More than 99% of the votes backed the acquisition, with the expectation of closing at the end of 2026 or early next year.
Photo by Drahomír Hugo Posteby-Mach on Unsplash
Bally’s Intralot’s acquisition of Evoke has moved one step closer to completion after Evoke shareholders overwhelmingly approved the proposal, despite growing financial concerns surrounding the prospective parent company.
At a court meeting on Monday, 99.91% of scheme shares were voted in favor of the acquisition — about 268.2 million shares were cast in favor, and just 236,504 against. The votes in favor represented 59.55% of Evoke’s total issued share capital.
A separate special resolution needed to implement the transaction received 99.63% support, with 268.4 million shares voting in favor and fewer than one million against. The vote clears another hurdle for the proposed acquisition of the owner of William Hill and 888, which is expected to close in the fourth quarter of 2026 or the first quarter of 2027.
The approval comes as Bally’s Corporation faces increased scrutiny over its balance sheet and ability to secure additional financing. The company’s shares plunged nearly 30% on Monday after it disclosed liquidity and debt covenant concerns in its delayed second-quarter filing.
Bally’s Seeks New Financing Amid Liquidity Pressure
Bally’s reported $792.2 million in second-quarter revenue, up 20% year-on-year. However, SEC filings highlighted significant challenges to the company’s balance sheet.
Bally’s said that it’s pursuing new financing, including possible asset sales, equity and new debt due to liquidity pressure. Without fresh financing, the company expects to fall short of required liquidity levels and could breach its leverage covenant within the next 12 months.
Bally’s said those conditions raise “substantial doubt about the Company’s ability to continue as a going concern.”
Bally’s has recently signed a non-binding term sheet for a pre-construction loan related to its planned $4 billion Bronx casino. It also entered into a letter of intent with a potential equity investor.
The company faces significant capital requirements across its development pipeline.
Approximately $400 million remains under Bally’s minimum $1.34 billion spending commitment for its permanent Chicago casino. The company also slowed construction last week, prompting some city leaders to raise questions about the project’s financing.
Despite the concerns, Bally’s second-quarter revenue increased 20%. Total segment Adjusted EBITDAR rose to $187.5 million from $173.2 million.
Evoke Had Already Flagged Uncertainty Over New Owner
Evoke’s shareholder approval comes less than a week after the company identified two “material uncertainties” related to its ability to continue as a going concern in its H1 2026 results.
One relates directly to the proposed acquisition. Evoke’s directors said they have limited visibility over Bally’s Intralot’s “ability and intentions to operate the group under its ownership.”
The second addresses what happens if the acquisition fails to close. Evoke said it would need to achieve a “sustainable and materially improved level of profitability and cash generation” to refinance its debt facilities, which it described as a “significant execution challenge.”
Evoke has around £1.84 billion ($2.44 billion) in borrowings. Net leverage increased from 5.2x at the end of 2025 to 5.6x at June 30, and the company had £105.6 million in cash and about £150 million in total liquidity.
Despite the uncertainties, Evoke’s directors said they have a “reasonable expectation” that the company has sufficient resources to continue operating through September 2027.
Following Monday’s shareholder approval, Evoke said a number of antitrust and regulatory conditions for the acquisition have also been satisfied. The transaction still requires the remaining conditions and court sanction.
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