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Apollo Global Management’s acquisition of International Game Technology’s (IGT) gaming and digital businesses and Everi Holdings in a combined deal valued at $6.3bn received initial approval from Nevada regulators on Wednesday (June 11).
The deal, described as a two-step transaction, will see Apollo’s newly formed holding company, Voyager, acquire from IGT all of its gaming and digital businesses. Immediately thereafter, Voyager will merge with publicly traded Everi Holdings.
“At the conclusion of these two steps, Voyager’s parent will own and operate the IGT gaming and digital businesses and now private Everi as a single enterprise,” said J. Brin Gibson, former chair of the Nevada Gaming Control Board (NGCB) and an attorney with Brownstein Hyatt Farber Schreck, who represented Apollo before the control board.
Apollo’s deal was announced in July 2024, when a merger of IGT and Everi was already announced in February 2024, IGT announced plans to merge its global gaming and PlayDigital businesses with Everi.
The transaction with Apollo was approved by an IGT board special committee and Everi’s board of directors. As a result, the initial agreement between IGT and Everi was terminated.
The three-member control board unanimously approved the transaction on Wednesday. The Nevada Gaming Commission is expected to consider the deal at its June 26 meeting.
Apollo has chosen former Aristocrat Gaming CEO Hector Fernandez to oversee the private company. Fernandez resigned from the Australian-based company and will take over as CEO of the combined company in December once a contractual non-compete clause expires.
The new privately held company will take on the IGT name and be headquartered in Las Vegas.
“We think we have structured a transaction that is fairly downside protected, and we think there are many actionable levers to drive upside volatility,” said Daniel Cohen, partner with Apollo.
“So, at the end of the day, we are combining two franchise assets with complementary asset portfolios to build a leader across land-based gaming, fintech systems and iGaming. We will be one of the few that will have basically every touch point to a casino.”
The combination of IGT and Everi will create a gaming supplier company larger than its two main competitors, Light & Wonder and Aristocrat. Cohen said the combined company had $2.5bn in revenue last year, with two-thirds of the revenue generated by IGT.
Apollo will invest $1.3bn to fund the deal. Cohen said that it will likely be the largest investment out of the firm’s Apollo Fund 10, which is valued at about $20bn.
So far, the transaction has been approved by 28 jurisdictions. Kate Lowenhar-Fisher, executive vice president and chief legal officer at Everi, said there is a total of 36 jurisdictions that will have to approve the acquisition of IGT and Everi.
“Of the remaining eight, we are scheduled for the June agenda,” Lowenhar-Fisher said. “So, we are anticipating getting them this month with the exception of Louisiana, where we are still waiting for clarification.”
Apollo expects to close the transaction on July 2 if it gets all approvals this month.
“Our goal is to continue to invest in Nevada,” Cohen said. “This is not going to be the last transaction here.”
Apollo’s Nevada Investment History
Private-equity giant Apollo has a long history of investing in Nevada-based suppliers and casinos.
In 2021, it carved out Lottomatica from IGT. Apollo was also once the largest shareholder in PlayAGS, commonly known as AGS.
The private equity firm owned a 22 percent stake, or 8.2m shares, in Las Vegas-based slot machine company AGS, selling its stake for $41m in 2023 to focus at the time on potentially acquiring IGT.
On Wednesday, the NGCB also unanimously approved Brightstar Capital Partners' acquisition of publicly traded AGS for approximately $12.50 a share. Upon completion of the deal, AGS will become a privately held company and David Lopez will remain as CEO and president.
“We do focus on healthy businesses that we think we can grow,” Andrew Weinberg, CEO and founder of Brightstar Capital Partners, told the control board.
Besides AGS, Apollo paid $2.25bn in 2022 to acquire the operations of The Venetian, Palazzo and Venetian Expo in a $6.25bn purchase from Las Vegas Sands. Apollo partnered with real estate investment trust VICI Properties to acquire the properties.
Not every private-equity casino investment in Nevada has been successful, however.
In 2008, Apollo and TPG led a $30bn leveraged buyout of Harrah’s Entertainment, which later became Caesars Entertainment.
That deal faced significant challenges due to the financial crisis and large debt load, which eventually led to a bankruptcy restructuring in 2017. Their ownership ended in 2019 after the completion of a two-year Chapter 11 bankruptcy restructuring that wiped away $18bn of the company’s $25.6bn in debt and created VICI.
Fertitta Found Suitable As Wynn Resorts Shareholder
In another decision by the NGCB on Wednesday, Tilman Fertitta, whom President Donald Trump has appointed as U.S. ambassador to Italy, received preliminary approval as a beneficial shareholder of Wynn Resorts.
Gaming regulators need to approve Fertitta’s 12.6 percent ownership stake, which makes him the largest shareholder in the casino operator.
Steven Scheinthal, general counsel of Fertitta Entertainment, confirmed that Fertitta remains a passive investor in the company, but he is “not happy with the stock price and nor is he happy with decisions that have been made by Wynn management”.
Fertitta stepped down as CEO of his own company, which owns Golden Nugget casinos, after being appointed to the four-year ambassadorship. Fertitta did not appear at Wednesday’s meeting.
Scheinthal explained that Fertitta was required by the federal Office of Government Ethics to sell some of his investments due to the companies having dealings in Italy. Fertitta was allowed to remain an equity owner of his company, but he cannot be involved in day-to-day operations or take a salary from any of the businesses, although he can take a dividend.
Board member George Assad asked Scheinthal for Fertitta’s opinion on Wynn’s $130m forfeiture last year with the U.S. Department of Justice for conspiring with unlicensed money transmitting businesses, as well as the company's $5.1bn integrated resort being developed in Ras Al Khaimah.
“He wasn’t very happy with their failure to follow protocol,” Scheinthal said of Wynn’s forfeiture with the federal government.
On the company’s project in the United Arab Emirates, he said Fertitta sees it as an upside opportunity for the stock price and a positive for the company. Scheinthal was cautious in his response when Assad asked if Fertitta had a target price for Wynn shares.
“I think from his perspective, he would not want me to say more than what I’ve said,” Scheinthal said. “Suffice it to say at $86, $87 a share, that the price of the stock should be significantly higher. He’s not happy with the decisions management has made. Those are the two things he wanted me to convey to the board.”
Shares of Wynn gained 85 cents, or 0.98 percent, to close Wednesday at $87.52 on the Nasdaq exchange.
