Online gaming tech provider Playtech plc (LON:PTEC) has announced that its shareholders have resoundingly rejected the proposed sale of its Financials division to a consortium led by Israeli businessman Zvika Barinboim. The deal, signed between Playtech and the Barinboim consortium in late May, was to see Playtech’s Financials division – consisting of the Finalto B2B business and Retail FX and CFDs broker Markets.com – sold for $210 million in cash. (However, as was demonstrated exclusively at FNG, the sale was really going to yield Playtech just $101 million, as the company was to kick in $109 million of cash to the sold entity as part of the transaction.)

At a General Meeting of Playtech shareholders held this morning to vote on the sale, the vote was 76,250,230 shares in favour of the sale (just 31.7% of total Playtech shares voted at the meeting), and 164,288,501 against (68.3%). 240,538,731 out of the total number of Playtech shares outstanding of 306,356,693 were voted at the meeting, directly or by proxy.

So what comes next?

First, Playtech said that the Barinboim consortium has agreed to immediately terminate the original sale agreement, which would have limited Playtech from negotiating with other parties. And, would have required an $8.8 million breakup fee had Playtech agreed to a deal for Finalto/Markets.com with another buyer.

As a result, the restrictions on Playtech from engaging with the other bidder for Finalto – Gopher Investments – are no longer in place. The company stated that it will now seek to engage with Gopher to progress a disposal of Finalto. Although the Barinboim consortium has agreed to terminate the SPA, it has indicated to Playtech it intends to maintain the consortium for the next 30 days, such that it will be in a position to re-enter into the agreement if the parties so agree.

In the event a new binding agreement is reached with any party, a new circular to shareholders will be required, with (another) General Meeting and Playtech shareholder vote required to approve the disposal. However, there is no reason to believe that Playtech’s shareholders will continue to vote “No” to a sale of Finalto/Markets.com – they probably just believe that a higher deal is out there, witnessed by the late but higher offer made by Gopher.

Playtech remains an (obviously) motivated seller here, so a deal seems likely, whether with Gopher, the Barinboim group (e.g. if they decided to raise their bid), or possibly even another party.

Playtech Board’s has a stated strategy to simplify Playtech’s business, which includes the disposal of Finalto for the maximum available proceeds. Having consulted with its leading shareholders, Playtech said it understands that by voting against the resolution to dispose of Finalto to the Barinboim consortium, shareholders have been willing to accept the risk of the SPA terminating, thereby enabling Playtech to engage with Gopher and to potentially secure better terms for a sale of Finalto.

Stay tuned, this looks like it is far from over…