Fertitta Entertainment has entered into a definitive agreement to acquire Caesars Entertainment in an all-cash transaction valued at approximately $17.6 billion, with White & Case advising Fertitta and Latham & Watkins and Skadden advising Caesars. The deal includes $31.00 in cash for each outstanding Caesars share, representing a 49% premium to the company’s unaffected share price on February 25, 2026, and the assumption of roughly $11.9 billion in outstanding debt. White & Case is serving as legal counsel to Fertitta, while Latham is serving as legal counsel and Skadden is acting as antitrust counsel to Caesars.
The proposed transaction is subject to Caesars shareholder approval, customary closing conditions, and applicable regulatory approvals. It is not subject to a financing condition and will be funded through equity contributed by Fertitta, assumed Caesars debt, and new committed debt financing arranged by a group of 10 banks. The acquisition would combine Caesars’ Las Vegas Strip and regional casino portfolio with Fertitta’s Golden Nugget Hotels & Casinos, Landry’s restaurant business, and broader hospitality holdings.
The agreement includes a “go-shop” period through approximately July 11, 2026, allowing Caesars and its financial and legal advisors to solicit and negotiate alternative acquisition proposals. Before the shareholder vote, the Caesars Board of Directors may terminate the agreement to enter into a superior proposal, subject to the terms of the definitive agreement. If completed, Caesars common stock will be delisted from the NASDAQ.
