the.dreamfinder
Well-Known Member
The two classes vote as one so the Murdochs only have a 19% stake in the company.
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News Disney and Fox come to terms -- announcement soon; huge IP acquisition
- Thread starter ohioguy
- Start date
the.dreamfinder
Well-Known Member
If the stock tanks, that could be a big problem because this has been sold as a debt free deal using the stock Iger has bought back over the years. CSMA’s proposal isn’t reliant on the stock price and the financing has likely been shored up so they shouldn’t have a problem.
Stripes
Premium Member
Iger is going to go big to beat Roberts. Does anybody really think Bob Iger is going to retire after losing the biggest acquisition of his career? It'd demolish his legacy. There is no way Comcast walks away with these assets.
It depends... do you hate them for unabashedly supporting one side while constantly castigating the other, or do you hate them for being puppets of the financial elite?
That is incorrect. Class a stock is has no voting rights. Murdoch’s retain control of 39% of the class B voting shares which effectively give them control of the company.
the.dreamfinder
Well-Known Member
They do on this deal. That’s why folks like @seascape talk about how one deal favors shareholders looking for a cash out (CMSA) versus acquiring two valuable stocks (New Fox and DIS).
happycamperuni
Active Member
I'm sure Iger will go big; the question is whether Disney shareholders will want as much dilution as could be needed to outbid Comcast here.
The main reason this is tough for Disney is that the AT&T-TW merger was granted unconditionally; that means for the Murdochs and Fox shareholders, they can just have an all-out bidding war between Disney and Comcast for the assets without worrying about anti-trust issues.
"Approval of the combination merger proposal and the distribution merger proposal require the affirmative vote of holders of a majority of the outstanding shares of 21CF class A common stock and 21CF class B common stock entitled to vote thereon, voting together as a single class."
The Murdochs control around 310 million of the B shares out of a total count of around 1.85 billion shares, so their vote percentage will be around 17%.
Rodan75
Well-Known Member
Despite the AT&T decision (which turns out to be a huge strategic mistake for the DoJ) , Comcast could see some regulatory fight here. ATT+TW was similar in scope to Comcast+NBCUniversal, adding 21CF goes beyond what was approved today.
BUT the US loses much of its negotiating power in this loss today without taking Comcast to court and risking a more devastating loss.
Iger will fight this fight and has the balance sheet to do it. But Roberts appears to be chasing his white whale with virtually no one to rationalize with him internally. If Iger gets Comcast to overpay for these assets, he could still come out a winner. And then pick up Sony, or major video game publisher, or Hasbro and continue Disney’s evolution.
BUT the US loses much of its negotiating power in this loss today without taking Comcast to court and risking a more devastating loss.
Iger will fight this fight and has the balance sheet to do it. But Roberts appears to be chasing his white whale with virtually no one to rationalize with him internally. If Iger gets Comcast to overpay for these assets, he could still come out a winner. And then pick up Sony, or major video game publisher, or Hasbro and continue Disney’s evolution.
happycamperuni
Active Member
Yeah, if the DoJ had used a proper strategy, they would have used a similar consent decree as the Comcast-NBCU merger got in 2011; put 150+ restrictions/limitations on AT&T's use of the TW assets and force them to agree to net neutrality and arbitration for pay tv carriage for 7 years.
Then they could have played hardball with Comcast-Fox or Disney-Fox; both of which offer a lot more horizontal merger problems than AT&T-TW.
Instead under the guise of claiming to want "less regulation" by forcing asset sales on AT&T-TW, they got nothing. No restrictions on AT&T's behavior at all.
Just a complete mess, and many other companies will use this decision to try vertical mergers that offer more problematic outcomes.
Quinnmac000
Well-Known Member
The only reasonable priced ones will be VIACOM, CBS, Lionsgate, and maybe they could go for foreign entities but very few have crossover US appeal that Fox already has. They could try for Activision as well.
Fox is overvalued. As for the ones you have mentioned, none of those options are a go. Hasbro is looking to produce their own stuff hints why they looked into buying Dreamworks. Also with toy sales going down makes no sense for Disney to buy a toy company which pushed them into a partnership with Paramount. As for Sony, it is structured in a way where two totally non related entities in Sony Corp holds rights for IPs and the other produces (Sony Music Entertainment holds the rights for 76% of everything Sony owns), Sony Pictures Entertainment does film production etc. They only way to get both is to buy out Sony Corp which is a lot harder now for US agencies to buy Japanese companies compared to the past. Its the same issue they will have with any valuable gaming company based in Japan. They could buy out EA but I would call that a loss for Disney.
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AnotherDayAnotherDollar
Well-Known Member
DIS is rallying up this morning. CMCSA is pretty flat. FOX/FOXA are up huge as expected.
Amazon wanted in, but couldn't come to an agreement so Comcast is going in on their own. They either couldn't agree on pricing or how to split the assets:
https://www.wsj.com/articles/green-...-up-comcasts-fox-bid-merger-frenzy-1528840347
Amazon wanted in, but couldn't come to an agreement so Comcast is going in on their own. They either couldn't agree on pricing or how to split the assets:
https://www.wsj.com/articles/green-...-up-comcasts-fox-bid-merger-frenzy-1528840347
Indy_UK
Well-Known Member
Totally agree that Fox is over valued. Their movie IPs are mostly based on nostalgia and their most recent offerings haven't been great. It's a shame that Fox didn't just sell of parts to the right buyers. I would have loved Disney to just buy the Star Wars rights, marvel characters under Fox, Avatar and probably SKY and leave the rest.
AnotherDayAnotherDollar
Well-Known Member
I have heard the challenge on buying JP companies multiple times. I know it's a thing for sure especially because no one tried to buy Nintendo when its market cap was ~2T yen before the Switch. However, what are the actual challenges? Why can't a smaller company like Square Enix or Capcom be easily acquired by an American company?
pdude81
Well-Known Member
Thoughts I have here.
1. Murdoch does not have a controlling stake in the merger votes, but he does hold substantial sway on which merger proposal is chosen to vote on. This isn't like an election where people choose which thing they'd rather have... although the board risks being sued or replaced if shareholders don't feel the selection is in the their best interests.
2. Comcast may truly want both Sky and Fox, but it's hard to know what their limit or true target is because it's in their best interest to drive up the cost of these assets for a competitor. They either get these valuable assets, or force Disney to spend billions more for things they already "had".
3. Now that the TW merger has gone through, I don't see why Comcast can't just reinstate their previous offer with a dusting of cash on top. The primary reason given was that they were afraid of being blocked since Justice sued on this other case and still refused a breakup fee.
1. Murdoch does not have a controlling stake in the merger votes, but he does hold substantial sway on which merger proposal is chosen to vote on. This isn't like an election where people choose which thing they'd rather have... although the board risks being sued or replaced if shareholders don't feel the selection is in the their best interests.
2. Comcast may truly want both Sky and Fox, but it's hard to know what their limit or true target is because it's in their best interest to drive up the cost of these assets for a competitor. They either get these valuable assets, or force Disney to spend billions more for things they already "had".
3. Now that the TW merger has gone through, I don't see why Comcast can't just reinstate their previous offer with a dusting of cash on top. The primary reason given was that they were afraid of being blocked since Justice sued on this other case and still refused a breakup fee.
I hope Disney does not raise their offer too much. It is interesting though that Disnes is up today while Comcast is down. That could mean the rumors of Comcast offering 65 billion, not 60 may be true. That would most likely include the 1.5 billion fee to Disney. If that is true then Disney may take the 1.5 billion and move on to something else. There is no way the Fox assets are worth that much. Also Comcast adding all that debt is very bad for the Comcast stockholders and Universal themeparks.
Moving on I would like Disney to look at Viacom and Sony pictures. Sony would bring Spiderman movies home while Viacom would give them Star Trek and the two most powerful space franchises.
Moving on I would like Disney to look at Viacom and Sony pictures. Sony would bring Spiderman movies home while Viacom would give them Star Trek and the two most powerful space franchises.
CaptainAmerica
Premium Member
It includes the TV studio. It does not include the Fox network or the owned Fox stations. There are already regulatory requirements in place that prevent that. No company can own more than one of the four major networks, and there are limitations on the amount of affiliates one company can own.So this deal includes all of FOX's entertainment divisions, including TV, correct? If so, man, I can't wait for the Ratatouille crossover episode of Hell's Kitchen