Shareholders of Macquarie Radio Network have overwhelmingly approved of its merger with Fairfax Radio Network, in an extraordinary general meeting held this morning. The merger is scheduled to occur on 31 March 2015.
This is the final step of approval, after the ACCC approved of the merger in February.
MRN will acquire 100% of the share capital of FRN in exchange for the issuance of new MRN ordinary shares to Fairfax and an equalising cash payment of approximately $18 million based on the net debt positions of FRN and MRN at completion. On completion of the transaction, existing MRN shareholders will hold 45.5%, and Fairfax will hold the remaining 54.5% of the fully diluted MRN ordinary shares on issue.
The proposed ‘merger of equals’ brings together Australia’s leading news-talk radio operations which occupy number one overall ratings’ positions in Sydney (MRN’S 2GB) and Melbourne (Fairfax’s 3AW).
The joint venture will also consolidate the operations of an additional five radio stations across Australia: 2UE (Sydney), Magic 1278 (Melbourne), 4BC (Brisbane), Magic 882 (Brisbane) and 6PR (Perth).
Russell Tate, currently Executive Chairman and CEO of MRN, will head the merged operations as Executive Chairman for an interim 12 months supported by Adam Lang, currently FRN’s Managing Director, who will be appointed Chief Operating Officer.
Fairfax nominated two of its Directors, Greg Hywood and James Millar for appointment to the Board of MRN, this morning.
This means the Board of the enlarged MRN will comprise of Jack Singleton, Russell Tate, Greg Hywood, James Millar and one currently undetermined Independent Director.
