Sony Pixel Power calrec Sony

21st Century Fox Publishes Offer Document for Previously Announced Cash Offer for Sky

07/08/2018

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

New York, NY, August 7, 2018 - 21st Century Fox ( 21CF ) today posted an offer document (the Offer Document ) and a form of acceptance to accept the offer (the Form of Acceptance ) to Sky shareholders in respect of its previously announced cash offer for the fully diluted share capital of Sky which 21CF and its Affiliates do not already own (the Acquisition ) at a price of £14.00 for each Sky share, that would be implemented by way of a takeover offer.

It is a requirement of the City Code on Takeovers and Mergers (the City Code ) that 21CF publish an offer document in respect of its previously announced cash offer by no later than August 9, 2018 (being the date falling 28 days after the satisfaction or waiver of the last outstanding pre-condition to the previously announced cash offer). 21CF satisfied this requirement by posting the Offer Document and Form of Acceptance.

21CF announced that it intends to implement the Acquisition by way of a takeover offer within the meaning of Part 28 of the Companies Act 2006 (the Act ) rather than by means of a scheme of arrangement in accordance with Part 26 of the Act, which was the proposed structure of the Acquisition prior to this announcement.

The Acquisition is conditional on, among other things, 21CF securing valid acceptances of the Offer in respect of Sky shares which represent 75% or more of the Sky shares to which the Offer relates. 21CF reserves the right to reduce this acceptance condition to a level which is not less than a simple majority of all Sky shares (including those held by 21CF and its wholly-owned subsidiaries).

21CF notes that, in accordance with Rule 32.1 of the City Code, the deadline for publication of a revised offer document is September 22, 2018, or such later date as the Panel may determine in accordance with the City Code.

The Acquisition will be subject to the full terms and conditions which are set out in the Offer Document and Form of Acceptance.

The Offer Document is available subject to certain restrictions at www.21CF-offer-for-Sky.com and will be available up to and including the end of the Offer.

About 21st Century Fox

21st Century Fox is one of the world's leading portfolios of cable, broadcast, film, pay TV and satellite assets spanning six continents across the globe. Reaching more than 1.8 billion subscribers in approximately 50 local languages every day, 21st Century Fox is home to a global portfolio of cable and broadcasting networks and properties, including FOX, FX, FXX, FXM, FS1, Fox News Channel, Fox Business Network, FOX Sports, Fox Sports Network, National Geographic Channels, Star India, 28 local television stations in the U.S. and more than 350 international channels; film studio Twentieth Century Fox Film; and television production studios Twentieth Century Fox Television and a 50 per cent ownership interest in Endemol Shine Group. 21CF also holds approximately 39.1 per cent of the issued shares of Sky, Europe's leading entertainment company, which serves nearly 23 million households across five countries. For more information about 21st Century Fox, please visit www.21CF.com.

Enquiries

Investors

Reed Nolte

1 212-852-7092

Mike Petrie

1 212-852-7130

Media

Nathaniel Brown

1 212-852-7746

Miranda Higham

44 207-019-5632

Further information

This Announcement is for information purposes only and is not intended to, and does not, constitute or form part of any offer or invitation, or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities or the solicitation of any vote or approval of an offer to buy securities in any jurisdiction pursuant to the Acquisition or otherwise. The Acquisition will be implemented solely pursuant to the terms of the Offer Document, and, in respect of Sky Shares held in certificated form, the Form of Acceptance, which will contain the full terms and conditions of the Acquisition, including details of how the Offer may be accepted. Any decision in respect of, or other response to, the Offer should be made only on the basis of the information contained in these documents. Sky Shareholders are advised to read the formal documentation in relation to the Acquisition carefully once it has been dispatched. Terms used but not defined in this announcement (the Announcement ) have the meanings given in the announcement made by 21CF on 15 December 2016.

This Announcement does not constitute a prospectus or prospectus equivalent document.

21st Century Fox reserves the right to elect, with the consent of the Panel (where necessary), to implement the Acquisition by way of a Scheme. In such event, the Scheme will be implemented on substantially the same terms, so far as applicable, as those which would apply to the Offer, subject to appropriate amendments to reflect the change in method of effecting the Acquisition.

Overseas jurisdictions

The release, publication or distribution of this Announcement in, and the availability of the Offer to persons who are residents, citizens, or nationals of jurisdictions other than the UK may be restricted by law and therefore any persons who are subject to the laws and/or regulations of any jurisdiction other than the UK should inform themselves about, and observe, any applicable restrictions and legal and regulatory requirements. In particular, the ability of persons who are not resident in the UK to participate in the Offer may be affected by the laws of the relevant jurisdictions in which they are located.

Sky Shareholders who are in any doubt regarding such matters should consult an appropriate independent advisor in the relevant jurisdiction without delay. Any failur
LINK: https://www.21cf.com/news/21st-century-fox/2018/21st-century-fox-publi...
See more stories from foxinternational

Most recent headlines

06/12/2025

L3Harris Chair and CEO Appears on CNBC at Reagan National Defense Forum

In a live broadcast from the Reagan National Defense Forum, L3Harris Chair and CEO Christopher Kubasik joined Morgan Brennan on CNBCs Closing Bell: Overtime. Ku...

06/12/2025

Survey: M&E Embraces Horizontally Integrated Media Archiving Approach

FORT LAUDERDALE, Fla. A new survey from Pixitmedia by Datacore revealed a major shift in the Media & Entertainment industry in media archiving, with 85% of resp...

06/12/2025

Czech TV Deploys LiveU Solutions in 10 OB Vans

HACKENSACK, N.J. LiveU has announced that the national public broadcaster Czech Television has completed one of the largest LiveU live production deployments fo...

06/12/2025

NATAS Celebrates 76th Technology & Engineering Emmy Award Honorees

NEW YORK The National Academy of Television Arts and Sciences (NATAS) presented the Excellence in Production Technology Emmy Award to NASA+ and Dr. Tom Leight...

05/12/2025

2025 Sports Broadcasting Hall of Fame: Curt Gowdy Jr. - Master Storyteller, Nationally and Regionally

2025 Sports Broadcasting Hall of Fame: Curt Gowdy Jr. - Master Storyteller, Nati...

05/12/2025

SVG Sit-Down: Veritone's Sean King on the Power of Mining Video, Audio Data

SVG Sit-Down: Veritone's Sean King on the Power of Mining Video, Audio DataThe company's Data Refinery offers users total control and governance over da...

05/12/2025

Platinum White Paper: Inside the Nashville Predators' Unified, Flexible, Scalable Production System with Ross Video

Platinum White Paper: Inside the Nashville Predators' Unified, Flexible, Sca...

05/12/2025

Netflix Reaches Agreement To Acquire Warner Bros. Following Planned WBD Split

Netflix Reaches Agreement To Acquire Warner Bros. Following Planned WBD SplitThe deal does not include WBDs sports assets like TNT Sports (US, UK, LatAm), Euros...

05/12/2025

FOX Sports Returns to Indianapolis for Primetime Broadcast of Big Ten Championship

FOX Sports Returns to Indianapolis for Primetime Broadcast of Big Ten Championsh...

05/12/2025

SVG Summit 2025 Preview: Digital Engagement & Monetization Workshop Tackles the Future of the Viewer Experience

SVG Summit 2025 Preview: Digital Engagement & Monetization Workshop Tackles the ...

05/12/2025

Atlanta United Lights Up New Emory Healthcare Studio With First Live Broadcast for World Cup Draw

Atlanta United Lights Up New Emory Healthcare Studio With First Live Broadcast f...

05/12/2025

As Messi Takes the Pitch, MLS, Apple, NEP Roll Out Largest MLS Cup Production Ever

As Messi Takes the Pitch, MLS, Apple, NEP Roll Out Largest MLS Cup Production Ev...

05/12/2025

ESPN Enters College Football's Most Intense Month With Elevated Workflows for Championship Week

ESPN Enters College Football's Most Intense Month With Elevated Workflows fo...

05/12/2025

Sorry, Baby, Peter Hujar's Day, Among Sundance Institute-Supported Projects Nominated for 2026 Film Independent Spirit Awards

It's about that time! Awards season is in full swing, and the Film Independe...

05/12/2025

Surprised by Your 2025 Wrapped? Here's a Look at How the Data Comes to Life

Every year, Spotify Wrapped offers a personalized look back at the audio that defined your year. It's a snapshot of your listening habits, designed to tell ...

05/12/2025

Celebrating Spotify's GLOW, RADAR, and EQUAL Artists of 2025

In 2025, Spotify's EQUAL, GLOW, and RADAR programs celebrated women, LGBTQIA , and emerging artists who turned moments into milestones. From breaking record...

05/12/2025

Wi-Fi 7 - Go Beyond Speed to Deliver Security, Trust and Value

In our latest blog, we explain how Wi-Fi 7 rollouts can drive consumer loyalty with value-add services such as consumer cybersecurity. We also explore how this ...

05/12/2025

Netflix to Acquire Warner Bros. in Deal Worth $82.7 Billon

LOS ANGELES Netflix announced it has entered into an agreement to acquire the assets of Warner Bros. for $82.7 billion....

05/12/2025

Gracenote Launches New CTV Ad Platform

NEW YORK Nielsens Gracenote has launched Gracenote Content Connect, a new ad platform that provides agencies, brands, supply-side platforms (SSPs) and demand-si...

05/12/2025

IAB Tech Lab Releases Deals API

NEW YORK In an most important update to the workings of deal-based programmatic advertising, IAB Tech Lab has released version 1.0 of its Deals API for public c...

05/12/2025

Nielsen: NFL Thanksgiving Games Score Big Audiences

NEW YORK Pass the turkey. Pass the stuffing. Pass the cranberry sauce. All are common requests of Americans celebrating Thanksgiving Day with family and f...

05/12/2025

Iris Cloud-Connected Camera Control Platform Now Available

NEW YORK Iris, the new cloud-connected camera control platform, has officially launched with features that turn virtually any PTZ camera into a software-connect...

05/12/2025

Netflix to Acquire Warner Bros. in Deal Worth $82.7B

HOLLYWOOD, Calif. Netflix announced today that it has entered into an agreement to acquire the assets of Warner Bros. for $82.7 billion....

05/12/2025

Iris Cloud-Connected Camera Control Platform Is Now Available

NEW YORK Iris, the new cloud-connected camera control platform, has officially launched with features that turn virtually any PTZ camera into a software-connect...

05/12/2025

FCC Approves AT&T's $1 Billion Acquisition of UScellular Spectrum

WASHINGTON The Federal Communications Commission has approved AT&T's $1.02 billion acquisition of spectrum from UScellular in a decision that was issued sho...

05/12/2025

The Best Coldplay Songs: 21 Tracks That Shoot for the Stars

The Best Coldplay Songs: 21 Tracks That Shoot for the Stars From Yellow to Viva La Vida, Fix You to Paradise, this playlist goes back to the start. December ...

05/12/2025

Zafris Lecture Series Brings Nabil Ayers to Berklee

Zafris Lecture Series Brings Nabil Ayers to Berklee The 32nd annual James G. Zafris Distinguished Lecture series was held on Thursday, November 13, with guest...

05/12/2025

Introducing New Perks to Help You Get Even More from...

Introducing New Perks to Help You Get Even More from LinkedIn Premium Published on Dec 5, 2025 Categories: Company News, Product News LinkedIn Corporate Co...

05/12/2025

A new Game of Thrones Tale: Official trailer for Sky Exclusive series A Knight of the Seven Kingdoms lands today

Friday 5 December 2025 A new Game of Thrones Tale: Official trailer for Sky Exc...

05/12/2025

Don Lee, Lee Jin-uk, and Lalisa Manobal to Star in Netflix Action Thriller 'TYGO'

Back to All News Don Lee, Lee Jin-uk, and Lalisa Manobal to Star in Netflix Act...

05/12/2025

Give Back Fridays with a twist is back for 2025!

Tis the season of giving once again and this year we've taken our Give Back Fridays' concept and turned it on its head. In the autumn we were approach...

05/12/2025

2025-11-06

Brayden Gogis doesn't remember a time when he wasn't completely fixated on games in all forms. In preschool, when they asked us to dress up as what we ...

05/12/2025

The Grinch steals the spotlight as the theme for The Late Late Toy Show 2025

The Grinch steals the spotlight as the theme for The Late Late Toy Show 2025 Tune in tonight at 9:35pm on RT One and worldwide on RT Player #LateLateToyShow...

05/12/2025

RT Announces New Presenters of Flagship News Programmes

RT Announces New Presenters of Flagship News Programmes New RT Six One News co-presenter Tommy Meskill Sarah McInerney & Justin McCarthy join Morning Ir...

04/12/2025

ToolsOnAir Blackmagic Design HyperDeck Event Presets for just:in mac pro 2025 & just:in linux

ToolsOnAir Blackmagic Design HyperDeck Event Presets for just:in mac pro 2025 & ...

04/12/2025

ToolsOnAir AJA Ki Pro Event Presets for just:in mac pro 2025 & just:in linux

ToolsOnAir AJA Ki Pro Event Presets for just:in mac pro 2025 & just:in linux More Details:Starting with version 5.5, both just:in mac pro and just:in linux sol...

04/12/2025

Young Journalist finalists looking to the future

Wangu Kanuri from Kenya and Godwin Asediba from Ghana are two of this years finalists for Thomsons Young Journalist of the Year Award. The pair are runners-up i...

04/12/2025

SVG Sit-Down: ProximaVision's Claudio Lisman on Why Tethered Drones Could Be a Game-Changer for Live Sports Production

SVG Sit-Down: ProximaVision's Claudio Lisman on Why Tethered Drones Could Be...

04/12/2025

SVG Campus Shot Callers: Imry Halevi, Senior Associate Director of Athletics, Content & Strategic Communications, Harvard University

SVG Campus Shot Callers: Imry Halevi, Senior Associate Director of Athletics, Co...

04/12/2025

Platinum White Paper: LiveU Lightweight Sports Production: A Step Change in Sports Storytelling

Platinum White Paper: LiveU Lightweight Sports Production: A Step Change in Spor...

04/12/2025

London to Riyadh: DAZN Brings the Boxing Glamour to New Production Levels for Benavidez v Yarde in Saudi Arabia

London to Riyadh: DAZN brings the boxing glamour to new production levels for Be...

04/12/2025

Analysis: Paramount Bets on the Battering Ram' with Champions League Play

Analysis: Paramount bets on the battering ram' with Champions League play By Callum McCarthy, Editor-at-Large Tuesday, December 2, 2025 - 10:12 Print ...

04/12/2025

Space City Home Network Launches SCHN+ DTC App for Astros and Rockets

Space City Home Network Launches SCHN DTC App for Astros and RocketsThe Rockets and Astros were previously the lone NBA and MLB teams without a DTC appBy Jason...

04/12/2025

SVG Summit 2025 Preview: Content Workflows Workshop Spotlights Evolution of Sports Media Supply Chain

SVG Summit 2025 Preview: Content Workflows Workshop Spotlights Evolution of Spor...

04/12/2025

New Sponsor Spotlight: Geotech's Patrick Wambold On the Unreal Engine Revolution Taking Place in Sports Broadcasting

New Sponsor Spotlight: Geotech's Patrick Wambold On the Unreal Engine Revolu...

04/12/2025

Curt Gowdy Jr. - Master Storyteller, Nationally and Regionally

Curt Gowdy Jr. - Master Storyteller, Nationally and RegionallyBy Jason Dachman, Editorial Director, U.S. Thursday, December 4, 2025 - 1:52 pm Print This Sto...

04/12/2025

Cutting Through Rocks ( ) Shows the Difference That One Person Can Make for Change

(L-R) Rebecca Lichtenfeld, Mohammadreza Eyni, Sara Khaki, and Judith Helfand att...

04/12/2025

SBS launches Future Frames initiative to support emerging First Nations video editing talent

SBS launches Future Frames initiative to support emerging First Nations video ed...