Offre Obligatoire sur MultiChoice

SOUTH AFRICAN COMPETITION TRIBUNAL APPROVES CANAL+ MANDATORY TAKEOVER OFFER FOR MULTICHOICE GROUP

23 juillet 2025

CANAL+ SA (LSE : CAN, the “Company”) announces that it, together with MultiChoice Group Limited (“MultiChoice”), has today released a joint announcement on the Stock Exchange News Service, being the regulatory news service provided by the Johannesburg Stock Exchange (“JSE”), the JSE being the exchange on which MultiChoice is listed.

The joint announcement provided as follows :

INTRODUCTION The shareholders of CANAL+ and MultiChoice are referred to : • the combined circular published by CANAL+ and MultiChoice Group (“MCG”) dated 4 June 2024 ("Combined Circular") setting out the terms and conditions of the mandatory offer by CANAL+ to acquire all the issued ordinary shares of MCG not already owned by CANAL+, excluding treasury shares, from MCG Shareholders for a consideration of ZAR125.00 per share, payable in cash (“the Proposed Transaction”); and
• the joint announcements related to the Proposed Transaction released subsequently by CANAL+ and MCG on the Stock Exchange News Service of the JSE Limited and the A2X News Service.

APPROVAL BY SOUTH AFRICAN COMPETITION TRIBUNAL

The parties are pleased to advise shareholders that the South African Competition Tribunal (“the Tribunal”) has approved the Proposed Transaction, subject to agreed conditions which include the implementation of the structure announced on 4 February 2025.

As was previously disclosed, the agreed conditions include a robust package of guaranteed public interest commitments proposed by the Parties. The package supports the participation of firms controlled by Historically Disadvantaged Persons (“HDPs”) and Small, Micro and Medium Enterprises (“SMMEs”) in the audio-visual industry in South Africa. This package will maintain funding for local South African general entertainment and sports content, providing local content creators with a strong foundation for future success.

The approval by the Tribunal follows a positive recommendation from South Africa’s Competition Commission as announced on 21 May 2025 and concludes the competition review process in South Africa.

The Parties remain on track to complete the Mandatory Offer by CANAL+ within the timeline announced on 8 April 2025, and prior to the long-stop date of 8 October 2025.

Maxime Saada, CEO of CANAL+ said : “The approval by South Africa’s Competition Tribunal marks the final stage in the South African competition process and clears the way for us to conclude the transaction in line with our previously communicated timeline. It is a hugely positive step forward in our journey to bring together two iconic media and entertainment companies and create a true champion for Africa. I’m excited about the potential this transaction unlocks for all stakeholders, notably South African consumers, creative businesses and the nation’s sporting ecosystem. The combined Group will benefit from enhanced scale, greater exposure to high-growth markets and the ability to deliver meaningful synergies.”

Calvo Mawela, CEO of MultiChoice Group said : “The announcement marks a significant milestone and is a major step forward for both companies. It reflects the strength of our strategic vision and our ongoing commitment to continue uplifting the communities where we operate. We look forward to executing the remaining processes required to complete the transaction and to start building something extraordinary : a global media and entertainment company with Africa at its heart.”

The Parties will now undertake the process needed to implement the structure as previously announced on SENS on 4 February 2025, which meets the requirements of all applicable laws, including the restrictions on foreign ownership and control of South African broadcasting licences contained in the Electronic Communications Act, 2005. The structure includes MultiChoice (Pty) Ltd (“Licence Co”), the entity which contracts with South African subscribers, being carved out of the MultiChoice Group and becoming an independent entity, majority owned and controlled by HDPs.

RESPONSIBILITY STATEMENTS

The Independent Board of MultiChoice accepts responsibility for the information contained in this announcement, to the extent that it relates to MultiChoice, and confirms that, to the best of its knowledge and belief, such information relating to MultiChoice is true and that this announcement does not omit anything likely to affect the importance of such information.

The directors of CANAL+ accept responsibility for the information contained in this announcement, to the extent that it relates to CANAL+, and confirm that, to the best of their knowledge and belief, such information relating to CANAL+ is true and that this announcement does not omit anything likely to affect the importance of such information.

Randburg
23 July 2025

JSE Sponsor to MultiChoice Merchantec Capital
CANAL+ enquiries : Alima Levy (Investor Relations) ir@canal-plus.com

Timothy Schultz (Brunswick Group) tschultz@brunswick.co.za / +27 (0) 11 502 7300

Jack Walker (Brunswick Group) jwalker@brunswickgroup.com / +27 (0) 11 502 7300

Diana Munro (Brunswick Group) dmunro@brunswick.co.za / +27 (0) 11 502 7300

South African Legal Advisors to CANAL+ Bowmans

International Legal Advisors to CANAL+ Bryan Cave Leighton Paisner LLP

Joint Financial Advisors to CANAL+ BofA Securities and J.P. Morgan

Strategic Communications Advisors to CANAL+ Brunswick Group

La Newsroom de CANAL+

En savoir +