Candle Lake Limited, an investment firm led by Kenneth Dart from the Cayman Islands, has announced a mandatory public cash offer to buy all remaining shares of Evolution AB. The offer is priced at SEK695 ($72.89) per share, valuing Evolution at approximately SEK131.7 billion, based on 189.45 million outstanding shares, not counting about 9.78 million treasury shares held by the company.
For shareholders not already controlled by Candle Lake, this offer reflects a total value of roughly SEK90.1 billion. This proposal follows recent market activities that increased Candle Lake's direct holding above the threshold necessary for a mandatory bid in accordance with Swedish takeover laws.
Candle Lake increased its stake in Evolution on 24 July, acquiring an additional 2,050,000 shares at up to SEK695 each, raising its ownership to 30%. Now, Candle Lake and its affiliates control 59,798,619 Evolution shares, or about 31.56% of the outstanding shares, which triggered the mandatory offer. Additionally, it holds indirect economic exposure to around 4,037,416 shares, giving it total exposure of approximately 32.04%.
Candle Lake stated that the offer price is in line with Evolution’s closing price on 24 July 2026, representing about 1.6% above the 20-day volume-weighted average closing price (VWAP) from that date. However, this price indicates a discount of around 5.7% from Evolution’s closing price on 12 August 2026, as well as a 3.3% discount compared to the 20-day VWAP on that date.
The acceptance period for the offer will run from about 17 August until 15 September 2026, with settlement anticipated to start on 23 September 2026, if the offer is successful.
In its communication, Candle Lake characterized Evolution as a well-managed and highly profitable entity, with intentions to implement no significant changes to its operations, management, or staffing if the offer is accepted. However, the firm did mention that if it acquires over 90% ownership, it would pursue delisting Evolution from Nasdaq Stockholm and privatizing the company.
The offer is fully financed through available cash, liquid securities, and committed credit facilities. Candle Lake is established as a financial investment vehicle without operational activities.
Candle Lake began purchasing Evolution shares in mid-2024. Over the six months leading to this mandatory offer, it acquired a total of 10.46 million shares. As per Nasdaq Stockholm’s takeover regulations, Evolution's board must release a statement regarding this offer no later than two weeks before the acceptance period ends.
Earlier in the month, Evolution had to terminate its planned merger with Galaxy Gaming, a table games and casino technology provider. CEO Martin Carlesund remarked that this merger was not essential to ongoing operations but confirmed that Evolution would maintain its working relationship with Galaxy Gaming. This shift comes after a serious incident where Evolution's license was nearly suspended in the UK after the Gambling Commission discovered that its live casino games were available on unlicensed websites accessible to UK consumers.
