BSA Limited (ASX:BSA) said in its quarterly activities report, trading update and Appendix 4C for the first quarter of FY2027, covering the period ended 30 September 2026, that it has executed and exchanged a binding share purchase agreement to acquire 100 per cent of Eonetics Pty Ltd. The company said completion is subject to outstanding legal due diligence, shareholder and regulatory approvals and other customary conditions, and is expected after a shareholder meeting planned for 25 November 2026.

Trading performance

The quarterly figures show the scale of the change since the nbn contract expired on 30 September 2025. Revenue was $4.4 million, compared with $17.1 million in the same quarter a year earlier, a fall of 74 per cent. The company attributed the decline mainly to lower nbn volumes.

Reported EBITDA was a loss of $1.7 million, which includes a $1.0 million non-cash share-based payment expense. Excluding that item, underlying EBITDA was a loss of $0.6 million, against underlying EBITDA of $4.0 million in the prior comparative period. BSA noted that the earlier period had been boosted by non-recurring transition-out payments. The EBITDA margin was negative 14 per cent, compared with a positive 23 per cent a year earlier.

Management cited delays in mobilising new opportunities as a key drag on the quarter, partly offset by cost management. The report therefore describes a business in transition, where the revenue base from its largest former customer has largely gone and replacement work has been slower to start than hoped.

The Eonetics acquisition

The Eonetics agreement is the main corporate development in the report. The document provided to the market does not set out the purchase price or the details of Eonetics' business, so the commercial rationale and financial terms are matters for the shareholder meeting materials and any further announcements. What the company has confirmed is the structure, a binding agreement for 100 per cent of the shares, and the timetable, with completion expected after the planned 25 November 2026 meeting.

Because completion depends on legal due diligence, shareholder and regulatory approvals and other customary conditions, the transaction should be regarded as agreed but not yet completed at this stage.

Cash and facilities

Net cash was $14.6 million at 30 September 2026, down from $16.4 million at 30 June 2026. Cash was $15.0 million, including $0.4 million of restricted cash. Net operating cash outflow was $1.7 million, lease payments were $0.2 million, and the net cash outflow for the quarter was $1.8 million. The prior comparative quarter had included $5.6 million of redundancy-related outflows. Payments to related parties, covering directors' fees and salaries, were $234,000.

BSA has a bank guarantee facility of $2.1 million, of which $1.7 million is used and $425,000 is unused. The facility carries a 25 per cent cash backing requirement of $0.4 million. The company reported no external borrowings drawn.

The Appendix 4C estimates nine quarters of funding, based on current cash plus unused facilities measured against the quarterly operating outflow. The report notes that this estimate would shorten if cash burn rises, which could happen if new work requires more upfront cost.

Risks and what to watch

The company flagged that revenue depends on new work converting into sustained income, and the report itself acknowledges delays in mobilising opportunities. The Eonetics deal is not complete and could change or fall away if conditions are not met.

Confirmed milestones are limited to the shareholder meeting planned for 25 November 2026 and the completion that is expected to follow it. Further detail on Eonetics, including price and funding, would be expected in the meeting documents. Until then, the quarterly report offers a clear view of the revenue reset and the cash position, while the strategic direction rests largely on a transaction that has yet to receive approval.