Ainsworth Game Technology Rejects Novomatic’s Acquisition Offer – SCCG Management

Ainsworth Game Technology Rejects Novomatic's Acquisition Offer - SCCG Management

Ainsworth Game Technology Ltd (AGT) has officially ended its transaction implementation agreement with Novomatic AG, concluding Novomatic’s failed attempt to acquire the Australian gaming company. This decision follows Novomatic’s failure to meet the conditions necessary to acquire all outstanding Ainsworth shares by the deadline, leading to the expiration of the offer and the agreement’s cancellation.

On February 6, 2026, Ainsworth confirmed that Novomatic’s unconditional off-market takeover bid, aiming to acquire all ordinary shares not already owned by Novomatic, had officially lapsed. Initiated in August 2025, the offer did not achieve the required 75 percent shareholding to take Ainsworth private. By the deadline, Novomatic’s stake increased from 52.9 percent to 66.59 percent, still short of the threshold needed for the takeover.

Ainsworth exercised its right to terminate the transaction implementation deed under clause 13.1(a) of the agreement, leading to the official cancellation of the takeover bid. The company’s Independent Board Committee (IBC) released an announcement confirming the immediate termination of the deal, ending months of negotiations and uncertainty.

The unsuccessful takeover bid underscores the complexities involved in corporate takeovers in the competitive gaming sector. Despite holding a significant stake in Ainsworth, Novomatic failed to secure sufficient shareholder support to complete the acquisition.

Complicating Novomatic’s bid was a rival offer from Kjerulf David Hastings Ainsworth, son of Ainsworth’s founder Len Ainsworth and a major shareholder. Kjerulf Ainsworth proposed to acquire the remaining 2.9 percent of Ainsworth shares at A$1.30 per share, presenting a more attractive alternative to Novomatic’s A$1 per share bid, which he argued undervalued the company.

Kjerulf Ainsworth aimed to consolidate control within the family, countering Novomatic’s takeover attempt. However, Novomatic’s offer, endorsed by Ainsworth’s Independent Board Committee, maintained board support despite the higher bid from Kjerulf Ainsworth, leaving the family-led offer unaccepted.

While Kjerulf Ainsworth’s bid might have been more lucrative for minority shareholders, Novomatic’s offer had management support, creating a contentious situation with conflicting interests between the Ainsworth family and the Austrian gaming conglomerate.

With the agreement terminated, Ainsworth Game Technology, founded in 1995, will continue to operate independently. The company is well-regarded in the gaming technology sector, offering gaming machines and technology solutions across the Asia-Pacific region, the Americas, and Europe. Ainsworth’s stock is listed on the Australian Securities Exchange (ASX), maintaining its status as a key player in the market.

Despite Novomatic’s failed bid, Ainsworth remains strong in the market, known for innovative gaming solutions and technological advancement. The end of the takeover bid allows Ainsworth to pursue its strategic goals without external ownership influence.

Operating in over 45 countries, Novomatic holds a significant presence in the global gaming industry, supplying products and services to gaming venues worldwide. Although its bid for Ainsworth has ended, Novomatic’s global influence remains considerable, prompting the company to reassess its expansion strategy and consider alternative market approaches.