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GDEN News
GDEN Events
Golden Entertainment Shareholders Approve Transaction Agreement
Golden Entertainment (GDEN) announced that at its Special Meeting of Shareholders held on March 31 its shareholders approved the adoption of its previously announced definitive master transaction agreement and the transactions contemplated thereby or therein, with Blake L. Sartini and affiliates and VICI Properties (VICI). Closing of the transactions contemplated by the MTA is anticipated to occur in the second quarter of 2026 and remains subject to the receipt of regulatory approvals and the satisfaction of other customary closing conditions. Upon completion of the proposed transactions, the Company will no longer be publicly held and its shares will be de-listed from the Nasdaq and de-registered under the Securities Exchange Act of 1934.
Company Reports Q4 Revenue of $155.63M, Below Consensus
Reports Q4 revenue $155.63M, consensus $166.61M. The company said, "In light of the Company's pending transaction to sell its operating assets to Blake L. Sartini, the Chairman of the Board and Chief Executive Officer of Golden, and affiliates and seven of our casino real estate assets to VICI Properties Inc. (the "Proposed Transaction") announced on November 6, 2025, the Company will not be hosting an earnings call this quarter. Upon completion of the Proposed Transaction, the Company's common stock will no longer be listed and the Company will become a private entity."
Everbay Capital: Sale price of $2.75 per share for RemainCo is 'significantly insufficient'
Everbay Capital, a New York-based alternative investment management firm, which manages funds which have been shareholders of Golden Entertainment (GDEN) since 2021, released a new letter to the company's Board of Directors, following up on the letter it sent last week. In the new letter, Everbay expresses significant concerns regarding the transactions announced last week, including the sale of the company's casino real estate to Vici Properties (VICI) and the sale of the company's casino operations and tavern business to the company's Chairman & CEO, Blake Sartini. Everbay further clarifies that while the press release containing its initial letter to the Board of Directors dated November 6th, 2025 was coincidentally released to the public nearly concurrently with the company's announcement of the Transactions, the letter and press release were written and approved for release before the Transactions were announced, and without knowledge of the Transactions. Everbay: Believes that the RemainCo sale price of $2.75 per share is woefully inadequate, apparently valuing the company's casino operations and tavern business at a fraction of where it should trade, let alone be sold for. Views the RemainCo sale as an opportunistic attempt by the CEO to take advantage of company's stock price hitting a 4-year low to purchase the RemainCo at a deeply discounted price, financed by the sale of the company's valuable real estate. Expresses the view that Golden would likely trade at a significantly higher share price today had the Board sold the real estate without selling RemainCo. Calls on the Board and all parties to the Master Transaction Agreement to expeditiously provide important disclosures and make certain changes to the agreement to give Golden shareholders the chance of a better outcome.
Blake Sartini to Acquire Golden Entertainment and Establish Leaseback Agreement with VICI
Golden Entertainment (GDEN) announced that it entered into a definitive agreement to sell its operating assets to Blake Sartini and affiliates and seven of its casino real estate assets to VICI Properties (VICI) in a sale-leaseback transaction. Golden stockholders will receive total consideration of a fixed exchange ratio of 0.902 shares of VICI common stock for the sale of seven casino real estate assets and a cash distribution with proceeds from Blake Sartini of $2.75 for each share of Golden stock held at the closing of the transaction. The $30.00 value of consideration at signing represents a 41% premium to Golden's closing share price on November 5. The company will continue to pay shareholders regular quarterly cash dividends of 25c per share through the close of the transaction. An independent committee of the board of directors was formed to evaluate the transaction. The independent committee provided unanimous approval of the transaction and recommended that the company's stockholders approve the definitive agreement and the transactions contemplated thereby. In conjunction with the transaction VICI will assume and repay up to $426M of the outstanding debt under the company's Senior Secured Credit Facility. Santander has provided Blake Sartini a debt financing commitment to support the cash portion of the price, any excess debt and fees and expenses. The proposed transaction, which is expected to close in mid-2026, is subject to customary closing conditions, including the receipt of regulatory approvals and approval by a majority of Golden stockholders. Blake Sartini, Blake Sartini II and affiliated trusts, who own approximately 25% of the voting power of Golden's outstanding shares of common stock, have signed a voting and support agreement in favor of the transaction. Upon completion of the transactions, shares of Golden common stock will no longer be listed on Nasdaq. The agreement includes a "go-shop" period through December 5, during which time Golden and its advisors may solicit, consider and negotiate alternative acquisition proposals from third parties. The independent committee will have the right to cause the company to terminate the agreement to enter into a transaction providing for a superior proposal, subject to the terms and conditions of the definitive agreement. There can be no assurance that this process will or will not result in a superior proposal. Golden does not intend to disclose updates on this process unless and until it determines that such disclosure is appropriate or required.
Golden Entertainment announces Q3 EPS of 18 cents, surpassing consensus of 0 cents
Reports Q3 revenue $154.8M, consensus $156.81M. The company said, "In light of the transaction that we announced this morning, we will be cancelling our earnings call previously scheduled for later today."
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