Apollo buying Great Canadian Gaming in $3.3B deal
Apollo Global Management Inc.’s bid to take over Great Canadian Gaming Corp., which has run into opposition from some of the casino operator’s largest shareholders, came just weeks after another suitor walked away from a potential deal for the company.
Great Canadian disclosed the interested party, which it didn’t name, in documents attached to an affidavit filed in a British Columbia court this week. The company plans to hold a shareholders’ meeting on Dec. 23 to vote on the US$2.5 billion Apollo offer, according to the documents.
Apollo approached the company in late August, indicating it could make a bid in the range of $38 to $41 a share. The gaming company’s board considered holding an auction but decided against it, according to the documents. The board accepted a $39 a share bid from Apollo, which was announced Nov. 10.
The disclosure of other interest in Great Canadian may strengthen the hand of top shareholders -- including funds managed by BloombergSen Inc., CI Financial Corp. and Burgundy Asset Management Ltd. -- that have criticized the company for accepting an offer they see as too low.
Burgundy said in a letter that it’s going to vote against the deal because Great Canadian’s Ontario assets are “irreplaceable properties” and Apollo’s bid “reflects only a fraction of their potential value.”
Representatives from Apollo have defended the price, saying it delivers “significant and immediate value” to shareholders despite the negative effects of the pandemic. Great Canadian has had to close a number of casinos, including another one Wednesday in Nova Scotia, as the country battles a new wave of coronavirus.
Representatives from Great Canadian didn’t return phone messages seeking comment.
The company, which operates 25 gaming, entertainment and hospitality facilities across Canada, said in documents that the initial potential acquirer approached it in June. A special committee of Great Canadian’s board debated checking the market for other potential buyers, but decided such a process probably wouldn’t succeed and may instead put a deal with its one suitor at risk.
However, that suitor walked away weeks later, and on June 24, the special board committee asked management to continue reviewing potential options for the company. The committee met with management in July to discuss the matter. The affidavit doesn’t provide details on management’s assessment.
Apollo then made an unsolicited approach to Great Canadian on Aug. 28. Five days later, the special committee met with lawyers and asked advisers from Bank of Nova Scotia to present a financial analysis of the proposed deal, along with other alternatives, including the company’s current business plan.
Scotiabank came back with a formal opinion that the Apollo offer was “sufficiently compelling to warrant entering into exclusive negotiations.”
BloombergSen is a Toronto-based hedge fund that owns nearly 14 per cent of Great Canadian, according to regulatory filings. It isn’t affiliated with Bloomberg LP, the parent company of Bloomberg News.