• Dover Downs Hotel And Casino
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The Dover Downs Casino was established in 1995 and runs along with the Dover Downs Harness Race Track. The casino-hotel gives users the chance to indulge in a wide range of casino games which include over 2,000 slot machines and a number of top table games such as Roulette, Blackjack, Baccarat, Craps and Pai-Gow Poker.

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6. Dover Downs Hotel and Casino is Delaware's leading casino hotel and offers the area’s largest variety of entertainment options including live harness racing, fabulous dining options ranging from deli to gourmet, AAA rated Four Diamond hotel with 500 rooms and suites, exciting concerts and events, 24-hour gaming including 2,500 slots, poker and table games, unique shopping and a luxurious spa.

Do Want The Best Gaming Experience? Visit Dover Downs Casino. Dover Downs Casino & Hotel is one of the major gaming resorts you can find in Dover, Delaware. Of all the Delaware casinos and gaming facilities around Delaware, it is imperative to note that the gaming facility is people’s choice because of reasons. Besides, it has many loyal clients who have always come to the facility since it opened its doors to the public in 1969.

You too can join the rest and know why they do not want to change the station. Back in 1969, Dover Downs did not open as a casino but as a horse racing track and a motor speedway.

However, more than 25 years later in 1995, Dover Downs Hotel opened its first casino facility that was home to some 500 slot machines. Their gambling establishment has the most games out of all Delaware casino sites like Delaware Park and Harrington Raceway.

Back then, finding a gaming facility with even 300 slot machines was quite an investment. That is why the resort continues to welcome many visitors to date. Several years later, Dover Downs Casino & Hotel is a stunning 500-guestroom resort with over 2, 000 slot machines, 18 tables from where you will enjoy your poker games and some 41 gaming tables.

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The Dover Downs Hotel also holds Monster Mile, the world’s prestigious racing competition that starts at the end of October and ends in mid-April of each year. Apart from the ample and spacious gaming floor that is estimated at some 40, 000 sq/ft, Dover Downs hosts national acts that are regularly done by top names in the industry from the Rollins Center, which is approximately 18, 000 square feet.

As in many gaming resorts across the U.S. Dover Downs Casino only accepts visitors who have attained the legal gambling age of 21. However, if you are 18 and above years, you are at liberty to place your bet on a live bet, simulcast, or even visit a pari-mutuel facility.

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There is self-parking for all clients, and the resort is open to those that have attained the legal gambling age 24 hours for seven days. The number of gaming tables in Dover Downs Casino is 41. There are also 3, 200 gaming machines, and 18 poker tables.

The minimum amount you are required to use in placing a single bet is $0.01, but the maximum is set at $2, 500. Some of the restaurants you will get to enjoy your various sweet, and lovely cuisines include The Deli, Sweet Perks, Doc Magrogan’s, Frankie’s, Michele’s Fine Dining, Sweet Perks Too, and The Garden Café among other most-visited restaurants in Dover Downs Casino.

Since the legalization of sports wagering the management of Dover Downs moves swiftly. Furthermore, they place tons of slot machines and table games. More specifically, they place enough table games on the first floor of the casino for clients’ quick access in 2010. Ultimately, you can enjoy all sorts of gambling at Dover Downs Hotel. If you like horse racing, racebook, Sportsbook or simulcasting, you have come to the right place. Also, you can enjoy table games like blackjack, video poker, and much more. Additionally, you can play roulette, craps; keno, slot machines, double draw poker, Mississippi stud, pai gow poker, and four card poker among others. Additionally, find more contact information for Dover Downs Casino Resort DE below. Check out the hours of operation, address, phone numbers, email, website, and more information.

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DOVER, Del. & LINCOLN, R.I.--(BUSINESS WIRE)--Dover Downs Gaming & Entertainment, Inc. (NYSE: DDE) and Twin River Worldwide Holdings, Inc. announced today that they have entered into a definitive merger agreement. The proposed transaction will transform Twin River into a publicly traded company with strategically placed gaming and entertainment holdings throughout the United States.

The merger contemplates that Dover Downs stockholders will exchange their Dover Downs stock for Twin River common shares representing 7.225% of the equity in the combined company at closing. Common Stock and Class A Common Stock of Dover Downs will be treated equally in the merger. The transaction is intended to qualify as a tax-free reorganization (except for cash paid in lieu of fractional shares).

Twin River is privately held and there is currently no public market for its shares. As a condition to closing, Twin River will register its shares with the Securities and Exchange Commission (the “SEC”) and list the shares on the NYSE or NASDAQ. For the fiscal year ended December 31, 2017, Twin River’s results were:

Adjusted EBITDA and EBITDA are non-GAAP financial measures. See “Non-GAAP Financial Measures.” As of March 31, 2018, Twin River’s GAAP debt was $381.4 million, unrestricted cash and cash equivalents were $64.8 million and primary shares outstanding were 9.582 million.

The number of Twin River shares to be issued will be calculated based on each company’s fully diluted share count at closing. Based on each company’s share count as of the date hereof, each share of Dover Downs stock would be exchanged for 0.0225 shares of Twin River stock. Twin River contemplates effecting a stock split prior to closing intended to bring its stock price to a marketable trading range, which would result in a corresponding adjustment to the exchange ratio. Twin River also currently intends to initiate a tender offer or other form of return of capital transaction after the closing. The amount and terms will be determined at that time and be based upon prevailing market conditions, Twin River’s financial condition and prospects and other factors.

Dover Downs’ President and CEO, Denis McGlynn stated, “Becoming part of Twin River is transformational for us. We have been impressed with the depth and talent of the Twin River organization and their operational capabilities. We believe this transaction will help us grow our business, invest in our people and our facilities and compete more effectively given changes in gaming on the horizon. We expect to see many positive benefits for the State, the Delaware Lottery and our employees and stockholders.”

Jeffrey W. Rollins, a director and member of the Audit Committee of Dover Downs is expected to join the Twin River Board of Directors post-closing, pending regulatory approval.

Dover Downs Hotel And Casino

A committee of the Board of Directors of Dover Downs comprised of non-executive, independent directors unanimously determined that the transaction is fair to, and in the best interests of, Dover Downs and its stockholders. The Dover Downs Board of Directors has also unanimously approved the transaction, and has recommended that Dover Downs’ stockholders approve the merger. Houlihan Lokey Capital, Inc. provided a fairness opinion to the Dover Downs Board of Directors in connection with the transaction. All directors and executive officers of Dover Downs executed a Voting Agreement by which they agree to vote in favor of the merger, subject to the terms and conditions set forth in the agreement. The approval of a majority of Dover Downs’ unaffiliated stockholders is a condition to closing.

Twin River Executive Chairman John E. Taylor, Jr. said, “We’re excited about the many benefits we believe we will realize from the combination. Dover Downs and its team are experienced in not only brick and mortar casino operations, but in sports betting, which we think will be helpful as we introduce that amenity at our properties, and in the online gaming sector which continues to evolve nationwide. Equally important, we see real opportunities to grow the Dover Downs business through investment in its people and facilities, similar to what we have achieved with our other assets over the past several years.”

Taylor continued, “We’ve been focused on growing the overall business for some time now as a means to create greater shareholder value, expand our geographic footprint to achieve financial economies and strengthen our financial position. This merger should well position us to achieve all three objectives in a context in which existing shareholders of Twin River who desire it could obtain liquidity.”

He concluded, “We’re grateful for the strong partnership we enjoy with the State of Rhode Island at our flagship property, and we look forward to working equally effectively with the State of Delaware in maximizing the potential of Dover Downs.”

The merger would provide a physical presence for Twin River in the Mid-Atlantic region, a new geographic market. Twin River already operates assets in the South (Biloxi, Mississippi), West (Aurora, Colorado) and Northeast (Lincoln and Tiverton, Rhode Island (opening shortly)) regions.

The consummation of the merger is also subject to regulatory approvals and other customary closing conditions.

Dover Downs was advised by Citizens Capital Markets as financial advisor and Drinker Biddle & Reath LLP as legal counsel. Twin River’s financial advisors were Moelis & Company LLC and Stifel and its counsel was Jones Day.

Conference Call

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Dover Downs and Twin River will host a joint conference call on Monday, July 23, 2018 at 8:30 a.m. Eastern time to discuss the proposed transaction. The toll-free number to call for this teleconference is (888) 942-8617 (international callers should use (312) 470-7398) / participant passcode 2760440. An investor presentation will be available before such call as an exhibit to a Form 8-K that Dover Downs will file with the SEC.

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In connection with the proposed transaction, Dover Downs and Twin River will file with the SEC a registration statement on Form S-4 that will include a combined proxy statement/prospectus. This communication is not a substitute for any proxy statement, registration statement, prospectus or other documents Dover Downs and/or Twin River may file with the SEC in connection with the proposed transaction. INVESTORS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THESE DOCUMENTS WHEN THEY BECOME AVAILABLE, ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS AND OTHER DOCUMENTS FILED BY DOVER DOWNS OR TWIN RIVER WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION. Investors will be able to obtain free copies of these materials and other documents filed with the SEC by Dover Downs and/or Twin River through the website maintained by the SEC at www.sec.gov. Investors will also be able to obtain free copies of the documents filed by Dover Downs and/or Twin River with the SEC from the respective companies by directing a written request to Dover Downs at Dover Downs Gaming & Entertainment, Inc., 1131 North DuPont Highway, Dover, Delaware 19901 or by calling (302) 857-3292, or contact Twin River at Twin River Worldwide Holdings, Inc., 100 Twin River Road, Lincoln, RI 02865 or by calling (401) 374-2553.

No Offer or Solicitation

This communication is for informational purposes only and not intended to and does not constitute an offer to subscribe for, buy or sell, the solicitation of an offer to subscribe for, buy or sell or an invitation to subscribe for, buy or sell any securities or the solicitation of any vote or approval in any jurisdiction pursuant to, or in connection with, the proposed transaction or otherwise, nor will there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities will be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”), and otherwise in accordance with applicable law.

Signals and slots qt 5. Participants in the Solicitation

This communication is not a solicitation of a proxy from any investor. Dover Downs, Twin River, their respective directors, executive officers and other members of their management and employees may be deemed to be participants in the solicitation of proxies from stockholders of Dover Downs in connection with the proposed transaction. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of proxies in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, will be set forth in the relevant materials when filed with the SEC. Information regarding the directors and executive officers of Dover Downs is contained in Dover Downs’ proxy statement for its 2018 annual meeting of stockholders, filed with the SEC on March 29, 2018, its annual report on Form 10-K for the year ended December 31, 2017, which was filed with the SEC on March 1, 2018, its quarterly report on Form 10-Q for the quarter ended March 31, 2018, which was filed with the SEC on May 11, 2018 and certain of its current reports filed on Form 8-K. These documents can be obtained free of charge from the sources indicated above.

About Dover Downs

Owned by Dover Downs Gaming & Entertainment, Inc. (NYSE: DDE), Dover Downs Hotel & Casino® is a premier gaming and entertainment resort destination in the Mid-Atlantic region. Gaming operations consist of approximately 2,200 slots, a full complement of table games, including poker, and a newly expanded race and sports book taking single game wagers on professional and college sports. The AAA-rated Four Diamond hotel is Delaware’s largest with 500 luxurious rooms/suites and amenities including a full-service spa/salon, concert hall and 41,500 sq. ft. of multi-use event space. Live, world-class harness racing is featured November through April, and horse racing is simulcast year-round. Additional property amenities include multiple restaurants from fine dining to casual fare, bars/lounges and retail shops. For more information, please visit www.doverdowns.com.

About Twin River Worldwide Holdings, Inc.

Twin River owns and manages two casinos in Rhode Island, one in Biloxi, Mississippi as well as a Colorado horse racetrack with OTB licenses. Twin River’s flagship casino, Twin River Casino, is located in Lincoln, Rhode Island and offers 162,000 square feet of gaming space on two floors with 4,220 VLTs and 119 table games, including a poker room. It shortly will open a 136-room amenity hotel. Simulcast is offered, and sports betting is scheduled to debut in Q4 2018. Twin River also owns and manages Newport Grand Casino in Newport, Rhode Island, which will close in late August when Tiverton Casino Hotel opens on September 1, 2018. The new casino will feature 1,000 VLTs, 32 table games and an 83-room hotel. In Mississippi, Twin River owns and operates the Hard Rock Hotel & Casino in Biloxi which features 1,200 VLTs, 52 table games and a 479-room hotel. Arapahoe Park in Aurora, Colorado offers live horse racing, a racebook and owns 13 OTB licenses.

For more information, visit www.twinrivermanagementgroup.com.

Caution Concerning Forward-Looking Statements

This communication contains “forward-looking” statements as that term is defined in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995, including statements regarding the proposed transaction between Dover Downs and Twin River and other corporate actions. All statements, other than historical facts, including statements regarding the expected timing and structure of the proposed transaction, the ability of the parties to complete the proposed transaction considering the various closing conditions, the expected benefits of the proposed transaction, including future financial and operating results, the tax consequences of the proposed transaction and the combined company’s plans, objectives, expectations and intentions, legal, economic and regulatory conditions and any assumptions underlying any of the foregoing, are forward-looking statements.

Forward-looking statements concern future circumstances and results and other statements that are not historical facts and are sometimes identified by the words “may,” “will,” “should,” “potential,” “intend,” “expect,” “endeavor,” “seek,” “anticipate,” “estimate,” “overestimate,” “underestimate,” “believe,” “could,” “project,” “predict,” “continue,” “target” or other similar words or expressions. Forward-looking statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, (1) that one or more closing conditions to the transaction, including certain regulatory approvals, may not be satisfied or waived, on a timely basis or otherwise, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the proposed transaction, may require conditions, limitations or restrictions in connection with such approvals or that the required approvals by the stockholders of Dover Downs may not be obtained; (2) the risk that the proposed transaction may not be completed on the terms or in the time frame expected by Dover Downs or Twin River, or at all; (3) unexpected costs, charges or expenses resulting from the proposed transaction; (4) uncertainty of the expected financial performance of the combined company following completion of the proposed transaction; (5) failure to realize the anticipated benefits of the proposed transaction, including as a result of any delay in completing the proposed transaction or integrating the businesses of Dover Downs and Twin River; (6) the ability of the combined company to implement its business strategy; (7) difficulties and delays in achieving revenue and cost synergies of the combined company; (8) the consummation, timing and terms of any stock split, tender offer or similar transaction; (9) the inability to retain and hire key personnel; (10) the occurrence of any event that could give rise to the termination of the proposed transaction; (11) the risk that stockholder litigation in connection with the proposed transaction or other settlements or investigations may affect the timing or occurrence of the proposed transaction or result in significant costs of defense, indemnification and/or liability; (12) evolving legal, regulatory and tax regimes; (13) changes in general economic and/or industry specific conditions; (14) actions by third parties, including government agencies; and (15) other risk factors as detailed from time to time in Dover Downs’ reports filed with the SEC, including Dover Downs’ annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and other documents filed with the SEC and those that will be included in the combined proxy statement/prospectus to be filed with the SEC in connection with the proposed transaction. The foregoing list of important factors is not exclusive.

Any forward-looking statements speak only as of the date of this communication. Neither Dover Downs nor Twin River undertakes any obligation to update any forward-looking statements, whether as a result of new information or development, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on any of these forward-looking statements.

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Non-GAAP Financial Measures

Twin River’s management uses the following non-GAAP financial measures in conjunction with its GAAP financial measures: EBITDA and adjusted EBITDA.

The table below reconciles net income to EBITDA and adjusted EBITDA. EBITDA is defined as net income before net interest expense, income taxes and depreciation and amortization. Adjusted EBITDA is defined as EBITDA before management fees, stock based compensation, franchise taxes and non-recurring expenses such as non-recurring litigation expenses, legal and financial expenses for strategic reviews, storm-related repair expenses, acquisition, expansion and pre-opening expenses and credit agreement amendment-related expenses.

Twin River believes that EBITDA and adjusted EBITDA are useful measures to enhance an overall understanding of Twin River’s past financial performance. Further, EBITDA and adjusted EBITDA are measures of operating performance used by management to evaluate operations and operating performance and are widely used in the gaming industry.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information presented in compliance with GAAP. Non-GAAP financial measures reported by us may not be comparable to similarly titled amounts reported by other companies.