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On July 7, 2024, American media companies [[Skydance Media]] and [[Paramount Global]] announced a definitive agreement to merge in a deal valued at $8 billion, forming a new entity known as "New Paramount". The agreement values the newly formed entity at approximately $28 billion.<ref>{{Cite web |last=Littleton |first=Cynthia |date=2024-07-07 |title=David Ellison Set as Chairman-CEO, Jeff Shell as President of Paramount; Shari Redstone to Sell Family Empire to Skydance Media in $8 Billion Deal |url=https://variety.com/2024/tv/news/paramount-skydance-ellison-redstone-acquire-deal-1236062041/ |access-date=2024-07-09 |website=Variety |language=en-US}}</ref><ref>{{Cite web |last=Weatherbed |first=Jess |date=2024-07-08 |title=Paramount agrees to sweetened Skydance merger deal |url=https://www.theverge.com/2024/7/8/24194043/paramount-skydance-merger-deal-announced-28-billion |access-date=2024-07-09 |website=The Verge |language=en}}</ref> The transaction is expected to close by September 2025.<ref>{{Cite web |date=2024-07-08 |title=Paramount and Skydance merge, signaling end of a family reign in Hollywood and the rise of new power |url=https://apnews.com/article/paramount-skydance-redstone-entertainment-merger-8ba177aebe4ec6c3152e5b8ef82a72e0 |access-date=2024-07-09 |website=AP News |language=en}}</ref>
On July 7, 2024, American media companies [[Skydance Media]] and [[Paramount Global]] announced a definitive agreement to merge in a deal valued at $8 billion, forming a new entity known as "New Paramount". The agreement values the newly formed entity at approximately $28 billion.<ref>{{Cite web |last=Littleton |first=Cynthia |date=2024-07-07 |title=David Ellison Set as Chairman-CEO, Jeff Shell as President of Paramount; Shari Redstone to Sell Family Empire to Skydance Media in $8 Billion Deal |url=https://variety.com/2024/tv/news/paramount-skydance-ellison-redstone-acquire-deal-1236062041/ |access-date=2024-07-09 |website=Variety |language=en-US}}</ref><ref>{{Cite web |last=Weatherbed |first=Jess |date=2024-07-08 |title=Paramount agrees to sweetened Skydance merger deal |url=https://www.theverge.com/2024/7/8/24194043/paramount-skydance-merger-deal-announced-28-billion |access-date=2024-07-09 |website=The Verge |language=en}}</ref> The transaction is expected to close by September 2025.<ref>{{Cite web |date=2024-07-08 |title=Paramount and Skydance merge, signaling end of a family reign in Hollywood and the rise of new power |url=https://apnews.com/article/paramount-skydance-redstone-entertainment-merger-8ba177aebe4ec6c3152e5b8ef82a72e0 |access-date=2024-07-09 |website=AP News |language=en}}</ref>


In 2024, after grappling with debt and striving to remain competitive in the entertainment industry, Paramount's parent company, [[National Amusements]], explored potential merger and acquisition opportunities for Paramount Global. Several major companies, including [[Warner Bros. Discovery]], [[Sony Pictures]], [[Apollo Global Management]], and Skydance Media, expressed interest in making a deal with or acquiring the company.<ref>{{Cite web |last=Weprin |first=Alex |date=2024-01-31 |title=Byron Allen Makes $14B Offer to Buy Paramount Global |url=https://www.hollywoodreporter.com/business/business-news/byron-allen-offer-buy-paramount-global-1235811107/ |access-date=2024-07-09 |website=The Hollywood Reporter |language=en-US}}</ref> Initially, Paramount reached a merger agreement with Skydance, but discussions faltered by June 11, prompting the cancellation of the proposed merger. Later, negotiations resumed, culminating in Skydance's preliminary agreement on July 2, 2024, to acquire National Amusements and merge with Paramount Global, forming what is currently referred to as "New Paramount".<ref>{{Cite web |last=Media |first=Skydance |date=2024-07-08 |title=Skydance Media and Paramount Global Sign Definitive Agreement to Advance Paramount as a World-Class Media and Technology Enterprise |url=https://www.globenewswire.com/news-release/2024/07/08/2909354/0/en/Skydance-Media-and-Paramount-Global-Sign-Definitive-Agreement-to-Advance-Paramount-as-a-World-Class-Media-and-Technology-Enterprise.html |access-date=2024-07-08 |website=GlobeNewswire News Room |language=en}}</ref> After the merger closes, Skydance Media [[Chief executive officer|CEO]] [[David Ellison]] will become the chairman and CEO of the combined company.<ref>{{Cite news |last=Mullin |first=Benjamin |date=2024-07-07 |title=Meet David Ellison, Paramount’s Future Boss and Hollywood’s Newest Mogul |url=https://www.nytimes.com/2024/07/07/business/media/david-ellison-paramount-skydance.html |access-date=2024-07-09 |work=The New York Times |language=en-US |issn=0362-4331}}</ref>
In 2024, after grappling with debt and striving to remain competitive in the entertainment industry, Paramount's parent company, [[National Amusements]], explored potential merger and acquisition opportunities for Paramount Global. Numerous prominent companies, such as [[Sony Pictures]], [[Warner Bros. Discovery]], [[Apollo Global Management]], [[Allen Media Group]], and Skydance Media, have indicated their interest in exploring potential business partnerships or purchasing the company.<ref>{{Cite web |last=Weprin |first=Alex |date=2024-01-31 |title=Byron Allen Makes $14B Offer to Buy Paramount Global |url=https://www.hollywoodreporter.com/business/business-news/byron-allen-offer-buy-paramount-global-1235811107/ |access-date=2024-07-09 |website=The Hollywood Reporter |language=en-US}}</ref> After first coming to a merger deal with Skydance, Paramount and Skydance canceled the proposed merger on June 11 due to unsatisfactory conversations. Following a break in the talks, Skydance was able to reach a preliminary agreement on July 2, 2024, to purchase National Amusements and combine it with Paramount Global to establish what is now known as "New Paramount".<ref>{{Cite web |last=Media |first=Skydance |date=2024-07-08 |title=Skydance Media and Paramount Global Sign Definitive Agreement to Advance Paramount as a World-Class Media and Technology Enterprise |url=https://www.globenewswire.com/news-release/2024/07/08/2909354/0/en/Skydance-Media-and-Paramount-Global-Sign-Definitive-Agreement-to-Advance-Paramount-as-a-World-Class-Media-and-Technology-Enterprise.html |access-date=2024-07-08 |website=GlobeNewswire News Room |language=en}}</ref> After the merger closes, Skydance Media [[Chief executive officer|CEO]] [[David Ellison]] will become the chairman and CEO of the combined company.<ref>{{Cite news |last=Mullin |first=Benjamin |date=2024-07-07 |title=Meet David Ellison, Paramount’s Future Boss and Hollywood’s Newest Mogul |url=https://www.nytimes.com/2024/07/07/business/media/david-ellison-paramount-skydance.html |access-date=2024-07-09 |work=The New York Times |language=en-US |issn=0362-4331}}</ref>


== Background ==
== Background ==

Revision as of 16:30, 9 July 2024

Proposed merger of Skydance Media and Paramount Global
Logo of Skydance Media & Paramount Global before the merger.
File:New Paramount logo.png
Proposed logo for the combined company
InitiatorSkydance Media
TargetParamount Global
TypeMerger
Cost$8 billion
InitiatedJuly 7, 2024
The evolution of Paramount
1886Westinghouse Electric Corporation is founded as Westinghouse Electric & Manufacturing Company
1912Famous Players Film Company is founded
1913Lasky Feature Play Company is founded
1914Paramount Pictures is founded
1916Famous Players and Lasky merge as Famous Players–Lasky and acquire Paramount
1927Famous Players–Lasky renamed to Paramount Famous Lasky Corporation; CBS is founded with investment from Columbia Records
1929Paramount acquires 49% of CBS
1930Paramount Famous Lasky Corporation renamed to Paramount Publix Corporation
1932Paramount sells back its shares of CBS
1934Gulf+Western is founded as the Michigan Bumper Corporation
1935Paramount Publix Corporation renamed to Paramount Pictures
1936National Amusements is founded as Northeast Theater Corporation
1938CBS acquires Columbia Records
1950Desilu is founded and CBS distributes its television programs
1952CBS creates the CBS Television Film Sales division
1958CBS Television Film Sales renamed to CBS Films
1966Gulf+Western acquires Paramount
1967Gulf+Western acquires Desilu and renames it Paramount Television (now CBS Studios)
1968CBS Films renamed to CBS Enterprises
1970CBS Enterprises renamed to Viacom
1971Viacom is spun off from CBS
1987National Amusements acquires Viacom
1988CBS sells Columbia Records to Sony
1989Gulf+Western renamed to Paramount Communications
1994Viacom acquires Paramount Communications
1995Westinghouse acquires CBS
1997Westinghouse renamed to CBS Corporation
2000Viacom acquires UPN and CBS Corporation
2005Viacom splits into second CBS Corporation and Viacom
2006CBS Corporation shuts down UPN and replaces it with The CW
2017CBS Corporation sells CBS Radio to Entercom (now Audacy)
2019CBS Corporation and Viacom re-merge as ViacomCBS
2022ViacomCBS renamed to Paramount Global
2024Skydance Media and Paramount Global agree to merge

On July 7, 2024, American media companies Skydance Media and Paramount Global announced a definitive agreement to merge in a deal valued at $8 billion, forming a new entity known as "New Paramount". The agreement values the newly formed entity at approximately $28 billion.[1][2] The transaction is expected to close by September 2025.[3]

In 2024, after grappling with debt and striving to remain competitive in the entertainment industry, Paramount's parent company, National Amusements, explored potential merger and acquisition opportunities for Paramount Global. Numerous prominent companies, such as Sony Pictures, Warner Bros. Discovery, Apollo Global Management, Allen Media Group, and Skydance Media, have indicated their interest in exploring potential business partnerships or purchasing the company.[4] After first coming to a merger deal with Skydance, Paramount and Skydance canceled the proposed merger on June 11 due to unsatisfactory conversations. Following a break in the talks, Skydance was able to reach a preliminary agreement on July 2, 2024, to purchase National Amusements and combine it with Paramount Global to establish what is now known as "New Paramount".[5] After the merger closes, Skydance Media CEO David Ellison will become the chairman and CEO of the combined company.[6]

Background

See also: Paramount Global

Paramount Global faced significant financial challenges, worsened by losses in its streaming services, declining viewership across cable networks, and substantial debt management issues.[7] National Amusements president Shari Redstone has expressed interest in selling her controlling stake in Paramount Global, partly to ease the burden of managing the company.[8] Shari Redstone has been very particular about maintaining the integrity of Paramount Global’s assets, especially CBS and Paramount Pictures.[9] The media landscape is evolving rapidly, with Paramount struggling to compete against media giants like Netflix, Amazon MGM, and The Walt Disney Company.[10][11][12]

According to reports, Bob Bakish, the president and CEO of Paramount Global, and David Zaslav, the CEO of Warner Bros. Discovery, met on December 20, 2023, to examine the possibility of a merger. While representatives for the two businesses said that negotiations were in the early stages and would not guarantee a deal,[13][14] It was revealed through insider sources that Zaslav was "not in deal mode".[15]

Initial talks

According to reports on January 10, 2024, Skydance Media was considering making an all-cash bid of $2.5 billion for Paramount Global, while National Amusements was reportedly considering a deal or merger related the former business.[16][17] Warner Bros. Discovery had ended the merger negotiations with Paramount on February 27, 2024.[18] It was reported on March 12, 2024, that Apollo Global Management had contacted Paramount Global regarding a potential acquisition or asset purchase.[19]

Skydance was approached by Paramount and National Amusements on April 2, 2024, regarding an exclusive acquisition window agreement. David Ellison and Shari Redstone aimed for a three-way deal involving the corporations.[20] On April 18, There were rumors that Sony Pictures and Apollo were considering a joint takeover to acquire Paramount Global.[21][22][23]

On April 29, 2024, Bakish stepped down from his role as President and CEO. He was replaced by an office of the CEO, led by Brian Robbins, George Cheeks, and Chris McCarthy.[24] According to SEC standards, McCarthy had to be named as the company's "interim principal executive officer" in order for one person to oversee "the normal course of business.".[25]

Sony and Apollo Global Management made Paramount a non-binding bid on May 2 for a $26 billion all-cash deal.[26] Even though Skydance was still interested in purchasing Paramount, its exclusive negotiation window expired on May 3, 2024, and it was not extended. When the board members of Paramount gathered together the next day to discuss taking a "go-shop" approach to other bids of this like, they finally agreed to start negotiating with Sony and Apollo's offer while continuing to have non-exclusive conversations with Skydance.[27] In an effort to forward their proposal, Sony and Apollo signed non-disclosure agreements before May 17 that permitted them to look into Paramount's confidential financial data. But at that point, it was said that the businesses were reconsidering their strategy for a purchase involving the company's assets and were pulling back from their all-cash offer.[28][29]

Skydance announced in late May that it would rework its offer to buy National Amusements, paying $2.25 billion and requiring that the company accept $1.5 billion in debt reduction funds, as reported by The Wall Street Journal, and that Paramount's shareholders receive $4.5 billion in cash..[30][31][17] Paramount and Skydance have reached a merger agreement by June 3. An announcement of the final agreement was anticipated in the next few days.[32] Redstone's National Amusements had not, however, officially approved the sale at that point.[33]

Redstone was allegedly dissatisfied with the updated terms because Skydance wanted her to take legal responsibility in the event that unhappy shareholders filed lawsuits, and she would now receive less money for her shares.[34] She thought about selling her business to a higher bidder; potential buyers included writer and producer Steven Paul, billionaire Edgar Bronfman Jr., Bain Capital, founder of Patrón Tequila John Paul DeJoria, and businessman Barry Diller.[35][31] On June 11, National Amusements announced they had failed to reach an agreement with Skydance to acquire Paramount.[36]

Skydance Media renegotiated the agreement on July 2, 2024, and came to a tentative understanding to purchase National Amusements and combine with Paramount. [37] The board of Paramount approved the merger with Skydance on July 7, 2024.[38]

Deal

By July 2, 2024, Skydance renegotiated the deal and reached a preliminary agreement to acquire National Amusements and merge with Paramount. The deal was referred by National Amusements to Paramount's special committee.[39] The leadership team at Skydance approved of the possible sale of a number of Paramount properties that were judged "not strategic" for their goals, including BET and others.[40] According to reports, Paramount started negotiations to sell BET Networks for $1.6–$1.7 billion to purchasers led by Scott Mills, the CEO of the business.[41]

On July 7, 2024, Paramount's board approved the deal to merge with Skydance.[42] The deal will close in two phases: first, a group of investors from Skydance will pay $2.4 billion in cash to purchase National Amusements, the parent company of Paramount Global; second, Paramount Global will pay its Class A and Class B stockholders $4.5 billion in cash and shares. In addition, Paramount will add $1.5 billion in primary capital to its balance sheet. The second phase will see an all-stock merger between Skydance Media and Paramount, valued at $4.75 billion. Equity holders in Skydance will get 317 million Class B shares, with a market value of $15 per share. Paramount Global would have 45 days to look for better or matching offers from other bidders before finalizing.[43][44] If Paramount were to find a better offer, Skydance would be entitled to a $400 million breakup fee payout from the company.[45]

According to Paramount Global, the merger will inject significant capital into Paramount, helping to address its debt and enabling investments in new content and technologies.[46] It will support Paramount Global's expansion into other entertainment industries, such as sports and video games, where it currently has less presence. Ellison's vision is for the new company "to be both a media and technology enterprise.”[47] Skydance will benefit from greater resources and infrastructure, allowing it to produce more large-scale content. Additionally, Skydance will gain from Paramount's brands, intellectual property, and distribution network.[48]

Criticism

There has been some opposition from Hollywood producers and creatives like James Cameron regarding the potential sale of Paramount, especially potential sale to Sony. Many in the industry prefer a merger with Skydance Media instead. The main concerns revolve around the potential reduction in the number of studios producing content, which could limit opportunities for writers and producers.[49] The Writers Guild of America (WGA) has also voiced concerns about the consolidation trend in Hollywood, arguing that it could lead to fewer choices and less diversity in content.[50]

References

  1. ^ Littleton, Cynthia (2024-07-07). "David Ellison Set as Chairman-CEO, Jeff Shell as President of Paramount; Shari Redstone to Sell Family Empire to Skydance Media in $8 Billion Deal". Variety. Retrieved 2024-07-09.
  2. ^ Weatherbed, Jess (2024-07-08). "Paramount agrees to sweetened Skydance merger deal". The Verge. Retrieved 2024-07-09.
  3. ^ "Paramount and Skydance merge, signaling end of a family reign in Hollywood and the rise of new power". AP News. 2024-07-08. Retrieved 2024-07-09.
  4. ^ Weprin, Alex (2024-01-31). "Byron Allen Makes $14B Offer to Buy Paramount Global". The Hollywood Reporter. Retrieved 2024-07-09.
  5. ^ Media, Skydance (2024-07-08). "Skydance Media and Paramount Global Sign Definitive Agreement to Advance Paramount as a World-Class Media and Technology Enterprise". GlobeNewswire News Room. Retrieved 2024-07-08.
  6. ^ Mullin, Benjamin (2024-07-07). "Meet David Ellison, Paramount's Future Boss and Hollywood's Newest Mogul". The New York Times. ISSN 0362-4331. Retrieved 2024-07-09.
  7. ^ "Shari Redstone, a media scion weighing the future of her ravaged empire". www.ft.com. Retrieved 2024-07-09.
  8. ^ Staff, Wrap (2024-07-08). "Shari Redstone Thanks Paramount Employees for 'Your Support of My Family and Me' in Emotional Farewell Note". TheWrap. Retrieved 2024-07-09.
  9. ^ Spangler, Todd (2024-07-08). "Shari Redstone Tells Paramount Employees Skydance 'Has a Clear Strategic Vision for the Future'; Co-CEOs Say in Memo 'It's Business as Usual' for Now". Variety. Retrieved 2024-07-09.
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  17. ^ a b https://www.hollywoodreporter.com/business/business-news/paramount-sale-shari-redstone-skydance-upset-1235917956/
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  19. ^ https://www.axios.com/2024/03/12/apollo-explores-paramount-takeover
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  31. ^ a b Palmeri, Christopher (June 5, 2024). "Paramount's Rival Bidders Include the Patrón Tequila Billionaire". Bloomberg News. Retrieved June 5, 2024.
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  34. ^ https://deadline.com/2024/06/paramount-sale-skydance-merger-talks-fail-whats-next-1235970937/
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