Press Release Archives | The Walt Disney Company https://thewaltdisneycompany.com/press-releases/ Mon, 16 Mar 2026 17:05:15 +0000 en-US hourly 1 https://thewaltdisneycompany.com/app/uploads/2026/01/icon-512x512-1-300x300.png Press Release Archives | The Walt Disney Company https://thewaltdisneycompany.com/press-releases/ 32 32 Paul Roeder Named Chief Communications Officer Of The Walt Disney Company https://thewaltdisneycompany.com/press-releases/paul-roeder-named-chief-communications-officer-of-the-walt-disney-company/ Thu, 12 Mar 2026 17:56:14 +0000 https://thewaltdisneycompany.com/?p=47677&post_type=news The post Paul Roeder Named Chief Communications Officer Of The Walt Disney Company appeared first on The Walt Disney Company.

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BURBANK, Calif., March 12, 2026 – Paul Roeder has been named Senior Executive Vice President and Chief Communications Officer of The Walt Disney Company, effective March 19, it was announced today by incoming Chief Executive Officer Josh D’Amaro. A 25-year veteran of Disney, Roeder most recently served as Executive Vice President, Communications – Disney Entertainment Studios, Direct-to-Consumer, and International.

As Chief Communications Officer, Roeder will report directly to D’Amaro and will be responsible for leading Disney’s worldwide communications and public relations strategy and operations and will serve as its lead spokesperson. With oversight of enterprise and business segment communications, as well as regional communications teams in EMEA, APAC, and Latin America, his responsibilities include media relations, executive communications, enterprise editorial strategy, internal communications and employee engagement, public affairs, and corporate social responsibility.

“Paul Roeder is an accomplished and highly respected executive with keen instincts and integrity, and he has built strong relationships in every area of the company and across the entertainment industry during his 25 years with Disney,” said D’Amaro. “He has a passion for Disney and a deep understanding of what it stands for, and I know he’ll do an outstanding job leading our exceptional Communications teams worldwide.”

“Disney is a place I love dearly, and it is a tremendous honor to take on this role at such an exciting and pivotal time for the company,” said Roeder. “I have huge respect for Josh D’Amaro, Dana Walden, and the entire executive team – as well as my talented Communications colleagues – and I’m incredibly optimistic about what we’ll be able to accomplish together. I’m deeply grateful to Josh for this wonderful opportunity, to Alan Bergman for his mentorship and support over the 15 years I’ve served him at The Walt Disney Studios, and to Bob Iger for the encouragement and insight he has so generously offered throughout my career at Disney.”

Named to lead communications for Disney Entertainment – Studios, Direct-to-Consumer, and International in 2023, Roeder oversaw the development and implementation of global communications strategies for The Walt Disney Studios and its collection of world-renowned production studios, including Disney, Walt Disney Animation Studios, Pixar Animation Studios, Marvel Studios, Lucasfilm, 20th Century Studios, and Searchlight Pictures; Disney Theatrical Group; and Disney Music Group. He also led the communications teams for Disney Entertainment’s Direct-to-Consumer group as well as Disney Entertainment and ESPN’s Product and Technology, Platform Distribution, and International divisions, and The Walt Disney Company’s Office of Technology Enablement. His deep company knowledge and expertise have also been pivotal in building strong reputation-management tactics at the corporate level.

Roeder has led communications for The Walt Disney Studios since 2010, serving as a key member of its executive team throughout the acquisitions and integrations of Lucasfilm and 21st Century Fox in 2012 and 2019, respectively; the 2019 launch of Disney+; and the release of some of the biggest films of all time, including “Avatar: The Way of Water,” “Avengers: Endgame,” “Black Panther,” “Star Wars: The Force Awakens,” “Frozen,” and “Inside Out 2,” among many others.

Previously, Roeder served in roles of increasing responsibility in Corporate Communications for The Walt Disney Company from 2002-2010, after joining Disney’s ABC communications team in 2001. He began his career in the entertainment industry serving in various roles at William Morris and later as an assistant to the executive producer on the comedy tentpole Meet the Parents. Roeder is a member of the Academy of Motion Picture Arts and Sciences. He holds a bachelor’s degree in English from De Pauw University.

 

Contacts:

David Jefferson
Corporate Communications
(818) 560-4832
david.j.jefferson@disney.com

Mike Long
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

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The Walt Disney Company To Participate In The Morgan Stanley Technology, Media & Telecom Conference https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-to-participate-in-the-morgan-stanley-technology-media-telecom-conference/ Wed, 25 Feb 2026 18:00:06 +0000 https://thewaltdisneycompany.com/?p=46647&post_type=news The post The Walt Disney Company To Participate In The Morgan Stanley Technology, Media & Telecom Conference appeared first on The Walt Disney Company.

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BURBANK, Calif., February 25, 2026 – Hugh Johnston, Senior Executive Vice President & Chief Financial Officer, The Walt Disney Company (NYSE: DIS) will participate in a question-and-answer session at the Morgan Stanley Technology, Media & Telecom Conference on Monday, March 2, 2026 at approximately 4:05 p.m. ET/ 1:05 p.m. PT.
 
To stream live, please visit www.disney.com/investors. A recording of the question-and-answer session will be archived on our website.

Contacts:

Carlos Gómez
Investor Relations
(818) 560-1933
 
David Jefferson
Corporate Communications
(818) 560-4832

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Kristina Schake To Depart As Chief Communications Officer Of The Walt Disney Company https://thewaltdisneycompany.com/press-releases/kristina-schake-to-depart-as-chief-communications-officer-of-the-walt-disney-company/ Tue, 24 Feb 2026 21:30:12 +0000 https://thewaltdisneycompany.com/?p=46574&post_type=news The post Kristina Schake To Depart As Chief Communications Officer Of The Walt Disney Company appeared first on The Walt Disney Company.

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BURBANK, Calif., February 24, 2026—The Walt Disney Company (NYSE: DIS) today announced that Kristina Schake, Senior Executive Vice President and Chief Communications Officer, will depart the company after March 18, 2026, coinciding with the end of Bob Iger’s tenure as Chief Executive Officer. Schake, who joined Disney in 2022, has served as a member of the company’s senior management team and advisor to the CEO and Board of Directors, helping to advance Disney’s business and strategic objectives, strengthen its long-term positioning, and navigate a period of significant change for the company and the broader industry.
 
“Kristina is an accomplished and respected communications leader, and Disney has been fortunate to have her expertise and insight during a dynamic period that has demanded strategic clarity and judgment,” said Robert A. Iger, Chief Executive Officer, The Walt Disney Company. “Kristina is a skilled strategist, a trusted advisor, and an admired leader whose positive impact on Disney will be lasting. She strengthened how the company aligns communications with business and strategic priorities, ensuring critical stakeholder audiences are engaged with discipline and purpose. I am grateful for her partnership and friendship, her counsel, and her innumerable contributions.”
 
“I am so thankful to have had the opportunity to serve The Walt Disney Company during such a pivotal chapter in its history,” said Kristina Schake. “The company I joined in 2022 was in a vastly different place from where it is today, both reputationally and from a business perspective, and I am proud of the work our worldwide communications team has done to support Bob as he has put Disney on a steady course for growth for the next generation of leaders. With that mission now successfully completed, I’m looking forward to my next challenge. Working alongside Bob, his management team, and so many exceptional communications professionals has been a privilege I will carry with me forever, and I leave with tremendous respect for this institution and great confidence in Disney’s future under Josh D’Amaro and Dana Walden.”
 
Schake’s counsel and communications leadership have been integral to maintaining clarity, consistency, and confidence among employees, partners, investors, consumers, and other key stakeholders during a period of sustained complexity for the business and the industry. During her four years at the company she has shaped the communications strategies for the company’s most consequential moments, including Iger’s return as CEO in November 2022; Disney’s decisive defeat of two proxy challenges; the achievement of profitability in streaming and the integration of Hulu into Disney+; the announcement of a new theme park resort in Abu Dhabi; the launch of ESPN’s direct-to-consumer offering; and the selection of Josh D’Amaro as Disney’s next Chief Executive Officer and Dana Walden as President and Chief Creative Officer.
 
Prior to joining Disney in 2022, Schake was appointed by President Joe Biden to lead the nationwide COVID-19 vaccine campaign, managing the federal government’s national public education initiative. Previously, she was Global Communications Director for Instagram. Schake has held key senior roles in government and politics, including Communications Director for First Lady Michelle Obama and Deputy Communications Director for Secretary Hillary Clinton’s 2016 presidential campaign. Additionally, Schake co-founded the American Foundation for Equal Rights, which led the successful bipartisan public awareness campaign and legal challenge to restore marriage equality in California.
 
The company will announce Schake’s successor at a later date.

Contacts:

David Jefferson
Corporate Communications
david.j.jefferson@disney.com
(818) 560-4832
 
Mike Long
Corporate Communications
mike.p.long@disney.com
(818) 560-4588

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Josh D’Amaro Named Next Chief Executive Officer of The Walt Disney Company https://thewaltdisneycompany.com/press-releases/josh-damaro-named-next-chief-executive-officer-of-the-walt-disney-company/ Tue, 03 Feb 2026 13:33:20 +0000 https://thewaltdisneycompany.com/news// The post Josh D’Amaro Named Next Chief Executive Officer of The Walt Disney Company appeared first on The Walt Disney Company.

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Dana Walden To Become President and Chief Creative Officer of The Walt Disney Company

 
BURBANK, Calif., February 3, 2026—The Walt Disney Company (NYSE: DIS) Board of Directors announced today that, in a unanimous vote held on Monday, it elected Disney Experiences Chairman Josh D’Amaro to become Chief Executive Officer of The Walt Disney Company, effective at the upcoming Annual Meeting on March 18, 2026, when he will succeed longtime Disney CEO Robert A. Iger. The Board also intends to appoint D’Amaro as a director immediately following that meeting. As head of the company’s largest business segment with $36 billion in annual revenue in FY2025 and 185,000 Cast Members and employees worldwide, D’Amaro, a 28-year Disney veteran, is the architect of the largest global expansion in Disney Experiences history, and has led the segment to new heights financially, creatively, and in guest satisfaction.
 
“Josh D’Amaro possesses that rare combination of inspiring leadership and innovation, a keen eye for strategic growth opportunities, and a deep passion for the Disney brand and its people – all of which make him the right person to take the helm as Disney’s next CEO,” said James Gorman, Chairman of The Walt Disney Company Board of Directors. “Throughout this search process, Josh has demonstrated a strong vision for the company’s future and a deep understanding of the creative spirit that makes Disney unique in an ever-changing marketplace. He has an outstanding record of business achievement, collaborating with some of the biggest names in entertainment to bring their stories to life in our parks, showcasing the power of combining Disney storytelling with cutting-edge technology. The Board believes he is exceptionally well prepared to guide this global company forward to serve our consumers around the world and create long-term value for shareholders.”
 
“Josh D’Amaro is an exceptional leader and the right person to become our next CEO,” said Robert A. Iger, CEO, The Walt Disney Company. “He has an instinctive appreciation of the Disney brand, and a deep understanding of what resonates with our audiences, paired with the rigor and attention to detail required to deliver some of our most ambitious projects. His ability to combine creativity with operational excellence is exemplary and I am thrilled for Josh and the company.”
 
Concurrent with D’Amaro’s appointment, Dana Walden, Co-Chairman of Disney Entertainment, has been named President and Chief Creative Officer of The Walt Disney Company, also effective March 18. As Co-Chairman of Disney Entertainment, Walden has led Disney’s world-renowned, award-winning entertainment media, news, and content businesses globally, including Disney’s streaming businesses. In this new role – a historic first for the enterprise – Walden will report directly to D’Amaro and will ensure that storytelling and creative expression across every audience touchpoint consistently reflect the brand, engage audiences at scale, and advance core business objectives, while driving enterprise-wide initiatives and translating vision into action.
 
“Dana Walden is an excellent leader who commands tremendous respect from the creative community,” continued Iger. “Given that creativity is at the heart of everything Disney does, she is a wonderful choice to serve in this new leadership role. In the years since Dana joined Disney, she has accumulated great knowledge about the many facets of our businesses and brands, and is very well prepared to be President and Chief Creative Officer.”
 
Bob Iger has provided extensive mentorship to the internal candidates throughout the succession planning process, and upon transition will continue to serve as Senior Advisor and a member of the Disney Board until his retirement from the company on December 31, 2026.
 
Iger has led Disney to unprecedented creative and business success during his nearly two decades leading the company. Since his return in 2022, he has spearheaded a strategic transformation of the company, guiding Disney through a period of significant industry disruption and positioning it for long-term growth in this new era of entertainment. As part of this transformation, Iger moved quickly to restructure the organization, empower creative leaders, and restore financial discipline, establishing four strategic priorities: strengthening the quality and economic output of the film studios, delivering sustained profitability in streaming, positioning ESPN as the premier digital destination for sports fans, and turbocharging growth across Disney Experiences. Today, Disney is more agile and more resilient, and D’Amaro will take the helm of a company that is in a vastly stronger position than it was three years ago.
 
“I am immensely grateful to the Board for entrusting me with leading a company that means so much to me and millions around the world,” said Josh D’Amaro, incoming CEO of The Walt Disney Company. “Disney’s strength has always come from our people and the creative excellence that defines our stories and experiences. There is no limit to what Disney can achieve, and I am excited to work with our teams across the company and brilliant creative partners to honor Disney’s remarkable legacy while continuing to innovate, grow, and deliver exceptional value for our consumers and shareholders. I also want to express my gratitude to Bob Iger for his generous mentorship, his friendship, and the profound impact of his leadership.”
 
“On behalf of the entire Board, we extend our deepest gratitude to Bob Iger for his extraordinary leadership and dedication to The Walt Disney Company,” continued Gorman. “The Board asked Bob to return as CEO in 2022 for two critical reasons. First, to lead the company through a challenging transition and ensure Disney was fit for purpose for the future. Second, to strengthen the leadership bench and to help develop candidates for the CEO transition. Bob has delivered on both priorities, while also guiding Disney through a transformative period with an ambitious strategy that has further strengthened its position as the world’s premier entertainment company. After nearly two decades leading Disney, the Iger era has been defined by enormous growth, an unyielding commitment to excellence in creativity and innovation, and exemplary stewardship of this iconic institution.”
 
About Josh D’Amaro

D’Amaro, 54, has served as Chairman of the Disney Experiences segment since 2020, and prior to that was President of Walt Disney World Resort. He joined the company in 1998 at Disneyland Resort.

As Chairman of Disney Experiences, D’Amaro oversees 12 theme parks and 57 resort hotels worldwide, with plans for a new park in Abu Dhabi. His responsibilities include Disney Signature Experiences—including Disney Cruise Line, Disney Vacation Club, Adventures by Disney, Disney Institute, and Storyliving by Disney—as well as overseeing Walt Disney Imagineering and Disney Consumer Products. He also manages digital ventures, including the collaboration with Epic Games to create a Disney universe within Fortnite.
 
D’Amaro has been instrumental in expanding Disney’s iconic franchises through the creation of immersive, story-driven experiences at Disney’s theme parks, such as Star Wars: Galaxy’s Edge, the Marvel-themed Avengers Campus, Mickey and Minnie’s Runaway Railway, and World of Frozen. Building on this momentum, upcoming projects include the development of a Monsters, Inc.-themed land at Disney Hollywood Studios at Walt Disney World Resort, a new Avatar destination at the Disneyland Resort, and expansive new areas inspired by Cars and Disney Villains as part of the largest-ever expansion of the Magic Kingdom.
 
Over his nearly three-decade career at Disney, he has held leadership roles across the company both in the U.S. and internationally, including in finance, business strategy, marketing, creative development and operations. His past positions include President of Disneyland Resort and President of Walt Disney World Resort.

D’Amaro earned a bachelor’s degree in business administration from Georgetown University.
 
“I am incredibly proud to step away at a moment when Disney’s future has never been brighter,” continued Iger. “I’m confident Disney will continue to innovate and put the spirit of Walt at the heart of everything it does – from its new park in Abu Dhabi to the groundbreaking partnerships just announced with OpenAI and the NFL, to the countless upcoming creative projects that will enthrall audiences around the world. Disney has shaped who I am as a leader, and I will always be grateful to this extraordinary company and for the opportunity to lead it over all these years.”
 
Succession Planning Committee

D’Amaro’s election as CEO caps a thorough and extensive succession planning process. In January 2023, the Board of Directors formed a special Succession Planning Committee to support the Board in planning for a transition of leadership that aligns with the company’s long-term strategic goals. At the direction of the Board, the Committee and the full Board undertook a deliberate, multi-year succession planning process, meeting regularly to evaluate internal and external candidates, transition structures, organizational frameworks, and planning for potential impacts of succession decisions across the company. The Committee is led by Gorman as Chair since 2024, with directors Mary T. Barra, Jeremy Darroch, and Calvin R. McDonald also currently serving as members – all of whom have direct experience in CEO and senior leadership succession planning for Fortune 500 companies.  D’Amaro and Walden underwent a rigorous preparation process, including extensive mentorship from Iger, external coaching, and direct engagement with all directors.
 
Experienced Senior Management

D’Amaro will be supported by a team of senior executives who have worked seamlessly together for several years at Disney to expertly advance Iger and the Board’s creative, financial, and reputational goals. The company’s senior leadership team brings decades of experience with a proven ability to navigate periods of change while delivering strong business outcomes. The company is fortunate to have Disney Entertainment Co-Chairman Alan Bergman and ESPN Chairman James Pitaro continuing in their critical leadership roles working with D’Amaro and Walden. Additionally, supporting the new CEO is an exceptional team of executive officers. These leaders have overseen major strategic transformations, expanded key franchises, and driven performance across multiple business cycles. Their deep institutional knowledge, operational discipline, and collaborative culture provide a strong foundation for continued momentum, promoting continuity, stability, and clear execution as the company enters its next chapter under D’Amaro’s leadership.
 
About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences. Disney is a Dow 30 company and had annual revenue of $94.4 billion in its Fiscal Year 2025.
 
Photo and video assets are available for media use here: https://slingshot.twdc.com/pickup.php?c=wvB4CQbwSJKhnxNczz8nPqzLhQg3sBL2vGq5D89dB2bLhmzH
 
FORWARD-LOOKING STATEMENTS
 
Certain statements in this press release may constitute “forward‐looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations, beliefs, corporate plans, future prospects, and other statements that are not historical in nature. Any information that is not historical in nature is subject to change. These statements are made on the basis of our views and assumptions regarding future events as of the time the statements are made. We do not undertake any obligation to update these statements. Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company or developments beyond the Company’s control. Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K, subsequent quarterly reports on Form 10-Q and subsequent filings with the Securities and Exchange Commission.

Contacts

Kristina Schake
818-560-5300
kristina.schake@disney.com
 
David Jefferson
818-560-4832
david.j.jefferson@disney.com

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Benjamin Swinburne to Join Disney as Executive Vice President of Investor Relations and Corporate Strategy https://thewaltdisneycompany.com/press-releases/benjamin-swinburne-to-join-disney-as-executive-vice-president-of-investor-relations-and-corporate-strategy/ Fri, 30 Jan 2026 14:02:27 +0000 https://thewaltdisneycompany.com/news// The post Benjamin Swinburne to Join Disney as Executive Vice President of Investor Relations and Corporate Strategy appeared first on The Walt Disney Company.

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BURBANK, Calif., January 30, 2026 – Benjamin Swinburne has been named Executive Vice President of Investor Relations and Corporate Strategy for The Walt Disney Company (NYSE: DIS), it was announced today by Hugh F. Johnston, Senior Executive Vice President and Chief Financial Officer. Swinburne will join Disney in the near future and report directly to Johnston. He has most recently served as Managing Director and Head of US Media Research at Morgan Stanley.

“Ben has been one of the industry’s most respected media analysts and brings deep insight into the evolving global entertainment landscape,” said Johnston. “His analytical rigor, strategic perspective, and long-standing knowledge of our business and broader industry make him an exceptional addition to our team as we continue to execute against our long‑term vision and deliver sustained value for our shareholders.”

In this new role, Swinburne will lead Disney’s investor relations function, communicating the company’s financial performance and long‑term strategic vision to institutional investors and retail shareholders, sell-side analysts and other key stakeholders. He will also oversee the company’s long-term strategic planning and market analysis in his corporate strategy role, identifying growth opportunities based on industry trends and evolving entertainment consumption.

“Having spent much of my career analyzing Disney’s performance and long‑term opportunities, I have a deep appreciation for the company’s creative strengths, operational discipline, and consistent focus on delivering value for shareholders,” said Swinburne. “It is an incredibly exciting time to be joining the company, and I look forward to working with the team to continue the incredible progress they have made to position Disney for future growth.”

As Managing Director, Head of US Media and Telecom & Cable Services Research at Morgan Stanley, Swinburne led the equity research coverage of the media and entertainment, advertising, and telecom and cable services industries, areas he has followed for over two decades. He has been consistently ranked among the leading analysts in multiple sectors in a variety of investor polls, including a 2021 induction into the Institutional Investor All-America Research Team Hall of Fame. He joined Morgan Stanley as a research analyst in 1999. Swinburne earned a bachelor’s degree in public policy with a concentration in finance from Washington and Lee University and a master’s degree in accounting from Babson College.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences. Disney is a Dow 30 company and had annual revenue of $94.4 billion in its Fiscal Year 2025.

Contacts:

David Jefferson
818-560-4832
david.j.jefferson@disney.com

Mike Long
818-560-4588
mike.p.long@disney.com

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The Walt Disney Company Establishes New Enterprise Marketing Organization; Names Asad Ayaz Chief Marketing And Brand Officer https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-establishes-new-enterprise-marketing-organization-names-asad-ayaz-chief-marketing-and-brand-officer/ Wed, 14 Jan 2026 21:24:36 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Establishes New Enterprise Marketing Organization; Names Asad Ayaz Chief Marketing And Brand Officer appeared first on The Walt Disney Company.

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BURBANK, Calif., January 14, 2026 – The Walt Disney Company (NYSE: DIS) today announced the creation of a new enterprise marketing and brand organization designed to align the company’s industry-leading marketing teams more closely across its businesses and strengthen how Disney connects with consumers around the world. Asad Ayaz has been named Chief Marketing and Brand Officer of The Walt Disney Company and will lead the organization.

The new enterprise marketing organization will harness the collective strength of marketing teams across the company to support a more connected approach to how Disney reaches audiences, elevates its campaigns, and advances the business goals of each segment and the company as a whole.

“Over more than two decades at the company – and as Disney’s first-ever Chief Brand Officer – Asad has helped bring the magic of Disney to life for millions through his exceptional leadership,” said The Walt Disney Company’s CEO Bob Iger. “As our businesses have evolved, it’s clear that we need a company-wide role that ensures brand consistency and allows consumers today to seamlessly interact with our wonderful products and experiences. The Chief Marketing and Brand Officer role is critical for this moment, and Asad is the perfect fit.”

“Asad is an exceptional creative leader with strong strategic and operational prowess and deep experience across Disney and its brands, and we are excited for what we will accomplish together as we strengthen the connection between Disney and audiences around the world,” said Disney Entertainment Co-Chairs Alan Bergman and Dana Walden, Disney Experiences Chairman Josh D’Amaro, and ESPN Chairman Jimmy Pitaro in a joint statement.

Ayaz assumes this new role after eight years as President of Marketing for The Walt Disney Studios, and leading marketing for Disney+. As Chief Brand Officer since 2023, he also oversees company-wide brand efforts, alliances, and events, and stewarding Disney’s iconic brands and franchises globally.

The new unified marketing organization will build on Ayaz’s marketing and brand leadership, connecting shared capabilities and modern marketing tools across the company to create greater continuity and agility, and to further enhance and innovate in the ways Disney engages consumers enterprise-wide. Ayaz will report to CEO Bob Iger as Chief Marketing and Brand Officer, and to the segment chairs in leading marketing efforts across the company’s business units.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences. Disney is a Dow 30 company and had annual revenue of $94.4 billion in its Fiscal Year 2025.

Contacts

David Jefferson
David.J.Jefferson@disney.com
818-560-4832

Charlie Joughin
Charles.Joughin@disney.com
818-560-1244

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The Walt Disney Company Reports Fourth Quarter and Full Year Earnings for Fiscal 2025 https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-reports-fourth-quarter-and-full-year-earnings-for-fiscal-2025/ Fri, 02 Jan 2026 23:50:14 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Reports Fourth Quarter and Full Year Earnings for Fiscal 2025 appeared first on The Walt Disney Company.

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BURBANK, Calif.–The Walt Disney Company (NYSE: DIS) today reported earnings for its fourth quarter and full year ended September 27, 2025.

Financial Results for the Quarter and Full Year:

  • Revenues in Q4 of $22.5 billion were comparable to Q4 fiscal 2024, and increased 3% for the year to $94.4 billion from $91.4 billion in the prior year.
  • Income before income taxes for Q4 increased to $2.0 billion from $0.9 billion in Q4 fiscal 2024, and increased to $12.0 billion for the year from $7.6 billion in the prior year.
  • Total segment operating income(1)increased 12% for the year to $17.6 billion from $15.6 billion in the prior year.
  • Diluted earnings per share (EPS) for Q4 increased to $0.73 from $0.25 in Q4 fiscal 2024. Adjusted EPS(1)decreased 3% for Q4 to $1.11 from $1.14 in Q4 fiscal 2024. For the year, diluted EPS increased to $6.85 from $2.72 in fiscal 2024, and adjusted EPS(1) increased 19% to $5.93 from $4.97 in fiscal 2024.

Key Points:

  • Total segment operating income(1)decreased 5% for Q4 to $3.5 billion from $3.7 billion in Q4 fiscal 2024
  • Entertainment: Full year segment operating income increased 19% to $4.7 billion. Q4 segment operating income of $691 million, a decrease of $376 million compared to the prior-year quarter, driven by theatrical slate comparisons. For Q4:
    • Direct-to-Consumer revenue increased 8%, net of an adverse impact of 2 ppts as Disney+ Hotstar was included in the prior-year quarter’s results
    • Direct-to-Consumer operating income increased $99 million to $352 million
    • At the end of the quarter, 196 million Disney+ and Hulu subscriptions, an increase of 12.4 million vs. Q3 fiscal 2025, and 132 million Disney+ subscribers, an increase of 3.8 million vs. Q3 fiscal 2025
    • Linear Networks operating income declined $107 million vs. Q4 fiscal 2024 driven by the Star India transaction, as Star India contributed $84 million to results in Q4 last year
    • Domestic Linear Networks operating income decreased due to lower advertising driven by decreases in viewership and political advertising (political advertising had a $40 million adverse impact on results vs. Q4 fiscal 2024)
    • Content Sales/Licensing and Other declined $368 million vs. Q4 fiscal 2024, reflecting the record theatrical performances of Inside Out 2and Deadpool & Wolverine in the prior-year quarter
  • Sports: Q4 segment operating income of $911 million, a decrease of $18 million compared to the prior-year quarter. For Q4:
    • Domestic ESPN operating income declined 3% vs. the prior-year quarter, as higher marketing and programming and production costs were partially offset by higher advertising and subscription and affiliate revenues
    • Domestic advertising revenue increased 8%
  • Experiences: Record full year segment operating income of $10.0 billion, an increase of $723 million compared to the prior year. Record Q4 segment operating income of $1.9 billion, an increase of $219 million compared to the prior-year quarter. For Q4:
    • International Parks & Experiences operating income grew 25% to $375 million
    • Domestic Parks & Experiences operating income grew 9% to $920 million
 
(1) Total segment operating income and diluted EPS excluding certain items (also referred to as adjusted EPS) are non-GAAP financial measures. The most comparable GAAP measures are income before income taxes and diluted EPS, respectively. See the discussion on pages 18 through 22 for how we define and calculate these measures and a quantitative reconciliation thereof to the most directly comparable GAAP measures.

Guidance and Outlook(1):

  • Q1 Fiscal 2026:
    • Entertainment:
      • DTC SVOD operating income(2)of approximately $375 million
      • Theatrical slate comparisons to drive an adverse impact to segment operating income of $400 million compared to Q1 fiscal 2025
      • Lower political advertising revenue of $140 million compared to Q1 fiscal 2025
      • Unfavorable comparison to $73 million of Star India operating income in Q1 fiscal 2025
    • Experiences:
      • $90 million in pre-opening expenses at Disney Cruise Line, driven by the Disney Destiny and Disney Adventure
      • $60 million in dry dock expenses at Disney Cruise Line
    • Fiscal Year 2026:
      • Entertainment:
        • Double digit percentage segment operating income growth compared to fiscal 2025, weighted to the second half of the year
        • Operating margin of 10% for Entertainment DTC SVOD(2)
      • Sports:
        • Low-single digit percentage segment operating income growth compared to fiscal 2025, with growth weighted to Q4 reflecting the timing of rights expenses, which adversely impacts year-over-year comparability in Q2 and Q3
      • Experiences:
        • High-single digit percentage growth in segment operating income compared to fiscal 2025, weighted to the second half of the year
        • $160 million in pre-opening expenses, driven by the Disney Adventureand Disney Destiny
        • $120 million in dry dock expenses
        • $24 billion in content investment across Entertainment and Sports
      • Double digit adjusted EPS(1)growth compared to fiscal 2025
      • $19 billion in cash provided by operations(2)
      • $9 billion of capital expenditures
      • Doubling share repurchases target to $7 billion compared to fiscal 2025
      • The Board has declared a cash dividend of $1.50 per share, payable in two installments of $0.75 per share, payable on January 15, 2026 (record date December 15, 2025) and July 22, 2026 (record date June 30, 2026)
    • Fiscal Year 2027:
      • Double digit adjusted EPS(1)growth compared to fiscal 2026
 
(1) The fourth quarter of fiscal 2026 includes a 53rd week of operations. Guidance does not include the benefit of the additional week.
(2) Entertainment DTC SVOD operating income is a non-GAAP financial measure. Further, operating margin for Entertainment DTC SVOD is calculated as operating income divided by revenue. The most comparable GAAP measure to Entertainment DTC SVOD operating income is Entertainment segment operating income. See the discussion on pages 18 through 22 for how we define and calculate this measure and why the Company is not providing a forward-looking quantitative reconciliation of Entertainment DTC SVOD operating income (and related margin) to the most comparable GAAP measure.
(3) Diluted EPS excluding certain items (also referred to as adjusted EPS) is a non-GAAP financial measure. The most comparable GAAP measure is diluted EPS. See the discussion on pages 18 through 22 for how we define and calculate this measure and a quantitative reconciliation thereof to the most directly comparable GAAP measure.

Message From Our CEO:

“This was another year of great progress as we strengthened the company by leveraging the value of our creative and brand assets and continued to make meaningful progress in our direct-to-consumer businesses,” said Robert A. Iger, Chief Executive Officer, The Walt Disney Company. “Our strategy, coupled with our portfolio of complementary businesses and a strong balance sheet, enables us to continue investing in high-quality offerings for our consumers and increasing our returns to shareholders, and I’m pleased with our many achievements this fiscal year to position Disney for the future.”

 
(1) Diluted EPS excluding certain items (also referred to as adjusted EPS) is a non-GAAP financial measure. The most comparable GAAP measure is diluted EPS. See the discussion on pages 18 through 22 for how we define and calculate this measure and a quantitative reconciliation thereof to the most directly comparable GAAP measure.
(2) Includes the impact of $1.7 billion in taxes we deferred from fiscal 2025 to fiscal 2026 as a result of tax relief granted due to the California wildfires.

SUMMARIZED FINANCIAL RESULTS

The following table summarizes fourth quarter and full year results for fiscal 2025 and 2024:

  Quarter Ended       Year Ended    
($ in millions, except per share amounts) Sept. 27, 2025   Sept. 28, 2024   Change   Sept. 27, 2025   Sept. 28, 2024   Change
Revenues $ 22,464   $ 22,574   %   $ 94,425   $ 91,361   3 %
Income before income taxes $ 2,045   $ 948   >100 %   $ 12,003   $ 7,569   59 %
Total segment operating income(1) $ 3,480   $ 3,655   (5 )%   $ 17,551   $ 15,601   12 %
Diluted EPS $ 0.73   $ 0.25   >100 %   $ 6.85   $ 2.72   >100 %
Diluted EPS excluding certain items(1) $ 1.11   $ 1.14   (3 )%   $ 5.93   $ 4.97   19 %
Cash provided by operations $ 4,474   $ 5,518   (19 )%   $ 18,101   $ 13,971   30 %
Free cash flow(1) $ 2,558   $ 4,029   (37 )%   $ 10,077   $ 8,559   18 %

 

(1) Total segment operating income, diluted EPS excluding certain items and free cash flow are non-GAAP financial measures. The most comparable GAAP measures are income before income taxes, diluted EPS and cash provided by operations, respectively. See the discussion on pages 18 through 22 for how we define and calculate these measures and a reconciliation thereof to the most directly comparable GAAP measures.

SUMMARIZED SEGMENT FINANCIAL RESULTS

The following table summarizes fourth quarter and full year segment revenue and operating income for fiscal 2025 and 2024:

  Quarter Ended       Year Ended    
($ in millions) Sept. 27, 2025   Sept. 28, 2024   Change   Sept. 27, 2025   Sept. 28, 2024   Change
Revenues:                      
Entertainment $ 10,208     $ 10,829     (6 )%   $ 42,466     $ 41,186     3 %
Sports   3,980       3,914     2 %     17,672       17,619     %
Experiences   8,766       8,240     6 %     36,156       34,151     6 %
Eliminations(1)   (490 )     (409 )   (20 )%     (1,869 )     (1,595 )   (17 )%
Total revenues $ 22,464     $ 22,574     %   $ 94,425     $ 91,361     3 %
Segment operating income:                      
Entertainment $ 691     $ 1,067     (35 )%   $ 4,674     $ 3,923     19 %
Sports   911       929     (2 )%     2,882       2,406     20 %
Experiences   1,878       1,659     13 %     9,995       9,272     8 %
Total segment operating income(2) $ 3,480     $ 3,655     (5 )%   $ 17,551     $ 15,601     12 %

 

(1) Reflects fees paid by (a) Hulu to ESPN and the Entertainment linear networks business for the right to air their networks on Hulu Live TV and (b) ABC Network and Disney+ to ESPN to program certain sports content on ABC Network and Disney+.
(2) Total segment operating income is a non-GAAP financial measure. The most comparable GAAP measure is income before income taxes. See the discussion on pages 18 through 22.

DISCUSSION OF FOURTH QUARTER SEGMENT RESULTS

Star India

On November 14, 2024, the Company and Reliance Industries Limited (RIL) formed a joint venture (India joint venture) that combined the Company’s Star-branded and other general entertainment and sports television channels and Disney+ Hotstar direct-to-consumer service in India (Star India) with certain media and entertainment businesses controlled by RIL (the Star India Transaction). RIL has an effective 56% controlling interest in the joint venture with 37% held by the Company and 7% held by a third party investment company.

The Company recognizes its 37% share of the India joint venture’s results in “Equity in the income of investees.” Star India results through November 14, 2024 were consolidated in the Company’s financial results.

Entertainment

Revenue and operating income for the Entertainment segment were as follows:

  Quarter Ended   Change   Year Ended    
($ in millions) Sept. 27, 2025   Sept. 28, 2024     Sept. 27, 2025   Sept. 28, 2024   Change
Revenues:                      
Linear Networks $ 2,058     $ 2,461   (16 )%   $ 9,364   $ 10,692   (12 )%
Direct-to-Consumer   6,248       5,783   8 %     24,614     22,776   8 %
Content Sales/Licensing and Other   1,902       2,585   (26 )%     8,488     7,718   10 %
  $ 10,208     $ 10,829   (6 )%   $ 42,466   $ 41,186   3 %
Operating income (loss):                      
Linear Networks $ 391     $ 498   (21 )%   $ 2,955   $ 3,452   (14 )%
Direct-to-Consumer   352       253   39 %     1,327     143   >100 %
Content Sales/Licensing and Other   (52 )     316   nm     392     328   20 %
  $ 691     $ 1,067   (35 )%   $ 4,674   $ 3,923   19 %

The decrease in Entertainment operating income in the current quarter compared to the prior-year quarter was due to lower results at Content Sales/Licensing and Other and Linear Networks, partially offset by an increase at Direct-to-Consumer.

Linear Networks

Linear Networks revenues and operating income were as follows:

  Quarter Ended   Change
($ in millions) September 27, 2025   September 28, 2024  
Revenue          
Domestic $ 1,856     $ 1,997   (7 )%
International   202       464   (56 )%
  $ 2,058     $ 2,461   (16 )%
Operating income          
Domestic $ 329     $ 347   (5 )%
International   (33 )     52   nm
Equity in the income of investees   95       99   (4 )%
  $ 391     $ 498   (21 )%

Domestic

Domestic operating income in the current quarter decreased compared to the prior-year quarter due to:

  • A decline in advertising revenue due to lower rates and a decrease in average viewership. The decrease in advertising revenue reflected lower political advertising and the comparison to the Emmy Awards show, which aired in the prior-year quarter.
  • Lower affiliate revenue attributable to fewer subscribers, partially offset by higher effective rates
  • A decrease in programming and production costs driven by lower average cost non-scripted programming, partially offset by higher costs for scripted programming including more original content. Lower average cost non-scripted programming included the comparison to the airing of the Emmy Awards show and political news coverage in the prior-year quarter.

International

The decrease in international operating income was due to the Star India Transaction.

Direct-to-Consumer

Direct-to-Consumer revenues and operating income were as follows:

  Quarter Ended   Change
($ in millions) September 27, 2025   September 28, 2024  
Revenue $ 6,248   $ 5,783   8 %
Operating income $ 352   $ 253   39 %

The increase in operating income was due to:

  • Subscription revenue growth attributable to:
    • Higher effective rates, reflecting increases in pricing
    • An increase in subscribers
    • The absence of Star India subscription revenue in the current quarter due to the Star India Transaction
  • An increase in programming and production costs reflecting:
    • Higher subscriber-based license fees attributable to rate increases for Hulu Live TV programming and more subscribers to bundles with third-party offerings
    • An increase in hours of content available on our services
    • A decrease from the Star India Transaction
  • Higher marketing costs
  • An increase in technology and distribution costs
  • Advertising revenue was comparable to the prior-year quarter as an increase in impressions was offset by lower rates and the absence of Star India advertising revenue
Key Metrics(1) – Fourth Quarter of Fiscal 2025 Comparison to Third Quarter of Fiscal 2025

The following tables and related discussion are on a sequential quarter basis.

Paid subscribers at:

(in millions) September 27, 2025   June 28, 2025   Change
Disney+          
Domestic (U.S. and Canada) 59.3   57.8   3 %
International 72.4   69.9   4 %
Total Disney+(2) 131.6   127.8   3 %
           
Hulu          
SVOD Only 59.7   51.2   17 %
Live TV + SVOD 4.4   4.3   2 %
Total Hulu(2) 64.1   55.5   15 %

Average Monthly Revenue Per Paid Subscriber for the quarter ended:

  September 27, 2025   June 28, 2025   Change
Disney+          
Domestic (U.S. and Canada) $ 8.09   $ 8.09   %
International   8.00     7.67   4 %
Disney+   8.04     7.86   2 %
           
Hulu          
SVOD Only   12.20     12.40   (2 )%
Live TV + SVOD   100.02     100.27   %

 

(1) See discussion on page 17—Entertainment DTC Product Descriptions and Key Definitions
(2) Total may not equal the sum of the column due to rounding

Domestic Disney+ average monthly revenue per paid subscriber was comparable to the prior sequential quarter as higher advertising revenue was offset by the impact of subscriber mix shifts.

International Disney+ average monthly revenue per paid subscriber increased from $7.67 to $8.00 due to favorable impacts from foreign exchange and subscriber mix shifts.

Hulu SVOD Only average monthly revenue per paid subscriber decreased from $12.40 to $12.20 due to the impact of subscriber mix shifts.

Hulu Live TV + SVOD average monthly revenue per paid subscriber decreased from $100.27 to $100.02 due to lower advertising revenue.

Content Sales/Licensing and Other

Content Sales/Licensing and Other revenues and operating income (loss) were as follows:

  Quarter Ended   Change
($ in millions) September 27, 2025   September 28, 2024  
Revenue $ 1,902     $ 2,585   (26 )%
Operating income (loss) $ (52 )   $ 316   nm

The decrease in operating results was due to lower theatrical distribution results, partially offset by a decrease in film cost impairments. The current quarter reflected the release of The Fantastic Four: First Steps, The Roses and Freakier Friday and the carry-over performance of Lilo & Stitch, while the prior-year quarter included the release of Deadpool & Wolverine and the carry-over performance of Inside Out 2.

Sports

Sports revenues and operating income (loss) were as follows:

  Quarter Ended   Change
($ in millions) September 27, 2025   September 28, 2024  
Revenue          
ESPN          
Domestic $ 3,579     $ 3,492     2 %
International   401       364     10 %
    3,980       3,856     3 %
Star India         58     (100 )%
  $ 3,980     $ 3,914     2 %
Operating income (loss)          
ESPN          
Domestic $ 908     $ 936     (3 )%
International   (10 )     (40 )   75 %
    898       896     %
Star India         20     (100 )%
Equity in the income of investees   13       13     %
  $ 911     $ 929     (2 )%

Domestic ESPN

The decrease in domestic ESPN operating income in the current quarter compared to the prior-year quarter reflected:

  • Higher marketing costs due to the August 2025 launch of the ESPN direct-to-consumer service
  • An increase in programming and production costs due to contractual rate increases and costs for new sports rights
  • Advertising revenue growth due to an increase in impressions and higher rates
  • An increase in subscription and affiliate revenue reflecting higher effective rates and the comparison to the temporary suspension of carriage with an affiliate in the prior-year quarter, partially offset by fewer subscribers

ESPN International

The improvement in ESPN international operating results in the current quarter compared to the prior-year quarter was attributable to higher affiliate revenue due to an increase in effective rates, partially offset by fewer subscribers.

Experiences

Experiences revenues and operating income were as follows:

  Quarter Ended   Change
($ in millions) September 27, 2025   September 28, 2024  
Revenue          
Parks & Experiences          
Domestic $ 5,857   $ 5,521   6 %
International   1,742     1,583   10 %
Consumer Products   1,167     1,136   3 %
  $ 8,766   $ 8,240   6 %
Operating income          
Parks & Experiences          
Domestic $ 920   $ 847   9 %
International   375     299   25 %
Consumer Products   583     513   14 %
  $ 1,878   $ 1,659   13 %

Domestic Parks and Experiences

Operating income at our domestic parks and experiences increased compared to the prior-year quarter due to growth at Disney Cruise Line attributable to an increase in passenger cruise days, partially offset by higher fleet expansion costs, both reflecting the launch of the Disney Treasure in the first quarter of the current year.

International Parks and Experiences

International parks and experiences’ operating results increased compared to the prior-year quarter, primarily due to growth at Disneyland Paris. The increase at international parks and experiences was attributable to:

  • Volume growth due to an increase in attendance
  • An increase in guest spending
  • Higher costs attributable to new guest offerings

Consumer Products

The increase in operating income at consumer products was due to higher licensing revenue.

OTHER FINANCIAL INFORMATION

Corporate and Unallocated Shared Expenses

Corporate and unallocated shared expenses decreased $27 million for the quarter, from $408 million to $381 million, due to the timing of allocations to the segments.

Restructuring and Impairment Charges

Restructuring and impairment charges (benefits) were as follows:

  Quarter Ended
($ in millions) September 27, 2025   September 28, 2024
Impairments:      
Equity investments(1) $ 450     $ 165
Star India         210
Goodwill(2)         584
Retail assets         328
Content(3)         187
Severance         69
Other   (68 )    
  $ 382     $ 1,543

 

(1) Primarily related to A+E Global Media (A+E)
(2) Related to general entertainment linear networks
(3) Related to strategic changes in our approach to content curation

Interest Expense, net

Interest expense, net was as follows:

  Quarter Ended    
($ in millions) September 27, 2025   September 28, 2024   Change
Interest expense $ (416 )   $ (532 )   22 %
Interest income, investment income and other   148       171     (13 )%
Interest expense, net $ (268 )   $ (361 )   26 %

The decrease in interest expense was due to lower average debt balances and rates.

The decrease in interest income, investment income and other was due to an unfavorable comparison related to pension and postretirement benefit costs, other than service cost.

Equity in the Income of Investees

Equity in the income of investees was as follows:

  Quarter Ended    
($ in millions) September 27, 2025   September 28, 2024   Change
Amounts included in segment results:          
Entertainment $ 95     $ 97     (2 )%
Sports   13       13     %
India joint venture   (16 )         nm
Amortization of TFCF Corporation (TFCF) intangible assets related to an equity investee         (3 )   100 %
Equity in the income of investees $ 92     $ 107     (14 )%

Income Taxes

The effective income tax rate was as follows:

  Quarter Ended
  September 27, 2025   September 28, 2024
Income before income taxes $ 2,045     $ 948  
Income tax expense   602       384  
Effective income tax rate   29.4 %     40.5 %

The effective income tax rate in the current and prior-year quarters reflected an unfavorable impact of approximately 5 percentage points and 18 percentage points, respectively from impairments that are not tax deductible.

Noncontrolling Interests

Net income attributable to noncontrolling interests was as follows:

  Quarter Ended    
($ in millions) September 27, 2025   September 28, 2024   Change
Net income attributable to noncontrolling interests $ (130 )   $ (104 )   (25 )%

The increase in net income attributable to noncontrolling interests was due to improved results at National Geographic.

Net income attributable to noncontrolling interests is determined on income after royalties and management fees, financing costs and income taxes, as applicable.

FULL YEAR CASH FLOW

Cash from Operations

Cash provided by operations and free cash flow were as follows:

  Year Ended    
($ in millions) September 27, 2025   September 28, 2024   Change
Cash provided by operations $ 18,101     $ 13,971     $ 4,130  
Investments in parks, resorts and other property   (8,024 )     (5,412 )     (2,612 )
Free cash flow(1) $ 10,077     $ 8,559     $ 1,518  

 

(1) Free cash flow is not a financial measure defined by GAAP. The most comparable GAAP measure is cash provided by operations. See the discussion on pages 18 through 22.

Cash provided by operations increased $4.1 billion to $18.1 billion in the current year from $14.0 billion in the prior year driven by:

  • Lower tax payments in the current year compared to the prior year reflecting:
    • Deferral of payments for fiscal 2025 U.S. federal and California state income tax liabilities until October 2025 pursuant to relief related to the 2025 wildfires in California
    • Payment in fiscal 2024 of U.S. federal and California state income tax liabilities related to fiscal 2023 that had been deferred pursuant to relief related to 2023 winter storms in California
  • Lower spending on content at Entertainment due to the Star India Transaction
  • Higher operating income at Experiences

Capital Expenditures

Investments in parks, resorts and other property were as follows:

  Year Ended
($ in millions) September 27, 2025   September 28, 2024
Entertainment $ (1,155 )   $ (977 )
Sports   (3 )     (10 )
Experiences      
Domestic   (5,271 )     (2,710 )
International   (1,158 )     (949 )
Total Experiences   (6,429 )     (3,659 )
Corporate   (437 )     (766 )
Total investments in parks, resorts and other property $ (8,024 )   $ (5,412 )

Capital expenditures increased to $8.0 billion from $5.4 billion due to higher spending on cruise ship fleet expansion and, to a lesser extent, on new theme park attractions at the Experiences segment.

Depreciation Expense

Depreciation expense was as follows:

  Year Ended
($ in millions) September 27, 2025   September 28, 2024
Entertainment $ 773   $ 681
Sports   48     39
Experiences      
Domestic   1,933     1,744
International   782     726
Total Experiences   2,715     2,470
Corporate   323     244
Total depreciation expense $ 3,859   $ 3,434

 

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited; $ in millions, except per share data)

  Quarter Ended   Year Ended
  September 27, 2025   September 28, 2024   September 27, 2025   September 28, 2024
Revenues $ 22,464     $ 22,574     $ 94,425     $ 91,361  
Costs and expenses   (19,861 )     (19,829 )     (80,593 )     (79,447 )
Restructuring and impairment charges   (382 )     (1,543 )     (819 )     (3,595 )
Other expense                     (65 )
Interest expense, net   (268 )     (361 )     (1,305 )     (1,260 )
Equity in the income of investees   92       107       295       575  
Income before income taxes   2,045       948       12,003       7,569  
Income taxes   (602 )     (384 )     1,428       (1,796 )
Net income   1,443       564       13,431       5,773  
Net income attributable to noncontrolling interests   (130 )     (104 )     (1,027 )     (801 )
Net income attributable to The Walt Disney Company (Disney) $ 1,313     $ 460     $ 12,404     $ 4,972  
               
Earnings per share attributable to Disney:              
Diluted $ 0.73     $ 0.25     $ 6.85     $ 2.72  
Basic $ 0.73     $ 0.25     $ 6.88     $ 2.72  
               
Weighted average number of common and common equivalent shares outstanding:              
Diluted   1,806       1,819       1,811       1,831  
Basic   1,797       1,814       1,804       1,825  

 

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited; $ in millions, except per share data)

  September 27, 2025   September 28, 2024
ASSETS      
Current assets      
Cash and cash equivalents $ 5,695     $ 6,002  
Receivables, net   13,217       12,729  
Inventories   2,134       2,022  
Content advances   2,063       2,097  
Other current assets   1,158       2,391  
Total current assets   24,267       25,241  
Produced and licensed content costs   31,327       32,312  
Investments   8,097       4,459  
Parks, resorts and other property      
Attractions, buildings and equipment   82,041       76,674  
Accumulated depreciation   (48,889 )     (45,506 )
    33,152       31,168  
Projects in progress   6,911       4,728  
Land   1,192       1,145  
    41,255       37,041  
Intangible assets, net   9,272       10,739  
Goodwill   73,294       73,326  
Other assets   10,002       13,101  
Total assets $ 197,514     $ 196,219  
LIABILITIES AND EQUITY      
Current liabilities      
Accounts payable and other accrued liabilities $ 21,203     $ 21,070  
Current portion of borrowings   6,711       6,845  
Deferred revenue and other   6,248       6,684  
Total current liabilities   34,162       34,599  
Borrowings   35,315       38,970  
Deferred income taxes   3,524       6,277  
Other long-term liabilities   9,901       10,851  
Commitments and contingencies      
Equity      
Preferred stock          
Common stock, $0.01 par value, Authorized – 4.6 billion shares, Issued – 1.9 billion shares   59,814       58,592  
Retained earnings   60,410       49,722  
Accumulated other comprehensive loss   (2,914 )     (3,699 )
Treasury stock, at cost, 79 million shares at September 27, 2025 and 47 million shares at September 28, 2024   (7,441 )     (3,919 )
Total Disney Shareholders’ equity   109,869       100,696  
Noncontrolling interests   4,743       4,826  
Total equity   114,612       105,522  
Total liabilities and equity $ 197,514     $ 196,219  

 

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited; $ in millions)

  Year Ended
  September 27, 2025   September 28, 2024
OPERATING ACTIVITIES      
Net income $ 13,431     $ 5,773  
Depreciation and amortization   5,326       4,990  
Impairments of goodwill, produced and licensed content and other assets   871       3,511  
Deferred income taxes   (2,739 )     (821 )
Equity in the income of investees   (295 )     (575 )
Cash distributions received from equity investees   145       437  
Net change in produced and licensed content costs and advances   577       1,046  
Equity-based compensation   1,363       1,366  
Other, net   (148 )     (143 )
Changes in operating assets and liabilities      
Receivables   (283 )     (565 )
Inventories   (114 )     (42 )
Other assets   (42 )     265  
Accounts payable and other liabilities   237       156  
Income taxes   (228 )     (1,427 )
Cash provided by operations   18,101       13,971  
       
INVESTING ACTIVITIES      
Investments in parks, resorts and other property   (8,024 )     (5,412 )
Proceeds from sales of investments   4       105  
Purchase of investments   (98 )     (1,506 )
Other, net   75       (68 )
Cash used in investing activities   (8,043 )     (6,881 )
       
FINANCING ACTIVITIES      
Commercial paper borrowings (payments), net   (943 )     1,532  
Borrowings   1,057       132  
Reduction of borrowings   (3,735 )     (3,064 )
Dividends   (1,803 )     (1,366 )
Repurchases of common stock   (3,500 )     (2,992 )
Contributions from noncontrolling interests   12       9  
Acquisition of redeemable noncontrolling interests   (439 )     (8,610 )
Other, net   (1,015 )     (929 )
Cash used in financing activities   (10,366 )     (15,288 )
       
Impact of exchange rates on cash, cash equivalents and restricted cash   5       65  
       
Change in cash, cash equivalents and restricted cash   (303 )     (8,133 )
Cash, cash equivalents and restricted cash, beginning of year   6,102       14,235  
Cash, cash equivalents and restricted cash, end of year $ 5,799     $ 6,102  

ENTERTAINMENT DTC PRODUCT DESCRIPTIONS AND KEY DEFINITIONS

Entertainment DTC Product offerings

In the U.S., Disney+ and Hulu SVOD Only are each offered as a standalone service or as part of various bundled offerings, which may include one of the ESPN DTC plans. Hulu Live TV + SVOD includes Disney+ and ESPN Select. Disney+ is available in more than 150 countries and territories outside the U.S. Depending on the market, our services can be purchased on our websites or through third-party platforms/apps or are available via wholesale arrangements.

Paid subscribers for Entertainment DTC services

Paid subscribers for Entertainment DTC services reflect subscribers for which we recognized subscription revenue. Certain product offerings provide the option for an extra member to be added to an account (extra member add-on). These extra members are not counted as paid subscribers. Subscribers cease to be a paid subscriber as of their effective cancellation date or as a result of a failed payment method. Subscribers to bundled offerings in the U.S. are counted as a paid subscriber for each of the Company’s services included in the bundled offering and subscribers to Hulu Live TV + SVOD are counted as one paid subscriber for each of the Hulu Live TV + SVOD and Disney+ services. Subscribers include those who receive an entitlement to a service through wholesale arrangements, including those for which the service is available to each subscriber of an existing content distribution tier. When we aggregate the total number of paid subscribers across our Entertainment DTC streaming services, we refer to them as paid subscriptions.

International Disney+

International Disney+ includes the Disney+ service outside the U.S. and Canada.

Average Monthly Revenue Per Paid Subscriber for Entertainment DTC services

Hulu average monthly revenue per paid subscriber is calculated based on the average of the monthly average paid subscribers for each month in the period. The monthly average paid subscribers is calculated as the sum of the beginning of the month and end of the month paid subscriber count, divided by two. Disney+ average monthly revenue per paid subscriber is calculated using a daily average of paid subscribers for the period. Revenue includes subscription fees, advertising (excluding revenue earned from selling advertising spots to other Company businesses), premium and feature add-on revenue and extra member add-on revenue. Advertising revenue generated by content on one DTC streaming service that is accessed through another DTC streaming service by subscribers to both streaming services is allocated between both streaming services. The average revenue per paid subscriber is net of discounts on offerings that carry more than one service. Revenue is allocated to each service based on the relative retail or wholesale price of each service on a standalone basis. Hulu Live TV + SVOD revenue is allocated to the SVOD services based on the wholesale price of the Hulu SVOD Only, Disney+ and ESPN Select bundled offering. In general, wholesale arrangements have a lower average monthly revenue per paid subscriber than subscribers that we acquire directly or through third-party platforms.

NON-GAAP FINANCIAL MEASURES

This earnings release presents diluted EPS excluding certain items (also referred to as adjusted EPS), total segment operating income and free cash flow. This earnings release also presents forward-looking Entertainment DTC SVOD operating income and operating margin (operating income divided by revenue). Diluted EPS excluding certain items, total segment operating income, free cash flow and Entertainment DTC SVOD operating income are important financial measures for the Company but are not financial measures defined by GAAP.

These measures should be reviewed in conjunction with the most comparable GAAP financial measures and are not presented as alternative measures of diluted EPS, income before income taxes, cash provided by operations or Entertainment segment operating income as determined in accordance with GAAP. Diluted EPS excluding certain items, total segment operating income, free cash flow and Entertainment DTC SVOD operating income as we have calculated them may not be comparable to similarly titled measures reported by other companies.

Our definitions and calculations of diluted EPS excluding certain items, total segment operating income and free cash flow, as well as quantitative reconciliations of each of these measures to the most directly comparable GAAP financial measure, are provided below. In addition, our definition of Entertainment DTC SVOD operating income is provided below.

The Company is not providing the forward-looking measure for diluted EPS or Entertainment segment operating income (and related margin), which are the most directly comparable GAAP measures to diluted EPS excluding certain items and Entertainment DTC SVOD operating income (and related margin), respectively, or quantitative reconciliations of forward-looking diluted EPS excluding certain items and Entertainment DTC SVOD operating income (and related margin) to those most directly comparable GAAP measures. The Company is unable to predict or estimate with reasonable certainty the ultimate outcome of certain significant items required for such GAAP measures without unreasonable effort. Information about other adjusting items that is currently not available to the Company could have a potentially unpredictable and significant impact on future GAAP financial results.

Diluted EPS excluding certain items

The Company uses diluted EPS excluding (1) certain items affecting comparability of results from period to period and (2) amortization of TFCF and Hulu intangible assets, including purchase accounting step-up adjustments for released content, to facilitate the evaluation of the performance of the Company’s operations exclusive of these items, and these adjustments reflect how senior management is evaluating segment performance.

The Company believes that providing diluted EPS exclusive of certain items impacting comparability is useful to investors, particularly where the impact of the excluded items is significant in relation to reported earnings and because the measure allows for comparability between periods of the operating performance of the Company’s business and allows investors to evaluate the impact of these items separately.

The Company further believes that providing diluted EPS exclusive of amortization of TFCF and Hulu intangible assets associated with the acquisition in 2019 is useful to investors because the TFCF and Hulu acquisition was considerably larger than the Company’s historic acquisitions with a significantly greater acquisition accounting impact.

The following table reconciles reported diluted EPS to diluted EPS excluding certain items for the fourth quarter:

($ in millions except EPS) Pre-Tax Income/

Loss

  Tax Benefit/

Expense(1)

  After-Tax Income/

Loss(2)

  Diluted EPS(3)   Change vs. prior-year period
Quarter Ended September 27, 2025                  
As reported $ 2,045   $ (602 )   $ 1,443   $ 0.73     >100 %
Exclude:                  
Restructuring and impairment charges(4)   382     28       410     0.23      
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5)   388     (90 )     298     0.16      
Hulu Transaction Impacts(6)                 (0.01 )    
Excluding certain items $ 2,815   $ (664 )   $ 2,151   $ 1.11     (3 )%
                   
Quarter Ended September 28, 2024                  
As reported $ 948   $ (384 )   $ 564   $ 0.25      
Exclude:                  
Restructuring and impairment charges(4)   1,543     (172 )     1,371     0.73      
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5)   395     (92 )     303     0.16      
Excluding certain items $ 2,886   $ (648 )   $ 2,238   $ 1.14      

 

(1) Tax benefit/expense is determined using the tax rate applicable to the individual item.
(2) Before noncontrolling interest share.
(3) Net of noncontrolling interest share, where applicable. Total may not equal the sum of the column due to rounding.
(4) Charges for the current quarter consisted of an impairment of our investment in A+E ($450 million), partially offset by a benefit from the resolution of certain matters related to the Star India Transaction ($68 million). Charges for the prior-year quarter included impairments related to goodwill ($584 million), assets at our retail business ($328 million), the Star India Transaction ($210 million), content ($187 million) and equity investments ($165 million), and severance costs ($69 million).
(5) For the current quarter, intangible asset amortization was $327 million and step-up amortization was $61 million. For the prior-year quarter, intangible asset amortization was $326 million, step-up amortization was $66 million and amortization of intangible assets related to a TFCF equity investee was $3 million.
(6) Reflects $15 million recognized in “Net income attributable to noncontrolling interests” related to the acquisition of Hulu

The following table reconciles reported diluted EPS to diluted EPS excluding certain items for the year:

($ in millions except EPS) Pre-Tax Income/

Loss

  Tax Benefit/

Expense(1)

  After-Tax Income/

Loss(2)

  Diluted EPS(3)   Change vs. prior year
Year Ended September 27, 2025:                  
As reported $ 12,003   $ 1,428     $ 13,431     $ 6.85     >100 %
Exclude:                  
Hulu Transaction Impacts(4)       (3,277 )     (3,277 )     (1.55 )    
Resolution of a prior-year tax matter       (1,016 )     (1,016 )     (0.56 )    
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5)   1,576     (366 )     1,210       0.64      
Restructuring and impairment charges(6)   819     173       992       0.55      
Excluding certain items $ 14,398   $ (3,058 )   $ 11,340     $ 5.93     19 %
                   
Year Ended September 28, 2024:                  
As reported $ 7,569   $ (1,796 )   $ 5,773     $ 2.72      
Exclude:                  
Restructuring and impairment charges(6)   3,595     (293 )     3,302       1.78      
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5)   1,677     (391 )     1,286       0.68      
Other expense(7)   65     (11 )     54       0.03      
Favorable adjustments related to prior-year tax matters       (418 )     (418 )     (0.23 )    
Excluding certain items $ 12,906   $ (2,909 )   $ 9,997     $ 4.97      

 

(1) Tax benefit/expense is determined using the tax rate applicable to the individual item.
(2) Before noncontrolling interest share.
(3) Net of noncontrolling interest share, where applicable. Total may not equal the sum of the column due to rounding.
(4) Reflects a $3,277 million non-cash tax benefit recognized upon the change in Hulu’s U.S. income tax classification and $462 million recognized in “Net income attributable to noncontrolling interests” related to the acquisition of Hulu
(5) For the current year, intangible asset amortization was $1,307 million, step-up amortization was $260 million and amortization of intangible assets related to a TFCF equity investee was $9 million. For the prior year, intangible asset amortization was $1,394 million, step-up amortization was $271 million and amortization of intangible assets related to a TFCF equity investee was $12 million.
(6) Charges for the current year included impairment charges related to our investments in A+E and Tata Play Limited ($635 million), content ($109 million) and the Star India Transaction ($143 million), partially offset by a benefit from the resolution of certain matters related to the Star India Transaction ($68 million). Tax expense in the current year includes the estimated tax impact of these charges and a non-cash tax charge of $244 million related to the Star India Transaction. Charges for the prior year included impairments related to the Star India Transaction ($1,545 million), goodwill ($1,287 million), assets at our retail business ($328 million), content ($187 million) and equity investments ($165 million), and severance costs ($83 million).
(7) Due to a charge related to a legal ruling ($65 million)

Total segment operating income

The Company evaluates the performance of its operating segments based on segment operating income, and management uses total segment operating income (the sum of segment operating income from all of the Company’s segments) as a measure of the performance of operating businesses separate from non-operating factors. The Company believes that information about total segment operating income assists investors by allowing them to evaluate changes in the operating results of the Company’s portfolio of businesses separate from non-operational factors that affect net income, thus providing separate insight into both operations and other factors that affect reported results.

The following table reconciles income before income taxes to total segment operating income:

  Quarter Ended       Year Ended    
($ in millions) Sept. 27, 2025   Sept. 28, 2024   Change   Sept. 27, 2025   Sept. 28, 2024   Change
Income before income taxes $ 2,045   $ 948   >100 %   $ 12,003   $ 7,569   59 %
Add (subtract):                      
Corporate and unallocated shared expenses   381     408   7 %     1,646     1,435   (15 )%
Equity in the loss of India joint venture   16       nm     202       nm
Restructuring and impairment charges   382     1,543   75 %     819     3,595   77 %
Other expense         %         65   100 %
Interest expense, net   268     361   26 %     1,305     1,260   (4 )%
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs   388     395   2 %     1,576     1,677   6 %
Total segment operating income $ 3,480   $ 3,655   (5 )%   $ 17,551   $ 15,601   12 %

Free cash flow

The Company uses free cash flow (cash provided by operations less investments in parks, resorts and other property), among other measures, to evaluate the ability of its operations to generate cash that is available for purposes other than capital expenditures. Management believes that information about free cash flow provides investors with an important perspective on the cash available to service debt obligations, make strategic acquisitions and investments and pay dividends or repurchase shares.

The following table presents a summary of the Company’s consolidated cash flows:

  Quarter Ended   Year Ended
($ in millions) Sept. 27, 2025   Sept. 28, 2024   Sept. 27, 2025   Sept. 28, 2024
Cash provided by operations $ 4,474     $ 5,518     $ 18,101     $ 13,971  
Cash used in investing activities   (1,850 )     (1,978 )     (8,043 )     (6,881 )
Cash used in financing activities   (2,276 )     (3,566 )     (10,366 )     (15,288 )
Impact of exchange rates on cash, cash equivalents and restricted cash   (26 )     79       5       65  
Change in cash, cash equivalents and restricted cash   322       53       (303 )     (8,133 )
Cash, cash equivalents and restricted cash, beginning of period   5,477       6,049       6,102       14,235  
Cash, cash equivalents and restricted cash, end of period $ 5,799     $ 6,102     $ 5,799     $ 6,102  

The following table reconciles the Company’s consolidated cash provided by operations to free cash flow:

  Quarter Ended       Year Ended    
($ in millions) Sept. 27, 2025   Sept. 28, 2024   Change   Sept. 27, 2025   Sept. 28, 2024   Change
Cash provided by operations $ 4,474     $ 5,518     $ (1,044 )   $ 18,101     $ 13,971     $ 4,130  
Investments in parks, resorts and other property   (1,916 )     (1,489 )     (427 )     (8,024 )     (5,412 )     (2,612 )
Free cash flow $ 2,558     $ 4,029     $ (1,471 )   $ 10,077     $ 8,559     $ 1,518  

Entertainment DTC SVOD operating income

Entertainment DTC SVOD operating income consists of operating income for the Direct-to-Consumer line of business at the Entertainment segment excluding virtual multichannel video programming distributor services reported in the Direct-to-Consumer line of business. Operating margin for Entertainment DTC SVOD is calculated as operating income divided by revenue.

The Company uses Entertainment DTC SVOD operating income (and related margin) as a measure of the performance of our Entertainment DTC SVOD services and we believe Entertainment DTC SVOD operating income (and related margin) assists investors by allowing them to evaluate the performance of these DTC SVOD services.

FORWARD-LOOKING STATEMENTS

Certain statements and information in this earnings release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations, beliefs, plans, financial prospects, trends or outlook and guidance; financial or performance estimates and expectations (including estimated or expected earnings, operating income, margins, costs, expenses, impact of certain items and timing) and expected drivers; direct-to-consumer prospects, returns to shareholders, including share repurchases, strategic priorities and initiatives and future investments; and other statements that are not historical in nature. Any information that is not historical in nature included in this earnings release is subject to change. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, new or expanded business lines or cessation of certain operations), our execution of our business plans (including the content we create and IP we invest in, our pricing decisions, our cost structure and our management and other personnel decisions), our ability to quickly execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including:

  • the occurrence of subsequent events;
  • deterioration in domestic and global economic conditions or failure of conditions to improve as anticipated;
  • deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue;
  • consumer preferences and acceptance of our content, offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising sales on our DTC streaming services and linear networks;
  • health concerns and their impact on our businesses and productions;
  • international, including tariffs and other trade policies, political or military developments;
  • regulatory and legal developments;
  • technological developments;
  • labor markets and activities, including work stoppages;
  • adverse weather conditions or natural disasters; and
  • availability of content.

Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable):

  • our operations, business plans or profitability, including direct-to-consumer profitability;
  • demand for our products and services;
  • the performance of the Company’s content;
  • our ability to create or obtain desirable content at or under the value we assign the content;
  • the advertising market for programming;
  • taxation; and
  • performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K, including under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” subsequent quarterly reports on Form 10-Q, including under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and subsequent filings with the Securities and Exchange Commission.

The terms “Company,” “we,” and “our” are used in this report to refer collectively to the parent company and the subsidiaries through which our various businesses are actually conducted.

PREPARED EARNINGS REMARKS AND CONFERENCE CALL INFORMATION

In conjunction with this release, The Walt Disney Company will post prepared management remarks (Executive Commentary) at www.disney.com/investors and will host a conference call today, November 13, 2025, at 8:30 AM EST/5:30 AM PST via a live Webcast. To access the Webcast go to www.disney.com/investors. The Webcast replay will also be available on the site.

 

Contacts

David Jefferson
Corporate Communications
818-560-4832

Carlos Gómez
Investor Relations
818-560-1933

The post The Walt Disney Company Reports Fourth Quarter and Full Year Earnings for Fiscal 2025 appeared first on The Walt Disney Company.

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The Walt Disney Company To Participate In The Wells Fargo Technology, Media, And Telecom Summit https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-to-participate-in-the-wells-fargo-technology-media-and-telecom-summit/ Fri, 02 Jan 2026 23:45:57 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company To Participate In The Wells Fargo Technology, Media, And Telecom Summit appeared first on The Walt Disney Company.

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BURBANK, Calif., November 6, 2025 – Hugh Johnston, Senior Executive Vice President & Chief Financial Officer, The Walt Disney Company (NYSE: DIS) will participate in a question-and-answer session at the Wells Fargo Technology, Media, and Telecom Summit on Wednesday, November 19, 2025 at approximately 11:00 a.m. ET/ 8:00 a.m. PT.

To stream live, please visit www.disney.com/investors. A recording of the question-and-answer session will be archived on our website.

Contacts

Carlos Gómez
Investor Relations
(818) 560-1933

David Jefferson
Corporate Communications
(818) 560-4832

The post The Walt Disney Company To Participate In The Wells Fargo Technology, Media, And Telecom Summit appeared first on The Walt Disney Company.

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The Walt Disney Company Executives To Discuss Fiscal Full Year And Fourth Quarter 2025 Financial Results Via Webcast https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-executives-to-discuss-fiscal-full-year-and-fourth-quarter-2025-financial-results-via-webcast-2/ Fri, 02 Jan 2026 23:42:18 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Executives To Discuss Fiscal Full Year And Fourth Quarter 2025 Financial Results Via Webcast appeared first on The Walt Disney Company.

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BURBANK, Calif., October 1, 2025 – The Walt Disney Company (NYSE: DIS) will host a live audio webcast to discuss fiscal full year and fourth quarter 2025 financial results beginning at 8:30 a.m. ET / 5:30 a.m. PT on Thursday, November 13, 2025.

Disney will release results before the opening of regular trading on November 13, 2025 and post earnings materials at www.disney.com/investors.

To listen to the webcast, please visit www.disney.com/investors. The webcast will be archived.

Contacts

Carlos Gómez
Investor Relations
(818) 560-1933

David Jefferson
Corporate Communications
(818) 560-4832

Materials and webcast may include forward-looking information.

The post The Walt Disney Company Executives To Discuss Fiscal Full Year And Fourth Quarter 2025 Financial Results Via Webcast appeared first on The Walt Disney Company.

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The Walt Disney Company To Participate In The Bank Of America Media, Communications & Entertainment Conference https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-to-participate-in-the-bank-of-america-media-communications-entertainment-conference/ Fri, 02 Jan 2026 22:56:17 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company To Participate In The Bank Of America Media, Communications & Entertainment Conference appeared first on The Walt Disney Company.

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BURBANK, Calif., August 28, 2025 – Jimmy Pitaro, Chairman, ESPN, The Walt Disney Company (NYSE: DIS) will participate in a question-and-answer session at the Bank of America Media, Communications & Entertainment Conference on Thursday, September 4, 2025 at approximately 1:10 p.m. ET/ 10:10 a.m. PT.

To stream live, please visit www.disney.com/investors. A recording of the question-and-answer session will be archived on our website.

Contacts

Carlos Gómez
Investor Relations
(818) 560-1933

Mike Long
Corporate Communications
(818) 560-4588

Josh Krulewitz
ESPN Communications
(860) 766-2319

The post The Walt Disney Company To Participate In The Bank Of America Media, Communications & Entertainment Conference appeared first on The Walt Disney Company.

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The Walt Disney Company Reports Third Quarter and Nine Months Earnings for Fiscal 2025 https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-reports-third-quarter-and-nine-months-earnings-for-fiscal-2025/ Fri, 02 Jan 2026 22:47:24 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Reports Third Quarter and Nine Months Earnings for Fiscal 2025 appeared first on The Walt Disney Company.

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BURBANK, Calif.–The Walt Disney Company today reported earnings for its third fiscal quarter ended June 28, 2025.

Financial Results for the Quarter:

  • Revenues increased 2% for Q3 to $23.7 billion from $23.2 billion in Q3 fiscal 2024
  • Income before income taxes increased 4% for Q3 to $3.2 billion from $3.1 billion in Q3 fiscal 2024
  • Total segment operating income(1)increased 8% for Q3 to $4.6 billion from $4.2 billion in Q3 fiscal 2024
  • Diluted earnings per share (EPS) for Q3 improved to $2.92 from $1.43 in Q3 fiscal 2024, and adjusted EPS(1)increased 16% for Q3 to $1.61 from $1.39 in Q3 fiscal 2024

Key Points:

  • Entertainment: Segment operating income of $1.0 billion, a $179 million decrease versus Q3 fiscal 2024
    • Direct-to-Consumer revenue increased 6%, which included an adverse impact of 3 percentage points due to Disney+ Hotstar being included in the prior-year quarter’s results
    • Direct-to-Consumer operating income increased $365 million to $346 million
    • 183 million Disney+ and Hulu subscriptions, an increase of 2.6 million versus Q2 fiscal 2025
    • 128 million Disney+ subscribers, an increase of 1.8 million versus Q2 fiscal 2025
    • Linear Networks operating income declined $269 million versus Q3 fiscal 2024 largely driven by the Star India transaction
    • Content Sales/Licensing and Other declined $275 million versus Q3 fiscal 2024, reflecting the performance of titles in the quarter compared to the strong performance of Inside Out 2in the prior-year quarter
  • Sports: Segment operating income of $1.0 billion, an increase of $235 million versus Q3 fiscal 2024
    • Year-over-year increase reflects the impact of a $314 million loss at Star India in Q3 fiscal 2024
    • Domestic ESPN operating income declined 7% versus the prior-year quarter primarily due to higher programming and production costs reflecting contractual rate increases for the NBA and college sports
    • Domestic advertising revenue growth of 3%
  • Experiences: Segment operating income of $2.5 billion, an increase of $294 million versus Q3 fiscal 2024
    • Operating income in the quarter reflects a ~$40 million benefit from timing of the Easter holiday, and a ~$30 million impact from pre-opening expenses at Disney Cruise Line
    • Domestic Parks & Experiences operating income grew 22% to $1.7 billion
(1) Total segment operating income and diluted EPS excluding certain items (also referred to as adjusted EPS) are non-GAAP financial measures. The most comparable GAAP measures are income before income taxes and diluted EPS, respectively. See the discussion on pages 17 through 21 for how we define and calculate these measures and a quantitative reconciliation thereof to the most directly comparable GAAP measures.

Guidance and Outlook:

  • Q4 Fiscal 2025:
    • Total Disney+ and Hulu subscriptions: Increase of more than 10 million compared to Q3 fiscal 2025, with the majority of the increase coming from Hulu as a result of expanded Charter deal
    • Disney+ subscribers: Modest increase in Disney+ subscribers compared to Q3 fiscal 2025
  • Fiscal Year 2025:
    • Adjusted EPS(1)of $5.85, an increase of 18% over fiscal 2024
    • Entertainment Direct-to-Consumer: Operating income of $1.3 billion
    • Entertainment: Double-digit percentage segment operating income growth
    • Sports: 18% segment operating income growth
    • Experiences: 8% segment operating income growth
    • Disney Cruise Line pre-opening expense of ~$185 million, with ~$50 million in Q4 fiscal 2025
    • Equity loss from India JV of ~$200 million driven by purchase accounting amortization

Message From Our CEO:

“We are pleased with our creative success and financial performance in Q3 as we continue to execute across our strategic priorities,” said Robert A. Iger, Chief Executive Officer, The Walt Disney Company. “The company is taking major steps forward in streaming with the upcoming launch of ESPN’s direct-to-consumer service, our just-announced plans with the NFL, and our forthcoming integration of Hulu into Disney+, creating a truly differentiated streaming proposition that harnesses the highest-caliber brands and franchises, general entertainment, family programming, news, and industry-leading sports content. And we have more expansions underway around the world in our parks and experiences than at any other time in our history. With ambitious plans ahead for all our businesses, we’re not done building, and we are excited for Disney’s future.”

(1) Diluted EPS excluding certain items (also referred to as adjusted EPS) is a non-GAAP financial measure. The most comparable GAAP measure is diluted EPS. See the discussion on pages 17 through 21 for how we define and calculate this measure and why the Company is not providing the forward-looking quantitative reconciliation of diluted EPS excluding certain items to the most comparable GAAP measure.

SUMMARIZED FINANCIAL RESULTS

The following table summarizes third quarter results for fiscal 2025 and 2024:

Quarter Ended Nine Months Ended
($ in millions, except per share amounts) June 28, 2025 June 29,
2024
Change June 28, 2025 June 29, 2024 Change
Revenues $ 23,650 $ 23,155 2 % $ 71,961 $ 68,787 5 %
Income before income taxes $ 3,211 $ 3,093 4 % $ 9,958 $ 6,621 50 %
Total segment operating income(1) $ 4,575 $ 4,225 8 % $ 14,071 $ 11,946 18 %
Diluted EPS $ 2.92 $ 1.43 >100 % $ 6.12 $ 2.46 >100 %
Diluted EPS excluding certain items(1) $ 1.61 $ 1.39 16 % $ 4.82 $ 3.83 26 %
Cash provided by operations $ 3,669 $ 2,602 41 % $ 13,627 $ 8,453 61 %
Free cash flow(1) $ 1,889 $ 1,237 53 % $ 7,519 $ 4,530 66 %

 

(1) Total segment operating income, diluted EPS excluding certain items and free cash flow are non-GAAP financial measures. The most comparable GAAP measures are income before income taxes, diluted EPS and cash provided by operations, respectively. See the discussion on pages 17 through 21 for how we define and calculate these measures and a reconciliation thereof to the most directly comparable GAAP measures.

SUMMARIZED SEGMENT FINANCIAL RESULTS

The following table summarizes third quarter segment revenue and operating income for fiscal 2025 and 2024:

Quarter Ended Nine Months Ended
($ in millions) June 28, 2025 June 29, 2024 Change June 28, 2025 June 29, 2024 Change
Revenues:
Entertainment $ 10,704 $ 10,580 1 % $ 32,258 $ 30,357 6 %
Sports 4,308 4,558 (5 )% 13,692 13,705 %
Experiences 9,086 8,386 8 % 27,390 25,911 6 %
Eliminations(1) (448 ) (369 ) (21 )% (1,379 ) (1,186 ) (16 )%
Total revenues $ 23,650 $ 23,155 2 % $ 71,961 $ 68,787 5 %
Segment operating income:
Entertainment $ 1,022 $ 1,201 (15 )% $ 3,983 $ 2,856 39 %
Sports 1,037 802 29 % 1,971 1,477 33 %
Experiences 2,516 2,222 13 % 8,117 7,613 7 %
Total segment operating income(2) $ 4,575 $ 4,225 8 % $ 14,071 $ 11,946 18 %

 

(1) Reflects fees paid by (a) Hulu to ESPN and the Entertainment linear networks business for the right to air their networks on Hulu Live and (b) ABC Network and Disney+ to ESPN to program certain sports content on ABC Network and Disney+.
(2) Total segment operating income is a non-GAAP financial measure. The most comparable GAAP measure is income before income taxes. See the discussion on pages 17 through 21.

DISCUSSION OF THIRD QUARTER SEGMENT RESULTS

Star India

On November 14, 2024, the Company and Reliance Industries Limited (RIL) completed the formation (the Star India Transaction) of a joint venture (India joint venture) that combines the Company’s Star-branded and other general entertainment and sports television channels and direct-to-consumer Disney+ Hotstar service in India (Star India) with certain media and entertainment businesses controlled by RIL. RIL has an effective 56% controlling interest in the joint venture with 37% held by the Company and 7% held by a third party investment company.

Upon completion of the Star India Transaction, the Company began recognizing its 37% share of the India joint venture’s results in “Equity in the income of investees.” Star India results through November 14, 2024 are consolidated in the Company’s financial results.

Entertainment

Revenue and operating income for the Entertainment segment were as follows:

Quarter Ended Change Nine Months Ended
($ in millions) June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024 Change
Revenues:
Linear Networks $ 2,271 $ 2,663 (15 )% $ 7,306 $ 8,231 (11 )%
Direct-to-Consumer 6,176 5,805 6 % 18,366 16,993 8 %
Content Sales/Licensing and Other 2,257 2,112 7 % 6,586 5,133 28 %
$ 10,704 $ 10,580 1 % $ 32,258 $ 30,357 6 %
Operating income (loss):
Linear Networks $ 697 $ 966 (28 )% $ 2,564 $ 2,954 (13 )%
Direct-to-Consumer 346 (19 ) nm 975 (110 ) nm
Content Sales/Licensing and Other (21 ) 254 nm 444 12 >100 %
$ 1,022 $ 1,201 (15 )% $ 3,983 $ 2,856 39 %

The decrease in Entertainment operating income in the current quarter compared to the prior-year quarter was due to lower results at Content Sales/Licensing and Other and Linear Networks, partially offset by an improvement at Direct-to-Consumer.

Linear Networks

Linear Networks revenues and operating income were as follows:

Quarter Ended Change
($ in millions) June 28, 2025 June 29, 2024
Revenue
Domestic $ 2,052 $ 2,145 (4 )%
International 219 518 (58 )%
$ 2,271 $ 2,663 (15 )%
Operating income
Domestic $ 587 $ 682 (14 )%
International 12 157 (92 )%
Equity in the income of investees 98 127 (23 )%
$ 697 $ 966 (28 )%

Domestic

Domestic operating income in the current quarter decreased compared to the prior-year quarter due to:

  • A decline in advertising revenue due to a decrease in average viewership and lower rates
  • Lower affiliate revenue attributable to fewer subscribers, partially offset by higher effective rates
  • Programming and production costs were comparable to the prior-year quarter as higher fees paid to the Sports segment to program sports on ABC were offset by lower costs for non-sports programming

International

The decrease in international operating income was due to the Star India Transaction.

Equity in the Income of Investees

Income from equity investees decreased due to lower income from A+E Television Networks (A+E) attributable to decreases in affiliate and advertising revenue, partially offset by lower marketing costs.

Direct-to-Consumer

Direct-to-Consumer revenues and operating income (loss) were as follows:

Quarter Ended Change
($ in millions) June 28, 2025 June 29, 2024
Revenue $ 6,176 $ 5,805 6 %
Operating income (loss) $ 346 $ (19 ) nm

The improvement in operating results in the current quarter compared to the prior-year quarter was due to:

  • Subscription revenue growth attributable to:
    • Higher effective rates, reflecting increases in pricing
    • An increase in subscribers
    • The absence of Star India subscription revenue in the current quarter due to the Star India Transaction
    • An unfavorable foreign exchange impact
  • A decrease in programming and production costs reflecting:
    • The comparison to International Cricket Council (ICC) programming, which was carried on Disney+ Hotstar in the prior-year quarter
    • An increase in hours of content available on the services
    • Higher subscriber-based license fees attributable to more subscribers to bundles with third-party offerings
  • Lower marketing costs
  • Higher technology and distribution costs
  • A decrease in advertising revenue due to lower rates and the comparison to ICC programming in the prior-year quarter, partially offset by more impressions

Key Metrics(1) – Third Quarter of Fiscal 2025 Comparison to Second Quarter of Fiscal 2025

The following tables and related discussion are on a sequential quarter basis.

Paid subscribers at:

(in millions) June 28, 2025 March 29, 2025 Change
Disney+
Domestic (U.S. and Canada) 57.8 57.8 %
International 69.9 68.2 2 %
Total Disney+(2) 127.8 126.0 1 %
Hulu
SVOD Only 51.2 50.3 2 %
Live TV + SVOD 4.3 4.4 (2 )%
Total Hulu(2) 55.5 54.7 1 %

Average Monthly Revenue Per Paid Subscriber for the quarter ended:

June 28, 2025 March 29, 2025 Change
Disney+
Domestic (U.S. and Canada) $ 8.09 $ 8.06 %
International 7.67 7.52 2 %
Disney+ 7.86 7.77 1 %
Hulu
SVOD Only 12.40 12.36 %
Live TV + SVOD 100.27 99.94 %

 

(1) See discussion on page 16—DTC Product Descriptions and Key Definitions
(2) Total may not equal the sum of the column due to rounding

Domestic Disney+ average monthly revenue per paid subscriber increased from $8.06 to $8.09 as higher advertising revenue was largely offset by the impact of subscriber mix shifts.

International Disney+ average monthly revenue per paid subscriber increased from $7.52 to $7.67 due to a favorable foreign exchange impact and increases in pricing, partially offset by the impact of subscriber mix shifts.

Hulu SVOD Only average monthly revenue per paid subscriber increased from $12.36 to $12.40 as higher advertising revenue was largely offset by the impact of subscriber mix shifts.

Hulu Live TV + SVOD average monthly revenue per paid subscriber increased from $99.94 to $100.27 due to higher advertising revenue.

Content Sales/Licensing and Other

Content Sales/Licensing and Other revenues and operating income (loss) were as follows:

Quarter Ended Change
($ in millions) June 28, 2025 June 29, 2024
Revenue $ 2,257 $ 2,112 7 %
Operating income (loss) $ (21 ) $ 254 nm

The decrease in operating results was due to:

  • Lower theatrical distribution results. The current quarter reflected the release of Elio,Thunderbolts* and Lilo & Stitch, while the prior-year quarter included the release of Inside Out 2.
  • Higher film cost impairments in the current quarter

Sports

Sports revenues and operating income (loss) were as follows:

Quarter Ended Change
($ in millions) June 28, 2025 June 29, 2024
Revenue
ESPN
Domestic $ 3,929 $ 3,908 1 %
International 379 371 2 %
4,308 4,279 1 %
Star India 279 (100 )%
$ 4,308 $ 4,558 (5 )%
Operating income (loss)
ESPN
Domestic $ 1,014 $ 1,085 (7 )%
International (3 ) 5 nm
1,011 1,090 (7 )%
Star India (314 ) 100 %
Equity in the income of investees 26 26 %
$ 1,037 $ 802 29 %

Domestic ESPN

The decrease in domestic ESPN operating results in the current quarter compared to the prior-year quarter reflected:

  • An increase in programming and production costs primarily due to:
    • Higher NBA and college sports rights costs reflecting contractual rate increases
    • The absence of NHL Stanley Cup Finals rights costs in the current quarter. We have the rights to air the Stanley Cup Finals every other year.
  • An increase in revenue attributable to:
    • Higher fees received from the Entertainment segment to program sports content on ABC
    • Advertising revenue growth due to increases in rates, partially offset by lower average viewership
    • A decrease in affiliate revenue reflecting fewer subscribers, largely offset by higher effective rates
    • Lower Ultimate Fighting Championship pay-per-view fees due to lower average buys per event

Star India

The operating loss in Star India in the prior-year quarter reflected Indian Premier League and ICC cricket programming.

Key Metrics(1) – Third Quarter of Fiscal 2025 Comparison to Second Quarter of Fiscal 2025

The following table is on a sequential quarter basis.

June 28, 2025 March 29, 2025 Change
Paid subscribers at: (in millions) 24.1 24.1 %
Average Monthly Revenue Per Paid Subscriber for the quarter ended: $ 6.40 $ 6.58 (3 )%

 

(1) See discussion on page 16—DTC Product Descriptions and Key Definitions

ESPN+ average monthly revenue per paid subscriber decreased from $6.58 to 6.40 due to lower advertising revenue.

Experiences

Experiences revenues and operating income were as follows:

Quarter Ended Change
($ in millions) June 28, 2025 June 29, 2024
Revenue
Parks & Experiences
Domestic $ 6,403 $ 5,820 10 %
International 1,691 1,602 6 %
Consumer Products 992 964 3 %
$ 9,086 $ 8,386 8 %
Operating income
Parks & Experiences
Domestic $ 1,650 $ 1,347 22 %
International 422 435 (3 )%
Consumer Products 444 440 1 %
$ 2,516 $ 2,222 13 %

Domestic Parks and Experiences

Operating results at our domestic parks and experiences increased compared to the prior-year quarter due to growth at our domestic parks and resorts and, to a lesser extent, Disney Cruise Line reflecting:

  • An increase in guest spending due to higher spending at our theme parks
  • Higher volumes attributable to increases in passenger cruise days and occupied room nights. Additional passenger cruise days reflected the launch of the Disney Treasurein the first quarter of the current year
  • Increased costs primarily due to new guest offerings, including the fleet expansion at Disney Cruise Line

OTHER FINANCIAL INFORMATION

Corporate and Unallocated Shared Expenses

Corporate and unallocated shared expenses increased $82 million for the quarter, from $328 million to $410 million, primarily due to a legal settlement, timing of allocations to the segments and higher compensation costs, partially offset by a gain on a land sale.

Restructuring and Impairment Charges

In the current quarter, the Company recorded charges of $185 million primarily for an impairment of an equity investment.

Other Expense

In the prior-year quarter, the Company recorded a charge of $65 million related to a legal ruling.

Interest Expense, net

Interest expense, net was as follows:

Quarter Ended
($ in millions) June 28, 2025 June 29, 2024 Change
Interest expense $ (438 ) $ (509 ) 14 %
Interest income, investment income and other 114 167 (32 )%
Interest expense, net $ (324 ) $ (342 ) 5 %

The decrease in interest expense was due to lower average debt balances and rates, partially offset by a decrease in capitalized interest.

The decrease in interest income, investment income and other was due to an unfavorable comparison related to pension and postretirement benefit costs, other than service cost.

Equity in the Income of Investees

Equity in the income of investees was as follows:

Quarter Ended
($ in millions) June 28, 2025 June 29, 2024 Change
Amounts included in segment results:
Entertainment $ 102 $ 123 (17 )%
Sports 26 26 %
Equity in the loss of India joint venture (50 ) nm
Amortization of TFCF Corporation (TFCF) intangible assets related to an equity investee (3 ) (3 ) %
Equity in the income of investees $ 75 $ 146 (49 )%

Income from equity investees decreased $71 million, to $75 million from $146 million, primarily due to a loss from the India joint venture in the current quarter.

Income Taxes

The effective income tax rate was as follows:

Quarter Ended
June 28, 2025 June 29, 2024
Income before income taxes $ 3,211 $ 3,093
Income tax (benefit) expense (2,732 ) 251
Effective income tax rate (85.1 )% 8.1 %

The effective income tax rate was negative 85.1% in the current quarter compared to a positive effective income tax rate of 8.1% in the prior-year quarter. The current quarter included a $3.3 billion non-cash tax benefit recognized upon the change in Hulu’s U.S. income tax classification. Aside from the $3.3 billion tax benefit, both the current and prior-year quarters reflected benefits from favorable adjustments related to prior year tax matters.

Noncontrolling Interests

Net income attributable to noncontrolling interests was as follows:

Quarter Ended
($ in millions) June 28, 2025 June 29, 2024 Change
Net income attributable to noncontrolling interests $ (681 ) $ (221 ) >(100) %

The increase in net income attributable to noncontrolling interests was due to an incremental payment to acquire Hulu.

Net income attributable to noncontrolling interests is determined on income after royalties and management fees, financing costs and income taxes, as applicable.

Cash from Operations

Cash provided by operations and free cash flow were as follows:

Nine Months Ended
($ in millions) June 28, 2025 June 29, 2024 Change
Cash provided by operations $ 13,627 $ 8,453 $ 5,174
Investments in parks, resorts and other property (6,108 ) (3,923 ) (2,185 )
Free cash flow(1) $ 7,519 $ 4,530 $ 2,989

 

(1) Free cash flow is not a financial measure defined by GAAP. The most comparable GAAP measure is cash provided by operations. See the discussion on pages 17 through 21.

Cash provided by operations increased $5.2 billion to $13.6 billion in the current period from $8.5 billion in the prior-year period driven by:

  • Lower tax payments in the current period compared to the prior-year period reflecting:
    • Deferral of fiscal 2025 U.S. federal and California state income tax payments until October 2025 pursuant to relief related to the 2025 wildfires in California
    • Payment in fiscal 2024 of U.S. federal and California state income taxes related to fiscal 2023 that had been deferred pursuant to relief related to 2023 winter storms in California
  • Higher operating income and, to a lesser extent, lower spending on content at Entertainment
  • Higher operating income at Experiences

Capital Expenditures

Investments in parks, resorts and other property were as follows:

Nine Months Ended
($ in millions) June 28, 2025 June 29, 2024
Entertainment $ (835 ) $ (750 )
Sports (2 )
Experiences
Domestic (4,068 ) (1,953 )
International (865 ) (706 )
Total Experiences (4,933 ) (2,659 )
Corporate (340 ) (512 )
Total investments in parks, resorts and other property $ (6,108 ) $ (3,923 )

Capital expenditures increased to $6.1 billion from $3.9 billion due to higher spend on cruise ship fleet expansion at the Experiences segment, partially offset by lower spend on corporate facilities.

Depreciation Expense

Depreciation expense was as follows:

Nine Months Ended
($ in millions) June 28, 2025 June 29, 2024
Entertainment $ 540 $ 503
Sports 34 29
Experiences
Domestic 1,438 1,287
International 576 538
Total Experiences 2,014 1,825
Corporate 244 159
Total depreciation expense $ 2,832 $ 2,516

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited; $ in millions, except per share data)

Quarter Ended Nine Months Ended
June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024
Revenues $ 23,650 $ 23,155 $ 71,961 $ 68,787
Costs and expenses (20,005 ) (19,801 ) (60,732 ) (59,618 )
Restructuring and impairment charges (185 ) (437 ) (2,052 )
Other expense (65 ) (65 )
Interest expense, net (324 ) (342 ) (1,037 ) (899 )
Equity in the income of investees 75 146 203 468
Income before income taxes 3,211 3,093 9,958 6,621
Income taxes 2,732 (251 ) 2,030 (1,412 )
Net income 5,943 2,842 11,988 5,209
Net income attributable to noncontrolling interests (681 ) (221 ) (897 ) (697 )
Net income attributable to The Walt Disney Company (Disney) $ 5,262 $ 2,621 $ 11,091 $ 4,512
Earnings per share attributable to Disney:
Diluted $ 2.92 $ 1.43 $ 6.12 $ 2.46
Basic $ 2.92 $ 1.44 $ 6.14 $ 2.47
Weighted average number of common and common equivalent shares outstanding:
Diluted 1,805 1,829 1,812 1,835
Basic 1,799 1,821 1,806 1,829

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited; $ in millions, except per share data)

June 28, 2025 September 28, 2024
ASSETS
Current assets
Cash and cash equivalents $ 5,367 $ 6,002
Receivables, net 13,402 12,729
Inventories 2,080 2,022
Content advances 1,756 2,097
Other current assets 1,215 2,391
Total current assets 23,820 25,241
Produced and licensed content costs 31,278 32,312
Investments 8,671 4,459
Parks, resorts and other property
Attractions, buildings and equipment 81,547 76,674
Accumulated depreciation (48,847 ) (45,506 )
32,700 31,168
Projects in progress 6,294 4,728
Land 1,191 1,145
40,185 37,041
Intangible assets, net 9,639 10,739
Goodwill 73,314 73,326
Other assets 9,705 13,101
Total assets $ 196,612 $ 196,219
LIABILITIES AND EQUITY
Current liabilities
Accounts payable and other accrued liabilities $ 20,500 $ 21,070
Current portion of borrowings 5,732 6,845
Deferred revenue and other 6,740 6,684
Total current liabilities 32,972 34,599
Borrowings 36,531 38,970
Deferred income taxes 3,097 6,277
Other long-term liabilities 10,256 10,851
Commitments and contingencies
Equity
Preferred stock
Common stock, $0.01 par value, Authorized – 4.6 billion shares, Issued – 1.9 billion shares 59,515 58,592
Retained earnings 59,109 49,722
Accumulated other comprehensive loss (3,049 ) (3,699 )
Treasury stock, at cost, 71 million shares at June 28, 2025 and 47 million shares at September 28, 2024 (6,430 ) (3,919 )
Total Disney Shareholders’ equity 109,145 100,696
Noncontrolling interests 4,611 4,826
Total equity 113,756 105,522
Total liabilities and equity $ 196,612 $ 196,219

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited; $ in millions)

Nine Months Ended
June 28, 2025 June 29, 2024
OPERATING ACTIVITIES
Net income $ 11,988 $ 5,209
Depreciation and amortization 3,932 3,705
Impairments of goodwill, produced and licensed content and other assets 419 2,038
Deferred income taxes (2,915 ) (489 )
Equity in the income of investees (203 ) (468 )
Cash distributions received from equity investees 110 327
Net change in produced and licensed content costs and advances 819 1,121
Equity-based compensation 1,004 1,036
Other, net (153 ) (20 )
Changes in operating assets and liabilities
Receivables (660 ) (1,373 )
Inventories (70 ) (2 )
Other assets (201 ) 74
Accounts payable and other liabilities (307 ) (814 )
Income taxes (136 ) (1,891 )
Cash provided by operations 13,627 8,453
INVESTING ACTIVITIES
Investments in parks, resorts and other property (6,108 ) (3,923 )
Purchase of investments (98 ) (1,006 )
Other, net 13 26
Cash used in investing activities (6,193 ) (4,903 )
FINANCING ACTIVITIES
Commercial paper borrowings (payments), net (1,498 ) 1,377
Borrowings 1,057 132
Reduction of borrowings (2,969 ) (729 )
Dividends (905 ) (549 )
Repurchases of common stock (2,496 ) (2,523 )
Acquisition of redeemable noncontrolling interests (439 ) (8,610 )
Other, net (840 ) (820 )
Cash used in financing activities (8,090 ) (11,722 )
Impact of exchange rates on cash, cash equivalents and restricted cash 31 (14 )
Change in cash, cash equivalents and restricted cash (625 ) (8,186 )
Cash, cash equivalents and restricted cash, beginning of period 6,102 14,235
Cash, cash equivalents and restricted cash, end of period $ 5,477 $ 6,049

DTC PRODUCT DESCRIPTIONS AND KEY DEFINITIONS

Product offerings

In the U.S., Disney+, ESPN+ and Hulu SVOD Only are each offered as a standalone service or as part of various multi-product offerings. Hulu Live TV + SVOD includes Disney+ and ESPN+. Disney+ is available in more than 150 countries and territories outside the U.S. Depending on the market, our services can be purchased on our websites or through third-party platforms/apps or are available via wholesale arrangements.

Paid subscribers

Paid subscribers reflect subscribers for which we recognized subscription revenue. Certain product offerings provide the option for an extra member to be added to an account (extra member add-on). These extra members are not counted as paid subscribers. Subscribers cease to be a paid subscriber as of their effective cancellation date or as a result of a failed payment method. Subscribers to multi-product offerings in the U.S. are counted as a paid subscriber for each of the Company’s services included in the multi-product offering, and subscribers to Hulu Live TV + SVOD are counted as one paid subscriber for each of the Hulu Live TV + SVOD, Disney+ and ESPN+ services. Subscribers include those who receive an entitlement to a service through wholesale arrangements, including those for which the service is available to each subscriber of an existing content distribution tier. When we aggregate the total number of paid subscribers across our DTC streaming services, we refer to them as paid subscriptions.

International Disney+

International Disney+ includes the Disney+ service outside the U.S. and Canada.

Average Monthly Revenue Per Paid Subscriber

Hulu and ESPN+ average monthly revenue per paid subscriber is calculated based on the average of the monthly average paid subscribers for each month in the period. The monthly average paid subscribers is calculated as the sum of the beginning of the month and end of the month paid subscriber count, divided by two. Disney+ average monthly revenue per paid subscriber is calculated using a daily average of paid subscribers for the period. Revenue includes subscription fees, advertising (excluding revenue earned from selling advertising spots to other Company businesses), premium and feature add-on revenue and extra member add-on revenue but excludes Pay-Per-View revenue. Advertising revenue generated by content on one DTC streaming service that is accessed through another DTC streaming service by subscribers to both streaming services is allocated between both streaming services. The average revenue per paid subscriber is net of discounts on offerings that carry more than one service. Revenue is allocated to each service based on the relative retail or wholesale price of each service on a standalone basis. Hulu Live TV + SVOD revenue is allocated to the SVOD services based on the wholesale price of the Hulu SVOD Only, Disney+ and ESPN+ multi-product offering. In general, wholesale arrangements have a lower average monthly revenue per paid subscriber than subscribers that we acquire directly or through third-party platforms.

NON-GAAP FINANCIAL MEASURES

This earnings release presents diluted EPS excluding certain items (also referred to as adjusted EPS), total segment operating income and free cash flow. Diluted EPS excluding certain items, total segment operating income and free cash flow are important financial measures for the Company but are not financial measures defined by GAAP.

These measures should be reviewed in conjunction with the most comparable GAAP financial measures and are not presented as alternative measures of diluted EPS, income before income taxes or cash provided by operations as determined in accordance with GAAP. Diluted EPS excluding certain items, total segment operating income and free cash flow as we have calculated them may not be comparable to similarly titled measures reported by other companies.

Our definitions and calculations of diluted EPS excluding certain items, total segment operating income and free cash flow, as well as quantitative reconciliations of each of these measures to the most directly comparable GAAP financial measure, are provided below.

The Company is not providing the forward-looking measure for diluted EPS, which is the most directly comparable GAAP measure to diluted EPS excluding certain items, or a quantitative reconciliation of forward-looking diluted EPS excluding certain items to that most directly comparable GAAP measure. The Company is unable to predict or estimate with reasonable certainty the ultimate outcome of certain significant items required for such GAAP measure without unreasonable effort. Information about other adjusting items that is currently not available to the Company could have a potentially unpredictable and significant impact on future GAAP financial results.

Diluted EPS excluding certain items

The Company uses diluted EPS excluding (1) certain items affecting comparability of results from period to period and (2) amortization of TFCF and Hulu intangible assets, including purchase accounting step-up adjustments for released content, to facilitate the evaluation of the performance of the Company’s operations exclusive of these items, and these adjustments reflect how senior management is evaluating segment performance.

The Company believes that providing diluted EPS exclusive of certain items impacting comparability is useful to investors, particularly where the impact of the excluded items is significant in relation to reported earnings and because the measure allows for comparability between periods of the operating performance of the Company’s business and allows investors to evaluate the impact of these items separately.

The Company further believes that providing diluted EPS exclusive of amortization of TFCF and Hulu intangible assets associated with the acquisition in 2019 is useful to investors because the TFCF and Hulu acquisition was considerably larger than the Company’s historic acquisitions with a significantly greater acquisition accounting impact.

The following table reconciles reported diluted EPS to diluted EPS excluding certain items for the third quarter:

($ in millions except EPS) Pre-Tax Income/

Loss

Tax Benefit/

Expense(1)

After-Tax Income/

Loss(2)

Diluted EPS(3) Change vs. prior-year period
Quarter Ended June 28, 2025
As reported $ 3,211 $ 2,732 $ 5,943 $ 2.92 >100 %
Exclude:
Hulu Transaction Impacts(4) (3,277 ) (3,277 ) (1.56 )
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5) 395 (92 ) 303 0.16
Restructuring and impairment charges(6) 185 (43 ) 142 0.08
Excluding certain items $ 3,791 $ (680 ) $ 3,111 $ 1.61 16 %
Quarter Ended June 29, 2024
As reported $ 3,093 $ (251 ) $ 2,842 $ 1.43
Exclude:
Income Tax Reserve Adjustments (418 ) (418 ) (0.23 )
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5) 397 (93 ) 304 0.16
Other expense(7) 65 (11 ) 54 0.03
Excluding certain items $ 3,555 $ (773 ) $ 2,782 $ 1.39

 

(1) Tax benefit/expense is determined using the tax rate applicable to the individual item.
(2) Before noncontrolling interest share.
(3) Net of noncontrolling interest share, where applicable. Total may not equal the sum of the column due to rounding.
(4) Reflects a $3,277 million non-cash tax benefit recognized upon the change in Hulu’s U.S. income tax classification and $477 million recognized in “Net income attributable to noncontrolling interests” related to the acquisition of Hulu (Hulu Transaction Impacts).
(5) For the current quarter, intangible asset amortization was $326 million, step-up amortization was $66 million and amortization of intangible assets related to a TFCF equity investee was $3 million. For the prior-year quarter, intangible asset amortization was $326 million, step-up amortization was $68 million and amortization of intangible assets related to a TFCF equity investee was $3 million.
(6) Amounts for the current quarter include an impairment charge related to an equity investment ($179 million).
(7) For the prior-year quarter, other expense was due to a charge related to a legal ruling ($65 million).

The following table reconciles reported diluted EPS to diluted EPS excluding certain items for the nine-month period:

($ in millions except EPS) Pre-Tax Income/

Loss

Tax Benefit/

Expense(1)

After-Tax Income/

Loss(2)

Diluted EPS(3) Change vs. prior year
Nine Months Ended June 28, 2025:
As reported $ 9,958 $ 2,030 $ 11,988 $ 6.12 >100 %
Exclude:
Hulu Transaction Impacts (3,277 ) (3,277 ) (1.55 )
Resolution of a prior-year tax matter (1,016 ) (1,016 ) (0.56 )
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(4) 1,188 (276 ) 912 0.49
Restructuring and impairment charges(5) 437 145 582 0.32
Excluding certain items $ 11,583 $ (2,394 ) $ 9,189 $ 4.82 26 %
Nine Months Ended June 29, 2024:
As reported $ 6,621 $ (1,412 ) $ 5,209 $ 2.46
Exclude:
Restructuring and impairment charges(5) 2,052 (121 ) 1,931 1.05
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(4) 1,282 (299 ) 983 0.52
Other expense(6) 65 (11 ) 54 0.03
Income Tax Reserve Adjustments (418 ) (418 ) (0.23 )
Excluding certain items $ 10,020 $ (2,261 ) $ 7,759 $ 3.83

 

(1) Tax benefit/expense is determined using the tax rate applicable to the individual item.
(2) Before noncontrolling interest share.
(3) Net of noncontrolling interest share, where applicable. Total may not equal the sum of the column due to rounding.
(4) For the current period, intangible asset amortization was $980 million, step-up amortization was $199 million and amortization of intangible assets related to a TFCF equity investee was $9 million. For the prior-year period, intangible asset amortization was $1,068 million, step-up amortization was $205 million and amortization of intangible assets related to a TFCF equity investee was $9 million.
(5) Amounts for the current period include impairment charges related to an equity investment ($179 million), the Star India Transaction ($143 million) and content ($109 million). Tax expense in the current period includes the estimated tax impact of these charges and a non-cash tax charge of $244 million related to the Star India Transaction. Amounts for the prior-year period include impairments of goodwill ($2,038 million) and a non-cash tax benefit related to the Star India Transaction ($113 million).
(6) For the prior-year period, other expense was due to a charge related to a legal ruling ($65 million).

Total segment operating income

The Company evaluates the performance of its operating segments based on segment operating income, and management uses total segment operating income (the sum of segment operating income from all of the Company’s segments) as a measure of the performance of operating businesses separate from non-operating factors. The Company believes that information about total segment operating income assists investors by allowing them to evaluate changes in the operating results of the Company’s portfolio of businesses separate from non-operational factors that affect net income, thus providing separate insight into both operations and other factors that affect reported results.

The following table reconciles income before income taxes to total segment operating income:

Quarter Ended Nine Months Ended
($ in millions) June 28, 2025 June 29, 2024 Change June 28, 2025 June 29, 2024 Change
Income before income taxes $ 3,211 $ 3,093 4 % $ 9,958 $ 6,621 50 %
Add (subtract):
Corporate and unallocated shared expenses 410 328 (25 )% 1,265 1,027 (23 )%
Equity in the loss of India joint venture 50 nm 186 nm
Restructuring and impairment charges 185 nm 437 2,052 79 %
Other expense 65 100 % 65 100 %
Interest expense, net 324 342 5 % 1,037 899 (15 )%
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs 395 397 1 % 1,188 1,282 7 %
Total segment operating income $ 4,575 $ 4,225 8 % $ 14,071 $ 11,946 18 %

Free cash flow

The Company uses free cash flow (cash provided by operations less investments in parks, resorts and other property), among other measures, to evaluate the ability of its operations to generate cash that is available for purposes other than capital expenditures. Management believes that information about free cash flow provides investors with an important perspective on the cash available to service debt obligations, make strategic acquisitions and investments and pay dividends or repurchase shares.

The following table presents a summary of the Company’s consolidated cash flows:

Quarter Ended Nine Months Ended
($ in millions) June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024
Cash provided by operations $ 3,669 $ 2,602 $ 13,627 $ 8,453
Cash used in investing activities (1,720 ) (2,350 ) (6,193 ) (4,903 )
Cash used in financing activities (2,537 ) (898 ) (8,090 ) (11,722 )
Impact of exchange rates on cash, cash equivalents and restricted cash 107 (31 ) 31 (14 )
Change in cash, cash equivalents and restricted cash (481 ) (677 ) (625 ) (8,186 )
Cash, cash equivalents and restricted cash, beginning of period 5,958 6,726 6,102 14,235
Cash, cash equivalents and restricted cash, end of period $ 5,477 $ 6,049 $ 5,477 $ 6,049

The following table reconciles the Company’s consolidated cash provided by operations to free cash flow:

Quarter Ended Nine Months Ended
($ in millions) June 28, 2025 June 29, 2024 Change June 28, 2025 June 29, 2024 Change
Cash provided by operations $ 3,669 $ 2,602 $ 1,067 $ 13,627 $ 8,453 $ 5,174
Investments in parks, resorts and other property (1,780 ) (1,365 ) (415 ) (6,108 ) (3,923 ) (2,185 )
Free cash flow $ 1,889 $ 1,237 $ 652 $ 7,519 $ 4,530 $ 2,989

 

FORWARD-LOOKING STATEMENTS

Certain statements and information in this earnings release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations, beliefs, plans, financial prospects, trends or outlook and guidance; financial or performance estimates and expectations (including estimated or expected revenues, earnings, operating income, costs, expenses and impact of certain items) and expected drivers; direct-to-consumer prospects, including expectations for subscribers and the nature and value of product offerings and enhancements; prospects and consumer demand for our travel and entertainment offerings; business and other plans including transactions for which conditions to close have not been satisfied, including entering into definitive agreements, regulatory or other approvals or other conditions; strategic priorities and initiatives and other statements that are not historical in nature. Any information that is not historical in nature included in this earnings release is subject to change. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, new or expanded business lines or cessation of certain operations), our execution of our business plans (including the content we create and IP we invest in, our pricing decisions, our cost structure and our management and other personnel decisions), our ability to quickly execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including:

  • the occurrence of subsequent events;
  • deterioration in domestic and global economic conditions or failure of conditions to improve as anticipated;
  • deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue;
  • consumer preferences and acceptance of our content, offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising sales on our DTC streaming services and linear networks;
  • health concerns and their impact on our businesses and productions;
  • international, including tariffs and other trade policies, political or military developments;
  • regulatory and legal developments;
  • technological developments;
  • labor markets and activities, including work stoppages;
  • adverse weather conditions or natural disasters; and
  • availability of content.

Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable):

  • our operations, business plans or profitability, including direct-to-consumer profitability;
  • demand for our products and services;
  • the performance of the Company’s content;
  • our ability to create or obtain desirable content at or under the value we assign the content;
  • the advertising market for programming;
  • taxation; and
  • erformance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K, including under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” quarterly reports on Form 10-Q, including under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and subsequent filings with the Securities and Exchange Commission.

The terms “Company,” “we,” and “our” are used in this report to refer collectively to the parent company and the subsidiaries through which our various businesses are actually conducted.

PREPARED EARNINGS REMARKS AND CONFERENCE CALL INFORMATION

In conjunction with this release, The Walt Disney Company will post prepared management remarks (Executive Commentary) at www.disney.com/investors and will host a conference call today, August 6, 2025, at 8:30 AM EDT/5:30 AM PDT via a live Webcast. To access the Webcast go to www.disney.com/investors. The Webcast replay will also be available on the site.

 

 

Contacts

David Jefferson
Corporate Communications
818-560-4832

Carlos Gómez
Investor Relations
818-560-1933

The post The Walt Disney Company Reports Third Quarter and Nine Months Earnings for Fiscal 2025 appeared first on The Walt Disney Company.

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The Walt Disney Company Executives To Discuss Fiscal Third Quarter 2025 Financial Results Via Webcast https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-executives-to-discuss-fiscal-third-quarter-2025-financial-results-via-webcast/ Fri, 02 Jan 2026 22:27:55 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Executives To Discuss Fiscal Third Quarter 2025 Financial Results Via Webcast appeared first on The Walt Disney Company.

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BURBANK, Calif., July 2, 2025 – The Walt Disney Company (NYSE: DIS) will host a live audio webcast to discuss fiscal third quarter 2025 financial results beginning at 8:30 a.m. ET / 5:30 a.m. PT on Wednesday, August 6, 2025.

Disney will release results before the opening of regular trading on August 6, 2025 and post earnings materials at www.disney.com/investors.

To listen to the webcast, please visit www.disney.com/investors. The webcast will be archived.

Contacts

Carlos Gómez
Investor Relations
(818) 560-1933

David Jefferson
Corporate Communications
(818) 560-4832

Materials and webcast may include forward-looking information.

The post The Walt Disney Company Executives To Discuss Fiscal Third Quarter 2025 Financial Results Via Webcast appeared first on The Walt Disney Company.

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The Walt Disney Company Reports Second Quarter and Six Months Earnings for Fiscal 2025 https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-reports-second-quarter-and-six-months-earnings-for-fiscal-2025/ Fri, 02 Jan 2026 22:16:11 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Reports Second Quarter and Six Months Earnings for Fiscal 2025 appeared first on The Walt Disney Company.

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BURBANK, Calif.–The Walt Disney Company (NYSE: DIS) today reported earnings for its second fiscal quarter ended March 29, 2025.

Financial Results for the Quarter:

  • Revenues increased 7% for Q2 to $23.6 billion from $22.1 billion in Q2 fiscal 2024
  • Income before income taxes increased $2.4 billion for Q2 to $3.1 billion from $0.7 billion in Q2 fiscal 2024
  • Total segment operating income(1)increased 15% for Q2 to $4.4 billion from $3.8 billion in Q2 fiscal 2024
  • Diluted earnings per share (EPS) for Q2 improved to $1.81 from a loss per share of $0.01 in Q2 fiscal 2024, and adjusted EPS(1)increased 20% for Q2 to $1.45 from $1.21 in Q2 fiscal 2024
(1) Total segment operating income and diluted EPS excluding certain items (also referred to as adjusted EPS) are non-GAAP financial measures. The most comparable GAAP measures are income before income taxes and diluted EPS, respectively. See the discussion on pages 17 through 21 for how we define and calculate these measures and a quantitative reconciliation thereof to the most directly comparable GAAP measures.

Key Points:

  • Entertainment: Segment operating income of $1.3 billion, a $0.5 billion increase versus Q2 fiscal 2024
    • Direct-to-Consumer operating income increased $289 million to $336 million
    • 7 million Disney+ and Hulu subscriptions, an increase of 2.5 million versus Q1 fiscal 2025
    • 0 million Disney+ subscribers, an increase of 1.4 million versus Q1 fiscal 2025
    • Linear Networks operating income grew 2%; year-over-year growth includes a comparison to $89 million of operating income in Q2 fiscal 2024 from Star India
  • Sports: Segment operating income of $687 million, a decrease of $91 million versus Q2 fiscal 2024
    • Higher programming and production costs primarily due to airing three additional College Football Playoff games and an additional NFL game
    • Sports revenue increased 5%, reflecting 7% Domestic ESPN revenue growth
    • Domestic advertising revenue growth of 29%, reflecting a 16 ppt benefit from a change in format of the College Football Playoff and airing additional College Football Playoff and NFL games
    • Sports operating income was adversely impacted by a write-off due to exiting the Venu joint venture
  • Experiences: Segment operating income of $2.5 billion, an increase of $0.2 billion versus Q2 fiscal 2024
    • Domestic Parks & Experiences operating income grew 13% to $1.8 billion
    • Consumer Products operating income grew 14% to $0.4 billion
  • Share Repurchases of $1 billion in the quarter, keeping us on pace to repurchase $3 billion for the year

Guidance and Outlook:

  • Q3 Fiscal 2025:
    • Entertainment Direct-to-Consumer: Modest increase in Disney+ subscribers compared to Q2 fiscal 2025
  • Fiscal Year 2025:
    • Adjusted EPS(1)of $5.75, an increase of 16% over fiscal 2024
    • Cash provided by operations of $17 billion, a $2 billion increase over prior guidance driven by the deferral of tax payments
    • Entertainment: Double-digit percentage segment operating income growth
    • Sports: 18% segment operating income growth
    • Experiences: 6% to 8% segment operating income growth
    • Disney Cruise Line pre-opening expense of ~$200 million, with ~$40 million in Q3 and ~$50 million in Q4
    • Equity loss from India JV of ~$300 million driven by purchase accounting amortization
  • We continue to monitor macroeconomic developments for potential impacts to our businesses and recognize that uncertainty remains regarding the operating environment for the balance of the fiscal year

Message From Our CEO:

“Our outstanding performance this quarter—with adjusted EPS(1) up 20% from the prior year driven by our Entertainment and Experiences businesses—underscores our continued success building for growth and executing across our strategic priorities,” said Robert A. Iger, Chief Executive Officer, The Walt Disney Company. “Following an excellent first half of the fiscal year, we have a lot more to look forward to, including our upcoming theatrical slate, the launch of ESPN’s new DTC offering, and an unprecedented number of expansion projects underway in our Experiences segment. Overall, we remain optimistic about the direction of the company and our outlook for the remainder of the fiscal year.”

(1) Diluted EPS excluding certain items (also referred to as adjusted EPS) is a non-GAAP financial measure. The most comparable GAAP measure is diluted EPS. See the discussion on pages 17 through 21 for how we define and calculate this measure, a historical quantitative reconciliation thereof to the most directly comparable GAAP measure and why the Company is not providing the forward-looking quantitative reconciliation of diluted EPS excluding certain items to the most comparable GAAP measure.

SUMMARIZED FINANCIAL RESULTS

The following table summarizes second quarter results for fiscal 2025 and 2024:

Quarter Ended Six Months Ended
($ in millions, except per share amounts) March 29, 2025 March 30, 2024 Change March 29, 2025 March 30, 2024 Change
Revenues $ 23,621 $ 22,083 7 % $ 48,311 $ 45,632 6 %
Income before income taxes $ 3,087 $ 657 >100 % $ 6,747 $ 3,528 91 %
Total segment operating income(1) $ 4,436 $ 3,845 15 % $ 9,496 $ 7,721 23 %
Diluted EPS $ 1.81 $ (0.01 ) nm $ 3.21 $ 1.03 >100 %
Diluted EPS excluding certain items(1) $ 1.45 $ 1.21 20 % $ 3.22 $ 2.44 32 %
Cash provided by operations $ 6,753 $ 3,666 84 % $ 9,958 $ 5,851 70 %
Free cash flow(1) $ 4,891 $ 2,407 >100 % $ 5,630 $ 3,293 71 %

 

(1) Total segment operating income, diluted EPS excluding certain items and free cash flow are non-GAAP financial measures. The most comparable GAAP measures are income before income taxes, diluted EPS and cash provided by operations, respectively. See the discussion on pages 17 through 21 for how we define and calculate these measures and a reconciliation thereof to the most directly comparable GAAP measures.

SUMMARIZED SEGMENT FINANCIAL RESULTS

The following table summarizes second quarter segment revenue and operating income for fiscal 2025 and 2024:

Quarter Ended Six Months Ended
($ in millions) March 29, 2025 March 30, 2024 Change March 29, 2025 March 30, 2024 Change
Revenues:
Entertainment $ 10,682 $ 9,796 9 % $ 21,554 $ 19,777 9 %
Sports 4,534 4,312 5 % 9,384 9,147 3 %
Experiences 8,889 8,393 6 % 18,304 17,525 4 %
Eliminations(1) (484 ) (418 ) (16 )% (931 ) (817 ) (14 )%
Total revenues $ 23,621 $ 22,083 7 % $ 48,311 $ 45,632 6 %
Segment operating income:
Entertainment $ 1,258 $ 781 61 % $ 2,961 $ 1,655 79 %
Sports 687 778 (12 )% 934 675 38 %
Experiences 2,491 2,286 9 % 5,601 5,391 4 %
Total segment operating income(2) $ 4,436 $ 3,845 15 % $ 9,496 $ 7,721 23 %

 

(1) Reflects fees paid by (a) Hulu to ESPN and the Entertainment linear networks business for the right to air their networks on Hulu Live and (b) ABC Network and Disney+ to ESPN to program certain sports content on ABC Network and Disney+.
(2) Total segment operating income is a non-GAAP financial measure. The most comparable GAAP measure is income before income taxes. See the discussion on pages 17 through 21.

DISCUSSION OF SECOND QUARTER SEGMENT RESULTS

Star India

On November 14, 2024, the Company and Reliance Industries Limited (RIL) completed the formation (the Star India Transaction) of a joint venture (India joint venture) that combines the Company’s Star-branded and other general entertainment and sports television channels and direct-to-consumer Disney+ Hotstar service in India (Star India) with certain media and entertainment businesses controlled by RIL. RIL has an effective 56% controlling interest in the joint venture with 37% held by the Company and 7% held by a third party investment company.

Upon completion of the Star India Transaction, the Company began recognizing its 37% share of the India joint venture’s results in “Equity in the income of investees.” Star India results through November 14, 2024 are consolidated in the Company’s financial results.

Entertainment

Revenue and operating income for the Entertainment segment were as follows:

Quarter Ended Six Months Ended
($ in millions) March 29, 2025 March 30, 2024 Change March 29, 2025 March 30, 2024 Change
Revenues:
Linear Networks $ 2,418 $ 2,765 (13 )% $ 5,035 $ 5,568 (10 )%
Direct-to-Consumer 6,118 5,642 8 % 12,190 11,188 9 %
Content Sales/Licensing and Other 2,146 1,389 54 % 4,329 3,021 43 %
$ 10,682 $ 9,796 9 % $ 21,554 $ 19,777 9 %
Operating income (loss):
Linear Networks $ 769 $ 752 2 % $ 1,867 $ 1,988 (6 )%
Direct-to-Consumer 336 47 >100 % 629 (91 ) nm
Content Sales/Licensing and Other 153 (18 ) nm 465 (242 ) nm
$ 1,258 $ 781 61 % $ 2,961 $ 1,655 79 %

The increase in Entertainment operating income in the current quarter compared to the prior-year quarter was due to improved results at Direct-to-Consumer and Content Sales/Licensing and Other.

Linear Networks

Linear Networks revenues and operating income were as follows:

Quarter Ended
($ in millions) March 29, 2025 March 30, 2024 Change
Revenue
Domestic $ 2,195 $ 2,269 (3 )%
International 223 496 (55 )%
$ 2,418 $ 2,765 (13 )%
Operating income
Domestic $ 625 $ 520 20 %
International 15 92 (84 )%
Equity in the income of investees 129 140 (8 )%
$ 769 $ 752 2 %

Domestic

Domestic operating income in the current quarter increased compared to the prior-year quarter due to:

  • A decrease in marketing costs primarily attributable to fewer new shows at our cable channels and lower marketing costs at ABC Network reflecting more season premieres in the prior-year quarter
  • Lower programming and production costs driven by lower average cost programming at our cable channels, partially offset by a higher average cost mix of programming at ABC Network
  • A decrease in technology costs
  • Affiliate revenue was comparable to the prior-year quarter as higher effective rates were offset by fewer subscribers
  • A decrease in advertising revenue due to lower rates and fewer impressions attributable to lower average viewership

International

The decrease in international operating income was due to the Star India Transaction.

Direct-to-Consumer

Direct-to-Consumer revenues and operating income were as follows:

Quarter Ended Change
($ in millions) March 29, 2025 March 30, 2024
Revenue $ 6,118 $ 5,642 8 %
Operating income $ 336 $ 47 >100 %

The increase in operating income in the current quarter compared to the prior-year quarter was due to:

  • Subscription revenue growth attributable to higher effective rates, reflecting increases in pricing, and more subscribers, partially offset by an unfavorable foreign exchange impact and the absence of Star India subscription revenue in the current quarter due to the Star India Transaction
  • An increase in advertising revenue due to growth in impressions, partially offset by lower rates
  • Higher technology and distribution costs
  • An increase in programming and production costs reflecting:
    • Higher subscriber-based license fees attributable to rate increases for programming the Hulu Live TV service and more subscribers to bundles with third-party offerings, including premium add-ons
    • The absence of Star India programming costs in the current quarter due to the Star India Transaction

Key Metrics – Second Quarter of Fiscal 2025 Comparison to First Quarter of Fiscal 2025

In addition to revenue, costs and operating income, management uses the following key metrics(1) to analyze trends and evaluate the overall performance of our Disney+ and Hulu direct-to-consumer (DTC) product offerings, and we believe these metrics are useful to investors in analyzing the business. The following tables and related discussion are on a sequential quarter basis.

Paid subscribers at:

(in millions) March 29, 2025 December 28, 2024 Change
Disney+
Domestic (U.S. and Canada) 57.8 56.8 2 %
International 68.2 67.8 1 %
Total Disney+(2) 126.0 124.6 1 %
Hulu
SVOD Only 50.3 49.0 3 %
Live TV + SVOD 4.4 4.6 (4 )%
Total Hulu(2) 54.7 53.6 2 %

Average Monthly Revenue Per Paid Subscriber for the quarter ended:

March 29, 2025 December 28, 2024 Change
Disney+
Domestic (U.S. and Canada) $ 8.06 $ 7.99 1 %
International 7.52 7.19 5 %
Disney+ 7.77 7.55 3 %
Hulu
SVOD Only 12.36 12.52 (1 )%
Live TV + SVOD 99.94 99.22 1 %

 

(1) See discussion on page 16—DTC Product Descriptions and Key Definitions
(2) Total may not equal the sum of the column due to rounding

Domestic Disney+ average monthly revenue per paid subscriber increased from $7.99 to $8.06 due to increases in pricing, partially offset by lower advertising revenue.

International Disney+ average monthly revenue per paid subscriber increased from $7.19 to $7.52 due to the impact of subscriber mix shifts and increases in pricing, partially offset by an unfavorable foreign exchange impact.

Hulu SVOD Only average monthly revenue per paid subscriber decreased from $12.52 to $12.36 due to lower advertising revenue, partially offset by increases in pricing.

Hulu Live TV + SVOD average monthly revenue per paid subscriber increased from $99.22 to $99.94 due to increases in pricing, partially offset by lower advertising revenue.

Content Sales/Licensing and Other

Content Sales/Licensing and Other revenues and operating income (loss) were as follows:

Quarter Ended Change
($ in millions) March 29, 2025 March 30, 2024
Revenue $ 2,146 $ 1,389 54 %
Operating income (loss) $ 153 $ (18 ) nm

The improvement in operating results was due to:

  • Higher TV/VOD distribution results due to an increase in sales of episodic content including an impact from the timing of episodes delivered
  • An increase in home entertainment distribution results driven by the performance of Moana 2in the current quarter
  • Theatrical distribution results were comparable to the prior-year quarter, as the carryover performance of first quarter releases, Mufasa: The Lion King and Moana 2, was largely offset by the results of second quarter releases, Snow Whiteand Captain America: Brave New World, including the costs of their initial marketing campaignsThere were no significant titles released the prior-year quarter.

Sports

Sports revenues and operating income (loss) were as follows:

Quarter Ended Change
($ in millions) March 29, 2025 March 30, 2024
Revenue
ESPN
Domestic $ 4,155 $ 3,866 7 %
International 379 341 11 %
4,534 4,207 8 %
Star India 105 (100 )%
$ 4,534 $ 4,312 5 %
Operating income (loss)
ESPN
Domestic $ 648 $ 780 (17 )%
International 21 19 11 %
669 799 (16 )%
Star India (27 ) 100 %
Equity in the income of investees 18 6 >100 %
$ 687 $ 778 (12 )%

Domestic ESPN

The decrease in domestic ESPN operating results in the current quarter compared to the prior-year quarter reflected:

  • Higher programming and production costs primarily attributable to airing three additional College Football Playoff (CFP) games as well as one additional NFL game due to timing
  • Advertising revenue growth due to increases in rates and average viewership. The increase in advertising revenue included a benefit from airing additional CFP and NFL games
  • A modest increase in affiliate revenue reflecting higher effective rates, largely offset by fewer subscribers

Star India

The operating loss in Star India in the prior-year quarter reflected Indian Premier League cricket programming.

Key Metrics – Second Quarter of Fiscal 2025 Comparison to First Quarter of Fiscal 2025

In addition to revenue, costs and operating income, management uses the following key metrics(1) to analyze trends and evaluate the overall performance of our ESPN+ DTC product offering, and we believe these metrics are useful to investors in analyzing the business. The following table is on a sequential quarter basis.

March 29, 2025 December 28, 2024 Change
Paid subscribers at: (in millions) 24.1 24.9 (3 )%
Average Monthly Revenue Per Paid Subscriber for the quarter ended: $ 6.58 $ 6.36 3 %

 

(1) See discussion on page 16—DTC Product Descriptions and Key Definitions

ESPN+ average monthly revenue per paid subscriber increased from $6.36 to 6.58 primarily due to increases in pricing and the impact of subscriber mix shifts.

Experiences

Experiences revenues and operating income were as follows:

Quarter Ended
($ in millions) March 29, 2025 March 30, 2024 Change
Revenue
Parks & Experiences
Domestic $ 6,499 $ 5,958 9 %
International 1,441 1,522 (5 )%
Consumer Products 949 913 4 %
$ 8,889 $ 8,393 6 %
Operating income
Parks & Experiences
Domestic $ 1,823 $ 1,607 13 %
International 225 292 (23 )%
Consumer Products 443 387 14 %
$ 2,491 $ 2,286 9 %

Domestic Parks and Experiences

Operating results at our domestic parks and experiences increased compared to the prior-year quarter primarily due to growth at our domestic parks and resorts and, to a lesser extent, Disney Vacation Club and Disney Cruise Line reflecting:

  • Higher volumes attributable to increases in passenger cruise days, theme park attendance, occupied room nights and Disney Vacation Club unit sales. Additional passenger cruise days reflected the launch of the Disney Treasurein the first quarter of the current year
  • An increase in guest spending due to higher spending at our theme parks
  • Increased costs primarily attributable to the fleet expansion at Disney Cruise Line and inflation

International Parks and Experiences

The decrease in operating income at our international parks and experiences was attributable to Shanghai Disney Resort and Hong Kong Disneyland Resort due to lower theme park attendance and increased costs.

Consumer Products

The increase in operating income at consumer products was due to higher licensing revenue, including a benefit from the release of the licensed game, Marvel Rivals.

OTHER FINANCIAL INFORMATION

Restructuring and Impairment Charges

Charges in the current quarter were $109 million for content impairments. Charges in the prior-year quarter were $2,052 million primarily for goodwill impairments related to Star India and entertainment linear networks.

Interest Expense, net

Interest expense, net was as follows:

Quarter Ended
($ in millions) March 29, 2025 March 30, 2024 Change
Interest expense $ (471 ) $ (501 ) 6 %
Interest income, investment income and other 125 190 (34 )%
Interest expense, net $ (346 ) $ (311 ) (11 )%

The decrease in interest expense was due to lower average rates and debt balances, partially offset by a decrease in capitalized interest.

The decrease in interest income, investment income and other was due to an unfavorable comparison related to pension and postretirement benefit costs, other than service cost, the impact of lower cash and cash equivalent balances and net investment losses in the current quarter.

Equity in the Income of Investees

Equity in the income of investees was as follows:

Quarter Ended
($ in millions) March 29, 2025 March 30, 2024 Change
Amounts included in segment results:
Entertainment $ 124 $ 138 (10 )%
Sports 18 6 >100 %
Equity in the loss of India joint venture (103 ) nm
Amortization of TFCF Corporation (TFCF) intangible assets related to an equity investee (3 ) (3 ) %
Equity in the income of investees $ 36 $ 141 (74 )%

Income from equity investees decreased $105 million, to $36 million from $141 million, due to losses from the India joint venture in the current quarter.

Income Taxes

The effective income tax rate was as follows:

Quarter Ended
March 29, 2025 March 30, 2024
Income before income taxes $ 3,087 $ 657
Income tax (benefit) expense (314 ) 441
Effective income tax rate (10.2 )% 67.1 %

The effective income tax rate in the current quarter reflected a non-cash tax benefit from the resolution of a prior-year tax matter.

The effective income tax rate in the prior-year quarter reflected an unfavorable impact from goodwill impairments, which are not tax deductible, partially offset by a non-cash tax benefit in connection with the Star India Transaction.

Excluding the impact of these items, the effective income tax rate would be 22.7% in the current quarter compared to 20.7% in the prior-year quarter.

Noncontrolling Interests

Net income attributable to noncontrolling interests was as follows:

Quarter Ended
($ in millions) March 29, 2025 March 30, 2024 Change
Net income attributable to noncontrolling interests $ (126 ) $ (236 ) 47 %

The decrease in net income attributable to noncontrolling interests was due to costs in connection with the purchase of NBCU’s interest in Hulu in the prior-year quarter and lower results at ESPN, Shanghai Disney Resort and, to a lesser extent, Hong Kong Disneyland Resort.

Net income attributable to noncontrolling interests is determined on income after royalties and management fees, financing costs and income taxes, as applicable.

Cash from Operations

Cash provided by operations and free cash flow were as follows:

Six Months Ended
($ in millions) March 29, 2025 March 30, 2024 Change
Cash provided by operations $ 9,958 $ 5,851 $ 4,107
Investments in parks, resorts and other property (4,328 ) (2,558 ) (1,770 )
Free cash flow(1) $ 5,630 $ 3,293 $ 2,337

 

(1) Free cash flow is not a financial measure defined by GAAP. The most comparable GAAP measure is cash provided by operations. See the discussion on pages 17 through 21.

Cash provided by operations increased $4.1 billion to $10.0 billion in the current period from $5.9 billion in the prior-year period driven by:

  • Lower tax payments in the current period compared to the prior-year period due to payments in the first half of fiscal 2024 for U.S. federal and California state income taxes related to fiscal 2023 that had been deferred pursuant to relief related to 2023 winter storms in California. In addition, fiscal 2025 U.S. federal and California state income tax payments have been deferred until October 2025 pursuant to relief related to the 2025 wildfires in California.
  • Higher operating income and, to a lesser extent, lower spending on content at Entertainment

Capital Expenditures

Investments in parks, resorts and other property were as follows:

Six Months Ended
($ in millions) March 29, 2025 March 30, 2024
Entertainment $ (522 ) $ (522 )
Sports (1 )
Experiences
Domestic (3,022 ) (1,198 )
International (561 ) (466 )
Total Experiences (3,583 ) (1,664 )
Corporate (223 ) (371 )
Total investments in parks, resorts and other property $ (4,328 ) $ (2,558 )

Capital expenditures increased to $4.3 billion from $2.6 billion due to higher spend on cruise ship fleet expansion at the Experiences segment.

Depreciation Expense

Depreciation expense was as follows:

Six Months Ended
($ in millions) March 29, 2025 March 30, 2024
Entertainment $ 355 $ 332
Sports 21 22
Experiences
Domestic 951 850
International 379 353
Total Experiences 1,330 1,203
Corporate 160 105
Total depreciation expense $ 1,866 $ 1,662

 

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited; $ in millions, except per share data)

Quarter Ended Six Months Ended
March 29, 2025 March 30, 2024 March 29, 2025 March 30, 2024
Revenues $ 23,621 $ 22,083 $ 48,311 $ 45,632
Costs and expenses (20,115 ) (19,204 ) (40,727 ) (39,817 )
Restructuring and impairment charges (109 ) (2,052 ) (252 ) (2,052 )
Interest expense, net (346 ) (311 ) (713 ) (557 )
Equity in the income of investees 36 141 128 322
Income before income taxes 3,087 657 6,747 3,528
Income taxes 314 (441 ) (702 ) (1,161 )
Net income 3,401 216 6,045 2,367
Net income attributable to noncontrolling interests (126 ) (236 ) (216 ) (476 )
Net income (loss) attributable to The Walt Disney Company (Disney) $ 3,275 $ (20 ) $ 5,829 $ 1,891
Earnings (loss) per share attributable to Disney:
Diluted $ 1.81 $ (0.01 ) $ 3.21 $ 1.03
Basic $ 1.81 $ (0.01 ) $ 3.22 $ 1.03
Weighted average number of common and common equivalent shares outstanding:
Diluted 1,814 1,834 1,816 1,838
Basic 1,808 1,834 1,810 1,833

 

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited; $ in millions, except per share data)

March 29, 2025 September 28, 2024
ASSETS
Current assets
Cash and cash equivalents $ 5,852 $ 6,002
Receivables, net 12,571 12,729
Inventories 1,999 2,022
Content advances 1,063 2,097
Other current assets 1,250 2,391
Total current assets 22,735 25,241
Produced and licensed content costs 31,820 32,312
Investments 8,794 4,459
Parks, resorts and other property
Attractions, buildings and equipment 79,721 76,674
Accumulated depreciation (47,532 ) (45,506 )
32,189 31,168
Projects in progress 5,740 4,728
Land 1,166 1,145
39,095 37,041
Intangible assets, net 10,006 10,739
Goodwill 73,313 73,326
Other assets 10,070 13,101
Total assets $ 195,833 $ 196,219
LIABILITIES AND EQUITY
Current liabilities
Accounts payable and other accrued liabilities $ 20,729 $ 21,070
Current portion of borrowings 6,446 6,845
Deferred revenue and other 6,854 6,684
Total current liabilities 34,029 34,599
Borrowings 36,443 38,970
Deferred income taxes 6,298 6,277
Other long-term liabilities 10,297 10,851
Commitments and contingencies
Equity
Preferred stock
Common stock, $0.01 par value, Authorized – 4.6 billion shares, Issued – 1.9 billion shares 59,199 58,592
Retained earnings 53,733 49,722
Accumulated other comprehensive loss (2,877 ) (3,699 )
Treasury stock, at cost, 63 million shares at March 29, 2025 and 47 million shares at September 28, 2024 (5,716 ) (3,919 )
Total Disney Shareholders’ equity 104,339 100,696
Noncontrolling interests 4,427 4,826
Total equity 108,766 105,522
Total liabilities and equity $ 195,833 $ 196,219

 

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited; $ in millions)

Six Months Ended
March 29, 2025 March 30, 2024
OPERATING ACTIVITIES
Net income $ 6,045 $ 2,367
Depreciation and amortization 2,600 2,485
Impairments of goodwill, produced and licensed content and other assets 240 2,038
Deferred income taxes 93 (211 )
Equity in the income of investees (128 ) (322 )
Cash distributions received from equity investees 79 300
Net change in produced and licensed content costs and advances 1,889 1,699
Equity-based compensation 647 675
Other, net (35 ) (6 )
Changes in operating assets and liabilities
Receivables (367 ) (156 )
Inventories (1 ) 26
Other assets 10 (185 )
Accounts payable and other liabilities (1,025 ) (1,075 )
Income taxes (89 ) (1,784 )
Cash provided by operations 9,958 5,851
INVESTING ACTIVITIES
Investments in parks, resorts and other property (4,328 ) (2,558 )
Other, net (145 ) 5
Cash used in investing activities (4,473 ) (2,553 )
FINANCING ACTIVITIES
Commercial paper borrowings (payments), net (791 ) 42
Borrowings 1,057 133
Reduction of borrowings (2,913 ) (645 )
Dividends (905 ) (549 )
Repurchases of common stock (1,785 ) (1,001 )
Acquisition of redeemable noncontrolling interests (8,610 )
Other, net (216 ) (194 )
Cash used in financing activities (5,553 ) (10,824 )
Impact of exchange rates on cash, cash equivalents and restricted cash (76 ) 17
Change in cash, cash equivalents and restricted cash (144 ) (7,509 )
Cash, cash equivalents and restricted cash, beginning of period 6,102 14,235
Cash, cash equivalents and restricted cash, end of period $ 5,958 $ 6,726

DTC PRODUCT DESCRIPTIONS AND KEY DEFINITIONS

Product offerings

In the U.S., Disney+, ESPN+ and Hulu SVOD Only are each offered as a standalone service or as part of various multi-product offerings. Hulu Live TV + SVOD includes Disney+ and ESPN+. Disney+ is available in more than 150 countries and territories outside the U.S. Depending on the market, our services can be purchased on our websites or through third-party platforms/apps or are available via wholesale arrangements.

Paid subscribers

Paid subscribers reflect subscribers for which we recognized subscription revenue. Certain product offerings provide the option for an extra member to be added to an account (extra member add-on). These extra members are not counted as paid subscribers. Subscribers cease to be a paid subscriber as of their effective cancellation date or as a result of a failed payment method. Subscribers to multi-product offerings in the U.S. are counted as a paid subscriber for each of the Company’s services included in the multi-product offering, and subscribers to Hulu Live TV + SVOD are counted as one paid subscriber for each of the Hulu Live TV + SVOD, Disney+ and ESPN+ services. Subscribers include those who receive an entitlement to a service through wholesale arrangements, including those for which the service is available to each subscriber of an existing content distribution tier. When we aggregate the total number of paid subscribers across our DTC streaming services, we refer to them as paid subscriptions.

International Disney+

International Disney+ includes the Disney+ service outside the U.S. and Canada.

Average Monthly Revenue Per Paid Subscriber

Hulu and ESPN+ average monthly revenue per paid subscriber is calculated based on the average of the monthly average paid subscribers for each month in the period. The monthly average paid subscribers is calculated as the sum of the beginning of the month and end of the month paid subscriber count, divided by two. Disney+ average monthly revenue per paid subscriber is calculated using a daily average of paid subscribers for the period. Revenue includes subscription fees, advertising (excluding revenue earned from selling advertising spots to other Company businesses), premium and feature add-on revenue and extra member add-on revenue but excludes Pay-Per-View revenue. Advertising revenue generated by content on one DTC streaming service that is accessed through another DTC streaming service by subscribers to both streaming services is allocated between both streaming services. The average revenue per paid subscriber is net of discounts on offerings that carry more than one service. Revenue is allocated to each service based on the relative retail or wholesale price of each service on a standalone basis. Hulu Live TV + SVOD revenue is allocated to the SVOD services based on the wholesale price of the Hulu SVOD Only, Disney+ and ESPN+ multi-product offering. In general, wholesale arrangements have a lower average monthly revenue per paid subscriber than subscribers that we acquire directly or through third-party platforms.

NON-GAAP FINANCIAL MEASURES

This earnings release presents diluted EPS excluding certain items (also referred to as adjusted EPS), total segment operating income and free cash flow. Diluted EPS excluding certain items, total segment operating income and free cash flow are important financial measures for the Company but are not financial measures defined by GAAP.

These measures should be reviewed in conjunction with the most comparable GAAP financial measures and are not presented as alternative measures of diluted EPS, income before income taxes or cash provided by operations as determined in accordance with GAAP. Diluted EPS excluding certain items, total segment operating income and free cash flow as we have calculated them may not be comparable to similarly titled measures reported by other companies.

Our definitions and calculations of diluted EPS excluding certain items, total segment operating income and free cash flow, as well as quantitative reconciliations of each of these measures to the most directly comparable GAAP financial measure, are provided below.

The Company is not providing the forward-looking measure for diluted EPS, which is the most directly comparable GAAP measure to diluted EPS excluding certain items, or a quantitative reconciliation of forward-looking diluted EPS excluding certain items to that most directly comparable GAAP measure. The Company is unable to predict or estimate with reasonable certainty the ultimate outcome of certain significant items required for such GAAP measure without unreasonable effort. Information about other adjusting items that is currently not available to the Company could have a potentially unpredictable and significant impact on future GAAP financial results.

Diluted EPS excluding certain items

The Company uses diluted EPS excluding (1) certain items affecting comparability of results from period to period and (2) amortization of TFCF and Hulu intangible assets, including purchase accounting step-up adjustments for released content, to facilitate the evaluation of the performance of the Company’s operations exclusive of these items, and these adjustments reflect how senior management is evaluating segment performance.

The Company believes that providing diluted EPS exclusive of certain items impacting comparability is useful to investors, particularly where the impact of the excluded items is significant in relation to reported earnings and because the measure allows for comparability between periods of the operating performance of the Company’s business and allows investors to evaluate the impact of these items separately.

The Company further believes that providing diluted EPS exclusive of amortization of TFCF and Hulu intangible assets associated with the acquisition in 2019 is useful to investors because the TFCF and Hulu acquisition was considerably larger than the Company’s historic acquisitions with a significantly greater acquisition accounting impact.

The following table reconciles reported diluted EPS to diluted EPS excluding certain items for the second quarter:

($ in millions except EPS) Pre-Tax Income/

Loss

Tax Benefit/

Expense(1)

After-Tax Income/

Loss(2)

Diluted EPS(3) Change vs. prior-year period
Quarter Ended March 29, 2025
As reported $ 3,087 $ 314 $ 3,401 $ 1.81 nm
Exclude:
Resolution of a prior-year tax matter (1,016 ) (1,016 ) (0.56 )
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(4) 396 (92 ) 304 0.16
Restructuring and impairment charges(5) 109 (25 ) 84 0.05
Excluding certain items $ 3,592 $ (819 ) $ 2,773 $ 1.45 20 %
Quarter Ended March 30, 2024
As reported $ 657 $ (441 ) $ 216 $ (0.01 )
Exclude:
Restructuring and impairment charges(5) 2,052 (121 ) 1,931 1.06
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(4) 434 (101 ) 333 0.17
Excluding certain items $ 3,143 $ (663 ) $ 2,480 $ 1.21

 

(1) Tax benefit/expense is determined using the tax rate applicable to the individual item.
(2) Before noncontrolling interest share.
(3) Net of noncontrolling interest share, where applicable. Total may not equal the sum of the column due to rounding.
(4) For the current quarter, intangible asset amortization was $327 million, step-up amortization was $66 million and amortization of intangible assets related to a TFCF equity investee was $3 million. For the prior-year quarter, intangible asset amortization was $362 million, step-up amortization was $69 million and amortization of intangible assets related to a TFCF equity investee was $3 million.
(5) Amounts for the current quarter reflect content impairments ($109 million). Amounts for the prior-year quarter include impairments of goodwill ($2,038 million).

The following table reconciles reported diluted EPS to diluted EPS excluding certain items for the six-month period:

($ in millions except EPS) Pre-Tax Income/

Loss

Tax Benefit/

Expense(1)

After-Tax Income/

Loss(2)

Diluted EPS(3) Change vs. prior year
Six Months Ended March 29, 2025:
As reported $ 6,747 $ (702 ) $ 6,045 $ 3.21 >100 %
Exclude:
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(4) 793 (184 ) 609 0.32
Restructuring and impairment charges(5) 252 188 440 0.25
Resolution of a prior-year tax matter (1,016 ) (1,016 ) (0.56 )
Excluding certain items $ 7,792 $ (1,714 ) $ 6,078 $ 3.22 32 %
Six Months Ended March 30, 2024:
As reported $ 3,528 $ (1,161 ) $ 2,367 $ 1.03
Exclude:
Restructuring and impairment charges(5) 2,052 (121 ) 1,931 1.06
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(4) 885 (206 ) 679 0.36
Excluding certain items $ 6,465 $ (1,488 ) $ 4,977 $ 2.44

 

(1) Tax benefit/expense is determined using the tax rate applicable to the individual item.
(2) Before noncontrolling interest share.
(3) Net of noncontrolling interest share, where applicable. Total may not equal the sum of the column due to rounding.
(4) For the current period, intangible asset amortization was $654 million, step-up amortization was $133 million and amortization of intangible assets related to a TFCF equity investee was $6 million. For the prior-year period,  intangible asset amortization was $742 million, step-up amortization was $137 million and amortization of intangible assets related to a TFCF equity investee was $6 million.
(5) Amounts for the current period include impairment charges related to the Star India Transaction ($143 million) and content ($109 million). Tax expense in the current period includes the estimated tax impact of these charges and a non-cash tax charge of $244 million related to the Star India Transaction. Amounts for the prior-year period include impairments of goodwill ($2,038 million).

Total segment operating income

The Company evaluates the performance of its operating segments based on segment operating income, and management uses total segment operating income (the sum of segment operating income from all of the Company’s segments) as a measure of the performance of operating businesses separate from non-operating factors. The Company believes that information about total segment operating income assists investors by allowing them to evaluate changes in the operating results of the Company’s portfolio of businesses separate from non-operational factors that affect net income, thus providing separate insight into both operations and other factors that affect reported results.

The following table reconciles income before income taxes to total segment operating income:

Quarter Ended Six Months Ended
($ in millions) March 29, 2025 March 30, 2024 Change March 29, 2025 March 30, 2024 Change
Income before income taxes $ 3,087 $ 657 >100 % $ 6,747 $ 3,528 91 %
Add (subtract):
Corporate and unallocated shared expenses 395 391 (1 )% 855 699 (22 )%
Equity in the loss of India joint venture 103 nm 136 nm
Restructuring and impairment charges 109 2,052 95 % 252 2,052 88 %
Interest expense, net 346 311 (11 )% 713 557 (28 )%
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs 396 434 9 % 793 885 10 %
Total segment operating income $ 4,436 $ 3,845 15 % $ 9,496 $ 7,721 23 %

Free cash flow

The Company uses free cash flow (cash provided by operations less investments in parks, resorts and other property), among other measures, to evaluate the ability of its operations to generate cash that is available for purposes other than capital expenditures. Management believes that information about free cash flow provides investors with an important perspective on the cash available to service debt obligations, make strategic acquisitions and investments and pay dividends or repurchase shares.

The following table presents a summary of the Company’s consolidated cash flows:

Quarter Ended Six Months Ended
($ in millions) March 29, 2025 March 30, 2024 March 29, 2025 March 30, 2024
Cash provided by operations $ 6,753 $ 3,666 $ 9,958 $ 5,851
Cash used in investing activities (1,898 ) (1,307 ) (4,473 ) (2,553 )
Cash used in financing activities (4,556 ) (2,818 ) (5,553 ) (10,824 )
Impact of exchange rates on cash, cash equivalents and restricted cash 77 (62 ) (76 ) 17
Change in cash, cash equivalents and restricted cash 376 (521 ) (144 ) (7,509 )
Cash, cash equivalents and restricted cash, beginning of period 5,582 7,247 6,102 14,235
Cash, cash equivalents and restricted cash, end of period $ 5,958 $ 6,726 $ 5,958 $ 6,726

The following table reconciles the Company’s consolidated cash provided by operations to free cash flow:

Quarter Ended Six Months Ended
($ in millions) March 29, 2025 March 30, 2024 Change March 29, 2025 March 30, 2024 Change
Cash provided by operations $ 6,753 $ 3,666 $ 3,087 $ 9,958 $ 5,851 $ 4,107
Investments in parks, resorts and other property (1,862 ) (1,259 ) (603 ) (4,328 ) (2,558 ) (1,770 )
Free cash flow $ 4,891 $ 2,407 $ 2,484 $ 5,630 $ 3,293 $ 2,337

FORWARD-LOOKING STATEMENTS

Certain statements and information in this earnings release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations, beliefs, plans, financial prospects, trends or outlook and guidance; financial or performance estimates and expectations (including estimated or expected revenues, earnings, operating income, cash position, costs, expenses and impact of certain items) and expected drivers; direct-to-consumer prospects, including expectations for subscribers; prospects and consumer demand for our travel and entertainment offerings; business and other plans; strategic priorities and initiatives and other statements that are not historical in nature. Any information that is not historical in nature included in this earnings release is subject to change. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, new or expanded business lines or cessation of certain operations), our execution of our business plans (including the content we create and IP we invest in, our pricing decisions, our cost structure and our management and other personnel decisions), our ability to quickly execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including:

  • the occurrence of subsequent events;
  • deterioration in domestic and global economic conditions or failure of conditions to improve as anticipated;
  • deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue;
  • consumer preferences and acceptance of our content, offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising sales on our DTC streaming services and linear networks;
  • health concerns and their impact on our businesses and productions;
  • international, including tariffs and other trade policies, political or military developments;
  • regulatory and legal developments;
  • technological developments;
  • labor markets and activities, including work stoppages;
  • adverse weather conditions or natural disasters; and
  • availability of content.

Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable):

  • our operations, business plans or profitability, including direct-to-consumer profitability;
  • demand for our products and services;
  • the performance of the Company’s content;
  • our ability to create or obtain desirable content at or under the value we assign the content;
  • the advertising market for programming;
  • taxation; and
  • performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K, including under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” quarterly reports on Form 10-Q, including under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and subsequent filings with the Securities and Exchange Commission.

The terms “Company,” “we,” and “our” are used in this report to refer collectively to the parent company and the subsidiaries through which our various businesses are actually conducted.

PREPARED EARNINGS REMARKS AND CONFERENCE CALL INFORMATION

In conjunction with this release, The Walt Disney Company will post prepared management remarks (Executive Commentary) at www.disney.com/investors and will host a conference call today, May 7, 2025, at 8:30 AM EDT/5:30 AM PDT via a live Webcast. To access the Webcast go to www.disney.com/investors. The Webcast replay will also be available on the site.

Contacts

David Jefferson
Corporate Communications
818-560-4832

Carlos Gomez
Investor Relations
818-560-1933

The post The Walt Disney Company Reports Second Quarter and Six Months Earnings for Fiscal 2025 appeared first on The Walt Disney Company.

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The Walt Disney Company Executives To Discuss Fiscal Second Quarter 2025 Financial Results Via Webcast https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-executives-to-discuss-fiscal-second-quarter-2025-financial-results-via-webcast/ Fri, 02 Jan 2026 21:55:19 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Executives To Discuss Fiscal Second Quarter 2025 Financial Results Via Webcast appeared first on The Walt Disney Company.

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BURBANK, Calif., April 3, 2025 – The Walt Disney Company (NYSE: DIS) will host a live audio webcast to discuss fiscal second quarter 2025 financial results beginning at 8:30 a.m. ET / 5:30 a.m. PT on Wednesday, May 7, 2025.

Disney will release results before the opening of regular trading on May 7, 2025 and post earnings materials at www.disney.com/investors.

To listen to the webcast, please visit www.disney.com/investors. The webcast will be archived.

Contacts

Carlos Gómez
Investor Relations
(818) 560-1933

David Jefferson
Corporate Communications
(818) 560-4832

Materials and webcast may include forward-looking information.

The post The Walt Disney Company Executives To Discuss Fiscal Second Quarter 2025 Financial Results Via Webcast appeared first on The Walt Disney Company.

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The Walt Disney Company To Webcast Its Annual Meeting Of Shareholders https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-to-webcast-its-annual-meeting-of-shareholders/ Fri, 02 Jan 2026 21:51:19 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company To Webcast Its Annual Meeting Of Shareholders appeared first on The Walt Disney Company.

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BURBANK, Calif., March 13, 2025 – The annual meeting of shareholders of The Walt Disney Company (NYSE: DIS), including remarks by management regarding the Company, will be available live via webcast at www.disney.com/investors beginning at 1:00 p.m. ET / 10:00 a.m. PT on March 20, 2025. The webcast presentation will be archived.

Contacts

Carlos Gómez
Investor Relations
(818) 560-1933

David Jefferson
Corporate Communications
(818) 560-4832

Webcast may include forward-looking information.

The post The Walt Disney Company To Webcast Its Annual Meeting Of Shareholders appeared first on The Walt Disney Company.

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The Walt Disney Company at the Morgan Stanley Technology, Media, and Telecom Conference https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-at-the-morgan-stanley-technology-media-and-telecom-conference/ Fri, 02 Jan 2026 21:45:41 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company at the Morgan Stanley Technology, Media, and Telecom Conference appeared first on The Walt Disney Company.

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Dana Walden, Co-Chairman, Disney Entertainment, The Walt Disney Company participated in a question-and-answer session at the Morgan Stanley Technology, Media, and Telecom Conference on Tuesday, March 4, 2025.

Downloads

Forward-Looking Statements

Certain statements in this discussion may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations, beliefs, plans, goals, financial prospects, trends, outlook or guidance and drivers; business plans, priorities and opportunities; future programming and production costs, capital expenditures and investments; impact of organizational structure and leadership decisions; plans, expectations or drivers, as applicable, for direct-to-consumer profitability, advertising, revenue and subscriber growth, pricing, product acceptance and enhancements, expansion, changes to subscription offerings, churn, engagement and margins; consumer and advertiser sentiment, behavior or demand; cost reductions and available efficiencies; expected benefits of new initiatives and offerings; value of our intellectual property, content offerings, businesses and assets, including franchises and brands; and other statements that are not historical in nature. Any information that is not historical in nature is subject to change. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, new or expanded business lines or cessation of certain operations), our execution of our business plans (including the content we create and IP we invest in, our pricing decisions, our cost structure and our management and other personnel decisions), our ability to execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including:

  • the occurrence of subsequent events;
  • deterioration in domestic and global economic conditions or a failure of conditions to improve as anticipated;
  • deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue;
  • consumer preferences and acceptance of our content, offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising sales on our direct-to-consumer services and linear networks;
  • health concerns and their impact on our businesses and productions;
  • international, political or military developments;
  • regulatory and legal developments;
  • technological developments;
  • labor markets and activities, including work stoppages;
  • adverse weather conditions or natural disasters; and
  • availability of content.

Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable):

  • our operations, business plans or profitability, including direct-to-consumer profitability;
  • demand for our products and services;
  • the performance of the Company’s content;
  • our ability to create or obtain desirable content at or under the value we assign the content;
  • the advertising market for programming;
  • taxation; and
  • performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K, including under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” quarterly reports on Form 10-Q, including under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and subsequent filings with the Securities and Exchange Commission.

The terms “Company,” “Disney,” “we,” and “our” are used above and in this discussion to refer collectively to the parent company and the subsidiaries through which our various businesses are actually conducted.

The post The Walt Disney Company at the Morgan Stanley Technology, Media, and Telecom Conference appeared first on The Walt Disney Company.

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Disney Advertising Shares Ad-Supported Monthly Active Users (MAU) & Methodology https://thewaltdisneycompany.com/press-releases/disney-advertising-shares-ad-supported-monthly-active-users-mau-methodology/ Fri, 02 Jan 2026 21:38:19 +0000 https://thewaltdisneycompany.com/news// The post Disney Advertising Shares Ad-Supported Monthly Active Users (MAU) & Methodology appeared first on The Walt Disney Company.

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Numbers Include An Estimated 157 Million Global Users Across Disney+, Hulu and ESPN+

January 8, 2025 (Burbank, Calif) – Disney Advertising, a subsidiary of The Walt Disney Company (NYSE: DIS), is sharing its estimated global and domestic (U.S. and Canada) ad-supported MAU numbers, cumulative across its streaming portfolio, and its detailed calculation methodology.

At the 5th annual Tech and Data Showcase at the Consumer Electronics Show (CES) today, President of Global Advertising, Rita Ferro, is sharing that the company’s ad-supported monthly active users have reached an estimated 157 million globally, including 112 million domestically, on average per month over the last six months.

“Disney sits at the intersection of world class sports and entertainment content, with the most high-value audiences in ad-supported global streaming at scale,” said Rita Ferro, President of Global Advertising. “We wanted to be the first to offer our industry greater transparency into the methodology used to estimate our engaged global ad-supported monthly active users.”

Additional details include:

  • Unlike linear advertising, there is no industry standard methodology for measuring global streaming advertising audience size.
  • Disney Advertising set out to define a globally consistent approach and methodology to estimate ad-supported audience numbers.
  • The ad-supported MAU numbers are derived from active accounts across Disney’s streaming ecosystem (Disney+, Hulu, ESPN+)* who have viewed ad-supported content continuously for more than 10 seconds.
  • Each active account is then multiplied by the number of estimated users per account (global average is 2.6 and it varies by application and region) to estimate the total number of users.
  • Multipliers are determined by first-party survey data representing subscribers in regions with an advertising tier.** This survey includes more than 13,000 individuals ages 18-64.
  • As an advertising industry leader focused on proving the power of our data, this is another step that delivers intentional and impactful results for brands – in a uniquely Disney way.

*Estimated active users are added across applications without de-duplication
**Does not include Hotstar subscribers

We do not assume any obligation to publicly provide revisions or updates to the information provided herein.

ABOUT DISNEY+ 
Disney+ is the dedicated streaming home for movies and shows from Disney, Pixar, Marvel, Star Wars, and National Geographic, along with The Simpsons and much more. In select international markets, it also includes the general entertainment content brand, Star, and in the U.S., eligible bundle subscribers can also access extensive Hulu and ESPN+ content on Disney+, including next day TV, Hulu and ESPN Originals, live sports events and studio programming. The flagship direct-to-consumer streaming service from Disney, Disney+ offers an unmatched collection of exclusive originals, including feature-length films, documentaries, live-action and animated series, and short-form content. With unprecedented access to Disney’s long history of incredible film and television entertainment, Disney+ is also the exclusive streaming home for the newest releases from The Walt Disney Studios. Disney+ is available as a standalone streaming service or as part of bundle offerings in the U.S. that give subscribers access to different combinations of Disney+, Hulu, and ESPN+. For more, visit disneyplus.com, or find the Disney+ app on most mobile and connected TV devices.

ABOUT HULU
Hulu is a leading premium streaming service that offers an expansive slate of live and on-demand entertainment through a wide array of subscription options that give consumers ultimate control over their viewing experience. As part of the Disney Entertainment segment, Hulu is the only on-demand offering that provides access to shows from every major U.S. broadcast network, libraries of hit TV series and films – including licensed content streaming exclusively on Hulu – and award-winning Originals. Hulu is available as a standalone streaming service or as part of bundle offerings with different combinations of Disney+ and ESPN+ and can be further personalized through a variety of premium and Live TV add-on subscriptions. With Hulu + Live TV, subscribers receive a unique combination of 95+ live news, entertainment and sports TV channels and can access Hulu’s on-demand library, Disney+, and ESPN+ all in one plan. Visit hulu.com to subscribe or learn more about the service.

About ESPN+
ESPN+ is the No. 1 sports streaming platform, serving fans in the U.S. with exclusive access to more than 32,000 live sports events each year, an unmatched library of on-demand replays and acclaimed original content, and premium written articles by the top reporters and analysts from ESPN.com. Fans sign up to ESPN+ for just $11.99 a month (or $119.99 per year) at ESPN.comESPNplus.com or in the ESPN App on mobile and connected devices. For more visit the ESPN+ Press Kit.

Contacts

Tori Fernandes, Disney Advertising
Tori.Fernandes@disney.com

April Carretta, DTC Communications
April.Carretta@disney.com

Nicolette Hamm, DTC Communications
Nicolette.Hamm@disney.com

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Fubo And Disney’s Hulu + Live TV Virtual MVPD Businesses To Combine https://thewaltdisneycompany.com/press-releases/fubo-and-disneys-hulu-live-tv-virtual-mvpd-businesses-to-combine/ Fri, 02 Jan 2026 21:32:36 +0000 https://thewaltdisneycompany.com/news// The post Fubo And Disney’s Hulu + Live TV Virtual MVPD Businesses To Combine appeared first on The Walt Disney Company.

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  • Disney to combine its Hulu + Live TV business with Fubo and become majority owner of the resulting company
  • The combined business will operate under the Fubo publicly traded company name (NYSE: FUBO) led by the existing Fubo management team; Fubo and Hulu + Live TV will continue to be available to consumers as separate offerings
  • With a combined 6.2 million North American subscribers between Fubo and Hulu + Live TV, the new vMVPD company is expected to enhance consumer choice through more flexible programming offerings
  • Fubo to create a new Sports & Broadcasting service, featuring Disney’s premier sports and broadcast networks
  • All litigation between Fubo and Disney has been settled

NEW YORK and BURBANK, Calif., January 6, 2025 – FuboTV Inc. (NYSE: FUBO) and The Walt Disney Company (NYSE: DIS) today announced that they have entered into a definitive agreement for Disney to combine its Hulu + Live TV business with Fubo (the “Transaction”), forming a combined virtual MVPD company. The Transaction will enhance consumer choice by making available a broad set of programming offerings, and is subject to regulatory approvals, Fubo shareholder approval, and the satisfaction of other customary closing conditions.

Under the terms of the definitive agreement, at closing, Disney will own 70% of Fubo. Fubo’s existing management team, led by Fubo Co-founder and CEO David Gandler, will operate the newly combined Fubo and Hulu + Live TV businesses.

“We are thrilled to collaborate with Disney to create a consumer-first streaming company that combines the strengths of the Fubo and Hulu + Live TV brands,” said Gandler. “This combination enables us to deliver on our promise to provide consumers with greater choice and flexibility. Additionally, this agreement allows us to scale effectively, strengthens Fubo’s balance sheet and positions us for positive cash flow. It’s a win for consumers, our shareholders, and the entire streaming industry.”

“This combination will allow both Hulu + Live TV and Fubo to enhance and expand their virtual MVPD offerings and provide consumers with even more choice and flexibility,” said Justin Warbrooke, Executive Vice President and Head of Corporate Development, The Walt Disney Company. “We have confidence in the Fubo management team and their ability to grow the business, delivering high-quality offerings that serve subscribers with the content they want and offering great value.”

Combined Business to Provide Enhanced Consumer Choice

Fubo and Hulu + Live TV each provide customers the ability to stream a broad array of live broadcast and cable networks on their connected TVs, mobile phones, tablets, and other internet-connected devices.

Combining the businesses of Fubo and Hulu + Live TV—which together have over 6.2 million subscribers in North America — will facilitate an enhanced choice of programming packages and address a variety of consumer preferences at attractive price points.

In connection with the Transaction, Disney will enter into a new carriage agreement with Fubo that will allow Fubo to create a new Sports & Broadcast service, featuring Disney’s premier sports and broadcast networks including ABC, ESPN, ESPN2, ESPNU, SECN, ACCN, ESPNEWS, as well as ESPN+.

Fubo and Hulu + Live TV will continue to be available to consumers as separate offerings post-closing. Hulu + Live TV, a leader in entertainment programming, will continue to be streamed in the Hulu app and be offered as part of the attractive bundle with Hulu, Disney+ and ESPN+. Fubo, which streams more than 55,000 live sporting events annually, will continue to serve its subscribers in the Fubo app.

The combined company will negotiate carriage agreements with content providers for both Hulu + Live TV and Fubo services independently from Disney.

Combined Company will Benefit from Synergies

Following the closing of the Transaction, Fubo will be governed by a board of directors with the majority appointed by Disney, as well as independent directors. Gandler will also serve on the board of directors continuing as Fubo’s CEO. The Transaction will provide the combined company with the resources and support of Disney, and the existing Fubo management team will continue to focus on driving growth and profitability.

The Transaction will also enable Fubo shareholders to benefit from synergies of the combination. The combined business will realize synergies through more flexible programming packaging to cater to all audiences, greater innovation, and sales and marketing opportunities.

The combined company is projected to be well-capitalized and cash-flow positive immediately after the closing of the Transaction.

Transaction Details and Litigation Settlement

In conjunction with the Transaction, Fubo has settled all litigation with Disney and ESPN related to Venu Sports, the previously announced sports streaming platform planned by ESPN, FOX and Warner Bros. Discovery. Fubo has also settled all litigation with FOX and Warner Bros. Discovery.

In connection therewith, at signing of the Transaction, Disney, FOX and Warner Bros. Discovery will make an aggregate cash payment to Fubo of $220 million.

In addition, Disney has committed to provide a $145 million term loan to Fubo in 2026 as part of the Transaction.

Additionally, a termination fee of $130 million will be payable to Fubo under certain circumstances, including if the Transaction fails to close due to the failure to obtain requisite regulatory approvals on the terms and conditions set forth in the definitive agreement.

Advisors

Wells Fargo is serving as the lead financial advisor to Fubo and Evercore is also serving as financial advisor to Fubo. Latham & Watkins LLP is serving as legal advisor to Fubo in connection with the Transaction, and Kellogg Hansen LLP represented Fubo in its antitrust litigation. Centerview Partners LLC is serving as financial advisor to The Walt Disney Company and Cravath, Swaine & Moore LLP is serving as legal advisor to The Walt Disney Company.

Further Information Relating to Fubo

Fubo will file a Form 8-K regarding the Transaction, available on its investor relations website at https://ir.fubo.tv.

Investor Conference Call

Fubo will conduct an investor conference call at 9:00 a.m. EST / 6:00 a.m. PST today, January 6, 2025. The live webcast will be available on the Events & Presentations page of Fubo’s investor relations website. Fubo’s investor deck can be accessed on its investor relations website at https://ir.fubo.tv

Important Information About the Transaction and Where to Find It

The Transaction will be submitted to the shareholders of Fubo for their consideration and approval at a special meeting. In connection with the Transaction, Fubo will file with the Securities and Exchange Commission (the “SEC”) a preliminary proxy statement for the Fubo shareholder meeting. Once the SEC completes its review of the preliminary proxy statement, a definitive proxy statement and a form of proxy will be filed with the SEC and mailed or otherwise furnished to the shareholders of Fubo. Fubo may also file other documents with the SEC regarding the Transaction. This press release is not a substitute for the Fubo proxy statement or any other document that Fubo may file with the SEC or send to its shareholders in connection with the Transaction. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS OF FUBO ARE URGED TO READ THE FUBO PROXY STATEMENT AND ALL OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE TO THE PROXY STATEMENT, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY, WHEN THEY BECOME AVAILABLE, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of the Fubo proxy statement (when available) and other documents filed with the SEC by Fubo through the website maintained by the SEC at www.sec.gov or by contacting the investor relations department of:

Fubo
https://ir.fubo.tv

Ameet Padte, Fubo
ameet@fubo.tv

JCIR, Fubo
ir@fubo.tv

Participants in the Solicitation

Fubo and its respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the Transaction. Information regarding Fubo’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is available in Fubo’s Annual Report on Form 10-K for the year ended December 31, 2023 and its proxy statement dated April 26, 2024, which are filed with the SEC. Additional information will be available in the Fubo proxy statement to be filed in connection with the Transaction.

No Offer or Solicitation

This communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.

Cautionary Notes on Forward Looking Statements

This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” “project,” “to be,” similar expressions, and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the Transaction and the anticipated benefits thereof. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the completion of the Transaction may not occur on the anticipated terms and timing or at all, (ii) the required regulatory approvals may not be obtained, or that in order to obtain such regulatory approvals, conditions may be imposed that adversely affect the anticipated benefits from the Transaction or cause the parties to abandon the Transaction, (iii) the risk that a condition to closing of the Transaction may not be satisfied, (iv) the risk that the anticipated tax treatment of the Transaction is not obtained, (v) potential litigation relating to the Transaction that could be instituted against Fubo, Disney or their respective directors, (vi) potential adverse reactions or changes to business relationships may result from the announcement or completion of the Transaction, (vii) risks associated with third party contracts containing consent and/or other provisions that may be triggered by the Transaction, (viii) negative effects may result from the announcement or the consummation of the Transaction on the market price of Fubo’s or Disney’s common stock, (ix) the potential impact of unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition and losses on the future prospects, business and management strategies for the management, expansion and growth of Fubo’s or Disney’s operations after the consummation of the Transaction and on the other conditions to the completion of the Transaction, (x) disruptions from the Transaction may harm Fubo’s or Disney’s business, including current plans and operations, (xi) Fubo or Disney may not be able to retain or hire key personnel, (xii) there may be adverse legal and regulatory developments or determinations or adverse changes in, or interpretations of, U.S. or foreign laws, rules or regulations, including tax laws, rules and regulations, that could delay or prevent completion of the Transaction or cause the terms of the Transaction to be modified, and (xiii) there may be risks associated with management’s response to any of the aforementioned factors.

These risks, as well as other risks associated with the Transaction, will be more fully discussed in the Fubo proxy statement that will be filed with the SEC in connection with the Transaction. While the list of factors presented here is, and the list of factors to be presented in the proxy statement are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Fubo’s or Disney’s consolidated financial condition, results of operations, credit rating or liquidity. Neither Fubo nor Disney assumes any obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

The term “Disney” is used in this release to refer collectively to the parent company and the subsidiaries through which various businesses are actually conducted.

Contacts

Investor Contacts:

Ameet Padte, Fubo
ameet@fubo.tv

JCIR, Fubo
ir@fubo.tv

Carlos Gomez, The Walt Disney Company
carlos.gomez@disney.com

Media Contacts:

Jennifer L. Press, Fubo
jpress@fubo.tv

Bianca Illion, Fubo
billion@fubo.tv

David Jefferson, The Walt Disney Company
David.J.Jefferson@disney.com

Mike Long, The Walt Disney Company
Mike.P.Long@disney.com

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The Walt Disney Company Declares Cash Dividend Of $1.00 Per Share https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-declares-cash-dividend-of-1-00-per-share/ Fri, 02 Jan 2026 21:11:51 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Declares Cash Dividend Of $1.00 Per Share appeared first on The Walt Disney Company.

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BURBANK, Calif., December 4, 2024 – The Walt Disney Company (NYSE: DIS) Board of Directors today declared a cash dividend of $1.00 per share. This represents a 33% increase over the $0.75 per share paid to shareholders during fiscal year 2024.

The dividend will be paid in two installments of $0.50 per share, according to the following record and payable dates:

Record Dates Payable Dates
December 16, 2024 January 16, 2025
June 24, 2025 July 23, 2025

“It’s been a highly successful year for The Walt Disney Company, stemming from the extensive strategic work across the company to improve quality, innovation, efficiency, and value creation,” said Robert A. Iger, Chief Executive Officer, The Walt Disney Company. “With the company operating from a renewed position of strength, we are pleased to increase the dividend for shareholders while continuing to invest for the future and drive sustained growth through Disney’s world-class portfolio of assets.”

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences. Disney is a Dow 30 company and had annual revenue of $91.4 billion in its Fiscal Year 2024.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations, beliefs, financial prospects, impact of strategic initiatives and other statements that are not historical in nature. Any information that is not historical in nature is subject to change. These statements are made on the basis of the management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives, our execution of our business plans, our ability to quickly execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; deterioration in domestic and global economic conditions or a failure of conditions to improve as anticipated; deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue; consumer preferences and acceptance of our content, offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising sales on our DTC streaming services and linear networks; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory and legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; taxation; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K , including under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” and subsequent filings with the Securities and Exchange Commission, including, among others, quarterly reports on Form 10-Q.

The terms “Company,” “Disney,” “we,” and “our” are used above to refer collectively to the parent company and the subsidiaries through which our various businesses are actually conducted.

Contacts

Carlos Gómez
Investor Relations
carlos.gomez@disney.com
(818) 560-1933

David Jefferson
Corporate Communications
david.j.jefferson@disney.com
(818) 560-4832

Kelvin Liu
Corporate Communications
kelvin.liu@disney.com
(818) 560-3117

The post The Walt Disney Company Declares Cash Dividend Of $1.00 Per Share appeared first on The Walt Disney Company.

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The Walt Disney Company To Participate In The UBS Global Media And Communications Conference https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-to-participate-in-the-ubs-global-media-and-communications-conference/ Fri, 02 Jan 2026 21:05:07 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company To Participate In The UBS Global Media And Communications Conference appeared first on The Walt Disney Company.

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BURBANK, Calif., Dec 2, 2024 – Hugh Johnston, Senior Executive Vice President & Chief Financial Officer, The Walt Disney Company (NYSE: DIS) will participate in a question-and-answer session at the UBS Global Media and Communications Conference on Monday, December 9, 2024 at approximately 1:30 p.m. ET/ 10:30 a.m. PT.

To stream live, please visit www.disney.com/investors. A recording of the question-and-answer session will be archived on our website.

Contacts

Carlos Gómez
Investor Relations
(818) 560-1933

David Jefferson
Corporate Communications
(818) 560-4832

The post The Walt Disney Company To Participate In The UBS Global Media And Communications Conference appeared first on The Walt Disney Company.

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The Walt Disney Company Reports Fourth Quarter and Full Year Earnings for Fiscal 2024 https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-reports-fourth-quarter-and-full-year-earnings-for-fiscal-2024/ Fri, 02 Jan 2026 21:01:13 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Reports Fourth Quarter and Full Year Earnings for Fiscal 2024 appeared first on The Walt Disney Company.

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BURBANK, Calif.–The Walt Disney Company (NYSE: DIS) today reported earnings for its fourth quarter and full year ended September 28, 2024.

Financial Results for the Quarter and Full Year:

  • Revenues increased 6% for Q4 to $22.6 billion from $21.2 billion in the prior-year quarter, and 3% for the year to $91.4 billion from $88.9 billion in the prior year.
  • Income before income taxes declined 6% to $0.9 billion in Q4 from $1.0 billion in the prior-year quarter and increased 59% for the year to $7.6 billion from $4.8 billion in the prior year.
  • Diluted earnings per share (EPS) for Q4 increased 79% to $0.25 from $0.14 in the prior-year quarter, and for the year more than doubled to $2.72 from $1.29 in the prior year.

Key Points:

  • We achieved strong 23% growth in total segment operating income([1]) for Q4 and 21% for the year, and 39% growth in adjusted EPS(1) to $1.14 from $0.82 for Q4 and 32% to $4.97 from $3.76 for the year.
  • Entertainment segment operating income improved significantly, to $1.1 billion, up $0.8 billion in Q4 versus the prior-year quarter.
  • Entertainment DTC delivered 14% ad revenue growth in Q4, contributing to $253 million in operating income, and our combined DTC streaming businesses improved their profitability in Q4, with operating income(1) of $321 million.
  • We ended the quarter with 174 million Disney+ Core and Hulu subscriptions, and more than 120 million Disney+ Core paid subscribers, an increase of 4.4 million over the prior quarter.
  • Pixar’s Inside Out 2 and Marvel’s Deadpool & Wolverine broke numerous box office records and helped drive $316 million in operating income at Content Sales/Licensing and Other in Q4.
  • Sports segment operating income was $0.9 billion, a decline of $0.1 billion compared to the prior-year quarter. Domestic ESPN advertising revenue in Q4 grew 7% versus the prior-year quarter.
  • The Experiences segment had record revenue and operating income for the full year. In Q4, Experiences revenue increased $0.1 billion, or 1%, and operating income of $1.7 billion was a decline of $0.1 billion, or 6% compared to the prior-year quarter. Domestic Parks & Experiences operating income increased in Q4, on comparable attendance to the prior-year quarter, driven by higher guest spending, partially offset by higher expenses and costs related to new guest offerings driven by Disney Cruise Line. International Parks & Experiences operating income declined in Q4.
(1)

Diluted EPS excluding certain items (also referred to as adjusted EPS), total segment operating income and DTC streaming businesses operating income are non-GAAP financial measures. The most comparable GAAP measures are diluted EPS, income before income taxes and segment operating income for the Entertainment segment and Sports segment, respectively. See the discussion on pages 18 through 22 for how we define and calculate these measures and a quantitative reconciliation thereof to the most directly comparable GAAP measures.

Guidance and Outlook:

  • We are confident in the long-term prospects for the business and believe we are well positioned for growth.
  • Fiscal 2025:
    • High-single digit adjusted EPS(1) growth compared to fiscal 2024
    • Approximately $15 billion in cash provided by operations
    • Approximately $8 billion of capital expenditures
    • Target dividend growth that tracks our earnings growth
    • Targeting $3 billion in stock repurchases
    • Entertainment: Double digit percentage segment operating income growth compared to fiscal 2024, weighted to the first half of the year
      • Entertainment DTC operating income increase of approximately $875 million versus fiscal 2024, which includes a comparison to an adverse impact of our India DTC business of approximately $200 million on fiscal 2024 Entertainment DTC results
      • Modest decline in Q1 Disney+ Core subscribers versus Q4
      • Q1 Content Sales/Licensing and Other operating income relatively in-line with Q4
    • Sports: 13% segment operating income growth compared to fiscal 2024 on a reported basis. Adjusting for the impact of our India business on Sports’ fiscal 2024 results, operating income is expected to decrease approximately 10%
    • Experiences: 6% to 8% segment operating income growth compared to fiscal 2024, weighted to the second half of the year
      • Q1 operating income adversely impacted by approximately $130 million due to Hurricanes Helene and Milton and approximately $90 million due to Disney Cruise Line pre-launch costs
  • Fiscal 2026(2):
    • Double digit adjusted EPS(1) growth
    • Double digit growth in cash provided by operations
    • When comparing to our fiscal 2025 guide, we expect:
      • Entertainment: Double digit percentage segment operating income growth; 10% operating margin for our Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service)(1)
      • Sports: Low single digit percentage segment operating income growth
      • Experiences: High single digit percentage segment operating income growth
  • Fiscal 2027:
    • Double digit adjusted EPS(1) growth
(1)

Diluted EPS excluding certain items (also referred to as adjusted EPS) is a non-GAAP financial measure. Operating margin for Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service) is calculated as operating income divided by revenue. Operating income for Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service) is a non-GAAP financial measure. The most comparable GAAP measures to these non-GAAP measures are diluted EPS and Entertainment segment operating income, respectively. See the discussion on pages 18 through 22 for how we define and calculate these measures and why the Company is not providing forward-looking quantitative reconciliations of diluted EPS excluding certain items and operating income (and related margin) for our Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service) to the most comparable GAAP measures.

(2)

Fiscal 2026 includes a 53rd week and these segment operating income growth rates exclude the expected benefit of the extra week.

 

Message From Our CEO:

“This was a pivotal and successful year for The Walt Disney Company, and thanks to the significant progress we’ve made, we have emerged from a period of considerable challenges and disruption well positioned for growth and optimistic about our future,” said Robert A. Iger, Chief Executive Officer, The Walt Disney Company. “Our solid performance in the fiscal fourth quarter reflected the success of our strategic efforts to improve quality, innovation, efficiency, and value creation. In Q4 we saw one of the best quarters in the history of our film studio, improved profitability in our streaming businesses, a record-breaking 60 Emmy Awards for the company, the continued power of live sports, and the unveiling of an impressive collection of new projects coming to our Experiences segment. As a result of our strategies and our focus on managing our businesses for both the near- and long-term, we are differentiating ourselves from traditional competitors, leveraging the deepest and broadest set of entertainment assets in the industry to drive attractive returns and further advance our goals.”

 

SUMMARIZED FINANCIAL RESULTS

The following table summarizes fourth quarter and full year results for fiscal 2024 and 2023:

Quarter Ended

Year Ended

($ in millions, except per share amounts)

Sept. 28, 2024

Sept. 30, 2023

Change

Sept. 28, 2024

Sept. 30, 2023

Change

Revenues

$

22,574

$

21,241

6

%

$

91,361

$

88,898

3

%

Income before income taxes

$

948

$

1,007

(6

)%

$

7,569

$

4,769

59

%

Total segment operating income(1)

$

3,655

$

2,976

23

%

$

15,601

$

12,863

21

%

Diluted EPS

$

0.25

$

0.14

79

%

$

2.72

$

1.29

>100 %

Diluted EPS excluding certain items(1)

$

1.14

$

0.82

39

%

$

4.97

$

3.76

32

%

Cash provided by operations

$

5,518

$

4,802

15

%

$

13,971

$

9,866

42

%

Free cash flow(1)

$

4,029

$

3,428

18

%

$

8,559

$

4,897

75

%

(1)

Total segment operating income, diluted EPS excluding certain items and free cash flow are non-GAAP financial measures. The most comparable GAAP measures are income before income taxes, diluted EPS and cash provided by operations, respectively. See the discussion on pages 18 through 22 for how we define and calculate these measures and a reconciliation thereof to the most directly comparable GAAP measures.

SUMMARIZED SEGMENT FINANCIAL RESULTS

The following table summarizes fourth quarter and full year segment revenue and operating income for fiscal 2024 and 2023:

Quarter Ended

Year Ended

($ in millions)

Sept. 28, 2024

Sept. 30, 2023

Change

Sept. 28, 2024

Sept. 30, 2023

Change

Revenues:

Entertainment

$

10,829

$

9,524

14

%

$

41,186

$

40,635

1

%

Sports

3,914

3,910

%

17,619

17,111

3

%

Experiences

8,240

8,160

1

%

34,151

32,549

5

%

Eliminations(2)

(409

)

(353

)

(16

)%

(1,595

)

(1,397

)

(14

)%

Total revenues

$

22,574

$

21,241

6

%

$

91,361

$

88,898

3

%

Segment operating income:

Entertainment

$

1,067

$

236

>100 %

$

3,923

$

1,444

>100 %

Sports

929

981

(5

)%

2,406

2,465

(2

)%

Experiences

1,659

1,759

(6

)%

9,272

8,954

4

%

Total segment operating income(1)

$

3,655

$

2,976

23

%

$

15,601

$

12,863

21

%

(1)

Total segment operating income is a non-GAAP financial measure. The most comparable GAAP measure is income before income taxes. See the discussion on pages 18 through 22.

(2)

Reflects fees paid by Hulu to ESPN and the Entertainment linear networks business for the right to air their networks on Hulu Live and fees paid by ABC Network and Disney+ to ESPN to program certain sports content on ABC Network and Disney+.

 

DISCUSSION OF FOURTH QUARTER SEGMENT RESULTS

Entertainment

Revenue and operating income for the Entertainment segment are as follows:

Quarter Ended

Change

Year Ended

($ in millions)

Sept. 28, 2024

Sept. 30, 2023

Sept. 28, 2024

Sept. 30, 2023

Change

Revenues:

Linear Networks

$

2,461

$

2,628

(6

)%

$

10,692

$

11,701

(9

)%

Direct-to-Consumer

5,783

5,036

15

%

22,776

19,886

15

%

Content Sales/Licensing and Other

2,585

1,860

39

%

7,718

9,048

(15

)%

$

10,829

$

9,524

14

%

$

41,186

$

40,635

1

%

Operating income (loss):

Linear Networks

$

498

$

805

(38

)%

$

3,452

$

4,119

(16

)%

Direct-to-Consumer

253

(420

)

nm

143

(2,496

)

nm

Content Sales/Licensing and Other

316

(149

)

nm

328

(179

)

nm

$

1,067

$

236

>100 %

$

3,923

$

1,444

>100 %

 

The increase in Entertainment operating income in the current quarter compared to the prior-year quarter was due to improved results at Direct-to-Consumer and Content Sales/Licensing and Other, partially offset by a decrease at Linear Networks.

Linear Networks

Linear Networks revenues and operating income are as follows:

Quarter Ended

Change

($ in millions)

September 28, 2024

September 30, 2023

Revenue

Domestic

$

1,997

$

2,099

(5

)%

International

464

529

(12

)%

$

2,461

$

2,628

(6

)%

Operating income

Domestic

$

347

$

529

(34

)%

International

52

114

(54

)%

Equity in the income of investees

99

162

(39

)%

$

498

$

805

(38

)%

 

Domestic

Domestic operating income in the current quarter decreased compared to the prior-year quarter due to:

  • Higher marketing costs primarily resulting from more season premieres in the current quarter reflecting the impact of guild strikes in the prior-year quarter
  • Lower affiliate revenue primarily attributable to fewer subscribers including the impact of the non-renewal of carriage of certain networks by an affiliate, partially offset by higher effective rates
  • A decline in advertising revenue resulting from a decrease in impressions reflecting lower average viewership, partially offset by higher rates
  • Programming and production costs were comparable to the prior-year quarter as higher average cost programming at ABC Network, in part due to the impact of guild strikes in the prior-year quarter, was largely offset by lower average cost programming at our cable channels

International

The decrease in International operating income was attributable to:

  • Lower affiliate revenue primarily due to a decline in effective rates and fewer subscribers
  • Higher marketing costs

Equity in the Income of Investees

Income from equity investees decreased due to lower income from A+E Television Networks (A+E) attributable to decreases in affiliate and advertising revenue.

Direct-to-Consumer

Direct-to-Consumer revenues and operating income (loss) are as follows:

Quarter Ended

Change

($ in millions)

September 28, 2024

September 30, 2023

Revenue

$

5,783

$

5,036

15

%

Operating income (loss)

$

253

$

(420

)

nm

 

The improvement in operating results in the current quarter compared to the prior-year quarter was due to:

  • Subscription revenue growth attributable to higher effective rates due to increases in retail pricing and subscriber growth, partially offset by an unfavorable foreign exchange impact
  • An increase in advertising revenue due to higher impressions, partially offset by lower rates
  • Lower marketing costs at Disney+
  • Higher technology and distribution costs
  • An increase in programming and production costs reflecting:
    • Higher subscriber-based fees for programming the Hulu Live TV service attributable to rate increases
    • Lower costs for non-sports content attributable to a decrease at Disney+, partially offset by an increase at Hulu

Key Metrics – Fourth Quarter of Fiscal 2024 Comparison to Third Quarter of Fiscal 2024

In addition to revenue, costs and operating income, management uses the following key metrics(1) to analyze trends and evaluate the overall performance of our Disney+ and Hulu direct-to-consumer (DTC) product offerings, and we believe these metrics are useful to investors in analyzing the business. The following tables and related discussion are on a sequential quarter basis.

Paid subscribers at:

(in millions)

September 28, 2024

June 29, 2024

Change

Disney+

Domestic (U.S. and Canada)

56.0

54.8

2

%

International (excluding Disney+ Hotstar)

66.7

63.5

5

%

Disney+ Core(2)

122.7

118.3

4

%

Disney+ Hotstar

35.9

35.5

1

%

Hulu

SVOD Only

47.4

46.7

1

%

Live TV + SVOD

4.6

4.4

5

%

Total Hulu(2)

52.0

51.1

2

%

Average Monthly Revenue Per Paid Subscriber for the quarter ended:

September 28, 2024

June 29, 2024

Change

Disney+

Domestic (U.S. and Canada)

$

7.70

$

7.74

(1

)%

International (excluding Disney+ Hotstar)

6.95

6.78

3

%

Disney+ Core

7.30

7.22

1

%

Disney+ Hotstar

0.78

1.05

(26

)%

Hulu

SVOD Only

12.54

12.73

(1

)%

Live TV + SVOD

95.82

96.11

%

(1)

See discussion on page 17—DTC Product Descriptions and Key Definitions

(2)

Total may not equal the sum of the column due to rounding

 

Domestic Disney+ average monthly revenue per paid subscriber decreased from $7.74 to $7.70 due to a higher mix of subscribers to ad-supported and wholesale offerings, partially offset by higher advertising revenue.

International Disney+ (excluding Disney+ Hotstar) average monthly revenue per paid subscriber increased from $6.78 to $6.95 due to higher retail pricing, partially offset by a higher mix of subscribers to ad-supported and wholesale offerings and an unfavorable foreign exchange impact.

Disney+ Hotstar average monthly revenue per paid subscriber decreased from $1.05 to $0.78 due to lower advertising revenue.

Hulu SVOD Only average monthly revenue per paid subscriber decreased from $12.73 to $12.54 primarily due to a higher mix of subscribers to multi-product offerings and lower advertising revenue.

Content Sales/Licensing and Other

Content Sales/Licensing and Other revenues and operating income (loss) are as follows:

Quarter Ended

Change

($ in millions)

September 28, 2024

September 30, 2023

Revenue

$

2,585

$

1,860

39

%

Operating income (loss)

$

316

$

(149

)

nm

 

The improvement in operating results was primarily due to higher theatrical distribution results reflecting the strong performance of Inside Out 2 and Deadpool & Wolverine in the current quarter. The prior-year quarter included Haunted Mansion.

Sports

Sports revenues and operating income (loss) are as follows:

Quarter Ended

Change

($ in millions)

September 28, 2024

September 30, 2023

Revenue

ESPN

Domestic

$

3,492

$

3,455

1

%

International

364

363

%

3,856

3,818

1

%

Star India

58

92

(37

)%

$

3,914

$

3,910

%

Operating income (loss)

ESPN

Domestic

$

936

$

987

(5

)%

International

(40

)

(34

)

(18

)%

896

953

(6

)%

Star India

20

12

67

%

Equity in the income of investees

13

16

(19

)%

$

929

$

981

(5

)%

 

Domestic ESPN

The decrease in domestic ESPN operating results in the current quarter compared to the prior-year quarter was due to:

  • Higher programming and production costs attributable to an increase in college football rights costs and higher production costs, partially offset by lower NFL rights costs as a result of airing one fewer game in the current quarter
  • Lower affiliate revenue due to fewer subscribers, partially offset by higher effective rates
  • Advertising revenue growth reflecting increases in rates and sponsorship revenue, partially offset by lower average viewership
  • Growth in subscription revenue due to higher effective rates attributable to an increase in retail pricing

Key Metrics – Fourth Quarter of Fiscal 2024 Comparison to Third Quarter of Fiscal 2024

In addition to revenue, costs and operating income, management uses the following key metrics(1) to analyze trends and evaluate the overall performance of our ESPN+ DTC product offering, and we believe these metrics are useful to investors in analyzing the business. The following table and related discussion are on a sequential quarter basis.

September 28, 2024

June 29, 2024

Change

Paid subscribers at: (in millions)

25.6

24.9

3

%

Average Monthly Revenue Per Paid Subscriber for the quarter ended:

$

5.94

$

6.23

(5

)%

(1)

See discussion on page 17—DTC Product Descriptions and Key Definitions

 

The decrease in ESPN+ average monthly revenue per paid subscriber was due to lower advertising revenue and a higher mix of subscribers to wholesale and multi-product offerings.

Experiences

Experiences revenues and operating income are as follows:

Quarter Ended

Change

($ in millions)

September 28, 2024

September 30, 2023

Revenue

Parks & Experiences

Domestic

$

5,521

$

5,384

3

%

International

1,583

1,665

(5

)%

Consumer Products

1,136

1,111

2

%

$

8,240

$

8,160

1

%

Operating income

Parks & Experiences

Domestic

$

847

$

808

5

%

International

299

441

(32

)%

Consumer Products

513

510

1

%

$

1,659

$

1,759

(6

)%

 

Domestic Parks and Experiences

The increase in operating income at our domestic parks and experiences reflected:

  • Guest spending growth attributable to increases in per capita guest spending at our theme parks and cruise line
  • Lower sales of Disney Vacation Club units
  • Higher costs primarily due to inflation, new guest offerings, increased technology spending and higher operations support costs, partially offset by the comparison to depreciation in the prior-year quarter related to the closure of Star Wars: Galactic Starcruiser

International Parks and Experiences

International parks and experiences’ operating results decreased compared to the prior-year quarter due to:

  • Lower volumes attributable to declines in attendance
  • An increase in costs primarily due to new guest offerings and higher depreciation
  • A decrease in guest spending due to lower theme park per capita guest spending, partially offset by an increase in per room spending at our resorts

OTHER FINANCIAL INFORMATION

DTC Streaming Businesses

Revenue and operating income (loss) for our combined DTC streaming businesses, which consist of the Direct-to-Consumer line of business at the Entertainment segment and ESPN+ at the Sports segment, are as follows:

Quarter Ended

Change

Year Ended

($ in millions)

Sept. 28, 2024

Sept. 30, 2023

Sept. 28, 2024

Sept. 30, 2023

Change

Revenue

$

6,296

$

5,553

13

%

$

24,938

$

21,926

14

%

Operating income (loss) (1)

$

321

$

(387

)

nm

$

134

$

(2,612

)

nm

(1)

DTC streaming businesses operating income (loss) is not a financial measure defined by GAAP. The most comparable GAAP measures are segment operating income for the Entertainment segment and Sports segment. See the discussion on page 22 for how we define and calculate this measure and a reconciliation of it to the most directly comparable GAAP measures.

 

Corporate and Unallocated Shared Expenses

Corporate and unallocated shared expenses increased $115 million for the quarter, from $293 million to $408 million, driven by increased professional fees and compensation costs.

Restructuring and Impairment Charges

Restructuring and impairment charges were as follows:

Quarter Ended

($ in millions)

September 28, 2024

September 30, 2023

Impairments:

Goodwill(1)

$

584

$

721

Retail assets

328

Star India

210

Content(2)

187

137

Equity investments

165

141

Severance

69

22

$

1,543

$

1,021

(1)

In the current quarter, goodwill impairment related to our general entertainment linear networks. In the prior-year quarter, goodwill impairments related to our general entertainment and international sports linear networks.

(2)

In the current and prior-year quarters, content impairments related to strategic changes in our approach to content curation.

 

Interest Expense, net

Interest expense, net was as follows:

Quarter Ended

($ in millions)

September 28, 2024

September 30, 2023

Change

Interest expense

$

(532

)

$

(501

)

(6

)%

Interest income, investment income and other

171

219

(22

)%

Interest expense, net

$

(361

)

$

(282

)

(28

)%

 

The increase in interest expense was primarily due to lower capitalized interest.

The decrease in interest income, investment income and other reflected the impact of lower cash and cash equivalent balances, partially offset by lower investment losses and a favorable comparison of pension and postretirement benefit costs, other than service cost.

Equity in the Income of Investees

Equity in the income of investees was as follows:

Quarter Ended

($ in millions)

September 28, 2024

September 30, 2023

Change

Amounts included in segment results:

Entertainment

$

97

$

158

(39

)%

Sports

13

16

(19

)%

A+E gain(1)

56

(100

)%

Amortization of TFCF Corporation (TFCF) intangible assets related to an equity investee

(3

)

(3

)

%

Equity in the income of investees

$

107

$

227

(53

)%

(1)

Restructuring and impairment charges included the impact of a content license agreement termination with A+E, which generated a gain at A+E. The Company’s 50% interest in this gain was $56 million (A+E gain) in the prior-year quarter.

 

Income from equity investees decreased $120 million, to $107 million from $227 million, due to lower income from A+E.

Income Taxes

The effective income tax rate was as follows:

Quarter Ended

September 28, 2024

September 30, 2023

Income before income taxes

$

948

$

1,007

Income tax expense

384

313

Effective income tax rate

40.5

%

31.1

%

 

The increase in effective income tax rate was due to the impact from adjustments related to prior years and an unfavorable impact from higher non-tax deductible impairments in the current quarter compared to the prior-year quarter. Adjustments related to prior years were favorable in the prior-year quarter and unfavorable in the current quarter.

Noncontrolling Interests

Net income attributable to noncontrolling interests was as follows:

Quarter Ended

($ in millions)

September 28, 2024

September 30, 2023

Change

Net income attributable to noncontrolling interests

$

(104

)

$

(430

)

76

%

 

The decrease in net income attributable to noncontrolling interests was due to the comparison to the accretion of NBC Universal’s interest in Hulu in the prior-year quarter as we had accreted to the full guaranteed redemption value by December 2023. The decrease was also due to lower results at Shanghai Disney Resort and National Geographic.

Net income attributable to noncontrolling interests is determined on income after royalties and management fees, financing costs and income taxes, as applicable.

FULL YEAR CASH FLOW

Cash from Operations

Cash provided by operations and free cash flow were as follows:

Year Ended

($ in millions)

September 28, 2024

September 30, 2023

Change

Cash provided by operations

$

13,971

$

9,866

$

4,105

Investments in parks, resorts and other property

(5,412

)

(4,969

)

(443

)

Free cash flow(1)

$

8,559

$

4,897

$

3,662

(1)

Free cash flow is not a financial measure defined by GAAP. The most comparable GAAP measure is cash provided by operations. See the discussion on pages 18 through 22.

 

Cash provided by operations increased $4.1 billion to $14.0 billion in the current year from $9.9 billion in the prior year driven by:

  • Lower film and television production spending and the timing of payments for sports rights
  • Collateral receipts related to our hedging program in the current year compared to collateral payments in the prior year
  • Higher operating income at Entertainment
  • A payment in the prior year related to the termination of content licenses in fiscal 2022
  • Higher cash tax payments in fiscal 2024 compared to fiscal 2023. Fiscal 2023 U.S. federal and California state tax payments were deferred and paid in fiscal 2024 pursuant to relief provided by the Internal Revenue Service and California State Board of Equalization as a result of 2023 winter storms in California. In addition, a portion of fiscal 2024 U.S. federal and Florida state taxes was paid in fiscal 2024 and the remainder has been deferred to fiscal 2025 pursuant to relief provided by the Internal Revenue Service and Florida Department of Revenue as a result of 2024 hurricanes in Florida.

Capital Expenditures

Investments in parks, resorts and other property were as follows:

Year Ended

($ in millions)

September 28, 2024

September 30, 2023

Entertainment

$

977

$

1,032

Sports

10

15

Experiences

Domestic

2,710

2,203

International

949

822

Total Experiences

3,659

3,025

Corporate

766

897

Total investments in parks, resorts and other property

$

5,412

$

4,969

 

Capital expenditures increased to $5.4 billion from $5.0 billion due to higher spend on cruise ship fleet expansion and new attractions at the Experiences segment, partially offset by lower spend on Corporate facilities.

Depreciation Expense

Depreciation expense was as follows:

Year Ended

($ in millions)

September 28, 2024

September 30, 2023

Entertainment

$

681

$

669

Sports

39

73

Experiences

Domestic

1,744

2,011

International

726

669

Total Experiences

2,470

2,680

Corporate

244

204

Total depreciation expense

$

3,434

$

3,626

 

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(unaudited; $ in millions, except per share data)

Quarter Ended

Year Ended

September 28, 2024

September 30, 2023

September 28, 2024

September 30, 2023

Revenues

$

22,574

$

21,241

$

91,361

$

88,898

Costs and expenses

(19,829

)

(19,158

)

(79,447

)

(79,906

)

Restructuring and impairment charges

(1,543

)

(1,021

)

(3,595

)

(3,892

)

Other income (expense), net

(65

)

96

Interest expense, net

(361

)

(282

)

(1,260

)

(1,209

)

Equity in the income of investees

107

227

575

782

Income before income taxes

948

1,007

7,569

4,769

Income taxes

(384

)

(313

)

(1,796

)

(1,379

)

Net income

564

694

5,773

3,390

Net income attributable to noncontrolling interests

(104

)

(430

)

(801

)

(1,036

)

Net income attributable to The Walt Disney Company (Disney)

$

460

$

264

$

4,972

$

2,354

Earnings per share attributable to Disney:

Diluted

$

0.25

$

0.14

$

2.72

$

1.29

Basic

$

0.25

$

0.14

$

2.72

$

1.29

Weighted average number of common and common equivalent shares outstanding:

Diluted

1,819

1,833

1,831

1,830

Basic

1,814

1,831

1,825

1,828

 

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited; $ in millions, except per share data)

September 28, 2024

September 30, 2023

ASSETS

Current assets

Cash and cash equivalents

$

6,002

$

14,182

Receivables, net

12,729

12,330

Inventories

2,022

1,963

Content advances

2,097

3,002

Other current assets

2,391

1,286

Total current assets

25,241

32,763

Produced and licensed content costs

32,312

33,591

Investments

4,459

3,080

Parks, resorts and other property

Attractions, buildings and equipment

76,674

70,090

Accumulated depreciation

(45,506

)

(42,610

)

31,168

27,480

Projects in progress

4,728

6,285

Land

1,145

1,176

37,041

34,941

Intangible assets, net

10,739

13,061

Goodwill

73,326

77,067

Other assets

13,101

11,076

Total assets

$

196,219

$

205,579

LIABILITIES AND EQUITY

Current liabilities

Accounts payable and other accrued liabilities

$

21,070

$

20,671

Current portion of borrowings

6,845

4,330

Deferred revenue and other

6,684

6,138

Total current liabilities

34,599

31,139

Borrowings

38,970

42,101

Deferred income taxes

6,277

7,258

Other long-term liabilities

10,851

12,069

Commitments and contingencies

Redeemable noncontrolling interests

9,055

Equity

Preferred stock

Common stock, $0.01 par value, Authorized – 4.6 billion shares, Issued – 1.9 billion shares at September 28, 2024 and 1.8 billion shares at September 30, 2023

58,592

57,383

Retained earnings

49,722

46,093

Accumulated other comprehensive loss

(3,699

)

(3,292

)

Treasury stock, at cost, 47 million shares at September 28, 2024 and 19 million shares at September 30, 2023

(3,919

)

(907

)

Total Disney Shareholders’ equity

100,696

99,277

Noncontrolling interests

4,826

4,680

Total equity

105,522

103,957

Total liabilities and equity

$

196,219

$

205,579

 

THE WALT DISNEY COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited; $ in millions)

Year Ended

September 28, 2024

September 30, 2023

OPERATING ACTIVITIES

Net income

$

5,773

$

3,390

Depreciation and amortization

4,990

5,369

Impairments of goodwill, produced and licensed content and other assets

3,511

3,128

Net (gain)/loss on investments

5

(166

)

Deferred income taxes

(821

)

(1,346

)

Equity in the income of investees

(575

)

(782

)

Cash distributions received from equity investees

437

720

Net change in produced and licensed content costs and advances

1,046

(1,908

)

Equity-based compensation

1,366

1,143

Pension and postretirement medical cost amortization

(96

)

4

Other, net

(52

)

137

Changes in operating assets and liabilities

Receivables

(565

)

358

Inventories

(42

)

(183

)

Other assets

265

(201

)

Accounts payable and other liabilities

156

(1,142

)

Income taxes

(1,427

)

1,345

Cash provided by operations

13,971

9,866

INVESTING ACTIVITIES

Investments in parks, resorts and other property

(5,412

)

(4,969

)

Proceeds from sales of investments

105

458

Purchase of investments

(1,506

)

Other, net

(68

)

(130

)

Cash used in investing activities

(6,881

)

(4,641

)

FINANCING ACTIVITIES

Commercial paper borrowings (payments), net

1,532

(191

)

Borrowings

132

83

Reduction of borrowings

(3,064

)

(1,675

)

Dividends

(1,366

)

Repurchases of common stock

(2,992

)

Contributions from noncontrolling interests

9

735

Acquisition of redeemable noncontrolling interests

(8,610

)

(900

)

Other, net

(929

)

(776

)

Cash used in financing activities

(15,288

)

(2,724

)

Impact of exchange rates on cash, cash equivalents and restricted cash

65

73

Change in cash, cash equivalents and restricted cash

(8,133

)

2,574

Cash, cash equivalents and restricted cash, beginning of year

14,235

11,661

Cash, cash equivalents and restricted cash, end of year

$

6,102

$

14,235

 

DTC PRODUCT DESCRIPTIONS AND KEY DEFINITIONS

Product offerings

In the U.S., Disney+, ESPN+ and Hulu SVOD Only are each offered as a standalone service or as part of various multi-product offerings. Hulu Live TV + SVOD includes Disney+ and ESPN+. Disney+ is available in more than 150 countries and territories outside the U.S. and Canada. In India and certain other Southeast Asian countries, the service is branded Disney+ Hotstar. In certain Latin American countries prior to July 2024, we offered Disney+ as well as Star+, a general entertainment SVOD service, which was available on a standalone basis or together with Disney+ (Combo+). At the end of June 2024, we merged these services into a single Disney+ product offering. Depending on the market, our services can be purchased on our websites or through third-party platforms/apps or are available via wholesale arrangements.

Paid subscribers

Paid subscribers reflect subscribers for which we recognized subscription revenue. Certain product offerings provide the option for an extra member to be added to an account (extra member add-on). These extra members are not counted as paid subscribers. Subscribers cease to be a paid subscriber as of their effective cancellation date or as a result of a failed payment method. Subscribers to multi-product offerings in the U.S. are counted as a paid subscriber for each of the Company’s services included in the multi-product offering and subscribers to Hulu Live TV + SVOD are counted as one paid subscriber for each of the Hulu Live TV + SVOD, Disney+ and ESPN+ services. In Latin America prior to July 2024, if a subscriber had either the standalone Disney+ or Star+ service or subscribed to Combo+, the subscriber was counted as one Disney+ paid subscriber. Subscribers include those who receive an entitlement to a service through wholesale arrangements, including those for which the service is available to each subscriber of an existing content distribution tier. When we aggregate the total number of paid subscribers across our DTC streaming services, we refer to them as paid subscriptions.

International Disney+ (excluding Disney+ Hotstar)

International Disney+ (excluding Disney+ Hotstar) includes the Disney+ service outside the U.S. and Canada.

Average Monthly Revenue Per Paid Subscriber

Hulu and ESPN+ average monthly revenue per paid subscriber is calculated based on the average of the monthly average paid subscribers for each month in the period. The monthly average paid subscribers is calculated as the sum of the beginning of the month and end of the month paid subscriber count, divided by two. Disney+ average monthly revenue per paid subscriber is calculated using a daily average of paid subscribers for the period. Revenue includes subscription fees, advertising (excluding revenue earned from selling advertising spots to other Company businesses), premium and feature add-on revenue and extra member add-on revenue but excludes Pay-Per-View revenue. Advertising revenue generated by content on one DTC streaming service that is accessed through another DTC streaming service by subscribers to both streaming services is allocated between both streaming services. The average revenue per paid subscriber is net of discounts on offerings that carry more than one service. Revenue is allocated to each service based on the relative retail or wholesale price of each service on a standalone basis. Hulu Live TV + SVOD revenue is allocated to the SVOD services based on the wholesale price of the Hulu SVOD Only, Disney+ and ESPN+ multi-product offering. In general, wholesale arrangements have a lower average monthly revenue per paid subscriber than subscribers that we acquire directly or through third-party platforms.

NON-GAAP FINANCIAL MEASURES

This earnings release presents diluted EPS excluding certain items (also referred to as adjusted EPS), total segment operating income, free cash flow and DTC streaming businesses operating income (loss). This earnings release also presents forward-looking operating margin for Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service), which is calculated as operating income divided by revenue. Diluted EPS excluding certain items, total segment operating income, free cash flow, DTC streaming businesses operating income (loss) and operating income for Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service) are important financial measures for the Company but are not financial measures defined by GAAP.

These measures should be reviewed in conjunction with the most comparable GAAP financial measures and are not presented as alternative measures of diluted EPS, income before income taxes, cash provided by operations, Entertainment and Sports segment operating income (loss) or Entertainment segment operating income as determined in accordance with GAAP. Diluted EPS excluding certain items, total segment operating income, free cash flow, DTC streaming businesses operating income (loss) and operating income (and related margin) for Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service) as we have calculated them may not be comparable to similarly titled measures reported by other companies.

Our definitions and calculations of diluted EPS excluding certain items, total segment operating income, free cash flow and DTC streaming businesses operating income (loss), as well as quantitative reconciliations of each of these measures to the most directly comparable GAAP financial measure, are provided below. In addition, our definition of operating income (and related margin) for Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service) is provided below.

The Company is not providing the forward-looking measure for diluted EPS or Entertainment segment operating income (and related margin), which are the most directly comparable GAAP measures to diluted EPS excluding certain items and operating income (and related margin) for Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service), respectively, or quantitative reconciliations of forward-looking diluted EPS excluding certain items and operating income (and related margin) for our Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service) to those most directly comparable GAAP measures. The Company is unable to predict or estimate with reasonable certainty the ultimate outcome of certain significant items required for such GAAP measures without unreasonable effort. Information about other adjusting items that is currently not available to the Company could have a potentially unpredictable and significant impact on future GAAP financial results.

Diluted EPS excluding certain items

The Company uses diluted EPS excluding (1) certain items affecting comparability of results from period to period and (2) amortization of TFCF and Hulu intangible assets, including purchase accounting step-up adjustments for released content, to facilitate the evaluation of the performance of the Company’s operations exclusive of these items, and these adjustments reflect how senior management is evaluating segment performance.

The Company believes that providing diluted EPS exclusive of certain items impacting comparability is useful to investors, particularly where the impact of the excluded items is significant in relation to reported earnings and because the measure allows for comparability between periods of the operating performance of the Company’s business and allows investors to evaluate the impact of these items separately.

The Company further believes that providing diluted EPS exclusive of amortization of TFCF and Hulu intangible assets associated with the acquisition in 2019 is useful to investors because the TFCF and Hulu acquisition was considerably larger than the Company’s historic acquisitions with a significantly greater acquisition accounting impact.

The following table reconciles reported diluted EPS to diluted EPS excluding certain items for the fourth quarter:

($ in millions except EPS)

Pre-Tax Income/

Loss

Tax Benefit/

Expense(1)

After-Tax Income/

Loss(2)

Diluted

EPS(3)

Change vs. prior-year period

Quarter Ended September 28, 2024

As reported

$

948

$

(384

)

$

564

$

0.25

79

%

Exclude:

Restructuring and impairment charges(4)

1,543

(172

)

1,371

0.73

Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5)

395

(92

)

303

0.16

Excluding certain items

$

2,886

$

(648

)

$

2,238

$

1.14

39

%

Quarter Ended September 30, 2023

As reported

$

1,007

$

(313

)

$

694

$

0.14

Exclude:

Restructuring and impairment charges(4)

965

(57

)

908

0.50

Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5)

429

(100

)

329

0.18

Excluding certain items

$

2,401

$

(470

)

$

1,931

$

0.82

(1)

Tax benefit/expense is determined using the tax rate applicable to the individual item.

(2)

Before noncontrolling interest share.

(3)

Net of noncontrolling interest share, where applicable. Total may not equal the sum of the column due to rounding.

(4)

Charges for the current quarter included impairments of goodwill ($584 million), assets at our retail business ($328 million), Star India ($210 million), content ($187 million) and equity investments ($165 million), and severance costs ($69 million). Charges for the prior-year quarter included impairments of goodwill ($721 million), an equity investment ($141 million) and licensed content ($137 million) and severance costs ($22 million), net of the A+E gain ($56 million).

(5)

For the current quarter, intangible asset amortization was $326 million, step-up amortization was $66 million and amortization of intangible assets related to a TFCF equity investee was $3 million. For the prior-year quarter, intangible asset amortization was $361 million, step-up amortization was $65 million and amortization of intangible assets related to a TFCF equity investee was $3 million.

The following table reconciles reported diluted EPS to diluted EPS excluding certain items for the year:

($ in millions except EPS)

Pre-Tax Income/

Loss

Tax Benefit/

Expense(1)

After-Tax Income/

Loss(2)

Diluted

EPS(3)

Change vs. prior year

Year Ended September 28, 2024:

As reported

$

7,569

$

(1,796

)

$

5,773

$

2.72

>100 %

Exclude:

Restructuring and impairment charges(4)

3,595

(293

)

3,302

1.78

Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5)

1,677

(391

)

1,286

0.68

Other expense(6)

65

(11

)

54

0.03

Income Tax Reserve Adjustments

(418

)

(418

)

(0.23

)

Excluding certain items

$

12,906

$

(2,909

)

$

9,997

$

4.97

32

%

Year Ended September 30, 2023:

As reported

$

4,769

$

(1,379

)

$

3,390

$

1.29

Exclude:

Restructuring and impairment charges(4)

3,836

(717

)

3,119

1.69

Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5)

1,998

(465

)

1,533

0.82

Other income, net(6)

(96

)

13

(83

)

(0.05

)

Excluding certain items

$

10,507

$

(2,548

)

$

7,959

$

3.76

(1)

Tax benefit/expense is determined using the tax rate applicable to the individual item.

(2)

Before noncontrolling interest share.

(3)

Net of noncontrolling interest share, where applicable. Total may not equal the sum of the column due to rounding.

(4)

Charges for the current year included impairments of Star India ($1,545 million), goodwill ($1,287 million), assets at our retail business ($328 million), content ($187 million) and equity investments ($165 million), and severance costs ($83 million). Charges for the prior year included content impairments ($2,577 million), severance costs ($357 million), impairments of goodwill ($721 million) and an equity investment ($141 million), and costs related to exiting our businesses in Russia ($69 million), net of the A+E gain ($56 million).

(5)

For the current year, intangible asset amortization was $1,394 million, step-up amortization was $271 million and amortization of intangible assets related to a TFCF equity investee was $12 million. For the prior year, intangible asset amortization was $1,547 million, step-up amortization was $439 million and amortization of intangible assets related to a TFCF equity investee was $12 million.

(6)

For the current year, other expense was due to a charge related to a legal ruling ($65 million). For the prior year, other income, net was due to a gain on our investment in DraftKings ($169 million), partially offset by a charge related to a legal ruling ($101 million).

 

Total segment operating income

The Company evaluates the performance of its operating segments based on segment operating income, and management uses total segment operating income (the sum of segment operating income from all of the Company’s segments) as a measure of the performance of operating businesses separate from non-operating factors. The Company believes that information about total segment operating income assists investors by allowing them to evaluate changes in the operating results of the Company’s portfolio of businesses separate from non-operational factors that affect net income, thus providing separate insight into both operations and other factors that affect reported results.

The following table reconciles income before income taxes to total segment operating income:

Quarter Ended

Year Ended

($ in millions)

Sept. 28, 2024

Sept. 30, 2023

Change

Sept. 28, 2024

Sept. 30, 2023

Change

Income before income taxes

$

948

$

1,007

(6

)%

$

7,569

$

4,769

59

%

Add (subtract):

Corporate and unallocated shared expenses

408

293

(39

)%

1,435

1,147

(25

)%

Restructuring and impairment charges

1,543

965

(60

)%

3,595

3,836

6

%

Other (income) expense, net

%

65

(96

)

nm

Interest expense, net

361

282

(28

)%

1,260

1,209

(4

)%

Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs

395

429

8

%

1,677

1,998

16

%

Total segment operating income

$

3,655

$

2,976

23

%

$

15,601

$

12,863

21

%

 

Free cash flow

The Company uses free cash flow (cash provided by operations less investments in parks, resorts and other property), among other measures, to evaluate the ability of its operations to generate cash that is available for purposes other than capital expenditures. Management believes that information about free cash flow provides investors with an important perspective on the cash available to service debt obligations, make strategic acquisitions and investments and pay dividends or repurchase shares.

The following table presents a summary of the Company’s consolidated cash flows:

Quarter Ended

Year Ended

($ in millions)

Sept. 28, 2024

Sept. 30, 2023

Sept. 28, 2024

Sept. 30, 2023

Cash provided by operations

$

5,518

$

4,802

$

13,971

$

9,866

Cash used in investing activities

(1,978

)

(1,382

)

(6,881

)

(4,641

)

Cash used in financing activities

(3,566

)

(597

)

(15,288

)

(2,724

)

Impact of exchange rates on cash, cash equivalents and restricted cash

79

(101

)

65

73

Change in cash, cash equivalents and restricted cash

53

2,722

(8,133

)

2,574

Cash, cash equivalents and restricted cash, beginning of period

6,049

11,513

14,235

11,661

Cash, cash equivalents and restricted cash, end of period

$

6,102

$

14,235

$

6,102

$

14,235

The following table reconciles the Company’s consolidated cash provided by operations to free cash flow:

Quarter Ended

Year Ended

($ in millions)

Sept. 28, 2024

Sept. 30, 2023

Change

Sept. 28, 2024

Sept. 30, 2023

Change

Cash provided by operations

$

5,518

$

4,802

$

716

$

13,971

$

9,866

$

4,105

Investments in parks, resorts and other property

(1,489

)

(1,374

)

(115

)

(5,412

)

(4,969

)

(443

)

Free cash flow

$

4,029

$

3,428

$

601

$

8,559

$

4,897

$

3,662

 

DTC Streaming Businesses

The Company uses combined DTC streaming businesses operating income (loss) because it believes that this measure allows investors to evaluate the performance of its portfolio of streaming businesses and track progress against the Company’s goal of reaching profitability at its combined streaming businesses.

The following tables reconcile Entertainment and Sports segment operating income (loss) to the DTC streaming businesses operating income (loss):

Quarter Ended

September 28, 2024

September 30, 2023

($ in millions)

Entertainment

Sports

DTC Streaming Businesses

Entertainment

Sports

DTC Streaming Businesses

Linear Networks

$

498

$

861

$

805

$

948

DTC streaming businesses (Direct-to-Consumer and ESPN+ businesses)

253

68

$

321

(420

)

33

$

(387

)

Content Sales/Licensing and Other

316

(149

)

Segment operating income

$

1,067

$

929

$

236

$

981

Year Ended

September 28, 2024

September 30, 2023

Entertainment

Sports

DTC Streaming Businesses

Entertainment

Sports

DTC Streaming Businesses

Linear Networks

$

3,452

$

2,415

$

4,119

$

2,581

DTC streaming businesses (Direct-to-Consumer and ESPN+ businesses)

143

(9

)

$

134

(2,496

)

(116

)

$

(2,612

)

Content Sales/Licensing and Other

328

(179

)

Segment operating income

$

3,923

$

2,406

$

1,444

$

2,465

 

Operating Income for Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service)

Operating income for Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service) consists of operating income for the Direct-to-Consumer line of business at the Entertainment segment less our Hulu Live DMVPD service.

The Company uses operating income (and related margin) for Entertainment SVOD DTC businesses (excluding our Hulu Live DMVPD service) as a measure of the performance of our Entertainment SVOD direct-to-consumer services separate from our Hulu Live DMVPD service, which we believe assists investors by allowing them to evaluate the performance of these SVOD direct-to-consumer services.

 

FORWARD-LOOKING STATEMENTS

Certain statements and information in this earnings release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations, beliefs, plans, financial prospects, trends or outlook and guidance; financial or performance estimates and expectations (including estimated or expected revenues, earnings, operating income, cash position and margins) and expected drivers; direct-to-consumer prospects, including expectations for subscriber growth; timing, availability or nature of our offerings; future capital expenditures and investments, including opportunities for growth and expansion; future capital allocation, including dividends and share repurchases; value of our intellectual property, content offerings, businesses and assets; business and other plans; strategic priorities and initiatives; consumer sentiment, behavior or demand and other statements that are not historical in nature. Any information that is not historical in nature included in this earnings release is subject to change. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, new or expanded business lines or cessation of certain operations), our execution of our business plans (including the content we create and IP we invest in, our pricing decisions, our cost structure and our management and other personnel decisions), our ability to quickly execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including:

  • the occurrence of subsequent events;
  • deterioration in domestic and global economic conditions or failure of conditions to improve as anticipated;
  • deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue;
  • consumer preferences and acceptance of our content, offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising sales on our DTC streaming services and linear networks;
  • health concerns and their impact on our businesses and productions;
  • international, political or military developments;
  • regulatory and legal developments;
  • technological developments;
  • labor markets and activities, including work stoppages;
  • adverse weather conditions or natural disasters; and
  • availability of content.

Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable):

  • our operations, business plans or profitability, including direct-to-consumer profitability;
  • demand for our products and services;
  • the performance of the Company’s content;
  • our ability to create or obtain desirable content at or under the value we assign the content;
  • the advertising market for programming;
  • taxation; and
  • performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K, including under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” quarterly reports on Form 10-Q, including under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and subsequent filings with the Securities and Exchange Commission.

The terms “Company,” “we,” and “our” are used in this report to refer collectively to the parent company and the subsidiaries through which our various businesses are actually conducted.

 

PREPARED EARNINGS REMARKS AND CONFERENCE CALL INFORMATION

In conjunction with this release, The Walt Disney Company will post prepared management remarks (Executive Commentary) at www.disney.com/investors and will host a conference call today, November 14, 2024, at 8:30 AM EST/5:30 AM PST via a live Webcast. To access the Webcast go to www.disney.com/investors. The corresponding earnings presentation and webcast replay will also be available on the site.

([1]) Diluted EPS excluding certain items (also referred to as adjusted EPS), total segment operating income and DTC streaming businesses operating income are non-GAAP financial measures. The most comparable GAAP measures are diluted EPS, income before income taxes and segment operating income for the Entertainment segment and Sports segment, respectively. See the discussion on pages 18 through 22 for how we define and calculate these measures and a quantitative reconciliation thereof to the most directly comparable GAAP measures.

 

Contacts

David Jefferson
Corporate Communications
818-560-4832

Carlos Gomez
Investor Relations
818-560-1933

The post The Walt Disney Company Reports Fourth Quarter and Full Year Earnings for Fiscal 2024 appeared first on The Walt Disney Company.

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The Walt Disney Company Board Names James P. Gorman As Chairman, Effective January 2, 2025 https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-board-names-james-p-gorman-as-chairman-effective-january-2-2025/ Fri, 02 Jan 2026 20:37:46 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Board Names James P. Gorman As Chairman, Effective January 2, 2025 appeared first on The Walt Disney Company.

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He Will Succeed Mark G. Parker, Who Is Departing After Nine Years of Service on the Disney Board

Gorman Provides Update on Succession Planning Process, Says Board Plans to Announce Disney’s Next CEO in Early 2026

BURBANK, Calif., October 21, 2024 – The Walt Disney Company (NYSE: DIS) Board of Directors (the “Board”) has named James P. Gorman as Chairman of the Board, effective January 2, 2025.  He will succeed Mark G. Parker, who is departing the Disney Board on January 2 after nine years of service.

Gorman is Executive Chairman of Morgan Stanley and, as previously announced, will be stepping down from that role on December 31, 2024. He is currently Chair of the Disney Board’s Succession Planning Committee, which is working to identify and prepare the next chief executive officer of The Walt Disney Company.

“James Gorman is an esteemed leader who has become an invaluable voice on the Disney Board since joining earlier this year, and I am extremely pleased that he has agreed to assume the role of Chairman upon my departure. Drawing on his vast experience, James is expertly guiding the extensive search process for a new CEO, which remains a top priority for the Board,” said Parker, who is Executive Chairman of NIKE, Inc. “As I prepare to leave the Board to focus on other areas of my work, I am proud of Disney’s renewed position of strength and excited for the company’s future, and I want to thank my fellow directors, Bob Iger and his exemplary management team for their continued strong leadership and dedication.”

“The Disney Board has benefited tremendously from James Gorman’s expertise and guidance, and we are lucky to have him as our next Chairman – particularly as the Board continues to move forward with the succession process,” Iger said. “I’m extremely grateful to Mark Parker for his many years of Board service and leadership, which have been so valuable to this company and its shareholders, and to me as CEO.”

“I am honored and humbled to have the opportunity to serve as Disney’s Chairman at this important moment in the company’s history,” Gorman said. “In the short time I have had the opportunity to work with Mark, I have come to appreciate and deeply respect his authentic leadership, humility and intelligence. I know all Directors join me in saying we have been honored to serve with him as the Chairman of the Board.”

“A critical priority before us is to appoint a new CEO, which we now expect to announce in early 2026. This timing reflects the progress the Succession Planning Committee and the Board are making, and will allow ample time for a successful transition before the conclusion of Bob Iger’s contract in December 2026,” Gorman said.

About the Succession Planning Committee

The Board’s Succession Planning Committee is chaired by Gorman and includes directors Mary T. Barra and Calvin R. McDonald, as well as Parker until his departure. The Committee and the full Board continue to undertake a deliberate and thoughtful succession planning process, including evaluation of transition structures and organizational frameworks, and planning for potential impacts of succession decisions across the Company. The Committee met six times in fiscal 2024, consistently engaging with the full Board on the substance of the decisions to be made. The Board discussed succession planning at each of its regularly scheduled meetings in fiscal 2024. The Committee and Board continue to review internal candidates and external candidates.

About James P. Gorman

James P. Gorman is Executive Chairman of Morgan Stanley and has announced that he will be ceding this role in December 2024. Previously, Gorman served as Morgan Stanley’s Chief Executive Officer from 2010 to 2023 and Chairman from 2012 to 2023. He joined the firm in 2006 and was named Co-President in 2007. Before joining Morgan Stanley, Gorman held executive positions at Merrill Lynch and was a senior partner at McKinsey & Co. He serves as a Director of the Council on Foreign Relations and is a member of the Business Council. He formerly served as a Director of the Federal Reserve Bank of New York and President of the Federal Advisory Council to the U.S. Federal Reserve Board. Gorman has been a Director of the Company since 2024.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international family entertainment and media enterprise that includes three business segments: Entertainment, Sports and Experiences. Disney is a Dow 30 company and had annual revenue of $88.9 billion in its Fiscal Year 2023.

Forward-Looking Statements

Certain statements and information in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, among other things, regarding changes to the Board of Directors, succession, governance and other statements that are not historical in nature. Any information that is not historical in nature included in this release is subject to change. These statements are made on the basis of views and assumptions regarding future events as of the time the statements are made. The Company does not undertake any obligation to update these statements. Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including changes to the Board of Directors and business or governance decisions, as well as from developments beyond the Company’s control, including the factors set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023 and subsequent filings with the Securities and Exchange Commission.

Contacts

David Jefferson
Corporate Communications
david.j.jefferson@disney.com
(818) 560-4832

Kelvin Liu
Corporate Communications
kelvin.liu@disney.com
(818) 560-3117

The post The Walt Disney Company Board Names James P. Gorman As Chairman, Effective January 2, 2025 appeared first on The Walt Disney Company.

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The Walt Disney Company Board Names James P. Gorman As Succession Planning Committee Chair https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-board-names-james-p-gorman-as-succession-planning-committee-chair/ Fri, 02 Jan 2026 20:29:07 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Board Names James P. Gorman As Succession Planning Committee Chair appeared first on The Walt Disney Company.

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BURBANK, Calif., August 21, 2024 – The Walt Disney Company (NYSE: DIS) Board of Directors has named Board member James P. Gorman to chair its Succession Planning Committee (the “Committee”), it was announced today by Mark G. Parker, Chairman of the Board.

Gorman, who joined the Disney Board earlier this year, oversaw the recent succession process at Morgan Stanley, where he serves as Executive Chairman following several years as the firm’s Chairman and CEO.

“James is a highly respected leader, and we’ve asked him to serve as the new Chair of the Succession Planning Committee given his deep succession planning experience and long-term strategic mentality,” said Parker, who most recently served as the Committee’s Chair. “Succession planning is a top priority of the Board, and I am eager to continue collaborating with James on the Committee as we advance the important work we have already been doing to identify and prepare the next CEO of The Walt Disney Company.”

In addition to Gorman and Parker, directors Mary T. Barra and Calvin R. McDonald will continue to serve on the Committee. All members of the Committee have direct experience in CEO and senior leadership succession planning for Fortune 500 companies.

“I look forward to working alongside Mark and my other fellow Committee members in advising the Board as we continue to press forward expeditiously with this work,” Gorman said.

Succession Planning Committee Background, Process and Progress to Date

In January 2023, the Board intensified and expanded its approach to CEO succession planning through the formation of a special Succession Planning Committee to advise the Board and plan for a transition of leadership that aligns with the Company’s long-term strategic goals. At the direction of the Board, the Committee and the full Board continue to undertake a deliberate succession planning process, including evaluation of transition structures and organizational frameworks, and planning for potential impacts of succession decisions across the Company. The Committee has met six times to date in fiscal 2024, consistently engaging with the full Board on the substance of the decisions to be made. The Board has discussed succession planning at each of its regularly scheduled meetings in fiscal 2024. As detailed in the Committee’s March 2024 letter to shareholders, the Committee and Board are reviewing internal candidates and external candidates. Internal candidates are going through a preparation process that includes mentorship from Disney CEO Robert A. Iger, external coaching, and engagement with all Board directors.  

James P. Gorman Background

James P. Gorman is Executive Chairman of Morgan Stanley and has announced that he will be ceding this role in December 2024. Previously, Mr. Gorman served as Morgan Stanley’s Chief Executive Officer from 2010 to 2023 and Chairman from 2012 to 2023. He joined the firm in 2006 and was named Co-President in 2007. Before joining Morgan Stanley, Mr. Gorman held executive positions at Merrill Lynch and was a senior partner at McKinsey & Co. He serves as a Director of the Council on Foreign Relations and is a member of the Business Council. He formerly served as a Director of the Federal Reserve Bank of New York and President of the Federal Advisory Council to the U.S. Federal Reserve Board. Mr. Gorman has been a Director of the Company since 2024.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international family entertainment and media enterprise that includes three business segments: Entertainment, Sports and Experiences. Disney is a Dow 30 company and had annual revenue of $88.9 billion in its Fiscal Year 2023.

Forward-Looking Statements

Certain statements and information in this earnings release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including governance statements that are not historical in nature. Any information that is not historical in nature included in this release is subject to change. These statements are made on the basis of views and assumptions regarding future events as of the time the statements are made. The Company does not undertake any obligation to update these statements. Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including business or governance decisions, as well as from developments beyond the Company’s control, including the factors set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023 and subsequent filings with the Securities and Exchange Commission.

Contacts

David Jefferson
Corporate Communications
david.j.jefferson@disney.com
(818) 560-4832

Mike Long
Corporate Communications
mike.p.long@disney.com
(818) 560-4588

The post The Walt Disney Company Board Names James P. Gorman As Succession Planning Committee Chair appeared first on The Walt Disney Company.

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The Walt Disney Company Announces Departure Of Board Director Safra A. Catz https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-departure-of-board-director-safra-a-catz/ Fri, 02 Jan 2026 20:21:25 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Departure Of Board Director Safra A. Catz appeared first on The Walt Disney Company.

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BURBANK, Calif., July 19, 2024 – The Walt Disney Company (NYSE: DIS) announced today that Safra A. Catz, Chief Executive Officer of Oracle Corp., is departing its Board of Directors after six years of distinguished service.

“Throughout her tenure on Disney’s Board of Directors, Safra has provided invaluable insight that has helped shape the company’s long-term strategic planning amid a rapidly changing technological landscape that affects our businesses,” said Robert A. Iger, Chief Executive Officer.  “Her contributions have been tremendous, and on behalf of The Walt Disney Company, I want to personally thank Safra for her years of service.”

“I’ve been honored to serve on Disney’s Board, and I am especially proud of the work we’ve done to fortify the company’s unparalleled strengths and continue its rich legacy of innovation,” said Catz. “As I leave the Board today, I am grateful to have had the opportunity to work with Bob and his talented leadership team, and the accomplished members of the Disney Board. I wish the company and its employees every success in the future.”

With Catz’s departure, the size of Disney’s Board has been reduced from 12 directors to 11.

About The Walt Disney Company 
The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international family entertainment and media enterprise that includes three business segments: Entertainment, Sports and Experiences. Disney is a Dow 30 company and had annual revenue of $88.9 billion in its Fiscal Year 2023.

Contacts

David Jefferson
Corporate Communications
david.j.jefferson@disney.com
(818) 560-4832

Mike Long
Corporate Communications
mike.p.long@disney.com
(818) 560-4588

The post The Walt Disney Company Announces Departure Of Board Director Safra A. Catz appeared first on The Walt Disney Company.

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Shareholders Vote To Elect Disney’s Full Slate Of 12 Directors https://thewaltdisneycompany.com/press-releases/shareholders-vote-to-elect-disneys-full-slate-of-12-directors/ Fri, 02 Jan 2026 20:03:19 +0000 https://thewaltdisneycompany.com/news// The post Shareholders Vote To Elect Disney’s Full Slate Of 12 Directors appeared first on The Walt Disney Company.

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BURBANK, Calif., April 3, 2024 – The Walt Disney Company (NYSE: DIS) announced that, based on the tabulation of its proxy solicitor, it appears that Disney’s full slate of 12 directors has been elected by a substantial margin over the nominees of Trian and Blackwells at Disney’s 2024 Annual Meeting of Shareholders today. Final voting tallies are subject to certification by the Company’s independent inspector of elections, and preliminary and final results will be included in the Company’s reports to be filed with the Securities and Exchange Commission in the coming days.

Shareholders voted to elect all 12 nominees recommended by the Disney Board: Mary T. Barra, Safra A. Catz, Amy L. Chang, D. Jeremy Darroch, Carolyn N. Everson, Michael B.G. Froman, James P. Gorman, Robert A. Iger, Maria Elena Lagomasino, Calvin R. McDonald, Mark G. Parker, and Derica W. Rice.

“We are immensely grateful to our shareholders for their investment in Disney and their belief in its future, particularly during this period of great change in the broader entertainment industry. We are fortunate to have a highly qualified Board of Directors who possess a profound commitment to the enduring strength of this company and an enormous amount of experience and expertise, including succession planning. I’m thankful for Bob and his exceptional management team, as well as Disney’s employees and Cast Members around the world, for continuing to deliver for consumers and shareholders throughout this distracting proxy battle,” said Mark Parker, Chairman of the Board, The Walt Disney Company.

“I want to thank our shareholders for their trust and confidence in our Board and management. With the distracting proxy contest now behind us, we’re eager to focus 100% of our attention on our most important priorities: growth and value creation for our shareholders and creative excellence for our consumers,” said Bob Iger, Chief Executive Officer, The Walt Disney Company.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding areas of focus, priorities and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, new or expanded business lines or cessation of certain operations), our execution of our business plans (including the content we create and intellectual property we invest in, our pricing decisions, our cost structure and our management and other personnel decisions), our ability to quickly execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated, including heightened inflation, capital market volatility, interest rate and currency rate fluctuations and economic slowdown or recession; deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue, consumer preferences and acceptance of our content and offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising and sales on our direct-to-consumer services and linear networks; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023, including under the captions “Risk Factors”, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business”, and subsequent filings with the Securities and Exchange Commission (the “SEC”), including, among others, quarterly reports on Form 10-Q.

Contacts

Media Contacts:

David Jefferson
Corporate Communications
The Walt Disney Company
david.j.jefferson@disney.com
(818) 560-4832

Mike Long
Corporate Communications
The Walt Disney Company
mike.p.long@disney.com
(818) 560-4588

Steve Lipin
Gladstone Place Partners
slipin@gladstoneplace.com
(212) 230-5931

Investor Contact:

Alexia Quadrani
Investor Relations
The Walt Disney Company
alexia.quadrani@disney.com
(818) 560-4490

The post Shareholders Vote To Elect Disney’s Full Slate Of 12 Directors appeared first on The Walt Disney Company.

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The Walt Disney Company Comments On ISS Recommendation https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-comments-on-iss-recommendation/ Fri, 02 Jan 2026 20:01:09 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Comments On ISS Recommendation appeared first on The Walt Disney Company.

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ISS recommends Disney shareholders vote “FOR” 11 of Disney’s director nominees, recognizing “positive changes” to the Board and the “relevant experiences and business insights” of Disney’s directors

ISS recommendation fails to acknowledge the diverse set of skills and experience on Disney’s Board, including significant value added by Maria Elena Lagomasino  

Disney urges shareholders to protect the value of their investment and vote FOR all 12 of Disney’s Director Nominees – including Maria Elena Lagomasino – on the WHITE proxy card

BURBANK, Calif., March 21, 2024 – The Walt Disney Company (NYSE: DIS) today commented on a report published by Institutional Shareholder Services (ISS) in connection with the election of the company’s director nominees at the Company’s Annual Meeting on April 3, 2024:

“While we’re heartened to see support for Michael Froman and ISS’s recommendation to withhold on dissident directors Jay Rasulo and the Blackwells’ nominees, we strongly believe that ISS reached the wrong conclusion in its recent report when it comes to adding Nelson Peltz to the board,” said Mark Parker, Chairman of The Walt Disney Company Board of Directors. “In contrast to Glass Lewis, ISS fails to acknowledge the breadth of perspective and expertise Ms. Lagomasino adds to the Board. The strong recent performance and results overseen by the Disney Board demonstrate our focus on long-term shareholder value creation and succession planning and our commitment to good governance practices.”

The Walt Disney Company disagrees with ISS’s recommendation to support Trian nominee Nelson Peltz and believes Disney’s 12 Board nominees are best qualified to provide diligent oversight of management and create sustainable shareholder value. Nelson Peltz does not bring additive skills to the board, nor does he have a meaningful plan to deliver superior shareholder value in an evolving and increasingly complex global landscape, in stark contrast to the director Trian seeks to replace – Maria Elena Lagomasino. Furthermore, ISS suggests that the Board “comprises well-qualified and accomplished directors” and “does not lack a key skill set.”

Additionally, it’s worth noting that Trian’s silent partner, former Disney employee Ike Perlmutter, owns almost 79% of Trian’s Disney shares. In its report, ISS agrees that Perlmutter’s involvement is “an unfortunate distraction.” This dynamic is relevant to assessing the Trian Group’s nominees, as Mr. Perlmutter has a fraught history and longstanding personal agenda against Disney’s CEO, Robert A. Iger, which would likely inhibit Nelson Peltz from working constructively with Disney’s Board, threatening the company’s continued turnaround.

Ms. Lagomasino is a seasoned financial leader with an extensive capital markets career that has been centered on fiduciary responsibility, honing an investor perspective, and deep expertise in corporate governance. She is a governance expert who brings a strong shareholder perspective to the Board as a founder of the Institute for the Fiduciary Standard, a think tank committed to promoting the vital importance of the fiduciary standard in investment and financial advice. She has, among other roles, served as the President and CEO of JPMorgan Private Bank, a Trustee of Carnegie Corporation of New York and the Chair of its Investment Committee overseeing $4b, and the CEO of WE Family Offices managing $14b for clients. She also serves as the Lead Independent Director of The Coca-Cola Company.

The Board strongly believes that replacing any of Disney’s nominees with any of the Trian Group or Blackwells nominees would deprive the company of skills and expertise required to help drive value for shareholders, a belief Glass Lewis’ report on March 18 also supports. Disney recommends that shareholders vote FOR only its 12 nominees and withhold votes for the Trian Group and Blackwells nominees using the WHITE proxy card.

Shareholders with questions about how to vote their shares may call the Company’s proxy solicitor, Innisfree M&A Incorporated, at (877) 456-3463 (toll-free from the U.S. and Canada) or +1 (412) 232-3651 (from other countries).

Forward-Looking Statements
Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations; beliefs; plans; strategies; business or financial prospects or outlook; future shareholder value; expected growth and value creation; profitability; investments; capital allocation, including dividends and share repurchases; earnings expectations; expected drivers and guidance, including free cash flow and funding sources; expected benefits of new initiatives; cost reductions and efficiencies; content offerings; priorities or performance; and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, new or expanded business lines or cessation of certain operations), our execution of our business plans (including the content we create and intellectual property we invest in, our pricing decisions, our cost structure and our management and other personnel decisions), our ability to quickly execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated, including heightened inflation, capital market volatility, interest rate and currency rate fluctuations and economic slowdown or recession; deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue, consumer preferences and acceptance of our content and offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising and sales on our direct-to-consumer services and linear networks; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023, including under the captions “Risk Factors”, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business”, and subsequent filings with the Securities and Exchange Commission (the “SEC”), including, among others, quarterly reports on Form 10-Q.

Additional Information and Where to Find It
Disney has filed with the SEC a definitive proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for Disney’s 2024 Annual Meeting of Shareholders. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY DISNEY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by Disney free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by Disney are also available free of charge by accessing Disney’s website at http://www.disney.com/investors.

Participants
Disney, its directors and executive officers and other members of management and employees will be participants in the solicitation of proxies with respect to a solicitation by Disney. Information about Disney’s executive officers and directors is available in Disney’s definitive proxy statement for its 2024 Annual Meeting, which was filed with the SEC on February 1, 2024. To the extent holdings by our directors and executive officers of Disney securities reported in the proxy statement for the 2024 Annual Meeting have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at www.sec.gov.

Contacts

David Jefferson
The Walt Disney Company
Corporate Communications
818-560-4832
david.j.jefferson@disney.com

Mike Long
The Walt Disney Company
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

Alexia Quadrani
The Walt Disney Company
Investor Relations
(818) 560-6601
alexia.quadrani@disney.com

Steve Lipin
Gladstone Place
(212) 230-5930
slipin@gladstoneplace.com

The post The Walt Disney Company Comments On ISS Recommendation appeared first on The Walt Disney Company.

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Glass Lewis Recommends That Disney Shareholders Vote The White Proxy Card ‘For’ Only Disney’s Director Nominees https://thewaltdisneycompany.com/press-releases/glass-lewis-recommends-that-disney-shareholders-vote-the-white-proxy-card-for-only-disneys-director-nominees/ Fri, 02 Jan 2026 19:55:19 +0000 https://thewaltdisneycompany.com/news// The post Glass Lewis Recommends That Disney Shareholders Vote The White Proxy Card ‘For’ Only Disney’s Director Nominees appeared first on The Walt Disney Company.

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Glass Lewis recommends Disney shareholders “WITHHOLD” on the Trian Group and Blackwells nominees

Glass Lewis highlights Disney’s clear strategy, “measurable shifts” in the trajectory of Disney’s business since Bob Iger’s return, and strong recent additions to the Board among other things

Disney’s Board of Directors urges shareholders vote the WHITE proxy card for only Disney’s 12 nominees and not the Trian Group or Blackwells nominees

BURBANK, Calif., March 18, 2024 – The Walt Disney Company (NYSE: DIS) announced that independent proxy voting and corporate governance advisory firm Glass, Lewis & Co. (Glass Lewis) today recommended shareholders vote the WHITE proxy card in support of all of Disney’s 12 director nominees (and no other nominees) at the Company’s Annual Meeting on April 3, 2024.

“We are pleased that Glass Lewis recognizes the strength of our highly qualified nominees and supports our plans to return this iconic company to a period of sustained growth and shareholder value creation,” said Mark Parker, Chairman of The Walt Disney Company Board of Directors. “In its recommendation, Glass Lewis clearly identifies the strength of the diverse skillsets across our Board nominees, the credibility of our succession planning process and recent changes to the Board and compensation program and the promise of our recent efforts to bolster growth and value creation to position Disney for the future.”

In a report dated March 18, 2024, Glass Lewis noted the following of Disney’s strategy and progress against key initiatives designed to improve financial and operational performance:

  • “…the Company is undertaking what we consider to be a credible effort to shift key operational priorities under the leadership of one of the most well-respected CEOs in the industry.”
  • “While it remains too early to say with certainty that each of those programs will prove successful, we believe it is similarly too early to suggest there exists adequate cause for investors to support alternate solicitations which may prove significantly less accretive to Disney’s trajectory, by comparison.”
  • “…we consider the subsequent 15 months [since Iger’s return] have provided management and an incrementally reconstituted board with adequate opportunity to launch a more credible succession program and develop, communicate and execute on several key initiatives which appear to reasonably target acknowledged operational and financial weaknesses at Disney.”

In commenting on Disney’s current governance practices, succession planning efforts, and the experience and engagement of the current Disney Board, relative to the Trian Group and Blackwells proposals, Glass Lewis stated:

  • “We note the board has demonstrated a willingness to refresh its membership in the service of shareholder responsiveness and skill reconstitution with some reasonable regularity, resulting in an average tenure of less than 5 years across the incumbent slate.”
  • “…given what we believe is already a credible plan underway for Disney, we struggle to see many of Trian’s intentions as representing a likely net gain for investors.”
  • “Notwithstanding faults in Disney’s prior succession initiative, Trian’s intent to launch a new process is not clearly superior to, and may be heavily duplicative of, Disney’s ongoing effort, which is already tied to a special board committee composed of members we believe to be credible.”

Disney recommends that shareholders vote FOR only its 12 nominees and withhold votes for the Trian Group and Blackwells nominees using the WHITE card, in line with the recommendation from Glass Lewis. In contrast to our highly qualified nominees and their successful track record, in our view, the alternate nominees do not bring additive skills or qualifications to the Disney Board and have no unique, meaningful plan to deliver superior shareholder value.

Shareholders with questions about how to vote their shares may call the Company’s proxy solicitor, Innisfree M&A Incorporated, at (877) 456-3463 (toll-free from the U.S. and Canada) or +1 (412) 232-3651 (from other countries).

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations; beliefs; plans; strategies; business or financial prospects or outlook; future shareholder value; expected growth and value creation; profitability; investments; capital allocation, including dividends and share repurchases; earnings expectations; expected drivers and guidance, including free cash flow and funding sources; expected benefits of new initiatives; cost reductions and efficiencies; content offerings; priorities or performance; and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, new or expanded business lines or cessation of certain operations), our execution of our business plans (including the content we create and intellectual property we invest in, our pricing decisions, our cost structure and our management and other personnel decisions), our ability to quickly execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated, including heightened inflation, capital market volatility, interest rate and currency rate fluctuations and economic slowdown or recession; deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue, consumer preferences and acceptance of our content and offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising and sales on our direct-to-consumer services and linear networks; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023, including under the captions “Risk Factors”, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business”, and subsequent filings with the Securities and Exchange Commission (the “SEC”), including, among others, quarterly reports on Form 10-Q.

Additional Information and Where to Find It

Disney has filed with the SEC a definitive proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for Disney’s 2024 Annual Meeting of Shareholders. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY DISNEY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by Disney free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by Disney are also available free of charge by accessing Disney’s website at http://www.disney.com/investors.

Participants

Disney, its directors and executive officers and other members of management and employees will be participants in the solicitation of proxies with respect to a solicitation by Disney. Information about Disney’s executive officers and directors is available in Disney’s definitive proxy statement for its 2024 Annual Meeting, which was filed with the SEC on February 1, 2024. To the extent holdings by our directors and executive officers of Disney securities reported in the proxy statement for the 2024 Annual Meeting have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at www.sec.gov.

Contacts

David Jefferson
The Walt Disney Company
Corporate Communications
818-560-4832
david.j.jefferson@disney.com

Mike Long
The Walt Disney Company
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

Alexia Quadrani
The Walt Disney Company
Investor Relations
(818) 560-6601
alexia.quadrani@disney.com

Steve Lipin
Gladstone Place
(212) 230-5930
slipin@gladstoneplace.com

The post Glass Lewis Recommends That Disney Shareholders Vote The White Proxy Card ‘For’ Only Disney’s Director Nominees appeared first on The Walt Disney Company.

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Disney Board Of Directors Sends Letter To Shareholders Highlighting Clear Progress Made And Promises Kept As It Executes Strategic Transformation https://thewaltdisneycompany.com/press-releases/disney-board-of-directors-sends-letter-to-shareholders-highlighting-clear-progress-made-and-promises-kept-as-it-executes-strategic-transformation/ Fri, 02 Jan 2026 19:51:56 +0000 https://thewaltdisneycompany.com/news// The post Disney Board Of Directors Sends Letter To Shareholders Highlighting Clear Progress Made And Promises Kept As It Executes Strategic Transformation appeared first on The Walt Disney Company.

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Board and Management continue to deliver on strategic priorities outlined last year

Encourages shareholders to vote the WHITE proxy card FOR only Disney’s 12 nominees and to visit VoteDisney.com for more information

BURBANK, Calif., February 26, 2024 – The Walt Disney Company (NYSE:DIS) Board of Directors today sent a letter to shareholders detailing the progress it has made and continues to make on its strategic priorities, delivering on the promises it made just over one year ago.

The Board has been laser-focused on a strategy that will drive shareholder value. The Company has restored its cash dividend and subsequently increased the dividend payment declared for July 2024 by 50%. Disney is also targeting $3 billion in share buybacks for FY24. As shared in its first quarter earnings, the Company has also made great strides in reigning in costs and is on track to meet or exceed its cost cutting target of $7.5 billion by the end of FY24. Disney also reaffirmed it is on track to deliver $8 billion in free cash flow¹, and to reach profitability in its combined DTC streaming businesses² in Q4 FY24. Disney’s creative engines continue to be recognized with numerous nominations across the TV and film industry.

Disney’s Board of Directors believes all of its 12 nominees are uniquely qualified to continue this important progress and create long-term shareholder value. The Board urges shareholders to protect their investment and the future of the Company by voting the WHITE proxy card FOR only Disney’s 12 nominees NOW and not the Trian Group or Blackwells nominees. The 2024 Annual Meeting of Shareholders will be held on April 3, 2024.

The Disney Board of Directors does not endorse the Trian Group nominees, Nelson Peltz and Jay Rasulo, or the Blackwells nominees, Craig Hatkoff, Jessica Schell and Leah Solivan, and believes that they are unqualified to serve on Disney’s Board and preserve value creation for shareholders in this increasingly complex global landscape.

The Company’s proxy statement and other important information related to the Annual Meeting can be found at VoteDisney.com.

Contacts

Media Contacts:
David Jefferson
The Walt Disney Company
Corporate Communications
818-560-4832
david.j.jefferson@disney.com

Mike Long
The Walt Disney Company
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

Steve Lipin
Gladstone Place
(212) 230-5930
slipin@gladstoneplace.com

[1] Free cash flow is a non-GAAP financial measure. The most comparable GAAP measure is cash provided by operations. See how we define and calculate this measure and why Disney is not providing a forward-looking quantitative reconciliation to the most comparable GAAP measure at the end of the attached shareholder letter.

[2] DTC streaming businesses operating income is a non-GAAP financial measure. The most comparable GAAP measures are segment operating income for the entertainment segment and the sports segment. See how we define and calculate this measure and why Disney is not providing a forward-looking quantitative reconciliation to the most comparable GAAP measures at the end of the attached shareholder letter.

The post Disney Board Of Directors Sends Letter To Shareholders Highlighting Clear Progress Made And Promises Kept As It Executes Strategic Transformation appeared first on The Walt Disney Company.

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Disney Board of Directors Sends Letter to Shareholders, Emphasizes Strong Results and Commitment to Driving Long-Term Shareholder Value https://thewaltdisneycompany.com/press-releases/disney-board-of-directors-sends-letter-to-shareholders-emphasizes-strong-results-and-commitment-to-driving-long-term-shareholder-value/ Fri, 02 Jan 2026 19:48:22 +0000 https://thewaltdisneycompany.com/news// The post Disney Board of Directors Sends Letter to Shareholders, Emphasizes Strong Results and Commitment to Driving Long-Term Shareholder Value appeared first on The Walt Disney Company.

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Announces 50% dividend increase from January dividend and share repurchase program with $3 billion targeted in fiscal 2024 

Unveils a series of exciting new initiatives

Encourages shareholders to visit VoteDisney.com for more information

BURBANK, Calif., February 12, 2024 – The Walt Disney Company (NYSE:DIS) Board of Directors today sent a letter to shareholders highlighting its strong first-quarter FY24 results and significant steps Disney is taking as it successfully executes a strategic transformation of the Company.

Disney’s Board of Directors urges shareholders to protect their investment and the future of the Company by voting the WHITE proxy card for only Disney’s 12 nominees and not the Trian Group or Blackwells nominees. The 2024 Annual Meeting of Shareholders will be held on April 3, 2024.

The Disney Board of Directors does not endorse the Trian Group nominees, Nelson Peltz and Jay Rasulo, or the Blackwells nominees, Craig Hatkoff, Jessica Schell and Leah Solivan, and believes that they do not possess the appropriate range of talent, skill, perspective and/or expertise to effectively support the Board’s ongoing efforts to drive profitable growth and shareholder value creation in the face of continuing, industry-wide challenges.

The Company’s proxy statement and other important information related to the Annual Meeting can be found at VoteDisney.com. The website also includes a video message to shareholders from Bob Iger https://votedisney.com/ceo-message. The full text of the letter follows.

***

VOTE THE WHITE PROXY CARD TODAY FOR ALL 12 OF DISNEY’S HIGHLY QUALIFIED DIRECTOR NOMINEES

February 12, 2024

Dear Fellow Shareholder,

Over the course of the last year, your Board and management team have executed an ambitious plan to return The Walt Disney Company to a period of sustained growth and shareholder value creation. On February 7, 2024, we announced very strong results for the first quarter of FY24 – results that demonstrate we have entered a new era at Disney. Today, the Company is building from a renewed position of strength.

Your Board and management team remain committed to driving meaningful growth and creating sustainable shareholder value long into the future. Our strategy is working, as evidenced by our strong financial results and a series of exciting announcements reinforcing the Company’s growth trajectory, including new direct-to-consumer plans from ESPN, a transformative collaboration with and investment in Fortnite’s Epic Games and significant upcoming content releases, such as a surprise animated sequel to Moana coming to theaters and Taylor Swift’s historic concert film, which will stream exclusively on Disney+.

Despite these efforts, two activist hedge funds, Trian Fund Management, L.P. and Blackwells Capital, are each seeking to replace members of your Board with their own separate nominees, none of whom your Board believes possess the appropriate range of talent, skill, perspective and/or expertise to effectively support Disney’s building priorities in the face of continuing industry-wide challenges.

That is why your vote using the WHITE proxy card FOR the election of ONLY your Board’s 12 nominees at the upcoming Annual Meeting is critically important. Visit VoteDisney.com today for more information on the Company’s strategy and how to vote your shares.

YOUR BOARD HAS OVERSEEN STRONG RECENT PERFORMANCE AND IS DEDICATED TO DRIVING GROWTH AND CREATING LONG-TERM SHAREHOLDER VALUE

The stage is now set for significant growth and success,” said CEO Bob Iger, pointing to renewed vigor across all of our businesses.

Disney’s first-quarter fiscal 2024 results demonstrate good progress on its strategic priorities:

  • Significant YoY growth in income before income taxes and total segment operating income in the first quarter[1]
  • Diluted earnings per share (EPS) for the first quarter increased 49% from the previous year to $1.04 per share
  • Excluding certain items, diluted EPS for the first quarter increased 23% from the previous year to $1.22 per share[1]
  • On track to generate roughly $8 billion in free cash flow in FY24[2]
  • Expect full year fiscal 2024 EPS excluding certain items to increase by at least 20% versus 2023, to approximately $4.60[3]

Our continued turnaround in earnings and free cash flow gives us an opportunity not only to invest in our growth businesses, but also to increase shareholder returns while maintaining a strong balance sheet:

  • Returned to paying a cash dividend in January 2024
  • Declared a 50% increase to the January 2024 dividend, payable in July 2024
  • Announced target of $3 billion common share repurchase in FY24, the first repurchases since FY18

DISNEY’S STRATEGIC TRANSFORMATION IS YIELDING STRONG RESULTS

We are building for the future, taking the necessary steps to position Disney as the preeminent creator of global content and a leader in technological innovation, and our first quarter FY24 results show we’re moving in the right direction:

Fortifying ESPN for the Future

  • Announced a new joint venture with Fox and Warner Bros. Discovery, launching in the fall of 2024[4], to give ESPN customers and all sports fans more of the sports they want in a single place at a competitive price, available via a new app and as part of a Disney+ and Hulu bundle
  • Released plans to make the full suite of ESPN’s channels available direct to consumer as a stand-alone and highly interactive digital destination before football season in 2025. When we launch our stand‐alone ESPN service, we will also make it available via Disney+ for bundle subscribers, similar to what we’ve done for Hulu

Building Streaming into a Profitable Growth Business

Disney has an ambitious streaming strategy that brings together our unparalleled branded and franchise content under Disney+, while we are also securing full control of Hulu and expanding our sports streaming offerings to reach even greater audiences. We have rationalized the business while investing in our core franchises. As a result of these efforts, entertainment direct-to-consumer (DTC) operating income improved 86% year-over-year.

We still expect to reach profitability at our combined streaming businesses in Q4 of fiscal 2024 and have never been more confident about our path to creating a strong and sustainable streaming business that we fully expect to be a key earnings growth driver for the Company. We are optimistic in prospects for ongoing subscriber growth in the longer term underpinned by:

  • Strength of our slate
    • 6/10 most streamed movies across all streaming platforms in the United States in 2023 were ours
    • #1 most streamed children’s show across any streaming platform in Bluey (exclusive to the Disney Channel and Disney+ in the U.S.)
    • Significant upcoming theatrical releases to be leveraged later on streaming, including Inside Out 2, Moana 2Deadpool 3Mufasa: The Lion King, and more
    • Technological enhancements to improve engagement and lower churn
    • Impact of Hulu on bundled subscribers

The beta launch of Hulu on Disney+ is exceeding every metric we planned for, and we are looking forward to the full launch next month as we offer an even more unified streaming experience to consumers.

Reinvigorating our Creative Engines

Disney’s film studios and creative teams are the heart of our business – that’s why one of the key steps we took as we restructured and streamlined our business was to put more decision-making power back in the hands of our creative teams while rationalizing costs.

BEST IN CLASS STORYTELLING CONTINUES TO ACHIEVE CRITICAL SUCCESS

We are incredibly excited about our upcoming slate of new theatrical releases as we revitalize our powerful content engines, including an animated sequel to Moana coming this November along with Kingdom of the Planet of the Apes, Inside Out 2, Deadpool 3, Alien: Romulus, and Mufasa: The Lion King.

Turbocharging Growth in Parks and Experiences

One of the things that truly sets Disney apart is our unique ability to turn top quality IP into top quality experiences. Given our unrivaled and growing library of popular stories and characters, as well as our innovative technology, buildable land, unmatched creativity, and strong returns on invested capital, we are confident about the growth potential from our new investments in this business.

  • Disney’s Experiences business generated all-time records in revenue, operating income, and operating margin in Q1
  • Guests have enthusiastically responded to World of Frozen at Hong Kong Disneyland and our new Zootopia land at Shanghai Disney Resort
  • Disney has many untapped stories waiting to be brought to life in Parks across the globe as investment continues

Games

It’s not just our parks where we’re creating new opportunities for consumers to engage with the characters and franchises they love.

We have entered into an agreement to acquire an equity stake in Epic Games alongside a multiyear collaboration on an all-new games and entertainment universe, bringing together Disney’s beloved brands and franchises with the hugely popular Fortnite in Disney’s biggest-ever entry into the world of games, offering significant opportunities for growth and expansion in the gaming space.

We know our consumers and our investors have high expectations for Disney and we are taking all steps necessary to build for the future and find ways to exceed those high expectations.

VOTE THE WHITE PROXY CARD FOR ONLY DISNEY’S 12 NOMINEES TO PROTECT ITS FUTURE

Disney has the right Board and management team in place to continue delivering on our strategic transformation, with the relevant skillsets, experiences, professional backgrounds and diversity of perspective necessary to position this Company for long-term growth, success and value creation.

Your Board urges you to vote the WHITE proxy card FOR ONLY Disney’s 12 nominees. We recommend you not vote using any blue proxy card from the Trian Group or green proxy card from Blackwells. Please disregard and discard those cards.

Thank you again for your investment in and commitment to The Walt Disney Company.

Sincerely,

The Walt Disney Company Board of Directors

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations; beliefs; plans; strategies; business or financial prospects or outlook; future shareholder value; expected growth and value creation; profitability; investments; capital allocation, including dividends and share repurchases; earnings expectations; expected drivers and guidance, including future adjusted EPS, free cash flow and funding sources; expected benefits of new initiatives; cost reductions and efficiencies; content offerings; priorities or performance; and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, new or expanded business lines or cessation of certain operations), our execution of our business plans (including the content we create and intellectual property we invest in, our pricing decisions, our cost structure and our management and other personnel decisions), our ability to quickly execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated, including heightened inflation, capital market volatility, interest rate and currency rate fluctuations and economic slowdown or recession; deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue; consumer preferences and acceptance of our content and offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising and sales on our direct-to-consumer services and linear networks; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023, including under the captions “Risk Factors”, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business”, and subsequent filings with the Securities and Exchange Commission (the “SEC”), including, among others, quarterly reports on Form 10-Q.

Additional Information and Where to Find It

Disney has filed with the SEC a definitive proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for Disney’s 2024 Annual Meeting of Shareholders. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY DISNEY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by Disney free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by Disney are also available free of charge by accessing Disney’s website at www.disney.com/investors.

Participants

Disney, its directors and executive officers and other members of management and employees will be participants in the solicitation of proxies with respect to a solicitation by Disney. Information about Disney’s executive officers and directors is available in Disney’s definitive proxy statement for its 2024 Annual Meeting, which was filed with the SEC on February 1, 2024. To the extent holdings by our directors and executive officers of Disney securities reported in the proxy statement for the 2024 Annual Meeting have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at www.sec.gov.

Non-GAAP Financial Measures

This presentation includes the presentation and discussion of certain financial information that differs from what is reported under U.S. GAAP, including total segment operating income, diluted EPS excluding certain items and free cash flow. These measures should be reviewed in conjunction with the most comparable GAAP financial measures and should not be considered substitutes for, or superior to, those GAAP financial measures.

“Total segment operating income” is a non-GAAP financial measure calculated as income before income taxes less certain non-operating factors. Disney’s management believes that information about total segment operating income allows investors to evaluate changes in the operating results of Disney’s portfolio of businesses separate from non-operational factors that affect net income, thus providing separate insight into both operations and other factors that affect reported results. A qualitative reconciliation of historical measures of total segment operating income to income before income taxes, which is the most directly comparable GAAP measure, is provided at the end of this letter.

“Diluted EPS excluding certain items” is a non-GAAP financial measure calculated as diluted EPS less certain items affecting comparability of results from period to period and amortization of TFCF and Hulu intangible assets, including purchase accounting step-up adjustments for released content. Disney’s management believes that information about diluted EPS excluding certain items allows investors to evaluate the performance of Disney’s operations exclusive of these items, which is how senior management evaluate segment performance. Qualitative reconciliation of historical measures of diluted EPS excluding certain items to diluted EPS, which is the most directly comparable GAAP measure, is provided at the end of this letter. Disney is not providing forward-looking measures for diluted EPS, or a quantitative reconciliation of the forward-looking diluted EPS excluding certain items to that most directly comparable GAAP measure. Disney is unable to predict or estimate with reasonable certainty the ultimate outcome of certain items required for the GAAP measure without unreasonable effort. Information about other adjusting items that is currently not available to Disney could have a potentially unpredictable and significant impact on its future GAAP financial results.

“Free cash flow” is a non-GAAP financial measure calculated as cash provided by continuing operations less investments in parks, resorts and other property. Disney’s management believes that information about free cash flow provides investors with an important perspective on the cash available to service debt obligations, make strategic acquisitions and investments and pay dividends or repurchase shares. Disney is not providing forward-looking measures for cash provided by continuing operations, which is the most directly comparable GAAP measure, or a quantitative reconciliation of the forward-looking free cash flow to that most directly comparable GAAP measure. Disney is unable to predict or estimate with reasonable certainty the ultimate outcome of certain items required for the GAAP measure without unreasonable effort. Information about other adjusting items that is currently not available to Disney could have a potentially unpredictable and significant impact on its future GAAP financial results.

Contacts

Investor Contact:
Alexia Quadrani
The Walt Disney Company
Investor Relations
(818) 560-6601
alexia.quadrani@disney.com

Media Contacts:
David Jefferson
The Walt Disney Company
Corporate Communications
818-560-4832
david.j.jefferson@disney.com

Mike Long
The Walt Disney Company
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

Steve Lipin
Gladstone Place
(212) 230-5930
slipin@gladstoneplace.com

Reconciliation of Diluted EPS Excluding Certain Items for Q1

(In Millions except EPS)

The following table reconciles reported diluted EPS to diluted EPS excluding certain items for the first quarter:

  1. Tax benefit/expense is determined using the tax rate applicable to the individual item
  2. Before noncontrolling interest share
  3. Net of noncontrolling interest share, where applicable. Total may not equal the sum of the column due to rounding
  4. For the current quarter, intangible asset amortization was $380 million, step-up amortization was $68 million and amortization of intangible assets related to TFCF equity investees was $3 million. For the prior-year quarter, intangible asset amortization was $417 million, step-up amortization was $159 million and amortization of intangible assets related to TFCF equity investees was $3 million
  5. Charges related to exiting our businesses in Russia
  6. DraftKings loss ($70 million), partially offset by a gain on the sale of a business ($28 million)

Reconciliation of Total Segment Operating Income for Q1

(In Millions)

The following table reconciles income before income taxes to total segment operating income ($ in millions):

[1] Total segment operating income and diluted EPS excluding certain items are non-GAAP financial measures. The most comparable GAAP measures are income before income taxes and diluted EPS, respectively. See how we define and calculate these measures and reconciliations thereof to the most directly comparable GAAP measures at the end of the letter.

[2] Free cash flow is a non-GAAP financial measure. The most comparable GAAP measure is cash provided by operations. See how we define and calculate this measure and why Disney is not providing a forward-looking quantitative reconciliation to the most comparable GAAP measure at the end of this letter.

[3] Diluted EPS excluding certain items is a non-GAAP financial measure. The most comparable GAAP measure is diluted EPS. See how we define and calculate this measure and why Disney is not providing a forward-looking quantitative reconciliation to the most comparable GAAP measure at the end of this letter.

[4] The formation of the pay service is subject to the negotiation of definitive agreements among the parties.

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The Walt Disney Company Highlights Strength of its Highly Qualified Board and Clear Strategy to Deliver Growth and Shareholder Value https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-highlights-strength-of-its-highly-qualified-board-and-clear-strategy-to-deliver-growth-and-shareholder-value/ Fri, 02 Jan 2026 19:39:16 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Highlights Strength of its Highly Qualified Board and Clear Strategy to Deliver Growth and Shareholder Value appeared first on The Walt Disney Company.

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BURBANK, Calif., February 1, 2024 – The Walt Disney Company (NYSE:DIS) today sent a letter to shareholders outlining the strength of the Board of Directors and its oversight of Disney’s strategy and management team as the Company navigates a new era of building that will drive meaningful growth and shareholder value creation well into the future.

Disney’s Board of Directors urges shareholders to protect their investment and the future of the Company by voting the WHITE proxy card for only Disney’s 12 nominees and not the Trian Group or Blackwells nominees. The 2024 Annual Meeting of Shareholders will be held on April 3, 2024, and all shareholders of record as of the close of business on February 5, 2024 are entitled to vote at the meeting.

Disney has the right strategy to drive profitable growth and value creation for shareholders and has made substantial progress against our objectives to make our business more efficient and effective, including a sharpened focus on our greatest brand and franchise assets, a continued commitment to cutting costs and a reinstatement of the dividend. The Company, its management and the Board remain focused on this building plan, which will position our streaming businesses for sustained growth and profitability, reinvigorate the Company’s film studios, fortify ESPN for the future and turbocharge growth in Disney’s Experiences business.

Further, Disney believes all 12 of its nominees are best qualified to create sustainable shareholder value. The Disney Board of Directors is comprised of engaged, diverse and dynamic leaders whose skills, perspectives and insights are essential in driving profitable growth and delivering on Disney’s strategic priorities as the Company navigates ongoing, industry-wide challenges.

The Disney Board of Directors does not endorse the Trian Group nominees, Nelson Peltz and Jay Rasulo, or the Blackwells nominees, Craig Hatkoff, Jessica Schell and Leah Solivan, and believes that they do not possess the appropriate range of talent, skill, perspective and/or expertise to effectively support the Board’s ongoing efforts to drive profitable growth and shareholder value creation in the face of continuing, industry-wide challenges.

The Company’s proxy statement has been filed with the SEC and is being mailed to shareholders. Shareholders with questions about how to vote their shares using the WHITE proxy card may call the Company’s proxy solicitor toll-free at 1 (877) 456-3463 (from the U.S. and Canada) or at +1 (412) 232-3651 (from other countries).

The full text of the shareholder letter follows.

 

February 1, 2024

Dear Fellow Shareholders,

Thank you for your investment in The Walt Disney Company and your commitment to its enduring legacy as the leading name in global entertainment. Disney has an unparalleled portfolio of valuable businesses, brands and assets, and a best-in-class management team who, in close coordination with your Board, have made substantial progress executing on the strategic transformation of the Company. As a result, Disney has overcome one of the most challenging periods in its history and a new era of building is well underway to drive meaningful growth and shareholder value creation long into the future.

That is why your vote using the WHITE proxy card FOR the election of ONLY your Board’s 12 nominees at this year’s upcoming Annual Meeting is particularly critical. As detailed in Disney’s proxy statement, two hedge funds, Trian Fund Management, L.P. and Blackwells Capital, are each seeking to replace a portion of your Board with their own separate nominees, all of whom your Board believes do not possess the appropriate range of talent, skill, perspective and/or expertise to effectively support the Board’s ongoing efforts to drive profitable growth and shareholder value creation in the face of continuing industry-wide challenges. Your Board believes that the attempts by the Trian Group and Blackwells are likely to derail Disney’s progress as election of any of their less qualified nominees would hinder the transformation efforts underway.

ELECT THE BOARD BEST QUALIFIED TO CREATE SUSTAINABLE SHAREHOLDER VALUE

Just one year after initiating a strategic overhaul of the Company to restore creativity to the heart of its businesses and establish a more efficient, cost-effective and streamlined approach to operations, the Board and management team of The Walt Disney Company are now intensely focused on building for the future. This building plan, which is already showing strong results as described below, is designed to position our streaming businesses for sustained growth and profitability, reinvigorate the Company’s film studios, fortify ESPN for the future and turbocharge growth in Disney’s Experiences business over the long term.

Delivering on Disney’s significant growth potential will require leadership that has a deep understanding of the Company’s current strengths and assets and entertainment industry expertise – particularly in navigating the myriad disruptive forces that are unique to the media industry today. The Disney Board and management team fully meets these requirements, being comprised of engaged, diverse and dynamic leaders, whose skillsets are closely aligned with the key drivers of our business, including media and entertainment, direct-to-consumer expertise, strategic transformation, technology and innovation and 360-degree brand activation.

With its powerful brands, truly unique portfolio of high-performing businesses, Bob Iger at the helm alongside a seasoned group of world-class executives and a Board committed to creating sustainable value for all shareholders, we believe that Disney has tremendous underlying strength. We have accomplished a remarkable amount of work in a brief amount of time, moving from a period of fixing to a period of building.

I. Vote on the WHITE Proxy Card TODAY in Support of ONLY Disney Director Nominees, Not Trian’s or Blackwells’

It is important that you use the WHITE proxy card to vote for the election of only your Board’s 12 nominees: Mary T. Barra, Safra A. Catz, Amy L. Chang, D. Jeremy Darroch, Carolyn N. Everson, Michael B.G. Froman, James P. Gorman, Robert A. Iger, Maria Elena Lagomasino, Calvin R. McDonald, Mark G. Parker and Derica W. Rice.

Your Board does not endorse either of the Trian Group’s nominees (Nelson Peltz and Jay Rasulo) or any of Blackwells’ nominees (Craig Hatkoff, Jessica Schell and Leah Solivan). We believe that the election of any of these individuals would impede leadership’s ongoing execution of Disney’s strategic realignment and the Board’s efforts to create value for shareholders for the reasons set forth below.

In contrast to your current directors who have skills and experiences directly relevant to, and closely aligned with, the key drivers of our business and our strategic priorities:

  • Mr. Peltz brings no media experience and has presented no strategic ideas for Disney, while Mr. Rasulo’s perspective is stale given he left Disney in 2015 and has not held any executive positions in the industry since.
  • Mr. Hatkoff and Ms. Solivan do not have any relevant large, public media and entertainment company experience or skills that would assist the Board in continuing to oversee the successful execution of our strategic transformation.
  • Ms. Schell would not be an independent director and does not have any experience serving as a director of a public company.

II. Disney’s Board is Optimally Constituted to Oversee Strategy, Growth, Succession Planning and Long-Term Shareholder Value Creation

Disney’s directors possess significant expertise in implementing strategic priorities while creating superior, sustainable shareholder value at some of the most iconic American companies, and have the skillsets, experiences and professional backgrounds representing a diversity of perspectives and characteristics that are particularly relevant to the Company’s business and strategic objectives.

We remain steadfastly invested in Disney’s long-term success and are committed to strong oversight for the Company and its shareholders, as well as Board refreshment and aligning Board skills and experiences with our strategic priorities to continue driving the Company’s strategic transformation for the benefit of all of our shareholders. To that end, the Board recently named two new directors – James Gorman and Jeremy Darroch – both widely respected leaders who will bring fresh perspectives and expertise that complements the talents and experience of the Disney Board as we continue to focus on delivering for shareholders and consumers alike.

The Board remains committed to and actively engaged in the high-priority work of succession planning. In particular, we are confident that new Board member Mr. Gorman’s highly successful tenure leading Morgan Stanley through its own business transformation and his stewardship of a very successful multi-year CEO succession process will be hugely additive to the Board’s efforts in this area. To that end, he was appointed to the Board’s Succession Planning Committee, which remains committed to CEO succession planning and achieving a successful long-term outcome for Disney and its shareholders.

III. Disney Has the Right Strategy to Drive Profitable Growth and Value Creation for Shareholders

Led by a strong Board and management team, Disney is on the right strategic path. The Company has emerged from one of the most challenging periods in its history and is now fully in the midst of a new era of building for future growth and profitability.

We have aggressively executed our key strategic priorities to make Disney’s businesses more efficient and effective, reinvigorated our foundational creative engines and sharpened our focus on our greatest brand and franchise assets. We’ve done this while cutting costs – ~$7.5 billion in cost reductions targeted by the end of FY24 – and are continuing to seek additional efficiencies without compromising our commitment to quality, growth and value creation.

Given our strong balance sheet and commitment to cost cutting, we returned to paying our shareholders a cash dividend of $0.30 per share in respect of the second half of FY23 on January 10, 2024. This is a strong starting point, from which we see ample opportunity to continue to increase shareholder returns in the future as earnings and cash flow grow.

Disney’s Building Priorities

We are intently focused on achieving significant and sustained growth and profitability in our Streaming business. Disney built a leading Direct to Consumer (“DTC”) platform in only four years and we are continuing to improve our DTC offerings with high-quality content, best-in-class proprietary advertising tools and a more unified experience that are intended to result in more subscriptions, higher engagement and lower churn. During our Q423 earnings call, we reiterated our expectation of achieving profitability in streaming by the end of FY24 and are working to deliver attractive profit margins in the future.

For the past 100 years, our Film Studios have produced some of the most iconic stories and characters, generating value across the entire company. We are intensely focused on strengthening the creative output of our film studios to bring joy to the next generation of audiences with our creative excellence.

We are committed to telling great stories, leaning into our core brands and franchises and reducing overall output to enable us to concentrate on fewer projects and maintain the highest levels of quality. To that end, we are targeting a $4.5 billion reduction of annual entertainment cash content spend to focus on a more selective, high-quality slate. As we restore creativity to the heart of our business, we are also continuing our efforts around the creation of fresh and compelling original IP.

With ESPN, we have the world’s leading sports media brand and plan to transform it into the preeminent digital sports platform. We are confident in the value of sports, demonstrated by ESPN’s immense popularity and its growth in both revenue and operating income over the past two fiscal years amidst a backdrop of notable linear industry declines. As we prepare ESPN for a streaming future, there are enormous opportunities to reach fans in compelling new ways and fully integrate key features into our primary digital ESPN offering.

Additionally, we are optimistic about the prospect of strategic relationships for ESPN to assist with content, marketing and distribution.

Disney is also prioritizing strategic investments to turbocharge growth in our Experiences business, and is planning to invest ~$60 billion in capital over the next 10 years to enhance and expand domestic and international parks, as well as cruise line capacity. We know the attractive return prospects of these investments for shareholders and are confident in the growth potential of these investments given our wealth of IP, innovative technology, buildable land and unmatched creativity.

Overall, our progress and building strategy have been recognized by investor ValueAct Capital, which supports the Board’s recommended nominees. “Disney is the world’s leading entertainment company. It has the best intellectual property, sports brand and parks & experiences assets in the industry. As legacy technologies transition to digital platforms, we believe Disney can lead the media industry forward,” said Mason Morfit, Co-CEO of ValueAct.

IV. Disney is On the Right Path to Deliver Results for its Shareholders

After 100 years, we know Disney continues to have an enduring positive impact on generations of people around the world. We also know that this Company has tremendous resilience and fortitude in times of great change and uncertainty. The Company’s Board and management team are laser-focused on building upon this legacy, driving growth and leveraging our iconic intellectual property, unparalleled franchises and best-in-class portfolio of assets to deliver value for shareholders.

Disney’s Board remains committed to oversight of management as it executes against its strategic vision to drive increased shareholder value and celebrate the creativity and storytelling that have been at the heart of Disney’s iconic legacy.

Your Board recommends that you vote on the WHITE proxy card FOR all 12 of Disney’s nominees. We urge you not to vote using any blue proxy card from the Trian Group or green proxy card from Blackwells. Please disregard and discard those cards.

Thank you again for your continued support of The Walt Disney Company.

Sincerely,

The Walt Disney Company Board of Directors

For more information, please visit VoteDisney.com

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations; beliefs; plans; strategies; business or financial prospects or outlook; future shareholder value; expected growth and value creation; profitability; investments; cost reductions and efficiencies; content offerings; priorities or performance; and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; further deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated, including heightened inflation, capital market volatility, interest rate and currency rate fluctuations and economic slowdown or recession; deterioration in or pressures from competitive conditions, including competition to create or acquire content; consumer preferences and acceptance of our content and offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising and sales on our direct-to-consumer services and linear networks; health concerns and their impact on our businesses; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023, including under the captions “Risk Factors”, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business”, and subsequent filings with the Securities and Exchange Commission (the “SEC”), including, among others, quarterly reports on Form 10-Q.

Additional Information and Where to Find It

Disney has filed with the SEC a definitive proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for Disney’s 2024 Annual Meeting of Shareholders. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY DISNEY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by Disney free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by Disney are also available free of charge by accessing Disney’s website at www.disney.com/investors.

Participants

Disney, its directors and executive officers and other members of management and employees will be participants in the solicitation of proxies with respect to a solicitation by Disney. Information about Disney’s executive officers and directors is available in Disney’s definitive proxy statement for its 2024 Annual Meeting, which was filed with the SEC on February 1, 2024. To the extent holdings by our directors and executive officers of Disney securities reported in the proxy statement for the 2024 Annual Meeting have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at www.sec.gov.

Media Contacts

David Jefferson
The Walt Disney Company
Corporate Communications

(818) 560-4832

david.j.jefferson@disney.com

Mike Long
The Walt Disney Company
Corporate Communications

(818) 560-4588

mike.p.long@disney.com

Steve Lipin
Gladstone Place

(212) 230-5930

slipin@gladstoneplace.com

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The Walt Disney Company Nominates 12 Directors For Election At Upcoming Annual Meeting Of Shareholders https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-nominates-12-directors-for-election-at-upcoming-annual-meeting-of-shareholders/ Fri, 02 Jan 2026 19:35:19 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Nominates 12 Directors For Election At Upcoming Annual Meeting Of Shareholders appeared first on The Walt Disney Company.

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BURBANK, Calif., January 16, 2024— The Walt Disney Company (NYSE: DIS) Board of Directors disclosed its recommended slate of 12 nominees for election at the 2024 Annual Meeting of Shareholders in preliminary proxy materials filed today with the Securities and Exchange Commission.

The Board has unanimously recommended that shareholders vote for Mary T. Barra, Safra A. Catz, Amy L. Chang, D. Jeremy Darroch, Carolyn N. Everson, Michael B.G. Froman, James P. Gorman, Robert A. Iger, Maria Elena Lagomasino, Calvin R. McDonald, Mark G. Parker, and Derica W. Rice.

The director candidates possess significant expertise in implementing strategic priorities while growing shareholder value across a spectrum of varied businesses, and have the skill sets, experiences and professional backgrounds representing a diversity of perspectives and characteristics that are particularly relevant to Disney’s business and strategic objectives. Parker, who serves as Chairman of the Disney Board, is Executive Chairman of NIKE, Inc. and its former Chairman, President and Chief Executive Officer; Iger, Disney’s Chief Executive Officer, formerly also served as Chairman; Barra is Chair and Chief Executive Officer of General Motors Co.; Catz is Chief Executive Officer of Oracle Corp. and its former President; Chang is a former senior executive at Cisco Systems, Inc. and Google and a current director of Procter & Gamble Co.; Everson is a former senior executive at Instacart, Meta Platforms, Inc. and Microsoft Corp. and a current director of The Coca-Cola Co. and Under Armour Inc.; Froman is President of the Council on Foreign Relations and former Vice Chairman and President, Strategic Growth at Mastercard Inc.; Lagomasino is Chief Executive Officer and Managing Partner of WE Family Offices and a former senior executive at JP Morgan Private Bank and Chase Manhattan Bank and a current director of The Coca-Cola Co.; McDonald is Chief Executive Officer of lululemon athletica inc.; and Rice is a former senior executive at CVS Health Corp. and Eli Lilly and Co. and a current director of The Carlyle Group Inc., Bristol-Myers Squibb Co., and Target Corp.

The Board has been continually refreshed, with a focus on directors whose industry experience is additive to the company’s strategic priorities. This includes the recent additions of Darroch, former Executive Chairman and Group Chief Executive Officer of Sky; and Gorman, Executive Chairman and former Chairman and Chief Executive Officer of Morgan Stanley, both of whom will be standing for election at the annual meeting. The average tenure of the current Board is six years, with seven out of twelve serving less than six years, and the Board is led by an independent chairman.

The nominees reflect Disney’s ongoing commitment to a strong Board focused on the long-term performance of the company, strategic growth initiatives, the succession planning process, and increasing shareholder value.

The Board does not endorse the nominations of Nelson Peltz and James Rasulo put forth by Trian Fund Management, L.P. and its affiliates, led by Nelson Peltz and supported by former Disney executive Isaac Perlmutter (collectively, the “Trian Group”). The Board recommends that shareholders do not vote for the Trian Group nominees, and that they reject a related proposal from the Trian Group to amend the Company Bylaws.

Separately, the Board does not endorse the nominations of Craig Hatkoff, Jessica Schell and Leah Solivan put forth for election as directors by Blackwells Onshore I LLC, Blackwells Capital LLC and Jason Aintabi (collectively, the “Blackwells Group”), and recommends that shareholders not vote for the Blackwells Group nominees. The Board also recommends shareholders reject a related proposal from the Blackwells Group.

For more information on the Board’s recommendations that shareholders vote in favor of Disney’s nominees and against the Trian Group’s nominees and the Blackwells Group’s nominees, please refer to Disney’s preliminary proxy statement filed with the Securities and Exchange Commission today.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Board’s areas of focus and the Company’s expectations, beliefs, plans, strategies, business or financial prospects or outlook, future shareholder value, priorities or performance; and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; further deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated, including heightened inflation, capital market volatility, interest rate and currency rate fluctuations and economic slowdown or recession; deterioration in or pressures from competitive conditions, including competition to create or acquire content; consumer preferences and acceptance of our content and offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising and sales on our direct-to-consumer services and linear networks; health concerns and their impact on our businesses; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023, including under the captions “Risk Factors”, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business”, and subsequent filings with the Securities and Exchange Commission (the “SEC”), including, among others, quarterly reports on Form 10-Q

Additional Information and Where to Find It

Disney has filed with the SEC a preliminary proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for Disney’s 2024 Annual Meeting of Shareholders. The proxy statement is in preliminary form and Disney intends to file and mail a definitive proxy statement to shareholders of Disney. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY DISNEY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by Disney free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by Disney are also available free of charge by accessing Disney’s website at www.thewaltdisneycompany.com.

Participants

Disney, its directors and executive officers and other members of management and employees will be participants in the solicitation of proxies with respect to a solicitation by Disney. Information about Disney’s executive officers and directors is available in Disney’s preliminary proxy statement for its 2024 Annual Meeting, which was filed with the SEC on January 16, 2024, and will be included in Disney’s definitive proxy statement, once available. To the extent holdings by our directors and executive officers of Disney securities reported in the proxy statement for the 2024 Annual Meeting have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at www.sec.gov.

Contacts

David Jefferson
Corporate Communications
(818) 560-4832
david.j.jefferson@disney.com

Mike Long
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

Steve Lipin
Gladstone Place Partners
(212) 230-5930
slipin@gladstoneplace.com

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Statement From The Walt Disney Company https://thewaltdisneycompany.com/press-releases/statement-from-the-walt-disney-company-6/ Fri, 02 Jan 2026 19:30:40 +0000 https://thewaltdisneycompany.com/news// The post Statement From The Walt Disney Company appeared first on The Walt Disney Company.

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BURBANK, Calif., January 3, 2024—The Walt Disney Company (NYSE: DIS) confirmed today that Blackwells Capital LLC, together with its affiliates (collectively, “Blackwells”), has provided notice of its intent to nominate three individuals for election to the Company’s Board of Directors at the 2024 Annual Meeting of Shareholders.

Disney has an experienced, diverse, and highly qualified Board that is focused on the long-term performance of the company, strategic growth initiatives including the ongoing transformation of its businesses, the succession planning process, and increasing shareholder value.

The Governance and Nominating Committee, which evaluates director nominations, will review the proposed Blackwells nominees and provide a recommendation to the Board as part of its governance process.

The Company expects to file preliminary materials with respect to the 2024 Annual Meeting of Shareholders with the Securities and Exchange Commission (“SEC”), which will include the Board’s recommended slate of director nominees. Disney shareholders are not required to take any action at this time.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations, plans, strategies, business or financial prospects or outlook; future shareholder value, business position, restructuring or transformation; and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; further deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated; deterioration in or pressures from competitive conditions; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023, including under the captions “Risk Factors”, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business”, and subsequent filings with the Securities and Exchange Commission, including, among others, quarterly reports on Form 10-Q.

Additional Information and Where to Find It

The Company intends to file with the SEC a proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for the 2024 Annual Meeting of Shareholders. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY THE COMPANY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by the Company free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by the Company are also available free of charge by accessing the Company’s website at www.thewaltdisneycompany.com.

Participants

Disney, its directors and executive officers and other members of management and employees will be participants in the solicitation of proxies with respect to a solicitation by Disney. Information about Disney’s executive officers and directors is available in Disney’s Annual Report on Form 10-K for the year ended September 30, 2023, which was filed with the SEC on November 21, 2023, and in its proxy statement for the 2023 Annual Meeting of Shareholders, which was filed with the SEC on February 13, 2023, and in its Current Reports on Form 8-K filed with the SEC on March 13, 2023, April 20, 2023, June 15, 2023, July 12, 2023, November 6, 2023, November 29, 2023 and December 22, 2023. To the extent holdings by our directors and executive officers of Disney securities reported in the proxy statement for the 2023 Annual Meeting or in such Form 8-K have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at www.sec.gov.

Contacts

David Jefferson
Corporate Communications
(818) 560-4832
david.j.jefferson@disney.com

Mike Long
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

Steve Lipin
Gladstone Place Partners
(212) 230-5930
slipin@gladstoneplace.com

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The Walt Disney Company And ValueAct Capital Enter Into Information-Sharing Arrangement To Facilitate Strategic Consultation During Company’s Transformation https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-and-valueact-capital-enter-into-information-sharing-arrangement-to-facilitate-strategic-consultation-during-companys-transformation/ Fri, 02 Jan 2026 19:27:33 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company And ValueAct Capital Enter Into Information-Sharing Arrangement To Facilitate Strategic Consultation During Company’s Transformation appeared first on The Walt Disney Company.

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Investment Firm Will Support the Disney Board’s Slate of Director Nominees at 2024 Annual Meeting

BURBANK and SAN FRANCISCO, Calif., January 3, 2024—The Walt Disney Company (NYSE: DIS) and ValueAct Capital Management, L.P. have entered into a confidentiality agreement that enables the company to provide information to the investment firm and consult with ValueAct on strategic matters, including through meetings with the Disney Board and management.

ValueAct has extensive experience investing in media and technology companies navigating significant business transformations, including Spotify, The New York Times, 21st Century Fox, Nintendo, Microsoft, Adobe and Salesforce.

“ValueAct Capital has a track record of collaboration and cooperation with the companies it invests in, and its Co-CEO Mason Morfit has been very constructive in the conversations we’ve had over the past year. We welcome their input as long-term shareholders,” said Robert A. Iger, Disney’s Chief Executive Officer.

“Disney is the world’s leading entertainment company. It has the best intellectual property, sports brand and parks & experiences assets in the industry. As legacy technologies transition to digital platforms, we believe Disney can lead the media industry forward. We could not be more excited to partner with Bob and the Board to help create long-term sustainable shareholder value,” said Mason Morfit, ValueAct Capital Co-CEO and Chief Investment Officer.

ValueAct has confirmed it will support the Disney Board of Directors’ recommended slate of nominees for election to the Board at the 2024 Annual Meeting.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s plans, strategies, business or financial prospects or outlook; future shareholder value, business position, restructuring or transformation; and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; further deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated; deterioration in or pressures from competitive conditions; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023, including under the captions “Risk Factors”, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business”, and subsequent filings with the Securities and Exchange Commission, including, among others, quarterly reports on Form 10-Q.

Additional Information and Where to Find It

The Company intends to file with the SEC a proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for the 2024 Annual Meeting of Shareholders. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY THE COMPANY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by the Company free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by the Company are also available free of charge by accessing the Company’s website at www.thewaltdisneycompany.com.

Participants

Disney, its directors and executive officers and other members of management and employees will be participants in the solicitation of proxies with respect to a solicitation by Disney. Information about Disney’s executive officers and directors is available in Disney’s Annual Report on Form 10-K for the year ended September 30, 2023, which was filed with the SEC on November 21, 2023, and in its proxy statement for the 2023 Annual Meeting of Shareholders, which was filed with the SEC on February 13, 2023, and in its Current Reports on Form 8-K filed with the SEC on March 13, 2023, April 20, 2023, June 15, 2023, July 12, 2023, November 6, 2023, November 29, 2023 and December 22, 2023. To the extent holdings by our directors and executive officers of Disney securities reported in the proxy statement for the 2023 Annual Meeting or in such Form 8-K have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at www.sec.gov.

Contacts

David Jefferson
Corporate Communications
(818) 560-4832
david.j.jefferson@disney.com

Mike Long
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

Steve Lipin
Gladstone Place Partners
(212) 230-5930
slipin@gladstoneplace.com

ValueAct Contact:

media@valueact.com

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Statement From The Walt Disney Company https://thewaltdisneycompany.com/press-releases/statement-from-the-walt-disney-company-5/ Fri, 02 Jan 2026 19:20:05 +0000 https://thewaltdisneycompany.com/news// The post Statement From The Walt Disney Company appeared first on The Walt Disney Company.

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BURBANK, Calif., December 14, 2023 – The Walt Disney Company (NYSE: DIS) confirmed today that Trian Fund Management, L.P., alongside certain affiliates, including Trian’s previously disclosed partnership with Isaac Perlmutter pursuant to which it obtained beneficial ownership of Mr. Perlmutter’s Disney shares (collectively, “Trian”), has provided notice of its intent to nominate two individuals for election to the Company’s Board of Directors at the 2024 Annual Meeting of Shareholders.

Disney has an experienced, diverse, and highly qualified Board that is focused on the long-term performance of the Company, strategic growth initiatives including the ongoing transformation of its businesses, the succession planning process, and increasing shareholder value.

The Governance and Nominating Committee, which evaluates director nominations, will review the proposed Trian nominees and provide a recommendation to the Board as part of its governance process.

The Company expects to file preliminary materials with respect to the 2024 Annual Meeting of Shareholders with the Securities and Exchange Commission (“SEC”), which will include the Board’s recommended slate of director nominees. Disney shareholders are not required to take any action at this time.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations, beliefs, plans, and continuation of commitments and focus; our business or financial prospects, trends or outlook; business plans or opportunities; future performance and growth; organizational structure and leadership decisions; strategies and strategic priorities and opportunities; and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; further deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated; deterioration in or pressures from competitive conditions; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023, including under the captions “Risk Factors”, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business”, and subsequent filings with the Securities and Exchange Commission, including, among others, quarterly reports on Form 10-Q.

Additional Information and Where to Find it

The Company intends to file with the SEC a proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for the 2024 Annual Meeting of Shareholders. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY THE COMPANY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by the Company free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by the Company are also available free of charge by accessing the Company’s website at www.thewaltdisneycompany.com.

Participants

Disney, its directors and executive officers and other members of management and employees will be participants in the solicitation of proxies with respect to a solicitation by Disney. Information about Disney’s executive officers and directors is available in Disney’s Annual Report on Form 10-K for the year ended September 30, 2023, which was filed with the SEC on November 21, 2023, and in its proxy statement for the 2023 Annual Meeting of Shareholders, which was filed with the SEC on February 13, 2023, and in its Current Reports on Form 8-K filed with the SEC on March 13, 2023, April 20, 2023, June 15, 2023, July 12, 2023, November 6, 2023 and November 29, 2023. To the extent holdings by our directors and executive officers of Disney securities reported in the proxy statement for the 2023 Annual Meeting or in such Form 8-K have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at www.sec.gov.

Contact

Mike Long
Corporate Communication
(818) 560-4588
mike.p.long@disney.com

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The Walt Disney Company Declares Cash Dividend Of $0.30 Per Share https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-declares-cash-dividend-of-0-30-per-share/ Fri, 02 Jan 2026 19:15:33 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Declares Cash Dividend Of $0.30 Per Share appeared first on The Walt Disney Company.

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BURBANK, Calif., November 30, 2023 – The Walt Disney Company (NYSE: DIS) Board of Directors today announced a cash dividend of $0.30 per share in respect of the second half of fiscal year 2023, payable January 10, 2024 to shareholders of record at the close of business on December 11, 2023.

“This has been a year of important progress for The Walt Disney Company, defined by a strategic restructuring and a renewed focus on long-term growth,” said Mark Parker, Chairman of the Board. “As Disney moves forward with its key strategic objectives, we are pleased to declare a dividend for our shareholders while we continue to invest in the company’s future and prioritize meaningful value creation.”

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international family entertainment and media enterprise that includes three business segments: Entertainment, Sports and Experiences. Disney is a Dow 30 company and had annual revenue of $88.9 billion in its Fiscal Year 2023.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations, plans, priorities, focus and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance as of the time the statements are made. The Company does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; further deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated; deterioration or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue; consumer preferences and acceptance of our content, offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising sales on our direct-to-consumer services and linear networks; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023 under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” and subsequent filings with the Securities and Exchange Commission, including, among others, quarterly reports on Form 10-Q.

The terms “Company,” “we,” and “our” are used above to refer collectively to the parent company and the subsidiaries through which our various businesses are actually conducted.

Contacts

Alexia Quadrani
Investor Relations
alexia.quadrani@disney.com
(818) 560-6601

David Jefferson
Corporate Communications
david.j.jefferson@disney.com
(818) 560-4832

Mike Long
Corporate Communications
mike.p.long@disney.com
(818) 560-4588

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Statement From The Walt Disney Company https://thewaltdisneycompany.com/press-releases/statement-from-the-walt-disney-company-3/ Fri, 02 Jan 2026 19:12:48 +0000 https://thewaltdisneycompany.com/news// The post Statement From The Walt Disney Company appeared first on The Walt Disney Company.

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BURBANK, Calif., November 30, 2023 – The Walt Disney Company (NYSE: DIS) issued the following statement today in response to the statement released by Nelson Peltz, founding partner of Trian, relating to Disney and its Board of Directors:

The Walt Disney Company has a proven track record of delivering long-term value to our shareholders and is in the midst of a significant transformation to reinforce our position as the world’s preeminent entertainment company. Over the past twelve months, we restructured the company to restore creativity to the center of all our businesses as we significantly reduce costs and drive efficiencies, and we are on track to achieve about $7.5 billion in cost savings – $2 billion more than our original target.

Disney is moving from a period of fixing to a new era of building, as the entire media sector navigates the crosscurrents of the competitive landscape for streaming. We are executing on four key building opportunities that will be central to our success: achieving significant and sustained profitability in our streaming business; building ESPN into the preeminent digital sports platform; improving the output and economics of our film studios; and turbocharging growth in our Experiences business. Our extraordinary portfolio of businesses, brands and assets—and the key synergies between them—are the foundation to developing the popular franchises that will continue to drive our strategic success. With one of the strongest balance sheets in the media sector, Disney expects free cash flow to approach pre-COVID levels in fiscal 2024, and the Board and management are steadfast in our commitment to ensuring The Walt Disney Company’s long-term success for the benefit of all our shareholders.

Disney also continues to refresh its Board of Directors, including the appointments of James P. Gorman, Chairman and Chief Executive Officer of Morgan Stanley, and Sir Jeremy Darroch, a veteran media executive and former Group Chief Executive of Sky, as new directors, as the result of a lengthy and comprehensive search that began in April of this year.  Their appointments reflect Disney’s commitment to a strong board focused on the long-term performance of the company, strategic growth initiatives, the succession planning process, and increasing shareholder value. As also announced yesterday, Disney board member Francis A. deSouza has decided not to stand for reelection at the annual meeting.

Mr. Peltz, in partnership with Isaac Perlmutter, a former Disney executive, intends to take its case to shareholders. Mr. Perlmutter owns 78% of the shares that Mr. Peltz claims beneficial ownership of, or more than 25 million of the 33 million shares. This dynamic is relevant to assessing Mr. Peltz and any other nominees he may put forth as directors, as Mr. Perlmutter was terminated from his employment by Disney earlier this year and has voiced his longstanding personal agenda against Disney’s CEO, Robert A. Iger, which may be different than that of all other shareholders.

The Disney Board will recommend to shareholders its slate of director nominees in the company’s proxy statement to be filed with the Securities and Exchange Commission and distributed to all shareholders eligible to vote at the annual meeting.

Disney shareholders are not required to take any action at this time.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations, beliefs, plans, and continuation of commitments and focus; expected growth and drivers of performance or growth; our business or financial prospects, trends or outlook; business plans or opportunities; future performance and growth; organizational structure and leadership decisions; plans or expectations for direct-to-consumer profitability, product acceptance and enhancements and subscription offerings; consumer behavior or demand; cost reductions and efficiencies;  strategies and strategic priorities and opportunities; value of our intellectual property, content offerings, businesses and assets, including franchises and brands; future free cash flow; and other statements that are not historical in nature. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; further deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated; deterioration or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue; consumer preferences and acceptance of our content, offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising sales on our direct-to-consumer services and linear networks; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023 under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” and subsequent filings with the Securities and Exchange Commission, including, among others, quarterly reports on Form 10-Q.

Contacts

David Jefferson
Corporate Communications
David.J.Jefferson@disney.com
818-560-4832

Mike Long
Corporate Communications
Mike.P.Long@disney.com
818-560-4588

The post Statement From The Walt Disney Company appeared first on The Walt Disney Company.

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The Walt Disney Company Board Appoints Morgan Stanley’s James P. Gorman And Veteran Media Executive Sir Jeremy Darroch As New Directors https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-board-appoints-morgan-stanleys-james-p-gorman-and-veteran-media-executive-sir-jeremy-darroch-as-new-directors/ Fri, 02 Jan 2026 19:09:49 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Board Appoints Morgan Stanley’s James P. Gorman And Veteran Media Executive Sir Jeremy Darroch As New Directors appeared first on The Walt Disney Company.

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BURBANK, Calif., November 29, 2023 – The Walt Disney Company (NYSE: DIS) Board of Directors has appointed James P. Gorman, Chairman and Chief Executive Officer of Morgan Stanley, and Sir Jeremy Darroch, a veteran media executive and former Group Chief Executive of Sky, as new directors. Darroch’s appointment is effective January 9, 2024, and Gorman’s is effective February 5, 2024.

The selection of Gorman, a deeply respected leader at one of the world’s preeminent global financial institutions, and Darroch, an accomplished chief executive and financial leader with significant experience in the international media and consumer products sectors, follows a lengthy and comprehensive search that began in April 2023. Their appointments reflect Disney’s commitment to a strong board focused on the long-term performance of the company, strategic growth initiatives, the succession planning process, and increasing shareholder value.

“James and Jeremy are both widely respected leaders in their industries, and their expertise will complement the talents and experience of the Disney board as we continue to focus on delivering for consumers and shareholders alike,” said Mark G. Parker, Chairman of the Board, The Walt Disney Company. “In the 14 years that James has been CEO of Morgan Stanley, he has overseen a strategic transformation of the institution and delivered significant shareholder value, and was integral to Morgan Stanley’s well-managed succession process over the past year,” Parker said. “Jeremy brings extensive leadership in the international media business, and during his tenure at Sky, he led Sky’s successful transition from a linear satellite broadcaster to one of Europe’s largest multi-platform TV providers.”

“Disney stands apart, both in its creative excellence and its deep connection with consumers,” said Gorman. “It is an incredible opportunity to join this accomplished board of directors, and to lend my experience and perspective as the company implements its strategic vision to build for the future.”

“I am thrilled to join the board of directors of one of the most beloved brands in the world at such a pivotal moment for the company,” said Darroch. “I look forward to working closely with my fellow board members to advise Disney’s executive leadership on the implementation of their strategic priorities designed to drive sustained growth and create long-term shareholder value.”

Gorman and Darroch will be included in the company’s slate of director nominees in the proxy statement for Disney’s 2024 Annual Meeting of Shareholders. Disney board member Francis A. deSouza has decided not to stand for reelection at the annual meeting, as he pursues new opportunities in the technology sector that will require his full attention.

“I’m immensely proud to have had the opportunity to serve such an important and cherished institution alongside this group of esteemed board members,” deSouza said. “I have enormous admiration and affection for the company and its leaders and Cast Members, and I look forward to cheering on every future success as a lifelong Disney fan as I step down to pursue my next career endeavors.”

“We are grateful to Francis for his years of service on the Disney board, and understand his desire not to stand for reelection in the spring as he pursues his next venture,” said Parker. “He has provided invaluable guidance during his tenure, and we wish him the very best.”

Disney’s directors bring significant expertise in implementing strategic priorities while growing shareholder value across a spectrum of varied businesses. Along with Parker, Executive Chairman of NIKE, Inc., and deSouza, former President and Chief Executive Officer of Illumina, Inc., Disney’s board includes Mary T. Barra, Chair and Chief Executive Officer of General Motors Co.; Safra A. Catz, Chief Executive Officer of Oracle Corp.; Amy L. Chang, former senior executive at Cisco and Google and a current director of Procter & Gamble; Carolyn N. Everson, former senior executive at Instacart, Meta and Microsoft and a current director of The Coca-Cola Co. and Under Armour Inc.; Michael B.G. Froman, President of the Council on Foreign Relations and former Vice Chairman and President, Strategic Growth at Mastercard Inc.; Robert A. Iger, Chief Executive Officer, The Walt Disney Company; Maria Elena Lagomasino, Chief Executive Officer and Managing Partner of WE Family Offices and a former senior executive at JP Morgan Private Bank and Chase Manhattan Bank; Calvin R. McDonald, Chief Executive Officer of lululemon athletica inc.; and Derica W. Rice, a former senior executive at CVS Health and Eli Lilly and a current director of The Carlyle Group Inc., Bristol-Myers Squibb Co., and Target Corp. The addition of Gorman and Darroch will temporarily increase Disney’s board to 13 members.

James P. Gorman Background

James Gorman became Chief Executive Officer of Morgan Stanley in January 2010 and Chairman in January 2012, and he will assume the role of Executive Chairman on January 1, 2024. He joined the firm in February 2006 and was named Co-President in December 2007. Before joining Morgan Stanley, Gorman held executive positions at Merrill Lynch. As CEO and Chairman of Morgan Stanley, Gorman has an established record driving strategic transformation of a global financial institution with a long-term sustainable business model. Gorman has successfully executed innovative technological strategies leading the acquisition and integration of online trading platform E-Trade, and will provide key perspectives as Disney leverages technology to advance its strategy. Through his roles at Morgan Stanley, Merrill Lynch, and as former President of the Federal Advisory Council to the U.S. Federal Reserve Board, Gorman also brings deep finance management, investment and fiduciary expertise evaluating businesses. Gorman earned a bachelor’s degree and law degree from the University of Melbourne and an M.B.A. from Columbia University.

Sir Jeremy Darroch Background

Sir Jeremy Darroch is the former Executive Chairman and Group Chief Executive of Sky. He joined Sky as Chief Financial Officer in 2004 and was promoted to Group Chief Executive in 2007, and served as Executive Chairman in 2021. As Group Chief Executive of Sky, Darroch led the company’s tremendous growth and transformation from a linear satellite broadcaster into one of Europe’s largest multi-platform TV providers. His experience will lend valuable insights to Disney’s board and management in navigating the strategic expansion of DTC offerings and changing media and entertainment landscapes, as well as perspectives on creative content investment and brand evolution. As the former CFO of Sky, Darroch also has extensive expertise in finance, accounting and risk management. He is a director and the pending Chairman of Reckitt Benckiser Group plc. Darroch was knighted by King Charles III in June. He holds a bachelor’s degree in economics from the University of Hull.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international family entertainment and media enterprise that includes three business segments: Entertainment, Sports and Experiences. Disney is a Dow 30 company and had annual revenue of $88.9 billion in its Fiscal Year 2023.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations, beliefs, plans, and continuation of commitments and focus and other statements that are not historical in nature. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; further deterioration in domestic or global economic conditions or failure of conditions to improve as anticipated; deterioration or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue; consumer preferences and acceptance of our content, offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising sales on our direct-to-consumer services and linear networks; health concerns and their impact on our businesses and productions; international, political or military developments; regulatory or legal developments; technological developments; labor markets and activities, including work stoppages; adverse weather conditions or natural disasters; and availability of content. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability, including direct-to-consumer profitability; our expected benefits of the composition of the Board; demand for our products and services; the performance of the Company’s content; our ability to create or obtain desirable content at or under the value we assign the content; the advertising market for programming; income tax expense; and performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023 under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” and subsequent filings with the Securities and Exchange Commission, including, among others, quarterly reports on Form 10-Q.

Contacts

David Jefferson
Corporate Communications
david.j.jefferson@disney.com
(818) 560-4832

Mike Long
Corporate Communications
mike.p.long@disney.com
(818) 560-4588

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The Walt Disney Company Names Hugh Johnston As Senior Executive Vice President And Chief Financial Officer https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-names-hugh-johnston-as-senior-executive-vice-president-and-chief-financial-officer/ Fri, 02 Jan 2026 18:59:26 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Names Hugh Johnston As Senior Executive Vice President And Chief Financial Officer appeared first on The Walt Disney Company.

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BURBANK, Calif., November 6, 2023 – Hugh F. Johnston has been named Senior Executive Vice President and Chief Financial Officer of The Walt Disney Company (NYSE: DIS) effective December 4, it was announced today by Robert A. Iger, Chief Executive Officer. Johnston is Vice Chairman and Chief Financial Officer of PepsiCo, where he has held numerous leadership positions during a highly successful 34-year career with the multinational food and beverage giant.

As Disney’s Chief Financial Officer, Johnston will report directly to Iger and will lead the company’s worldwide finance organization, which includes corporate real estate, corporate strategy and business development, enterprise controllership, enterprise technology, financial planning and analysis, global product and labor standards, global security, investor relations, risk management, tax, and treasury.

“Hugh’s well-earned reputation as one of the best CFOs in America and his wealth of leadership experience in both financial and operational roles overseeing a diverse portfolio of top global brands make him a perfect addition to Disney’s senior leadership team,” said Iger. “His expertise will serve Disney and its shareholders well as we continue the transformative work we are doing to drive growth and value creation.

“I would also like to extend my sincere gratitude to Kevin Lansberry, who stepped into the CFO role on an interim basis earlier this year,” Iger said. “Kevin has provided steady leadership and invaluable counsel to our executive management team, and he will continue to be one of our company’s most important financial leaders as he returns to his role as CFO of our Disney Experiences segment.”

“Disney is such a storied company, with the most beloved brands in the world and a strong financial foundation to support the company of the future that Bob and his team are building,” Johnston said. “Very few companies have withstood the test of time that Disney has, making the company as rare as it is special. I share Bob’s enthusiasm for Disney’s future, and I am incredibly excited to join this management team in this moment of opportunity and possibility.”

Johnston joined PepsiCo in 1987, and has held a variety of roles, including Executive Vice President, Global Operations, PepsiCo; President, Pepsi-Cola North America; Senior Vice President, Transformation, PepsiCo; Senior Vice President and Chief Financial Officer, PepsiCo Beverages and Foods; and Senior Vice President, Mergers and Acquisitions, PepsiCo. Johnston also served as Vice President, Retail at Merck & Co. from 1999 until 2002, when he rejoined PepsiCo.

Johnston was named CFO of PepsiCo in 2010 and has been responsible for providing strategic financial leadership for PepsiCo, including ensuring the company’s strategy creates shareholder value, communicating the company’s strategies and performance to investors, and implementing a capital structure, financial processes and controls to support the company’s growth and return on investment goals.

Johnston currently serves as a member of the board and chair of the audit committee of Microsoft Corp., and as a member of the board and chair of the audit committee of HCA Healthcare. He is also a director for the Peterson Institute for International Economics, a leading global economic think tank.

Johnston holds a Bachelor of Science degree from Syracuse University and an M.B.A. from the University of Chicago.

Contacts

David Jefferson
Corporate Communications
(818) 560-4832
david.j.jefferson@disney.com

Mike Long
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

Alexia Quadrani
Investor Relations
(818) 560-6601
alexia.quadrani@disney.com

The post The Walt Disney Company Names Hugh Johnston As Senior Executive Vice President And Chief Financial Officer appeared first on The Walt Disney Company.

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The Walt Disney Company To Purchase Remaining Stake In Hulu From Comcast https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-to-purchase-remaining-stake-in-hulu-from-comcast/ Fri, 02 Jan 2026 18:55:48 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company To Purchase Remaining Stake In Hulu From Comcast appeared first on The Walt Disney Company.

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BURBANK, Calif., November 1, 2023—The Walt Disney Company (NYSE: DIS) announced today that it will acquire the 33% stake in Hulu, LLC held by Comcast Corp.’s (NASDAQ: CMCSA) NBC Universal (NBCU), following Comcast’s November 1 exercise of its right under the put/call arrangement between the two companies. The acquisition of Comcast’s stake in Hulu at fair market value will further Disney’s streaming objectives.

Under the terms of the put/call arrangement, by December 1, Disney expects it will pay NBCU approximately $8.61 billion, representing NBCU’s percentage of the $27.5 billion guaranteed floor value for Hulu that was set when the companies entered into their agreement in 2019 minus the anticipated outstanding capital call contributions payable by NBCU to Disney. Under the appraisal process agreed to by Disney and Comcast, Hulu’s equity fair value will be assessed as of September 30, 2023, and if the value is ultimately determined to be greater than the guaranteed floor value, Disney will pay NBCU its percentage of the difference between the equity fair value and the guaranteed floor value. While the timing of the appraisal process is uncertain, we anticipate it should be completed during the 2024 calendar year.

Contacts

David Jefferson
Corporate Communications
(818) 560-4832
david.j.jefferson@disney.com

Mike Long
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

Alexia Quadrani
Investor Relations
(818) 560-6601
alexia.quadrani@disney.com

The post The Walt Disney Company To Purchase Remaining Stake In Hulu From Comcast appeared first on The Walt Disney Company.

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Alexia Quadrani Promoted To Executive Vice President, Investor Relations For The Walt Disney Company https://thewaltdisneycompany.com/press-releases/alexia-quadrani-promoted-to-executive-vice-president-investor-relations-for-the-walt-disney-company/ Fri, 02 Jan 2026 18:45:08 +0000 https://thewaltdisneycompany.com/news// The post Alexia Quadrani Promoted To Executive Vice President, Investor Relations For The Walt Disney Company appeared first on The Walt Disney Company.

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BURBANK, Calif., July 18, 2023 – The Walt Disney Company (NYSE: DIS) today announced that Alexia Quadrani has been promoted to the role of Executive Vice President, Investor Relations for the company. Quadrani most recently served as Disney’s Senior Vice President, Investor Relations.

Quadrani will continue to serve as Disney’s primary information liaison to the global investment community, while working as a key advisor and resource to the company’s senior management team. Quadrani’s responsibilities include expanding the company’s relationships with sell-side and buy-side investment analysts, industry analysts, and investors worldwide; providing input on the company’s financial reporting activities; managing stock share administration; and leading ongoing engagement with the governance community and Environmental, Social, and Governance (ESG) focused investors.

Prior to joining Disney last year, Quadrani served as Managing Director and Senior Analyst, U.S. Media Equity Research at J.P. Morgan for 14 years. Her coverage included entertainment, advertising and video game stocks. Quadrani joined J.P. Morgan in 2008 through its merger with Bear Stearns, where she had served as Senior Managing Director since 1997. She was an Institutional Investor-ranked analyst for more than 20 years.

Quadrani holds an MBA in finance from New York University’s Stern School of Business and a BS from the School of Foreign Service at Georgetown University.

Contacts

David Jefferson
Corporate Communications
(818) 818-560-4832

Mike Long
Corporate Communications
(818) 560-4588

Alexia Quadrani
Investor Relations
(818) 560-6601

The post Alexia Quadrani Promoted To Executive Vice President, Investor Relations For The Walt Disney Company appeared first on The Walt Disney Company.

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The Walt Disney Company Board Of Directors Extends Robert A. Iger’s Contract As CEO Through 2026 https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-board-of-directors-extends-robert-a-igers-contract-as-ceo-through-2026/ Fri, 02 Jan 2026 18:42:42 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Board Of Directors Extends Robert A. Iger’s Contract As CEO Through 2026 appeared first on The Walt Disney Company.

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Board Points to Iger’s Successful Leadership Record and Ongoing Strategic Transformation of the Company to Meet Industry Challenges

BURBANK, Calif., July 12, 2023—The Walt Disney Company (NYSE: DIS) Board of Directors announced today that Robert A. Iger has agreed to continue to serve as Chief Executive Officer through December 31, 2026. In voting unanimously to extend Mr. Iger’s contract by two years, the independent members of the Board of Directors noted that Iger’s extension provides continuity of leadership during the Company’s ongoing transformation, and allows more time to execute a transition plan for CEO succession, which remains a priority for the Board.

“Time and again, Bob has shown an unparalleled ability to successfully transform Disney to drive future growth and financial returns, earning him a reputation as one of the world’s best CEOs,” said Mark G. Parker, Chairman, The Walt Disney Company. “Bob has once again set Disney on the right strategic path for ongoing value creation, and to ensure the successful completion of this transformation while also allowing ample time to position a new CEO for long-term success, the Board determined it is in the best interest of shareholders to extend his tenure, and he has agreed to our request to remain Chief Executive Officer through the end of 2026.”

“Since my return to Disney just seven months ago, I’ve examined virtually every facet of our businesses to fully understand the tremendous opportunities before us, as well as the challenges we’ve been facing from the broader economic environment and the tectonic shifts in our industry. On my first day back, we began making important and sometimes difficult decisions to address some existing structural and efficiency issues, and despite the challenges, I believe Disney’s long-term future is incredibly bright,” said Iger. “But there is more to accomplish before this transformative work is complete, and because I want to ensure Disney is strongly positioned when my successor takes the helm, I have agreed to the Board’s request to remain CEO for an additional two years. The importance of the succession process cannot be overstated, and as the Board continues to evaluate a highly qualified slate of internal and external candidates, I remain intensely focused on a successful transition.”

Iger returned to the company in November of 2022 after serving as CEO and Chairman from 2005 to 2020, and then as Executive Chairman and Chairman of the Board through 2021. Since returning as CEO, he has led a significant, enterprise-wide transformation to restore creativity to the center of the company and position Disney’s streaming business for sustained growth and profitability. Throughout his time as the company’s chief executive, Iger’s strategic vision has focused on three fundamental pillars: generating the best creative content possible; fostering innovation and utilizing the latest technology; and expanding into new markets across the globe.

Widely recognized as one of the world’s most consequential business leaders, Iger has built on Disney’s rich history of unforgettable storytelling with the acquisitions of Pixar (2006), Marvel (2009), Lucasfilm (2012), and 21st Century Fox (2019); the landmark opening of Disney’s first theme park and resort in mainland China, Shanghai Disney Resort; and the release of a number of record-setting films, including Marvel’s Avengers: Endgame, Disney’s Frozen and Frozen 2, and Marvel’s groundbreaking Black Panther. Always one to embrace new technology, Iger made Disney an industry leader through its creative content offerings across multiple new platforms, including the highly successful launch of the Disney+ streaming service in November 2019.

Iger first became Chief Executive Officer of Disney in October 2005 and was elected Chairman in 2012. From 2000-2005, he served as Disney’s President and Chief Operating Officer. Iger officially joined the Disney senior management team in 1996 as Chairman of the Disney-owned ABC Group, and in 1999 was given the additional responsibility of President, Walt Disney International. He began his career at ABC in 1974.

Iger was inducted into the Television Academy Hall of Fame in 2020, and the Broadcasting and Cable Hall of Fame in 2015. In 2022, he was recognized as an Honorary Knight Commander of the Most Excellent Order of the British Empire by Her Late Majesty Queen Elizabeth II for his services to the UK / US relations. He is the author of the New York Times best-selling book The Ride of a Lifetime: Lessons Learned from 15 Years as CEO of The Walt Disney Company, which has sold more than a million copies since its publication in 2019. He is a graduate of Ithaca College.

Contacts

David Jefferson
Corporate Communications
(818) 560-4832

Mike Long
Corporate Communications
(818) 560-4588

Alexia Quadrani
Investor Relations
(818) 560-6601

The post The Walt Disney Company Board Of Directors Extends Robert A. Iger’s Contract As CEO Through 2026 appeared first on The Walt Disney Company.

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Disney CEO Robert A. Iger To Appear On CNBC’s “Squawk Box” From Allen & Company Sun Valley Conference July 13 https://thewaltdisneycompany.com/press-releases/disney-ceo-robert-a-iger-to-appear-on-cnbcs-squawk-box-from-allen-company-sun-valley-conference-july-13/ Fri, 02 Jan 2026 18:37:37 +0000 https://thewaltdisneycompany.com/news// The post Disney CEO Robert A. Iger To Appear On CNBC’s “Squawk Box” From Allen & Company Sun Valley Conference July 13 appeared first on The Walt Disney Company.

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BURBANK, Calif., July 11, 2023 – Robert A. Iger, Chief Executive Officer, The Walt Disney Company (NYSE: DIS), will appear on CNBC’s Squawk Box in an interview with David Faber from Allen & Company’s Sun Valley conference on Thursday, July 13, 2023, at approximately 8:00 a.m. ET/ 5:00 a.m. PT.

To watch live, please visit CNBC.

Contacts

David Jefferson
Corporate Communications
(818) 560-4832

Mike Long
Corporate Communications
(818) 560-4588

Alexia Quadrani
Investor Relations
(818) 560-6601

The post Disney CEO Robert A. Iger To Appear On CNBC’s “Squawk Box” From Allen & Company Sun Valley Conference July 13 appeared first on The Walt Disney Company.

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Statement From The Walt Disney Company https://thewaltdisneycompany.com/press-releases/statement-from-the-walt-disney-company/ Fri, 02 Jan 2026 18:35:37 +0000 https://thewaltdisneycompany.com/news// The post Statement From The Walt Disney Company appeared first on The Walt Disney Company.

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BURBANK, Calif., February 9, 2023—The Walt Disney Company (NYSE: DIS) Board of Directors issued the following statement today in response to Nelson Peltz’s announcement that Trian Fund is no longer pursuing a proxy contest at Disney:

“We respect and value the input of all our shareholders and we appreciate the decision by Trian Fund announced by Nelson Peltz this morning.

This is a moment of great opportunity for The Walt Disney Company, as we recommit to our historic 100-year legacy of unrivaled creativity and a future of sustained growth and profitability. We are pleased that our Board and management can remain focused without the distraction of a proxy contest, and we have tremendous faith in Bob Iger’s leadership and the transformative vision for Disney’s future he set forth yesterday.

We will continue to engage with all our shareholders, and we look forward to our upcoming annual meeting on April 3, 2023. All shareholders of record as of the close of business February 8, 2023 are entitled to vote at the meeting.”

Contacts

Media Contacts:

David Jefferson
The Walt Disney Company
(818) 560-4832

Steve Lipin
Gladstone Place Partners
(212) 230-5930

Investor Contact:
Alexia Quadrani
The Walt Disney Company
(818) 560-6601

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The Walt Disney Company Underscores Board Strength And Focus On Value Creation, Sends Letter To Shareholders https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-underscores-board-strength-and-focus-on-value-creation-sends-letter-to-shareholders/ Fri, 02 Jan 2026 18:32:48 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Underscores Board Strength And Focus On Value Creation, Sends Letter To Shareholders appeared first on The Walt Disney Company.

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BURBANK, Calif., February 2, 2023 – The Walt Disney Company Board of Directors (NYSE:DIS) today responded to materials issued by the Trian Group. The Disney Board of Directors is focused on delivering long-term sustainable value and continually works to ensure it is comprised of the right mix of experience, skills and perspectives to guide Disney, particularly as it navigates this dynamic period.

The Disney Board of Directors does not endorse Nelson Peltz (or his son Matthew, who is running as an alternate Mr. Peltz may swap in) as a nominee, and believes the election of either Mr. Peltz or his son would threaten the strategic management of Disney during a period of important change in the media landscape.

Inexplicably, Trian seeks to replace Michael Froman, a highly valued member of the Board with deep background in global trade and international business, who the Board believes is far better qualified than either Mr. Peltz or his son to help drive value for shareholders. Neither Mr. Peltz nor his son offer skills or experience additive to the Disney Board that replace the decades-long experience of Mr. Froman.

Mr. Froman’s decades of experience in business and international affairs are critical to helping Disney assess the risks and opportunities in an increasingly complex global marketplace, given its strategic focus on global growth of its customer base and innovation in changing markets. Mr. Froman has served as U.S. Trade Representative, where he worked on trade-related issues to advance the interests of the U.S. government and American businesses in foreign markets, including on issues affecting the digital economy, the usage and protection of data, and intellectual property rights, all of which are critical to Disney’s business. He served as Assistant to the President of the United States and as Deputy National Security Advisor for International Economic Policy, a position held jointly at the National Security Council and the National Economic Council. He also served as Chief Executive Officer of CitiInsurance and Chief Operating Officer of Citigroup’s alternative investments business, and is currently Vice Chairman and President, Strategic Growth, Mastercard Inc. He works closely with his fellow members of the Disney Board to guide the company, providing expert advice on complex international economic, policy and regulatory affairs to assist with Disney’s international strategy and operations, among other matters.

The Company expects to mail its proxy materials, including its WHITE proxy card, to all shareholders in the near future. The Disney Board urges shareholders to take no action at the moment and to simply discard any materials or blue proxy card they may receive from Trian Group. Shareholders should instead give themselves the benefit of voting on a fully informed basis, taking the Board and management team’s important update on its strategy to create value into consideration.

The Disney Board also mailed a letter to shareholders. The full text follows.

DO NOT RETURN ANY BLUE PROXY CARD FROM TRIAN 

CAST YOUR VOTE ON AN INFORMED BASIS:
WAIT FOR DISNEY’S MATERIALS DESCRIBING IN DETAIL THE IMPORTANT FACTS TO CONSIDER
IN YOUR 2023 ELECTION OF DIRECTORS

Dear Fellow Shareholder,

We want to thank you for your investment in, and commitment to, The Walt Disney Company.

Your Board is committed to delivering sustainable, superior shareholder value. Over the last several years, we have focused on ensuring that the Board has the right combination of experience, skills and perspectives to guide Disney through a period of unprecedented change in the media business. We recently added a new Director, Carolyn Everson, a well-respected leader with deep experience in roles at complex global companies and a strong background in building world-class media and digital advertising businesses.

This past year has been a dynamic period for Disney. We recently announced that Mark Parker will become Chairman of the Board following our 2023 Annual Meeting of Shareholders. Mark’s four decades of experience at NIKE, including his service as chief executive officer, his deep understanding of creatively driven, consumer-facing businesses with world-class brands and his experience using technology to develop successful direct-to-consumer models, make him ideally suited to take on this role. He will also chair our newly formed Succession Planning Committee, whose mandate is to assist the Board in identifying and onboarding a successor to our recently returned chief executive officer, Bob Iger.

An activist investor, Trian Fund Management, L.P., along with other entities affiliated with Nelson Peltz, has nominated Mr. Peltz (or if he is unable to serve or for good cause will not serve, then his son Matthew) for election as a director at the upcoming Annual Meeting in opposition to the nominees recommended by your Board.

Your Board does not endorse Mr. Peltz (or his son) as a nominee and believes that his election would threaten our efforts to manage Disney for all shareholders. Over more than six months of engagement with Mr. Peltz, in both conversations and written materials, he has demonstrated that he does not understand Disney’s businesses and he lacks the perspective and experience to contribute to the objective of delivering shareholder value in a rapidly shifting media ecosystem.

If you have already received materials with a blue proxy card from the Trian Group, please simply discard them and do not vote at this time.

Your company’s proxy materials will be mailed soon, including the WHITE card with voting instructions. Your vote FOR our nominees on the WHITE card will be especially important at this year’s upcoming Annual Meeting.

Your Board and management team have engaged extensively with Mr. Peltz in 2022 and 2023, even before he bought any Disney stock. In fact, Mr. Peltz sought a board seat before he was a shareholder. We are skeptical of his motives and believe he would be disruptive at a crucial period for Disney.

Your independent and highly qualified Board has provided strong oversight focused on delivering sustained shareholder value. Ten of the 11 board members are independent, five have Fortune 500 CFO or CEO experience and we have strong diversity on our Board. The Board is overseeing important strategic changes that our CEO Bob Iger is executing, such as putting more decision-making into the creative teams, implementing a cost reduction plan, prioritizing streaming profitability and improving the guest experience in our parks.

Under Bob Iger’s previous tenure as CEO, the company delivered significant long-term shareholder value. From 09/30/2005 to 02/25/2020, Disney generated total shareholder return of 554%, compared to 244% for the S&P 500, as well as exceeded returns from media peers. We are pleased to have Bob back at the helm during this current period of change in our industry.

We look forward to providing you with more information regarding the Board and management team’s strategy to deliver shareholder value in today’s rapidly shifting media ecosystem and the reasons why the election of Mr. Peltz will not benefit that plan.

In the interim, we strongly urge you to simply discard and NOT to vote using any blue proxy card sent to you by the Trian Group. Please wait to vote until you can do so on a fully informed basis.

We thank you for your investment in The Walt Disney Company.

Board of Directors

The Walt Disney Company

 

Forward-Looking Statements

This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding mandates, the future, business plans and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: further deterioration in domestic and global economic conditions; deterioration in or pressures from competitive conditions; consumer preferences and acceptance of our content, offerings, pricing model and price increases and the market for advertising sales on our DTC services and linear networks; health concerns and their impact on our businesses; international, regulatory, political or military developments; technological developments; labor markets and activities; adverse weather conditions or natural disasters; legal or regulatory changes; each such risk includes the current and future impacts of, and is amplified by, COVID-19 and related mitigation efforts. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability; and demand for our products and services.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended October 1, 2022 under the captions “Risk Factors,” “Management’s Discussion and Analysis,” and “Business,” and subsequent filings with the Securities and Exchange Commission, including, among others, quarterly reports on Form 10-Q.

Additional Information and Where to Find it

Disney has filed with the SEC a preliminary proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for Disney’s 2023 Annual Meeting of Shareholders. The proxy statement is in preliminary form and Disney intends to file and mail a definitive proxy statement to stockholders of Disney. This communication is not a substitute for any proxy statement or other document that Disney has filed or may file with the SEC in connection with any solicitation by Disney.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY DISNEY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by Disney free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by Disney are also available free of charge by accessing Disney’s website at www.thewaltdisneycompany.com.

Participants

This communication is neither a solicitation of a proxy or consent nor a substitute for any proxy statement or other filings that may be made with the SEC. Nonetheless, Disney, its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies with respect to a solicitation by Disney. Information about Disney’s executive officers and directors is available in Disney’s preliminary proxy statement for its 2023 Annual Meeting, which was filed with the SEC on January 17, 2023, as amended on January 31, 2023, and will be included in Disney’s definitive proxy statement, once available. To the extent holdings by our directors and executive officers of Disney securities reported in the proxy statement for the 2023 Annual Meeting have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at www.sec.gov. 

Contacts

Media Contacts:

Steve Lipin
Gladstone Place Partners
(212) 230-5930

David Jefferson
The Walt Disney Company
(818) 560-4832

Investor Relations Contact:

Alexia Quadrani
(818) 560-6601

The post The Walt Disney Company Underscores Board Strength And Focus On Value Creation, Sends Letter To Shareholders appeared first on The Walt Disney Company.

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Mark Parker To Be Named Chairman Of The Walt Disney Company https://thewaltdisneycompany.com/press-releases/mark-parker-to-be-named-chairman-of-the-walt-disney-company/ Fri, 02 Jan 2026 18:24:46 +0000 https://thewaltdisneycompany.com/news// The post Mark Parker To Be Named Chairman Of The Walt Disney Company appeared first on The Walt Disney Company.

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Parker, a Disney director since 2016 and Executive Chairman of NIKE, will succeed Susan Arnold as independent Chairman following Annual Meeting of Shareholders

Board also responds to letter from Trian Group; recommends shareholders vote FOR all Board nominees and not support the Trian candidate

BURBANK, Calif., January 11, 2023—The Walt Disney Company (NYSE: DIS) Board of Directors announced that it has elected independent director Mark G. Parker as Chairman of the Board, effective following the Annual Meeting of Shareholders.  Mr. Parker, a seven-year member of the Disney Board and Executive Chairman of NIKE, Inc., will succeed Susan E. Arnold, who will not stand for re-election pursuant to the 15-year term limit under Disney’s Board Tenure Policy.  As a result, the size of the Board will be reduced to 11 members.

“Mark Parker is an incredibly well-respected leader who over seven years as a Disney director has helped the Company effectively navigate through a time of unprecedented change,” Ms. Arnold said. “During his four decades at NIKE, Mark has led one of the world’s most recognized consumer brands through various market evolutions and a successful CEO transition, and he is uniquely positioned to chair the Disney Board during this period of transformation.”

“Mark Parker’s vision, incredible depth of experience and wise counsel have been invaluable to Disney, and I look forward to continuing working with him in his new role, along with our other directors, as we chart the future course for this amazing company,” said Robert A. Iger, Chief Executive Officer, The Walt Disney Company. “On behalf of my fellow Board members and the entire Disney management team, I also want to thank Susan for her superb leadership as Chairman and for her tireless work over the past 15 years as an exemplary steward of the Disney brand.”

Said Mr. Parker: “I am honored to have the opportunity to serve as Disney’s Chairman, and I look forward to working closely with Bob and his management team on a strategy of growth that balances investment with profitability, while preserving Disney’s core mission of creative excellence, to deliver shareholder value. At the same time, it is the top priority of mine and the Board’s to identify and prepare a successful CEO successor, and that process has already begun.”

Mr. Parker will also chair a newly created Succession Planning Committee of the Board, which will advise the Board on CEO succession planning, including review of internal and external candidates. Mr. Parker served as NIKE’s Chairman and CEO until 2020, when he became Executive Chairman.

The Walt Disney Company Board has continued to evolve to ensure it has the right combination of backgrounds, skill sets and perspectives to guide the Company into the future. Today, Disney’s directors bring experience across a relevant range of disciplines, including brand, marketing and retail, direct-to-consumer expertise, and technology and innovation.

The Board is nominating for re-election at the Company’s Annual Meeting incumbent directors Mary T. Barra, Safra A. Catz, Amy L. Chang, Francis A. deSouza, Carolyn Everson, Michael B.G. Froman, Robert A. Iger, Maria Elena Lagomasino, Calvin R. McDonald, Mark G. Parker and Derica W. Rice.

Board Responds to Trian Partners Nomination by Recommending Shareholders vote for all of the Company’s Nominees 

Trian Partners L.P. and Trian Partners Parallel Fund I, L.P., wholly owned subsidiaries of Trian Fund Management, L.P., along with other entities affiliated with Nelson Peltz (collectively, the “Trian Group”), have nominated Nelson Peltz for election as director at the Annual Meeting in opposition to the nominees recommended by the Board, and brought a proposal to amend Disney’s Bylaws.

The Walt Disney Company remains open to constructive engagement and ideas that help drive shareholder value. While senior leadership of The Walt Disney Company and its Board of Directors have engaged with Mr. Peltz numerous times over the last few months, the Board does not endorse the Trian Group nominee, and recommends that shareholders not support its nominee, and instead vote FOR all the Company’s nominees (noted above).

The Walt Disney Company has had a long-term track record of financial and creative success, built on the ability to leverage its rich intellectual property and unparalleled storytelling across its many businesses, from theatrical, streaming and linear broadcast to parks and resorts, and one of the most resonant names in sports, ESPN.  Mr. Iger’s mandate is to use his two-year term and depth of experience in the industry to adapt the business model for the shifting media landscape, rebalancing investment with revenue opportunity while bringing a renewed focus on the creative talent that has made The Walt Disney Company the envy of the industry. Mr. Iger has already taken decisive steps to realign content creation and distribution, and reposition Disney’s streaming platforms and linear broadcast and cable networks for enhanced profitability for the Company.

Under Mr. Iger’s first tenure as CEO from September 2005 through February 2020, the Company’s total shareholder return was 554%, which exceeded the S&P 500 total shareholder return of 244%. The company’s market capitalization grew nearly fivefold during his tenure from $48 billion to over $230 billion.

The Board of The Walt Disney Company has been continually refreshed, with a focus on directors whose industry experience is additive to the company’s strategic priorities. The average tenure of the current Board is four years, with three directors serving fewer than two years, and in addition the Board is led by an independent chairman.

The Company expects to file preliminary materials with respect to the 2023 Annual Meeting of Stockholders shortly and looks forward to communicating with its stockholders once definitive proxy materials are available.  The date of the Annual Meeting has not yet been announced.

Forward-Looking Statements

Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding mandates, profitability, the future, business plans and other statements that are not historical in nature. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance and plans as of the time the statements are made. The Company does not undertake any obligation to update these statements unless required by applicable laws or regulations, and you should not place undue reliance on forward-looking statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: further deterioration in domestic and global economic conditions; deterioration in or pressures from competitive conditions; consumer preferences and acceptance of our content, offerings, pricing model and price increases and the market for advertising sales on our DTC services and linear networks; health concerns and their impact on our businesses; international, regulatory, political or military developments; technological developments; labor markets and activities; adverse weather conditions or natural disasters; legal or regulatory changes; each such risk includes the current and future impacts of, and is amplified by, COVID-19 and related mitigation efforts. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability; and demand for our products and services.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended October 1, 2022 under the captions “Risk Factors,” “Management’s Discussion and Analysis,” and “Business,” and subsequent filings with the Securities and Exchange Commission.

Additional Information and Where to Find it

Disney intends to file with the SEC a proxy statement on Schedule 14A, containing a form of WHITE proxy card, with respect to its solicitation of proxies for Disney’s 2023 Annual Meeting of Shareholders. This communication is not a substitute for any proxy statement or other document that Disney may file with the SEC in connection with any solicitation by Disney.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY DISNEY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ANY SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by Disney free of charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by Disney are also available free of charge by accessing Disney’s website at www.thewaltdisneycompany.com.

Participants

This communication is neither a solicitation of a proxy or consent nor a substitute for any proxy statement or other filings that may be made with the SEC. Nonetheless, Disney, its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies with respect to a solicitation by Disney. Information about Disney’s executive officers and directors is available in Disney’s Annual Report on Form 10-K for the year ended October 1, 2022, which was filed with the SEC on November 29, 2022, and in its proxy statement for the 2022 Annual Meeting of Shareholders, which was filed with the SEC on January 19, 2022, and in its Current Reports on Form 8-K filed with the SEC on June 28, 2022, September 30, 2022 and November 21, 2022. To the extent holdings of Disney securities reported in the proxy statement for the 2022 Annual Meeting or in such Form 8-K have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at www.sec.gov.

Contacts

Media Contacts:

David Jefferson
Corporate Communications
The Walt Disney Company
(818) 560-4832

Steve Lipin
Gladstone Place Partners
(212) 230-5930

Investor Relations Contact:

Alexia Quadrani
Investor Relations
The Walt Disney Company
(818) 560-6601

The post Mark Parker To Be Named Chairman Of The Walt Disney Company appeared first on The Walt Disney Company.

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Disney Recommends Shareholders Reject Mini-Tender Offer By TRC Capital Investment https://thewaltdisneycompany.com/press-releases/disney-recommends-shareholders-reject-mini-tender-offer-by-trc-capital-investment/ Fri, 02 Jan 2026 18:10:56 +0000 https://thewaltdisneycompany.com/news// The post Disney Recommends Shareholders Reject Mini-Tender Offer By TRC Capital Investment appeared first on The Walt Disney Company.

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BURBANK, Calif., December 30, 2022 – The Walt Disney Company (NYSE: DIS) recently became aware that TRC Capital Investment Corp. (TRC) has made an unsolicited mini-tender offer to purchase up to 1,500,000 shares of Disney common stock, and, per a press release issued by TRC on December 28, 2022 (the TRC Press Release), has amended the terms of such offer to decrease the offer price payable to $85.00 a share, down from a prior offer price of $89.15 a share.

Disney recommends that shareholders not tender their shares in response to TRC’s unsolicited offer because the offer price of $85.00 per share is below the current market price for Disney shares. This means that, based on today’s closing market price, Disney shareholders who tender their shares in the offer will receive a below-market price.

Disney is not affiliated or associated in any way with TRC, its mini-tender offer or the offer documentation. TRC has made similar mini-tender offers for shares of other companies. Mini-tender offers seek to acquire not more than 5 percent of a company’s shares outstanding, thereby avoiding many disclosure and procedural requirements of the U.S. Securities and Exchange Commission (the “SEC”) that are designed to protect investors. As a result, mini-tender offers do not provide investors with the same level of protection as provided by larger tender offers under United States federal securities laws.

The SEC has cautioned investors that some bidders making mini-tender offers are “betting that the market price will rise before the offer closes and then extending the offer until it does or improperly canceling if it doesn’t.” The SEC has provided guidance to investors on mini-tender offers at www.sec.gov/investor/pubs/minitend.htm.

Disney urges investors to obtain current market quotations for their shares, consult with their broker or financial advisor and exercise caution with respect to TRC’s offer. Disney recommends that shareholders who have not responded to TRC’s offer take no action. Shareholders who have already tendered their shares may withdraw them in accordance with the terms included in TRC’s offering documents.  Per the TRC Press Release, the offer is scheduled to expire at 12:01 a.m. New York City time on Thursday, January 12, 2023, unless extended. TRC reported that as of the close of business on Tuesday, December 27, 2022, no shares had been tendered.

Disney requests that a copy of this news release be included with all distributions of materials relating to TRC’s mini-tender offer related to shares of Disney common stock.

Contacts

David Jefferson
Corporate Communications
(818) 560-4832
david.j.jefferson@disney.com

Mike Long
Corporate Communications
(818) 560-4588
mike.p.long@disney.com

Alexia Quadrani
Investor Relations
(818) 560-6601
alexia.quadrani@disney.com

The post Disney Recommends Shareholders Reject Mini-Tender Offer By TRC Capital Investment appeared first on The Walt Disney Company.

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The Walt Disney Company Board Of Directors Appoints Robert A. Iger As Chief Executive Officer https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-board-of-directors-appoints-robert-a-iger-as-chief-executive-officer/ Fri, 02 Jan 2026 18:01:59 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Board Of Directors Appoints Robert A. Iger As Chief Executive Officer appeared first on The Walt Disney Company.

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BURBANK, Calif., November 20, 2022—The Walt Disney Company (NYSE: DIS) announced today that Robert A. Iger is returning to lead Disney as Chief Executive Officer, effective immediately. Mr. Iger, who spent more than four decades at the Company, including 15 years as its CEO, has agreed to serve as Disney’s CEO for two years, with a mandate from the Board to set the strategic direction for renewed growth and to work closely with the Board in developing a successor to lead the Company at the completion of his term. Mr. Iger succeeds Bob Chapek, who has stepped down from his position.

“We thank Bob Chapek for his service to Disney over his long career, including navigating the company through the unprecedented challenges of the pandemic,” said Susan Arnold, Chairman of the Board. “The Board has concluded that as Disney embarks on an increasingly complex period of industry transformation, Bob Iger is uniquely situated to lead the Company through this pivotal period.”

“Mr. Iger has the deep respect of Disney’s senior leadership team, most of whom he worked closely with until his departure as executive chairman 11 months ago, and he is greatly admired by Disney employees worldwide–all of which will allow for a seamless transition of leadership,” she said.

The position of Chairman of the Board remains unchanged, with Ms. Arnold serving in that capacity.

“I am extremely optimistic for the future of this great company and thrilled to be asked by the Board to return as its CEO,” Mr. Iger said. “Disney and its incomparable brands and franchises hold a special place in the hearts of so many people around the globe—most especially in the hearts of our employees, whose dedication to this company and its mission is an inspiration. I am deeply honored to be asked to again lead this remarkable team, with a clear mission focused on creative excellence to inspire generations through unrivaled, bold storytelling.”

During his 15 years as CEO, from 2005 to 2020, Mr. Iger helped build Disney into one of the world’s most successful and admired media and entertainment companies with a strategic vision focused on creative excellence, technological innovation and international growth. He expanded on Disney’s legacy of unparalleled storytelling with the acquisitions of Pixar, Marvel, Lucasfilm and 21st Century Fox and increased the Company’s market capitalization fivefold during his time as CEO. Mr. Iger continued to direct Disney’s creative endeavors until his departure as Executive Chairman last December, and the Company’s robust pipeline of content is a testament to his leadership and vision.

Robert A. Iger Biography

Robert A. Iger was Chief Executive Officer and Chairman of The Walt Disney Company from 2005 to 2020, then Executive Chairman and Chairman of the Board through 2021.

Over his 15 years leading Disney, Mr. Iger was the steward of one of the world’s largest media companies and some of the most respected and beloved brands around the globe. His strategic vision focused on three fundamental pillars: generating the best creative content possible; fostering innovation and utilizing the latest technology; and expanding into new markets around the world.

Mr. Iger built on Disney’s rich history of unforgettable storytelling with the acquisitions of Pixar (2006), Marvel (2009), Lucasfilm (2012), and 21st Century Fox (2019), and the landmark opening of Disney’s first theme park and resort in mainland China, Shanghai Disney Resort; and the release of a number of record-setting films including Marvel’s Avengers: Endgame, Disney’s Frozen and Frozen 2, and the groundbreaking movie Marvel’s Black Panther. Always one to embrace new technology, Mr. Iger made Disney an industry leader through its creative content offerings across new and multiple platforms, including the highly successful launch of the Disney+ streaming service in November 2019 and ESPN+ in 2018.

Disney’s exceptional entertainment experiences, widely diverse content, and unique skill in managing businesses in an integrated manner led to strong results. During Mr. Iger’s tenure, The Walt Disney Company was  recognized as one of the “Most Reputable Companies” in both America and the world by Forbes magazine (2006–2019); one of the “Best Employers” in both America and the world by Forbes magazine (2019 and 2018, respectively); one of the “World’s Most Admired Companies” by Fortune magazine (2009–2021); and one of the “World’s Most Respected Companies” by Barron’s (2009–2017).

Mr. Iger was appointed Chief Executive Officer of Disney in October 2005 and was elected Chairman in 2012.  In February 2020, he assumed the role of Executive Chairman and directed the company’s creative endeavors until his retirement in December 2021.  From 2000-2005, Mr. Iger served as President and Chief Operating Officer. He officially joined the Disney senior management team in 1996 as Chairman of the Disney-owned ABC Group, and in 1999, was given the additional responsibility of President, Walt Disney International. In that role, Mr. Iger expanded and coordinated Disney’s presence outside of the United States, establishing the blueprint for the company’s international growth today. As Chairman of the ABC Group, Mr. Iger oversaw the broadcast television network and station group, cable television properties, and radio and publishing businesses, and also guided the complex merger between Capital Cities/ABC, Inc. and the Walt Disney Company. During Mr. Iger’s years with ABC, he obtained hands-on experience in every aspect of the television business—including news, sports, and entertainment—as well as in program acquisition, rights negotiations, and business affairs. He began his career at ABC in 1974.

Mr. Iger has been named TIME’s Businessperson of the Year (2019); one of Forbes magazine’s “World’s Most Powerful People” (2018); one of the “Top Gun CEOs” by Forbes magazine (2009); one of Fortunemagazine’s “25 Most Powerful People in Business” (2006, 2007); one of the “Best CEOs” by Institutional Investor magazine (2008, 2009, 2010, 2011); MarketWatch’s “CEO of the Year” (2006); and “CEO of the Year” by Chief Executive magazine (2014).

Mr. Iger was inducted into the Television Academy Hall of Fame in January 2020, and the Broadcasting and Cable Hall of Fame in 2015.  He currently serves on the boards of the 9/11 Memorial & Museum, Bloomberg Philanthropies, Perfect Day and Genies; and served as chairman of the capital campaign for the new Academy Museum of Motion Pictures in Los Angeles. In 2012, Mr. Iger became a member of the Academy of Motion Picture Arts and Sciences, one of the nation’s most prestigious honorary societies, which recognizes some of the world’s most accomplished scholars, scientists, writers, artists and civic, corporate, and philanthropic leaders.  He was previously a member of the Apple board of directors (2011-2019).

In September 2022, Mr. Iger was recognized as an Honorary Knight Commander of the Most Excellent Order of the British Empire by Her Late Majesty Queen Elizabeth II for his services to the UK / US relations.

Mr. Iger is the author of the New York Times best-selling book “The Ride of a Lifetime: Lessons Learned from 15 Years as CEO of The Walt Disney Company,” published in 2019.  He is a graduate of Ithaca College.

Forward-Looking Statements

Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding mandates, the future, business plans and other statements that are not historical in nature. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: further deterioration in domestic and global economic conditions; deterioration in or pressures from competitive conditions; consumer preferences and acceptance of our content, offerings, pricing model and price increases and the market for advertising sales on our DTC services and linear networks; health concerns and their impact on our businesses; international, regulatory, political or military developments; technological developments; labor markets and activities; adverse weather conditions or natural disasters; legal or regulatory changes; each such risk includes the current and future impacts of, and is amplified by, COVID-19 and related mitigation efforts. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability; and demand for our products and services.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended October 2, 2021 under the captions “Risk Factors,” “Management’s Discussion and Analysis,” and “Business,” and subsequent filings with the Securities and Exchange Commission, including, among others, quarterly reports on Form 10-Q.

Contacts

Kristina Schake
Kristina.Schake@disney.com

David Jefferson
David.J.Jefferson@disney.com

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The Walt Disney Company Appoints Veteran Media And Technology Executive Carolyn Everson To Its Board Of Directors https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-appoints-veteran-media-and-technology-executive-carolyn-everson-to-its-board-of-directors/ Fri, 02 Jan 2026 17:44:48 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Appoints Veteran Media And Technology Executive Carolyn Everson To Its Board Of Directors appeared first on The Walt Disney Company.

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BURBANK, Calif., September 30, 2022 (Updated October 4, 2022) – The Walt Disney Company (NYSE: DIS) today announced that Carolyn Everson, a veteran media and technology executive, will join its Board of Directors, effective November 21. Ms. Everson, 50, a well-respected executive with deep experience in consumer-facing companies, will be included in the Company’s slate of director nominees in the proxy statement for Disney’s 2023 Annual Meeting of Shareholders.

Ms. Everson’s selection follows a lengthy and comprehensive search, and reinforces Disney’s commitment to a strong, independent board focused on the long-term performance of the Company. Her appointment has received the support of Third Point LLC, which has entered into a support agreement with Disney following a constructive dialogue.

As part of the agreement, Third Point has agreed to customary standstill, voting and other provisions through Disney’s 2024 Annual Meeting of Shareholders. The full agreement between The Walt Disney Company and Third Point LLC will be filed on Form 8-K with the Securities and Exchange Commission.

“We are thrilled to welcome Carolyn Everson to the Disney Board,” said Susan Arnold, Chairman of the Board, The Walt Disney Company. “Carolyn’s extensive background, including roles at a number of high-profile, complex global companies, brings a welcome and invaluable perspective as we continue to focus on expanding our brand and global reach.”

“With nearly three decades of experience in senior operating roles at dynamic consumer-facing organizations, Carolyn is a well-respected leader who will bring unique and valuable perspective to our Board,” said Bob Chapek, Chief Executive Officer, The Walt Disney Company. “Carolyn has had a hand in building a number of world-class digital advertising businesses, and her insights make her a great fit as we continue to position the company for long-term growth.”

Mr. Chapek added, “We have a productive and collegial relationship with Third Point, with whom we share a deep commitment to continue building on Disney’s many successes and increasing shareholder value.”

“We are pleased with our productive and ongoing dialogue with Bob and Disney’s management team,” said Daniel S. Loeb, Chief Executive Officer and Chief Investment Officer, Third Point. “The expansion of Disney’s Board of Directors to include Carolyn Everson will add an important new perspective to an already accomplished group.”

“I am incredibly excited and honored to join The Walt Disney Company’s Board and work alongside the outstanding directors and extraordinarily talented management team,” said Ms. Everson. “Disney is a beloved brand with an incredible history that brings joy to millions of consumers around the world and one that has meant so much to me and my family over the years. I am fully committed to helping progress Disney’s strategic priorities at an exciting time for the business and industry at large.”

The Walt Disney Company has a history of delivering significant results powered by world-class storytelling and its unique and highly valuable content-creation and distribution ecosystem. The Company has deftly navigated the COVID-19 pandemic and its aftermath, having delivered significant streaming subscription growth and outstanding performance at its domestic theme parks and resorts.

Disney’s independent and experienced Board, which will have 12 members, has benefited from continuous refreshment, and has significant expertise in branded, consumer-facing and technology businesses as well as talent-driven enterprises.

J.P. Morgan Securities LLC served as Disney’s financial advisor and Cravath, Swaine & Moore LLP served as Disney’s legal advisor with respect to the support agreement.

Carolyn Everson Background

Ms. Everson most recently served as President of Instacart. Prior to that role, she was Vice President of the Global Business Group at Facebook, now known as Meta, where she led the global marketing solutions team focused on top strategic accounts and global agencies, as well as media strategy, advertising sales, and account management from 2011-2021.

She has held additional senior leadership roles in media and technology, including as Corporate Vice President of Microsoft’s Global Advertising Sales and Trade Marketing Teams, and as Chief Operating Officer of MTVN Ad Sales at Viacom. Prior to Viacom, Ms. Everson worked at Primedia, Walt Disney Imagineering and Accenture Consulting.

Ms. Everson serves on the boards of The Coca-Cola Company, Creative Artists Agency, Villanova University, the Humane Society of the United States and Columbia Medical School. She earned a bachelor’s degree from Villanova University and has a master’s degree in business administration from Harvard Business School.


About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international family entertainment and media enterprise that includes Disney Parks, Experiences and Products; Disney Media & Entertainment Distribution; and four content groups—Studios, General Entertainment, Sports and International—focused on developing and producing content for DTC, theatrical and linear platforms. Disney is a Dow 30 company and had annual revenues of $67.4 billion in its Fiscal Year 2021.

About Third Point LLC

Third Point LLC is an SEC-registered institutional investment manager that employs an event-driven, opportunistic strategy to invest globally across the capital structure and in diversified asset classes to optimize risk-reward through market cycles. Third Point invests in credit, equity, and venture capital, and frequently engages with management and boards of directors to create long-term value. The firm was founded in 1995 by CEO & CIO Daniel S. Loeb.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations, beliefs and plans and other statements that are not historical in nature. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives or other business decisions, as well as from developments beyond the Company’s control, including: further changes in domestic and global economic conditions; changes in or pressures from competitive conditions and consumer preferences; health concerns and their impact on our businesses and productions; international, regulatory, political, or military developments; technological developments; labor markets and activities; consumer or advertiser demand and behavior; adverse weather conditions or natural disasters; legal or regulatory changes; the advertising market for programming; and timing, availability and performance of content; each such risk includes the current and future impacts of, and is amplified by, COVID-19 and related mitigation efforts. Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable): our operations, business plans or profitability; our expected benefits of the composition of the Board; demand for our products and services; and the performance of the Company’s content.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended October 2, 2021 under the captions “Risk Factors,” “Management’s Discussion and Analysis,” and “Business,” and subsequent filings with the Securities and Exchange Commission, including, among others, quarterly reports on Form 10-Q.

Contacts

David Jefferson
The Walt Disney Company
Corporate Communications
david.j.jefferson@disney.com
(818) 560-4832

Mike Long
The Walt Disney Company
Corporate Communications
mike.p.long@disney.com
(818) 560-4588

Elissa Doyle
Third Point LLC
Chief Communications Officer and Head of ESG Engagement
edoyle@thirdpoint.com
(212) 715-4907

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Alexia Quadrani To Lead Investor Relations For The Walt Disney Company https://thewaltdisneycompany.com/press-releases/alexia-quadrani-to-lead-investor-relations-for-the-walt-disney-company/ Fri, 02 Jan 2026 16:37:39 +0000 https://thewaltdisneycompany.com/news// The post Alexia Quadrani To Lead Investor Relations For The Walt Disney Company appeared first on The Walt Disney Company.

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BURBANK, Calif., January 28, 2022 – Alexia Quadrani is being named Senior Vice President, Investor Relations for The Walt Disney Company (NYSE: DIS), it was announced today by Christine McCarthy, Senior Executive Vice President and Chief Financial Officer. Ms. Quadrani most recently served as Managing Director and Senior Analyst for J.P. Morgan’s U.S. Media Equity Research group. She will report directly to Ms. McCarthy.

“Alexia is a highly skilled financial professional whose expertise as an industry analyst and strong network of relationships across the investment community make her an excellent choice to lead our investor relations team,” said Ms. McCarthy. “I am confident that Alexia’s deep knowledge of the media sector, and Disney’s business in particular, make her especially well-suited to communicate our long-term strategy and financial performance to the investor community, and I am very excited to welcome her to my team.”

In this role, Ms. Quadrani will serve as Disney’s information liaison to the global investment community, while working as a key advisor and resource to the Company’s senior management team. Ms. Quadrani’s responsibilities will include expanding the Company’s relationships with sell-side and buy-side investment analysts, industry analysts, and investors worldwide. She will also provide input on the Company’s financial reporting activities, manage stock share administration, and lead ongoing engagement with the governance community and Environmental, Social, and Governance (ESG) focused investors.

“It is an honor to be joining The Walt Disney Company and to be named to this role at such a dynamic time for the Company,” Ms. Quadrani said. “I look forward to working with Christine, Bob Chapek and the Company’s talented investor relations team, contributing the perspective I’ve developed in my many years as a media analyst. It’s an exciting time to join Disney, with many opportunities ahead in this rapidly evolving media landscape, and I look forward to helping inform the investment community’s understanding of the Company’s results and progress on strategic initiatives.”

Ms. Quadrani served as Managing Director and Senior Analyst, U.S. Media Equity Research at J.P. Morgan for the past 14 years. Her coverage included entertainment, advertising and video game stocks. Ms. Quadrani joined J.P. Morgan in 2008 through its merger with Bear Stearns, where she had served as Senior Managing Director since 1997. She was an Institutional Investor-ranked analyst for over 20 years.

Ms. Quadrani holds an MBA in finance from New York University’s Stern School of Business and a BS from the School of Foreign Service at Georgetown University.

Contacts

David Jefferson
Corporate Communications
(818) 560-4832
david.j.jefferson@disney.com

Christina Robertson
Investor Relations
(562) 889-2715
christina.robertson@disney.com

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Susan Arnold Named Chairman Of The Board Of The Walt Disney Company, Effective December 31 https://thewaltdisneycompany.com/press-releases/susan-arnold-named-chairman-of-the-board-of-the-walt-disney-company-effective-december-31/ Fri, 02 Jan 2026 16:10:35 +0000 https://thewaltdisneycompany.com/news// The post Susan Arnold Named Chairman Of The Board Of The Walt Disney Company, Effective December 31 appeared first on The Walt Disney Company.

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Arnold, independent Lead Director, will succeed Robert A. Iger as Chairman of the Board when he departs at year-end

BURBANK, Calif., December 1, 2021—The Walt Disney Company (NYSE: DIS) Board of Directors announced that it has elected Susan E. Arnold as Chairman of the Board, effective December 31, 2021.  Ms. Arnold, a 14-year member of the Disney Board who has served as its independent Lead Director since 2018, will succeed Robert A. Iger as Chairman of the Board when he departs the Company at the end of the year.

“Susan is an incredibly esteemed executive whose wealth of experience, unwavering integrity, and expert judgment have been invaluable to the Company since she first joined the Board in 2007,” said Mr. Iger, Executive Chairman and Chairman of the Board. “Having most recently served as independent Lead Director, Susan is the perfect choice for Chairman of the Board, and I am confident the Company is well-positioned for continued success under her guidance and leadership. It has been a distinct honor to work with Susan and our many other talented directors, and I am incredibly grateful for the support and wise counsel they have provided during my tenure.”

“On behalf of the Board, I would like to express my deepest gratitude to Bob Iger for his extraordinary leadership over the past decade-and-a-half,” Ms. Arnold said. “Bob has led Disney to amazing heights both creatively and financially, with his clear strategic vision for delivering high-quality branded storytelling, embracing cutting-edge technology, and expanding internationally, and he’s left an indelible mark on The Walt Disney Company that will be felt for generations to come. As I step into this new role as Chairman of the Board, I look forward to continuing to serve the long-term interests of Disney’s shareholders and working closely with CEO Bob Chapek as he builds upon the Company’s century-long legacy of creative excellence and innovation.”

Ms. Arnold brings to her role extensive public-company board experience and in-depth knowledge of brand management and marketing, environmental sustainability, product and business development, international consumer markets, finance, and executive and risk management. She was formerly an operating executive of the equity investment firm The Carlyle Group, where she served from 2013 to 2021. Previously, she served as President—Global Business Units of Procter & Gamble from 2007 to 2009. Prior to that at Procter & Gamble, Ms. Arnold was Vice Chair—Beauty & Health from 2006, Vice Chair—Beauty from 2004, and President—Global Personal Beauty Care & Global Feminine Care from 2002. She was a Director of McDonald’s Corp. from 2008 to 2016, and a Director of NBTY, Inc. from 2013 to 2017.

Mr. Iger has served as Chairman of the Board since 2012, and as Disney’s Executive Chairman since 2020, directing the Company’s creative endeavors. From 2005-2020 he led Disney as Chief Executive Officer. During his tenure, Mr. Iger built Disney into one of the world’s largest and most admired media and entertainment companies. As CEO, he expanded on Disney’s rich history of unforgettable storytelling with the acquisitions of Pixar (2006), Marvel (2009), Lucasfilm (2012) and 21st Century Fox (2019), as well as the landmark 2016 opening of Disney’s first theme park and resort in Mainland China, Shanghai Disney Resort, and the release of a number of record-setting films including Marvel’s Avengers: Endgame, Disney’s Frozen and Frozen 2, and the groundbreaking movie Marvel’s Black Panther. Always one to embrace new technology, Mr. Iger has made Disney an industry leader through its creative content offerings across multiple platforms, most recently leveraging cutting-edge direct-to-consumer technology with the highly successful launch of the Disney+ streaming service in 2019 and ESPN+ in 2018.

Contacts

Zenia Mucha
Corporate Communications
(818) 560-5300

David Jefferson
Corporate Communications
(818) 560-4832

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Amy Chang And Calvin McDonald Elected To The Walt Disney Company Board Of Directors https://thewaltdisneycompany.com/press-releases/amy-chang-and-calvin-mcdonald-elected-to-the-walt-disney-company-board-of-directors/ Fri, 02 Jan 2026 15:49:58 +0000 https://thewaltdisneycompany.com/news// The post Amy Chang And Calvin McDonald Elected To The Walt Disney Company Board Of Directors appeared first on The Walt Disney Company.

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BURBANK, Calif., May 27, 2021 – The Walt Disney Company (NYSE: DIS) Board of Directors announced the election of two new directors: Amy Chang, veteran technology executive, and Calvin McDonald, Chief Executive Officer of global athletic apparel company lululemon athletica inc. (NASDAQ: LULU). The elections of Ms. Chang and Mr. McDonald are effective immediately.

“Amy Chang and Calvin McDonald are highly-respected leaders with a deep understanding of the nexus between technology and the consumer experience, and we are excited to have them join the Disney board,” said Robert A. Iger, Executive Chairman and Chairman of the Board, The Walt Disney Company. “Ms. Chang brings vast expertise in the tech industry, where her developments in machine learning and artificial intelligence have enabled companies to improve collaboration and gain deeper consumer insights. And Mr. McDonald has a wealth of experience in scaling brand-name retailers like lululemon through innovation, finding new ways to connect with consumers across digital channels, in stores and at home.”

“It is such an honor to become part of the Disney journey,” Ms. Chang said. “With all the momentum and innovation within the company across every part of the consumer experience, I can’t wait to watch this next generation of stories and experiences come to life.”

“I am excited to join the Board of Directors of Disney, an amazing organization that continually sets the standard worldwide for innovation, creativity, and bringing people together,” Mr. McDonald said. “I look forward to supporting CEO Bob Chapek and the management team with insights and learnings gained from our experience at lululemon in creating enduring relationships with our guests.”

Ms. Chang serves on the Board of Directors of Procter & Gamble and Marqeta, and as an advisor to more than a dozen companies including Cisco, HubSpot and various private companies. From 2018-2020, Ms. Chang served as Executive Vice President and General Manager of Cisco’s Collaboration business, leading its videoconferencing, cloud calling, contact center, video device and phones businesses. She joined Cisco through the acquisition of the company she founded, Accompany, an artificial intelligence/machine learning-based relationship intelligence platform serving Fortune 500 companies. Prior to Accompany, where she served as Chief Executive Officer, Ms. Chang was Global Head of Product, Google Ads Measurement, where she led the teams for Google Analytics, Website Optimizer, Trends and multichannel attribution. She has held additional positions with eBay, McKinsey, Intel, AMD and Motorola, and previously served on the boards of Cisco, Splunk and Informatica.

Mr. McDonald joined lululemon in August 2018 as Chief Executive Officer and is a member of its Board of Directors. Under his leadership, lululemon, with more than 500 company-operated stores in 17 countries, has delivered significant growth, accelerated its sustainability initiatives, and considerably expanded its international business. Previously, Mr. McDonald served as president and CEO of Sephora Americas, a division of the LVMH group of luxury brands, from 2013 to 2018. Mr. McDonald was President and CEO of Sears Canada from 2011-2013, and spent 17 years at Loblaw Companies Limited, the largest retailer in Canada, where he was born and raised. From 2016-2020, he served on the Board of Directors of Cole Haan.

 

About The Walt Disney Company
The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international family entertainment and media enterprise that includes Disney Parks, Experiences and Products; Disney Media & Entertainment Distribution; and three content groups—Studios, General Entertainment and Sports—focused on developing and producing content for DTC, theatrical and linear platforms. Disney is a Dow 30 company and had annual revenues of $65.4 billion in its Fiscal Year 2020.

Contacts

Zenia Mucha
zenia.mucha@disney.com
818-560-5300

David Jefferson
david.j.jefferson@disney.com
818-560-4832

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The Walt Disney Company Board Decides To Forgo Next Semi-Annual Cash Dividend https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-board-decides-to-forgo-next-semi-annual-cash-dividend-2/ Fri, 02 Jan 2026 15:39:07 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Board Decides To Forgo Next Semi-Annual Cash Dividend appeared first on The Walt Disney Company.

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BURBANK, Calif., November 12, 2020 – The Walt Disney Company (NYSE: DIS) Board of Directors today announced that it will not declare a semi-annual cash dividend for the second half of fiscal 2020, in light of the ongoing impact of COVID-19 and the Company’s decision to prioritize investment in its direct-to-consumer initiatives.

Forward Looking Statements

Certain statements and information in this communication may be deemed to be “forward-looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995, including statements identified by the words “will not” or similar words and other statements that are not historical in nature. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, integration initiatives and timing of synergy realization, new or expanded business lines or cessation of certain operations) or other business decisions, as well as from developments beyond the Company’s control, including:

  • changes in domestic and global economic conditions, competitive conditions and consumer preferences;
  • adverse weather conditions or natural disasters;
  • health concerns;
  • international, regulatory, political, or military developments;
  • technological developments; and
  • labor markets and activities;

each such risk includes the current and future impacts of, and is amplified by, COVID-19 and related mitigation efforts.

Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable):

  • the performance of the Company’s theatrical and home entertainment releases;
  • the advertising market for broadcast and cable television programming;
  • demand for our products and services;
  • construction;
  • expenses of providing medical and pension benefits;
  • income tax expense;
  • performance of some or all company businesses either directly or through their impact on those who distribute our products; and
  • achievement of anticipated benefits of the TFCF transaction.

 

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 28, 2019 under Item 1A, “Risk Factors,” Item 7, “Management’s Discussion and Analysis,” Item 1, “Business,” and subsequent reports, including, among others, quarterly reports on Form 10-Q.

Contacts

Media Contacts

Zenia Mucha
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
david.j.jefferson@disney.com
(818) 560-4832

Investor Contact

Lowell Singer
lowell.singer@disney.com
(818) 560-6601

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The Walt Disney Company Announces Strategic Reorganization Of Its Media And Entertainment Businesses https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-strategic-reorganization-of-its-media-and-entertainment-businesses/ Wed, 31 Dec 2025 18:54:43 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Strategic Reorganization Of Its Media And Entertainment Businesses appeared first on The Walt Disney Company.

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New Structure Designed to Further Accelerate the Company’s Direct-to-Consumer Strategy, in light of the Rapid Success of Disney+

Company’s Creative Engines Will Focus on Producing Content for DTC as well as Legacy Platforms, while Newly Centralized Distribution Group Will Oversee Commercialization and Distribution of All Content Globally

Alan F. Horn and Alan Bergman, Peter Rice, and James Pitaro Will Lead the Company’s Three Content Creation Groups

Kareem Daniel Named Chairman, Media and Entertainment Distribution, Which Will Include the Company’s Streaming Services, Led by Rebecca Campbell

Disney Sets December 10 as Date for Virtual Investor Day   

BURBANK, Calif., October 12, 2020—In light of the tremendous success achieved to date in the Company’s direct-to-consumer business and to further accelerate its DTC strategy, The Walt Disney Company (NYSE: DIS) today announced a strategic reorganization of its media and entertainment businesses. Under the new structure, Disney’s world-class creative engines will focus on developing and producing original content for the Company’s streaming services, as well as for legacy platforms, while distribution and commercialization activities will be centralized into a single, global Media and Entertainment Distribution organization. The new Media and Entertainment Distribution group will be responsible for all monetization of content—both distribution and ad sales—and will oversee operations of the Company’s streaming services. It will also have sole P&L accountability for Disney’s media and entertainment businesses.

The creation of content will be managed in three distinct groups—Studios, General Entertainment, and Sports—headed by current leaders Alan F. Horn and Alan Bergman, Peter Rice, and James Pitaro. The Media and Entertainment Distribution group will be headed by Kareem Daniel, formerly President, Consumer Products, Games and Publishing. All five leaders will report directly to Bob Chapek, Chief Executive Officer, The Walt Disney Company. Disney Parks, Experiences and Products will continue to operate under its existing structure, led by Josh D’Amaro, Chairman, Disney Parks, Experiences and Products, who continues to report to Mr. Chapek. Rebecca Campbell will serve as Chairman, International Operations and Direct-to-Consumer. Bob Iger, in his role as Executive Chairman, will continue to direct the Company’s creative endeavors.

“Given the incredible success of Disney+ and our plans to accelerate our direct-to-consumer business, we are strategically positioning our Company to more effectively support our growth strategy and increase shareholder value,” Mr. Chapek said. “Managing content creation distinct from distribution will allow us to be more effective and nimble in making the content consumers want most, delivered in the way they prefer to consume it. Our creative teams will concentrate on what they do best—making world-class, franchise-based content—while our newly centralized global distribution team will focus on delivering and monetizing that content in the most optimal way across all platforms, including Disney+, Hulu, ESPN+ and the coming Star international streaming service.”

Under the new structure, the Company’s three content groups will be responsible and accountable for producing and delivering content for theatrical, linear and streaming, with the primary focus being the Company’s streaming services:

  • STUDIOS: Messrs. Horn and Bergman will serve as Chairmen, Studios Content, which will focus on creating branded theatrical and episodic content based on the Company’s powerhouse franchises for theatrical exhibition, Disney+ and the Company’s other streaming services. The group will include the content engines of The Walt Disney Studios, including Disney live action and Walt Disney Animation Studios, Pixar Animation Studios, Marvel Studios, Lucasfilm, 20th Century Studios and Searchlight Pictures.
  • GENERAL ENTERTAINMENT: Mr. Rice will serve as Chairman, General Entertainment Content, which will focus on creating general entertainment episodic and original long-form content for the Company’s streaming platforms and its cable and broadcast networks. The group will include the content engines of 20th Television, ABC Signature and Touchstone Television; ABC News; Disney Channels; Freeform; FX; and National Geographic.
  • SPORTS: Mr. Pitaro will serve as Chairman, ESPN and Sports Content, which will focus on ESPN’s live sports programming, as well as sports news and original and non-scripted sports-related content, for the cable channels, ESPN+, and ABC.

The Media and Entertainment Distribution group, led by Mr. Daniel, will be responsible for the P&L management and all distribution, operations, sales, advertising, data and technology functions worldwide for all of the Company’s content engines, and it will also manage operations of the Company’s streaming services and domestic television networks. The group will work in close collaboration with the content creation teams on programming and marketing.

A 14-year Disney veteran, Mr. Daniel has held leadership positions across a variety of businesses, including consumer products, games and interactive experiences, publishing, studio distribution, and Walt Disney Imagineering. He has a deep understanding of the Company’s brands and franchises and vast experience extending original IP into experiential storytelling across business segments. Prior to leading Consumer Products, Games and Publishing, Mr. Daniel served as President of Walt Disney Imagineering Operations, Product Creation, Publishing and Games, where he was responsible for helping to transform IP from the various content partners into evergreen franchise properties at Disney’s parks and resorts, including Star Wars: Galaxy’s Edge lands at Walt Disney World and Disneyland, Toy Story Land at Walt Disney World and Shanghai Disneyland, and Pixar Pier and the upcoming Avengers Campus at Disney California Adventure Park.

Mr. Daniel also served as Senior Vice President of Strategy and Business Development for Disney Consumer Products and Interactive Media, and prior to that, as Vice President of Distribution Strategy at Walt Disney Studios, where he worked closely with the leadership in developing the Company’s film content distribution strategy across multiple platforms and played a key role in the commercialization of the Studio’s films.

“Kareem is an exceptionally talented, innovative and forward-looking leader, with a strong track record for developing and implementing successful global content distribution and commercialization strategies,” said Mr. Chapek. “As we now look to rapidly grow our direct-to-consumer business, a key focus will be delivering and monetizing our great content in the most optimal way possible, and I can think of no one better suited to lead this effort than Kareem. His wealth of experience will enable him to effectively bring together the Company’s distribution, advertising, marketing and sales functions, thereby creating a distribution powerhouse that will serve all of Disney’s media and entertainment businesses.”

“I’m honored to be able to lead this new organization during such a pivotal and exciting time for our Company, and I’m grateful to Bob for giving me the opportunity,” said Mr. Daniel. “It’s a tremendous privilege to work with the talented and dedicated teams that will comprise this group, and I look forward to a close collaboration with the outstanding and incredibly successful team of creative content leaders at the Company, as together we build on the success we’ve already achieved in our DTC and legacy distribution business.”

With the reorganization, the Direct-to-Consumer and International business will no longer be managed on a combined basis. In Ms. Campbell’s role leading international operations, she will be responsible for coordinating and integrating activities across the various business units in each market to best represent the Company’s overall interests, and will report to Mr. Chapek. In her role leading direct-to-consumer operations for Disney+, Hulu and ESPN+, she will report to Mr. Daniel.

The new structure is effective immediately, and the Company expects to transition to financial reporting under this structure in the first quarter of fiscal 2021.

The Company will hold a virtual Investor Day on December 10, where it will present further details of its direct-to-consumer strategies.

Forward-Looking Statements: 

Certain statements and information in this communication may be deemed to be “forward-looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995, including statements such as business structuring plans and the business impacts thereof, business positioning, future growth or value and other statements that are not historical in nature. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, integration initiatives and timing of synergy realization, new or expanded business lines or cessation of certain operations) or other business decisions, as well as from developments beyond the Company’s control, including:

  • changes in domestic and global economic conditions, competitive conditions and consumer preferences;
  • adverse weather conditions or natural disasters;
  • health concerns;
  • international, regulatory, political, or military developments;
  • technological developments; and
  • labor markets and activities;

each such risk includes the current and future impacts of, and is amplified by, COVID-19 and related mitigation efforts.

Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable):

  • the performance of the Company’s theatrical and home entertainment releases;
  • the advertising market for broadcast and cable television programming;
  • demand for our products and services;
  • construction;
  • expenses of providing medical and pension benefits;
  • income tax expense;
  • performance of some or all company businesses either directly or through their impact on those who distribute our products; and
  • achievement of anticipated benefits of the TFCF transaction.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 28, 2019 under Item 1A, “Risk Factors,” Item 7, “Management’s Discussion and Analysis,” Item 1, “Business,” and subsequent reports, including, among others, quarterly reports on Form 10-Q and Current Reports on Forms 8-K.

Contacts

Zenia Mucha
Corporate Communications
(818) 560-5300
zenia.mucha@disney.com

David Jefferson
Corporate Communications
(818) 560-4832
david.j.jefferson@disney.com

Lowell Singer
Investor Relations
(818) 560-6601
lowell.singer@disney.com

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Carlos A. Gómez Named Treasurer Of The Walt Disney Company https://thewaltdisneycompany.com/press-releases/carlos-a-gomez-named-treasurer-of-the-walt-disney-company/ Wed, 31 Dec 2025 18:44:03 +0000 https://thewaltdisneycompany.com/news// The post Carlos A. Gómez Named Treasurer Of The Walt Disney Company appeared first on The Walt Disney Company.

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BURBANK, Calif., May 27, 2020 – Carlos A. Gómez has been named Senior Vice President and Treasurer of The Walt Disney Company (NYSE: DIS), it was announced today by Christine M. McCarthy, Senior Executive Vice President and Chief Financial Officer. Mr. Gómez will report directly to Ms. McCarthy. He succeeds Jonathan S. Headley who, as announced in February, is retiring after 24 years with the Company.

“Carlos is an exceptionally talented and versatile finance executive and a 22-year Disney veteran. His leadership skills, breadth of experience, intellectual curiosity, and financial and strategic acumen make him the perfect choice as the Company’s next Treasurer,” said Ms. McCarthy. “Carlos also has benefited from working closely with Jon and members of his team, gaining valuable insight into their operations.  While we’re all happy for Jon as he celebrates his retirement and will miss him as a colleague, he leaves behind an impressive legacy which includes an outstanding treasury organization and a strong roster of talent that he’s developed over the years, of which Carlos is a tremendous example.”

In his new role, Mr. Gómez will be responsible for management and oversight of the Company’s global treasury organization, which includes corporate finance, liquidity management, capital markets and banking activities, interest rate and foreign currency risk management, enterprise project and structured finance, pension and investments, enterprise consumer payments, and global cash management and treasury operations. Mr. Gómez will also be responsible for managing the Company’s relationships with its banking partners and the credit rating agencies.

“I am incredibly grateful to Christine for the opportunity to lead what is unquestionably a best-in-class Treasury organization. I’ve worked with Jon for almost twenty years, and it is an honor to succeed him in leading such a talented and experienced group of treasury professionals,” Mr. Gómez said. “I look forward to leveraging my experience in this new role to build on the foundation established by my predecessors to ensure the Company has the access to capital necessary to execute on its strategic priorities, and to help guide the team through this unprecedented time.”

Mr. Gómez most recently served as Vice President, Investor Relations. In that role, which he held since 2011, he managed the Company’s relationships with research analysts and institutional investors and led the Shareholder Services team. He also formulated investor and financial communication strategy for key business initiatives, quarterly earnings releases, and mergers and acquisitions, including the acquisition of 21st Century Fox.

From 2002 to 2011, Mr. Gómez was a member of the Corporate Finance team. He served as Director, Corporate Finance from 2006 to 2011 and was responsible for managing the Company’s day-to-day global capital markets activities, negotiating corporate credit facilities and managing relationships with the Company’s lenders. He also led the analyses of capital structure and balance sheet implications of M&A transactions, including the acquisitions of Pixar and Marvel. Mr. Gómez joined the Company in 1995 as an Analyst in the Financial Risk Management group.

Prior to rejoining the Company in 2002, he was an Associate in the investment banking division of Goldman Sachs & Co.

Mr. Gómez holds an MBA from UCLA Anderson School of Management, and a B.A. in Economics from Stanford University.

Forward-Looking Statements

Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements identified by words such as “will,” “look forward to,” “to ensure,” “to help” and similar words and expressions. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements. Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments and asset acquisitions or dispositions) or other business decisions, as well as from developments beyond the Company’s control, including:

  • changes in domestic and global economic conditions, competitive conditions and consumer preferences;
  • adverse weather conditions or natural disasters;
  • health concerns;
  • international, regulatory, political, or military developments;
  • technological developments;
  • labor markets and activities; and

each such risk includes the current and future impacts of, and is amplified by, COVID-19 and related mitigation efforts.

Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect):

  • the performance of the Company’s theatrical and home entertainment releases;
  • the advertising market for broadcast and cable television programming;
  • demand for our products and services;
  • construction;
  • expenses of providing medical and pension benefits;
  • income tax expense;
  • performance of some or all company businesses either directly or through their impact on those who distribute our products; and
  • achievement of anticipated benefits of the TFCF transaction.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 28, 2019 under Item 1A, “Risk Factors,” Item 7, “Management’s Discussion and Analysis,” Item 1, “Business,” and subsequent reports, including, among others, quarterly reports on Form 10-Q and Current Reports on Forms 8-K, which factors should be read together with this press release.

Contact

David Jefferson
david.j.jefferson@disney.com
(818) 560-4832

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The Walt Disney Company Board Decides To Forgo Next Semi-Annual Cash Dividend https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-board-decides-to-forgo-next-semi-annual-cash-dividend/ Wed, 31 Dec 2025 18:40:17 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Board Decides To Forgo Next Semi-Annual Cash Dividend appeared first on The Walt Disney Company.

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BURBANK, Calif., May 5, 2020 – The Walt Disney Company (NYSE: DIS) Board of Directors today announced that it will forgo payment of a semi-annual cash dividend for the first half of fiscal 2020, given the significant operational and financial disruption caused by COVID-19.

The Board’s action is one of several measures the Company has taken in the wake of the pandemic, including reducing capital spending, cutting salaries for senior management, and making the difficult decision to furlough employees. By not issuing a semi-annual dividend, the Company will preserve about $1.6 billion in cash, based on the 88 cents a share previously paid to shareholders in January.

 

Forward-Looking Statements

Certain statements and information in this communication may be deemed to be “forward-looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995, including statements identified by the word “will” or similar words and other statements that are not historical in nature. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, integration initiatives and timing of synergy realization) or other business decisions, as well as from developments beyond the Company’s control, including:

  • changes in domestic and global economic conditions, competitive conditions and consumer preferences;
  • adverse weather conditions or natural disasters;
  • health concerns;
  • international, regulatory, political, or military developments;
  • technological developments; and
  • labor markets and activities;

each such risk includes the impacts of, and is amplified by, COVID-19 and related mitigation efforts.

Such developments may affect entertainment, travel and leisure businesses generally and may, among other things, affect:

  • the performance of the Company’s theatrical and home entertainment releases;
  • the advertising market for broadcast and cable television programming;
  • demand for our products and services;
  • construction;
  • expenses of providing medical and pension benefits;
  • income tax expense;
  • performance of some or all company businesses either directly or through their impact on those who distribute our products; and
  • achievement of anticipated benefits of the TFCF transaction.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 28, 2019 under Item 1A, “Risk Factors,” Item 7, “Management’s Discussion and Analysis,” Item 1, “Business,” and subsequent reports, including, among others, quarterly reports on Form 10-Q and Current Reports on Forms 8-K.

Contacts

Media Contacts:

Zenia Mucha
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
david.j.jefferson@disney.com
(818) 560-4832

Investor Contact:

Lowell Singer
lowell.singer@disney.com
(818) 560-6601

The post The Walt Disney Company Board Decides To Forgo Next Semi-Annual Cash Dividend appeared first on The Walt Disney Company.

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Bob Chapek Elected To The Walt Disney Company Board of Directors https://thewaltdisneycompany.com/press-releases/bob-chapek-elected-to-the-walt-disney-company-board-of-directors/ Wed, 31 Dec 2025 18:37:09 +0000 https://thewaltdisneycompany.com/news// The post Bob Chapek Elected To The Walt Disney Company Board of Directors appeared first on The Walt Disney Company.

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BURBANK, Calif., April 15, 2020—The Walt Disney Company (NYSE: DIS) Board of Directors has elected Disney Chief Executive Officer Bob Chapek to the Board.

“Bob Chapek has demonstrated remarkable leadership in the face of unprecedented challenges that were unimaginable when he became CEO just seven weeks ago, and we’ve watched him navigate this very complex situation with decisiveness and compassion. We are pleased to add Bob to the Board, as we stated we would when he was named CEO,” said Susan Arnold, independent Lead Director of the Disney Board, and Robert A. Iger, Executive Chairman and Chairman of the Board.

Prior to becoming CEO, Mr. Chapek served as Chairman of Disney Parks, Experiences and Products. During his tenure at Parks, Mr. Chapek oversaw the opening of Disney’s first theme park and resort in mainland China, Shanghai Disney Resort, and the addition of numerous guest offerings across Disney’s six resort destinations in the U.S., Europe and Asia, including the creation of the new Star Wars: Galaxy’s Edge lands at Disneyland and Walt Disney World. From 2011 to 2015, Mr. Chapek was President of the former Disney Consumer Products segment, where he drove a technology-led transformation of the business. He also served as President of Distribution for The Walt Disney Studios, and was President of Walt Disney Studios Home Entertainment, where he spearheaded the successful “vault strategy” for the Company’s iconic films.

Before joining Disney in 1993, Mr. Chapek worked in brand management at H.J. Heinz Company and in advertising at J. Walter Thompson. He earned a B.S. in Microbiology at Indiana University Bloomington and an MBA from Michigan State University.

Contact

Zenia Mucha
Corporate Communications
(818) 560-5300 

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Shareholders Elect Nine Directors at The Walt Disney Company Annual Meeting https://thewaltdisneycompany.com/press-releases/shareholders-elect-nine-directors-at-the-walt-disney-company-annual-meeting/ Wed, 31 Dec 2025 18:34:32 +0000 https://thewaltdisneycompany.com/news// The post Shareholders Elect Nine Directors at The Walt Disney Company Annual Meeting appeared first on The Walt Disney Company.

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RALEIGH, N.C., March 11, 2020 – Shareholders of The Walt Disney Company (NYSE:DIS) re-elected all nine members of the Board of Directors at the 2020 Annual Meeting held today at the Duke Energy Center for the Performing Arts in Raleigh, North Carolina.

Based on preliminary results, all Disney Directors standing for election were elected to the Board: Susan E. Arnold, Mary T. Barra, Safra A. Catz, Francis A. deSouza, Michael B. G. Froman, Robert A. Iger, Maria Elena Lagomasino, Mark G. Parker, and Derica W. Rice.

Shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent public accountants for the fiscal year ending October 3, 2020. They also approved the advisory resolution on executive compensation, and an amendment to the Company’s Amended and Restated 2011 Stock Incentive Plan.

Shareholders agreed with the Board in rejecting a shareholder proposal on lobbying disclosure.

Final voting tallies from this year’s annual meeting are subject to certification by the Company’s inspector of elections, and will be included in the Company’s report to be filed with the Securities and Exchange Commission within a week.

About The Walt Disney Company:

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Parks, Experiences and Products; Studio Entertainment; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenues of $69.6 billion in its Fiscal Year 2019.

Contacts

Zenia Mucha
zenia.mucha@disney.com
818-560-5300

David Jefferson
david.j.jefferson@disney.com
818-560-4832

The post Shareholders Elect Nine Directors at The Walt Disney Company Annual Meeting appeared first on The Walt Disney Company.

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Bob Chapek Named Chief Executive Officer of The Walt Disney Company https://thewaltdisneycompany.com/press-releases/bob-chapek-named-chief-executive-officer-of-the-walt-disney-company/ Wed, 31 Dec 2025 18:30:20 +0000 https://thewaltdisneycompany.com/news// The post Bob Chapek Named Chief Executive Officer of The Walt Disney Company appeared first on The Walt Disney Company.

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Robert A. Iger Assumes Role of Executive Chairman through 2021

Mr. Iger Will Direct the Company’s Creative Endeavors

Mr. Chapek Brings 27 Years of Successful Leadership Experience across Disney’s Parks, Consumer Products and Studio Businesses

BURBANK, Calif., February 25, 2020—The Walt Disney Company (NYSE: DIS) Board of Directors announced today that Bob Chapek has been named Chief Executive Officer, The Walt Disney Company, effective immediately. Mr. Chapek most recently served as Chairman of Disney Parks, Experiences and Products.

Robert A. Iger assumes the role of Executive Chairman and will direct the Company’s creative endeavors, while leading the Board and providing the full benefit of his experience, leadership and guidance to ensure a smooth and successful transition through the end of his contract on Dec. 31, 2021.

“With the successful launch of Disney’s direct-to-consumer businesses and the integration of Twenty-First Century Fox well underway, I believe this is the optimal time to transition to a new CEO,” Mr. Iger said. “I have the utmost confidence in Bob and look forward to working closely with him over the next 22 months as he assumes this new role and delves deeper into Disney’s multifaceted global businesses and operations, while I continue to focus on the Company’s creative endeavors.”

Mr. Iger added: “Bob will be the seventh CEO in Disney’s nearly 100-year history, and he has proven himself exceptionally qualified to lead the Company into its next century. Throughout his career, Bob has led with integrity and conviction, always respecting Disney’s rich legacy while at the same time taking smart, innovative risks for the future. His success over the past 27 years reflects his visionary leadership and the strong business growth and stellar results he has consistently achieved in his roles at Parks, Consumer Products and the Studio. Under Bob’s leadership as CEO, our portfolio of great businesses and our amazing and talented people will continue to serve the Company and its shareholders well for years to come.”

“I am incredibly honored and humbled to assume the role of CEO of what I truly believe is the greatest company in the world, and to lead our exceptionally talented and dedicated cast members and employees,” Mr. Chapek said. “Bob Iger has built Disney into the most admired and successful media and entertainment company, and I have been lucky to enjoy a front-row seat as a member of his leadership team. I share his commitment to creative excellence, technological innovation and international expansion, and I will continue to embrace these same strategic pillars going forward. Everything we have achieved thus far serves as a solid foundation for further creative storytelling, bold innovation and thoughtful risk-taking.”

Susan Arnold, independent Lead Director of the Disney Board, said, “The Board has been actively engaged in succession planning for the past several years, and after consideration of internal and external candidates, we unanimously elected Bob Chapek as the next CEO of The Walt Disney Company. Mr. Chapek has shown outstanding leadership and a proven ability to deliver strong results across a wide array of businesses, and his tremendous understanding of the breadth and depth of the Company and appreciation for the special connection between Disney and its consumers makes him the perfect choice as the next CEO.

“Mr. Chapek will also benefit from the guidance of one of the world’s most esteemed and successful business leaders, Bob Iger,” Ms. Arnold continued. “Over the past 15 years as CEO, Mr. Iger has transformed The Walt Disney Company, building on the Company’s history of great storytelling with the acquisitions of Pixar, Marvel, Lucasfilm and Twenty-First Century Fox and increasing the Company’s market capitalization fivefold. Disney has reached unparalleled financial and creative heights thanks to Mr. Iger’s strong leadership and clear strategic vision. We believe Mr. Chapek’s leadership and commitment to this strategy will ensure that the Company continues to create significant value for our shareholders in the years ahead.”

In Mr. Chapek’s new role as CEO, he will directly oversee all of the Company’s business segments and corporate functions. Mr. Chapek will report to the Executive Chairman, Mr. Iger, and the Board of Directors. He will be appointed to the Board at a later date. A new head of Disney Parks, Experiences and Products will be named at a future time.

Mr. Chapek served as Chairman of Disney Parks, Experiences and Products since the segment’s creation in 2018, and prior to that was Chairman of Walt Disney Parks and Resorts since 2015.

As Chairman of Disney Parks, Experiences and Products, Mr. Chapek oversaw the Company’s largest business segment, with operations around the globe and more than 170,000 employees worldwide. The segment includes Disney’s iconic travel and leisure businesses, encompassing six resort destinations in the United States, Europe and Asia, a top-rated cruise line, a popular vacation ownership program, and an award-winning guided family adventure business. Disney’s global consumer products operations include the world’s leading licensing business across toys, apparel, home goods, digital games and apps, the world’s largest children’s print publisher, Disney store locations around the world, and the shopDisney e-commerce platform.

During his tenure at the Parks segment, Mr. Chapek oversaw the opening of Disney’s first theme park and resort in mainland China, Shanghai Disney Resort; the addition of numerous guest offerings across Disney’s six resort destinations in the U.S., Europe and Asia, including the creation of the new Star Wars: Galaxy’s Edge lands at Disneyland and Walt Disney World and the addition of Marvel-inspired attractions around the globe; and the expansion of Disney Cruise Line with the announced construction of three new ships.

From 2011 to 2015, Mr. Chapek was President of the former Disney Consumer Products segment, where he drove the technology-led transformation of the Company’s consumer products, retail and publishing operations. Prior to that, he served as President of Distribution for The Walt Disney Studios and was responsible for overseeing the Studios’ overall content distribution strategy across multiple platforms including theatrical exhibition, home entertainment, pay TV, digital entertainment and new media. He also served as President of Walt Disney Studios Home Entertainment, where he spearheaded the successful “vault strategy” for the Company’s iconic films and transformed the primary format of home entertainment from DVD to Blu-ray.

Before joining Disney in 1993, Mr. Chapek worked in brand management at H.J. Heinz Company and in advertising at J. Walter Thompson.

Mr. Chapek earned a B.S. in Microbiology at Indiana University Bloomington and an MBA from Michigan State University.

Investor Conference Call:

Disney will conduct an investor conference call at approximately 4:30 p.m. EST / 1:30 p.m. PST today, Tuesday, February 25, 2020. To listen to the live webcast, please visit disney.com/investors. The webcast presentation will be archived.

Forward-Looking Statements:

Certain statements and information in this communication may be deemed to be “forward-looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995, including statements such as expectations for future performance, transition or shareholder value and other statements that are not statements of historical fact.  These statements are often characterized by terminology such as “will,” “believe,” “expect” and similar expressions.  These statements are made based on views and assumptions as of the time made and the Company does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, integration initiatives and timing of synergy realization) or other business decisions, as well as from developments beyond the Company’s control, including:

  • changes in domestic and global economic conditions, competitive conditions and consumer preferences;
  • adverse weather conditions or natural disasters;
  • health concerns;
  • international, regulatory, political, or military developments;
  • technological developments; and
  • labor markets and activities.

Such developments may affect entertainment, travel and leisure businesses generally and may, among other things, affect:

  • the performance of the Company’s theatrical and home entertainment releases;
  • the advertising market for broadcast and cable television programming;
  • demand for our products and services;
  • construction;
  • expenses of providing medical and pension benefits;
  • income tax expense;
  • performance of some or all company businesses either directly or through their impact on those who distribute our products; and
  • achievement of anticipated benefits of the TFCF transaction.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 28, 2019 under Item 1A, “Risk Factors,” Item 7, “Management’s Discussion and Analysis,” Item 1, “Business,” and subsequent reports.

Click here for a PDF of this release.

Contacts

Zenia Mucha
Corporate Communications
818-560-5300

Lowell Singer
Investor Relations
818-560-6601

The post Bob Chapek Named Chief Executive Officer of The Walt Disney Company appeared first on The Walt Disney Company.

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The Walt Disney Company Announces Semi-Annual Cash Dividend of $0.88 Per Share https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-semi-annual-cash-dividend-of-0-88-per-share-3/ Wed, 31 Dec 2025 17:11:22 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Semi-Annual Cash Dividend of $0.88 Per Share appeared first on The Walt Disney Company.

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BURBANK, Calif., December 4, 2019 – The Walt Disney Company (NYSE: DIS) Board of Directors today announced a semi-annual cash dividend of $0.88 per share, payable January 16, 2020 to shareholders of record at the close of business on December 16, 2019. The Company last paid a semi-annual dividend of $0.88 per share in July, bringing its total dividends for the fiscal year to $1.76 per share.

“This has been a monumental year for The Walt Disney Company, marked by the launch of our new streaming service Disney+ and the completion of our acquisition of 21st Century Fox,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company. “We are pleased to deliver another substantial dividend to shareholders as we continue to invest in the company’s future.”

The Company also announced that it has scheduled its annual shareholders’ meeting for Wednesday, March 11, 2020 in Raleigh, N.C.

About The Walt Disney Company
The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Parks, Experiences and Products; Studio Entertainment; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenues of $69.6 billion in its Fiscal Year 2019.

Forward-Looking Statements

Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of our views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements. Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives, as well as from developments beyond the Company’s control including international, political, or military developments, health concerns, technological developments and changes in domestic and global economic conditions that may affect our businesses generally. Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 28, 2019, including under Item 1A “Risk Factors,” and in subsequent reports.

Contacts

Media Contacts

Zenia Mucha
zenia.mucha@disney.com
818-560-5300

David Jefferson
david.j.jefferson@disney.com
818-560-4832

Investor Contact

Lowell Singer
lowell.singer@disney.com
818-560-6601

The post The Walt Disney Company Announces Semi-Annual Cash Dividend of $0.88 Per Share appeared first on The Walt Disney Company.

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The Walt Disney Company Announces Expiration and Final Results of Registered Exchange Offer for Notes Issued in Connection With Prior Private Exchange Offer https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-expiration-and-final-results-of-registered-exchange-offer-for-notes-issued-in-connection-with-prior-private-exchange-offer/ Tue, 30 Dec 2025 21:27:33 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Expiration and Final Results of Registered Exchange Offer for Notes Issued in Connection With Prior Private Exchange Offer appeared first on The Walt Disney Company.

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BURBANK, Calif., November 25, 2019 – The Walt Disney Company (the “Company”) (NYSE: DIS) announced today the expiration and final results of its offer to exchange (the “Registered Exchange Offer”) any and all of the $14,098,439,000 aggregate principal amount of its outstanding senior unsecured notes (the “Private Placement Notes”) previously issued pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), for an equal principal amount of new notes registered under the Securities Act (the “Registered Notes”).

The Registered Exchange Offer expired at 5:00 p.m., New York City time, on November 22, 2019 (the “Expiration Date”). As of the Expiration Date, the principal amounts of Private Placement Notes set forth in the table below had been validly tendered and not validly withdrawn. The Company has accepted for exchange all such tendered Private Placement Notes in the Registered Exchange Offer.

Series of Private Placement Notes Aggregate Principal Amount Outstanding at Commencement Aggregate Principal Amount Tendered as of the Expiration Date
5.650% Notes due 2020 $370,982,000 $363,630,000
4.500% Notes due 2021 $863,324,000 $855,743,000
3.000% Notes due 2022 $921,824,000 $910,435,000
8.875% Notes due 2023 $198,404,000 $195,212,000
4.000% Notes due 2023 $284,844,000 $284,429,000
7.750% Notes due January 2024 $186,329,000 $186,299,000
7.750% Notes due February 2024 $68,112,000 $68,075,000
9.500% Notes due 2024 $192,745,000 $192,741,000
3.700% Notes due 2024 $577,316,000 $576,766,000
8.500% Notes due 2025 $186,242,000 $185,378,000
3.700% Notes due 2025 $592,298,000 $592,294,000
7.700% Notes due 2025 $238,084,000 $238,064,000
7.430% Notes due 2026 $229,499,000 $228,699,000
3.375% Notes due 2026 $436,340,000 $436,285,000
7.125% Notes due 2028 $194,125,000 $183,840,000
7.300% Notes due 2028 $195,582,000 $193,923,000
7.280% Notes due 2028 $195,100,000 $193,731,000
7.625% Notes due 2028 $187,789,000 $187,749,000
6.550% Notes due 2033 $342,347,000 $342,347,000
8.450% Notes due 2034 $194,866,000 $193,866,000
6.200% Notes due 2034 $984,222,000 $982,472,000
6.400% Notes due 2035 $973,196,000 $971,816,000
8.150% Notes due 2036 $239,786,000 $239,786,000
6.150% Notes due 2037 $321,934,000 $320,934,000
6.650% Notes due 2037 $1,234,237,000 $1,223,938,000
6.750% Notes due 2038 $141,229,000 $141,229,000
7.850% Notes due 2039 $111,283,000 $111,283,000
6.900% Notes due 2039 $236,418,000 $236,418,000
6.150% Notes due 2041 $631,871,000 $631,871,000
5.400% Notes due 2043 $683,836,000 $679,686,000
4.750% Notes due 2044 $588,724,000 $588,724,000
4.950% Notes due 2045 $399,301,000 $398,301,000
7.750% Notes due 2045 $324,985,000 $324,485,000
4.750% Notes due 2046 $399,892,000 $399,892,000
7.900% Notes due 2095 $93,955,000 $93,453,000
8.250% Notes due 2096 $77,418,000 $77,260,000
Total $14,098,439,000 $14,031,054,000

Upon the settlement of the Registered Exchange Offer, holders of Private Placement Notes who validly tendered and did not validly withdraw such notes prior to the Expiration Date will receive a like principal amount of Registered Notes of the applicable series. The Company expects that such settlement will occur on or about November 26, 2019.

The terms of the Registered Notes to be issued upon the settlement of the Registered Exchange Offer are substantially identical to the terms of the corresponding series of Private Placement Notes, except that the Registered Notes will be registered under the Securities Act and the transfer restrictions applicable to the Private Placement Notes will not apply to the Registered Notes. The Registered Notes will represent the same debt as the Private Placement Notes, and the Company will issue the Registered Notes under the same indenture that governs the applicable series of Private Placement Notes.

The Registered Exchange Offer was made pursuant to the terms and subject to the conditions set forth in a prospectus filed with the Securities and Exchange Commission dated October 22, 2019 and related letter of transmittal. This press release is not an offer to sell or a solicitation of an offer to buy any of the securities described herein.

Cautionary Notes on Forward Looking Statements

This communication may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. The Company has based these forward-looking statements on its current expectations about future events. These forward-looking statements, including, without limitation, those relating to future actions, new projects, strategies, future performance and the outcome of contingencies such as future financial results are necessarily estimates reflecting the best judgment of the management of the Company and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. These forward-looking statements should, therefore, be considered in light of various important factors, including those factors described in more detail in the Company’s Annual Report on Form 10-K for the year ended September 28, 2019 under Item 1A, “Risk Factors” as well as in any subsequent periodic or current reports filed with the Securities and Exchange Commission under the Exchange Act, that include “Risk Factors” or that discuss risks to us.

You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication. The Company does not undertake any obligation to publicly update or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events, except as required by law.

Contacts

Media Contact:

David Jefferson
david.j.jefferson@disney.com
818-560-4832

Investor Contact:

Lowell Singer
lowell.singer@disney.com
818-560-6601

The post The Walt Disney Company Announces Expiration and Final Results of Registered Exchange Offer for Notes Issued in Connection With Prior Private Exchange Offer appeared first on The Walt Disney Company.

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The Walt Disney Company Announces Expiration and Final Results of Tender Offers by The Walt Disney Company and 21st Century Fox America, Inc. https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-expiration-and-final-results-of-tender-offers-by-the-walt-disney-company-and-21st-century-fox-america-inc/ Tue, 30 Dec 2025 21:23:31 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Expiration and Final Results of Tender Offers by The Walt Disney Company and 21st Century Fox America, Inc. appeared first on The Walt Disney Company.

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BURBANK, Calif., October 1, 2019 – The Walt Disney Company (“Disney”) (NYSE: DIS) announced today the expiration and final results of the previously announced cash tender offers (each, a “Tender Offer”) of Disney and its indirect subsidiary, 21st Century Fox America, Inc. (“21CFA”), to purchase outstanding notes of Disney listed in the table below (the “Disney Notes”), subject to a maximum aggregate purchase price (including principal and premium, but excluding accrued interest) of $4,000,000,000 (the “Maximum Disney Tender Cap”), and any and all outstanding debt securities of 21CFA (the “21CFA Notes” and together with the Disney Notes, the “Tender Notes” and each a “Series” of Tender Notes).

The Tender Offers expired at 11:59 p.m., New York City time, on September 30, 2019 (the “Expiration Date”) and no tenders submitted after the Expiration Date are valid. The Tender Offers were subject to the satisfaction of certain conditions as set forth in the Offer to Purchase (as defined below), all of which have been satisfied as of the Expiration Date.

The early results and pricing information of the Tender Offers were previously announced in the press releases dated September 17, 2019. On September 18, 2019 (the “Early Settlement Date”), Disney and 21CFA purchased $2,659,306,000 aggregate principal amount of Disney Notes and $257,263,000 aggregate principal amount of 21CFA Notes, which were validly tendered and not validly withdrawn as of 5:00 p.m., New York City time, on September 16, 2019 (the “Early Tender Deadline”) in accordance with the Amended and Restated Offer to Purchase dated September 3, 2019 (as amended by the press release dated September 17, 2019, the “Offer to Purchase”) and related Letter of Transmittal (as amended by the press release dated September 17, 2019, the “Letter of Transmittal”). Capitalized terms used and not defined in this press release have the meanings given to them in the Offer to Purchase.

As previously announced, because the aggregate purchase price (including principal and premium, but excluding accrued interest) of Disney Notes validly tendered and not validly withdrawn as of the Early Tender Deadline exceeded the Maximum Disney Tender Cap, Disney accepted for purchase such Disney Notes in accordance with the Acceptance Priority Levels, subject to the proration factors set forth in the table below, as described in the Offer to Purchase, so as not to exceed the Maximum Disney Tender Cap. As a result of reaching the Maximum Disney Tender Cap by the Early Tender Deadline, no Disney Notes tendered after the Early Tender Deadline have been accepted for purchase and any such Disney Notes have been returned promptly to the tendering Holders (or, in the case of Disney Notes tendered by book-entry transfer, such Disney Notes have been promptly credited to the account maintained at The Depository Trust Company from which such Disney Notes were delivered) and otherwise returned in accordance with the Offer to Purchase and the Letter of Transmittal.

After the Early Tender Deadline and on or prior to the Expiration Date, approximately $6,472,000 aggregate principal amount of 21CFA Notes were validly tendered and not validly withdrawn, and 21CFA has accepted for purchase all of such 21CFA Notes.

The table below identifies the principal amount of each Series of Tender Notes validly tendered and not validly withdrawn and accepted for purchase as of the Expiration Date.

The Disney Notes
Issuer Notes CUSIP
Number
Principal Amount
Outstanding Prior to the Tender Offers
Acceptance Priority Level Principal Amount Accepted by Disney for Purchase Proration Factor (1) Reference Security Tender Offer Yield Fixed Spread (basis points)(2) Total Consideration(3)
Disney 8.250% Notes due 2096 254687FE1
U25497BN4
$93,881,000 1 $16,463,000 100.0% 2.875% UST due 05/15/2049 4.180% 190 bps $1,933.49
Disney 7.900% Notes due 2095 254687FC5
U25497BM6
$114,658,000 2 $20,703,000 100.0% 2.875% UST due 05/15/2049 4.180% 190 bps $1,851.81
Disney 7.750% Notes due 2045 254687EY8
U25497BK0
$589,505,000 3 $264,520,000 100.0% 2.875% UST due 05/15/2049 3.480% 120 bps $1,730.06
Disney 6.150% Notes due 2041 254687EQ5
U25497BF1
$1,488,657,000 4 $856,786,000 100.0% 2.875% UST due 05/15/2049 3.230% 95 bps $1,448.72
Disney 8.150% Notes due 2036 254687EC6
U25497AZ8
$299,003,000 5 $59,217,000 100.0% 2.875% UST due 05/15/2049 3.330% 105 bps $1,623.99
Disney 7.850% Notes due 2039 254687EL6
U25497BD6
$297,134,000 6 $185,851,000 100.0% 2.875% UST due 05/15/2049 3.330% 105 bps $1,643.35
Disney 6.750% Notes due 2038 254687EJ1
U25497BC8
$234,684,000 7 $93,455,000 100.0% 2.875% UST due 05/15/2049 3.230% 95 bps $1,483.59
Disney 6.900% Notes due 2039 254687EN2
U25497BE4
$588,117,000 8 $351,699,000 100.0% 2.875% UST due 05/15/2049 3.180% 90 bps $1,545.56
Disney 6.150% Notes due 2037 254687EE2
U25497BA2
$990,309,000 9 $668,375,000 100.0% 2.875% UST due 05/15/2049 3.080% 80 bps $1,412.06
Disney 6.400% Notes due 2035 254687EA0
U25497AY1
$1,115,433,000 10 $142,237,000 23.6% 2.875% UST due 05/15/2049 3.030% 75 bps $1,429.71

________

(1)       The proration factor has been rounded to the nearest tenth of a percentage point for presentation purposes.

(2)       Fixed Spread includes Early Tender Premium.

(3)       Per $1,000 principal amount of Disney Notes validly tendered and not validly withdrawn and accepted for purchase in the applicable Tender Offer at or prior to the Early Tender Deadline.

 

The 21CFA Notes
Issuer Notes CUSIP
Number
Principal Amount
Outstanding Prior to the Tender Offers
Principal Amount Accepted by 21CFA for Purchase Reference Security Tender Offer Yield Fixed Spread (basis points)(1) Total Consideration(2)
21CFA 5.650% Senior Notes due 2020 90131HAP0
652482BV1
$29,018,000 $5,557,000 1.750% UST due 07/31/2021 2.329% 55 bps $1,029.65
21CFA 4.500% Senior Notes due 2021 90131HAQ8 $136,676,000 $87,114,000 1.750% UST due 07/31/2021 2.129% 35 bps $1,032.71
21CFA 3.000% Senior Notes due 2022 90131HAR6 $78,176,000 $42,294,000 1.500% UST due 08/15/2022 2.066% 35 bps $1,026.96
21CFA 8.875% Senior Debentures due 2023 90131HAS4 $51,596,000 $8,293,000 1.750% UST due 07/31/2024 2.491% 80 bps $1,218.80
21CFA 4.000% Senior Notes due 2023 90131HAA3 $15,156,000 $4,369,000 1.750% UST due 07/31/2024 2.391% 70 bps $1,061.55
21CFA 7.750% Senior Debentures due January 2024 90131HAT2
652478AR9
$13,671,000 $1,182,000 1.750% UST due 07/31/2024 2.591% 90 bps $1,210.38
21CFA 7.750% Senior Debentures due February 2024 90131HAU9
652478AU2
$21,888,000 $196,000 1.750% UST due 07/31/2024 2.541% 85 bps $1,214.09
21CFA 9.500% Senior Debentures due 2024 90131HAV7 $7,255,000 $97,000 1.750% UST due 07/31/2024 2.541% 85 bps $1,314.06
21CFA 3.700% Senior Notes due 2024 90131HAE5
90131HAC9
U88803AA6
$22,684,000 $14,742,000 1.750% UST due 07/31/2024 2.191% 50 bps $1,067.63
21CFA 8.500% Senior Debentures due 2025 90131HAW5 $13,758,000 $1,486,000 1.750% UST due 07/31/2024 2.541% 85 bps $1,300.46
21CFA 3.700% Senior Notes due 2025 90131HBW4 $7,702,000 $3,880,000 1.750% UST due 07/31/2024 2.341% 65 bps $1,073.61
21CFA 7.700% Senior Debentures due 2025 90131HAX3 $11,916,000 $3,500,000 1.750% UST due 07/31/2024 2.591% 90 bps $1,287.24
21CFA 7.430% Senior Debentures due 2026 90131HAY1 $10,501,000 $4,533,000 1.625% UST due 08/15/2029 2.769% 95 bps $1,296.11
21CFA 3.375% Senior Notes due 2026 90131HCB9
90131HCA1
U88803AF5
$13,660,000 $11,788,000 1.625% UST due 08/15/2029 2.369% 55 bps $1,063.76
21CFA 7.125% Senior Debentures due 2028 90131HAZ8 $5,875,000 $598,000 1.625% UST due 08/15/2029 2.769% 95 bps $1,329.78
21CFA 7.300% Senior Debentures due 2028 90131HBA2 $4,418,000 $409,000 1.625% UST due 08/15/2029 2.769% 95 bps $1,345.18
21CFA 7.280% Senior Debentures due 2028 90131HBB0 $4,900,000 $330,000 1.625% UST due 08/15/2029 2.819% 100 bps $1,344.88
21CFA 7.625% Senior Debentures due 2028 90131HBC8 $12,211,000 $4,968,000 1.625% UST due 08/15/2029 2.769% 95 bps $1,391.95
21CFA 6.550% Senior Notes due 2033 90131HBD6 $7,653,000 $1,530,000 1.625% UST due 08/15/2029 2.919% 110 bps $1,402.53
21CFA 8.450% Senior Debentures due 2034 90131HBE4 $5,134,000 $207,000 1.625% UST due 08/15/2029 2.969% 115 bps $1,654.97
21CFA 6.200% Senior Notes due 2034 90131HBF1
652482BH2
$15,778,000 $13,414,000 1.625% UST due 08/15/2029 2.969% 115 bps $1,393.74
21CFA 6.400% Senior Notes due 2035 90131HBG9
90131HBH7
U65249AM3
$34,567,000 $6,279,000 2.875% UST due 05/15/2049 3.030% 75 bps $1,429.71
21CFA 8.150% Senior Debentures due 2036 90131HBJ3 $997,000 $360,000 2.875% UST due 05/15/2049 3.330% 105 bps $1,623.99
21CFA 6.150% Senior Notes due 2037 90131HBK0 $9,691,000 $7,496,000 2.875% UST due 05/15/2049 3.080% 80 bps $1,412.06
21CFA 6.650% Senior Notes due 2037 90131HBL8 $15,763,000 $4,492,000 2.875% UST due 05/15/2049 3.080% 80 bps $1,493.64
21CFA 6.750% Senior Debentures due 2038 90131HBM6 $14,056,000 $2,761,000 2.875% UST due 05/15/2049 3.230% 95 bps $1,483.59
21CFA 7.850% Senior Notes due 2039 90131HBN4 $2,866,000 $30,000 2.875% UST due 05/15/2049 3.330% 105 bps $1,643.35
21CFA 6.900% Senior Notes due 2039 90131HBP9 $11,883,000 $191,000 2.875% UST due 05/15/2049 3.180% 90 bps $1,545.56
21CFA 6.150% Senior Notes due 2041 90131HBQ7 $11,343,000 $10,078,000 2.875% UST due 05/15/2049 3.230% 95 bps $1,448.72
21CFA 5.400% Senior Notes due 2043 90131HAB1 $16,164,000 $10,233,000 2.875% UST due 05/15/2049 3.180% 90 bps $1,371.07
21CFA 4.750% Senior Notes due 2044 90131HAH8
90131HAF2
U88803AB4
$11,276,000 $4,598,000 2.875% UST due 05/15/2049 3.180% 90 bps $1,265.73
21CFA 4.950% Senior Notes due 2045 90131HBZ7 $699,000 $585,000 2.875% UST due 05/15/2049 3.180% 90 bps $1,308.20
21CFA 7.750% Senior Debentures due 2045 90131HBR5 $10,495,000 $1,618,000 2.875% UST due 05/15/2049 3.480% 120 bps $1,730.06
21CFA 4.750% Senior Notes due 2046 90131HCD5 $108,000 $25,000 2.875% UST due 05/15/2049 3.180% 90 bps $1,280.76
21CFA 7.900% Senior Debentures due 2095 90131HBS3 $35,342,000 $482,000 2.875% UST due 05/15/2049 4.180% 190 bps $1,851.81
21CFA 8.250% Senior Debentures due 2096 90131HBT1 $6,119,000 $4,020,000 2.875% UST due 05/15/2049 4.180% 190 bps $1,933.49

________

(1)       Fixed Spread includes Early Tender Premium.

(2)       Per $1,000 principal amount of 21CFA Notes validly tendered and not validly withdrawn and accepted for purchase in the applicable Tender Offer at or prior to the Early Tender Deadline.

The Tender Offers are intended to help manage Disney’s debt maturity profile, opportunistically prefund existing maturities and manage Disney’s overall cost of borrowing. The Disney Notes that were accepted for purchase had a weighted average coupon of 6.633% and were notes that were previously issued by Disney in exchange for outstanding notes issued by 21CFA. The 21CFA Notes that were accepted for purchase as of the Early Tender Deadline, together with the 21CFA Notes that were tendered after the Early Tender Deadline and on or prior to the Expiration Date and have been accepted for purchase, have a weighted average coupon of 4.961% and are notes that remained outstanding following the exchange offers completed in connection with Disney’s acquisition of TFCF Corporation (formerly known as Twenty-First Century Fox, Inc.), the parent company of 21CFA.

Holders of 21CFA Notes who validly tendered their 21CFA Notes after the Early Tender Deadline and on or prior to the Expiration Date and whose 21CFA Notes were accepted for purchase will receive only the applicable Purchase Price, as fully described in the Offer to Purchase. The Purchase Price for the 21CFA Notes accepted for purchase pursuant to the Tender Offers will be calculated by taking the Total Consideration for the applicable Series and subtracting from it the Early Tender Premium for such Series. The Purchase Price plus accrued interest for 21CFA Notes that were validly tendered after the Early Tender Deadline and on or prior to the Expiration Date and accepted for purchase will be paid by the purchasers in same-day funds promptly following the Expiration Date on the final settlement date, which is currently expected to occur on October 3, 2019.

General

This announcement is for informational purposes only and is not an offer to purchase or sell or a solicitation of an offer to purchase or sell, with respect to any securities. The Tender Offers were only made pursuant to the terms of the Offer to Purchase and the Letter of Transmittal. None of the purchasers, the Dealer Managers or the Tender Agent and Information Agent made any recommendation as to whether or not holders should tender their Tender Notes in connection with the Tender Offers.

Citigroup Global Markets Inc. (“Citigroup”), J.P. Morgan Securities LLC (“J.P. Morgan”), BNP Paribas Securities Corp., HSBC Securities (USA) Inc. and RBC Capital Markets, LLC acted as Dealer Managers (collectively, the “Dealer Managers”) and Global Bondholder Services Corporation (“GBSC”) acted as the Tender Agent and Information Agent for the Tender Offers. Questions regarding the Tender Offers may be directed to Citigroup or J.P. Morgan, the lead Dealer Managers, at:

Citigroup
388 Greenwich Street, 7th Floor
New York, New York 10013
Attn: Liability Management Group
Collect: (212) 723-6106
Toll-Free: (800) 558-3745
J.P. Morgan
383 Madison Avenue, 6th Floor
New York, New York 10179
Attn: Liability Management Group
Collect: (212) 834-4811
Toll-Free: (866) 834-4666

Requests for documents (including the Offer to Purchase and the Letter of Transmittal, along with any amendments and supplements thereto) may be directed to GBSC at (866) 470-3900 (toll free) or (212) 430-3774 (banks and brokers) or by email at contact@gbsc-usa.com.

Cautionary Notes on Forward Looking Statements

This communication may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. Disney has based these forward-looking statements on its current expectations about future events. These forward-looking statements, including, without limitation, those relating to future actions, new projects, strategies, future performance and the outcome of contingencies such as future financial results are necessarily estimates reflecting the best judgment of the management of Disney and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. These forward-looking statements should, therefore, be considered in light of various important factors, including those factors described in more detail in Disney’s Annual Report on Form 10-K for the year ended September 29, 2018 and in any subsequent Quarterly Reports on Form 10-Q (including, for the avoidance of doubt, the Quarterly Report on Form 10-Q for the quarterly period ended December 29, 2018 filed by TWDC Enterprises 18 Corp.) and Annual Reports on Form 10-K under Item 1A, “Risk Factors” as well as in any subsequent periodic or current reports filed with the Securities and Exchange Commission under the Exchange Act, that include “Risk Factors” or that discuss risks to us.

You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication. Disney does not undertake any obligation to publicly update or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events, except as required by law.

Contacts

Media Contact:

David Jefferson
david.j.jefferson@disney.com
818-560-4832

Investor Contact:

Lowell Singer
lowell.singer@disney.com
818-560-6601

The post The Walt Disney Company Announces Expiration and Final Results of Tender Offers by The Walt Disney Company and 21st Century Fox America, Inc. appeared first on The Walt Disney Company.

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The Walt Disney Company Announces Pricing Information for Tender Offers by The Walt Disney Company and 21st Century Fox America, Inc. https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-pricing-information-for-tender-offers-by-the-walt-disney-company-and-21st-century-fox-america-inc/ Tue, 30 Dec 2025 21:19:49 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Pricing Information for Tender Offers by The Walt Disney Company and 21st Century Fox America, Inc. appeared first on The Walt Disney Company.

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BURBANK, Calif., September 17, 2019 – The Walt Disney Company (“Disney”) (NYSE: DIS) announced today the pricing information of the previously announced cash tender offers (each, a “Tender Offer”) of Disney and its indirect subsidiary, 21st Century Fox America, Inc. (“21CFA”), to purchase outstanding notes of Disney listed in the table below (the “Disney Notes”), subject to the Maximum Disney Tender Cap (as defined below) and in the order of priority set forth in the table below, and any and all outstanding debt securities of 21CFA (the “21CFA Notes” and together with the Disney Notes, the “Tender Notes” and each a “Series” of Tender Notes). As previously announced, Disney increased the maximum aggregate purchase price (including principal and premium, but excluding accrued interest) of the Disney Notes that it intends to purchase in the Tender Offers from $1,750,000,000 to $4,000,000,000 (the “Maximum Disney Tender Cap”). The terms and conditions of the Tender Offers are described in a separate Amended and Restated Offer to Purchase dated September 3, 2019 (as amended by the press release dated September 17, 2019 and as it may be further amended or supplemented, the “Offer to Purchase”) and related Letter of Transmittal (as amended by the press release dated September 17, 2019 and as it may be further amended or supplemented, the “Letter of Transmittal”). Capitalized terms used and not defined in this press release have the meanings given to them in the Offer to Purchase.

Because the aggregate purchase price (including principal and premium, but excluding accrued interest) of Disney Notes validly tendered and not validly withdrawn as of 5:00 p.m., New York City time, on September 16, 2019 (the “Early Tender Deadline”) exceeds the Maximum Disney Tender Cap, Disney will accept for purchase such Disney Notes in accordance with the Acceptance Priority Levels, subject to the proration factors set forth in the table below, as described in the Offer to Purchase, so as not to exceed the Maximum Disney Tender Cap. As a result of reaching the Maximum Disney Tender Cap by the Early Tender Deadline, no Disney Notes tendered after the Early Tender Deadline will be accepted for purchase, regardless of priority level.  Disney Notes not accepted for purchase will be returned promptly to the tendering Holders (or, in the case of Disney Notes tendered by book-entry transfer, such Disney Notes will be promptly credited to the account maintained at The Depository Trust Company from which such Disney Notes were delivered) and otherwise returned in accordance with the Offer to Purchase and the Letter of Transmittal.

The consideration to be paid in the Tender Offers for each Series accepted for purchase was determined by reference to the applicable fixed spread for each Series over the yield (the “Tender Offer Yield”) based on the bid price of the applicable reference security, in each case as set forth in the table below. The Tender Offer Yields (as determined pursuant to the Offer to Purchase) listed in the table below were determined at 10:00 a.m., New York City time, today, September 17, 2019, by the Dealer Managers (as defined below). The Total Consideration for each Series includes an early tender premium (the “Early Tender Premium”) of $30.00 per $1,000 principal amount of Tender Notes accepted for purchase by Disney and 21CFA and accounts for the par call date, if applicable.

The following table sets forth the pricing information for the Tender Offers:

The Disney Notes
Issuer Notes CUSIP
Number
Acceptance Priority Level Principal Amount Accepted by Disney for Purchase Proration Factor (1) Reference Security Tender Offer Yield Fixed Spread (basis points)(2) Total Consideration(3)
Disney 8.250% Notes due 2096 254687FE1
U25497BN4
1 $16,463,000 100.0% 2.875% UST due 05/15/2049 4.180% 190 bps $1,933.49
Disney 7.900% Notes due 2095 254687FC5
U25497BM6
2 $20,703,000 100.0% 2.875% UST due 05/15/2049 4.180% 190 bps $1,851.81
Disney 7.750% Notes due 2045 254687EY8
U25497BK0
3 $264,520,000 100.0% 2.875% UST due 05/15/2049 3.480% 120 bps $1,730.06
Disney 6.150% Notes due 2041 254687EQ5
U25497BF1
4 $856,786,000 100.0% 2.875% UST due 05/15/2049 3.230% 95 bps $1,448.72
Disney 8.150% Notes due 2036 254687EC6
U25497AZ8
5 $59,217,000 100.0% 2.875% UST due 05/15/2049 3.330% 105 bps $1,623.99
Disney 7.850% Notes due 2039 254687EL6
U25497BD6
6 $185,851,000 100.0% 2.875% UST due 05/15/2049 3.330% 105 bps $1,643.35
Disney 6.750% Notes due 2038 254687EJ1
U25497BC8
7 $93,455,000 100.0% 2.875% UST due 05/15/2049 3.230% 95 bps $1,483.59
Disney 6.900% Notes due 2039 254687EN2
U25497BE4
8 $351,699,000 100.0% 2.875% UST due 05/15/2049 3.180% 90 bps $1,545.56
Disney 6.150% Notes due 2037 254687EE2
U25497BA2
9 $668,375,000 100.0% 2.875% UST due 05/15/2049 3.080% 80 bps $1,412.06
Disney 6.400% Notes due 2035 254687EA0
U25497AY1
10 $142,237,000 23.6% 2.875% UST due 05/15/2049 3.030% 75 bps $1,429.71

________

(1)       The proration factor has been rounded to the nearest tenth of a percentage point for presentation purposes.

(2)       Fixed Spread includes Early Tender Premium.

(3)       Per $1,000 principal amount of Disney Notes validly tendered and not validly withdrawn and accepted for purchase in the applicable Tender Offer at or prior to the Early Tender Deadline.

 

The 21CFA Notes
Issuer Notes CUSIP
Number
Principal Amount Accepted by 21CFA for Purchase Reference Security Tender Offer Yield Fixed Spread (basis points)(1) Total Consideration(2)
21CFA 5.650% Senior Notes due 2020 90131HAP0
652482BV1
$5,557,000 1.750% UST due 07/31/2021 2.329% 55 bps $1,029.65
21CFA 4.500% Senior Notes due 2021 90131HAQ8 $87,098,000 1.750% UST due 07/31/2021 2.129% 35 bps $1,032.71
21CFA 3.000% Senior Notes due 2022 90131HAR6 $41,716,000 1.500% UST due 08/15/2022 2.066% 35 bps $1,026.96
21CFA 8.875% Senior Debentures due 2023 90131HAS4 $8,018,000 1.750% UST due 07/31/2024 2.491% 80 bps $1,218.80
21CFA 4.000% Senior Notes due 2023 90131HAA3 $3,919,000 1.750% UST due 07/31/2024 2.391% 70 bps $1,061.55
21CFA 7.750% Senior Debentures due January 2024 90131HAT2
652478AR9
$1,112,000 1.750% UST due 07/31/2024 2.591% 90 bps $1,210.38
21CFA 7.750% Senior Debentures due February 2024 90131HAU9
652478AU2
$189,000 1.750% UST due 07/31/2024 2.541% 85 bps $1,214.09
21CFA 9.500% Senior Debentures due 2024 90131HAV7 $97,000 1.750% UST due 07/31/2024 2.541% 85 bps $1,314.06
21CFA 3.700% Senior Notes due 2024 90131HAE5
90131HAC9
U88803AA6
$14,497,000 1.750% UST due 07/31/2024 2.191% 50 bps $1,067.63
21CFA 8.500% Senior Debentures due 2025 90131HAW5 $1,486,000 1.750% UST due 07/31/2024 2.541% 85 bps $1,300.46
21CFA 3.700% Senior Notes due 2025 90131HBW4 $3,878,000 1.750% UST due 07/31/2024 2.341% 65 bps $1,073.61
21CFA 7.700% Senior Debentures due 2025 90131HAX3 $3,500,000 1.750% UST due 07/31/2024 2.591% 90 bps $1,287.24
21CFA 7.430% Senior Debentures due 2026 90131HAY1 $4,533,000 1.625% UST due 08/15/2029 2.769% 95 bps $1,296.11
21CFA 3.375% Senior Notes due 2026 90131HCB9
90131HCA1
U88803AF5
$11,788,000 1.625% UST due 08/15/2029 2.369% 55 bps $1,063.76
21CFA 7.125% Senior Debentures due 2028 90131HAZ8 $576,000 1.625% UST due 08/15/2029 2.769% 95 bps $1,329.78
21CFA 7.300% Senior Debentures due 2028 90131HBA2 $409,000 1.625% UST due 08/15/2029 2.769% 95 bps $1,345.18
21CFA 7.280% Senior Debentures due 2028 90131HBB0 $330,000 1.625% UST due 08/15/2029 2.819% 100 bps $1,344.88
21CFA 7.625% Senior Debentures due 2028 90131HBC8 $1,558,000 1.625% UST due 08/15/2029 2.769% 95 bps $1,391.95
21CFA 6.550% Senior Notes due 2033 90131HBD6 $1,530,000 1.625% UST due 08/15/2029 2.919% 110 bps $1,402.53
21CFA 8.450% Senior Debentures due 2034 90131HBE4 $197,000 1.625% UST due 08/15/2029 2.969% 115 bps $1,654.97
21CFA 6.200% Senior Notes due 2034 90131HBF1
652482BH2
$13,397,000 1.625% UST due 08/15/2029 2.969% 115 bps $1,393.74
21CFA 6.400% Senior Notes due 2035 90131HBG9
90131HBH7
U65249AM3
$6,276,000 2.875% UST due 05/15/2049 3.030% 75 bps $1,429.71
21CFA 8.150% Senior Debentures due 2036 90131HBJ3 $349,000 2.875% UST due 05/15/2049 3.330% 105 bps $1,623.99
21CFA 6.150% Senior Notes due 2037 90131HBK0 $7,465,000 2.875% UST due 05/15/2049 3.080% 80 bps $1,412.06
21CFA 6.650% Senior Notes due 2037 90131HBL8 $4,492,000 2.875% UST due 05/15/2049 3.080% 80 bps $1,493.64
21CFA 6.750% Senior Debentures due 2038 90131HBM6 $2,503,000 2.875% UST due 05/15/2049 3.230% 95 bps $1,483.59
21CFA 7.850% Senior Notes due 2039 90131HBN4 $30,000 2.875% UST due 05/15/2049 3.330% 105 bps $1,643.35
21CFA 6.900% Senior Notes due 2039 90131HBP9 $191,000 2.875% UST due 05/15/2049 3.180% 90 bps $1,545.56
21CFA 6.150% Senior Notes due 2041 90131HBQ7 $10,067,000 2.875% UST due 05/15/2049 3.230% 95 bps $1,448.72
21CFA 5.400% Senior Notes due 2043 90131HAB1 $9,502,000 2.875% UST due 05/15/2049 3.180% 90 bps $1,371.07
21CFA 4.750% Senior Notes due 2044 90131HAH8
90131HAF2
U88803AB4
$4,398,000 2.875% UST due 05/15/2049 3.180% 90 bps $1,265.73
21CFA 4.950% Senior Notes due 2045 90131HBZ7 $585,000 2.875% UST due 05/15/2049 3.180% 90 bps $1,308.20
21CFA 7.750% Senior Debentures due 2045 90131HBR5 $1,618,000 2.875% UST due 05/15/2049 3.480% 120 bps $1,730.06
21CFA 4.750% Senior Notes due 2046 90131HCD5 $25,000 2.875% UST due 05/15/2049 3.180% 90 bps $1,280.76
21CFA 7.900% Senior Debentures due 2095 90131HBS3 $357,000 2.875% UST due 05/15/2049 4.180% 190 bps $1,851.81
21CFA 8.250% Senior Debentures due 2096 90131HBT1 $4,020,000 2.875% UST due 05/15/2049 4.180% 190 bps $1,933.49

________

(1)       Fixed Spread includes Early Tender Premium.

(2)       Per $1,000 principal amount of 21CFA Notes validly tendered and not validly withdrawn and accepted for purchase in the applicable Tender Offer at or prior to the Early Tender Deadline.

The amount of each Series accepted for purchase was determined pursuant to the terms and conditions of the Tender Offers as described in the Offer to Purchase and related Letter of Transmittal.

All payments for Tender Notes validly tendered and not validly withdrawn on or before the Early Tender Deadline and accepted for purchase will also include accrued and unpaid interest from the last interest payment date up to, but not including, the early settlement date, which is currently expected to occur tomorrow, September 18, 2019.

The Tender Offers are intended to help manage Disney’s debt maturity profile, opportunistically prefund existing maturities and manage Disney’s overall cost of borrowing.  The Disney Notes that have been accepted for purchase have a weighted average coupon of 6.633% and are notes that were previously issued by Disney in exchange for outstanding notes issued by 21CFA. The 21CFA Notes that have been accepted for purchase as of the Early Tender Deadline have a weighted average coupon of 4.922% and are notes that remained outstanding following the exchange offers completed in connection with Disney’s acquisition of TFCF Corporation (formerly known as Twenty-First Century Fox, Inc.), the parent company of 21CFA.

The Tender Offers will expire at 11:59 p.m., New York City time, on September 30, 2019 (as the same may be extended with respect to one or more Series, the “Expiration Date”). Holders of 21CFA Notes who validly tender their 21CFA Notes after the Early Tender Deadline and on or before the Expiration Date and whose 21CFA Notes are accepted for purchase will receive only the applicable Purchase Price, as fully described in the Offer to Purchase. The Purchase Price for the 21CFA Notes accepted for purchase pursuant to the Tender Offers will be calculated by taking the Total Consideration for the applicable Series and subtracting from it the Early Tender Premium for such Series. The Purchase Price plus accrued interest for 21CFA Notes that are validly tendered after the Early Tender Deadline and on or before the Expiration Date and accepted for purchase will be paid by the purchasers in same-day funds promptly following the Expiration Date on the final settlement date, which is currently expected to occur on October 3, 2019. No tenders will be valid if submitted after the Expiration Date.

General

This announcement is for informational purposes only and is not an offer to purchase or sell or a solicitation of an offer to purchase or sell, with respect to any securities. The Tender Offers are only being made pursuant to the terms of the Offer to Purchase and Letter of Transmittal. None of the purchasers, the Dealer Managers or the Tender Agent and Information Agent is making any recommendation as to whether or not holders should tender their Tender Notes in connection with the Tender Offers.

Citigroup Global Markets Inc. (“Citigroup”), J.P. Morgan Securities LLC (“J.P. Morgan”), BNP Paribas Securities Corp., HSBC Securities (USA) Inc. and RBC Capital Markets, LLC are acting as Dealer Managers (collectively, the “Dealer Managers”) and Global Bondholder Services Corporation (“GBSC”) is acting as the Tender Agent and Information Agent for the Tender Offers. Questions regarding the Tender Offers may be directed to Citigroup or J.P. Morgan, the lead Dealer Managers, at:

Citigroup
388 Greenwich Street, 7th Floor
New York, New York 10013
Attn: Liability Management Group
Collect: (212) 723-6106
Toll-Free: (800) 558-3745
J.P. Morgan
383 Madison Avenue, 6th Floor
New York, New York 10179
Attn: Liability Management Group
Collect: (212) 834-4811
Toll-Free: (866) 834-4666

Requests for documents (including the Offer to Purchase and the Letter of Transmittal, along with any amendments and supplements thereto) may be directed to GBSC at (866) 470-3900 (toll free) or (212) 430-3774 (banks and brokers) or by email at contact@gbsc-usa.com.

Cautionary Notes on Forward Looking Statements

This communication may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. Disney has based these forward-looking statements on its current expectations about future events. These forward-looking statements, including, without limitation, those relating to future actions, new projects, strategies, future performance and the outcome of contingencies such as future financial results are necessarily estimates reflecting the best judgment of the management of Disney and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. These forward-looking statements should, therefore, be considered in light of various important factors, including those factors described in more detail in Disney’s Annual Report on Form 10-K for the year ended September 29, 2018 and in any subsequent Quarterly Reports on Form 10-Q (including, for the avoidance of doubt, the Quarterly Report on Form 10-Q for the quarterly period ended December 29, 2018 filed by TWDC Enterprises 18 Corp.) and Annual Reports on Form 10-K under Item 1A, “Risk Factors” as well as in any subsequent periodic or current reports filed with the Securities and Exchange Commission under the Exchange Act, that include “Risk Factors” or that discuss risks to us.

You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication. Disney does not undertake any obligation to publicly update or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events, except as required by law.

Contacts

Media Contacts:

David Jefferson
david.j.jefferson@disney.com
818-560-4832

Laura Watson
laura.c.watson@disney.com
818-560-3117

Investor Contact:

Lowell Singer
lowell.singer@disney.com
818-560-6601

The post The Walt Disney Company Announces Pricing Information for Tender Offers by The Walt Disney Company and 21st Century Fox America, Inc. appeared first on The Walt Disney Company.

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The Walt Disney Company Announces Early Results of Tender Offers by The Walt Disney Company and 21st Century Fox America, Inc. and Upsizing of Tender Offers for Notes of The Walt Disney Company https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-early-results-of-tender-offers-by-the-walt-disney-company-and-21st-century-fox-america-inc-and-upsizing-of-tender-offers-for-notes-of-the-walt-disney-company/ Tue, 30 Dec 2025 21:13:13 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Early Results of Tender Offers by The Walt Disney Company and 21st Century Fox America, Inc. and Upsizing of Tender Offers for Notes of The Walt Disney Company appeared first on The Walt Disney Company.

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BURBANK, Calif., September 17, 2019 – The Walt Disney Company (“Disney”) (NYSE: DIS) announced today the early results of the previously announced cash tender offers (each, a “Tender Offer”) of Disney and its indirect subsidiary, 21st Century Fox America, Inc. (“21CFA”), to purchase outstanding notes of Disney listed in the table below (the “Disney Notes”), subject to the Maximum Disney Tender Cap (as defined below) and in the order of priority shown in the table below, and any and all outstanding debt securities of 21CFA (the “21CFA Notes” and together with the Disney Notes, the “Tender Notes” and each a “Series” of Tender Notes). Disney further announced that it has increased the maximum aggregate purchase price (including principal and premium, but excluding accrued interest) of the Disney Notes that it intends to purchase in the Tender Offers from $1,750,000,000 to $4,000,000,000 (the “Maximum Disney Tender Cap”).  The Withdrawal Deadline has passed, and Tender Notes tendered pursuant to the Tender Offers may no longer be withdrawn, except in the limited circumstances described in the Offer to Purchase (as defined below).

As of 5:00 p.m., New York City time, on September 16, 2019 (the “Early Tender Deadline”), approximately $4,270,376,000 aggregate principal amount of Disney Notes were validly tendered and not validly withdrawn and approximately $257,263,000 aggregate principal amount of 21CFA Notes were validly tendered and not validly withdrawn. The table below identifies the principal amount of each Series validly tendered and not validly withdrawn.

The Disney Notes 
Issuer Notes CUSIP
Number
Principal Amount
Outstanding Prior to the Tender Offers
Acceptance
Priority
Level
Principal Amount Tendered(1)
Disney 8.250% Notes due 2096 254687FE1
U25497BN4
$93,881,000 1 $16,463,000
Disney 7.900% Notes due 2095 254687FC5
U25497BM6
$114,658,000 2 $20,703,000
Disney 7.750% Notes due 2045 254687EY8
U25497BK0
$589,505,000 3 $264,520,000
Disney 6.150% Notes due 2041 254687EQ5
U25497BF1
$1,488,657,000 4 $856,786,000
Disney 8.150% Notes due 2036 254687EC6
U25497AZ8
$299,003,000 5 $59,217,000
Disney 7.850% Notes due 2039 254687EL6
U25497BD6
$297,134,000 6 $185,851,000
Disney 6.750% Notes due 2038 254687EJ1
U25497BC8
$234,684,000 7 $93,455,000
Disney 6.900% Notes due 2039 254687EN2
U25497BE4
$588,117,000 8 $351,699,000
Disney 6.150% Notes due 2037 254687EE2
U25497BA2
$990,309,000 9 $668,375,000
Disney 6.400% Notes due 2035 254687EA0
U25497AY1
$1,115,433,000 10 $602,014,000
Disney 6.650% Notes due 2037 254687EG7
U25497BB0
$1,234,237,000 11 $725,619,000
Disney 5.400% Notes due 2043 254687ES1
U25497BG9
$683,836,000 12 $346,023,000
Disney 8.450% Notes due 2034 254687DW3
U25497AW5
$194,866,000 13 $79,651,000

________

(1)       As of the Early Tender Deadline.

The 21CFA Notes
Issuer Notes CUSIP
Number
Principal Amount
Outstanding Prior to the Tender Offers
Principal Amount Tendered(1)
21CFA 5.650% Senior Notes due 2020 90131HAP0
652482BV1
$29,018,000 $5,557,000
21CFA 4.500% Senior Notes due 2021 90131HAQ8 $136,676,000 $87,098,000
21CFA 3.000% Senior Notes due 2022 90131HAR6 $78,176,000 $41,716,000
21CFA 8.875% Senior Debentures due 2023 90131HAS4 $51,596,000 $8,018,000
21CFA 4.000% Senior Notes due 2023 90131HAA3 $15,156,000 $3,919,000
21CFA 7.750% Senior Debentures due January 2024 90131HAT2
652478AR9
$13,671,000 $1,112,000
21CFA 7.750% Senior Debentures due February 2024 90131HAU9
652478AU2
$21,888,000 $189,000
21CFA 9.500% Senior Debentures due 2024 90131HAV7 $7,255,000 $97,000
21CFA 3.700% Senior Notes due 2024 90131HAE5
90131HAC9
U88803AA6
$22,684,000 $14,497,000
21CFA 8.500% Senior Debentures due 2025 90131HAW5 $13,758,000 $1,486,000
21CFA 3.700% Senior Notes due 2025 90131HBW4 $7,702,000 $3,878,000
21CFA 7.700% Senior Debentures due 2025 90131HAX3 $11,916,000 $3,500,000
21CFA 7.430% Senior Debentures due 2026 90131HAY1 $10,501,000 $4,533,000
21CFA 3.375% Senior Notes due 2026 90131HCB9
90131HCA1
U88803AF5
$13,660,000 $11,788,000
21CFA 7.125% Senior Debentures due 2028 90131HAZ8 $5,875,000 $576,000
21CFA 7.300% Senior Debentures due 2028 90131HBA2 $4,418,000 $409,000
21CFA 7.280% Senior Debentures due 2028 90131HBB0 $4,900,000 $330,000
21CFA 7.625% Senior Debentures due 2028 90131HBC8 $12,211,000 $1,558,000
21CFA 6.550% Senior Notes due 2033 90131HBD6 $7,653,000 $1,530,000
21CFA 8.450% Senior Debentures due 2034 90131HBE4 $5,134,000 $197,000
21CFA 6.200% Senior Notes due 2034 90131HBF1
652482BH2
$15,778,000 $13,397,000
21CFA 6.400% Senior Notes due 2035 90131HBG9
90131HBH7
U65249AM3
$34,567,000 $6,276,000
21CFA 8.150% Senior Debentures due 2036 90131HBJ3 $997,000 $349,000
21CFA 6.150% Senior Notes due 2037 90131HBK0 $9,691,000 $7,465,000
21CFA 6.650% Senior Notes due 2037 90131HBL8 $15,763,000 $4,492,000
21CFA 6.750% Senior Debentures due 2038 90131HBM6 $14,056,000 $2,503,000
21CFA 7.850% Senior Notes due 2039 90131HBN4 $2,866,000 $30,000
21CFA 6.900% Senior Notes due 2039 90131HBP9 $11,883,000 $191,000
21CFA 6.150% Senior Notes due 2041 90131HBQ7 $11,343,000 $10,067,000
21CFA 5.400% Senior Notes due 2043 90131HAB1 $16,164,000 $9,502,000
21CFA 4.750% Senior Notes due 2044 90131HAH8
90131HAF2
U88803AB4
$11,276,000 $4,398,000
21CFA 4.950% Senior Notes due 2045 90131HBZ7 $699,000 $585,000
21CFA 7.750% Senior Debentures due 2045 90131HBR5 $10,495,000 $1,618,000
21CFA 4.750% Senior Notes due 2046 90131HCD5 $108,000 $25,000
21CFA 7.900% Senior Debentures due 2095 90131HBS3 $35,342,000 $357,000
21CFA 8.250% Senior Debentures due 2096 90131HBT1 $6,119,000 $4,020,000

________

(1)       As of the Early Tender Deadline.

The Tender Offers are intended to help manage Disney’s debt maturity profile, opportunistically prefund existing maturities and manage Disney’s overall cost of borrowing. The Disney Notes that have been validly tendered and not validly withdrawn as of the Early Tender Deadline have a weighted average coupon of 6.545% and are notes that were previously issued by Disney in exchange for outstanding notes issued by 21CFA. The 21CFA Notes that have been validly tendered and not validly withdrawn as of the Early Tender Deadline have a weighted average coupon of 4.922% and are notes that remained outstanding following the exchange offers completed in connection with Disney’s acquisition of TFCF Corporation (formerly known as Twenty-First Century Fox, Inc.), the parent company of 21CFA.

The amount of each Series accepted for purchase will be determined pursuant to the terms and conditions of the Tender Offers as described in a separate Amended and Restated Offer to Purchase dated September 3, 2019 (as amended by this press release and as it may be further amended or supplemented, the “Offer to Purchase”) and related Letter of Transmittal (as amended by this press release and as it may be further amended or supplemented, the “Letter of Transmittal”). Capitalized terms used and not defined in this press release have the meanings given to them in the Offer to Purchase.

The Tender Offers are subject to the satisfaction of certain conditions as set forth in the Offer to Purchase, including the receipt by Disney prior to the Early Settlement Date (as defined below) of net proceeds of at least $2,000,000,000 from the previously announced offering of Disney’s floating rate senior unsecured notes and fixed rate senior unsecured notes pursuant to an effective shelf registration statement filed with the Securities and Exchange Commission (the “Financing Condition”). As of the Early Tender Deadline, all conditions to the Tender Offers, including the Financing Condition, have been satisfied.

The applicable Total Consideration for each $1,000 in principal amount of Tender Notes validly tendered and not validly withdrawn on or before the Early Tender Deadline and accepted for purchase pursuant to the Tender Offers will be determined in the manner described in the Offer to Purchase.  The consideration will be determined by reference to a fixed spread specified for each Series over the yield based on the bid price of the applicable Reference Security, as fully described in the Offer to Purchase. The consideration will be calculated by the Dealer Managers (as defined below) at 10:00 a.m., New York City time, today, September 17, 2019. In addition to the applicable Total Consideration, accrued and unpaid interest from the last interest payment date up to, but not including, the early settlement date, which is currently expected to occur on September 18, 2019 (the “Early Settlement Date”), will be paid in cash on all validly tendered Tender Notes accepted for purchase in the Tender Offers.  The Total Consideration plus accrued interest for Tender Notes that are validly tendered and not validly withdrawn on or before the Early Tender Deadline and accepted for purchase will be paid by the purchasers in same-day funds on the Early Settlement Date.

The Tender Offers will expire at 11:59 p.m., New York City time, on September 30, 2019 (as the same may be extended with respect to one or more Series, the “Expiration Date”). Holders of Tender Notes who validly tender their Tender Notes after the Early Tender Deadline and on or before the Expiration Date and whose Tender Notes are accepted for purchase will receive only the applicable Purchase Price, as fully described in the Offer to Purchase. The Purchase Price for the Tender Notes accepted for purchase pursuant to the Tender Offers will be calculated by taking the Total Consideration for the applicable Series and subtracting from it the Early Tender Premium for such Series. The Purchase Price plus accrued interest for Tender Notes that are validly tendered after the Early Tender Deadline and on or before the Expiration Date and accepted for purchase will be paid by the purchasers in same-day funds promptly following the Expiration Date on the final settlement date, which is currently expected to occur on October 3, 2019. No tenders will be valid if submitted after the Expiration Date.

General

This announcement is for informational purposes only and is not an offer to purchase or sell or a solicitation of an offer to purchase or sell, with respect to any securities. The Tender Offers are only being made pursuant to the terms of the Offer to Purchase and Letter of Transmittal. None of the purchasers, the Dealer Managers or the Tender Agent and Information Agent is making any recommendation as to whether or not holders should tender their Tender Notes in connection with the Tender Offers.

Citigroup Global Markets Inc. (“Citigroup”), J.P. Morgan Securities LLC (“J.P. Morgan”), BNP Paribas Securities Corp., HSBC Securities (USA) Inc. and RBC Capital Markets, LLC are acting as Dealer Managers (collectively, the “Dealer Managers”) and Global Bondholder Services Corporation (“GBSC”) is acting as the Tender Agent and Information Agent for the Tender Offers. Questions regarding the Tender Offers may be directed to Citigroup or J.P. Morgan, the lead Dealer Managers, at:

Citigroup
388 Greenwich Street, 7th Floor
New York, New York 10013
Attn: Liability Management Group
Collect: (212) 723-6106
Toll-Free: (800) 558-3745
J.P. Morgan
383 Madison Avenue, 6th Floor
New York, New York 10179
Attn: Liability Management Group
Collect: (212) 834-4811
Toll-Free: (866) 834-4666

Requests for documents (including the Offer to Purchase and the Letter of Transmittal, along with any amendments and supplements thereto) may be directed to GBSC at (866) 470-3900 (toll free) or (212) 430-3774 (banks and brokers) or by email at contact@gbsc-usa.com.

Cautionary Notes on Forward Looking Statements

This communication may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. Disney has based these forward-looking statements on its current expectations about future events. These forward-looking statements, including, without limitation, those relating to future actions, new projects, strategies, future performance and the outcome of contingencies such as future financial results are necessarily estimates reflecting the best judgment of the management of Disney and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. These forward-looking statements should, therefore, be considered in light of various important factors, including those factors described in more detail in Disney’s Annual Report on Form 10-K for the year ended September 29, 2018 and in any subsequent Quarterly Reports on Form 10-Q (including, for the avoidance of doubt, the Quarterly Report on Form 10-Q for the quarterly period ended December 29, 2018 filed by TWDC Enterprises 18 Corp.) and Annual Reports on Form 10-K under Item 1A, “Risk Factors” as well as in any subsequent periodic or current reports filed with the Securities and Exchange Commission under the Exchange Act, that include “Risk Factors” or that discuss risks to us.

You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication. Disney does not undertake any obligation to publicly update or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events, except as required by law.

Contacts

Media Contacts:

David Jefferson
david.j.jefferson@disney.com
818-560-4832

Laura Watson
laura.c.watson@disney.com
818-560-3117

Investor Contact:

Lowell Singer
lowell.singer@disney.com
818-560-6601

The post The Walt Disney Company Announces Early Results of Tender Offers by The Walt Disney Company and 21st Century Fox America, Inc. and Upsizing of Tender Offers for Notes of The Walt Disney Company appeared first on The Walt Disney Company.

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The Walt Disney Company Sells Its Interest in the Yes Network to Investor Group Including Yankee Global Enterprises and Sinclair Broadcast Group https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-sells-its-interest-in-the-yes-network-to-investor-group-including-yankee-global-enterprises-and-sinclair-broadcast-group/ Tue, 30 Dec 2025 21:09:05 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Sells Its Interest in the Yes Network to Investor Group Including Yankee Global Enterprises and Sinclair Broadcast Group appeared first on The Walt Disney Company.

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BURBANK, Calif., August 29, 2019 – The Walt Disney Company (NYSE: DIS) (“Disney”) today announced that it has sold its equity interest in the YES Network (“YES”) to a newly formed investor group that includes Yankee Global Enterprises (the “Yankees”) and Sinclair Broadcast Group (Nasdaq: SBGI) (“Sinclair”), among others. The group acquired the 80 percent of the YES Network not already held by the Yankees at a total enterprise value of $3.47 billion.

The transaction received the approval of the U.S. Department of Justice. Last year, Disney and Twenty-First Century Fox, Inc. (“21st Century Fox”) entered into a consent decree with the Department of Justice that allowed Disney’s acquisition of 21st Century Fox to proceed while requiring the subsequent sale of 21st Century Fox’s interests in 22 regional sports networks (“RSNs”), including the YES Network.  On August 23, Sinclair completed its acquisition of 21 of the RSNs from Disney, excluding the YES Network.

About The Walt Disney Company
The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Studio Entertainment; Parks, Experiences and Products; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenues of $59.4 billion in its Fiscal Year 2018. 

###

Contacts

Media Contacts:

Zenia Mucha
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
david.j.jefferson@disney.com
(818) 560-4832

Investor Contact:

Lowell Singer
lowell.singer@disney.com
(818) 560-6601

The post The Walt Disney Company Sells Its Interest in the Yes Network to Investor Group Including Yankee Global Enterprises and Sinclair Broadcast Group appeared first on The Walt Disney Company.

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Sinclair Broadcast Group to Acquire 21 Regional Sports Networks from Disney at a Valuation of $10.6 Billion https://thewaltdisneycompany.com/press-releases/sinclair-broadcast-group-to-acquire-21-regional-sports-networks-from-disney-at-a-valuation-of-10-6-billion/ Tue, 30 Dec 2025 20:35:03 +0000 https://thewaltdisneycompany.com/news// The post Sinclair Broadcast Group to Acquire 21 Regional Sports Networks from Disney at a Valuation of $10.6 Billion appeared first on The Walt Disney Company.

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Byron Allen to Become Equity and Content Partner in RSN Holding Company

BALTIMORE, MD and BURBANK, CA (May 3, 2019) — Sinclair Broadcast Group, Inc. (Nasdaq: SBGI) (“Sinclair” or the “Company”) and The Walt Disney Company (NYSE: DIS) (“Disney”) today announced that they have entered into a definitive agreement under which Sinclair will acquire the equity interests in 21 Regional Sports Networks (the “RSNs”) and Fox College Sports, which were acquired by Disney in its acquisition of Twenty-First Century Fox, Inc. (“21st Century Fox”). The transaction ascribes a total enterprise value to the RSNs equal to $10.6 billion, reflecting a purchase price of $9.6 billion, after adjusting for minority equity interests.  Completion of the transaction is subject to customary closing conditions, including the approval of the U.S. Department of Justice.

The RSN portfolio, which excludes the YES Network, is the largest collection of RSNs in the marketplace today, with an extensive footprint that includes exclusive local rights to 42 professional teams consisting of 14 Major League Baseball (MLB) teams, 16 National Basketball Association (NBA) teams, and 12 National Hockey League (NHL) teams. In calendar year 2018, the RSN portfolio delivered a combined $3.8 billion in revenue across 74 million subscribers.

The RSNs will be acquired via a newly formed indirect wholly-owned subsidiary of Sinclair, Diamond Sports Group LLC (“Diamond”).  Byron Allen has agreed to become an equity and content partner in a newly formed indirect wholly-owned subsidiary of Sinclair and an indirect parent of Diamond (“RSN Holding Company”).  Mr. Allen, who bought The Weather Channel in 2018, is the Founder, Chairman, and Chief Executive Officer of Entertainment Studios, a global media, content and technology company.

Sinclair’s existing sports business consists of Marquee Sports Network (a recently announced joint venture with the iconic Chicago Cubs), Tennis Channel and Tennis Media Company (dedicated to live tennis events and tennis lifestyle), Stadium (a joint venture focused on college sports and professional highlights), Ring of Honor Wrestling (professional wrestling), and robust high school sports programming (with Friday Night Rivals and Thursday Night Lights).

“This is a very exciting transaction for Sinclair to be able to acquire highly complementary assets,” commented Chris Ripley, President and CEO of Sinclair. “While consumer viewing habits have shifted, the tradition of watching live sports and news remains ingrained in our culture. As one of the largest local news producers in the country and an experienced producer of sports content, we are ideally positioned to transfer our skills to deliver and expand our focus on greater premium sports programming.”

Mr. Ripley continued, “The transaction is expected to be highly accretive to free cash flow and brings consolidated net leverage to 4.7x and 5.1x through the preferred financing. This acquisition is an extraordinary opportunity to diversify Sinclair’s content sources and revenue streams with high-quality assets that are driving live viewing. We also see this as an opportunity to realize cross-promotional collaboration, and synergistic benefits related to programming and production.”

“We are pleased to have reached this agreement with Sinclair for the sale of these 21 RSNs, subject to the conditions of the consent decree with the U.S. Department of Justice,” said Christine McCarthy, Senior Executive Vice President and Chief Financial Officer, The Walt Disney Company.

Last year, Disney and 21st Century Fox entered into a consent decree with the U.S. Department of Justice that allowed Disney’s acquisition of 21st Century Fox to proceed while requiring the subsequent sale of the RSNs. Sinclair’s purchase does not include 21st Century Fox’s equity interest in the YES Network, the disposition of which is also required as part of the consent decree. Disney completed its $71 billion acquisition of 21st Century Fox in March.

The RSNs to be acquired by Sinclair are: Fox Sports Arizona, Fox Sports Detroit, Fox Sports Florida, Fox Sports Sun, Fox Sports North, Fox Sports Wisconsin, Fox Sports Ohio, SportsTime Ohio, Fox Sports South, Fox Sports Carolina, Fox Sports Tennessee, Fox Sports Southeast, Fox Sports Southwest, Fox Sports Oklahoma, Fox Sports New Orleans, Fox Sports Midwest, Fox Sports Kansas City, Fox Sports Indiana, Fox Sports San Diego, Fox Sports West, and Prime Ticket. Also included in the acquisition is Fox College Sports.

Sinclair expects to capitalize Diamond with $1.4 billion in cash equity, comprised of a combination of approximately $0.7 billion of cash on hand and a contribution of $0.7 billion in the form of new fully committed debt at Sinclair Television Group, Inc. In addition, the purchase price will be funded with $1.0 billion of fully committed privately-placed preferred equity of a newly-formed indirect wholly-owned subsidiary of Sinclair and direct parent of RSN Holding Company.  The remainder of the purchase price is being funded by $8.2 billion of fully committed secured and unsecured debt incurred by Diamond. The transaction will be treated as an asset sale for tax purposes, with Sinclair receiving a full step-up in basis.

The transaction has been unanimously approved by the Board of Directors of both Sinclair and Disney.

Advisors:

Guggenheim Securities, LLC, Deutsche Bank Securities Inc., RBC Capital Markets, Pursuit Advisors, and Moelis & Company are acting as Sinclair’s financial advisors.  Fried, Frank, Harris, Shriver & Jacobson LLP, Pillsbury Winthrop Shaw Pittman LLP, Latham & Watkins LLP and Thomas & Libowitz P.A. are acting as legal advisors to Sinclair in connection with this transaction.

Allen & Company LLC and J.P. Morgan are acting as Disney’s financial advisors. Cravath, Swaine & Moore LLP and Covington & Burling LLP are acting as legal advisors to Disney in connection with this transaction.

Financing:

JPMorgan Chase Bank, N.A., Deutsche Bank AG New York Branch, Deutsche Bank Securities Inc., Royal Bank of Canada, and Bank of America N.A. and Merrill Lynch, Pierce, Fenner & Smith Inc. are providing committed debt financing. Committed preferred equity financing will be provided by JPMorgan Chase Funding, Inc.

Investor Call:

The senior management of Sinclair intends to hold a conference call to discuss the RSN acquisition on May 6, 2019 at 9:00 a.m. ET.  The call will be webcast live and a slide presentation will be available during the call and can be accessed at www.sbgi.net under “Investors/Webcasts.”  After the call, an audio replay will remain available at www.sbgi.net.  The press and the public will be welcome on the call in a listen-only mode.  The dial-in number is (844) 602-0380.

About Sinclair Broadcast Group, Inc.:

Sinclair is one of the largest and most diversified television broadcasting companies in the country. The Company owns, operates and/or provides services to 191 television stations in 89 markets. Sinclair is a leading local news provider in the country and is dedicated to impactful journalism with a local focus. The Company has multiple national networks, live local sports production, as well as stations affiliated with all the major networks. Sinclair’s content is delivered via multiple-platforms, including over-the-air, multi-channel video program distributors, and digital platforms. The Company regularly uses its website as a key source of Company information which can be accessed at www.sbgi.net.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Studio Entertainment; Parks, Experiences and Products; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenues of $59.4 billion in its Fiscal Year 2018.

About Entertainment Studios/Allen Media

Chairman and CEO Byron Allen founded Entertainment Studios, one of the largest independent media companies, in 1993. The Entertainment Studios portfolio includes nine television networks serving nearly 150 million subscribers: THE WEATHER CHANNEL, THE WEATHER CHANNEL EN ESPAÑOL, PETS.TV, COMEDY.TV, RECIPE.TV, CARS.TV, ES.TV, MYDESTINATION.TV, and JUSTICE CENTRAL.TV, as well as the LOCAL NOW streaming service. The company also owns Entertainment Studios Motion Pictures — one of the world’s leading independent movie finance and theatrical distribution companies.

Forward-Looking Statements: 

Certain statements and information in this communication may be deemed to be “forward-looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995. Forward-looking statements may include, but are not limited to, statements relating to Disney’s and Sinclair’s objectives, plans and strategies, and all statements (other than statements of historical facts) that address activities, events or developments that Disney and Sinclair intend, expect, project, believe or anticipate will or may occur in the future. These statements are often characterized by terminology such as “believe,” “hope,” “may,” “anticipate,” “should,” “intend,” “plan,” “will,” “expect,” “estimate,” “project,” “positioned,” “strategy” and similar expressions, and are based on assumptions and assessments made by Disney and Sinclair’s management in light of their experience and their perception of historical trends, current conditions, expected future developments, and other factors they believe to be appropriate. Any forward-looking statements in this communication are made as of the date hereof, and Disney and Sinclair undertake no duty to update or revise any such statements, whether as a result of new information, future events or otherwise. Forward-looking statements are not guarantees of future performance. Whether actual results will conform to expectations and predictions is subject to known and unknown risks and uncertainties, including: general economic, market, or business conditions; risks associated with the ability to consummate the RSN acquisition and the timing of the closing thereof; the risk that a regulatory approval that may be required for the proposed transaction is delayed, is not obtained or is obtained subject to conditions that are not anticipated; pricing fluctuations in local and national advertising; future regulatory actions and conditions in the television stations’ operating areas; competition from others in the broadcast television markets; volatility in programming costs; the ability to successfully integrate the RSN operations and employees; the ability to realize anticipated benefits of the RSN acquisition; the potential impact of announcement of the RSN acquisition or consummation of the transaction on relationships, including with employees, customers and competitors; and other circumstances beyond Disney’s and Sinclair’s control. Refer to the section entitled “Risk Factors” in Disney’s, 21st Century Fox’s and Sinclair’s annual and quarterly reports filed with the SEC for a discussion of important factors that could cause actual results, developments and business decisions to differ materially from forward-looking statements.

Contacts

Sinclair Investor Contact:
Lucy Rutishauser, SVP & CFO
(410) 568-1500

Sinclair Media Contact:
Robert Ford
rford@5wpr.com

Disney Investor Contact:
Lowell Singer
lowell.singer@disney.com
(818) 560-6601

 

Disney Media Contacts:
Zenia Mucha
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
david.j.jefferson@disney.com
(818) 560-4832

The post Sinclair Broadcast Group to Acquire 21 Regional Sports Networks from Disney at a Valuation of $10.6 Billion appeared first on The Walt Disney Company.

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21st Century Fox and Disney Announce Distribution Adjustment Multiple in Connection with Acquisition and Effect on Outstanding Shares https://thewaltdisneycompany.com/press-releases/21st-century-fox-and-disney-announce-distribution-adjustment-multiple-in-connection-with-acquisition-and-effect-on-outstanding-shares/ Tue, 30 Dec 2025 19:59:58 +0000 https://thewaltdisneycompany.com/news// The post 21st Century Fox and Disney Announce Distribution Adjustment Multiple in Connection with Acquisition and Effect on Outstanding Shares appeared first on The Walt Disney Company.

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NEW YORK and BURBANK, Calif.March 18, 2019 /PRNewswire/ — Twenty-First Century Fox, Inc. (“21CF”) (NASDAQ: FOXA, FOX) and The Walt Disney Company (“Disney”) (NYSE: DIS) announced today that the distribution adjustment multiple used to determine the portion of each share of 21CF common stock to be exchanged for common stock of Fox Corporation (“FOX”) in the Distribution (as defined below) (the “Distribution Adjustment Multiple”), has been calculated to be approximately 1.357190, in accordance with the Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”), dated as of June 20, 2018, by and among 21CF, Disney, TWDC Holdco 613 Corp., the holding company that will own both Disney and 21CF following the completion of the transactions contemplated thereby, and certain of Disney’s other subsidiaries.

21CF expects to distribute, at approximately 8:00 a.m. Eastern Time tomorrow, all issued and outstanding shares of FOX common stock to 21CF stockholders (other than holders of the shares held by subsidiaries of 21CF) on a pro rata basis (the “Distribution”). Pursuant to the Amended and Restated Distribution Agreement and Plan of Merger, dated as of June 20, 2018, by and between 21CF and 21CF Distribution Merger Sub, Inc., and because the Distribution Adjustment Multiple is approximately 1.357190, 0.263183 of each share of 21CF common stock held at the time of the Distribution will be exchanged for 1/3 of one share of FOX common stock of the same class, and holders will receive cash in lieu of any fractional share of FOX common stock they otherwise would have been entitled to receive in connection with the Distribution. Following the completion of the Distribution, holders will continue to own 0.736817 of each such share of 21CF common stock, which will remain issued and outstanding until 21CF merges with a subsidiary of Disney (the “Acquisition”). The 0.736817 of each share of 21CF common stock remaining outstanding following the Distribution will be exchanged for the amount of consideration in the Acquisition that a whole share of 21CF common stock would have been exchanged for before giving effect to the Distribution, because the consideration that holders will receive in the Acquisition is automatically adjusted pursuant to the Merger Agreement to take the Distribution into account by multiplying the value of such consideration by the Distribution Adjustment Multiple.

As previously announced, 21CF and Disney anticipate the effectiveness of the Acquisition to occur at 12:02 a.m. Eastern Timeon March 20, 2019.

About 21CF
21CF is one of the world’s leading portfolios of cable, broadcast, film, pay TV and satellite assets spanning six continents across the globe. Reaching more than 1.8 billion subscribers in approximately 50 local languages every day, 21CF is home to a global portfolio of cable and broadcasting networks and properties, including FOX, FX, FXX, FXM, FS1, Fox News Channel, Fox Business Network, FOX Sports, Fox Sports Network, National Geographic Channels, Star India, 28 local television stations in the U.S. and more than 350 international channels; film studio Twentieth Century Fox Film; and television production studios Twentieth Century Fox Television and a 50 per cent ownership interest in Endemol Shine Group. For more information about 21CF, please visit www.21CF.com.

About Disney
Disney, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Parks, Experiences and Products; Studio Entertainment; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenues of $59.4 billion in its Fiscal Year 2018. For more information about Disney, please visit thewaltdisneycompany.com.

Cautionary Notes on Forward Looking Statements
This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements, including the failure to consummate the proposed transaction or to make any filing or take other action required to consummate such transaction in a timely matter or at all, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the completion of the proposed transaction may not occur on the anticipated terms and timing or at all, (ii) the risk that a condition to closing of the transaction may not be satisfied (including, but not limited to, the receipt of legal opinions with respect to the treatment of certain aspects of the transaction under U.S. and Australian tax laws), (iii) the risk that the anticipated tax treatment of the transaction is not obtained, (iv) an increase or decrease in the anticipated transaction taxes (including due to any changes to tax legislation and its impact on tax rates (and the timing of the effectiveness of any such changes)) to be paid in connection with the separation prior to the closing of the transactions could cause an adjustment to the number of shares of New Disney, a new holding company that will become a parent of both Disney and 21CF, and the cash amount to be paid to holders of 21CF’s common stock, (v) potential litigation relating to the proposed transaction that could be instituted against 21CF, Disney or their respective directors, (vi) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the transactions, (vii) risks associated with third party contracts containing consent and/or other provisions that may be triggered by the proposed transaction, (viii) negative effects of the announcement or the consummation of the transaction on the market price of 21CF’s common stock, Disney’s common stock and/or New Disney’s common stock, (ix) risks relating to the value of the New Disney shares to be issued in the transaction and uncertainty as to the long-term value of New Disney’s common stock, (x) the potential impact of unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition and losses on the future prospects, business and management strategies for the management, expansion and growth of New Disney’s operations after the consummation of the transaction and on the other conditions to the completion of the Acquisition, (xi) the risks and costs associated with, and the ability of New Disney to, integrate the businesses successfully and to achieve anticipated synergies, (xii) the risk that disruptions from the proposed transaction will harm 21CF’s or Disney’s business, including current plans and operations, (xiii) the ability of 21CF or Disney to retain and hire key personnel, (xiv) adverse legal and regulatory developments or determinations or adverse changes in, or interpretations of, U.S., Australian or other foreign laws, rules or regulations, including tax laws, rules and regulations, that could delay or prevent completion of the proposed transactions or cause the terms of the proposed transactions to be modified, (xv) the ability of the parties to obtain or consummate financing or refinancing related to the transactions upon acceptable terms or at all, (xvi) as well as management’s response to any of the aforementioned factors.

These risks, as well as other risks associated with the proposed transactions, are more fully discussed in the updated joint proxy statement/prospectus included in the registration statement on Form S-4 of New Disney that was filed in connection with the transaction, and in the information statement included in the registration statement on Form 10 with respect to Fox Corporation. While the list of factors presented here and in the updated joint proxy statement/prospectus included in the Form S-4 and in the information statement included in the Form 10 of Fox Corporation are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on 21CF’s, Disney’s, New Disney’s or Fox Corporation’s consolidated financial condition, results of operations, credit rating or liquidity. Neither 21CF, Disney, New Disney nor Fox Corporation assume any obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

The post 21st Century Fox and Disney Announce Distribution Adjustment Multiple in Connection with Acquisition and Effect on Outstanding Shares appeared first on The Walt Disney Company.

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Disney and 21st Century Fox Announce Preliminary Election Results in Connection with Acquisition https://thewaltdisneycompany.com/press-releases/disney-and-21st-century-fox-announce-preliminary-election-results-in-connection-with-acquisition/ Tue, 30 Dec 2025 19:55:58 +0000 https://thewaltdisneycompany.com/news// The post Disney and 21st Century Fox Announce Preliminary Election Results in Connection with Acquisition appeared first on The Walt Disney Company.

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BURBANK, Calif. and NEW YORK, New York, March 15, 2019 – The Walt Disney Company (“Disney”) (NYSE: DIS) and Twenty-First Century Fox, Inc. (“21CF”) (NASDAQ: FOXA, FOX), in connection with Disney’s acquisition of 21CF (the “Acquisition”), announced today the preliminary results of the elections made by 21CF stockholders regarding the form of consideration they wish to receive in exchange for their shares of 21CF common stock in the Acquisition in accordance with the Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”), dated as of June 20, 2018, by and among 21CF, Disney, TWDC Holdco 613 Corp., the holding company that will own both Disney and 21CF following the completion of the transactions contemplated thereby (“New Disney”), and certain of Disney’s other subsidiaries.

As previously announced, the deadline for 21CF stockholders to have made an election as to the form of consideration they wish to receive in connection with the Acquisition was 5:00 p.m., Eastern Time, on March 14, 2019 (the “Election Deadline”).

Based on available information as of the Election Deadline, the preliminary election results were:

  • Holders of 959,919,192 shares of 21CF common stock, or approximately 51.57% of outstanding shares, elected to receive cash;
  • Holders of 682,198,198 shares of 21CF common stock, or approximately 36.65% of outstanding shares, elected to receive shares of common stock of New Disney; and
  • Holders of 219,388,371 shares of 21CF common stock, or approximately 11.79% of outstanding shares, did not make an election.

The preliminary election results are subject to a notice of guaranteed delivery procedure. The final election results may therefore differ materially from the preliminary election results.

After the final election results are determined, the allocation of the consideration in the Acquisition will be calculated using the formulas set forth in the Merger Agreement. Based on the preliminary election results and the proration and adjustment procedures set forth in the Merger Agreement, holders of 21CF shares that elected to receive cash for their 21CF shares are expected to receive a portion of their consideration in shares of New Disney common stock.

As previously announced, Disney and 21CF anticipate the effectiveness of the Acquisition to occur at 12:02 a.m. Eastern Time on March 20, 2019.

About Disney

Disney, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Parks, Experiences and Products; Studio Entertainment; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenues of $59.4 billion in its Fiscal Year 2018. For more information about Disney, please visit thewaltdisneycompany.com.

About 21CF

21CF is one of the world’s leading portfolios of cable, broadcast, film, pay TV and satellite assets spanning six continents across the globe. Reaching more than 1.8 billion subscribers in approximately 50 local languages every day, 21CF is home to a global portfolio of cable and broadcasting networks and properties, including FOX, FX, FXX, FXM, FS1, Fox News Channel, Fox Business Network, FOX Sports, Fox Sports Network, National Geographic Channels, Star India, 28 local television stations in the U.S. and more than 350 international channels; film studio Twentieth Century Fox Film; and television production studios Twentieth Century Fox Television and a 50 per cent ownership interest in Endemol Shine Group. For more information about 21CF, please visit www.21CF.com.

Cautionary Notes on Forward Looking Statements

This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements, including the failure to consummate the proposed transaction or to make any filing or take other action required to consummate such transaction in a timely matter or at all, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the completion of the proposed transaction may not occur on the anticipated terms and timing or at all, (ii) the risk that a condition to closing of the transaction may not be satisfied (including, but not limited to, the receipt of legal opinions with respect to the treatment of certain aspects of the transaction under U.S. and Australian tax laws), (iii) the risk that the anticipated tax treatment of the transaction is not obtained, (iv) an increase or decrease in the anticipated transaction taxes (including due to any changes to tax legislation and its impact on tax rates (and the timing of the effectiveness of any such changes)) to be paid in connection with the separation prior to the closing of the transactions could cause an adjustment to the number of shares of New Disney, a new holding company that will become a parent of both Disney and 21CF, and the cash amount to be paid to holders of 21CF’s common stock, (v) potential litigation relating to the proposed transaction that could be instituted against 21CF, Disney or their respective directors, (vi) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the transactions, (vii) risks associated with third party contracts containing consent and/or other provisions that may be triggered by the proposed transaction, (viii) negative effects of the announcement or the consummation of the transaction on the market price of 21CF’s common stock, Disney’s common stock and/or New Disney’s common stock, (ix) risks relating to the value of the New Disney shares to be issued in the transaction and uncertainty as to the long-term value of New Disney’s common stock, (x) the potential impact of unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition and losses on the future prospects, business and management strategies for the management, expansion and growth of New Disney’s operations after the consummation of the transaction and on the other conditions to the completion of the Acquisition, (xi) the risks and costs associated with, and the ability of New Disney to, integrate the businesses successfully and to achieve anticipated synergies, (xii) the risk that disruptions from the proposed transaction will harm 21CF’s or Disney’s business, including current plans and operations, (xiii) the ability of 21CF or Disney to retain and hire key personnel, (xiv) adverse legal and regulatory developments or determinations or adverse changes in, or interpretations of, U.S., Australian or other foreign laws, rules or regulations, including tax laws, rules and regulations, that could delay or prevent completion of the proposed transactions or cause the terms of the proposed transactions to be modified, (xv) the ability of the parties to obtain or consummate financing or refinancing related to the transactions upon acceptable terms or at all, (xvi)as well as management’s response to any of the aforementioned factors.

These risks, as well as other risks associated with the proposed transactions, are more fully discussed in the updated joint proxy statement/prospectus included in the registration statement on Form S-4 of New Disney that was filed in connection with the transaction, and in the information statement included in the registration statement on Form 10 with respect to Fox Corporation. While the list of factors presented here and in the updated joint proxy statement/prospectus included in the Form S-4 and in the information statement included in the Form 10 of Fox Corporation are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on 21CF’s, Disney’s, New Disney’s or Fox Corporation’s consolidated financial condition, results of operations, credit rating or liquidity. Neither 21CF, Disney, New Disney nor Fox Corporation assume any obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

Contacts

Media Contacts:

The Walt Disney Company:

Zenia Mucha
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
david.j.jefferson@disney.com
(818) 560-4832

21st Century Fox:

Nathaniel Brown
nbrown@21cf.com
(212) 852-7746

Investor Contacts:

The Walt Disney Company:

Lowell Singer
lowell.singer@disney.com
(818) 560-6601

21st Century Fox:

Reed Nolte
rnolte@21cf.com
(212) 852-7092

Mike Petrie
mpetrie@21cf.com
(212) 852-7130

The post Disney and 21st Century Fox Announce Preliminary Election Results in Connection with Acquisition appeared first on The Walt Disney Company.

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Disney and 21st Century Fox Announce Anticipated Closing Date And Election Deadline for Form of Consideration in Acquisition https://thewaltdisneycompany.com/press-releases/disney-21st-century-fox-acquisition-closing-date-election-deadline/ Tue, 30 Dec 2025 19:06:57 +0000 https://thewaltdisneycompany.com/news// The post Disney and 21st Century Fox Announce Anticipated Closing Date And Election Deadline for Form of Consideration in Acquisition appeared first on The Walt Disney Company.

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BURBANK, Calif. and NEW YORK, New York, March 12, 2019 – The Walt Disney Company (“Disney”) (NYSE: DIS) and Twenty-First Century Fox, Inc. (“21CF”) (NASDAQ: FOXA, FOX), in connection with Disney’s acquisition of 21CF (the “Acquisition”), announced today that the deadline for holders of 21CF common stock to elect the form of consideration they wish to receive in the Acquisition will be at 5:00 p.m., Eastern Time, on March 14, 2019 (the “Election Deadline”). In addition, Disney and 21CF announced that they expect 21CF to distribute, at approximately 8:00 a.m. Eastern Time on March 19, 2019 all issued and outstanding shares of Fox Corporation common stock to 21CF stockholders (other than holders of the shares held by subsidiaries of 21CF) on a pro rata basis and for the Acquisition to become effective at 12:02 a.m. Eastern Time on March 20, 2019.

The Election Form and Letter of Transmittal (the “Election Form”) necessary for 21CF stockholders to make an election as to the form of consideration they wish to receive was mailed on December 27, 2018 to holders of record of 21CF common stock as of December 19, 2018.

As further described in the election materials sent to 21CF stockholders to make an election, 21CF stockholders should follow the applicable options available to them, and must properly complete and submit their elections and signed election materials to Computershare Trust Company, N.A., the exchange agent in the Acquisition, by the Election Deadline. 21CF stockholders who are record holders and hold all of their shares of 21CF common stock in electronic, book-entry form can also submit their election instructions online by logging on to the Web Platform at www.electdisney.com. 21CF stockholders who hold their shares through a bank, broker or other nominee should promptly contact their broker, bank or other nominee and follow their instructions as to the procedures for making an election and may be subject to an earlier deadline than the Election Deadline. Any 21CF stockholder who holds shares of 21CF common stock through a broker, bank or other nominee should contact such broker, bank or nominee with any questions.

Each 21CF stockholder may elect to receive, for each share of 21CF common stock he, she or it owns as of the Election Deadline and continues to hold immediately prior to the completion of the Acquisition, and subject to automatic proration and adjustment procedures set forth in the Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”), dated as of June 20, 2018, by and among 21CF, Disney and certain of Disney’s subsidiaries, either cash (the “Cash Consideration”) or shares of common stock, par value $0.01 per share, of TWDC Holdco 613 Corp. (“New Disney”), the holding company that will own Disney and 21CF following the Acquisition (the “Stock Consideration”).

There is no guarantee that any 21CF stockholder will receive the form of consideration he, she or it elects on its Election Form if the Acquisition closes. After the Election Deadline, Disney will calculate the amount of cash and/or shares of New Disney common stock to be distributed to each 21CF stockholder based on all valid elections received and in accordance with the Merger Agreement. Any election made will be subject to the automatic proration and adjustment procedures set forth in the Merger Agreement, which ensure that the aggregate Cash Consideration (before giving effect to adjustment for transaction taxes contemplated by the Merger Agreement) is equal to $35.7 billion. As a result, the form of consideration that each 21CF stockholder elects to receive may be adjusted such that 21CF stockholders may receive, in part, a different form of consideration than the form elected. Any 21CF stockholder not making an election will receive the Cash Consideration, the Stock Consideration or a combination of both, depending on the elections made by other 21CF stockholders according to the allocation procedures specified in the Merger Agreement and described in the joint proxy statement/prospectus, dated June 28, 2018, as supplemented.

If the Election Deadline is rescheduled, 21CF and Disney will publicly announce the rescheduled Election Deadline.

21CF stockholders should carefully read the Joint Proxy Statement/Prospectus, the Merger Agreement, the Election Form and all election materials provided to them before making their elections.

About Disney

Disney, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Parks, Experiences and Products; Studio Entertainment; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenues of $59.4 billion in its Fiscal Year 2018. For more information about Disney, please visit thewaltdisneycompany.com.

About 21CF

21CF is one of the world’s leading portfolios of cable, broadcast, film, pay TV and satellite assets spanning six continents across the globe. Reaching more than 1.8 billion subscribers in approximately 50 local languages every day, 21CF is home to a global portfolio of cable and broadcasting networks and properties, including FOX, FX, FXX, FXM, FS1, Fox News Channel, Fox Business Network, FOX Sports, Fox Sports Network, National Geographic Channels, Star India, 28 local television stations in the U.S. and more than 350 international channels; film studio Twentieth Century Fox Film; and television production studios Twentieth Century Fox Television and a 50 per cent ownership interest in Endemol Shine Group. For more information about 21CF, please visit www.21CF.com.

Cautionary Notes on Forward Looking Statements

This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements, including the failure to consummate the proposed transaction or to make any filing or take other action required to consummate such transaction in a timely matter or at all, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the completion of the proposed transaction may not occur on the anticipated terms and timing or at all, (ii) the risk that a condition to closing of the transaction may not be satisfied (including, but not limited to, the receipt of legal opinions with respect to the treatment of certain aspects of the transaction under U.S. and Australian tax laws), (iii) the risk that the anticipated tax treatment of the transaction is not obtained, (iv) an increase or decrease in the anticipated transaction taxes (including due to any changes to tax legislation and its impact on tax rates (and the timing of the effectiveness of any such changes)) to be paid in connection with the separation prior to the closing of the transactions could cause an adjustment to the number of shares of New Disney, a new holding company that will become a parent of both Disney and 21CF, and the cash amount to be paid to holders of 21CF’s common stock, (v) potential litigation relating to the proposed transaction that could be instituted against 21CF, Disney or their respective directors, (vi) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the transactions, (vii) risks associated with third party contracts containing consent and/or other provisions that may be triggered by the proposed transaction, (viii) negative effects of the announcement or the consummation of the transaction on the market price of 21CF’s common stock, Disney’s common stock and/or New Disney’s common stock, (ix) risks relating to the value of the New Disney shares to be issued in the transaction and uncertainty as to the long-term value of New Disney’s common stock, (x) the potential impact of unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition and losses on the future prospects, business and management strategies for the management, expansion and growth of New Disney’s operations after the consummation of the transaction and on the other conditions to the completion of the Acquisition, (xi) the risks and costs associated with, and the ability of New Disney to, integrate the businesses successfully and to achieve anticipated synergies, (xii) the risk that disruptions from the proposed transaction will harm 21CF’s or Disney’s business, including current plans and operations, (xiii) the ability of 21CF or Disney to retain and hire key personnel, (xiv) adverse legal and regulatory developments or determinations or adverse changes in, or interpretations of, U.S., Australian or other foreign laws, rules or regulations, including tax laws, rules and regulations, that could delay or prevent completion of the proposed transactions or cause the terms of the proposed transactions to be modified, (xv) the ability of the parties to obtain or consummate financing or refinancing related to the transactions upon acceptable terms or at all, (xvi) as well as management’s response to any of the aforementioned factors.

These risks, as well as other risks associated with the proposed transactions, are more fully discussed in the updated joint proxy statement/prospectus included in the registration statement on Form S-4 of New Disney that was filed in connection with the transaction, and in the information statement included in the registration statement on Form 10 with respect to Fox Corporation. While the list of factors presented here and in the updated joint proxy statement/prospectus included in the Form S-4 and in the information statement included in the Form 10 of Fox Corporation are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on 21CF’s, Disney’s, New Disney’s or Fox Corporation’s consolidated financial condition, results of operations, credit rating or liquidity. Neither 21CF, Disney, New Disney nor Fox Corporation assume any obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

Contacts

Media Contacts:

The Walt Disney Company:

Zenia Mucha
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
david.j.jefferson@disney.com
(818) 560-4832

21st Century Fox:

Nathaniel Brown
nbrown@21cf.com
(212) 852-7746

Investor Contacts: 

The Walt Disney Company:

Lowell Singer
lowell.singer@disney.com
(818) 560-6601

21st Century Fox:

Reed Nolte
rnolte@21cf.com
(212) 852-7092

Mike Petrie
mpetrie@21cf.com
(212) 852-7130

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Disney Provides Financial Information on its Direct-To-Consumer and International Business https://thewaltdisneycompany.com/press-releases/disney-provides-financial-information-on-its-direct-to-consumer-and-international-business/ Tue, 30 Dec 2025 18:49:01 +0000 https://thewaltdisneycompany.com/news// The post Disney Provides Financial Information on its Direct-To-Consumer and International Business appeared first on The Walt Disney Company.

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8-K Report Includes Details of Disney’s Significant Commitment and Investment in Technology and Original Content for its DTC Offerings

Disney Investor Day on April 11 Will Offer Insight into Company’s Direct-to-Consumer Business, Including a First Look at the Highly Anticipated Disney+ Streaming Service

BURBANK, Calif., January 18, 2019—The Walt Disney Company (NYSE: DIS) today provided detailed financial information regarding its recently formed Direct-to-Consumer and International business segment, offering additional insight into the Company’s growing DTC business and its investment in technology and original content.

In a Form 8-K published today, the Company recast financial results for the past three fiscal years to reflect the recent reorganization of Disney’s business segments. This recast has no impact on prior-years’ net income or earnings per share, and is intended to provide information useful to investors in analyzing the Company’s February 5 release of fiscal first quarter earnings, when financial results will be reported under the new segment structure.

“Our top priority is fully leveraging our global brands and great content to create world-class direct-to-consumer entertainment,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company. “We have the structure and management in place to drive growth in our DTC business, and our acquisition of 21st Century Fox further enhances our ability to deliver significant value to consumers and shareholders.”

Mr. Iger added, “Acquiring BAMTech enabled us to enter the DTC space quickly and effectively, as demonstrated by the success of ESPN+. The service surpassed one million subscribers in its first five months and continues to grow as it expands its content mix, all of which bodes well for our upcoming launch of Disney+. The ability to connect directly with millions of Disney, Pixar, Marvel, and Star Wars fans creates tremendous opportunities for growth. In addition to leveraging our existing IP in new ways, we’re making significant investments in original content exclusively for Disney+, creating an impressive pipeline of high-quality movies and series we believe will make the streaming service even more compelling for consumers.”

The robust slate of Disney+ content currently in production includes the first-ever live-action Star Wars series,The Mandalorian; an original series based on Disney Channel’s High School Musical; an animated series based on Pixar’s Monsters, Inc. franchise; a new season of the Star Wars animated series, Clone Wars; a live-action version of the animated classic Lady and the Tramp; and a number of original docu-series.  A live-action Marvel series starring Tom Hiddleston, a second Star Wars series starring Diego Luna, and other high-profile projects are also in development.

Disney will discuss its direct-to-consumer business in greater detail at Disney Investor Day on April 11, 2019. The Company will also present a demonstration of the highly anticipated Disney+ and a first-look at some of the original content being created by the Company’s television and film studios exclusively for the new streaming service.

 

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks, Studio Entertainment, Direct-to-Consumer and International; and Parks, Experiences and Consumer Products. Disney is a Dow 30 company and had annual revenues of $59.4 billion in its Fiscal Year 2018.


Forward-Looking Statements

Management believes certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments or asset acquisitions or dispositions), as well as from developments beyond the Company’s control, including:

  • changes in domestic and global economic conditions, competitive conditions and consumer preferences;
  • adverse weather conditions or natural disasters;
  • health concerns;
  • international, political, or military developments; and
  • technological developments.

Such developments may affect entertainment, travel and leisure businesses generally and may, among other things, affect:

  • the performance of the Company’s theatrical and home entertainment releases;
  • the advertising market for broadcast and cable television programming;
  • demand for our products and services;
  • expenses of providing medical and pension benefits;
  • income tax expense;
  • performance of some or all company businesses either directly or through their impact on those who distribute our products; and
  • completion of the pending transaction with 21CF.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 29, 2018 under Item 1A, “Risk Factors,” and subsequent reports.

Media Contacts

Zenia Mucha
zenia.mucha@disney.com
818-560-5300

David Jefferson
david.j.jefferson@disney.com
818-560-4832

The post Disney Provides Financial Information on its Direct-To-Consumer and International Business appeared first on The Walt Disney Company.

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The Walt Disney Company Announces Semi-Annual Cash Dividend of $0.88 Per Share https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-semi-annual-cash-dividend-of-0-88-per-share/ Tue, 30 Dec 2025 18:43:24 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Semi-Annual Cash Dividend of $0.88 Per Share appeared first on The Walt Disney Company.

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BURBANK, Calif., November 28, 2018 – The Walt Disney Company (NYSE: DIS) Board of Directors today announced a semi-annual cash dividend of $0.88 per share, payable January 10, 2019 to shareholders of record at the close of business on December 10, 2018. The Company last paid a semi-annual dividend of $0.84 per share in July.

“Given our record financial performance in fiscal 2018, we are pleased to increase our dividend to shareholders, while continuing to invest for future growth with our pending acquisition of 21st Century Fox and the ongoing development of our direct-to-consumer business,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company. “This payment brings our total dividends for the fiscal year to $1.72 a share.”

The Company also announced that it has scheduled its annual shareholders’ meeting for Thursday, March 7, 2019 in St. Louis, MO.

About the Walt Disney Company:

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks, Studio Entertainment, Direct-to-Consumer and International; and Parks, Experiences and Consumer Products. Disney is a Dow 30 company and had annual revenues of $59.4 billion in its Fiscal Year 2018.

Forward-Looking Statements:

Management believes certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments or asset acquisitions or dispositions), as well as from developments beyond the Company’s control, including:

  • changes in domestic and global economic conditions, competitive conditions and consumer preferences;
  • adverse weather conditions or natural disasters;
  • health concerns;
  • international, political, or military developments; and
  • technological developments.

Such developments may affect entertainment, travel and leisure businesses generally and may, among other things, affect:

  • the performance of the Company’s theatrical and home entertainment releases;
  • the advertising market for broadcast and cable television programming;
  • demand for our products and services;
  • expenses of providing medical and pension benefits;
  • income tax expense;
  • performance of some or all company businesses either directly or through their impact on those who distribute our products; and
  • completion of the pending transaction with 21CF.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 29, 2018 under Item 1A, “Risk Factors,” and subsequent reports. 

###

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The Walt Disney Company Consents to 21st Century Fox’s Decision to Tender its 39% Stake in Sky https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-consents-to-21st-century-foxs-decision-to-tender-its-39-stake-in-sky/ Tue, 30 Dec 2025 18:41:42 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Consents to 21st Century Fox’s Decision to Tender its 39% Stake in Sky appeared first on The Walt Disney Company.

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Disney Plans to Aggressively Invest in Content Creation for Its Direct-to-Consumer Platforms

BURBANK, Calif., September 26, 2018—The Walt Disney Company (NYSE: DIS) has consented to Twenty-First Century Fox, Inc.’s (“21st Century Fox”—NASDAQ: FOXA, FOX) decision to tender or sell its 39% stake in Sky plc as soon as allowable under terms of Comcast Corp.’s £17.28 per share offer for Sky. The current value of Fox’s Sky stake is more than $15 billion.

The transaction, coupled with the divestiture of the Fox Sports Regional Networks, will significantly reduce the amount of debt Disney will incur in acquiring 21st Century Fox, and enable Disney to maintain its strong balance sheet as it continues to invest in content creation for its direct-to-consumer platforms. Disney will expand its considerable investment in the Disney-branded direct-to-consumer offering launching in late 2019 and the new ESPN+ sports streaming service, and will seek to increase investment in Hulu’s content offerings and international distribution. Disney and 21st Century Fox each currently hold 30% stakes in Hulu.

“Along with the net proceeds from the divestiture of the RSNs, the sale of Fox’s Sky holdings will substantially reduce the cost of our overall acquisition and allow us to aggressively invest in building and creating high-quality content for our direct-to-consumer platforms to meet the growing demands of viewers,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company.

The acquisition has received formal approval from shareholders of both companies, and Disney and 21st Century Fox have entered into a consent decree with the U.S. Department of Justice that allows the acquisition to proceed, while requiring the sale of the Fox Sports Regional Networks. The transaction is subject to a number of non-U.S. merger and other regulatory reviews.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Studio Entertainment; Parks, Experiences and Consumer Products; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenues of $55.1 billion in its Fiscal Year 2017.

FORWARD-LOOKING STATEMENTS

Management believes certain statements in this release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments or asset acquisitions or dispositions), as well as from developments beyond the Company’s control, including:

  • changes in domestic and global economic conditions, competitive conditions and consumer preferences;
  • adverse weather conditions or natural disasters;
  • health concerns;
  • international, political, or military developments; and
  • technological developments.

Such developments may affect entertainment, travel and leisure businesses generally and may, among other things, affect:

  • the performance of the Company’s theatrical and home entertainment releases;
  • the advertising market for broadcast and cable television programming;
  • demand for our products and services;
  • expenses of providing medical and pension benefits;
  • income tax expense;
  • performance of some or all company businesses either directly or through their impact on those who distribute our products; and
  • the pending transaction with 21CF.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2017 under Item 1A, “Risk Factors,” in the Company’s Report on Form 10-Q for the quarter ended December 30, 2017 under Item 1A, “Risk Factors,” and subsequent reports.

Contacts

Media Contacts:

Zenia Mucha
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
david.j.jefferson@disney.com
(818) 560-4832

Investor Contact:

Lowell Singer
lowell.singer@disney.com
(818) 560-6601

The post The Walt Disney Company Consents to 21st Century Fox’s Decision to Tender its 39% Stake in Sky appeared first on The Walt Disney Company.

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21st Century Fox And Disney Stockholders Approve Acquisition By Disney https://thewaltdisneycompany.com/press-releases/21st-century-fox-and-disney-stockholders-approve-acquisition-by-disney/ Tue, 30 Dec 2025 18:37:50 +0000 https://thewaltdisneycompany.com/news// The post 21st Century Fox And Disney Stockholders Approve Acquisition By Disney appeared first on The Walt Disney Company.

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NEW YORK, New York, July 27, 2018—Twenty-First Century Fox, Inc. (“21st Century Fox”—NASDAQ: FOXA, FOX) and The Walt Disney Company (“Disney”—NYSE: DIS) announced that, at separate special meetings today, stockholders of the two companies approved all proposals related to Disney’s acquisition of 21st Century Fox. The proposals included the adoption by 21st Century Fox stockholders of the merger agreement with Disney (the “Disney Merger Agreement”) and the distribution merger agreement for the spin-off of new “Fox.” Disney stockholders approved the issuance of new common stock that will be distributed to 21st Century Fox stockholders as part of the acquisition.

“Combining the 21CF businesses with Disney and establishing new ‘Fox’ will unlock significant value for our shareholders,” said Rupert Murdoch, Executive Chairman, 21st Century Fox. “We are grateful to our shareholders for approving this transaction. I want to thank all of our executives and colleagues for their enormous contributions in building 21st Century Fox over the past decades. With their help, we expect the enlarged Disney and new ‘Fox’ companies will be pre-eminent in the entertainment and media industries.”

“We’re incredibly pleased that shareholders of both companies have granted approval for us to move forward, and are confident in our ability to create significant long-term value through this acquisition of Fox’s premier assets,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company.  “We remain grateful to Rupert Murdoch and to the rest of the 21st Century Fox board for entrusting us with the future of these extraordinary businesses, and look forward to welcoming 21st Century Fox’s stellar talent to Disney and ultimately integrating our businesses to provide consumers around the world with more appealing content and entertainment options.”

Under the Disney Merger Agreement, 21st Century Fox stockholders may elect to receive $38 per share in either cash or shares of New Disney, a new holding company that will become the parent of both Disney and 21st Century Fox (the consideration may be subject to adjustment for certain tax liabilities). The overall mix of consideration paid to 21st Century Fox stockholders will be approximately 50% cash and 50% stock. The stock consideration is subject to a collar, which will ensure that 21st Century Fox stockholders will receive consideration equal to $38 in value if the average Disney stock price at closing is between $93.53 and $114.32. Disney expects to pay a total of about $35.7 billion in cash and issue approximately 343 million New Disney shares to 21st Century Fox stockholders. As a result, current 21st Century Fox stockholders will own a 17-20% stake in New Disney on a pro forma basis.

Last month, the U.S. Department of Justice entered into a consent decree with Disney and 21st Century Fox that allows the transaction to proceed, while requiring the sale of the Fox Sports Regional Networks.  Completion of the transaction is subject to a number of non-U.S. merger and other regulatory reviews, and other customary closing conditions.

Final voting tallies from the 21st Century Fox and Disney special meetings are subject to certification by the companies’ respective inspectors of elections, and will be included in reports to be filed by 21st Century Fox and Disney with the Securities and Exchange Commission.

About 21st Century Fox

21st Century Fox is one of the world’s leading portfolios of cable, broadcast, film, pay TV and satellite assets spanning six continents across the globe. Reaching more than 1.8 billion subscribers in approximately 50 local languages every day, 21st Century Fox is home to a global portfolio of cable and broadcasting networks and properties, including FOX, FX, FXX, FXM, FS1, Fox News Channel, Fox Business Network, FOX Sports, Fox Sports Network, National Geographic Channels, Star India, 28 local television stations in the U.S. and more than 350 international channels; film studio Twentieth Century Fox Film; and television production studios Twentieth Century Fox Television and a 50 per cent ownership interest in Endemol Shine Group. 21st Century Fox also holds approximately 39.1 per cent of the issued shares of Sky, Europe’s leading entertainment company, which serves nearly 23 million households across five countries. For more information about 21st Century Fox, please visit www.21CF.com.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Studio Entertainment; Parks, Experiences and Consumer Products; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenues of $55.1 billion in its Fiscal Year 2017.

Contacts

Media Contacts:

21st Century Fox:

Julie Henderson
jhenderson@21cf.com
(310) 369-0773

Nathaniel Brown
nbrown@21cf.com
(212) 852-7746

The Walt Disney Company:

Zenia Mucha
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
david.j.jefferson@disney.com
(818) 560-4832

Investor Contacts:

21st Century Fox:

Reed Nolte
rnolte@21cf.com
(212) 852-7092

The Walt Disney Company:

Lowell Singer
Lowell.singer@disney.com
(818) 560-6601

Cautionary Notes on Forward Looking Statements

This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of these words.  Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements, including the failure to consummate the proposed transaction or to make any filing or take other action required to consummate such transaction in a timely matter or at all, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the completion of the proposed transaction may not occur on the anticipated terms and timing or at all, (ii) the required regulatory approvals are not obtained, or that in order to obtain such regulatory approvals, conditions are imposed that adversely affect the anticipated benefits from the proposed transaction or cause the parties to abandon the proposed transaction, (iii) the risk that a condition to closing of the transaction may not be satisfied (including, but not limited to, the receipt of legal opinions with respect to the treatment of certain aspects of the transaction under U.S. and Australian tax laws), (iv) the risk that the anticipated tax treatment of the transaction is not obtained, (v) an increase or decrease in the anticipated transaction taxes (including due to any changes to tax legislation and its impact on tax rates (and the timing of the effectiveness of any such changes)) to be paid in connection with the separation prior to the closing of the transactions could cause an adjustment to the number of shares of New Disney, a new holding company that will become a parent of both Disney and 21CF, and the cash amount to be paid to holders of 21CF’s common stock, (vi) potential litigation relating to the proposed transaction that could be instituted against 21CF, Disney or their respective directors, (vii) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the transactions, (viii) risks associated with third party contracts containing consent and/or other provisions that may be triggered by the proposed transaction, (ix) negative effects of the announcement or the consummation of the transaction on the market price of 21CF’s common stock, Disney’s common stock and/or New Disney’s common stock, (x) risks relating to the value of the New Disney shares to be issued in the transaction and uncertainty as to the long-term value of New Disney’s common stock, (xi) the potential impact of unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition and losses on the future prospects, business and management strategies for the management, expansion and growth of New Disney’s operations after the consummation of the transaction and on the other conditions to the completion of the merger, (xii) the risks and costs associated with, and the ability of New Disney to, integrate the businesses successfully and to achieve anticipated synergies, (xiii) the risk that disruptions from the proposed transaction will harm 21CF’s or Disney’s business, including current plans and operations, (xiv) the ability of 21CF or Disney to retain and hire key personnel, (xv) adverse legal and regulatory developments or determinations or adverse changes in, or interpretations of, U.S., Australian or other foreign laws, rules or regulations, including tax laws, rules and regulations, that could delay or prevent completion of the proposed transactions or cause the terms of the proposed transactions to be modified, (xvi) the ability of the parties to obtain or consummate financing or refinancing related to the transactions upon acceptable terms or at all, (xvii) the risk that New Fox, as a new company that currently has no credit rating, will not have access to the capital markets on acceptable terms, (xviii) the risk that New Fox may be unable to achieve some or all of the benefits that 21CF expects New Fox to achieve as an independent, publicly-traded company, (xix) the risk that New Fox may be more susceptible to market fluctuations and other adverse events than it would have otherwise been while still a part of 21CF, (xx) the risk that New Fox will incur significant indebtedness in connection with the separation and distribution, and the degree to which it will be leveraged following completion of the distribution may materially and adversely affect its business, financial condition and results of operations, (xxi) as well as management’s response to any of the aforementioned factors.

These risks, as well as other risks associated with the proposed transactions, are more fully discussed in the updated joint proxy statement/prospectus included in the registration statement on Form S-4 of New Disney that was filed in connection with the transaction, and will be more fully discussed in the registration statement that will be filed with respect to New Fox. While the list of factors presented here and in the updated joint proxy statement/prospectus included in the Form S-4 are, and the list of factors presented in the registration statement of New Fox will be, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on 21CF’s, Disney’s or New Disney’s consolidated financial condition, results of operations, credit rating or liquidity. Neither 21CF, Disney nor New Disney assume any obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

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The Walt Disney Company Announces Semi-Annual Cash Dividend of $0.84 Per Share https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-semi-annual-cash-dividend-of-0-84-per-share-2/ Tue, 30 Dec 2025 18:34:41 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Semi-Annual Cash Dividend of $0.84 Per Share appeared first on The Walt Disney Company.

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BURBANK, Calif. – The Walt Disney Company (NYSE: DIS) Board of Directors today announced a semi-annual cash dividend of $0.84 per share, payable July 26, 2018 to shareholders of record at the close of business on July 9, 2018.

“The Walt Disney Company had an excellent first half this fiscal year, delivering a 59% increase in diluted EPS, and we are pleased to be able to pay another strong dividend to shareholders while continuing to invest for future growth,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company.

The company last paid a semi-annual dividend of $0.84 per share in January.

About The Walt Disney Company:

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Studio Entertainment; Parks, Experiences and Consumer Products; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenue of $55.1 billion in its Fiscal Year 2017.

Forward Looking Statements:

Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of our views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements. Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives, as well as from developments beyond the Company’s control including international, political, or military developments, health concerns, technological developments and changes in domestic and global economic conditions that may affect our businesses generally. Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2017 under Item 1A “Risk Factors,” and subsequent reports.

Contacts

The Walt Disney Company
Zenia Mucha
Corporate Communications
(818) 560-5300

David Jefferson
Corporate Communications
(818) 560-4832

Lowell Singer
Investor Relations
(818) 560-6601

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U.S. Department of Justice Clears Disney Acquisition of 21st Century Fox https://thewaltdisneycompany.com/press-releases/u-s-department-of-justice-clears-disney-acquisition-of-21st-century-fox/ Tue, 30 Dec 2025 18:31:09 +0000 https://thewaltdisneycompany.com/news// The post U.S. Department of Justice Clears Disney Acquisition of 21st Century Fox appeared first on The Walt Disney Company.

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BURBANK, Calif., June 27, 2018—The Walt Disney Company (NYSE:DIS) announced today that the Antitrust Division of the United States Department of Justice (DOJ) has cleared the pending acquisition by Disney of Twenty-First Century Fox, Inc. (“21st Century Fox”—NASDAQ: FOXA, FOX).

The DOJ has entered into a consent decree with Disney and 21st Century Fox that allows the acquisition to proceed, while requiring the sale of the Fox Sports Regional Networks. Under the consent decree, Disney will have at least 90 days from the date of closing the transaction to complete this sale, with the possibility that the DOJ can grant extensions of time up to another 90 days. The decree is subject to the normal court approval process.

The parties have worked diligently since announcing the acquisition last December to provide the DOJ the information that it needed for its investigation of the transaction. We are pleased that the DOJ concluded that, with the exception of the proposed acquisition of the Fox Sports Regional Networks, the transaction will not harm competition, and that we were able to resolve the limited potential concerns to position us to move forward with this exciting opportunity that will enable us to create even more compelling consumer experiences.

Last week, Disney and Fox announced an amended acquisition agreement pursuant to which Disney will acquire Fox for $38 per share in cash and stock, immediately following the spin-off of the businesses comprising “New Fox” as previously announced.

Completion of the transaction is subject to a number of non-United States merger and other regulatory reviews, and other customary closing conditions, as well as approval of shareholders of both companies.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Studio Entertainment; Parks, Experiences and Consumer Products; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenue of $55.1 billion in its Fiscal Year 2017.

About 21st Century Fox

21st Century Fox is one of the world’s leading portfolios of cable, broadcast, film, pay TV and satellite assets spanning six continents across the globe. Reaching more than 1.8 billion subscribers in approximately 50 local languages every day, 21st Century Fox is home to a global portfolio of cable and broadcasting networks and properties, including FOX, FX, FXX, FXM, FS1, Fox News Channel, Fox Business Network, FOX Sports, Fox Sports Network, National Geographic Channels, Star India, 28 local television stations in the U.S. and more than 350 international channels; film studio Twentieth Century Fox Film; and television production studios Twentieth Century Fox Television and a 50 per cent ownership interest in Endemol Shine Group. 21st Century Fox also holds approximately 39.1 per cent of the issued shares of Sky, Europe’s leading entertainment company, which serves nearly 23 million households across five countries. For more information about 21st Century Fox, please visitwww.21CF.com.

 

Important Information About the Transaction and Where to Find It

In connection with the proposed transaction between The Walt Disney Company (“Disney”) and Twenty-First Century Fox, Inc. (“21CF”), which will be effected through the formation of a new holding company that will become the parent of both Disney and 21CF and is referred to as New Disney, TWDC Holdco 613 Corp. (“New Disney”) has filed with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 (the “Form S-4”) that includes a joint proxy statement of Disney and 21CF that also constitutes a prospectus of New Disney, which replaces the definitive joint proxy statement/prospectus which Disney and 21CF previously filed with the SEC on May 24, 2018 and mailed to their respective stockholders on or about June 1, 2018. 21CF will file with the SEC a registration statement for a newly formed subsidiary (“New Fox”), which is contemplated to own certain assets and businesses of 21CF not being acquired by Disney in connection with the proposed transaction. 21CF, Disney and New Disney may also file other documents with the SEC regarding the proposed transaction. This document is not a substitute for the Form S-4, the joint proxy statement/prospectus or the registration statement of New Fox or any other document which 21CF, Disney or New Disney may file with the SEC. INVESTORS AND SECURITY HOLDERS OF 21CF AND DISNEY ARE URGED TO READ THE REGISTRATION STATEMENTS, THE JOINT PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS.Investors and security holders may obtain free copies of the Form S-4 including the joint proxy statement/prospectus and, when available, other documents filed with the SEC by 21CF, Disney and New Disney through the web site maintained by the SEC at www.sec.gov or by contacting the investor relations department of:

21CF
1211 Avenue of Americas
New York, NY 10036
Attention: Investor Relations
1 (212) 852 7059
Investor@21CF.com
Disney
c/o Broadridge Corporate Issuer Solutions
P.O. Box 1342
Brentwood, NY 11717
Attention: Disney Shareholder Services
1 (855) 553 4763

Participants in the Solicitation

21CF, Disney, New Disney and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding 21CF’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is available in 21CF’s Annual Report on Form 10-K for the year ended June 30, 2017 and its proxy statement filed on September 28, 2017, which are filed with the SEC. Information regarding Disney’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is available in Disney’s Annual Report on Form 10-K for the year ended September 30, 2017 and its proxy statement filed on January 12, 2018, which are filed with the SEC. A more complete description is included in the registration statement on Form S-4 and the joint proxy statement/prospectus and will be included the registration statement of New Fox.

No Offer or Solicitation

This communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.

Cautionary Notes on Forward Looking Statements

This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements, including the failure to consummate the proposed transaction or to make any filing or take other action required to consummate such transaction in a timely matter or at all, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the completion of the proposed transaction may not occur on the anticipated terms and timing or at all, (ii) the required regulatory approvals are not obtained, or that in order to obtain such regulatory approvals, conditions are imposed that adversely affect the anticipated benefits from the proposed transaction or cause the parties to abandon the proposed transaction, (iii) the risk that a condition to closing of the transaction may not be satisfied (including, but not limited to, the receipt of legal opinions with respect to the treatment of certain aspects of the transaction under U.S. and Australian tax laws), (iv) the risk that the anticipated tax treatment of the transaction is not obtained, (v) an increase or decrease in the anticipated transaction taxes (including due to any changes to tax legislation and its impact on tax rates (and the timing of the effectiveness of any such changes)) to be paid in connection with the separation prior to the closing of the transactions could cause an adjustment to the number of New Disney shares and the cash amount to be paid to holders of 21CF’s common stock, (vi) potential litigation relating to the proposed transaction that could be instituted against 21CF, Disney or their respective directors, (vii) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the transactions, (viii) risks associated with third party contracts containing consent and/or other provisions that may be triggered by the proposed transaction, (ix) negative effects of the announcement or the consummation of the transaction on the market price of 21CF’s common stock, Disney’s common stock and/or New Disney’s common stock, (x) risks relating to the value of the New Disney shares to be issued in the transaction and uncertainty as to the long-term value of New Disney’s common stock, (xi) the potential impact of unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition and losses on the future prospects, business and management strategies for the management, expansion and growth of New Disney’s operations after the consummation of the transaction and on the other conditions to the completion of the merger, (xii) the risks and costs associated with, and the ability of New Disney to, integrate the businesses successfully and to achieve anticipated synergies, (xiii) the risk that disruptions from the proposed transaction will harm 21CF’s or Disney’s business, including current plans and operations, (xiv) the ability of 21CF or Disney to retain and hire key personnel, (xv) adverse legal and regulatory developments or determinations or adverse changes in, or interpretations of, U.S., Australian or other foreign laws, rules or regulations, including tax laws, rules and regulations, that could delay or prevent completion of the proposed transactions or cause the terms of the proposed transactions to be modified, (xvi) the ability of the parties to obtain or consummate financing or refinancing related to the proposed transactions upon acceptable terms or at all, (xvii) as well as management’s response to any of the aforementioned factors.

These risks, as well as other risks associated with the proposed transactions, are more fully discussed in the joint proxy statement/prospectus that is included in the registration statement on Form S-4 and will be more fully discussed in the registration statement that will be filed with respect to New Fox. While the list of factors presented here and in the Form S-4 is, and the list of factors to be presented in the registration statement of New Fox will be, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on 21CF’s, Disney’s or New Disney’s consolidated financial condition, results of operations, credit rating or liquidity. Neither 21CF, Disney nor New Disney assume any obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

Contacts

Zenia Mucha
The Walt Disney Company
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
The Walt Disney Company
david.j.jefferson@disney.com
(818) 560-4832

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The Walt Disney Company Signs Amended Acquisition Agreement To Acquire Twenty-First Century Fox, Inc., For $71.3 Billion In Cash And Stock https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-signs-amended-acquisition-agreement-to-acquire-twenty-first-century-fox-inc-for-71-3-billion-in-cash-and-stock/ Tue, 30 Dec 2025 17:54:29 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Signs Amended Acquisition Agreement To Acquire Twenty-First Century Fox, Inc., For $71.3 Billion In Cash And Stock appeared first on The Walt Disney Company.

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New $38-per-share acquisition gives 21st Century Fox shareholders option to elect cash or stock in the combined entity

BURBANK, Calif., June 20, 2018—The Walt Disney Company (NYSE: DIS) today announced that it has signed an amended acquisition agreement with Twenty-First Century Fox, Inc. (“21st Century Fox” —NASDAQ: FOXA, FOX), for $38 per share in cash and stock. Disney will acquire 21st Century Fox immediately following the spin-off of the businesses comprising “New Fox” as previously announced.

Under the amended agreement, 21st Century Fox shareholders may elect to receive, for each share of 21st Century Fox common stock, $38 in either cash or shares of Disney common stock (subject to adjustment for certain tax liabilities as described in the original acquisition announcement). The overall mix of consideration paid to 21st Century Fox shareholders will be approximately 50% cash and 50% stock. The stock consideration is subject to a collar (described below under ‘Transaction Details’) and is expected to be tax-free to 21st Century Fox shareholders.

The 21st Century Fox businesses to be acquired by Disney remain the same as under the original agreement. Since the original agreement was announced, the intrinsic value of these assets has increased, notably due to tax reform and operating improvements.

“The acquisition of 21st Century Fox will bring significant financial value to the shareholders of both companies, and after six months of integration planning we’re even more enthusiastic and confident in the strategic fit of the assets and the talent at Fox,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company. “At a time of dynamic change in the entertainment industry, the combination of Disney’s and Fox’s unparalleled collection of businesses and franchises will allow us to create more appealing high-quality content, expand our direct-to-consumer offerings and international presence, and deliver more personalized and compelling entertainment experiences to meet growing consumer demand around the world.”

Transaction Details

Disney is expected to pay a total of approximately $35.7 billion in cash and issue approximately 343 million new shares to 21st Century Fox shareholders, representing about a 19% stake in Disney on a pro forma basis.

The collar on the stock consideration will ensure that 21st Century Fox shareholders will receive a number of Disney shares equal to $38 in value if the average Disney stock price at closing is between $93.53 and $114.32. 21st Century Fox shareholders will receive an exchange ratio of 0.3324 shares of Disney common stock if the average Disney stock price at closing is above $114.32 and 0.4063 shares of Disney common stock if the average Disney stock price at closing is below $93.53. Elections of cash and stock will be subject to proration to the extent cash or stock is oversubscribed.

Disney will also assume about $13.8 billion of net debt of 21st Century Fox. The acquisition price implies a total equity value of approximately $71.3 billion and a total transaction value of approximately $85.1 billion (assuming no tax adjustment). Disney has secured financing commitments for the cash portion of the acquisition.

The amended transaction is expected to be accretive to Disney earnings per share before the impact of purchase accounting for the second fiscal year after the close of the transaction, and to yield at least $2 billion in cost synergies by 2021 from operating efficiencies realized through the combination of businesses.

As announced in the original acquisition agreement, the businesses to be acquired by Disney include 21st Century Fox’s film production businesses, including Twentieth Century Fox, Fox Searchlight Pictures and Fox 2000 Pictures; Fox‘s television creative units, Twentieth Century Fox Television, FX Productions and Fox21; FX Networks; National Geographic Partners; Fox Sports Regional Networks; Fox Networks Group International; Star India; and Fox’s interests in Hulu, Sky plc, and Tata Sky. The acquisition will occur immediately after the spin-off by 21st Century Fox of the Fox Broadcasting network and stations, Fox News Channel, Fox Business Network, FS1, FS2 and Big Ten Network into a newly listed company referred to as New Fox. If 21st Century Fox completes its acquisition of the 61% of Sky it doesn’t already own prior to closing of the Disney acquisition, Disney would assume full ownership of Sky, including the assumption of its outstanding debt, upon closing.

The acquisition will significantly increase Disney’s international footprint and expand the content and distribution for its direct-to-consumer (DTC) offerings, which include ESPN+ for sports fans; a Disney-branded streaming video-on-demand service launching in late 2019 that will feature Disney, Pixar, Marvel and Star Wars films along with a host of exclusive original content and library titles; and its ownership stake in Hulu. As a result of the acquisition, Disney will hold a controlling stake in Hulu.

Disney believes the transaction has a clear and timely path to regulatory approval. Both companies have spent the past six months working toward meeting all conditions necessary for closing. In the amended agreement, Disney has increased the scope of its commitment to take actions required to secure regulatory approval.

The amended agreement has been approved by the boards of directors of Disney and 21st Century Fox. The transaction is subject to approval by Disney and 21st Century Fox shareholders, clearance under the Hart-Scott-Rodino Antitrust Improvements Act, a number of other non-United States merger and other regulatory reviews, and other customary closing conditions. Both companies had been scheduled to hold shareholder meetings on the previously announced transaction on July 10. In light of the amended agreement, the companies are required to prepare updated SEC filings and proxy materials which will be sent to shareholders. A new date for the shareholder meetings will be announced.

Investor Conference Call

Disney will conduct an investor conference call at approximately 8:30 a.m. EDT / 5:30 a.m. PDT today, June 20, 2018. To listen to the live webcast, please visit www.disney.com/investors. The webcast presentation will be archived.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks; Studio Entertainment; Parks, Experiences and Consumer Products; and Direct-to-Consumer and International. Disney is a Dow 30 company and had annual revenues of $55.1 billion in its Fiscal Year 2017.

About 21st Century Fox

21st Century Fox is one of the world’s leading portfolios of cable, broadcast, film, pay TV and satellite assets spanning six continents across the globe. Reaching more than 1.8 billion subscribers in approximately 50 local languages every day, 21st Century Fox is home to a global portfolio of cable and broadcasting networks and properties, including FOX, FX, FXX, FXM, FS1, Fox News Channel, Fox Business Network, FOX Sports, Fox Sports Network, National Geographic Channels, Star India, 28 local television stations in the U.S. and more than 350 international channels; film studio Twentieth Century Fox Film; and television production studios Twentieth Century Fox Television and a 50 per cent ownership interest in Endemol Shine Group. 21st Century Fox also holds approximately 39.1 per cent of the issued shares of Sky, Europe’s leading entertainment company, which serves nearly 23 million households across five countries. For more information about 21st Century Fox, please visit www.21CF.com.

Important Information About the Transaction and Where to Find It

In connection with the proposed transaction between The Walt Disney Company (“Disney”) and Twenty-First Century Fox, Inc. (“21CF”), which will be effected through the formation of a new holding company that will become the parent of both Disney and 21CF and is referred to as New Disney, TWDC Holdco 613 Corp. (“New Disney”) will file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 that will include a joint proxy statement of Disney and 21CF that also constitutes a prospectus of New Disney, which will replace the definitive joint proxy statement/prospectus which Disney and 21CF previously filed with the SEC on May 24, 2018 and mailed to their respective stockholders on or about June 1, 2018. 21CF will file with the SEC a registration statement for a newly formed subsidiary (“New Fox”), which is contemplated to own certain assets and businesses of 21CF not being acquired by Disney in connection with the proposed transaction. 21CF, Disney and New Disney may also file other documents with the SEC regarding the proposed transaction. This document is not a substitute for the Form S-4, the joint proxy statement/prospectus or the registration statement of New Fox or any other document which 21CF, Disney or New Disney may file with the SEC. INVESTORS AND SECURITY HOLDERS OF 21CF AND DISNEY ARE URGED TO READ THE REGISTRATION STATEMENTS, THE JOINT PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of the registration statements and the joint proxy statement/prospectus (when available) and other documents filed with the SEC by 21CF, Disney and New Disney through the web site maintained by the SEC at www.sec.gov or by contacting the investor relations department of:

21CF
1211 Avenue of Americas
New York, NY 10036
Attention: Investor Relations
1 (212) 852 7059
Investor@21CF.com
Disney
c/o Broadridge Corporate Issuer Solutions
P.O. Box 1342
Brentwood, NY 11717
Attention: Disney Shareholder Services
1 (855) 553 4763

Participants in the Solicitation

21CF, Disney, New Disney and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding 21CF’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is available in 21CF’s Annual Report on Form 10-K for the year ended June 30, 2017 and its proxy statement filed on September 28, 2017, which are filed with the SEC. Information regarding Disney’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is available in Disney’s Annual Report on Form 10-K for the year ended September 30, 2017 and its proxy statement filed on January 12, 2018, which are filed with the SEC. A more complete description will be available in the registration statement on Form S-4, the joint proxy statement/prospectus and the registration statement of New Fox.

No Offer or Solicitation

This communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.

Cautionary Notes on Forward Looking Statements

This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements, including the failure to consummate the proposed transaction or to make any filing or take other action required to consummate such transaction in a timely matter or at all, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the completion of the proposed transaction may not occur on the anticipated terms and timing or at all, (ii) the required regulatory approvals are not obtained, or that in order to obtain such regulatory approvals, conditions are imposed that adversely affect the anticipated benefits from the proposed transaction or cause the parties to abandon the proposed transaction, (iii) the risk that a condition to closing of the transaction may not be satisfied (including, but not limited to, the receipt of legal opinions with respect to the treatment of certain aspects of the transaction under U.S. and Australian tax laws), (iv) the risk that the anticipated tax treatment of the transaction is not obtained, (v) an increase or decrease in the anticipated transaction taxes (including due to any changes to tax legislation and its impact on tax rates (and the timing of the effectiveness of any such changes)) to be paid in connection with the separation prior to the closing of the transactions could cause an adjustment to the number of Disney shares and the cash amount to be paid to holders of 21CF’s common stock, (vi) potential litigation relating to the proposed transaction that could be instituted against 21CF, Disney or their respective directors, (vii) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the transactions, (viii) risks associated with third party contracts containing consent and/or other provisions that may be triggered by the proposed transaction, (ix) negative effects of the announcement or the consummation of the transaction on the market price of 21CF’s common stock, Disney’s common stock and/or New Disney’s common stock, (x) risks relating to the value of the New Disney shares to be issued in the transaction and uncertainty as to the long-term value of New Disney’s common stock, (xi) the potential impact of unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition and losses on the future prospects, business and management strategies for the management, expansion and growth of New Disney’s operations after the consummation of the transaction and on the other conditions to the completion of the merger, (xii) the risks and costs associated with, and the ability of New Disney to, integrate the businesses successfully and to achieve anticipated synergies, (xiii) the risk that disruptions from the proposed transaction will harm 21CF’s or Disney’s business, including current plans and operations, (xiv) the ability of 21CF or Disney to retain and hire key personnel, (xv) adverse legal and regulatory developments or determinations or adverse changes in, or interpretations of, U.S., Australian or other foreign laws, rules or regulations, including tax laws, rules and regulations, that could delay or prevent completion of the proposed transactions or cause the terms of the proposed transactions to be modified, (xvi) the ability of the parties to obtain or consummate financing or refinancing related to the proposed transactions upon acceptable terms or at all, (xvii) as well as management’s response to any of the aforementioned factors.

These risks, as well as other risks associated with the proposed transactions, will be more fully discussed in the joint proxy statement/prospectus that will be included in the registration statement on Form S-4 that will be filed with the SEC in connection with the proposed transactions, as well as in the registration statement filed with respect to New Fox. While the list of factors presented here is, and the list of factors to be presented in the registration statement on Form S-4 and the registration statement of New Fox will be, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on 21CF’s, Disney’s or New Disney’s consolidated financial condition, results of operations, credit rating or liquidity. Neither 21CF, Disney nor New Disney assume any obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

Contacts

Media Contacts:

Zenia Mucha
The Walt Disney Company
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
The Walt Disney Company
david.j.jefferson@disney.com
(818) 560-4832

Investor Contact:

Lowell Singer
The Walt Disney Company
lowell.singer@disney.com
(818) 560-6601

The post The Walt Disney Company Signs Amended Acquisition Agreement To Acquire Twenty-First Century Fox, Inc., For $71.3 Billion In Cash And Stock appeared first on The Walt Disney Company.

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Shareholders Elect 10 Directors At The Walt Disney Company Annual Meeting https://thewaltdisneycompany.com/press-releases/shareholders-elect-10-directors-at-the-walt-disney-company-annual-meeting/ Tue, 30 Dec 2025 17:42:33 +0000 https://thewaltdisneycompany.com/news// The post Shareholders Elect 10 Directors At The Walt Disney Company Annual Meeting appeared first on The Walt Disney Company.

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HOUSTON, March 8, 2018—Shareholders of The Walt Disney Company (NYSE:DIS) elected 10 members of the Board of Directors at the 2018 Annual Meeting held today at the Hobby Center for the Performing Arts in Houston.

“Disney’s creative and financial success reflects the dedication of our cast members around the world, the strength of our stellar management team, and the support of a world-class board willing to take the bold, strategic steps required to achieve our greatest potential,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company. “Our pending acquisition of 21st Century Fox will expand our ability to drive long-term value as an extraordinary entertainment company with the content, the platforms and the reach to meet the growing demands of consumers around the world.”

Based on preliminary results, all Disney Directors standing for election were elected to the Board: Susan E. Arnold; Mary T. Barra; Safra A. Catz; John S. Chen; Francis A. deSouza; Robert A. Iger; Maria Elena Lagomasino; Fred H. Langhammer; Aylwin B. Lewis; and Mark G. Parker.

The non-binding advisory resolution on executive compensation received 44% of the votes in favor, with 52% against and 4% abstaining.

“When considering the strategic acquisition of 21st Century Fox, and its direct contribution to long-term shareholder value, the Board decided it was imperative that Bob Iger remain as Chairman and CEO through 2021 to provide the vision and proven leadership required to successfully complete and integrate the largest, most complex acquisition in the Company’s history. 21st Century Fox similarly believed that Bob’s continued stewardship was essential for the deal,” said Aylwin B. Lewis, Chair of the Board’s Compensation Committee. “Bob’s track record of creating tremendous value for shareholders speaks for itself, with a total shareholder return of 414% and an increase in Disney’s market capitalization from $46 billion to $156 billion during his tenure. The Board accepts the result of today’s non-binding vote and will take it under advisement for future CEO compensation. We believe that the terms of Bob’s extension are in the best interests of our company and our shareholders, and essential to Disney’s ability to effectively maximize long-term value from this extraordinary acquisition.”

Shareholders agreed with the Board in rejecting two shareholder proposals, one regarding lobbying disclosure and the other regarding the Company’s proxy access bylaw. Shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountants for the fiscal year ending September 29, 2018, and also re-approved the terms of a previously adopted executive performance plan.

Pursuant to the tenure policy in the Company’s corporate governance guidelines, Robert W. Matschullat did not stand for re-election, and, as noted earlier in the year, Sheryl K. Sandberg and Jack Dorsey did not stand for re-election. “I want to thank Bob, Sheryl and Jack for their wise counsel, support and friendship over the years, and I join the entire board in expressing our sincere appreciation to each of them for their service,” Mr. Iger said. “We all were saddened by the recent passing of Orin Smith, who had served as our Lead Director since 2012. A man of great integrity and kindness, Orin helped lead our company through a transformative era of growth, ensuring we’ll continue to entertain the world for generations to come, and he will be missed by all who knew him.”

Final voting tallies from this year’s annual meeting are subject to certification by the Company’s inspector of elections, and will be included in the Company’s report to be filed with the Securities and Exchange Commission within a week. 

Following the meeting, the Board elected Susan E. Arnold as independent Lead Director. Ms. Arnold, who has served on the Board since 2007, has been an operating executive of The Carlyle Group, an equity investment firm, since September 2013. She retired as President, Global Business Units of Procter & Gamble in 2009.

About The Walt Disney Company:

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks, Parks and Resorts, Studio Entertainment, and Consumer Products & Interactive Media. Disney is a Dow 30 company and had annual revenues of $55.1 billion in its Fiscal Year 2017.

IMPORTANT INFORMATION ABOUT THE TRANSACTION WITH 21CF AND WHERE TO FIND IT

In connection with the proposed transaction between The Walt Disney Company (“Disney”) and Twenty-First Century Fox, Inc. (“21CF”), Disney and 21CF will file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 that will include a joint proxy statement of Disney and 21CF that also constitutes a prospectus of Disney. 21CF will file with the SEC a registration statement for a newly formed subsidiary (“SpinCo”), which is contemplated to own certain assets and businesses of 21CF not being acquired by Disney in connection with the proposed transaction. 21CF and Disney may also file other documents with the SEC regarding the proposed transaction. This document is not a substitute for the joint proxy statement/prospectus or registration statement or any other document which 21CF or Disney may file with the SEC. INVESTORS AND SECURITY HOLDERS OF 21CF AND DISNEY ARE URGED TO READ THE REGISTRATION STATEMENTS, THE JOINT PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of the registration statements and the joint proxy statement/prospectus (when available) and other documents filed with the SEC by 21CF and Disney through the website maintained by the SEC at http://www.sec.gov or by contacting the investor relations department of:

21CF
1211 Avenue of Americas
New York, NY 10036
Attention: Investor Relations
1 (212) 852 7059
Disney
c/o Broadridge Corporate Issuer Solutions
P.O. Box 1342
Brentwood, NY 11717
Attention: Disney Shareholder Services
1 (855) 553 4763

Participants in the Solicitation

21CF, Disney and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding 21CF’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is available in 21CF’s Annual Report on Form 10-K for the year ended June 30, 2017 and its proxy statement filed on September 28, 2017, which are filed with the SEC. Information regarding Disney’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is available in Disney’s Annual Report on Form 10-K for the year ended September 30, 2017 and its proxy statement filed on January 12, 2018, which are filed with the SEC. A more complete description will be available in the registration statement on Form S-4, the joint proxy statement/prospectus and the registration statement of SpinCo.

No Offer or Solicitation

This communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.

FORWARD-LOOKING STATEMENTS

Management believes certain statements in this release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments or asset acquisitions or dispositions), as well as from developments beyond the Company’s control, including:

  • changes in domestic and global economic conditions, competitive conditions and consumer preferences;
  • adverse weather conditions or natural disasters;
  •  health concerns;
  • international, political, or military developments; and
  • technological developments.

Such developments may affect entertainment, travel and leisure businesses generally and may, among other things, affect:

  • the performance of the Company’s theatrical and home entertainment releases;
  • the advertising market for broadcast and cable television programming;
  • demand for our products and services;
  • expenses of providing medical and pension benefits;
  • income tax expense;
  • performance of some or all company businesses either directly or through their impact on those who distribute our products;
  • the proposed transaction with 21CF.

Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2017 under Item 1A, “Risk Factors,” and subsequent reports.

Contacts

Zenia Mucha
Corporate Communications
zenia.mucha@disney.com
(818) 560-5300

David Jefferson
Corporate Communications
david.j.jefferson@disney.com
(818) 560-4832

The post Shareholders Elect 10 Directors At The Walt Disney Company Annual Meeting appeared first on The Walt Disney Company.

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The Walt Disney Company To Acquire Twenty-First Century Fox, Inc., After Spinoff Of Certain Businesses, For $52.4 Billion In Stock https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-to-acquire-twenty-first-century-fox-inc-after-spinoff-of-certain-businesses-for-52-4-billion-in-stock/ Tue, 30 Dec 2025 17:10:01 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company To Acquire Twenty-First Century Fox, Inc., After Spinoff Of Certain Businesses, For $52.4 Billion In Stock appeared first on The Walt Disney Company.

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21st Century Fox to spin off Fox Broadcasting network and stations, Fox News, Fox Business, FS1, FS2 and Big Ten Network to its shareholders

  • Acquisition complements and enhances The Walt Disney Company’s ability to provide consumers around the world with more appealing content and entertainment options
  • Transaction to include 21st Century Fox’s film and television studios, cable entertainment networks and international TV businesses
  • Popular entertainment properties including X-Men, Avatar, The Simpsons, FX Networks and National Geographic to join Disney’s portfolio
  • Expands Disney’s direct-to-consumer offerings with addition of 21st Century Fox’s entertainment content, capabilities in the Americas, Europe and Asia; Hulu stake becomes a controlling interest
  • Addition of extensive international properties, including Star in India and Fox’s 39% ownership of Sky across Europe, enhances Disney’s position as a truly global entertainment company with world-class offerings in key regions
  • Robert A. Iger to remain Chairman and CEO of The Walt Disney Company through 2021

 

BURBANK, Calif., and NEW YORK, New York, December 14, 2017—The Walt Disney Company (NYSE: DIS) and Twenty-First Century Fox, Inc. (“21st Century Fox” —NASDAQ: FOXA, FOX) today announced that they have entered into a definitive agreement for Disney to acquire 21st Century Fox, including the Twentieth Century Fox Film and Television studios, along with cable and international TV businesses, for approximately $52.4 billion in stock (subject to adjustment). Building on Disney’s commitment to deliver the highest quality branded entertainment, the acquisition of these complementary assets would allow Disney to create more appealing content, build more direct relationships with consumers around the world and deliver a more compelling entertainment experience to consumers wherever and however they choose. Immediately prior to the acquisition, 21st Century Fox will separate the Fox Broadcasting network and stations, Fox News Channel, Fox Business Network, FS1, FS2 and Big Ten Network into a newly listed company that will be spun off to its shareholders.

Under the terms of the agreement, shareholders of 21st Century Fox will receive 0.2745 Disney shares for each 21st Century Fox share they hold (subject to adjustment for certain tax liabilities as described below). The exchange ratio was set based on a 30-day volume weighted average price of Disney stock. Disney will also assume approximately $13.7 billion of net debt of 21st Century Fox. The acquisition price implies a total equity value of approximately $52.4 billion and a total transaction value of approximately $66.1 billion (in each case based on the stated exchange ratio assuming no adjustment) for the business to be acquired by Disney, which includes consolidated assets along with a number of equity investments.

Popular Entertainment Properties to Join Disney Family

Combining with Disney are 21st Century Fox’s critically acclaimed film production businesses, including Twentieth Century Fox, Fox Searchlight Pictures and Fox 2000, which together offer diverse and compelling storytelling businesses and are the homes of AvatarX-MenFantastic Four and Deadpool, as well as The Grand Budapest HotelHidden FiguresGone GirlThe Shape of Water and The Martian—and its storied television creative units, Twentieth Century Fox Television, FX Productions and Fox21, which have brought The AmericansThis Is UsModern FamilyThe Simpsons and so many more hit TV series to viewers across the globe. Disney will also acquire FX Networks, National Geographic Partners, Fox Sports Regional Networks, Fox Networks Group International, Star India and Fox’s interests in Hulu, Sky plc, Tata Sky and Endemol Shine Group.

“The acquisition of this stellar collection of businesses from 21st Century Fox reflects the increasing consumer demand for a rich diversity of entertainment experiences that are more compelling, accessible and convenient than ever before,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company. “We’re honored and grateful that Rupert Murdoch has entrusted us with the future of businesses he spent a lifetime building, and we’re excited about this extraordinary opportunity to significantly increase our portfolio of well-loved franchises and branded content to greatly enhance our growing direct-to-consumer offerings. The deal will also substantially expand our international reach, allowing us to offer world-class storytelling and innovative distribution platforms to more consumers in key markets around the world.”

“We are extremely proud of all that we have built at 21st Century Fox, and I firmly believe that this combination with Disney will unlock even more value for shareholders as the new Disney continues to set the pace in what is an exciting and dynamic industry,” said Rupert Murdoch, Executive Chairman of 21st Century Fox. “Furthermore, I’m convinced that this combination, under Bob Iger’s leadership, will be one of the greatest companies in the world. I’m grateful and encouraged that Bob has agreed to stay on, and is committed to succeeding with a combined team that is second to none.”

At the request of both 21st Century Fox and the Disney Board of Directors, Mr. Iger has agreed to continue as Chairman and Chief Executive Officer of The Walt Disney Company through the end of calendar year 2021.

“When considering this strategic acquisition, it was important to the Board that Bob remain as Chairman and CEO through 2021 to provide the vision and proven leadership required to successfully complete and integrate such a massive, complex undertaking,” said Orin C. Smith, Lead Independent Director of the Disney Board. “We share the belief of our counterparts at 21st Century Fox that extending his tenure is in the best interests of our company and our shareholders, and will be critical to Disney’s ability to effectively drive long-term value from this extraordinary acquisition.”

Benefits to Consumers

The acquisition will enable Disney to accelerate its use of innovative technologies, including its BAMTECH platform, to create more ways for its storytellers to entertain and connect directly with audiences while providing more choices for how they consume content. The complementary offerings of each company enhance Disney’s development of films, television programming and related products to provide consumers with a more enjoyable and immersive entertainment experience.

Bringing on board 21st Century Fox’s entertainment content and capabilities, along with its broad international footprint and a world-class team of managers and storytellers, will allow Disney to further its efforts to provide a more compelling entertainment experience through its direct-to-consumer (DTC) offerings. This transaction will enable Disney’s recently announced Disney and ESPN-branded DTC offerings, as well as Hulu, to create more appealing and engaging experiences, delivering content, entertainment and sports to consumers around the world wherever and however they want to enjoy it.

The agreement also provides Disney with the opportunity to reunite the X-Men, Fantastic Four and Deadpool with the Marvel family under one roof and create richer, more complex worlds of inter-related characters and stories that audiences have shown they love. The addition of Avatar to its family of films also promises expanded opportunities for consumers to watch and experience storytelling within these extraordinary fantasy worlds. Already, guests at Disney’s Animal Kingdom Park at Walt Disney World Resort can experience the magic of Pandora—The World of Avatar, a new land inspired by the Fox film franchise that opened earlier this year. And through the incredible storytelling of National Geographic—whose mission is to explore and protect our planet and inspire new generations through education initiatives and resources—Disney will be able to offer more ways than ever before to bring kids and families the world and all that is in it.

Enhancing Disney’s Worldwide Offerings

Adding 21st Century Fox’s premier international properties enhances Disney’s position as a truly global entertainment company with authentic local production and consumer services across high-growth regions, including a richer array of local, national and global sporting events that ESPN can make available to fans around the world. The transaction boosts Disney’s international revenue mix and exposure.

Disney’s international reach would greatly expand through the addition of Sky, which serves nearly 23 million households in the UK, Ireland, Germany, Austria and Italy; Fox Networks International, with more than 350 channels in 170 countries; and Star India, which operates 69 channels reaching 720 million viewers a month across India and more than 100 other countries.

Prior to the close of the transaction, it is anticipated that 21st Century Fox will seek to complete its planned acquisition of the 61% of Sky it doesn’t already own. Sky is one of Europe’s most successful pay television and creative enterprises with innovative and high-quality direct-to-consumer platforms, resonant brands and a strong and respected leadership team. 21st Century Fox remains fully committed to completing the current Sky offer and anticipates that, subject to the necessary regulatory consents, the transaction will close by June 30, 2018. Assuming 21st Century Fox completes its acquisition of Sky prior to closing of the transaction, The Walt Disney Company would assume full ownership of Sky, including the assumption of its outstanding debt, upon closing.

Transaction Highlights

The acquisition is expected to yield at least $2 billion in cost savings from efficiencies realized through the combination of businesses, and to be accretive to earnings before the impact of purchase accounting for the second fiscal year after the close of the transaction.

Terms of the transaction call for Disney to issue approximately 515 million new shares to 21st Century Fox shareholders, representing approximately a 25% stake in Disney on a pro forma basis. The per share consideration is subject to adjustment for certain tax liabilities arising from the spinoff and other transactions related to the acquisition. The initial exchange ratio of 0.2745 Disney shares for each 21st Century Fox share was set based on an estimate of such tax liabilities to be covered by an $8.5 billion cash dividend to 21st Century Fox from the company to be spun off. The exchange ratio will be adjusted immediately prior to closing of the acquisition based on an updated estimate of such tax liabilities. Such adjustment could increase or decrease the exchange ratio, depending upon whether the final estimate is lower or higher, respectively, than the initial estimate. However, if the final estimate of the tax liabilities is lower than the initial estimate, the first $2 billion of that adjustment will instead be made by net reduction in the amount of the cash dividend to 21st Century Fox from the company to be spun off. The amount of such tax liabilities will depend upon several factors, including tax rates in effect at the time of closing as well as the value of the company to be spun off.

The Boards of Directors of Disney and 21st Century Fox have approved the transaction, which is subject to shareholder approval by 21st Century Fox and Disney shareholders, clearance under the Hart-Scott-Rodino Antitrust Improvements Act, a number of other non-United States merger and other regulatory reviews, and other customary closing conditions.

Investor Conference Calls

Disney will conduct an investor conference call at approximately 8:00 a.m. EST / 5:00 a.m. PST today, Thursday, December 14, 2017. To listen to the live webcast, please visit www.disney.com/investors. The webcast presentation will be archived.

21st Century Fox senior executives will host a conference call at approximately 9:00 a.m. EST / 6:00 a.m. PST today, Thursday December 14, 2017, to discuss the creation of “New Fox” and the Disney transaction. The conference call will be webcast on 21st Century Fox’s investor relations website at www.21cf.com/investor-relations.

Disney will also hold a previously scheduled investor meeting with Disney management at approximately 5:00 p.m. EST / 2:00 p.m. PST today, Thursday, December 14, 2017, which will be webcast at www.disney.com/investors. The webcast presentation will be archived.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in four business segments: Media Networks, Parks and Resorts, Studio Entertainment, and Consumer Products & Interactive Media. Disney is a Dow 30 company and had annual revenues of $55.1 billion in its Fiscal Year 2017.

About 21st Century Fox

21st Century Fox is one of the world’s leading portfolios of cable, broadcast, film, pay TV and satellite assets spanning six continents across the globe. Reaching more than 1.8 billion subscribers in approximately 50 local languages every day, 21st Century Fox is home to a global portfolio of cable and broadcasting networks and properties, including FOX, FX, FXX, FXM, FS1, Fox News Channel, Fox Business Network, FOX Sports, Fox Sports Network, National Geographic Channels, Star India, 28 local television stations in the U.S. and more than 350 international channels; film studio Twentieth Century Fox Film; and television production studios Twentieth Century Fox Television and a 50 per cent ownership interest in Endemol Shine Group. The Company also holds approximately 39.1 per cent of the issued shares of Sky, Europe’s leading entertainment company, which serves nearly 23 million households across five countries. For more information about 21st Century Fox, please visit www.21CF.com.

Important Information About the Transaction and Where to Find It

In connection with the proposed transaction between The Walt Disney Company (“Disney”) and Twenty-First Century Fox, Inc. (“21CF”), Disney and 21CF will file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 that will include a joint proxy statement of Disney and 21CF that also constitutes a prospectus of Disney. 21CF will file with the SEC a registration statement for a newly formed subsidiary (“New Fox”), which is contemplated to own certain assets and businesses of 21CF not being acquired by Disney in connection with the proposed transaction. 21CF and Disney may also file other documents with the SEC regarding the proposed transaction. This document is not a substitute for the joint proxy statement/prospectus or registration statement or any other document which 21CF or Disney may file with the SEC. INVESTORS AND SECURITY HOLDERS OF 21CF AND DISNEY ARE URGED TO READ THE REGISTRATION STATEMENTS, THE JOINT PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of the registration statements and the joint proxy statement/prospectus (when available) and other documents filed with the SEC by 21CF and Disney through the web site maintained by the SEC at www.sec.gov or by contacting the investor relations department of:

21CF

1211 Avenue of Americas

New York, NY 10036

Attention: Investor Relations

1 (212) 852 7059

Investor@21CF.com

Disney

c/o Broadridge Corporate Issuer Solutions

P.O. Box 1342

Brentwood, NY 11717

Attention: Disney Shareholder Services

1 (855) 553 4763

Participants in the Solicitation

21CF, Disney and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding 21CF’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is available in 21CF’s Annual Report on Form 10-K for the year ended June 30, 2017 and its proxy statement filed on September 28, 2017, which are filed with the SEC. Information regarding Disney’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is available in Disney’s Annual Report on Form 10-K for the year ended September 30, 2017 and its proxy statement filed on January 13, 2017, which are filed with the SEC. A more complete description will be available in the registration statement on Form S-4, the joint proxy statement/prospectus and the registration statement of New Fox.

No Offer or Solicitation

This communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.

Cautionary Notes on Forward Looking Statements

This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements, including the failure to consummate the proposed transaction or to make any filing or take other action required to consummate such transaction in a timely matter or at all, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the completion of the proposed transaction may not occur on the anticipated terms and timing or at all, (ii) the required regulatory approvals are not obtained, or that in order to obtain such regulatory approvals, conditions are imposed that adversely affect the anticipated benefits from the proposed transaction or cause the parties to abandon the proposed transaction, (iii) the risk that a condition to closing of the transaction may not be satisfied (including, but not limited to, the receipt of legal opinions and rulings with respect to the treatment of the transaction under U.S. and Australian tax laws), including the tax-free treatment of the transaction to 21CF’s stockholders of the distribution of shares of New Fox common stock, (iv) the risk that the anticipated tax treatment of the transaction is not obtained, (v) an increase or decrease in the anticipated transaction taxes (including due to any changes to tax legislation and its impact on tax rates (and the timing of the effectiveness of any such changes)) to be paid in connection with the Separation prior to the closing of the transactions could cause an adjustment to the exchange ratio, (vi) potential litigation relating to the proposed transaction that could be instituted against 21CF, Disney or their respective directors, (vii) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the transactions, (viii) risks associated with third party contracts containing consent and/or other provisions that may be triggered by the proposed transaction, (ix) negative effects of the announcement or the consummation of the transaction on the market price of 21CF and/or Disney’s common stock, (x) risks relating to the value of the Disney shares to be issued in the transaction and uncertainty as to the long-term value of Disney’s common stock, (xi) the potential impact of unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition and losses on the future prospects, business and management strategies for the management, expansion and growth of Disney’s operations after the consummation of the transaction and on the other conditions to the completion of the merger, (xii) the risks and costs associated with, and the ability of Disney to, integrate the businesses successfully and to achieve anticipated synergies, (xiii) the risk that disruptions from the proposed transaction will harm 21CF’s or Disney’s business, including current plans and operations, (xiv) the ability of 21CF or Disney to retain and hire key personnel, (xv) adverse legal and regulatory developments or determinations or adverse changes in, or interpretations of, U.S., Australian or other foreign laws, rules or regulations, including tax laws, rules and regulations, that could delay or prevent completion of the proposed transactions or cause the terms of the proposed transactions to be modified, (xvi) the risk that New Fox, as a new company that currently has no credit rating, will not have access to the capital markets on acceptable terms, (xvii) the risk that New Fox may be unable to achieve some or all of the benefits that 21CF expects New Fox to achieve as an independent, publicly-traded company, (xviii) the risk that New Fox may be more susceptible to market fluctuations and other adverse events than it would have otherwise been while still a part of 21CF, (xix) the risk that New Fox will incur significant indebtedness in connection with the separation and distribution, and the degree to which it will be leveraged following completion of the distribution may materially and adversely affect its business, financial condition and results of operations, (xx) the ability to obtain or consummate financing or refinancing related to the transaction upon acceptable terms or at all, (xxi) as well as management’s response to any of the aforementioned factors.

These risks, as well as other risks associated with the proposed transactions, will be more fully discussed in the joint proxy statement/prospectus that will be included in the registration statement on Form S-4 that will be filed with the SEC in connection with the proposed transactions, as well as in the registration statement filed with respect to New Fox. While the list of factors presented here is, and the list of factors to be presented in the registration statement on Form S-4 and the registration statement of New Fox are, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on 21CF’s or Disney’s consolidated financial condition, results of operations, credit rating or liquidity. Neither 21CF nor Disney assumes any obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

Contacts

Media Contacts:

The Walt Disney Company:

Zenia Mucha

zenia.mucha@disney.com

(818) 560-5300

21st Century Fox:

Julie Henderson

jhenderson@21cf.com

(310) 369-0773

Investor Contacts:

The Walt Disney Company:

Lowell Singer

lowell.singer@disney.com

(818) 560-6601

21st Century Fox:

Reed Nolte

rnolte@21cf.com

(212) 852-7092

The post The Walt Disney Company To Acquire Twenty-First Century Fox, Inc., After Spinoff Of Certain Businesses, For $52.4 Billion In Stock appeared first on The Walt Disney Company.

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The Walt Disney Company Announces Semi-Annual Cash Dividend of $0.84 Per Share https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-semi-annual-cash-dividend-of-0-84-per-share/ Tue, 30 Dec 2025 16:48:24 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Semi-Annual Cash Dividend of $0.84 Per Share appeared first on The Walt Disney Company.

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BURBANK, Calif.–The Walt Disney Company (NYSE: DIS) Board of Directors today announced a semi-annual cash dividend of $0.84 per share, payable January 11, 2018 to shareholders of record at the close of business on December 11, 2017. The company last paid a semi-annual dividend of $0.78 per share in July.

“Disney’s incomparable collection of iconic brands and franchises continues to deliver strong returns, and we are pleased to increase our dividend to shareholders to $0.84 per share,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company. “This payment brings our total dividends for fiscal 2017 to $1.62 a share.”

The Company also announced that it has scheduled its annual shareholders’ meeting for Thursday, March 8, 2018 in Houston.

Forward Looking Statements:

Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of our views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements. Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives, as well as from developments beyond the Company’s control including international, political, or military developments, health concerns, technological developments and changes in domestic and global economic conditions that may affect our businesses generally. Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2017 under Item 1A “Risk Factors,” and subsequent reports.

Contacts

Zenia Mucha
Corporate Communications
818-560-5300

Lowell Singer
Investor Relations
818-560-6601

The post The Walt Disney Company Announces Semi-Annual Cash Dividend of $0.84 Per Share appeared first on The Walt Disney Company.

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The Walt Disney Company Declares Semi-Annual Cash Dividend Of $0.78 Per Share https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-declares-semi-annual-cash-dividend-of-0-78-per-share/ Tue, 30 Dec 2025 16:41:11 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Declares Semi-Annual Cash Dividend Of $0.78 Per Share appeared first on The Walt Disney Company.

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BURBANK, Calif., June 28, 2017—The Walt Disney Company (NYSE: DIS) Board of Directors today declared a semi-annual cash dividend of $0.78 per share, payable July 27, 2017 to shareholders of record at the close of business on July 10, 2017.

“We are pleased to deliver another strong dividend to shareholders, following a 15% increase in diluted EPS for the second quarter,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company.

The company last paid a semi-annual dividend of $0.78 per share in January.

About The Walt Disney Company:
The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise with four business segments: media networks, parks and resorts, studio entertainment, and consumer products and interactive media. Disney is a Dow 30 company and had annual revenue of $55.6 billion in its Fiscal Year 2016.

Contacts

Zenia Mucha
Corporate Communications
(818) 560-5300

Lowell Singer
Investor Relations
818-560-6601

The post The Walt Disney Company Declares Semi-Annual Cash Dividend Of $0.78 Per Share appeared first on The Walt Disney Company.

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The Walt Disney Company Acquires Minority Stake in BAMTech https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-acquires-minority-stake-in-bamtech/ Tue, 30 Dec 2025 16:30:49 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Acquires Minority Stake in BAMTech appeared first on The Walt Disney Company.

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Disney Investment will Accelerate Growth of Leading Technology and Direct-To-Consumer Video Streaming Company

BAMTech will Enhance Digital Delivery of Disney, ESPN and ABC Programming

New ESPN-Branded Multi-Sport Direct-To-Consumer Service to be Launched

 

BURBANK, Calif., August 9, 2016 –The Walt Disney Company (NYSE: DIS) today announced that it is acquiring a 33% stake in BAMTech, a leading technology services and video streaming company previously formed by Major League Baseball (MLB). As part of the transaction, BAMTech was separated from MLB’s broader digital business, MLB Advanced Media (MLBAM).

Under the terms of the transaction, Disney will pay $1 billion in two installments, now and in January 2017, and has the option to acquire majority ownership in the coming years.

Disney’s investment in BAMTech – already a global leader in direct-to-consumer streaming services, data analytics and commerce management with nearly 7.5 million total paid subscribers to its clients’ OTT products – will provide capital to accelerate growth of its proprietary video-delivery platform, deliver greater flexibility to clients and develop new technologies and capabilities.

As part of the transaction, BAMTech will become a key partner for Disney in the delivery and support of streaming video and other digital products from Disney|ABC Television Group and ESPN, as well as future digital initiatives across the Company.

“Our investment in BAMTech gives us the technology infrastructure we need to quickly scale and monetize our streaming capabilities at ESPN and across our company,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company. “We look forward to working closely with BAMTech as we explore new ways to deliver the unmatched content of The Walt Disney Company across a variety of platforms.”

Commissioner of Baseball Robert D. Manfred, Jr. stated, “Every day the powerful partnership of technology and content becomes more important to consumers. We are excited to get to work with Disney and our longtime partners at ESPN in the important and ever-changing area of content distribution.”

BAMTech will also collaborate with ESPN to launch and distribute a new ESPN-branded multi-sport subscription streaming service in the future. The direct-to-consumer service will feature content provided by both BAMTech and ESPN, and include live regional, national and international sporting events.

Current content on ESPN’s linear networks will not appear on the new subscription streaming service. More details about the new service will be announced in the months ahead.

“Bringing a multi-sport service directly to fans is an exciting opportunity that capitalizes on BAMTech’s premier digital distribution platform and continues ESPN’s heritage of embracing technology to create new ways to connect fans with sports,” said John Skipper, ESPN President and Co-Chair, Disney Media Networks. “As WatchESPN continues to grow and add value to the multichannel video subscription, this new service will be an outstanding complement.”

Following Disney’s acquisition of a stake in BAMTech, the National Hockey League received a minority interest in BAMTech, as the result of a previous agreement.

About BAMTech

BAMTech grew out of MLBAM, the interactive media and Internet company of Major League Baseball. Since it was founded in 2000, MLBAM has been an award-winning digital business at the forefront of the digital revolution in delivering world-class experiences and distributed content through all forms of interactive media. Its proprietary technology provides direct-to-consumer video solutions, especially for live events with high viewership, offering viewers high-quality visuals anytime, on any device. Its video platform back-end technology provides flexibility to personalize and enhance content-viewing experiences and is capable of serving live content to tens of millions of consumers around the world. BAMTech’s growing roster of sports, news and entertainment clients includes HBO NOW, the National Hockey League, Major League Baseball, the PGA TOUR, WWE Network and Ice Network (the leading digital platform for professional figure skating).

Contacts

Zenia Mucha
The Walt Disney Company
zenia.mucha@disney.com
818-560-5300

David Jefferson
The Walt Disney Company
david.j.jefferson@disney.com
818-560-4832

Paul Melvin
ESPN
paul.melvin@espn.com
860-766-5069

Matt Gould
BAMTech/MLBAM
matthew.gould@mlb.com
212-485-8959

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The Walt Disney Company Declares Semi-Annual Cash Dividend of $0.71 Per Share https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-declares-semi-annual-cash-dividend-of-0-71-per-share-2/ Tue, 30 Dec 2025 16:21:51 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Declares Semi-Annual Cash Dividend of $0.71 Per Share appeared first on The Walt Disney Company.

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BURBANK, Calif., June 29, 2016—The Walt Disney Company (NYSE: DIS) Board of Directors today declared a semi-annual cash dividend of $0.71 per share, payable July 28, 2016 to shareholders of record at the close of business on July 11, 2016.

“Following record earnings per share for the first six months of Fiscal 2016, we are pleased to deliver another strong dividend to our shareholders,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company. “This payment brings our total dividends in calendar year 2016 to $1.42 a share.”

About The Walt Disney Company:
The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise with four business segments: media networks, parks and resorts, studio entertainment, and consumer products and interactive media. Disney is a Dow 30 company and had annual revenue of $52.5 billion in its Fiscal Year 2015.

Contacts

Zenia Mucha
Corporate Communications
(818) 560-5300

Lowell Singer
Investor Relations
818-560-6601

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Mark G. Parker Elected to The Walt Disney Company Board of Directors https://thewaltdisneycompany.com/press-releases/mark-g-parker-elected-to-the-walt-disney-company-board-of-directors/ Tue, 30 Dec 2025 16:14:27 +0000 https://thewaltdisneycompany.com/news// The post Mark G. Parker Elected to The Walt Disney Company Board of Directors appeared first on The Walt Disney Company.

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BURBANK, Calif. January 11, 2016—The Walt Disney Company (NYSE: DIS) Board of Directors has elected Mark G. Parker, the president and chief executive officer of Nike, Inc., as a director, effective immediately.

“As CEO of Nike, Mark is widely recognized for driving the stellar growth of an industry-leading brand,” said Robert A. Iger, Disney’s chairman and CEO. “His keen insight into consumers and his broad experience in international markets make him a great fit for the Disney Board.”

“I’m honored to be named a director of Disney,” Mr. Parker said. “For decades, Disney has delivered truly elevated consumer experiences globally, inspiring generations with creativity and vision. I look forward to working with this team as the company continues to set its sights on the future.”

Mr. Parker will stand for election along with the Company’s other directors at Disney’s annual meeting on March 3 in Chicago. Mr. Parker’s appointment brings total membership on the Disney Board to 12.

Mr. Parker has served as CEO and president of Nike since January 2006.  He joined Nike as one of the company’s first footwear designers in 1979 and during his 37-year tenure he has been at the center of innovation, bringing pioneering concepts and engineering expertise to vital roles such as vice president of consumer product marketing, vice president of global footwear and co-president of the Nike Brand. Mr. Parker has led the way for Nike Air and a multitude of industry-breakthroughs in product design. In addition to helping lead the continued growth of the Nike brand, Mr. Parker is responsible for the growth of the company’s global business portfolio, which includes Converse Inc. and Hurley International LLC.

Mr. Parker holds a B.S. in Political Science from Pennsylvania State University.

Contact

Zenia Mucha
Corporate Communications
(818) 560-5300 

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The Walt Disney Company Declares Semi-Annual Cash Dividend of $0.71 Per Share https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-declares-semi-annual-cash-dividend-of-0-71-per-share/ Tue, 30 Dec 2025 15:46:28 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Declares Semi-Annual Cash Dividend of $0.71 Per Share appeared first on The Walt Disney Company.

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BURBANK, Calif., December 2, 2015—The Walt Disney Company (NYSE: DIS) Board of Directors today declared a cash dividend of $0.71 per share for the second half of fiscal 2015, payable January 11, 2016 to shareholders of record at the close of business on December 14, 2015.

Disney began paying dividends on a semi-annual basis this past July with a dividend of 66 cents a share, and combined with today’s declaration, the total fiscal 2015 dividend payment increased 19% on an annualized basis from fiscal 2014 to $1.37 per share. Going forward, we plan to review the dividend payment annually following the end of the fiscal year, and plan to continue paying dividends on a semi-annual basis.

“Thanks to our unparalleled portfolio of global brands and franchises and our unique ability to leverage creative success to drive value across the entire company, Fiscal 2015 marked Disney’s fifth straight year of record performance, and we are pleased to raise our dividend by 19% on an annualized basis,” said Robert A. Iger, Chairman and Chief Executive Officer, The Walt Disney Company.

The Company also announced that it has scheduled its annual shareholders’ meeting for Thursday, March 3, 2016, in Chicago.

About The Walt Disney Company:
The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise with the following business segments: media networks, parks and resorts, studio entertainment, consumer products and interactive media. Disney is a Dow 30 company and had annual revenue of $52.5 billion in its Fiscal Year 2015.

Forward Looking Statements:
Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements. Actual events may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, as well as from developments beyond the Company’s control, including international, political, health concern and military developments and changes in domestic and global economic conditions that may affect our businesses generally. Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended October 3, 2015 under Item 1A “Risk Factors.”

Contacts

Zenia Mucha
Corporate Communications
(818) 560-5300

Lowell Singer
Investor Relations
818-560-6601

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Shareholders Re-Elect All 10 Directors at The Walt Disney Company Annual Meeting https://thewaltdisneycompany.com/press-releases/shareholders-re-elect-all-10-directors-at-the-walt-disney-company-annual-meeting/ Tue, 30 Dec 2025 15:34:17 +0000 https://thewaltdisneycompany.com/news// The post Shareholders Re-Elect All 10 Directors at The Walt Disney Company Annual Meeting appeared first on The Walt Disney Company.

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San Francisco, March 12, 2015—Shareholders of The Walt Disney Company (NYSE:DIS) at the 2015 Annual Meeting today elected all 10 members of the Board of Directors and supported Board recommendations on the Company’s auditor and the advisory vote on executive compensation, based on preliminary results.

 

Disney Chairman and Chief Executive Officer Robert A. Iger welcomed shareholders to the meeting at The Palace of Fine Arts Theatre in San Francisco and introduced independent Lead Director Orin C. Smith and the other members of the Board of Directors.

 

“We’ve had four straight years of record results,” Mr. Iger told shareholders. “Driven by extraordinary creativity, innovative technology and global expansion, 2014 was in fact the best year in our history. Our revenue was up 8% to $48.8 billion, our net income was up 22% to $7.5 billion, and our EPS was up 26% to $4.26.

 

“Total shareholder return for the year was 38% — almost double the 20% return delivered by the S&P 500 during the same period—and we also paid our 59th straight year of dividends, increasing the dividend per share by 34%,” Mr. Iger noted.

 

Mr. Iger introduced John Lasseter, Chief Creative Officer of Walt Disney and Pixar Animation Studios, who announced that Disney will be making Frozen 2, reuniting the same creative team and cast from the first film. Mr. Iger also announced that Star Wars: Episode VIII will be released May 26, 2017, and that the first stand-alone Star Wars movie featuring characters and events beyond the core Star Wars saga will be titled Rogue One and released in December 2016.

 

Based on preliminary results, all Disney Directors standing for election were re-elected to the Board:

  • Susan E. Arnold
  • John S. Chen
  • Jack Dorsey
  • Robert A. Iger
  • Fred H. Langhammer
  • Aylwin B. Lewis
  • Monica C. Lozano
  • Robert W. Matschullat
  • Sheryl K. Sandberg
  • Orin C. Smith

Shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent accountants for the fiscal year ending October 3, 2015. They also approved the advisory resolution on executive compensation.Shareholders agreed with the Board in rejecting two shareholder proposals, one regarding the future selection of an independent Board Chairman, and the other limiting accelerated executive pay.Final voting tallies from this year’s annual meeting are subject to certification by the Company’s inspector of elections, and will be included in the Company’s report to be filed with the Securities and Exchange Commission within a week.

 

About The Walt Disney Company:
The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise with five business segments: media networks, parks and resorts, studio entertainment, consumer products and interactive. Disney is a Dow 30 company and had annual revenues of $48.8 billion in its Fiscal Year 2014.

 

Forward Looking Statements:

Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements. Actual events may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, as well as from developments beyond the Company’s control, including international, political, health concern and military developments and changes in domestic and global economic conditions that may affect our businesses generally. Additional factors are set forth in the Company’s Annual Report on Form 10-K for the year ended September 27, 2014 under Item 1A, “Risk Factors,” and subsequent reports.

Contacts

Zenia Mucha
(818) 560-5300
zenia.mucha@disney.com

 

David Jefferson
(818) 560-4832
david.j.jefferson@disney.com

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Jeff Williams Nominated To The Walt Disney Company Board Of Directors https://thewaltdisneycompany.com/press-releases/jeff-williams-nominated-to-the-walt-disney-company-board-of-directors/ Sun, 28 Dec 2025 00:15:40 +0000 https://thewaltdisneycompany.com/news// The post Jeff Williams Nominated To The Walt Disney Company Board Of Directors appeared first on The Walt Disney Company.

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BURBANK, Calif., December 9, 2025 – The Walt Disney Company (NYSE: DIS) Board of Directors has nominated former Apple Inc. executive Jeff Williams to stand for election as a new independent director at the company’s 2026 annual meeting of shareholders. The total size of the board will be expanded to 11, effective as of the election of directors at the 2026 annual meeting.

Williams most recently served as Chief Operating Officer at Apple until his retirement earlier this year. After becoming COO in 2015, Williams oversaw Apple’s world-class design team, in addition to managing all of Apple’s global supply chain, service, and support functions. Among his many accomplishments during his nearly three-decade career with Apple, Williams was responsible for the launch of the Apple Watch and architecting the company’s health and fitness strategy.

“Jeff Williams is a highly accomplished executive who for decades helped steward one of the most innovative and admired companies that serves billions of consumers across the globe,” said James P. Gorman, Chairman of the Board, The Walt Disney Company. “Jeff’s proven leadership and unique experience at the intersection of technology, global operations and product design make him a valuable nominee to our board as the company continues to focus on creative storytelling and groundbreaking innovation.”

“I have long admired Disney’s legacy of pairing imagination with innovation—leveraging new technologies in bold, creative ways to bring to life timeless stories and entertain its guests,” said Williams. “It is an honor to be nominated to the board of this storied company. I look forward to working with Disney’s talented leadership team and contributing to the company’s ongoing journey of creativity and excellence.”

Disney shareholders will vote on Williams’ election and the re-election of the Company’s current 10 directors at the next Disney annual meeting.

Jeff Williams Background

Jeff Williams was named Chief Operating Officer of Apple in December of 2015. He joined the tech company in 1998 as Head of Worldwide Procurement. In 2004 he was promoted to Vice President of Operations for Apple. He played an important role in the launch of the first iPhone in 2007 and went on to hold responsibility for worldwide product operations and oversee Apple’s supply chain, service and support. In 2013, in conjunction with his operations role, Williams began leading the Apple Watch project and the company’s expansion into health and fitness. Prior to joining Apple, he held various engineering and operational roles at International Business Machines Corporation (IBM). Williams earned a bachelor’s degree from North Carolina State University and an M.B.A. from Duke University.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences. Disney is a Dow 30 company and had annual revenue of $94.4 billion in its Fiscal Year 2025.

Forward-Looking Statements

Certain statements in this press release may constitute “forwardlooking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our plans, beliefs and expectations. Any information that is not historical in nature is subject to change, including as a result of developments beyond the Company’s control. These statements are made on the basis of management’s views and assumptions regarding future events as of the time the statements are made, and management does not undertake any obligation to update these statements. The terms “Company,” “Disney,” “we,” and “our” are used to refer collectively to The Walt Disney Company and the subsidiaries through which our various businesses are actually conducted.

Contacts

David Jefferson
David.J.Jefferson@disney.com
818-560-4832

Mike Long
Mike.P.Long@disney.com
818-560-4588

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The Walt Disney Company And OpenAI Reach Landmark Agreement To Bring Beloved Characters From Across Disney’s Brands To Sora https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-and-openai-reach-landmark-agreement-to-bring-beloved-characters-from-across-disneys-brands-to-sora/ Sun, 28 Dec 2025 00:11:08 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company And OpenAI Reach Landmark Agreement To Bring Beloved Characters From Across Disney’s Brands To Sora appeared first on The Walt Disney Company.

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Agreement Marks a Significant Step in Setting Meaningful Standards for Responsible AI in Entertainment

News:

    • As part of this three-year licensing agreement, Sora will be able to generate short, user-prompted social videos that can be viewed and shared by fans, drawing on more than 200 Disney, Marvel, Pixar and Star Wars characters.
    • Agreement will make a selection of these fan-inspired Sora short form videos available to stream on Disney+.
    • Disney and OpenAI affirm a shared commitment to responsible use of AI that protects the safety of users and the rights of creators.
    • Alongside the licensing agreement, Disney will become a major customer of OpenAI, using its APIs to build new products, tools, and experiences, including for Disney+, and deploying ChatGPT for its employees. 
    • As part of the agreement, Disney will make a $1 billion equity investment in OpenAI, and receive warrants to purchase additional equity.      

BURBANK, Calif. & SAN FRANCISCO, Calif. – December 11, 2025 – The Walt Disney Company (NYSE: DIS) and OpenAI have reached an agreement for Disney to become the first major content licensing partner on Sora, OpenAI’s short-form generative AI video platform, bringing these leaders in creativity and innovation together to unlock new possibilities in imaginative storytelling.

As part of this new, three-year licensing agreement, Sora will be able to generate short, user-prompted social videos that can be viewed and shared by fans, drawing from a set of more than 200 animated, masked and creature characters from Disney, Marvel, Pixar and Star Wars, including costumes, props, vehicles, and iconic environments. In addition, ChatGPT Images will be able to turn a few words by the user into fully generated images in seconds, drawing from the same intellectual property. The agreement does not include any talent likenesses or voices.

Alongside the licensing agreement, Disney will become a major customer of OpenAI, using its APIs to build new products, tools, and experiences, including for Disney+, and deploying ChatGPT for its employees.

As part of the agreement, Disney will make a $1 billion equity investment in OpenAI, and receive warrants to purchase additional equity.

Under the agreement, Disney and OpenAI are affirming a shared commitment to the responsible use of AI that protects user safety and the rights of creators. Together, the companies will advance human-centered AI that respects the creative industries and expands what is possible for storytelling.

The transaction is subject to the negotiation of definitive agreements, required corporate and board approvals, and customary closing conditions.

“Technological innovation has continually shaped the evolution of entertainment, bringing with it new ways to create and share great stories with the world,” said Robert A. Iger, CEO, The Walt Disney Company. “The rapid advancement of artificial intelligence marks an important moment for our industry, and through this collaboration with OpenAI we will thoughtfully and responsibly extend the reach of our storytelling through generative AI, while respecting and protecting creators and their works.  Bringing together Disney’s iconic stories and characters with OpenAI’s groundbreaking technology puts imagination and creativity directly into the hands of Disney fans in ways we’ve never seen before, giving them richer and more personal ways to connect with the Disney characters and stories they love.”

“Disney is the global gold standard for storytelling, and we’re excited to partner to allow Sora and ChatGPT Images to expand the way people create and experience great content,” said Sam Altman, co-founder and CEO of OpenAI. “This agreement shows how AI companies and creative leaders can work together responsibly to promote innovation that benefits society, respect the importance of creativity, and help works reach vast new audiences.” 

Under the license, fans will be able to watch curated selections of Sora-generated videos on Disney+, and OpenAI and Disney will collaborate to utilize OpenAI’s models to power new experiences for Disney + subscribers, furthering innovative and creative ways to connect with Disney’s stories and characters. Sora and ChatGPT Images are expected to start generating fan-inspired videos with Disney’s multi-brand licensed characters in early 2026.

Among the characters fans will be able to use in their creations are Mickey Mouse, Minnie Mouse, Lilo, Stitch, Ariel, Belle, Beast, Cinderella, Baymax, Simba, Mufasa, as well as characters from the worlds of Encanto, Frozen, Inside Out, Moana, Monsters Inc., Toy Story, Up, Zootopia, and many more; plus iconic animated or illustrated versions of Marvel and Lucasfilm characters like Black Panther, Captain America, Deadpool, Groot, Iron Man, Loki, Thor, Thanos, Darth Vader, Han Solo, Luke Skywalker, Leia, the Mandalorian, Stormtroopers, Yoda and more.

As part of the agreement, OpenAI has committed to continuing its industry leadership in implementing responsible measures to further address trust and safety, including age-appropriate policies and other reasonable controls across the service. In addition, OpenAI and Disney have affirmed a shared commitment to maintaining robust controls to prevent the generation of illegal or harmful content, to respect the rights of content owners in relation to the outputs of models, and to respect the rights of individuals to appropriately control the use of their voice and likeness.

For visual assets click here.

About The Walt Disney Company
The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences. Disney is a Dow 30 company and had annual revenue of $94.4 billion in its Fiscal Year 2025.

About OpenAI
OpenAI is an AI research and deployment company. Our mission is to ensure that artificial general intelligence benefits all of humanity.

Forward-Looking Statements
The terms “Company,” “we,” and “our” below and “Disney” above are used to refer collectively to The Walt Disney Company and the subsidiaries through which our various businesses are actually conducted.

Certain statements in this press release may constitute “forward‐looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations, beliefs and business plans; transactions for which conditions to close have not been satisfied, including entering into definitive agreements, required approvals or other conditions to close; the benefits of the transactions, commitments and product offerings; consumer sentiment; and other statements that are not historical in nature. Any information that is not historical in nature is subject to change. These statements are made on the basis of management’s views and assumptions regarding future events as of the time the statements are made. Management does not undertake any obligation to update these statements. Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company or the discovery of additional information, as well as from developments beyond the Company’s control, including: failure to enter into definitive agreements, obtain required approvals or satisfy other closing conditions; regulatory and legal developments; technological developments; and consumer preferences and use of product offerings. Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K, subsequent quarterly reports on Form 10-Q and subsequent filings with the Securities and Exchange Commission.

Contacts

The Walt Disney Company

Caitlin Conant
Caitlin.conant@disney.com

Mike Long
Mike.p.long@disney.com

 

OpenAI

Steve Sharpe
ssharpe@openai.com

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The Walt Disney Company Announces Multi-Year Distribution Agreement With YouTube TV https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-announces-multi-year-distribution-agreement-with-youtube-tv/ Sat, 27 Dec 2025 00:56:25 +0000 https://thewaltdisneycompany.com/news// The post The Walt Disney Company Announces Multi-Year Distribution Agreement With YouTube TV appeared first on The Walt Disney Company.

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All Disney Networks Will Be Restored to YouTube TV Customers

New Deal Introduces More Ways to Access Disney’s Content 

BURBANK, CA (November 14, 2025) – The Walt Disney Company announced a multi-year distribution agreement with YouTube TV that delivers Disney’s marquee sports, news and entertainment programming – along with greater choice and value for their customers. As part of the new deal, Disney’s full suite of networks and stations – including ESPN and ABC – have already begun to be restored to YouTube TV subscribers.

Key elements of the agreement include:

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences. Disney is a Dow 30 company and had annual revenue of $94.4 billion in its Fiscal Year 2025.

Contacts

April Carretta
april.carretta@disney.com

Bridget Osterhaus
bridget.osterhaus@disney.com

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Disney Kicks Off The Season With A New Holiday Campaign https://thewaltdisneycompany.com/press-releases/disney-kicks-off-the-season-with-a-new-holiday-campaign/ Fri, 26 Dec 2025 01:39:47 +0000 https://thewaltdisneycompany.com/news// The post Disney Kicks Off The Season With A New Holiday Campaign appeared first on The Walt Disney Company.

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Award-winning filmmaker Taika Waititi returns to direct a heartwarming holiday short featuring the voice of Disney Legend John Goodman, which captures the power of imagination and friendship during this magical season.

Disney’s Holiday Magic Tour will spread cheer to kids and communities through local events, donations, and special surprises across the country and around the world.

Through special experiences at Disney Parks, new and timeless holiday classics streaming on Disney+, toys and products that bring beloved Disney stories to life, and more, Disney will make this holiday season magical for children and families all over.

BURBANK, Calif., November 10, 2025 — This holiday season, Disney is inspiring fans and families everywhere to “Make Someone’s Holiday Magic,” celebrating the joy of giving and the powerful connection that countless people share with Disney during this special time of year. The celebration begins with the all-new, A Disney Holiday Short: Best Christmas Ever, from Academy Award® winner Taika Waititi, available today on Disney+ and online. Next month, Disney will embark on a Holiday Magic Tour to more than 20 cities around the world, spreading cheer through donations, community activations, special surprises, and moments of joy for kids and families. And all season long, Disney holiday magic will be available through special experiences at Disney Parks and Resorts and beloved stories that come to life across our films, series, toys and collectibles, and more.

“For generations, Disney has been part of how families celebrate the holidays—through the impact we have in communities, the stories we share, and the lifelong memories we help create that bring people together,” said Disney’s Joanna Balikian, Senior Vice President, Brand Management. “This year, Disney is continuing that legacy of making magic during the holidays all over the world.”

A Disney Holiday Short: Best Christmas Ever

For the second year in a row, Disney and Taika Waititi have collaborated on a heartwarming original story of friendship for the holidays in A Disney Holiday Short: Best Christmas Ever. At the center of the story is a little girl and her doodle who comes to life on Christmas Day after Santa mistakes the drawing for a holiday wish. The short follows the charming story of the friendship between the girl and the animated product of her imagination during this magical season in a uniquely Disney way.

The lovable character Doodle is voiced by Disney Legend John Goodman, who has voiced numerous beloved animated characters for Disney, including James P. “Sulley” Sullivan from Disney and Pixar’s Monsters, Inc. (2001) and Monsters University (2013), as well as Pacha in Walt Disney Animation Studios’ The Emperor’s New Groove (2000), and “Big Daddy” La Bouff in The Princess and the Frog (2009), among many other Disney titles.

Renowned Walt Disney Animation Studios animator Eric Goldberg, the creator of beloved Disney characters such as Genie from Aladdin (1992), acted as an advisor on the animation of the short in collaboration with Untold Studios, producer hungryman, and creative agency adam&eveDDB.

This short follows last year’s Emmy®-nominated, A Disney Holiday Short: The Boy & The Octopus, also directed by Taika Waititi, whose numerous Disney credits include Marvel Studios’ Thor: Ragnarok (2017) and Thor: Love and Thunder (2022), and Searchlight Pictures’ Jojo Rabbit (2019), for which he won an Oscar® for Best Adapted Screenplay.

“What makes this story uniquely Disney is the fact that it’s set in the world of a kid. It’s a kid and her new best friend, navigating the complex world together, and doing it just with the power of friendship and imagination,” said Taika Waititi.

Disney’s Holiday Magic Tour

As part of the celebration, Disney’s Holiday Magic Tour will visit communities across the country and around the world, with magical moments at local schools, children’s hospitals, and nonprofit organizations, as well as VoluntEARS toy deliveries, exclusive movie screenings, a surprise Broadway cameo, and more. Beloved shows across Disney networks including ESPN’s First Take and SEC Nation, as well as ABC and ABC News programs like Dancing with the Stars, Good Morning AmericaThe ViewLive with Kelly and Mark, Tamron Hall, and Wheel of Fortune will amplify the spirit and excitement, helping to share Disney’s mission of making holiday magic for countless kids and families—particularly those who need it most.

For over 75 years, Disney has worked with the Marine Toys for Tots program to deliver toys, hope, and joy to children in need during the holiday season, a collaboration started by Walt Disney himself. You can make someone’s holiday magic by joining this year’s Disney Ultimate Toy Drive and donating a toy to Toys for Tots through December 24, 2025, or in person at Disney Stores, the Disneyland® Resort or Walt Disney World® Resort from now through December 14, 2025. Disney will harness the full power of its Consumer Products segment to create holiday magic for children and families in need. Special Disney Store shopping sprees will take place in all 50 states. In Detroit, a heartwarming community toy distribution event—in collaboration with Toys for Tots and supported by licensees and retailers—will deliver the spirit of the season through immersive experiences and meaningful giving.

Unleash the Holidays

As the holiday season approaches, Stitch is ready to “Unleash the Holidays” with Disney Consumer Products. This year, the mischievous-yet-lovable blue alien is popping up everywhere and bringing favorite characters from Disney, Pixar, Marvel, and Star WarsTM along for the ride. Disney has great gifts for everyone this holiday season: from toys and collectibles to fashion, accessories, and more—there’s something special to make everyone’s holiday magic.

From seasonal stories to the season of giving, Disney is inspiring fans and audiences to “Make Someone’s Holiday Magic” this year. For generations, Disney has been a part of families’ lives during the holidays, creating cherished memories that last a lifetime. Fans everywhere can celebrate the holidays with Disney at theme parks around the world, at Disney Store, on the award-winning fleet of cruise ships, and by watching timeless classics on Disney+ like Home Alone (1990) and exciting new premieres including the upcoming A Very Jonas Christmas Movie featuring the iconic trio, Kevin, Joe, and Nick Jonas, available to stream on November 14.

To learn about all the ways to make someone’s holiday magic, visit Disney.com/HolidayMagic.

For photo assets, click here.

 

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences.

# # #

Contact

Bruce Lam
The Walt Disney Company
Bruce.Lam@Disney.com

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Disney Celebrates World Princess Week With A Magical Performance, New Content, Products, Music, And More https://thewaltdisneycompany.com/press-releases/disney-celebrates-world-princess-week-with-a-magical-performance-new-content-products-music-and-more/ Mon, 25 Aug 2025 13:00:59 +0000 https://twdcus.ddm.test/news/disney-celebrates-world-princess-week-with-a-magical-performance-new-content-products-music-and-more/ The post Disney Celebrates World Princess Week With A Magical Performance, New Content, Products, Music, And More appeared first on The Walt Disney Company.

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All-new brand spot featuring music from seven-time Grammy® Award winner Jacob Collier showcases the limitless power of imagination inspired by Disney princesses.

Jodi Benson, Aulii Cravalho, Paige O’Hara, and Anika Noni Rose come together for an unforgettable and spectacular Disney Princess concert at Disneyland Park with hosts Susan Egan and Ginnifer Goodwin.

Along with singer and creator Lauren Paley, Jodi Benson takes viewers on a heartwarming ride through the fan-favorite attraction “The Little Mermaid – Ariel’s Undersea Adventure.”

BURBANK, Calif. – August 25, 2025 – Today marks the start of World Princess Week and Disney is celebrating with an all-new musical brand spot, a spectacular concert performance at Disneyland Park from the voices behind some of Walt Disney Animation Studios’ most beloved princesses, a ride-along video featuring a Disney Legend, and much more. World Princess Week celebrates the incredible legacy of beloved Disney princesses and their special connection with generations of kids and fans of all ages around the world. From exciting new product launches to exclusive, one-of-a-kind content, this week will highlight the magic and fun that Disney princesses bring to every part of life. World Princess Week is part of the multi-year “Create Your World” campaign, Disney’s ongoing commitment to give kids the opportunity and tools to use their imaginations, try new things, believe in themselves, and discover their own brand of princess magic that lies within them.

“For over a century, Disney has enchanted audiences across generations with timeless stories that ignite the imagination, and Disney princesses remain an enduring part of our storytelling—inspiring kids and fans of all ages to go beyond dreaming big, to doing big things. We created this special musical brand spot in celebration of World Princess Week, the countless Disney Princess fans around the world, and the limitless power of their imaginations,” said Mallory Wang, Vice President of Brand Marketing at The Walt Disney Company.

Be Our Guest During an All-New Musical Brand Spot

To kick off World Princess Week, Disney released today an all-new musical brand spot entitled All Princesses Make Magic. With music by seven-time Grammy® Award winner Jacob Collier, the new brand spot shows that with a little inspiration, a lot of heart, and a touch of magic, anyone can create their own world. When two young sisters throw their mom a surprise birthday party, they turn to the magic of Disney princesses for inspiration and craft a world of handmade decorations, royal costumes, and big-hearted surprises—with a little help from Dad, played by Santino Fontana, Tony Award® winner and voice of Hans in the acclaimed Walt Disney Animation Studios film, Frozen (2013). As the celebration unfolds, reality blends with fantasy and their dining room becomes a magical world forged from their imaginations.

Celebrate Disney Princesses with a One-Of-A-Kind Concert at Disneyland Park

On August 29 on YouTube—and later on Disney+—fans of all ages will have the chance to enjoy a magical performance during Disney Princess Concert: Celebrating 70 Years of Disneyland featuring admired Disney Princess voice talent such as Auli‘i Cravalho, the voice of the title character in Moana (2016) and Moana 2 (2024); as well as Disney Legends Jodi Benson, the voice of Ariel in The Little Mermaid (1989); Paige O’Hara, the voice of Belle in Beauty and the Beast (1991); and Anika Noni Rose, the voice of Tiana in The Princess and the Frog (2009). In honor of not only World Princess Week but also the Disneyland Resort 70th Celebration, Disney Princess stars will come together for a spectacular performance of some beloved Disney Princess music filmed in front of the iconic Sleeping Beauty Castle at The Happiest Place on Earth with hosts Ginnifer Goodwin—the voice of Judy Hopps in Zootopia (2016) as well as the upcoming November 2025 release of Zootopia 2 and Snow White in ABC’s Once Upon a Time television series—and Susan Egan—the voice of Megara in Hercules (1997) and the original Belle in Beauty and the Beast on Broadway.

Dive Under the Sea in a Royal Ride Along with Disney Legend Jodi Benson

In an all-new YouTube video entitled Exclusive Journey on The Little Mermaid – Ariel’s Undersea Adventure with Jodi Benson & Lauren Paley, creator and princess fan Lauren Paley interviews Jodi Benson during a ride through The Little Mermaid – Ariel’s Undersea Adventure at the Disneyland® Resort, reminiscing on the indelible impact Ariel and the Disney princesses have made on fans around the world. The video will be available on August 27 on the Disney YouTube channel.

Create Your World with All-New Disney Princess Products

The love for Disney princesses extends beyond the silver screen with magical experiences at home through specialty products that ignite imaginative play. Disney Consumer Products is celebrating the second year of the Disney Princess “Create Your World” campaign bringing the magic into families’ everyday lives with new collaborations, spotlighting the princesses’ playful animal sidekicks, and adding a heartwarming layer to playtime and storytelling across generations.

Starting today, fans can discover exciting new products including new Jakks Pacific Majestic Dresses and a Pampered Pup set from their Style Collection, princess bracelets from Little Words Project, new DIFF Eyewear princess designs, and Pandora’s reimagined Disney Princess rings, including an upcoming launch featuring a fan-favorite character.

Disney Store will also carry a brand-new lineup of merchandise launching today, including the new Disney Princess and Sidekicks Squishmallows Box Set, Disney Princess Cakeworthy apparel collection, and the Once Upon a Story Doll Advent Calendar.

Readers across all ages can also now enjoy newly released princess-themed books including “Disney Princess: Princesses Love School!,”“Disney Princess Enchanted Character Guide,” a special boxed set of Little Golden Books, and Tiana’s Perfect Plan, the debut picture book released last October from Anika Noni Rose showcasing Princess Tiana on an all-new adventure through New Orleans.

Recent standout Disney Princess product launches include Mattel’s Pet Palace and Disney Princess Animal Friend Carriages, and the Princess Castle & Royal Pets set from the LEGO Group, both featuring some fan-favorite sidekicks like Pascal, Flounder, Rajah, and Pua. Fans can also tune in to Good Morning America on August 28 to learn more about these products and enjoy an exclusive reveal.

Disney+ Hosts a Royal Celebration Featuring New Programming and Perks

Disney+ is joining the princess celebration with exciting programming and exclusive Perks. Beginning today, fans can stream LEGO Disney Princess: Villains Unite exclusively on Disney+ and enjoy a brand-new “Disney Princess” Stream featuring all the beloved heroes and their loyal sidekicks. Available to Premium subscribers, the 24/7 Stream delivers non-stop stories that show strength lies in standing together with courage, compassion, and companionship.

Plus, three magical new Princess Disney+ Perks are here! Starting today, eligible subscribers can enter a series of limited-time flash sweepstakes for the chance to win enchanting prizes like a Snow White vinyl record prize pack, a dazzling Disney Princess toy bundle, and the complete 5-book Meant To Be series box set. For more details, please visit disneyplus.com/perks.

Enjoy the Magic with New Content for Disney Princess Fans

Launching today on the NatGeoKids YouTube channel, families are invited to go behind-the-scenes at Disney’s Animal Kingdom Park and learn from animal specialists about the real-life species that inspired some of the lovable sidekicks of Disney princesses, including tigers like Rajah from Aladdin; a Kunekune pig like Pua from Moana; a spiny mouse like Jaq and Gus from Cinderella (1950); and chameleons like Pascal from Tangled (2010). These princess sidekicks are the perfect companion for any adventure and remind fans that even the greatest heroines don’t have to face challenges alone. The video is filled with exploration, animation, and popup quizzes for the whole family.

Additional content will continue to roll out throughout the year, including a princess-themed episode of Storytellers Spotlight on ABC and Hulu.

Exciting New Ways to Experience the Music of Disney Princesses

The songs of Disney Princess films have become anthems around the world as the inspirational soundtrack for fans of all ages who dare to explore a whole new world and see how far they’ll go. Available for pre-order now on Disney Music Emporium, celebrate the 15th anniversary of Disney’s Tangled with a special collector’s edition zoetrope vinyl, featuring some favorite songs from the film including “I’ve Got a Dream,” “I See the Light,” and “When Will My Life Begin?” The “Disney Princess Strings: Garden Soirée” album brings a new take to some treasured songs, including “Once Upon a Dream,” “A Dream is a Wish Your Heart Makes,” “A Whole New World,” and more—now available on SpotifyApple MusicAmazon MusicYouTube Music, and other digital platforms.

Disney Concerts and AMP Worldwide are also proud to present Disney’s Moana Live-To-Film Concert North American Tour, featuring a full-length screening of the beloved movie accompanied by live performances of a unique on-stage musical ensemble of top Hollywood studio musicians, Pacific Islands rhythm masters and vocalists, celebrating the music and songs from this award-winning Walt Disney Animation Studios’ classic. The 37-city tour kicks off Friday, October 3, 2025, at the Mayo Performing Arts Center in Morristown, New Jersey. More information on tour dates and tickets can be found here.

Granting Princess Wishes for Kids Around the World 

In celebration of World Princess Week this year, Disney granted princess wishes for more than 100 kids around the world, including:

    • 12 wish kids and their families received a royal invitation to attend the live taping of Disney Princess Concert: Celebrating 70 Years of Disneyland, where they will have a front row seat to the one-of-a-kind show.
    • At Disneyland Resort, cast members granted the wish of seven-year-old Amelia, who dreamed of meeting Moana. Amelia was crowned as “Princess for a Day” as she and her entire family enjoyed a day of fun at the park. As part of her wish, Amelia and Moana embarked on their own wayfinding adventure together.
    • In Latin America, nine princess wishes were granted for young girls who were able to pick their favorite princess dresses, delight in a makeover, enjoy meet and greets and tailored experiences, as well as share the kind of impact they’d like to make on the world.
    • Disney Cruise Line granted 38 wishes for Make-A-Wish children from Italy aboard the Disney Fantasy while the ship was docked in Rome. The families experienced character meet and greets, a Royal Tea Party, playtime in the Oceaneer’s Club, a dance party with Mickey Mouse and friends, and more.
    • Later this week, 60 wish children will enjoy a princess-themed three-day, two-night stay at Disneyland Paris with exciting character meet and greets and multiple princess surprises.

Each year, thousands of Make-A-Wish kids choose Disney princesses for their most heartfelt wish. These timeless stories and characters bring kids comfort, hope, and confidence, especially for those facing critical illnesses. As the world’s largest wish granter for Make-A-Wish, Disney grants a wish every hour of every day.

Follow @thedisneyprincesses on Instagram and @disneyprincess on Facebook for exciting announcements and magical princess fun. Fans can use #DisneyPrincessCreateYourWorld and #WorldPrincessWeek to join the conversation.

For photo assets, click here.

About Disney Princess

Disney Princess celebrates the most magical stories and the relatable, empowered heroines at the heart of those stories who continue to inspire fans¾young and old, around the world¾to discover new adventures and go out there and create their worlds. Every Disney Princess character, from optimistic and kind Cinderella to adventurous wayfinder Moana, empowers fans to dream of bringing the magic of some of Disney’s most beloved stories to life in their own lives, by finding the courage to impact their world and take charge of their own destinies.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences. Disney is a Dow 30 company and had annual revenue of $91.4 billion in its Fiscal Year 2024.

# # #

Media Contact:
Bruce Lam
The Walt Disney Company
Bruce.Lam@Disney.com

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ESPN And The NFL Reach New Agreements To Extend NFL Draft Rights And Add NFL Content and Features To ESPN’s Upcoming Direct-To-Consumer Service https://thewaltdisneycompany.com/press-releases/espn-and-the-nfl-reach-new-agreements-to-extend-nfl-draft-rights-and-add-nfl-content-and-features-to-espns-upcoming-direct-to-consumer-service/ Wed, 06 Aug 2025 10:31:49 +0000 https://twdcus.ddm.test/news/espn-and-the-nfl-reach-new-agreements-to-extend-nfl-draft-rights-and-add-nfl-content-and-features-to-espns-upcoming-direct-to-consumer-service/ The post ESPN And The NFL Reach New Agreements To Extend NFL Draft Rights And Add NFL Content and Features To ESPN’s Upcoming Direct-To-Consumer Service appeared first on The Walt Disney Company.

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      • ESPN to Present the NFL Draft with Coverage on ESPN and ABC; ESPN’s Upcoming Direct-to-Consumer Service, Disney+, and Hulu to Stream ESPN and ABC’s Draft Presentations and Surrounding Programming, Driving Broader Reach
      • ESPN Obtains New Digital Rights In a Separate Agreement; The ESPN App will Provide Deeper Personalization with Enhanced Features and Functionality for NFL Fans; Agreement Also Expands NFL Content Available on Disney+
      • Fans Can Bundle NFL+ Premium Inclusive of NFL RedZone with ESPN’s Upcoming Direct-to-Consumer Service

NEW YORK and BRISTOL, Conn., August 6, 2025 – ESPN and the NFL have reached new licensing agreements, extending ESPN’s NFL Draft rights and, separately, adding NFL programming and content to ESPN’s upcoming Direct-to-Consumer (DTC) service, as well as to Disney+. The agreement also includes the opportunity for fans to bundle ESPN’s DTC service with NFL+ Premium.

ESPN and NFL Reach Multi-Year Extension on NFL Draft
The multi-year NFL Draft licensing agreement builds upon ESPN’s rich history surrounding the event over the past 46 years, as ESPN was the first network to televise the selection process in 1980. Beginning with the 2026 NFL Draft, Disney+ and Hulu will also stream ESPN, ABC, and ESPN Deportes’ trio of Draft presentations. All offerings will be available on ESPN’s DTC service. Additional alternate NFL Draft presentations from ESPN will be available on the same streaming platforms, as will a new daily show dedicated to the NFL Draft. The new show, which will air on ESPN2 most days, will launch the day following the Super Bowl and continue through that year’s Draft. More highlights:

      • ESPN and ABC will each produce telecasts for Rounds 1-3 on Thursday and Friday—a staple of ESPN’s presentation since 2019. On Saturday, ESPN will continue to air Rounds 4-7, with ABC simulcasting the network’s coverage.
      • ESPN can add other alternate telecasts across streaming platforms for Rounds 1-7.
      • Premier football shows, College GameDay and NFL Live, will continue to be on-site from the NFL Draft.
      • ESPN Radio will continue its live broadcast of the NFL Draft.

ESPN and NFL Reach Additional Licensing Agreement Centered Around NFL Rights For ESPN’s DTC Service
Separately, ESPN and the NFL have reached an agreement to expand the NFL experience across ESPN’s DTC service and Disney+. The agreement includes rights for additional NFL content for ESPN as well as robust interactive features to deepen the experience for fans. ESPN’s DTC offering will also stream select out-of-market NFL preseason games during the 2025 and 2026 seasons. ESPN will also be able to sell and bundle NFL+ Premium, the League’s DTC service that launched in 2022, with ESPN’s DTC service, which gives fans the ability to watch NFL Network and NFL RedZone through the NFL+ Premium offering. Additional rights and features that ESPN will offer include:

      • Highlights for ESPN’s new, innovative, and personalized SportsCenter For You, and the industry-leading ESPN Fantasy Football platform.
      • Fans can utilize the new ESPN App multiview feature while watching ESPN’s NFL games and shows through the ESPN App, such as the traditional Monday Night Football telecast and MNF with Peyton and Eli at the same time, or multiple games when MNF has two games on the same night.
      • Deeper customization with enhanced interactive features that engage fans watching and following the NFL, including the ability to view personalized ESPN Fantasy Football team performance, legalized sports betting information and bet tracking, and integrated games stats on their connected television or mobile device.
      • Exclusive to ESPN DTC subscribers, a video-on-demand Monday Night Football
      • Additional NFL content on Disney+, including the potential for select NFL simulcasts for Disney+ subscribers and the inclusion of incremental highlight rights within shows like Vibe Check and SportsCenter+.

All of ESPN. All in One Place. Coming August 21.
For the first time ever, ESPN will offer its full suite of networks and services directly to fans, along with an enhanced ESPN App that integrates game stats, legalized sports betting information, fantasy sports, commerce, multiview options and a personalized SportsCenter For You. Designed to give fans more choice, flexibility and access to all of ESPN, these new features and functionality will be available to all fans who watch on the ESPN App on mobile and connected TV devices, whether they subscribe directly or through a traditional pay TV package. For more, visit the ESPN DTC Press Kit.

Contacts:

ESPN: Katina Arnold
Katina.arnold@espn.com
860.912.6643

ESPN: Derek Volner
derek.volner@espn.com
860.384.9986

Disney: Mike Long
mike.p.long@disney.com
818.560.4588

NFL: Alex Riethmiller
Alex.Riethmiller@NFL.com
954.599.4154

The post ESPN And The NFL Reach New Agreements To Extend NFL Draft Rights And Add NFL Content and Features To ESPN’s Upcoming Direct-To-Consumer Service appeared first on The Walt Disney Company.

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ESPN’s Direct-to-Consumer Service And Enhanced App Launching August 21 https://thewaltdisneycompany.com/press-releases/espns-direct-to-consumer-service-and-enhanced-app-launching-august-21/ Wed, 06 Aug 2025 10:17:13 +0000 https://twdcus.ddm.test/news/espns-direct-to-consumer-service-and-enhanced-app-launching-august-21/ The post ESPN’s Direct-to-Consumer Service And Enhanced App Launching August 21 appeared first on The Walt Disney Company.

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All of ESPN. All in One Place. Ahead of Marquee Sports Season

BRISTOL, Conn., August 6, 2025 – ESPN will launch its new previously announced direct-to-consumer streaming service on Thursday, August 21, bringing the full suite of ESPN networks and services – within an enhanced ESPN App with new, personalized features and functionality – directly to fans.

Timed for a marquee stretch of live sports programming across ESPN platforms, the launch of ESPN DTC coincides with the start of the college football and NFL seasons, US Open tennis, international soccer, women’s college soccer, volleyball, field hockey, and more – with the start of the WNBA playoffs, PLL playoffs, and NBA and NHL seasons, as well as UFC and WWE events just around the corner.

Designed to give fans more choice and flexibility, ESPN DTC will offer two plans, including an unlimited plan for $29.99/month that gives fans access to all of ESPN’s linear networks – ESPN, ESPN2, ESPNU, SECN, ACCN, ESPNEWS, ESPN Deportes – in addition to ESPN on ABC, ESPN+, ESPN3, SECN+, and ACCNX, covering 47,000 live events each year, on-demand replays, studio shows, original programming, and more. Bundling opportunities for the ESPN unlimited plan with Disney+ and Hulu include a special offer at launch for $29.99/month for the first 12 months.

All subscribers to ESPN’s unlimited plan – either through ESPN DTC or a traditional Pay TV provider – will have live and on-demand access to all of ESPN’s leading studio shows – including SportsCenterGet UpFirst TakeNFL LiveThe Pat McAfee ShowPardon the InterruptionCollege GameDayNBA Today, Inside the NBA, The Rich Eisen Show, and more – plus a robust, on-demand library featuring 30 for 30 films, ESPN Originals, replays, and more.

The enhanced ESPN App will introduce a more personalized, dynamic viewing experience for fans. New features will include updated multiview options, integrated game stats, betting information, fantasy sports and commerce, along with a personalized SC For You.

For more details, including subscription pricing, bundle options and more, visit https://bit.ly/ESPNDTC.

Contacts:
Kevin Ota / kevin.r.ota@espn.com / 860-839-7834
Olivia Coryell / olivia.coryell@espn.com / 904-303-3538

The post ESPN’s Direct-to-Consumer Service And Enhanced App Launching August 21 appeared first on The Walt Disney Company.

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ESPN To Acquire NFL Network And Other Media Assets From The NFL In Exchange For A 10% Equity Stake In ESPN https://thewaltdisneycompany.com/press-releases/espn-to-acquire-nfl-network-and-other-media-assets-from-the-nfl-in-exchange-for-a-10-equity-stake-in-espn/ Wed, 06 Aug 2025 00:02:23 +0000 https://twdcus.ddm.test/news/espn-to-acquire-nfl-network-and-other-media-assets-from-the-nfl-in-exchange-for-a-10-equity-stake-in-espn/ The post ESPN To Acquire NFL Network And Other Media Assets From The NFL In Exchange For A 10% Equity Stake In ESPN appeared first on The Walt Disney Company.

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Fans to Benefit from Increased Consumer Choice, Greater Accessibility, and Expanded High-Quality Programming and Content Offerings Through ESPN

ESPN to Own and Operate NFL Network, With Plans to Fully Integrate it into ESPN’s Upcoming Direct-to-Consumer Service

NFL’s RedZone Channel to Join The Walt Disney Company’s Linear Networks Distribution Portfolio; and ESPN Fantasy Football to Combine with NFL Fantasy, Creating an Enhanced Offering and Broader Reach to Meet Global Demand

NFL to Also License Games, NFL RedZone, NFL Films programming as well as Content and Other Rights to ESPN 

NEW YORK and BURBANK, Calif., August 5, 2025 — ESPN, a subsidiary of The Walt Disney Company (NYSE: DIS), and the National Football League (NFL) today announced a non-binding agreement under which ESPN will acquire NFL Network and certain other media assets owned and controlled by the NFL – including NFL’s linear RedZone Channel, and NFL Fantasy –  in exchange for a 10% equity stake in ESPN. In addition to the sale of NFL Network, the NFL and ESPN are also entering into a second non-binding agreement, under which the NFL will license to ESPN certain NFL content and other intellectual property to be used by NFL Network and other assets.

These transactions between America’s most popular sporting league and the world’s most innovative sports media leader are designed to set a new standard for how professional football is delivered, experienced and celebrated by fans.

“Today’s announcement paves the way for the world’s leading sports media brand and America’s most popular sport to deliver an even more compelling experience for NFL fans, in a way that only ESPN and Disney can,” said Robert A. Iger, Chief Executive Officer of The Walt Disney Company. “Commissioner Goodell and the NFL have built outstanding media assets, and these transactions will add to consumer choice, provide viewers with even greater convenience and quality, and expand the breadth and value proposition of Disney’s streaming ecosystem.”

“Since its launch in 2003, NFL Network has provided millions of fans unprecedented access to the sport they love,” said NFL Commissioner Roger Goodell. “Whether it was debuting Thursday Night Football, televising the Combine, or telling incredible football stories through original shows and breaking news, NFL Network has delivered. The Network’s sale to ESPN will build on this remarkable legacy, providing more NFL football for more fans in new and innovative ways.”

“This is an exciting day for sports fans,” said Jimmy Pitaro, Chairman of ESPN. “By combining these NFL media assets with ESPN’s reach and innovation, we’re creating a premier destination for football fans. Together, ESPN and the NFL are redefining how fans engage with the game—anytime, anywhere. This deal helps fuel ESPN’s digital future, laying the foundation for an even more robust offering as we prepare to launch our new direct-to-consumer service.”

Additional Details

This new relationship brings together some of the NFL’s premier media brands and fan-engagement platforms with ESPN’s deep experience in producing and distributing high-quality and innovative sports programming. ESPN intends to deploy its resources and expertise in the development of NFL Network, distribution of the RedZone Channel and fantasy, to expand audience reach, increase accessibility and flexibility for consumers, drive innovation, and offer even more high-quality content to fans at highly competitive prices. As a result of this sale, NFL programming will be available on more platforms than ever before, including ESPN’s upcoming direct-to-consumer (“DTC”) service, while remaining on cable, satellite and leading streaming providers. ESPN’s DTC offering will deliver an array of NFL content to subscribers.

Under the terms of these agreements:

    • NFL Network, including both linear and digital rights, would be owned and operated by ESPN and fully integrated into ESPN DTC, alongside traditional pay television distribution, increasing accessibility and flexibility for consumers and promoting innovation in sports programming.
    • ESPN would own broad rights to the RedZone brand and distribute the NFL RedZone Channel to pay TV operators for continued inclusion into their sports packages.
    • NFL Fantasy Football would merge with ESPN Fantasy Football, creating the official Fantasy season-long game of the NFL and one best-in-class digital experience, driving innovation and enabling broader reach to meet global demand.
    • In total, ESPN’s platforms will license an additional three NFL games per season to air on NFL Network as a result of today’s news. In addition, ESPN will adjust its overall NFL game schedule, with four games (including some from overlapping windows) shifting to the NFL Network, which will continue to present seven games per season.
    • The NFL will continue to own and operate its retained media businesses including properties such as NFL Films and key fan-facing platforms such as NFL+, NFL.com, the NFL Podcast Network, the NFL FAST Channel and the official sites for the league’s 32 clubs. It will also continue to own, operate, and produce NFL RedZone, and retain the rights to distribute NFL RedZone digitally.

    The transactions are subject to the parties’ negotiation of definitive agreements, various approvals including by the NFL team owners, and customary closing conditions.

    ESPN is 80 percent owned by ABC, Inc. (an indirect subsidiary of The Walt Disney Company) and 20 percent by Hearst.

    Forward-Looking Statements

    The terms “Company,” “we,” and “our” below and “Disney” above are used to refer collectively to The Walt Disney Company and the subsidiaries through which our various businesses are actually conducted.

    Certain statements in this press release may constitute “forward‐looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations, beliefs and business plans; transactions for which conditions to close have not been satisfied, including entering into definitive agreements, regulatory or other approvals or other conditions; content, benefits and timing of future product offerings; consumer sentiment; and other statements that are not historical in nature. Any information that is not historical in nature is subject to change. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.  Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company or the discovery of additional information, as well as from developments beyond the Company’s control, including: failure to enter into definitive agreements, obtain regulatory or other approvals or satisfy other conditions; other regulatory and legal developments; the availability of, and competition for, as applicable, programming, subscribers, talent and distribution channels; and consumer preferences and product acceptance. Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K, quarterly reports on Form 10-Q and subsequent filings with the Securities and Exchange Commission.

    Contacts:

    ESPN: Katina Arnold
    Katina.arnold@espn.com
    860.912.6643

    ESPN: Derek Volner
    derek.volner@espn.com
    860.384.9986

    Disney: Mike Long
    mike.p.long@disney.com
    818.560.4588

    NFL: Alex Riethmiller
    Alex.Riethmiller@NFL.com
    954.599.4154

The post ESPN To Acquire NFL Network And Other Media Assets From The NFL In Exchange For A 10% Equity Stake In ESPN appeared first on The Walt Disney Company.

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The Walt Disney Company and Miral Announce Plans for Disney Theme Park and Resort on Yas Island, Abu Dhabi https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-and-miral-announce-plans-for-disney-theme-park-and-resort-on-yas-island-abu-dhabi/ Wed, 07 May 2025 12:01:26 +0000 https://twdcus.ddm.test/news/the-walt-disney-company-and-miral-announce-plans-for-disney-theme-park-and-resort-on-yas-island-abu-dhabi/ The post The Walt Disney Company and Miral Announce Plans for Disney Theme Park and Resort on Yas Island, Abu Dhabi appeared first on The Walt Disney Company.

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The Seventh Disney Destination Will Extend the Company’s Global Reach and Captivate New Audiences in a Thriving, Dynamic Hub

The Collaboration Exemplifies Abu Dhabi’s Continued Commitment to Sustainable Growth, Positioning Travel and Tourism as Key Pillars of a Thriving Future

ABU DHABI, United Arab Emirates – May 7, 2025 – The Walt Disney Company (NYSE: DIS) and Miral, Abu Dhabi’s leading creator of immersive destinations and experiences, announced an agreement to create a landmark Disney theme park resort in Abu Dhabi, United Arab Emirates. The waterfront resort will be located on Yas Island, a world-class destination for entertainment and leisure, connecting travelers from the Middle East and Africa, India, Asia, Europe, and beyond. This seventh Disney theme park resort will combine Disney’s iconic stories, characters and attractions with Abu Dhabi’s vibrant culture, stunning shorelines, and breathtaking architecture.

“Abu Dhabi is a place where heritage meets innovation, where we preserve our past while designing the future,” His Excellency Mohamed Khalifa Al Mubarak, Chairman at Miral, said. “The collaboration between Abu Dhabi and Disney demonstrates the remarkable results of combining visionary leadership and creative excellence. What we are creating with Disney in Abu Dhabi is a whole new world of imagination — an experience that will inspire generations across the region and the world, creating magical moments and memories that families will treasure forever. Through the development of unique attractions and experiences, Abu Dhabi continues to be a destination of choice for the world.”

The new resort will be fully developed and built by Miral. Disney and its legendary Imagineers will lead creative design and operational oversight to provide a world-class experience. Miral, which has developed a number of family entertainment destinations on Yas Island, Abu Dhabi in collaboration with American and European brands, will operate the resort.

“This is a thrilling moment for our company as we announce plans to build an exciting Disney theme park resort in Abu Dhabi, whose culture is rich with an appreciation of the arts and creativity,” said Robert A. Iger, Chief Executive Officer, The Walt Disney Company. “As our seventh theme park destination, it will rise from this land in spectacular fashion, blending contemporary architecture with cutting edge technology to offer guests deeply immersive entertainment experiences in unique and modern ways. Disneyland Abu Dhabi will be authentically Disney and distinctly Emirati – an oasis of extraordinary Disney entertainment at this crossroads of the world that will bring to life our timeless characters and stories in many new ways and will become a source of joy and inspiration for the people of this vast region to enjoy for generations to come.”

The UAE is located within a four-hour flight of one-third of the world’s population, making it a significant gateway for tourism. The UAE is home to the largest global airline hub in the world, with 120 million passengers traveling through Abu Dhabi and Dubai each year.

“This groundbreaking resort destination represents a new frontier in theme park development,” said Josh D’Amaro, Chairman, Disney Experiences. “Our resort in Abu Dhabi will be the most advanced and interactive destination in our portfolio. The location of our park is incredibly unique – anchored by a beautiful waterfront – which will allow us to tell our stories in completely new ways. This project will reach guests in a whole new part of the world, welcoming more families to experience Disney than ever before. Ultimately, it will be a celebration of what’s possible when creativity and progress come together.”

“Bringing a Disney theme park resort to Yas Island marks a historic milestone in our journey to further advance the island’s position as a global destination for exceptional entertainment and leisure,” said Mohamed Abdalla Al Zaabi, Group CEO, Miral. “Together, we are creating a place of boundless innovation, where the vision of our leadership continues to inspire the world.” The development of unique experiences will support sustained economic growth in Abu Dhabi and beyond.

Upon completion, the new theme park resort will offer signature Disney entertainment, themed accommodations, unique dining and retail experiences, and storytelling in a way that celebrates both the heritage of Disney and the futuristic and cultural essence of Abu Dhabi.

Further details will be announced as the project progresses. Please refer to the company’s 10-Q filing today for additional details regarding the agreement.

For downloadable media assets, please visit: https://disneyconnect.com/dxpressAbout The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences. Disney is a Dow 30 company and had annual revenue of $91.4 billion in its Fiscal Year 2024.

About Disney Experiences

Disney Experiences brings the magic of The Walt Disney Company’s powerful brands and franchises — including Disney, Pixar, Marvel, Star Wars, ESPN, 20th Century Studios and National Geographic — into the daily lives of families and fans around the world to create magical memories that last a lifetime.

When Walt Disney opened Disneyland in Anaheim, California, on July 17, 1955, he created a unique destination built around storytelling and immersive experiences, ushering in a new era of family entertainment. Seventy years later, Disney has grown into one of the world’s leading providers of family travel and leisure experiences, with iconic businesses including six resort destinations: Disneyland Resort in Anaheim, California; Walt Disney World Resort in Orlando, Florida; Tokyo Disneyland Resort; Disneyland Paris; Hong Kong Disneyland Resort; and Shanghai Disney Resort. These destinations encompass 12 theme parks and 57 resorts across three continents. Beyond theme parks, Disney Signature Experiences includes a top-rated cruise line with six ships and plans for seven more; a luxurious family beach resort in Hawai‘i; a popular vacation ownership program; and an award-winning guided family adventure business. Disney’s global consumer products operations include the world’s leading licensing business; the world’s largest children’s publishing brands; one of the world’s largest licensors of games across all platforms; Disney store locations around the world; and the Disney Store e-commerce platform.

These experiences are created by Disney Imagineers, the creative force behind experiences found in Disney theme parks, resort hotels and cruise ships.

About Miral

Miral, is the leading creator of immersive destinations and experiences in Abu Dhabi, contributing to the growth of the leisure and entertainment industry and the City’s economic diversification. It conceives, creates, operates, and manages immersive destinations and experiences that attract visitors from across the world and create unforgettable memories, accelerating the realization of the Emirate’s tourism vision and growth.

Responsible for the development of Yas Island and overseeing Saadiyat Island’s Destination Management Strategy, Miral’s portfolio of world-class assets incorporates entertainment, leisure, culture, sport, dining, retail, and hospitality experiences, aiming to deliver millions of memorable moments for residents and international guests alike. These include SeaWorld Yas Island, Abu Dhabi, Ferrari World Yas Island, Abu Dhabi, Warner Bros. World™ Yas Island, teamLab Phenomena Abu Dhabi, Abu Dhabi, CLYMB™ Abu Dhabi, Yas Waterworld Abu Dhabi, Yas Marina, and Yas Bay Waterfront, home to the UAE’s largest indoor multi-purpose venue Etihad Arena, amongst others. Miral also has several projects being developed on Yas Island and across the emirate, including Natural History Museum Abu Dhabi and a Harry Potter-themed land within Warner Bros. World Abu Dhabi.

Miral encompasses three subsidiaries: Miral Destinations, which promotes unique destinations; Miral Experiences, which operates a diverse portfolio of world-class, award-winning immersive experiences; and Yas Asset Management, which operates and manages a portfolio of vibrant destinations including F&B, retail, marinas and hospitality properties across Yas Island.

For more information, visit www.miral.ae.

About Yas Island

Located on the golden shores of Abu Dhabi – just 20 minutes from downtown Abu Dhabi and 50 minutes from Dubai, Yas Island, offers holidaymakers a diverse mix of leisure and entertainment experiences. From award-winning theme parks such as Ferrari World Yas Island, Abu Dhabi, Yas Waterworld Yas Island, Abu Dhabi, and Warner Bros. World™ Yas Island Abu Dhabi to incredible attractions such as the record-breaking CLYMB™ Yas Island, Abu Dhabi, and the thrilling Yas Marina Circuit (home to the FORMULA 1 ETIHAD AIRWAYS ABU DHABI GRAND PRIX™), visitors are bound to discover a world of entertainment options all within the 25 sq. km island.

Yas Island boasts world-class shopping at Abu Dhabi’s largest mall Yas Mall, eclectic dining at Yas Marina and Yas Bay Waterfront, Abu Dhabi’s vibrant day to night attraction and award-winning golf at Yas Links golf course. The island offers a year-round line-up of spectacular musical, entertainment and family events at Etihad Arena, the Middle East’s largest indoor entertainment venue and houses ten incredible hotels, including W Abu Dhabi – Yas Island, Hilton Abu Dhabi Yas Island, and The WB™ Abu Dhabi, the world’s first Warner Bros. themed hotel. The destination also features WHITE Abu Dhabi, a one-of-a-kind multi-sensory indoor venue and more than 165 dining experiences dotting the island – complementing these attractions is a range of visitor services that connect all attractions to one another.

For more information, please visit https://www.yasisland.com/Contacts:The Walt Disney Company

Alannah Hall-Smith
alannah.hall-smith@disney.com
818-731-8423

Melissa Britt
melissa.b.britt@disney.com                          
714-271-7411

David Jefferson
david.j.jefferson@disney.com
818-319-2961

Mike Long
mike.p.long@disney.com
818-560-4588

Miral

Media Enquiries Contact:
Amjad Saqer, Account Director – Weber Shandwick
+971 50 8664910
yasislandpr@webershandwick.com

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FORWARD-LOOKING STATEMENTS

The terms “Company,” “Disney” and as such terms relate to Disney, “we” and “our” are used to refer collectively to The Walt Disney Company and the subsidiaries through which its various businesses are actually conducted.

Certain statements and information in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations and plans; the completion of the future theme park and resort project, including features, offerings and expected resulting benefits; consumer market, sentiment or demand; and other statements that are not historical in nature. Any information that is not historical in nature included in this communication is subject to change. These statements are made on the basis of the Company’s views and assumptions regarding future events and business performance as of the time the statements are made. The Company does not undertake any obligation to update these statements.

Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including business decisions, as well as from developments beyond the Company’s control, including: the occurrence of subsequent events; consumer preferences and acceptance of our offerings; international developments, including tariffs and other trade policies, political or military developments; regulatory and legal developments; and natural disasters.

Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K and quarterly reports on Form 10-Q, including, as applicable, under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” and subsequent filings with the Securities and Exchange Commission.

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The Walt Disney Company To Participate In The Moffettnathanson Media, Internet & Communications Conference https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-to-participate-in-the-moffettnathanson-media-internet-communications-conference/ Wed, 30 Apr 2025 17:01:44 +0000 https://twdcus.ddm.test/news/the-walt-disney-company-to-participate-in-the-moffettnathanson-media-internet-communications-conference/ The post The Walt Disney Company To Participate In The Moffettnathanson Media, Internet & Communications Conference appeared first on The Walt Disney Company.

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BURBANK, Calif., April 30, 2025 – Josh D’Amaro, Chairman, Disney Experiences, The Walt Disney Company (NYSE: DIS) will participate in a question-and-answer session at the MoffettNathanson Media, Internet & Communications Conference on Wednesday, May 14, 2025 at approximately 9:40 a.m. ET/ 6:40 a.m. PT.

To stream live, please visit www.disney.com/investors. A recording of the question-and-answer session will be archived on our website.

Contacts:

Carlos Gómez
Investor Relations
(818) 560-1933

David Jefferson
Corporate Communications
(818) 560-4832

Alannah Hall-Smith
Disney Experiences Communications
(818) 560-4315

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The Walt Disney Company Launches Inaugural, Company-Wide “Disney Week Of Wishes” Campaign To Celebrate World Wish Day With Make-A-Wish https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-launches-inaugural-company-wide-disney-week-of-wishes-campaign-to-celebrate-world-wish-day-with-make-a-wish/ Mon, 28 Apr 2025 18:32:34 +0000 https://twdcus.ddm.test/news/the-walt-disney-company-launches-inaugural-company-wide-disney-week-of-wishes-campaign-to-celebrate-world-wish-day-with-make-a-wish/ The post The Walt Disney Company Launches Inaugural, Company-Wide “Disney Week Of Wishes” Campaign To Celebrate World Wish Day With Make-A-Wish appeared first on The Walt Disney Company.

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As the world’s largest wish granter for Make-A-Wish, Disney grants a wish every hour of every day all year long

BURBANK, Calif., April 28, 2025 – Today, The Walt Disney Company (NYSE: DIS) kicks off a weeklong company-wide campaign to celebrate its 45-year relationship with Make-A-Wish by launching the first ever “Disney Week of Wishes.” During this unprecedented week, Disney is honoring World Wish Day on April 29 by sharing unique wishes selected by Make-A-Wish kids that only Disney can make come true. This includes a wish-granting moment on American Idol, a Princess-themed ball for nearly 50 families at Disney World, and making one girl’s wish of meeting a star of the Marvel Cinematic Universe come true. The unique power of Disney to grant more than 170 signature wishes this week is made possible by harnessing the breadth of the company’s businesses to deliver on the core promise that has guided Disney for over a century: to create happiness for kids and families around the world.

“We’re enormously proud of Disney’s relationship with Make-A-Wish, which dates back nearly 45 years to the first official wish at Disneyland,” said Disney CEO Bob Iger. “It’s a privilege to use the power of Disney’s stories and characters to lift children’s spirits when they need it most, and we’re honored to work with Make-A-Wish to grant a Disney wish every hour of every day.”“Disney has supported Make-A-Wish from the very beginning, and now 45 years later, we are making a greater impact together than ever before in honor of World Wish Day on April 29,” said Leslie Motter, president and CEO, Make-A-Wish America. “Disney Week of Wishes is a testament to the company’s steadfast commitment to delivering hope and joy when it’s needed most to wish kids and their families around the world.”

ABC News’ Good Morning America kicked off the week by highlighting the company’s longstanding relationship with Make-A-Wish, taking viewers back to where the first official wish was granted: Disneyland. Now, 45 years later, six-year-old Justice from Washington State traveled to Disneyland where her wish to be a princess came true. Throughout Disney Week of Wishes, Disney will spotlight several different wishes taking place across the company. Some of the wishes include:

    • Meeting Luke Bryan of ABC’s American Idol
    • Meeting Sebastian Stan of Marvel’s Thunderbolts*
    • Announcing a draft pick for the NFL, broadcast on ESPN
    • Having the ultimate Disney Princess experience at Once Upon A Wish Party, a storybook event at Walt Disney World for about 50 Make-A-Wish kids and their families
    • Visiting Disneyland Resort, which is hosting nine wish kids and their families for a princess celebration
    • Sailing on Disney Cruise Line, which granted the wish of three kids who set sail aboard the fittingly named Disney Wish
    • A Disney Store shopping spree and princess makeovers for two sisters, arranged by Disney Consumer Products

Global Disney teams are also bringing happiness to wish kids around the world. A few examples include:

    • Disneyland Paris, which hosted 78 Make-A-Wish families for a special wish weekend
    • Disney’s Latin America office, which created the first ever Princess wish event in Argentina for six wish kids and their families
    • Disney teams across Asia are working with Make-A-Wish to grant wishes, inviting wish alumni to franchise-themed experiences, and hosting activations at Shanghai Disney Store and Parks sites across the region

All week, the company’s largest social handles will share wish stories in the U.S. and around the world for fans to follow along. To join Disney and become a WishMaker with Make-A-Wish visit wish.org/Disney.

Disney is the world’s largest wish granter for Make-A-Wish, granting a wish every hour of every day. Disney has helped grant more than 165,000 life-changing wishes since the first official wish was granted at Disneyland Resort in 1981. These Disney wishes are transformative. They have the power to renew hope, uplift spirits, and unite families in life-changing experiences.

About The Walt Disney Company

For more than 100 years, Disney has been committed to bringing happiness to kids and families around the world. Learn more about Disney’s commitment to delivering happiness and joy when it’s needed most at joy.disney.com. Join Disney and become a WishMaker with Make-A-Wish at wish.org/Disney.

About Make-A-Wish®  

Make-A-Wish creates life-changing wishes for children with critical illnesses. Founded in Phoenix, Arizona, Make-A-Wish is the #1 most trusted nonprofit operating locally in all 50 states throughout the U.S. Together with generous donors, supporters, staff and more than 20,000 volunteers across the country, Make-A-Wish delivers hope and joy to children and their families when they need it most. Make-A-Wish aims to bring the power of wishing to every child with a critical illness because wish experiences can help improve emotional and physical health. Since 1980, Make-A-Wish has granted more than 615,000 wishes worldwide; more than 390,000 wishes in the U.S. and its territories alone. For more information about Make-A-Wish America, visit wish.org.

Contact:

Olivia Perez-Cubas
Corporate Communications
olivia.perez-cubas@disney.com

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The Walt Disney Company Celebrates Earth Month With Enterprise-Wide Campaign, ourHOME, Led By National Geographic https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-celebrates-earth-month-with-enterprise-wide-campaign-ourhome-led-by-national-geographic/ Tue, 01 Apr 2025 13:25:37 +0000 https://twdcus.ddm.test/news/the-walt-disney-company-celebrates-earth-month-with-enterprise-wide-campaign-ourhome-led-by-national-geographic/ The post The Walt Disney Company Celebrates Earth Month With Enterprise-Wide Campaign, ourHOME, Led By National Geographic appeared first on The Walt Disney Company.

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Throughout April, Disney and Nat Geo Will Spotlight Global Efforts To Protect, Restore and Celebrate the Natural World

Stream the ourHOME Collection All Month Long on Disney+ and Tune in for the Premieres of National Geographic’s ‘Secrets of the Penguins’ and Disneynature’s ‘Sea Lions of the Galapagos’

LINK to ourHOME Spot
LINK to ‘Secrets of the Penguins’ Trailer (previously released)
LINK to ’Sea Lions of the Galapagos’ Trailer 

BURBANK, Calif. / WASHINGTON, D.C., April 1, 2025 – The Walt Disney Company announced today that it will celebrate Earth Month with an enterprise-wide campaign led by National Geographic to inspire audiences to appreciate the world around us using the power of storytelling.

Throughout April, the ourHOME campaign will feature exciting new content releases, digital and experiential activations, and will showcase global efforts to protect, restore and celebrate the natural world — allowing viewers, fans and followers to discover there is even more to love about this place we call home.

Returning after its successful inaugural year, the ourHOME campaign is rooted in Disney and National Geographic’s shared legacy of transformative storytelling that inspires a deeper connection to our world. Disney is committed to taking meaningful action to support a healthier planet for people and wildlife, a commitment that helped to inspire the creation of the Disney Conservation Fund (DCF), which kicks off a yearlong celebration of its 30 anniversary as part of the ourHOME campaign. DCF will award more than $500,000 in philanthropic grants this April to nonprofit organizations working to provide inspirational experiences for youth to connect with nature and support wildlife and wild places in their communities.

Available all year long, the ourHOME Collection on Disney+ celebrates the beauty, awe and wonder of our planet through acclaimed content such as “Secrets of the Octopus,” “Queens” and “A Real Bug’s Life,” along with the full library of Disneynature films. Additionally, three global premieres will debut during Earth Week: Nat Geo’s “Secrets of the Penguins,” along with Disneynature’s “Sea Lions of the Galapagos” and “Guardians of the Galapagos.”

“Secrets of the Penguins” premieres April 20 at 8/7c on National Geographic, with all episodes streaming April 21 on Disney+ and Hulu. Featuring Emmy and BAFTA Award-winning Nat Geo Explorer Bertie Gregory (@BertieGregory) and narrated by Blake Lively, this latest installment in Nat Geo’s Emmy-winning “Secrets of” franchise takes viewers of all ages to the farthest corners of the world to witness penguin behaviors captured on film for the first time — showcasing the cute and fluffy flightless birds as they brave some of the most extreme environments on Earth.

“Sea Lions of the Galapagos” premieres April 22 on Disney+. This all-new feature film, narrated by Brendan Fraser, dives underwater with Leo, a handsome sea lion pup who’s learning how to navigate life alongside his mother, Luna. Leo must leave his mother’s colony to find his own home — a monumental quest fraught with challenges and new encounters with an array of creatures, from marine iguanas and racer snakes to yellowfin tuna and giant Galapagos sharks.

“Guardians of the Galapagos” debuts April 22 on Disney+. Blair Underwood narrates this behind-the-scenes look at “Sea Lions of the Galapagos” as the Disneynature crew captures intimate sea lion behaviors while showcasing the challenges that threaten the archipelago and the community of champions—the Guardians of the Galapagos—who work to protect this magical place.

Nat Geo is the most-followed brand on social media and connects with more than 780 million followers across its social channels. The ourHOME campaign will leverage this unrivaled social presence to showcase the planet’s magical wildlife and wild places with curated daily posts on relevant Disney and Nat Geo handles. During the Nat Geo Your Shot ourHOME challenge (#NatGeoYourShotOurHOME), fans can share their own incredible images that celebrate the beauty of nature for a chance to be featured on @NatGeoYourShot.

“We are thrilled to be celebrating the return of the ourHOME campaign, which unites the power of Nat Geo storytelling and Disney’s commitment to supporting a healthier planet through best-in-class content and experiential offerings,” said Courteney Monroe, President, National Geographic. “Together, we hope to inspire explorers of all ages to discover and preserve our beautiful planet.”

The ourHOME campaign will feature activations across The Walt Disney Company, including the following:

Content

  • Relevant social handles will celebrate ourHOME all month long, including @Disney, @Disney+, @NatGeo, @NatGeoTV, @NatGeoWILD, @NatGeoTravel, @NatGeoAdventure and @NatGeoDocs.
  • Fans can share their own incredible images that celebrate the beauty of the planet during the Nat Geo Your Shot ourHOME challenge. Tag #NatGeoYourShotOurHOME by April 22 for a chance to be featured on @NatGeoYourShot on Instagram.
  • ourHOME Collection on Disney+ – Disney+’s evergreen ourHOME Collection features content that celebrates the beauty, awe and wonder of our planet.
  • “Secrets of the Penguins” – The latest installment of Nat Geo’s Emmy-winning “Secrets Of” franchise, featuring Emmy and BAFTA Award-winning Nat Geo Explorer Bertie Gregory (@BertieGregory) and narrated by Blake Lively, premieres April 20 at 8/7c on National Geographic, with all episodes streaming April 21 on Disney+ and Hulu.
  • “Sea Lions of the Galapagos” – The all-new Disneynature feature film, narrated by Brendan Fraser, premieres April 22 on Disney+.
  • “Guardians of the Galapagos” – A behind-the-scenes look at “Sea Lions of the Galapagos,” narrated by Blair Underwood, debuts April 22 on Disney+.
  • Dedicated ourHOME Spot – Airing throughout the month across all of Disney networks, Disney-owned television stations and select digital platforms.
  • ourHOME-Themed Programming – Programming scheduled across U.S. networks, including National Geographic Channel, Nat Geo WILD, Nat Geo MUNDO, ABC News, Disney Channel and Disney Jr.
  • National Geographic Society PSA – National Geographic Society public service announcement highlighting penguin conservation work will air throughout the month on National Geographic Channel and Nat Geo Wild.

Digital

  • Nat Geo Social – Using the full power of Nat Geo’s social presence, ourHOME will be amplified throughout the month with curated daily ourHOME posts around the three campaign pillars: Protect, Restore and Celebrate.
  • Relevant social handles will celebrate ourHOME all month long, including @Disney, @Disney+, @NatGeo, @NatGeoTV, @NatGeoWILD, @NatGeoTravel, @NatGeoAdventure and @NatGeoDocs.
  • Fans can share their own incredible images that celebrate the beauty of the planet during the Nat Geo Your Shot ourHOME challenge. Tag #NatGeoYourShotOurHOME by April 22 for a chance to be featured on @NatGeoYourShot on Instagram.

Disney Experiences

  • Guests will have the opportunity to celebrate Earth Month throughout April with special activations that include the following:
    • “Secrets of the Penguins” photo moments and themed kids menus at select restaurants at Disneyland and Walt Disney World Resorts.
    • Disneyland Resort will host renowned TV personality and science communicator Danni Washington at the Disney California Adventure Food and Wine Festival from April 5-6. Additionally, the Zero Waste Art Challenge is back! See the top 10 art projects created by Disneyland Resort cast members from waste and recycled items at Silly Symphony Swings in Disney California Adventure park. Vote for your favorite projects by searching “Earth Month” on the Disneyland app.
    • Disney Cruise Line will offer onboard screenings of the Nat Geo documentary “Magic of Disney Lookout Cay at Lighthouse Point,” which showcases how Disney Imagineers and conservation biologists worked with the local community to create this newest island destination.
    • “Celebrate Earth Month Fair” will return to Disneytown at Shanghai Disney Resort from April 18-22, with a series of themed booths and interactive activities highlighting the resort’s nature conservation commitment.

ourHOME Sweepstakes

  • ourHOME National Geographic Sweepstakes – U.S. residents (18+) can enter for a chance to win a National Geographic – Lindblad Expeditions cruise for two, including airfare, for an unforgettable Antarctic adventure. Sweeps entry period is from April 15-30. Additional details to be announced.

Giving

  • This Earth Month, the Disney Conservation Fund will kick off a yearlong celebration of its 30th anniversary, featuring ongoing stories of success, inspiring moments and celebratory grants. DCF will award more than $500,000 in philanthropic grants this April to nonprofit organizations working to provide inspirational experiences for youth to connect with nature and support wildlife and wild places in their communities, including the following:
    • ‘Promoting Biodiversity Conservation in the Galapagos, Conservation International, in celebration of Disneynature’s “Sea Lions of the Galapagos”
    • ‘A Legacy for Penguins,’ National Geographic Society and Global Penguin Society, led by National Geographic Explorer Pablo (Popi) García Borboroglu, in celebration of Nat Geo’s “Secrets of the Penguins”
    • ‘Jane Goodall’s Roots & Shoots,’ Jane Goodall Institute
    • ‘REEL WILD™ NEW YORK Film Festival,’ Wildlife Conservation Society
    • ‘Party for the Planet,’ Association of Zoos and Aquariums

Community

  • Across the globe, dedicated Disney VoluntEARS, are coming together to make an impact — leading more than 60 projects throughout April, including special initiatives on Earth Day. From cleaning up local parks to restoring rivers and much more, thousands of cast members, crew members, Imagineers and employees will work together to create a brighter future for the planet.
  • Cast members in Los Angeles, New York, Washington, D.C., San Francisco and Bristol will have the opportunity to sign up for clean-up projects in their communities with Keep America Beautiful.

Cast Members

  • Special Earth Month employee engagement screenings and events will be held around the world.

ABOUT THE WALT DISNEY COMPANY
The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international entertainment and media enterprise that includes three business segments: Entertainment, Sports, and Experiences. Disney is a Dow 30 company and had annual revenue of $91.4 billion in its Fiscal Year 2024.

ABOUT NATIONAL GEOGRAPHIC
Representing the largest brand on social media with over 780 million followers and 1.1 billion impressions each month, National Geographic Content’s award-winning and critically acclaimed storytelling inspires fans of all ages to connect with, explore and care about the world through factual storytelling. National Geographic Content, part of a joint venture between The Walt Disney Company and the National Geographic Society, reaches over 532 million people worldwide in 172 countries and 33 languages as a digital, social and print publisher and across the global National Geographic channels (National Geographic Channel, Nat Geo WILD, Nat Geo MUNDO), National Geographic Documentary Films, and direct-to-consumer platforms Disney+ and Hulu. Its diverse content includes Oscar®- and BAFTA award-winning film Free Solo, Oscar-nominated films Sugarcane, Fire of Love and Bobi Wine: The People’s President, Emmy® Award-winning franchise 9/11: One Day in America and JFK: One Day in America, Emmy® Award-winning series Animals Up Close, series Trafficked with Mariana van Zeller, Life Below Zero, and Secrets of the Whales, in addition to multiple National Magazine Awards, Pulitzer Prize Finalists and Webby wins. Visit nationalgeographic.com and natgeotv.com or explore Instagram, Threads, Facebook, LinkedIn, YouTube, TikTok, and Reddit.

MEDIA CONTACTS:Disney Entertainment Television
Katherine Taylor, Vice President, Corporate Communicationskatherine.taylor@disney.comNational Geographic
Jenn Deguzman, Vice President, PublicityJennifer.DeGuzman@natgeo.comDisney+
Dorothy Ballowe, Senior Manager, DTC Communicationsdorothy.ballowe@disney.comDisneynature
Derek Del Rossi, Senior Vice President, Publicity, Walt Disney Studios
derek.del.rossi@disney.comDisney Experiences
Betsy Villalobos, Sr. Manager, External Communicationsbetsy.villalobos@disney.com

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The Walt Disney Company To Participate In The Morgan Stanley Technology, Media, And Telecom Conference https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-to-participate-in-the-morgan-stanley-technology-media-and-telecom-conference-2-2/ Tue, 25 Feb 2025 18:10:07 +0000 https://twdcus.ddm.test/news/the-walt-disney-company-to-participate-in-the-morgan-stanley-technology-media-and-telecom-conference-2-2/ The post The Walt Disney Company To Participate In The Morgan Stanley Technology, Media, And Telecom Conference appeared first on The Walt Disney Company.

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BURBANK, Calif., February 25, 2025 – Dana Walden, Co-Chairman, Disney Entertainment, The Walt Disney Company (NYSE: DIS) will participate in a question-and-answer session at the Morgan Stanley Technology, Media, and Telecom Conference on Tuesday, March 4, 2025 at approximately 6:20 p.m. ET/ 3:20 p.m. PT.

To stream live, please visit www.disney.com/investors. A recording of the question-and-answer session will be archived on our website.

Contacts:

Carlos Gómez
Investor Relations
(818) 560-1933

Mike Long
Corporate Communications
(818) 560-4588

Naomi Bulochnikov
Disney Entertainment Communications
(818) 460-6044

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The Walt Disney Company Reports First Quarter Earnings for Fiscal 2025 https://thewaltdisneycompany.com/press-releases/the-walt-disney-company-reports-first-quarter-earnings-for-fiscal-2025/ Wed, 05 Feb 2025 11:44:30 +0000 https://twdcus.ddm.test/news/the-walt-disney-company-reports-first-quarter-earnings-for-fiscal-2025/ The post The Walt Disney Company Reports First Quarter Earnings for Fiscal 2025 appeared first on The Walt Disney Company.

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BURBANK, Calif.–The Walt Disney Company (NYSE: DIS) today reported earnings for its first fiscal quarter ended December 28, 2024.

 

Financial Results for the Quarter:

  • Revenues increased 5% for Q1 to $24.7 billion from $23.5 billion in Q1 fiscal 2024
  • Income before income taxes increased 27% for Q1 to $3.7 billion from $2.9 billion in Q1 fiscal 2024
  • Diluted earnings per share (EPS) increased 35% for Q1 to $1.40 from $1.04 in Q1 fiscal 2024
  • Total segment operating income(1) increased 31% for Q1 to $5.1 billion from $3.9 billion in Q1 fiscal 2024 and adjusted EPS(1) increased 44% for Q1 to $1.76 from $1.22 in Q1 fiscal 2024

Key Points:

  • Entertainment: Segment operating income increased $0.8 billion to $1.7 billion
    • Direct-to-Consumer operating income increased $431 million to $293 million
    • Direct-to-Consumer advertising revenue declined 2%; excluding the Disney+ Hotstar service in India(2), Direct-to-Consumer advertising revenue was up 16% vs. Q1 fiscal 2024
    • 178 million Disney+ and Hulu subscriptions, an increase of 0.9 million vs. Q4 fiscal 2024
    • 125 million Disney+ subscribers, a decrease of 0.7 million vs. Q4 fiscal 2024
    • Content Sales/Licensing and Other operating income increased $536 million to $312 million driven by the performance of Moana 2
  • Sports: Segment operating income increased $350 million to $247 million
    • Domestic ESPN advertising revenue up 15% vs. Q1 fiscal 2024
  • Experiences: Segment operating income of $3.1 billion comparable to Q1 fiscal 2024, reflecting a 6 percentage-point adverse impact to year-over-year growth due to Hurricanes Milton and Helene (~$120 million impact) and pre-opening expenses (~$75 million impact in Q1 fiscal 2025) driven by the launch of the Disney Treasure
    • Domestic Parks & Experiences operating income declined 5%, reflecting a 9 percentage-point adverse impact to year-over-year growth due to the hurricanes and cruise pre-opening expenses
    • International Parks & Experiences operating income increased 28% vs. Q1 fiscal 2024
(1) Total segment operating income and diluted EPS excluding certain items (also referred to as adjusted EPS) are non-GAAP financial measures. The most comparable GAAP measures are income before income taxes and diluted EPS, respectively. See the discussion on pages 17 through 20 for how we define and calculate these measures and a quantitative reconciliation thereof to the most directly comparable GAAP measures.
(2) The Disney+ Hotstar service in India had advertising revenue of approximately $15 million in Q1 fiscal 2025 and $165 million in Q1 fiscal 2024.

 

Guidance and Outlook:

  • Star India deconsolidated in Q1(1):
    • Our India business will contribute $73 million to Entertainment segment operating income in fiscal 2025, compared to $254 million in the prior year; and $9 million to Sports segment operating income, compared to a $636 million loss in the prior year
    • Equity loss from the India JV of $33 million in Q1 primarily due to the impact of purchase accounting; for the full year we expect an equity loss of roughly $300 million driven by purchase accounting
  • Q2 Fiscal 2025:
    • Entertainment Direct-to-Consumer: Modest decline in Disney+ subscribers compared to Q1
    • Sports: Segment operating income adversely impacted by approximately $100 million due to college sports and one additional NFL game, and about $50 million from exiting the Venu Sports JV
    • Experiences: Disney Cruise Line pre-opening expense of approximately $40 million
  • Fiscal Year 2025:
    • High-single digit adjusted EPS(2) growth compared to fiscal 2024
    • Approximately $15 billion in cash provided by operations
    • Entertainment: Double-digit percentage segment operating income growth, with an increase in Entertainment Direct-to-Consumer operating income of approximately $875 million(3)
    • Sports: 13% segment operating income growth
    • Experiences: 6% to 8% segment operating income growth
    • Disney Cruise Line pre-opening expense of ~$200 million

Message From Our CEO: “Our results this quarter demonstrate Disney’s creative and financial strength as we advanced the strategic initiatives set in motion over the past two years,” said Robert A. Iger, Chief Executive Officer, The Walt Disney Company. “In fiscal Q1 we saw outstanding box office performance from our studios, which had the top three movies of 2024; we further improved the profitability of our Entertainment DTC streaming businesses; we took an important step to advance ESPN’s digital strategy by adding an ESPN tile on Disney+; and our Experiences segment demonstrated its enduring appeal as we continue investing strategically across the globe. Overall, this quarter proved to be a strong start to the fiscal year, and we remain confident in our strategy for continued growth.”

 

(1) Q1 fiscal 2025 included approximately one and a half months of Star India operating results, whereas fiscal 2024 included a full year of results. After November 14, 2024, we began recognizing our share of the India JV in “Equity in the income of investees.”
(2) Diluted EPS excluding certain items (also referred to as adjusted EPS) is a non-GAAP financial measure. The most comparable GAAP measure is diluted EPS. See the discussion on pages 17 through 20 for how we define and calculate this measure and why the Company is not providing the forward-looking quantitative reconciliation of diluted EPS excluding certain items to the most comparable GAAP measure.
(3) Including a comparison to an adverse impact of the Disney+ Hotstar service in India of approximately $200 million in the prior year.

 

SUMMARIZED FINANCIAL RESULTS

The following table summarizes first quarter results for fiscal 2025 and 2024:

Quarter Ended
($ in millions, except per share amounts) December 28, 2024 December 30, 2023 Change
Revenues $ 24,690 $ 23,549 5 %
Income before income taxes $ 3,660 $ 2,871 27 %
Total segment operating income(1) $ 5,060 $ 3,876 31 %
Diluted EPS $ 1.40 $ 1.04 35 %
Diluted EPS excluding certain items(1) $ 1.76 $ 1.22 44 %
Cash provided by operations $ 3,205 $ 2,185 47 %
Free cash flow(1) $ 739 $ 886 (17 )%
(1) Total segment operating income, diluted EPS excluding certain items and free cash flow are non-GAAP financial measures. The most comparable GAAP measures are income before income taxes, diluted EPS and cash provided by operations, respectively. See the discussion on pages 17 through 20 for how we define and calculate these measures and a reconciliation thereof to the most directly comparable GAAP measures.

 

SUMMARIZED SEGMENT FINANCIAL RESULTS

The following table summarizes first quarter segment revenue and operating income for fiscal 2025 and 2024:

Quarter Ended
($ in millions) December 28, 2024 December 30, 2023 Change
Revenues:
Entertainment $ 10,872 $ 9,981 9 %
Sports 4,850 4,835 %
Experiences 9,415 9,132 3 %
Eliminations(1) (447 ) (399 ) (12 )%
Total revenues $ 24,690 $ 23,549 5 %
Segment operating income:
Entertainment $ 1,703 $ 874 95 %
Sports 247 (103 ) nm
Experiences 3,110 3,105 %
Total segment operating income(2) $ 5,060 $ 3,876 31 %
(1) Reflects fees paid by Hulu to ESPN and the Entertainment linear networks business for the right to air their networks on Hulu Live and fees paid by ABC Network and Disney+ to ESPN to program certain sports content on ABC Network and Disney+.
(2) Total segment operating income is a non-GAAP financial measure. The most comparable GAAP measure is income before income taxes. See the discussion on pages 17 through 20.

 

DISCUSSION OF FIRST QUARTER SEGMENT RESULTS

Star India

On November 14, 2024, the Company and Reliance Industries Limited (RIL) completed a transaction (the Star India Transaction) to form a joint venture (India joint venture) that combines the Company’s Star-branded and other general entertainment and sports television channels and direct-to-consumer Disney+ Hotstar service in India (Star India) and certain media and entertainment businesses controlled by RIL. RIL has an effective 56% controlling interest in the joint venture with 37% held by the Company and 7% held by a third party investment company.Upon completion of the Star India Transaction, the Company began recognizing its 37% share of the India joint venture’s results in “Equity in the income of investees.” Star India results in the current quarter through November 14, 2024 and results in the prior-year quarter are consolidated in the Company’s financial results for those periods.

 

Entertainment

Revenue and operating income for the Entertainment segment were as follows:

Quarter Ended Change
($ in millions) December 28, 2024 December 30, 2023
Revenues:
Linear Networks $ 2,617 $ 2,803 (7 )%
Direct-to-Consumer 6,072 5,546 9 %
Content Sales/Licensing and Other 2,183 1,632 34 %
$ 10,872 $ 9,981 9 %
Operating income (loss):
Linear Networks $ 1,098 $ 1,236 (11 )%
Direct-to-Consumer 293 (138 ) nm
Content Sales/Licensing and Other 312 (224 ) nm
$ 1,703 $ 874 95 %

 

The increase in Entertainment operating income in the current quarter compared to the prior-year quarter was due to improved results at Content Sales/Licensing and Other and Direct-to-Consumer, partially offset by a decrease at Linear Networks.

 

Linear Networks

Linear Networks revenues and operating income were as follows:

Quarter Ended Change
($ in millions) December 28, 2024 December 30, 2023
Revenue
Domestic $ 2,206 $ 2,210 %
International 411 593 (31 )%
$ 2,617 $ 2,803 (7 )%
Operating income
Domestic $ 837 $ 838 %
International 138 225 (39 )%
Equity in the income of investees 123 173 (29 )%
$ 1,098 $ 1,236 (11 )%

 

Domestic

Domestic operating income in the current quarter was comparable to the prior-year quarter due to:

  • An increase in programming and production costs primarily due to a higher average cost mix of programming at the ABC Network, reflecting the impact of the 2023 guild strikes on the prior- year quarter
  • A decrease in affiliate revenue attributable to fewer subscribers, partially offset by higher effective rates
  • Lower technology costs
  • Higher advertising revenue reflecting an increase in rates, due to more political advertising at the owned television stations, partially offset by fewer impressions due to lower average viewership at our networks.

International

The decrease in international operating income was primarily due to the Star India Transaction.Equity in the Income of InvesteesIncome from equity investees decreased due to lower income from A+E Television Networks (A+E) attributable to decreases in advertising and affiliate revenue and the comparison to a gain on the sale of an investment in the prior-year quarter.Direct-to-ConsumerDirect-to-Consumer revenues and operating income (loss) were as follows:

Quarter Ended Change
($ in millions) December 28, 2024 December 30, 2023
Revenue $ 6,072 $ 5,546 9 %
Operating income (loss) $ 293 $ (138 ) nm

 

The improvement in operating results in the current quarter compared to the prior-year quarter was due to:

  • Subscription revenue growth attributable to higher effective rates, reflecting increases in pricing, and more subscribers, partially offset by an unfavorable foreign exchange impact
  • Higher technology and distribution costs
  • An increase in programming and production costs reflecting:
    • Higher subscriber-based fees for programming the Hulu Live TV service due to rate increases
    • Lower costs for sports programming on Disney+, reflecting the comparison to the International Cricket Council (ICC) Cricket World Cup, which was carried on Disney+ Hotstar in the prior-year quarter. There were no significant cricket events in the current quarter prior to the Star India Transaction.
  • Lower advertising revenue as the comparison to ICC Cricket World Cup programming in the prior-year quarter on Disney+ Hotstar was largely offset by higher advertising revenue at Disney+ Core and Hulu. The increase in advertising revenue at Disney+ Core and Hulu was due to more impressions, partially offset by lower rates.

Key Metrics – First Quarter of Fiscal 2025 Comparison to Fourth Quarter of Fiscal 2024In addition to revenue, costs and operating income, management uses the following key metrics(1) to analyze trends and evaluate the overall performance of our Disney+ and Hulu direct-to-consumer (DTC) product offerings, and we believe these metrics are useful to investors in analyzing the business. The following tables and related discussion are on a sequential quarter basis.

 

Paid subscribers at:

(in millions) December 28, 2024 September 28, 2024 Change
Disney+
Domestic (U.S. and Canada) 56.8 56.0 1 %
International(2) 67.8 69.3 (2 )%
Total Disney+(2)(3) 124.6 125.3 (1 )%
Hulu
SVOD Only 49.0 47.4 3 %
Live TV + SVOD 4.6 4.6 %
Total Hulu(3) 53.6 52.0 3 %

 

Average Monthly Revenue Per Paid Subscriber for the quarter ended:

December 28, 2024 September 28, 2024 Change
Disney+
Domestic (U.S. and Canada) $ 7.99 $ 7.70 4 %
International(2) 7.19 6.78 6 %
Disney+(2) 7.55 7.20 5 %
Hulu
SVOD Only 12.52 12.54 %
Live TV + SVOD 99.22 95.82 4 %
(1) See discussion on page 16—DTC Product Descriptions and Key Definitions
(2) The sequential prior quarter Paid Subscribers and Average Monthly Revenue per Paid Subscriber have been adjusted to include Disney+ subscribers in Southeast Asia, which were previously reported with Disney+ Hotstar. Disney+ Hotstar is no longer presented as this business was included in the Star India Transaction.
(3) Total may not equal the sum of the column due to rounding

 

Domestic

Disney+ average monthly revenue per paid subscriber increased from $7.70 to $7.99 due to increases in pricing, partially offset by a higher mix of subscribers to promotional offerings.International Disney+ average monthly revenue per paid subscriber increased from $6.78 to $7.19 due to increases in pricing and higher advertising revenue, partially offset by a higher mix of subscribers to promotional offerings.Hulu SVOD Only average monthly revenue per paid subscriber was comparable to the prior sequential quarter as lower advertising revenue was offset by increases in pricing and a higher mix of subscribers to higher priced multi-product offerings.Hulu Live TV + SVOD average monthly revenue per paid subscriber increased from $95.82 to $99.22 primarily due to increases in pricing.

 

Content Sales/Licensing and Other

Content Sales/Licensing and Other revenues and operating income (loss) were as follows:

Quarter Ended Change
($ in millions) December 28, 2024 December 30, 2023
Revenue $ 2,183 $ 1,632 34 %
Operating income (loss) $ 312 $ (224 ) nm

 

The improvement in operating results was due to higher theatrical distribution results reflecting the strong performance of Moana 2 in the current quarter. The current quarter also included Mufasa: The Lion King and the prior-year quarter included The Marvels and Wish.

 

Sports

Sports revenues and operating income (loss) were as follows:

Quarter Ended Change
($ in millions) December 28, 2024 December 30, 2023
Revenue
ESPN
Domestic $ 4,422 $ 4,073 9 %
International 389 363 7 %
4,811 4,436 8 %
Star India 39 399 (90 )%
$ 4,850 $ 4,835 %
Operating income (loss)
ESPN
Domestic $ 231 $ 255 (9 )%
International (3 ) (56 ) 95 %
228 199 15 %
Star India 9 (315 ) nm
Equity in the income of investees 10 13 (23 )%
$ 247 $ (103 ) nm

 

Domestic

ESPN

The decrease in domestic ESPN operating results in the current quarter compared to the prior-year quarter reflected:

  • Higher programming and production costs primarily attributable to expanded college football programming rights including one additional College Football Playoff (CFP) game
    • The CFP format was revised starting with the 2024-2025 season, which added four first round games in the current quarter, two of which aired on our networks and two of which were sub-licensed.
    • In the prior-year quarter, we aired three host games, which under the new format are now quarterfinal and semifinal games that aired in the second quarter of the current fiscal year.
  • An increase in advertising revenue primarily due to higher rates
  • Fees from sub-licensing CFP programming rights
  • Affiliate revenue was comparable to the prior-year quarter as effective rate increases were offset by fewer subscribers

International

ESPN

The decrease in operating loss at international ESPN in the current quarter compared to the prior-year quarter was driven by:

  • Higher fees received from the Entertainment segment to program sports content on Disney+
  • An increase in programming and production costs attributable to higher soccer rights costs reflecting contractual rate increases
  • Lower affiliate revenue due to fewer subscribers

Star India

The improvement in Star India’s operating results reflected the comparison to the ICC Cricket World Cup in the prior-year quarter, as there were no significant cricket events aired in the current quarter prior to the Star India Transaction.

 

Key Metrics – First Quarter of Fiscal 2025 Comparison to Fourth Quarter of Fiscal 2024

In addition to revenue, costs and operating income, management uses the following key metrics(1) to analyze trends and evaluate the overall performance of our ESPN+ DTC product offering, and we believe these metrics are useful to investors in analyzing the business. The following table is on a sequential quarter basis.

December 28, 2024 September 28, 2024 Change
Paid subscribers at: (in millions) 24.9 25.6 (3 )%
Average Monthly Revenue Per Paid Subscriber for the quarter ended: $ 6.36 $ 5.94 7 %
(1) See discussion on page 16—DTC Product Descriptions and Key Definitions

 

ESPN+ average monthly revenue per paid subscriber increased from $5.94 to 6.36 due to increases in pricing and higher advertising revenue.

 

Experiences

Experiences revenues and operating income were as follows:

Quarter Ended Change
($ in millions) December 28, 2024 December 30, 2023
Revenue
Parks & Experiences
Domestic $ 6,432 $ 6,297 2 %
International 1,646 1,476 12 %
Consumer Products 1,337 1,359 (2 )%
$ 9,415 $ 9,132 3 %
Operating income
Parks & Experiences
Domestic $ 1,982 $ 2,077 (5 )%
International 420 328 28 %
Consumer Products 708 700 1 %
$ 3,110 $ 3,105 %

 

Domestic Parks and Experiences

Domestic parks and experiences’ operating results for the current quarter were unfavorably impacted by Hurricane Milton and, to a lesser extent, Hurricane Helene. As a result of Hurricane Milton, Walt Disney World Resort was closed for a day and we canceled a cruise itinerary.

Operating results at our domestic parks and experiences decreased compared to the prior-year quarter due to:

  • Higher costs primarily due to the fleet expansion at Disney Cruise Line and inflation
  • Lower volumes attributable to declines in attendance, reflecting the impact of the hurricanes
  • Increased guest spending

International Parks and Experiences

The increase in operating income at our international parks and experiences was primarily attributable to:

  • Growth in guest spending
  • Higher volumes primarily attributable to an increase in attendance
  • An increase in costs primarily due to new guest offerings

OTHER FINANCIAL INFORMATION

Corporate and Unallocated Shared Expenses

Corporate and unallocated shared expenses increased $152 million for the quarter, from $308 million to $460 million, primarily due to a legal settlement.

 

Restructuring and Impairment Charges

In the current quarter, the Company recorded a $143 million loss in connection with the Star India Transaction.

 

Interest Expense, net

Interest expense, net was as follows:

Quarter Ended
($ in millions) December 28, 2024 December 30, 2023 Change
Interest expense $ (487 ) $ (528 ) 8 %
Interest income, investment income and other 120 282 (57 )%
Interest expense, net $ (367 ) $ (246 ) (49 )%

 

The decrease in interest expense was primarily due to lower average rates and debt balances, partially offset by a decrease in capitalized interest.The decrease in interest income, investment income and other reflected the impact of lower cash and cash equivalent balances, an unfavorable comparison related to pension and postretirement benefit costs, other than service cost, and investment losses in the current quarter compared to investment gains in the prior-year quarter.

 

Equity in the Income of Investees

Equity in the income of investees was as follows:

Quarter Ended
($ in millions) December 28, 2024 December 30, 2023 Change
Amounts included in segment results:
Entertainment $ 118 $ 171 (31 )%
Sports 10 13 (23 )%
Equity in the loss of India joint venture (33 ) nm
Amortization of TFCF Corporation (TFCF) intangible assets related to an equity investee (3 ) (3 ) %
Equity in the income of investees $ 92 $ 181 (49 )%

Income from equity investees decreased $89 million, to $92 million from $181 million, due to lower income from A+E and losses from the India joint venture in the current quarter.

 

Income Taxes

The effective income tax rate was as follows:

Quarter Ended
December 28, 2024 December 30, 2023
Income before income taxes $ 3,660 $ 2,871
Income tax expense 1,016 720
Effective income tax rate 27.8 % 25.1 %

 

The increase in the effective income tax rate in the current quarter compared to the prior-year quarter was due to a non-cash tax charge in connection with the Star India Transaction. This increase was partially offset by the comparison to an unfavorable effect of employee share-based awards in the prior-year quarter, the impact of adjustments related to prior years and a lower foreign effective tax rate. Adjustments related to prior years were favorable in the current quarter and unfavorable in the prior-year quarter.

 

Noncontrolling Interests

Net income attributable to noncontrolling interests was as follows:

Quarter Ended
($ in millions) December 28, 2024 December 30, 2023 Change
Net income attributable to noncontrolling interests $ (90 ) $ (240 ) 63 %

 

The decrease in net income attributable to noncontrolling interests was due to the comparison to accretion of NBC Universal’s interest in Hulu in the prior-year quarter.Net income attributable to noncontrolling interests is determined on income after royalties and management fees, financing costs and income taxes, as applicable.

 

Cash from Operations

Cash provided by operations and free cash flow were as follows:

Quarter Ended
($ in millions) December 28, 2024 December 30, 2023 Change
Cash provided by operations $ 3,205 $ 2,185 $ 1,020
Investments in parks, resorts and other property (2,466 ) (1,299 ) (1,167 )
Free cash flow(1) $ 739 $ 886 $ (147 )
(1) Free cash flow is not a financial measure defined by GAAP. The most comparable GAAP measure is cash provided by operations. See the discussion on pages 17 through 20.

 

Cash provided by operations increased $1.0 billion to $3.2 billion in the current quarter from $2.2 billion in the prior-year quarter driven by:

  • Lower tax payments in the current quarter compared to the prior-year quarter due to payment of fiscal 2023 U.S. federal and California state income taxes in the prior-year quarter that had been deferred pursuant to relief provided by the Internal Revenue Service and California Board of Equalization as a result of the 2023 winter storms in California
  • Higher operating income at Entertainment
  • Higher film and television production spending and the timing of payments for sports rights

Capital Expenditures

Investments in parks, resorts and other property were as follows:

Quarter Ended
($ in millions) December 28, 2024 December 30, 2023
Entertainment $ (268 ) $ (309 )
Sports (1 )
Experiences
Domestic (1,786 ) (571 )
International (293 ) (244 )
Total Experiences (2,079 ) (815 )
Corporate (118 ) (175 )
Total investments in parks, resorts and other property $ (2,466 ) $ (1,299 )

 

Capital expenditures increased to $2.5 billion from $1.3 billion due to higher spend on cruise ship fleet expansion at the Experiences segment.

 

Depreciation Expense

Depreciation expense was as follows:

Quarter Ended
($ in millions) December 28, 2024 December 30, 2023
Entertainment $ 165 $ 163
Sports 10 11
Experiences
Domestic 461 424
International 191 171
Total Experiences 652 595
Corporate 82 54
Total depreciation expense $ 909 $ 823

 

THE WALT DISNEY COMPANY CONDENSED CONSOLIDATED STATEMENTS OF INCOME(unaudited; $ in millions, except per share data)
Quarter Ended
December 28, 2024 December 30, 2023
Revenues $ 24,690 $ 23,549
Costs and expenses (20,612 ) (20,613 )
Restructuring and impairment charges (143 )
Interest expense, net (367 ) (246 )
Equity in the income of investees 92 181
Income before income taxes 3,660 2,871
Income taxes (1,016 ) (720 )
Net income 2,644 2,151
Net income attributable to noncontrolling interests (90 ) (240 )
Net income attributable to The Walt Disney Company (Disney) $ 2,554 $ 1,911
Earnings per share attributable to Disney:
Diluted $ 1.40 $ 1.04
Basic $ 1.41 $ 1.04
Weighted average number of common and common equivalent shares outstanding:
Diluted 1,818 1,835
Basic 1,812 1,832

 

THE WALT DISNEY COMPANY CONDENSED CONSOLIDATED BALANCE SHEETS(unaudited; $ in millions, except per share data)
December 28, 2024 September 28, 2024
ASSETS
Current assets
Cash and cash equivalents $ 5,486 $ 6,002
Receivables, net 13,767 12,729
Inventories 2,018 2,022
Content advances 1,157 2,097
Other current assets 1,239 2,391
Total current assets 23,667 25,241
Produced and licensed content costs 32,505 32,312
Investments 8,902 4,459
Parks, resorts and other property
Attractions, buildings and equipment 78,328 76,674
Accumulated depreciation (45,898 ) (45,506 )
32,430 31,168
Projects in progress 4,581 4,728
Land 1,129 1,145
38,140 37,041
Intangible assets, net 10,372 10,739
Goodwill 73,312 73,326
Other assets 10,148 13,101
Total assets $ 197,046 $ 196,219
LIABILITIES AND EQUITY
Current liabilities
Accounts payable and other accrued liabilities $ 21,635 $ 21,070
Current portion of borrowings 6,620 6,845
Deferred revenue and other 6,591 6,684
Total current liabilities 34,846 34,599
Borrowings 38,688 38,970
Deferred income taxes 6,336 6,277
Other long-term liabilities 10,437 10,851
Commitments and contingencies
Equity
Preferred stock
Common stock, $0.01 par value, Authorized – 4.6 billion shares, Issued – 1.9 billion shares 58,868 58,592
Retained earnings 50,468 49,722
Accumulated other comprehensive loss (2,688 ) (3,699 )
Treasury stock, at cost, 54 million shares at December 28, 2024 and 47 million shares at September 28, 2024 (4,715 ) (3,919 )
Total Disney Shareholders’ equity 101,933 100,696
Noncontrolling interests 4,806 4,826
Total equity 106,739 105,522
Total liabilities and equity $ 197,046 $ 196,219

 

THE WALT DISNEY COMPANYCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(unaudited; $ in millions)
Quarter Ended
December 28, 2024 December 30, 2023
OPERATING ACTIVITIES
Net income $ 2,644 $ 2,151
Depreciation and amortization 1,276 1,243
Deferred income taxes 25 (51 )
Equity in the income of investees (92 ) (181 )
Cash distributions received from equity investees 33 153
Net change in produced and licensed content costs and advances 1,141 2,642
Equity-based compensation 317 308
Other, net 206 (64 )
Changes in operating assets and liabilities
Receivables (1,277 ) (1,554 )
Inventories 4 8
Other assets (116 ) 30
Accounts payable and other liabilities (1,533 ) (1,396 )
Income taxes 577 (1,104 )
Cash provided by operations 3,205 2,185
INVESTING ACTIVITIES
Investments in parks, resorts and other property (2,466 ) (1,299 )
Other, net (109 ) 53
Cash used in investing activities (2,575 ) (1,246 )
FINANCING ACTIVITIES
Commercial paper borrowings (payments), net (169 ) 1,046
Borrowings 1,057
Reduction of borrowings (951 ) (309 )
Repurchases of common stock (794 )
Acquisition of redeemable noncontrolling interests (8,610 )
Other, net (140 ) (133 )
Cash used in financing activities (997 ) (8,006 )
Impact of exchange rates on cash, cash equivalents and restricted cash (153 ) 79
Change in cash, cash equivalents and restricted cash (520 ) (6,988 )
Cash, cash equivalents and restricted cash, beginning of period 6,102 14,235
Cash, cash equivalents and restricted cash, end of period $ 5,582 $ 7,247

 

DTC PRODUCT DESCRIPTIONS AND KEY DEFINITIONS

Product offeringsIn the U.S., Disney+, ESPN+ and Hulu SVOD Only are each offered as a standalone service or as part of various multi-product offerings. Hulu Live TV + SVOD includes Disney+ and ESPN+. Disney+ is available in more than 150 countries and territories outside the U.S. and Canada. Depending on the market, our services can be purchased on our websites or through third-party platforms/apps or are available via wholesale arrangements.Paid subscribersPaid subscribers reflect subscribers for which we recognized subscription revenue. Certain product offerings provide the option for an extra member to be added to an account (extra member add-on). These extra members are not counted as paid subscribers. Subscribers cease to be a paid subscriber as of their effective cancellation date or as a result of a failed payment method. Subscribers to multi-product offerings in the U.S. are counted as a paid subscriber for each of the Company’s services included in the multi-product offering and subscribers to Hulu Live TV + SVOD are counted as one paid subscriber for each of the Hulu Live TV + SVOD, Disney+ and ESPN+ services. Subscribers include those who receive an entitlement to a service through wholesale arrangements, including those for which the service is available to each subscriber of an existing content distribution tier. When we aggregate the total number of paid subscribers across our DTC streaming services, we refer to them as paid subscriptions.

 

International Disney+

International Disney+ includes the Disney+ service outside the U.S. and Canada.

 

Average Monthly Revenue Per Paid Subscriber

Hulu and ESPN+ average monthly revenue per paid subscriber is calculated based on the average of the monthly average paid subscribers for each month in the period. The monthly average paid subscribers is calculated as the sum of the beginning of the month and end of the month paid subscriber count, divided by two. Disney+ average monthly revenue per paid subscriber is calculated using a daily average of paid subscribers for the period. Revenue includes subscription fees, advertising (excluding revenue earned from selling advertising spots to other Company businesses), premium and feature add-on revenue and extra member add-on revenue but excludes Pay-Per-View revenue. Advertising revenue generated by content on one DTC streaming service that is accessed through another DTC streaming service by subscribers to both streaming services is allocated between both streaming services. The average revenue per paid subscriber is net of discounts on offerings that carry more than one service. Revenue is allocated to each service based on the relative retail or wholesale price of each service on a standalone basis. Hulu Live TV + SVOD revenue is allocated to the SVOD services based on the wholesale price of the Hulu SVOD Only, Disney+ and ESPN+ multi-product offering. In general, wholesale arrangements have a lower average monthly revenue per paid subscriber than subscribers that we acquire directly or through third-party platforms.

 

NON-GAAP FINANCIAL MEASURES

This earnings release presents diluted EPS excluding certain items (also referred to as adjusted EPS), total segment operating income and free cash flow. Diluted EPS excluding certain items, total segment operating income and free cash flow are important financial measures for the Company but are not financial measures defined by GAAP.These measures should be reviewed in conjunction with the most comparable GAAP financial measures and are not presented as alternative measures of diluted EPS, income before income taxes or cash provided by operations as determined in accordance with GAAP. Diluted EPS excluding certain items, total segment operating income and free cash flow as we have calculated them may not be comparable to similarly titled measures reported by other companies.Our definitions and calculations of diluted EPS excluding certain items, total segment operating income and free cash flow, as well as quantitative reconciliations of each of these measures to the most directly comparable GAAP financial measure, are provided below.

The Company is not providing the forward-looking measure for diluted EPS, which is the most directly comparable GAAP measure to diluted EPS excluding certain items, or a quantitative reconciliation of forward-looking diluted EPS excluding certain items to that most directly comparable GAAP measure. The Company is unable to predict or estimate with reasonable certainty the ultimate outcome of certain significant items required for such GAAP measure without unreasonable effort. Information about other adjusting items that is currently not available to the Company could have a potentially unpredictable and significant impact on future GAAP financial results.Diluted EPS excluding certain itemsThe Company uses diluted EPS excluding (1) certain items affecting comparability of results from period to period and (2) amortization of TFCF and Hulu intangible assets, including purchase accounting step-up adjustments for released content, to facilitate the evaluation of the performance of the Company’s operations exclusive of these items, and these adjustments reflect how senior management is evaluating segment performance.

The Company believes that providing diluted EPS exclusive of certain items impacting comparability is useful to investors, particularly where the impact of the excluded items is significant in relation to reported earnings and because the measure allows for comparability between periods of the operating performance of the Company’s business and allows investors to evaluate the impact of these items separately.

The Company further believes that providing diluted EPS exclusive of amortization of TFCF and Hulu intangible assets associated with the acquisition in 2019 is useful to investors because the TFCF and Hulu acquisition was considerably larger than the Company’s historic acquisitions with a significantly greater acquisition accounting impact.The following table reconciles reported diluted EPS to diluted EPS excluding certain items for the first quarter:

($ in millions except EPS) Pre-Tax Income/Loss Tax Benefit/Expense(1) After-Tax Income/Loss(2) Diluted EPS(3) Change vs. prior-year period
Quarter Ended December 28, 2024
As reported $ 3,660 $ (1,016 ) $ 2,644 $ 1.40 35 %
Exclude:
Restructuring and impairment charges(4) 143 213 356 0.20
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5) 397 (93 ) 304 0.16
Excluding certain items $ 4,200 $ (896 ) $ 3,304 $ 1.76 44 %
Quarter Ended December 30, 2023
As reported $ 2,871 $ (720 ) $ 2,151 $ 1.04
Exclude:
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs(5) 451 (106 ) 345 0.18
Excluding certain items $ 3,322 $ (826 ) $ 2,496 $ 1.22
(1) Tax benefit/expense is determined using the tax rate applicable to the individual item.
(2) Before noncontrolling interest share.
(3) Net of noncontrolling interest share, where applicable. Total may not equal the sum of the column due to rounding.
(4) Amounts relate to the Star India Transaction.
(5) For the current quarter, intangible asset amortization was $327 million, step-up amortization was $67 million and amortization of intangible assets related to a TFCF equity investee was $3 million. For the prior-year quarter, intangible asset amortization was $380 million, step-up amortization was $68 million and amortization of intangible assets related to a TFCF equity investee was $3 million.

 

Total segment operating income

The Company evaluates the performance of its operating segments based on segment operating income, and management uses total segment operating income (the sum of segment operating income from all of the Company’s segments) as a measure of the performance of operating businesses separate from non-operating factors. The Company believes that information about total segment operating income assists investors by allowing them to evaluate changes in the operating results of the Company’s portfolio of businesses separate from non-operational factors that affect net income, thus providing separate insight into both operations and other factors that affect reported results.

 

The following table reconciles income before income taxes to total segment operating income:

Quarter Ended
($ in millions) December 28, 2024 December 30, 2023 Change
Income before income taxes $ 3,660 $ 2,871 27 %
Add (subtract):
Corporate and unallocated shared expenses 460 308 (49 )%
Equity in the loss of India joint venture 33 nm
Restructuring and impairment charges 143 nm
Interest expense, net 367 246 (49 )%
Amortization of TFCF and Hulu intangible assets and fair value step-up on film and television costs 397 451 12 %
Total segment operating income $ 5,060 $ 3,876 31 %

 

Free cash flow

The Company uses free cash flow (cash provided by operations less investments in parks, resorts and other property), among other measures, to evaluate the ability of its operations to generate cash that is available for purposes other than capital expenditures. Management believes that information about free cash flow provides investors with an important perspective on the cash available to service debt obligations, make strategic acquisitions and investments and pay dividends or repurchase shares.

The following table presents a summary of the Company’s consolidated cash flows:

Quarter Ended
($ in millions) December 28, 2024 December 30, 2023
Cash provided by operations $ 3,205 $ 2,185
Cash used in investing activities (2,575 ) (1,246 )
Cash used in financing activities (997 ) (8,006 )
Impact of exchange rates on cash, cash equivalents and restricted cash (153 ) 79
Change in cash, cash equivalents and restricted cash (520 ) (6,988 )
Cash, cash equivalents and restricted cash, beginning of period 6,102 14,235
Cash, cash equivalents and restricted cash, end of period $ 5,582 $ 7,247

The following table reconciles the Company’s consolidated cash provided by operations to free cash flow:

Quarter Ended
($ in millions) December 28, 2024 December 30, 2023 Change
Cash provided by operations $ 3,205 $ 2,185 $ 1,020
Investments in parks, resorts and other property (2,466 ) (1,299 ) (1,167 )
Free cash flow $ 739 $ 886 $ (147 )

 

FORWARD-LOOKING STATEMENTS

Certain statements and information in this earnings release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations, beliefs, plans, financial prospects, trends or outlook and guidance; financial or performance estimates and expectations (including estimated or expected revenues, earnings, operating income, cash position, costs, expenses and impact of certain items) and expected drivers; direct-to-consumer prospects, including expectations for subscribers; value of our intellectual property, content offerings, businesses and assets; business and other plans; strategic priorities and initiatives; consumer sentiment, behavior or demand and other statements that are not historical in nature. Any information that is not historical in nature included in this earnings release is subject to change. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Management does not undertake any obligation to update these statements.Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives (including capital investments, asset acquisitions or dispositions, new or expanded business lines or cessation of certain operations), our execution of our business plans (including the content we create and IP we invest in, our pricing decisions, our cost structure and our management and other personnel decisions), our ability to quickly execute on cost rationalization while preserving revenue, the discovery of additional information or other business decisions, as well as from developments beyond the Company’s control, including:

  • the occurrence of subsequent events;
  • deterioration in domestic and global economic conditions or failure of conditions to improve as anticipated;
  • deterioration in or pressures from competitive conditions, including competition to create or acquire content, competition for talent and competition for advertising revenue;
  • consumer preferences and acceptance of our content, offerings, pricing model and price increases, and corresponding subscriber additions and churn, and the market for advertising sales on our DTC streaming services and linear networks;
  • health concerns and their impact on our businesses and productions;
  • international, political or military developments;
  • regulatory and legal developments;
  • technological developments;
  • labor markets and activities, including work stoppages;
  • adverse weather conditions or natural disasters; and
  • availability of content.

Such developments may further affect entertainment, travel and leisure businesses generally and may, among other things, affect (or further affect, as applicable):

  • our operations, business plans or profitability, including direct-to-consumer profitability;
  • demand for our products and services;
  • the performance of the Company’s content;
  • our ability to create or obtain desirable content at or under the value we assign the content;
  • the advertising market for programming;
  • taxation; and
  • performance of some or all Company businesses either directly or through their impact on those who distribute our products.

Additional factors are set forth in the Company’s most recent Annual Report on Form 10-K, including under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Business,” quarterly reports on Form 10-Q, including under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and subsequent filings with the Securities and Exchange Commission.The terms “Company,” “we,” and “our” are used in this report to refer collectively to the parent company and the subsidiaries through which our various businesses are actually conducted.

 

PREPARED EARNINGS REMARKS AND CONFERENCE CALL INFORMATION

In conjunction with this release, The Walt Disney Company will post prepared management remarks (Executive Commentary) at www.disney.com/investors and will host a conference call today, February 5, 2025, at 8:30 AM EST/5:30 AM PST via a live Webcast. To access the Webcast go to www.disney.com/investors. The Webcast replay will also be available on the site.

 

Contacts:
David Jefferson
Corporate Communications
818-560-4832

Carlos Gomez
Investor Relations
818-560-1933

 

PDF:Q1 FY25 Quarterly Earnings Report

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Disney Experiences Announces Key Leadership Appointments https://thewaltdisneycompany.com/press-releases/disney-experiences-announces-key-leadership-appointments/ Thu, 23 Jan 2025 21:47:25 +0000 https://twdcus.ddm.test/news/disney-experiences-announces-key-leadership-appointments/ The post Disney Experiences Announces Key Leadership Appointments appeared first on The Walt Disney Company.

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Disney Experiences Chairman Josh D’Amaro today announced several appointments for members of his executive team including a newly created role to oversee major events integration, and new heads for Disneyland Resort, Disney Signature Experiences and Shanghai Disney Resort. The announcement comes as Disney Experiences has embarked on ambitious expansion plans for its cruise line business and at theme parks around the world.

“We have a deep bench of globally minded business leaders who bring the versatility needed to step into key roles across our diverse portfolio,” said Josh D’Amaro, Chairman, Disney Experiences. “These tenured leaders have extensive technical and operational expertise with strong insight and understanding of the guest experience, and possess qualities that promote innovation, creativity, and results.”

Josh D’Amaro announced the following strategic senior executive changes:

  • Ken Potrock, a 30-year Disney veteran will take on the newly created role of President, The Walt Disney Company Major Events Integration. In this role, Potrock will be responsible for developing comprehensive, cross-company plans to maximize the value of large-scale sports, entertainment and tourism events ranging from the 2028 Los Angeles Olympics to the 250th Anniversary of the nation. Potrock joined Disneyland Resort in 2020 and led the successful post-pandemic reopening, and recently secured the approval of DisneylandForward, which unlocks opportunities for expansion and investment in Anaheim for the next 40 years. During his tenure, he also oversaw the opening of Avengers Campus, the reimagining of Pixar Place Hotel, the expansion of the Downtown Disney District, and the continued expansion of Disney California Adventure – including the recent announcement of two new attractions coming to Avengers Campus, and new attractions inspired by Avatar and Coco. Potrock will continue to report to D’Amaro, with accountability to Jimmy Pitaro, Chairman ESPN.
  • Thomas Mazloum has been appointed the new President of Disneyland Resort. In this role, Mazloum will lead more than 36,000 Cast Members and oversee the operation of two theme parks, three resort hotels, and the Downtown Disney District, and will guide Disneyland Resort through a new era of growth with the recent approval of DisneylandForward. Under Mazloum’s recent leadership of Disney Signature Experiences, Disney Cruise Line secured investments and development plans to double its fleet size by 2031. Prior to his time at Disney Cruise Line, Mazloum held various leadership positions at Walt Disney World, overseeing Operations, Resorts, Transportation, ESPN Wide World of Sports, Club 33, Disney Springs and more. Mazloum will continue to report to D’Amaro.
  • Joe Schott has been appointed President of Disney Signature Experiences (DSE), a division of Disney Experiences that offers family travel and leisure experiences beyond theme parks, including Disney Cruise Line (DCL), Disney Vacation Club, Aulani – a Disney Resort & Spa, Adventures by Disney, Storyliving by Disney and more. Schott’s Disney career spans 40 years, and since 2019 he has led Shanghai Disney Resort as President and General Manager. Under his leadership, Shanghai Disneyland expanded to include the successful Zootopia-themed land, new attractions and entertainment, and in development, a third hotel and a new Spider-Man themed attraction. Prior to his role in Shanghai, Schott led operations at Disneyland Paris and was Executive Managing Director of Walt Disney Attractions Japan at Tokyo Disney Resort. Schott’s vast experience in global markets and his extensive knowledge of our international operations will be pivotal as Disney Cruise Line expands its fleet to new destinations worldwide. Schott will now report directly to D’Amaro.
  • Andrew Bolstein is promoted to President & General Manager of Shanghai Disney Resort. Bolstein was part of the opening leadership team at Shanghai Disney Resort, working hand-in-hand with Imagineers as the park took shape. His 30-year career started at Walt Disney World and included leadership roles in Hong Kong and Tokyo, and nearly 13 years in Shanghai. Bolstein brings deep operational knowledge, passion for the Cast and surrounding community, and strong relationships with key government, business and industry partners. Andrew will report to Jill Estorino, President and Managing Director of Disney Parks International.

Disney Experiences has an expansive footprint in the global theme park travel and experience business with 12 parks around the world; Disney Cruise Line, which visits ports in nearly 40 countries and will more than double the size of its current fleet by 2031; and, Disney’s industry-leading consumer products division, which brings Disney IP into fans’ homes across the globe and is the largest licensor in the world.

Transition to the new roles will begin immediately.

About Disney Experiences

Disney Parks, Experiences and Products brings the magic of The Walt Disney Company’s powerful brands and franchises — including Disney, Pixar, Marvel, Star Wars, ESPN, 20th Century Studios and National Geographic — into the daily lives of families and fans around the world to create magical memories that last a lifetime.

When Walt Disney opened Disneyland in Anaheim, California, on July 17, 1955, he created a unique destination built around storytelling and immersive experiences, ushering in a new era of family entertainment. More than 65 years later, Disney has grown into one of the world’s leading providers of family travel and leisure experiences, with iconic businesses including six resort destinations with 12 theme parks and 57 resorts in the United States, Europe and Asia; a top-rated cruise line with six ships and plans for seven more; a luxurious family beach resort in Hawai‘i; a popular vacation ownership program; and an award-winning guided family adventure business. Disney’s global consumer products operations include the world’s leading licensing business; the world’s largest children’s publishing brands; one of the world’s largest licensors of games across all platforms; Disney store locations around the world; and the Disney Store e-commerce platform.

These experiences are created by Disney Imagineers, the creative force behind experiences found in Disney theme parks, resort hotels and cruise ships.

 

CONTACTS:

Jason Farkas, Disney Experiences

Jason.Farkas@disney.com

Melissa Britt, Disney Experiences

Melissa.B.Britt@disney.com

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Tony Chambers Named President, The Walt Disney Company, EMEA https://thewaltdisneycompany.com/press-releases/tony-chambers-disney-emea-president/ Tue, 07 Jan 2025 17:05:20 +0000 https://twdcus.ddm.test/news/tony-chambers-disney-emea-president/ The post Tony Chambers Named President, The Walt Disney Company, EMEA appeared first on The Walt Disney Company.

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Jan Koeppen stepping down as regional lead after 6-year tenure, as part of EMEA restructure

BURBANK, Calif. (Jan. 7, 2025) – The Walt Disney Company has named Tony Chambers as President, The Walt Disney Company, EMEA, as it restructures how its entertainment businesses in the region function to ensure further unification of the company’s global strategy. Chambers will report in to Disney Entertainment Co-Chairmen Alan Bergman and Dana Walden and ESPN Chairman Jimmy Pitaro. Current EMEA President Jan Koeppen is stepping down in February as part of the restructure.

In the new structure, several of the company’s lines of business in the region, including Direct-to-Consumer, Ad Sales, Platform Distribution, Networks, Local Original Content, Studio Marketing, Theatrical Distribution and Sports will now report directly in to the global business leaders of those businesses, who will have P&L oversight for their respective regional businesses in EMEA. The regional president will continue to be the company’s representative in the region and be responsible for consolidating strategic priorities and financials and coordinating teams at the regional level, leading local initiatives that span across businesses (excluding Disney Experiences), and overseeing shared service functions including human resources, communications, and finance.

“EMEA is a key region in terms of the success of our business globally, and as we realign our strategy for our entertainment businesses there, we are fortunate to transition between two fantastic leaders,” said Alan Bergman and Dana Walden, Co-Chairmen, Disney Entertainment, and Jimmy Pitaro, Chairman, ESPN. “Tony Chambers is a seasoned senior executive who has a highly collaborative style and stellar reputation in EMEA and across the company, and he brings a wealth of experience to this important new role. We look forward to continuing to accelerate our growth in EMEA and around the world, and we are immensely grateful for Jan’s exceptional contributions, which have made a meaningful and enduring difference to this team and the company during his tenure.”

“I’m truly honoured to be leading the world-class EMEA team in this new capacity,” Chambers commented. “It’s a dynamic region that has gone through incredible, positive change over the past several years and I’m very eager now to build on that momentum.”

Koeppen noted: “I’m grateful for the incredible six years I have had at Disney, working with some of the most talented and creative people in the industry through a period of profound transformation and growth as we launched and established Disney+ in the region. I leave with a full heart and with great pride in the exceptional Disney EMEA team.”

With Chambers taking on this new role, a new global head of Theatrical Distribution will be named in the near future.

Media contact:

Disney

Paul.M.Roeder@Disney.com

Amy.Holland@Disney.com

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