Key Highlights

  • IDP Education has received a revised, non-binding $3.00 cash per share proposal from Blackstone.
  • The offer is up from the $2.50 indicative proposal the board rejected in September.
  • The price would be reduced by any dividends declared or paid after 10 November 2026.
  • The board's response and any binding terms remain to be determined.

IDP Education Limited (ASX:IEL) is one of the companies drawing attention on the ASX 200 today after it disclosed a revised, non-binding Takeover proposal from Blackstone. In an announcement dated 11 November 2026, the international education services group said it had received a proposal after the market closed on 10 November from Blackstone Singapore Pte Ltd, acting for funds managed and advised by Blackstone, to acquire all IDP shares for $3.00 cash per share. The board has not yet decided whether to engage with the new offer, and it told shareholders they do not need to take any action.

The terms of the revised proposal

The latest approach would be carried out through a recommended scheme of arrangement, the structure commonly used for friendly takeovers in Australia. A scheme requires the target's board to recommend the deal, an independent expert's report, a vote by shareholders and approval from the court.

Under the revised terms, the $3.00 per share cash price would be reduced by the value of any dividends or distributions declared or paid after 10 November 2026. That means any future Dividend would come out of the headline price rather than being paid on top of it.

IDP said there is no certainty the proposal will progress or that it will result in a transaction. The company did not set a timetable for the board's response.

How the approach has evolved since September

The new proposal follows two earlier approaches that the IDP board rejected. In an ASX announcement on 22 September 2026, IDP disclosed that it had received an initial proposal from Blackstone at $2.30 cash per share, followed by a revised indicative proposal at $2.50 cash per share. The board rejected the $2.50 proposal on 9 September 2026 after taking financial and legal advice.

The September proposal came with a number of conditions. These included a period of exclusivity, with four weeks of hard exclusivity and no Fiduciary out, as well as final approval from Blackstone's Investment committee, due diligence, agreed documentation, regulatory approvals and a unanimous recommendation from the IDP board. The $0.06 per share dividend that IDP declared on 20 August 2026 was excluded from the price adjustment under those earlier terms.

The step up to $3.00 is 50 cents above the previous indicative price and 70 cents above Blackstone's first approach. IDP's 11 November announcement did not say whether the conditions attached to the latest proposal differ from those in September.

Why the board said no last time

When it rejected the earlier proposals, the IDP board said they did not reflect the value of the company's global platform and substantially undervalued IDP. It described the timing as highly opportunistic, given current conditions in the international education industry and the company's multi-year transformation program.

The board said it was confident in its transformation strategy, which it believed was being well executed and would reposition the Business for profitable growth. It argued that the earlier offers ignored future Earnings potential and the benefits of the transformation that had not yet been realised. The directors also pointed to the company's organic cash flow, existing cash reserves and Balance Sheet as support for continued investment without the need for a change of ownership.

The key question for the board now is whether a price of $3.00 cash per share changes that assessment.

The business behind the bid

IDP Education operates in two broad areas. Its student Placement business helps international students choose and apply for courses at universities and colleges in destination countries such as Australia, the United Kingdom, Canada and the United States. The second area is English language testing, where IDP is a co-owner and distributor of the IELTS test, which is used for study, work and migration purposes.

Both businesses depend on cross-border student flows. In recent years, governments in several major destination markets have tightened settings around international student numbers and visas, which has weighed on Demand for placement services and language tests across the sector. Those conditions are what the IDP board was referring to when it described the September approach as opportunistic.

Private equity interest in IDP suggests that at least one large investor sees long-term value in the company's market position and global network, even as near-term conditions remain challenging.

What happens next

The IDP board will assess the revised proposal with its advisers. It has a number of options. It could reject the proposal again, seek further improvements, or grant Blackstone access to due diligence. If Due Diligence were granted and completed, the next step would usually be a binding scheme implementation deed, followed by a scheme booklet, an independent expert's report and a Shareholder meeting.

Any eventual deal would also need regulatory approvals. Because Blackstone is a foreign investor, approval under Australia's foreign investment framework would be likely to form part of the conditions. Court approval would be required at two stages of a scheme process.

Until the board makes a decision, the proposal remains non-binding and indicative. IDP is required to keep the market informed under its continuous disclosure obligations. A shareholder vote would arise only if the board signed a binding agreement and recommended the scheme, at which point the scheme booklet would set out an independent expert's view on whether the deal is in shareholders' best interests.

Bottom Line

IDP Education is in focus on the ASX 200 today after receiving a revised $3.00 cash per share proposal from Blackstone, up from the $2.50 indicative proposal the board rejected in September and the earlier $2.30 approach. The price would be reduced by any dividends declared or paid after 10 November 2026, and the deal would proceed by scheme of arrangement if it advances.

The board has not decided whether to proceed and says shareholders need not act. Having previously argued that Blackstone's offers undervalued the company and ignored the benefits of its transformation program, the directors must now judge whether the higher price changes the picture. The next announcement from IDP on its response, and on any due diligence access, is the key development to watch.