Comcast says considering all-cash offer to buy Fox assets

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Comcast, which owns the NBCUniversal media-entertainment group and is the largest U.S. cable operator, said it was prepared to pay more that Disney.

Comcast Corp confirmed for the first time on Wednesday it was preparing a higher, all-cash offer for the businesses that Twenty-First Century Fox has agreed to sell to Walt Disney Co.

Comcast is reportedly preparing a significant, all-cash offer for the Fox assets, according to Variety, and is expected to make the offer in advance of the summer vote for Fox shareholders that will decide which deal to take.

Like Disney, it wants to buy all of Fox's assets except its news channel and main sports and business networks.

At stake are such assets as FX Networks, National Geographic, a 30-percent stake in Hulu, and the 20th Century Fox film and television production studios, which include the movie rights for the X-Men, Fantastic Four and Deadpool. But last week, Moody's Investor Service cautioned that if both the Sky and Fox deals were to go through, Comcast's total debt would reach $164 billion and could "imperil" the company's credit rating.

"When a set of assets like 21st Century Fox's becomes available, it's our responsibility to evaluate if there's a strategic fit that could benefit our company and our shareholders", Comcast said back in December.

Comcast chief Brian Roberts has laid down the gauntlet to Rupert Murdoch by declaring an audacious bid to disrupt the mogul's exit from global entertainment.

There are also significant expenses related to capital-gains taxes in the case of all-cash offers, compared with stock transactions - one reason why Rupert Murdoch, who owns 17% of Fox has leaned away from cash deals.

Some reports said Murdoch had previously rejected an offer from Comcast. Fox would hence be looking for the offer's value, whether it is cash or stock (with cash having more immediate value) and whether the suitor will understand Fox and be able to manage the mega deal's inevitable people and structure issues.

However, in its statement, Comcast promised to pay a significant break fee should regulators scupper a deal.

Comcast and Disney are on the verge of a head-to-head bidding war for Fox's entertainment properties. Disney owns ESPN sports-media juggernaut, movie studios, a huge film library, and the ABC broadcast-TV network.

Any takeover attempt by Comcast would be likely to face regulatory scrutiny, as will Disney's offer. But if the government successfully shuts down the Time Warner merger, then Fox and Comcast probably won't be joining forces any time soon.

The battle over Fox is emblematic of how rapidly the media industry is changing.

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