Comcast Prepping Superior Offer for Fox

The Walt Disney Co. and 21st Century Fox may think they have a $52.4 million merger agreement to split off 20th Century Fox Film locked up, but Comcast is hedging shareholders will follow the money.

Comcast May 23 issued a statement that it is finalizing an all-cash (reportedly $60 billion) offer for Fox that bests Disney’s stock-based offer.

“In view of the recent filings with the U.S. Securities and Exchange Commission by The Walt Disney Company and Twenty-First Century Fox, Inc. in preparation for their upcoming shareholder meetings to consider the acquisition of Fox by Disney, Comcast Corporation confirms that it is considering, and is in advanced stages of preparing, an offer for the businesses that Fox has agreed to sell to Disney (which do not include the Fox News Channel, Fox Business Network, Fox Broadcasting Company and certain other assets),” Comcast said in the statement.

Comcast also has a separate $31 billion offer on the table for British satellite TV operator Sky that trumps Fox’s $15 billion bid for outstanding shares of Sky it doesn’t already own.

“The structure and terms of any offer by Comcast, including with respect to both the spin-off of “New Fox” and the regulatory risk provisions and the related termination fee, would be at least as favorable to Fox shareholders as the Disney offer,” said the cable giant.

Comcast reiterated that no final decision has been made, but that “at this point” the work to finance the all-cash offer and make the key regulatory filings is “well advanced.”

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