Evolution AB has launched a €2 billion ($2.3 billion) share buyback programme, backed by shareholder approval granted at the group’s Annual General Meeting on 24 April, alongside a €300 million revolving credit facility to maintain liquidity during the repurchase period.
Programme Structure
The board has authorised repurchases of up to €2 billion on Nasdaq Stockholm or other regulated markets. An independent investment firm or credit institution appointed by Evolution will execute the transactions and determine their timing without direct company input.
The programme can run until the full ceiling is utilised or until further notice, with a potential duration extending to the 2027 AGM. All repurchases will be settled in cash within price limits consistent with prevailing market conditions.
Swedish regulatory requirements cap Evolution’s treasury share holdings at 10% of total issued shares at any point. With 199,226,613 shares currently outstanding and no treasury shares held, the company can repurchase up to 19,922,661 shares under that restriction. Should holdings approach the 10% ceiling, Evolution’s board has flagged the possibility of an extraordinary general meeting to cancel repurchased shares, clearing the way for a fresh authorisation to continue toward the €2 billion limit.
The stated purpose is to “optimise the capital structure of the company by reducing the share capital, thereby creating added shareholder value.”
Revolving Credit Facility
In parallel, Evolution has established a €300 million senior unsecured revolving credit facility with JP Morgan SE and Citibank Europe plc. The facility runs on a three-year bullet repayment schedule with two optional one-year extensions, structured as standby financing to preserve financial flexibility during a period the company has described as a “material adjustment” to its capital structure.
Capital Context
The buyback announcement follows Evolution’s decision to pause its dividend in Q1 2026. CFO Joakim Andersson cited a preference to prioritise studio capital expenditure and completion of the pending Galaxy Gaming acquisition, expected to close in July at a valuation of around €85 million.
Q1 results were mixed against a difficult European backdrop. Net revenue declined 1.5% year-on-year to €513 million. EBITDA reached €335.3 million at a 65.4% margin, while operating profit fell 3.6% to €292.6 million. The performance was split sharply by region: North America and Latin America both posted all-time high revenues, with LatAm up 29.3% year-on-year to €64.4 million. Europe contracted. Only 48% of Q1 revenue came from regulated jurisdictions.
CEO Martin Carlesund described Europe as “the clear disappointment” of the quarter, attributing the decline to regulatory volatility and the short-term cost of the company’s self-imposed ring-fencing measures. Morgan Stanley, which rates Evolution equal-weight with a price target of SKr 680, noted that European revenue had returned to levels last seen in the second half of 2022. The buyback effectively reframes the capital allocation story: with the dividend paused and organic European growth under pressure, returning capital through repurchases has become the primary mechanism for deploying excess cash.
Evolution FY2025: Revenue Flat, EBITDA Down 9% as European Regulatory Pressure Mounts
Legal Backdrop
The programme launches against a background of ongoing legal exposure. New Jersey proceedings continue following allegations that Evolution’s games were accessible through unauthorised operators in restricted markets — claims the company denies. Evolution has sought to add Playtech to the defamation lawsuit connected to that dispute, alleging that Playtech engaged the intelligence firm Black Cube to conduct a commercially motivated investigation intended to damage Evolution’s reputation in the North American market. Playtech has said the investigation was conducted lawfully.
Both matters represent contingent liabilities. The RCF, by design, keeps them backstopped: preserving financial flexibility while the company deploys capital on repurchases through what could be a multi-year programme.
Source: Evolution AB
