The Supreme Court of New South Wales has approved the convening of a scheme meeting for oOh!media Limited shareholders to vote on the proposed acquisition by OOH BidCo, a vehicle owned by I Squared Capital and affiliates. This court sanction represents a significant procedural milestone, clearing the way for the $1.68-per-share takeover to advance toward shareholder consideration.
oOh!media announced the proposed acquisition on 10 August 2026. Under the Scheme of Arrangement, I Squared Capital will acquire the outdoor advertising company at $1.68 per share. The Independent Expert Report commissioned for the transaction and included in the Scheme Booklet concludes the offer falls within a fair value range of $1.59 to $1.78 per share, providing validation of the pricing to shareholders considering how to vote.
The oOh! Board, excluding one excluded director, has unanimously recommended shareholders vote in favour of the Scheme, conditional on no superior proposal emerging and the Independent Expert maintaining its positive assessment. Individual directors have each stated their intention to vote all shares held by them in the same direction. This unified board position carries weight in scheme transactions, where management endorsement typically influences shareholder voting outcomes.
The Scheme Booklet will be despatched to shareholders by Friday, 2 October 2026, with different delivery methods depending on previous communication preferences. Shareholders who have elected to receive hard copy materials will receive printed booklets and proxy forms by post, while those who selected email delivery will receive electronic links and online voting portal access. The scheme meeting itself is scheduled for Monday, 2 November 2026 at Level 2, 73 Miller Street, North Sydney, with online participation also available. Shareholders unable to attend may lodge proxy votes, with the deadline for proxy receipt set at 11:00am Sydney time on Saturday, 31 October 2026.
The court approval removes a key hurdle but does not guarantee the scheme will proceed to completion. The transaction still requires approval from oOh! shareholders voting at the scheme meeting, expected to require a majority in number holding at least 75 percent of votes cast. Even if shareholders approve, other implementation conditions may need to be satisfied. Investors should carefully review the complete Scheme Booklet when it becomes available to understand all conditions, risks and implications of the transaction. The next critical date is the scheme meeting in November, which will determine whether shareholders accept the I Squared Capital offer or whether the company remains independent.
View the full ASX announcement (PDF)
About oOh!media Limited (ASX: OML)
oOh!media is an out-of-home advertising company that operates a network of over 30,000 advertising sites across Australia and New Zealand, holding approximately 35% of the Australian out-of-home advertising market. The company’s sites include roadside billboards, shopping centres, public transport stations, buildings, and university campuses. It also operates digital platforms, native content production, and digital printing services.
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