IFM's Final Offer
IFM Investors Raises Atlas Arteria Takeover Bid to A$7.4 Billion, Declaring It 'Best and Final'
Key Points
Atlas said it reserved the right to challenge potential tactics by IFM, responding to reports that IFM might try to raise its stake via an “on-market raid” and warning it could approach Australia’s Takeovers Panel if stock borrowing is used to facilitate short selling to the bidder or into the offer.
In an ASX filing, Atlas reported that IFM tried to make the bid “stick” by saying it would not raise the offer unless a competing bid emerges and would not buy Atlas securities above A$5.10 for 12 months after the deal closes (unless there is a competing bid).
The independent expert assessment cited by Atlas was specific: risk advisory firm Kroll previously valued Atlas at about A$5.39 to A$6.20 per share (about up to A$9 billion overall), helping explain why Atlas continues to reject IFM’s bid as not fair or reasonable.
IFM is already a large shareholder of Atlas, owning 34.6% of the company, and the improved bid came after it lifted its offer by about 7.4% and removed conditions attached to an earlier April 27 proposal that Atlas had rejected.
IFM Investors has raised its takeover bid for Australian toll-road operator Atlas Arteria to A$5.10 per share, lifting the total offer to about A$7.4 billion and declaring it "best and final" Kalkine. The revised offer, up from IFM's original A$4.75 bid in April, carries a 17.8% premium to Atlas's undisturbed share price and comes with a hard deadline of June 25. Atlas's board is telling shareholders to reject it anyway.
The battle has been running for nearly two months. IFM, a A$101 billion infrastructure fund, already owns a 34.6% stake in Atlas and has now crossed the 45% "relevant interest" threshold — a level that gives it effective control without yet owning the company outright Grafa. Atlas's independent expert, risk advisory firm Kroll, valued the company at A$5.39 to A$6.20 per share — meaning IFM's "best and final" price sits 5.4% below even Kroll's lowest estimate.
Atlas Board Calls IFM's Offer Opportunistic and Too Low
Atlas Chair Debbie Goodin has not softened her stance. She called the original bid "opportunistic" and said it was "designed to accelerate IFM's creep to effective control without paying a fair premium" Finn News Network. The board is sticking to that position even after IFM's sweetened offer. Atlas says the A$5.10 price still fails to reflect what the company is truly worth.
Kroll's valuation — up to A$6.20 per share, or roughly A$9 billion overall — is the backbone of Atlas's rejection ShareCafe. The board argues IFM is exploiting temporary pressure on Atlas's financials, including a 39% drop in statutory net profit in FY2025 driven partly by a French parliamentary tax on transport infrastructure. Atlas also notes it has better options, including a high-value sale of its Chicago Skyway stake to a third-party buyer.
IFM Bets on Cash Certainty Over Atlas's Skyway Sale Plan
IFM's core argument is simple: take the cash now. The fund says Atlas's plan to sell a controlling stake in the Chicago Skyway is risky and uncertain. IFM has even tried to block that sale, going to Australia's Takeovers Panel in May to prevent Atlas from moving forward with it Kalkine. IFM argues its A$5.10 offer reflects the Skyway's value on a "cash-certain" basis.
To make the offer stick, IFM has also removed conditions attached to its earlier April 27 proposal that Atlas had rejected. IFM has pledged it will not raise its bid unless a competing offer emerges, and will not buy Atlas shares above A$5.10 for 12 months after the deal closes Grafa. The June 25 deadline gives shareholders less than two weeks to decide. Atlas shares rose just 0.6% on news of the sweetened bid, well below the broader ASX 200's 1.3% gain that day — a sign markets see little chance of a higher offer.
French Motorway Concession Poses a Long-Term Value Problem
Much of Atlas's value sits in a 31% stake in the APRR motorway network in eastern France. But those concessions expire in November 2035 and September 2036. After that, the assets revert to the French government. Analysts at Morningstar warn that distributions could fall by two-thirds after 2035, as Atlas must pay off all debt before handing back the roads Kalkine.
Morningstar analyst Adrian Atkins has taken a different view from the Atlas board, saying the IFM offer is "reasonable" given these structural headwinds. Atlas's 2026 distribution guidance stands at 40.0 cents per security — but the long-term picture is murkier. The French government also extended a temporary supplemental tax on transport infrastructure in early 2026, adding more near-term pressure to earnings Grafa.
Atlas Warns of On-Market Raid as June 25 Deadline Nears
Atlas isn't just fighting the offer — it's watching IFM's every move in the market. The company has warned shareholders that IFM may try to buy more shares through an "on-market raid" to push its stake higher Finn News Network. Atlas said it would go to the Takeovers Panel if IFM used borrowed stock or facilitated short selling to build its position above the 45% threshold.
If the bid fails and Atlas can't deliver on its Chicago Skyway sale plan, IFM has warned the share price could fall sharply back toward its pre-bid level ShareCafe. That creates a real pressure point for smaller shareholders weighing A$5.10 in hand against an uncertain future. The next move belongs to them — and they have until June 25 to make it.
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