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Comcast Has Fallen Behind Disney in the Pursuit of Fox. Here Are Its Options.

Comcast is on the back foot in its fight for 21st Century Fox.

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By
Michael J. de la Merced
, New York Times

Comcast is on the back foot in its fight for 21st Century Fox.

At the moment, Rupert Murdoch’s media empire has plenty of reasons to go with a $71.3 billion offer from Walt Disney — particularly after the Justice Department approved the bid, which means that the deal could now close very quickly.

Comcast is now behind both in terms of price — its current offer stands at $65 billion — and timing. The company continues to negotiate with the Justice Department for regulatory approval. And while its executives insist that their bid faces fewer problems than Fox’s board fears — pointing to a federal judge’s approval of AT&T’s takeover of Time Warner as evidence — they will still need weeks to get clearance.

So here is what Comcast may do next.

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Raise its bid a lot

When Disney priced its latest offer for Fox at $38 a share, leapfrogging Comcast’s $35-a-share bid, it went higher than many people had expected.

But Comcast executives believe they still have an opening — if they offer a big bump in price. The problem is that doing so will require taking on a lot more debt.

Comcast could afford the debt, given how much cash flow its cable operations produce. But shareholders appear uneasy about the prospect. The company’s shares have fallen significantly since Comcast’s interest in challenging Disney became clear.

Credit ratings agencies are worried as well. Moody’s warned that Comcast’s debt rating could be marked down if it proceeds with a bid.

Raise its bid by a lot, with a little help

Comcast could team up with a corporate partner or private equity firm to split up some of the Fox assets, according to The Wall Street Journal, citing unnamed sources.

A private equity firm (or two) could provide billions in additional cash to support the deal. Or, a telecom provider or a tech giant could buy some of Fox’s assets in the United States, which include the 20th Century Fox movie and TV studios and 22 regional sports networks. Comcast would then be left with the businesses it wants most: the Indian broadcaster Star and a 39 percent stake in the European satellite broadcaster Sky.

It is unclear if Comcast will go down either route. The WSJ reports that the company would likely pursue either option only if the bidding gets into the $90 billion range.

Comcast would like to hold onto the 20th Century Fox assets, so it can combine them with its NBCUniversal division. (Comcast has already said it would divest as many of the Fox regional sports networks as needed to win regulatory approval.)

A partnership with a private equity firm may be more likely — but that could involve Comcast selling equity to that partner, which is an expensive way of raising money.

Walk away

That is an option, but given how committed Comcast’s chief executive, Brian Roberts, is to buying Fox, that seems unlikely.

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