Novomatic To Finalize Full Buyout Of Ainsworth Game Technology

Novomatic AG has taken decisive steps toward full ownership of Ainsworth Game Technology, announcing an agreement to purchase the remaining 47.1% of shares it does not yet control. Already the majority shareholder with a 52.9% stake acquired from founder Len Ainsworth in 2016, Novomatic’s offer values Ainsworth at approximately AUD336.5 million.

The transaction is structured through a Scheme of Arrangement and proposes a cash payment of AUD1.00 per share to Ainsworth shareholders. This price represents a 35% over the company’s last closing share price prior to the offer. Ainsworth’s Independent Board Committee (IBC) has unanimously recommended shareholders vote in favor of the proposal, viewing it as offering attractive and certain value to minority investors.

Details of the Acquisition Proposal

The acquisition offer is considered Novomatic’s “best and final” and will not be increased, though Ainsworth may declare a dividend, which would subsequently be deducted from the cash consideration. Novomatic expects to fund the acquisition through a combination of its existing cash reserves and third-party debt financing. Additionally, regulatory hurdles have been cleared, with the Australian Foreign Investment Review Board granting its approval.

According to the filings, if the transaction proceeds as planned, Novomatic anticipates finalizing the acquisition by the second half of 2025. The Vienna-headquartered gaming technology supplier emphasized that integrating Ainsworth aligns with its long-term international expansion goals, particularly strengthening its presence in Asia-Pacific and North America.

Commenting on the move, Stefan Krenn, Member of the Executive Board at Novomatic AG Group, stated: “The acquisition of Ainsworth is consistent with our international growth strategy and the expansion of our presence across the Asia-Pacific and the US region. As a long-term shareholder we are familiar with the business and believe that integrating Ainsworth into our operations is in the best interest of this strategy. We look forward to welcoming the highly qualified and experienced Ainsworth employees into the Novomatic family to become part of our international growth and success.”

Shareholder Response and Strategic Implications

Following the takeover announcement, Ainsworth’s stock surged, climbing by over 32% to reach 98 cents, approaching Novomatic’s offer price of $1 per share. Ainsworth’s chairman, Daniel Gladstone, expressed for the agreement, stating: “The proposal put forward by Novomatic, who is already the majority shareholder of Ainsworth, represents a significant to long term trading value and is compelling for Ainsworth minority shareholders.”

The deal, valuing Ainsworth at about seven times its FY24 EBITDA of AUD48.2 million, arrives at a moment when Ainsworth’s performance in the Asia-Pacific market has faced headwinds due to competitive pressures. In 2024, the company’s Asia-Pacific segment posted revenue of AUD42.7 million, down from AUD48.8 million a year earlier, though overall profitability rebounded to a net profit of AUD30.3 million after a previous loss.

Broader Novomatic Developments

Beyond the Ainsworth acquisition, Novomatic has been active in strengthening its global footprint. The Dutch gaming authority, Netherlands. Novomatic has also obtained a gaming license in the United Arab Emirates, further underlining its international expansion strategy.

Both companies were advised by prominent firms on the transaction: Ainsworth retained Macquarie Capital and Clayton Utz, while Novomatic worked with J.P. Morgan and King & Wood Mallesons. Additional details about the Scheme Implementation Deed and the offer mechanics have been shared in an official ASX announcement by Ainsworth.

Novomatic’s acquisition of Ainsworth, once finalized, will mark another significant step in its mission to strengthen its foothold in key international markets, reinforcing its position as one of the largest gaming technology groups worldwide, operating in more than 130 countries with over 26,000 employees.

Source:

Novomatic signs agreement to acquire Ainsworth via Scheme of Arrangement, novomatic.com, April 28, 2025.