Caesars Should Seek Takeover Price Above $35, Says Analyst. Another Warns on Regulatory Issues.

• Morningstar says Caesars should seek at least a 10% premium to the firm’s $35 fair value estimate
• Another analyst warned of potential regulatory headwinds if Fertitta wins the takeover tussle

Caesars Entertainment (NASDAQ: CZR) should be able to command more in a possible takeover than the $34 a share Tilman Fertitta and the $33 per share Carl Icahn are reportedly offering for the company.

In a new report, Morningstar analyst Dan Wasiolek says that based on the strength of Caesars’ portfolio, which is the largest by number of domestic casinos, the company should be pressing prospective suitors for north of $35 a share.

We think Caesars should seek at least a 10% premium to our $35 per share fair value estimate, or 8 times 2027 enterprise value/ earnings before interest, taxes, depreciation, amortization, and restructuring or rent costs (EBITDAR), given the quality of its operating portfolio,” observes the analyst. “This represents a similar multiple to US no-moat peer Penn Entertainment (NASDAQ: PENN) that has similar debt and financial growth characteristics.”

He adds it’s not surprising to see Caesars again be the subject of takeover speculation and there’s merit in that assertion because the company has changed hands four times in less than three decades with the most transaction being the $17.3 billion 2020 takeover by Eldorado Resorts that created “new Caesars.”

“The firm’s 14% share of the US gaming market includes 50 casino resorts, with several in Vegas that generated about $700 million in free cash flow in 2025, based on our calculation,” adds the Morningstar analyst.

Beware Regulatory Issues if Fertitta Wins Caesars

In February, rumors surfaced that Caesars was mulling several takeover bids, including one from Fertitta. Neither he nor Caesars have confirmed related discussions. Likewise, there isn’t confirmation as of yet of him offering $34 a share, which would value the target at $7 billion.

“There are potential regulatory issues given Mr. Fertittaʼs ownership of the Golden Nugget casinos and various other gaming interests,” she wrote in a new report. “While sources caution that no deal will be announced imminently or is even certain to occur, this news combined with Caesarsʼ recent struggles with weak Las Vegas Strip results due to a decline in tourist visitation suggest the company may be up for sale.”

As just a few examples, if Fertitta acquires Caesars, he’d control four casinos in Atlantic City, NJ and three each in Lake Tahoe and Laughlin, Nevada. That level of overlap could compel regulators to force asset sales, but that is to be determined.

Fertitta Interest in Caesars Isn’t New

Fertitta, who currently serves as US ambassador to Italy and San Marino, has a long-rumored desire to own a Las Vegas Strip casino hotel. Likewise, his interest in Caesars isn’t new, potentially giving rise to the most recent takeover chatter.

“Fertitta, owner of the Golden Nugget casino brand, restaurants, and the Houston Rockets basketball team, attempted to acquire Caesars in 2018-19 before the firm merged with El Dorado,” concludes Wasiolek.