1.9.09

WALT DISNEY COMPANY 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 28.AUGUST, MARVEL SHAREHOLDERS WOULD RECEIVE A TOTAL OF $30 PER SHARE IN CASH PLUS APPROXIMATELY 0.745 DISNEY SHARES FOR EACH MARVEL SHARE THEY OWN 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 CEO OF THE WALT DISNEY COMPANY, "IKE PERLMUTTER AND HIS TEAM HAVE DONE AN IMPRESSIVE JOB OF NURTURING PROPERTIES AND HAVE CREATED SIGNIFICANT VALUE. WE ARE PLEASED TO BRING THIS TALENT AND THESE GREAT ASSETS TO DISNEY."
UNDER THE DEAL, DISNEY WILL ACQUIRE OWNERSHIP OF MARVEL INCLUDING ITS MORE THAN 5,000 MARVEL CHARACTERS. IKE PERLMUTTER, MARVEL'S CEO, 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 BOARD OF DIRECTORS OF DISNEY AND MARVEL HAVE EACH APPROVED THE HISTORIC 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 ALSO REQUIRE THE APPROVAL OF MARVEL SHAREHOLDERS. MARVEL WAS ADVISED ON THE TRANSACTION BY BOFA MERRILL LYNCH.

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