PointsBet Shareholders Approve $1.20 Per Share MIXI Acquisition Scheme
PointsBet shareholders have voted in favour of the proposed $1.20 per share acquisition by MIXI, Inc, marking a significant premium and clearing a key hurdle ahead of court approval.
- Scheme meeting held on 25 June 2025 with strong shareholder turnout
- MIXI’s improved offer of $1.20 per share represents a 44.6% premium over pre-announcement price
- Independent Expert and PointsBet Board unanimously recommend approval
- Opposition mainly from Betr Entertainment Limited, but majority support excluding Betr votes exceeds 95%
- Scheme subject to Federal Court approval scheduled for 26 June 2025 and regulatory conditions
Scheme Meeting and Shareholder Vote
On 25 June 2025, PointsBet Holdings Limited convened a pivotal scheme meeting to seek shareholder approval for its acquisition by MIXI, Inc through its subsidiary MIXI Australia Pty Ltd. The meeting, held in a hybrid format from Melbourne and online, saw shareholders vote on a scheme of arrangement offering $1.20 cash per PointsBet share.
The offer price represents a substantial premium of 44.6% to the last closing price before the scheme announcement and a notable uplift over independent valuations. The improved offer followed earlier negotiations and a competing proposal from Betr Entertainment Limited, which was unanimously rejected by the PointsBet Board.
Board and Independent Expert Endorsement
PointsBet’s Board, led by Chair Brett Paton, alongside the company’s senior executives, expressed strong support for the scheme. The Independent Expert, Grant Samual & Associates Pty Limited, concluded the scheme is fair and reasonable and in the best interests of shareholders, provided no superior proposal emerges.
Directors have committed to vote their shares in favour of the scheme, reinforcing confidence in the transaction. The Board highlighted the strategic challenges PointsBet faces as a standalone entity, including fierce competition in Canada and regulatory uncertainties in Australia, positioning the MIXI offer as a value-accretive exit.
Shareholder Voting Outcomes and Opposition
Proxy votes prior to the meeting indicated 70.41% in favour and 29.59% against, with the majority of opposition votes coming from Betr Entertainment Limited. When excluding Betr’s votes, over 95% of shareholders supported the scheme, signaling broad market endorsement of the MIXI offer’s certainty and premium.
This decisive shareholder backing contrasts with the ongoing media speculation around Betr’s proposals, which have yet to materialize into a formal, binding offer. The Board emphasized that the MIXI scheme provides binding, fully funded cash consideration with a clear timetable.
Regulatory and Court Approvals Pending
Key regulatory approvals have been secured, including from the Foreign Investment Review Board and the Northern Territory Racing and Wagering Commission. MIXI is progressing approvals in Ontario, Canada, with no outstanding financing or due diligence conditions.
The final step remains the Federal Court of Australia’s approval, scheduled for 26 June 2025. Provided the court sanctions the scheme, the acquisition will proceed, delivering an enterprise value of approximately $402 million and an implied valuation multiple aligned with PointsBet’s earnings guidance.
Looking Ahead
With shareholder approval secured and regulatory conditions largely satisfied, the focus now shifts to the court’s decision and the integration of PointsBet into MIXI’s operations. The transaction marks a significant milestone for PointsBet shareholders seeking certainty amid a competitive and regulatory challenging environment.
Bottom Line?
The MIXI acquisition of PointsBet nears completion, but final court approval will be the decisive moment.
Questions in the middle?
- Will the Federal Court approve the scheme without conditions or amendments?
- How will MIXI integrate PointsBet’s operations across Australia, Canada, and the US?
- Could any late-emerging superior proposals disrupt the current agreement?