Candle Lake has launched a mandatory public cash offer for Evolution that values the online gaming technology company at approximately SEK 131.7 billion after the Kenneth Dart-owned investment vehicle crossed Sweden’s 30% mandatory takeover threshold. Evolution shareholders are being offered SEK 695 in cash for each outstanding share.
Based on Evolution’s approximately 189.4 million outstanding shares, the offer values the entire company at approximately SEK 131.7 billion. Candle Lake already owns or controls approximately 59.8 million Evolution shares, representing about 31.56% of the company’s outstanding shares and voting rights.
Excluding those shares and other shares controlled by Candle Lake or closely related parties and companies, the offer covers approximately 129.6 million Evolution shares with an aggregate value of approximately SEK 90.1 billion.
The offer was triggered by Candle Lake’s purchase of 2.05 million additional Evolution shares on July 24, 2026.
That acquisition increased Candle Lake’s direct ownership to approximately 30.02%, crossing the mandatory bid threshold under Sweden’s public takeover rules.
Candle Lake has since increased its direct ownership further to approximately 31.56%.
The investment company also has indirect financial exposure to approximately 4.04 million Evolution shares through cash-settled total return swaps.
Including those instruments, Candle Lake’s total economic exposure amounts to approximately 63.84 million shares, equivalent to roughly 32.04% of Evolution’s outstanding shares.
The SEK 695 offer price is equal to Evolution’s closing share price on July 24, the final trading day before Candle Lake announced that it had triggered the mandatory offer requirement.
It represents approximately a 1.6% premium to Evolution’s 20-day volume-weighted average price of SEK 683.8 through July 24.
However, Evolution shares subsequently traded above the offer price.
The SEK 695 bid represents approximately a 5.7% discount to Evolution’s SEK 737.2 closing price on August 12, the final trading day before the offer announcement.
It is also approximately 3.3% below Evolution’s 20-day volume-weighted average price of SEK 718.8 through August 12.
Candle Lake said the offer is being made because Swedish takeover rules require it, rather than as part of a strategy specifically intended to acquire 100% of Evolution.
The firm views Evolution as a long-term financial investment and described the company as a well-managed, highly profitable global leader in B2B live casino technology.
Evolution was founded in 2006 and develops, produces, markets and licenses integrated online casino solutions to gaming operators.
The company serves more than 800 operators and has operations spanning Europe, Asia, North America and South America.
Candle Lake began building its Evolution position in mid-2024 through purchases on Nasdaq Stockholm and has continued increasing its stake over time.
During the six months before the offer announcement, Candle Lake acquired approximately 10.46 million Evolution shares.
The investor said it currently has no plans to make material changes to Evolution’s business strategy, operating sites, management, workforce or employment conditions.
Candle Lake is a Cayman Islands-based proprietary investment vehicle wholly owned by Kenneth Dart.
The firm does not have operating activities of its own and is part of a group of investment entities ultimately controlled by Dart.
Financing for the cash offer is fully secured through a combination of Candle Lake’s available cash, liquid securities and credit facilities.
The offer is not subject to a minimum acceptance condition.
Instead, completion is solely conditional upon obtaining any necessary regulatory, governmental or similar approvals on terms acceptable to Candle Lake.
The investor currently believes the customary regulatory clearances required for the transaction have already been received, although that assessment could change depending on how many shares are tendered.
The acceptance period is expected to run from August 17 through September 15, 2026, with settlement currently expected to begin on September 23.
Evolution’s board is expected to publish its formal position on the offer no later than two weeks before the acceptance period expires.
Despite saying it does not currently intend to acquire all outstanding shares, Candle Lake has outlined what would happen if its ownership eventually exceeds 90%.
If that threshold is reached through the offer or otherwise, Candle Lake intends to begin compulsory redemption proceedings to acquire the remaining Evolution shares and pursue the company’s delisting from Nasdaq Stockholm.
