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Acquisitions
6 Months Ended
Mar. 31, 2012
Acquisitions

3. Acquisitions

UTV

Pursuant to a delisting offer process governed by Indian law, on February 2, 2012, the Company purchased additional publicly held shares and all of the shares held by the founder of UTV Software Communications Limited (UTV), a media and entertainment company headquartered and publicly traded in India, for $377 million. The purchase increased the Company’s ownership interest to 93% from 50%. As a result, the Company changed its accounting for UTV from an investment under the equity method to consolidation of UTV as a subsidiary. The acquisition of UTV supports the Company’s strategic priority of increasing its brand presence and reach in key international markets.

Upon consolidation, the Company recognized a non-cash gain of $184 million ($116 million after tax) as a result of adjusting the carrying value of the 50% equity investment to its estimated fair value of $405 million. The gain was recorded in “Other Income” in the Condensed Consolidated Statement of Income. The fair value was determined based on the Company’s internal valuation of the UTV business using an income approach (discounted cash flow model) which the Company believes provides the most appropriate indicator of fair value.

The Company has performed a preliminary allocation of the purchase price to the estimated fair value of the tangible and intangible assets acquired and liabilities assumed. The majority of the purchase price along with the debt assumed and fair value of our 50% equity investment has been allocated to goodwill, which is not amortizable for tax purposes. The goodwill reflects the synergies and increased Indian market penetration expected from combining the operations of UTV and the Company.

In accordance with Indian securities regulation, the Company can be required to purchase any outstanding UTV shares at the election of each remaining UTV shareholder for 1,100 Indian rupees per share until March 16, 2013 (approximately $85 million in total for the remaining shares). To date, the Company has paid $54 million to acquire an incremental 5% interest.

Seven TV

On November 18, 2011, the Company acquired a 49% ownership interest in Seven TV, a broadcast television network in Russia for $300 million. Seven TV was converted to an ad-supported, free-to-air Disney Channel in Russia. The Company accounts for its interest in Seven TV as an equity method investment.

AETN

On March 26, 2012, NBCUniversal exercised an option that requires A&E Television Networks LLC (AETN) to redeem a substantial portion of NBCUniversal’s 15.8% equity interest in AETN. The transaction is expected to close following determination of the value of NBCUniversal’s equity interest. The Company expects that it will continue to account for its interest in AETN as an equity method investment.

 

Goodwill

The changes in the carrying amount of goodwill for the six months ended March 31, 2012, are as follows:

 

     Media
Networks
    Parks and
Resorts
     Studio
Entertainment
    Consumer
Products
    Interactive
Media
    Total  

Balance at Oct. 1, 2011

   $ 15,728      $ 172       $ 5,284      $ 1,797      $ 1,164      $ 24,145   

Acquisitions

     461        —           424        —          130        1,015   

Disposition

     —          —           (1     (3     —          (4

Other, net

     (19     —           (20     —          (4     (43
  

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

Balance at March 31, 2012

   $ 16,170      $ 172       $ 5,687      $ 1,794      $ 1,290      $ 25,113   
  

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

The carrying amount of goodwill at March 31, 2012 and October 1, 2011 includes accumulated impairments of $29 million at Interactive Media.