DTI Group Faces $0.012 Takeover Bid as Morris Family Trust Eyes Full Control
Morris Family Trust launches unconditional $0.012 cash takeover bid for DTI Group
Finico Pty Ltd, acting as trustee for The Morris Family Trust, has launched an unconditional on-market cash offer to acquire all remaining shares in DTI Group at $0.012 per share. The bidder already holds approximately 57.50% of issued capital and is targeting up to 381,249,530 DTI Shares not currently owned. Shaw and Partners is acting as broker for the acquisition, which represents a move by an existing major shareholder to consolidate ownership.
The offer targets all fully paid ordinary shares in DTI (ASX: DTI) listed on the Australian Securities Exchange. With 515,853,298 shares already held from a total of 897,102,828 shares on issue, the Morris Family Trust controls majority voting power and is seeking to acquire remaining minority shareholdings.
Existing shareholders face a decision point: accept the offer for immediate liquidity at $0.012 per share, or hold and wait to see if alternative proposals emerge. The bidder has declared the offer price final and will not increase it absent a competing bid.
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Key terms and timeline for DTI shareholders
This is an unconditional on-market bid structured under section 635 of the Corporations Act. Shaw and Partners began purchasing shares from the announcement date on 14 April 2026, with the formal Offer Period running from 29 April 2026 to 29 May 2026.
The offer price is declared final and will not be increased in the absence of a competing proposal. Settlement occurs on a T+2 basis (two trading days after the transaction), with shareholders responsible for any brokerage fees incurred through their own brokers.
| Term | Detail |
|---|---|
| Offer Price | $0.012 per share |
| Offer Period Start | 29 April 2026 |
| Offer Period End | 29 May 2026 |
| Settlement | T+2 (two trading days) |
| Target Acquisition | 381,249,530 shares |
| Current Bidder Holding | 515,853,298 shares (~57.50%) |
The unconditional nature means shareholders receive cash on settlement without waiting for minimum acceptance thresholds, providing an immediate liquidity pathway for those wishing to exit their holdings.
How to accept the offer
Acceptance occurs through standard on-market selling procedures on the ASX. A bidder’s statement will be sent to shareholders before the Offer Period commences on 29 April 2026.
To accept the offer, shareholders must:
- Contact their broker to place a sell order at $0.012
- Shaw and Partners will purchase shares on-market on behalf of the bidder
- Settlement occurs T+2 with cash consideration
Shareholders bear full responsibility for any brokerage costs charged by their own brokers when selling shares.
What is an on-market takeover bid?
An on-market takeover bid is a type of acquisition where the bidder purchases shares directly through the ASX trading system, rather than through off-market acceptance forms. Under section 635 of the Corporations Act, this structure allows the bidder to stand in the market at a stated price and acquire shares as shareholders offer them for sale.
Key features distinguish this approach from traditional off-market schemes. The offer is unconditional, meaning there is no minimum acceptance threshold that must be reached. Cash settlement occurs through normal ASX processes on a T+2 basis. The bidder maintains a standing order at the fixed price rather than negotiating with individual shareholders.
In contrast, off-market bids require shareholders to complete and return acceptance forms, with settlement often delayed until all conditions are satisfied. The on-market structure provides simplicity and immediate liquidity, but shareholders should understand they cannot negotiate terms. The price is fixed unless a competing proposal emerges to challenge the bid.
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Strategic context and what comes next
The Morris Family Trust already controls majority voting power at 57.50%, giving it effective control over DTI Group’s strategic direction. The bid aims to acquire remaining minority shareholdings, potentially leading to full ownership or a substantial increase in the controlling stake.
The offer can be extended under the Corporations Act, but the price is declared final and will not be increased absent a competing proposal. The bidder reserves the right to withdraw unaccepted offers in limited circumstances permitted by Part 6.7 of the Corporations Act.
Minority shareholders should consider whether the $0.012 offer price reflects fair value for their holdings. The bidder’s existing control position means they are not competing for control but rather seeking to consolidate remaining shares. This context is material because minority shareholders no longer have influence over corporate decisions, regardless of whether they accept the offer.
The question becomes whether the offered consideration adequately compensates for relinquishing their residual equity stake. Shareholders may wish to review the bidder’s statement when received and consider seeking independent financial advice before the 29 May 2026 deadline.
DTI shareholders now face a decision: accept the offer for immediate cash at $0.012 per share, or hold their position and monitor for any competing proposals. The Offer Period runs until 29 May 2026 unless extended, providing shareholders with a defined timeframe to evaluate their options. Those choosing to accept should contact their brokers to execute on-market sales, while those declining should note that the bidder’s majority control position is likely to remain regardless of minority shareholder decisions.
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