The independent board of MultiChoice has advised its shareholders to agree to a buyout proposal from Canal+. This recommendation was detailed in a comprehensive statement, where the board declared the offer of 125 South African Rand per share to be equitable and sensible. They urged shareholders to give their consent to the acquisition once all the conditions for the offer have been met.
Nonetheless, the transaction has not yet achieved a state of completion. The acquisition is subject to the green light from various regulatory bodies, both within South Africa and internationally. Both Canal+ and MultiChoice are currently evaluating and working towards a potential restructuring plan that would need to be in place for the takeover to proceed. The successful navigation of these regulatory challenges is essential before the deal can be finalized and the offer can be fully accepted by the shareholders.
Shareholders have until 22 April 2025 to trade in MultiChoice Shares to participate in the offer. The timelines set out by the circular can be found below:
“In the circumstances, the Independent Board recommends that, in the event that the offer becomes unconditional, MultiChoice Shareholders accept the offer.”
Since the beginning of the year, Canal+ has been actively pursuing the acquisition of MultiChoice, initially proposing a buyout valued at 54 billion South African Rand, which was turned down.
Subsequently, Canal+ strategically increased its stake in MultiChoice to over 35%, triggering a regulatory requirement that obliged it to extend an offer to acquire the remaining shares of the company. Following this move, the French media company further upped its ownership to 45.2%.
In addition to these efforts, Canal+ is also tackling the challenge posed by South Africa’s regulations on foreign ownership of broadcasting companies. The Electronic Communications Act in South Africa limits foreign entities to holding no more than 20% of the voting rights in a South African broadcaster. To comply with this legislation and proceed with the acquisition, Canal+ is exploring alternative solutions to navigate these foreign broadcast ownership restrictions.
The groups will have to spend the next year trying to find some way around this.
“In light of the duty on Canal+ to make a mandatory offer for the MultiChoice Shares, Canal+ and MultiChoice are in the process of assessing and finalising suitable structuring options and potential transactions, which may be undertaken by the MultiChoice Group on or shortly before the Closing Date to ensure compliance with the applicable limitations on foreign control while also maintaining MultiChoice’s BBBEE credentials.”
The joint circular can be found below (mobile users can click here):