Published on: November 13, 2025, 12:58h.
Updated on: November 13, 2025, 01:17h.
- Everbay Capital labels Sartini-led buyout as “opportunistic”
- Claims the offer takes advantage of recent dips in Golden’s stock value
- Investor asserts Golden’s board is pressuring shareholders to accept an unfavorable arrangement
Blake Sartini, CEO of Golden Entertainment (NASDAQ: GDEN), has proposed a $30 per share offer to take the casino operator private, a move that an investor contends significantly undervalues the company, referring to the proposal as “opportunistic.”
In a communication sent to Golden’s board on Thursday, Frederick Steindler from Everbay Capital argues that the combination of selling the casino company’s real estate to VICI Properties (NYSE: VICI) and the operating entity (RemainCo) to Sartini coerces shareholders into accepting a negative deal, asserting that the two transactions should not be linked.
“While one might argue shareholders should be pleased with a 41% premium, this overlooks the potential for delivering significantly greater value merely by divesting the real estate without the RemainCo sale,” Steindler stated. “Our calculations suggest that a sale of the real estate (after debt deductions) to VICI at approximately $27 per share without selling RemainCo could yield shares trading at $39 today ($27 for the real estate plus $12 for RemainCo), rather than hovering around the $30 deal price.”
Speculations had long existed around Golden exploring the monetization of The Strat’s real estate and adjacent undeveloped land. However, according to the terms of the recently announced agreement, the company plans to sell all its Nevada real estate to VICI for $1.16 billion. Sartini intends to utilize these funds to offer $2.75 per share for RemainCo.
RemainCo essentially encompasses the operational rights to Golden’s seven Nevada casinos and over 70 gaming taverns, many of which operate under the PT’s brand. Everbay argues that this price is far too low.
“At $2.75 per share, the valuation of RemainCo stands at a mere 1.1x EBITDA, which is significantly lower than our assessment of its potential value as a public entity, and represents a substantial discount compared to where we believe RemainCo could achieve during a fair competitive sale process,” Steindler emphasized.
Sartini’s Bid Viewed as Opportunistic
Sartini’s bid, unveiled on November 6, values Golden at $30, which assembles a 41% premium based on the previous closing price. Despite this proposal pushing shares close to the $30 target, Everbay asserts that the buyer is capitalizing on the weakened share price.
The money manager, a shareholder in Golden since 2021, brings up valid points. Despite the buyout announcement, the stock has dropped 5.49% year-to-date and plunged 26.71% over the past three years. Steindler argues Sartini is taking advantage of this dip to propose a lowball bid for RemainCo.
“The timing of these transactions appears strategically aligned to legitimize the sale of RemainCo to Blake Sartini at a starkly discounted price, following the announcement just two days after Golden’s stock reached a four-year low,” notes the principal of Everbay.
The asset manager highlights that Sartini’s need for debt financing may indicate that his stake in RemainCo is limited to 25%, suggesting that the claim that the offer is a low-ball one holds substantial weight.
Overall, Everbay believes that Golden’s true value exceeds Sartini’s offer of $30 per share. Steindler posits that the gaming entity could divest its real estate assets, leading to the distribution of a $30 special dividend to shareholders, with RemainCo assets possibly valued around $12 per share. Hence, Everbay estimates Golden’s worth at $42 a share, significantly higher than Sartini’s proposal.
Unlikeliness of a Bidding War for Golden Entertainment
Golden undoubtedly possesses prime property assets, and several of its casinos may attract other bidders. Nevertheless, various factors suggest a bidding war for the operator is improbable. One of these includes a narrow window, closing on December 5, during which the company can entertain other offers.
“The go-shop period is too brief and does not compensate for the comprehensive open sale process that should have accompanied RemainCo,” Steindler argues. “The existence of a signed management buyout could deter potential bidders during this go-shop timeframe, as they may perceive themselves as unwelcome disruptors trying to undermine an advantageous deal for the CEO.”
Steindler further notes that the existence of a termination fee, with 25% allocated to Sartini, is “entirely unjustified” given the CEO’s undervalued offer and is likely to dissuade other interested parties from making legitimate bids.