Freshfields is advising ITV on the up to £1.6bn sale of its broadcasting and streaming business to Sky UK, counselled by HSF Kramer.
The deal is one of the biggest takeovers in British media history and will create a major competitor to the global streaming giants, the two companies said.
Sky, which is owned by the US telecoms giant Comcast, will initially pay £1.2bn in cash for ITV’s media and entertainment business, which includes its ITVX streaming platform and its free-to-air TV channels in the UK.
It has also agreed to pay up to £200m in an earn-out agreement depending on the unit's advertising performance in the 2027 financial year and to sell its Love Productions business, maker of The Great British Bake Off, to ITV for £200m.
Freshfields' team is led by London corporate partners Piers Prichard Jones and Kate Cooper alongside senior associate Toby Halford.
Meanwhile, the HSF Kramer team acting for longtime client Sky is led from London by M&A partner Mark Bardell, TMT partner Hayley Brady and competition partners Stephen Wisking, André Pretorius and Vassilena Karadakova.
Freshfields and legacy HSF were involved when Comcast acquired Sky in 2018 for £30.2bn, ending a year-long bidding war for the broadcaster that saw it acquire full control through a dramatic, rare blind auction mandated by the UK Takeover Panel. Freshfields acted for Comcast alongside Davis Polk & Wardwell, while HSF advised Sky on the deal.
Davis Polk also announced earlier this month that it had taken the lead role advising Comcast as it spins off Sky and NBCUniversal into a standalone public company.
Sky's ITV acquisition does not include ITV Studios, which makes popular programmes like Love Island and I'm a Celebrity... Get Me Out of Here.
ITV Studios will become a “pure-play global content business” with its shares listed on the London Stock Exchange following the sale. Sky has also agreed to spend £2.1bn on content from ITV Studios over a five-year period, which it said would support British programming, production and creative jobs across the UK.
Sky Group CEO, Dana Strong, called the deal a "defining moment" for British media.
"Bringing Sky and ITV Media & Entertainment together combines the best of free-to-air television, pay TV and streaming, ensuring viewers across the UK continue to enjoy outstanding British programming in a rapidly changing world," Strong said. “ITV will remain a public service broadcaster at the heart of British life, and we’re excited about the future we can build together.”
The deal will likely attract scrutiny from the UK’s Competition and Markets Authority and the telecoms regulator, Ofcom, and is expected to be completed in the second half of 2027.
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