Paramount Pictures, CBS, and Viacom each had a history of being associated with one another through a series of various corporate mergers and splits.[10] Paramount Pictures was founded in 1912 as the Famous Players Film Company.[11] CBS was founded in 1927, which Paramount Pictures held a 49 percent ownership stake in from 1929 to 1932.[12][13] In 1952, CBS formed CBS Television Film Sales, a division which handled syndication rights for CBS's library of network-owned television series. This division was renamed CBS Films in 1958, again renamed CBS Enterprises in January 1968, and finally renamed Viacom (an acronym of Video and Audio Communications) in 1970. In 1971, this syndication division was spun off amid new FCC rules forbidding television networks from owning syndication companies (these rules were eventually abolished completely in 1993).[14] In 1985, Viacom purchased MTV Networks and Showtime/The Movie Channel Inc. from Warner Communications and American Express.[15] In 1987, Viacom was acquired by theater operator company National Amusements.[16]
In 1999, Viacom made its biggest acquisition to date by announcing plans to merge with its former parent CBS Corporation (the renamed Westinghouse Electric Corporation, which had merged with CBS in 1995). The merger was completed in 2000, resulting in CBS reuniting with its former syndication division. On December 31, 2005, Viacom was split into two companies: CBS Corporation, the former's corporate successor, and the spun-off Viacom company.[18]
On September 29, 2016, National Amusements, the parent company of CBS Corporation and Viacom, wrote to Viacom and CBS encouraging the two companies to merge back into one company.[19] On December 12, the deal was called off.[20]
On January 12, 2018, CNBC reported that Viacom had re-entered talks to merge back into CBS Corporation, after the merger of AT&T-Time Warner and Disney's proposed acquisition of most of 21st Century Fox's assets were announced. Viacom and CBS also faced heavy competition from companies such as Netflix and Amazon.[21] Shortly afterward, it was reported that the combined company could be a suitor for acquiring the film studio Lionsgate.[22] Viacom and Lionsgate were both interested in acquiring The Weinstein Company (TWC).[23] Following the Weinstein effect, Viacom was listed as one of 22 potential buyers that were interested in acquiring TWC.[23] They lost the bid, and on March 1, 2018, it was announced that Maria Contreras-Sweet would acquire all of TWC's assets for $500million.[24][25] Lantern Capital would later acquire the studio.
On March 30, 2018, CBS made an all-stock offer slightly below Viacom's market value, insisting that its existing leadership, including long-time chairman and CEO Les Moonves, oversee the re-combined company. Viacom rejected the offer as too low, requesting a $2.8 billion increase and that Bob Bakish be maintained as president and COO under Moonves. These conflicts had resulted from Shari Redstone seeking more control over CBS and its leadership.[26][27]
Eventually, on May 14, 2018, CBS Corporation sued its and Viacom's parent company National Amusements and accused Redstone of abusing her voting power in the company and forcing a merger that was not supported by it or Viacom.[28][29] CBS also accused Redstone of discouraging Verizon Communications from acquiring it, which could have been beneficial to its shareholders.[30]
On May 23, 2018, Les Moonves explained that he considered the Viacom channels to be an "albatross," and while he favored more content for CBS All Access (now Paramount+), he believed that there were better deals for CBS than the Viacom deal, such as Metro-Goldwyn-Mayer (MGM), Lionsgate, or Sony Pictures. Moonves also considered Bakish a threat because he did not want an ally of Shari Redstone as a board member of the combined company.[31]
On September 9, 2018, Les Moonves exited CBS following multiple accusations of sexual assault. National Amusements agreed to not propose a CBS-Viacom merger for at least two years after the date of the settlement.[32]
On May 30, 2019, CNBC reported that CBS Corporation and Viacom would explore merger discussions in mid-June 2019. CBS's board of directors was revamped with people who were open to merging; the re-merger was made possible with the resignation of Moonves, who had opposed all merger attempts. The talks had started following rumors of CBS acquiring Starz from Lionsgate.[33] Reports said that CBS and Viacom reportedly set August 8 as an informal deadline for reaching an agreement to recombine the two media companies.[34][35] CBS announced to acquire Viacom as part of the re-merger deal for up to $15.4billion.[36]
On August 2, 2019, it was reported that CBS and Viacom agreed to merge back into one entity, with both companies agreeing on the management team for the merger. Bob Bakish would serve as CEO of the combined company with the president and acting CEO of CBS, Joseph Ianniello, overseeing CBS-branded assets.[37] On August 7, 2019, CBS and Viacom separately reported their quarterly earnings as the talks about the re-merger continued.[38][39]
Initial operations
ViacomCBS logo used from 2019 to 2022; the logo's colors were initially inverted from 2019 to 2020
On August 13, 2019, CBS and Viacom officially announced their merger; the combined company was to be named ViacomCBS, with Shari Redstone serving as chair.[40][41][42] Upon the merger agreement, Viacom and CBS jointly announced that the transaction is expected to close by the end of 2019, pending regulatory and shareholder approvals.[42] The merger required approval by the Federal Trade Commission (FTC).[42]
On October 28, 2019, the merger was approved by National Amusements, which then announced the deal would close in early December; the recombined company trades its shares on Nasdaq under the symbols "VIAC" and "VIACA" after CBS Corporation delisted its shares on the New York Stock Exchange (NYSE).[43][44]
On November 25, 2019, Viacom and CBS announced the merger would close on December 4 and begin trading on NASDAQ on the next day.[45][46] On December 4, 2019, Bakish confirmed that the ViacomCBS merger had closed.[47]
On December 10, 2019, days after the merger, Bakish announced that ViacomCBS would look to divest Black Rock, the building that held CBS's headquarters since 1964. He stated, "Black Rock is not an asset we need to own and we believe that money would be put to better use elsewhere."[48] On December 20, 2019, ViacomCBS agreed to acquire a 49% minority stake in film studio Miramax from beIN Media Group for $379million. As part of the purchase, Paramount Pictures reached a long-term deal for exclusive distribution rights to its library, and first-look agreements to co-develop new film and television projects based on Miramax-owned properties.[49]
On March 2, 2020, executive vice president Dana McClintock announced that he would depart the company after 27 years in CBS Communications.[50] On March 4, the company announced plans to potentially sell its Simon & Schuster publishing unit, with Bakish arguing that it lacked a "significant connection for our broader business."[51]
On June 19, 2020, Jaime Ondarza, formerly the senior vice president of Turner Broadcasting South Europe and Africa, became the new head of ViacomCBS Networks International for France, Spain, Portugal, Italy, the Middle East, Greece, and Turkey.[52]
On August 4, 2020, ViacomCBS announced that the company's connected video advertising platform, EyeQ, is set to launch in fall 2020.[53]
On November 17, 2020, various news outlets reported that companies such as Vivendi, Bertelsmann's Penguin Random House and News Corp's HarperCollins had considered acquiring Simon & Schuster for as much as $1.7billion. ViacomCBS had expected the bids to be placed before November 26.[57] On November 25, 2020, Penguin Random House agreed to purchase Simon & Schuster for $2.175billion;[58] however, the deal was blocked two years later by U.S. federal judge Florence Y. Pan.[59] On August 16, 2021, ViacomCBS announced that they had agreed to sell the CBS Building to the real estate investment and management firm Harbor Group International for $760million, leasing the space back under a short-term lease.[60] On September 28, 2021, ViacomCBS announced that they had agreed to partner with software and data firm VideoAmp.[61] On October 28, 2021, ViacomCBS announced that they had agreed to acquire a majority stake in the Spanish-language content producer TeleColombia & Estudios TeleMexico.[62] On November 30, 2021, ViacomCBS announced that they had agreed to sell the CBS Studio Center to Hackman Capital Partners and Square Mile Capital Management for $1.85billion.[63]
On January 5, 2022, The Wall Street Journal reported that ViacomCBS and WarnerMedia (whose then-owner AT&T was selling it to Discovery to form Warner Bros. Discovery) were exploring a possible sale of either a majority stake or all of The CW, and that Nexstar Media Group was considered a leading bidder.[64] Reports indicated that ViacomCBS and WarnerMedia could include a contractual commitment that would require any new owner to buy new programming from those companies, allowing them to reap some continual revenue through the network.[65] Then-network president/CEO Mark Pedowitz confirmed talks of a potential sale in a memo to CW staffers, but added that "It's too early to speculate what might happen."[66][67]
Rebranding
On February 15, 2022, during a presentation to investors, ViacomCBS announced that it would change its name to Paramount Global beginning the following day; in a memo to staff announcing the change, it was stated that the rebranding was intended to leverage the "iconic global name", and would "reflect who we are, what we aspire to be, and all that we stand for." The company primarily does business as simply "Paramount".[68] In May 2022, Berkshire Hathaway acquired a 15.4% stake in the company for $2.6billion.[69][70]
Nexstar announced on August 15 that it would acquire a 75% majority share in The CW; the remaining 25% would be shared equally by Paramount and WBD.[71][72] As the deal did not require any regulatory approvals (unlike the "Big Four" networks, which includes CBS, The CW does not directly own any of its stations), Nexstar immediately took operational control of the network on the same day. The deal was closed on October 3, with CEO Mark Pedowitz stepping down and Dennis Miller taking Pedowitz's role as president of The CW.[73][74] Paramount's CBS News and Stations unit announced on May 5, 2023, that its eight CW stations would become independent on September 1, per the Nexstar buyout deal.[75] On August 7, Paramount announced that it had agreed to sell Simon & Schuster to private equity firm KKR for $1.6billion in cash.[76] The sale was completed on October 30.[77]
Potential sale
On December 20, 2023, it was reported by Axios and The New York Times that David Zaslav, CEO of Warner Bros. Discovery, had met with Bob Bakish, and had discussed a possible merger. Spokespeople for the two companies stated that the talks were preliminary and may not result in a deal,[78][79] while Fox Business reported via internal sources that Zaslav "is not in deal mode".[80]
Paramount Digital Studios consists of digital online and video internet properties including Awesomeness (a media and entertainment company overseen by its co-founder Brian Robbins, also an executive for both the film studio and TV media networks, as of November 2019).[89]
Paramount Consumer Products and Experiences focuses on the retailing and licensing of merchandising for Paramount-owned brands. It consists of Paramount Consumer Products (which holds VidCon, a multi-genre online video conference) and some theme parks.[90]
Other assets owned by Paramount include Republic Pictures. The company also has a 49% stake in Miramax an undisclosed stake in FuboTV, which it acquired in 2020.[91]
Paramount Pictures Corporation, doing business as Paramount Pictures, also known simply as Paramount, is an American film and television production and distribution company and the namesake subsidiary of Paramount Global. It is the sixth-oldest film studio in the world, the second-oldest film studio in the United States, and the sole member of the "Big Five" film studios located within the city limits of Los Angeles.
Warner Media, LLC was an American multinational mass media and entertainment conglomerate owned by AT&T. It was headquartered at the 30 Hudson Yards complex in New York City.
The second incarnation of Viacom Inc., was an American multinational mass media and entertainment conglomerate with interests primarily in film and television. It was established on December 31, 2005, as one of two companies which succeeded the original Viacom, alongside the second CBS Corporation. The controlling shareholder of both companies was National Amusements, a theater company headed by businessman Sumner Redstone. The split was structured so that the original Viacom changed its name to CBS Corporation and spun out its cable and film interests as a new Viacom.
Sumner Murray Redstone was an American billionaire businessman and media magnate. He was the founder and chairman of the second incarnation of Viacom, chairman of CBS Corporation, and the majority owner and chairman of the National Amusements theater chain.
National Amusements, Inc. is an American privately owned movie theater operator and mass media holding company incorporated in Maryland and based in Norwood, Massachusetts.
Paramount Media Networks is an American mass media division of Paramount Global that oversees the operations of many of its television channels and online brands. Its related international division is Paramount International Networks.
Flix is an American premium cable and satellite television network owned by Showtime Networks, a subsidiary of Paramount Global operated through its Paramount Media Networks division. Its programming consists solely of theatrically released motion pictures released from the 1970s to the present day, interspersed with some films from the 1950s and 1960s.
Discovery, Inc. was an American multinational mass media factual television conglomerate based in New York City. Established in 1982, the company operated a group of factual and lifestyle television brands, such as the namesake Discovery Channel, Animal Planet, Science Channel, and TLC. In 2018, the company acquired Scripps Networks Interactive, adding networks such as Food Network, HGTV, and Travel Channel to its portfolio. Since the purchase, Discovery described itself as serving members of "passionate" audiences, and also placed a focus on streaming services built around its properties.
CBS Studios, Inc. is an American television production company which is a subsidiary of the CBS Entertainment Group unit of Paramount Global. It was formed on January 17, 2006, by CBS Corporation as CBS Paramount (Network) Television, as a renaming of the original incarnation of the Paramount Television studio.
The second incarnation of CBS Corporation was an American multinational media company with interests primarily in commercial broadcasting, publishing, and television production. It was formed on December 31, 2005, as the legal successor of the original Viacom, following the spin-off of the second incarnation of Viacom; both CBS Corporation and the second Viacom were controlled by National Amusements, a theater company owned by billionaire Sumner Redstone.
The CW Television Network is an American commercial broadcast television network that is controlled by Nexstar Media Group through a 75-percent ownership interest. The network's name is derived from the first letters of the names of its two founding co-owners CBS Corporation and Warner Bros., with CBS Corporation being merged with the second iteration of Viacom to form ViacomCBS and Warner Bros. being owned by Time Warner, later AT&T's WarnerMedia. Nexstar closed its acquisition of a controlling interest in the network on October 3, 2022, with Paramount Global and Warner Bros. Discovery each retaining a 12.5-percent ownership stake.
CBS Media Ventures, Inc. is the television broadcast syndication arm of the CBS Entertainment Group division of Paramount Global, founded on September 26, 2006 by CBS Corporation from a merger of CBS Paramount Domestic Television and King World Productions.
CBS News and Stations is a division of the CBS Entertainment Group unit of Paramount Global that owns and operates a group of American television stations along with CBS News. As of January 2021, the division owns 28 stations: 14 are the core stations of the CBS television network, thirteen independent stations, and one primary-channel affiliate of the digital subchannel network Start TV. It also maintains a half-interest in Start TV, which is co-owned with Weigel Broadcasting.
The original incarnation of Viacom Inc. was an American mass media and entertainment conglomerate based in New York City. It began as CBS Television Film Sales, the broadcast syndication division of the CBS television network in 1952; it was renamed CBS Films in 1958, renamed CBS Enterprises in 1968, renamed Viacom in 1970, and spun off into its own company in 1971. Viacom was a distributor of CBS television series throughout the 1970s and 1980s, and also distributed syndicated television programs. The company went under Sumner Redstone's control in 1987 through his cinema chain company National Amusements.
Robert Marc Bakish is an American business executive. He has been president and CEO of Paramount Global since December 4, 2019, formerly holding the same position at Viacom before the merger with CBS Corporation.
The acquisition of 21st Century Fox by The Walt Disney Company was announced on December 14, 2017, and was completed on March 20, 2019. Among other key assets, the acquisition included the 20th Century Fox film and television studios, U.S. cable channels such as FX, Fox Networks Group, a 73% stake in National Geographic Partners, Indian television broadcaster Star India, and a 30% stake in Hulu. Immediately after the acqusition, the holding company of the Fox Broadcasting Company, Fox Television Stations, Fox News Channel, Fox Business, Fox Sports 1 and 2, Fox Deportes, and the Big Ten Network was renamed Fox Corporation. Other 21st Century Fox assets such as the Fox Sports Networks and Sky were divested and sold off to Sinclair and Comcast, respectively.
The 2019 merger of CBS Corporation and Viacom was announced on August 13, 2019, and was completed on December 4, 2019. The merger of equals reunited CBS Corporation and Viacom into a single company known as ViacomCBS after their separation from the first incarnation of Viacom on December 31, 2005. Both companies were owned by the theater company National Amusements, which remains the owner of the merged entity.
Warner Bros. Discovery, Inc. (WBD) is an American multinational mass media and entertainment conglomerate headquartered in New York City. It was formed from WarnerMedia's spin-off by AT&T and merger with Discovery, Inc. on April 8, 2022.
On December 31, 2005, American mass media company Viacom split into two companies: the second CBS Corporation, its successor which holds the namesake flagship channel Columbia Broadcasting System, CBS News, CBS Sports, Showtime Networks, UPN, Smithsonian Channel, Channel 10, PopTV, Simon and Schuster, Infinity Broadcasting Corporation, Viacom Outdoor, Showtime Networks, and Paramount Television, and an entirely new Viacom which holds Paramount Pictures, Nickelodeon, Nick Jr., Noggin, Nicktoons, TEENick, Music Television, Black Entertainment Television, Video Hits One, Country Music Television, and later DreamWorks, respectively. It was first announced in March 2005. The companies are controlled under National Amusements' control because of a stagnating stock price.
↑ Erik Barnouw (1966). A Tower in Babel: A History of Broadcasting in the United States to 1933. New York City: Oxford University Press. p.261. ISBN978-0-19-500474-8.
↑ D. Croteau; W. Hoynes (2006). The Business of Media: Corporate Media and the Public Interest. Thousand Oaks, California: Pine Forge Press. pp.100–101.
↑ Fabrikant, Geraldine (September 17, 1986). "Viacom Chief Leads Group's Buyout Bid". The New York Times. ISSN0362-4331. Archived from the original on January 30, 2021. Retrieved January 23, 2021. In November 1985, Viacom acquired MTV for $326 million in cash and warrants. One-third of MTV was publicly owned; the rest was owned by Warner Communications and the American Express Company. At the same time, Viacom bought 50 percent of Showtime, the pay television service, that it did not already own for $184 million.
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US$29.65 billion (2023)
