The Offer includes both the unlisted shares of series A and the shares of series B that are admitted to trading on Nasdaq Stockholm. Evolution will not increase the offered consideration.
The Offer values each share in NetEnt to SEK 79.93 and all shares in NetEnt to approximately SEK 19.6 billion ($2.12 billion). It represents a premium of 43% over NetEnt's NETb.ST closing price on Tuesday. NetEnt's board of directors have recommended the offer to its shareholders.
NetEnt shareholders will get 0.1306 Evolution shares for each share they own. Several large NetEnt shareholders, holding about 45% of the company, have undertaken to accept the offer.
"This strategic deal marks a significant step towards Evolution’s long-term vision of becoming the global market leader in the online casino industry. The combination of Evolution’s strong offering in Live Casino with NetEnt’s leading position in online slots will result in a world class portfolio of online games that will enable us to serve a growing customer base," said Jens von Bahr, Chairman of Evolution. "Furthermore, NetEnt’s established US positioning combined with Evolution’s existing US studios and first-to-regulated-market strategy will put us in a favourable position to capitalise on the on-going regulation in North America."
"Recently, NetEnt has vastly improved its tech and product development capabilities and thereby its growth prospects and at the same time reaching a strong position within the US states that have opened up for online casino. With this deal, there are unique possibilities to shape a leading global B2B provider of online casino, taking advantage of the market development with continued digitalization and strong growth, especially in North America," said Mathias Hedlund, Chairman of NetEnt. "Evolution’s position within Live Casino combined with NetEnt’s position within online slots will create a company well-positioned to take significant market shares. Through this transaction, a new chapter in the development of more entertaining online casino begins, in the best interest of players, operators, employees and shareholders."
Evolution expects the deal to result in annual cost savings of about 30 million euros ($34 million) and to have a positive effect on earnings per share in 2021.
Both Evolution and NetEnt develop and license casino games such as online slot machines and roulette games.