The Independent Communications Authority of South Africa (Icasa) has published an application to transfer the control of Orbicom’s electronic communication and radio frequency spectrum licences to Canal+.
Orbicom is DStv owner MultiChoice’s signal distributor, and the move is a crucial step to progressing French media giant Canal+’s takeover of the company.
According to the regulator, Orbicom submitted applications on 28 November 2024 to transfer control of its Electronic Communications Service (I-ECS), Individual Electronic Communications Network Services (I-ECNS), and Radio Frequency Spectrum licences to Canal+.
Icasa will evaluate the licence control transfer based on the following criteria:
promotion of competition in the ICT sector;
interests of consumers; and,
equity ownership by Historically Disadvantaged Persons (HDPs).
However, it noted Orbicom’s submission that HDPs hold 40% of Groupe Canal+’s shareholding.
“Any interested party is invited to lodge written representations to the application within fourteen (14) working days from the publication of this notice in the Government Gazette,” said Icasa.
For reference, the watchdog published the notice on Tuesday, 18 March 2025, giving interested persons until Monday, 7 April, to submit their written representations.
This latest move comes after Canal+ offered to acquire MultiChoice when it triggered South Africa’s mandatory offer threshold of 35% ownership.
The French media had gradually but steadily bought up MultiChoice shares on the open market since October 2020 before it hit the threshold in early 2024.
Canal+ offered R125 per share following a reprimand from the Takeover Regulation Panel (TRP) and some back-and-forth with MultiChoice. The offer valued the company at more than R55 billion.
The deal will cost Canal+ over R30 billion in cash, and it has continued buying MultiChoice shares while its offer is under consideration.
The TRP’s latest report on Canal+’s shareholding was in May 2024, revealing a 45.2% shareholding.
While the French media giant was legally mandated to offer to acquire Multichoice, the deal must still overcome several regulatory hurdles.
This includes securing approvals from the Financial Surveillance Department, the JSE, TRP, and Icasa.
ICT policy legal expert Lisa Thornton mentioned that the deal’s success will depend on its structure.
The companies must find a way to continue limiting Canal+’s voting rights to 20% — a requirement for broadcasting licences under the Electronic Communications Act.
It will also have to meet Broad-based Black Economic Empowerment (BBBEE) rules set out by Icasa, which stipulate that licensees must be 30% owned by HDPs.
To comply, MultiChoice will be carved out as an independent entity, dubbed LicenceCo, to hold South African operating licences.
LicenceCo will also contract with MultiChoice’s South African subscribers, and the remainder of the group’s video entertainment assets will remain with the MultiChoice Group.
MultiChoice Group’s shareholding in LicenceCo will ultimately give it a 49% economic interest and 20% share of voting rights.
“MultiChoice Group will retain its existing 75% direct interest in MultiChoice South Africa, which will exclude LicenceCo. Phuthuma Nathi will similarly retain its existing 25% interest in MultiChoice South Africa,” the companies explained.
“LicenceCo will enter into various commercial agreements with MultiChoice Group subsidiaries in relation to the services currently provided to LicenceCo by other MultiChoice Group entities.”
“These relate to, among other things, the provision of content, technology, subscriber management and support and other functions,” they said.
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