Reef Casino Trust has lodged a supplementary target’s statement on the takeover bid by Iris Cairns Property Pty Ltd, warning that crucial casino-licensing approvals are unlikely to be granted before the offer closes in March 2026.
Reef Corporate Services, the trust’s responsible entity, said Queensland’s suitability investigations under the Casino Control Act are now expected to run until the end of May 2026.
The approvals are a mandatory condition of Iris’s off-market bid for all units in the ASX-listed trust, which owns the Reef Hotel Casino in Cairns.
‘Unless Iris extends the offer period or waives the condition, it is likely the offer will remain subject to this approval condition at the end of the offer period, and therefore will not proceed’, the trust said in a dispatch.
RCT has asked Iris Cairns to clarify its intentions, which has indicated it plans to extend the offer period beyond May 31st, 2026, to give regulators more time to complete their assessments. A final decision on the length of the extension is pending.
If the offer period is extended by more than a month, unitholders who have already accepted may gain withdrawal rights. Major unitholders have reconfirmed they will not exercise such rights, provided no higher bid emerges and the independent expert maintains that the offer is reasonable.
RCT’s board — both independent and non-independent directors — continues to recommend that unitholders accept the bid in the absence of a superior proposal.
The regulatory update comes after RCT agreed to a sweetened takeover offer from Iris earlier this year, with the bidder increasing its price to AU$3.87 ($2.52) per unit from AU$3.72 ($2.42).
The revised offer values the trust at about AU$192.7 million ($125.6 million) and raises the deal’s break fee to AU$1.9 million ($1.2 million).
Iris plans an off-market cash bid for all 49.8 million units in RCT, offering a 4.3 percent premium to the last closing price and more than 40 percent above levels in February when Iris first approached the trust.
Its board unanimously recommended the deal, subject to regulatory approvals and a favorable conclusion from the independent expert, and directors said they intend to accept the offer for their own holdings.
Based in Sydney and part of Iris Capital, the Iris Hotel Group operates 13 hotels and two casinos — Casino Canberra, the country’s first legal casino, and Lasseters Hotel Casino in Alice Springs.
RCT’s two largest unitholders — France’s Accor and Casinos Austria International — which together control more than 71 percent of units, have signaled support and intend to accept the offer unless a higher rival proposal emerges.
The takeover still requires an 80 percent minimum acceptance level, Queensland casino and liquor approvals, and final sign-off on related share-purchase agreements. Iris lodged its bidder’s statement in August, with RCT issuing its target’s statement in late September.
