Lynch Scheme Vote Could Reshape Shareholder Value—What’s at Stake?
Lynch Group Holdings Limited shareholders convened to vote on a proposed $2.155 per share acquisition by Hasfarm Bidco, with strong board and expert backing. The scheme offers a significant premium and awaits final court approval.
- Proposed acquisition by Hasfarm Bidco at $2.155 cash per share
- Represents a 23.1% premium to Lynch’s last closing price
- Independent Expert KPMG deems the scheme fair and reasonable
- Lynch Board unanimously recommends shareholder approval
- Scheme subject to shareholder and Federal Court approval
Context of the Scheme Meeting
On 21 November 2025, Lynch Group Holdings Limited (ASX – LGL) held a pivotal Scheme Meeting to consider the proposed acquisition by Hasfarm Bidco Pty Ltd. The acquisition, structured as a scheme of arrangement, offers Lynch shareholders $2.155 cash per share, a notable premium over recent trading prices. This meeting was a critical step in the process, allowing shareholders to vote on the proposal and hear from the company’s leadership and independent advisors.
Details of the Offer and Board Position
The offer price of $2.155 per share reflects a 23.1% premium to Lynch’s last closing price before the deal announcement, and even higher premiums relative to three- and six-month volume-weighted average prices. The implied equity value of $269 million and enterprise value of $293 million underscore the scale of the transaction. Lynch’s board, including Chair Peter Clare and CEO Hugh Toll, unanimously recommended shareholders vote in favor, emphasizing the fairness and strategic merits of the deal.
Independent Expert’s Assessment
KPMG Financial Advisory Services was appointed as the Independent Expert to evaluate the scheme’s merits. Their conclusion that the scheme is fair and reasonable, absent any superior proposal, provides an authoritative endorsement that likely influenced shareholder sentiment. This assessment is a key component of the Scheme Booklet, which shareholders were encouraged to review thoroughly before voting.
Voting and Conditions Precedent
The voting process was conducted by poll, with MUFG Pension & Market Services acting as the returning officer. Proxy votes overwhelmingly favored the scheme, with 99.91% of proxies cast in support. The scheme’s implementation remains conditional on shareholder approval, the absence of adverse events, and Federal Court approval scheduled for 27 November 2025. If all conditions are met, the scheme is expected to be implemented by 9 December 2025, with cash consideration paid shortly thereafter.
Looking Ahead
Should the scheme proceed, Lynch will transition from a publicly listed company to a private entity under Hasfarm Bidco’s ownership. Shareholders who vote against the scheme risk retaining exposure to Lynch’s operational risks and market fluctuations. The board’s unified stance and the expert opinion suggest a smooth path forward, but the final chapter hinges on the upcoming court hearing and any unforeseen developments.
Bottom Line?
The Lynch acquisition scheme is poised for approval, but final court endorsement and market reactions remain key to watch.
Questions in the middle?
- Will any superior proposal emerge before the Federal Court hearing?
- How will Lynch’s operations and leadership evolve post-acquisition?
- What impact will the scheme have on Hasfarm Bidco’s strategic positioning?
