Variety

Shareholders in 21st Century Fox will get their chance to determine whether the company sells the bulk of its assets to Walt Disney or instead considers a potential offer for the vaunted properties from Comcast Corp.

Fox intends to convene a July 10 investor meeting to vote on a $52.4 billion agreement to sell Fox assets like FX and the 20th Century Fox studio to Disney, Fox said Wednesday. The move sets in motion a potential showdown between the California entertainment titan and the Philadelphia cable giant for a passel of Fox assets that would aid either company in an ongoing battle to stay competitive in an era when new streaming-video companies like Netflix and Amazon are pulling more of the industry’s strings.

Comcast last week indicated it was preparing an offer for the Fox assets that would be “at least as favorable to Fox shareholders as the Disney offer.” Disney is set to purchase FX and National Geographic; various TV and movie production studios; Fox’s stake in satellite broadcaster Sky; and a bunch of regional sports cable networks that would help bolster ESPN. Comcast had tried to insert itself into the matter previously as Fox and Disney began talks, but was rejected. The new move was clearly aimed at shareholders and is designed to serve as a brake on investor appetites, signaling that an offer better than Disney’s could lie in the offing.

Under the terms of Disney’s proposed deal for Fox, the Murdoch family-controlled company would be on the hook to pay a breakup fee of $1.52 billion if Fox pulls out of the pact for any reason not related to a regulatory block of the transaction.

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Fox said its board of directors recommended stockholders vote in favor of the proposal to sell to Disney.

The company nodded vaguely to Comcast’s offer, telling shareholders it has the ability to “postpone or adjourn the special meeting of its stockholders to allow reasonable additional time for the filing, mailing, dissemination and review by its stockholders” of any disclosure by its new suitor.