As part of the transaction, MultiChoice South Africa’s broadcasting licence operations will be restructured into a new independent entity, MultiChoice (Pty) Ltd (LicenceCo). This move ensures regulatory compliance while paving the way for Canal+ to expand its video entertainment footprint across Africa.
Creation of LicenceCo
As part of this restructuring:
LicenceCo will operate as an independent entity, holding the South African subscription broadcasting licence and contracting directly with MultiChoice’s South African subscribers.
LicenceCo will be majority owned by Historically Disadvantaged Persons (HDPs), ensuring compliance with Broad-Based Black Economic Empowerment (BBBEE) policies. The ownership structure will include:
Phuthuma Nathi, which will hold a 27% economic interest.
Two black-owned and managed investment firms, Identity Partners Itai Consortium and Afrifund Consortium, bringing strategic industry expertise.
A Workers’ Trust (ESOP), ensuring employee participation in ownership.
MultiChoice Group will retain a 49% economic interest in LicenceCo, with a 20% voting share.
MultiChoice Group will maintain its existing 75% direct interest in MultiChoice South Africa, excluding LicenceCo. Phuthuma Nathi will retain its 25% stake in MultiChoice South Africa.
Maxime Saada, CEO of Canal+, stated:
“This transaction is an opportunity to build a global media powerhouse with a strong African footprint. The post-transaction structure is designed to fully comply with South African laws while reinforcing BBBEE. We welcome new HDP shareholders alongside Phuthuma Nathi and are excited about the broader employee ownership.”
MultiChoice
Commercial agreements
LicenceCo will enter into commercial agreements with MultiChoice Group subsidiaries to ensure uninterrupted access to content, technology, subscriber management, and support services.
South African subscribers will experience no disruptions, with future enhancements expected as part of MultiChoice’s continued investment in technology and content supply.
Regulatory approvals & compliance
Canal+ and MultiChoice affirm that the restructuring aligns with all applicable laws, including foreign ownership restrictions under the Electronic Communications Act, 2005.
The South African Competition Commission is currently reviewing the LicenceCo structure, following submissions made on 30 September 2024.
The transaction also requires regulatory approval across multiple jurisdictions, including South Africa.
The Independent Board of Phuthuma Nathi will assess the deal following its in-principle endorsement.
Commitment to BBBEE & Future Growth
Sipho Maseko and Sonja De Bruyn will play key roles within the BBBEE structure, reinforcing Canal+’s commitment to Broad-Based Black Economic Empowerment.
Calvo Mawela, CEO of MultiChoice Group, said:
“This transaction represents a significant milestone in a competitive and evolving industry. It enables us to scale up, enhance our subscriber offering, and deepen our commitment to transformation through broader BBBEE participation.”
Calvo Mawela, MultiChoice CEO
With this restructuring, Canal+ and MultiChoice are moving closer to finalizing a deal that will reshape Africa’s pay-TV landscape while maintaining regulatory compliance and supporting BBBEE transformation in South Africa.
French media giant Canal+ seems to have found a way around regulations that limit foreign ownership of MultiChoice.
SA restricts foreign ownership of local broadcasters and limits voting rights to 20%. Could it be that BEE is a solution to get over the final hurdle in the French media company’s quest to conclude the acquisition?
Apart from the ownership limit issue, the acquisition seems to be a foregone conclusion.
Maxime Saada, chair and CEO of Canal+, said in a conference call with the media on Tuesday that it had already invested almost €1.2bn in the purchase of a 45.2% stake in MultiChoice.
This stake cannot be cancelled by the regulatory authorities, but they can attach certain conditions to the deal.
Maxime Saada. Picture: SUPPLIED
The companies said in a joint statement on Tuesday that an independent board formed by Africa’s largest pay-TV operator had recommended the French media group’s mandatory cash offer for the shares it does not already own. The independent board concluded that the terms and conditions of the offer are “fair and reasonable” for MultiChoice shareholders.
