Key Moments:
- Novomatic has extended its takeover bid for Ainsworth Game Technology Ltd. until 7 pm Sydney time on 30 January 2026
- The company’s unconditional offer values Ainsworth at AUD336.8 million ($222.5 million) and remains at AUD1.00 per share
- A competing proportional offer from Kjerulf Ainsworth seeks to acquire 2.9% of each shareholder’s holdings at AUD1.30 per share
Extended Timeline for Novomatic’s Offer
Novomatic AG, the Austrian gaming equipment provider, has further pushed back the closing date for its acquisition offer for Ainsworth Game Technology Ltd. According to a filing submitted to the Australian Securities Exchange on December 3, Novomatic’s bid will stay open until 7 pm Sydney time on January 30, 2026. This represents an extension from the previously announced cut-off of 7 pm on December 3, 2025.
The document, filed with market regulators on December 3, states that Novomatic’s board has formally approved the deadline extension and notified the Australian Securities and Investments Commission, Ainsworth Game Technology, and all eligible shareholders. The extension supersedes any previous references to December 3, updating all conditions to reflect the new January 2026 timeline in accordance with section 650D(1) of the Corporations Act. Signatories on the filing are Novomatic directors Johannes Gratzl and Stefan Krenn.
Details of the Takeover Proposal
Novomatic initially made an unconditional offer in August at AUD1.00 per share, or approximately US$0.661 at that time, for all Ainsworth shares it does not already own. Presently, Novomatic and its founder Johann Graf collectively control 61.5 percent of Ainsworth’s shares.
Ainsworth’s independent board committee declared in September that it had “unanimously” recommended shareholders accept Novomatic’s bid. The committee has confirmed this recommendation in subsequent filings, contingent on the Independent Expert continuing to view the offer as fair and reasonable, or at minimum, not fair but reasonable.
In its Second Supplementary Target’s Statement, Ainsworth wrote: “The Independent Expert has concluded that the Offer is fair and reasonable to Ainsworth shareholders, in the absence of a superior proposal.”
Novomatic’s offer values the company at around AUD336.8 million ($222.5 million), fully diluted. The bid has been extended several times as Novomatic increases efforts to secure the remaining equity in Ainsworth.
Competing Bid Introduced by Ainsworth Family
In late October, Ainsworth disclosed a new, proportional takeover attempt from Kjerulf Ainsworth, son of the company’s founder Len Ainsworth. His proposal offers to buy 2.9 percent of each shareholder’s stake at AUD1.30 per share, about US$0.84.
Kjerulf Ainsworth informed shareholders: “While a proportional takeover bid is not required in the current circumstances, I wish to make the offer price available to all shareholders, while ensuring my holding in Ainsworth Game remains below 10 percent, to avoid triggering complications under Ainsworth Game’s regulatory licences.”
Ainsworth indicated that this proportional offer does not constitute a superior proposal compared to Novomatic’s full takeover bid and noted that Novomatic does “not intend to accept” the AUD1.30 proposal. The board committee has advised that shareholders should hold off taking action on this offer, pending receipt of required documents such as the bidder’s statement.
The committee told investors: “As such, shareholders should take no action in relation to the proposed proportionate offer at this stage.”
Leadership Shifts and Regulatory Developments
October saw changes at Ainsworth’s executive level, as then-COO Ryan Comstock was appointed acting chief executive following the resignation of Harald Neumann. Neumann stepped down after the Nevada Gaming Control Board declined to renew his gaming license amid issues related to past conduct. Neumann, who previously served as Novomatic CEO, has denied any wrongdoing.
Simultaneously, regulatory review remains ongoing for Kjerulf Ainsworth, as authorities in approximately 29 jurisdictions have requested further documentation to satisfy compliance requirements.
Ownership Structure and Path Forward
| Shareholder/Group | Ownership Percentage (Late October) |
|---|---|
| Novomatic | 61.6% |
| Ainsworth Family Entities | Close to 20% |
Novomatic has outlined its intention to delist Ainsworth from the ASX if its interest surpasses 75 percent. Should its stake exceed 90 percent, a compulsory acquisition could follow. The extended deadline provides additional time for investors to evaluate their options, as the company faces competing proposals and approaches a decisive turning point.
- Author
Daniel Williams
