The closing of The Walt Disney Co.’s merger with Twenty-First Century Fox is coming soon, and the companies announced Tuesday (3/12) that the deadline for holders of 21CF common stock to elect the form of consideration they wish to receive in the acquisition will be Thursday (3/14) at 5pm Eastern.
In addition, Disney and 21CF announced that they expect 21CF to distribute, at approximately 8am Eastern on Tuesday, March 19, 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 12:02am Eastern on Wednesday, March 20.
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.
If the Election Deadline is rescheduled, 21CF and Disney will publicly announce the rescheduled Election Deadline.
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 Merger Agreement), dated as of June 20, 2018, by and among 21CF, Disney and certain of Disney’s subsidiaries, either cash 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.