ASX waiver in respect of proposed merger between SCA and SWM
| Stock | Southern Cross Media Group Ltd (SXL.ASX) |
|---|---|
| Release Time | 17 Oct 2025, 9:01 a.m. |
| Price Sensitive | Yes |
ASX waiver for proposed SCA-SWM merger
- ASX grants waiver of Listing Rule 10.1 to allow SCA to acquire SWM shares held by substantial shareholder Spheria
- ASX confirms it will not require SCA to seek shareholder approval or re-comply with admission/quotation requirements under Listing Rule 11.1
- Transaction is acquisition of one listed entity by another, not a 'back door listing'
Southern Cross Media Group Limited (SCA) has confirmed that the Australian Securities Exchange (ASX) has provided waivers and confirmations under the ASX Listing Rules in connection with its proposed merger with Seven West Media Limited (SWM). The key points are:ASX Listing Rule 10.1: ASX has granted a waiver to allow SCA to acquire the SWM shares in which Spheria Asset Management (a substantial shareholder of SCA) has a relevant interest, without requiring the approval of SCA shareholders. This is on the basis that the acquisition will be on the same terms as all other SWM shareholders, and Spheria does not have any representatives or nominee directors on the boards of SCA or SWM.ASX Listing Rule 11.1: ASX has confirmed that it will not require SCA to seek shareholder approval or re-comply with the admission and quotation requirements under this rule. This is because the transaction is the acquisition of one listed entity by another, and does not result in a fundamental change in the nature of SCA's main undertaking.The announcement states that the transaction is not a 'back door listing' and that SCA and SWM are both diversified media businesses focused on the development and delivery of content and advertising across broadcasting, publishing and digital platforms.