Monash IVF (ASX:MVF) Soul Patts-led bid jumps 12.5% to 90c, final offer

bid lifted to 90c, board must recommend unanimously

Monash IVF (ASX:MVF)  has announced a revised takeover bid from a consortium of Genesis Capital and WHSP Holdings, increasing the offer from 80c per share to 90c per share, a 12.5% lift. This comes after the board rejected the November proposal.

The revised offer remains open until close of business on Tuesday, 21 April, giving the market an eight-day window to assess the deal.

Soul Patts already holds a 19.6% stake in Monash IVF, which means it is not just bidding from the outside. It is already a major shareholder with clear skin in the game and a strong incentive to get the deal done.

Genesis Capital is the co-investor providing the funding alongside them, and the consortium has said this revised proposal is its final offer.

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More conditions meet the eye

There are also some heavy conditions attached to this deal.

First, the exclusivity is aggressive. It means the board cannot shop the company around or accept a higher offer without potentially triggering a legal breach. That protects the consortium and limits its risk, but it also materially reduces Monash IVF’s flexibility.

Second, the board must recommend the deal unanimously, not just by majority. That is an important detail because it points to potential governance friction, or at the very least suggests some directors may still need to be brought fully on side.

Why the Board Rejected, Valuation Multiple Shows Material Discount

The board’s original rejection was centred on valuation. At $0.80 per share, the offer implied an EV/EBITDA multiple of 7.7x based on FY25 forecasts. Monash IVF’s board, advised by Macquarie Capital, argued this represented a substantial discount to comparable IVF transactions in the Australian market, where recent private deals have been struck at 12x to 15x EBITDA.

That gap suggests the consortium’s original bid may have undervalued Monash IVF by roughly 40% to 50% relative to peer transactions. For added context, Swedish fertility peer Vitrolife trades on around 23x EV/EBITDA, which is more than triple the implied multiple under the rejected offer. International comparisons are never perfect, but the valuation gap still shows how depressed Monash IVF’s pricing had become under the initial proposal.

That is why it is difficult to judge whether the board will be satisfied with only a 10c increase in the offer price, or whether it will still view the bid as falling short of the asset’s underlying value.\

The investor’s takeaway for IVF

If you own shares in the company, it may be worth holding and waiting for the board’s announcement. With the stock currently trading around 77c, the market may continue digesting the 90c offer and gradually push the share price higher as expectations build around the outcome.