There’s irony that on the day the FCC is voting to kill Net Neutrality, hurting consumers and putting more power into internet providers and especially those that are content providers, Disney and 20th Century Fox have announced a $52.4 billion all-stock deal.
- The deal values the 21st Century Fox assets in the transaction at $66.1 billion. That includes $13.7 billion in 21st Century Fox debt, or $28 a share. The enterprise value of the deal is $69 billion.
- Disney chairman-CEO Bob Iger has extended his contract with the company through the end of 2021.
- 21st Century Fox will spinoff Fox Broadcasting Co., Fox Sports, Fox News, Fox Television Stations and a handful of other assets into a new company. The 20th Century Fox lot in Century City will also remain with the spinoff Fox company.
- 21st Century Fox will continue to pursue its acquisition of the remaining 61% stake in Euro satcaster Sky that it does not already own with the intention of Disney taking it over when the Disney-Fox transaction is completed. Disney gets Fox’s current 39% interest in Sky no matter what.
- Disney expects to save $2 billion from combining Disney and Fox’s overlapping businesses within two years of the deal’s closing.
- Disney will launch direct-to-consumer streaming with sports and entertainment services launching in 2018 or 2019
- Disney gets Fox’s 30% stake in Hulu bringing their total to 60%, a majority. It is expected they will try to buy the other stakes.
- Disney will gain back the rights to the X-Men, Fantastic Four, Deadpool, Avatar, the Simpsons, Planet of the Apes, Alien, as well as Star Wars: A New Hope.
- Disney also gains numerous tv channels like FX and National Geographic.
- Disney will have about 40% of the movie market.
20th Century Fox also invested in comic publisher BOOM! Studios earlier this year giving the company a minor stake in the comic publisher. This also includes a first look deal. We’ve asked BOOM! how this deal might impact them.
While fans are cheering on the idea that the X-Men and Fantastic Four can now play with the Avengers, 21st Century Fox chairman Rupert Murdoch made it clear who really wins, shareholders:
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. 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.
That value will be built off of the backs of consumers and the employees who will lose their jobs due to this merger. While geek sites are praising the deal and its potential, they overlook the disaster in a making for themselves and consumers.
In the early 1980s US media was held by just 50 corporations — and the number has dropped to only a handful since then. Reported in 2012, Business Insider just 6 corporations control 90% of the media in America. Things have shifted a bit since then, but reality is just a few corporations control the vast majority of the movies, television, newspapers, and radio you listen to and consume. Disney’s purchase of Fox’s movie and television production allows them to flex even more weight and in a way that harms consumers, creators, and theater owners.
Here’s just a few ways things can go off the rail:
- Disney has “launched” their own movie service, “Movies Anywhere” after they pulled out of their deal with Netflix. Along with Disney, Warner Bros., Universal, Sony Pictures, and Twentieth Century Fox have all signed on to the service. While there’s some good in how the service works, having the studio controlling a major distribution channel is rife for abuse, especially when they own Fox too. They could pull all that content from Netflix and other services making Movies Anywhere the only online digital app to view their films legally. Add in the power of the data gained from consumers using their own app and you have a scenario where others can be muscled out or muscled to take part decreasing consumer choice and increasing costs.
- Disney and Fox, as well as Comcast Corp and Time Warner Inc, own stakes in Hulu. With this deal Disney now owns 60% of Hulu, a controlling stake. Expect Disney to attempt to purchase the other 40% from Comcast (which owns 30%) and Time Warner (which owns 10%). Hulu will either be downgrading as to not compete with Disney’s other direct to consumer distribution plans or things will be folded into this platform. However, when it comes time for renegotiation of content, Disney will absolutely put the pressure on content providers to get a better deal resulting in some to pull their content and/or signing exclusive deals. The digital content wars have begun.
- Speaking of increasing costs, Disney has been muscling theaters to pay more for their films. Disney has recently had two recent spats with theaters over Guardians of the Galaxy Vol. 2 and Star Wars: The Last Jedi where they demanded greater cuts to show their films and greater demands as to what screens the films will be seen on. Movie consolidation would allow Disney to continue this trend either causing ticket prices to increase, theaters to stop showing their films, or theaters even going out of business. Again, a bad deal for consumers.
- Disney has revoked access for reporters over coverage they didn’t like (this negative piece could get us blacklisted for all I know). Disney has banned The Los Angeles Times from all advance screenings of their movies as a vindictive response to an investigative piece it published on Disney’s relationship to the city of Anaheim. Other sites joined in with the Los Angeles Times in solidarity such as the AV Club and Washington Post. It was that pressure that caused Disney to relent, but, it shows they are willing to stifle the press over negative coverage. Is a company who has shown blatant attempts to manipulate the press for positive coverage owning more ways to reach consumers a good thing? Imagine that extending further to any article Disney deems as negative freezing them out and only providing access to those who will only provide positive coverage. This is a chilling effect for entertainment coverage and free press. This consolidation would give Disney somewhere between 30-40% of the movie market share.
There’s also the jobs lost from the merger, Disney now owning Fox’s development studios and how that might impact creation of entertainment, and the unwillingness of Disney competing with itself in theaters and thus decreasing overall film output.
The United States has a long history of fighting corporate consolidation and monopolies recognizing that competition is a good thing and corporate control is rife for abuse. If we ever needed regulators to step in and save consumers, it’s now. It is expected for the regulatory review to take as long as 18 months before the deal can be fully approved.