Getty Images (GETY) M&A Announcement summary

Deal rationale and strategic fit

• Merger creates a transformational visual content company with a strong financial foundation, serving creative, media, and advertising industries globally.

• Combined entity offers a comprehensive portfolio across still imagery, video, music, 3D, and generative AI, benefiting over 1.4 million annual subscribers in more than 200 countries.

• Expanded opportunities for content creators and enhanced innovation capacity through greater investment in technology and customer-facing solutions.

• Strategic fit includes expanded distribution, event coverage, and reach for content creators.

• Strengthened financial profile enables increased investment in product innovation and technology.

Financial terms and conditions

• Shutterstock shareholders can elect cash ($28.84870/share), stock (13.67237 GETY shares/share), or mixed consideration (9.17 GETY shares + $9.50 cash/share), subject to proration.

• Aggregate consideration: $331 million in cash and 319.4 million Getty Images shares, with Getty Images shareholders owning ~54.7% and Shutterstock shareholders ~45.3% of the combined company.

• Combined company to be named Getty Images Holdings, Inc., trading under NYSE: GETY, with a pro-forma market capitalization over $2.2 billion and enterprise value of ~$3.7 billion as of January 6, 2025.

• Pro forma 2024 revenue projected at $1.98–$1.99 billion, with pre-synergy EBITDA of $569–$574 million.

• CEO Craig Peters to lead, Mark Getty as chairman, and a board with 11 members (6 Getty Images, 4 Shutterstock, both CEOs).

Synergies and expected cost savings

• Annual cost synergies of $150–$200 million expected by year three, with about two-thirds realized within 12–24 months post-close.

• Synergies primarily from SG&A (88–90%) and capex (10–12%), with $75M–$100M in cash costs to achieve, mostly in the first year.

• No significant top-line synergies expected from data licensing; focus is on operational and cost synergies.

• Merger expected to be accretive to earnings and cash flow beginning in year two.

• Integration to focus on IT consolidation, streamlined operations, and content/product optimization.