20th Century Fox may have been sold to Disney, but Comcast is actually the company who gave the higher bid. When reports surfaced late last year that Fox was up for grabs, plenty of contenders surfaced. None, however, were considered to be as serious as Disney and Comcast. The Mouse House continued to be the front-runner throughout the bidding process, which became clear when Comcast inevitably dropped out of the race, leading to Disney and Fox officially agreeing to a deal in December.
Even though the two major studios agreed to said deal, they still need to go through the regulatory approval process, which may not complete until 2019. And even then, Disney can't risk jumping the gun by planning their own X-Men and Fantastic Four movies at this time. It isn't an absolute certainty that the deal will close, and such a possibility was on Fox's mind when they picked their partner. Based on new information, Comcast actually outbid Disney by a substantial margin, but they were a riskier bet to take.
The New York Times reports that an SEC filing for 20th Century Fox's sale contained official figures from both Comcast and Disney's bids. These documents confirm that Comcast's bid was 16% higher than Disney's. With the official purchase price for Disney sitting high at $52.4 billion, that means Comcast's bid was north of $60 billion. Disney's all-stock offer came in at $29.54 per share, whereas Comcast's bid came in at $34.41 per share. Clearly, sometimes the highest bidder doesn't always come out on top.
The reasoning behind Fox's decision to choose Disney's cheaper deal over Comcast's is two-fold. The first reason is because Comcast refused to agree upon a breakup fee. Because of the regulatory process a deal of this size must go through, Fox wanted to protect themselves in case a deal was blocked. Disney agreed to pay a $2.5 billion breakup fee to Fox if the deal fell through. The unwillingness of Comcast to offer any similar assurance is partially behind their higher bid not being accepted. Their deal also "proposed unacceptable plans for divesting any assets singled out by antitrust regulators as problematic," which was viewed as another red flag from Fox's camp.
The second reason for Disney's bid still winning out appears to be Fox's personal preference. As previously reported, Fox preferred to sell their assets to Disney because the match was viewed as "a better strategic fit and presents fewer regulatory hurdles." Disney's already shown an ability to smoothly integrate new studios and IPs into their slate under Disney CEO Bob Iger and Walt Disney Studios Chairman Alan Horn, as they are both responsible for getting Lucasfilm and Marvel Studios situated. Of course, there are still rumors of Comcast looking to up their bid again, but it could be a lost cause with Fox already going down this road with Disney.
Source: The New York Times