Caesars is being taken private by Fertitta Entertainment under an agreement announced May 28, 2026, so the next year turns on whether the operating base can carry about $11.7 billion of debt plus the VICI and GLPI lease payments once the deal closes. Las Vegas is the soft spot: hotel occupancy fell to 89.1% in the third quarter of 2026 from 91.6% a year earlier as conventions and leisure visits thinned, and segment EBITDA is down 8% year to date, with table hold adding noise. Offsetting that, Regional slot handle is up about 6% on the Windsor consolidation and recent capital projects, and Caesars Digital is turning profitable on iGaming growth and steadier sports hold.
Leverage falls from 3.1x to 2.9x over the next four quarters on the starting case.
Free cash flow of $491mm is projected over the next year, with no itemised debt due in that time.
Net debt shrinks from $10.69bn to $10.20bn.
Liquidity a year out is $3.41bn, against $2.92bn today.
Built from the inputs on the Projections tab of the model; change them there. A starting case from history, not a forecast.
Liquidity after maturities and a year of cash flow
$2,895.0
Tranches are from the debt table in the latest quarterly or annual report.Blue figures are inputs in the model. Price is 100% of face unless marked *, which is a bond fund's own valuation from its SEC holdings report, not a traded price.Secured and unsecured are judged from each instrument's name. Adj. EBITDA is operating income plus D&A, stock compensation, restructuring and impairment charges as tagged in SEC filings; it is not the company's own adjusted figure. Free cash flow is cash from operations less capital spending.
The basket review for this company has not finished yet. When it does, this tab shows the dollar capacity to move value or prime lenders, the playbook moves that fit, and what they would do to each tranche. Meanwhile, see the liability management playbook.
Key Financials
2021A
2022A
2023A
2024A
2025A
LTM
3Q27E LTM
3Q28E LTM
Revenue
$9,570
$10,821
$11,528
$11,245
$11,486
$11,719
$11,719
$11,719
Y/Y Growth
13.1%
6.5%
(2.5%)
2.1%
0.0%
0.0%
Implied Costs
(6,800)
(7,698)
(7,677)
(7,341)
(7,956)
(8,253)
(8,253)
(8,253)
Adj. EBITDA
$2,770
$3,123
$3,851
$3,904
$3,530
$3,466
$3,466
$3,466
Margin
28.9%
28.9%
33.4%
34.7%
30.7%
29.6%
29.6%
29.6%
(-) Restructuring and other cash add-backs
--
--
--
--
--
--
--
--
Cash EBITDA
$2,770
$3,123
$3,851
$3,904
$3,530
$3,466
$3,466
$3,466
(-) Interest Expense (Cash Only)
(831)
(805)
(846)
(1,052)
(813)
(741)
(2,277)
(2,277)
(-) Cash Taxes
(9)
(22)
(26)
(48)
(81)
(34)
(34)
(34)
(-) Capex
(520)
(952)
(1,264)
(1,296)
(805)
(664)
(664)
(664)
(+/-) Working Capital and Other
(731)
(1,303)
(1,170)
(1,729)
(1,334)
(1,445)
--
--
Memo: FCF
$679
$41
$545
($221)
$497
$582
$491
$491
% of Debt
5.9%
0.4%
4.7%
(1.9%)
4.3%
5.0%
4.2%
4.2%
Key Drivers
Driver
4Q25A
1Q26A
2Q26A
3Q26A
4Q26E
1Q27E
2Q27E
3Q27E
4Q27E
1Q28E
2Q28E
3Q28E
Sensitivity
Next 12m impact ($mm)
Las Vegas hotel occupancy% of available rooms
91.7
95.3
95.5
89.1
91.7
95.3
95.5
89.1
91.7
95.3
95.5
89.1
$6.2mm on revenue
--
Las Vegas table games hold% of table drop
21.6
18.4
16.6
21.6
21.6
18.4
16.6
21.6
21.6
18.4
16.6
21.6
$7.2mm on revenue
--
Regional slot handle$ billions per quarter
10.47
10.77
11.64
12.05
10.47
10.77
11.64
12.05
10.47
10.77
11.64
12.05
$76.0mm on revenue
--
iGaming handle$ billions per quarter
5.07
5.37
4.83
4.83
5.07
5.37
4.83
4.83
5.07
5.37
4.83
4.83
$38.0mm on revenue
--
Sports betting hold% of sports handle
8.6
8.3
8.4
7.9
8.6
8.3
8.4
7.9
8.6
8.3
8.4
7.9
$28.8mm on revenue
--
Caesars is being taken private by Fertitta Entertainment under an agreement announced May 28, 2026, so the next year turns on whether the operating base can carry about $11.7 billion of debt plus the VICI and GLPI lease payments once the deal closes. Las Vegas is the soft spot: hotel occupancy fell to 89.1% in the third quarter of 2026 from 91.6% a year earlier as conventions and leisure visits thinned, and segment EBITDA is down 8% year to date, with table hold adding noise. Offsetting that, Regional slot handle is up about 6% on the Windsor consolidation and recent capital projects, and Caesars Digital is turning profitable on iGaming growth and steadier sports hold.
Bottoms-Up Projections: starting case
$ in millions
4Q25A
1Q26A
2Q26A
3Q26A
4Q26E
1Q27E
2Q27E
3Q27E
4Q27E
1Q28E
2Q28E
3Q28E
Revenue
$2,916
$2,870
$2,993
$2,940
$2,916
$2,870
$2,993
$2,940
$2,916
$2,870
$2,993
$2,940
Y/Y Growth
4.2%
2.7%
3.0%
2.5%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
Adj. EBITDA
$858
$871
$891
$846
$867
$876
$889
$833
$867
$876
$889
$833
Margin
29.4%
30.3%
29.8%
28.8%
29.7%
30.5%
29.7%
28.3%
29.7%
30.5%
29.7%
28.3%
Free Cash Flow
$147
$36
$304
$95
$124
$136
$142
$89
$124
$136
$142
$89
Cash, end of period
887
867
965
864
988
1,124
1,266
1,355
1,479
1,615
1,757
1,845
Total Debt, end of period
11,784
11,802
11,699
11,558
11,558
11,558
11,558
11,558
11,558
11,558
11,558
11,558
Net Debt / Adj. EBITDA
3.1x
3.1x
3.1x
3.1x
3.0x
3.0x
3.0x
2.9x
2.9x
2.9x
2.8x
2.8x
Revenue is built from Casino, Hotel Owned, Food and Beverage, Product and Service Other, Real Estate, each driven by volume and by price and mix against the same quarter a year earlier. Every cost line, interest, taxes, capital spending and working capital has its own input on the Projections tab of the model. This is a starting case built from history, not a forecast.
Caesars grew revenue 2.5% in Q3 2026 but Adjusted EBITDA slipped 2% as Las Vegas weakened, while it waits to close its sale to Fertitta Entertainment.
Takeaways
Net revenue rose 2.5% to $2.94 billion. Regional revenue grew 5.9% and Caesars Digital grew 4.8%, but Las Vegas fell 2.3% and Managed and Branded fell 20.5%.
Adjusted EBITDA fell 2.1% to $865 million, so the margin narrowed to about 29.4% from 30.8%. Las Vegas EBITDA dropped 9.5% to $343 million. Regional rose 3.6% to $524 million and Digital rose to $44 million from $28 million.
The net loss widened to $123 million from $55 million. Interest expense of $570 million a quarter still exceeds operating income of $457 million.
Cash flow funded modest deleveraging. Nine-month operating cash flow was $942 million against $507 million of capex, and capex for the rest of 2026 is set at $160 to $205 million.
Total debt fell to $11.66 billion from $11.91 billion at year end, and net debt to $10.80 billion. On our math that is about 3.0 times trailing Adjusted EBITDA, before the large VICI and GLPI lease obligations.
The key credit event is the cash sale to Fertitta Entertainment at $31.00 per share, agreed in May 2026 and approved by stockholders in September. It still needs antitrust and gaming approvals. Treatment of existing debt at closing has not been disclosed.
Debt and capital
Debt at September 30, 2026 was $11.66 billion at face: $5.82 billion of bank debt, $5.80 billion of notes and $39 million of other debt.
Liquidity was $2.95 billion: $864 million of cash plus about $2.1 billion of undrawn revolver capacity after letters of credit and reserves. The $160 million revolver draw at year end was repaid.
Near-term maturities are small: about $28 million for the rest of 2026 and $114 million in 2027. The revolver and Term Loan A mature in January 2028 and the 4.625% notes in October 2029.
No share buybacks were made in the first nine months of 2026 and none are expected while the deal is pending. $221 million remains under the program.
The buyer delivered debt commitment letters to fund the merger. The note indentures carry a 101% change of control put, but whether this deal triggers it has not been confirmed.
Guidance
No guidance was given for Q3 2026. The company stopped holding calls after the merger agreement and the press release has no outlook.
The only forward figure is in the 10-Q: capex for the rest of 2026 of $160 to $205 million from unrestricted cash.
Earlier in the year, with Q4 2025 results, management had pointed to strong 2026 free cash flow for debt paydown and buybacks. Buybacks are now on hold while the merger is pending.
Tone: Low-key and procedural, with no call, no slides and no outlook while the sale to Fertitta Entertainment is pending.
Summary written with AI from Press release and 10-Q only. Caesars held no earnings call and posted no slides for Q3 2026 because of its pending sale to Fertitta Entertainment, and it does not publish call transcripts on its IR site or with the SEC.. Slides, audio and any transcript are the company's and open on its own site. Full transcripts from transcript vendors are not reproduced here.
Last quarter: Third quarter 2026
Revenue rose 2.5% on Regional and Digital growth, but a weaker Las Vegas pulled adjusted EBITDA down 2.1%.
Results
Third quarter net revenues were $2.94bn, up 2.5% from $2.87bn a year earlier.
The company headlines consolidated Adjusted EBITDA, not EBITDAR or a same-store figure. It was $865mm against $884mm, down 2.1%. The release does not state a margin.
Net loss attributable to Caesars was $123mm, or $0.61 per share, against $55mm, or $0.27 per share. Net interest expense was $570mm in the quarter.
The release contains no cash flow statement, so it gives no operating cash flow, capital spending or free cash flow.
Why
Las Vegas revenue fell 2.3% to $930mm and its adjusted EBITDA fell 9.5% to $343mm.
Regional revenue rose 5.9% to $1.63bn and its adjusted EBITDA rose 3.6% to $524mm.
Caesars Digital revenue rose 4.8% to $326mm and its adjusted EBITDA rose to $44mm from $28mm.
Corporate and other costs widened to $63mm from $47mm. Casino revenue rose to $1.75bn from $1.64bn while hotel and food and beverage revenue both fell.
Balance sheet and guidance
Cash and equivalents were $864mm at September 30, 2026, excluding $113mm of restricted cash. Cash plus available revolver capacity totalled $2.95bn.
Debt outstanding was $11.66bn in principal, down from $11.91bn at year-end 2025: $5.82bn of bank debt and loans and $5.80bn of notes. Net debt by the company's calculation was $10.80bn.
The release states no leverage ratio. Its figures exclude lease obligations to VICI and GLPI, which the company notes can be significant.
What to watch
The company has a definitive agreement, announced May 28, 2026, to be acquired by Fertitta Entertainment and held no earnings call. Watch closing timing and what the deal means for the existing debt.
Las Vegas adjusted EBITDA is down 8.0% for the nine months and 9.5% in the quarter. Watch whether the decline in hotel and food and beverage revenue continues.
Net interest expense was $570mm against $865mm of adjusted EBITDA in the quarter. Watch debt paydown: total debt fell to $11.66bn from $11.91bn over the nine months.
From the company's press release filed Oct 27, 2026. Figures in this section are as the company reports them, including its own adjusted EBITDA.
Links open the document on SEC EDGAR. Earnings call transcripts are not SEC filings and belong to their publishers, so they are not reproduced here; the press release and slides filed with each results 8-K are.
Coming up
Feb 16, 2027Results. Full-year results for the period ending 2026-12-31. The date is an estimate: last year's filing date moved forward a year.
Jan 31, 2028Maturity. CEI Revolving Credit Facility: $0mm outstanding comes due.
Jan 31, 2028Maturity. CEI Term Loan A: $609mm outstanding comes due.