Joint press release from Sky Group and RTL Group

Regulated information: disclosure of inside information in accordance with article 17 of MAR

• – Combination of RTL Deutschland and Sky Deutschland (Germany, Austria, Switzerland) to create a unique proposition in entertainment, sports and news across free TV, pay TV and streaming
  
• – ~11.5 million paying subscribers across RTL+, Sky and WOW
  
• – Diversification of RTL Group’s revenue streams across subscription, distribution and advertising
  
• – €250 million in expected annual synergies within three years after closing
  
• – €150 million upfront purchase price, with additional variable consideration linked to future value creation

Luxembourg/Cologne/London/Munich, 27 June 2025 – RTL Group today announced that it has signed a definitive agreement to acquire Sky Deutschland (DACH). The transaction brings together two of the most recognisable media brands in the DACH region, creating a future-ready entertainment business with around 11.5 million paying subscribers.

Together, the business is well-positioned to meet evolving consumer demands and compete with global streamers. The transaction combines Sky’s premium sports rights – including Bundesliga, DFB-Pokal, Premier League and Formula 1 – with RTL’s leading entertainment and news brands across RTL+, free-to-air and pay TV. It also unites the fastest growing streaming offers in the German market, RTL+ and WOW.

The transaction, which has been approved by the Board of Directors of RTL Group, is subject to regulatory approvals.

Thomas Rabe, CEO of RTL Group, said: “The combination of RTL and Sky is transformational for RTL Group. It will bring together two of the most powerful entertainment and sports brands in Europe and create a unique video proposition across free TV, pay TV and streaming. It will boost our streaming business, with a total of around 11.5 million paying subscribers, further diversify our revenue streams and make us even more attractive for creative talent, rights holders and business partners. The synergies are estimated to be around €250 million per annum within three years after closing, creating significant shareholder value. Together, RTL and Sky will be in an even stronger position to invest in people, content and technology in Germany and in Europe to compete with the global tech and streaming players. I want to recognise the outstanding work of the Sky Deutschland team, whose strong performance over recent years has laid the foundation for this next phase.”

Dana Strong, Group CEO at Sky, said: “Sky Deutschland has made significant progress over the past three years, delivering strong operational performance and reaching a record number of customers. The business is on track to achieve EBITDA break-even, reflecting the success of our turnaround plan. Combining the strength of our brand with RTL builds on that momentum and opens up even greater opportunities. This deal provides a strong platform for long-term success, and ensures Sky continues to share in the growth of the combined business.”

According to the agreement, RTL Group will fully acquire Sky’s businesses in Germany, Austria, Switzerland, including customer relationships in Luxembourg, Liechtenstein and South Tyrol on a cash-free and debt-free basis. The purchase price consists of €150 million in cash and a variable consideration linked to RTL Group’s share price performance. The variable consideration can be triggered by Comcast, Sky’s parent company, at any time within five years after closing, provided that RTL Group’s share price exceeds €41. The variable consideration is capped at €70 per share or €377 million. RTL Group has the right to settle the variable consideration in RTL Group shares or cash or a combination of both. RTL Group is considering buying treasury shares to be in a position to settle the variable consideration fully or partly in shares.

The combined business will offer a broader and more compelling German-language content portfolio for consumers across the DACH region. Viewers will benefit from expanded access to premium live sports, entertainment and news across RTL+, Sky, WOW and RTL’s free-to-air channels. By bringing together the strengths of RTL and Sky, the combined company will be able to compete against global streaming platforms.

The transaction is expected to generate €250 million in annual synergies within three years, mostly cost synergies across all categories.

Under a separate trademark license agreement, RTL will have the right to use the Sky brand in the DACH region (Germany, Austria, Switzerland), Luxembourg, Liechtenstein and South Tyrol. RTL will acquire Sky Deutschland’s streaming brand “WOW” as part of the transaction.

Barny Mills, Sky Deutschland CEO, will continue to lead the Sky Deutschland business until the transaction is completed. Stephan Schmitter will stay in his current role as CEO of RTL Deutschland until closing of the transaction and then lead the combined company. RTL Deutschland will remain headquartered in Cologne and Sky Deutschland in Munich.

The pro-forma revenue 2024 of the combined company was €4.6 billion, with approximately 45 per cent of the total revenue coming from subscription-based revenue.¹ RTL Group’s pro-forma revenue for 2024 was €8.2 billion², more than 30 per cent higher than RTL Group’s reported consolidated revenue for 2024 (€6.25 billion). The acquisition of Sky Deutschland is the largest transaction for RTL Group since its inception in 2000.

The two businesses will continue to operate independently until regulatory approvals are obtained, which are expected in 2026.

PJT Partners served as advisor to Comcast on this transaction.

About RTL Deutschland: RTL Deutschland is Germany's leading entertainment company, spanning across all types of media: TV and streaming, print and digital, radio and podcasts. It is home to some of the country's strongest media brands from RTL to Stern, Schöner Wohnen to Vox and Geo to NTV, and operates Germany’s largest streaming service RTL+, with more than 6 million subscribers and a cross-media offer including series, films, music, podcasts and audiobooks. RTL Deutschland owns 15 TV channels, more than 10 premium magazines, a broad podcast portfolio and numerous digital offerings.

About Sky Deutschland: Sky Deutschland is one of the leading entertainment providers in Germany, Austria, and Switzerland. Its programming portfolio includes premium live sports, exclusive series, the latest films, a wide range of children’s content, captivating documentaries, and entertaining shows – including Sky Originals. Viewers can enjoy the content both at home and on the go via Sky Stream and WOW. The new TV platform, Sky Stream, offers the best entertainment experience in one place: Sky and free-to-air channels, thousands of films and series on demand, media libraries, and a wide variety of additional apps. With WOW, customers can stream series, films, and live sports flexibly – anytime, anywhere – with the convenience of a monthly cancellation option. Headquartered in Unterföhring near Munich, Sky Deutschland is part of the Comcast Group and of Sky Group, one of Europe’s leading media and entertainment companies.

¹ Pro-forma unaudited
² Pro-forma unaudited: RTL Group continuing operations incl. Sky Deutschland