High success rates in recent takeover bids

The statistics for takeover bids for 2025 show a very high success rate. We calculate that 82% of completed bids led to a change of control. This is a stark reminder that takeover bids remain an important part of the M&A toolkit in Australia.

In brief

• Around 82% of takeover bids made during 2025 led to a change of control.
• If you are on the receiving end of a takeover bid, chances are that control will pass.

High success rates in recent takeover bids

For many years now, one of the defining features of Australia’s M&A landscape has been the dominance of schemes of arrangement as the preferred way to effect a control transaction. And it’s easy to see why bidders like them.

Schemes come with some built‑in advantages, most notably:

• a 75% shareholder approval threshold, compared with the 90% compulsory acquisition threshold required under a takeover bid; and
• a transaction dynamic that forces shareholders to make a final decision at a fixed point in time, rather than sitting back and waiting to see how a bid unfolds.

But schemes have a catch. They require buy‑in from the target board from day one. There is no such thing as a hostile scheme. If the target directors won’t engage, the bidder needs another play in the playbook — and that’s where takeover bids still matter. Sensible bidders should think carefully about when a bid makes sense, and target directors should never forget it’s an option.

The takeover statistics from 2025 tell an interesting story. Far from being obsolete, takeover bids remain very much alive—and surprisingly effective.

Here are the headline numbers for 2025:

• 23 ASX‑listed companies were the subject of takeover bids.
• 19 of those bids resulted in a change of control.
• Only 4 failed to deliver control to the bidder.

In other words, 82% of takeover bids led to a change of control. That is a striking success rate by any measure.¹

A takeover bid has a great advantage that it can be launched without the target company’s support or cooperation. The price to be paid is ultimately determined by the shareholders, not the board. 

For this reason, in recent years there have been a number of takeover bids where bids have been made and succeeded, despite the target board’s initial rejection of the offer (sometimes with a minor price bump). 

This includes:

• SGH’s bids for Boral (2024);
• Brett Blundy’s BBRC bid for Best & Less (2023);
• Charter Hall and HostPlus’s bid for Hotel Property Investments (2024/25);
• Genesis Capital’s bid for Pacific Smiles (2024/25);
• Bennamon’s bid for PACT (2024/25); 
• Elph’s bid for Engenco (2025);
• Samuel Terry Asset Management’s bid for Eildon Capital (2025); and
• Lederer Group’s bid for Elanor Commercial Property Fund (2025).

With the exception of SGH’s bid for Boral, these were not mega‑cap target companies - although Hotel Property Investments was valued at over $700 million and the bid was both hostile and backed by an industry super fund. But you probably know that, until schemes become so popular from around 2000, takeover bids were invariably used to bid for even the largest companies on the ASX.

The 2025 success rate—and the examples above—highlight the difficult position facing target boards defending a company that has received a takeover bid at a premium, even a modest one, to the prevailing market price.

Companies tend to be especially vulnerable where they:

• trade at a discount to intrinsic or peer valuations;
• own strategic, scarce or infrastructure‑like assets;
• operate in sectors undergoing consolidation;
• face shareholder pressure for immediate performance or strategic change; or
• lack a compelling defence narrative.

A recurring theme is shareholder behaviour. Many shareholders are prepared to accept a price that offers an attractive short‑term return, even if it falls short of what the board believes reflects the company’s long‑term value.

One explanation may be the growing pressure on active fund managers as capital continues to flow into passive strategies, such as index funds, driven by perceived out‑performance. In that environment, locking in a short‑term premium via a takeover bid can be a tempting outcome—even if it undervalues the business over the long run. As passive funds continue to grow, this pressure is only likely to intensify.²

All of this leaves target directors walking a tightrope. Vocal shareholders may push for a bid (or a scheme) to be facilitated or recommended. Yet the orthodox legal position remains clear: directors must act in the interests of long‑term shareholders—those focused on sustained ownership, strategic direction and long‑term value creation, rather than short‑term price movements.

In any event, the short point is that, where a company receives a formal takeover bid, chances are that there will be a change of control either by that particular bid succeeding or a rival bid emerging and succeeding. Target directors, beware.