Comcast has gone public with the company’s potential plan to outbid Disney for most of 21st Century Fox. Rumors that Comcast would make another run at Fox gained traction again earlier this month, but now Disney had better be prepared for a bidding war.
Comcast has released an official statement confirming their interest in Fox and how they feel their bid, if made, will be superior to Disney’s.
“Comcast Corporation confirms that it is considering, and is in advanced stages of preparing, an offer for the businesses that Fox has agreed to sell to Disney (which do not include the Fox News Channel, Fox Business Network, Fox Broadcasting Company and certain other assets). Any offer for Fox would be all-cash and at a premium to the value of the current all-share offer from Disney. The structure and terms of any offer by Comcast, including with respect to both the spinoff of ‘New Fox’ and the regulatory risk provisions and the related termination fee, would be at least as favorable to Fox shareholders as the Disney offer.
“While no final decision has been made, at this point the work to finance the all-cash offer and make the key regulatory filings is well advanced.”
Comcast provided no information regarding what they’re waiting on before making a final decision on their “superior” bid, but it is believed to be a judge’s ruling on the AT&T-Time Warner merger. Because that merger is somewhat comparable to a Comcast-Fox deal (much more so than Disney-Fox), Comcast reportedly believes that a decision in favor of AT&T-Time Warner would signal a clear regulatory path.
If, as expected, the AT&T-Time Warner deal is approved without the new company being forced to sell off significant assets (like CNN or DirecTV, Comcast will likely move forward with this attempt to outbid Disney for Fox. Going public today sends a clear message that Comcast expects to be able to make this bid and they’re already hoping to reach Fox shareholders. It’s a smart move given that a shareholder vote could ultimately decide the winner of a bidding war between Comcast and Disney.
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 Fox’s movie studio (one of the assets included in the proposed purchase) instead of Disney. It would come 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.
Of course, Marvel movie rights are a relatively small part of this deal. They are of the most interest to fans, but are hardly among the top reasons Disney (or Comcast) will buy Fox.
Ultimately, Comcast may only succeed in driving up the price Disney pays for Fox. The current price is an all-stock offer of $52.4B. I am eager to see if Disney or Fox issue any kind of public response now that Comcast has gone public with their potential plans. This story cannot be dismissed as a rumor any longer.
For more on Comcast potentially outbidding Disney for Fox and what it means for Marvel characters, you can listen to the Marvel Studios News podcast I recorded about the subject earlier this month.
SOURCE: The Hollywood Reporter