360 Capital Group Offer: $0.31 Per Security Unconditional Bid by TT Investments

Context of the Offer

TT Investments Pty Limited, acting as trustee for the TT Investment Trust and controlled by Tony Pitt, Executive Chairman of 360 Capital Group, has formally launched an on-market takeover bid for all remaining stapled securities in 360 Capital Group (ASX, TGP). The offer price is set at $0.31 per security, which represents a significant 24% premium to the closing price of $0.25 on 17 December 2025.

This move follows TT Investments’ already dominant stake, with the bidder and its associates holding over 96.3% of the group’s securities. The takeover bid is unconditional and does not require a minimum level of acceptance, signaling confidence in securing full ownership.

Details and Mechanics of the Offer

The offer is structured as an all-cash, on-market bid, allowing securityholders to sell their holdings directly on the ASX at the offer price. Acceptance of the offer results in cash payment on a T+2 basis, providing liquidity and certainty to investors. Morgans Financial Limited has been appointed as the broker to stand in the market and purchase securities offered at the bid price throughout the offer period.

TT Investments dispatched the Bidder’s Statement to all securityholders on 19 December 2025, outlining the terms and benefits of the offer. Securityholders have until 3 February 2026 to accept, unless the offer period is extended.

Strategic Implications

By consolidating full ownership, TT Investments aims to simplify the capital structure of 360 Capital Group and potentially streamline decision-making processes. The premium offered reflects an attractive exit opportunity for minority shareholders, especially given the risks and illiquidity associated with holding a small stake in a largely controlled entity.

For Tony Pitt and his associates, this bid represents a strategic step to fully control the group’s future direction without the constraints of minority shareholder considerations. However, the absence of competing bids and the high existing ownership stake may limit the upside for other investors.

Market and Investor Considerations

Investors will be watching closely to see the rate of acceptance among minority holders. The unconditional nature of the offer and the premium may encourage swift take-up, but some may hold out for a potential higher bid or alternative offers. The market will also be attentive to any regulatory developments or responses from 360 Capital Group’s board.

Overall, this takeover bid is a significant development for 360 Capital Group’s shareholder base and could lead to a delisting or restructuring depending on the final outcome.