6 times Takeover Deal regulators hindered a deal involving an ASX Company!

Any M&A deal announced where both companies’ boards unanimously back the deal may seem a fait accompli, but takeover deal regulators may have a thing or two to say about the deals. That is why companies say the deals are subject to scruitany, and increasing scruitany under the latest M&A regime.

Regulators can block deals if they have concerns, and to illustrate this point, let’s look at 6 times when they intervened and it resulted in either the deal not proceeding or the deal only proceeding with a substantial modification.

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6 times Takeover Deal regulators hindered a deal involving an ASX Company!

1. NAB’s proposed acquisition of AXA

In 2010, National Australia Bank (ASX:NAB) launched a bid for AXA Asia Pacific Holdings in a deal that would have significantly reshaped Australia’s wealth management and retail investment platform market. The Australian Competition and Consumer Commission opposed the transaction, arguing it would substantially lessen competition in retail investment platforms, where both firms were major players.

It was particularly concerned about reduced pricing pressure and innovation. Facing a likely formal block, NAB abandoned its bid. AXA’s Australian and New Zealand businesses were ultimately acquired by AMP Limited, while AXA SA retained the Asian operations. The regulator’s stance effectively killed the original NAB proposal.

2. Seven/Consolidated Media

In 2013, Seven Group Holdings moved to acquire Consolidated Media Holdings, whose assets included a significant stake in casino operator Crown Limited. The Australian Competition and Consumer Commission examined aspects of the transaction amid concerns about media concentration and potential competition effects across related markets.

While not outright prohibiting the deal, regulatory scrutiny forced structural adjustments and undertakings. The final transaction proceeded in a modified form after competition concerns were addressed. The case is often cited as an example of ACCC pressure reshaping — rather than entirely blocking — a high-profile ASX-linked control transaction.

3. AGL’s sale of Liddell to Alinta

In 2017, AGL Energy entered discussions to sell the ageing Liddell power station to Alinta Energy. The Australian Competition and Consumer Commission signalled concerns that the acquisition could reduce competition in the NSW wholesale electricity market, given Alinta’s existing generation portfolio.

Although the ACCC did not issue a formal prohibition, regulatory resistance and uncertainty weighed heavily. Ultimately, AGL abandoned the sale and opted to close the plant instead. The episode demonstrated how strong regulatory opposition — even short of a court block — can derail a proposed transaction involving major ASX-listed players.

4. Pacific Energy takeover battle

The control contest for Pacific Energy triggered intervention from the Takeovers Panel. During competing proposals, the Panel examined disclosure practices and association issues involving bidder Q Energy and related parties. The Panel declared unacceptable circumstances and required corrective disclosure and structural changes. The original bid dynamics were disrupted and did not proceed in their initial form. Although Pacific Energy was eventually acquired following revised proposals, the Panel’s intervention materially altered the path and timing of the transaction, highlighting how takeover law breaches can destabilise control deals mid-process.

5. Yowie control dispute

Many would have eaten Yowie’s chocolates, but few would know it is listed – well, at least we don’t think many would know given its liquidity and how little attention was given to what happened in 2019 when it became embroiled in a takeover law dispute involving share placements and voting power changes.

The Takeovers Panel found unacceptable circumstances, concluding that certain placements affected control without proper shareholder approval and adequate disclosure. The Panel ordered shares to be vested and sold, and required corrective disclosure to the market.

The regulatory action significantly disrupted the proposed control outcome and the transaction pathway originally contemplated did not proceed as structured. The case underscored the Panel’s willingness to intervene where capital raisings intersect with control transactions.

6. Tabcorp/Tatts