Fertitta to Acquire Caesars for $17.6B, Paying $31 Per Share in 49% Premium
CZR•Caesars Entertainment will be acquired by Fertitta Entertainment for $17.6 billion in cash, including assumption of $11.9 billion of debt, at $31.00 per share representing a 49% premium over pre‐rumor prices. The deal, backed by Caesars’ board, will delist the stock pending shareholder and regulatory approvals.
1. Deal Terms and Valuation
Caesars shareholders will receive $31.00 in cash per share in an all‐cash transaction valuing the company at $17.6 billion, including the assumption of $11.9 billion of outstanding debt. The offer represents a 49% premium to pre‐rumor share prices and a 46% premium to the 30‐day volume‐weighted average price before deal speculation.
2. Combined Operations and Scale
The combined company will operate 60 casino resorts and gaming facilities, Caesars’ digital platform for online sports betting and iCasino, over 200 retail sports betting locations under the William Hill brand, and more than 600 hospitality venues and restaurants owned by Fertitta Entertainment’s Landry’s portfolio.
3. Management Continuity and Governance
Caesars CEO Tom Reeg, CFO Bret Yunker and President & COO Anthony Carano will remain in their roles at the merged entity, and Caesars’ board has unanimously approved and recommends the merger. Approximately 5% of outstanding shares held by the Carano family will convert into equity in the new combined company.
4. Financing Structure and Next Steps
Fertitta Entertainment will fund the acquisition through a mix of equity, assumed Caesars debt and new committed financing from a syndicate of ten banks, with no financing condition. A go-shop period runs through July 11, and closing is subject to shareholder and regulatory approvals, after which Caesars will be delisted from Nasdaq.
