Aug 13, 2026 | 5:20 am
Candle Lake Limited has launched a mandatory public cash offer for Evolution AB after increasing its ownership stake beyond the threshold that triggers a bid requirement under Swedish takeover regulations.
The Cayman Islands-based investment vehicle, controlled by investor Kenneth Dart, announced an offer of SEK695 per share for all outstanding Evolution shares not already owned or controlled by the firm. Based on Evolution’s share count, the proposal values the live casino supplier at approximately SEK131.7 billion.
The offer follows a series of share purchases that lifted Candle Lake’s direct ownership above 30%, activating a legal obligation to make a bid for the remaining shares. The company emphasized that the offer stems from regulatory requirements rather than a strategic effort to acquire full control of Evolution.
“The Offer is, however, not motivated by any intention to acquire all outstanding shares in Evolution.”
Based on the 129.65 million shares not already held or controlled by Candle Lake and related parties, the offer represents a value of approximately SEK90.1 billion.
Stake Increase Triggers Mandatory Bid Requirement
The bid obligation arose after Candle Lake purchased an additional 2.05 million Evolution shares on 24 July. That transaction increased its direct holding to slightly above 30% of the company, crossing the threshold established under Swedish takeover rules.
As of the latest filing, Candle Lake and affiliated parties control 59,798,619 Evolution shares, equivalent to approximately 31.56% of the company’s outstanding shares. The group also has indirect economic exposure to another 4,037,416 shares through cash-settled total return swaps held by a closely related party.
Including those instruments, Candle Lake’s overall exposure amounts to roughly 63.84 million shares, representing about 32.04% of Evolution.
The investor has steadily increased its position since mid-2024. During the six months leading up to the offer, Candle Lake acquired more than 10.46 million Evolution shares.
Pricing details show the SEK695 offer matches Evolution’s closing share price on 24 July, the last trading day before the mandatory bid obligation became public. The offer represented a premium of approximately 1.6% compared with the 20-day volume-weighted average share price leading up to that date.
However, Evolution shares subsequently traded above the offer level. Compared with the closing price on 12 August, the bid stood at a discount of approximately 5.7%. It also reflected a discount of around 3.3% relative to the 20-day volume-weighted average price calculated through 12 August.
Management warrants and long-term incentive programme awards are not included in the offer, although Candle Lake stated that affected holders would receive reasonable treatment.
Investor Says No Major Operational Changes Planned
Candle Lake described Evolution as a profitable and well-managed business and said it does not intend to alter the company’s operating model if the offer proceeds.
According to the bidder, there are no plans for significant changes affecting management, employees, business locations, or day-to-day operations. The firm characterized its ownership position as a long-term financial investment rather than an operational acquisition.
The company also confirmed that financing for the offer is fully secured. Funding will come from a combination of available cash, liquid securities, and committed credit facilities.
Regulatory approval is the only remaining condition attached to completion of the transaction. Candle Lake stated that it believes the necessary approvals have already been obtained. The Swedish Securities Council also granted an exemption allowing the offer to exclude shareholders in certain jurisdictions.
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Delisting Could Follow if Ownership Exceeds 90%
Although Candle Lake says it does not seek full ownership of Evolution, the company outlined the steps it would take if shareholder acceptance ultimately lifts its stake above 90%.
Under that scenario, the investor intends to initiate compulsory redemption proceedings under Swedish corporate law to acquire any remaining shares. It would also seek to remove Evolution from trading on Nasdaq Stockholm and take the company private.
The next stage of the process is expected to begin with publication of the formal offer documentation. The acceptance period is scheduled to run from approximately 17 August through 15 September, with settlement expected to commence on 23 September. The dates remain preliminary.
Evolution’s board is required to publish its formal assessment of the offer no later than two weeks before the acceptance period closes.
The bid arrives during a period of heightened attention on Evolution. Last month, the company ended its planned merger agreement with gaming technology provider Galaxy Gaming. Chief Executive Officer Martin Carlesund said at the time that the transaction was not essential to Evolution’s business and indicated that cooperation between the companies would continue through their existing commercial relationship.
Evolution has also faced regulatory scrutiny in the United Kingdom. The company recently came close to having its licence suspended after the UK Gambling Commission found that Evolution live casino content had been available on unlicensed websites accessible to British consumers.
Source:
“Candle Lake eyes Evolution delisting if takeover offer is accepted“, igamingbusiness.com, August 14, 2026.