ACL Takeover Offer

INFORMATION FOR STAKEHOLDERS – AUSTRALIAN CLINICAL LABS’ TAKEOVER OFFER FOR HEALIUS LIMITED

Healius Target’s Statement in response to Australian Clinical Labs’ takeover offer

Download Target’s Statement

On 20 March 2023, Healius Limited (Healius) received an unsolicited conditional takeover offer from Australian Clinical Labs Limited (ACL) to acquire 100% of the shares in Healius for scrip consideration of 0.74 ACL Shares for every 1 Healius Share (the Offer).

Healius Target’s Statement sets out the Healius Board’s recommendation in respect of the Offer and other information that is material to Healius shareholders in deciding whether or not to accept the Offer (Target’s Statement). Healius shareholders are encouraged to read the Target’s Statement in its entirety before making a decision as to whether or not to accept the Offer for their Healius shares.

Healius shareholders may also request a hard copy of the Target’s Statement be sent to them (if in Australia, by pre-paid ordinary post, or if outside Australia, by pre-paid airmail post) by contacting the Healius Shareholder Information Line on 1300 103 401 (if in Australia) or +61 2 9066 4063 (if outside Australia) Monday to Friday between 9.00am to 5.00pm (Sydney time).

Board recommendation: REJECT THE OFFER

The Healius Board unanimously recommends Healius Shareholders REJECT the Offer, DO NOTHING and TAKE NO ACTION in relation to all documents received from Australian Clinical Labs Limited.

ACCC Statement of Issues

On 20 July 2023, the ACCC published a Statement of Issues (SOI) stating that it has “significant preliminary competition concerns” with ACL’s proposed acquisition of Healius. Its preliminary view is that the proposed acquisition would be likely to substantially lessen competition in Australian pathology services markets.

The ACCC’s SOI contains three ‘red lights’ (issues of concern) and one ‘amber light’ (issues that may raise concerns). Healius believes that it is unlikely that the ACCC Clearance Condition will be met on the basis of the ACCC’s concerns

The ACCC will deliver a final decision on 12 October 2023 after further market feedback has been obtained.  ACL has extended the offer period to now end on 17 November 2023. The Healius Board continues to unanimously recommend Healius Shareholders REJECT the Offer.

Further information can be obtained by contacting the Healius Shareholder Information line on the details below. 

Contact us

If you have any questions, or would like further information, about matters relating to the takeover offer for your Healius shares, please contact the Healius Shareholder Information Line:

  • 1300 103 401 (within Australia)
  • +61 2 9066 4063 (outside Australia)

Lines are open Monday to Friday between 9.00am to 5.00pm (AEST) excluding public holidays.