British broadcaster ITV rejected a £4.7 billion approach from cable firm NTL today and said the offer materially undervalued it.
NTL was offering 105 pence in cash and new NTL shares worth 17 pence for each ITV share.
ITV said in a statement: "The board believes that whereas there is obvious appeal to NTL in gaining control of ITV's substantial and successful business, from ITV's perspective there is little, if any, strategic logic for ITV to combine with NTL."
Ailing broadcaster ITV, which has lost viewers, advertisers and its chief executive this year, said based on NTL's closing share price on November 9th the offer valued each ITV share at 120.4 pence - or the company at £4.68 billion.
Bskyb said on Friday it had spent £940 million buying a 17.9 per cent stake in ITV, a move likely to prevent others from making a bid, analysts said.
Richard Branson, NTL's biggest shareholder, has called for Britain's Office of Fair Trading (OFT) to force Bskyb to sell its stake in ITV, arguing the move was bad for competition.
NTL said earlier this month it had approached ITV about combining the two companies, while RTL Group, Europe's biggest commercial broadcaster, has also not ruled itself out from making a bid.