NEW YORK (Bloomberg) - Walt Disney Co. agreed to buy Marvel Entertainment Inc. for about $4 billion in cash and stock, adding the comic-book characters Iron Man and Spider-Man to its line-up of princesses and live-action stars.

Marvel investors will receive $30 a share plus 0.745 share of Disney stock, the companies said today in a statement. The deal is Disney CEO Robert Iger's second- largest following the $8.06 billion acquisition of Pixar in 2006. The companies expect the transaction to close this year.

The purchase gives Disney, the world's largest media company, more than 5,000 Marvel characters to market in movies, theme parks, stores and on television. "Spider-Man", "Iron Man" and "Wolverine" films have pulled in billions of dollars at the box office and offer Disney an opportunity to shore up profits at its four main businesses.

"There is significant opportunity to further mine Marvel's rich intellectual property portfolio," Mr. Iger, 58, said on a conference call. "This was a company that we admired, that we saw growing right before our eyes, that we were impressed with from a people perspective."

Based on the August 28 closing price of Disney's stock, the transaction values Marvel at $50 a share.

That is a 29 percent premium to the closing price that day.

Marvel, based in New York, jumped $9.73, or 25 percent, to $48.38 at 2.27 p.m. in New York Stock Exchange composite trading. The stock had risen 26 percent this year before yesterday. Disney fell 83 cents, or 3.1 percent, to $26.01. The Burbank, California-based company had gained 18 percent before yesterday.

"They have a reliable franchise of characters which should do well in the parks, bolster their live-action film pipeline and improve their standing with boys," said Chris Marangi, an analyst for Rye, New York-based Gabelli & Co., who recommends holding Disney shares.

"You can't look at the price based on trailing earnings.

"There's a pipeline of films and very profitable licensing revenue here."

The deal will reduce Disney's earnings per share from what they otherwise would have been for the next two fiscal years, Michael Morris, a New York-based analyst with UBS AG, wrote in a report yesterday.

Disney is paying a "full and fair price," chief financial officer Thomas Staggs said on the call. The purchase will add to income in fiscal 2012, Mr. Iger said.

While the companies expect cost savings, the deal was not principally driven by those considerations, Mr. Staggs said. Disney finished June with $3.13 billion in cash and equivalents. The cash portion of the purchase should total $2.36 billion, Anthony DiClemente, an analyst at Barclays Capital in New York, said today in a note.

Disney's A2 debt rating, the fifth-highest, was affirmed today by Moody's Investors Service in New York, which cited the strategic benefits of the deal and an improving economy. Standard & Poor's said it may downgrade the company.

Disney plans to repurchase the newly issued stock through fiscal 2010, a move that will likely add to long-term and short- term debt, Moody's said.

The company's long-term debt stood at $12.6 billion as of June 27.

Marvel said earlier this month that second-quarter profit fell 38 percent after a drop in licensing sales related to the "Iron Man" and "Incredible Hulk" movies. About 43 percent of Marvel's 2008 revenue came from licensing.

Disney's profit in the third quarter ended June 27 fell 26 percent, as the recession cut advertising and theme-park revenue and the film studio registered a loss.

"Iron Man", released by Viacom Inc.'s Paramount Pictures in May 2008, generated $585.1 million worldwide and was the second-biggest US release of 2008, according to Box Office Mojo. The sequel is scheduled for May 2010.

CEO Isaac Perlmutter, who owns 37 percent of Marvel, will receive $866.7 million in cash and Disney stock worth $565.3 million, based on current prices, making him one of the company's 20 largest investors.

Mr. Perlmutter, 66, will continue to run Marvel, the companies said.

The deal will require approval from Marvel shareholders. Goldman Sachs Group Inc. is advising Disney on the transaction, and Bank of America Corp. is counseling Marvel.