Bid to unravel Naspers control
Print and publishing group Caxton is applying to intervene in the Competition Tribunal’s hearing into the unbundling of Novus Holdings by Naspers in the hope that it can force the release of more details of Naspers’ complex control structure.
Print and publishing group Caxton is applying to intervene in the Competition Tribunal’s hearing on the unbundling of Novus Holdings by Naspers in the hope of forcing the release of more details of Naspers’ complex control structure.
On Wednesday, Caxton will tell the tribunal it has a material and substantial interest in the proposed unbundling and should be granted intervention status. Caxton has said that if it is allowed to intervene, it will ask for Naspers chairman Koos Bekker to be called to provide evidence on the group’s control structure. Caxton also wants to provide input on the effect of the exclusive contracts between Naspers subsidiary Media24 and Novus on the South African printing market.
The move by Caxton is the latest development in a threeyear saga. It began in 2014 when Lambert Retief, former CEO of Novus — known at the time as Paarl Media — announced he wanted to sell his 20% stake and retire. Media24 held the other 80% and was the obvious buyer. But what looked like a straightforward deal was complicated by the fact that Retief was deemed to have joint control. This meant the proposed sale to Media24 would be a change of control from joint to sole control and needed Competition Commission approval.
Caxton applied for and was granted intervention status at that stage. It called for so much detail on Naspers control structure that the merging parties dropped the deal and turned instead to a listing to generate the proceeds for Retief.
Caxton then successfully argued before the Competition Appeal Court that the listing also represented a change of control and had to be approved by the competition authorities.
The authorities granted approval but said Media24 had to reduce its stake from 66% to below 19%. Caxton is now seeking to intervene in the consequent unbundling plan.