May 24, 2019

Comcast and 21st Century Fox in Focus After AT&T-Time Warner Approval

The all-stock offer, which ultimately was worth about $60 billion, was rebuffed by Fox, in part because of regulatory concerns and the lack of a reverse breakup fee. The agreement with Disney came not long after.

The businesses that Mr. Murdoch has agreed to sell include the 20th Century Fox film and TV studios, almost two dozen regional sports networks like the Yankees’ YES channel, a lineup of cable networks that includes FX and a 30 percent ownership stake in the streaming service Hulu.

A deal would also include Fox’s 39 percent ownership stake in the European pay TV operator Sky. Comcast has already made an offer to buy the other 61 percent of Sky in a separate deal. (The Fox News cable network, the Fox broadcast stations, the Fox Business Network and the sports network FS1 would not be part of a transaction.)

Mr. Murdoch sees Disney’s stock as ultimately more valuable than Comcast’s, according to two people familiar with his thinking who spoke on condition of anonymity because the deal was still in process. Since Disney’s bid is in stock, Mr. Murdoch is banking on a rise in the company’s value over time. Comcast’s all-cash offer would also mean an immediate tax hit.

Still, Mr. Murdoch’s son James, the chief of 21st Century Fox, told analysts in May that the company’s leaders would consider all legitimate proposals. “The directors are very aware of their responsibilities,” he said. The younger Mr. Murdoch will leave the company if the Disney deal were completed.

Each man vying for a piece of Fox is an accomplished dealmaker.

Mr. Roberts spends a great deal of time analyzing merger possibilities and is always on the hunt. One of Comcast’s most successful transactions was for control of NBCUniversal in 2011. In 2014, he bid for Time Warner Cable but walked away after the Justice Department said it was leaning toward blocking the deal.

As the head of Disney, Mr. Iger has completed several major acquisitions, including the purchases of Pixar Studios, Lucasfilm and Marvel Entertainment, though all were private transactions that did not require approval of public shareholders.

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