Webjet Group walks away from Helloworld and BGH Capital acquisition discussions
Webjet Group (ASX: WJL) has formally ceased Helloworld BGH Capital acquisition talks after 12 weeks of constructive engagement, announcing on 13 February 2026 that neither Helloworld Travel Limited (ASX: HLO) nor BGH Capital Pty Ltd tabled binding proposals consistent with their indicative offers. Both parties received due diligence access but failed to deliver proposals capable of being recommended to shareholders.
Helloworld had proposed acquiring the remaining Webjet shares it did not already own via a scheme of arrangement at $0.90 per share (all-cash), whilst BGH Capital submitted a revised offer of $0.91 per share (all-cash, off-market takeover). Despite the indicative pricing, the Webjet Board determined there was insufficient certainty that binding, recommendable proposals would materialise within an acceptable timeframe.
The Board explicitly remains open to future change-of-control proposals that deliver compelling value for shareholders and sufficient execution certainty. This preserves strategic optionality whilst allowing management to refocus wholly on organic growth initiatives.
Why takeover talks fail, and what it means for shareholders
Non-binding indicative offers frequently fail to progress to binding proposals for several reasons. Due diligence may reveal operational, financial, or integration challenges not apparent in preliminary assessments. Bidders may struggle to secure financing on terms that support the indicative price, particularly in uncertain credit markets. Regulatory hurdles or competition concerns can also derail transactions.
A proposal is only capable of Board recommendation when it includes binding commitments, financing certainty, and clear execution timelines. Indicative offers lack these elements, representing expressions of interest rather than firm commitments. The collapse of Helloworld BGH Capital acquisition talks does not necessarily reflect Webjet’s underlying value but highlights bidder execution risk.
By walking away, Webjet maintains valuation discipline rather than accepting uncertain terms that might not deliver shareholder value. This decision prioritises certainty over speculative deal structures.
FY26 trading update reveals challenging conditions
Webjet acknowledged a challenging trading environment continuing into the second half of FY26, tempering expectations despite positive operational signals. Following the October online travel agency (OTA) brand relaunch, the company has observed encouraging trends in brand awareness and revenue per booking, suggesting initial traction from the repositioning effort.
The company now expects Underlying EBITDA for FY26 to fall within the range of $28 million to $29 million, excluding the Webjet Business Travel segment. Business Travel is delivering in line with expectations but will reduce Underlying EBITDA by approximately $600,000 to $900,000 in the second half of FY26 as planned.
| Metric | FY26 Guidance |
|---|---|
| Underlying EBITDA (excl. Business Travel) | $28m – $29m |
| Business Travel impact (2H26) | ($0.6m) – ($0.9m) |
This near-term EBITDA drag represents a deliberate investment in expanding the addressable market rather than a warning signal. The Business Travel segment is positioned to contribute meaningfully to medium-term growth targets.
$25 million share buyback programme resumes
Webjet confirmed it lodged notification on 13 February 2026 to commence its on-market share buyback programme of up to $25 million. The programme was paused upon receipt of the Helloworld and BGH proposals but resumes now that acquisition discussions have ceased.
The buyback restart signals Board confidence in Webjet’s intrinsic value at current price levels. With indicative offers of $0.90 to $0.91 per share having lapsed without binding commitments, the Board’s willingness to deploy capital repurchasing shares suggests management believes the stock is undervalued relative to those benchmarks.
This capital management action provides near-term demand support whilst returning value to shareholders who maintain exposure to the company’s standalone growth strategy.
Chair Don Clarke outlines the path forward
Don Clarke, Chair, Webjet Group
“Webjet management will now be fully focused on executing our FY30 plan – driving growth in our core businesses, expanding our addressable markets, strengthening brand and customer engagement and making continued investment in technology to enhance the customer experience. The Webjet Board and management team look forward to delivering returns to shareholders over the medium and long term.”
Management’s strategic priorities for delivering the FY30 plan comprise four key pillars:
- Driving growth in core businesses
- Expanding addressable markets
- Strengthening brand and customer engagement
- Continued investment in technology to enhance customer experience
These priorities reflect a disciplined focus on organic execution rather than reliance on corporate transactions to unlock value.
What comes next for Webjet investors
The cessation of Helloworld BGH Capital acquisition talks removes deal uncertainty, allowing the market to re-rate Webjet based on standalone fundamentals rather than takeout speculation. Management can now deploy full attention and resources towards executing the FY30 growth strategy without distraction from due diligence processes.
The Board’s openness to future proposals meeting strict criteria (compelling value and execution certainty) preserves strategic optionality without constraining operational focus. This disciplined approach balances shareholder value maximisation with operational autonomy.
The $25 million buyback provides tangible near-term support whilst the FY26 guidance offers clarity on expected performance within challenging trading conditions. The encouraging trends in brand awareness and revenue per booking suggest the October relaunch is gaining traction, potentially positioning the business for stronger performance as market conditions normalise.
Investors now hold exposure to a company with defined strategic priorities, restored management focus, and active capital management supporting the share price whilst organic initiatives mature.
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