Imagine Education – Eden Academy

MN-05049

Imagine Education Holdings Pty Ltd (**Imagine Education**), part of the Imagine Education Group, proposes to acquire 100% of the shares in each of Eden Academy Investment Holdings Pty Ltd (**EAIH**), Bardon Operations Pty Ltd and Eden Academy Management Pty Ltd, as well as 100% of the units in Bardon Operations Unit Trust (together, **Eden Academy**), from the shareholders of the Eden Academy Group (the **Acquisition**). Imagine Education currently operates 63 childcare centres in Queensland, New South Wales, Victoria, South Australia and Tasmania, primarily under the Imagine Childcare, Children First, Grow Early Education and Learning Ladder brands. Eden Academy currently has 70 childcare centres in Queensland, New South Wales, Victoria and South Australia that it owns, operates (or expects to commence operating in 2026) or manages under the “Eden Academy” brand. Imagine Education and Eden Academy both provide centre-based childcare and early childhood education services (long day care) for children aged approximately 0–6 years, including kindergarten/preschool programmes where applicable. Through the Acquisition, Imagine Education would acquire: * 58 operating Eden Academy childcare centres, * options to acquire and rights to manage 10 further Eden Academy childcare centres which are operating or expected to open in 2026 and an additional 11 sites of childcare centres proposed to be developed by the current owners of Eden Academy (collectively, the **Pipeline Sites**), and * the rights to manage the two operating Eden Academy childcare centres that are not Pipeline Sites. These two sites would continue to be owned by the existing owners of those centres (which include the current owners of Eden Academy amongst others) post-Acquisition. There is an overlap between the Eden Academy operated or managed childcare centres subject to the Acquisition and Imagine Education centres in the following areas: * **Queensland**: Mackay (Rural View, Beaconsfield, Kerrisdale, Mount Pleasant), Harris Crossing, Loganlea, Edens Landing, Park Ridge, Little Bardon, Auchenflower, Bardon, Woodridge, Broadbeach Waters, Wooloowin, Pacific Pines, Isle of Capri, Redbank Plains, Hamilton * **New South Wales**: Dubbo * **South Australia**: Gawler, Angle Vale, Salisbury Heights, Parafield Gardens, Newton * **Victoria**: Cobblebank, Harkness, Thornhill Park, Fraser Rise, Clyde, Junction Village, Botanic Ridge, Cranbourne, Mambourin, Werribee, Thomastown, Doreen, Glenroy, Pascoe Vale, Oak Park. The Acquisition would take place pursuant to a sale agreement between Imagine Education, EAIH, the sellers and other parties. Under the sale agreement, Imagine Education would be granted options to acquire 100% of the shares in other entities (special purpose vehicles) that operate the 21 Pipeline Sites and are wholly owned by Eden Academy Childcare Operations #2 Pty Ltd as trustee for Eden Academy Childcare Operations #2 Trust or Eden Grove Operations Pty Ltd as trustee for Eden Grove Operations Unit Trust. The Acquisition includes the acquisition of any equitable interest in those shares that arises from the granting of the options. Any acquisition of full legal ownership of the shares pursuant to those options is subject to conditions relating to ACCC approval and other matters, and is not part of the Acquisition. *Update: On 22 October 2026 the notifying party advised that Imagine Education no longer proposes to acquire 100% of the shares in Bardon Operations Pty Ltd or 100% of the units in Bardon Operations Unit Trust, and as such the acquisition of those securities no longer forms part of the Acquisition notified to the ACCC.*