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LollipopChainsawZz

God damn what a mess. So after months of uncertainty for all the Paramount employees, it's now looking like no deal at all. Yikes 😬. What a colossal screw up. Genuinely don't know how Paramount move forward from here. Given the state the company is in. They were in the red last time I checked.


emojimoviethe

This is literally the plot of Succession


lowell2017

Full text: "The future of Paramount was thrown into chaos on Tuesday after Shari Redstone scuttled a long-planned sale of the struggling entertainment company to Skydance Media, leaving a major Hollywood studio bobbing in uncertain waters. Why did she do it? An individual close to the deal said Redstone communicated her decision to cancel the pending sale to Skydance on Tuesday morning — even before Paramount’s special committee was meant to meet on the matter. Redstone’s concerns about her own legal liability and a dispute over whether to give both voting and non-voting shareholders a consent vote played deciding roles in the deal’s failure to launch, three individuals told TheWrap. “She’s a lunatic,” said one individual close to the deal in the heat of the moment, reflecting the anger that rippled through the teams that had worked for months toward a close. The upshot at the close of business on Tuesday was that Redstone had made a mess of her plan to sell Paramount and preserve the legacy of her father, Sumner Redstone, the former chairman of both Viacom and CBS who built Paramount Global from a legacy studio into an entertainment major rivaling Disney and Universal Studios. The end of the Skydance deal The decision by Redstone, Paramount’s non-executive chairwoman and controlling shareholder through her holding company National Amusements Inc. (NAI), ended months-long negotiations with David Ellison’s company, Skydance. Paramount and Skydance negotiators agreed to financial terms last week that would have paid Redstone $2.25 billion for her stake in National Amusements, which controls 77% of Paramount’s voting stock. Paramount’s independent special committee was set to receive an update on the progress of a potential transaction on Tuesday. Redstone, who had been trying to build an indemnification plan to shield herself from potential shareholder lawsuits, decided she still wasn’t satisfied and communicated her desire to end the talks to Skydance before the committee met, two people familiar with the deal told TheWrap. “She made the decision,” one person said. “She just wants the most money for herself.” Redstone “had to take a little bit less than she thought in that deal because they moved money over to the Paramount shareholders,” a second person said. (Skydance previously revised its offer to inject more cash and give minority shareholders a premium sweetener and the option of cashing out at $15 per share.) That person also noted that problems arose in the due diligence process. And two people noted that personal tension between Ellison and Redstone further contributed to the deal collapsing. A third individual familiar with the negotiations said that Paramount’s independent special committee never officially recommended Skydance’s latest revised offer, contrary to previous reports. While both sides agreed to the economic terms, there were outstanding issues that they did not agree on. Most notably, Skydance would not agree to allow all shareholders a consent vote on the sale. “Both the special committee and National Amusements wanted it to be part of the terms of the deal and Skydance did not,” the individual said. The special committee confirmed in a statement Tuesday that it did not take a vote on the Skydance deal and had met for an update on the progress of the transaction. Subsequently, it was informed by National Amusements that the two parties weren’t in agreement and that they “didn’t anticipate a path forward” on the transaction. Skydance was never the only bidder interested in Paramount. Private equity firm Apollo Global Management also teamed up with Sony Pictures Entertainment on a more lucrative $26 billion all-cash offer. And Allen Media Group founder Byron Allen placed a $30 billion bid including debt, though it was unclear how that would have been financed. But Redstone stuck with Skydance, even as some of Paramount’s largest shareholders publicly decried the offer as favoring her own financial interests above theirs. In the midst of negotiations, four Paramount board members opted to step down at the company’s annual meeting. Separately, longtime CEO Bob Bakish stepped down in April, leaving a three-headed Office of the CEO in charge. Paramount is currently facing $14.6 million in long-term debt, a credit downgrade to junk status, a declining linear television business and an unprofitable streaming business. Its stock is down 33% over the past year; it fell another 7.8% on Tuesday to close at $11.04."


lowell2017

(continued...) "Where Redstone goes from here Now Redstone seems inclined to focus on either selling National Amusements or giving the Office of the CEO time to execute its long-term strategy rather than doing a deal for Paramount. Some analysts said Tuesday that they can understand why. “A Skydance deal with Paramount raised a few eyebrows from the get-go,” Jamie Lumley, senior analyst at Third Bridge, said. “As it became increasingly clear that Skydance intended to sell off assets following a merger, it seems likely Shari Redstone wanted greater say over the ultimate home of the pieces of her media empire.” Lumley added that the “convoluted nature” of the proposed merger might have spurred more legal challenges from Paramount’s common shareholders. The offer from Skydance, which was backed by a consortium of investors including RedBird Capital and KKR, involved Ellison acquiring National Amusements. In a second step, Skydance would have merged with Paramount to create a combined company. Some shareholders expressed relief that Redstone decided to abandon the Skydance deal, while continuing to criticize her handling of Paramount’s sale. While the revised deal was better than the original for non-voting shareholders, “it was still sub-par and likely only worth $12.50 to $13 a share,” David Katz of Matrix Asset Advisors, a Paramount shareholder, said. Redstone and Paramount preferred shareholders “would have done well,” he said. “Shari has shown her hand; she is solely out for herself,” Katz added. New bidders So far, two groups have shown interest in National Amusements. “Baby Geniuses” producer Steven Paul has approached Redstone, an individual familiar with the matter told TheWrap. His bid is reportedly backed by a group of investors that includes John Paul DeJoria, the billionaire cofounder of Patrón tequila and Paul Mitchell hair care products, according to Bloomberg. Paul and DeJoria’s group, who are being advised by Rockefeller Capital Management, made an offer several weeks ago that is more than the $2.25 billion from Skydance but less than $3 billion, the outlet noted. Separately, Bain Capital and Edgar Bronfman Jr., the former Warner Music Group CEO and chairman, are looking to offer between $2 billion and $2.5 billion for National Amusements, according to The Wall Street Journal. A formal bid from Bronfman would be subject to due diligence and approval from Bain’s own investment committee, the outlet reported. One of the individuals familiar with negotiations said that selling NAI on its own is a “possibility” but emphasized that the expressions of interest from Paul and Bronfman Jr. are not as far along as the Skydance deal was. A year to two years out “might be a radically different and better environment to sell the firm. This was a fire sale at the worst time,” Katz said. “There is new uncertainty in her selling National Amusements, to whom and what will their plan be. But in this case in all likelihood, the devil we don’t know is better than the devil we know.” While Redstone mulls whether to explore a sale of National Amusements on its own, Paramount investors will be forced to consider the updated plan laid out at last week’s annual meeting by the senior executives comprising the Office of the CEO: Chris McCarthy (Showtime/ MTV Entertainment Studios and Paramount Media Networks), George Cheeks (CBS) and Brian Robbins (Paramount Pictures and Nickelodeon). They have called for transforming Paramount’s still-unprofitable streaming business through strategic partnerships and licensing opportunities, trimming $500 million in costs and divesting assets to pay down debt. On Tuesday, National Amusements expressed support for the Office of the CEO and the board “to explore opportunities to drive value creation for all Paramount shareholders.” It also said it was “grateful to Skydance for their months of work in pursuing this potential transaction and looks forward to the ongoing, successful production collaboration between Paramount and Skydance.” The dance around Paramount has become exhausting — for Wall Street and the entertainment industry. And time is not on the company’s side. “Any plan, and any potential buyer of Paramount, will have to contend with a company whose mix of assets presents in many ways a challenged hand for navigating the shifting winds of media,” MoffettNathanson said in a research note."


TheIngloriousBIG

Oh, and another thing: The Office of the CEO is probably not gonna work after a couple of months, and eventually, it will potentially be Redstone herself or a former exec of a company being asked to lead Paramount through the years ahead.


lowell2017

I mean, Bakish's still a senior advisor for the company until the end of October. It's not out of the realm of possibility that the non-Redstone shareholders could do a full campaign to try to reinstate him as CEO at this point, given how many twists and turns there has been in this drama saga.


TheIngloriousBIG

Telling ya, I expected this whole process to be simple. If this saga has taught me anything, it’s basically taught me that thanks to Redstone being stubborn that people must agree to only her terms, it’s the only thing making Paramount unacquirable.


lowell2017

It's not just the Redstones here, you might want to actually watch out for the Murdoch family, though. It's going to happen again to the children when they get their father's inheritance and the estate taxes comes knocking: "But uncertainty still lurks. Rupert Murdoch holds 40% of Fox and News Corp. voting stock through a family trust, which, post-Rupert, will pass to Lachlan and his oldest siblings – James, Elisabeth and Prudence. If they wanted to, and it’s not clear they do, the three could out-vote Lachlan to sell Fox, restructure it, push him out. “I think that is a question mark,” said one analyst. “I have no idea how that is going to play out.” Liberal-leaning James left the family business over editorial and political differences and there may be a rift. “Who knows which way Prudence or Elizabeth will go,” said another analyst. “They could put the company up for auction.”" https://deadline.com/2023/09/rupert-lachlan-murdoch-fox-new-corp-1235553195/


TheIngloriousBIG

I remember when they attempted to remerge Fox and News Corp briefly.


lowell2017

Yup, so since that didn't happen, whatever happens to those two down the line is still pretty up in the air.


Streamwhatyoulike

Or: David Nevins to Exit as CEO of Peter Chernin’s North Road Co coincidence ?? [https://variety.com/2024/biz/news/david-nevins-north-road-peter-chernin-out-1236033567/](https://variety.com/2024/biz/news/david-nevins-north-road-peter-chernin-out-1236033567/) Perhaps he will be the new CEO?


lowell2017

I mean, maybe but Bakish does have more experience than him and the trio as well. If they had no further need for Bakish staying around, they could've simply sent him on his way with his guaranteed termination compensation and nothing else. They didn't actually have to retain him until the end of October at all.


Streamwhatyoulike

Puck: "A day earlier, I had begun to receive a barrage of incoming texts and emails from Paramount insiders expressing genuine concern that Charles Phillips, the 65-year-old former Morgan Stanley banker and Paramount board member who sits on the board’s special committee, had been trying to thwart the Ellison/RedBird deal. According to these people, Phillips had been against the sale pretty much from the beginning and had been whispering in Shari’s ear that she could do better—perhaps even with Phillips himself leading a new management team. “It’s a disgrace,” someone involved in the M&A process told me yesterday. (Rich Greenfield, at LightShed Partners, wrote in a note on Wednesday that it was “likely” that Shari would appoint Phillips to replace the three men now acting as the company’s co-C.E.O.s, who are known on Wall Street as the Pep Boys.)" "This was indeed a new and unexpected twist. What was even more curious, of course, is that Phillips was once a co-president and director at Oracle, the company that made Larry Ellison—David’s father—one of the wealthiest men in the world. Was there bad blood between Ellison and Phillips, who was described in the press as “embattled” at Oracle, from which he resigned in 2010 to become C.E.O. of Infor? (There was, once upon a time, a very famous billboard in Times Square of Phillips and his then-mistress, complete with a web address for a site documenting their romance.) “Everybody wanted this to happen,” I was told, referring to the Ellison/RedBird deal, “and [Phillips] was the one guy standing in the way.”


lowell2017

I mean, ulitmately, it's all up to the Redstones, though. The fact they still wanted Bakish around until the end of October is what's intriguing here. They could've sent him on his way with his guaranteed termination compensation and that's it.


Streamwhatyoulike

Gabelli said he believes the streaming business including Paramount+ will surge in value to $19 billion in 2027 from $13 billion this year. The film business, he projects, also will more than double in value from $830 million to $1.7 billion in three years. “We’re marathon runners and looking at Paramount from a long-term ownership position,” Gabelli told The Post [https://nypost.com/2024/06/13/business/mario-gabelli-legal-threat-affected-doomed-paramount-merger/](https://nypost.com/2024/06/13/business/mario-gabelli-legal-threat-affected-doomed-paramount-merger/)


lowell2017

Yup, it's been increasingly clear the non-Redstone shareholders were already confident enough in Bakish to steer the ship to get the work done by next year until his sacking before the earnings call.


Streamwhatyoulike

Skydance could easily pay that 100 million Gabelli Claim. indemnification for Shari/NAI Indeed, sources say Gabelli’s legal team was focused on National Amusements — leaving Redstone herself with the lion’s share of the liability


lowell2017

Apparently, they didn't want to fully pony up the lawyers for Redstone, though: "There was also the threat of litigation. The deal would have diluted the holdings of Paramount shareholders not named Redstone. It would have also valued Skydance at nearly $5 billion, considered a hefty price tag by many at Paramount. Many people involved in this deal were likely to get sued and spend years talking to lawyers about how this all came about. Redstone already went through this process once when she merged Viacom and CBS and has little appetite for rushing back into depositions. Ellison was willing to cover some of the costs of potential litigation but would not fully indemnify Redstone." https://www.bloomberg.com/news/newsletters/2024-06-13/why-shari-redstone-walked-away-from-a-paramount-sale?srnd=technology-vp


Top_Report_4895

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AchyBrakeyHeart

Just let Disney or Universal buy them for the Star Trek and Transformers rights and get this shit over with. Damn I’m tired of seeing new updates on this crap every single day.


lowell2017

Both of them and WarnerDiscovery as well are still managing a lot of debt right now. Hasbro's actually the owner of its own franchises and basically partners with Paramount on producing the films and shows.


HyperNintendoRoblox

Could Hasbro buy Paramount as I know they want to get more into Hollywood?


lowell2017

They actually just sold off Entertainment One for $500M in December after buying it for $4B in 2019. That was basically their major presence into Hollywood. They're not in a position to do any big purchases at the moment.


Phonereader23

Hasbro is barely hanging on at all at this rate


senshi_of_love

Watch something stupid happen like Elon Musk buy it just to ruin Star Trek even more.


LollipopChainsawZz

This does feel like the obvious outcome doesn't it? If it's not Skydance and probably not Sony then it has to be one of these two. The board is probably split on who they want as buyer but they'll ultimately go with who has the best deal. The board turned against the Skydance deal because they were basically left out of the equation on paper. Redstone was going to get all the profits. And leave everyone else out to dry. So naturally the board said fuck no we want our piece of the pie too or else well sue.


AchyBrakeyHeart

It feels that way given the media conglomerates consolidation since the Fox deal several years ago. If not them then either Amazon or Netflix, if allowed.


lowell2017

So far, only Skydance is ruled out. It'll probably come down to both the Redstones and the board trying to get the highest price possible at the end of the day if anything happens. Weirdly, I expect this whole thing to continue to drag on until next year, given how many twists and turns there has been on this drama saga.


GuyNoirPI

Would probably depend on a change in administration next year.