The U.K. Competition and Markets Authority (CMA) has referred the proposed $3.7 billion merger of Getty Images and Shutterstock to an in-depth Phase 2 investigation, saying initial remedies offered by the companies did not dispel concerns that the tie-up could lead to higher prices, worse terms, and lower quality for editorial and stock imagery customers in Britain. The decision follows a Phase 1 review in which industry feedback, including from media groups, warned of potential harm to competition across newsrooms, publishers, advertisers, and creative agencies.
Market Reaction And Company Responses
Both companies said they were disappointed by the referral but remain committed to completing the transaction and engaging with the regulator throughout the extended review. In U.S. pre-market trading following the announcement, Getty shares slipped over 7% and Shutterstock fell around 2%, reflecting investor uncertainty about timing and possible conditions attached to any eventual clearance. The CMA emphasized that the Phase 2 process will allow an independent inquiry group to examine the deal’s competitive effects in far greater detail, including how it might affect pricing, content breadth, licensing models, and service levels for U.K. customers
What Phase 2 Involves And The Timetable
By sending the case to Phase 2, the CMA hands the file to a panel, currently chaired by Margot Daly with Colleen Keck and Crispin Wright, to test the parties’ claims, scrutinize internal documents, and gather third-party evidence. The authority’s published administrative timetable lists 3 November 2025 as the referral date and sets a statutory deadline of 19 April 2026, giving investigators up to five and a half months to reach provisional findings and, if necessary, consult on possible remedies such as divestitures or behavioral commitments. The regulator also confirmed that the transaction remains under review in other jurisdictions, underscoring that cross-border cooperation is common in large media and technology mergers.
Wider Context: AI Disruption And Global Scrutiny
The deal, announced earlier this year, would combine two of the world’s largest suppliers of stock photos, video, and music at a time when generative AI tools are reshaping how visuals are produced, licensed, and consumed. Both companies have launched AI offerings and licensing models aimed at mitigating copyright risk, but the CMA’s preliminary view is that consolidation between the leading traditional libraries could still lessen competitive pressure on price and quality, even as AI grows, particularly for editorial content that relies on timely, human-captured imagery. The U.K. watchdog first opened its inquiry in August 2025 and warned in October that the merger could harm competition, signaling early that a deeper probe was likely. The authority’s latest move formalizes that path and places the transaction on a longer regulatory track.
Potential Implications For Media Buyers And Creators
For U.K. buyers—newspapers, broadcasters, brands, and agencies—the core question is whether fewer large-scale alternatives would translate into less favorable licensing terms or reduced content diversity across fast-moving news, sports, and entertainment. The CMA’s notice specifically flags the risk that a merged entity could raise prices or degrade quality, which, in a market where speed and breadth of coverage matter, could cascade into higher production costs or narrower editorial choices. Independent creators and smaller libraries, meanwhile, are watching whether the investigation examines bargaining dynamics, such as contributor royalty rates and exclusivity, if the two biggest distributors combine. These issues are commonly explored in Phase 2 and could influence any structural or behavioral remedies if competition concerns are ultimately confirmed.
Next Steps For The Parties
During Phase 2, Getty and Shutterstock can propose revised or more targeted remedies, submit additional evidence, and respond to the inquiry group’s provisional findings. While the companies continue to argue that the merger would enhance innovation and efficiency, particularly against rapidly evolving AI-driven competitors—the CMA’s statutory process gives it broad latitude to require divestitures, impose conditions, or block the transaction if it concludes that competition would be substantially lessened. Investors and customers should therefore expect a period of heightened uncertainty until at least April 2026, when the statutory deadline falls, though timelines can shift if the probe requires further consultation.