Caesars Shareholders Approve $17.6 Billion Acquisition by Tilman Fertitta
The Golden Nugget owner is one step closer to finalizing the massive gaming industry merger
A very large piece of the puzzle Tilman Fertitta is putting together to buy Caesars Entertainment fell into place Wednesday when an SEC filing confirmed the company’s shareholders voted to approve Fertitta’s $17.6 billion acquisition of the company.
While this is a huge step forward, Fertitta and Caesars still have a handful of regulatory and closing conditions to get through before the ink on the deal can dry, per a Las Vegas Review-Journal report.
According to the report, Caesars had 203,780,124 shares outstanding as of the record date, with at least 101,890,063 “yes” votes required for the merger proposal to pass.
The vote yielded over 133.3 million “yes” votes, compared to a mere 4.2 million “no” votes, along with nearly 5.7 million abstentions. Taken together, the votes cast represented over 70% of the common stock outstanding.
If the deal goes through, Caesars stock will be delisted from the NASDAQ, as Fertitta Entertainment is a privately held company.
Quick turnaround
The deal was first reported in May, with the $17.6 billion price tag including roughly $11.9 billion in Caesars debt that Fertitta Entertainment will assume. This puts the cash value of the transaction at about $5.7 billion.
Under the agreement, Caesars shareholders will receive $31 in cash for each outstanding share. At the time the deal was announced, Caesars said that represented a 49% premium over the company’s share price on Feb. 25, the final trading day before reports of a possible sale began circulating.
Fertitta had been eyeing Caesars for months before the agreement came together. The Financial Times reported in February that the Golden Nugget owner was pursuing the company, and The Wall Street Journal later reported that Fertitta had topped a competing bid from billionaire investor Carl Icahn.
The purchase would add Caesars’ portfolio to Fertitta Entertainment’s existing gambling holdings. Caesars owns or operates more than 50 casinos across North America under brands including Caesars Palace, Harrah’s, and Eldorado, along with the company’s online casino and sportsbook businesses. The newly combined company would have 60 casino properties and gaming operations.
Fertitta also plans to keep several members of Caesars’ current leadership team in place, including CEO Tom Reeg, CFO Bret Yunker, and president and COO Anthony Carano.
Jeff Edelstein is a longtime columnist, reporter, radio host, and fantasy sports aficionado, not necessarily in that order. He lives in New Jersey with his family.
