RELEASE: NOTIFICATION OF THE PROPOSED ACQUISITION OF MULTICHOICE GROUP LIMITED BY GROUPE CANAL+ SAS

Published On - April 26, 2025

Konan Koffi Ongoing Investigations

COMMUNICATION OF THE ECOWAS REGIONAL COMPETITION AUTHORITY ON THE PROPOSED ACQUISITION OF MULTICHOICE GROUP LIMITED BY GROUPE CANAL+ SAS

 

  1. Purpose of the Notification

This notification is submitted pursuant to the merger control regulations of the ECOWAS Regional Competition Authority (ERCA), in relation to the proposed acquisition by Groupe Canal+ SAS (“Canal+”) of up to 100% of the issued ordinary shares of MultiChoice Group Limited (“MCG”).

The proposed transaction, involving companies operating in the regional market, is therefore subject to notification to ERCA for prior authorisation, in accordance with Article 2(1)(a) of Regulation C/REG.23/12/21 on the rules of procedural for mergers and acquisitions within ECOWAS and the Enabling Rule PC/REX.1/01/24 concerning merger thresholds and thresholds for dominant and monopolistic positions.

  1. Description of the Parties to the Transaction
  • Acquiring Party: Groupe Canal+ SAS (“Canal+”)

Canal+ is a French multimedia conglomerate active in the audio-visual (AV) industry through a range of retail and wholesale subsidiaries in Europe, Africa, and Asia. Its AV offerings are predominantly French-language services delivered via direct-to-home (DTH) satellite and over-the-top (OTT) platforms under its flagship myCANAL brand. In the ECOWAS region, Canal+ operates various subsidiaries that provide AV services, media advertising, content production, and cinema exhibition. Canal+ is indirectly controlled by Bolloré SE.

  • Target Party: MultiChoice Group Limited (“MCG”)

MCG is a JSE-listed South African company providing English-language AV services to consumers across 50 countries in Sub-Saharan Africa, including all ECOWAS Member States. Its brands include DStv, GOtv, and Showmax, delivered via DTH, DTT, and OTT platforms. MCG also engages in advertising sales and limited AV content production.

  1. Nature and Scope of the Transaction

As of 31 January 2025, Canal+ held 45.2% of MCG’s issued shares, though MCG was not under any entity’s control. MCG owns and operates several entities within the ECOWAS region that support its AV broadcasting, content, and advertising operations.

The Proposed Transaction is a mandatory offer initiated under Section 123 of the South African Companies Act, allowing Canal+ to acquire all or a portion of the remaining MCG ordinary shares it does not already own. Upon successful implementation, Canal+ may hold up to 100% ownership, thereby gaining sole control of MCG.

Post-transaction, MCG may become a wholly owned subsidiary of Canal+, while the ownership and control of Canal+ will remain unchanged.

  1. Justification of the parties and Strategic and Economic Rationale

The parties argue that the proposed merger poses no competition concerns in the ECOWAS region, is economically and strategically necessary to face global and regional market pressures and would promote African content and development. In particular:

  • the merger aligns with Canal+’s ambition to build a globally integrated entertainment group, with Africa at its core. The combined entity would have global reach, strong local roots, and the ability to promote African content internationally.
  • the merger responds to increasing competition from global streaming platforms (e.g. Netflix, Amazon Prime, Disney+) and the rapid digitisation of the media and entertainment industry in Africa. Traditional broadcasters face financial strain due to macroeconomic instability, inflation, currency devaluation, and reduced consumer spending.
  • Canal+ and MCG have complementary language and geographic markets (Canal+ predominantly French-speaking, MCG English-speaking), allowing for broader and more efficient market coverage without significant overlap.
  • the combined group would be better positioned to:
  • Compete for high-value international AV content.
  • Invest in advanced technology and OTT (over-the-top) platforms.
  • Combat growing content piracy across Africa.
  • Support and grow local AV production capacity.
  • MCG is facing declining revenues due to shrinking linear TV subscriber bases, economic constraints on consumers, and growing competition. MCG has taken on debt to invest in diversification (e.g. Showmax, sports betting, fintech), but faces medium-term financial pressure. The merger is seen as crucial for its sustainability.
  1. Rights of Third Parties

Pursuant to Article 44(2)(a)(iv) of the ECOWAS Regional Competition Authority’s Investigation and Notification Manual, third parties are invited to submit their observations to ERCA within thirty (30) days following the publication of this communiqué.

These observations should be supported by any relevant documentation and submitted in a confidential envelope to the following postal address:

ECOWAS Regional Competition Authority

Bertil Harding, Bijilo, The Gambia

P.O. Box 4470

Or electronically to the following email addresses: registry@erca-arcc.org et info@erca-arcc.org.

 

ERCA