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21st Century Fox

From Wikipedia, the free encyclopedia
This article is about the corporation that was active from 2013 until 2019. For other uses, see21st Century Fox (disambiguation).For the corporation that replaced 21st Century Fox after the sale, seeFox Corporation.
Not to be confused with21st Century Film Corporation.

Twenty-First Century Fox, Inc.
21st Century Fox
Company typePublic
NASDAQ:TFCFA, TFCF
ISIN
IndustryMedia
Entertainment
PredecessorNews Corporation
FoundedJune 28, 2013;11 years ago(2013-06-28)
FounderRupert Murdoch
DefunctMarch 20, 2019;5 years ago(2019-03-20)
Fate
List
Successors
Headquarters1211 Avenue of the Americas,
New York City,New York
,
U.S.
Area served
Worldwide
Key people
RevenueIncreaseUS$30.400billion(2018)
DecreaseUS$4.410 billion (2018)
IncreaseUS$4.464 billion (2018)
Total assetsIncreaseUS$53.831 billion (2018)
Total equityIncreaseUS$19.564 billion (2018)
OwnerMurdoch family(17% equity; 39% voting power)
Number of employees
22,400 (2018)
Divisions
Subsidiaries
Website21cf
(archived March 19, 2019)
Footnotes / references
[1][2][3]

Twenty-First Century Fox, Inc.,whichdid business as21st Century Fox(21CF), was an American multinationalmass mediaandentertainmentconglomeratebased inMidtown Manhattan,New York City.It was one of the two companies formed on June 28, 2013, following aspin-offof the publishing assets of the oldNews CorporationasNews Corp.

21st Century Fox was the legal successor to News Corporation dealing primarily in thefilmandtelevision industries.It was the United States' fourth-largestmedia conglomerateby revenue, up untilits acquisitionbyThe Walt Disney Companyin 2019. The other company,News Corp,holdsRupert Murdoch'sprintinterests and other media assets in Australia (both owned by him and his family via a family trust with 39% interest in each). Murdoch was co-executive chairman, while his sonsLachlan MurdochandJames Murdochwere co-executive chairman and CEO, respectively.

21st Century Fox's assets included theFox Entertainment Group—owners of the20th Century Foxfilm studio (the company's partial namesake), theFoxtelevision network, and a majority stake inNational Geographic Partners—the commercial media arm of theNational Geographic Society,among other assets. It also had significant foreign operations, including the prominent Indian television channel operatorStar India.The company ranked No. 109 in the 2018Fortune 500list of the largest United States corporations by total revenue.[4]

On July 27, 2018, 21st Century Fox shareholders agreed to sell the company to Disney for $71.3 billion. The sale covered the majority of 21CF's entertainment assets, including 20th Century Fox,FX Networks,and National Geographic Partners among others. Following a bidding war with 21CF,Sky plc(a British media group which 21CF held a stake in) was acquired separately byComcast,while 21CF'sregionalFox Sports Networkswere sold toSinclair Broadcast Groupto comply with antitrust rulings.[1]The remainder, consisting primarily of the Fox andMyNetworkTVnetworks, and 21CF'slocal station,newsandnational sportsassets, were spun out into a new company namedFox Corporation,which began trading on March 19, 2019. Disney's acquisition of 21st Century Fox was closed on March 20 of the same year. After that, all of the included 21CF assets were scattered across the divisions of Disney.[5]

History

[edit]

Formation

[edit]

21st Century Fox was formed by the splitting of entertainment and media properties fromNews Corporation.In February 2012,Natalie Ravitzaccepted a position to become Rupert Murdoch's Chief of Staff at News Corporation.[6]

News Corporation's board approved the split on May 24, 2013, while shareholders approved the split on June 11, 2013;[7]the company completed the split on June 28 and formally started trading onNASDAQon July 1.[8][9][10]

Plans for the split were originally announced on June 28, 2012, while additional details and theworking nameof the new company were unveiled on December 3, 2012.[11][12][13]

Murdoch stated that performing this split would "unlock the true value of both companies and their distinct assets, enabling investors to benefit from the separate strategic opportunities resulting from more focused management of each division." The move also came in the wake ofa series of scandalsthat had damaged the reputation of the company'spublishing operations in the United Kingdom.[9][11]The split was structured so that the old News Corporation would change its name to 21st Century Fox and spin-off its publishing assets into a "new" News Corporation.[10][14][15]

While the company was originally announced as the Fox Group, on April 16, 2013, Murdoch announced the new name as a way to leverage the already established20th Century Foxbrand name. Its logo was officially unveiled on May 9, 2013, featuring a modernized version of the iconic Foxsearchlightsdesigned byPentagram.[16][17]

However, the 21st Century Fox brand does not extend to the existing 20th Century Fox division (which remains under its original name).[18]

The formation of 21st Century Fox was officially finalized on June 28, 2013. It formally began trading on NASDAQ and theAustralian Securities Exchangeon July 1, 2013, with its executives includingRupert Murdochbeingchairmanandchief executive officer(CEO) of the company, whileChase Careytook the posts ofpresidentandchief operating officer,with Co-chairman and Co-CEO positions were created in 2014 and later filled by Lachlan Murdoch and James Murdoch, respectively, both sons of Rupert Murdoch.[19][20][21][22]

Subsequent history

[edit]

On January 8, 2014, Rupert Murdoch announced plans to delist 21st Century Fox's shares from the Australian Securities Exchange, in favor of solely trading on the NASDAQ. Its listing in Australia was a holdover from its period as News Corporation, and 21st Century Fox has relatively little presence in Australia, unlike News Corp. Murdoch stated that the changes, which were expected to be complete by June 2014, would "simplify the capital and operating structure" of 21st Century Fox and provide "improved liquidity" to shareholders.[22][23]Also that month, the company acquired a majority ownership inYES Network,a New Yorkregional sports networkfounded by theNew York Yankees.[24]

In June 2014, 21st Century Fox made a bid to acquireTime Warner,which had similarly spun off itspublishing assets,for $80 billion in a cash and stock deal. The deal, which was rejected by Time Warner's board of directors in July 2014, would have also involved the sale ofCNNto easeantitrustissues.[25]On August 5, 2014, 21st Century Fox announced it had withdrawn its bid for Time Warner.[26]The company's stock had fallen sharply since the bid was announced, prompting directors to announce 21st Century Fox would buy back $6 billion of its shares over the following 12 months.[27]

On July 25, 2014, 21st Century Fox announced the sale ofSky ItaliaandSky DeutschlandtoBSkyBfor $9 billion, subject to regulatory and shareholder approval.[28]Fox would use the money from the sale, along with $25 billion it received fromGoldman Sachs,to attempt another bid for Time Warner.[29]

In December 2014, Fox-owned television studioShine Groupmerged withApollo Global Management'sEndemolandCore Media Groupto formEndemol Shine Group,which was jointly owned by 21st Century Fox and Apollo.[30]

On July 1, 2015, Lachlan Murdoch was elevated to Co-Executive Chairman alongside his father and James Murdoch replaced his father as CEO of the company.[31]Former COO Chase Carey became Executive Vice-chairman.[32]

On September 9, 2015, 21st Century Fox announced a for-profit joint venture with theNational Geographic Society,which calledNational Geographic Partners,which took ownership of all of National Geographic media and consumer businesses, includingNational Geographicmagazine, and theNational Geographic-branded television channelsthat were already run as a joint venture with Fox. 21st Century Fox holds a 73% stake in the company.[33][34]

On December 9, 2016, 21st Century Fox announced it had made an offer to acquire the 61% share ofSky plcthat it did not already own.[35][36][37]The company was valued at £18.5 billion. The deal was approved by theEuropean Commissionon April 7, 2017,[38]followed by Ireland'sMinister for Communications, Climate Action and Environmenton June 27.[39]However, the deal has become subject to scrutiny and an extended regulatory review in the United Kingdom, over concerns surrounding the plurality of British news media that will be owned by the Murdoch family post-merger (countingSky News,as well as News Corp's newspapers and recent acquisition of radio station operatorWireless Group), and violations of British news broadcasting regulations connected to Sky's former carriage of Fox News Channel in the country.[40][41][42][43]However, a bidding war ensued over the company; in September 2018,Comcastwon a regulator-mandated auction with a bid of £17.28 per-share.[44][45][46]On September 26, 2018, 21st Century Fox subsequently announced its intent to sell all of its shares in Sky plc to Comcast for £12 billion.[47][48]On October 4, 2018, 21st Century Fox completed the sale of their stake to Comcast, giving the latter a 76.8% controlling stake.[49]

TheKingdom Holding Company,owned by PrinceAl-Waleed bin Talal,sold its minority stake in 21st Century Fox during the fiscal quarter ending September 2017. It previously held a 6% stake, which had been reduced to around 5% in 2015. The valuation of the shares, or who they were sold to, is unknown; Al-Waleed was the company's largest single shareholder behind the Murdoch family. The sale was reported after Al-Waleed was arrested in early-November 2017 as part of ananti-corruption probeby the Saudi government.[50]

Sale to Disney

[edit]
Further information:Acquisition of 21st Century Fox by Disney

On December 14, 2017, after rumors of such a sale,The Walt Disney Companybegan its acquisition of 21st Century Fox for $52.4 billion after thespin-offof certain businesses, pending regulatory approval.[51][52][53]21st Century Fox president Peter Rice stated that he expected the sale to be completed by mid-2019.[54]

Under the terms of the deal, 21st Century Fox spun off an entity that was initially being referred to as "New Fox", consisting of theFox Broadcasting Company,Fox News,Fox Business Network,and the national operations ofFox Sports(such asFox Sports 1,Fox Sports 2,andBig Ten Network,but excludingits regional sports networks), and Disney acquired the remainder of 21st Century Fox.[51]This included key entertainment assets such as the 20th Century Fox film studio and its subsidiaries; a stake inHulu;the U.S. pay television subsidiariesFX Networks,Fox Sports Networks and National Geographic Partners; and international operations of Fox Networks Group as well as Star India. The acquisition was primarily intended to bolster twoover-the-top contentendeavors—ESPN+andDisney+.[55][56]Disney will lease the 20th Century FoxbacklotinCentury City, Los Angelesfor seven years.[57]

The proposed transaction raisedantitrustissues, due to concerns that it could have led to a tangible loss in competition in the film and sports broadcasting industries.[58][59]Several legal experts and industry analysts expressed the opinion that the transaction was likely to receive regulatory approval, but would be scrutinized by regulators.[59][60]

In February 2018, theWall Street Journalreported that Comcast, the owner ofNBCUniversal,was considering a counter-offer. Despite initially bidding $60 billion earlier, Fox had rejected Comcast's offer due to the possibility of antitrust concerns.[61][62][63]On May 5, 2018, it was reported that Comcast was preparing to make an unsolicited, all-cash counteroffer to acquire the 21st Century Fox's assets Disney has offered to purchase, contingent on the outcome of an antitrust lawsuitAT&T's acquisition ofTime Warner.[64][65][66][67]Comcast confirmed on May 23, 2018, that it was "considering, and is in advanced stages of preparing, an offer for the businesses that Fox has agreed to sell to Disney."[68]

A shareholder vote on the sale was scheduled for special shareholder meetings by Fox and Disney on July 10, 2018, at theNew York Hilton MidtownandNew Amsterdam Theatrerespectively, although Fox warned that it might "postpone or adjourn" the meeting if Comcast were to follow through with its intent to make a counter-offer. It was also reported that Disney was preparing an all-cash offer of its own to counter Comcast's bid.[69][70][71]

On June 13, 2018, the day after AT&T was given an approval to merge with Time Warner, Comcast officially announced a $65 billion counter-offer to acquire the 21st Century Fox's assets Disney had offered to purchase.[72]However, on June 20, 2018, Disney agreed to increase its bid to a $71.3 billion cash-and-stock offer.[73][74]Fox agreed to the new offer.[75]

The proposed purchase was given antitrust approval by theDepartment of Justiceon June 27, 2018, under the condition that Disney divest all of Fox's regional sports networks. The networks could either be divested to third-parties, or retained by "New Fox".[76]On July 19, 2018, Comcast announced it was dropping its bid for Fox in order to focus on its bid for Sky. On July 27, 2018, it was reported that Fox and Disney shareholders had "overwhelmingly" approved the proposed purchase. The acquisition was expected to be completed by late January 2019, after remaining regulatory approvals are granted in China and theEuropean Union.[77][78][79]

In October 2018, it was reported that the new, post-merger organizational structure of "New Fox" would be implemented by January 1, 2019, ahead of the closure of the Disney sale (which was still expected to occur within the early of March).[80]

On November 6, 2018, the European Commission approved the sale, pursuant to the divestment ofA&E Networksproperties in Europe deemed to overlap with those of Fox.[81]At a shareholders' meeting the following week, it was revealed that the new company would simply be known as "Fox".[82]On November 19, 2018, the deal was approved unconditionally by Chinese regulators.[83]

On January 7, 2019, 21st Century Fox filed theregistration statementfor "New Fox", under the nameFox Corporation,with theU.S. Securities and Exchange Commission.[84]In an SEC filing, Fox stated that it did not intend to bid for its former regional sports networks.[85]

In February 2019, it was reported byBloombergthat Disney had planned to divest the international Fox Sports operations inBrazilandLatin Americato secure antitrust clearance in Brazil and Mexico, as they both compete withESPN Internationalproperties in their respective regions.[86]On February 27, 2019, the sale was approved by Brazil'sAdministrative Council for Economic Defense(CADE), with Disney having agreed to the expected divestiture of Fox Sports Latin America. CADE coordinated with regulators in Mexico and Chile in evaluating the transaction. Mexico approved the sale on March 12, 2019, with similar concessions.[87]Clearance in Brazil and Mexico was reported to be the last major hurdles for the sale.[88]

On March 12, 2019, Disney officially announced that the sale would be completed on March 20, 2019.[89]On March 19, 2019, the spin-off of 21st Century Fox into Fox Corporation was completed in preparation for final consummation of the sale.[90][91]On the next day, the sale was completed.[92]Under the terms of acquisition, Disney will phase-out Fox brand usage by 2024.[93]

Final holdings

[edit]

21st Century Fox primarily consisted of the media and broadcasting properties that were owned by its predecessor, such as theFox Entertainment GroupandStar India.News Corporation's broadcasting properties in Australia, such asFoxtelandFox Sports Australia,remain a part of the newly renamedNews Corp Australia—which was spun off with thecurrent incarnation of News Corpand was not a part of 21st Century Fox.[14]

Music and radio

[edit]

Studios

[edit]

TV

[edit]

Production

[edit]

Broadcast

[edit]

These units were transferred to theFox Corporation,not Disney.

Satellite television

[edit]
  • Tata Sky(30%), an Indian Direct To Home Television Service Provider. (in partnership withTata Group (70%))
  • Fox Networks Group Asia Pacific(formerly Star TV), an Asian satellite TV service having 300 million viewers in 53 countries, mainly in Taiwan, China & other Asian countries
  • Star India,satellite TV network with landing rights in India.

Cable

[edit]

Cable TV channels owned (in whole or part) and operated by 21st Century Fox include:

Internet

[edit]

Other assets

[edit]
  • FoxNext– video game, virtual reality and theme park company

References

[edit]
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  9. ^abJames, Meg (May 24, 2013)."News Corp. board approves company split, set for June 28".Los Angeles Times.
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[edit]
  • Official website(archived March 19, 2019)
  • Website for investors
    • Historical business data for 21st Century Fox:
    • SEC filings
Retrieved from "https://en.wikipedia.org/w/index.php?title=21st_Century_Fox&oldid=1237814279"