A new chapter has opened in the battle for control of Ainsworth Game Technology (AGT) as Kjerulf Ainsworth, the son of company founder Len Ainsworth, launched a partial takeover bid aimed at preventing Novomatic AG from taking the Australian gaming manufacturer private.
The offer, announced in filings to the Australian Securities Exchange (ASX), would see Kjerulf acquire up to 2.9% of shares at A$1.30 per share—a 29–30% premium on AGT’s recent market price and higher than Novomatic’s existing A$1.00 offer. The move comes just weeks after the Austrian gaming giant increased its ownership to 61.5% through an off-market bid that followed a failed privatization attempt earlier this year.
A Bid to Protect Independence
As reported by the Australian Financial Review (AFR), in his letter to shareholders, Kjerulf Ainsworth argued that AGT remains “significantly undervalued” and that his proposal reflects a fairer valuation. “I believe AGI is currently significantly undervalued, and that it represents an excellent investment opportunity in an industry that continues to grow globally,” he wrote. The partial offer, he added, “demonstrates a long-term interest in and commitment to the future of AGI.”
Kjerulf, who currently owns 7.3% of AGT, can raise his stake to 9.99% without triggering licensing restrictions in key jurisdictions. His plan allows all shareholders to sell a proportional portion of their holdings while keeping his total interest below the 10% threshold that would require additional gaming approvals.
Under his proposal, every shareholder could sell 2.9% of their stake at the premium price. “While a proportional takeover bid is not required in the current circumstances, I wish to make the offer price available to all shareholders, while ensuring my holding in AGI remains below 10 per cent, so as to avoid triggering complications under … regulatory licences,” he explained.
The offer is unconditional and open for one month, pending review by the Foreign Investment Review Board—a procedural step indicating Ainsworth’s longer-term ambitions for the company.
Shareholder Divisions and Board Pushback
Novomatic, owner of the Admiral Casino brand, initially proposed to buy the 47.1% of AGT it did not already own for A$1 per share. That April scheme of arrangement failed after opposition from several major investors, including Ainsworth himself, Spheria Asset Management, and Allan Gray. Despite that rejection, Novomatic proceeded with an off-market bid at the same price, increasing its stake to a controlling 61.5%.
In response to the latest development, AGT reportedly confirmed to the ASX that Novomatic will not accept Kjerulf Ainsworth’s offer. The company’s Independent Board Committee (IBC) continues to unanimously recommend Novomatic’s proposal, stating: “At this stage, the company has not received a bidder’s statement, or further information necessary for the [independent board committee] to assess.”
The statement added that shareholders “should take no action in relation to the proposed proportionate offer at this stage,” reiterating that Kjerulf’s bid is not considered a superior alternative under the current conditions.
Regulatory Barriers and Leadership Changes
Kjerulf’s maneuvering follows months of turmoil within the company’s leadership. AGT’s former chief executive, Harald Neumann—who had ties to Novomatic—resigned abruptly after the Nevada Gaming Control Board urged him to withdraw his application for a state gaming license. During a tense 90-minute hearing, regulators accused Neumann of misleading investigators, concealing records, and providing false information on a U.S. visa form.
Kjerulf has been one of the most vocal critics of the company’s direction under Novomatic’s influence, previously accusing AGT of acting “at the behest of Novomatic” and pursuing a buyout “without any reasonable prospects of being successful.”
His family remains heavily invested in the business: combined holdings by his mother, son, and the estate of a late brother bring the Ainsworth family’s collective ownership to roughly 19.9%.
Industry analysts view Kjerulf’s move as a strategic effort to complicate Novomatic’s path to full control. If successful, the partial takeover would make it harder for the Austrian firm to reach the majority ownership level needed to delist AGT from the exchange.
Kjerulf has also reportedly indicated that, if invited, he would join the AGT board for a 12-month term to help address operational challenges. “This offer demonstrates that I have a long-term interest in the future of Ainsworth Game Technology and am prepared to invest to ensure the company is successful,” he stated.