Your move, Disney. After Comcast made a US$65 billion (Dh238.7bn) bid on Wednesday for 21st Century Fox’s entertainment assets – the same holdings that Walt Disney had agreed to buy for about $52.4bn – the Mouse House is under pressure to respond.
At stake is a trove of media properties, ranging from The Simpsons to X-Men, that are key to Disney fending off the threat from Netflix and other streaming upstarts. The question is whether Disney can convince Fox investors that it's still the most compelling partner.
“What it really comes down to is price and who wants it more,” said Paul Sweeney, an analyst at Bloomberg Intelligence.
Comcast, the largest US cable-TV provider, is offering $35 a share for the Fox assets, saying the bid represents a 19 per cent premium over the Disney offer. And it’s cash, rather than the stock that Disney is proposing.
The move follows AT&T Inc’s victory over the US Justice Department in its antitrust battle to take over Time Warner. That outcome is expected to spur a wave of media consolidation, emboldening companies to make offers they might otherwise have skipped.
The Disney-Comcast contest will determine who controls much of Rupert Murdoch’s empire, including Fox’s movie and TV studios, television networks such as FX, and multichannel providers such as Star India and Sky. With Wednesday’s bid, Comcast chief executive Brian Roberts is seeking to disrupt Disney chief executive Bob Iger’s plan to use Fox properties to bolster that company’s already-vast entertainment offerings.
Under the terms of its merger agreement with Fox, Disney has the right of refusal on any counter-offer. While it will have five days to make a fresh bid, the clock doesn’t start ticking until after the Fox board has assessed the Comcast offer and deemed it superior to Disney’s.
Disney, based in Burbank, California, didn’t have an immediate comment.
Comcast first approached Fox last year with an informal proposal. Comcast bid 16 per cent more than Disney for Fox’s media properties, but that offer was deemed too risky. The AT&T decision has lifted some of those clouds.
Mr Murdoch, 87, also wasn't swayed by Comcast's overtures because the cable company didn't offer a break-up fee. Comcast said last month that its new offer would be at least as favourable to Fox shareholders as Disney's terms. Indeed, the proposal unveiled on Wednesday includes a $2.5bn termination fee – similar to what Disney has offered.
"We are pleased to present a new, all-cash proposal that fully addresses the board's stated concerns with our prior proposal," Mr Roberts, 58, said in a letter to Mr Murdoch and his sons, Lachlan and James, who also serve as Fox executives. "We are also highly confident that our proposed transaction will obtain all necessary regulatory approvals in a timely manner and that our transaction is as or more likely to receive regulatory approval than the Disney transaction."
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Read more:
UK clears way for bidding war over broadcaster Sky
Comcast bids £22bn for Sky in head-to-head Murdoch battle
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In response, Fox said it would “carefully review” Comcast’s unsolicited proposal.
Disney’s Fox bid, which was hammered out in December, was partly a bulwark against the technology giants that are storming Hollywood. Traditional media companies have been racing to bulk up, betting that having more content will give them an edge.
In recent weeks, Philadelphia-based Comcast confirmed its desire to outbid Disney in advance of shareholder votes set for July 10. On Wednesday, it filed a proxy statement urging investors to oppose the Disney deal. Fox said it hasn’t yet made a decision whether to postpone the vote.
Comcast already owns film and TV studios, broadcast and cable TV operations including the NBC and USA networks, and the Universal Studios theme parks. But both Disney and Comcast could use Fox’s TV and movie properties to stream more content directly to consumers and compete with Netflix. The companies also are interested in expanding internationally at a time when the US television business is slowing.
When a federal judge rejected the Justice Department’s suit against the Time Warner deal, it was seen as an endorsement of so-called vertical mergers – combinations that include both media distribution and the programming itself.
Comcast also is making an ambitious push in Europe that centres on UK pay TV provider Sky. After Fox made a takeover offer for the 61 per cent stake in Sky that it doesn’t already own, Comcast launched a $30bn counter-bid for the business. Disney is also interested in owning Sky.
But Comcast investors haven't welcomed the company's sudden appetite for mega-deals. Its shares were down 19 per cent this year through Wednesday. If Comcast buys Fox and Sky, the cable giant could become one of the United States' largest corporate borrowers and its credit ratings may teeter at the bottom edge of investment grade.
Mr Roberts said he was comfortable with what he called “temporary re-leveraging”.
Comcast’s board has already unanimously approved the Fox proposal, and no investor vote will be needed. To further sweeten the deal, Comcast plans to reimburse the $1.5bn fee that it would have to pay Disney to break up that deal.
The two sides aren’t vying for all of Fox. Part of the business will be used to create an entity called “New Fox”, which will include the highly lucrative Fox News, the sports channels FS1 and FS2, and the Fox broadcasting channel. That operation will be run by Lachlan Murdoch and focus on domestic television, news and sports.
The approach is expected to generate more value by splitting up the Murdoch family’s far-flung holdings. Fox News alone is estimated to contribute about $2bn a year in earnings to the company’s bottom line. New Fox also will house Fox Business and local TV stations in nine of the 10 largest metro areas in the US.
Mr Roberts said he expects the Justice Department to review his proposed takeover plan at the same speed as Disney’s deal. And because Comcast has less of a presence outside the US, the company expects it can get international clearance easily. It also shouldn’t need a review by the Federal Communications Commission, Comcast said.
That means the transaction could close within 12 months of being signed, the cable company said.
“There should not be any meaningful difference in the timing of the US anti-trust review between a Comcast and Disney transaction,” Mr Roberts said. “We expect to work together to reach an agreement over the next several days.”
Our legal columnist
Name: Yousef Al Bahar
Advocate at Al Bahar & Associate Advocates and Legal Consultants, established in 1994
Education: Mr Al Bahar was born in 1979 and graduated in 2008 from the Judicial Institute. He took after his father, who was one of the first Emirati lawyers
MATCH INFO
Championship play-offs, second legs:
Aston Villa 0
Middlesbrough 0
(Aston Villa advance 1-0 on aggregate)
Fulham 2
Sessegnon (47'), Odoi (66')
Derby County 0
(Fulham advance 2-1 on aggregate)
Final
Saturday, May 26, Wembley. Kick off 8pm (UAE)
The Energy Research Centre
Founded 50 years ago as a nuclear research institute, scientists at the centre believed nuclear would be the “solution for everything”.
Although they still do, they discovered in 1955 that the Netherlands had a lot of natural gas. “We still had the idea that, by 2000, it would all be nuclear,” said Harm Jeeninga, director of business and programme development at the centre.
"In the 1990s, we found out about global warming so we focused on energy savings and tackling the greenhouse gas effect.”
The energy centre’s research focuses on biomass, energy efficiency, the environment, wind and solar, as well as energy engineering and socio-economic research.
How to register as a donor
1) Organ donors can register on the Hayat app, run by the Ministry of Health and Prevention
2) There are about 11,000 patients in the country in need of organ transplants
3) People must be over 21. Emiratis and residents can register.
4) The campaign uses the hashtag #donate_hope
How green is the expo nursery?
Some 400,000 shrubs and 13,000 trees in the on-site nursery
An additional 450,000 shrubs and 4,000 trees to be delivered in the months leading up to the expo
Ghaf, date palm, acacia arabica, acacia tortilis, vitex or sage, techoma and the salvadora are just some heat tolerant native plants in the nursery
Approximately 340 species of shrubs and trees selected for diverse landscape
The nursery team works exclusively with organic fertilisers and pesticides
All shrubs and trees supplied by Dubai Municipality
Most sourced from farms, nurseries across the country
Plants and trees are re-potted when they arrive at nursery to give them room to grow
Some mature trees are in open areas or planted within the expo site
Green waste is recycled as compost
Treated sewage effluent supplied by Dubai Municipality is used to meet the majority of the nursery’s irrigation needs
Construction workforce peaked at 40,000 workers
About 65,000 people have signed up to volunteer
Main themes of expo is ‘Connecting Minds, Creating the Future’ and three subthemes of opportunity, mobility and sustainability.
Expo 2020 Dubai to open in October 2020 and run for six months
COMPANY PROFILE
Name: Lamsa
Founder: Badr Ward
Launched: 2014
Employees: 60
Based: Abu Dhabi
Sector: EdTech
Funding to date: $15 million
Key facilities
- Olympic-size swimming pool with a split bulkhead for multi-use configurations, including water polo and 50m/25m training lanes
- Premier League-standard football pitch
- 400m Olympic running track
- NBA-spec basketball court with auditorium
- 600-seat auditorium
- Spaces for historical and cultural exploration
- An elevated football field that doubles as a helipad
- Specialist robotics and science laboratories
- AR and VR-enabled learning centres
- Disruption Lab and Research Centre for developing entrepreneurial skills
The story in numbers
18
This is how many recognised sects Lebanon is home to, along with about four million citizens
450,000
More than this many Palestinian refugees are registered with UNRWA in Lebanon, with about 45 per cent of them living in the country’s 12 refugee camps
1.5 million
There are just under 1 million Syrian refugees registered with the UN, although the government puts the figure upwards of 1.5m
73
The percentage of stateless people in Lebanon, who are not of Palestinian origin, born to a Lebanese mother, according to a 2012-2013 study by human rights organisation Frontiers Ruwad Association
18,000
The number of marriages recorded between Lebanese women and foreigners between the years 1995 and 2008, according to a 2009 study backed by the UN Development Programme
77,400
The number of people believed to be affected by the current nationality law, according to the 2009 UN study
4,926
This is how many Lebanese-Palestinian households there were in Lebanon in 2016, according to a census by the Lebanese-Palestinian dialogue committee
The smuggler
Eldarir had arrived at JFK in January 2020 with three suitcases, containing goods he valued at $300, when he was directed to a search area.
Officers found 41 gold artefacts among the bags, including amulets from a funerary set which prepared the deceased for the afterlife.
Also found was a cartouche of a Ptolemaic king on a relief that was originally part of a royal building or temple.
The largest single group of items found in Eldarir’s cases were 400 shabtis, or figurines.
Khouli conviction
Khouli smuggled items into the US by making false declarations to customs about the country of origin and value of the items.
According to Immigration and Customs Enforcement, he provided “false provenances which stated that [two] Egyptian antiquities were part of a collection assembled by Khouli's father in Israel in the 1960s” when in fact “Khouli acquired the Egyptian antiquities from other dealers”.
He was sentenced to one year of probation, six months of home confinement and 200 hours of community service in 2012 after admitting buying and smuggling Egyptian antiquities, including coffins, funerary boats and limestone figures.
For sale
A number of other items said to come from the collection of Ezeldeen Taha Eldarir are currently or recently for sale.
Their provenance is described in near identical terms as the British Museum shabti: bought from Salahaddin Sirmali, "authenticated and appraised" by Hossen Rashed, then imported to the US in 1948.
- An Egyptian Mummy mask dating from 700BC-30BC, is on offer for £11,807 ($15,275) online by a seller in Mexico
- A coffin lid dating back to 664BC-332BC was offered for sale by a Colorado-based art dealer, with a starting price of $65,000
- A shabti that was on sale through a Chicago-based coin dealer, dating from 1567BC-1085BC, is up for $1,950
NO OTHER LAND
Director: Basel Adra, Yuval Abraham, Rachel Szor, Hamdan Ballal
Stars: Basel Adra, Yuval Abraham
Rating: 3.5/5
ON%20TRACK
%3Cp%3EThe%20Dubai%20Metaverse%20Assembly%20will%20host%20three%20main%20tracks%3A%3C%2Fp%3E%0A%3Cp%3E%3Cstrong%3EEducate%3A%3C%2Fstrong%3E%20Consists%20of%20more%20than%2010%20in-depth%20sessions%20on%20the%20metaverse%3C%2Fp%3E%0A%3Cp%3E%3Cstrong%3EInspire%3A%3C%2Fstrong%3E%20Will%20showcase%20use%20cases%20of%20the%20metaverse%20in%20tourism%2C%20logistics%2C%20retail%2C%20education%20and%20health%20care%3C%2Fp%3E%0A%3Cp%3E%3Cstrong%3EContribute%3A%3C%2Fstrong%3E%20Workshops%20for%20metaverse%20foresight%20and%20use-case%20reviews%3C%2Fp%3E%0A
The White Lotus: Season three
Creator: Mike White
Starring: Walton Goggins, Jason Isaacs, Natasha Rothwell
Rating: 4.5/5
Volvo ES90 Specs
Engine: Electric single motor (96kW), twin motor (106kW) and twin motor performance (106kW)
Power: 333hp, 449hp, 680hp
Torque: 480Nm, 670Nm, 870Nm
On sale: Later in 2025 or early 2026, depending on region
Price: Exact regional pricing TBA
