The Groupe Canal+ approach to MultiChoice Group has taken a dramatic turn: the Takeover Regulation Panel (TRP) has ruled that the French broadcaster must make a “mandatory offer” to the JSE-listed firm’s shareholders.

MultiChoice had earlier spurned the Canal+ offer and told its shareholders that they no longer had to exercise caution in trading in the group’s shares.

“Shareholders are advised that the TRP issued a ruling on 27 February to the effect that Canal+ has acquired 35.01% of the voting rights in MultiChoice and, accordingly, a mandatory offer in terms of section 123 of the [Companies Act] has been triggered,” MultiChoice said in a statement to shareholders on Wednesday.

“Canal+ is therefore required to make the mandatory offer immediately, in line with the requirements of the act and the regulations,” the parent of DStv and Showmax said.

On 6 February, the TRP said it was investigating the offer made by Canal+ after MultiChoice ended potential buying talks with its largest shareholder.

On 1 February, Canal+ said it had offered R105/share for every MultiChoice share it did not already own. It said the offer — worth an estimated R31.7-billion, and representing a 40% premium to MultiChoice’s closing share price of R75 on 31 January.

The offer price was rejected by the continent’s biggest pay-TV company, saying it significantly undervalued the group. MultiChoice said, however, it was open to talk to anyone about any deal provided it was at a fair price.

Threshold

By buying a stake beyond 35%, Canal+ had exceeded the threshold at which South African law requires a company to make a mandatory offer to shareholders. However, MultiChoice asked the TRP to make a ruling on whether such an offer was required.

Read: Why Canal+ wants control of MultiChoice

“The TRP contended that the publication of … the announcement without the approval of the TRP was unlawful, being in contravention of the act and the regulations, and issued a compliance notice against MultiChoice,” the broadcaster said in its statement on Wednesday. — © 2024 NewsCentral Media