Mickey, Darth Vader join forces in $4.05 billion deal

Darth Vader has a new master: Mickey Mouse.

Walt Disney Co. said it is paying $4.05 billion in cash and stock for Lucasfilm Ltd., the company that produced "Star Wars" and its many sequels and prequels, and added that three new films will join the lucrative franchise, starting in 2015.

Lucasfilm is wholly owned by producer George Lucas, who founded the studio in 1971 and is its chairman and chief executive. In a statement, the 68- year-old Mr. Lucas cited Disney's vast network of theme parks and other entertainment outlets as one of the main attractions of the deal.

"I've always believed that 'Star Wars' could live beyond me, and I thought it was important to set up the transition during my lifetime," Mr. Lucas said in a statement. "Disney's reach and experience give Lucasfilm the opportunity to blaze new trails in film, television, interactive media, theme parks, live entertainment and consumer products," he said.

Lucasfilm includes the digital-effects house Industrial Light & Magic and divisions that focus on sound and other elements of the filmmaking process. The two companies said employees of those units will remain in place.

The deal, which makes Mr. Lucas a major Disney shareholder, extends the acquisition strategy that Disney CEO Robert Iger has pursued from the beginning of his tenure, when he paid $7.4 billion for Pixar Animation in 2006. In 2009 Disney acquired Marvel Entertainment, the comics giant behind "The Avengers" and other superhero properties, for more than $4 billion.

Those acquisitions have given Disney more material to draw from as it seeks to appeal to a broader range of children and families, especially teenage boys, a notoriously hard-to-reach audience.

"Lucasfilm fits perfectly with Disney's strategic priorities," Mr. Iger said, adding that the company plans to make new "Star Wars" programming for its Disney XD cable channel, which is aimed at boys.

In addition to Marvel and Pixar movies, Disney also distributes films for DreamWorks Studios and producer Jerry Bruckheimer, leaving relatively little room in its release schedule for Disney-branded films. Mr. Iger said that the next "Star Wars" film would take the place of one or more Disney movies.

"We're not really looking to increase by any substantial margin our investments in film," he said. "We'd be better off as a company releasing a sequel to 'Star Wars' than any other not-yet determined films."

Mr. Iger said in an interview that he first broached the subject of a possible acquisition with Mr. Lucas about a year and a half ago, over breakfast in Orlando, Fla., where the two men were attending the reopening of a Disney World attraction based on "Star Wars."

Lucasfilm's other entertainment holdings include the "Indiana Jones" franchise, but its right to make new sequels is limited under a distribution deal with Viacom Inc.'s VIAB -1.74%Paramount Pictures.

Mr. Iger defended the price Disney is paying for the company. "We are confident we can earn a return on invested capital well in excess of our cost of capital," he said in his statement.

Between 1977 and 2008, Lucasfilm produced six "Star Wars" films, which fetched a total of $4.4 billion at theaters world-wide, Disney said, adding that it plans to release a new "Star Wars" feature film every two to three years, starting in 2015. For the first three such films, Disney has a "pretty extensive and detailed treatment," which is now in very early development, Mr. Iger said.

Mr. Lucas is to serve as a creative consultant on the coming "Star Wars" films, but beyond that "it is his intent to retire," according to Mr. Iger.

A Lucasfilm spokeswoman confirmed those plans.

As part of the deal, the producer will get 40 million Disney shares, making him its 10th largest shareholder, according to Factset Research.

(Published by WSJ - October 30, 2012)