Shareholders Approve Merger at Reno Meeting
At a special meeting convened Tuesday at the Eldorado Resort in Reno, Caesars Entertainment stockholders gave the green light to Fertitta Entertainment's $17.6 billion acquisition of the Nevada casino operator, per a U.S. Securities and Exchange Commission filing. Roughly 133.3 million shares were cast in support and 4.3 million opposed, with the backing amounting to about 65.4% of Caesars' common shares outstanding on the record date. The result removes a key obstacle for the deal first unveiled in May.[S1][S2]
As set out in the agreement, Fertitta Entertainment will take over Caesars through an all-cash transaction worth $5.7 billion, while also taking on roughly $11.9 billion of debt. Once the deal is completed, Caesars stockholders are set to collect $31 in cash for each share. Should the merger remain unfinished after June 26, 2027, the filing notes, holders would get an extra $0.007150 per share for every day beyond that date. The combination turns Caesars into a wholly owned unit of Fertitta Gaming Holdco, LLC, a Fertitta Entertainment-owned entity.[S1][S2]
Stockholders cast their ballots at the Eldorado Resort & Casino in Reno, and in the same advisory vote they endorsed the compensation that could go to certain Caesars executives tied to the merger. Per the filing, the approved agreement calls for Empire Merger Sub, Inc., a Fertitta Gaming subsidiary, to be merged into Caesars, leaving Caesars as the surviving company and a wholly owned subsidiary of Fertitta Gaming Holdco, LLC. The transaction must be closed by June 26, 2027.[S1][S2]
