Golden Entertainment agrees to $30/sh acquisition by Blake Sartini and VICI

Golden Entertainment Inc. (NASDAQ: GDEN) announced it has entered into a definitive agreement to be acquired by Blake L. Sartini and affiliates in a transaction valued at $30.00 per share, representing a 41% premium to the company's closing price on November 5, 2025.

Under the agreement, Golden stockholders will receive 0.902 shares of VICI Properties Inc. (NYSE: VICI) common stock and $2.75 in cash for each Golden share held. The transaction involves selling Golden's operating assets to Sartini and seven casino real estate assets to VICI in a sale-leaseback arrangement.

An independent committee of Golden's board unanimously approved the transaction and recommended stockholder approval. Blake Sartini, Blake Sartini II and affiliated trusts, who own approximately 25% of Golden's voting shares, have signed a voting agreement supporting the deal.

VICI will assume and repay up to $426 million of Golden's outstanding debt under its senior secured credit facility. Santander has provided Sartini with debt financing commitment to support the cash portion and related expenses.

The transaction includes a "go-shop" period through December 5, 2025, allowing Golden to solicit alternative acquisition proposals. The independent committee retains the right to terminate the agreement for a superior proposal, subject to the definitive agreement terms.

Golden will continue paying quarterly dividends of $0.25 per share through the transaction's close. The deal is expected to close in mid-2026, subject to regulatory approvals and stockholder approval. Upon completion, Golden shares will be delisted from NASDAQ.

Golden operates eight casinos and 72 gaming taverns in Nevada, featuring approximately 5,600 slots, 80 table games and 6,000 hotel rooms. VICI Properties is an S&P 500 real estate investment trust with a portfolio of gaming, hospitality and entertainment properties.

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