MaxoTel Secures 52.92% of Vonex Shares as Takeover Scheme Is Terminated
Vonex Limited has terminated its proposed scheme with Maxo Telecommunications amid shareholder opposition, while MaxoTel’s 4.4c cash offer will close on January 28, 2025. The Vonex Board recommends shareholders accept MaxoTel’s offer and reject Swoop Telecommunications’ conditional scrip bid.
- Vonex and MaxoTel terminate Scheme Implementation Deed due to Swoop’s opposition
- MaxoTel’s unconditional 4.4c cash offer to close on January 28, 2025, with no extension
- Vonex Board recommends shareholders accept MaxoTel offer and reject Swoop’s conditional scrip bid
- MaxoTel holds 52.92% relevant interest in Vonex shares, blocking Swoop’s takeover conditions
- Vonex to accelerate review of options for repaying $23 million Longreach debt facility
Scheme Termination and Shareholder Dynamics
Vonex Limited (ASX: VN8) has officially agreed with Maxo Telecommunications to terminate their previously announced Scheme Implementation Deed (SID), effectively cancelling the proposed scheme takeover. This decision follows the firm opposition from Swoop Telecommunications, which holds approximately 20% of Vonex shares and has declared its intention to vote against the scheme. The termination comes without any break fees payable by either party, signaling a mutual recognition of the changed shareholder landscape.
MaxoTel’s unconditional all-cash offer of 4.4 cents per share will now close on January 28, 2025, with no further extensions planned. The Vonex Board continues to recommend shareholders accept this offer, highlighting it as the most certain path forward amid competing bids.
MaxoTel’s Growing Control and Swoop’s Conditional Bid
MaxoTel currently holds a relevant interest in 52.92% of Vonex shares, effectively blocking Swoop Telecommunications’ conditional off-market scrip offer, which requires Swoop to secure at least 50.1% ownership to succeed. The Vonex Board has reiterated its recommendation that shareholders reject Swoop’s offer, citing the improbability of its conditions being met and the lack of appeal compared to MaxoTel’s cash bid.
Notably, Vonex directors Brent Paddon and Stephe Wilks sold shares on market recently, with those shares reportedly acquired by MaxoTel, further consolidating MaxoTel’s stake and influence over the company’s future direction.
Financial Implications and Debt Facility Review
With the takeover landscape clarified, Vonex’s Board is accelerating its review of options to repay the $23 million Longreach debt facility, which became due following the recent change of control. The company is actively exploring discussions with alternative debt providers and considering a potential capital raise to address this significant liability. This financial maneuvering will be critical to stabilizing Vonex’s balance sheet and supporting its ongoing operations.
Vonex remains a key player in the telecommunications sector, offering a suite of services including mobile, internet, fixed lines, and cloud-hosted PBX systems primarily targeting small to medium enterprises. The company’s strategic focus on M&A growth and technology innovation continues to underpin its market positioning despite the takeover uncertainties.
Looking Ahead
As the MaxoTel offer deadline approaches, Vonex shareholders face a pivotal decision that will shape the company’s ownership and strategic trajectory. The Board’s clear stance in favor of MaxoTel’s cash offer, combined with the termination of the scheme and rejection of Swoop’s bid, narrows the field but leaves open questions about Vonex’s post-offer market performance and capital structure.
Bottom Line?
Vonex’s takeover saga narrows to MaxoTel’s cash offer, but debt repayment and market uncertainty loom large.
Questions in the middle?
- Will Vonex pursue a capital raise to manage its $23 million debt, and on what terms?
- How will Vonex shares trade post-Maxotel offer closure without the scheme in place?
- Could Swoop Telecommunications extend or revise its conditional offer despite current obstacles?
