Novomatic’s Bid to Take Ainsworth Game Technology Private Collapses After Shareholder Threshold Missed
Austrian gaming giant’s takeover offer for Australia’s Ainsworth fails to secure required support, prompting termination of transaction deed
A planned takeover of Australia’s Ainsworth Game Technology by Austrian gaming conglomerate Novomatic AG has collapsed after the unconditional off-market offer failed to win sufficient support from minority shareholders.
The transaction, which expired at 7pm Sydney time on February six, did not reach the minimum seventy-five per cent ownership threshold required to take Ainsworth private, with Novomatic’s shareholding rising from fifty-two point nine per cent at the start of the bid to around sixty-six point six per cent by the closing date.
As a result, Ainsworth confirmed that it has terminated the Transaction Implementation Deed under clause thirteen point one of the agreement effective immediately, freeing both parties from obligations under the arrangement.
Novomatic first announced its intention to acquire the remaining forty-seven point one per cent of Ainsworth’s shares in April last year with an offer valuing the company at approximately A$336 point eight million, priced at one Australian dollar per share.
A prior court-based scheme of arrangement to achieve full ownership was scrapped in August after key shareholders, including members of the Ainsworth family, opposed the proposal on the basis that it undervalued significant assets such as operations in Nevada and Florida.
In response to the scheme’s collapse, Novomatic pursued the unconditional takeover route later in 2025, steadily increasing its stake but ultimately falling short of the level needed for compulsory acquisition.
Minority investors publicly rallied against the offer, arguing that the valuation did not reflect Ainsworth’s long-term prospects and underlying asset base, with some backing rival proposals from family-linked interests.
The failure to achieve the required support has significant implications for corporate control and shareholder strategy at Ainsworth, which will continue to operate as an independent entity for the foreseeable future.
Under Australia’s Corporations Act, Novomatic is prohibited from launching another takeover bid for at least four months following the lapse of this offer.
Ainsworth said it will now focus on executing its operational strategy and delivering value to shareholders without the constraints of the terminated agreement, even as ongoing market competition and strategic corporate manoeuvres remain focal points for stakeholders.
The transaction, which expired at 7pm Sydney time on February six, did not reach the minimum seventy-five per cent ownership threshold required to take Ainsworth private, with Novomatic’s shareholding rising from fifty-two point nine per cent at the start of the bid to around sixty-six point six per cent by the closing date.
As a result, Ainsworth confirmed that it has terminated the Transaction Implementation Deed under clause thirteen point one of the agreement effective immediately, freeing both parties from obligations under the arrangement.
Novomatic first announced its intention to acquire the remaining forty-seven point one per cent of Ainsworth’s shares in April last year with an offer valuing the company at approximately A$336 point eight million, priced at one Australian dollar per share.
A prior court-based scheme of arrangement to achieve full ownership was scrapped in August after key shareholders, including members of the Ainsworth family, opposed the proposal on the basis that it undervalued significant assets such as operations in Nevada and Florida.
In response to the scheme’s collapse, Novomatic pursued the unconditional takeover route later in 2025, steadily increasing its stake but ultimately falling short of the level needed for compulsory acquisition.
Minority investors publicly rallied against the offer, arguing that the valuation did not reflect Ainsworth’s long-term prospects and underlying asset base, with some backing rival proposals from family-linked interests.
The failure to achieve the required support has significant implications for corporate control and shareholder strategy at Ainsworth, which will continue to operate as an independent entity for the foreseeable future.
Under Australia’s Corporations Act, Novomatic is prohibited from launching another takeover bid for at least four months following the lapse of this offer.
Ainsworth said it will now focus on executing its operational strategy and delivering value to shareholders without the constraints of the terminated agreement, even as ongoing market competition and strategic corporate manoeuvres remain focal points for stakeholders.
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