The offer is higher than two offers earlier this year and represents a 3.5% premium to the company's closing share price on Friday. In noontime trading Tuesday, shares of Riviera were trading at $21.73, up $0.59 (2.73%) on the day.
Riviera, owner of the Riviera Hotel and Casino on the Las Vegas Strip and the Riviera Black Hawk Casino in Black Hawk, CO, says it entered into a 30-day exclusive negotiating agreement with Eichner and the D.E. Shaw group that became effective Nov. 13.
In April, Riviera Holdings signed a $17-per-share takeover agreement with Riv Acquisition Holdings Inc., which earlier in the year got Riviera CEO William Westerman to agree to sell his shares for $15 per share. Riv was a private investment group led by Chicago developer and casino investor Neil Bluhm; Barry Sternlicht, chief executive of Starwood Capital Group; Las Vegas-based real estate developer Brett Torino; and Paul C. Kanavos and Robert Sillerman of Flag Luxury Properties LLC.
The agreement with Riv sparked a substantial response from investors, including class-action complaints and scathing letters from the company's largest shareholders vowing to vote against the merger. Among other things, the letters question the Riviera board's valuation of the company's real estate in Las Vegas, which represents one of the last large developable parcels of land on the Strip.
One letter from D.E. Shaw Laminar Portfolios LLC and certain of its affiliates, which hold about 9.8% of Riviera's outstanding shares, started out as follows: "…the proposed transaction at $17 per share represents a steal for the buyers. Given that the buyers, as the proxy statement discloses, were willing to pay as high as $23 per share less than six months before entering into the current merger agreement, we can only assume that they agree."
In August, just before shareholders were to vote on the $17-per-share offer, a $20-per-share offer was submitted by International Gaming & Entertainment LLC, a special-purpose affiliate of BT Enterprises LLC, a Boston-based merchant equity fund. Riviera promptly delayed its shareholder vote and said it would review the proposal.
At the end of August, shareholders voted down the $17-per-share offer. In September, Riviera's board of directors terminated consideration of the $20-per-share offer.
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