Comcast is getting ready to take another run at 21st Century Fox. Disney agreed to purchase the majority of 21st Century Fox last December, but the deal can’t close for several more months. Fox can receive competing bids in the interim and Comcast is hoping to make an all-cash offer next month.

As of now, Comcast is waiting for a judge to rule on the Deparment of Justice’s challenge to the proposed merger between AT&T and Time Warner. The decision is expected next month and if the judge rules in favor of the AT&T-Time Warner deal, Comcast will effectively overcome the biggest objection to their previous bid for Fox: government regulation.

The merger of AT&T and Time Warner is comparable to a potential Comcast-Fox deal. If the former is approved, Comcast foresees an approval of the latter. Comcast won’t be wasting any time preparing their bid, as they’re reportedly reaching out to banks now for a bridge loan to cover an all-cash bid that would exceed the $52.4B Disney agreed to pay Fox.

The AT&T-Time Warner deal is expected to be approved, but that approval could be conditional. The new, larger company may be required to divest certain assets, so there could more for Comcast and Fox to evaluate than a simple “yes” or “no.”

Fox does not necessarily have to accept a new bid from Comcast even if it’s higher than Disney’s current proposal. Disney can also increase their bid. In the end, the fate of Fox could ultimately be decided by shareholders voting on competing bids.

It’s hard to know what it would mean for Fox’s Marvel licenses (X-Men, Fantastic Four, and related properties) if Comcast winds up owning the studio instead of Disney. It would all boil down to the language in those licensing agreements and whether or not the rights are transferable in the event of a merger, acquisition, or any other circumstance.

If the licensing agreements explicitly prohibit transfers under any circumstances, the rights to all of those licensed characters could automatically revert back to Marvel/Disney. If that kind of language does not exist in the contract, then we could be in for a legal battle, or simply see Marvel movies made and distributed by Universal.

It’s worth noting that Marvel movie rights are a relatively small part of this deal. They probably do not even break the top five reasons why Comcast and Disney want to buy Fox.

At least now Disney can start figuring out what they’re up against and prepare any countermeasures that may become necessary in the coming weeks and months.

SOURCE: CNBC