Golden Entertainment to Go Private in Sartini and VICI Deal

Golden Entertainment confirmed a major shift in its future direction, revealing an agreement that will take the company private and transfer ownership of seven casino real estate assets to VICI Properties. Chairman and Chief Executive Officer Blake L. Sartini and affiliated entities will acquire the operating assets, while VICI will take the real estate in a sale-leaseback arrangement valued at roughly $1.16 billion.

Good to Know

• Shareholders set to receive value equal to $30 per share
• VICI will acquire seven Nevada casino properties under a long-term lease structure
• Deal is targeted to close by mid-2026, pending shareholder approval

Shareholders of Golden will receive consideration valued at $30 per share. That includes 0.902 shares of VICI common stock related to the real estate transfer, plus $2.75 per share in cash funded by Sartini. The overall valuation reflects a premium of approximately 41% based on Golden’s closing price on November 5, 2025.

Golden will continue issuing quarterly dividends of $0.25 per share until completion of the transaction.

An independent committee of the board reviewed the terms and unanimously recommended that shareholders vote in favor. VICI will also assume and repay up to $426 million under Golden’s senior secured credit facility. Sartini has secured debt financing from Santander to cover his portion of the acquisition and transaction expenses.

Sartini said:

“I believe this transaction maximizes value for our shareholders by providing a significant premium to our current share price. We are pleased to combine our high-quality Nevada casino real estate with one of the most attractive experiential real estate platforms in the country and partner together to unlock value in our company and explore future opportunities.”

He added that the mission of serving guests across Las Vegas and Nevada regional operations remains the same as Golden transitions into private ownership, noting that he intends to lead the company’s workforce into what he described as the next stage of development.

Golden President and Chief Financial Officer Charles Protell framed the agreement as the result of years of repositioning, including divestments, debt reduction, and consistent capital return to shareholders.

Protell said the board aimed to deliver enhanced value and viewed the Sartini-VICI structure as the most effective route to create that outcome. VICI’s participation allows the real estate side of the business to shift into a tax-efficient long-term lease arrangement.

Which Properties Are Included

The seven casino real estate assets transferring to VICI include:

• The Strat in Las Vegas
• Arizona Charlie’s Decatur and Arizona Charlie’s Boulder
• Aquarius Casino Resort and Edgewater Casino Resort in Laughlin
• Pahrump Nugget Hotel & Casino and Lakeside RV Park & Casino in Pahrump

Golden will lease the properties back under a 30-year master lease with an initial annual rent of $87 million. The agreement includes a 7.5% capitalization rate, 2% annual increases beginning year three, and four optional five-year extensions.

VICI leadership highlighted the strategic importance of the acquisition. John Payne, President and Chief Operating Officer of VICI Properties, said the deal expands VICI’s exposure beyond the Strip and strengthens its presence across the wider Nevada gaming market.

The decision to go private arrives after rising speculation among investors and analysts. GAMCO Investors recently took a stake, and New York-based Everbay Capital urged Golden to pursue a real estate monetization strategy, estimating potential upside much higher than previous trading levels.

Following the announcement, Golden’s stock saw heavy trading volume and rose more than 35%, signaling strong investor reaction to the deal terms.

FAQ

What do shareholders receive in the deal?

Value equal to $30 per share, split between VICI stock and a cash payment funded by Sartini.

Who will own the casino operations once the deal closes?

Blake L. Sartini and affiliated entities.

What does VICI get?

Ownership of seven Nevada casino real estate assets under a long-term master lease.

Will Golden continue paying dividends until the deal closes?

Yes, quarterly dividends of $0.25 per share will continue.

When is the deal expected to close?

By mid-2026, pending regulatory and shareholder approval.

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