Deal

Uncertainty over ITV‘s future has been one of the dominant themes of 2025. Famed for launching Downton Abbey, the network has been courting sale interest for well over a year, but for all the industry chatter and press speculation, ITV’s silence has been stony. That all changed on Friday, when the UK broadcaster dropped a bombshell worthy of Love Island: a buyer has entered the villa.

In a 70-word statement, ITV told shareholders that Comcast-owned Sky has made a £1.6B ($2.1B) bid for its media and entertainment division, which houses its TV networks and streaming service. If a deal is completed — and it remains an if — then ITV will be split in two, with shareholders retaining control of ITV Studios, the production and distribution unit behind shows including Fool Me Once and The Voice.

Deadline hears that Sky has been laying the groundwork for this moment for some time. Sky, which is very much leading on the deal with its parent Comcast in the background, has been quietly talking to ITV leaders about the shape of the takeover and why it makes sense for both parties. Work has also been undertaken to examine whether regulatory hurdles can be cleared. A formal deal remains weeks, if not months away, but a source familiar with the talks said there is “goodwill and momentum.”

ITV’s much-discussed and notoriously sticky share price (chair Andrew Coslett was heckled over it at ITV’s latest AGM) jumped more than 10% after the bid was announced, but Sky’s move has left some in the industry scratching their heads.

The pay-TV operator is one of the British media’s great success stories, forged when Rupert Murdoch was at his swashbuckling best. But in recent years, the company has been managing decline and has at times felt like an unloved child in the Comcast empire. On a recent earnings call, Comcast chiefs, including Brian L. Roberts, did not mention Sky once — usually because it raises awkward questions about the hefty $39B Comcast paid for Sky in 2018. On the Sky side, there is a view among some at its West London HQ that Comcast has mismanaged its asset. Sky, which has made mass layoffs over the past year but did return to profit, has had its value written down by £1.2B, (nearly a quarter) since it was acquired.

So why is Comcast backing Sky’s pursuit of another contracting business? Or, as one observer dryly put it: “Why would you want to take the bad part of ITV away from the really good part?”

A Scale Play

Those close to the deal will tell you that Sky sees ITV as complementary, bringing together the UK’s biggest free-to-air commercial broadcaster with the top pay-TV platform. There is a belief that this will present a compelling offer for advertisers and help unlock new subscribers for Sky. For both parties, bigger is seen as better in a world in which they are competing for viewers, and therefore revenue, with global giants like YouTube and TikTok. This, of course, mirrors what is happening in the U.S., with buyers circling Warner Bros. Discovery as the ink dries on the Paramount-Skydance merger. “The way the market is looking, a deal like this does make sense,” said a Sky insider.

Industry execs noted that Sky has been mulling a free-to-air acquisition in the UK for some time, given that the pay-TV network took a serious look at Channel 4. Ultimately, the British government abandoned plans to sell Channel 4 in January 2023.

A former Sky executive said the company is constantly exploring ways to bolster its declining and aging customer base, meaning it could view ITV, and its streaming service ITVX, as another shop window for its content, not least sport. Sky remains the biggest home for Premier League football in the UK. “Not everyone who watches ITV watches Sky, but everyone who watches Sky watches ITV,” said an industry observer.

The former Sky executive pointed to its heavily marketed Essential TV deal — which bundles Sky Atlantic (home to House of the Dragon) with an ad-tier Netflix plan for £15 — as evidence of the company’s efforts to reach new subscribers. They said this sort of offer would have been unthinkable, even five years ago. “Sky is like a massive cruise liner with a small hole. It will sink eventually, but maybe ITV plugs this gap a little longer,” the source said.

While there is crossover between the ITV audience and Sky subscribers, Tom Harrington, Head of Television at Enders Analysis, said the broader audience will be a much better sell to advertisers. “You’d be enormous in a shrinking market,” he added. “If you have a declining business in many ways and combine it with another [declining] business then suddenly you look a lot bigger. That is better, even if putting them together won’t really arrest what they are facing.”

Another well-placed former Sky insider agreed the deal makes sense if Comcast wants to run Sky and ITV for cash, essentially juicing what remains of declining but still lucrative ad businesses. This person, along with numerous other sources, said there would be significant cost-cutting that could be achieved in slamming the businesses together (broadcasting union Bectu quickly voiced alarm that the deal would have “huge implications” for ITV staff). But ultimately, the former Sky insider came back to an analogy often whispered among bankers who are merging weakening businesses: “Two drunks propping each other up at the bar.”

An Ad Monopoly?

Other questions linger. There is no guarantee a Sky takeover of ITV would be cleared by regulators. The deal would need to be approved by Ofcom and the Competition Markets Authority. There is confidence this can be achieved, and the UK government has signaled in recent months that it wants to make it easier for broadcasters to come together.

Nevertheless, Sky and ITV are estimated to cover around 70% of the advertising market, meaning that any deal would certainly raise eyebrows from commercial competitors, not least Paramount-owned 5. “That would be the biggest hurdle,” noted a Sky insider, who said the deal would be the first big test of whether the government will greenlight consolidation.

Ex-ITV chair Peter Bazalgette, an industry doyen, told BBC Radio 4’s Today show that regulators should be flexible, given that ITV is now taking on the likes of Google and Meta in the video advertising space, not just its more immediate rivals like Channel 4. Bazalgette’s argument mirrors the one that ITV has begun making to UK lawmakers and regulators.

There is also the question of the duo’s overlapping news businesses. Both are widely respected, but Sky News has been loss-making for years and its current funding guarantee from Comcast — one of the stipulations of the 2018 deal — expires in 2028. A person close to Sky News suggested that the service could end up producing ITV News, which would get Comcast out of a “really difficult decision in 2028,” but would be bad news for current supplier ITN.

Breaking ITV apart would also lead to questions over the deep ties between its network business and studios arm. “They are so inextricably linked,” said the market observer. “But the terms with which they relate to each other would, of course, become less advantageous and beneficial. So you’re buying something that wouldn’t be as good as it is now.”

The assumption from some of our sources is that ITV CEO Carolyn McCall will seek a buyer for the studios business soon after the sale of networks. Banijay and RedBird IMI have held talks, but interest has cooled in recent months. ITV insiders value it at £3.5B, and there is little doubt that it is an attractive asset in a consolidating market.

ITV, a grand old institution of British broadcasting, recently celebrated its 70th birthday. The company knows better than most that it must adapt to survive. Executives will hope that their courtship with Sky can turn into an enduring union, even if the takeover bid has left some perplexed.

Sky, ITV, and Comcast declined to comment.