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Fertitta Entertainment has begun the long approval process for its $17.6 billion purchase of Caesars Entertainment. Nevada regulators have now cleared two senior executives at the preliminary stage, while financing, antitrust reviews and gaming licences remain unresolved.
Good to Know
- Fertitta Entertainment expects gaming approvals to take nine to ten months.
- The Caesars deal includes $5.7 billion in equity and $11.9 billion in debt.
- A rival bid could still surface before the July 11 go-shop deadline.
Financing and Rival Bids Shape Caesars Sale
Fertitta Entertainment already has bank commitments for the Caesars Entertainment acquisition, but the company hopes to borrow on better terms before closing.
General counsel Steven Scheinthal told Nevada regulators that Fertitta may raise the money during a more favourable lending window and hold it in escrow.
“Our hope is that in the next few months there will be a window of opportunity where the market will be hotter and [it’s] a more interest rate friendly environment where we can go raise the money and then just put it in an escrow account,” he said.
The current agreement pays Caesars shareholders $31 per share in cash. However, the go-shop period remains open until July 11.
Carl Icahn has reportedly explored a $33 per share offer and a $5 billion debt package. Icahn also controls two of ten Caesars board seats. Even so, reports indicate that the Caesars board prefers the Fertitta proposal because financing is already committed.
Fertitta still needs approval from Caesars shareholders, the Federal Trade Commission and gaming regulators across every Caesars jurisdiction. The company plans to submit its Hart-Scott-Rodino antitrust filing by July 13.
“We think that probably will take nine to ten months from today in order to get that approval,” Scheinthal said.
Nevada Reviews Fertitta Leadership
Nevada Gaming Control Board members unanimously granted preliminary licensing approval to Scheinthal and Fertitta chief financial officer Richard Liem.
The Nevada Gaming Commission will consider both applications on July 23.
Scheinthal joined the Fertitta business in 1988, while Liem arrived in 1999. Both have held Nevada gaming licences since Fertitta acquired Golden Nugget Casinos in 2005.
Tilman Fertitta remains away from daily operations while serving as US ambassador to Italy and San Marino. Liem, Scheinthal and Paige Fertitta now form the company board.
Regulators also questioned the executives about compliance. Caesars paid a $7.8 million fine in 2025 over anti-money laundering failures tied to illegal bookmaker Mathew Bowyer.
Scheinthal said Fertitta Entertainment and Golden Nugget have “never had an issue” with integrity.
“We understand the importance of compliance…Everybody knows what the repercussions are in connection with not following the rules and regulations,” he said.
“When we have the money, we get HSR clearance, shareholder approval, approval for all the various gaming jurisdictions, then we’ll be in a position to close the transaction,” Scheinthal said.
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