Broadcasting16.07.2025

Next hurdle for Canal+ MultiChoice takeover

The Competition Tribunal will hear the proposed merger between French media giant Canal+ and South Africa’s MultiChoice Group on Thursday and Friday, 17 and 18 July 2025.

Canal+ wants to acquire MultiChoice, which owns DStv, Showmax, SuperSport, and several other media assets, and triggered South Africa’s mandatory offer threshold of 35% ownership in early 2024.

During the hearings, the Tribunal will consider submissions from the Competition Commission, Media Monitoring Africa, Pambili Media, and the merger parties themselves.

South Africa’s Department of Trade, Industry, and Competition will attend the hearings and is also expected to submit inputs.

“The Commission has recommended to the Tribunal that the proposed merger be approved, subject to a package of public interest conditions,” the Tribunal said in a statement.

The proposed merger reached a major milestone in March 2025, when South Africa’s communications regulator published an application to transfer the control of Orbicom’s licences to Canal+.

Orbicom is MultiChoice’s signal distributor, and the move to transfer control of its electronic communication and radio frequency spectrum licences is a crucial step in progressing the takeover.

Orbicom submitted applications to transfer control of its various licences to Canal+ on 28 November 2024.

South Africa’s communications regulator, the Independent Communications Authority of South Africa (Icasa), is evaluating the application based on the following criteria:

  • promotion of competition in the ICT sector;
  • interests of consumers; and,
  • equity ownership by Historically Disadvantaged Persons (HDPs).

The regulator said it noted Orbicom’s submission that HDPs have a 40% shareholding in Groupe Canal+.

Icasa invited all interested parties to lodge written representations of the application within 14 working days of the publication of its announcement.

The regulator published the notice on Tuesday, 18 March 2025, giving interested persons until Monday, 7 April, to submit their written representations.

Canal+ had gradually but steadily bought up MultiChoice shares on the open market since October 2020, hitting the mandatory offer threshold in early 2024.

R55-billion valuation for MultiChoice

Canal+ offered R125 per share following a reprimand from the Takeover Regulation Panel (TRP) and some back-and-forth with MultiChoice. This offer valued MultiChoice at more than R55 billion.

The deal will cost Canal+ more than R30 billion in cash, and it continued to buy MultiChoice shares while its offer is being considered.

The TRP’s latest report on Canal+’s shareholding was in May 2024, revealing a 45.2% shareholding. While Canal+ was legally mandated to make an offer, the deal must still overcome regulatory hurdles.

The parties must find a way to continue limiting the French media giant’s voting rights to 20% — a requirement for broadcasting licences under the Electronic Communications Act.

To comply, MultiChoice will be carved out as an independent entity, dubbed LicenceCo, to hold South African operating licences.

LicenceCo will contract with MultiChoice’s South African subscribers, while the remainder of the group’s video media assets will remain with the MultiChoice Group.

MultiChoice Group’s shareholding in LicenceCo will ultimately give it a 49% economic interest and 20% share of voting rights.

The companies explained that the MultiChoice Group will retain its 75% direct interest in MultiChoice South Africa, which excludes LicenceCo.

“Phuthuma Nathi will similarly retain its existing 25% interest in MultiChoice South Africa,” they added.

“LicenceCo will enter into various commercial agreements with MultiChoice Group subsidiaries in relation to the services currently provided to LicenceCo by other MultiChoice Group entities.”

The parties explained that these relate to, among other things, the provision of content, technology, subscriber management and support, and other functions.

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