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Evolution has formally ended its planned acquisition of Galaxy Gaming, bringing an end to a transaction that had remained pending for nearly two years as regulatory approvals continued to delay completion.

The live casino and gaming supplier confirmed on Tuesday that it had terminated the merger agreement with Galaxy Gaming, a provider of table games and casino technology. The decision follows the expiration of the transaction’s closing period and comes after prolonged efforts to secure the necessary approvals from gambling regulators.

Under the terms of the agreement, Evolution will pay Galaxy Gaming a termination fee of $5.2 million.

The acquisition was originally announced in July 2024, when Evolution agreed to purchase all outstanding shares of Galaxy Gaming in a deal valued at approximately $85 million. The transaction was intended to expand Evolution’s portfolio through the addition of Galaxy’s table game products and technology offerings.

However, the deal remained incomplete as certain regulatory approvals were still outstanding.

Regulatory Hurdles Bring Transaction to an End

Just one day before Evolution's announcement, Galaxy Gaming disclosed that two required gambling regulatory approvals had yet to be obtained. The company said it was reviewing possible next steps, including pursuing another extension of the merger deadline or potentially terminating the agreement.

Despite Galaxy indicating that additional time could provide a path toward completion, Evolution opted to withdraw from the acquisition.

The supplier had previously signaled that the transaction was not considered critical to its long-term strategy. In comments accompanying Evolution’s second-quarter financial results, Chief Executive Officer Martin Carlesund suggested that the company was prepared to move forward regardless of the merger’s outcome.

“Two years have passed, and Evolution has spent significant time, effort and resources handling the rather large amount of administration required to close this acquisition,” Carlesund outlined.

“Galaxy is a great company; however, due to its size, the transaction is not significant for Evolution. The outcome has no material impact on our existing business, our US operations, or our long-term ambitions.”

Those remarks came shortly before the deal’s closing period expired, foreshadowing the eventual decision to terminate the agreement.

Although the acquisition will no longer proceed, Evolution stated that its commercial relationship with Galaxy Gaming will continue.

Existing Partnership Remains in Place

The end of the merger does not affect the existing business arrangements between the two companies.

Evolution and Galaxy Gaming have worked together for several years, and in 2023 they agreed to a 10-year extension of their licensing partnership. Evolution said it intends to continue collaborating with Galaxy under that framework despite the cancellation of the acquisition.

The continuation of that relationship means Galaxy’s content and products can remain connected to Evolution’s operations without the companies being brought together through a corporate transaction.

The announcement closes a chapter that had remained open since mid-2024 and removes a deal that had faced mounting uncertainty as approval timelines stretched on.

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Evolution Reports Mixed Second-Quarter Performance

The merger decision was announced alongside Evolution’s latest financial results, which showed a modest decline in revenue and earnings compared with the same period last year.

For the second quarter, Evolution generated net revenue of €517.8 million ($591.4 million), representing a 1.2% decrease year-on-year.

The company said weaker performance in Asia contributed to the overall decline, with revenue from the region falling 3.7%.

Earnings before interest, taxes, depreciation and amortisation (EBITDA) also moved lower. Evolution reported EBITDA of €341 million for the quarter, compared with €345.3 million in the corresponding period of the previous financial year.

Despite those decreases, several regions produced positive results.

Europe returned to growth after experiencing a series of quarters marked by declining revenue. Revenue from the region increased 3.5% compared with the previous quarter. Latin America also delivered strong momentum, with revenue rising 26.3% year-on-year.

Carlesund highlighted those trends while expressing confidence in the company’s direction.

“Revenue and margin are moving in the right direction compared to the first quarter, cost control remains strong, cash flow is improving and we continue to expand in key markets while executing on our product roadmap.

The road is almost never straight, but what matters is that we are moving forward. Some curves are harder than others, but they can also be fun. And the same goes for Evolution.”

Source:

“Evolution terminates merger agreement with Galaxy Gaming“, igamingbusiness.com, July 21, 2026.