Vonex Shareholders Face Limited Options as MaxoTel’s Scheme Advances
MaxoTel, already Vonex’s largest shareholder, has agreed to acquire the remaining shares of Vonex at a significant premium, setting the stage for full ownership pending shareholder and court approvals.
- MaxoTel to acquire all remaining Vonex shares at 3.60 cents each
- Offer represents an 80% premium to Vonex’s last closing price
- Swoop Telecommunications supports the scheme with 22.8% shareholding
- Vonex Board recommends the scheme subject to no superior proposal
- Completion expected around mid-October 2025 after approvals
A Strategic Move for Full Control
Vonex Limited (ASX – VN8), a telecommunications innovator focused on SME customers, has entered into a Scheme Implementation Deed with Maxo Telecommunications Pty Ltd (MaxoTel) for the acquisition of all Vonex shares that MaxoTel does not currently own. MaxoTel, which already holds a commanding 69.4% stake in Vonex, is offering 3.60 cents per share in cash, a price that represents an 80% premium over Vonex’s closing price on 3 July 2025.
This move signals MaxoTel’s intent to consolidate its position and take full control of Vonex, valuing the company at an enterprise value of approximately $34.1 million. The offer price also reflects a 73% premium to the 30-day volume weighted average price, underscoring the attractiveness of the deal for remaining shareholders.
Shareholder and Board Support
Support for the scheme appears strong. Swoop Telecommunications, holding 22.8% of Vonex shares, has publicly stated its intention to vote in favour of the scheme, provided no superior proposal emerges. The Vonex Board, excluding CEO Michael Blake due to his previous executive role at MaxoTel, unanimously recommends shareholders vote in favour of the scheme, subject to the Independent Expert’s conclusion that the scheme is in shareholders’ best interests.
The Board’s recommendation is contingent on Swoop maintaining its shareholding and voting intention, as well as the absence of a superior proposal. This cautious endorsement reflects the Board’s fiduciary responsibilities and the desire to maximise shareholder value.
Conditions and Timetable
The implementation of the scheme is subject to several conditions, including shareholder approval in accordance with the Corporations Act, court approval, and the absence of regulatory intervention. The process is expected to culminate in a Scheme Meeting around late September 2025, with court approval and implementation anticipated by 15 October 2025.
Vonex shareholders are not required to take any immediate action. A Scheme Booklet containing detailed information, including the Independent Expert’s Report and the Board’s recommendation, will be dispatched in late August 2025. This document will provide shareholders with the necessary context to make an informed decision.
Market and Strategic Implications
The acquisition consolidates MaxoTel’s position in the Australian telecommunications market, particularly in the VoIP and telephony services segment. Vonex’s portfolio, which includes cloud-hosted PBX systems and 5G mobile broadband services, complements MaxoTel’s offerings and could provide synergies through expanded product lines and customer bases.
For Vonex shareholders, the scheme offers a rare opportunity to realise a substantial premium in cash, providing certainty of value amid a competitive and evolving sector. However, the exclusivity provisions and “no shop” clauses in the Scheme Implementation Deed limit the potential for competing bids, which may concern some investors seeking alternative offers.
Bottom Line?
As MaxoTel moves to full ownership of Vonex, shareholders await the Independent Expert’s verdict and court approvals that will ultimately decide the deal’s fate.
Questions in the middle?
- Will any superior proposals emerge to challenge MaxoTel’s scheme?
- How will the market react to the consolidation of Vonex under MaxoTel?
- What synergies and strategic benefits will MaxoTel pursue post-acquisition?
