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You are here: Home / Walt Disney Company / Comcast v. Disney, Part 2

Comcast v. Disney, Part 2

February 17, 2004 by Alex Stroup

In Part 2 of this series,

Alex continues his look at Comcast’s bid to buy the Walt Disney Company. [Part

1 was published last week, and is available here.]

Q: Is this a hostile takeover?

A: In my lengthy explanation

last week of what hostile takeovers are and how they work, I forgot to answer

the more fundamental question, “Is this a hostile takeover?”

The

answer to that is “not yet,” but it is pretty clear that it is a road

Comcast is willing to travel. What we have at this point is an unsolicited offer,

which will be considered by Disney’s Board of Directors. When the board rejects

the offer, Comcast will either sweeten it—getting further consideration from

the board—or it will begin taking more aggressive measures to circumvent

the board.

After this story was filed, it was released that the Disney board

was officially rejecting Comcast’s first offer. With the offer less than the current

value of Disney, it was a no-brainer. Now the ball is back in Comcast’s court.

We’ll likely see a quick reaction.

Q: Does this impact the situation with

Pixar?

A: From now until Pixar officially signs a new distribution

deal with someone, this is going to be one of the side questions to every Disney

event.

Yes, this could impact the situation with Pixar. There are a lot

of hints that the problems between Pixar and Disney are mostly personal issues

between Michael Eisner and Steve Jobs. If that is the case, removing one of those

people from the picture certainly changes things. Pixar still has two years before

they have to sign a new deal with someone, and that is plenty of time for

everything about the Disney/Pixar relationship to change.

However, when

it comes to a deal between Disney and Pixar, Eisner and Comcast have to look at

it in fundamentally different ways. As part of a new deal, Jobs is asking Disney

to give up several valuable things it already has (including certain rights to

the existing movies, giving up the existing lucrative terms for The Incredibles

and Cars). Michael Eisner has to look at that and say, “You’re asking

us to give up things we know to be worth millions of dollars for reduced rights

to movies that may be worthless.” When you’re an executive trying to turn

performance around, it must be pretty hard to give away known assets in favor

of potential ones.

For Comcast, it is much easier to promise away things

they wouldn’t otherwise have. Also, nobody on the Comcast team has any real experience

in the movie business. They don’t know much about making them, marketing them,

or leveraging them. From this group of people, one would have to think it would

be easier to get a sweeter deal than from Eisner (who has been making movies for

almost 30 years now, going back to his days at Paramount).

Q: What about

X part of the company?

A: At this stage of events, it is

certainly impossible to say anything with certainty. So far, Comcast has not indicated

there is any part of the Disney Company it’s not interested in, that it would

sell or spin off various divisions should its bid succeed.

It is obvious,

though, that it is ABC and the cable networks that are of most interest to Comcast’s

current business. If it weren’t for the presence of former Disney executive Steve

Burke in all of this, it would be much more cut and dry that such things as Hyperion

Books, Disney Cruise Line, Disney Vacation Club would be way out on the fringe

of a new Comcast-Disney company.

But Steve Burke and his past experience

at Disney does raise the possibility that Disney might continue pretty much as

is. That Burke would be put in charge of Disney operations and continue running

it pretty much intact (minus the networks) as almost a subsidiary of Comcast would

probably be the best outcome for the fan of “Disney magic.”

But

at this point in time, it is impossible to say how the future would change for

specific divisions of Disney.

Q: Who is Steve Burke?

A: If the merger

happens, Steve Burke is the Comcast executive likely to be the guy who will end

up running all things Disney. And let’s face it, if someone is going to buy Disney,

it probably isn’t a bad thing if the guy in charge is already listed in Dave Smith’s

encyclopedic Disney A to Z.

Stephen Burke has very long ties to the

current Disney company that go all the way back to childhood. Steve’s father spent

30 years working for Thomas Murphy at Capital Cities and then ABC/Capital Cities.

Murphy, a personal friend of Burke’s, is now one of the members of the Disney

board of directors that will be charged with accepting or rejecting Comcast’s

offer (until his forced retirement as of the next board elections).

According

to Disney A to Z, Burke joined Disney in 1985 and by 1987 was a vice president

of The Disney Store, where he played key roles in its phenomenal growth. In 1992,

he went to Paris to join the staff of Euro Disney, and by 1995, was the President

and Chief Operating Officer of Euro Disney, having helped turn the company around

to profit, refinanced its significant debt, and changed its name to Disneyland

Paris.

In 1996, he moved over to ABC after it was purchased by Walt Disney,

and continued to rise in the ranks.

Not included in Disney A to Z

are the frequent mentions from that time of Burke as a possible successor to Eisner.

But as with so many other possible successors who left, he eventually left the

company to run Comcast’s cable operations (where he received high credit for a

smooth merger of AT&T Broadband into the company). When he left, many had the

impression that not working for Eisner was a plus in Burke’s book.

If nothing

else, Burke certainly knows the right things to say to mollify the Disney fans.

How could you not like quotes like these:

“And one of

the first things that we would like to do is—if we’re fortunate enough to

put these two companies together—is do everything we can to empower the existing

animation group to make sure that they feel like they’re right in the heart of

the company.”

And

“The second

area where we think that there’s room for revitalization and improvement are the

Disney theme parks. It’s hard to think of a product or service in the United States

that families love more than the Disney theme parks. And we believe that there

are ways to revitalize those businesses, restore some of the creative spark to

the attractions and hotel and concessions side of those businesses.”

So,

if you believe that Eisner is actually harming the Disney image, this merger may

not be such a bad thing. This guy knows Disney and knows the history of the company.

There is every reason to hope that he’d be a great candidate for marshaling the

magic that many feel has gone missing.

However, he is a businessman. He

has never been directly responsible for creative content, and all of his greatest

achievements at Disney were financial. Just a cautionary note.

Q: Why is

Comcast a “bigger” company than Disney?

A: Market capitalization.

It essentially boils down the fact that something is worth as much as people will

pay for it. For a publicly traded company, it is the stock market that demonstrates

what someone will pay for a company.

Let’s keep the math simple and say

that Disney is owned by 10 people, each of whom owns one share of Disney stock,

for which they paid $1,000. That means that Disney is worth $10,000 (its market

capitalization).

Owner #1 decides he wants to retire to an island in the

Caribbean and needs cash to bribe a local government official into selling it.

So he announces his share is for sale, and nine people come forward to buy it.

A bidding war happens and eventually the share is sold for $1,000,000.

Since

something is worth what people will pay for it, not only is that share now worth

$1,000,000, but the nine other identical shares also become worth $1,000,000 each.

So, based on the sale of that one share, the market capitalization of the whole

company has gone from $10,000 to $10,000,000.

Based on this, the nine other

shareholders all realize they’re rich and want to own islands as well. So they

sell theirs. But it turns out the remaining eight buyers were the only ones in

the whole world particularly interested in owning Disney. Owners #2 through #9

are all able to sell their shares for close to $1,000,000 but owner #10 has nobody

to sell to. So she starts dropping her price, and finally finds a buyer when she

gets down to $50,000.

So, at that moment in time, a share that was once

worth only $1,000, and then $1,000,000, is now worth only $50,000, and the whole

company is valued at only $500,000.

And that is how the stock market works.

It is constantly resetting the value for a single share of company stock and therefore

can wildly increase or decrease the total market capitalization of companies that

have millions of shares.

On the day that Comcast announced the offer, Disney

had about 2 billion shares worth $23.85 each. Comcast had about 2.25 billion shares

worth $33.40 each. In other words, as far as the stock market was concerned, Disney

was worth about $49 billion and Comcast was worth about $75 billion, or 50 percent

more than Disney.

I’m certainly not going to get into why those are the

stock prices, but that is why, in the world of business, Comcast is clearly the

larger company, while to the minds of most people Disney appears much bigger.

Keep

in mind, though, that much bigger (as measured by market capitalization) doesn’t

necessarily mean everything. It is entirely possible that if Disney’s stock continues

to rise and Comcast’s to fall, they’d end up with similar market capitalization.

That doesn’t necessarily kill the deal. Market capitalization is most important

for all-stock deals of the type Comcast has offered. We already know that isn’t

going to be enough, and Comcast may look to pile cash on top. And a smaller company

with lots of cash can be just as dangerous as a huge company with valuable stock.

See the answer to “What is a white knight?”

below for more on this.

Q: How has the market reacted to the offer?

A:

When Comcast made its initial offer to buy all outstanding shares of Disney stock,

the offer was 0.78 shares of Comcast for each share of Disney. At that moment,

this was a premium of about 10 percent (that is, the value of 78 percent of one

Comcast share was 10 percent higher than the value of a full share of Disney).

Immediately,

Disney shares rose and Comcast’s fell. By the end of the day, the change was such

that 78 percent of a Comcast share was worth less than that of a Disney share.

On Friday, the trend continued. What this indicates is that investors expect a

takeover to have a good chance of success, but that Comcast will have to significantly

increase its offer, or a third party will enter the fray with an even better bid.

Interestingly,

the market also made some speculative predictions on ways that Disney might defend

against a takeover. One of the things a company can do is try to make itself too

big to swallow. In addition to the greenmail mentioned in Part 1 of this series

(Disney repurchased shares from raiders at a significant premium), this tactic

was also taken by Disney back in 1984. To puff itself up, Disney quickly purchased

Arvida, a Florida real estate developer, which it then sold in 1987 after the

crisis passed (Disney, however, is still embroiled in ongoing lawsuits resulting

from 1992’s Hurricane Andrew, which showed many Arvida projects to have been poorly

constructed).

Analysts seem to agree that it will be difficult for Disney

to buy itself out of this one, but should it try, the common name mentioned is

Echostar, a provider of satellite television. Such an acquisition would make Disney

a bigger pill to swallow—about $11 billion—and would also throw a significant

antitrust wrench into a Comcast/Disney purchase, since it is unclear if government

regulators would allow a company to own both cable and satellite delivery channels.

There

are many aspects that make it unlikely, but on news of the Comcast offer, Echostar

shares rose more than $2, and the price remains up more than a dollar.

In

a side story, investors in Disneyland Paris were excited by the Comcast announcement.

Shares in the holding company that owns Disneyland Paris (Euro Disney S.C.A.,

of which Disney owns about 40 percent) rose about 15 percent on the day of the

announcement. It is somewhat perplexing to figure, though, as it is expected that

a Comcast/Disney merger would have little effect on the financial standing of

Disneyland Paris, which is well separated from the actual Walt Disney Company.

Q:

What is a “white knight”?

A: A white knight is an investor

brought in by a company to fend off an unwanted takeover. The white knight could

either be a different purchaser who would buy the company on preferable terms,

or someone who simply makes it much more difficult for the takeover to happen.

One

name bandied about freely the last few days is Microsoft. Not only is Microsoft

one of the top five largest companies traded in the United States—with a

value over $280 billion, the combined Comcast/Disney company would still be less

than half as large as Microsoft—but Microsoft has something not many companies

have: Over $50 billion in cash. You know that fantasy we’ve all had of

walking on to a car lot and saying, “How much if I just pay cash?” Well,

Microsoft could just about do that with Disney; just show up at a board meeting

and write a check.

If Disney could negotiate a deal on its terms with Microsoft,

Comcast wouldn’t be able to do anything about it. Disney would be offering something

to Microsoft that it used to want. For a while, Microsoft was investing

heavily in media networks (MSNBC, for example), but that is a position it has

moved away from in recent years.

After much initial speculation, the analysts

seem to have agreed that Microsoft isn’t likely to be Disney’s white knight. In

fact, they’ve now flipped and wonder if Microsoft will be Comcast’s white

knight.

It is clear that Comcast will have to improve its offer. The current

offer is stock only, but if it gets much more expensive, Comcast is going to have

to start using cash, and Microsoft has both a lot of cash and an interest in seeing

Comcast succeed—Microsoft is one of Comcast’s largest stakeholders, owning

about 7 percent of the company. If Microsoft has an interest, it could significantly

increase its ownership of Comcast, providing the company with a hefty bankroll

for an improved offer.

Other than that, there aren’t a lot of candidates

out there for friendly takeovers. There just aren’t many companies that have both

the ability and the desire to purchase a company the size of Disney. So, if it

isn’t going to find someone bigger to be a white knight, what are its options?

Disney

could find someone smaller to take up a significant ownership interest in Disney

and help block the shareholder vote on a takeover. If 10 percent of Disney stock

is in one person’s hands and that individual opposes the deal, that means that

Comcast would have to muster the support of 56 percent of the remaining shares.

If 20 percent, then 63 percent.

And this is just another way that Disney

has exposed itself to a takeover. Disney let its poison pill expire, it has full

slate board elections, and it has no large stakeholders. So it could try to get

some large shareholders. There has been some mention of Warren Buffett, who has

previously been quite invested in Disney. It is unlikely, however, that he’d return

while Eisner is still around, since it was a large part of why he divested in

the first place.

Disney could also purchase a large company with a large

shareholder who would be friendly to Disney’s interests. In the Echostar scenario

mentioned previously, for example, founder Charles Ergen might end up with voting

control of as much as 10 percent of a combined Disney-Echostar company. If he

were opposed to a Comcast-Disney merger, it would create a significant hurdle.

But as mentioned, there are many reasons this is unlikely (Ergen is apparently

unlikely to sell the company he founded, and Eisner remains firm that Disney has

no interest in distribution; just content).

As many watchers have pointed

out, Disney’s best hopes for a white knight may be Disney itself. Most stock analysts

already consider Disney an undervalued stock, and continued numbers like those

just announced for the last quarter could do a lot to naturally raise the price

Comcast would have to pay for Disney, and Comcast has shown itself willing to

walk away from deals that get too expensive.

Q: What say does the government

have in this?

A: In the United States, this deal is going to be reviewed

by two agencies: the Federal Communications Commission and the Department of Justice.

The

FCC is responsible for regulating the broadcast airwaves and certain areas of

the cable industry. The Department of Justice is tasked with enforcing antitrust

laws.

FCC Chairman Michael Powell immediately indicated that a Comcast/Disney

merger would be reviewed through the agencies’ “finest filter.” However,

there may not be much he can do. The FCC used to have regulations that prohibited

companies from owning cable and broadcast outlets in the same markets. If still

in effect, this would have required that the combined company sell many of its

radio and television stations (including one in Philadelphia). That rule, however,

was ruled was struck down in 2002 because the FCC failed to adequately justify

it.

The deregulation-friendly FCC and Bush administration let the rule lapse

rather than pressing the case. Several consumer advocacy groups are pressing for

legislation that would reinstate the rule. If that happens before a deal is finalized

and approved, it would create a hurdle.

Under the new regulatory environment,

a similar deal between News Corp. (owner of the Fox family of networks and several

television stations) and DirecTV (a satellite TV provider) was approved. There

were stipulations intended to guarantee that the new company would continue to

provide access to Fox channels and content without giving too much advantage to

its own distribution network. If a Comcast-Disney merger happens, experts expect

that similar approval and requirements would be forthcoming.

Similarly,

experts see little trouble from the Department of Justice. While the DOJ is very

concerned about horizontal monopolies (one company dominating a single market)

it has shown less interest in inhibiting vertical monopolies (one company owning

the entire development and distribution process). And again, there is recent precedent

of the DOJ allowing similar mergers that make regulatory trouble unlikely.

However,

with each of these mega-media mergers, it seems that the public concern over consolidation

increases, and politicians are eventually going to try to find new ways to hamper

it.

It is always possible that Powell will face a political reality of needing

to find a creative way to stop the deal. Disney is a name that everyone knows

and most have some emotional reaction to (though not always good).

It isn’t

unlikely that this will make a good case for the consumer groups and friendly

politicians (many of whom are still upset about other recent FCC rule changes

that allowed more consolidated media ownership) to fight on. If they are sufficiently

successful, Congress can find all kinds of ways to hamper a deal. But if so, it

can’t be predicted at this point.

Internationally, the deal may also face

review in any country where both Comcast and Disney do business. The European

Union reviews all mergers and acquisitions involving companies that do more than

€250 million per year within Europe.

While Disney readily meets this

requirement (about $3.2 billion last year), Comcast’s numbers are unclear and

will have to be reviewed. Comcast used to do significant business in Germany and

the United Kingdom through its ownership of the QVC shopping network. However,

they sold that business last year.

If there are regions other than Europe

where both companies have done significant business, I haven’t been able to find

them (Australia, possibly).

Q: What will happen to the employees?

A:

From the perspective of the employee, the worst-case scenario for a merger is

one with high “overlap”—how much of the existing businesses of

the separate companies overlap.

Looking yet again to the ongoing Oracle/PeopleSoft

battle, that is a true worst-case for PeopleSoft employees. Oracle CEO Larry Ellison

has already said that the purpose of the takeover is to convert PeopleSoft customers

to Oracle products and that almost no existing PeopleSoft employees would be needed.

Fortunately

for the employees of Comcast and Disney, their merger would be on almost the opposite

end of the spectrum. The two companies have almost nothing in common, except that

both run some cable networks and both own a sports team (or several, in Comcast’s

case).

Comcast’s primary business is delivering cable and broadband Internet

services. Disney produces entertainment content, runs entertainment destinations,

and has a huge consumer products business. Comcast is not going to be able to

use many on the current staff to continue any of those businesses.

In its

press conference last Wednesday announcing details of the offer, Comcast’s Steve

Burke was asked about redundancies, and he responded, “What we mentioned

was that there were about $300 to $400 million worth of cost reductions due to

overlap. That represents—I think—less than one percent of the combined

company and that overlap would be in very specific areas.” [Thanks to Jim

Hill for getting a transcript posted at his Web site (link)

so that I didn’t have to navigate the press conference again looking for this

question.]

Those specific areas are almost entirely within the cable networks

(but even then, not so much) and within the corporate management part of the companies.

A lead cast member at Disneyland or a departmental IT tech will not have to worry

about losing their job to someone at Comcast. A middle manager in human resources

or a compliance lawyer in the legal department, however, may have some reasons

for concern.

Q: What will happen to the Disney name?

A: No

one can say for sure at this point. There are only a half dozen broad possibilities.

Since

the Disney brand is one of the most valuable brands in the world, it is already

unlikely that Comcast would try to rename everything under a Comcast brand. Add

to that Comcast having absolutely no name recognition in most of Disney’s marketplaces,

and it is even more unlikely.

At this point, is seems pretty safe to say

that should a takeover happen, most of the Disney products will remain Disney

products, even if they are just part of a different company.

As for what

the new combined company would be called, there are four options: It could remain

Comcast; Comcast could take Disney as the name for the whole company; some kind

of blended name could be fashioned; or a completely new name could be picked.

I’ve

received one e-mail wondering if “Newco” was really going to be the

new company’s name. At its press conference last week, the Comcast team used this

to refer to the blended company several times. But it is just a placeholder common

to such deals; it is not a serious proposal for a new name.

The option of

Comcast taking Disney’s name isn’t so far-fetched as many might think. In 1998

when NationsBank purchased Bank of America and Norwest purchased Wells Fargo,

both decided that the purchased names were more valuable. Thus, today, most people

think Bank of America purchased NationsBank and Wells Fargo purchased Norwest,

though the opposite is true.

As I said earlier, the Disney name is one of

the most powerful marketing brands in the world. Most people are not going to

switch their cable company (in fact, most people can’t switch their cable

company) because of the name on the bill. But there is an immediate boost to a

movie when it has the Disney name on it, and it is the same for hundreds of other

consumer products.

Joint names are pretty common in some industries (ExxonMobil,

Morgan Stanley Dean Witter), but the recent example of AOL Time Warner (which

recently decided to drop the AOL and just be Time Warner) will probably be the

prevailing precedent here.

Q: Where would the company be headquartered?

A:

Disney is headquartered in Burbank, California, and Comcast in Philadelphia, Pennsylvania.

A top Comcast executive indicated last Friday that the headquarters would remain

in Philadelphia, where the company has deep roots.

The Disney headquarters

in Burbank may not have the same deep roots as Comcast, but it has pretty significant

business roots. It would be pretty hard to run major film and television divisions

from Philadelphia, and even if they tried to move all the top management out there,

the people spending the money would still be in Hollywood.

Either the company

will end up with a split personality (if Philadelphia management tries to maintain

tight control from 2,700 miles away) or they will just give the Hollywood-centric

portions of the company loose reins. Or they might eventually decide to that it

is easier to run cable operations from Burbank (or nearby) than running Hollywood

from Philadelphia.

In other words, I have no idea what would happen. The

executives at Comcast have said one thing, but it seems it would be difficult

to pull off.

Q: Would Michael Eisner have a role in the new company?

A:

It is unlikely, and almost certainly not a management position. The top management

tier of takeover targets rarely does very well in the new company, especially

if that management had actively resisted the takeover.

To convert this into

a friendly merger, it is possible Eisner might be assured a position on the board

of the new company, but it seems unlikely. In the investment community, Eisner

would be more of a hindrance than an asset, and after 20 years in charge, nobody

is likely to trust that he can just sit and offer advice at quarterly board meetings.

Personally,

I think that if he had the financial responsibility removed from his shoulders

and was given the movie studios (not that either side would ever go for this),

it might rekindle the shrewdly creative role he played at Paramount and his first

decade at Disney.

Q: How do we contact the Disney board and let them know

they shouldn’t consider this offer?

A: Any time you want to communicate

directly to the Disney board of directors, you can send your mail to:

Board

of Directors
The Walt Disney Company
500 S. Buena Vista St.
Burbank,

CA 91521-9722

FAX: 818-560-1930

I’ve received a couple e-mail comments

from people asking how they can contact the board, and who to protest that they

are even considering this offer. And therein lies the maneuvering in Comcast going

public with an offer to purchase.

Ideally, Comcast would prefer to have

discussed this behind closed doors with Michael Eisner and the board. Then some

equitable agreement would be found and Comcast and Disney management would provide

a united front in selling the deal to the shareholders.

Apparently, Eisner

didn’t even want to start discussions. So Comcast developed terms on its own and

presented them, thus triggering one of the fiduciary responsibilities of a board

of directors. The board is required to seriously consider any offer of

purchase. Comcast offered, and the board immediately said, “All right, we’ll

look at it.” They had no choice in the matter; after consideration, they

can then say no. Doing so without consideration, however, would open the Disney

board to all kinds of trouble.

Q: What about the sports teams?

A:

The Walt Disney Company owns the Mighty Ducks of Anaheim and Comcast owns the

Philadelphia Flyers, both in the National Hockey League.

Ownership rules

prevent a single owner from owning more than one team, so one of the two teams

would have to be sold.

According to audit numbers released last week, NHL

teams lost a combined $273 million last season, with only two out of 30 teams

making a profit in the $10 million range. A breakdown by individual teams was

not released, but the Philadelphia Flyers are considered a more financially stable

team than the Mighty Ducks. Also, the NHL is facing a possible strike or lockout

of players next season over contract negotiations, which could further weaken

Anaheim’s interest in hockey, where the Ducks already play second fiddle to the

nearby Los Angeles Kings.

According to Forbes annual list of NHL team valuations,

the Flyers are currently the fourth most valuable hockey team, worth $252 million

while the Mighty Ducks are not so mighty. Despite a good season last year, they’re

worth only $112 million, 24th in a league of 30 teams. The Flyers had 2002-2003

revenues 66 percent over those of the Ducks ($101 million vs. $59 million).


Add to all that arena ownership in Philadelphia and the tight integration
between the Flyers and several regional sports networks owned by Comcast,
and it is pretty obvious which of the teams would be cut.

Author

  • Alex Stroup
    Alex Stroup

    View all posts

Filed Under: Walt Disney Company

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