Getty Images scraps $3.7B Shutterstock merger on UK conditions

Getty Images said Tuesday it will terminate its $3.7 billion merger agreement with Shutterstock after the UK competition regulator required the sale of Shutterstock's editorial business as a condition for approval, sending Shutterstock shares down 30% in after-hours trading.

"The CMA's condition would have required us to sell Shutterstock's editorial business, a step we are not obligated to take under the merger agreement," a Getty Images spokesperson said. The company's board voted against proceeding with the sale process and will formally end the deal on July 6 unless circumstances materially change, according to a Securities and Exchange Commission filing.

Shutterstock shares fell to $9.81 in extended trading after closing at $13.95, paring a 27% year-to-date decline. Getty shares traded at $0.87, up about 1.1% in volatile after-hours action. The UK Competition and Markets Authority in May conditionally cleared the merger, finding that Shutterstock's editorial business — which supplies news photos and videos to British media outlets — must be divested to prevent reduced choice and higher prices for customers.

The collapse of the merger, announced in January 2025 and cleared by the US Justice Department in April, leaves both companies to navigate intensifying competition from AI image generators that offer cheaper alternatives for creating visuals. "We are not convinced that scale would have done more than stave off competitive pressures for a little while longer, but without the scale that the merger would bring, the outlook for each looks even more difficult," said Luke Stillman, a managing director at trend advisory firm Madison and Wall.

Getty said it plans to redeem its 10.5% senior secured notes due 2030 and will retain a financial adviser to explore strategic financing alternatives. Shutterstock did not immediately respond to a request for comment.

This article is for informational purposes only and does not constitute investment advice.