VICI Properties Inc. announces $1.16 billion sale-leaseback transaction with Golden Entertainment

On November 6, 2025, Herbert Smith Freehills Kramer client VICI Properties Inc. (NYSE: VICI) announced that it has entered into an agreement to acquire 100% of the land, real estate property and improvements of seven casino properties (the “Golden Portfolio”) from Golden Entertainment, Inc. (NASDAQ: GDEN) for $1.16 billion and to enter into a triple-net master lease (the “Golden Master Lease”) with a newly formed entity that will be owned and controlled by Blake L. Sartini, current chairman and chief executive officer of Golden, and that will acquire the operating business of Golden in connection with the closing of the transaction (“Golden OpCo”).

The Golden Portfolio includes: The STRAT Hotel, Casino & Tower on the North Las Vegas Strip; Arizona Charlie’s Decatur and Arizona Charlie’s Boulder in the Las Vegas Locals market; Aquarius Casino Resort and Edgewater Casino Resort in Laughlin, Nevada; and Pahrump Nugget Hotel & Casino and Lakeside RV Park & Casino in Pahrump, Nevada. The Golden Portfolio features approximately 362,000 square feet of casino space, over 6,000 hotel rooms, 4,306 slot machines and 78 table games.

The Golden Master Lease will have an initial total annual rent of $87.0 million, and an initial term of 30 years, with four 5-year tenant renewal options. Rent under the Golden Master Lease will escalate annually at 2.0% beginning in Lease Year 3. The obligations of Golden OpCo under the Golden Master Lease will be guaranteed by a holding company that is owned and controlled by Mr. Sartini and owns all the gaming and operating assets of Golden, with additional credit support provided by financial covenants within the lease.

The HSF Kramer team advising VICI was led by Corporate partners Todd E. Lenson and Jordan M. Rosenbaum and Real Estate partners James P. Godman and Tzvi Rokeach; and included Environmental partner Andrew Otis; Corporate special counsel Jeffrey H Taub; Real Estate partner Seth R. Niedermayer, and associates Michael R. Svetich, Adrian Diaz, Colin Shea and Alyssa Canter; and Tax special counsel Rita Celebrezze D’Souza.