Candle Lake Limited has launched a mandatory cash offer for Evolution AB, valuing the live casino supplier at approximately €11.94 billion after increasing its stake beyond Sweden’s mandatory takeover threshold.
The investor is offering €63.02 per share, following its acquisition of more than 30% of Evolution’s outstanding shares. Despite triggering the mandatory bid requirement, Candle Lake said the offer is not intended to secure full control of the company.
Stake Increase Triggers Mandatory Bid
Under Swedish takeover regulations, shareholders acquiring more than 30% of a listed company’s voting rights are required to extend an offer to all remaining shareholders.
Candle Lake crossed that threshold after purchasing 2.05 million Evolution shares on 24 July, increasing its direct ownership to 30.02%. Subsequent purchases have lifted its holding to 59.8 million shares, representing 31.56% of Evolution’s issued share capital.
In addition, a related party holds economic exposure to 4.04 million shares through cash-settled total return swaps, bringing Candle Lake’s combined financial exposure to approximately 32.04%.
Offer Values Evolution at €11.94bn
The €63.02-per-share offer values Evolution’s 189.4 million outstanding shares at approximately €11.94 billion.
The proposal applies to the 129.6 million shares not already owned or controlled by Candle Lake or its affiliates, representing a total transaction value of around €8.17 billion.
The offer price matches Evolution’s closing share price on 24 July, when the mandatory bid obligation was triggered. However, it represents a 5.7% discount to the company’s closing price on 12 August and sits 3.3% below the latest 20-day volume-weighted average price.
Candle Lake emphasised that the bid is a regulatory requirement rather than an attempt to acquire full ownership.
“The Offer is, however, not motivated by any intention to acquire all outstanding shares in Evolution.”
The investor added that it has no current plans to make material changes to Evolution’s operations, management structure, workforce or business locations.
Should its ownership exceed 90%, however, Candle Lake said it would initiate compulsory acquisition proceedings and seek to delist Evolution from Nasdaq Stockholm.
Offer Timeline
The offer document was approved by the Swedish Financial Supervisory Authority and published on 14 August.
The acceptance period will run from 17 August to 15 September, with settlement expected to begin on or around 23 September.
Candle Lake stated that the offer is fully financed and that all customary regulatory approvals required for the transaction have already been obtained.
Bid Follows Evolution’s Latest Results
The mandatory offer comes shortly after Evolution released its second-quarter 2026 financial results.
The company reported net revenue of €517.8 million, down 1.2% year-on-year, although revenue increased approximately 2.4% on a constant-currency basis.
Quarterly EBITDA reached €341.0 million, representing a 65.9% margin, while net profit totalled €251.4 million.
Management also highlighted improving trading conditions in Europe, where revenue returned to sequential growth, alongside continued progress in cost management and cash generation.
The mandatory bid marks a significant development in Evolution’s ownership structure, although Candle Lake has made clear that its investment remains financial in nature rather than a precursor to a full takeover.