21st Century Fox Withdraws Offer For Time Warner, Announces $6 Bln Buyback

(RTTNews) - 21st Century Fox (FOXA, FOX) Tuesday said it has withdrawn its proposal to acquire Time Warner Inc. (TWX), citing Time Warner's refusal to engage in talks, and the reaction in 21st Century Fox's share price in response to the offer.

21st Century Fox said it viewed a combination with Time Warner as a unique opportunity to bring together two great companies, each with celebrated content and brands. The offer had significant strategic merit and compelling financial rationale and its approach was friendly.

However, Time Warner management and its Board refused to engage with 21st Century Fox to explore an offer which was highly compelling.

Additionally, the reaction in the company's share price since the proposal was made undervalued the stock and made the transaction unattractive to Fox shareholders.

Chairman and CEO Rupert Murdoch said, "These factors, coupled with our commitment to be both disciplined in our approach to the combination and focused on delivering value for the Fox shareholders, has led us to withdraw our offer."

Additionally, the company also authorized a $6 billion share repurchase program. The repurchase of an additional $6 billion of Class A Common Stock is expected to be completed in the next 12 months.

Meanwhile, in response to the announcement made by 21st Century Fox, Time Warner said its Board and management team are committed to enhancing long-term value and look forward to continuing to deliver substantial and sustainable returns for all stockholders.

"Time Warner is well positioned for success with our iconic assets, including the world's leading premium television brand, the world's strongest ad-supported cable network group, and the world's largest film and television studio,'' the company said in a statement.

Citigroup Global Markets Inc. is acting as financial advisor to Time Warner. Cravath, Swaine & Moore LLP is its legal advisor.

TWX slipped 0.4 percent to settle at $85.19, but declined 10.6 percent in the extended trade.

FOXA dropped 0.7 percent and closed at $31.30, while FOX was down 1.1 percent at $31.03.