Netomnia fibre network
Project
InfraVia, Liberty Global, and Telefónica are acquiring Substantial Group for £2 billion through their joint venture, nexfibre. Substantial Group, owned by Advencap, DigitalBridge, and Soho Square Capital, is the UK’s second-largest alternative fibre provider. The acquisition, funded by a £1 billion commitment from the acquiring parties, will create a scaled challenger to BT Openreach, with a full fibre footprint of around 8 million premises by 2027. Virgin Media O2 will receive a 15% stake in nexfibre and provide managed services, while also purchasing Substantial Group's retail business.
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Counterparts (14)
Buyer
nexfibre
company
nexfibre is a wholesale fiber network company in the UK, established as a joint venture between Liberty Global, Telefónica (through Virgin Media O2), and InfraVia Capital Partners. Its primary focus is to deploy and operate a new full-fibre broadband network to 5 million homes and businesses across the UK, complementing Virgin Media O2's existing network.
Liberty Global
company · 2 deals
Liberty Global is a dynamic team of operators and investors generating and delivering shareholder value through the strategic management of three platforms — Liberty Telecom, Liberty Growth and Liberty Services. Liberty Growth invests, grows and rotates capital into scalable businesses across the technology, media/content, sports and infrastructure industries.
InfraVia
company
InfraVia is an independent investment firm specializing in infrastructure investments. They focus on long-term investments in essential infrastructure assets across Europe.
Telefónica
company
Telefónica is a multinational telecommunications company that provides fixed and mobile telephony, broadband, and pay television services. It is expanding its focus on digital infrastructure and technology solutions, including data centers and cloud services.
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Deal Analysis
InfraVia, Liberty Global, and Telefónica's acquisition of Substantial Group for £2 billion through their nexfibre joint venture represents a significant consolidation move in the UK's burgeoning fibre optic market. The transaction, backed by a £1 billion commitment from the acquiring parties, aims to create a scaled challenger to BT Openreach, the dominant player in the UK's fibre infrastructure. Virgin Media O2's involvement, through a 15% stake in nexfibre and the acquisition of Substantial Group's retail business, further strengthens the strategic alignment and operational synergies of the deal. The combined entity targets a full fibre footprint of approximately 8 million premises by 2027, signaling an aggressive expansion plan.
This acquisition underscores the increasing demand for high-speed internet connectivity and the strategic importance of fibre infrastructure in the UK. The deal is notable for its size, the involvement of major players in the telecommunications and infrastructure sectors, and its potential to reshape the competitive landscape. The presence of financial sponsors such as Advencap, DigitalBridge, and Soho Square Capital on the sell-side, alongside advisors like TD Securities, Barclays, Morgan Stanley, and LionTree, highlights the deal's complexity and the significant financial engineering involved. The creation of a strong alternative fibre provider could drive innovation, improve service quality, and ultimately benefit consumers through increased competition.
- £2 billion acquisition of Substantial Group by InfraVia, Liberty Global, and Telefónica via nexfibre JV.
- Creation of a scaled challenger to BT Openreach with a target of 8 million premises by 2027.
- Virgin Media O2 takes a 15% stake in nexfibre and acquires Substantial Group's retail business.
- Involvement of prominent financial sponsors and advisors underscores the deal's complexity and strategic importance.
Source Intelligence
KEY DETAILS
nexfibre will sell Substantial Group’s retail business, including the YouFibre and Brsk brands, to Virgin Media O2 for £150m ensuring customers continue to receive the same trusted service they know today.
Infravia, Liberty Global and Telefónica are committing £1bn in new net funding for nexfibre to fund the transaction – made up of £850m from Infravia and £150m jointly from Liberty Global and Telefónica, with Virgin Media O2 committing traffic on 4.6m overlapping and adjacent homes.
Virgin Media O2 to receive 1) c. £1.1bn in cash and 2) an indirect 15% stake in nexfibre
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Deal Size
InfraVia, Liberty Global and Telefónica acquire Substantial Group for £2 billion through their existing joint venture, nexfibre
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Location
is the UK’s second largest alternative fibre provider
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Financials
nexfibre is acquiring Substantial Group comprising currently of ~3 million premises (Netomnia) and a customer base of ~450,000 (expected to rise to over 3.4 million premises and more than 500,000 customers by closing) for an Enterprise Value of £2bn.
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Announcement
InfraVia, Liberty Global and Telefónica have announced an agreement to acquire Substantial Group.
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Expected Close
Completion of the transaction is subject to customary regulatory approvals and is expected by Q3 2026.
PARTIES MENTIONED IN SOURCE
I
InfraVia
buyer
"InfraVia, Liberty Global and Telefónica acquire Substantial Group for £2 billion through their existing joint venture, nexfibre"
L
Liberty Global
buyer
"InfraVia, Liberty Global and Telefónica acquire Substantial Group for £2 billion through their existing joint venture, nexfibre"
T
Telefónica
buyer
"InfraVia, Liberty Global and Telefónica acquire Substantial Group for £2 billion through their existing joint venture, nexfibre"
S
Substantial Group
seller
"InfraVia, Liberty Global and Telefónica acquire Substantial Group for £2 billion through their existing joint venture, nexfibre"
A
Advencap
seller
"Substantial Group, owned by investors Advencap, DigitalBridge and Soho Square Capital"
D
DigitalBridge
seller
"Substantial Group, owned by investors Advencap, DigitalBridge and Soho Square Capital"
S
Soho Square Capital
seller
"Substantial Group, owned by investors Advencap, DigitalBridge and Soho Square Capital"
n
nexfibre
buyer
"InfraVia, Liberty Global and Telefónica acquire Substantial Group for £2 billion through their existing joint venture, nexfibre"
V
Virgin Media O2
buyer
"nexfibre will sell Substantial Group’s retail business, including the YouFibre and Brsk brands, to Virgin Media O2 for £150m ensuring customers continue to receive the same trusted service they know today."
B
Barclays
advisor
"Liberty Global and Telefónica advised by Barclays and LionTree"
L
LionTree
advisor
"Liberty Global and Telefónica advised by Barclays and LionTree"
M
Morgan Stanley
advisor
"InfraVia Capital Partners advised by Morgan Stanley"
T
TD Securities
advisor
"nexfibre by TD Securities"
high quality
Enriched Feb 20, 2026
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