Skydance Media and National Amusements Inc. Reopen Talks to Acquire Paramount Global

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ICARO Media Group
Politics
02/07/2024 23h12

In a surprising turn of events during the holiday week, Skydance Media and Shari Redstone's National Amusements Inc. have quietly resumed discussions and have tentatively agreed to acquire Paramount Global. The acquisition deal will now undergo review by Paramount Global's special committee of its board of directors, which has been navigating the media giant through a series of mergers and acquisitions and speculations since late last year.

As part of the agreement, there is reportedly a 45-day period where Paramount and NAI, the controlling shareholder of Paramount through Redstone, have the option to explore other bids that match the terms offered by Skydance Media. Reports of the renewed talks were first published by the New York Times and Wall Street Journal on Tuesday.

The unexpected renewal of negotiations follows National Amusements' abrupt decision on June 11 to halt discussions with Skydance due to concerns about the successful closure of the proposed $6 billion transaction. While it remains unclear if the economic terms of the new agreement have significantly changed since the previous deal fell apart, there has been a reported contention between Skydance and NAI regarding the request to allow noncontrolling shareholders to vote on the acquisition. This condition was aimed at indemnifying Redstone from potential shareholder lawsuits, as she owns approximately 77% of the voting shares in Paramount.

The inclusion of a 45-day window for Paramount and NAI to seek alternative offers may serve as a potential resolution to the disagreement over a common shareholder vote. From Skydance's perspective, engaging with NAI provides an opportunity to leverage Redstone's firm control over the company. On the other hand, Redstone likely sought an alternative to the Skydance deal, which could result in costly litigation and prolonged uncertainty for Paramount Global.

Representatives for Paramount Global, NAI, and Skydance Media have declined to comment on the renewed talks.

The return of Skydance Media to the acquisition discussions concludes a whirlwind 24 hours of speculation surrounding the fate of Paramount Global and its assets. Rumors surfaced that Barry Diller's IAC was considering an attempt to acquire National Amusements in order to gain control of Paramount. Additionally, there were reports of an investor group led by former BET executive Scott Mills looking to acquire Paramount's BET Networks unit for $1.6 billion. Furthermore, Variety confirmed that Warner Bros. Discovery is actively engaging in talks with Paramount Global for a potential sale or partnership between their streaming platforms.

Paramount Global has faced significant challenges amid industry headwinds, resulting in a valuation decrease of over 50% in the past five years. However, the company still possesses valuable media assets, attracting potential bidders interested in capitalizing on the current circumstances of heavy streaming losses and structural changes in the cable and broadcast sectors.

If the deal proceeds, the inclusion of the 45-day window to consider other suitors could serve as an alternative to a common shareholders vote, while still ensuring that all options for maximizing value to the common shareholders are thoroughly explored by NAI and Paramount Global board members.

The views expressed in this article do not reflect the opinion of ICARO, or any of its affiliates.

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