Atlas Arteria has strongly rejected a hostile takeover bid from IFM Investors, describing the proposal as “too low, opportunistic and highly conditional.” The takeover offer was launched through IFM’s acquisition vehicle, Diamond Infraco 1 Pty Ltd, which offered A$4.75 per stapled security for the shares it does not already own. IFM already controls approximately 35% of Atlas Arteria through direct and client-related holdings. Atlas Arteria’s independent directors unanimously recommended that shareholders reject the proposal and simply ignore correspondence relating to the bid. 

Atlas Arteria’s board argued that the offer materially undervalues the company’s portfolio of international toll-road assets, which includes operations in the United States and Europe. Chair Debbie Goodin stated that IFM is attempting to gain effective control of the business without paying shareholders an appropriate takeover premium. The company also criticised the timing of the offer, claiming IFM was trying to exploit short-term market volatility caused by geopolitical tensions, currency fluctuations, rising interest rates, and lower market liquidity linked to IFM’s increasing ownership stake.

A major source of tension between the two companies is Atlas Arteria’s 2022 acquisition of the Chicago Skyway toll road in the United States. IFM has repeatedly criticised the transaction, arguing it damaged shareholder value and contributed to a decline in Atlas Arteria’s share price. Atlas Arteria countered that it had already been exploring options regarding its Chicago Skyway holding before the takeover bid emerged, including issuing a Right of First Offer notice to co-owner Ontario Teachers' Pension Plan concerning its stake in the asset. The takeover battle has therefore become closely linked to strategic disagreements over the company’s future direction and infrastructure portfolio management. 

Atlas Arteria also raised concerns about the structure of IFM’s proposal. IFM stated the offer price could rise from A$4.75 to A$5.10 per security if its ownership stake exceeds 45% before the bid closes. However, Atlas Arteria argued that the two-tier pricing structure is overly complex, uncertain, and potentially misleading for shareholders. The company lodged a complaint with Australia’s Takeovers Panel, alleging deficiencies in both the offer structure and the bidder’s disclosure documents. Although the Takeovers Panel later declined Atlas Arteria’s request for an interim order to block the distribution of IFM’s bidder statement, it continued reviewing whether formal proceedings should occur.