01—Abstract
Summary
Summary of the 8-K/A filed March 27, 2019. Cited figures are marked; the original filing is the authoritative source.
This 8-K filing from The Walt Disney Company (DIS) is an amendment to a previous filing, primarily to provide essential financial information related to the recently completed acquisition of Twenty-First Century Fox, Inc. (21CF).
Investors should note that this filing includes the audited historical financial statements of 21CF for key periods and unaudited pro forma condensed combined financial data. This pro forma information is crucial as it illustrates the combined financial position and performance of Disney and the "RemainCo" (which includes the divested Fox assets and the interest in Sky plc sale) as if the transactions had occurred at an earlier date. The core purpose of this amendment is to furnish the necessary financial disclosures that were either absent or required to be updated following the official closing of the 21CF acquisition.
The inclusion of 21CF's financial statements allows for a more detailed understanding of the acquired assets' historical performance, while the pro forma statements provide a forward-looking perspective on the combined entity's financial profile. This information is vital for investors assessing the scale and potential financial impact of this transformative acquisition on Disney's future operations and balance sheet.
02—Key points
Key Highlights
- Amendment to a prior 8-K filing concerning the completion of the acquisition of Twenty-First Century Fox, Inc. (21CF).
- Provides audited historical financial statements for 21CF as of June 30, 2018, and June 30, 2017, along with statements of operations for the three years ended June 30, 2018.
- Includes unaudited financial statements for 21CF as of December 31, 2018, and for the three- and six-month periods ended December 31, 2018.
- Discloses unaudited pro forma condensed combined financial data for the combined entity of New Disney and 21CF (RemainCo), adjusted for the separation and distribution of certain assets and the sale of the Sky plc interest.
- The pro forma financial information includes balance sheets as of December 29, 2018 (New Disney) and December 31, 2018 (RemainCo).
- Pro forma income statements are provided for the twelve months ended September 29, 2018, and the three months ended December 29, 2018 (New Disney).
- Pro forma income statements for RemainCo cover fiscal years ended June 30, 2018, 2017, 2016, and the three months ended September 30, 2018.
03—Questions
Frequently Asked Questions
What is the primary purpose of this 8-K/A filing?
This filing is an amendment to a previous 8-K report. Its main purpose is to provide the necessary historical financial statements of the acquired company, Twenty-First Century Fox, Inc. (21CF), and unaudited pro forma condensed combined financial data reflecting the combination of Disney and the divested Fox assets (RemainCo). This financial information is essential for investors to assess the impact of the acquisition.
What kind of financial information is being provided for 21CF?
The filing includes audited consolidated financial statements for 21CF for periods ending on or before June 30, 2018, and unaudited financial statements for periods ending on or before December 31, 2018. This covers balance sheets, statements of operations, comprehensive income, cash flows, and equity for relevant periods.
What is 'pro forma condensed combined financial data' and why is it important?
Pro forma financial data represents hypothetical financial statements that show how the combined company (Disney and the remaining Fox assets after divestitures) would have performed financially if the acquisition and related transactions had occurred at an earlier date. This is crucial for investors to understand the potential financial scale, revenue, and profitability of the combined entity, giving them a more informed basis for valuation and investment decisions.
What does 'RemainCo' refer to in this filing?
'RemainCo' refers to the portion of 21CF's business that remains with Disney after certain assets were separated and distributed, and after the sale of its interest in Sky plc in October 2018. The pro forma financial data is presented for this 'RemainCo' in conjunction with Disney.
04—Continue