³ÉÈËÓ°Òô

On 5 January 2022, gambling software development company, Playtech plc (Playtech), its intention to adjourn its upcoming court and general meetings, initially scheduled for 12 January 2022, to 2 February 2022. The meetings, which were to address a possible takeover of Playtech by Aristocrat (UK) Holdings Ltd (a wholly-owned subsidiary of the Australian slot machine manufacturer Aristocrat Leisure Ltd (Aristocrat)), were postponed in order to allow JKO Play Ltd (JKO) to make its intentions clear in relation to Playtech.

JKO represents a consortium, controlled by former Formula One team owner Eddie Jordan and former senior vice president of sportsbook and platforms at Scientific Games, Keith O’Loughlin. According to its , the consortium has been ‘established to pursue investment and acquisition opportunities in the gaming sector’.

In light of a preliminary approach by JKO on 17 November 2021, which sought access to certain due diligence information from Playtech in order to explore a possible bid for all of its issued share capital, both Playtech and JKO requested that the UK Takeover Panel (Panel) revise its PUSU deadline for JKO. In reply, the Panel the deadline from 5pm on 5 January 2022 to 5pm on 26 January 2022.

Playtech, JKO, and Aristocrat have subsequently all accepted the Panel’s new deadline, although the latter begrudgingly noted in a recent that ‘other potential bidders have already had a substantial amount of time to make an alternative proposal for Playtech [and that] the decision to further delay the relevant shareholder meetings extends the period of uncertainty for all Playtech stakeholders’. However, the press release also welcomed favourable proxy adviser recommendations calling on Playtech’s shareholders to vote in favour of Aristocrat’s takeover.

A possible Playtech tie-up by Aristocrat was officially announced on 17 October 2021, with the Australian slot machine manufacturer valuing the company at £2.1bn, with the offer of 680 pence in cash for each of Playtech’s shares, representing a premium of 58.4% to the closing price of 429.2 pence per Playtech share on 15 October 2021. News of the offer subsequently led Playtech’s share price to soar approximately 58% to 678.5.

The potential takeover offer by JKO reignites the possibility of a bidding war for Playtech, after Hong Kong-based asset manager Gopher Investments from making an offer on 19 November 2021. That said, the stock market was unimpressed with the news of a possible JKO offer, with Playtech’s share price peaking at 770 on 18 November 2021 (a 3.8% increase on the day before), before steadily declining 6% to 723.5 as of 6 January 2022.

Despite the extension of JKO’s deadline, Playtech’s board has reminded its shareholders that this does not mean that an offer by JKO is a certainty, and it continues to recommend that they vote in favour of Aristocrat’s offer and Playtech’s resolutions at the company’s upcoming (albeit delayed) court and general Meetings.