pyueck
14 Dec 2017
Re: Solrry, I meant Pyueck read this... OK sounds like you might be right actually (I am never afraid to say when I am wrong )Taken from the Disney release [link] to the close of the transaction, it is anticipated that 21st Century Fox will seek to complete its planned acquisition of the 61% of Sky it doesn’t already own. Sky is one of Europe’s most successful pay television and creative enterprises with innovative and high-quality direct-to-consumer platforms, resonant brands and a strong and respected leadership team. 21st Century Fox remains fully committed to completing the current Sky offer and anticipates that, subject to the necessary regulatory consents, the transaction will close by June 30, 2018. Assuming 21st Century Fox completes its acquisition of Sky prior to closing of the transaction, The Walt Disney Company would assume full ownership of Sky, including the assumption of its outstanding debt, upon closing."So it does look like 21CF will complete the deal with Sky and then sell these onto Disney. I guess Sky shareholders may want to look at how much Disney is paying for their 61%. May it not be worth Sky Shareholders going directly to Disney and missing out the middle man. Are 21CF getting a markup on this? Also question on what happens if the deal with Sky gets delayed beyond the Fox Disney deal.Well I think it's still quite complicated, ok maybe not impossible to get head around but its a funny one. Still think its odd that Murdoch has been trying so hard to get all his brands together and when he just about manages it he sells them. Maybe he likes the chase...
Hardboy
14 Dec 2017
Re: Cimbon - read this... "CMA decision on Fox’s takeover of Sky would come way ahead of that (the Disney purchase of Fox assets)" You underestimate Our beloved culture secretary. If it's taking her 18 months to OK a deal which was thoroughly investigated 3 years earlier; how much longer will it take her given an added complication? I agree that this is complicated; but I also agree with Hopeful that the theoretical order of events will be Fox buys Sky. Disney buys Fox's assets including Sky. So ultimately Disney will own 100% of Sky. The complication will be if the UK authorities don't OK the Fox takeover of Sky. In which case Disney would get 39% of Sky; and Disney have stated that they do not believe the rule about them having to put in a bid would apply. So it is complicated. If only Mrs Bungle had got a move on and made a decision in a reasonable space of time, this would be simple.
cimbom
14 Dec 2017
Re: Solrry, I meant Pyueck read this... Either way, I have placed an extract from the Disney/Fox declaration, that I thought was clear. They clearly expect Fox/SKY deal to be completed before the end of June and they imply that Disney/Fox deal will take a little longer, hence when complete Disney will own 100% of SKY, including its debts, most likely from the purchase of Sky Germany and Italia. Hence expected $60 billion deal is only $52.5 billion.The statement does not say or express any commitment on the part of Disney to purchase the 61% shares of SKY should the Fox/Sky deal is not settled on time. This leaves them and/or Fox the option to reduce their shareholding to below 30% and subsequently get out of Sky should they not consider Sky strategically important to their future aspirations. If I remember correctly if the deal is not complete by August 2018 it expires and becomes void when Fox pays Sky a mere 200 million as compensation.
Hopeful Investor
14 Dec 2017
Solrry, I meant Pyueck read this... Disney also has a much smaller footprint than Fox in the UK, meaning that concerns around competition would not be as pressing if the government does indeed think that Disney will end up being the ultimate owner of Sky.Of course regulatory approval of Fox’s transaction with Disney will take months – maybe even a year – which means that a CMA decision on Fox’s takeover of Sky would come way ahead of that.In the meantime, the CMA will continue its investigation as planned, especially because there are still so many questions around whether the Disney deal will indeed end up going through at all. Antitrust authorities in the US and Europe will all have to give it the nod first, and there’s no doubt they will examine it very closely.
Hopeful Investor
14 Dec 2017
Cimbon - read this... Disney also has a much smaller footprint than Fox in the UK, meaning that concerns around competition would not be as pressing if the government does indeed think that Disney will end up being the ultimate owner of Sky.Of course regulatory approval of Fox’s transaction with Disney will take months – maybe even a year – which means that a CMA decision on Fox’s takeover of Sky would come way ahead of that.In the meantime, the CMA will continue its investigation as planned, especially because there are still so many questions around whether the Disney deal will indeed end up going through at all. Antitrust authorities in the US and Europe will all have to give it the nod first, and there’s no doubt they will examine it very closely.
Hopeful Investor
14 Dec 2017
Re: Statement regarding Disney/Fox/Sky Because the Fox takeoever of Sky will be completed long before the Disney takeoever of Fox is completed. So to delay so that Disney can do the deal direct is not in the interests of anybody but will have formed part of the deal when working out the price for all of the Fox assets, which would include 100% of Sky. It actually is that simple.
pyueck
14 Dec 2017
Re: Statement regarding Disney/Fox/Sky Cimbom to me it is complicated and to try and make out it isn't is crazy. 21CF was buying the 61% of Sky it didn't own so that it would take 100% ownership of it. Now it has sold off it's 39% it owned so now the logic of it buying the 61% I don't understand.The question is why on earth would 21CF sell 39% to Disney just and then want to buy 61% off Sky shareholders. Of course Sky will say the deal is still on because legally it is, and until they hear otherwise what can they do. But the logic of it now leaves me scratching my head. And from today's RNS there seems to be some doubt as to whether Disney will step in to take on 21CF's acquisition of the 61%. Even if it did who knows that delay this would bring.If i put on my detective hat, i would say that Disney will end up buying all of Sky and it is not saying so now in order not to put another hurdle in the regulatory clearance route. They are probably thinking lets get on with the 21CF asset deal and then deal with the rest of Sky later.
Hopeful Investor
14 Dec 2017
Re: Statement regarding Disney/Fox/Sky Agreed. But I think the only question is whether Ms Bradley will still feel the need to refer.
cimbom
14 Dec 2017
Re: Statement regarding Disney/Fox/Sky Nothing complicated or unclear in statement below. If Karen Bradley and UK authorities do not allow the deal by June, there may or may not be another offer, Disney could just as easily sell part of the 39% to avoid buying SKY if they so wish."Prior to the close of the transaction, it is anticipated that 21st Century Fox will seek to complete its planned acquisition of the 61% of Sky it doesn’t already own. Sky is one of Europe’s most successful pay television and creative enterprises with innovative and high-quality direct-to-consumer platforms, resonant brands and a strong and respected leadership team. 21st Century Fox remains fully committed to completing the current Sky offer and anticipates that, subject to the necessary regulatory consents, the transaction will close by June 30, 2018. Assuming 21st Century Fox completes its acquisition of Sky prior to closing of the transaction, The Walt Disney Company would assume full ownership of Sky, including the assumption of its outstanding debt, upon closing."
Hopeful Investor
14 Dec 2017
Statement from Sky NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION For immediate release 14 December 2017 Sky plc ("Sky"
Response to Announcement made by Twenty-First Century Fox, Inc. ("21CF"and The Walt Disney Company, Inc. ("Disney" Sky notes today's announcement by 21CF and Disney (the "Announcement" regarding Disney's agreement to acquire 21CF, after a spin-off of certain businesses (the "Disney Transaction" and notes that 21CF's 39% shareholding in Sky forms part of the Disney Transaction.21CF and Disney have entered into a definitive agreement relating to the Disney Transaction, the completion of which is subject to various regulatory and other approvals.Sky further notes that, as stated by Disney and 21CF in the Announcement:"Prior to the close of the transaction, it is anticipated that 21st Century Fox will seek to complete its planned acquisition of the 61% of Sky it doesn't already own. Sky is one of Europe's most successful pay television and creative enterprises with innovative and high-quality direct-to-consumer platforms, resonant brands and a strong and respected leadership team. 21st Century Fox remains fully committed to completing the current Sky offer and anticipates that, subject to the necessary regulatory consents, the transaction will close by June 30, 2018."Sky remains in an offer period and, together with 21CF, is bound by its offer announcement (dated 15 December 2016) and by the terms of the Co-operation Agreement (dated 15 December 2016); and by the rules of the Takeover Code and the requirements of the Takeover Panel. Sky notes that 21CF's current offer is not conditional on the completion of the Disney Transaction.Sky further notes the announcement today by the Panel Executive, confirming that the Announcement does not alter 21st Century Fox's obligations under the Takeover Code with respect to its existing pre-conditional offer for Sky announced on 15 December 2016.
Hopeful Investor
14 Dec 2017
Re: Statement regarding Disney/Fox/Sky I believe that it means that the Fox takeoever will proceed as planned with Disney then owning Fox (including Sky) when that deal is complete - which is likely to be after the Fox/Sky deal is done. It merely creates the question as to whether Karen Bradley will still refer or whether she will be satisfied that Disney, as evenual owners, are ok without referra
pyueck
14 Dec 2017
Re: Statement regarding Disney/Fox/Sky Well this is a very confusing situation. They can say that 21CF still has a pre-conditional offer for Sky, but why would 21CF sell 39% of a company only to purchase another 61% off somebody else, it makes no sense. Would not by 21CF purchasing the 61% of the company they not then be compelled under the takeover code to purchase back Disney's stake!I personally can't see 21CF buying the 61% of Sky. The question is will Disney. Well before I read today's announcement I would have said yes they will, they will want full control of Sky. But it seems that Disney don't believe they need to make an offer for the 61% of Sky that they are not buying, no idea if legally they are correct on this or not. I personally think the situation is a royal mess, Sky shareholders are being treated like fools by the Murdochs.
Hopeful Investor
14 Dec 2017
Statement regarding Disney/Fox/Sky the walt disney company ("disney"Twenty-first century fox inc. ("21st CENTURY FOX"sky plc ("sky" The Panel Executive notes the announcement earlier today by Disney of its definitive agreement to acquire 21st Century Fox, after a spin-off of certain businesses (the "Acquisition". That announcement does not alter 21st Century Fox's obligations under the Takeover Code with respect to its existing pre-conditional offer for Sky announced on 15 December 2016.Separately, Disney has informed the Executive that it does not believe that completion of the Acquisition should trigger a mandatory bid obligation under Note 8 on Rule 9.1 of the Takeover Code (the "chain principle" upon Disney as a result of 21st Century Fox's stake of approximately 39% in Sky.In accordance with its usual practice, the Executive will seek the views of the independent directors of Sky before reaching a determination on this issue.A further announcement will be made in due course in relation to the chain principle. 14 December 2017
cimbom
14 Dec 2017
Re: Disney $60bn 21CF takeover Fox and Disney reiterated their commitment to completing the Fox/Sky transaction, subject to regulatory approval, and their expectation that this would be done by 30 June 2018, before the Disney takeover of FOX entertainment is finalised.So nothing changes on Fox/SKY takeover.
Hopeful Investor
14 Dec 2017
Re: Disney $60bn 21CF takeover With the greatest of respect, if the Disney takeover of Fox (& Sky) does proceed, I am sure that they will have worked out what is best rather than what you believe is the most simple!
