Aristocrat Leisure has signed a definitive business combination agreement to acquire online gaming solutions provider NeoGames in a $1.2 billion deal.
Aristocrat, the leading slot machine manufacturer, will pay $29.50 per share in an all-cash transaction. The agreement represents a 104% premium over the volume-weighted average price of NeoGames’ shares for the three months ending May 12.
Moti Malul, CEO of NeoGames, commented via the company’s press release:
“I am tremendously proud of our entire team at NeoGames, as together we have established our leadership position, driving our success across iLottery, iGaming, and online sports betting.
We are delighted that the team at Aristocrat recognizes the significance of what we have built, and the strategic opportunity to combine our complementary businesses. We firmly believe that this Transaction represents a great outcome for all of NeoGames’ shareholders, customers and employees.”
Details of the $1.2 billion acquiring deal
Following the completion of the transaction, NeoGames agreed to transfer:
- Its statutory seat
- Registered office
- Seat of central administration
Aristocrat will relocate all from the company’s current base in Luxembourg to the Cayman Islands.
According to the company’s press release, NeoGames’ board of directors has unanimously voted in favor of the transaction.
Following the merger, all outstanding ordinary shares of NeoGames will be canceled and converted into the right to receive $29.50 per share in cash. NeoGames will become a privately-owned firm and no longer be listed on any public market.
NeoGames expects the transaction to happen within 12 months. It is contingent upon “customary closing conditions,” including “receipt of regulatory approvals and the approval of NeoGames’ shareholders.”
NeoGames’ press release further states that its shareholders hold over 20 million shares, representing 61% of NeoGames’ outstanding shares.
The agreement that benefits all NeoGames’ shareholders
John E. Taylor, Jr., Chairman of the Board of Directors of NeoGames, also commented in the company’s press release:
“The NeoGames team has built a great company with a strong platform and differentiated assets and we are pleased that Aristocrat recognizes the value we’ve created as a leader across iLottery, iGaming and online sports betting.
After careful consideration, the Board determined that Aristocrat’s proposal provides shareholders with compelling value, further validating the strength of the business that NeoGames has built. We are pleased to have reached this agreement, which we believe benefits all of NeoGames’ shareholders as well as our various stakeholders.”