Disney will purchase the comic giant for $4 billion, which will give it the rights to over 5,000 Marvel characters including the X-Men and the Fantastic Four.
The moves comes after a string of movies based on Marvel characters dominated at the box office.
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Disney, which paid $7.4 billion for Pixar, creator of the "Toy Story" franchise, back in 2006, said the boards of both companies approved the latest deal, though Marvel shareholders and an antitrust review board still have a say.
Disney CEO Robert Iger said the latest acquisition combines Marvel's "strong global brand and world-renowned library of characters" with Disney's "unparalleled global portfolio of entertainment properties" and ability to maximize value across multiple platforms and territories.
Marvel earned a net profit of $206 million last fiscal year, up 47% from a year earlier, on revenue of $676 million, as it took movie production in house instead of just cutting licensing deals.