Evolution AB (publ)’s subsidiary, Evolution Malta Holding Limited, has signed an agreement to acquire Galaxy Gaming, Inc. for a total equity value of approximately $85 million, payable in cash.
Galaxy Gaming, an independent developer and distributor of innovative casino table games and gaming technology solutions, has made significant strides in the casino industry with its advanced products and exceptional service.
The acquisition aligns with Evolution’s strategy to provide top-tier casino games globally and supply its customers with premier gaming content. Through this acquisition, Evolution aims to strengthen its presence in the US market and enhance its position as a prominent licensor of proprietary table games to the online gaming industry.
Galaxy Gaming has projected net revenue of between US$29-US$30 million and adjusted EBITDA of US$$12-US$13 million for the fiscal year 2024.
Under the terms of the Merger Agreement, Evolution will acquire all outstanding shares of common stock of Galaxy Gaming for US$3.20-per-share in cash, representing a 124 percent premium to Galaxy Gaming’s closing share price, as of July 17, 2024.
This values Galaxy Gaming at approximately US$85 million in total equity and about US$124 million — including net debt. The acquisition will be financed with cash on hand.
Approval
Galaxy’s Board of Directors has approved the transaction.
Board members holding around 14 percent of Galaxy Gaming’s common stock have agreed to support the transaction, which is subject to customary closing conditions, including approval from Galaxy Gaming stockholders and certain gaming regulatory approvals.
The transaction is expected to close in mid-2025.
J.P. Morgan SE is acting as the exclusive financial advisor and Kirkland & Ellis LLP as the legal advisor for Evolution in the transaction.
Galaxy Gaming has engaged Macquarie Capital as its exclusive financial advisor and Latham & Watkins LLP as its legal advisor.
Thrilled
“We are thrilled to announce the acquisition of Galaxy Gaming, which represents a significant milestone in our mission to provide unparalleled gaming experiences to our customers. Galaxy Gaming’s exceptional products and technology complement our existing portfolio and strengthen our strategic position,” said Evolution CEO Martin Carlesund.
“Evolution intends to retain the management and employees and also plans to operate Galaxy Gaming as a separate and independent business unit.”
Matt Reback, President and CEO of Galaxy Gaming, commented: “We believe this transaction represents the opportunity to unite two world-class, customer-focused teams in a way that will benefit all stakeholders.
“It combines Galaxy Gaming’s thriving land-based business, driven by our industry-leading games and progressive technologies, with Evolution’s global reach and innovative online gaming leadership.
“This acquisition by Evolution empowers Galaxy to sustain and maintain its independence, while continuing to focus on growth and expanding its operations, leveraging Evolution’s operational and financial strength to facilitate product sharing and drive cutting-edge Omnichannel innovation.”
