SPO cant call it off, but Downer stated a number of conditions that needed to be met for the takeover to happen, particularly related to finance conditions, earnings forecasts.
So if SPO decided to spend some money or sell some assets in theory that would break the conditions of Downers takeover offer, however downer can choose to ignore such conditions by revising their offer.
So the ball is clearly in Downers court, but Spotless could try and make trouble.
An alternate view, page-23
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