Evoke Approves Acquisition by Bally’s Intralot via Scheme of Arrangement

BLUF: Shareholders of Evoke plc today approved the recommended acquisition by Bally’s Intralot S.A. through a scheme of arrangement; the court sanction and effectiveness are expected in Q4 2026 or Q1 2027, subject to the satisfaction or waiver of outstanding requirements. The agreement between Intralot and Evoke was announced on June 5, 2026, and the scheme document was published on July 21, 2026.

Approval of Evoke Acquisition by Bally’s Intralot

In the Court Meeting convened to vote on the scheme of arrangement, 30 shareholders who represented 99.91% of the votes cast voted in favor of the transaction. In absolute terms, 268,206,379 shares were voted in favor and 236,504 against. The favorable votes represented 59.55% of the issued share capital of Evoke.

At the General Meeting, shareholders additionally approved a special resolution to implement the scheme and amend the company’s articles. This resolution received 268,443,403 votes in favor, equating to 99.63% of the votes cast, and 988,762 votes against.

The total number of Evoke shares in circulation at the time of the voting record was 450,403,766.

Details of the Scheme of Arrangement and Expected Timeline

The scheme is being executed under Part VIII of the Gibraltar Companies Act 2014. Evoke is registered in Gibraltar and, for this reason, the City Code on Takeovers and Mergers is not applicable to the company.

Several conditions related to antitrust approvals and other regulatory permits have already been satisfied, as per the announcement. The approval by shareholders meets conditions 2(a) and 2(b) of the scheme itself.

The court hearing to request sanction of the scheme before the court is expected in Q4 2026 or in Q1 2027, depending on the satisfaction or waiver of the remaining conditions. If the court sanctions the scheme, the effective date is also projected within that same timeframe.

Timeline of the Transaction and Key Documents

• June 5, 2026: Intralot and Evoke publicly announced the terms of the acquisition agreement.

• July 21, 2026: The scheme document was published, calling for the shareholder meetings.

• Voting Dates: Court Meeting and General Meeting held in accordance with the scheme document; results were communicated in the cited press release.

The legal procedure chosen — scheme of arrangement under Gibraltar law — requires obtaining court sanction following shareholder approvals and the satisfaction of relevant regulatory conditions.

Regulatory and Market Implications

The use of the mechanism under the Gibraltar Companies Act 2014 marks the applicable jurisdiction and the sequence of legal steps. Being exempt from the City Code on Takeovers and Mergers, Evoke follows Gibraltarian regulations for schemes of arrangement.

Official releases indicate that the antitrust and regulatory approvals that have already been met eliminate some uncertainty, but additional conditions remain whose satisfaction or waiver will determine the final timeline.

What B2B Investors and Suppliers Should Monitor

Suppliers of platforms, compliance services, and advisors working with Evoke or Bally’s Intralot S.A. must monitor the court sanction date and the publication of any remaining conditions. Changes to the corporate structure and amendments to Evoke’s articles may affect ongoing contracts and operational governance post-acquisition.

For readers interested in the broader regulatory context, the applicable legal framework intersects with issues of regulation and with business processes affecting the b2b sector.