Chapter 9: An Alliance of Swine (Cont'd)
Excerpt from Kingdom Under Siege: The Wall Street War over Disney, by Taylor Johnson
The days until Boesky’s Friday call ticked by, each minute feeling like an hour, each hour like a day, each day like a week. The leaders did their best to keep morale up, but the tension was palpable.
Finally, July 13th arrived, a Friday. The board and the Round Table were there. So was Frank Oz. The speaker phone rang. Ivan Boesky’s voice came out loud, clear, and menacing. Once again, he’d recorded the call.
“This is Boesky. I won’t be long. Is the pig there?”
“Ah,
oui oui, ha-ha,” said Frank Oz in Piggy’s voice, nervously[1].
“Good, but first, tell me what happens if Holmes à Court gains 49.9 [percent of the shares].”
Ray Watson took over. He described that they had a poison pill planned. He described the massive debt they would take on. He described how those who’d invested in Holmes à Court’s Kingdom Acquisitions would be bankrupted. On the advice of legal counsel, he did
not tell Boesky about the consideration of a self-tender, fearing that this would cause Boesky to wait until that moment and sell his stocks very, very high, still dooming Disney.
There was silence on the line. Then, Boesky said, “You’re serious. You’ll kill Disney rather than see it broken up.”
“I’d rather follow the lead of the Roman generals,” Gold interjected, quoting Walker and dutifully playing his part. “Better to die by my own hand than be torn apart by barbarians.”
“Uh-huh,” said Boesky. “Hey, pig.”
“That’s
Miss Piggy to you, pal,” said Frank, defiantly.
“Yes, the lover of ‘payr-eee’. I looked at the “Save Disney” advert. As an eight-point-four percent shareholder I’m entitled to, among other things, a free visit from Disney characters of my choice, even if I’ve since sold my stock. That includes you, right?”
“Ah,
oui, that is true.”
“Does that apply even if I sell to Kingdom [Acquisitions]?”
There was a silent moment. Henson nodded. Watson nodded. Oz nodded. “Ah,
oui, of course,
mon amour, ha-ha!” said Oz/Piggy. “Just name the time and place, and I’m all yours!” Then he added, conspiratorially, “The Frog doesn’t need to know.”
Laughter broke out over the speaker phone. The tension broke. Everyone in the boardroom started to laugh now. Finally, Jim Henson interjected, “Mr. Boesky, if Walt Disney still exists in the coming months, you can have as many pigs as you want.”
“Great,” said Boesky, “My son Jon’s bar mitzvah is coming up. I’ll have my assistant send you the details.”
There was agreement in principle to this. Then, Bass broke in. “What did Holmes à Court offer you?”
“Ninety-five-four a share.” He’d actually offered Boesky $94.3 per share, the highest KA could logically go and still allow its investors to turn a reasonable profit on the takeover with interest and fees factored in. Disney stock was currently trading at $92.7
“We’ll give you ninety-seven,” said Bass.
“Deal,” said Boesky. A huge sigh of relief passed through the room[2].
In the following days, Ivan Boesky made his sale to The Round Table Group, giving them a commanding 51.1% of shares. Robert Holmes à Court and his backers and the various remaining arbs, most of them burdened under heavy short-term debt to fund their buys, scrambled to sell their stock. The price of Disney shares dropped precipitously in the sell-off, naturally, and would ultimately bottom out at $79.3 per share. The Round Table group would scoop up what shares they could during the fall.
Of particular note, Marriott, with the sale of the Great America park to the City of Santa Clara under threat due to a lawsuit by the Caz Development Company, made a direct deal with Kingdom Acquisitions partner Bally/Six Flags. Marriott traded the Great America park in Santa Clara in exchange for Bally’s Disney shares and an undisclosed exchange of cash and debt. The Santa Clara park would become a second Six Flags Great America[3] along with the park of the same name near Chicago previously acquired by Six Flags. Six Flags would, in turn, make a side deal with Caz for development contracts elsewhere, thereby eluding further legal actions.
The Round Table Group ultimately claimed a solid combined 63.5%. The Bass Brothers and Marriott were the largest external shareholders with 9.6% and 6.3%, respectively. Amblin claimed 1.3%, Apple Corp 0.7%, and Lucasfilm, LTD, 0.42%. Meanwhile, the Henson family remained the largest shareholder with 19.2%, Roy E. Disney was second with 13.4%, and the Disney-Miller-Lund family just behind Roy at 12.2%. Meanwhile, 4.4% was in the hands of suspected “Knights Errant” who would presumably hold on to their shares for a long period of time.
For the time being, Walt Disney Productions was safe.
[1] Since you asked
@GrahamB and
@Daibhid C, no, he did
not bring the Piggy Muppet with him. I’ve noticed in all the behind-the-scenes features that in rehearsals, Frank just does the voice, though Jim always had the Muppet. I recall a table reading for
The Muppet Show where Jim had Kermit on his hand talking along, while Frank just sat and stared at the paper, face blank, reading the text, Piggy nowhere in sight. What was uncanny was how much he brought the character to life just through the voice. You could see her expressions and movements even as his hand was bare and still! It’s no wonder the other Muppet Performers cited Frank as the “best”.
[2]
@El Pip called it: it’s all about the Benjamins, or in Boesky’s case, the Woodrow Wilsons. The deal with Piggy is a power play. Showing his dominance.
[3] In our timeline the city ultimately bought the park in 1985 for $93.5 million and leased operations to Kings Entertainment Company. It ultimately got bought up by Paramount. In this timeline both Great America parks are owned and operated by Bally/Six Flags.