Deal Rationale:-

According to Disney's CEO Bob Iger, the idea of acquiring 21st Century Fox appeared
after Disney purchased the streaming company BAMTech with intentions to upgrade its
own streaming service Disney+ .The most important reason why 21st Century Fox was
so attractive to Disney was not its production capacity but its own movie and TV
libraries, because it could contribute a lot to the Disney’s streaming content library
expansion.

Together with 21st Century Fox’s portfolio of businesses and content, Disney will be
capable of providing higher quality of its content and entertainment options to respond
to increasing consumers’ demand, expand its international impact, and increase its
direct-to-consumer offerings including ESPN+ for sports fans, the Disney+ streaming
service and obtained 60% ownership stake in Hulu which was 30% earlier.

The acquisition includes 21st Century Fox’s film production businesses, involving

 Twentieth Century Fox

 Fox Searchlight Pictures
 Fox 2000 Pictures, Fox Family and Fox Animation
 Fox’s television creative units
 Twentieth Century Fox Television
 FX Productions and Fox21
 FX Networks
 National Geographic Partners (73%)
 Fox Networks Group International
 Star India
 Hulu (30%)
 Tata Sky (30%)
 Endemol Shine Group
Disney is aware of the fact that its audience is almost the same as the Netflix’s audience.
This is because Disney had an agreement with Netflix to share its content. However, at
the moment the company is planning to leverage its brand profile and satisfy the
consumers who grew up watching Disney’s content which is highly competitive in terms
of production and selection standpoint compared to its competitors in the market. So,
having spent many years getting close to their customers and their needs, Disney might
become a serious competitor for Netflix.

According to the Walt Disney Company and 21st Century Fox agreement: -

1. Approximately $71 billion, including $35.7 billion in cash and nearly $35 billion in
Disney Common Stock were paid to the former holders of 21 Century Fox
Common Stock in the result of the merger.
2. Shares of 21CF Common Stock were exchanged for 0.4517 shares of Disney
Common Stock; - approximately $19.8 billion of cash and $19.2 billion of debt of
21 Century Fox were acquired by Disney.
3. The acquisition price includes a total equity value of $71 billion and a total
transaction value of $71 billion
4. The acquisition is anticipated to drive up Disney’s Earnings Per Share (EPS)
before the effect of purchase accounting for the second fiscal year after the close
of the transaction, and to yield at least $2 billion in cost synergies by 2021 from
operations implemented by the combination of businesses.

Since Fox’s purchase price for Disney accounts to $71 300 million and the Fox’s EV is
estimated in the range of $88 707 million - $85 904 million, we can say that Disney has
acquired the Fox company cheaper compared to the lower bound of EV estimates. This
tells us that the deal was beneficial for Disney.

Summing up the results we obtained, we can say that despite the doubtless benefits
that Disney is going to get out of the acquisition deal, which are increasing its influence
in the market, extending its content library and increasing the facilities for introducing
its own streaming service, the company is going to get some efficiency and financial
benefits:
Firstly, we can see that in the sale of efficiency the Walt Disney Company is not
performing its best among its competitors. However, after the acquisition deal it is able
to increase its efficiency score (from 41.6% to 47%) and generate more return using less
assets and workforce.

Secondly, it is important to emphasize that the price of the acquisition ($71,3 billion)
seems reasonable for Disney and this deal is beneficial from the purchasing standpoint,
because it does not exceed much the estimated Enterprise Value of Fox.

Thirdly, the deal will encourage Disney’s Revenues and Income to grow in future (by
35% and by 48% in 2024 respectively) and it also will influence its expenses to reduce. In
addition, purchasing of Fox will encourage Disney’s market share to grow from 15.6% in
2018 to 31.9% in 2024, which will strengthen the company’s position in the media
market.

Finally, we are able to assume that the Enterprise Value of Disney will increase
sufficiently

In conclusion, the acquisition of 21st Century Fox by the Walt Disney Company seems
reasonable with regards to the business scope of both the companies, efficiency
improvement, increase of market share and the value created through the deal.