Austrian gaming equipment giant Novomatic's full acquisition offer for the Australian listed company Ainsworth Game Technology officially expired on February 6 after several delays. Despite Novomatic and its founder holding a 66.6% absolute majority of shares, they failed to convince enough minority shareholders to accept the offer of 1 Australian dollar per share (a 35% premium). This deal, which was within reach, ultimately fell short at the last step. The independent board had twice recommended that shareholders accept, but to no avail. Novomatic will continue to hold Ainsworth as a major shareholder, and whether this setback will disrupt its Asia-Pacific expansion rhythm remains to be seen. Want to track the latest M&A developments in the global gaming equipment industry? PASA's official website continues to capture industry capital movements.
One, falling at the finish line of a year-long marathon
Novomatic's "marriage" with Ainsworth began in April 2025. At that time, Novomatic launched a full acquisition with a 52.9% stake, offering 1 Australian dollar per share, a 35% premium over the previous closing price, which was recognized by Ainsworth's independent board. However, the pace of shareholder acceptance was slow, and Novomatic extended the offer deadline several times:
December 3, 2025: First extension
January 30, 2026: Second delay
February 6, 2026: Final deadline, still not met
During this period, Novomatic increased its stake to 59.8% through partial acceptance, but still fell short of the 90% or higher threshold needed for a successful acquisition. In August, a "parallel alternative offer" was launched with almost identical terms, again endorsed by the independent board, but still unable to turn the tide.
Two, why won't the minority shareholders "get off"?
The offer of 1 Australian dollar per share was never raised from start to finish, which may be the crux of the issue. Although Ainsworth's stock price fluctuated during the offer period, it never significantly fell below 1 Australian dollar, and some investors may have bet on a higher offer. Additionally, as the controlling shareholder, Novomatic has already deeply influenced the company's operations, and minority shareholders may prefer to retain liquidity, waiting for the company's own value to be released.
Ainsworth confirmed in an announcement the "termination of the transaction implementation contract," and both parties returned to square one. Novomatic still holds about two-thirds of the shares, and whether to continue increasing its stake, raise the offer again, or pause the acquisition is still pending management's decision.
Three, Novomatic's 2025 M&A ledger
While Ainsworth was unsuccessful, Novomatic made gains in other markets last year:
France: Acquired Vikings Casino, expanding its local casino landscape to 11 locations, with approximately 1000 gaming terminals.
Austria: Sold its domestic Admiral business to the Tipico Group, recouping funds and focusing on internationalization.
This "buy and sell" highlights Novomatic's strategic shift: contracting mature domestic markets and increasing stakes in overseas high-growth regions. Ainsworth was a key piece in its Asia-Pacific and US layout; now, with the game paused, Novomatic needs to find another path.
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