Austria’s Novomatic AG Group, Europe’s largest gaming technology group and one of its leading suppliers and operators, has signed an agreement to acquire all outstanding shares of Australian slot supplier Ainsworth Game Technology. Novomatic is currently the majority shareholder of Ainsworth.
Novomatic announced that it has signed an agreement to acquire Ainsworth via Scheme of Arrangement. The company holds an existing stake of 52.9 percent in Ainsworth, which it purchased in 2016 from company founder Len Ainsworth. It has agreed to a Scheme Implementation Deed with Ainsworth to acquire all of its outstanding shares, 47.1 percent of the company, for a “best and final” cash consideration of A$1 (US$0.64) per share.
Cash consideration implies an equity value of A$336.8 million and enterprise value of A$336.5 million for Ainsworth. The cash consideration represents a premium of approximately 35 percent to Ainsworth’s last closing price and 28 percent to Ainsworth’s six-month volume-weighted average price to April 24, 2025, the last trading day prior to the date of the announcement.
Ainsworth’s Independent Board Committee (IBC) has unanimously recommended that Ainsworth shareholders vote in favor of the transaction.
The transaction is subject to, among other things, Ainsworth shareholder approval and customary closing conditions, and is expected to close in the second half of 2025. The Novomatic offer is not conditional on due diligence or regulatory approvals. Foreign Investment Review Board approval has been received.
“The acquisition of Ainsworth is consistent with our international growth strategy and the expansion of our presence across the Asia-Pacific and the U.S. region,” said Stefan Krenn, a member of the executive board of Novomatic AG, in a press statement. “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.”
“The proposal put forward by Novomatic, who is already the majority shareholder, represents a significant premium to long-term trading value and is compelling for AGI minority shareholders,” said Ainsworth Chairman Danny Gladstone in a statement. “The IBC have carefully evaluated the proposed Scheme Consideration against the company’s medium- and long-term growth prospects and alternative opportunities, and has unanimously formed the view that the proposal represents attractive and certain value for AGI minority shareholders.”
Ainsworth is listed on the Australian Securities Exchange (ASX), with headquarters in Newington, Sydney and operations worldwide, including North and South America. Ainsworth is one of the leading manufacturers and suppliers of gaming solutions in Australasia as well as in the Americas.
Ainsworth has grown its revenues significantly since opening its U.S. headquarters in 2016. The company made a name for itself in the high-denomination video space, and more recently has branched out into lower-denom products and game families with much success.
Novomatic is one of the largest gaming technology groups in the world, and a full-service provider in all segments of the gaming industry through approximately 300 international subsidiaries. The company is active in over 130 countries and employs more than 26,200 employees.
A meeting for Ainsworth shareholders to vote on the proposal is due to take place after July, after shareholders receive an independent expert report on the deal. If the deed is approved, the deal will be submitted for final court approval. Ainsworth expects this in August 2025.
Ainsworth shares were up 32.4 percent to A98 cents at 1p.m. AEST on April 28, taking it close to Novomatic’s A$1-per-share valuation.
