Ainsworth Game Technology (AGT) has announced the termination of a scheme arrangement for the acquisition of all of its shares by Novomatic (that it doesn’t already own) for AU$1 ($0.65).
However, the group indicated that the overall takeover bid for the company by Novomatic remains in place.
In a Tuesday filing, AGT indicated that its Independent Board Committee (IBC) ‘has assessed the lodged proxy forms to date and determined that it is unlikely that the Shareholder Approval Condition Precedent will be satisfied’.
This being a condition of the implementation deed, and the ‘imminent requirement to apply to the Court to either defer or cancel the Scheme Meeting’ scheduled for August 29th, ‘Ainsworth and Novomatic have agreed to waive the required consultation period and to terminate the Implementation Deed’. However the entire bid has not been cancelled as only certain clauses were terminated.
AGT’s IBC ‘continues to unanimously recommend that AGI shareholders accept’ the takeover offer, while Novomatic notes that it ‘believes the offer provides simplicity and certainty for AGI Shareholders who are concerned about liquidity and performance of AGI Shares’.
Ainsworth announced that it saw its net profit drop significantly in 1H25, despite seeing an increase in revenue.
The agreement termination now means that ‘every AGI Shareholder, regardless of the size of their holding, is now able to make their own decision in relation to the AU$1 per AGI Share, unconditional Offer, while it remains open’.
Novomatic directly or indirectly holds over 50 percent of AGT’s shares currently.
After the initial announcement of the Scheme, Ainsworth indicated that ‘a small number of AGI Shareholders including members of the Ainsworth family, have indicated they will not support the Scheme’.
