(Updates with comments from hedge funds)
By Ben Martin
LONDON, Feb 27 (Reuters) - Two hedge funds that have criticised Twenty-First Century Fox's takeover of Britain's Sky have said Comcast Corp's rival $31 billion offer for the broadcaster is likely to trigger a higher counter-bid for the company.
Comcast on Tuesday offered 12.50 pounds-a-share for the pay-television operator, seeking to disrupt a deal struck in December 2016 by Rupert Murdoch's Fox to acquire the 61 percent of Sky that it does not already own for 10.75 pounds-a-share.
The situation is further complicated by a $52 billion deal agreed in December 2017 by Walt Disney Co to buy Fox assets, including its 39 percent Sky stake. Disney has previously said it expects the sale of Sky to Fox to complete before it acquires the Fox assets, meaning it would assume full ownership of the British company.
Hedge fund manager Crispin Odey, who has long argued that Fox's takeover proposal is too cheap, told Reuters the bid from Comcast, the biggest U.S. cable operator, was "fantastic" and that a counter offer was now likely.
Disney could bid directly for the British pay-TV company instead of Fox, which has faced regulatory obstacles to its Sky offer, said Odey, who is a former son-in-law of Murdoch.
"Once you're in a bidding war, it's not about fair value, it's about what do you think it's worth," Odey added. His firm owns almost 1 percent of Sky, according to Thomson Reuters data.
Hedge fund Polygon, which has also previously argued that Fox's offer undervalues Sky, said the British company could now be sold for more than 15 pounds-a-share.
"Both Comcast and Disney have strong strategic reasons for owning Sky and we would hope that will result in an even better outcome for shareholders," Polygon portfolio manager Bechara Nasr said in a statement to Reuters.
Polygon said in December that it held a small Sky stake. A spokesman for the hedge fund declined to comment on the current size of its investment.
Sky shares were up 20.4 percent at 13.30 pounds at 1203 GMT on Tuesday, indicating that investors are speculating the broadcaster will fetch a higher price than Comcast has offered. (Editing by Jason Neely and Jane Merriman)