UPDATE #3: Disney to Acquire Marvel for $4 Billion!

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UPDATE #3: Disney to Acquire Marvel for $4 Billion!

Source:The Walt Disney Company

August 31, 2009

A huge announcement this morning - Disney is going to acquire Marvel Entertainment for $4 billion!

Building on its strategy of delivering quality branded content to people around the world, The Walt Disney Company has agreed to acquire Marvel Entertainment, Inc. in a stock and cash transaction, the companies announced today.

Under the terms of the agreement and based on the closing price of Disney on August 28, 2009, Marvel shareholders would receive a total of $30 per share in cash plus approximately 0.745 Disney shares for each Marvel share they own. At closing, the amount of cash and stock will be adjusted if necessary so that the total value of the Disney stock issued as merger consideration based on its trading value at that time is not less than 40% of the total merger consideration.

Based on the closing price of Disney stock on Friday, August 28, the transaction value is $50 per Marvel share or approximately $4 billion.

“This transaction combines Marvel’s strong global brand and world-renowned library of characters including Iron Man, Spider-Man, X-Men, Captain America, Fantastic Four and Thor with Disney’s creative skills, unparalleled global portfolio of entertainment properties, and a business structure that maximizes the value of creative properties across multiple platforms and territories,” said Robert A. Iger, President and Chief Executive Officer of The Walt Disney Company. “Ike Perlmutter and his team have done an impressive job of nurturing these properties and have created significant value. We are pleased to bring this talent and these great assets to Disney.”

“We believe that adding Marvel to Disney’s unique portfolio of brands provides significant opportunities for long-term growth and value creation,” Iger said.

“Disney is the perfect home for Marvel’s fantastic library of characters given its proven ability to expand content creation and licensing businesses,” said Ike Perlmutter, Marvel’s Chief Executive Officer. “This is an unparalleled opportunity for Marvel to build upon its vibrant brand and character properties by accessing Disney’s tremendous global organization and infrastructure around the world.”

Under the deal, Disney will acquire ownership of Marvel including its more than 5,000 Marvel characters. Mr. Perlmutter will oversee the Marvel properties, and will work directly with Disney’s global lines of business to build and further integrate Marvel’s properties.

The Boards of Directors of Disney and Marvel have each approved the transaction, which is subject to clearance under the Hart-Scott-Rodino Antitrust Improvements Act, certain non-United States merger control regulations, effectiveness of a registration statement with respect to Disney shares issued in the transaction and other customary closing conditions. The agreement will require the approval of Marvel shareholders. Marvel was advised on the transaction by BofA Merrill Lynch.

UPDATE #1: In a conference call, the companies said that the deals for movies for characters at other studios (Spider-Man, X-Men, etc.) will stay in place under the terms set by Marvel and the other studios.

UPDATE #2: John Lasseter met with Marvel last week about a possible team-up between Marvel and Pixar and got "pretty excited, pretty fast." They say there's definitely an opportunity there.

UPDATE #3: The deal with Paramount Pictures to distribute five films--"Iron Man 2," "Thor," "Captain America," "The Avengers" and "Iron Man 3"--stays in place as well, but Disney would like to self-distribute down the line. "When the time comes we'll take a closer look at it."

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Posted by: entropics on August 31, 2009 at 09:51:36

not sure how I feel about this yet.. hope they get the rights back from Fox and Sony

Posted by: Quagmire on August 31, 2009 at 09:52:49

Ohh, I don't know...

Posted by: mike on August 31, 2009 at 09:53:33

Does this mean that Universal Studios Islands of Adventure will now be without Marvel?

MDH
John 3:16

Posted by: Tekjock on August 31, 2009 at 09:54:00

Lets just hope this does not ruin everything

Posted by: Pablo on August 31, 2009 at 09:54:02

HOLY SH#$@!!!!!!!!!!

Posted by: ross2287 on August 31, 2009 at 09:54:36

I have a bad feeling about this...

Posted by: mc7791 on August 31, 2009 at 09:54:49

well it will be interesting what will happen out of all of this. could Disney help Marvel get some of its properties back from Fox, like Fantastic Four and X-Men? time will tell I guess. I just hope Disney doesnt try to make creative decisions or we could get more films like Spider Man 3 and Punisher War Zone

Posted by: MrBentertainment on August 31, 2009 at 09:55:37

"So that's how the republic falls... with a thunderous applause!" Anyone ese getting chills about this news? Imagine Wolverine with Mickey Mouse ears? You thought the last movie was watered down?

Posted by: Winston Wolf on August 31, 2009 at 09:56:21

Oh no....spider-woman the musical here we come.

Posted by: Stark International on August 31, 2009 at 09:57:08

OVEREXPOSURE Forthcoming!!!!!!!!!!!!!

No more rated R Marvel features either!!!

Posted by: entropics on August 31, 2009 at 09:58:10

ok, I for one was looking forward to the Spider-Man musical.. I think it had potential.. like Wicked. Maybe Disney will give them some money for this project now!!

Posted by: Kalisto on August 31, 2009 at 09:58:25

Guys this is ****ing wonderful news. No one respects their characters more then Disney. Can you imagine a Marvel film done by Pixar????? DROOL!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!

Posted by: Christopher J Keck on August 31, 2009 at 09:58:45

Psh, please they're just saving Disney's ass because of Pixar Entertainment's rise in animated film. BOO !!!

Posted by: MHR75killsU on August 31, 2009 at 09:59:07

NOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOO!!!!!! Never in my lifetime did I expect to see the end of Marvel. Now that Disney has control of it there will never been anything aimed toward adult readers ever again and every story is going to be flowers and daisies and they are gonna put all their little douche-bags from the Disney Channel in Marvel movies and they will suck major ass. I was really looking forward to the next Marvel movies, but now Iron Man is not a drunk, Wolverine gives people angry looks and they go away, Hulk turns happy instead of angry. Goodbye Marvel I loved you so, you will be missed.

Posted by: Rok on August 31, 2009 at 09:59:20

Can't be any worse then when Time Warner bought DC. Seems along the same line. But this could go either way as far as the pros and cons are concerned. As always, we'll just have to wait and see.

Posted by: Desert Fox on August 31, 2009 at 09:59:34

Hope Disney doesn't water down the rich Marvel mythology and target the 'G' audiences... I've got a bad feeling about this...

Posted by: Winston Wolf on August 31, 2009 at 09:59:46

I can't see wolverine ever shedding a drop of blood on the big screen and then Disney selling a plush stuffed wolvie in disneyland. This is the end. Just when comic book movies started to get it right. Crom smite me!!!

Posted by: matthooper on August 31, 2009 at 10:01:01

Universal (IOA) will have the Marvel rights until the current contract expires. Unless the contract is forever, that means eventually they will lose the rights. Obviously there is no way Disney will allow Universal to have characters that Disney owns.

Again, it all depends on what the current agreement says. If Universal had an agreement for life, there are no worries. But, if the licensing ends at some point, Marvel Superhero Island is gone.

Posted by: UltimateLetDown! on August 31, 2009 at 10:01:25

REBOOT X-Men and bring on Bishop with Apocalypse If X-Men is not with FOX no more. Looks like Marvel will be pushing out non stop hits. Great News.

BTW.

G.I. Joe the Rise of Cobra was a surprise and it was Awesome..and Transformers Revenge of Fallen was one MAJOR piece of $H!T. Scott Summers should have done TF1 and TF2.

Posted by: Gigli on August 31, 2009 at 10:01:28

Some of these comments are re-tard-ulous. Of coarse Wolverine won't be wearing Mickey Mouse ears... but Disney seems to have been searching for something to boost revenues since their "retelling of classic tails" lost steam in the mid 90s. Pixar seems to be the only feather in their cap... and now it's time to add another. Could be a good move, but I hope they are smart enough not to interfere too much.

Posted by: The Tick on August 31, 2009 at 10:02:28

Universal is going to be completely screwed!!!

Posted by: Rok on August 31, 2009 at 10:02:56

As far as rated R movies are concerned, the only one Marvel ever made was the Punisher (that I know of), and we all know how well those movies did in the box-office and among fans. All the other movies were rated PG or PG-13.

Posted by: mysterio-oo on August 31, 2009 at 10:03:12

Disney has a more adult brand as well as thier kid brands, I'm sure they won't alienate thier market out of the gate.

they are smart people working there. I'm not worried

Posted by: Tom Tom McCoot on August 31, 2009 at 10:04:07

I know it's jumping the gun but this sounds sooooooo bad. Disney owns the Punisher, Venom, Wolverine. Disney will force their nazi like rule on the making of any future movies and if the merchandising was over the top before wait and see what Disney have in store, like George Lucas on crack turning out everything with a Star Wars logo on it and charging a fortune. I hope i'm wrong but Disney is not the way to go. Shame on Marvel. Shame!

Posted by: Prowl on August 31, 2009 at 10:05:28

Lets hope they do not feel the need to stick their nose in the Avengers movie or the ones leading up to it. The typical johnny-come-late and starts making changes everywhere.

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