Kroll Australia Pty Ltd, the Independent Expert called in, with the guidance of ASIC (The Australian Securities and Investments Commission), to assess the reasonableness of the proposed Seven West Media (SWM) and Southern Cross Austereo (SCA) merger, have declared that the scheme, ‘in the absence of a superior proposal‘, in the best interests of SCA shareholders. Kroll were employed by SCA, it was not in the best interests of ‘excluded shareholders’, that is those that hold an interest in both parties, and the merger ratio was deemed ‘fair’.

The full 120 page document can be read here: https://asx.api.markitdigital.com/asx-research/1.0/file/2924-03018558-3A680541?access_token=83ff96335c2d45a094df02a206a39ff4

It would appear that SCA have got all their ducks in a row after a positive market update and highly curated Q&A about the potential merger with Board Chairman Heith Mackay-Cruise (pictured) in the last month. All bar one duck, 11.3% stakeholders Sandon Capital Investment, who view the merger as a ‘nil-premium reverse takeover‘, that is SCA buying back TV assets they had only recently sold. The ACCC have gotten involved too around the flow on effects of substantially lessening competition in the market.

The Kroll report was not a legal requirement of SCA, nor are shareholders required to vote on the merger at all. The acquisition, while found to be fair independently, still has to be approved by Seven shareholders and regulators.

Seven West Media’s AGM is this Thursday, November 6, at 10:30am.

Jen Seyderhelm is a writer, editor and podcaster for Radioinfo.