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Some links to keep you company with that afternoon cappuccino. The transcript of yesterday’s investor call with Bob Iger is now online.

Staci D Kramer at Paid Content has a good overall look at the deal with some informed speculation:

—Does Marvel have autonomy? Marvel CEO Ike Perlmutter will report to Iger. How much after that is written into the fine print could be in the merger agreement, which hasn’t been filed with the SEC yet, but people at both companies familiar with the thinking say a lot is riding on trust—as in “it would be crazy” (a phrase I heard often) for Iger and Disney to do anything that would muck up the creative integrity of a company they’re paying $4 billion to get. The broader deal was still being worked out overnight as Disney and Marvel prepared for Monday’s early announcement, and they have three or four months to work out the fine points. During the pitch to analysts, CFO Tom Staggs said: “We believe in the creative team at Marvel and don’t see any reason to upset the apple cart. They have done a good job, and I think they have got a good pipeline in place, and we expect that they will continue to do a good job operating as they have.”


Hollywood pundits are giving an idea of the picture across town, and if they are to be believed, other studios are wishing they’d thought of it first. Sharon Waxman takes the time to laud Bob Iger and his canny deal making:

Around Hollywood on Monday, Iger’s colleagues were openly envious at his stealth move in buying Marvel, a company that provides exactly the kind of content that a 21st century media conglomerate craves.

Characters and stories – thousands of them, with fan bases to match.

Jeff Bewkes over at Time Warner must be kicking his desk.


Nikki Finke has comprehensive coverage, starting with yesterday’s updates which look at Marvel’s other deals, lawsuits, and so on.

With the whole deal worth $4 billion in cash and stock, a little math shows that Marvel CEO Ike Perlmutter, who owns 37% of his public company, stands to reap $1.5 billion in cash and stock. With so much to lose, and the SEC casting a watchful eye, Perlmutter had every reason to keep this negotiation secret from everyone, even intimates who described themselves to me as “completely blindsided”. But they tell me that this sell-out has been the strategy all along of this no-nonsense Israeli. “Ike is the real story here. He’s really operated like the Great Oz behind the scenes, not accessible to the public but always mindful of shareholders. This was always an acquisition play for Ike,” one insider explains to me. “The bottom line is he turned the whole thing around after he fought tooth and nail with Ron Perelman for the company. Today he runs a nifty company that’s tidy on expenses and has no cash flow issues. This deal with Disney just ups his game and creates shareholder value and lets him walk away a billionaire.”


A later post scrutinizes Marvel’s deal’s with Universal, which is going to fight to keep as much as they can to keep the House of Ideas in their theme parks:

I’m told that this is because the Universal-Marvel licensing contract is extremely narrow: Universal has to follow it to the letter, or they risk losing the characters altogether. Universal’s parks group structures contracts so that there’s a master licensing agreement for the Marvel name, and then individual sections for the properties. It’s not a catch-all, you-have-a-blanket-license-to-use-any-Marvel-character-as-you-see-fit-in-your-parks, because Marvel’s not stupid. And because Marvel owns high-profile characters (it’s like this for most non-owned properties), Universal must get approval for any additional/future use of Marvel’s characters so Universal doesn’t use the characters in a way Marvel doesn’t like. For that reason alone, Marvel has a big ol’ out in their contract with regards to future use.


According to Finke’s sources, it’s unlikely that the Marvel Island of Adventures rides will be changed, however. This does look to be an area of continued conflict — kinda like the Skrulls — for some time.

[Thanks to LF for links.]

1 COMMENT

  1. “…it would be crazy” (a phrase I heard often) for Iger and Disney to do anything that would muck up the creative integrity of a company they’re paying $4 billion to get.”

    Despite the “nothing’s changing” mantra, I think the mere fact of Disney buying Marvel for $4 billion will immediately change the Marvel creative culture. Even if the Marvel leadership and staff remain in place (which appears likely at the moment), the psychological shifts occuring at warp speed throughout the organization will undoubtedly change the way business is done at Marvel. When you think about it, it’s silly and illogical to think it will be “business as usual” at Marvel…contrary to official statements and assurances. In a way, it almost reminds me of those lottery winners who insist they money won’t change them, they’ll keep working their job, etc.

    That just won’t be the case.

  2. Referencing the same quote above: isn’t that kind of what Disney did to Mirimax/Dimension after acquiring that company from the Weinsteins. After that acquisition, Mirimax/Dimension stopped releasing unrated cuts of movies on video and Disney forced the Weinsteins to divest themselves of controversial projects like: Dogma, Priest and Fahrenheit 9/11. I think Marvel’s MAX and Soleil lines could be in trouble.

  3. Disney is looking at Marvel as an IP house/ movie studio. I doubt anyone at Disney has given one second of thought to the lowly comics division. The best hope for the comic guys is just to stay under the radar and cause as little controversy as possible. As long as their are no law suits, probably nothing will change in the comic division.

  4. One (the only?) interesting thing in this WSJ article on Disney-Marvel:

    People familiar with the deal said it took about three months to put together. Marvel Chief Executive Ike Perlmutter is known for driving a hard bargain and had held preliminary discussions with a number of other entertainment companies, including Sony and Viacom Inc.

    So Perlmutter apparently was shopping the company around. It would be interesting to know why he approached the other companies (first?). Synergies and the licensing potential would have been less important in deals with the other companies, and the comic book publishing would have mattered very little. The comic books, per se, might not have been a major factor in a deal with any company.

    SRS

  5. I don’t claim to be an expert in such things, but most corporate mergers/buyouts are followed by statements that nothing will change in day-to-day operations. It’s just part of the dance.

  6. Does Marvel have autonomy? Marvel CEO Ike Perlmutter will report to Iger. How much after that is written into the fine print could be in the merger agreement, which hasn’t been filed with the SEC yet, but people at both companies familiar with the thinking say a lot is riding on trust—as in “it would be crazy” (a phrase I heard often) for Iger and Disney to do anything that would muck up the creative integrity of a company they’re paying $4 billion to get.

    “Reports to Iger”? It’s been my experience that billionaires don’t report to anybody except maybe other billionaires. And Perlmutter is now a billionaire.

    Jeff Bewkes over at Time Warner must be kicking his desk.

    Jeff Bewkes could never have gotten any such merger past antitrust.

  7. With as much Disney stock that Perlmutter will accrue from this deal, it is probable that he will have a seat on the board of directors. Dunno about the other Marvel directors, but since they approved this transaction, they are all probably gonna be okay.

    I suspect that Marvel, while a separate division of Disney, will probably be in close communication with Disney Publishing Worldwide.

    Dan Buckley, the publisher, will probably have added responsibilities, just like Paul Levitz.

  9. More indications that the Disney-Marvel deal has very little to do with the publication of comic books:

    The Marvel purchase, like the $7.4-billion deal Iger negotiated in 2006 to bring Pixar into the Disney fold, is another sign that Disney’s top brass realizes that the company’s reign as an original creative engine for mass entertainment is over. Once an idea factory full of brilliant animators and imagineers, Disney is now a mass merchandising machine in search of exploitable product, whether it comes from Marvel, Pixar or DreamWorks, which will be releasing its upcoming slate through Disney as well.

    The signals of Disney distress have all been visible for some time. The Pixar deal was a frank admission that Disney’s venerable animation factory had run out of gas. Not long after Disney bought Pixar, John Lasseter gave an especially revealing interview to Fortune magazine, where he told of Iger experiencing a remarkable epiphany when attending an opening-day parade at the ceremonial launch of Hong Kong Disneyland. As Lasseter recalled: “[Bob] was watching all the classic Disney characters go by, and it hit him that there was not one character that Disney had created in the past ten years. Not one. All the new characters were invented by Pixar.”

    Does Iger know that Marvel is celebrating its 70th anniversary this year? Ive seen several references to Marvel’s library of roughly 5,000 characters, but those characters are not all equally valuable. Shang-Chi, Iron Fist, and Marvel’s other martial arts-associated characters would, I’d guess, have very little appeal to mass audiences. Most of the villains would have the same lack of mass market appeal.

    Disney seems to be betting heavily that superhero films won’t be a fad and that superheroes can be satisfying cable TV fare.

    SRS

  10. As Lasseter recalled: “[Bob] was watching all the classic Disney characters go by, and it hit him that there was not one character that Disney had created in the past ten years. Not one….”

    Then they’re doing better than Marvel, which hasn’t created a new “classic” character in 35 years.