Caesars to be acquired by Fertitta Entertainment in $17.6 billion all-cash deal

LAS VEGAS (KSNV) — Caesars Entertainment has agreed to be acquired by Fertitta Entertainment in an all-cash deal valued at about $17.6 billion, including the assumption of about $11.9 billion in Caesars’ outstanding debt.

Under the definitive agreement, Caesars shareholders would receive $31 in cash for each outstanding share. The company said that the price represents a 49% premium over Caesars’ unaffected share price as of Feb. 25, 2026 — the last trading day before rumors of a potential transaction — and a 46% premium over the unaffected 30-day volume-weighted average price as of the same date.

Caesars’ board of directors approved the transaction and is recommending that shareholders adopt and approve the merger agreement. The company said the board, after consideration with outside financial and legal advisors, determined that the immediate cash premium offered is compelling for shareholders.

Caesars said its CEO, Tom Reeg, CFO Bret Yunker, President and COO Anthony Carano, and other members of the corporate management team and property-level management and personnel are expected to remain in their roles and continue leading Caesars’ operations at the combined company.

The combined company would bring together Caesars’ casino and digital gaming business with Fertitta Entertainment’s hospitality and restaurant operations. Caesars said that, on a combined basis, offerings would include 60 casino resorts and gaming facilities; online gaming, including sports betting, iCasino and poker through Caesars’ digital platform; retail sports betting at more than 200 third-party locations through the William Hill brand; and more than 600 Fertitta Entertainment outlets, including Landry’s full-service restaurants, along with multiple amusement, entertainment, and aquarium venues. The companies said the offerings would be connected by the Caesars Rewards loyalty network.

The proposed transaction is not subject to a financing condition. Caesars said the deal will be financed through a combination of equity contributed by Fertitta Entertainment, assumed Caesars debt, and new committed debt financing arranged by a group of 10 banks.

The transaction still requires approval from Caesars shareholders and must meet customary closing conditions, including regulatory approvals. Caesars also said the Carano family, which owns about 5% of Caesars Entertainment common stock, has agreed to roll a portion of its equity interests into Fertitta Entertainment. After the deal closes, Caesars common stock will no longer be listed on NASDAQ.

The agreement includes a go-shop period through July 11, 2026, during which Caesars and its financial and legal advisors may solicit, consider, and negotiate alternative acquisition proposals from third parties.