Evolution has ended its proposed acquisition of Galaxy Gaming after the companies failed to complete the transaction before the agreed deadline for closing conditions. The termination ends a two-year process that began when the companies announced the merger in July 2024.
Under the agreement, Evolution will pay Galaxy Gaming a termination fee of $5,234,678. The merger was originally valued at approximately $85 million, with Galaxy shares priced at $3.20 under the proposed deal.
The closing deadline had been extended to July 17, 2026, after the transaction faced a lengthy regulatory review. Evolution decided against extending the agreement further after two remaining gaming regulatory approvals required for completion were not obtained.
Regulatory Delays Bring Merger Process to an End
Galaxy Gaming confirmed that two outstanding gaming approvals remained unresolved by the outside date set in the merger agreement. The company had previously been evaluating its options, including seeking another extension or ending the agreement.
Some regulators had already approved the transaction, including the Mississippi Gaming Commission in the US. However, other approvals, including Nevada’s, had not been secured.
The prolonged review process had raised questions about whether the acquisition would proceed. Analysts at Rothschild & Co Redburn suggested Nevada regulators may have been waiting for the outcome of Evolution’s UK licence review before reaching a decision, although no regulator publicly confirmed such a connection.
Evolution CEO Martin Carlesund had previously said the outcome of the merger would have limited impact on the company due to Galaxy’s size.
“Due to Galaxy’s size, the transaction is not significant for Evolution,” Carlesund said. “The outcome has no material impact on our existing business, our US operations or our long-term ambitions.”
Companies Maintain Focus After Termination
Evolution said it expects to continue working with Galaxy Gaming through the companies’ existing commercial relationship. The termination comes as Galaxy continues developing its own business strategy following the end of the acquisition process.
Galaxy president and CEO Matt Reback highlighted the company’s progress during the period when the merger was being considered.
“For two years, we have been working with Evolution towards a closing of the Merger Agreement,” said Matt Reback, President and CEO of Galaxy. “During this same time, we have also been focused on growing Galaxy by increasing the range of our table games products, expanding into new markets, deepening partnerships with new and existing customers, increasing the share of our recurring revenues, and assembling a team of the highest caliber individuals possible. We are excited about the trajectory of the company, and we look forward to a continued relationship with Evolution.”
Galaxy Gaming develops and distributes casino table games, technology solutions and online gaming products from its headquarters in Las Vegas, Nevada. The company operates with more than 130 licences worldwide, including licences in 28 US states and over 30 countries.
Following the termination announcement, Evolution shares traded 1.37% lower at SEK704.60 per share in Stockholm. Galaxy Gaming shares declined 8.19% to $1.57 per share, placing the stock at less than half of the value implied by the original merger agreement.
Source:
“Evolution terminates Galaxy Gaming acquisition”, gamingintelligence.com, Jul 21, 2026
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