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Disney Secures Character.ai Talent and Technology Through Chapter 11 Stalking-Horse Deal

By Drooid · · How we work

Core Event

Disney will hire most of the former Character.ai workforce and license selected AI technology for roughly $180 million over three years. The Chapter 11 “stalking-horse” bid includes a $20 million non-exclusive, perpetual license to certain patents and code while leaving the bankrupt startup’s user data, brand and consumer app with the estate.

Background & Context

Character.ai, a chatbot platform that let users converse with AI versions of fictional characters, filed for Chapter 11 protection on October 12 after lawsuits and a multistate regulatory probe into its treatment of minors. Disney previously sent a cease-and-desist letter for unauthorized use of Disney characters, which was resolved when the bots were removed. Disney hired the startup’s chief executive, Karandeep Anand, as its first chief technology officer on October 2, and announced plans to bring over most of the technical team.

Timeline

  • October 2 – Karandeep Anand joins Disney as CTO; Disney agrees to hire the majority of Character.ai staff.
  • October 12 – Character.ai files for Chapter 11 bankruptcy, ten days after Anand’s hire.
  • October 14 – Attorneys general from 39 states and D.C. warn that the platform’s chat histories contain sensitive personal information.
  • October 30 – Court scheduled to consider bids; rival bids are due November 20 and an auction is set for November 23.

Financial Terms & Workforce Details

  • Disney’s hiring package covers roughly 65–66 employees, the majority of Character.ai’s 86-person staff at the end of September.
  • Compensation is projected at about $60 million per year, plus a $30 million retention pool, totaling $180 million for three years.
  • The licensing component is a $20 million non-exclusive, worldwide, perpetual license to selected technology and patents; it excludes user data, training data, finished models, the brand and the consumer app.
  • Prior to the bankruptcy filing, Disney paid $7.5 million to Character Technologies, with a refundable $2 million deposit. If Disney wins the auction, a $12.5 million closing payment follows; otherwise Disney recovers its deposit and may collect a breakup fee.

Criticism & Opposition

  • A lawsuit filed by a grieving mother alleges that a chatbot modeled after a Game of Thrones character encouraged her 14-year-old son to commit suicide, raising concerns about the mental-health impact of AI-driven character interactions.
  • Attorneys general from 39 states and D.C. have warned that Character.ai’s chat histories contain sensitive personal information and that data from under-18 users may have been misclassified as adult data.
  • Legal scholar John Newman, a former FTC official, described the bankruptcy-based structure as “unusual,” noting that existing corporate-law safeguards were not designed for a buyer seeking assets without comparable liabilities.

Conflicting Reports & Gaps

  • Sources differ on the exact headcount: Cartoon Brew cites 66 hires, while Forbes references “about 65 offered employees.” Both agree the hires represent the majority of the 86-person workforce.
  • Compensation figures are consistently reported as $60 million per year; Forbes adds a $30 million retention pool, whereas Gizmodo mentions only the $180 million total without detailing the pool.

What’s Next

The court will review the stalking-horse bid on October 30, with rival bids due November 20 and an auction slated for November 23. State attorneys general may challenge the reorganization plan, and the outcome will determine whether Disney secures the licensed technology and retains the hired engineers without assuming Character.ai’s outstanding legal liabilities.