|Type||Public (TSX: ACM.A, ACM.B)|
|Founded||August 31, 1961|
|Key people||Ian Greenberg
(President, CEO & co-founder)
|Revenue||$1.6. billion (2012)|
|Net income||$231.1 million (2012)|
Astral Media (branded simply as Astral since 2010) is a Canadian media corporation. It is Canada's largest radio broadcaster (by number of stations) with 84 radio stations in eight provinces, and is a major player in premium and specialty television in Canada, including The Movie Network, Super Écran, Family, Teletoon, Canal D, Canal Vie, VRAK.TV, Séries+, Ztélé and more. Astral Media also owns numerous billboards for outdoor advertising through its Astral Media Outdoor division, and is a major competitor to CBS Outdoor.
The company was also subject to a $3.38 billion dollar takeover bid by Bell Canada, but was blocked by the Canadian Radio-Television and Telecommunications Commission in October 2012, due to concerns over combined market power. A second takeover attempt was approved by the Competition Bureau on March 4, 2013 (with a revised application currently pending before the CRTC), with Bell planning to sell certain Astral-owned television and radio properties to allay regulatory concerns that derailed the prior merger attempt.
Astral Media's roots lie with Angreen Photo, a Canadian company founded in 1961. It was created when Montreal's Greenberg brothers, led by Harold Greenberg, founded it to operate the photography concession in Miracle Mart, a department store chain. Its acquisition in 1967 of rights at the Montreal Expo eventually grew into a 125-store chain, Astral Photo, the remnants of which are now owned by the Black's Photography chain. The store grew quickly into motion picture processing after acquiring the Pathé-Humphries motion picture lab. The name was changed to Astral Bellevue Pathé and later to AstralTech. The Astral Photo name disappeared when its Quebec stores became Black's.
Astral, in its present day form, was constituted in 1973 under the name Astral Bellevue Pathé Limited. Astral Media eventually undertook videocassette duplication and video wholesaling. Astral Media also produced or executive produced over 100 feature films and television programs and television miniseries.
In 1983, the Greenbergs acquired complete control of two pay television networks, First Choice (now known as The Movie Network) and Premier Choix TVEC (now Super Écran), at which point Astral ceased to be directly involved in film and program production. The company would later expand its television operations by launching new specialty networks. Later, it also became involved with the home video market, lasting from the mid-1980s until at least 1996. In February 2000, Astral Communications changed its name to Astral Media.
In recent years, Astral Media has expanded into radio, beginning with the 2000 acquisition of Radiomutuel, and the 2002 purchase of most of the radio assets of Telemedia, although those companies' joint AM radio network Radiomedia was ultimately sold to Corus Entertainment for competitive reasons. Radiomutuel also owned a controlling share of outdoor advertising firm Omni Outdoor (now the wholly owned division Astral Media Outdoor), as well as several French-language specialty channels such as Canal Vie, Ztélé, Séries+, VRAK.TV, and 50% stakes in MusiquePlus and MusiMax (then co-owned with CHUM Limited).
On February 23, 2007, Astral Media announced that it had signed a letter of intent and had entered into exclusive negotiations regarding the acquisition of "substantially all of the assets" of Standard Radio. A formal agreement was later announced, with the proposed transaction being approved by the CRTC on September 28, and completed on October 29 of the same year. The transaction gave Astral Media a significant foothold in English-language radio.
In May 2010, Astral Media remodeled its image with the introduction of a new logo. The company now trades simply as "Astral" and all references to the "Media" part were removed from the logo and airwaves. However, the company's official name remains Astral Media. Following this change, Astral relocated its headquarters to a building that was renamed after itself.
Proposed acquisition by Bell Media
On March 16, 2012, Astral Media announced that it accepted an estimated $3.38 billion takeover bid by Bell Canada to merge with the company's Bell Media division. Bell's motivations for the merger primarily centered on achieving greater access to Astral Media's "premium" content (such as that provided by The Movie Network and HBO Canada) for its multi-platform services—which could be used to compete against other foreign services such as Netflix (which are not regulated by the CRTC). Additionally, Bell wished to increase its prominence in French media through its ownership of Astral Media's French radio stations and television channels, hoping to compete with the dominant Quebecor Media. The merger would have given Bell control of 42% of the country's English-language broadcasters, and 33% of its French-language broadcasters. Astral Media shareholders approved the acquisition of all of its issued and outstanding shares by Bell Media on May 24, 2012; the acquisition of Astral Media's issued and outstanding shares by Bell received approval by the Quebec Superior Court during a hearing on May 25, 2012. The deal was subject to regulatory approval by both the CRTC and the Competition Bureau; if approved, Bell would have had to divest radio stations in certain markets (such as Toronto and Vancouver) to comply with the CRTC's ownership limits.
Opposition and rejection
The Bell/Astral merger was notably opposed by several competing media companies. Cogeco, Vidéotron, and Eastlink formed a coalition and awareness campaign known as "Say No To Bell" in August 2012 to publicize their concerns surrounding the deal. The companies believed that the merger could financially cripple smaller cable companies due to increased carriage rates, and that Bell's control of a majority of Canadian media would harm consumer choice. During the CRTC's hearing, the Canadian Broadcasting Corporation also believed that Bell's plans to launch a French-language news channel (which would compete with its own Réseau de l'information) funded using its mandatory tangible benefits was "self-serving and unprecedented." In September 2012, the Competition Bureau stated that it was becoming "increasingly concerned" about the implications of the merger, and warned that it could oppose the deal even if it were to be approved by the CRTC.
On October 18, 2012, the CRTC announced that it had rejected BCE's proposal to acquire Astral Media. The commission cited that their combined market power could "threaten the availability of diverse programming for Canadians and endanger the ability of distribution undertakings to deliver programming at affordable rates and on reasonable terms on multiple platforms", and also stated that allowing the merger would have required the implementation of "extensive and intrusive safeguards" across the entire broadcasting industry. The CRTC also felt that Bell did not adequately demonstrate how having most of Canada's French-language media be owned by two vertically integrated companies would improve competition, and how being bigger would allow it to compete against foreign services.
Following the rejection of the deal by the CRTC, Bell Canada CEO George A. Cope asserted that calling the merger dead was "premature", since the formal merger agreement between Bell and Astral does not expire until December 16, 2012, and either company can extend it to January 15, 2013. Bell attempted to ask the Cabinet to overturn the CRTC's decision, but was told that they did not have the ability to do so. Bell also reportedly considered going to the Federal Court of Appeal, or restructuring the deal to selectively sell Astral assets to competing companies. Rogers Media expressed interest in acquiring some of Astral's channels if such a sale were to occur. On November 16, 2012, Astral confirmed that it was in talks with Bell to negotiate a new offer, which would involve the sale of the majority of its English-language television channels to third-parties.
On March 4, 2013, the Competition Bureau approved BCE's new proposal to acquire Astral Media, subject to restrictions preventing Bell from imposing restrictive bundling requirements on any provider seeking to carry The Movie Network or Super Écran (which are among the eight channels that will be acquired by Bell through the merger), and requires that Bell divest itself of several television channels and radio stations. Regardless, the deal will still be subject to CRTC approval; Bell filed a new application for the proposed takeover on March 6, 2013. Unlike the previous deal, which would have given Bell a 42% share of the English-language television market, the new deal would only give Bell a total market share of 35.7%, but still increase its French-language market share to 23% (in comparison to 8% before). On March 18, 2013, the Competition Bureau cleared a proposed deal to sell Astral's stakes in several channels to Corus Entertainment in preparation for regulatory approval.
Prior to the start of the hearings in a speech to the Academy of Canadian Cinema and Television, Bell Media's president Kevin Crull detailed plans to invest in French-language productions and maintain a distinct operation in Montreal devoted to its French-language outlets. Despite being a part of the opposition to the merger, Crull also praised Québecor Média's role in using its own vertical integration strategy to help promote Francophone talent, and revealed his intention to try and emulate the "star system" Québecor had developed to help promote talent in English Canada.
CRTC hearings on the new proposals began in May 2013. In response to public support and an assertion that it would have to sell or shut down the station without it, Bell proposed an exception to the ownership cap (similar to one that the CRTC granted Cogeco in its purchase of Corus Québec) that would allow it to keep CKGM, under the condition that Bell maintain the TSN Radio format on the station and provide $245,000 in funding for local amateur sports and scholarships in sports journalism over a seven-year period. Commissioner Suzanne Lamarre commented that Bell could sell another station instead, given most of the comments on Bell's petition only supported CKHM maintaining a sports radio format, and not Bell's purchase of Astral. In response, Bell's CEO George A. Cope commented that the company did not want to sell off profitable radio stations, and Astral CEO Jacques Parisien remarked that breaking up its Montreal cluster would have an impact on their operation.
Rogers called on the CRTC to require that Bell divest The Movie Network, claiming that Bell would make it harder and more expensive for competing service providers to access The Movie Network's content (especially on its own Anyplace TV and on-demand services) if Bell were to own the service. Bell disputed Rogers' claims, stating that the company already had a long-term deal with The Movie Network for access to its content, and noted that Rogers showed interest in purchasing the service if it were to be divested. Bell indicated that it would not go ahead with the deal if it were forced by the CRTC to sell additional media outlets. Rogers also showed interest in making a "reasonable offer" to purchase CKGM as a compliment to its recently-acquired CJNT-DT. Under Rogers ownership, CKGM would have kept its sports talk format, but as a Sportsnet Radio station instead of TSN Radio.
Following the approval of the new proposal by the Competition Bureau, Bell reached a tentative deal to sell several radio stations, along with Astral's stakes in Historia, Séries+, and the Teletoon networks, to Corus Entertainment for just over $400 million dollars. Bell will also divest Family, Disney Junior (both English and French), Disney XD, MusiMax and MusiquePlus in an "auction process".
On May 16, 2013, the Jim Pattison Group announced a deal to acquire three stations in Calgary and Winnipeg from Bell and Astral—CKCE-FM, CHIQ-FM, and CFQX, for an undisclosed amount. The deal will expand the company's operations in Calgary (where it is preparing to launch a new FM station), and give the company its first stations in Manitoba.
Current members of the board of directors of Astral Media are: Austin Beutel, Paul Bronfman, André Bureau (chairman), Jack Cockwell, George Cohon, Paul Godfrey, Stephen Greenberg, Ian Greenberg, Sidney Greenberg, Sidney Horn, Mila Mulroney, Timothy Price, Phyllis Yaffe and Monique Jérôme-Forget.
Assets owned by Astral Media
- Dawson Creek - CJDC
- Fort Nelson - CKRX
- Fort St. John - CHRX, CKNL
- Golden - CKGR
- Invermere - CKIR
- Kelowna - CHSU, CILK, CKFR
- Kitimat - CKTK
- Nelson - CKKC
- Osoyoos - CJOR
- Penticton - CJMG, CKOR
- Prince Rupert - CHTK
- Princeton - CIOR
- Revelstoke - CKCR
- Salmon Arm - CKXR
- Summerland - CHOR
- Terrace - CFTK, CJFW
- Trail - CJAT
- Vancouver - CKZZ, CHHR, CISL
- Vernon - CICF
- Hamilton - CHAM, CKLH, CKOC
- London - CIQM, CJBK, CJBX, CKSL
- Ottawa - CJOT, CKQB
- Pembroke - CHVR
- St. Catharines - CHRE, CHTZ, CKTB
- Toronto - CFRB, CHBM, CKFM
- CHIK-FM 98.9, Quebec City
- CIGB-FM 102.3, Trois-Rivières / Mauricie
- CIKI-FM 98.7, Rimouski
- CIMO-FM 106.1, Magog / Estrie
- CJAB-FM 94.5, Saguenay
- CJDM-FM 92.1, Drummondville
- CJMM-FM 99.1, Rouyn-Noranda
- CJMV-FM 102.7, Val-d'Or
- CKMF-FM 94.3, Montreal
- CKTF-FM 104.1, Gatineau / Outaouais
Rouge FM network
- CFIX-FM 96.9, Saguenay
- CFVM-FM 99.9, Amqui
- CHEY-FM 94.7, Trois-Rivières / Mauricie
- CHRD-FM 105.3, Drummondville
- CIMF-FM 94.9, Gatineau / Outaouais
- CITE-FM 107.3, Montreal
- CITE-FM-1 102.7, Sherbrooke / Estrie
- CITF-FM 107.5, Quebec City
- CJOI-FM 102.9, Rimouski
Boom FM network
Astral also programs two channels for broadcast on Sirius Canada:
- Rock Velours, based on the RockDétente format, airs on Sirius channel 88 (formerly 192)
- Énergie2, based on the Énergie format, airs on Sirius channel 89 (formerly 193).
In addition, Astral partnered with CHUM Limited in an application for a terrestrial digital subscription service which was also licensed by the CRTC at the same time as the satellite radio services. The license to launch that service expired on June 16, 2007.
Over-the-air television stations
Specialty & pay television (English)
- Cartoon Network (50/50 joint venture with Corus Entertainment)
- Disney XD
- Disney Junior (multiplex)
- The Movie Network - 4 multiplex channels
- The Movie Network Encore - 1 multiplex channel
- Teletoon (50/50 joint venture with Corus Entertainment)
- Teletoon Retro (50/50 joint venture with Corus Entertainment)
Specialty & pay television (French)
- Canal D
- Canal Vie
- Disney Junior
- Historia (50%)
- Séries+ (50%)
- Super Écran - 3 multiplex channels
- Télétoon (French) (50/50 joint venture with Corus Entertainment)
- Télétoon Rétro (French) (50/50 joint venture with Corus Entertainment)
- Viewers Choice (50.1%)
- "Bell moves closer to Astral with sale of TV assets". The Globe and Mail. Retrieved 5 March 2013.
- Astral Media Inc. at the Canadian Communications Foundation website
- Astral Media announces signature of letter of intent to acquire Standard Radio
- "CRTC kills BCE-Astral merger deal". The Globe and Mail. Retrieved 18 October 2012.
- Astral Shareholders Approve Acquisition by BCE, Broadcaster Magazine, May 24, 2012.
- Astral Receives Final Court Approval for Acquisition by BCE, Broadcaster Magazine, May 25, 2012.
- Sturgeon, Jamie. "Bell snaps up Astral Media for $3.38-billion". Financial Post. Retrieved 29 April 2012.
- Johnson, Julia. "Cable company opposition to Bell’s Astral purchase heats up". Financial Post. Retrieved 19 September 2012.
- "CBC challenges BCE-Astral deal". The Globe and Mail. Retrieved 2 October 2012.
- "Competition Bureau flags Bell-Astral deal". The Globe and Mail. Retrieved 19 September 2012.
- "Broadcasting Decision CRTC 2012-574". CRTC. Retrieved 18 October 2012.
- "With Astral deal on ropes, BCE keeps its options open". The Globe and Mail. Retrieved 3 November 2012.
- "As Astral posts gains, Greenberg looks to rescue BCE deal". The Globe and Mail. Retrieved 3 November 2012.
- "Astral confirms talks with BCE to resurrect takeover deal". The Globe and Mail. Retrieved 17 November 2012.
- Astral and Bell Comment on New Acquisition Application to CRTC, Broadcaster Magazine, March 6, 2013.
- "Competition Bureau OK's BCE-Astral deal, with conditions". CBC News. Retrieved 5 March 2013.
- "Competition Bureau clears Corus acquisition of Astral assets". The Globe and Mail. Canadian Press. Retrieved 20 March 2013.
- "Bell wants to duplicate Quebec’s star system in English Canada". Montreal Gazette. Retrieved 8 May 2013.
- "Bell resistant to CRTC's TSN 690 proposal". Montreal Gazette. Retrieved 8 May 2013.
- "Rogers seeks order that Bell sell Movie Network if Astral takeover is allowed". Canadian Press. Retrieved 8 May 2013.
- "Bell won't sell more of Astral's assets to win OK for merger". Canadian Press. Retrieved 22 May 2013.
- "Rogers tells CRTC it is willing to buy TSN 690". The Gazette. Retrieved 11 June 2013.
- "Pattison group looks to buy castoffs from Bell Astral deal". The Vancouver Sun. Retrieved 22 May 2013.