Restaurant Brands (ASX: RBD) Takeover: Finaccess Secures Over 90% Ownership
Spanish investment firm Finaccess Restauración, S.L. has achieved a significant milestone in its acquisition of Restaurant Brands New Zealand Limited (ASX: RBD), a prominent quick-service restaurant operator. This investor update confirms that the Restaurant Brands Finaccess takeover has secured dominant ownership, with Finaccess now controlling over 90% of the company’s voting rights as of 5 November 2025. This development is a critical step towards potential delisting and full privatisation under New Zealand’s Takeovers Code.
The takeover offer, which commenced on 14 October 2025 at NZ$2.20 per share, has seen widespread acceptance among shareholders. With the dominant ownership threshold now crossed, Finaccess is positioned to initiate compulsory acquisition proceedings for all remaining minority shares, marking the final stage of the company’s transition from a publicly traded entity.
What Does Dominant Ownership Status Mean for Investors?
Achieving dominant ownership status under Rule 51 of New Zealand’s Takeovers Code fundamentally alters Restaurant Brands’ corporate structure. As of 5 November 2025, Finaccess’s total controlled holding, including unpaid acceptances, exceeded the crucial 90% threshold, granting it specific legal rights, most notably the ability to compulsorily acquire the remaining shares.
As detailed in a recent ASX announcement, the ownership breakdown is as follows:
| Ownership Component | Shares Held | Percentage of Total |
|---|---|---|
| Pre-existing Stake | 93,591,419 | 75.018% |
| Accepted & Paid Under Offer | 17,666,060 | 14.160% |
| Total Current Registered Holding | 111,257,479 | 89.178% |
| Accepted but Unpaid Shares | 1,332,733 | 1.068% |
| Final Projected Holding | 112,590,212 | 90.246% |
This level of control effectively gives Finaccess the power to pass all major corporate resolutions and signals the likely delisting of Restaurant Brands from the ASX and NZX, as maintaining a public listing with minimal free float is often impractical.
What are the Next Steps in the Takeover Process?
Following the formal notification of its dominant owner status, submitted by Director Rafael Gordon Arce on 6 November 2025, Finaccess will proceed with the final phase of the acquisition. The immediate actions involve completing payment for the 1,332,733 unpaid accepted shares and subsequently issuing a compulsory acquisition notice to all remaining minority shareholders.
The process is governed by strict timelines under the Takeovers Code, providing a clear pathway to 100% ownership. For remaining shareholders, this means their shares will be acquired at the same offer price of NZ$2.20 per share. The full privatisation of Restaurant Brands is anticipated to be completed within the first quarter of 2026, pending standard regulatory procedures.
How will the Restaurant Brands Takeover Impact Remaining Shareholders?
For the minority shareholders who have not yet accepted the offer, the Restaurant Brands Finaccess takeover now enters a compulsory phase. Finaccess’s achievement of over 90% control legally permits it to acquire all outstanding shares at the established offer price.
Remaining shareholders have limited options. They can either accept the offer before the compulsory acquisition notice is sent or wait for the process to complete, at which point their shares will be automatically acquired for NZ$2.20 each. It is important to realise that with compulsory acquisition rights triggered, there is virtually no opportunity for further price negotiation. The Takeovers Code is designed to ensure fair and equal treatment, mandating that the price remains consistent with the initial offer that was widely accepted.
The primary implication is the loss of a publicly traded investment, as Restaurant Brands will become a privately held company under Finaccess’s sole ownership.
What is the Strategic Rationale for the Acquisition?
The acquisition reflects the strategic value Finaccess places on Restaurant Brands’ market position and its portfolio of high-performing franchise brands, including KFC, Pizza Hut, Taco Bell, and Carl’s Jr. across New Zealand, Australia, and other territories.
Key strategic advantages under private ownership include:
- Long-Term Focus: Ability to execute long-term growth strategies without the pressure of quarterly public market reporting.
- Capital Investment: Freedom to make significant capital investments in technology, store refurbishment, and expansion.
- Operational Efficiency: Streamlined decision-making and implementation of operational improvements.
Furthermore, the quick-service restaurant sector is known for its resilience and stable cash flows, making it an attractive asset for a long-term investor like Finaccess. The high level of shareholder acceptance for the offer was largely driven by the significant premium the NZ$2.20 share price represented over the company’s trading value prior to the announcement, providing a compelling exit opportunity for investors.
Want more ASX news?
Looking to stay ahead of significant ASX announcements in the fast-moving consumer sectors? Join over 20,000 investors who receive StockWire X’s Big News Blasts—a free email service delivering major company announcements across non-resource sectors, including technology, healthcare, finance, and industrials, directly to subscribers’ inboxes. Each alert comes with comprehensive analysis, transforming complex disclosures into accessible investment insights. Subscribe today at https://stockwirex.com/ to ensure you never miss critical market-moving news.