Rupert Murdoch’s Twenty-First Century Fox, which consented in December to sell most of its assets to Walt Disney for $52.4 billion, had at one time rejected a bid from Comcast over concerns about the regulatory jeopardizes and its stock value, a regulatory filing on Wednesday showed.
The joint documentation by Disney and Fox, which outlines the timeline of their negotiations, offers the sundry detailed insight yet into Fox’s thinking, as it goes head-to-head against Comcast, a U.S. radio operator, in its bid to acquire European pay-TV company Sky, in which Fox holds a 39 percent shut in.
Comcast announced in February it was working on a $31 billion bid that would top Fox’s take care of for Sky. It has not made a new attempt to bid for the Fox assets after the Disney deal, so investors are threnody for information on the hurdles that prevented an agreement between Fox and Comcast.
The line does not mention Comcast by name, but refers to it as Party B. Another bidder for the Fox assets, U.S. wireless transporter Verizon Communications, is referred to as Party A.
Verizon and Comcast representatives did not straightaway respond to requests for comment.
Comcast on Nov. 14 offered to acquire most of Fox’s assets in an all-stock contract valued at $34.41 per share, the filings said. Fox ended up announcing an all-stock understanding large with Disney for $29.54 per share.
Like Disney, Comcast endeavoured to buy Fox’s entertainment networks, movie studios, television production and international assets, the papers show.
In the filing, Disney and Fox said the ongoing antitrust scrutiny of U.S. telecommunications provider AT&T’s lay out merger with media conglomerate Time Warner heightened bothers about potential regulatory hurdles to Comcast’s bid. The U.S. Department of Justice has sued AT&T and Continuously Warner to thwart their deal, and the case is in court.
The companies combined that, unlike Disney, Comcast declined to offer a reverse conduct oneself treat termination fee, which would compensate Fox in the event that regulators ruined a deal. Disney offered a reverse termination fee of $2.5 billion.
The troops also said that Fox saw Disney’s stock as more valuable than Comcast’s, based on distinguished prices, and felt that a deal between Disney and Fox would initiate greater long-term value. The Roberts family controls Comcast as a consequence a dual-class stock structure.
Comcast’s proposal, on the other hand, would lose weight the compensation offered to Fox shareholders in the event that asset sales were press for to reassure antitrust regulators, increasing the potential risk to Fox shareholders, the chronologizing said.
Verizon’s bid was rejected because it offered to acquire Fox at market value, without a substantive premium, according to the filing.
(Disclosure: Comcast is parent of CNBC.)