In response to a recent mandate from the Takeover Regulation Panel (TRP), instructing Groupe Canal+ SA (Canal+) to extend a mandatory offer to all MultiChoice shareholders, the MultiChoice board has announced significant changes to its leadership structure.
These adjustments were communicated through a cautionary SENS notice issued on March 5, 2024.
The JSE-listed company said chairman Imtiaz Patel has agreed to extend his tenure to oversee the ongoing Canal+ transaction.
The company added that its board underscores the necessity of maintaining continuity during this transitional phase and expresses confidence in Patel’s leadership until the conclusion of the transaction or as dictated by the transaction’s progress.
Commencing April 1, 2024, Elias Masilela, a seasoned non-executive director (NED) and the designated Chair, will assume the role of Deputy Chair of the MultiChoice Board. Additionally, he will assume the responsibilities of Lead Independent Director (LID), succeeding Jim Volkwyn, who will step down from this role but continue as a NED.
DStv owner MultiChoice announced last September that it has named board member and former Public Investment Corporation (PIC) CEO Masilela as chairperson with effect from 1 April 2024.
Masilela is an independent non-executive board member and previously served as the head of policy analysis at Sanlam and deputy director-general at National Treasury. He is also the chair of Ingagaru Property Investments and Sanlam, and is a former board member of the South African Reserve Bank and Government Employees Pension Fund.
Masilela was to replaced Patel, who was expected to step down at the end of March 2024.
“The board extends gratitude to Patel for his commitment to extending his tenure and acknowledges Mr. Masilela’s preparedness to undertake his new roles. Furthermore, it recognises Mr. Volkwyn for his invaluable contributions as LID and Chair of the Remuneration Committee, highlighting his dedication, leadership, and steadfast commitment to the company’s prosperity.”
Also read: GUGU LOURIE: Forced mandatory offer by Canal+ is way below MultiChoice share value
All eyes are on MultiChoice shareholders — will they or won’t they accept the Canal+ forced mandatory offer?
On Tuesday French media company Canal+ submitted its mandatory bid to acquire the remaining 64.99% of MultiChoice shares, priced at R125 per share. This move follows an extension granted to Canal+ until April 5 2024 to finalise its mandatory offer.
However, the forced mandatory offer is below MultiChoice’s net asset value (NAV), which sits at R181 a share. The rather wide price differential is reason enough for MultiChoice shareholders to dig in their heels and reject the mandatory offer by Canal+.
Earlier in 2024, Canal+ increased its ownership in the DStv operator to 35.01%, triggering a provision under the South African Companies Act mandating a buyout offer for the remaining shares.
Initially Canal+ proposed to acquire MultiChoice at R105 per share, but the board of MultiChoice rejected the offer. MultiChoice deemed this proposal insufficient as it did not meet the statutory requirements for a mandatory offer.
The Takeover Regulation Panel compelled Canal+ to make an immediate mandatory offer.
The French media company surprised the market by tabling a R125 a share offer to the minorities on Tuesday, a day after it was given a 25-day extension by the panel to make a mandatory offer. The offer will be assessed by the independent board of MultiChoice which will, after receipt of the independent expert’s opinion, provide its opinion and recommendation.
