AGS Stockholders Approve $1.1 Billion Acquisition by Brightstar Capital Partners Set for Late 2025 Completion

On August 6, 2024, AGS stockholders gathered for a pivotal special meeting that would determine the company’s future. The shareholders gave their approval for the company to be acquired by s of Brightstar Capital Partners, a move that was first revealed to the public on May 9, 2024. This decision marks a significant moment in AGS’s history, setting the stage for a major transformation.

The Acquisition Deal

The acquisition deal, valued at $1.1 billion, has been the focal point of considerable attention since its announcement. David Bain of B Riley Securities highlighted that the offer presented a 41% over AGS’s stock price as of May 8, 2024. Despite this substantial , Bain noted that the bid was relatively modest in of valuation. With a cash flow multiple of 5.7 times, the offer falls short compared to historical trading multiples observed in similar supplier acquisitions and M&A transactions.

The transaction is slated to close in the latter half of 2025. However, several hurdles must be overcome before the deal can be finalized. The completion of the acquisition is contingent upon satisfying customary closing conditions, including obtaining necessary regulatory approvals. These approvals are a standard requirement for such transactions and are crucial to ensuring that the deal adheres to legal and regulatory frameworks.

Once the acquisition is finalized, AGS will transition from a publicly traded entity to a privately held company. This shift will lead to the delisting of AGS common stock from all public exchanges, effectively removing it from the public trading arena. For AGS shareholders, this means that their shares will no longer be available for trading on public markets, marking the end of an era of public visibility for the company.

Regulatory and Reporting Obligations

In line with regulatory requirements, AGS will file a Form 8-K with the U.S. Securities and Exchange Commission (SEC) to report the final voting results of the special meeting. This filing will provide a detailed of the shareholder vote and outline the next steps in the acquisition process. The Form 8-K will serve as an important document in ensuring transparency and keeping all stakeholders informed about the progression of the transaction.

The approval of the acquisition by AGS’s stockholders signals a new chapter for the company. As the company prepares to become a privately held entity, the focus will shift to the integration process and the strategic plans that Brightstar Capital Partners will implement. The transition will undoubtedly bring about changes in how AGS operates and interacts with its stakeholders.

This acquisition represents more than just a financial transaction; it is a transformative moment for AGS. The company’s future as a private entity will open up new possibilities and challenges, shaping its trajectory in the years to come. As the acquisition moves forward, all eyes will be on how AGS adapts to its new ownership and the impact of this transition on its strategic goals and market positioning.

Continued Bain said: “We do not believe AGS was actively for sale and was approached by Brightstar. While we have not reviewed the merger agreement, we believe there remain opportunities for other potential offers for AGS.”

Source:

”PlayAGS Stockholders Approve Acquisition By Brightstar Capital Partners”, newsroom.playags.com, August 07, 2024.