Reef Casino Trust Approves Iris Capital's AU$177M Acquisition Bid

Reef Casino Trust has formalized a takeover agreement with Iris Capital's subsidiary, Iris Cairns Property Pty Ltd. In the deal, the Australian gaming entity is valued at AU$177 million. The proposed AU$3.5541 per unit purchase price represents a 17.7% premium to last week's closing price and a 30% surge from pre-negotiation valuations in February.

Key stakeholders, Accor and Casinos Austria International, which control 70% of RCT's units, have pledged conditional support. They commit to finalize the bid within three weeks, barring competition. The acquisition framework extends beyond RCT's core assets to include its management arm, Reef Corporate Services Limited (RCSL), and its operational subsidiary, Casinos Austria International Pty Ltd. The transaction of these entities must be completed for the trust acquisition to proceed.

Deal Conditions and Endorsements

The RCT takeover hinges on Iris Capital securing at least 80% unitholder acceptance and clearing regulatory hurdles like ACCC scrutiny and Queensland's Foundation Agreement compliance.

RCT's Independent Board Committee, led by Wendy Morris, endorsed the bid, stating, "We are pleased to have reached agreement with Iris in relation to a transaction that will deliver value to unitholders. The Independent Board Committee believes that the offer represents a compelling premium to the recent and historical market price of RCT units."

All independent and affiliated RCSL directors unanimously back the proposal pending regulatory approval and the absence of bigger offers. Lonergan Edwards & Associates will assess the deal's fairness, comparing the agreement's stipulations against material operational changes. Regulatory greenlights from Queensland authorities remain critical for the deal's closure.

Earlier Bids

The current AU$177 million bid follows an earlier confidential approach by Iris Capital in February and one in April by competing Morris Group. The combined initial proposals surpassed AU$200 million. However, structural complexities involving casino leases and operations ultimately reduced RCT's standalone valuation despite headline figures.

RCT navigated 2024 with stable revenues, reporting a 2.1% year-on-year gain, despite inflationary pressures. Electronic gaming delivered 68% of income despite a decline in premium table revenue. New CEO Brad Sheahon inherited an AU$25.2 million rental income base following Paul McHenry's retirement in March 2025. His entry also coincided with Cairns' tourism recovery.

Anticipated Transaction Timeline

Iris Capital will distribute its Bidder's Statement to RCT unitholders later this year between September 10-12, triggering the trust's Target Statement release by month-end. The document will include the independent fairness assessment. Under binding exclusivity terms, RCT has suspended all third-party negotiations until the disclosure process concludes.