The companies will complete the creation of the JV in the coming weeks

BT WBD

The Competition and Markets Authority (CMA) has approved the BT Group agreement with Warner Bros. Discovery, Inc. to form a 50:50 Joint Venture (JV) company that will create a new sports offering for the UK & Ireland.

The CMA’s decision makes it possible for BT and Warner Bros. Discovery to complete the creation of the JV in the coming weeks.

Each of the assets of each business will be transferred into the new company. 

BT Sport and Eurosport UK will be brought together to form a sports joint venture, which will have an extensive portfolios of sports rights in the UK & Ireland.

Both BT Sport and Eurosport UK will initially retain their separate brands and product propositions in the market before being brought together under a single brand in the future.

Screenshot 2022-07-22 at 09.25.14

INSIGHT Broadcast Sport spoke to Discovery president of sports Andrew Georgiou on 12 May about the thinking behind its new joint venture with BT Sport. Click the image above, or click here to find out more.

Marc Allera, future chairman of the JV and CEO BT’s Consumer division said: “It’s great news that the CMA has approved the new JV that we are forming with Warner Bros. Discovery, combining the very best of BT Sport and Eurosport UK, to create an exciting new offer for live sport programming in the UK. Today is a huge milestone, as we now look toward day one of the new business, which we hope to be in the coming weeks.”   

Andrew Georgiou, future board member of the JV and president and managing director, Warner Bros. Discovery Sports Europe (pictured above), added: “Combining the capabilities, portfolios and scale of BT Sport and Eurosport UK will be a big win for fans in the UK & Ireland, offering a new destination that will feature all the sport they love in one place. We now look forward to closing the transaction and having the opportunity to further engage all stakeholders in the process of forming and developing the JV.”

The Board of Directors of the JV will be equally represented between appointees of British Telecommunications plc and Warner Bros. Discovery. The first chairperson to be appointed, nominated by each shareholder on a rotating basis, will be Marc Allera, CEO BT’s Consumer division.

The new management and delivery of the JV will be led by Andrew Georgiou, President and Managing Director, Warner Bros. Discovery Sports Europe, who will be a member of its board.

The joint venture was first confirmed on 12 May 2022, when it was revealed that BT will receive £93 million from Warner Bros. Discovery, and up to approximately £540m by way of an earn-out from the JV, subject to certain conditions being met.

Warner Bros. Discovery will have opportunities to complete a full buyout of BT Sport, with BT plc at first retaining a 50% interest in the JV. Warner Bros. Discovery will be granted a Call Option over BT plc’s interest in the JV, exercisable at specified points in the first four years of the JV.

If the call option is not exercised by Warner Bros. Discovery, BT plc will have the ability to exit its stake in the JV either through a sale or IPO.

The deal is expected to be closed by the end of this year, and is subject to customary closing conditions.

Key Facts

• BT Sport and Eurosport UK to be brought together to form a premium sports joint venture for customers in the UK & Ireland which will be owned 50:50 by BT plc and Warner Bros. Discovery.

• Warner Bros. Discovery and BT plc will each directly contribute, sub-license or deliver the benefit of their respective sports rights and distribution agreements for the UK & Ireland to the JV.

• The Transaction will deliver operational efficiencies through the transfer of the operating businesses of BT Sport to Warner Bros. Discovery.

• BT plc will receive £93m from Warner Bros. Discovery and up to approximately £540m by way of an earn-out from the JV, subject to certain conditions being met.

• BT plc will retain a 50% interest in the JV, and Warner Bros. Discovery will be granted a Call Option over BT plc’s interest in the JV, exercisable at specified points in the first four years of the JV.