Evolution AB (publ) on 21 July gave notice terminating its merger agreement with Galaxy Gaming, Inc. and Galaga Merger Sub, Inc. The company said it expects to keep working with Galaxy within the framework of their existing strong commercial relationship, and it is required to pay Galaxy a termination fee of USD 5,234,678, which it intends to do.
The notice was submitted for publication under the EU Market Abuse Regulation at 08:20 CEST. It brings an end to Evolution’s planned acquisition of Galaxy Gaming.
In earlier reporting, InterGaming said the US$85 million acquisition had first been announced in July 2024. It also reported that Evolution chief Martin Carlesund was relaxed about letting a July 17 deadline pass without all regulatory conditions being met, and that on 20 July Galaxy Gaming said it was evaluating its options and that neither party had terminated the agreement.
The same coverage quoted Carlesund as saying the deal was not significant for Evolution. He said the company had spent significant time, effort and resources on the administration needed to close the acquisition, and that the outcome would have no material impact on its existing business, U.S. operations or long-term ambitions.
A November 2024 SEC filing said Galaxy Gaming stockholders approved the acquisition by Evolution Malta Holding Limited, a wholly owned subsidiary of Evolution AB, at a special meeting on 12 November 2024. The filing said the deal was expected to close mid-2025, subject to customary closing conditions including regulatory approvals, and that if it completed Galaxy would become privately held and its common stock would no longer be listed on any public market.
