The Paramount Acquisition: August Updates
By your co-Editor-in-Chief:
Natalie Lifson (Executive Assistant & Agent Trainee at Buchwald)
Image from Edge Media
Last month, we shared information about a potential acquisition of Paramount Global by Skydance. We reported that on July 11th, Paramount Global announced that they will be acquired by Skydance, with a caveat: If Paramount’s owner, National Amusements, gets a better offer before August 21st, they can pay Skydance a $400 million fee to break the contract and accept the other offer instead.
Since then: On August 19th, only 2 days before the deadline, Edgar Bronfman Jr. countered Skydance’s proposal of $8.4 Billion with a bid of $4.3 Billion, which he then raised to $6 Billion. Although he offered less in terms of dollars, his proposal would offer more money directly to the shareholders.
Bronfman dropped the bid entirely on August 26th.
See below for a timeline of the events leading up to Skydance’s acquisition of Paramount:
January 19: Paramount Stock Climbs On Report That Private Equity Firm Apollo Is Mulling A Bid For National Amusements (the family holding company that controls Paramount Global) -Deadline
January 24: Skydance Media CEO David Ellison Makes Offer For Control Of Paramount Global -Deadline
David Ellison’s Skydance is said to have made a preliminary offer to buy Shari Redstone’s stake in National Amusements, according to a Bloomberg report.
January 30: Byron Allen Makes $30 Billion Bid For Paramount Global In Debt & Equity -Deadline
March 13: Paramount Global Sells Stake in Viacom18 for $517M -THR
April 11: As Paramount Shareholders Slam A Skydance Deal, Directors Said To Be Exiting Board: Could Threat Of Legal Action Derail Talks? -Deadline
April 18: Sony In Talks To Team With Apollo In Bid For Paramount Global -Deadline
April 25: Skydance Still In Pole Position For Paramount As Two Hash Out Terms; Sony & Apollo Waiting In The Wings -Deadline
April 29: Skydance Best And Final Offer For Paramount: Bigger Cash Infusion, Less For Shari Redstone, More For Other Shareholders -Deadline
May 3: Sony Pictures and Apollo Global Management have made a formal $26 billion all-cash offer to buy Paramount Global. The offer comes on the heels of Paramount CEO Bob Bakish stepping down Monday and the pending expiration of an exclusive negotiating period between Paramount and Skydance Media. -Cynopsis
May 5: Paramount Global to Pursue Simultaneous Talks with Sony/Apollo and Skydance -Variety, 5/5
June 6: Paramount’s Shari Redstone Juggling Skydance, Other Suitors As Deal Saga Continues -Deadline
June 11: Shari Redstone, Paramount End Merger Talks With Skydance As Two Sides Unable “To Reach Mutually Acceptable Terms” -Deadline
June 25: Paramount Global Co-CEOs Have Hired Bankers to Evaluate Asset Sales, Tell Employees They’ve Identified Areas for Job Cuts -Variety
July 2:
Skydance Media and National Amusements Inc. Reach New Merger Agreement for Paramount Global -Variety
Paramount Reportedly in Talks to Sell BET for $1.6 Billion -Variety
July 7: It’s Official: Skydance Wins the Battle for Paramount Global -THR
The offer is for a total of $8 Billion
According to the companies, the Skydance consortium will “invest $2.4 billion to acquire National Amusements for cash and $4.5 billion for the stock/cash merger consideration to be paid for publicly traded Class A shares and Class B shares, as well as $1.5 billion of primary capital to be added to Paramount’s balance sheet.” -THR
Paramount Global Will Pay Skydance $400 Million Breakup Fee if It Lands a Better Offer -Variety
David Ellison Set as Chairman-CEO, Jeff Shell as President of Paramount -Variety
The Skydance Vision for a New Paramount: Cash Injection, ‘Stability’ for Creatives and Tech Savvy -Variety
July 8:
Jeff Shell and David Ellison Dish on Paramount Plans: It’ll Be “Creator-Friendly Again” -THR
Paramount President-To-Be Jeff Shell Says Linear TV Will Remain “A Strong Business For Decades To Come” -Deadline
Skydance Targets $2 Billion-Plus in Cuts After Paramount Merger -Variety
David Ellison and Jeff Shell Say Paramount Can Be “Winner” in Streaming, Plan $2B in Cost Savings -THR
Skydance Team Would “Be Supportive Of” Paramount Selling Off Some Assets -THR
July 9: Ratings Agencies Call Skydance, Paramount Merger Positive But See Risks In Long Lead Time, Linear TV Declines -Deadline
July 10: Paramount’s Merger With Skydance to Test DOJ’s Tolerance for Big Media Consolidation -THR
July 11: Paramount Has Until Aug. 21 to Mull Other Takeover Bids During “Go-Shop” Window -THR
“The go-shop period allows a 45-day window for the special committee of Paramount’s Board of Directors to evaluate or seek out better offers. However, if Paramount does not choose to go with the Skydance offer, it will be forced to pay a $400 million breakup fee.”
July 30: Edgar Bronfman Jr. Still Mulling Bid For Paramount Control During Skydance “Go-Shop” Period -Deadline
July 31: Now believed to be a hoax, news outlets report that Apex Capital Trust submitted a $43 billion bid for Paramount Global, including payment of $400 million breakup fee to Skydance. -Variety
August 7: Even though Shari Redstone has inked a deal with David Ellison’s Skydance Media to relinquish control of Paramount Global, the company has until Aug. 21 to mull any other takeover options during a “go-shop” window. Sony states they will not be making another proposal because it does not fit in with their strategy. -THR
August 8:
Paramount Global Steels Itself For New Round Of Layoffs As Q2 Earnings Hit, End Of Skydance “Go-Shop” Period Nears -Deadline
Paramount Global said its looming merger with Skydance Media spurred a goodwill impairment charge of $5.98 billion in its second quarter, the latest warning sign for a media industry that is seeing audiences abandon cable in favor of streaming video in a manner that is upending the economics of the sector. -Variety
Overall revenue in the period fell 11% thanks to declines tied to its film and traditional TV operations. Paramount’s streaming business, however, turned a profit for the first time, with ad sales at Pluto and Paramount+ rising 16%. -Variety
Paramount Co-CEOs Say Talks Heating Up On Streaming Partnerships, Asset Sales Ahead Of Skydance Merger -Deadline
August 13: Paramount Television Studios Shutting Down Amid Cutbacks -Deadline
August 19: Edgar Bronfman Jr. Makes $4.3 Billion Bid to Take Control of Paramount Global in Challenge to Skydance Deal -Variety
The heir to the Seagram's liquor family fortune, who once ran Universal and Warner Music Group, has thrown his hat in the ring for Shari Redstone's empire. -THR
Bronfman offered investors $15/share, compared to Skydance’s $15/share offer to investors.
Bronfman said he would match Skydance’s proposal to buy out National Amusements for $2.4 billion. Both bids would inject $1.5 billion into Paramount’s battered balance sheet, allowing the firm to pay down debt, when the deal closes. -LA Times
August 21:
Paramount Merger Saga Continues: Go-Shop Period Extended As Edgar Bronfman Vies With Skydance, Boosts His Offer To $6B -Deadline
Paramount Signals Closer Consideration of Edgar Bronfman’s Bid -THR
August 22: Skydance Media is urging Paramount Global to stop considering a proposal by an investor group led by Edgar Bronfman Jr. to buy control of the company, threatening to withdraw its own merger offer. -Deadline
August 26:
Edgar Bronfman Drops Paramount Bid -THR
Paramount Global Closes Door on ‘Go-Shop’ Period -Variety
August 27: Paramount Stock Has Down Day As Edgar Bronfman’s Exit Dashes Hopes Of Bidding War -Deadline
August 30: Merge, Bundle Or License? Paramount+ Explores Strategic Options As Skydance Waits In The Wings. -Deadline
Helpful Articles
What Now for Paramount? How Things Will (or Won’t) Likely Change. -THR, 7/9
Paramount-Skydance Merger: 5 Burning Questions About the Deal -Variety, 7/9
What Went Wrong: Inside Paramount’s Failed Merger Talks and the Battle to Salvage the Company -Variety, 6/19
Paramount’s Future: Is Skydance Deal “Path of Least Resistance” or Will It Get Derailed? -THR, 4/11
“The Vultures Are Circling: Who Will Walk Away With Paramount?” -THR, 1/4
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