Fairfax shareholders endorse Nine merger

[Glasgow]

Fairfax shareholders have voted to turn the page on the publisher's 177-year-old history as an independent entity, approving the merger with Nine Entertainment.

Fairfax Media now has less than three weeks left a standalone operation after nearly 90 per cent of votes were cast in favour of the $4 billion merger that will lead to the disappearance of arguably the most famous name in Australian media history.

Fairfax chairman Nick Falloon said the combination is expected to be complete on December 7, leaving the new company - called Nine - to begin operations on December 10.

Former Domain chief executive Antony Catalano, who failed in an 11th-hour attempt to derail the merger with an offer that Fairfax said did not merit consideration, is reportedly considering a court challenge to block the deal.

But the merger, which has already been approved by the competition watchdog, is scheduled to go before the Federal Court for final approval on November 27.

"The proposed merger of Fairfax and Nine has received overwhelming support from shareholders," Mr Falloon told the Fairfax annual general meeting, which immediately followed the vote.

Votes representing 88.6 per cent of the company were cast in favour of the merger.

The merger will leave Australia with four major media players instead of five, with Nine adding newspapers such as The Age, The Australian Financial Review and The Sydney Morning Herald to its free-to-air TV network.

The deal also gives the new business Fairfax's majority stake in Domain, streaming service Stan, and a 54.5 per cent stake in the Macquarie Media radio network.

Federal opposition leader Bill Shorten was among those to voice concerns over the effect of further concentrating media power in fewer hands, but Mr Falloon said the Fairfax board had unanimously recommended the merger in the belief it represented the best chance of preserving independence.

"Globally, print has been under a challenge," Mr Falloon told Monday's meeting.

"This board, in considering this merger, considered the value to shareholders, and the social value, of continuing strong independent journalism into the future."

Mr Catalano, the former boss of majority Fairfax-owned real estate site Domain, had asked in a letter on the eve of the shareholder meeting for the vote to be adjourned for two weeks so his late proposal could be heard.

Mr Catalano wanted to block the merger and preserve the Fairfax name by buying up to 19.9 per cent of the firm, but failed to make his offer sufficiently sweet.

"The letter contains no actual proposal that could be considered by Fairfax shareholders as an alternative to the proposed scheme of arrangement with Nine," Fairfax said in a statement to the ASX.

"The letter from Mr Catalano does not constitute a superior proposal under the terms of the scheme implementation agreement between Fairfax and Nine."