Disney ups Twenty-First Century Fox to more than $70.3 billion

Disney making $70.3 billion counterbid for Twenty First Century Fox

Disney is expected to pay a total of approximately $35.7 billion in cash and issue approximately 343 million new shares to 21st Century Fox shareholders, representing about a 19% stake in Disney on a pro forma basis.

Rupert Murdoch, executive chairman of 21st Century Fox, said Fox believes Disney's offer is better than Comcast's - but the company said it would consider bids from other companies, including a revised offer from Comcast.

Disney's new offer is essentially the same as the first - just with a higher valuation for the Fox assets.

You can read the full Disney press release HERE and the FOX press release HERE. Comcast's current bid was already poised to load the company up with debt, and its shares have fallen 18 per cent this year.

'Above $80 billion would be a tough pill to swallow for Disney shareholders given the steep price, ' he said.

As part of the deal, Disney will acquires 20th Century Fox, Fox's film studio, as well as a cable group that includes FX Networks, National Geographic and several worldwide channels and regional sports networks. That offer is now valued at $52.6 billion based on the latest number of outstanding shares provided by Fox. The acquisition will occur immediately after the spin-off by 21st Century Fox of the Fox Broadcasting network and stations, Fox News Channel, Fox Business Network, FS1, FS2 and Big Ten Network into a newly listed company referred to as New Fox.

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For all the certainty Iger projects, many observers believe the Disney-Fox-Comcast intrigue is in early innings. He also made a point to highlight how approval friendly a Fox Disney deal is, especially compared to a potential Comcast Fox deal, despite the Time Warner AT&T ruling.

Despite the sweetened offer, Fox's board said it retained the right to weigh competing bids.

Under the amended and restated Disney Merger Agreement, Disney would acquire those businesses on substantially the same terms, except that, among other things, Disney's offer allows 21CF stockholders to elect to receive their consideration, on a value equalized basis, in the form of cash or stock, subject to 50/50 proration.

In a call with analysts, Iger said he believes Disney's bid is superior to Comcast's from a regulatory perspective, and said that six months of dealing with regulators both in the US and internationally has given Disney a "meaningful head start".

A Comcast representative declined to comment, but analysts and investors widely expect a counterbid from the largest USA cable company and owner of NBC Universal.

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