Why Ainsworth's ownership story continues after Novomatic's bid
Kjerulf Ainsworth has increased his stake in Ainsworth Game Technology (AGT) to 9.55 per cent, extending a campaign to build influence at the Australian gaming machine manufacturer months after Novomatic failed to secure full control of the company.
A Form 604 filing submitted on 2 June shows that the son of AGT founder Len Ainsworth now has a relevant interest in 32.16 million ordinary shares, up from 27.52 million shares, or 8.17 per cent, disclosed in March. The increase follows a combination of on-market share purchases and shares acquired through his proportional takeover offer.
The filing shows that Kjerulf Ainsworth acquired shares through a combination of on-market purchases and acceptances under his proportional takeover offer between March and June 2026. The largest purchase involved 2,083,000 shares acquired on 2 June at AU$1.60 (US$1.14) per share, with other transactions completed at prices ranging from AU$1.05 ($0.75) to AU$1.60 ($1.14) per share.
The stake increase comes after a period of significant ownership and governance developments at AGT, including takeover bids, proportional offers and boardroom debates.
Building a larger position after the takeover battle
The latest filing marks another step in Kjerulf Ainsworth’s effort to increase his ownership in AGT through partial acquisitions rather than a full takeover bid.
In March, he launched an unconditional proportional off-market takeover offer priced at AU$1.30 per share, targeting 5.5 per cent of each shareholder’s holding. The offer closed on 27 April and lifted his voting power from 8.17 per cent to 8.24 per cent. By early May, his stake had risen further to 8.35 per cent.
The proportional structure allowed shareholders to sell only a portion of their holdings while enabling Ainsworth to steadily expand his position without seeking control of the entire company.
The latest increase to 9.55 per cent suggests that the accumulation strategy has continued even after the offer closed.
An important detail in the latest filing is the price paid for many of the shares. While his proportional offer was priced at AU$1.30 per share, several subsequent purchases were completed at significantly higher prices, including transactions at AU$1.40, AU$1.50, AU$1.58 and AU$1.60 per share.
The aftermath of Novomatic’s failed bid
The share purchases come against the backdrop of Novomatic’s unsuccessful attempt to increase its ownership in AGT.
In August 2025, the Austrian gaming technology group launched an unconditional AU$1.00 per share offer for the shares it did not already own. The objective was to lift its stake to 75 per cent and gain greater control over the company.
The bid closed in February 2026 without reaching that threshold.
Despite the failed privatisation attempt, Novomatic remains AGT’s dominant shareholder with 67.39 per cent of the company’s ordinary shares. The majority control of the business therefore remains unchanged.
Kjerulf Ainsworth opposed Novomatic’s takeover proposal, which he said undervalued AGT. Since then, he has continued to increase his holding through proportional takeover offers and on-market share purchases.
Governance tensions remain visible
The company’s annual general meeting in May showed that the ownership contest has also spilled into governance discussions.
A proposal to appoint former AGT chief executive Samuel Lawrence Levy as a non-executive director received only 25.18 per cent support from proxy voters, with almost three-quarters voting against the nomination. Levy’s candidacy had been backed by Kjerulf Ainsworth.
Several other resolutions also attracted significant opposition. Around one-quarter of proxy votes were cast against director re-elections, the remuneration report, constitutional amendments and the renewal of proportional takeover provisions.
The remuneration report recorded AGT’s first strike under Australia’s Corporations Act after more than 25 per cent of shareholders voted against it.
In his AGM address, chairman Danny Gladstone referred to both Novomatic’s takeover proposal and Kjerulf Ainsworth’s proportional takeover offers, stating that the corporate activity had concluded and that AGT would continue pursuing its existing strategy. The AGM voting reflected differing shareholder views on a number of governance and board-related matters.
Financial challenges shape the backdrop
The ownership developments are unfolding during a period of mixed financial performance for AGT. For the year ended 31 December 2025, AGT reported revenue of AU$290.8 million, up 10 per cent from the previous year. Underlying EBITDA was AU$48 million and underlying profit before tax was AU$21.1 million.
However, one-off items including impairment charges, takeover-related transaction costs and foreign exchange losses pushed the company to a statutory loss.
North America remained AGT’s largest market, generating AU$151.3 million in revenue and accounting for more than half of group revenue.
At the same time, AGT warned that trading conditions had weakened in early 2026. AGT expects first-half 2026 revenue of about AU$116 million, down 24 per cent year-on-year, with profit before tax, excluding currency movements and one-off items, forecast at around AU$1 million.
The decline has been linked to weaker outright sales, fewer gaming operations placements and stronger competition in North America.
By contrast, the Asia Pacific region delivered stronger results in 2025. Revenue rose 52 per cent year-on-year to AU$65 million, supported by the rollout of the A-Star Raptor cabinet platform, higher unit sales and stronger game performance. Latin America and Europe also recorded revenue growth, although profitability in those markets came under pressure from product mix changes and higher costs.
A larger minority position
The latest filing confirms that Kjerulf Ainsworth has continued to increase his holding following the close of his proportional takeover offer and Novomatic’s unsuccessful attempt to raise its stake to 75 per cent.
While Novomatic remains AGT’s majority shareholder with 67.39 per cent of the company’s shares, Kjerulf Ainsworth has increased his voting power from 8.17 per cent in March to 9.55 per cent in June through a combination of proportional acquisitions and on-market purchases.
The increase extends a series of ownership developments that have coincided with shareholder votes on governance matters and a period of weaker trading conditions for the company, leaving AGT’s shareholder structure largely unchanged at the top but with a larger position held by one of its most active minority investors.
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