Unpacking the rationale and implications of a production and distribution mega-merger 

Consolidation has been a constant feature of the industry over recent years, but, outside of the US, M&A doesn’t come much bigger than what Banijay somewhat cryptically described as “a potential combination” with All3Media earlier this week.  

Banijay’s Entertainment & Live division, led by Marco Bassetti, is already the world’s biggest production group outside of the States, while Jane Turton’s All3Media is backed by RedBird IMI and counts shows such as Squid Game: The Challenge and Call The Midwife on its slate.  

MasterChef

Banijay owns the MasterChef format

Confirmation from Banijay’s Paris HQ earlier this week that the Black Mirror and MasterChef owner had entered into partnership discussions  with The Traitors producer was not altogether a surprise, given the challenges facing the sector and the need for scale to compete. 

Combining Banijay and All3 would have a profound impact on the production and distribution landscape both in the UK and globally.

Broadcast has spoken to an array of sources inside and outside of the companies involved to assess the likelihood of the deal progressing and just what’s at stake.

Why now & what’s the rationale?  

Changing viewing habits ultimately lie at the heart of this deal, with production groups being forced to navigate a landscape that is seeing linear viewing - and broadcasters’ advertising revenue - declining in most countries.  

Streamers have become the key force in commissioning but as they shift to focus on programming that provides return on investment rather than subscriber growth, spending has constricted. 

That is being felt across the production community and one way to mitigate some of the squeeze is by scaling up and reducing duplicated costs.  

Banijay’s Entertainment & Live, the production and distribution division that will potentially combine with All3, is already a global giant but it sits within the wider Banijay Group, an entity that includes gaming firm BetClic and is listed on the Amsterdam stock exchange – hence why it had to issue confirmation to the market that talks were underway following press reports.  

Call the Midwife

All3’s Neal Street produces Call the Midwife

The group is 45% owned by former producer Stéphane Courbit and his LOV Group, with French media firm Vivendi holding a near 20% stake. Such concentration of power among just two shareholders is an important factor in this deal appearing more likely to progress than some of the other production super-deals that have been mooted recently, particularly those involving ITV Studios.  

Barely four months ago, ITV Studios was pursuing exclusive acquisition talks with The Tourist producer All3, but that deal had to contend with a broad spread of shareholders among the British broadcaster, as well as the added complication of an adjacent UK PSB network.

By contrast, numerous sources suggest a merger with Banijay appears more likely because Courbit and Vivendi have such a strong level of control. Despite being listed, only 12% of shares are ‘free float’ - available to the public - meaning decision-making is a more straightforward matter.

What would a combined entity look like? 

Banijay’s Entertainment & Live is more than three times the size of All3 on a revenue basis, with its 130+ labels in 25 countries bringing in €3.35bn (£2.8bn) and adjusted EBITDA of €528m in 2024, its last full year of accounts.  

By contrast, All3’s 2024 turnover was £896m, and the imbalance in size is the reason Reuters, which originally broke the news of merger talks, has suggested its owner RedBird IMI may need to make a significant cash investment in the combined entity. One source indicated that such an injection would effectively balance the books on a 50/50 venture.  

big brother

Banijay’s Big Brother has been remade in more than 60 countries 

Banijay’s production revenues globally skew around 75%-25% in favour of unscripted, while companies range from giants such as Bunim/Murray Productions and 51 Minds in the US, to Endemol Shine Australia, Filmlance and Rubicon TV in the Nordics, Banijay Asia, and Groenlandia and Diagonal TV in Western Europe.  

Its biggest country by revenue is believed to be the UK, like All3, (more on that below) but it has a far bigger global footprint than its potential partner and has also diversified over recent years, moving into ceremony production and live events by acquiring Balich Wonder Studio in 2023.  

It also operates a huge global content distributor in the form of Cathy Payne’s Banijay Rights, which has a catalogue of 220,000 hours – a number that is beaten only by the libraries of the US studios.  

Yet as its 2024 figures showed, navigating what it termed as the “headwinds” of the sector has been tough. Production revenues fell 2.8% year-on-year to €2.61bn (£2.2bn), while distribution revenues hit £396.7m, according to Broadcast International’s Distributor Survey.   

Jane Turton-led All3, by comparison, operates around 50 labels predominantly across the UK, the US and Germany, with hub operations in Belgium, the Netherlands and New Zealand.   

It was acquired by Jeff Zucker-led RedBird IMI in 2024 and owns UK duo Race Across The World producer Studio Lambert and scripted outfit Neal Street Productions, as well as Accused producer All3Media America and outfits such as Filmpool in Germany.

The company also operates an extensive distribution arm led by Louise Pedersen, whose team oversees a library of 35,000 hours.

Squid Game The Challenge

Squid Game: The Challenge is on Netflix

All3 has also had to contend with “a challenging market” over recent years, with revenue falling from £995.2m in 2023 to £895.9m in 2024, according to filings posted on Companies House, while EBITDA dipped by just over £2m (2%) from £107.4m to £105.3m. US revenue dipped just over £37m (11%) from £352.7m to £314.8m and revenue from shows made in the rest of the world fell £3.3m from £287.3m to £284m.

Despite market challenges, an entity with combined earnings of almost £4bn and the potential to slash costs by hundreds of millions of pounds would be better placed to negotiate with streamers and compete with rivals, a key factor behind the deal’s rationale, according to numerous sources.

For comparison, Fremantle’s revenue fell from €2.27bn in 2023 to €2.25bn in 2024, the most recent full-year accounts available. Similarly, ITV Studios total revenue in 2024 was down 6% to £2bn, although EBITA was up 5% to £299m, while BBC Studios reported record revenue in 2024/2025 of £2.13bn

Creating a £900m UK powerhouse 

With Banijay UK reporting turnover of £577m for 2024 and All3Media’s UK operations reporting an equivalent figure of £297m, a combined company would be a major domestic force commanding UK revenues of circa £900m.   

Scripted is a key area of focus for Banijay UK, with drama revenue up 77% between 2023 and 2025 and set to more than double by 2027. In March, Banijay chief executive Marco Bassetti pinpointed the UK as a hotspot for growth in this area, with the wider group’s scripted revenue set to top $1bn (£750m).   

Nearly half (46% or 11 labels) of its 24 UK labels specialise in scripted, including Kudos (SAS Rogue Heroes, House of Guinness) and Wild Mercury (The Sixth Commandment, The Rig).   

Rogue Heroes

Kudos drama Rogue Heroes

Almost a third (7) are factual including Dragonfly (Ambulance) and Workerbee (The Eubanks: Like Father, Like Son) and around a fifth (5) are entertainment or reality labels such as Initial (Last One Laughing UK) and Remarkable (Pointless).   

The vast majority of All3Media’s roughly 50 labels (around 40) are UK based, including Studio Lambert, Two Brothers Pictures and Lion. Around a third of those labels produce scripted shows, with the remainder largely focused on entertainment, factual entertainment and factual programming. 

Even without joining forces, both superindies outnumber their closest rivals in terms of UK label numbers, with ITV Studios housing around 20 UK indies, Fremantle UK housing 11 and BBC Studios fully owning nine UK labels.  

Both Banijay and All3 have already been tidying up their UK label portfolio in recent years, largely to reduce overlap and better reflect domestic buying patterns. The expectation is that a merger would likely accelerate that trend.  

In 2024, Banijay labels RDF Television, RDF West, and Fizz were absorbed into Remarkable Entertainment while Sidney Street was shuttered.  

All3 has also recently seen some label closures and mergers, significantly reducing operations at Lime Pictures and folding Betty TV and Triple Brew Media into new label Objective Entertainment.  

What happens next?  

While Banijay confirmed discussions on Tuesday, its statement provided only the briefest of details - not least whether this is being couched as a merger or takeover.  

While Banijay is the dominant player in terms of revenue, reports that RedBird IMI would inject funds into a combined entity should the deal move forward suggest a balanced ownership is the most likely outcome.

Broadcast International understands that talks are of an exclusive nature. ITV Studios, the other production/distribution big beast that has been a major part of recent M&A discussions, is understood not to be involved, although it and other players may be encouraged to make their own M&A moves should the Banijay-All3 deal move ahead. 

The Traitors - Claudia 35

All3 owns The Traitors format

There has been no word on who could run the combined business, but Bassetti and Turton are both widely respected within the industry and mutual admirers of each other. Several sources have suggested the All3 boss could be a formidable leader of the combined entity and may well be keen on the role should it emerge (and should she not take up the soon-to-be vacant DG role at the BBC).  

If All3 and Banijay do combine, numerous sources point out that cuts will likely save hundreds of millions of pounds, with duplicated back-office roles and overlapping functions at group level likely to be areas of focus.  Both groups also have extensive distribution operations that would be consolidated into one, for example.  

There are also questions around competition, particularly in the UK where both groups are already major players, although sources downplayed this as being a major hurdle for the deal. 

There is also a feeling that such a combination “seems inevitable”, as one non-affiliated indie boss put it. “It has clearly been going this way for the past few years,” they added. 

“But as an MD of a smaller indie it does concern me as it further weakens the rich ecosystem that is the British television industry and it’ll lead to an increased sidelining of smaller indies,” they said.   

Another indie boss expressed concerns over inevitable job losses but was more positive about the potential impact on the wider indie sector.   

Turton and Bassetti

All3’s Jane Turton and Banijay’s Marco Bassetti 

“In this world of fewer, bigger and better, broadcasters can really drill down into exactly which indies have got the right skills in each genre. While there could be fewer labels, they will be really aligned and clear about what they do.”  

And because the group would be so strong, the indie boss continued, “it will have more sway with broadcasters and may be able to persuade them to keep the rights position more favourable for producers”.  

As Banijay itself stated, these talks could yet lead to nothing. But talking to industry insiders both in the UK and globally, there is a feeling that the deal with All3 has considerable momentum. 

Job losses and a more rationalised approach to production look likely should the deal progress, but amid major consolidation in the US, an enlarged European group with serious muscle that is made up of production companies with a clear focus appears to be the strategy to best navigate streamer dominance.