The special purpose acquisition company (SPAC) Landcadia Holdings II (NASDAQ:LCA) that's angling to bring the online gaming operations of Atlantic City's Golden Nugget casino public has proposed amendments to the merger that all but assure it will happen.

Landcadia had to postpone to Dec. 29 a special meeting of shareholders after not enough votes were cast to approve the merger at the Dec. 18 meeting. The new rules would allow the merger to be approved with more than 50% of the votes cast at the meeting, rather than 50% of all outstanding shares.

Because only a little over 40% of all shares have been voted, and 99.8% of those were in favor of the merger, the change would guarantee the merger happens.

Golden Nugget casino

Image source: Golden Nugget.

A golden ticket

Landcadia is trying to bring Golden Nugget Online Gaming (GNOG) public through the merger with the SPAC, a maneuver that has gained popularity this year and brought public numerous other companies. 

If, or more likely when, the merger with GNOG is approved, the online gambling operation will become only the second pure play online casino after DraftKings. Tilman Fertitta is the chairman and CEO of Landcadia, but he's also CEO of GNOG, and he owns the land-based Golden Nugget casino, as well as numerous restaurants through his Fertitta Entertainment. 

Fertitta and Jefferies created another SPAC, Landcadia Holdings III, reportedly to take his restaurants and casino public.

Landcadia stated in its SEC filing that it believes the reason not enough votes were cast for the GNOG merger at the special meeting was because a majority of its shares were held by retail investors. 

It also said because Fertitta and Jefferies have voted in favor of the proposed changes, the measures will likely pass, meaning the SPAC's merger with GNOG will be approved.

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