Ooh!Media Ltd Outlines $1.70 Scheme and Record OOH Media Share

oOh!media's 1H26 results reveal a $1.70 per share takeover scheme at a 100% premium alongside record Out of Home media share of 16.9% and Australian 3Q26 revenue pacing at +14%.
By Josua Ferreira -
  • oOh!media has entered a binding Scheme Implementation Agreement with I Squared Capital at $1.70 per share — a 100% premium to the undisturbed pre-bid price — with scheme implementation targeted for November to early December 2026 subject to shareholder, Court and regulatory approvals.
  • Out of Home captured a record 16.9% of Australian agency media spend in the 12 months to 30 June 2026, making it the fastest-growing major media sector in 1H26 at +6%, ahead of Digital at +5% and sharply contrasting with Television at -10% and Radio at -6%.
  • Group revenue rose 1% to $340.9m in 1H26, but Adjusted Underlying EBITDA fell 23% to $48.1m as $17.4m of fixed rent growth on new contracts compressed margins ahead of the full network revenue benefit.
  • Australian 3Q26 media revenue is pacing at +14%, with over 100% of 3Q25 closing revenues already booked in Australia, pointing to a materially stronger second half as cost savings and operating leverage build.
  • More than $10m in annualised savings have been initiated, including the exit of the reo business delivering $2m in opex savings, with the New Zealand portfolio transition now complete and gearing at 1.0x within the stated target.
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oOh!media outlines $1.70 scheme and 1H26 results as Out of Home share hits record high

In its 1H26 results presentation dated 17 August 2026, oOh!media detailed a Scheme Implementation Agreement with I Squared to acquire the company at $1.70 per share, representing a 100% premium to the undisturbed pre-bid share price, alongside group revenue of $340.9m for the six months to 30 June 2026, up 1.4%.

Management framed the half as challenging but with accelerating momentum into 2H26, noting Out of Home (OOH) captured a record 16.9% of agency media spend for the 12 months to 30 June 2026.

The $1.70 Scheme Implementation Agreement with I Squared

The presentation outlined the Scheme Implementation Agreement with I Squared at $1.70 per share, a figure that includes the 2.0c interim fully franked dividend. Management described the 100% premium to the undisturbed pre-bid share price as a strong endorsement of the company and its plans.

The binding bid was secured through a multi-party bid process. Scheme implementation is targeted for November / early December 2026, subject to shareholder, Court and regulatory approvals.

The $1.70 binding price is the result of a multi-month competitive process that began with the initial $1.40 per share bid from Pacific Equity Partners in April 2026, which the Board rejected as undervaluing the company before granting limited due diligence access to encourage higher revised offers.

A 100% premium signals significant external endorsement of the standalone strategy management has been executing.

Out of Home keeps taking media share: how the sector works

Out of Home (OOH) advertising refers to media that reaches audiences outside the home, including roadside billboards, transit displays at train stations and bus stops, retail centre screens, airport advertising, and office tower and university panels. oOh!media positions itself as ANZ’s #1 OOH company, reaching over 98% of metropolitan Australians weekly across a network of more than 30,000 assets.

Structural share gains matter to investors because they indicate the sector is winning budget from competing media formats, supporting long-term revenue durability. OOH grew 6.3% in 1H26, outpacing the broader media market.

According to Standard Media Index (SMI) data, OOH captured a record 16.9% of agency media spend in the 12 months to 30 June 2026, up from 10.9% in 2015. In 1H26 versus 1H25, OOH sector spend grew 6%, compared with +5% for Digital, a 10% decline for Television and a 6% decline for Radio, making it the fastest-growing major media sector.

Media Sector Growth Comparison (1H26 vs 1H25)

Management pointed to several structural tailwinds supporting continued share gains:

  1. Digitisation of assets, improving flexibility and advertiser demand.

  2. Audience measurement upgrades, lifting buying confidence.

  3. Network scale and diversity across formats and geographies.

1H26 financial performance

The half reflected revenue growth offset by margin pressure, as fixed rent on new “tent pole” contracts came ahead of the full network benefit. Group revenue rose 1% to $340.9m, with Australia up 6%, offset by a New Zealand decline following the Auckland Transport contract exit.

Management was clear in separating Adjusted Underlying measures from Reported figures, given the large AASB 16 lease accounting impact. Adjusted Underlying EBITDA fell 23% to $48.1m, with margin down 4.4ppts to 14.1%. Adjusted Underlying NPAT was $15.4m, down 42%.

The Reported NPAT was a loss of ($1.2m), an improvement of 89% on the prior corresponding period, which had included a $30m non-cash New Zealand impairment. The primary margin driver was $17.4m of fixed rent growth alongside adverse product mix.

Metric 1H26 Change vs pcp
Revenue $340.9m +1%
Adjusted Underlying EBITDA $48.1m -23%
Adjusted Underlying NPAT $15.4m -42%
Reported NPAT ($1.2m) +89%
Interim dividend 2.0c fully franked -11%

Revenue by format

Australian format strength was offset by the New Zealand drag across the portfolio:

  • Billboards declined 2% to $117.5m, the format most exposed to the softer macro environment while cycling a strong pcp.

  • Street & Rail grew 3% to $111.6m, with Australia up 18% on Sydney Metro and Melbourne Metro Tunnel, offset by New Zealand down 57% following the Auckland Transport exit.

  • Retail rose 1% to $59.2m, with the Australian business up 4% on a refreshed go-to-market approach.

  • Airports increased 5% to $33.6m, disrupted by the Middle East conflict in the second quarter before rebounding in 3Q26.

  • Office & Study grew 7% to $10.0m, supported by renewed client interest and the new MOVE system.

Cash and balance sheet strength

Cash conversion improved despite lower earnings. Operating cash flow represented 98.1% of Adjusted EBITDA, up 21.1ppts on the prior corresponding period, with operating cash flow of $40.0m and free cash flow of $15.2m.

Gearing stood at 1.0x, within the target of 1.0x or less, supported by a $265m syndicated debt facility with a tenor to June 2030.

Operational execution and cost savings

Management emphasised a “controlling the controllables” theme through cost discipline and portfolio reshaping. Initiatives executed in 1H26 are expected to unlock more than $10m in annualised savings, including $3m of capex.

The reo business was exited on 30 June 2026, delivering $2m in annualised opex savings. The new MOVE audience measurement system went live in March 2026, and the New Zealand portfolio transition is complete. Cost actions taken during the half are expected to be more fully reflected in the 2H26 cost profile and operating leverage.

Outlook: momentum building into 2H26

Management pointed to an accelerating trajectory into the second half. Australian 3Q26 media revenue was pacing at +14%, with Group pacing at +9% reflecting the New Zealand impact. Over 100% of 3Q25 closing revenues had already been booked in Australia.

CY26 capex is expected to be between $40m and $50m, largely funding new advertising assets, contingent upon development approvals. Gearing is expected to remain at or below 1.0x adjusted underlying EBITDA. Scheme implementation is targeted for November / early December 2026, subject to shareholder, Court and regulatory approvals.

Why it matters for investors

The Scheme Implementation Agreement at a 100% premium provides a near-term value anchor, while the structural share gains of Out of Home, an improving margin profile as fixed rent growth slows, and accelerating 3Q26 bookings underpin the standalone case management presented, with implementation remaining subject to shareholder, Court and regulatory approvals.

Before the $1.70 binding scheme emerged, three-way $1.60 bids from Pacific Equity Partners, I Squared Capital, and Oaktree Capital Management entered a six-week simultaneous due diligence phase in June 2026, with the Board maintaining competitive tension across all three parties to maximise the final outcome for shareholders.

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Frequently Asked Questions

What is the oOh!media takeover offer and how much will shareholders receive?

oOh!media has entered a Scheme Implementation Agreement with I Squared Capital at $1.70 per share, which includes a 2.0 cent fully franked interim dividend. The $1.70 price represents a 100% premium to the undisturbed pre-bid share price, with scheme implementation targeted for November to early December 2026 subject to shareholder, Court and regulatory approvals.

How did oOh!media perform financially in the first half of 2026?

oOh!media reported group revenue of $340.9m for 1H26, up 1% on the prior period, with Australian revenue up 6% offset by a New Zealand decline following the Auckland Transport contract exit. Adjusted Underlying EBITDA fell 23% to $48.1m due to $17.4m of fixed rent growth on new contracts, while Reported NPAT improved 89% to a loss of $1.2m compared with the prior period which included a $30m non-cash New Zealand impairment.

What is Out of Home advertising and why is its media share growth significant?

Out of Home advertising covers media that reaches audiences outside the home, including roadside billboards, transit displays, retail screens, airports, and office panels. Its share of Australian agency media spend reaching a record 16.9% in the 12 months to June 2026 — up from 10.9% in 2015 — signals that advertisers are consistently shifting budgets toward the format, supporting long-term revenue durability for operators like oOh!media.

What is oOh!media's revenue outlook for the second half of 2026?

Management reported that Australian 3Q26 media revenue was pacing at +14%, with Group pacing at +9% reflecting the ongoing New Zealand impact. Over 100% of 3Q25 closing revenues had already been booked in Australia at the time of the presentation, pointing to a materially stronger second half compared with the first.

What approvals are needed for the oOh!media scheme to proceed?

The $1.70 per share scheme with I Squared Capital requires approval from oOh!media shareholders, the Court, and relevant regulatory bodies before it can be implemented. Subject to those approvals, scheme implementation is targeted for November to early December 2026.

Josua Ferreira
By Josua Ferreira
Partnership Director
Josua Ferreira holds a Bachelor of Commerce in Marketing and Advertising and brings a background in publication, business development, and ASX market storytelling. He has worked with listed companies across the resource sector and broader market, combining sharp commercial instincts with a genuine commitment to keeping investors informed.
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