Deal Structure
Strategic Rationale
Valuation
Comps
Warner's Corner
100

AT&T offered this price per share for Time Warner

$107.50

100

This competitor acquired AOL and Yahoo to build a digital advertising platform

Verizon

100

Janey Frank used this valuation method to estimate Time Warner’s intrinsic value based on projected future cash flows

DCF

100

Compared to the EBITDA range shown in the Exhibits, AT&T’s implied purchase multiple for Time Warner appeared higher or lower

Higher / aggressive / above comparables

100

What year did Time Inc. acquire Warner Communications Inc. to eventually form Time Warner

1990

200

AT&T’s offer represented approximately this premium over the $79.50 pre-announcement price

35%

200

The AT&T–Time Warner merger is best described as this type of integration

Vertical integration

200

Using Janey Frank’s model, Time Warner’s estimated value per share was closest to this amount

~$70/share

200

Verizon spent this amount to acquire Yahoo!’s core portal and search engine businesses

$4.8bn

200

This premium TV network behind Game of Thrones was one of Time Warner’s most valuable assets

HBO

300

The $107.50 consideration was structured as this mix of cash and stock

50% cash / 50% stock

300

In 2015, AT&T acquired this satellite TV provider for $48.5B before pursuing Time Warner

DIRECTV

300

What beta was used in the DCF valuation of Time Warner?

1.9

300

In the Exhibits, most comparable media transactions occurred within this approximate EBITDA multiple range

About 10×–13× EBITDA

300

This 24-hour news channel owned by Turner Broadcasting was part of Time Warner

CNN

400

To finance the cash portion of the Time Warner acquisition, AT&T arranged $40 billion in bridge loans from these two banks

JPMorgan Chase and Bank of America Merrill Lynch

400

This company offered $80B for Time Warner in 2014 before being rejected

21st Century Fox

400

What terminal growth rate did Janey Frank apply after year five in her model?

3%

400

Which comparable transaction had the highest EBITDA multiple in Exhibit 6, making it a clear outlier?

Comcast / DreamWorks

400

This Turner-owned cable channel broadcasts NBA games and was part of Time Warner’s television network portfolio

TNT

500

If Time Warner accepted another bidder, it owed AT&T this breakup fee

$1.725B

500

This media network operator was NOT part of Time Warner’s business segments

Comcast SportsNet

500

What was the weight of equity used in calculating Time Warner's WACC?

79%

500

The Comcast acquisition of DreamWorks in Exhibit 6 was considered an outlier largely because its EBITDA multiple was approximately this level

32×

500

This DC superhero franchise featuring Batman was produced by Warner Bros

The Dark Knight trilogy