Entertainment Rewards Board Backs $28.8m Takeover Bid by Majority Shareholder Suzerain Investments

An independent board has given its support for a takeover of Entertainment Rewards (ASX: EAT) by majority shareholder Suzerain Investments that values it at approximately $28.8 million.

Suzerain has made the conditional off-market takeover offer to acquire all of the fully paid ordinary shares it does not already own in Entertainment Rewards at $0.022 per share.

This represents a 1,000% premium to both the EAT closing price 2025, and 30-day volume weighted average price (VWAP) – both $0.002 per share as at 13 October – and a 624% premium to the 90-day VWAP of $0.003 at the same date.

Unanimous Board Support

After assessing Suzerain’s proposal, independent board committee (IBC) Entertainment Rewards’ board established unanimously recommended  shareholders accept the offer—in the absence of a superior proposal, and subject to an independent expert concluding it is fair and reasonable.

Entertainment Rewards managing director Heidi Halson called the offer price of $0.022 an attractive exit opportunity for shareholders.

Ms Halson also said the proposed transaction was consistent with the company’s strategic objectives and would support and accelerate its growth plans “under the ownership of a well-resourced partner”.

Entertainment Rewards entered into a major amendment in January with Suzerain – also its main lender – to reclassify a $22.5m convertible loan agreement to equity in the balance sheet, a move that would save the company $2.81m per annum in interest.

Conditional Transaction

The offer is conditional upon Suzerain obtaining a relevant interest in at least 90% of all EAT shares.

The holders of at least 75% (by number) of EAT shares not held by Suzerain and its associates must also have accepted the offer before the end of the prescribed period.

Based in the British Virgin Islands, Suzerain is a specialist investor across the fintech space, while Entertainment Rewards operates a leading Australian and New Zealand entertainment, lifestyle, and rewards platform.

Suzerain expects to dispatch its official Bidder’s Statement to EAT shareholders on or about 29 October 2025, while Entertainment Rewards anticipates releasing its Target’s Statement on or before 13 November.