Status
Not open for further replies.
Brillstein II: Making a Run at Disney
Chapter 8, Frog Eats Mouse? (continued)

Excerpt from Where Did I Go Right? (or: You’re No One in Hollywood Unless Someone Wants You Dead), by Bernie Brillstein (with Cheryl Henson)


How does a frog eat a mouse? Not in a single swallow, that’s for sure.

Some of my business associates, all far smarter than me in this regard, did some digging and made some calculations. They determined, depending on fluctuations in the current stock price and interest rates, that gaining a controlling stake in Disney would require around $1.5 billion. Yes, that’s billion. With a “b”. That was higher than the GDP of some European countries at the time. Going through Jim’s finances with [Jim’s attorney and Business Manager] Al Gottesman and estimating the growth potential of the Muppets, my professional eggheads figured he might be able to secure, at best, about a tenth of that[1] between his liquid assets and a line of credit using the non-Sesame Street Muppets save Kermit (which I knew he’d never risk) as collateral.
So how does a frog eat a mouse? One bite at a time, it seems.

latest

Bernie Brillstein in flesh and felt (image source "vignette.wikia.nocookie.net")

I gave Jim a call and told him the news. “Based on your current assets we think you can pull in about 3-7% of the outstanding shares. It’s not nearly enough for a flat-out buy, but it might get you a seat or two on the Board of Directors.”

“But will it get me enough creative control?” he asked. Right to the point. I love Jim.

“With that big of a share they’ll have no choice but to listen to you, and soon.”

The line went quiet. Then, finally, Jim said, “Let’s do it.”

We were a “go”.

Over the next few months, while he took Crystal further into pre-production and began putting together a promotional short for it, among other small projects, I arranged the buys. I set up a partnership with a talented business manager I knew and we arranged a strategy for the quiet acquisition of the shares. We decided to keep things as under the radar as possible, using a shell company we whipped up. We didn’t want word to get out that Jim Henson was buying up Disney shares or sure as hell the stock prices would climb and price Jim out. We also had a 5% threshold where we had to register the stock buys with the SEC, which would let the cat out of the bag. The clock was ticking.

Even so, we decided to have some fun while we were at it. We decided to name the shell company after one of the creatures from The Dark Crystal, both as an inside joke and since no one else at the time would have gotten the reference. We kicked around a few names: H.R. Podling, Inc., The Gelfling Group, URRU LLC., before finally setting on my personal favorite: Skeksis Holdings. To this day I keep a bronze bust of a Skeksi [SIC] on my desk as a reminder of the fun I had with that.

Throughout the fall and winter of ’79 and into the spring of ’80 we began our quiet accumulation of outstanding Disney stock. Nothing we did was technically illegal, but Jim was not happy with the subterfuge. It seemed dishonest to him. I reminded him of our deal: I don’t tell him how to make Muppets and he doesn’t tell me how to make sausage.

And this is the secret of our relationship. The truth is that Jim was like the mystical, dreaming Urru [SIC] and I was like the conniving, ambitious Skeksis. Apart, the two species are so lost in their own bullshit that they get nothing done and the world crumbles around them.

But when they come together, magic happens.

Jim understood this simple fact of life, even back then.

Then, in April of ‘80, the suns aligned for us: Disney’s latest film, The Watcher in the Woods, bombed spectacularly. Hell, it atomic-bombed! It was such a disaster that they pulled it from the theaters after 10 days and re-ran Mary Poppins instead. Their stock price plummeted and we started to gobble up shares like some hippie Pac Man with the munchies. By the time it was all said and done we’d grabbed Jim a full 8.3% share of Disney, all the stocks waiting in the shell company.

All Jim had to do was bring the shares to him like the shard to the Crystal.




[1] I plan to justify these numbers in a separate post in the near future.
 
Last edited:
Hopefully Jim doesn't become just another profit-obsessed billionaire who plays things too safe.

Money tends to corrupt, but come on. This is Jim Henson we're talking about! Even if he were to start going down that route, Frank Oz or Richard Hunt or Jim's wife or his kids would find a way to bring him back to reason.
 
Something else to consider is the ill-fated Equatorial Africa area of World Showcase. While the current African Outpost between Germany and China is sadly dismal, it had really bright visions at the beginning. The vivid Heartbeat of Africa show, described as like the Tiki Room but with drums and traditional African rhythms, sounds like it would have been amazing. But after problems finding a funder (South Africa was out due to apartheid, and other countries couldn't agree who'd get the primary credit), Disney ended up shouldering the burden of funding, so they pretty much let the whole area die. It would be fun if that part of World Showcase got some more love, especially from music-loving Jim. One of my favorite parts of the Muppet Show was Harry Belafonte's closing number, capturing the vivid wonder of African folklore and music:

Harry Belafonte said:
Like the song we're going to do next; I discovered that song in Africa. I was in a country called Guinea; and I went deep into the interior of the country and in a little village, I met with a storyteller. And that storyteller went way back into African tradition and African mythology and began to tell the story about the fire, which means the sun, and about the water, and about the earth, and then he pointed out that all these things put together turn the world around. And that all of us are here for a very, very short time and in that time when we're here, there really isn't any difference in any of us, if we take time to understand each other. And the question is, do I know who you are, do you know who I am, do we care about each other? 'Cause if we do, together, we can turn the world around.

 
Last edited:
Meta-Discussion: Economics of a Buyout
Great discussions, all! I love the enthusiasm and speculation. And who doesn't love Harry Belafonte's turn with the Muppets? Next Post:

Meta-Discussion: Can a Frog Eat a Mouse?

Buying the Walt Disney corporation in 1980 would be a major challenge for any investor, even with its badly-undervalued stock and corporate stagnation. It’s hard to pin down an exact cost, but it would have been considerable. Disney stock costs are publicly available, and the total number of outstanding shares available in 1983 was about 34.5 million, so one could determine an exact buy-out cost at any given stock price. However, things like daily variations in stock values, fluctuations in interest rates (which will affect lines of credit needed for leveraged buyouts), and pinning down the true value of a business when things like debt and land value can be hard to quantify (which will affect how much the bank is willing to risk on you), can all muddy the waters. Plus, any large-scale purchase of shares by anyone will likely cause stock values to go up as investors assume “someone” must know “something” they don’t and try to jump on board, creating a bidding war.

Furthermore, I’m no MBA. My math knowledge is engineering-based. I’m sure my calculations would omit something any business major worth their salt would catch in a second.

But what I can do is make reasonable estimates based on what we do know, such as historical stock data and interest rates and the numbers recorded in John Taylor’s Storming the Magic Kingdom and James B. Stewart’s Disney War.

In 1979-80, when Henson will be making the stock acquisitions, the DIS price typically fluctuated between roughly $45-50 per share, with a few sharper peaks and valleys (entertainment stocks are inherently volatile).

In 1983, with stock prices down to around $58 a share after a 1982 peak of $86, the Disney board, realizing it was vulnerable to a takeover attempt and considering a preemptive leveraged stock buy-back, commissioned a study to see what it would cost. They concluded that the remaining 34.5 million outstanding shares would cost about $2 billion[1], which was about the value of the theme parks alone, not counting the value of the studios ($0.25-1 billion) and the thousands of acres of undeveloped real estate they owned. Roy Disney and business partner Stanley Gold, who were considering their own leveraged buy-out or shareholder revolt, came to similar conclusions.

Later, in 1984, Disney bought back an 18% share from Saul Steinberg at $325.5 million, though it is known that this is highly overpriced since overt “greenmail[2]” was at play.

When we put all these facts together, I think we can safely say that buying a controlling share of Disney in 1980 would be something in the low 10-figure range, say $1.5-1.8 billion, depending on stock prices.

As to how much Jim Henson had on hand, that’s a harder question to answer since Henson Associates was (and is) a privately held company and not publicly traded then or now. We do know that in 1982 Jim bought back the production and distribution rights to The Dark Crystal from ITV at a cost of $15 million out of pocket. Son John Henson remembers this being a major financial gamble for the family, so we can assume it’s about all of Jim’s liquid assets at the time. This was after spending a lot on developing both Crystal and The Great Muppet Caper, which underperformed, so in theory Jim would have significantly more liquidity in 1980 to call upon. The Muppet Show was still bringing in a few million an episode at the time and the Muppet Movie had been an over-the-top blockbuster (over $50 million in profit in 1979 alone). Thus, if Jim had any chance of making a run on Disney, then 1980 was it.

As to the value of the Muppets as collateral, with them at their 1980 peak of popularity and profitability you could conceivably get well over a hundred million in a line of credit by leveraging them, given the above returns. In 1989 Disney would attempt to buy the Muppets outright for $150 million[3] in an all-stock buy. This was when the Muppets were far less popular than they were a decade earlier. This was also with inflation in effect. I expect a somewhat similar price in 1980, though this would be of higher value at the time prior to a decade’s worth of inflation and popularity drop.

Then there’s interest rates, which were far higher in ’79-80 than they are in today’s era of astronomically low rates. They hovered around 11% when Henson would be locking in the line of credit. This will limit Jim from getting the full collateral value of his property simply because of the required payments that would come with those interest rates.

So, to me Jim acquiring Disney outright in 1980 was a bridge too far, but he could likely grab somewhere between 5-10% of outstanding stock, depending on the numerous factors stated above. As such, 8.3% seemed like a good number. It’s certainly a number large enough to make the company stand up and take notice (and almost surely get you a position or two on the Board), but not quite enough to immediately threaten buy-out.

That said, if there are any MBA-types out there who can correct my assumptions or clarify my numbers I’d appreciate your comments.





[1] $58 x 34.5 million = $2,001,000

[2] Greenmail is a form of corporate extortion where a corporate raider buys lots of outstanding stock, threatening a takeover and dismantlement, and basically blackmails the company with itself into paying them off.

[3] A number that David Lazer considered undervalued
 
Not an MBA but I am a bean counter by profession, and my concern is how large the Board of Directors was c. 1980. Today their Board is relatively small - just ten members including Iger according to Wikipedia - which means with 8.3% of the votes Henson would be able to elect one board member - himself or a corporate/management-oriented proxy. A larger Board - and corporate bloat was certainly a thing before the wolves of Wall Street came in - might mean he'd be able to elect two directors.

Henson has 8.3% of the vote - just about 1/12 (8.333...%), and there's certainly no way the Disney Board has fewer than 12 directors in 1980. He (or his proxy) is in like Flynn.

The rest of your math looks reasonably solid :)
 
I wonder if any up and coming 80s animation rivals other than Don Bluth will get a chance to shine ITTL.

For example, Hanna-Barbera, IOTL made 3 animated films in 1964, 1967 and 1973, but was planning to join the feature animation business full-time with Heidi's Song. Based on the book by Johanna Spyri, and intended to be to H-B like Snow White was to Disney, it was originally intended for a release in 1976, than in 1977, than in 1981, than finally in 1982, only to flop at the box office. Rock Odyssey, the feature animation unit's next project, was intended to be a TV movie set to air on ABC in 1982, and through pop songs from the 50s to 80s, told the story of a mysterious female teen idol named Laura, who embarks on a journey to find her true love. The film ended up being shelved after executives felt the approach was perhaps too “mature” after a test screening, and director Robert Taylor (whom worked with Ralph Bakshi, and also directed Heidi's Song as well as The Nine Lives of Fritz the Cat) left the studio because of this, only to come back in 1984 for some reason. H-B reworked some of the film to try and make it airable for ABC, but it ended up being made available for international television distribution in 1987. After Heidi's Song flopped, H-B closed down it's feature animation unit, and would later try it's hand again at feature animation a few years later with Jetsons: The Movie and Once Upon a Forest, only for the unit to become Turner Feature Animation after Turner bought out H-B, and then Warner Bros. Feature Animation after WB bought out Turner, and you know what happened there. If H-B is able to get Heidi's Song out for summer 1981 ITTL, then they might have a chance alongside Bluth to stand up to Disney. And instead of trying to retool Rock Odyessy, H-B ITTL tries to release the film in theaters in 1982 instead, targeting the film towards adults in hopes of trying to show that it can produce some adult-oriented content as well.

Another example is Nelvana. Formed in Canada in 1971, Nelvana produced a low-budget short series for CBC called Small Star Cinema, which mixed live-action with animation to tell stories of ordinary life from a child's point of view. Eventually, the studio started making animated specials from 1974 to 1980, the most famous of these being The Devil and Daniel Mouse. They even got to work with George Lucas (who was a fan of their work) on a animated segment for the infamous Star Wars Holiday Special. Critics liked the works Nelvana put out at this time, even calling them "the greatest thing in children's animation since the Disney era." Eventually, in 1978, they felt that they were ready to produce a feature film. Production on the film originally started in 1979 as a family-friendly film named Drats!, only for it to become the adult-animated film Rock & Rule as production progressed. Nelvana was so focused working on the film, that not only they got famous musicians like Lou Reed, Debbie Harry and Cheap Trick to write and perform songs, not only they used up $8 million in studio resources, but they also turned down an offer to work on Heavy Metal. Unfortunately, IOTL, R&R's distributor United Artists was bought out by MGM, and requested many edits to the film, only to release it in April 1983 to little promotion, flopping instantly. Nelvana recovered from this by working on shows like Inspector Gadget, and they were able to get film rights to the Care Bears, and the rest is history. Hopefully ITTL, MGM doesn't buy out UA (If they do ITTL, then I suggest Nelvana try Orion Pictures as it's distributor instead.), and Rock & Rule gets released sometime between late '82-early '83, and becomes a success, planting Nelvana as one of the rivals Disney has to deal with ITTL.

Not really an example, but Richard Williams at this point IOTL (1980) is still trying to find financing for his then-unfinished film The Thief and the Cobbler (A Saudi Arabian prince, Mohammed bin Faisal Al Saud, agreed in 1978 to fund a 10-minute test sequence for $100,000, only to back out when the sequence was completed in a year later for $250,000, and with two deadlines missed.) His studio is working on commercials and film titles full-time, and is slowly beginning production on an animated holiday special starring comic character Ziggy, with The Thief as a side project. If Darrell Van Citters becomes Animation Director on Roger Rabbit ITTL, than what is the project that finally gets Williams the full funding he needs for The Thief? Will The Thief and the Cobbler even get finished without Williams getting fired from his own film, unlike what happened IOTL?
 
Last edited:
@myuacc1

Don't forget that Ralph Bakshi is still around by this time. Plus the Rankin Bass studio to a certain extent.

And of course there is Ruby Spears, DePatie Freleng and Murakami Wolf Swenson.
 
@myuacc1

Oh yeah I almost forgot, Brad Bird, John Lasseter and John Kricfalusi should be starting their respective careers around 1980 and it'll be interesting to see how Jim Henson deals with each should they cross paths.
 
What a brilliantly bizarre timeline. Assuming The Black Cauldron fails at the box office as much as it did in OTL, this is gonna really shake things up. I wonder if that will be the push for Jim Henson to own 20% of Disney, which is considered the point where stock investors can substantially sway business decisions.
 
@myuacc1

Oh yeah I almost forgot, Brad Bird, John Lasseter and John Kricfalusi should be starting their respective careers around 1980 and it'll be interesting to see how Jim Henson deals with each should they cross paths.
I can't speak for Kricfalusi (still researching there), but Bird and Lassiter are already at Disney Animation as of the POD and will definitely get "air time". Williams will show up eventually.
 
Last edited:
What a brilliantly bizarre timeline. Assuming The Black Cauldron fails at the box office as much as it did in OTL, this is gonna really shake things up. I wonder if that will be the push for Jim Henson to own 20% of Disney, which is considered the point where stock investors can substantially sway business decisions.

I'd like to think that by the time the Black Caldron comes out, Jim will have been in charge for at least three/Two and a Half years and so will have worked on it as well. That way it might actually succeed. the 80s should be the Rebirth era for Disney IMO.
 
Regarding Kricfalusi, perhaps this clip can provide some explanation.

I'm sorry for the confusion ON; I'm familiar with Kricfalusi (I was in High School when Ren & Stimpy came out and even saw the short-lived "Adult" reboot), I just haven't figured out where, if anywhere, he'll fit into the is TL yet. I hope that clears things up. :)
 
Status
Not open for further replies.
Top