
PointsBet confirms tech error to blame for Mixi takeover voting farce
Betr accuses operator of "unprofessional and irresponsible" conduct
After a farcical voting mix-up at a PointsBet shareholders’ meeting, Mixi’s takeover of the online gambling operator has failed — for now.
But the Japanese entertainment company will file an alternative off-market acquisition offer for the Australian sportsbook after a voting recount demanded by rival bidder Betr Entertainment determined that its initial scheme proposal had not received the requisite majority approval.
PointsBet confirmed on Thursday that the proxy vote from Betr, which owns 19.9% of PointsBet shares, was in fact excluded due to a system error. Share registry company Computershare took the blame for the mix-up.
The first vote’s results showed that 95.7% of PointsBet’s shareholders had approved Mixi’s $402 million AUD offer at the June 25 meeting. PointsBet had already entered a bid implementation deed with Mixi and secured approval from Australia’s Foreign Investment Review Board.
But something was clearly amiss with that percentage, given that Betr had vowed to vote its entire shareholding against that offer. A recount showed that it actually only received 70.5% backing, which makes more sense given Betr’s stake in its fellow Australian operator. That was below the 75% required to pass decisions at the shareholder level.
Another fine mess
After those initial results on Wednesday, Betr complained that its votes were “impermissibly excluded” with “no basis for doing so.”
PointsBet retorted that Betr’s statement was “factually inaccurate and without basis” and initially claimed that Betr itself had revoked the proxy it had previously lodged and did not cast a vote at the meeting.
Betr dismissed that as entirely incorrect.
PointsBet must do better, says betr
In its own statement on Thursday, after PointsBet had confirmed the vote count error and that the Mixi takeover actually failed, Betr accused the firm of “unprofessional and irresponsible” conduct.
“There is an ongoing contested auction for control of PointsBet,” Betr noted. “… It was incumbent on PointsBet to undertake further inquiries prior to announcing the results of the scheme vote. In the circumstances, Betr considers the approach taken by PointsBet (including by subsequently making assertions to the ASX and to media as to the conduct of betr in relation to the vote) was unprofessional and irresponsible, reflecting a failure of appropriate governance, and not merely an error by Computershare as PointsBet has suggested.”
Betr added that the company remains concerned that the PointsBet board is seeking to transfer control to Mixi “without allowing a genuine contest to take place.”
So, what next?
While the recount meant Mixi’s scheme resolution was not carried forward, the company is pushing ahead with an alternative off-market all-cash takeover offer of $1.20 AUD per PointsBet share, which amounts to the same $402 million AUD total valuation. That will be followed by another vote.
The latest offer will require a 50.1% minimum acceptance from PointsBet shareholders as well as certain regulatory approvals, including in Ontario, where PointsBet offers both online sports betting and online casino gaming in the province’s highly lucrative regulated market.
Mixi said the PointsBet board has agreed to unanimously recommend that shareholders approve the offer. “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,” said the company.
While that is all going on, Betr is not backing down; the operator will continue to prepare its own takeover offer to submit directly to PointsBet shareholders.
Why should the Canadian industry care?
PointsBet operates only in Australia and Ontario, and the Canadian province is the only market in which it offers online casino gaming as well as sports betting. The company has confirmed several times it plans to enter Alberta when that province launches commercial online gambling next year.
However, Betr’s bid includes a non-binding proposal from Hard Rock Digital to acquire “certain assets which relate to PointsBet’s Canadian operations.” Betr Chair Matthew Tripp said earlier this year that those assets largely comprise a player database.