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Takeover regulator rules Walt Disney must make offer for whole of Sky if it succeeds in buying 21st Century Fox assets

Published: 06:53 12 Apr 2018 EDT

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Rupert Murdoch's Fox agreed an offer to buy all of Sky 17 months ago but is still waiting approval

The UK takeover regulator has ruled that Walt Disney Co (NYSE:DIS) must make an offer for the whole of Sky PLC (LON:SKY) if it succeeds in buying 21st Century Fox Inc (NASDAQ:FOX) assets, including its 39% stake in the European pay-TV company.

The Takeover Panel also said Disney must match Fox's 1,075p a share takeover offer for the shares in Sky it does not already own.

READ: Sky News could be sold to Disney in bid to gain CMA approval for Fox-Sky takeover

Rupert Murdoch's Fox agreed an offer to buy all of Sky 17 months ago but is still waiting approval from regulators to complete the deal.

In the meantime, Disney agreed to buy Fox assets, including its stake in Sky, in a separate deal, which is also subject to regulatory clearance.

Disney has said it did not believe it should be required to make a bid for the whole of Sky in line with Fox's existing offer if it bought the assets.

However, the Takeover Panel said it considered that securing control of Sky might reasonably be considered to be a significant purpose of Disney's acquiring control of Fox, and it must make an offer within 28 days of buying the Fox assets.

The Panel's ruling will not stand if Fox has already acquired 100% of Sky by the time Disney buys the Fox assets, or if Comcast Corp (NASDAQ:CMCSA) or any other third party has acquired a stake of more than 50% in Sky.

US cable company Comcast said on 27 February that it was considering making an offer for Sky.

Take no action

In a statement, Sky noted the ruling, and advised its shareholders to take no further action at this time.

Sky shares were steady at 1,310p in late morning trading in London.

In pre-market New York trading, Fox shares were 0.2% lower at US$35.65, while Disney shares gained 0.2% at US$101.

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