Takeovers Panel Eases ARN Media Voting Limits on Southern Cross Shares

Background to the Panel Orders

Southern Cross Media Group Limited (ASX – SXL), a major player in Australia’s broadcasting and digital audio space, has announced a significant update regarding the regulatory restrictions on ARN Media’s (ASX – A1N) shareholding. The Takeovers Panel, which oversees fair conduct in takeover bids and substantial shareholdings, has varied its previous orders that limited ARN’s voting rights over its 16.38 million shares, representing 6.83% of Southern Cross’s issued capital.

Details of the Variation and Its Implications

The revised orders impose a phased easing of restrictions, allowing ARN to regain voting rights on 3% of Southern Cross’s issued capital every six months starting from 1 July 2025. Until then, ARN remains largely constrained in exercising voting power over these shares, particularly concerning resolutions linked to section 203D notices issued by Southern Cross in May 2025. This means ARN’s ability to influence key corporate decisions, even if supportive, is curtailed.

Importantly, this development qualifies the previously announced statement of shareholder support for these resolutions, which had included ARN’s shares. However, the voting intentions of other major shareholders such as Thorney Investment Group, Spheria Asset Management, and Ubique Asset Management remain unaffected and continue to oppose the resolutions.

Strategic and Market Context

Southern Cross has expressed satisfaction that the regulatory proceedings have been resolved, allowing the company to concentrate on its strategic priorities, notably its 'All About Audio' initiative. This strategy aims to leverage Southern Cross’s extensive radio networks and digital audio platforms like LiSTNR to capture growing audience engagement and advertising revenue in a competitive media landscape.

From a governance perspective, the Panel’s orders ensure a balanced approach; preventing ARN from exerting disproportionate influence while allowing a gradual restoration of voting rights. This measured easing could influence Southern Cross’s shareholder dynamics and boardroom decisions over the coming year.

Looking Ahead

Investors and analysts will be watching closely how ARN exercises its voting rights as restrictions lift incrementally. The upcoming Southern Cross AGM, expected before 30 November 2025, will be a critical event to observe shareholder alignments and the impact of these regulatory changes on corporate control and strategy execution.