The Competition Tribunal of South Africa (Tribunal) last week conditionally approved the proposed merger between French media group, Groupe Canal+ SAS (Canal+) and South African pay-TV operator, MultiChoice Group Limited (MultiChoice Group).
This merger will give birth to the takeover of one of Africa’s largest pay TV and broadcast company. MultiChoice Group operates in South Africa and across Sub-Saharan Africa. Its subsidiaries include DStv, Showmax, SuperSport and other media assets. Multichoice Group submitted that it is faced, inter alia,with intensifying competition in the global streaming market and mounting financial pressure as a result.
Canal+ is part of a global media group with operations including content production, advertising, video game development and publishing.In South Africa, its activities involve supplying audiovisual content, including to MultiChoice Group. Canal+ had previously acquired just more than a 45% stake in MultiChoice Group. Last year it offered to buy out the remaining shares.
This transaction involves the proposed acquisition by Canal+ of up to 100% of the issued ordinary shares of MultiChoice Group that are not already owned by Canal+ (excluding treasury shares) by way of a mandatory offer made in terms of the South Africa’s Companies Act 71 of 2008 (as amended) to holders of these remaining shares.
Canal+ and MultiChoice Group asked the Tribunal for urgent hearing proceedings, which the Tribunal could accommodate as no third party objected to the merger. The hearing took place on 17 and 18 July 2025 and the Tribunal issued its order on 22 July 2025.
The Tribunal’s decision followed a merger hearing during which oral submissions were made by: the Competition Commission (Commission); the merger parties; the Department of Trade, Industry and Competition; Media Monitoring Africa (a non-profit organisation for ethical and fair journalism); and Pambili Media (a film and creative agency specialising in cinematic storytelling).The South Africa Broadcasting Corporation (SABC) also intended to participate but, prior to the hearing, informed the Tribunal of its decision to withdraw.It confirmed that it did not oppose the proposed merger.
The Commission recommended that the merger be approved, subject to a package of conditions that the merger parties agreed to. These conditions were enhanced by the Commission and merger parties following the Tribunal hearing where the Tribunal asked questions and recommended certain changes to, and enhancements of, the conditions to ensure: (i) their enforceability; and (ii) monitorability. The implementation of the conditions will be subject to reporting and monitoring mechanisms.
Some of the Conditions
Canal+, Multichoice Group Limited and MultiChoice (Pty) Ltd (“LicenceCo”) will not retrench any employees in South Africa as a result of the merger for a period of three years from the merger’s implementation date. They also undertake that there will be no adverse effects on the terms and conditions of employment of employees of Canal+, MultiChoice Group Limited and LicenceCo in South Africa as a result of the merger.
LicenceCo will be carved out before the merger’s implementation and will not form part of the transaction. LicenceCo is a subsidiary of Multichoice Group which holds its broadcasting licence and carries out its broadcasting services.MultiChoice Group’s broadcasting activities are carried out by LicenceCo, which holds a commercial subscription television broadcasting services licence in South Africa. Before the proposed merger is implemented, LicenceCo will be separated from MultiChoice Group and will not be acquired by Canal+. This separation (“carve out”) is required to comply with section 64 of the Electronic Communications Act 36 of 2005, which prohibits foreign entities from controlling broadcasting services in South Africa.
Both MultiChoice Group and LicenceCo will remain incorporated and headquartered in South Africa. Subject to regulatory approvals,
Source: Competitions Tribunal of South Africa
