June 28, 2018
On June 20, 2018, The Walt Disney Company (“Disney”) announced that it signed an amended acquisition agreement with Twenty-First Century Fox, Inc. (“21st Century Fox”) under which Disney will acquire 21st Century Fox for $85 billion, rebuffing an interloper bid by Comcast to its original $66 billion agreement. The pending acquisition includes the Twentieth Century Fox Film and Television studios, along with its cable and international TV businesses. Immediately prior to the acquisition, 21st Century Fox will separate the Fox Broadcasting network and stations, Fox News Channel, Fox Business Network, FS1, FS2 and Big Ten Network into a newly listed company that will be spun off to its shareholders. Cravath is representing Disney in connection with the transaction.
This development follows the announcement that the companies entered into a definitive agreement for Disney to acquire 21st Century Fox on December 14, 2017. Please click here to read the Firm’s previous news item related to this announcement.
The Cravath team is led by partners Faiza J. Saeed and George F. Schoen and includes associates Daniel J. Cerqueira, Jin-Kyu Baek, Samantha J. Ostrom and Julia H. Rhieu on M&A matters; partners Stephen L. Gordon and Lauren Angelilli, senior attorney Andrew Carlon and associates Peter W. Rogers, Ashley N. Elnicki and Rebecca L. Fine on tax matters; partners Jonathan J. Katz and Eric W. Hilfers and associates Daniel P. Herrmann and Jana I. Hymowitz on executive compensation and benefits matters; partner Michael S. Goldman, senior attorney Christopher J. Kelly and associate Stephanie L. Rowan on banking matters; and partner Nicholas A. Dorsey and associates Virginie Marier and Alexander E. Shiekman on securities matters. Summer associates Samantha N. Bollers and Courtney T. Seager worked on M&A matters, summer associate Aryan Zahraii worked on banking matters and summer associate William N. Hall worked on securities matters.
Deals & Cases
January 06, 2025
On January 6, 2025, The Walt Disney Company (“Disney”) and FuboTV Inc. (“Fubo) announced that they have entered into a definitive agreement for Disney to combine its Hulu + Live TV business with Fubo, forming a combined virtual MVPD company of which Disney will become the majority owner.
Deals & Cases
April 04, 2024
On April 3, 2024, The Walt Disney Company (“Disney”) announced that, based on the tabulation of its proxy solicitor, it appears that Disney’s full slate of 12 directors has been elected by a substantial margin over the nominees of Trian and Blackwells at Disney’s 2024 Annual Meeting of Shareholders. Cravath is representing Disney in connection with this matter.
Deals & Cases
October 12, 2023
On October 10, 2023, following a full trial on the merits and an appeal to the Delaware Supreme Court, Cravath client The Williams Companies, Inc. (“Williams”) secured a victory resulting in a judgment of more than $600 million.
Deals & Cases
August 08, 2023
On August 8, 2023, ESPN announced an agreement with PENN Entertainment (“PENN”) to launch ESPN BET, a branded sportsbook for fans in the United States. PENN Entertainment will rebrand its current sportsbook and relaunch as ESPN BET, effective this Fall in the 16 legalized betting states where PENN Entertainment is licensed. The rebrand includes the mobile app, website, and mobile website. In connection with the transaction, PENN Entertainment has agreed to grant ESPN warrants to purchase approximately 31.8 million PENN common shares that will vest ratably over 10 years, with the potential for ESPN to receive additional bonus warrants to purchase up to an additional approximately 6.4 million PENN common shares. ESPN is 80 percent owned by ABC, Inc., an indirect subsidiary of The Walt Disney Company. Cravath is representing The Walt Disney Company (“Disney”) in connection with the transaction.
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