Tropicana Entertainment Inc.

election_required = True...ection 1. If I own fewer than 100 shares and I tender all of my shares, will I be subject to proration? If you own beneficially or of record fewer than 100 shares in the aggregate, you properly tender all of these shares at or below the Purchase Price and you complete the section entitled "Odd Lots" in the Letter of Transmittal and, if applicable, in the Notice of Guarantee Delivery, we will purchase all of your shares without subjecting them to the proration procedure. See Section 1. Once I have tendered shares in the Offer, can I withdraw my tender? Yes. You may withdraw any shares you have tendered at any time before 5:00 p.m., New York City time, on August...

expiry = 2017-08-02...of Up to 5,580,000 Shares of Common Stock of Tropicana Entertainment Inc. at a Purchase Price Not Greater Than $45.00 nor Less Than $38.00 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON AUGUST 2, 2017 UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE "EXPIRATION TIME"). This offer is being made severally, and not jointly, by Tropicana Entertainment Inc., a Delaware corporation (the "Company"), and Icahn Ente...

mechanism = DUTCH...pect to, any remaining shares properly tendered pursuant to this Offer up to a maximum of 4,780,000 shares. What will the purchase price for the shares be and what will be the form of payment? We are conducting the Offer through a procedure commonly called a "modified Dutch Auction." This procedure allows you to select the price (in multiples of $0.10) within a price range specified by us at which you are willing to sell your shares. The price range for the Offer is $38.00 to $45.00 per share. Upon the terms and subject to the conditions of the Offer, promptly following the Expiration Time, we will determine a sing...

must_tender_all = True...at or below the Purchase Price? If more than 5,580,000 shares are properly tendered at or below the Purchase Price and not properly withdrawn prior to the Expiration Time, we will purchase shares: •first, from all holders of "odd lots" of less than 100 shares who properly tender all of their shares at or below the Purchase Price; •second, from all other stockholders who properly tender shares at or below the Purchase Price, on a pro rata basis (except for stockholders who tendered shares conditionally for which the condition was not satisfied); and •third, only if necessary to permit us to purchase up to 5,580,000 shares, from hold...

no_priority = True...se price unless satisfactory evidence of the payment of the stock transfer taxes, or exemption from payment of the stock transfer taxes, is submitted. See Instruction 7 of the Letter of Transmittal. 6. Conditional Tender of Shares Subject to the exception for Odd Lot Holders, in the event of an over-subscription of the Offer, shares properly tendered at or below the Purchase Price will be subject to proration. See Section 1. As discussed in Section 14, the number of shares to be purchased from a particular stockholder may affect the tax treatment of the purchase to the stockholder and the stockholder's decision whether to tender. Accordingly, a stockholder may tender shares subject to the condition that a specified minimum number of the stock...

price = USD 38.0-45.0...dified Dutch Auction." This procedure allows you to select the price (in multiples of $0.10) within a price range specified by us at which you are willing to sell your shares. The price range for the Offer is $38.00 to $45.00 per share. Upon the terms and subject to the conditions of the Offer, promptly following the Expiration Time, we will determine a single per share price, which will be not greater than $45.00 nor less than $38.00 per sh...

threshold = 100...res will be purchased even though those shares were tendered at prices at or below the Purchase Price. 16 Odd Lots. The term "odd lots" means all shares properly tendered prior to the Expiration Time at prices at or below the Purchase Price by any person (an "Odd Lot Holder") who owned beneficially or of record a total of fewer than 100 shares and so certified in the appropriate place on the Letter of Transmittal and, if applicable, on the Notice of Guaranteed Delivery. To qualify for this preference, an Odd Lot Holder must properly tender all shares owned by the Odd Lot Holder in accordance with the procedures described in Section 3. Odd Lots will be accepted for payment befo...

txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 a2232516zex-99_a1a.htm EX-99.(A)(1)(A) Use these links to rapidly review the document TABLE OF CONTENTS Exhibit (a)(1)(A) Offer to Purchase for Cash by Tropicana Entertainment Inc. and Icahn Enterprises Holdings L.P. of Up to 5,580,000 Shares of Common Stock of Tropicana Entertainment Inc. at a Purchase Price Not Greater Than $45.00 nor Less Than $38.00 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON AUGUST 2, 2017...