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Evolution’s board of directors has recommended that shareholders reject a takeover offer from Candle Lake Limited, arguing that the proposed price fails to reflect the gaming supplier’s value.

The recommendation follows a mandatory public cash offer submitted by Candle Lake on Aug. 13 after the investment vehicle increased its ownership stake in Evolution beyond a key regulatory threshold.

Candle Lake, which is controlled by investor Kenneth Dart, recently expanded its holding in Evolution by purchasing an additional 2.05 million shares. The acquisition lifted its ownership above 30%, triggering requirements under Swedish takeover regulations.

Under Swedish law, any investor whose stake reaches at least 30% of a listed company must make an offer to acquire the remaining shares. Following that obligation, Candle Lake proposed purchasing all outstanding Evolution shares for SEK695 each, a transaction that could value the company at approximately SEK131.7 billion.

Board Says Offer Undervalues the Company

In a statement released on Monday, Evolution’s board said shareholders should decline the bid, maintaining that the proposed consideration does not accurately represent the company’s market worth.

According to the board, the offer price of SEK695 per share falls short of what it believes is the fair value of the business.

The directors also questioned whether Candle Lake is actively pursuing full ownership of Evolution. The board noted its view that the offer appears to be primarily a response to regulatory obligations resulting from Candle Lake’s increased shareholding rather than a strategic attempt to gain complete control of the company.

In its response, Evolution highlighted comments from Candle Lake regarding the future direction of the business should the offer proceed.

“The board of directors further notes that Candle Lake has stated that its plans for the future business and general strategy of Evolution, following the offer, do not currently include any material changes with regard to Evolution’s future operations,” Evolution stated.

“The board of directors assumes that this is correct and has no reason to take a different view in any relevant respect.”

Delisting Ambitions Face Challenge

Before the board’s recommendation, Candle Lake had indicated that it could seek to remove Evolution from the public market if it secured sufficient control.

The investor previously stated that ownership exceeding 90% of Evolution’s shares would allow it to pursue a delisting from Nasdaq Stockholm and take the company private.

The board’s rejection of the proposal may complicate those ambitions, as shareholder support would be critical to any effort to consolidate ownership at that level.

The takeover discussion comes during a period of significant developments for Evolution, one of the largest suppliers in the online gaming sector.

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Recent Regulatory and Corporate Developments

In the United Kingdom, the company recently avoided a licence suspension after the UK Gambling Commission identified instances where Evolution’s games were available through unlicensed websites operating in the market.

The matter concluded with Evolution agreeing to a £4.75 million settlement related to shortcomings in anti-money laundering procedures and customer due diligence controls.

The company also experienced a setback in its acquisition strategy earlier this year. Evolution had agreed to acquire Galaxy Gaming in a transaction valued at $85 million, but the deal did not proceed after the closing period expired in July. Following the lapse, Evolution terminated the merger agreement.

Despite the board’s opposition to Candle Lake’s proposal, investor sentiment appeared relatively stable after the announcement. When trading opened on the Stockholm Stock Exchange on Monday, Evolution shares rose 0.51% to SEK824.20.

That market price stood well above Candle Lake’s offer of SEK695 per share, reinforcing the board’s position that the bid does not adequately reflect the company’s value.

Source:

“Evolution board urges shareholders to reject Candle Lake takeover offer“, igamingbusiness.com, August 24, 2026.