William Hill may discourage the takeover of NYX Gaming Group by Scientific Games
William Hill has filed a legal complaint that seeks to disrupt the acquisition by Scientific Games in September of NYX Gaming. William Hill, a minority shareholder in NYX Gaming, has threatened to convert a sizable minority sharehold in NYX preferred stock that could scuttle the proposed acquisition of NYX altogether.
That possible scuttling comes despite the fact that NYX is an active partner in its deal with Scientific Games, and wants to continue moving forward, with an official approval vote slated for mid-December.
This little battle of corporate one-upmanship has more at stake than just ownership of NYX. NYX is a prominent player on the B2B side of the industry, offering several prominent software platforms to a clientele that includes many of the online-gambling world’s largest players. Among them is NYX’s sports-betting solution, Open Bet, which could see its fortunes spike skyward if next month’s important US Supreme Court hearing in the New Jersey “Christie II” over sports betting’s legality goes New Jersey’s way, and ends up prying open the New Jersey market.
William Hill has been accused by NYX and Scientific Games of having made extortionate demands in an attempt to scuttle the deal or make it financially unattractive, even at an obvious cost to NYX shareholder itself. NYX has filed a complaint in New Jersey that William Hill has threatened to acquire more stock in NYX and to convert its preference shares to voting stock, and indeed, William Hill has already filed notice as to the latter.
That conversion would give William Hill 32% of the voting stock in NYX, meaning that the company would have a reasonable chance of blocking the Scientific Games buyout. But there’s far more to it, and to why NYX is fighting hard: William Hill is willing to inflict a loss on all of NYX’s current shareholders by converting the outstanding preference shares.
The conversion would deny NYX shareholders a premium created by the Scientific Games offer and instead make William Hill “lose approximately $50M and perhaps even more than double the amount.” It’s apparently a $50M pill that William Hill is willing to swallow in an effort to keep NYX out of Scientific Games’ hands.
Due to claimed regulatory restrictions, NYX claims it cannot allow William Hill to convert the hefty bloc of preference shares, which is why a court battle over the acquisition now looks like the probable outcome of the tiff. It all led to a trade of heated press releases late this week from NYX and William Hill.