PointsBet vote recount blocks MIXI takeover proposal

Australian sports betting heavyweight PointsBet said a shareholder vote on MIXI’s AU$1.20 ($0.79)-per-share takeover bid failed to secure sufficient support after a recount revealed that a key proxy vote had been improperly excluded due to a system error.

The original tally, released after a June 25 meeting, showed 95.69% approval for MIXI’s cash offer, which valued PointsBet at AU$402 million ($263 million). However, rival suitor Betr contested the result, arguing its 19.9% stake had not been counted in the final vote.

Following an internal review, stock transfer firm Computershare determined that Betr’s proxy vote had been excluded due to a system error. PointsBet subsequently amended the results, showing only 70.48% support for the scheme, below the threshold needed for approval, with 29.52% voting against.

Betr welcomed the result but criticised PointsBet’s handling of the situation, saying it reflected “a failure of appropriate governance.”

“Betr considers the approach taken by PointsBet, including subsequently making assertions to the ASX and to media as to the conduct of Betr in relation to the vote, was unprofessional and irresponsible,” the company said.

Betr has submitted multiple takeover proposals for PointsBet, including a latest all-share offer valuing each share at AU$1.22 based on a $0.32 Betr share price. PointsBet rejected that bid, calling it “materially” lower than MIXI’s all-cash offer, citing the low liquidity of Betr shares on the ASX.

Despite the voting setback, MIXI has tabled a revised proposal at the same AU$1.20 per-share price, offering a 44.6% premium to PointsBet’s closing price on Feb. 25, the day before the original scheme was announced.

MIXI said it intends to file a new bidder’s statement in the coming weeks. The revised offer remains subject to a minimum 50.1% shareholder acceptance and regulatory clearance, including in Ontario, Canada, where PointsBet operates.

“We look forward to progressing the takeover offer in a timely manner and paying PointsBet shareholders promptly in cash for their shares as and when the conditions to the offer are satisfied,” MIXI said. 

The PointsBet board said it continues to unanimously recommend MIXI’s revised proposal. However, Betr urged PointsBet to delay dispatching MIXI’s new offer materials, warning that the company risks shutting down a fair contest.

“There is an ongoing contested auction for control of PointsBet,” Betr said. “It is in the interests of all PointsBet shareholders that this auction be conducted openly and fairly to maximise the value received for their shares.”

Betr added that it is preparing its own direct takeover bid and will share details “in the coming days.”