SCA sharpens merger case with SWM as AGM reveals financial turnaround

They argued it is stronger, leaner and strategically primed for one of the biggest media combinations in years.

Southern Cross Austereo (SCA) has put the proposed merger with Seven West Media (SWM) at the heart of its future ambitions, using today’s AGM to argue the company is stronger, leaner and strategically primed for one of the biggest media combinations in years.

In a submission to the ASX lodged this morning, Chair Heith Mackay-Cruise and CEO John Kelly were quoted pitching a simple message to shareholders: the turnaround is real, LiSTNR is profitable, debt is down, and the merged entity would be a powerhouse across TV, audio and digital.

In the document, Mackay-Cruise said FY25 marked the company’s break-out year after years of operational reset, highlighting 5% revenue growth, 34.4% EBITDA uplift, and a $40 million reduction in net debt.

“FY25 has been a year where strategy and strong financial discipline have delivered tangible outcomes,” he was quoted as saying.

With LiSTNR now “EBITDA and cashflow positive” and digital revenue up 28.8%, he argued SCA had arrived at the merger discussions from a position of strength.

SWM CEO Jeff Howard and SCA’s John Kelly

SWM CEO Jeff Howard and SCA’s John Kelly

‘One of the largest and most impactful media activities’

The chair called the SWM deal “one of the largest and most impactful media activities in recent Australian corporate history,” outlining a combined operation with $1.8 billion in revenue and assets reaching 100% of the population.

Importantly, both companies dominate the 25–54 audience, giving advertisers a nationally unified solution across radio, TV, print and digital.

For SCA shareholders, the terms remain a strong selling point.

Though SWM contributes roughly 75% of revenue and 69% of EBITDA, SCA investors will hold 50.1% of the merged business. An independent expert report commissioned by SCA concluded the scheme is in shareholders’ best interests.

The stakes are also high.

Mackay-Cruise warned that a shareholder-requisitioned resolution aiming to restrict SCA from issuing more than 25% of its shares without investor approval “may result in the deal not proceeding,” urging shareholders to vote it down.

Momentum behind the merger: Q1 results reinforce the pitch

Kelly’s written address doubled down on the momentum narrative.

“FY25 was a year of delivery,” he was quoted as saying in the statement, pointing to $421.9 million in revenue and the reinstatement of a fully-franked dividend. But his Q1 update sharpened the merger case even further.

SCA posted 4.7% audio revenue growth, 29.8% metro radio share, an eye-catching 129% EBITDA uplift, and a 3.4% reduction in costs. LiSTNR continues to overperform the market, reaching a 49% digital audio revenue share, with 2.4 million signed-in users and year-on-year revenue up 29%.

Kelly said the company now has “renewed confidence, clear momentum, and a sharp focus on The Audience That Matters,” noting SCA has led the lucrative 25–54 demographic for 34 consecutive surveys.

Chair Heith Mackay-Cruise

Chair Heith Mackay-Cruise

Programming stability meets merger-era ambition

Kelly said SCA’s stable talent roster is a competitive advantage heading into 2026. While rival networks reshuffle, SCA will enter the year with both Hit and Triple M’s metro lineups “locked in and unchanged.”

Across Hit and Triple M, SCA reaches 9.9 million Australians weekly.

Regional dominance remains another pillar of the merger pitch: SCA connects with 70% of all commercial radio listeners outside the capitals – more than double its nearest competitor.

He pointed to LiSTNR’s growing slate –  including Life Uncut, The Imperfects, Hamish & Andy, Darling Shine and The Howie Games – as evidence of digital scale building in parallel with broadcast strength.

Clear priorities as the merger process unfolds

Kelly reaffirmed FY26 EBITDA guidance of $78–$83 million and set four priorities for the year ahead: grow audio revenue, maintain cost discipline, deepen advertiser integration, and continue investing in people, technology and culture.

The fundamentals, he said, were “strong: leading brands, growing audiences, a robust balance sheet, and a talented team that knows how to execute.”

In closing, Kelly described FY26 as “a year of evolution – one that positions SCA, and potentially the combined group, for long-term strength in an ever-changing media landscape.”

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