Horizon Oil has lifted all but one condition from its off-market bid for Cue Energy, maintaining a controlling 52.46% stake while the final hurdle over prescribed occurrences remains unresolved.
- Horizon holds 52.46% voting power in Cue
- All bid conditions waived except 'no prescribed occurrences'
- Prescribed occurrences condition neither fulfilled nor waived
- Offer remains subject to Corporations Act provisions
- Next steps hinge on resolution of outstanding condition
Partial Condition Waiver Advances Cue Takeover
Horizon Oil Limited (ASX:HZN) has formally announced that it has waived all conditions of its off-market takeover bid for Cue Energy Resources (ASX:CUE) except one. The only remaining condition pertains to the absence of "prescribed occurrences", a regulatory safeguard under the Corporations Act 2001 (Cth) designed to prevent material adverse changes before a takeover completes.
As of 12 June 2026, Horizon holds a 52.46% voting stake in Cue, representing 368.2 million shares out of the 702 million shares on issue. This majority holding consolidates Horizon's control but falls short of complete ownership, with the bid still awaiting resolution of the prescribed occurrences condition.
Legal and Regulatory Framework Governs Offer Status
The update comes through a formal notice lodged under section 630(3) of the Corporations Act, reflecting Horizon’s compliance with takeover regulations. The offer was initially detailed in a replacement bidder’s statement dated 19 March 2026, supplemented twice since, most recently on 9 June 2026. The notice confirms that all conditions outlined in Appendix 2 of the bidder’s statement, except for the prescribed occurrences clause, have been formally waived.
Notably, Horizon has neither fulfilled nor waived the prescribed occurrences condition to date, leaving a degree of uncertainty around the bid’s ultimate completion. The specifics of what constitutes a prescribed occurrence are not detailed in the filing, but such conditions typically relate to significant corporate events that could impact the target's value or operations.
Implications for Minority Shareholders and Offer Timeline
The partial waiver aligns with Horizon’s previous moves to solidify its position following regulatory approvals and surpassing the 50.1% minimum acceptance threshold earlier in the bid process. With the offer period closing on 19 June 2026, the resolution of the outstanding condition will be critical for the bid’s closure and for minority shareholders contemplating their next steps.
Market watchers will be attentive to any developments regarding the prescribed occurrences condition, which could influence whether Horizon proceeds to compulsory acquisition or adjusts its bid terms. Horizon’s steady accumulation of Cue shares and the lifting of most conditions suggest a strategic commitment to full ownership, but the legal and regulatory nuances remain a key factor.
Bottom Line?
Horizon’s takeover edges closer to completion, but the unresolved prescribed occurrences condition keeps the outcome hanging.
Questions in the middle?
- What specific events could trigger the prescribed occurrences condition and derail the bid?
- Will Horizon seek to waive the remaining condition or renegotiate terms if complications arise?
- How will minority Cue shareholders respond as the offer period nears its end?