Diamond Infraco 1 Pty Ltd, a wholly owned subsidiary of IFM Global Infrastructure Fund, has issued its third supplementary bidder’s statement regarding its off-market takeover offer for Atlas Arteria (ASX:ALX). Atlas Arteria is an international toll road operator with interests in infrastructure assets across North America and Europe. Dated June 1, 2026, this latest statement outlines the Bidder’s significant concerns regarding the target’s statement released by Atlas Arteria and the accompanying independent expert’s report.
The Bidder contends that the Independent Expert’s Report contains multiple omissions and unreasonable assumptions, leading to an unbalanced and potentially misleading target’s statement for Atlas Arteria securityholders. Specific criticisms include the Independent Expert’s alleged failure to account for the impact of OTPP exercising its Put Option on Chicago Skyway, the elevation of the Chicago Skyway valuation based on a recently rejected right-of-first-offer price, and the use of an incorrect US withholding tax rate. Furthermore, the Bidder challenged assumptions related to French tax recourses, Dulles Greenway toll increases, and an understatement of corporate costs through unrealistic savings, alongside an inappropriate application of control premium.
Diamond Infraco 1 Pty Ltd maintains that its maximum consideration of A$5.10 per security, if achieved, offers a superior, cash-certain value, particularly for Chicago Skyway, compared to Atlas Arteria’s proposed alternatives. The Bidder also confirmed it would not rely on the condition regarding OTPP’s Put Option waiver, making independent directors’ prior claims about offer uncertainty “no longer relevant.” Concerns were raised about Atlas Arteria’s proposed US$1.2 billion bridge facility increasing financial risk. Reaffirming its maximum consideration as “best and final” absent a competing proposal, the Bidder highlighted risks for securityholders who do not accept the offer, including ongoing underperformance and potential share price decline. An update confirmed that US FCC regulatory approval has been obtained and is expected to become effective on June 3, 2026. The offer is scheduled to close at 7:00 pm (Sydney time) on June 11, 2026, unless extended.
