Australia-listed Ainsworth Game Technology Ltd (AGT) is at the center of a complex takeover battle after receiving a new proposal from Kjerulf Ainsworth, the son of company founder Len Ainsworth.
In a filing to the Australian Securities Exchange (ASX), Kjerulf Ainsworth offered to acquire 2.9 percent of each shareholder’s holdings at AUD1.30 per share.
This proposal directly competes with an existing unconditional takeover bid from AGT’s majority shareholder, Austria’s Novomatic AG, which is offering AUD1.00 per share for the remaining shares it does not already own.
Kjerulf’s offer represents a 30 percent premium over Novomatic’s bid. Novomatic, which currently controls 61.5 percent of AGT, has been gradually increasing its stake since 2016 and is seeking full ownership.
The proportional nature of Kjerulf Ainsworth’s offer is a strategic move to avoid regulatory complications.
If all shareholders accept his proposal, his personal stake would increase from 7.27 percent to just 9.9 percent, keeping him below the 10 percent threshold that would trigger additional gaming licence approvals.
AGT’s Independent Board Committee (IBC) acknowledged the proposal but advised shareholders to “take no action at this stage.”
The IBC noted the offer’s limited scope, explaining that a shareholder with 1,000 shares could only sell 29 of them. Furthermore, the committee highlighted that Novomatic has indicated it will not accept the proposal, meaning Kjerulf Ainsworth might ultimately acquire less than 1 percent of the company’s total shares.
Despite the higher price of the proportional offer, the IBC reiterated its unanimous recommendation that shareholders accept the AUD1.00 unconditional offer from Novomatic, which is set to close on November 3.
Kjerulf Ainsworth, who has long opposed Novomatic’s takeover attempts, stated he believes the company is “significantly undervalued.”
This corporate maneuvering also follows the recent resignation of AGT’s CEO, Harald Neumann, after the Nevada Gaming Control Board (NGCB) declined to renew his gaming licence.
