Qube Shareholders Approve $5.20 Per Share Scheme Pending Final Court and Regulatory Steps

Qube Holdings shareholders convened to endorse a $5.20 per share acquisition scheme by Rubik Australia, valuing the logistics firm at $9.3 billion equity and $11.7 billion enterprise value. The deal awaits key regulatory approvals and a rescheduled court hearing before implementation.

  • Shareholders vote overwhelmingly in favour of Rubik's $5.20 per share scheme
  • Deal values Qube at approximately $9.3 billion equity and $11.7 billion enterprise value
  • Scheme includes $4.80 cash consideration plus interim and special fully franked dividends
  • Regulatory approvals from ACCC, FIRB, and NZ Overseas Investment Office remain outstanding
  • Second court hearing postponed to 7 July 2026 to accommodate regulatory timelines
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Shareholders Back Rubik's $5.20 Per Share Takeover Proposal

Qube Holdings Limited (ASX:QUB) shareholders met on 16 June 2026 to cast their votes on the proposed scheme of arrangement under which Rubik Australia Pty Limited will acquire 100% of Qube shares. The scheme offers a total cash consideration of $5.20 per share, comprising a $4.80 scheme consideration, a $0.0535 interim dividend, and a $0.3465 special dividend, both fully franked. The voting results show overwhelming support, with 97.7% of votes cast in favour at the General Scheme Meeting and 100% approval from UniSuper, the significant 15% shareholder voting separately.

Valuation and Premiums Reflect Qube's Growth Trajectory

The $5.20 per share offer values Qube’s equity at approximately $9.3 billion on a fully diluted basis and implies an enterprise value of about $11.7 billion. This translates to a premium of 27.8% over Qube’s closing price on 21 November 2025 and a 14.5 times EV/EBITDA multiple based on the last twelve months to June 2025. The premium is even more pronounced, 45%, when adjusting for Qube’s 50% stake in Patrick Container Terminals. This valuation underscores the value created by Qube since its 2006 founding, growing from a modest logistics operator with 150 employees to a regional powerhouse with over 10,000 staff across Australia, New Zealand, and the Asia-Pacific.

Independent Expert and Board Endorse Scheme as Fair and Reasonable

Grant Samuel, the Independent Expert appointed by Qube, concluded that the scheme is fair and reasonable and in the best interests of shareholders, excluding UniSuper, in the absence of a superior proposal. The expert’s valuation range of $4.93 to $5.41 per share encompasses the $5.20 offer. The Qube Board unanimously recommends shareholders vote in favour of the scheme, with all directors having instructed that any shares they hold be voted accordingly. UniSuper’s separate vote also supports the scheme, with a proxy lodged in favour ahead of the meeting.

Regulatory Approvals and Court Hearing Rescheduled

The scheme remains conditional on several regulatory approvals, including from the Australian Competition and Consumer Commission (ACCC), the Foreign Investment Review Board (FIRB), and the New Zealand Overseas Investment Office (OIO). Rubik has already secured clearance from the Papua New Guinea Independent Consumer and Competition Commission. The ACCC’s phase 1 statutory deadline is 19 June 2026, while the OIO’s deadline is set for early July. To accommodate these timelines, the second court hearing for scheme approval has been postponed from 18 June to 7 July 2026. If the court approves the scheme, Qube shares will be suspended from trading on 8 July 2026.

Implementation Timeline and Dividend Payments

Assuming all conditions are met, the scheme is expected to become effective on 7 July 2026, with implementation scheduled for 14 August 2026. On this date, shareholders (other than UniSuper) will receive the $4.80 scheme consideration. The special dividend record date is set for 14 July 2026, with payment expected on 23 July 2026. Combined with the interim dividend paid earlier, shareholders stand to receive $5.20 per share in cash, fully franked, potentially adding approximately $0.17 per share in franking credits depending on individual tax positions.

A Milestone for Qube Amid Ongoing Regulatory Scrutiny

Chairman John Bevan described the scheme meetings as a significant milestone, recognising the contributions of Qube’s 10,000-strong workforce in building a leading logistics business. While the deal enjoys strong shareholder and board support, the outstanding regulatory approvals remain critical. The timing and outcome of these approvals will shape the final path forward, with the rescheduled court hearing on 7 July providing the next key legal checkpoint. The possibility of a superior proposal remains theoretical, with no such offer currently on the horizon.

Bottom Line?

Qube’s $5.20 per share scheme is well supported but hinges on timely regulatory clearances and court approval to proceed as planned.

Questions in the middle?

  • Will the ACCC and other regulators approve the scheme without conditions or delays?
  • Could any unforeseen regulatory or market developments prompt a competing bid?
  • How will the tax treatment of the fully franked dividends affect shareholder returns?