Novomatic’s deal to fully acquire Ainsworth hits dead end

Dead end sign as NOVOMATIC's deal to acquire full control of Ainsworth hits a dead end.
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Novomatic AG Group’s quest to acquire the remaining shares of Ainsworth Gaming Technology has come to an abrupt end.

The European gaming tech giant will no longer acquire the outstanding shares of Ainsworth as its scheme implementation deed has been terminated. Ainsworth confirmed that the deed was dissolved, ending Novomatic’s attempt to acquire the remaining minority stake in Ainsworth that it didn’t already own in a deal valued last year at around $336 million.

Novomatic purchased its initial 52.9% stake in Ainsworth in 2016 from Ainsworth founder Len Ainsworth. The company has since increased its stake to 66.5% as of Jan. 29.

Howeverm after announcing plans to take the gaming machine maker and supplier private with a more-then-75% stake, Novomatic will no longer acquire full ownership as the takeover offer lapsed.

“As the scheme has not become effective on or before the end date and the Novomatic takeover offer has lapsed, Ainsworth advises that it has terminated the transaction implementation deed in accordance with clause 13.1(a) of the transaction implementation deed, effective immediately,” said Ainsworth after the deadline for the offer expired.

Novomatic ‘undervalued’ Ainsworth

Ainsworth’s minority shareholders felt the company was undervalued after Novomatic offered around 71 cents per share for Ainsworth. The shareholders who opposed the offer included Len Ainsworth’s son, Kjerulf Ainsworth, who submitted his own bid to increase his share in the company by 2.9% following Novomatic’s “undervalued” offer.

Kjerulf offered to pay 93 cents per share to increase his stake in Ainsworth.

It is unclear whether Kjerulf Ainsworth will reattempt to increase his share in Ainsworth amid Novomatic’s failed takeover. Novomatic also has the opportunity to make another offer for full ownership of Ainsworth but can only do so four months after the dissolution of its deal.

Ainsworth’s presence in North America

Ainsworth, which has a North American headquarters in Las Vegas, supplies slot machine and historical horse racing systems to land-based casinos across the U.S. It also delivers charitable gaming products to retail gaming facilities in Ontario, Canada’s most populous province.

Ainsworth’s presence in North America has come with controversy. Last year, former CEO Harald Neumann resigned after the Nevada Gaming Control Board (NGCB) recommended that Ainsworth’s board of directors withdraw Neumann’s application to be licensed in the Silver State.

Neumann received his initial license from the NGCB in 2021, with a renewal set for 2026, but the NGCB recommended his application withdrawal over allegations of misleading regulatory agents, falsifying a visa application and suppressing phone records. Ainsworth withdrew Neumann’s license application in Nevada before his decision to resign.

Neumann, who joined Ainsworth after leading Novomatic as CEO, was replaced on an interim basis by Ainsworth COO Ryan Comstock.

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