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2 November vote precedes oOh!media court hearing

Media and Advertising By Victor Sage 2 min read

oOh!media shareholders will vote on I Squared Capital’s proposed acquisition on 2 November, with court approval scheduled two days later if the scheme passes. The filing sets the next milestones but does not change the transaction’s terms or guarantee completion.

  • Scheme vote scheduled for 2 November 2026
  • Second NSW Supreme Court hearing set for 4 November, conditional on shareholder approval
  • I Squared Capital-backed BidCo remains the proposed acquirer
  • Court approval and shareholder support are still required before completion

Shareholder Vote Comes Before Court Approval

oOh!media Limited (ASX:OML) has put a date on the next decisive step in its proposed takeover by I Squared Capital-backed OOH BidCo: shareholders will vote on the scheme at 11:00am Sydney time on 2 November 2026. The Supreme Court of New South Wales is then scheduled to hear oOh!’s application to approve the arrangement at 9:15am on 4 November, provided the required shareholder majority supports it.

The timetable advances a transaction that has already cleared several regulatory and procedural hurdles. New Zealand’s Overseas Investment Office previously approved the proposal, as reported in the New Zealand OIO approval, while shareholders are now approaching the vote stage that was set out in the scheme booklet and voting materials.

Court Hearing Depends on Requisite Majority

The second court hearing is not an independent route around the shareholder meeting. oOh! has expressly made the hearing conditional on approval by the “Requisite Majority”, meaning the vote on 2 November remains the immediate gatekeeper for the transaction.

If shareholders approve the scheme, the court will consider whether to sanction the arrangement between oOh! and its shareholders. The announcement does not disclose a new offer price, revised consideration, implementation date or voting outcome. It is therefore a milestone notice rather than a change to the economics of the deal.

Two Dates Now Carry the Transaction

For investors, the sequence is unusually clear: shareholder support first, judicial approval second. The company has provided both an in-person meeting location in North Sydney and an online attendance option, but the central question is whether the scheme secures the required backing at the meeting.

The filing also leaves open the issues that would follow the vote, including the court’s decision and the subsequent implementation or termination of the scheme. Until those steps are completed, the proposed acquisition remains conditional rather than settled.

Bottom Line?

The 2 November vote is now the immediate test, with the court hearing two days later providing the next potential confirmation point rather than a substitute for shareholder approval.

Questions in the middle?

  • Will shareholders approve the scheme by the required majority on 2 November?
  • Will the Supreme Court sanction the arrangement at the scheduled 4 November hearing?
  • What implementation timetable will apply if both shareholder and court approval are secured?

Sources