Paramount in merger talks (1 Viewer)

[Robert Crawford]

It's a sad state of affairs for movie history because so much of its film history is being ignored by Disney and now Amazon.

 

[DVBRD]

https://www.reuters.com/markets/deals/warner-bros-discovery-halts-merger-talks-with-paramount-global-cnbc-reports-2024-02-27/

 

[Garysb]

David Zaslav Is Out of the Paramount Business

Warner Bros. Discovery is no longer exploring a merger with Paramount Global, according to a report in CNBC.

www.indiewire.com

Paramount has set up a special committee with a financial adviser to sift through potential bids. It is likely the committee has already evaluated Byron Allen’s $30 billion bid; there is a contingent of analysts who believe Allen does not have sufficient funding.

Comcast is not interested in acquiring Paramount either, CNBC wrote, though the two companies continue to discuss bundling or even merging Peacock and Paramount+

The news of Zaslav pulling back comes as Paramount’s stock nears a 52-week low.

One of the more likely scenarios for Paramount is that Skydance’s David Ellison buys National Amusements, Inc., the movie-theater chain owned by Shari Redstone that holds 77 percent of Paramount Global’s voting shares. So Ellison would be buying control of Paramount Global rather than the assets itself.

 

[Alex...]

Sony Pictures is in talks to buy Paramount Pictures

Sony in Talks to Join a Bid to Buy Paramount

The company and Apollo Global Management are discussing a joint effort, even as Paramount conducts exclusive merger negotiations with Skydance.

www.nytimes.com

 

[mskaye]

Sony Pictures is in talks to buy Paramount Pictures

Sony in Talks to Join a Bid to Buy Paramount

The company and Apollo Global Management are discussing a joint effort, even as Paramount conducts exclusive merger negotiations with Skydance.

www.nytimes.com

I like that better than being bought by a venture capital firm. Listen to this for more info...

 

[Chip_HT]

I think I like the idea of a Sony/Paramount union, definitely more than one with WB. (Especially if it pulls Paramount into Movies Anywhere.)

 

[mskaye]

I think I like the idea of a Sony/Paramount union, definitely more than one with WB. (Especially if it pulls Paramount into Movies Anywhere.)

It will be interesting to hear what the pundits think about this hypothetical merger. Sony in many ways, does very well doing what it currently does as an "arms dealer" sans streaming baggage and dying linear TV assets.

 

[DVBRD]

Paramount Appears Set to Back Away From Skydance Deal, Leaving Uncertain Path Forward

The Shari Redstone-controlled entertainment company is also weighing an offer from Apollo and Sony, but regulatory concerns surround that deal.

www-hollywoodreporter-com.cdn.ampproject.org

 

[Jake Lipson]

A thread housekeeping note: Because Paramount has multiple potential suitors and doesn't appear to be negotiating with WB at the moment, I went ahead and updated the thread title to remove WB from it.

 

[jcroy]

Paramount has a strange equity structure, where out of the 665 million outstanding common stock shares, only 41 million are "class A" with voting rights and the rest are "class B" with no voting rights.

(scroll down to page 5 in the following sec/edgar link)

https://www.sec.gov/ix?doc=/Archives/edgar/data/813828/000119312524105026/d558817ddef14a.htm

(Not entirely sure why anybody would invest in a stock of a company where the shares have no voting rights).

Rumor has it that Shari Redstone's company National Amusements owns as much as 77% of Paramount "class A" voting shares. (National Amusements appears to be privately held and not traded on the stock market).

A Paramount Merger Will Be Tricky

Also Elon Musk’s Twitter sitter, AI fundraising, Republic First follows First Republic, and 24-hour versus 1-second trading.

www.bloomberg.com

The hard part about any potential merger, is convincing Redstone and other "class A" shareholders to sell their stakes. If the "class B" shareholders feel that they are being stiffed, there might be pushback by Paramount's board of directors and/or lawsuits which could scuttle a merger.

 

[Adam Lenhardt]

The Redstones have always held a majority voting stake through National Amusements, so the idea that any sale/merger was going to go through without Shari Redstone's approval is ludicrous. I've assumed throughout this process that the buy out/merger talks were only going forward because Shari Redstone wanted/needed out. At the same time, she has consistently said that she won't sell to a private equity group because she doesn't want to see her family's legacy stripped for parts. That's why Apollo had to bring Sony in for this latest offer.

(Not entirely sure why anybody would invest in a stock of a company where the shares have no voting rights).

Back when CBS and Viacom were hugely profitable at the height of the cable TV era, it made sense for people who we're just looking for a place to stash their cash.

But it wouldn't make sense for Skydance to buy Paramount without the National Amusements voting shares. On the other hand, from what I've read, the Sony-Apollo offer would generate far better returns for the Class B shareholders.

 

[mskaye]

The Redstones have always held a majority voting stake through National Amusements, so the idea that any sale/merger was going to go through without Shari Redstone's approval is ludicrous. I've assumed throughout this process that the buy out/merger talks were only going forward because Shari Redstone wanted/needed out. At the same time, she has consistently said that she won't sell to a private equity group because she doesn't want to see her family's legacy stripped for parts. That's why Apollo had to bring Sony in for this latest offer.


Back when CBS and Viacom were hugely profitable at the height of the cable TV era, it made sense for people who we're just looking for a place to stash their cash.

But it wouldn't make sense for Skydance to buy Paramount without the National Amusements voting shares. On the other hand, from what I've read, the Sony-Apollo offer would generate far better returns for the Class B shareholders.

The best reporting on this mess apart from a recent Wall Street Journal story (due to a paywall not linking that...)

 

[jcroy]

At the same time, she has consistently said that she won't sell to a private equity group because she doesn't want to see her family's legacy stripped for parts.

On the surface, this sounds like a plausible "cover story". Though looking deeper into that linked sec/edgar document in my previous post, there is another issue which might be more prominent.

On page 23, it is disclosed in footnote (7) that Redstone's National Amusements has a significant portion of "class A" shares which appears to have been used as collateral to lenders (ie. such as bank loans). The wording is not entirely clear to a non-expert, though it appears as much as 46% of Redstone's "class A" shares are encumbered as collateral. If this is the case, then a sale of such "class A" shares would likely require the approval of Redstone's lenders to sign off on it (ie. they get a premium).