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Kjerulf Ainsworth raises AGT stake to 8.35% after takeover bid closes

Rajashree Seal
Written by Rajashree Seal

Kjerulf Ainsworth has increased his stake in Ainsworth Game Technology Ltd (AGT) to 8.35 per cent following the close of his latest proportional takeover offer on 27 April, according to a filing submitted to the Australian Securities Exchange on Tuesday.

The update confirms that the son of company founder Len Ainsworth now controls 8.35 per cent of the firm’s ordinary shares as of 4 May, based on the latest shareholder data released by the company.  The proportional offer targeted 5.5 per cent of each shareholder’s ordinary shares and formally closed at 7:00 pm Sydney time on 27 April.

At the close of the offer, Kjerulf Ainsworth’s voting power stood at 8.24 per cent, with the subsequent increase reflecting updated holdings as at the start of May.

Second proportional offer adds to stake

The March bid marked Kjerulf Ainsworth’s second proportional offer for shares in the slot machine maker. In early March, when the off-market offer was launched at AUD1.30 per share (US$0.93), he held 8.17 per cent of the company.

The offer formed part of a series of transactions over recent months in which Kjerulf Ainsworth has sought to increase his position in the company through partial acquisitions of shares rather than a full takeover bid.

Earlier reporting showed that the offer opened on 31 March and remained available to shareholders until the 27 April deadline. During that period, the independent board committee of Ainsworth recommended that shareholders accept the offer, stating that it represented a premium to the prevailing market price at the time.

Under the proportional structure, shareholders could sell a fixed portion of their shares, allowing Kjerulf Ainsworth to raise his holding without taking full control of the company.

Novomatic retains majority control

Despite the increase in Kjerulf Ainsworth’s holding, Austrian gaming equipment group Novomatic AG continues to be the dominant shareholder in Ainsworth.

As of 4 May, Novomatic held 67.39 per cent of the company’s ordinary shares, maintaining clear majority control of the business.

In August 2025, Novomatic launched an unconditional bid of AUD1.00 per share (US$0.71) for the shares it did not own, aiming to increase its stake to 75 per cent.

That offer closed in February 2026 without reaching the required level of acceptances, leaving Novomatic as majority shareholder but short of full control.

Kjerulf Ainsworth had opposed Novomatic’s proposal at the time, stating that the offer undervalued the company.

Governance and ownership context

The proportional offer in March and April followed a period of increased activity around the company’s ownership structure. In mid-April, Kjerulf Ainsworth also raised governance concerns and called for board reform, adding a further dimension to the ongoing developments among shareholders.

The sequence of events reflects a continued reshaping of minority ownership in the company, while majority control remains unchanged.

Financial backdrop and performance

The ownership changes come against a mixed financial backdrop for Ainsworth. For the year ended 31 December 2025, revenue rose to AUD290.8 million (US$206.5 million). Underlying profit before tax was AUD21.1 million (US$15.0 million), lower year-on-year, while one-off items led to a reported net loss.

Regional performance differed, with North America contributing 52 per cent of total revenue. Asia Pacific revenue rose 52 per cent year-on-year to AUD65.0 million ($46.2 million).

The company attributed the improvement in that region to product launches, including the A-Star Raptor cabinet, alongside higher unit sales and stronger average selling prices.

At the same time, the company faced pressures on margins and recorded a goodwill impairment linked to its North American operations, contributing to the overall net loss for the year.

Ongoing developments

The increase in Kjerulf Ainsworth’s stake follows the completion of the proportional offer and adds to a series of ownership developments since late March.

While Novomatic retains a controlling stake, the latest filing confirms that minority shareholdings have shifted following the close of the April offer, with Kjerulf Ainsworth strengthening his position within the company.

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