Novomatic agrees to purchase remaining Ainsworth shares

Confirmed today (28 April) by Ainsworth, Novomatic will purchase the remaining 47.1% of share capital in the company. Novomatic acquired an initial 52.9% majority holding in the business in 2016, completing the deal in January 2018.
Ainsworth is listed on the Australian Securities Exchange (ASX). Its headquarters are in Newington, Sydney and has operations worldwide. The company provides gaming machines in Australia, Asia and the Americas.
The scheme implementation deed between the two companies will see shareholders receive AU$1 (£0.48/€0.56/US$0.64) per Ainsworth share. This represents a 35% premium on the last closing price of shares in Ainsworth on 24 April.
As such, Ainsworth said this places a total enterprise value of $336.5 million on the business. The supplier’s independent board committee (IBC) is recommending that shareholders vote in favour of the scheme. Novomatic said it will not increase the offer.
“The proposal put forward by Novomatic, already the majority shareholder, represents a significant premium to long term trading value and is compelling for minority shareholders,” Ainsworth Chairman Daniel Gladstone said.
“The IBC has carefully evaluated the proposed consideration against the company’s medium-and long-term growth prospects and alternative opportunities. We unanimously formed the view that the proposal represents attractive and certain value for minority shareholders.”
A meeting for Ainsworth shareholders to vote on the proposal is due to take place after July. This will happen after an 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.
Novomatic talks up international growth
Should shareholders vote in favour of the scheme, it would, however, still be subject to several other approvals. These include sign-off from the Australian Securities Exchange, Australian Securities Investments Commission and the Federal Court of Australia.
If Novomatic secures these approvals, it expects to complete the acquisition in the second half of 2025. Novomatic confirmed this in a statement of its own, also published today.
Novomatic executive board member Stefan Krenn said the acquisition fits with the company’s international growth plans.
“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,” Krenn said. “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.”