Disney post Pixar - Rumors at muppetcentral.com

[Antrobus]

There is a discussion ongoing at muppetcentral.com (http://www.muppetcentral.com/news/2004/index.shtml) regarding the possibility that Disney may be looking at The Henson Co. now that Pixar has split the scene.

Anyone hearing any rumors?

[Digger]

Comcast launches $66 billion bid for Walt Disney Co.

By Reuters
NEW YORK -- Comcast Corp. on Wednesday launched an unsolicited proposal to buy Walt Disney Co. for $54.1 billion in stock, plus $11.9 billion in debt, to join the largest U.S. cable operator with one of the most storied U.S. media companies.

If successful, the deal would vault Comcast into one of the world's largest media companies combining Disney's film studio, ABC television network, ESPN sports network and theme parks with Comcast's 21 million cable subscribers.

It would pit Comcast against Time Warner Inc. and News Corp. as media conglomerates that combine large programming assets with distribution outlets like cable and satellite.

Comcast proposed exchanging 0.78 of a Comcast class A share for each Disney share, which values Disney at $26.47 a share and represents a 10% premium over Disney's share price, based on Tuesday's closing share prices.

Comcast valued the deal at $66 billion, including the assumption of $11.9 billion in debt.

Shares of Disney rose to $27.90 in pre-market trade, from a close of $24.08 on Tuesday. Shares of Comcast fell to $32.15 from a closing price of $33.93 on Tuesday.

Comcast said it was making its unsolicited proposal public after Disney Chief Executive Michael Eisner declined to enter discussions.

The offer comes as dissident former directors Roy Disney, the nephew of company founder Walt Disney, and Stanley Gold, are trying to oust Eisner, whom they accuse of mismanaging Disney over the past decade. Roy Disney has been lobbying institutional shareholders to vote against the reelection of Eisner and three other directors at the upcoming shareholders meeting early next month.

Disney has started to fight back with a public campaign of its own, citing the film studio's No. 1 box office performance last year and its expectation for growth in earnings per share at least 30% this fiscal year.

A Disney meeting for institutional investors and analysts is set to begin on Wednesday in Orlando, Florida.

"The Disney board is under tremendous pressure from former dissident members Roy Disney and his supporters, which would indicate that the board may be receptive to this buyout offer," said Timothy Ghriskey, portfolio manager with Ghriskey Capital Partners.

"One would have to think that the Comcast bid would have to be raised significantly to get this deal done, given the lack of much premium in the current bid and a still somewhat depressed Disney stock price," he said

Comcast used a similar "bear hug" campaign in July 2001, when it launched an unsolicited proposal to buy AT&T Corp.'s cable assets, then known as AT&T Broadband. Over a year later, it successfully closed that deal for $72 billion.

[Antrobus]

FEBRUARY 11, 2004

NEWS ANALYSIS
By Amy Tsao

The Early Betting Is on Comcast

While analysts expect the final price will be higher -- and other bidders could emerge -- they don't see Disney escaping unmerged
The timing of Comcast's (CMCSA ) unsolicited offer to buy Disney (DIS ) for $66 billion -- $54 billion in stock plus $12 billion in debt -- on the very day of a Disney investor meeting in Orlando suggests that the Philadelphia-based cable operator means to catch its mouse. "This is Comcast getting the warning shot off ahead of the analyst meeting," says Andy Valerie, equity strategist at Boston-based brokerage LPL Financial.

It also means Disney is in play, analysts say. The price tag is high, but other hunters could be out there stalking big-name entertainment prey. Disney's stock jumped on news of the hostile bid, and unless another suitor emerges, analysts say they see the Comcast deal happening -- at a higher price, of course. The proposal of 0.78 Comcast class A shares for each Disney share represents a 10% premium to Disney's Feb. 10 closing price of $24. As of midday on Feb. 11, Disney had already gained 15%, to $27.50. Comcast likely will have to raise its offer to $30 per share, analysts say.

EXPANDING THE ROOF. Does Disney like it? Execs at the entertainment conglomerate, which includes the ABC network and ESPN, a movie studio, and theme parks -- may have no choice. Shareholders have largely been disenchanted by Disney's ho-hum performance over the last several years and will likely be pleased at the prospect of having something to show for their perseverance. The Comcast deal will be "hard for the board to turn down," says Rob Uek, vice-president at Boston-based John Hancock Advisors. (Uek says the firm owns both Disney and Comcast stock.)

Like other media and cable mergers before it, the goal is for the content and the distribution means to be under the same roof. Owning at least some of the programming that it sends through its cable connections is seen as a smart move for Comcast, which is looking for its next growth opportunity after digesting AT&T's (T ) broadband business. "ESPN is the crown jewel of the deal," says Valerie.

The Disney library of animated films would be a natural to offer on Comcast's nascent video-on-demand service offered to digital cable subscribers. Notes Uek: "Comcast's largest expense is programming. If you can control those costs and bring them in-house, margins are much more attractive."

EXIT EISNER? The deal could also mean the sale of Disney's theme-park business. Comcast says it would hold on to them, but many expect it would divest the $14 billion asset down the road. "There's not a lot of synergy there," Uek says, noting also the increased competition in theme parks. "I prefer companies that are more focused. A media company with great content and great distribution doesn't fit with theme parks."

Probably of more interest to industry watchers is that the merger could spell the demise of Disney's beleaguered CEO and Chairman Michael Eisner. He won't likely allow the sale without a fight, but analysts figure he'll ultimately lose. "It will probably be a prolonged process," Valerie says, noting Eisner's tight control of the board. "I think it will be late spring or early summer" before the deal is done. Says Uek: "It's clear that [Comcast] CEO Brian Roberts and President of Comcast Cable Stephen Burke would be in charge."

Experts say Roberts shouldn't be underestimated and that he likely thought long and hard about how a hostile bid would play out. He knows Comcast's growth is tied to getting some entertainment assets in-house. But Eisner has a track record of being a wily survivor.

Either way, the joining of media giants and cable distributors is in vogue even if proof of their viability in the U.S. remains to be seen. Regulators have only recently approved the merger of Rupert Murdoch's News Corp. (NWS ), which owns the Fox TV franchise and film studios, with Hughes Electronics' DirecTV satellite-TV service. And the three-year-old marriage of Time Warner (TWX ) and AOL has been hardly smooth going. Someday soon, Comcast and Disney may also be trying to make a merger work.


--------------------------------------------------------------------------------

Tsao covers financial markets for BusinessWeek Online in New York
Edited by Beth Belton

[Digger]

"I think it will be late spring or early summer" before the deal is done. Says Uek: I would think longer than that, unless there is a riot at the investors meeting. Eisner will put up as much of a fight as he can, and there will likely be others who join in the bidding process whether they intend to buy or just make it as expensive for Comcast as possible. Either way, this is likely to start another round of mergers and acquisitions within the entertainment industry. It will be interesting to see who the players are this time and what other properties come up for grabs.

[PrairieScaper]

Originally posted by Antrobus
There is a discussion ongoing at muppetcentral.com regarding the possibility that Disney may be looking at The Henson Co. now that Pixar has split the scene
Eisner's paws on the Henson Co.? :eek2:

But I hate to see another media megaconglomerate born, even if Comcast swallows Disney and spits out Eisner.

[harveywhispers]

I admit that I have only a limited understanding of the business ramifications......

I find it thoroughly enthralling to watch these business acquisitions take place, as each is so far reaching in its effect around the world.

Disney has been heading toward troubled waters for a number of years on all fronts. There has been film failures, park troubles, business gaffs and a general malcontent building amongst longtime board members. The pinnacle of this, I choose to believe was the departure of Roy E. Disney and Stanley Gold from their positions within the Disney Company. What is of particular interest, is the fact that the to men have clearly separated themselves from the business practices of Eisner. Their key argument is that Eisner has failed to align the Disney Company with the ideals of Walt Disney. Matters are such that they have even created a website, www.savedisney.com, which details their plans for the future and promotes active participation of fans.

I find myself wondering if the clear line drawn by Disney and Gold was simply a preemptive strike. Perhaps they already have a possible future in the works with Comcast.....

Isn’t Comcast in the process of inking a major deal with Hallmark....

It all makes you wonder....

Disney/Henson = Working relationship
Henson/Hallmark = Working relationship
Hallmark/Comcast = ????
Comcast/Disney = ????

[Antrobus]

Isn’t Comcast in the process of inking a major deal with Hallmark....

Yes, somewhere there was a thread about that fact.

[CosmicTheorist]

Hallmark Channel had carriage deals with all the major cable companies EXCEPT Comcast, until last November. Comcast and Hallmark Channel signed a deal so that Hallmark Channel CAN, but won't necessarily, be carried by Comcast cable companies. For example, Comcast runs the cable company in Arlington, Virginia, but we don't have Hallmark Channel in our line ups. Apparently, Hallmark now has to go to the local cable companies owned by Comcast and do more deals with them in order to get on those local cable line ups.

Sort of on topic, I guess, but has anyone else seen the Muppet commercials? Kermit and friends doing Pizza Hut, and Miss Piggy doing MasterCard? And the previews for Angel next week had VERY Muppet like puppets doing guest starring roles! Very interesting things happening on the Henson's front.

This is a little bit of history FYI. In 2001, before EM-TV bought Henson's and before Hallmark bought Oxygen and turned it into the Hallmark Channel, Hallmark and Henson's seriously considered jointly launching a Muppet cable channel.

;)

[VBKatLou]

I miss Walt.

[SabaceanBabe]

I wonder if it might have been in the backs of their minds, the Henson family reacquiring the Jim Henson Company...

[Davesnothome]

Hallmark owned the Odyssey channel, which became the Hallmark Channel. The Oxygen channel is a separate, ongoing cable and satelite channel.

Dave

[AnnieBW]

Originally posted by CosmicTheorist
Sort of on topic, I guess, but has anyone else seen the Muppet commercials? Kermit and friends doing Pizza Hut, and Miss Piggy doing MasterCard? And the previews for Angel next week had VERY Muppet like puppets doing guest starring roles! Very interesting things happening on the Henson's front.


There was a thread a few weeks ago about the Henson Creature Shop doing puppets for an episode of "Angel". Now, if they got Lani or Jonathan to do a voice, it would combine both of my favorite shows! :D

As for the Muppet Pizza Hut and other commercials - great! More power to them! It shows that the Muppets still have drawing power. I'm betting that some of the money that Pizza Hut paid for the Muppets is helping to finance The Project That Shall Not Be Named that's currently filming at Homebush Bay. ;) My only complaint is that they have to appear with Jessica Simpson. Like I've said before - what's the difference between Jessica Simpson and Miss Piggy? One is blonde diva with a head full of stuffing, and the other is a Muppet.

[Davesnothome]

It appears from the previews of next week's "Angel" episode, that it will be Angel who will be changed into a muppet. So I would assume David Boreanaz will be doing the voice.

Dave

[BritAngie]

*tries very hard not to mention that the muppet will probably act better.. * :rollin:

[Shipscat]

It will almost certainly be less deadpan..

[PrairieScaper]

Now, now, kids. Let us not descend into Boreanaz-bashing. I simply will not have it. :shakes finger sternly at snarky Ships & Brit:

[BritAngie]

Aww some people have no sense of humour.. :rollin:

[akimbo]

Originally posted by BritAngie
*tries very hard not to mention that the muppet will probably act better.. * :rollin:

:spew:

[Shipscat]

Deadpan's not a BAD thing for a vampire.

I will try to be good, Miss Prairie.