National Amusements, parent company to Paramount Global, announced on Sunday a merger with Skydance Media following an abrupt end to negotiation talks.
The merger will result in a new company, “New Paramount,” according to a press release. “The transaction combines the Skydance Investor Group’s (“Skydance IG”) financial resources, deep operating experience, and expertise in cutting-edge technology with Paramount’s iconic IP, deep film and television library, proven hit-making capabilities, and linear and streaming platforms that reach millions of viewers,” reads the release.
The deal comes just a month after talks between the companies broke down. Speculation had surrounded the 112-year-old company’s future, with Sony Pictures recently offering $26 billion in an all-cash offer to buy out Paramount Global, as previously reported by The Dallas Express.
New Paramount’s management team is slated to include David Ellison, who will serve as chairman and CEO, and Jeff Shell, who currently serves as chairman for RedBird Sports and Media, who will serve as president. Shell was previously CEO at NBCUniversal and seeks to bring his expertise to the new company.
The merger will be an all-stock transaction, valuing Skydance at $4.75 billion, with equity holders receiving 317 million Class B Shares of the new company valued at $15 per share. Skydance IG will pay $2.4 billion in cash for National Amusements, which controls 77% of voting shares for Paramount, and $4.5 billion for the stock/cash merger consideration to be paid for publicly traded Class A shares and Class B shares, as well as $1.5 billion of primary capital to be added to Paramount’s balance sheet.
Following the transaction, Skydance IG will own 100% of the new company’s Class A Shares and 69% of the outstanding Class B shares.
The deal will also give potential Paramount bidders 45 days to submit a competing offer, reported CBS News.
“This is a defining and transformative time for our industry and the storytellers, content creators and financial stakeholders who are invested in the Paramount legacy and the longevity of the entertainment economy,” David Ellison, CEO and founder of Skydance, said. “I am incredibly grateful to Shari Redstone and her family who have agreed to entrust us with the opportunity to lead Paramount. We are committed to energizing the business and bolstering Paramount with contemporary technology, new leadership and a creative discipline that aims to enrich generations to come.”
Paramount reported first-quarter earnings showing an operating loss of $417 million on $7.6 billion in revenue, compared to last year’s $1.2 billion loss on $7.2 billion in revenue, according to CBS.
Following the announcement of the merger, Paramount shares fell 5% in trading on Monday.