:19,2031:5 32:1232:13,2233:7,8 36:736:8 39:1939:21,2540:2 41:3,447:8 86:19123:4 137:13


147:24,25seconds 119:22secret 132:14secretary 2:139:10 44:2249:14

secrets 132:13secure 68:15security 8:1131:7 34:2,935:25 125:17126:8

see53:8 54:2254:23 55:962:24 124:8124:9,13,22127:22129:22 130:3130:6 134:19

seeing 39:1294:14

seek79:9seeking 139:25seen62:1797:18 99:4,6100:21114:15118:10,11129:17146:11

sell58:13selling 57:1157:18,21

senate 90:24senator 9:7sending 119:3senior 2:15,163:2,7 27:2230:20 34:444:22 45:475:19 140:20

sense 87:12separate 51:362:10

september 9:99:12 92:13

92:23 107:2107:16114:16117:24

series 45:2194:15,21109:11 117:3118:8,9123:25124:12

seriously114:14,14

serve 144:8server 79:23servers 121:16126:4

service 88:9126:2 128:24141:9

services 26:1373:13 74:296:3,6

servicing84:11

session 10:1410:21 147:9

set49:2277:25 78:6103:17 139:9

settled 85:2586:5 90:892:17

share 48:20,2287:4 123:11

shared 26:1385:23 86:3

shareholder57:9

shareholders47:11 53:1358:17 60:18

shares 47:1147:12 55:2

sharon 2:4shaukat 7:1727:18 28:4

sheet 50:2551:12 52:5,6

sheets 52:2sheila 6:2220:25

shes138:5,13138:14

shifts 127:20shock 96:15short 45:1175:11 107:22

showboat 7:158:7,14 27:1533:21 36:336:21

shreck 37:20shrivastava6:23 21:2

side60:6,9,1085:23 87:13122:15

sign80:16signed 91:1395:11

significant60:6,9 61:276:14 120:13

signing 142:12siliereyes5:20 13:6

sillitoe 1:17149:6,19

similar 86:3126:20

simple 97:25simplified53:4

simply 41:14singer 91:18single 41:2590:2 115:3,6

sir61:11133:16 135:5

sister 54:14sit103:4135:11

site124:2,3sites 76:6sitting 25:1262:4 103:5114:12

situation60:18 80:298:19

situations41:22

six106:23skadden 96:7sketch 64:1166:9

skins 122:23122:25124:13

skirpan 6:2321:3

slide 52:16,1752:22 54:19

slides 52:14slot132:7,10slotomania120:3

slowly 122:8131:17

small 46:1976:23 85:19

smart 98:10118:21 123:6

snapshot 52:4snyder 5:711:22

social 45:1845:21 71:24115:18 117:3117:6 118:21118:23132:10

software113:16 126:8128:17

sold47:450:14

sole57:14


solely 101:8solutions120:17

somebody 70:974:5

somebodys113:18,23

somewhat 96:19soon87:2189:13 107:10107:12

sophisticated83:11 85:14110:15115:12,13

sorry 15:931:24 92:2399:5 105:18112:21 133:9

sort120:15126:22

sought 79:1085:9 104:9

soul104:13southern 95:22space 109:17spain 84:25speak 65:5108:5 113:7147:15

speaking126:14

specific 51:1673:17 78:6,8137:12 139:4

specifically84:12,21

spell 138:23spending 139:5139:10

spent 62:14spinoff 72:572:16

sports 85:1685:17,2286:2,7,18,25

87:6,13102:24110:12

spread 87:17spun75:7100:9

ssr65:13stability43:13 47:3141:3 144:19

staff 14:3,2316:6 17:519:5 20:20125:15 128:3128:3

stage 103:18124:6

stake 50:1668:9

stamps 131:10131:11

stand 9:2473:21 106:7135:11138:15

standard 103:5143:11

standards140:14

standpoint125:17

start 61:1570:18,19,24117:23 120:6127:21 136:4136:8

started 46:2447:2,9 55:562:21,2372:3 74:2575:19 117:12117:24 129:7130:12

starting 52:22126:7 146:2

state 1:1,22

9:10,1144:11 65:1868:7 69:2186:22 98:15102:11 113:9114:20115:21128:11138:20 140:5141:10 146:5149:7

stated 47:14131:20

statement 9:441:13

statements51:6 134:8

states 77:1784:12 86:6,786:8,1289:24 90:1390:25 91:1692:10 94:1495:2,1799:10 102:7121:7,8122:6 140:6141:23

statute 35:441:20

statutory140:14

stay93:1894:3 120:5131:6 135:12

stayed 98:299:18

stealing128:12

step139:18stephanie 2:163:7 30:2034:4

stephen 5:1513:2 65:16

sterling 64:19

64:22 65:11steven 6:7,1019:7,10

stipulation4:16 38:1540:14,19

stock 46:18,1948:12,1450:6 51:1162:21 75:975:10 83:18100:10102:25110:18

stop128:14stopped 107:7stored 81:6,15story 90:1692:8 102:21

stream 47:24street 62:1785:15

strip 123:12strong 104:17104:19 126:8126:8 141:16

structure42:16 49:1149:19 51:852:15,15,1852:23 53:1254:17,2055:21

structured60:6,7

structures52:15,18

struggles83:14 103:9103:13

subject 23:1429:15 145:2

submit 119:6submitted 38:938:14,21

subs54:6


subscribers9:13

subsequent18:12 46:2193:23 94:24

subsidiaries46:5 54:2155:11,19

subsidiary53:21 74:2575:14 94:11

success 106:3130:18

successful144:10

sufficient142:18

suffolk 64:2064:22 65:11

suhr3:5 28:1028:15

suitability64:24 65:1082:18,24143:8,14

suitable 82:16suite 1:22supervisory127:20

supplemental4:12 39:2

support 142:15supports 14:314:23 16:617:5

suppose 113:17sure57:5,1764:2,15 69:479:19 84:2085:8 92:495:16 101:21105:12 106:4108:19 114:5114:7,21123:13127:25 135:2

surefire 73:473:9 75:4,9

susan 18:15suzanne 18:15sworn 8:18,1944:9 69:19137:14,15,18137:23 138:6138:18

system 136:10139:7,12

Tt4:1 5:186:16 149:3,3

table 87:11tad65:2taj7:20,2330:11,1731:3,7 32:833:4 123:9123:10

take9:1539:13 86:1388:13 90:13105:25 110:7115:19 124:6132:23134:17

taken 48:786:25 100:9114:2,12129:5 134:23

takeover 56:23takes 45:22talk42:1945:6 97:9112:9 116:25122:23,24125:9,11127:16

talked 55:367:5 124:20128:8

talking 74:2,379:6 119:9

120:16target 97:9,11tariq 7:1727:17 28:4

tax110:14team46:1953:15

tech35:24technologies145:21

technology31:2 121:17144:5

telefonica103:5

telephone115:17

television130:21

tell41:1444:9 45:961:22 97:9113:6,25121:20 127:6129:14138:18

temporary 7:47:9,12 8:921:22 22:823:9 24:1024:17 25:225:25 26:926:19 29:1233:25 34:835:21 49:2049:23 50:21

tempus 75:4,8ten20:21 21:7106:9 122:25124:13135:19136:13

tend123:7tenets 114:22tennessee 1:12teresa 2:15

3:2 27:22term51:267:16

termed 122:22terminals73:15

terminate 21:859:12

terminated20:22 89:1489:16

terminates59:13

terminations6:19 20:13

terminology82:18

terms 74:2078:11,1185:24 87:1489:8

terra 75:12,21territory84:25

test115:23146:2

testified 44:960:25 69:19101:4,13103:19 107:4107:14 108:6138:18 142:2144:21

testimony 63:8102:15 113:4137:16,17140:20,24141:6,17

testing 113:15thank 10:1311:2,7,2312:4 13:9,1414:5,11,2515:16 16:816:13 17:717:13 18:6


18:18 19:1819:24 21:4,921:19 22:1923:2,1624:22 25:725:22 26:1527:10 28:1328:15,2029:3,1831:11,2232:11 34:634:22 35:835:14 36:637:6,16 39:739:18 40:2141:2 42:2243:25 44:1456:3 61:863:3,8 65:2465:25 66:2566:25 67:369:9,13,1469:15,2499:13 106:18112:3 113:3116:16,20127:24 128:6133:4,7,8,25134:2,13,16134:20,21,22134:25135:14 139:2139:3,14,20146:15 147:3147:3,5,7,12148:7,8

thanks 70:13thats 41:16,1842:8 45:1946:13 49:1852:20 53:7,953:20 54:354:16 55:1155:24 56:1457:23 58:1061:5 63:23

66:2 75:681:23 82:1284:20 87:1292:3,8 100:7101:3,11107:25109:25110:17111:21112:23113:11 114:7118:6 121:15123:16124:13 125:5126:9 133:10133:12 136:9

theirs 77:16theoretically56:24 59:25

theres 39:847:8 49:7,2352:11 55:956:11 58:2460:13 63:1464:7 67:7,1074:10,13,1574:18 76:2577:4 81:2281:22,2583:22 85:5117:7 125:21127:18 135:2138:3

theyll 122:11theyre 112:10113:20,24116:11120:23123:17 131:7136:20

theyve 98:13129:2

thing 70:2591:9 98:23103:8 105:7112:6 120:2

120:3 125:16133:3 138:2

things 70:288:23 102:20103:10 107:5115:19 126:5128:7,16130:19131:16132:20

think 52:11,1260:12,1366:3 86:2187:7,1690:10 93:2097:25 102:17106:25108:17 109:5109:10110:19117:18 118:5120:25 124:2125:3,6128:15 129:7131:19133:20

thinking 94:16120:22 127:5

third 34:245:24 47:1950:17 56:2257:19 59:2367:8,13,1581:7 89:2125:12

thomas 5:711:22

thought 72:1772:21 85:787:9,9 90:1290:15 92:5,6137:25

three 41:2545:18 48:1149:23,2550:2 53:12

53:13 54:756:11 67:7114:13 117:2117:21 121:3121:7,19127:20 140:6144:24

threshold135:17 136:3136:8

thriving 68:20thumbnail64:11 66:9

thurlow 18:15ticker 55:5ticking 58:8time18:1743:18 46:1546:20 56:1058:8 67:674:9,1275:11 76:877:10 79:1580:3,11 82:782:10,1683:10,14,1785:18 86:2290:15 91:892:9,1093:19 94:1697:16 103:20103:24106:15107:23 109:8119:6 124:18125:14127:18134:17136:21139:11141:24143:19145:14

timely 72:24times 145:3tobe116:5


tobebuilt47:18

toby5:1714:21 15:715:12,15

today 42:9,2543:19 45:645:17 47:1653:18 55:2262:5 64:476:23 98:12112:12114:16116:21 121:4121:21122:21125:22 126:2126:7 127:3131:18 132:3136:4,17139:25

todays 144:11told90:11,1691:19 97:11109:13

tomorrow 68:1978:23 117:24121:6 125:23128:18129:11135:25 136:2143:21 146:2

top51:25 53:585:15

topic 35:16toronto 75:10total 76:998:7 130:23

touch 98:20131:6

touched 63:1069:3 101:20108:17

tournament45:22

tournaments

118:9 132:4132:7 133:2

tpg48:8,11,1549:2 55:256:25 58:1860:4 61:394:8 112:19

track 115:6,25116:2,14127:3 135:18

tracked 122:10tracking115:10

traded 75:8,1083:9

trades 53:11trading 47:1055:5 62:21104:16

train 113:23transaction46:23 47:250:3 52:1752:24 53:2453:25 54:1856:13,2057:8 60:1377:3,7 78:978:23 79:2282:6,22 89:790:2 115:6122:17

transactions75:17,2476:12,18,2076:21,22,2477:9,15,2078:7,12 79:579:22 81:1781:17,18,1981:20 82:987:11 89:4,989:10 100:4101:2,5,9,10101:15,16102:3,5

103:22116:10129:18

transcript149:9

trenton 1:239:11 130:21

triangulating115:8

tricky 82:1289:8

tried 53:4115:14

triggers 56:8tropicana10:18

trucksess 6:1719:16

true106:14123:20 149:8

truly 125:3146:12

trump 7:20,207:23,2430:11,11,1730:18 31:3,331:7,7 32:832:9 33:3,433:6

trusted 88:10truth 44:9138:18

trying 89:9118:25

turn92:2493:3 121:19

turned 92:8105:5 111:2

turning 96:15twice 97:4two35:6 38:1738:21 48:748:11,2352:14,1453:6 58:1760:2,3 69:2

70:2 93:2194:22 108:5121:7 122:21126:13130:19144:20

twopart 124:23type82:8types 116:10

Uu5:18 6:16uhhum 58:20121:5

uigea 92:1595:16,2496:2 105:20106:24107:15,23109:22,22

uk46:2 80:983:20 84:2485:15 95:21117:25 130:8136:10

ultimate 55:22ultimately75:2,18 90:797:13 98:24121:18

unanimous92:21

unanimously24:7 30:9106:10 147:2

uncertain121:22

uncertainty80:2

uncomfortable103:9

uncover 88:25uncovers143:17

underage128:10


underaged114:4

underaging128:10

understand37:24 84:2397:20 127:13

understanding74:19 86:1586:23 89:20

undertake86:12

undertaken88:15

undertaking104:8

undoubtedly144:3

unique 74:1574:18

united 77:1683:9 84:1286:6,7,8,1289:24 90:1290:25 91:1692:10 94:1495:2,1799:10 102:7121:7 141:23

units 55:7,10unlawful 91:891:17 92:13102:23110:11 142:3142:12

unsettled79:16,2080:2 85:2489:24 90:791:3

unwieldy 58:1068:6,8

unwind 68:2,568:8,10

unwinding56:19

unwound 58:6update 10:16use9:18 51:281:25 82:282:17 121:23121:25 122:3122:15

users 118:19118:21

uses74:10,13utilize 81:8utilized 78:24105:3

Vv5:19 6:15,1719:14

value 81:7valued 81:15various 139:9vegas 45:2347:18 54:4,6116:5 123:13

vehicle 49:2150:21 58:4

vehicles 80:25venture 54:455:23 58:459:10 64:19

verification126:18

versus 10:1710:18

vice2:4 7:610:9,10 11:512:6 13:1114:7 15:1316:10 17:1520:2 21:6,2422:11 23:1123:18,2524:2,2426:25 29:1030:4,5,2532:13 33:835:17 36:8

39:15,22,2440:23 44:2245:4 61:1867:3,15,1968:13,17,2169:9 70:2275:19 116:19120:14 121:5122:19124:15,20126:12 127:4127:12,24134:5 135:9135:12,15136:6,23137:10,25139:14140:20 145:8146:20,21147:6,25

vicki 8:19138:7,12,17138:22139:20

videoconfe...1:20

videography1:20

view82:15,1785:23 87:4,590:11 95:25109:12

views 86:3vigorous 85:13violate 99:9violated 86:8violating111:19,20

violation142:11

violations111:13

virtually41:16

visa74:6 76:277:24,24

78:5,6,1079:5,18 81:481:15 82:19102:21103:20122:13

visit 67:6visitors131:22,23

vividly 145:16vj55:14vodafone110:23

volume 76:21126:3

voluntarily118:11 142:5

vote5:2 6:27:2 8:223:22 29:25146:17

voteco 54:23voted 106:10voting 50:954:25 55:757:9 61:2

votta 5:2113:6

Ww2:8,12 5:195:21 6:10,1713:7 19:10

wagers 141:23walk52:20,2454:19 136:4

walked 93:10walks 115:4wall62:1785:15

wallet 81:2382:2,3,4,5

wallets 78:281:7

wallinger 6:1719:16


walter 8:1033:25 34:2435:16,22

want43:1151:2 56:757:15 67:668:5,8,1486:18 90:2196:16 101:21105:12,15113:3 116:20117:6 121:19123:6 124:14137:7,8,15137:19145:12

wanted 44:660:18 66:1366:21 72:1287:12 106:4109:14119:23127:25

wants 58:9warren 7:521:22 22:923:9

wasnt 73:892:3 95:1196:2 106:20108:19

watch 107:22121:13 122:8

water 69:2570:16 133:9

way50:23 60:760:15 68:4,668:8,10 81:498:10 101:17105:24 108:9111:4 118:17120:25 121:2132:23

ways49:23,2562:7 81:3

webb6:24 21:3

website 139:13wednesday 1:9147:10

week52:3weeks 63:14weiner 5:2113:7

wellknown 85:596:6 111:6

wendell 5:2216:3,9,12

went65:2181:14 90:2392:2 93:897:8 101:19104:20 107:5108:5 109:18

wenzel 5:2213:7

weve115:14128:16 130:8

whatnot 131:25whats 73:23113:13

white 5:2216:3,9,12

whos49:11widely 143:4wife88:12wilmington113:21

winning 119:12119:13,18

wise98:12wish41:12147:14

wishes 9:20withdraw 63:16142:6 143:6

withdrawal65:20

withdrawing81:5

withdrew 65:1265:13

witness 44:4

44:13 61:1061:13 62:262:20 63:363:23,2567:13,18,2168:16,18,2269:7,11,1269:15,2370:2,11,1370:16,20,2397:5,8 112:5112:25 114:5114:7,11117:8,11,15117:17,20119:17120:25 121:6123:4 125:6125:11126:13 127:2127:5 128:15130:5 131:13132:2 133:6133:8 135:11135:14,22136:7 137:7138:8,22,25139:16

witnesses135:8

wont124:12136:22

woodstown113:18

word50:18words 73:8work85:9116:23 123:3127:10,20128:4

worked 76:277:23 78:10

working 57:11works 137:9world 45:2174:4,4 94:15

94:21 103:7109:11116:12,15117:3 118:8118:10123:25124:12128:22

wouldnt 106:19129:13

wozniak 2:143:15 37:3,737:10

wren6:1819:17

wrong 105:5wsop133:2wuest 18:15www1:25

Xx4:1,3,6,6,94:9,12,12,164:16 5:206:18

Yy5:20 6:719:8

yeah34:16,1835:3 44:568:17 69:1670:20 72:975:19 104:11107:3 108:9109:3 112:16127:9 134:9137:8,24

year46:2547:20 87:1693:18 117:25128:19 140:2

years 19:450:2,8,19,2054:12 56:1157:3 58:3,7


59:9,11,1867:11,14,2267:25 68:398:25 101:13121:4,20129:16145:18146:11

yellow 53:11yesterday47:10 55:562:21,2465:16 112:14

york95:23113:24121:11

youll 42:2053:8 54:2254:23 55:9135:17136:24

youre 25:1234:23 44:685:8 100:21104:4 105:13109:4,5125:12128:21

youve 62:1763:10,1067:5 77:899:6 100:21101:4,13102:9 103:4103:6,8,18104:19 107:4107:14114:18118:10,11120:5,15

Zz5:21zero92:7125:22 126:7

zippel 5:23

13:8

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101:14 5:2,36:2 7:2,118:2 9:220:15 25:125:23 26:183:10 93:8102:25110:20

10083:7113:2 5:3,47:13 27:1,1128:1 29:162:24 147:10

111313 4:9,12112013 4:7125:4,8,9,95:10,10,115:11,12,125:13,13,145:14,15,165:16,17,185:18,19,195:20,20,215:21,22,237:20 30:10119:20,23134:19,23,23

12121203 147:9121330:1 31:132:1

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12917:22 8:48:11 30:1432:8 33:335:24

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13011016c 6:518:3

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175:23 6:317th9:10186:4,5 18:218th9:1231:16

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225:4 11:193:9

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200945:12,1646:20 71:15


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New Jersey · 1 STATE OF NEW JERSEY 2 CASINO CONTROL COMMISSION 3 - - - - - - - - - - - - - - - - -...

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Transcript of New Jersey · 1 STATE OF NEW JERSEY 2 CASINO CONTROL COMMISSION 3 - - - - - - - - - - - - - - - - -...