Ainsworth urges shareholders to accept Novomatic takeover bid
Novomatic’s offer has been deemed ‘fair and reasonable,’ with the transaction closure date now set to 3 November.
Key points:
– Ainsworth has urged its remaining non-Novomatic shareholders to accept the supplier’s takeover bid
– The current AU$1 per share proposal has been deemed ‘fair and reasonable’ in the absence of an alternative offer
– This transaction is now projected by the company to close in early November 2025
Ainsworth Game Technology has issued a statement to its shareholders encouraging them to accept Novomatic’s current AU$1.00 (US$0.67) per share takeover bid, following the supplier’s Independent Board Committee deeming the offer ‘fair and reasonable.’
Indeed, the organisation has specified that its independent expert opinion indicates that Novomatic’s most recently tabled takeover bid is acceptable, with non-Novomatic shareholders now formally encouraged to vote in favour of the acquisition. Presently, Novomatic already owns a 58.8% stake in Ainsworth, following the steady increase of its ownership share in the supplier since last month.
In the absence of a separate or superior proposal, an official target’s statement has been submitted to Novomatic and formally lodged with the Australian Securities and Investment Commission, with Ainsworth stating that shareholders can expect to receive the statement by 17 September. The company has also underlined that it expects this latest deal to close by 3 November 2025.
Shareholders wishing to reject the takeover offer have been advised to take no action, with those unsure having been told to seek independent advice.
As Novomatic’s share in Ainsworth is already at almost 60%, this latest release applies only to non-Novomatic shareholders. However, underlined as part of this release is Novomatic’s intention to apply for the delisting of Ainsworth from the Australian Stock Exchange (ASX), should it obtain 75% or more of the company by virtue of acceptance of the takeover offer. If Novomatic’s company share reaches 90%, delisting will be required via compulsory acquisition.
Good to know: This latest update comes following the termination of Novomatic’s prior scheme of arrangement takeover proposal
Last month, Ainsworth posted its financial results for the first half of the calendar year, highlighting a revenue figure of AU$152.1m, up 22% year-on-year despite a 63.5% drop in EBITDA.
Included as part of this release was a statement from Ainsworth’s Chair of the Independent Board Committee, Daniel Gladstone, who said: “The Independent Board Committee strongly encourages you to read this Target’s Statement, together with the Independent Expert’s Report and the Bidder’s Statement, carefully and in their entirety before deciding how to deal with your Ainsworth Shares.
“You should consider the Takeover Offer having regard to your own personal risk profile, investment strategy and tax circumstances. If you are in doubt as to whether to accept or reject the Takeover Offer, you should seek your own independent professional advice.”
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