Shareholders of NYX Gaming Group Ltd. overwhelmingly approved Scientific Games’ bid to acquire the company for $631 million, setting the stage for Las Vegas-based Scientific to become a key player in nationwide sports wagering should it be legalized.
In a pair of votes conducted in Las Vegas Wednesday on a Guernsey court-sanctioned “scheme of arrangement” under the Crown dependency’s corporate law, shareholders cast votes representing 99.6 percent of the shares in the court meeting, then 99.8 percent of the shares on a resolution supporting the court vote.
Guernsey law requires that acquisition votes receive at least 75 percent support from shareholders.
The final hurdle the acquisition must clear is expected to occur at a Jan. 5 hearing before the Royal Court of Guernsey at which a judge would approve the results of the vote and the acquisition.
Scientific undertook several measures over the past month, buying up shares and warrants of NYX stock to bolster an affirmative vote.
On Sunday, NYX and Scientific announced that Pollard Equities Ltd., which held 8.6 million shares and 4 million warrants, entered into an agreement to support Scientific’s NYX acquisition bid.
“We are thrilled by the strong support from NYX shareholders and we are very excited about our combined companies’ future growth potential,” Scientific Games President and CEO Kevin Sheehan said in a release following the votes. “By bringing together Scientific Games and NYX, we will create a world leader in digital gaming and sports betting, a company with an unrivaled, end-to-end product portfolio and an innovative driving force in the industry.”
NYX CEO Matt Davey also was enthused about the outcome.
“The acquisition will be a win-win for both companies and our collective shareholders,” Davey said. “By joining Scientific Games, we will become part of a company with unmatched global reach, resources and industry-leading content. The leaders of both NYX and Scientific Games are committed to delivering significant value for our customers across the full spectrum of digital gaming.”
Sports wagering rival William Hill Group lobbied to block the acquisition, seeking assurances from Scientific on the use of the OpenBet wagering platform designed by NYX. Scientific viewed the demand for assurances as anticompetitive.
Early 2016 — Gibraltar-based sports wagering company William Hill Group invests in NYX Gaming Group, a Canadian software company that produces the OpenBet wagering platform.
April 2016 — William Hill increases its position in NYX by acquiring preferred stock that gives the company the equivalent of a 31.9 percent ownership position.
June 27, 2017 — U.S. Supreme Court agrees to hear Christie v. NCAA, a case based on the Professional and Amateur Sports Protection Act, which bans sports wagering in all but four states, including Nevada.
Sept. 20, 2017 — Las Vegas-based Scientific Games announces plans to acquire NYX for $631 million (U.S.).
Nov. 2, 2017 — In an earnings call, Scientific executives express optimism about entering the sportsbook market with its acquisition of NYX.
October-November 2017 — William Hill seeks assurances on the use of OpenBet. Scientific considers William Hill’s bid for assurances anticompetitive.
Nov. 21, 2017 — Scientific announces the purchase of $21.3 million in NYX shares with the intent of a corporate takeover if shareholders don’t approve the acquisition.
Nov. 24, 2017 — Scientific announces purchase of another $69 million in NYX shares.
Dec. 4, 2017 — Oral arguments presented on Christie v. NCAA before the Supreme Court. A decision on nationwide sports betting is anticipated in 2018.
Dec. 17, 2017 — Pollard Equities Ltd., which holds 8.6 million shares and 4 million warrants in NYX, pledges to back Scientific’s acquisition bid.
Dec. 20, 2017 — NYX shareholders overwhelmingly approve Scientific’s acquisition with more than 99 percent of shares favoring it. By law in Guernsey, a Crown dependency in the English Channel Islands where NYX was incorporated, an acquisition vote requires 75 percent approval. Approval of a takeover bid requires a majority vote.
Jan. 5, 2018 — A judge in Guernsey will consider validating the results of the Dec. 20 vote.