Sunday, January 11, 2015

Rejected Fox bid for Time Warner shows growth mood

The Time Warner Center in New York. Time Warner Inc. said it rejected 21st Century Fox´s takeover bid.
The Time Warner Center in New York. Time Warner Inc. said it rejected 21st Century Fox's takeover bid. AP
The Time Warner Center in New York. Time Warner Inc. said it rejected 21st Century Fox´s takeover bid. Gallery: Rejected Fox bid for Time Warner shows growth mood
NEW YORK - In a move that aims to counter consolidation among TV distributors, Rupert Murdoch's Fox has made an unsolicited takeover offer for rival media giant Time Warner Inc. for about $76 billion in cash and stock.

Time Warner rejected the bid, which amounted to about $86.30 per share, but an analyst called it just a first attempt in a courtship that would make the combined company as large as Disney in market value.

Investors drove Time Warner's stock up 17 percent, or $12.12, on the news, to $83.13, while 21st Century Fox fell $2.19, or 6.2 percent, to $33.

The rejected cash-and-stock offer comes on the heels of cable giant Comcast Corp.'s proposed $45.2 billion takeover of Time Warner Cable Inc., which was made in February. It also comes after AT&T Inc. announced in May that it agreed to buy DirecTV for $48.5 billion.

Both deals, if approved by regulators, would help shift the balance of power in content negotiations to distributors because of their larger subscriber bases, which could help contain rising programming costs for things such as sports channels.

After certain divestitures, Comcast could end up serving 30 million video customers, while AT&T would serve about 26 million.

A big merger among content owners would tilt the balance back toward the media companies.

"You can get more money negotiating together than you would separately," Janney analyst Tony Wible said. "It's a chain reaction. There will be more consolidation on the content side in response to consolidation from cable and satellite companies."

Time Warner Inc., which owns the Warner Bros. movie studio and TV channels such as TNT, TBS, and HBO, said Wednesday that it had no interest in further discussions and that it could create more value on its own.

21st Century Fox Inc., which owns the 20th Century Fox movie studio, Fox broadcast network, and the TV channels Fox News and FX, said that it made the bid last month but that no discussions were ongoing.

In a video posted on its website, Time Warner CEO Jeff Bewkes said the company's own business plan was "superior to any proposal that Fox is in a position to offer." The company also expressed concerns that Fox offered only nonvoting stock, something that would not give its shareholders a voice in the merged company.

Several analysts said that in an environment with cheap access to credit, Murdoch could easily push the bid above $100 per share and still make the deal work.

"It's the opening salvo," Wible said. "It underappreciates the value of Time Warner."

FBR Capital Markets analyst Barton Crockett said that Time Warner had become an easier, smaller takeover target after first spinning off Time Warner Cable Inc. as a separate company in 2009 and doing the same with the publishing division Time Inc. last month to focus on its faster-growing TV and movie business.

Time Warner is more vulnerable to a takeover because it has a single class of shares, so major shareholders might find it attractive even if the board doesn't. By contrast, Fox has a dual-class structure, allowing the Murdoch family to maintain control with its nearly 40 percent of voting shares.

"I think Fox could go up to $120 a share and still make the deal [profitable]," Crockett said. "There's a lot of room to move if they need to."

Ryan Nakashima and Mae Anderson Associated Press
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