NetEnt Shareholders Vote in Favor of Evolution Takeover Offer

  • NetEnt shareholders holding 97.3% of total votes were in favor of Evolution's offer
  • Evolution made its offer worth SEK19.6bn (US$2.27bn) in June 2020
  • The offer was conditional on Evolution gaining over 90% of NetEnt shares
  • The deal already has approval from the relevant regulatory authorities
  • Combining forces could help with expansion into the expanding US market
people holding their hands up in a meeting
Evolution’s $2.27bn takeover bid for NetEnt has been approved by more than 90% of the latter’s shareholders. [Image: Shutterstock.com]

Update: Evolution announced on December 1 that, following the expiry of the extended acceptance period on November 30, the takeover offer is now complete. About 96.8% of outstanding shares, along with approximately 98.6% of NetEnt votes, approved the buyout offer.

Shareholder approval

Evolution announced on Monday that NetEnt shareholders who possess in excess of 90% of the total shares in the company have accepted the recommended public acquisition offer from Evolution. Shareholders holding 93.9% of the total shares and 97.3% of the total votes were in favor of the deal.

a premium of 43% per share

The market-leading live dealer casino game supplier first made its public offer to purchase NetEnt on June 24, 2020 in a deal worth SEK19.6bn (US$2.27bn). Its offer to NetEnt shareholders was to exchange 0.1306 Evolution shares for each NetEnt share, a premium of 43% per share at the time of the initial bid.

The offer was conditional on Evolution acquiring over 90% of the total NetEnt shares after full dilution. The preliminary estimates published on November 20 indicated that about 94% of all NetEnt shares were in favor of accepting this offer. Evolution has now extended the acceptance period up to and including November 30, 2020 to give the remaining shareholders another chance to accept the offer.

Getting closer

As well as getting approval from NetEnt shareholders, Evolution Gaming has already secured all of the regulatory approvals it requires to take over the online game developer. The last outstanding approval was from the UK’s Competition and Markets Authority (CMA). 

The CMA originally launched an investigation into the deal in September due to concerns that the acquisition of NetEnt would disrupt healthy competition and the free flow of trade. The CMA announced on November 16 that it approved the deal. The Consumer Affairs Authority and Malta Gaming Authority had already given their thumbs-up in October.

Both companies have been performing strongly so far in 2020. Evolution Gaming’s Q3 revenue rose by 48% year-on-year to $165.8m. It also managed to launch new live casino products in key markets such as Pennsylvania. 

NetEnt also posted strong results, with revenue rising 18% for the quarter when compared to 2019 figures. Both companies have been expanding into the burgeoning US online casino market as of late; NetEnt has signed deals with companies such as William Hill and DraftKings in the States.

Background of the merger agreement

If the merger goes ahead as planned, it will create another online gambling powerhouse. NetEnt chairman previously commented that the two companies together would have greater leverage in their attempts to expand into the North American market. Evolution Gaming also believes that the combination can achieve annual savings of €30m ($35.5m). 

unanimously recommending that shareholders support the merger

At the time the offer, Evolution was very clear that it was not going to make a better proposal. The NetEnt board of directors acted quickly in unanimously recommending that shareholders support the merger. Originally, the hope was for the deal to be completed by November, but the CMA investigation pushed back the timeline.