oOh!media Scheme Gains Momentum After New Zealand Clearance

New Zealand Consent Removes One Scheme Condition

oOh!media Limited (ASX:OML) has cleared a regulatory hurdle in its proposed acquisition by OOH BidCo, an entity owned and controlled by funds managed or advised by I Squared Capital. New Zealand’s Overseas Investment Office has consented to the transaction, satisfying the overseas investment condition in the scheme implementation agreement.

The approval moves the deal forward, but it does not make completion certain. The scheme still requires approval from Australia’s Foreign Investment Review Board, the requisite majority of oOh! shareholders, the Supreme Court of New South Wales and satisfaction or waiver of other conditions in the agreement.

Shareholder Vote Remains the Immediate Test

The New Zealand clearance arrives as the transaction approaches its shareholder decision point. The scheme meeting is scheduled for 11:00am Sydney time on 2 November, with voting forms or online votes due by 11:00am on 31 October. The company previously moved into that phase with the scheme booklet release, which set out the proposed $1.68-per-share consideration and voting materials.

oOh!media’s board continues to unanimously recommend the scheme, provided there is no Superior Proposal and Grant Samuel’s independent expert maintains its view that the transaction is in shareholders’ best interests. Director David Ferrarin has abstained from making a recommendation because of a potential conflict linked to an entity that provided advisory services to I Squared; the announcement says he did not participate in those services or the board’s consideration of the transaction.

Independent Expert Keeps Offer Within Valuation Range

Grant Samuel has concluded that the scheme is fair and reasonable and in the best interests of oOh! shareholders, absent a Superior Proposal. Its assessed valuation range of $1.59 to $1.78 per share contains the $1.68 scheme consideration. That assessment was previously reported alongside the independent expert backing, but the latest filing confirms the expert’s conclusion remains part of the board’s recommendation framework.

The next decisive sequence is now clear: the outstanding FIRB decision, the 2 November shareholder vote and subsequent court approval. The transaction’s progress has reduced one source of execution risk, while leaving the shareholder and Australian regulatory gates still open.