Blackstar makes offer for Times Media Group

Johannesburg - Times Media Group (TMG) announced on Monday that it has appointed an independent board to consider an offer from investment company Blackstar to acquire its entire ordinary issued share capital.

Blackstar currently owns 32.5% of TMG shares and intends to acquire the remaining 67.5% under the proposed scheme of arrangement.

TMG would then become a wholly owned subsidiary of Blackstar. Blackstar and Times Media CEO Andrew Bonamour said the move demonstrated the investment company’s commitment to the media group.

“We have huge belief that TMG is heading into a very profitable future with a great mix of high quality legacy print media and new ventures in the broadcasting and digital spaces across the continent, and we are backing that belief with this investment,” said Bonamour.

The proposal has a maximum cash consideration of R500m which he said would allow TMG “to achieve greater synergies, realise significant opportunities and ultimately to return the value created to shareholders”.

He said it would have no immediate effect on existing management structures or operations.

Blackstar took effective control of Avusa – since renamed Times Media Group – in 2012 and Bonamour became CEO of TMG in January 2013.

Times Media publishes the Sunday Times, as well as Business Day, Financial Mail, the Sowetan, The Times, Daily Dispatch and The Herald and owns the Times LIVE online network.

Over the past 18 months TMG has added South African radio assets in Vuma FM and Rise FM to its portfolio and made significant investment into various Ghana-based TV and radio stations.

The group also purchased the remaining 50% of BDFM last year, re-launched Summit TV as Business Day TV and has just launched the Vidi video-on-demand service.

Blackstar, Tiso and Kagiso

Blackstar and Tiso have entered into an agreement in terms of which Tiso shall reverse its 22.9% interest in Kagiso Tiso Holdings (KTH) to Blackstar in exchange for new shares in Blackstar and cash with an aggregate value in excess of R2bn.

This will result in Tiso holding a major interest in the combined group.

"The Tiso transaction represents the first major step in what is expected to result in the creation of a significantly enlarged investment vehicle housing the combined interests of Tiso and Blackstar," Tiso said in a statement.

Tiso Blackstar intends to migrate its listing to the main boards of the LSE and JSE.

Tiso Blackstar’s CEO will be Andrew Bonamour, Blackstar’s founder. Bonamour will be partnering with David Adomakoh and Nkululeko Sowazi who will assume active roles in Tiso Blackstar’s management through key chairmanship roles within the Tiso Blackstar Group.

Adomakoh will become chairman of Tiso Blackstar and Sowazi will serve as a non-executive director of Tiso Blackstar and become chairman of Tiso Blackstar South Africa.

Tiso Blackstar’s senior leadership, comprising Bonamour, Adomakoh and Sowazi, shall be supported by the existing team of investment professionals. Sowazi and Adomakoh will continue to serve on the board of KTH in their current capacities.