Seven and Nine cleared to acquire Ten's TXA shares

3 May 2018

The ACCC has today decided not to oppose Seven Network (a subsidiary of Seven West Media ASX: SWM), and Nine Network (a subsidiary of Nine Entertainment Co Holdings (ASX:NEC)) acquiring Network Ten’s stake in joint venture TX Australia (TXA).

TXA provides transmission services in Adelaide, Brisbane, Melbourne, Perth and Sydney. Transmission services are essential for television broadcasters to reach viewers and require access to transmission towers and electronic transmission equipment.

TXA and Broadcast Australia are the main providers of digital television (DTV) transmission services in metropolitan Adelaide, Brisbane, Melbourne, Perth and Sydney.

“The ACCC has carefully analysed the potential of this proposed acquisition to disrupt Ten’s access to transmission services and affect competition for television content or advertising,” ACCC Chairman Rod Sims said.

“After consulting industry players, we consider that Broadcast Australia, which currently provides transmission services to the ABC and SBS, is a viable alternative provider of transmission services for Ten. We therefore consider it unlikely that the acquisition would substantially lessen competition in the content or advertising markets,” Mr Sims said.

Further information is available at Seven & Nine - proposed acquisition of Ten's shares in TX Australia.  

Note for editors

TXA is a joint venture, currently owned equally by three free-to-air television networks, Seven, Nine and Ten. It was set up in 1999 to combine their transmission assets and upgrade their transmission infrastructure for digital television.

Under the TXA shareholders’ agreement, each shareholder has a pre-emptive right to purchase another shareholder’s shares in TXA, which may be triggered if that shareholder enters administration or receivership.

After administrators and receivers and managers were appointed to Ten in mid-2017, and TXA’s auditor determined the price for Ten’s shares in early 2018, Seven and Nine sought to acquire Ten’s shares in TXA under the shareholders’ agreement.

While Ten disputed that Seven and Nine are entitled to acquire its shares in TXA, on 1 May 2018 the Supreme Court of New South Wales held that TXA is required to register a transfer of Ten’s shares to Seven and Nine.

Background:

Seven is a multi-platform media company in Australia which operates a commercial free-to-air television network on the channels 7, 7Two, 7Flix and 7mate.

Nine is a publicly listed Australian media company which operates a commercial free-to-air television network on the channels 9, 9HD, 9Gem, 9Go! and 9Life.

Ten operates a commercial free-to-air television network in Australia on channels Ten, TenHD, Eleven and One. On 14 June 2017 an administrator was appointed to Ten and a number of its subsidiaries, and in November 2017 Ten was acquired by US television network CBS.

TXA owns, operates, manages, engineers, maintains and markets transmission and retransmission facilities and provides transmission services for a range of broadcasters in Adelaide, Brisbane, Melbourne, Perth and Sydney. TXA also markets its infrastructure facilities to access seekers. TXA operates from 67 sites.

Broadcast Australia was established as a result of the 1999 privatisation of the Australian National Transmission Network. It provides television and radio transmission services to the ABC and SBS (amongst others) from just under 500 sites nationwide. Broadcast Australia is part of the BAI Communications Group and is majority-owned by the Canada Pension Plan Investment Board.

Release number: 
77/18
ACCC Infocentre: 

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