Following news on Monday morning that NBCUniversal-owned Sky is acquiring 70-year-old British public service broadcaster ITV, ITV CEO Carolyn McCall joined a series of calls with investors and media to talk through logistics.

On the investor call following the announcement, McCall said the sale reflects years of the ITV board weighing its strategic options — and that Sky was ITV’s preferred partner from the start. “It is worth also saying that through all our strategic thinking on the ExCo and the board, the company at the top of the list to do anything with was Sky. And so ITV did approach Sky, actually, to just say, ‘Do you want to chat and do you want to talk further?’ And that’s really how this happened,” McCall said, adding that shifts in viewing habits since the pandemic and the accelerating scale of global streamers in the U.K. made the timing right.

Chris Kennedy, ITV’s chief financial officer, detailed the mechanics of the deal’s earn-out on the call: the additional up to £200 million ($268 million) in contingent consideration becomes payable only if ITV’s total advertising revenue for 2027 exceeds £1.7 billion ($2.27 billion), with the maximum payout triggered at £1.8 billion ($2.41 billion) in TAR. Current analyst consensus puts 2027 TAR at roughly £1.75 billion ($2.34 billion), Kennedy said.