Sky has confirmed that 21st Century Fox has tabled a possible offer to acquire the pay TV giant. 21st Century Fox may make an offer to acquire Sky after the independent directors of both companies agreed a price of £10.75 (€12.66) per share in cash, less the value of any dividends subsequently paid by Sky as the basis for a deal.
Sky said that “certain material offer terms remain under discussion and there can be no certainty that an offer will be made by 21st Century Fox, nor as to the terms of any such offer.”
Sky’s independent directors, who were advised by Morgan Stanley, PJT Partners and Barclays, have told Fox that they are minded to recommend the proposal shareholders, subject to reaching agreement on the other terms.
The price represents a premium of 40% to the closing price on December 6.
Sky has formed an independent committee of the board to consider the terms of the Proposal, comprising Martin Gilbert, Andrew Sukawaty, Jeremy Darroch, Andrew Griffith, Tracy Clarke, Adine Grate, Matthieu Pigasse and Katrin Wehr-Seiter. Sky’s board considers these individuals be free from conflicts of interest and able to protect the interests of shareholders.
Sky’s shares have risen sharply on the news.
There has been speculation for some time that Fox would mount a fresh bid to take over the 61% of Sky that it does not already own, particularly following the fall in the value of sterling in the wake of the Brexit vote.
News of the possible takeover bid comes five and a half years after News Corp – as it then was – was forced to pull out of its bid to mount a full takeover of Sky in the wake of UK phone-tapping scandal. Since then, Sky has expanded further into continental Europe with the acquisition of Sky Deutschland, and has further extended the range of services it offers as well as the depth of its content offering. However, some observers have argued that the pay TV operator faces serious long-term challenges related to the ever-rising cost of sports rights and increase competition on all fronts.