Disney-Fox

#42

The Murdoch’s failed attempt to get TEN seems so small and pointless now.

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#43

There was and still is speculation that after the Disney/21C Fox merger that Murdoch will merge the remainder new Fox with News Corp, which would include Foxtel if it happens.

Fox Studios Sydney is owned by 21st Century Fox, but where will it end up? The 20th Century Fox lot in LA will stay with Fox.

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#44

If Disney is not buying the 20th Century Fox studio lot, is it leasing the lot or will the TV and film studio move to another place in LA?

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#45

I’m interested to see what this sale means for Hulu, with Disney now owning a 60% stake in Hulu but looking to launch their own SVOD service over the top… would it make sense to invest more heavily in hulu itself given its already an established player.

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#46

Or take Hulu over as well?

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#47

At the end it looks like only main Fox Sports US (which included FS1 FS2) and Australia will be under common ownership. The rest is going to Disney including the Fox Sports Regionals and Fox Sports International which will likely be rebranded to ESPN.

Fox News US will remain under News.

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#48

20th Century Fox
A Walt Disney Company

:wink:

It’ll take a while to get used to seeing that, instead of “News Corporation”.

Also, 20th Century Fox’s theatrical distribution division will have to be shut down globally, seeing many staff losses, including in Sydney (unless they can join Disney in South Yarra, Melbourne somehow). As all 20C Fox films will be distributed by Walt Disney Studios Motion Pictures (formerly Buena Vista).

Also, 20th Television (21st Century Fox’s international TV distribution and all content distributor to TV networks) will be shut down, as all 20C Fox Television and all content distribution to TV networks globally, will now be handled by Disney ABC International Television

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#49

Just until they obliterate any reference to Fox. :stuck_out_tongue_winking_eye:

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#50

In Asia, Disney and News Corp had a 50-50 joint venture in ESPN Star Sports from 1994, before News Corp bought out Disney’s share in 2012 and renamed the sports network as Fox Sports Asia. Now under the 21st Century Fox umbrella, Fox Sports Asia will now go to Disney along with the rest of Fox owned channels in the region.

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#51

The following was provided by 21ST CENTURY FOX

21ST CENTURY FOX TO SPIN OFF BUSINESSES AND CREATE NEW “FOX”; A GROWTH COMPANY CENTERED ON LIVE NEWS AND SPORTS BRANDS AND THE ICONIC FOX BRAND

New “Fox” to Include Fox News, Fox Business, Fox Sports, Fox Broadcasting Company, Fox Television Stations Group, FS1 and FS2, Fox Deportes and Big Ten Network

Remaining 21st Century Fox Businesses to Combine with Disney as Part of Separate Transaction Announced Today

Twenty-First Century Fox, Inc. (“21st Century Fox” or the “Company” – NASDAQ: FOXA, FOX) today announced that it intends to spin off to 21st Century Fox shareholders a portfolio of its highly-rated news, sports and broadcast businesses to create a new “Fox,” which will be a growth company centered on live news and sports brands, anchored by the strength of the Fox Network.

The new “Fox” will include iconic branded properties Fox News Channel, Fox Business Network, Fox Broadcasting Company, Fox Sports, Fox Television Stations Group, and sports cable networks FS1, FS2, Fox Deportes and Big Ten Network (BTN). It will also include the Company’s studio lot in Los Angeles and equity investment in Roku.

The new Fox will house the #1 cable news channel in the country, the most watched business news channel, and a stations group that is present in 9 out of the 10 largest metro areas in the U.S. Its broadcast and cable sports brands will have coveted, long-term sports rights to the NFL, MLB, World Cup soccer and NASCAR. The new Fox will have a strong financial profile, supported by peer-leading growth and differentiated free cash flow generation, and will be positioned to continue to deliver consistent growth driven by affiliate rate increases, retransmission growth and strong advertising demand for its live content and entertainment product.

21st Century Fox Executive Chairman Rupert Murdoch said: “The new Fox will draw upon the powerful live news and sports businesses of Fox, as well as the strength of our Broadcast Network. It is born out of an important lesson I’ve learned in my long career in media: namely, content and news relevant to viewers will always be valuable. We are excited by the possibilities of the new Fox, which is already a leader many times over.”
In addition to the spin-off, 21st Century Fox today separately announced that the Company has entered into a definitive agreement to combine the rest of its businesses with Disney (NYSE: DIS), including the Company’s film and television studios, cable entertainment networks and international TV businesses.
Combining with Disney are 21st Century Fox’s critically acclaimed film production businesses including Twentieth Century Fox, Fox Searchlight and Fox 2000, which together offer diverse and compelling storytelling businesses and are the homes of Avatar, X-Men, Fantastic Four and Deadpool, as well as The Grand Budapest Hotel, Hidden Figures, Gone Girl, The Shape of Water, and The Martian – and its storied television creative units, Twentieth Century Fox Television, FX Productions and Fox21, who have brought The Americans, This Is Us, Modern Family, The Simpsons, and so many more hit TV series to viewers across the globe. Disney will also acquire FX Networks, Fox Sports Regional Networks, Fox Networks Group International, Star India, and 21st Century Fox’s interests in National Geographic Partners, Hulu, Sky, Tata Sky and Endemol Shine Group. 21st Century Fox remains committed to completing its proposed acquisition of the shares in Sky it does not own, and anticipates that the acquisition of Sky will close by June 30, 2018.

Mr. Murdoch continued: “As a result of the transformative transactions proposed today, we are paving the way for the new Fox, as well as a better Disney, to chart a course across a broad frontier of opportunity. We have always made a commitment to deliver more choices for customers; provide great storytelling, objective news, challenging opinion and compelling sports. Through today’s announcements we are proud to recommit to that promise and enable our shareholders to benefit for years to come through ownership of two of the world’s most iconic, relevant, and dynamic media companies. They will each continue to be leaders in creating the very best experiences for consumers.”

New Fox Assets

Fox’s assets will include:

Fox News Channel (FNC): 24-hour all-encompassing news service dedicated to delivering breaking news as well as political and business news. FNC has been the #1 cable news channel in the country for 63 straight quarters, and more recently has been the #1 basic cable network. FNC is available in approximately 90 million homes and dominates the cable news landscape, routinely notching the top ten programs in the genre.

Fox Broadcasting Company (FOX): home to some of the highest-rated and most acclaimed series on television as well as the most sought after sports properties. FOX is viewed by nearly 100 million households each month, airing 15 hours of primetime programming a week, as well as major sporting events and Sunday morning news. Through the FOX NOW app, FOX viewers can watch full episodes of their favorite FOX shows on a variety of digital platforms, while enjoying enhanced interactive and social capabilities around those shows.

Fox Business Network (FBN): financial news channel delivering real-time information across all platforms that impact both Main Street and Wall Street, Fox Business Network has been the #1 business network for 4 consecutive quarters. FBN launched in October 2007 and is available in more than 80 million homes in major markets across the United States. The network has bureaus in Chicago, Los Angeles, Washington, DC and London.

FOX Television Stations Group: one of the nation’s largest owned-and-operated network broadcast groups, comprising 28 stations in 17 markets and covering over 37% of U.S. television homes. This includes a presence in nine out of the 10 largest metro areas in the U.S. including seven duopolies in the top 10 markets: New York, Los Angeles, Chicago, Dallas, San Francisco, Washington, D.C. and Houston; as well as duopolies in Phoenix, Minneapolis, Orlando and Charlotte.

FS1 and FS2: FS1 is a popular sports cable network launched in 2013 in approximately 90 million homes boasting nearly 5,000 hours of live event, news and original programming annually. FS1 has several pillar sports: college basketball and football, MLB, NASCAR, NFL (ancillary programs), international soccer, Bundesliga, UFC, Premier Boxing Champions (PBC) and USGA. Major events televised on FS1 include the U.S. Open, MLB Postseason, the FIFA 2018 and 2022 World Cup and the FIFA Women’s World Cup in 2019. FS2 was founded in 2013 and is focused on extreme sports, including skateboarding, snowboarding, wakeboarding, motocross, surfing, mixed martial arts, BMX and FMX. FS2 is available in approximately 50 million homes.

Big Ten Network: the first internationally distributed network dedicated to covering America’s most storied collegiate conferences. Covering over 1,000 sporting events each year, including football, basketball, Olympic sports and championship events and award-winning original programming, in-depth studio analysis and classic games. The network is in approximately 50 million homes across the United States and Canada, including carriage by all the major video distributors.

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#52

The following was provided as a joint release from 21st Century Fox and Walt Disney Company

THE WALT DISNEY COMPANY TO ACQUIRE TWENTY-FIRST CENTURY FOX, INC., AFTER SPINOFF OF CERTAIN BUSINESSES, FOR $52.4 BILLION IN STOCK

21st Century Fox to spin off Fox Broadcasting network and stations, Fox News, Fox Business, FS1, FS2 and Big Ten Network to its shareholders

  • Acquisition complements and enhances The Walt Disney Company’s ability to provide consumers around the world with more appealing content and entertainment options
  • Transaction to include 21st Century Fox’s film and television studios, cable entertainment networks and international TV businesses
  • Popular entertainment properties including X-Men, Avatar, The Simpsons, FX Networks and National Geographic to join Disney’s portfolio
  • Expands Disney’s direct-to-consumer offerings with addition of 21st Century Fox’s entertainment content, capabilities in the Americas, Europe and Asia; Hulu stake becomes a controlling interest
  • Addition of extensive international properties, including Star in India and Fox’s 39% ownership of Sky across Europe, enhances Disney’s position as a truly global entertainment company with world-class offerings in key regions
  • Robert A. Iger to remain Chairman and CEO of The Walt Disney Company through 2021

The Walt Disney Company (NYSE: DIS) and Twenty-First Century Fox, Inc. (“21st Century Fox” —NASDAQ: FOXA, FOX) today announced that they have entered into a definitive agreement for Disney to acquire 21st Century Fox, including the Twentieth Century Fox Film and Television studios, along with cable and international TV businesses, for approximately $52.4 billion in stock (subject to adjustment). Building on Disney’s commitment to deliver the highest quality branded entertainment, the acquisition of these complementary assets would allow Disney to create more appealing content, build more direct relationships with consumers around the world and deliver a more compelling entertainment experience to consumers wherever and however they choose. Immediately prior to the acquisition, 21st Century Fox will separate the Fox Broadcasting network and stations, Fox News Channel, Fox Business Network, FS1, FS2 and Big Ten Network into a newly listed company that will be spun off to its shareholders.

Under the terms of the agreement, shareholders of 21st Century Fox will receive 0.2745 Disney shares for each 21st Century Fox share they hold (subject to adjustment for certain tax liabilities as described below). The exchange ratio was set based on a 30-day volume weighted average price of Disney stock. Disney will also assume approximately $13.7 billion of net debt of 21st Century Fox. The acquisition price implies a total equity value of approximately $52.4 billion and a total transaction value of approximately $66.1 billion (in each case based on the stated exchange ratio assuming no adjustment) for the business to be acquired by Disney, which includes consolidated assets along with a number of equity investments.

Popular Entertainment Properties to Join Disney Family

Combining with Disney are 21st Century Fox’s critically acclaimed film production businesses, including Twentieth Century Fox, Fox Searchlight Pictures and Fox 2000, which together offer diverse and compelling storytelling businesses and are the homes of Avatar, X-Men, Fantastic Four and Deadpool, as well as The Grand Budapest Hotel, Hidden Figures, Gone Girl, The Shape of Water and The Martian—and its storied television creative units, Twentieth Century Fox Television, FX Productions and Fox21, which have brought The Americans, This Is Us, Modern Family, The Simpsons and so many more hit TV series to viewers across the globe. Disney will also acquire FX Networks, National Geographic Partners, Fox Sports Regional Networks, Fox Networks Group International, Star India and Fox’s interests in Hulu, Sky plc, Tata Sky and Endemol Shine Group.

“The acquisition of this stellar collection of businesses from 21st Century Fox reflects the increasing consumer demand for a rich diversity of entertainment experiences that are more compelling, accessible and convenient than ever before,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company. “We’re honored and grateful that Rupert Murdoch has entrusted us with the future of businesses he spent a lifetime building, and we’re excited about this extraordinary opportunity to significantly increase our portfolio of well-loved franchises and branded content to greatly enhance our growing direct-to-consumer offerings. The deal will also substantially expand our international reach, allowing us to offer world-class storytelling and innovative distribution platforms to more consumers in key markets around the world.”

“We are extremely proud of all that we have built at 21st Century Fox, and I firmly believe that this combination with Disney will unlock even more value for shareholders as the new Disney continues to set the pace in what is an exciting and dynamic industry,” said Rupert Murdoch, Executive Chairman of 21st Century Fox. “Furthermore, I’m convinced that this combination, under Bob Iger’s leadership, will be one of the greatest companies in the world. I’m grateful and encouraged that Bob has agreed to stay on, and is committed to succeeding with a combined team that is second to none.”

At the request of both 21st Century Fox and the Disney Board of Directors, Mr. Iger has agreed to continue as Chairman and Chief Executive Officer of The Walt Disney Company through the end of calendar year 2021.

“When considering this strategic acquisition, it was important to the Board that Bob remain as Chairman and CEO through 2021 to provide the vision and proven leadership required to successfully complete and integrate such a massive, complex undertaking,” said Orin C. Smith, Lead Independent Director of the Disney Board. “We share the belief of our counterparts at 21st Century Fox that extending his tenure is in the best interests of our company and our shareholders, and will be critical to Disney’s ability to effectively drive long-term value from this extraordinary acquisition.”

Benefits to Consumers

The acquisition will enable Disney to accelerate its use of innovative technologies, including its BAMTECH platform, to create more ways for its storytellers to entertain and connect directly with audiences while providing more choices for how they consume content. The complementary offerings of each company enhance Disney’s development of films, television programming and related products to provide consumers with a more enjoyable and immersive entertainment experience.

Bringing on board 21st Century Fox’s entertainment content and capabilities, along with its broad international footprint and a world-class team of managers and storytellers, will allow Disney to further its efforts to provide a more compelling entertainment experience through its direct-to-consumer (DTC) offerings. This transaction will enable Disney’s recently announced Disney and ESPN-branded DTC offerings, as well as Hulu, to create more appealing and engaging experiences, delivering content, entertainment and sports to consumers around the world wherever and however they want to enjoy it.

The agreement also provides Disney with the opportunity to reunite the X-Men, Fantastic Four and Deadpool with the Marvel family under one roof and create richer, more complex worlds of inter-related characters and stories that audiences have shown they love. The addition of Avatar to its family of films also promises expanded opportunities for consumers to watch and experience storytelling within these extraordinary fantasy worlds. Already, guests at Disney’s Animal Kingdom Park at Walt Disney World Resort can experience the magic of Pandora—The World of Avatar, a new land inspired by the Fox film franchise that opened earlier this year. And through the incredible storytelling of National Geographic—whose mission is to explore and protect our planet and inspire new generations through education initiatives and resources—Disney will be able to offer more ways than ever before to bring kids and families the world and all that is in it.

Enhancing Disney’s Worldwide Offerings

Adding 21st Century Fox’s premier international properties enhances Disney’s position as a truly global entertainment company with authentic local production and consumer services across high-growth regions, including a richer array of local, national and global sporting events that ESPN can make available to fans around the world. The transaction boosts Disney’s international revenue mix and exposure.

Disney’s international reach would greatly expand through the addition of Sky, which serves nearly 23 million households in the UK, Ireland, Germany, Austria and Italy; Fox Networks International, with more than 350 channels in 170 countries; and Star India, which operates 69 channels reaching 720 million viewers a month across India and more than 100 other countries.

Prior to the close of the transaction, it is anticipated that 21st Century Fox will seek to complete its planned acquisition of the 61% of Sky it doesn’t already own. Sky is one of Europe’s most successful pay television and creative enterprises with innovative and high-quality direct-to-consumer platforms, resonant brands and a strong and respected leadership team. 21st Century Fox remains fully committed to completing the current Sky offer and anticipates that, subject to the necessary regulatory consents, the transaction will close by June 30, 2018. Assuming 21st Century Fox completes its acquisition of Sky prior to closing of the transaction, The Walt Disney Company would assume full ownership of Sky, including the assumption of its outstanding debt, upon closing.

Transaction Highlights

The acquisition is expected to yield at least $2 billion in cost savings from efficiencies realized through the combination of businesses, and to be accretive to earnings before the impact of purchase accounting for the second fiscal year after the close of the transaction.

Terms of the transaction call for Disney to issue approximately 515 million new shares to 21st Century Fox shareholders, representing approximately a 25% stake in Disney on a pro forma basis. The per share consideration is subject to adjustment for certain tax liabilities arising from the spinoff and other transactions related to the acquisition. The initial exchange ratio of 0.2745 Disney shares for each 21st Century Fox share was set based on an estimate of such tax liabilities to be covered by an $8.5 billion cash dividend to 21st Century Fox from the company to be spun off. The exchange ratio will be adjusted immediately prior to closing of the acquisition based on an updated estimate of such tax liabilities. Such adjustment could increase or decrease the exchange ratio, depending upon whether the final estimate is lower or higher, respectively, than the initial estimate. However, if the final estimate of the tax liabilities is lower than the initial estimate, the first $2 billion of that adjustment will instead be made by net reduction in the amount of the cash dividend to 21st Century Fox from the company to be spun off. The amount of such tax liabilities will depend upon several factors, including tax rates in effect at the time of closing as well as the value of the company to be spun off.

The Boards of Directors of Disney and 21st Century Fox have approved the transaction, which is subject to shareholder approval by 21st Century Fox and Disney shareholders, clearance under the Hart-Scott-Rodino Antitrust Improvements Act, a number of other non-United States merger and other regulatory reviews, and other customary closing conditions.

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#53

•Official Walt Disney Company presser (link to essentially what Cynic provided above):

•Other interesting articles from US mastheads:

http://www.latimes.com/business/la-fi-disney-fox-sale-shareholder-20171214-story.html

Also, I take it with Australia’s Foxtel, as it’s co-owned by 21st Century Fox (under News Corp Australia) & Telstra, this is unaffected?

Also Fox Sports Australia which is wholly owned by 21C Fox (via News Corp Aus)?

As they’re technically part of 21C Fox’s ‘news’ interests, which Disney aren’t getting?

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#54

The most odd possiblity in all this is James Murdoch joining Disney. Iger said about James “We’ll continue to discuss whether there is a role here”. For the sake of the Walt Disney Company the answer should be No. James Murdoch is better off staying at new Fox or News where dad can shield him when he stuffs up.

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#55

With the Murdoch family becoming the second biggest shareholder in Disney under the deal, there should be a role for James Murdoch in Disney on top of a seat on the company’s board, otherwise Disney would have paid cash outright to buy 21st Century Fox.

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#56

I’m wondering what this means in Australia?

My thoughts…

•Theatrical (cinema release):

All Walt Disney Pictures / 20th Century Fox films will be released in Australia via Walt Disney Studios Motion Pictures (Releasing Australia)

•Home entertainment (DVD/Blu-Ray):

All Disney / Fox content will be distributed via Walt Disney Studios Home Entertainment

•Digital (TV networks/S-VOD/YouTube/app stores):

Disney / Fox content will be distributed via Disney ABC International Television

I wonder if Seven will be asked/required to re-negotiate? Given the much more extensive TV and film library now available (i.e.) Fox. Or if they’ll consult with other/new network (Nine or Ten)? How long have Seven had Disney rights? 1990s?

Also what does it mean for merchandise?

Marketing?

Product placement at events?

On another note, is means Disney can now use the Fox film labels, to release more adult targeted / dramas / thrillers films. While keeping the Walt Disney labels true to children / family.

Terrific coup and approx. 40% market share (Universal will be upset they’ve lost the mantle) :open_mouth:

But it also means Disney have ultimate control on which studio will get which film to release, when they gain rights.

Some films probably having bias to Walt Disney labels, even though they may be suited to Fox.

Thoughts?

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#57

Now that I think about it, maybe Fox not renewing their content deal with Ten was incredibly telling and wasn’t entirely a slight at new management.

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#58

The Simpsons has done it again! This is taken from an episode which aired in the US in November 1998:

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#59

Also, Fox has the home entertainment distribution rights to MGM movies until 2020.

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#60

They do too.

Been that way for a long time.

I worked it out once, when all my Fox and MGM DVDs had the same layout/design/font.

Expect for the logo.

All MGM DVDs would unequivocally have to come under Walt Disney Studios Home Entertainment as well I’d say.

There would still be Fox and MGM logos somewhere on the cases though.

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#61

I don’t really get why people think The Simpsons predicts things that happen. With a program that’s been produced for nearly 30 years and full of pop-culture references/jokes, there’s bound to be some interesting coincidences between fiction and reality at some point.

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