News Disney and Fox come to terms -- announcement soon; huge IP acquisition

bartholomr4

Well-Known Member
https://www.marketwatch.com/story/comcast-extends-sky-offer-gets-021-acceptances-2018-08-22-13485309

On one hand, I don't think anyone really expected Sky to accept the Comcast bid in the moment, but this is still kinda surprising. Comcast is currently the high bid. I guess folks feel strongly that Fox-Disney is going to make another bid, but they've been quiet.

Makes you wonder if Disney just matched, and took the bid to a shareholder vote/Auction.... how the vote would come out. 39% Plus 30 (assuming an even split) Percent of the remaining gives them 69% ownership and effective control....
 

Rodan75

Well-Known Member
Makes you wonder if Disney just matched, and took the bid to a shareholder vote/Auction.... how the vote would come out. 39% Plus 30 (assuming an even split) Percent of the remaining gives them 69% ownership and effective control....

I was thinking that today. I need to read more on the rules in the UK, but I’m assuming just tying the Comcast bid as you stated would trigger the next round of bidding or the auction step.

Do we know if being part of Disney would be more attractive to European shareholders than Comcast?
 

D231016

Active Member

seascape

Well-Known Member
https://www.marketwatch.com/story/comcast-extends-sky-offer-gets-021-acceptances-2018-08-22-13485309

On one hand, I don't think anyone really expected Sky to accept the Comcast bid in the moment, but this is still kinda surprising. Comcast is currently the high bid. I guess folks feel strongly that Fox-Disney is going to make another bid, but they've been quiet.
This is an interesting story that indicates Disney may be very serious about another Sky bid. https://www.adweek.com/tvnewser/rep...e-news-division-after-fox-deal-is-done/374549
 

bartholomr4

Well-Known Member
I was thinking that today. I need to read more on the rules in the UK, but I’m assuming just tying the Comcast bid as you stated would trigger the next round of bidding or the auction step.

Do we know if being part of Disney would be more attractive to European shareholders than Comcast?

According to Game Theory, the bidding process needs to change. I would argue that Disney, which is listed on the London Exchange and in Europe, should match the current Comcast Bid, but give the Sky shareholders the option of cash or Disney Stock. We know Comcast doesn’t want to water down the Roberts Family control by issuing more stock.... There will be holders who would want the longer term position in Disney Stock. The only other option is a tick-tock you bid, I bid auction which pushes the price above its market value.

Disney wins control in either situation, because of the. 39% they get with 21CF... This strategy take a higher price off the table. Just a thought.
 

bartholomr4

Well-Known Member
It has been reported that Rupert Murdoch has offered Jeremy Darroch, the Sky CEO, a deal that he will stay on and get stock in 'New Fox' if 21CF win the battle for Sky. This will be a strategic move to get the shareholder favour.

http://www.thisismoney.co.uk/money/...emy-Darroch-lucrative-share-deal-stay-on.html

I wonder how this would work if the Disney 21CF deal has closed? I can see the incentive if there was no deal with Disney on the table, but once Disney deal closes, wouldn't a payment from New Fox stock be out of the question? It would look to me as a bribe instead of a reward. And if New Fox has no interest in Sky after the merger, what would the shareholders of New Fox think of such a payout?

Makes me also wonder what the relationship between Disney and New Fox will be as it relates to News Operations. Its no secret that Iger is not pleased with ABC News performance and return on investment..... Does New Fox, ABC and Sky create some joint partnership for news? Does Iger outsource it to New Fox?
 

Rodan75

Well-Known Member
I wonder how this would work if the Disney 21CF deal has closed? I can see the incentive if there was no deal with Disney on the table, but once Disney deal closes, wouldn't a payment from New Fox stock be out of the question? It would look to me as a bribe instead of a reward. And if New Fox has no interest in Sky after the merger, what would the shareholders of New Fox think of such a payout?

Makes me also wonder what the relationship between Disney and New Fox will be as it relates to News Operations. Its no secret that Iger is not pleased with ABC News performance and return on investment..... Does New Fox, ABC and Sky create some joint partnership for news? Does Iger outsource it to New Fox?

On the News Ops thought? Why would Iger not be happy, it is doing well and a bright spot for ABC financially. If anything it looks like they are missing opportunities by not having a dedicated news network, which they could get with SKY.
 

mab7689

Active Member
I wonder how this would work if the Disney 21CF deal has closed? I can see the incentive if there was no deal with Disney on the table, but once Disney deal closes, wouldn't a payment from New Fox stock be out of the question? It would look to me as a bribe instead of a reward. And if New Fox has no interest in Sky after the merger, what would the shareholders of New Fox think of such a payout?

Makes me also wonder what the relationship between Disney and New Fox will be as it relates to News Operations. Its no secret that Iger is not pleased with ABC News performance and return on investment..... Does New Fox, ABC and Sky create some joint partnership for news? Does Iger outsource it to New Fox?

The takeover battle for Sky should be resolved by the end of this year. The Disney deal for 21CF won't close until next year. It's just a case of whether 21CF hand 39% or 100% of Sky to Disney.
 

bartholomr4

Well-Known Member
LONDON (Reuters) - Activist investor Elliott has argued that Walt Disney should have to pay at least 15.01 pounds a share to acquire Sky if it is forced to buy the British broadcaster, the UK's takeover regulator said on Wednesday.

The Takeover Panel disclosed Elliott's arguments in a statement in which the regulator detailed why it last month set the level of any Disney offer for Sky at 14 pounds a share and rejected the activist's valuation.
 

bartholomr4

Well-Known Member
By Ben Martin

LONDON (Reuters) - Britain's takeover regulator could take the rare step of intervening in the battle between Comcast and Twenty-First Century Fox for Sky next month by staging an auction for the broadcaster to bring the drawn-out bidding war to an end.

The Takeover Panel has the power to instigate a formal auction process for London-listed Sky (SKYB.L) to help resolve its future if two competing bids that have not been declared final remain on the table for the company on Sept. 22, according to Britain's takeover code.

Sky's shares currently trade at 15.44 pounds.

Under the current timetable for a deal, which can be changed by the Panel, Fox and Comcast are free to lift their bids at any point up until the Sept. 22 deadline.If neither suitor has admitted defeat by then, the regulator can step in and start an auction. The Panel did not comment.

The aim of an auction is to bring a protracted bidding war to a close by giving the suitors an opportunity to submit revised offers in an orderly process managed by the Panel, which remains neutral. But it can also serve to drive up the price that the successful suitor ultimately pays.

Recently, the Panel has tweaked the rules governing auctions so that unless the bidders and target agree an alternative procedure, the regulator runs a five-round process over five consecutive business days. The suitors can announce revised offers by 5pm each day up until the fifth day, after which no new bids are allowed and the offers become final. The auction ends earlier than the fifth day if there is a round that draws no new offers.
 

Rodan75

Well-Known Member
By Ben Martin

LONDON (Reuters) - Britain's takeover regulator could take the rare step of intervening in the battle between Comcast and Twenty-First Century Fox for Sky next month by staging an auction for the broadcaster to bring the drawn-out bidding war to an end.

The Takeover Panel has the power to instigate a formal auction process for London-listed Sky (SKYB.L) to help resolve its future if two competing bids that have not been declared final remain on the table for the company on Sept. 22, according to Britain's takeover code.

Sky's shares currently trade at 15.44 pounds.

Under the current timetable for a deal, which can be changed by the Panel, Fox and Comcast are free to lift their bids at any point up until the Sept. 22 deadline.If neither suitor has admitted defeat by then, the regulator can step in and start an auction. The Panel did not comment.

The aim of an auction is to bring a protracted bidding war to a close by giving the suitors an opportunity to submit revised offers in an orderly process managed by the Panel, which remains neutral. But it can also serve to drive up the price that the successful suitor ultimately pays.

Recently, the Panel has tweaked the rules governing auctions so that unless the bidders and target agree an alternative procedure, the regulator runs a five-round process over five consecutive business days. The suitors can announce revised offers by 5pm each day up until the fifth day, after which no new bids are allowed and the offers become final. The auction ends earlier than the fifth day if there is a round that draws no new offers.

So it looks like it is going to go to the Auction...this seems crazy, but at least it looks like this will be resolved by the end of September.

It has been disturbing how quiet things have been with Disney and Comcast, considering how things leaked like crazy when Comcast was in competition for all of Fox. If there are any legal private negotiations allowed, I have to believe they are happening now under a tight lid.
 

bartholomr4

Well-Known Member
Game Theory abounds..... This is a really rare acquisition scenario, which will probably be studied for years.

Based on the Comcast offer, they have to get 50% +1 for their offer to hold. Their bid is withdrawn for less than 50%, which means they have to win 82% of the non FOX shares. This seams like a stretch to me.

Also, Comcast has to price their bid as if they are paying 100% for all stock. Disney will allocate one price for the 39% acquired from FOX and another price for the remaining 61%. They will likely pay (a blended price) less for the assets than Comcast will regardless of price.

With Disney/Fox having 39% in the bank, and the benefits they will derive from the rest of the Fox Assets to offset this bid, Disney has to be viewed with an advantage in the bidding process. I again think Disney should include DIS Stock in any future bids, and just match the Comcast offer of the day. Then let it go to a vote.
 

Rodan75

Well-Known Member
Game Theory abounds..... This is a really rare acquisition scenario, which will probably be studied for years.

Based on the Comcast offer, they have to get 50% +1 for their offer to hold. Their bid is withdrawn for less than 50%, which means they have to win 82% of the non FOX shares. This seams like a stretch to me.

Also, Comcast has to price their bid as if they are paying 100% for all stock. Disney will allocate one price for the 39% acquired from FOX and another price for the remaining 61%. They will likely pay (a blended price) less for the assets than Comcast will regardless of price.

With Disney/Fox having 39% in the bank, and the benefits they will derive from the rest of the Fox Assets to offset this bid, Disney has to be viewed with an advantage in the bidding process. I again think Disney should include DIS Stock in any future bids, and just match the Comcast offer of the day. Then let it go to a vote.

Yeah, just based on the merits it seems like Disney could walk away with this one easily. And I agree, this merger will be studied from all angles for years.

I just wonder what Iger really wants here. Does he really want to be one of the largest Satellite TV provider in the world (SKY + Star India) or does he want 90% ownership in Hulu and get the outstanding Marvel rights (small potatoes really). If Iger gets SKY, no way Comcast plays ball on the rest.

I just wonder why someone who is launching a DTC service, also wants to be a major player in linear distribution? The ESPN issues x10.
 

bartholomr4

Well-Known Member
Yeah, just based on the merits it seems like Disney could walk away with this one easily. And I agree, this merger will be studied from all angles for years.

I just wonder what Iger really wants here. Does he really want to be one of the largest Satellite TV provider in the world (SKY + Star India) or does he want 90% ownership in Hulu and get the outstanding Marvel rights (small potatoes really). If Iger gets SKY, no way Comcast plays ball on the rest.

I just wonder why someone who is launching a DTC service, also wants to be a major player in linear distribution? The ESPN issues x10.

Excellent Point..... Going to be interesting to watch...
 

Rodan75

Well-Known Member
Well, it's a good thing they can now exercise their 30% ownership in the face of Disney's 30% 60%.

The board rules for Hulu are supposedly complicated, given the nature of the partners. Comcast will have the power to derail Hulu’s growth in the near term and potentially impact the asset value over the long term.

It is in Disney’s best interest to get all of Hulu as quickly as possible.
 

Sirwalterraleigh

Premium Member
The board rules for Hulu are supposedly complicated, given the nature of the partners. Comcast will have the power to derail Hulu’s growth in the near term and potentially impact the asset value over the long term.

It is in Disney’s best interest to get all of Hulu as quickly as possible.

You didn’t think bob was actually developing a platform, did you?

That requires overhead and the shareholders don’t like that.

I think Hulu was the whole goal all along...with some 80’s crap as kinda throw in
 

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