Yahoo Finance Skydance Media Reaches Preliminary Paramount Merger Agreement
(Bloomberg) -- Paramount Global shares jumped the most in two months on Wednesday after a merger deal with independent film and TV producer Skydance Media was revived.
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Skydance, led by Oracle Corp. co-founder Larry Ellison’s son David Ellison, has reached a preliminary agreement to buy Shari Redstone’s National Amusements Inc. for $1.75 billion and merge with Paramount, the parent of CBS and MTV, according to a person with knowledge of the matter.
National Amusements, the family company that controls Paramount, will refer the deal to a special committee of Paramount directors for review, said the person, who asked not to be identified discussing an agreement that hasn’t been made public. An announcement could come as soon as Friday, assuming talks don’t falter again.
Shares of Paramount surged as much as 13% to $12.13 as trading opened in New York on Wednesday. They were up 6.9% at 1:52 p.m.
The accord follows the collapse last month of talks between Skydance and National Amusements. The two reengaged with each other in the last week, with discussions picking up steam Tuesday, the person said.
The new terms include a higher valuation for National Amusements and stronger language indemnifying the Redstones’ company against litigation that may result from the deal, the person said. National Amusements also is no longer insisting that the merger be approved by a majority of non-Redstone shareholders, a point of contention in the last talks.
The sellers have 45 days to seek better offers, another person familiar with the matter said, and other offers could emerge.
Paramount, Skydance and National Amusements declined to comment.
“The Paramount/Skydance deal has been discussed ad nauseam for ~7 months now and the fact that this is still the only serious deal on the table even today says a lot about Paramount’s strategic choices,” Kannan Venkateshwar, an analyst at Barclays Capital, wrote in a note to investors.
A previous iteration proposed by Ellison and his partners, including RedBird Capital Partners and KKR & Co., offered to buy National Amusements for around $2 billion in cash and inject $1.5 billion into Paramount’s balance sheet to pay down debt. The film and TV company’s long-term borrowings exceed $14 billion. The Ellison group would have contributed $4.5 billion in additional funds to purchase Paramount shares.
The investments would represent a significant potential lifeline for Paramount, which has struggled to compete as consumers abandon movie theaters and cable TV in favor of streaming. The company had a net loss of $554 million, or 87 cents a share, in the first quarter.
Paramount is also in exclusive talks to sell its Black Entertainment Television network to buyers that include BET Chief Executive Officer Scott Mills and Chinh Chu, who runs the New York-based private equity firm CC Capital, Bloomberg News reported.
The group has been discussing an offer of $1.6 billion to $1.7 billion, according to people familiar with the matter who asked not to be named revealing information that’s not public.
Bonds and credit insurance linked to Paramount also rallied in the wake of news of the preliminary agreement. The cost to insure Paramount against default dropped the most in eight months, while its 4.2% notes due 2032 tightened 45 basis points to 238 basis points over the benchmark.
--With assistance from Hannah Miller, Thomas Buckley and Michael Tobin.
(Updates with terms of deal in second paragraph)
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