Caesars Confirms FTC Second Request On Fertitta Buyout

Caesars Confirms FTC Second Request On Fertitta Buyout

Caesars Entertainment confirmed on September 17, 2026 that the Federal Trade Commission has issued a "second request" for more information on its proposed $17.6 billion sale to Tilman Fertitta’s Fertitta Entertainment, and that two directors appointed under an agreement with activist investor Carl Icahn have resigned from its board.

In an 8-K filed with the U.S. Securities and Exchange Commission, Caesars said it and Fertitta Entertainment Inc. (FEI) each received a second request from the FTC on September 14, 2026, as part of the agency’s review of the merger. Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, the companies now have 30 days to comply with the request before the transaction’s waiting period can expire.

"The company and Fertitta Entertainment intend to continue to work cooperatively with the FTC in its review of the merger," Caesars chief legal officer, executive vice president and secretary Edmond Quatmann Jr. said in the filing.

Two Icahn-Backed Directors Step Down

The same filing disclosed that Jesse Lynn, general counsel of Icahn Enterprises, and Ted Papapostolou, chief executive of IEP, resigned from the Caesars board "effective immediately." 

Both joined the board in March 2025 under an agreement with Icahn, who built a significant stake in Caesars. Icahn’s group has waived its right to appoint replacement directors, according to the filing, which did not clarify whether the resignations are connected to Caesars’ earlier rejection of an Icahn-backed takeover approach.


The Deal Fertitta Is Chasing

Fertitta, who owns Golden Nugget Hotels and Casinos and the NBA’s Houston Rockets, first offered to buy Caesars in May 2026. 

A second FTC information request is a standard, though notable, step in merger review that typically extends the regulatory timeline by several months while the agency examines competitive effects in more depth.

Caesars operates one of the largest casino and online casino footprints in the United States, and any change of control would be closely watched by regulators in the states where it holds gaming licences. 

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