The Disney-Fox-Comcast-Sky situation is a beautiful M&A mess
If you enjoy sliding tile puzzle games, then you'll want to watch what happens next in the complex game of Disney-Fox-Comcast.
On Wednesday, Twenty-First Century Fox filed a proxy statement confirming it will ask shareholders to give an up-or-down vote on Disney's $52 billion bid. The meeting is July 10 in New York. Disney shareholders will do the same. (Fox is selling a large chunk of itself before spinning off its broadcast and news assets into a new smaller entity.)
But lots of things will happen before July 10.
- A US District Judge will decide whether AT&T can acquire Time Warner against the wishes of the Justice Department. His decision will set the regulatory scene for the rest of the media industry. (June 12 at the latest)
- If AT&T wins, and maybe if it agrees to concessions, then Comcast* will likely submit a bid that's better than Disney's share offer. Comcast is in talks to borrow some $60 billion. Comcast is the parent company of NBCUniversal.
- If Comcast does bid, Disney may come back to shareholders with a new, improved offer. Yesterday, CNBC reported that Disney may look to sweeten its bid.
This is where things get complicated because European satellite broadcaster Sky is part of the Fox/Disney deal. Sky is a big consumer TV business with tons of data and credit card numbers.
- The UK government will decide whether Fox can acquire the 61 percent of European satellite broadcaster Sky that it doesn't already own. Fox is offering $16.6 billion. (June 13.)
- The UK government has said it sees no reason why Comcast can't move forward with it's own $31.1 billion bid for Sky. The European Union then gets it's say so on June 15.
Here's what could happen: Disney could gain either Fox's 39 percent of Sky as part of its $52 billion bid, or perhaps all of it (if Fox successfully acquires the balance of Sky and Disney acquires Fox). Or, Disney could get none of it if Comcast is able to persuade Sky shareholders to accept its $31 billion bid for the whole thing.
See? Complicated.