ViacomCBS

Last updated

ViacomCBS Inc.
Type Public
ISIN US92556H2067
Industry Mass media
Entertainment
Predecessors
FoundedDecember 4, 2019;19 months ago (2019-12-04)
Founder Shari Redstone
Headquarters One Astor Plaza, ,
U.S.
Area served
Worldwide
Key people
RevenueIncrease2.svg US$25.29 billion (2020)
Decrease2.svg US$4.14 billion (2020)
Increase2.svg US$2.42 billion (2020)
Total assets Increase2.svg US$52.66 billion (2020)
Total equity Increase2.svg US$15.37 billion (2020)
Owners
Number of employees
22,109 [3]
Divisions
Subsidiaries
Website www.viacomcbs.com

ViacomCBS Inc. is an American diversified multinational mass media and entertainment conglomerate corporation formed through the merger of the second incarnation of CBS Corporation and the second incarnation of Viacom on December 4, 2019 [4] (which were split from the first incarnation of Viacom in 2006) and headquartered at the One Astor Plaza complex in Midtown Manhattan, New York City, United States. The company operates over 170 networks and reaches approximately 700 million subscribers in approximately 180 countries, as of 2019. [5]

Contents

The company's main properties include the Paramount Pictures film and television studio, the CBS Entertainment Group (consisting of the CBS television network, television stations, and other CBS-branded assets), domestic networks (consisting of U.S.-based cable television networks including but not limited to MTV, Nickelodeon, BET, Comedy Central, and Showtime), and the company's streaming services (including Paramount+ and Pluto TV). ViacomCBS also has a dedicated international division that manages international versions of its networks, as well as region-specific assets like Telefe in Argentina and a 30% stake in the Rainbow S.p.A. studio in Italy. [6]

Background

original Viacom logo Viacom-old.svg
original Viacom logo
CBS Corporation logo CBS Corporation logo.svg
CBS Corporation logo
spun-off Viacom logo Viacom logo.svg
spun-off Viacom logo

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, and again renamed CBS Enterprises Inc. in January 1968, and finally renamed Viacom in 1970. In 1971, this syndication division was spun off amid new FCC rules forbidding television networks from owning syndication companies. (The rules were abolished completely in 1993.) [7] In 1985, Viacom purchased MTV Networks & Showtime/The Movie Channel Inc. from Warner Communications and American Express. [8] In 1986, Viacom was acquired by its present owner, theater operator company National Amusements. In 1994, Viacom acquired Paramount Communications. 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 January 3, 2006, Viacom was split into two companies: CBS Corporation , the former's corporate successor and the spun-off Viacom company. [9]

History

Formation

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. [10] On December 12, the deal was called off. [11]

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. [12] Shortly afterward, it was reported that the combined company could be a suitor for acquiring the film studio Lionsgate. [13] Viacom and Lionsgate were both interested in acquiring The Weinstein Company. [14] Following the Weinstein effect, Viacom was listed as one of 22 potential buyers that were interested in acquiring TWC. [14] They lost the bid, and on March 1, 2018, it was announced that Maria Contreras-Sweet would acquire all of TWC's assets for $500 million. [15] [16] 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. [17] [18]

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. [19] [20] CBS also accused Redstone of discouraging Verizon Communications from acquiring it, which could have been beneficial to its shareholders. [21]

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, he believed that there were better deals for CBS than the Viacom deal, such as Metro-Goldwyn-Mayer, 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. [22]

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. [23]

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. [24] Reports said that CBS and Viacom reportedly set August 8 as an informal deadline for reaching an agreement to recombine the two media companies. [25] [26] CBS announced to acquire Viacom as part of the re-merger deal for up to $15.4 billion. [27]

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. [28] On August 7, 2019, CBS and Viacom separately reported their quarterly earnings as the talks about the re-merger continued. [29] [30]

Operations

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. [31] [32] [33] 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. [33] The merger required approval by the Federal Trade Commission. [33]

On October 28, 2019, the merger was approved by National Amusements, which then announced the deal would close in early December; the recombined company will trade its shares on Nasdaq under the symbols "VIAC" and "VIACA" after CBS Corporation delist its shares on the New York Stock Exchange. [34] [35]

On November 25, 2019, Viacom and CBS announced the merger would close on December 4 and begin trading on NASDAQ on next day. [36] [37] On December 4, 2019, Bakish confirmed that the ViacomCBS merger had closed. [38]

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." [39] On December 20, 2019, ViacomCBS agreed to acquire a 49% minority stake in film studio Miramax from beIN Media Group for $379 million. 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. [40]

On March 2, 2020, executive vice president Dana McClintock announced that he would depart the company after 27 years in CBS Communications. [41] 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.” [42]

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, Italy, the Middle East, Greece, and Turkey. [43]

On August 4, 2020, ViacomCBS announced that the company's connected video advertising platform, EyeQ, is set to launch in fall 2020. [44]

On September 14, 2020, ViacomCBS announced an agreement to sell the CBSi owned CNET Media Group to Red Ventures for $500 million. The deal will include the eponymous CNET tech site, as well as ZDNet, GameSpot, the TV Guide digital assets, Metacritic, and Chowhound. [45] [46] The deal closed on October 30, 2020. [47]

On November 17, 2020, various news outlets had 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 $1.7 billion. ViacomCBS had expected the bids to be placed before November 26. [48] On November 25, 2020, Penguin Random House agreed to purchase Simon & Schuster for $2.175 billion, pending regulatory approval. [49]

ViacomCBS International Inc.

ViacomCBS International Inc.
FormerlyViacom International Inc. (1976–2020)
Type Division
Founded1976;45 years ago (1976)
Headquarters,
United States
Parent ViacomCBS

ViacomCBS International Inc. (formerly known as Viacom International Inc.) is the subsidiary responsible called for copyrights and trademarks associated with its corporate websites and cable networks, specifically its Domestic Media Networks division, and is the division which licenses the product rights for their various properties. Before 1986, Viacom International was the parent company of Viacom, and the old CBS television show catalogs. Before the merger with CBS Corporation in 1999, it also acted as the first Viacom's licensee company for Viacom's owned television stations; for instance, New Britain, Connecticut station WVIT, currently an NBC owned-and-operated station for the Hartford market owned by Viacom from 1978 until 1997, took their call letters from Viacom International. Since the second merger between Viacom and CBS in 2019, this subsidiary has been renamed in 2020.

History

Viacom International Inc. was founded in 1971, Viacom International renamed as CBS Operations, Inc. in 2006. second Viacom International Inc was founded in 2005. The company's line of business includes the dissemination of visual and textual television programs on a subscription or fee basis. Viacom International Inc. is a subsidiary of Viacom. It is the holding company for copyrights and trademarks associated with Viacom's corporate websites and its cable networks, specifically Viacom Media Networks, and is the division which licenses the product rights for their various properties. This subsidiary was also credited as Viacom International, Inc. before it was renamed in 2020 as ViacomCBS International, Inc. ever since the second merger between Viacom and CBS in 2019 began briefly.

Nickelodeon Productions

Nickelodeon Productions is a television production and distribution company that produces/distributes television series for the TV network, Nickelodeon made in 1989.

Executive management

Company units

ViacomCBS comprises five major units:

Other assets owned by ViacomCBS include the Paramount Pictures film and television studio, book publisher Simon & Schuster, multi-genre online video conference VidCon, mixed martial arts promoter Bellator, and media and entertainment company Awesomeness. As of November 2019, Awesomeness is overseen by its co-founder Brian Robbins, an executive for ViacomCBS Domestic. [53] The company also has an undisclosed stake in FuboTV, acquired in 2020. [54]

Related Research Articles

Paramount Pictures American film studio, subsidiary of ViacomCBS

Paramount Pictures Corporation is an American film and television production and distribution company and a subsidiary of ViacomCBS. It is the fifth 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 still located in the city limits of Los Angeles.

Viacom (2005–2019) American mass media company

The second incarnation of Viacom Inc. was an American multinational mass media conglomerate with interests primarily in film and television, which was formed as a spin-off of the first Viacom on December 31, 2005. It was one of two companies which succeeded the first Viacom, alongside the second incarnation of CBS Corporation; both were owned by National Amusements, a theater company controlled by businessman Sumner Redstone. The spin-off was structured so that CBS Corporation would be the legal successor to the first Viacom, with the second Viacom being an entirely separated company.

Sumner Redstone American businessman and media magnate

Sumner Murray Redstone was an American billionaire businessman and media magnate. He is the founder and chairman of the second incarnation of Viacom which was dissolved in 2019 and was the majority owner and chairman of the National Amusements theater chain. Through National Amusements, Redstone, up until his death, was, and his family remains, majority voting shareholder of mass media conglomerate ViacomCBS, in turn, the parent company of the Paramount Pictures film studio, the CBS television network, and various cable networks. According to Forbes, as of April 2020, he was worth US$2.6 billion.

National Amusements, Inc. is an American privately owned theater company and mass media holding company based in Norwood, Massachusetts, and incorporated in Maryland. It is the parent company of ViacomCBS.

Les Moonves American television executive

Leslie Roy Moonves is an American media executive who was the chairman and CEO of CBS Corporation from 2003 until his resignation in September 2018 following numerous allegations of sexual harassment, sexual assault and abuse. He has been married to TV personality Julie Chen since 2004.

Flix (TV network) American movie-oriented pay television network

Flix is an American premium cable and satellite television network owned by Showtime Networks, a subsidiary of ViacomCBS operated through its Domestic Media Networks unit. 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.

Tom Freston

Thomas E. Freston is an American entertainment industry executive.

CBS Corporation American mass media company

The second incarnation of CBS Corporation was an American multinational media conglomerate with interests primarily in commercial broadcasting, publishing, and television production which was formed as the legal successor to the first incarnation of Viacom on January 1, 2006. It was one of two companies which succeeded the first Viacom, alongside the second incarnation of Viacom; both were controlled by National Amusements, a theater company controlled by billionaire Sumner Redstone. The spin-off was structured so that CBS Corporation would be the legal successor to the first Viacom, with the second Viacom being an entirely separated company.

Shari Ellin Redstone is an American media executive with a background in numerous aspects of the entertainment industry and related ventures. She currently serves as the chairman of ViacomCBS and president of National Amusements; she formerly served as the vice-chairman of CBS Corporation and Viacom. Through National Amusements, Redstone and her family are majority owners of CBS, Comedy Central, BET, Showtime Networks and the film studio Paramount Pictures.

CBS Media Ventures is an American television production and distribution company owned by CBS Studios, part of CBS Entertainment Group, a division of ViacomCBS.

Univision Communications American media company

Univision Communications Inc. is an American media company headquartered in Miami. Since its founding in the early 1960s as Spanish International Network (SIN), the nation's first Spanish language television network, the company has catered to Hispanic and Latino Americans. Today it is a multimedia company with broadcast cable, digital and audio networks, including 65 television stations, online and mobile apps and products.

David Nevins is an American television executive and executive producer. He is the President of Premium Content Group of ViacomCBS Domestic Media Networks and Chairman and CEO of Showtime Networks. He is also a member of the Peabody Awards board of directors, which is presented by the University of Georgia's Henry W. Grady College of Journalism and Mass Communication.

Epix American pay television network

Epix is an American premium cable and satellite television network owned by Epix Entertainment LLC, a subsidiary of Metro-Goldwyn-Mayer (MGM). The channel's programming consists of recent and older theatrically released motion pictures, original television series, documentaries, and music and comedy specials.

Viacom (1952–2006) American media conglomerate in operation 1952–2006

The first incarnation of Viacom Inc. was an American media conglomerate. It began as CBS Television Film Sales, the 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.

Pluto TV is a U.S. internet television service owned and operated by ViacomCBS Streaming, a division of ViacomCBS. Co-founded by Tom Ryan, Ilya Pozin and Nick Grouf in 2013 and based in Los Angeles, California, Pluto is a advertiser-supported video on demand (AVOD) service that primarily offers a selection of programming content through digital linear channels designed to emulate the experience of traditional broadcast programming. The service's revenue is generated from video advertisements seen during programming within ad breaks structured similarly to those found on conventional television.

Robert Marc Bakish is an American business executive. He has been President and CEO of ViacomCBS since December 4, 2019, formerly holding the same position at Viacom before the merger with CBS Corporation.

Acquisition of 21st Century Fox by Disney Business acquisition

The acquisition of 21st Century Fox by Disney was held from December 14, 2017 to March 20, 2019. Among other key assets, the acquisition of 21st Century Fox by Disney included the 20th Century Fox film and television studios, U.S. cable/satellite 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 preceding the acquisition, 21st Century Fox spun off the Fox Broadcasting Company, Fox Television Stations, Fox News Channel, Fox Business, FS1, FS2, Fox Deportes, and the Big Ten Network into the newly formed Fox Corporation.

Joseph R. Ianniello is an American media executive. He has previously been the Chairman of CBS Entertainment Group unit of ViacomCBS from December 4, 2019 until March 23, 2020 and President and acting CEO of CBS Corporation in September 2018.

Fox Corporation American mass media company, successor to 21st Century Fox

Fox Corporation is an American mass media company headquartered in New York City. The company was formed in 2019 as a result of the acquisition of 21st Century Fox by The Walt Disney Company; the assets that were not acquired by Disney were spun off from 21st Century Fox as the new Fox Corp., and its stock began trading on January 1, 2019. The company is incorporated in Delaware.

2019 merger of CBS and Viacom 2019 merger transaction

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 in January 2006. Both companies were owned by theater company National Amusements.

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