Golden Nugget Online To Make Nasdaq Debut After Landcadia Holders Approve Merger

Tilman Fertitta’s Golden Nugget Online Gaming will make its debut as a standalone publicly traded entity on Wednesday, Dec. 30, launching on the Nasdaq under the ticker “GNOG.” That’s after Landcadia Holdings II, Inc. (NASDAQ:LCA) investors voted to approve a merger between the two companies.

Landcadia GNOG
Billionaire businessman Tilman Fertitta. Investors in his Landcadia SPAC finally voted to merge with Golden Nugget Online Gaming. (Image: Houston Business Journal)

Lancadia failed to garner enough votes for the combination at a previously scheduled virtual meeting on Dec. 18.  Landcadia, a special purpose acquisition company (SPAC) controlled by Fertitta and investment bank Jefferies, adjourned that conference. It then called a special shareholders meeting, which took place today.

Citing an investor base that’s 70 percent retail, a group that typically doesn’t pay much attention to corporate votes, the SPAC amended its purchase agreement with GNOG. It allowed a simple majority of attendees at today’s meeting to vote in favor of the merger to move it forward, rather than more than half of the overall shareholder count.

The strategy worked, as today’s virtual meeting lasted just over six minutes, with attendees voting overwhelmingly in favor of the merger. An official tally will be revealed in a regulatory filing with the Securities and Exchange Commission (SEC).

Say Hello to GNOG

The late June announcement that Landcadia would attempt to merge with Golden Nugget Online provided the iGaming operator an avenue to go public. It was expected the transaction would be wrapped up in the third quarter.

However, the coronavirus pandemic got in the way, delaying the New Jersey Casino Control Commission’s (CCC) ability to weigh-in on the matter. That approval, which was necessary because the Garden State is currently GNOG’s biggest market, was granted last month.

Even with the hurdles created by the pandemic and the need for a second shareholder meeting, the time from deal announcement to completion was six months. That highlights why so many companies in 2020 are opting for transactions with blank-check firms over the traditional initial public offering (IPO) process, which can take a year or more, in some instances.

The merger values GNOG at $745 million, or 6.1x next year’s estimated revenue of $122 revenue. Landcadia is assuming $150 million of the target’s debt, and it’s expected that when the online gaming firm debuts tomorrow, it will do so with a market capitalization of around $700 million and $80 million of cash on its balance sheet.

SPAC Fever in Gaming Industry

SPAC mania is one of 2020’s most prominent financial market themes and the gaming business is participating in the fervor.

In April, daily fantasy sports (DFS) provider and online sports book operator DraftKings (NASDAQ:DKNG) went public following a reverse merger with a blank-check entity. Earlier this month, mobile games provider Skillz Inc. (NYSE:SKLZ) debuted following a SPAC marriage.

Next year could be brisk on the blank-check/gaming deal front. A slew of SPACs went public this year declaring interest in online gaming and sports wagering assets.

Todd Shriber
Todd Shriber Financial Reporter

Todd Shriber is a senior news reporter covering gaming financials, casino business, stocks, and mergers and acquisitions for Casino.org.

Todd got his start in financial markets as a reporter with Bloomberg News. Later, he became a trader at a Southern California-based long/short hedge fund, where he specialized in the trading sector and international ETFs leading up to and during the financial crisis. He joined Casino.org in 2019.

Currently, Todd analyzes, researches, and writes on ETFs for various web-based publications and financial services firms. Shriber has been featured and quoted in Barron's, CNBC.com, and The Wall Street Journal. His work can also be found on Benzinga, ETF Daily News, ETF Trends, MarketWatch, Fox Business, and Nasdaq.com.

He currently resides in Las Vegas, where he enjoys golf and taking his black lab to the dog park. He's also an avid sports fan and likes to wager on college football and the NBA. You can also find him at the three-card poker and roulette table, even though he knows better.

Contact Todd at todd.shriber@casino.org.

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