Strat operator, Vici complete $1.16 billion sale, leaseback deal

Las Vegas-based Golden Entertainment has officially completed its transition to a private, family-owned operation following the closing of a transaction between chairman and CEO Blake L. Sartini and real estate investment trust Vici Properties Inc.

The deal, which closed Thursday, marks the end of Golden’s tenure as a publicly traded company. Shareholders received $2.75 cash dividend and 0.902 shares of Vici stock for each share of Golden stock they owned, the company said in a news release.

As part of the agreement, Vici Properties acquired the real estate assets tied to seven of Golden’s casino resorts and entered into a long-term triple-net master lease with entities controlled by Sartini. Golden will continue to operate all of its casino and PT’s-branded tavern properties going forward.

“Returning to private family ownership means we can focus on running our operations without the distractions of being publicly traded, while continuing to deliver an exceptional guest experience across all of our casino properties and taverns,” Sartini said in a statement.

Thursday’s announcement confirms the completion of a deal first announced in November, when Golden announced plans to go private through a deal combining Sartini’s acquisition of the operating business with Vici’s purchase of several of Golden’s real estate holdings.

Shareholders overwhelmingly approved the move during a special meeting earlier this year. According to a Form 8-K filing, investors voted 20,430,245 to 208,131, with 20,158 abstentions, to adopt the master transaction agreement, representing nearly 78 percent of the company’s outstanding shares.

Under the transaction terms, Vici acquired the underlying real estate for The Strat, both Arizona Charlie’s casinos in Las Vegas, the Aquarius and Edgewater in Laughlin, and the Pahrump Nugget. The real estate portion of the deal was valued at roughly $1.16 billion.

Vici will lease those properties back to Sartini’s operating company under a 30-year triple-net master lease with an initial annual rent payment of $87 million. Rent increases of 2 percent annually begin in the third year of the agreement.

Golden’s move to go private had already cleared major regulatory hurdles. In mid-April, the Nevada Gaming Control Board unanimously recommended approval of the necessary licensing, suitability and ownership transfers after a 70-minute hearing in Carson City. The Nevada Gaming Commission gave final approvals on April 23.

During the GCB hearing, Sartini told regulators the transaction would sharpen Golden’s focus on Southern Nevada, where the company operates its hotel-casinos and the state’s largest tavern network, with more than 70 PT’s pubs.

“We intentionally reset in Southern Nevada,” he said at the meeting. “I’m a big proponent of being able to drive and visit, touch our properties on a daily basis.”

He described the Las Vegas Valley’s economy as stable to strong, crediting population growth, construction activity and business diversification. While acknowledging a “disconnect” between lower visitation and rising gaming revenue on the Strip, Sartini said the local market has proven resilient and less dependent on Strip trends than in the past.

Golden emphasized that the deal’s completion does not alter its day-to-day operations. The company will continue managing its full portfolio of casino resorts and taverns, including PT’s, Sierra Gold and Sean Patrick’s locations.