Telefónica has announced that its subsidiary, Telefónica Infra, S.L.U., alongside Liberty Global Europe 2 Limited and InfraVia Capital Partners—acting through their fiber joint venture (nexfibre)—have reached an agreement to acquire 100% of the share capital of Substantial Topco Limited (Netomnia), the second-largest fiber operator in the United Kingdom.
The transaction value (firm value) amounts to £2 billion (approximately €2.294 billion). Telefónica and Liberty Global will jointly contribute around £150 million to fund the operation, while InfraVia will contribute approximately £850 million. The agreed price is subject to customary adjustments for this type of transaction.
Netomnia’s fiber network—which is expected to reach over 3.4 million fiber premises and 500,000 customers by the closing of the transaction—along with the 2.1 million VMO2 premises that nexfibre will upgrade to fiber, will be integrated into the nexfibre network. As a result, nexfibre will have a fiber footprint of approximately 8 million homes by the end of 2027. Nexfibre and VMO2 will have a combined network of around 20 million total premises.
As part of the transaction, Virgin Media O2 (VMO2) will: (i) acquire Netomnia’s customers and the “YouFibre” and “Brsk” brands; (ii) expand its wholesale agreement with nexfibre; (iii) receive cash consideration for its wholesale commitment; and (iv) obtain a 30% equity stake in the holding company through which Telefónica Infra and Liberty Global currently maintain their investment in nexfibre.
At the time of closing, Telefónica Infra, Liberty Global, and VMO2 will jointly own 50% of nexfibre, with InfraVia owning the remaining 50%. The closing of the transaction is subject to obtaining the relevant regulatory approvals.
