Evolution has entered into an agreement to acquire Galaxy Gaming for about $85 million in cash, the companies announced on Thursday.
Galaxy Gaming, developer and distributor of casino table games and gaming technology, is set to become a separate and independent business unit within Evolution, with all management and employees retained.
The acquisition, valued at $3.20 per share, represents a 124% premium over Galaxy Gaming’s closing share price on July 17, 2024, and will be financed with cash on hand. Including net debt, the total value of the transaction reaches about $124 million.
"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,” said Martin Carlesund, CEO of Evolution. "Galaxy Gaming's exceptional products and technology complement our existing portfolio and strengthen our strategic position."
Galaxy Gaming’s CEO, Matt Reback, emphasized the benefits of combining the two companies: “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."
The acquisition aligns with Evolution’s strategy to enhance its position as a licensor of proprietary table games to the online gaming industry and solidify its presence in the US market. Galaxy also supplies games and technology such as bonusing systems and dealer terminals to land-based casinos, with licenses covering 131 markets around the world, including 28 US states.
Galaxy Gaming has projected net revenue of $29 - $30 million and adjusted EBITDA of $12 - $13 million for fiscal year 2024.
The transaction, approved by Galaxy Gaming’s board of directors, is subject to customary closing conditions, including stockholder and regulatory approvals, with an expected closing in mid-2025. Galaxy Gaming board members holding about 14% of the company’s common stock have agreed to vote in favor of the transaction.
Evolution has engaged J.P. Morgan SE as its exclusive financial advisor and Kirkland & Ellis LLP as legal advisor. Galaxy Gaming has engaged Macquarie Capital as its exclusive financial advisor and Latham & Watkins LLP as legal advisor.