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Landcadia Holding II Inc. Restitutes Voting Requirement to Ensure Golden Nugget Online Deal on December 29, 2020

Landcadia Holding II Inc. is doing everything it can to ensure its deal with Golden Nugget Online Gaming (GNOG) goes through. The firm is rectifying the purchase treaty to increase the odds that the transaction between it and Golden Nugget is approved in the coming shareholder meeting. During a meeting last week, Tilman Fertitta owned firm, Special Purpose Acquisition Company (SPAC) conducted a virtual conference in collaboration with Jefferies Investment bank where stockholders voted to allow partnership with golden nugget online gaming.

Ninety-nine percent of those in attendance voted to support the projected partnership. However, the votes were not enough to allow the next steps of officiating the deal. On December 18, 2020, Landcadia’s bylaw required half or more of the shares to be cast, but only 40.5 percent did.

This led to the adjournment of the meeting until December 29, 2020. Following the previous hitch, Landcadia is looking at anything that might prevent the merger during the upcoming meeting. The firm is amending its shareholder agreement to ensure it provides for the business combination.

According to a statement released by the SPAC, the amendment to the shareholder agreement will optimally serve the company, primarily because of the increased value on the firm’s Class A common stock after it announced its merger with Golden Nugget Online Gaming. The company has also received tremendous support from shareholders that have already voted and require at least 10 percent more votes to close the deal.

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Some of the shareholders that have voted include Jefferies investment, Fertitta, and affiliates. If most shareholders vote to approve the business combination, golden nugget online will convert to be a public company operating under GNOG. Fertitta will own 53 percent of the iGaming business and will be the Chief Executive Officer.

What’s in the New Amendment?

The latest amendment will require Landcadia and GNOG business combination to gain affirmative votes from most of those who will be in attendance on December 29, contrary to the last agreement where over half of shareholders had to vote to approve the merger.

The move to mend the agreement is well thought off, considering 70 percent of stockholders at Landcadia are retail. This group is known to ignore corporate votes, which could hugely affect the upcoming merger as it did in the last meeting. Also in the amendment is another proposal that won’t require votes of the disinterested Class A common stockholders to pass the merger. Instead, common stock shareholder votes will count even without those from Class A stockholders.

What’s Next After the Merger?

It is over six months following Landcadia Holding II Inc.’s announcement of its interest to merge with Golden Nugget Online Gaming to provide the latter with a platform to go public. Golden Nugget Online Gaming is valued at $745 million, 6.1 times the amount the combined business hopes to generate in 2021.

The partnership between SPAC and GNOG is hugely anticipated as it involves a profitable company and a growing online gaming platform, a rare occurrence in the business world. If the merger sees through thanks to the amendment, Golden Nugget Online will commence on been a public corporation.

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