Shareholders Approve Disney’s Purchase Of Fox

Today Disney and Fox each held shareholder meetings in New York, where shareholders approved a deal for Disney to purchase the majority of Fox assets, which include 21st Century Fox, FX Networks, National Geographic and more.

99% of shareholders approved the deal and both meetings took less than 15 minutes to complete.  The deal would see Disney pay Fox $71.3 Billion for its assets.

Disney has won approval from the U.S Government for the purchase of Fox, as long as they sell Fox’s 22 sports regional networks.  The deal hasn’t yet gained approval from the European Union and China.

This purchase will give Disney control over franchises like The Simpsons, Avatar, Predator, Die Hard, Family Guy, Aliens and much more. Other assets include a 39% stake of Sky and a combined 60% control over Hulu.

All of these new franchises would give Disney’s new streaming platform a huge addition of new content, to compete with Netflix and Amazon. And new merchandise and theme park opportunities.

It would also bring Star Wars home video rights fully under Disney’s control and Marvel movie rights for the Fantastic Four, X-Men and Deadpool would also revert back to Disney.

“Combining the 21CF businesses with Disney and establishing new ‘Fox’ will unlock significant value for our shareholders,” said Rupert Murdoch, Executive Chairman, 21st Century Fox. “We are grateful to our shareholders for approving this transaction. I want to thank all of our executives and colleagues for their enormous contributions in building 21st Century Fox over the past decades. With their help, we expect the enlarged Disney and new ‘Fox’ companies will be pre-eminent in the entertainment and media industries.”

“We’re incredibly pleased that shareholders of both companies have granted approval for us to move forward, and are confident in our ability to create significant long-term value through this acquisition of Fox’s premier assets,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company.  “We remain grateful to Rupert Murdoch and to the rest of the 21st Century Fox board for entrusting us with the future of these extraordinary businesses, and look forward to welcoming 21st Century Fox’s stellar talent to Disney and ultimately integrating our businesses to provide consumers around the world with more appealing content and entertainment options.”

Under the Disney Merger Agreement, 21st Century Fox stockholders may elect to receive $38 per share in either cash or shares of New Disney, a new holding company that will become the parent of both Disney and 21st Century Fox (the consideration may be subject to adjustment for certain tax liabilities). The overall mix of consideration paid to 21st Century Fox stockholders will be approximately 50% cash and 50% stock. The stock consideration is subject to a collar, which will ensure that 21st Century Fox stockholders will receive consideration equal to $38 in value if the average Disney stock price at closing is between $93.53 and $114.32. Disney expects to pay a total of about $35.7 billion in cash and issue approximately 343 million New Disney shares to 21st Century Fox stockholders. As a result, current 21st Century Fox stockholders will own a 17-20% stake in New Disney on a pro forma basis.

Are you excited to see Fox franchises coming into Disney?