Continuing its strategy of delivering exceptional creative content to audiences around the world, The Walt Disney Company (NYSE: DIS) has agreed to acquire Lucasfilm Ltd. in a stock and cash transaction. Lucasfilm is 100% owned by Lucasfilm Chairman and Founder, George Lucas.
Under the terms of the agreement and based on the closing price of Disney stock on October 26, 2012, the transaction value is $4.05 billion, with Disney paying approximately half of the consideration in cash and issuing approximately 40 million shares at closing. The final consideration will be subject to customary post-closing balance sheet adjustments.
“Lucasfilm reflects the extraordinary passion, vision, and storytelling of its founder, George Lucas,” said Robert A. Iger, Chairman and Chief Executive Officer of The Walt Disney Company. “This transaction combines a world-class portfolio of content including Star Wars, one of the greatest family entertainment franchises of all time, with Disney’s unique and unparalleled creativity across multiple platforms, businesses, and markets to generate sustained growth and drive significant long-term value.”
“For the past 35 years, one of my greatest pleasures has been to see Star Wars passed from one generation to the next,” said George Lucas, Chairman and Chief Executive Officer of Lucasfilm. “It’s now time for me to pass Star Wars on to a new generation of filmmakers. I’ve always believed that Star Wars could live beyond me, and I thought it was important to set up the transition during my lifetime. I’m confident that with Lucasfilm under the leadership of Kathleen Kennedy, and having a new home within the Disney organization, Star Wars will certainly live on and flourish for many generations to come. Disney’s reach and experience give Lucasfilm the opportunity to blaze new trails in film, television, interactive media, theme parks, live entertainment, and consumer products.”
Speaking later on the topic, Lucas confirmed his pending retirement noting that hiring Kennedy was only the first step and that with her, he had developed the remaining portion of the third Star Wars trilogy as well as enough material ‘for a hundred years.’ The final step in his retirement was to find a caretaker for the company, which he found in The Walt Disney Company. Lucas’ plan is to engage in philanthropy, experimental films and other activities he felt he could not take Lucasfilm through.
Under the deal, Disney will acquire ownership of Lucasfilm, a leader in entertainment, innovation and technology, including its massively popular and “evergreen” Star Wars franchise and its operating businesses in live action film production, consumer products, animation, visual effects, and audio post production. Disney will also acquire the substantial portfolio of cutting-edge entertainment technologies that have kept audiences enthralled for many years. Lucasfilm, headquartered in San Francisco, operates under the names Lucasfilm Ltd., LucasArts, Industrial Light & Magic, and Skywalker Sound, and the present intent is for Lucasfilm employees to remain in their current locations.
Kathleen Kennedy, current Co-Chairman of Lucasfilm, will become President of Lucasfilm, reporting to Walt Disney Studios Chairman Alan Horn. Additionally she will serve as the brand manager for Star Wars, working directly with Disney’s global lines of business to build, further integrate, and maximize the value of this global franchise. Ms. Kennedy will serve as executive producer on new Star Wars feature films, with George Lucas serving as creative consultant. Star Wars Episode 7 is targeted for release in 2015, with more feature films expected to continue the Star Wars saga and grow the franchise well into the future.
The acquisition combines two highly compatible family entertainment brands, and strengthens the long-standing beneficial relationship between them that already includes successful integration of Star Wars content into Disney theme parks in Anaheim, Orlando, Paris and Tokyo.
Driven by a tremendously talented creative team, Lucasfilm’s legendary Star Wars franchise has flourished for more than 35 years, and offers a virtually limitless universe of characters and stories to drive continued feature film releases and franchise growth over the long term. Star Wars resonates with consumers around the world and creates extensive opportunities for Disney to deliver the content across its diverse portfolio of businesses including movies, television, consumer products, games and theme parks. Star Wars feature films have earned a total of $4.4 billion in global box to date, and continued global demand has made Star Wars one of the world’s top product brands, and Lucasfilm a leading product licensor in the United States in 2011. The franchise provides a sustainable source of high quality, branded content with global appeal and is well suited for new business models including digital platforms, putting the acquisition in strong alignment with Disney’s strategic priorities for continued long-term growth.
The Lucasfilm acquisition follows Disney’s very successful acquisitions of Pixar and Marvel, which demonstrated the company’s unique ability to fully develop and expand the financial potential of high quality creative content with compelling characters and storytelling through the application of innovative technology and multiplatform distribution on a truly global basis to create maximum value. Adding Lucasfilm to Disney’s portfolio of world class brands significantly enhances the company’s ability to serve consumers with a broad variety of the world’s highest-quality content and to create additional long-term value for our shareholders.
The Boards of Directors of Disney and Lucasfilm have approved the transaction, which is subject to clearance under the Hart-Scott-Rodino Antitrust Improvements Act, certain non-United States merger control regulations, and other customary closing conditions. The agreement has been approved by the sole shareholder of Lucasfilm.
Disney today announced a new Paper Sourcing and Use Policy, establishing guidelines for paper used in Disney’s day-to-day business operations as well as its consumer products and packaging. The policy — effective immediately — continues Disney’s commitment to responsible forest practices and conservation, and will be implemented in two phases. The first phase will focus on paper sourced directly by Disney or on behalf of Disney for use in Disney-branded products and packaging, and the second will address paper sourced by the Company’s independent licensees.
The policy aims to:
- Minimize the consumption of paper
- Eliminate paper products containing irresponsibly harvested fiber, such as fiber from High Conservation Value Areas
- Maximize recycled content and fiber sourced from Forest Stewardship Council-certified forestry operations
Disney will work with non-governmental organizations to identify and prioritize regions with poor forest management and high rates of deforestation. The Company will report its implementation progress on an annual basis.
‘The paper policy is an example of how Disney conducts business in an environmentally and socially responsible way, and demonstrates the Company’s commitment to creating a lasting, positive impact on ecosystems and communities worldwide,’ said Dr. Beth Stevens, senior vice president, Disney Corporate Citizenship, Environment and Conservation.
Disney sought input from stakeholders throughout the supply chain and from the environmental community in the formulation of its paper policy. Disney will continue to solicit ongoing feedback as the policy is implemented.
‘We commend Disney for adding its significant voice to the growing chorus of companies demonstrating that there’s no need to sacrifice endangered forests or animals for the paper we use every day. This policy will have a particularly important impact in Indonesia, the primary place where rainforests are still being cut down for pulp and paper,’ said Rebecca Tarbotton, executive director of Rainforest Action Network, which worked with Disney on the policy.
The new policy continues Disney’s legacy of supporting forest and nature conservation. Over the last two decades, the Disney Worldwide Conservation Fund has invested in conservation programs in 112 countries, including more than 70 projects in Indonesia to protect the Sumatran rainforest and work with villages to effectively manage critical forest habitats. Since 2009, Disney has also invested more than $27 million in forest carbon projects in the United States, Peru, Brazil, Democratic Republic of Congo, and China.
‘The world’s forests are facing multiple pressures. Disney’s actions to better understand its paper usage and supply chain send a positive signal that the company recognizes the seriousness of this issue,’ said Ruth Nogueron, associate, World Resources Institute. ‘This is a welcome step that reflects Disney’s commitment to support responsible forest management.’
Cablevision (NYSE: CVC) and The Walt Disney Company (NYSE: DIS) today announced a comprehensive distribution agreement to deliver Disney’s robust lineup of top quality sports, news and entertainment content to Cablevision TV customers across television, internet, tablets and handheld devices. The new agreement enhances the multichannel business model and supports the companies’ mutual goal to deliver the best video content to customers across multiple platforms.
As part of the new multi-year agreement, Cablevision will launch several new services, including the full suite of authenticated WATCH products, ESPN3 and ESPN 3D, as well as the upcoming ABC News/Univision Joint Venture, a 24/7 news, information and lifestyle multi-platform network for English-dominant and bilingual Hispanics, the youngest and fastest-growing demographic in the U.S. In total, approximately 70 services are covered by the broad scope of this agreement including: ABC, ABC Family, Disney Channel, Disney Junior, Disney XD, ESPN, ESPN2, ESPNU, ESPN Deportes, ESPNEWS, ESPN Classic, ESPN Goal Line, ESPN Buzzer Beater, ESPN 3D, ESPN GamePlan, ESPN FullCourt, ESPN3 and Longhorn Network; retransmission consent for WABC-TV and WPVI-TV, as well as more than 10 high-definition networks.
Cablevision customers will receive broad access to existing authenticated products like WATCH Disney Channel, WATCH Disney XD and WATCH Disney Junior, the to-be-launched WATCH ABC and WATCH ABC Family services and WatchESPN (ESPN, ESPN2, ESPN3, ESPNU, ESPN Goal Line and ESPN Buzzer Beater). These products will give Cablevision customers more opportunities to access live and video on demand content, both in-home and out-of-home, on their computers, smartphones, tablets and gaming consoles.
Cablevision will also provide its TV customers with broad access to expanded On Demand content through Disney’s comprehensive TV+ initiative.
“This significant agreement ensures that our customers will continue to have access to dozens of ABC, Disney and ESPN networks for years to come and, for the first time, they will be able to enjoy Disney and ESPN programming outside the home,” said James L. Dolan, Cablevision’s president and CEO. “It includes the launch of new services, like ESPN3, and expanded availability of high-quality On Demand content, which is a key element of our video strategy and value proposition to customers.”
“With our robust and ever-growing multi-platform content offerings, we’re pleased to be able to expand our relationship with Cablevision,” said Anne Sweeney, co-chair of Disney Media Networks and president of Disney/ABC Television Group. “We look forward to working together to deliver our viewers and their customers better access to our broad portfolio of high-quality programming.”
Added John Skipper, President, ESPN, Inc., “Working with Cablevision, we’re able to strengthen the value of the multichannel subscription by delivering 24/7 live access to our content, which is at the core of our collective commitment to sports fans.”
The extensive and expanded rights package for Cablevision TV customers includes rights across multiple platforms for:
- ABC On Demand, ABC’s fast-forward-disabled On Demand service, which currently features a selection of top-rated primetime entertainment programming, including episodes of such popular current ABC shows as “Castle,” “Grey’s Anatomy,” “Once Upon A Time,” “Private Practice” and “Revenge.” Full current seasons will be made available on a number of shows. Additionally, Cablevision customers will have access to a variety of ABC News programming as well as some local ABC owned-station content.
- ABC Family On Demand, which features a variety of top-rated full episodes, refreshed monthly, from such popular millennial favorites as “The Secret Life of the American Teenager,” “Switched at Birth,” Baby Daddy” and “Melissa & Joey.” Full current seasons will be made available on a number of shows. ABC Family original movies like “12 Dates of Christmas” will also be available.
- Disney-branded On Demand offerings, including Disney Channel On Demand, Disney Junior On Demand, and Disney XD On Demand. Refreshed each month, the Disney Channel On Demand offering will include episodes from such series as “Handy Manny,” “Mickey Mouse Clubhouse,” and “Jake and the Never Land Pirates” for preschoolers, as well as variety of episodes from “A.N.T. Farm,” “Good Luck Charlie,” “Jessie,” and other popular series for older kids. Select episodes featured on Disney Channel On Demand will be available in innovative new offerings, such as playlists and monthly programming blocks, in addition to a number of episodes available in multiple languages. A variety of Disney Channel Original Movies will also be available. Disney XD On Demand features a selection of episodes from such series as the Emmy Award-winning animated hit “Phineas and Ferb,” “Pair of Kings” and “Kickin’ It.”
- Expanded on demand content from ESPN, including content from ESPN Deportes and ESPN’s award-winning original content from ESPN Films.
- The subscription On Demand service “Disney Family Movies,” which features a selection of classic and contemporary feature films and animated shorts from The Walt Disney Studios.
For more than half an hour earlier this morning, the internet arm of The Walt Disney Company suffered a major outage, affecting access to all of its internally run sites, across the board from ESPN to Disney Parks and Resorts to Disney Store and potentially much more.
Visitors attempting to reach the sites, most of which are actually subhosts off of Disney’s GO.COM, were greeted with delays while their browsers attempted to communicate with the websites which were unresponsive, eventually timing out. The only responding server appeared to be that of DisneyStore.com, but it would return just a line of text resembling an md5 hash.
At press time, the sites appear to be back up and functioning normally.
UPDATE: DisneyStore.com appears to continue to have issues at this time.
UPDATE: DisneyStore.com now appears to be back up and completely operational, but DVCNews.com and others tell us that the Disney Vacation Club’s website at DVCMember.com continues to have issues on the backend once they login.
As part of National Preparedness Month this September, the American Red Cross today announced a $1 million grant from Disney (DIS:NYSE) to help kids and families prepare for disasters and other emergencies. Disney’s investment will support the Red Cross Pillowcase Preparedness Program as well as other youth services. Disney also developed an interstitial that will air throughout the month of September on Disney Channel, which highlights simple actions kids can take to prepare for emergencies.
“We are so thankful to Disney for their support of the American Red Cross,” said Gail McGovern, president and CEO of the Red Cross. “Their generosity and collaboration is showing the public, especially our youth, how easy it is to prepare for the unexpected. Disney is helping us to prepare communities across the U.S., and they’re by our side as we respond to disasters.”
Earlier this year, Disney donated more than 100,000 Mickey Mouse plush to the Red Cross to give to children affected by disaster, who have lost everything. “The Mickey Mouse plush bring comfort to those impacted by disaster, which brings a sense of normalcy back into children’s lives,” said McGovern.
The Red Cross Pillowcase Preparedness Program — an initiative that eases children’s fears about disasters, emergencies and evacuations — will first pilot in New Orleans and Los Angeles. Children learn to pack their favorite items from home into a pillow case for easy transport, and parents learn ways to dispel their children’s concerns about evacuations.
“It’s essential for families to be prepared so kids feel safe in an unpredictable situation,” said Jay Rasulo, senior executive vice president and chief financial officer or The Walt Disney Company. “With the compassion and expertise of the Red Cross, along with Disney’s unique position to reach millions of households, together we hope to educate and empower families across the country with the tools and resources they need to feel secure in any environment.”
In addition to the grant, Disney’s Friends for Change – a global initiative that inspires kids and families to take action and make a difference in their communities – developed an interstitial that will air on Disney Channel and the Friends for Change website (Disney.com/Friends) throughout September. The spot, which features Disney Channel star and Friends for Change Ambassador Debby Ryan (“Jessie”), shows kids three easy steps to prepare for the unexpected: Get a kit, make a plan, and be informed. The spot also encourages kids to involve their community and friends in the process.
Disney is also providing support to Red Cross youth services, including youth volunteer engagement programs, and disaster services in Los Angeles; New York City; Bristol, CT; New Orleans; Orlando; and Orange County, CA.
Last month, we offered up evidence that Disney’s (NYSE:DIS) proprietary digital film access system, once known as Disney Studio All Access, had undergone a name change to now be known as ‘Disney Movies Anywhere.’ Although DISNEYMOVIESANYWHERE.COM ultimately goes to the DSAA preview site (via disneymoviesanywhere.disney.go.com) and the company has kindly removed the website pictured here (which was never at the aforementioned domain name ironically enough).
Despite making changes to hide the new name, however, the Walt Disney Company formally filed several trademark applications last week for ‘Disney Movies Anywhere’ for the following areas:
- Online retail store services
- Provision of electronic access to audio and video media; provision of access to audio and video media stored electronically; providing electronic access to digital media; providing electronic access to digital media streaming devices; providing electronic access to digital entertainment systems for purchasing, managing, watching, and storing digital content; providing on-line communications links for the linking of digital content across different platforms, systems, and channels
- Entertainment, education and online services
- Conversion of digital content into other forms of digital content; providing electronic verification of online orders of digital content and generating electronic permission allowing users to access such digital content
- Computer security services; authentication, issuance, and validation of digital certificates and codes
At this time, it is expected that ‘Disney Movies Anywhere’ will continue to use the Disney-developed Keychest digital rights authorization system.
ESPN announced today its pledge of a lead contribution of $1 million toward construction of a new Boys and Girls Club and Family Center, in addition to its $400,000 gift in 2009 for land acquisition. The announcement was made by ESPN Executive Chairman George Bodenheimer in commemoration of ESPN’s upcoming 33rd anniversary (Sept. 7).
The proposed 38,000-square foot facility will house expansion of education and technology programs, a vibrant Teen Center, an enhanced Arts and Crafts Center, and will host a variety of athletic events in its 14,000-square foot field house for children in Bristol and across Connecticut. In addition, the Club plans to offer services for adults and seniors in the community. It will replace an 85-year old building that no longer has the space or the resources to meet the growing and changing needs of children. The new building will offer programs for people of all ages and will be a focal point for a variety of activities in downtown Bristol.
Michael Suchopar, executive director of the Boys and Girls Club and Family Center, said, “ESPN’s generous gift will help the Club create a dynamic space for Bristol children and their families. It will enable our organization to enhance the tone, culture and spirit of our community, while providing children with the proper tools to achieve their dreams. ESPN’s support will allow us to improve the lives of countless children from diverse backgrounds for many generations to come. We sincerely thank ESPN and admire their devotion to creating opportunities in their community.”
Bodenheimer added, “The Boys and Girls Club and Family Center is a jewel in the fabric of our community and we are pleased to continue supporting its mission. We are truly investing in the future of our youth and our home city.”
Bodenheimer is an honorary chairman of the Boys and Girls Club and Family Center’s Capital Campaign and is an alumnus of a Boys and Girls Club.
ESPN’s commitment to the Boys and Girls Club and Family Center organization spans more than 30 years of support, including the Imagine Nation Museum, the outreach program at Cambridge Park, the school-based programs, preschool programs and a playground construction project at Brackett Park. In addition, ESPN employees regularly volunteer at the Club’s sites through the company’s corporate outreach initiative called Team ESPN.
In an age where Kinect and PlayStation Eye/Move are encouraging less traditional interaction with video game consoles and cameras are a mainstay in virtual everything, let alone most mobile devices, one man at Disney Interactive sees video game systems moving even further from the path of the familiar and letting the console games make their own decisions based on — you guessed it — physical appearance.
Both ‘System and method for number of players determined using facial recognition’ (US Patent Application 20120214585) and ‘Gender and age based gameplay through face perception’ (US Patent Application 20120214584) list Phillippe Paquet as the sole inventor and offer to leverage existing technology in interesting ways.
The patent application titles pretty much describe the concepts and, to be honest, conceptual is mostly what these appear to be at this time. Though the technology is there, as Disney’s own Imagineers have demonstrated the capability of identifying and tracking individuals in a crowd, the implementations and practical applications seem to be lacking.
In short, Paquet envisions video game consoles (or virtually any device, including vehicle simulators) as being able to identify the number of participants, distinguishing active ones from spectators, as well as the approximate ages and genders of the game. Furthermore, he anticipates gameplay will change automatically, catering to what the system learns of its user. While a fascinating prospect, this would encourage locking players into stereotypical gender roles which could be a problem — assuming the gender of the player is 100% accurate. Even the example of using age to determine difficulty is questionable since skillsets — particularly when it comes to video games — are very much subjective to the individual rather than the number of growth rings inside their bodies.
Interestingly enough, it wasn’t too long ago that Face.com (now owned by Facebook) had developed significant facial recognition software which was even able to attempt to determine an individual’s age. Thus it would appear that Disney’s main concern is simply to cover the uncharted area should it seem like it could become a reality. As a final bullet point of interest, the patent applications were filed about a month before Face.com revealed its age-identification technology to the public.
To celebrate back-to-school, Disney Store, in partnership with The Walt Disney Company (NYSE:DIS), will donate 25,000 school supply kits to children at Boys & Girls Clubs of America (BGCA). Full of classroom essentials, the Disney Princess and Cars themed supply kits include a folder, notebook, pencil case, pencils, ruler, eraser, sharpener, glue stick and a pair of scissors. Cast members from Disney Store locations across the country will deliver the supply kits to their local BGCA chapters. Through this donation, Disney hopes to add a little magic to the back-to-school experience as kids nationwide prepare to return to the classroom this fall.
“Disney Store is proud to support Boys & Girls Clubs of America and admires the work the organization does to enhance the development of children across the nation,” said Paul Gainer, executive vice president of Disney Store. “We hope to support children in our local communities by providing them with learning essentials for the upcoming school year.”
Disney Store’s school supply kit donation is made in collaboration with Disney Friends for Change, an initiative that inspires kids and their families to make a lasting, positive change by helping people, communities, and the planet. Disney has a long history with BGCA that spans more than 50 years. Through financial and in-kind contributions, and through the time and talent of its Disney VoluntEARS, Disney supports the BGCA’s mission of helping young people reach their full potential as productive, caring and responsible citizens.
Guests can learn more about Disney Store’s school supply kit donation to by visiting www.greatfutures.org/backtoschool. The Tools for Back-to-School Supply Drive is a fun, pop-quiz style game sponsored by longtime partner, Disney.
Though it has yet to show any sign of life beyond advertisements which began a year ago at the Disney D23 Expo and subsequent home video releases, it appears the Disney Studio All Access program is still alive and kicking behind-the-scenes only now it will be known as ‘Disney Movies Anywhere.’
Not surprisingly, Disney (NYSE:DIS) has been tight-lipped on the program, which allows customers to buy a Disney title once and then play it back across all devices from anywhere. There has been nary a mention since Robert Iger stated Disney is maintaining a ‘wait and see’ attitude in response to the launch of its main competition, UltraViolet, which has been falling way short of wowing its customers thus far.
Still there have been movements towards making the program a reality. Internally the company is developing a website for the product (as seen here), though most of the content is missing at this time. The ‘Disney Movies Anywhere’ name change is further evidenced by this letter sent earlier this month by the Motion Picture Association of America to Victoria A. Espinel, the United States Intellectual Property Enforcement Coordinator (IPEC), in regards to film piracy.
Every step of the way, Stitch Kingdom has been on top of reporting the ‘Disney Movies Anywhere’ initiative in all of its incarnations. Recently we shared a sneak peek at the accompanying mobile phone app, from when the program was still called Disney Studio All Access.