Downer ramped up its hostile takeover bid on Thursday and says it now has an interest of around 29.6 per cent in facilities services provider Spotless.
It is offering $1.15 for each Spotless share, which values Spotless at $1.3 billion.
In a statement to the ASX, Downer says it intends to waive the defeating conditions to its offer and introduce accelerated payment terms if it achieves an interest of at least 50 per cent in Spotless by June 16 and if no defeating condition has been breached.
Spotless's board has told shareholders they will be better off if they keep their shares as the company resets its strategy to boost earnings growth.
"As we have consistently maintained, Spotless is at an inflection point, and today's announcement is further evidence that the strategy reset is well on track and there is strong positive momentum in the business," Spotless chairman Garry Hounsell says.
"The board and management team have maintained their strong focus on delivering results, and we continue to maintain our belief that Spotless can create more value over the medium term as an independent company."
Spotless maintains it is "showing positive momentum" and again recommended that shareholders reject Downer's current offer.
It said it had reduced its operational complexity by selling a bundle of about 250 small cleaning contracts in New Zealand, and had started delivering services under a major contract at the new Royal Adelaide Hospital.
Spotless also says it has improved its contract win and renewal rates and had extended its debt maturities.
Shares in Spotless were trading steady at $1.14 at 3pm AEST. Downer EDI shares were down just over 4 per cent at $6.025.
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