I Squared Capital (“I Squared”), a leading independent global infrastructure investor, today announced that it has entered into a Scheme Implementation Agreement with oOh!media Limited (ASX: OML) to acquire all of its issued shares by way of a scheme of arrangement.

Under the transaction, oOh!media shareholders will receive A$1.70/share¹ in cash for each oOh!media share held, implying an equity value of approximately A$898 million (US$631 million²) and an enterprise value of approximately A$1.04 billion (US$733 million).

The consideration represents a premium of approximately 100% to oOh!media’s undisturbed closing share price of A$0.85/share on 28 April 2026.

A strong strategic fit with I Squared

Headquartered in Sydney, oOh!media operates a diversified network of more than 30,000 digital and static assets across Australia and New Zealand, spanning roadside billboards, street furniture, rail and transit networks, airports, retail environments, and other public spaces. Its scale, premium locations, breadth of formats, and extensive concession base underpin a leading market position.

The acquisition reflects I Squared’s strategy of investing in scaled network businesses with established revenue bases, durable competitive advantages, and long-term growth potential.

Harsh Agrawal, Senior Partner at I Squared Capital, commented, “oOh!media represents the type of infrastructure platform we seek to invest in - a market-leading business with high-quality assets, long-term contractual foundations and attractive growth opportunities. We look forward to partnering with the management team to build on the Company’s market leadership, accelerate the digitalization of the network and create long-term value for customers, communities and our investors."

oOh! Chair, Philippa Kelly, said, “After a comprehensive and competitive process, the Board is pleased to have reached a binding agreement with I Squared. I Squared’s focus on optimising the full value of the network aligns with the strategy of our CEO James Taylor and our experienced leadership team.”

The transaction also reinforces I Squared’s long-term commitment to Australia. Since opening its Sydney office in 2022, I Squared has deployed capital across several infrastructure platform businesses including energy infrastructure, environmental infrastructure, renewables, and transport and logistics.

Transaction timetable and conditions

The scheme remains subject to the satisfaction or waiver of the conditions set out in the Scheme Implementation Deed, including approval by oOh!media shareholders, court approval, regulatory approvals, the independent expert conclusion, and other customary conditions.

Subject to the satisfaction of the relevant conditions, the transaction is expected to be completed in Q4 CY2026.

Further information regarding the transaction is available in oOh!media’s announcement lodged with the Australian Securities Exchange.

JP Morgan is serving as financial advisor and White & Case is serving as legal counsel to I Squared.

About I Squared Capital

I Squared Capital is a leading independent global infrastructure investor dedicated to the mid-market, managing over $60 billion in assets. Founded in 2012, I Squared has evolved into one of the most diverse infrastructure investors in the world, with investments across power & utilities; transportation & logistics; digital infrastructure; environmental infrastructure; and social infrastructure, providing essential services to millions of people worldwide. Today, the portfolio includes over 100 companies operating in more than 115 countries. Headquartered in Miami, the firm has offices in Abu Dhabi, London, Munich, New Delhi, São Paulo, Singapore, Sydney and Taipei. Learn more at www.isquaredcapital.com.

About oOh!media

oOh!media is a leading Out of Home media company that is enhancing public spaces through the creation of engaging environments that help advertisers, landlords, leaseholders, community organisations, local councils and governments reach large and diverse public audiences.

The Company’s extensive network of digital and static asset locations across Australia and New Zealand includes roadsides, retail centres, airports, train stations, bus stops, office towers and universities.

Find out more at oohmedia.com.au

Disclaimers

This document does not constitute advice or a recommendation or offer to sell or a solicitation to deal in any security or financial product. It is provided for information purposes only. Investing involves risk; loss of principal is possible. Specific investments described herein do not represent all investment decisions made by ISQ. The reader should not assume that investment decisions identified and discussed were or will be profitable. Specific investment advice references provided herein are for illustrative purposes only and are not necessarily representative of investments that will be made in the future.

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The acquisition reflects I Squared’s strategy of investing in scaled network businesses with established revenue bases, durable competitive advantages, and long-term growth potential.