nexfibre shareholders refuse CMA remedies over £2bn Netomnia takeover

nexfibre refuses to offer remedies

The CMA had asked for proposals to address its concerns by 16 October. None arrived.

In a joint statement, nexfibre's three shareholders, InfraVia, Liberty Global and Telefónica, called the interim report "fundamentally flawed". They said no remedies package could address the counterfactuals the regulator had used.

The shareholders said they had engaged in good faith on possible remedies, including commitments on investment and wholesale access. They concluded that the CMA's assumptions made any package pointless. They added that nexfibre remained ready to engage constructively once the counterfactuals reflected the reality of the market.

The CMA's interim report, published earlier in October, provisionally found that the deal could substantially lessen competition in the wholesale supply of fixed broadband. The regulator said it was open to nexfibre offering remedies to get the deal cleared, and opened a consultation on its findings.

Why the deal matters for UK fibre

nexfibre announced the deal to buy Substantial Group, the parent of Netomnia, YouFibre and Brsk, in February 2026. The Netomnia element alone was valued at £2 billion, or about €2.3 billion. Netomnia is the UK's fourth-largest full-fibre network and second-largest altnet. Its fibre network had reached more than three million premises and more than 460,000 customers. Substantial expected more than 3.4 million premises and over 500,000 customers by completion. The group, founded in 2019, merged Netomnia with YouFibre and Brsk in the summer of 2024.

"In our view, the transaction gives rise to a significant reduction in wholesale competition across the parties' FTTP network footprints".

That is the CMA's own wording from the interim report. Its overlap analysis found that Openreach fully overlaps the Virgin Media O2 and nexfibre network. Substantial overlaps about 14 percent of it, and CityFibre about 18 percent.

nexfibre said the purchase would lift its network reach to about eight million premises by the end of 2027.

If the deal clears, it folds the UK's second-largest altnet into nexfibre, a joint venture of Virgin Media O2's parent companies Liberty Global and Telefónica, plus InfraVia. If it does not, nexfibre says £3.5 billion of investment would not happen.

The regulator's counterfactual

nexfibre and Substantial requested a fast-track Phase 2 reference on 11 June 2026, and the CMA accepted it. The interim findings followed earlier in October.

Central to the case is the counterfactual: what would have happened without the deal. The CMA's report states that CityFibre submitted a bid for the network, and that CityFibre would most likely have been successful if nexfibre had not emerged as the buyer, according to Light Reading's account of the document. nexfibre called that assumption "not a credible basis" for judging the transaction. The shareholders argued that the billions of pounds of investment the deal enables would not simply happen anyway.

CityFibre said the CMA was right and urged it to block the deal. The consultation on the interim findings closes on 23 October.

Investment claims and market pressure

The shareholders' statement says the deal unlocks £3.5 billion of international investment and would create a scaled, sustainable challenger to Openreach. It says blocking the deal would entrench Openreach's monopoly and leave consumers to pay the price. It also points to BT's acquisition of TalkTalk, which it says is shrinking the available wholesale market, and questions CityFibre's financial position, citing its latest accounts and debt restructuring.

Netomnia ended 2024 with 2.08 million premises serviceable. It added 1.27 million in the year. With YouFibre and Brsk it targets five million UK premises serviceable by the end of 2027. Analysts have warned for some time that altnets face increased commercial pressure. That pressure could drive a consolidation wave, Computer Weekly reported.

Substantial's chief executive, Jeremy Chelot, said in February 2026 that consolidation in the sector had been inevitable. He said the deal would create "the scaled, sustainable platform needed to drive genuine wholesale competition". He said the YouFibre retail brand would remain after close.

What happens next

The CMA has said it will consult publicly on any proposals before taking a final decision. nexfibre said it would keep engaging constructively with the regulator.