IVE Group secures entry into digital out-of-home media with binding acquisition of Motio
IVE Group Limited (ASX: IGL) has entered into a binding Scheme Implementation Deed (SID) to acquire 100% of Motio Limited (ASX: MXO) via a members’ scheme of arrangement, offering $0.06 per Motio share in cash and $0.006 per MXOAV option under a concurrent creditors’ scheme of arrangement. The transaction values Motio at a fully diluted equity value of approximately $20.7 million and an enterprise value of approximately $16.7 million, implying a 6.7x FY26 EBITDA multiple. The acquisition is expected to contribute positively to earnings in FY27 before synergies and one-off transaction costs, and is expected to be EPS accretive on a pro forma basis from the first full year of ownership.
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What Motio brings to the table
Motio is a digital place-based out-of-home media owner that operates more than 1,300 digital screens across approximately 1,000 locations nationally. The company sells advertising airtime to national brands via media agencies, direct relationships, and programmatic channels, as well as to local advertisers.
Motio currently operates across five key channels:
- Health
- Café
- Venue
- Play
- Drive
Screen locations are typically high-volume, high-dwell-time environments where audiences are stationary and attentive, a characteristic that underpins the network’s value proposition for advertisers.
Motio’s FY26 financial performance demonstrated meaningful growth across both revenue and earnings:
The Motio FY26 results confirmed a swing to $1.6M net profit before tax alongside 31% cash EBITDA growth, with forward revenue at week 7 of FY27 already running 28% ahead of the prior comparative period at the time of reporting.
| Metric | FY25 | FY26 | Growth | Notes |
|---|---|---|---|---|
| Revenue from continuing operations | — | $9.2M | 8% | Continuing operations only |
| Cash EBITDA | — | $2.5M | 31% | Cash basis |
| EBITDA margin | — | c.27% | — | FY26 reported margin |
| Net cash position | — | c.$3.9M | — | As at 30 June 2026; debt-free |
Why digital out-of-home, and why now — an investor primer
Digital out-of-home (DOOH) advertising refers to digital screens installed in public or semi-public locations that display advertising content, typically sold by time, audience reach, or programmatically through automated buying platforms.
The sector has grown materially in Australia. According to the Outdoor Media Association, Australian out-of-home net media revenue grew 11.4% in calendar year 2025 on the prior year, with digital out-of-home accounting for 76.6% of total out-of-home revenue. That share increased further to 77.1% in the first half of calendar 2026.
“Place-based” DOOH, the segment Motio occupies, refers specifically to screens in defined, known environments such as medical centres, cafes, licensed venues, and indoor sport and leisure facilities. Unlike traditional roadside billboards where audiences are in transit, place-based screens reach audiences who are stationary and attentive, making the medium more comparable to other high-engagement channels. For investors, DOOH represents a recurring, technology-enabled revenue stream. This acquisition gives IVE owned media inventory for the first time, complementing its existing production and content capabilities.
Strategic fit with IVE’s 2030 roadmap
The proposed acquisition is explicitly consistent with IVE’s stated 2030 strategy of expanding into aligned adjacencies, including retail media. Today, IVE advises on strategy, produces and distributes creative content, and activates it in physical locations — but does not own the media that carries the message. Motio addresses that gap directly.
The key strategic rationale, as outlined in the announcement, covers five areas:
- Targeted entry into the fast-growing out-of-home media sector, supported by the Outdoor Media Association data cited above
- A differentiated position in high-dwell environments where Motio’s screens are installed in medical centres, cafes, licensed venues, and indoor sport and leisure facilities
- Cross-sell opportunities in both directions — IVE’s national advertiser base gains access to Motio’s inventory, while Motio’s clients gain access to IVE’s full capability spectrum
- Motio’s programmatic and ad-tech capabilities are expected to accelerate IVE’s retail media strategy
- Cost synergies from the removal of Motio’s listed company overhead
The acquisition also complements IVE’s recent Daily Press acquisition, whose clients include many of Australia’s leading brands across the hospitality sector.
Motio’s five-pillar growth strategy, outlined in a July 2026 investor presentation, centred on converting revenue scale into earnings without proportionate cost increases, a dynamic that shapes the operating leverage IVE expects to inherit through the acquisition.
Matt Aitken, Managing Director, IVE Group
“Motio gives us the ability to offer our clients a channel which they cannot currently access from IVE, and gives Motio’s network access to one of the largest advertiser bases in the country.”
Transaction structure, funding and financial impact
Consideration will be funded from IVE’s existing debt facility and cash reserves. Neither the Share Scheme nor the Option Scheme is subject to a financing condition.
The $0.06 per share offer represents the following premia to Motio’s recent trading:
- 15.4% to the last closing price of $0.052 on 18 September 2026
- 15.6% to the 5-day volume weighted average price (VWAP) of $0.052 to 18 September 2026
- 14.0% to the 3-month VWAP of $0.053 to 18 September 2026
- 17.5% to the 6-month VWAP of $0.051 to 18 September 2026
Following the acquisition, pro forma net debt to FY26 EBITDA (pre-AASB 16) is expected to be approximately 1.67x.
The Motio Board has unanimously recommended that shareholders vote in favour of the Share Scheme and Option Scheme. Each Motio director has confirmed their intention to vote all shares they hold or control in favour of the Share Scheme, subject to no superior proposal arising and an independent expert concluding that the schemes are in the best interests of their respective holders. The SID provides for a Target Break Fee of $300,000 and a Bidder Break Fee of $400,000.
What happens next — key dates to watch
The indicative timetable for the transaction is as follows, with all dates subject to change:
- Late October 2026: Scheme booklet lodged with ASIC for review
- Early November 2026: First court hearing
- Early November 2026: Scheme booklet dispatched to Motio shareholders and optionholders
- Late November 2026: Scheme meeting (shareholders vote on Share Scheme; optionholders vote on Option Scheme)
- Late November 2026: Second court hearing
- Late November 2026: Effective date
- Early December 2026: Scheme record date
- Early December 2026: Implementation date
Any material change to the timetable will be announced to ASX. The acquisition is expected to contribute positively to FY27 earnings before synergies and one-off transaction costs, and is expected to be EPS accretive on a pro forma basis from the first full year of ownership.
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