The media landscape was shocked when Disney entered into an agreement to buy the movie division of Fox. However, the situation just got even more interesting as Comcast has now submitted a competing bid. The cable provider, who also owns NBC/Universal, had previously expressed interest in purchasing Fox, but following a recent court ruling, the massive company has offered to purchase the movie studio for $65 billion in cash, topping the $52.4 billion stock offer that Fox had agreed to take from the Walt Disney Company.
It was already well known that Comcast was keeping an eye on the proposed merger between Time Warner and AT&T. There was a possibility that the courts would block the business deal on antitrust grounds, and the feeling at Comcast was that if the court wouldn't accept that deal, they would be unlikely to accept a deal between Fox and Comcast. However, on Tuesday, a judge decided to allow the Time Warner deal to go through and on Wednesday Comcast submitted its offer to Fox, which includes the 21st Century Fox studio, FX cable networks, several regional sports channels, and a share of British satellite broadcaster Sky.
Of course, this deal is far from done. From here, we'll have to wait and see what the various parties will do in response to this new offer. Disney could always up its offer to match or beat the $65 million that Comcast is offering. Which, in turn, could lead to Comcast raising its offer, giving us an old-fashioned bidding war. Disney could also do nothing and just wait. While Comcast is offering more money, there's always the possibility that Fox could still choose the current Disney deal.
A Board of Directors has a fiduciary duty to its stockholders, meaning the Board is expected to do what is in their best financial interest, and while the higher bid price would mean more money in an absolute sense, the fact that a cash deal has different tax implications than a stock deal does change the math somewhat. Also, if Fox goes with Comcast now, it will be on the hook for a $1.52 billion fee to Disney for pulling out of the existing deal, though, according to Variety, Comcast has offered to reimburse Fox for that fee if it ends up paying it. There's also the fact that, while the recent AT&T/Time Warner deal might make a Comcast/Fox deal more likely, it's far from a sure thing. The fact that Disney doesn't own a cable distribution network for providing its own content could make that deal more attractive to regulators, and a successful $52 billion deal will result in a lot more money to investors than a $65 billion deal that never actually happens.
Fox has an investor meeting scheduled for July 10 to discuss the sale, although, if a bidding war does ensue, that meeting could be pushed back in order to be sure investors have all the information necessary to make an informed decision.
Whichever way it goes this is going to be a major deal in the history of entertainment, we'll be keeping our eyes on it until a decision is made.
