Paramount Global, traded and commonly known as Paramount, was an American multinational mass media and entertainment conglomerate controlled by National Amusements and headquartered at One Astor Plaza in Times Square, Midtown Manhattan. It was formed on December 4, 2019, as ViacomCBS, through the merger of the second incarnations of Viacom and CBS Corporation, which were split from the original Viacom in 2005. On February 16, 2022, ViacomCBS was renamed to Paramount.
Paramount's main properties included the namesake Paramount Pictures Corporation, the CBS Entertainment Group (consisting of the CBS television network and television stations as well as The CW and other CBS-branded assets), the BET Media Group (which oversees BET and its sister channels), Paramount Media Networks (consisting of locally-based cable television networks including MTV, Nickelodeon, Comedy Central, CMT, Paramount Network and Showtime) and Paramount Streaming (including Paramount+ and Pluto TV). It also had an international division that manages international versions of its cable networks, as well as region-specific assets including Argentina's Telefe, Chile's Chilevisión, the United Kingdom's 5 and Australia's Network 10. From 2011 to 2023, the division also owned a 30% stake in Rainbow S.p.A. of Italy. It also operated over 170 networks and reaches approximately 700 million subscribers in 180 countries.
On July 2, 2024, Skydance Media announced a three-way merger between it, Paramount, and National Amusements, to form Paramount Skydance. On July 24, the Federal Communications Commission approved the merger, which was closed on August 7.
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Background
Paramount Pictures, CBS and Viacom each had a history of being associated with one another through a series of various corporate mergers and splits. Paramount Pictures was founded in 1912 as the Famous Players Film Company. CBS was founded in 1927, which Paramount Pictures held a 49% ownership stake in from 1929 to 1932. 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 Federal Communications Commission (FCC) rules forbidding television networks from owning syndication companies (these rules were eventually abolished completely in 1993). In 1986, Viacom purchased MTV Networks and Showtime/The Movie Channel Inc. from Warner Communications and American Express. In 1987, Viacom was acquired by theater operator company National Amusements.
Paramount Communications (1989–1994) and Viacom Inc. and CBS Corporation (1994–2005)
Meanwhile, Paramount Pictures was acquired by Gulf and Western Industries in 1966, which then re-branded itself as Paramount Communications in 1989. Viacom then purchased Paramount Communications in 1994. 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.
Viacom Inc. and CBS Corporation (2005–2019)
On December 31, 2005, Viacom was split into two companies: the second incarnation of CBS Corporation, the former's corporate successor, and the second incarnation of Viacom, which was formed as a spin-off.
History
Formation
On September 29, 2016, National Amusements wrote to its in-control subsidiaries, Viacom and CBS Corporation, encouraging a merger. On December 12, the deal was called off.
On January 12, 2018, CNBC reported that Viacom had re-entered talks to merge back into CBS Corporation, after the merger of AT&T and Time Warner and Disney's then-proposed acquisition of most of 21st Century Fox's assets were announced. Viacom and CBS Corporation also faced heavy competition from companies such as Netflix and Amazon. Shortly afterward, it was reported that the combined company could be a suitor for acquiring the media company Lionsgate (now Starz Entertainment). Viacom and Lionsgate were both interested in acquiring The Weinstein Company (TWC). Following the Weinstein effect, Viacom was listed as one of 22 potential buyers that were interested in acquiring TWC. 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. Lantern Capital would later acquire the studio.
On March 30, 2018, CBS Corporation 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 Corporation and its leadership.
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. CBS Corporation also accused Redstone of discouraging Verizon Communications from acquiring it, which could have been beneficial to its shareholders.
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 Corporation 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.
Initial 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. 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. The merger required approval by the Federal Trade Commission (FTC).
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).
On November 25, 2019, Viacom and CBS announced the merger would close on December 4 and begin trading on NASDAQ on the next day. On December 4, 2019, Bakish confirmed that the ViacomCBS merger had closed.
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." On December 20, 2019, ViacomCBS agreed to acquire a 49% minority stake in the 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.
On March 2, 2020, executive vice president Dana McClintock announced that he would depart the company after 27 years in CBS Communications. 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".
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. On August 4, 2020, ViacomCBS announced that the company's connected video advertising platform, EyeQ, is set to launch in fall 2020.
Rebranding to Paramount
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". Following the rename, Paramount Pictures' website URL changed from paramount.com to paramountpictures.com, while Paramount took the paramount.com URL.
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 Warner Bros. Discovery. As the deal did not require any regulatory approvals (unlike the "Big Four" networks, which includes CBS, The CW had previously never owned or controlled its own stations outside of its network service for smaller markets), 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. 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. On August 7, Paramount announced that it had agreed to sell Simon & Schuster to private equity firm KKR for $1.6 billion in cash. The sale was completed on October 30.
Merger with Skydance Media
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, while Fox Business reported via internal sources that Zaslav was "not in deal mode".
On January 10, 2024, National Amusements was reported to be considering a deal or merger regarding Paramount Global, with Skydance Media considering an all-cash bid of $2.5 billion for the earlier company. During this time, Paramount announced it would be laying off 800 employees. On February 27, 2024, CNBC reported that Warner Bros. Discovery halted the merger talks with Paramount.
On April 2, 2024, Paramount and National Amusements approached Skydance for an exclusive acquisition window agreement. Shari Redstone and David Ellison sought a three-way transaction between the companies. On April 18, it was reported that Sony Pictures was interested in acquiring Paramount Global through a joint buyout with Apollo.
On April 29, 2024, Bob Bakish stepped down from his role as president and CEO. He was replaced by an office of the CEO, led by Brian Robbins, George Cheeks and Chris McCarthy. The Los Angeles Times characterized this as an ouster by Redstone due to Bakish's reported opposition of the Skydance deal. McCarthy was legally designated the company's "interim principal executive officer" in order to comply with SEC regulations stipulating that one person must conduct "the normal course of business".
On May 2, Sony and Apollo submitted a non-binding offer to Paramount for a $26 billion all-cash offer, with terms unclear at that point.
Skydance's exclusive negotiation window ended on May 3, 2024 and was not renewed, although the company was still interested in buying Paramount. The following day, Paramount's board members met, considering a "go-shop" approach for other such offers; it was ultimately decided that they would begin negotiations regarding Sony and Apollo's offer while still holding non-exclusive talks with Skydance. That same day, Berkshire Hathaway's Warren Buffett stated in an annual meeting that he had sold all of his shares in Paramount at a substantial loss. By May 17, Sony and Apollo signed non-disclosure agreements allowing them to investigate Paramount's private financial information, further progressing their bid. However, at that time, the companies were reportedly backing away from their all-cash offer and were re-thinking their approach to a deal for the company's assets.
Company units
Paramount Global comprised seven major units split into three business segments:
Filmed Entertainment consisted of the company's film studios as well as the Nickelodeon-branded television and film studios.
Paramount Motion Picture Group consists of Paramount Pictures Corporation, the company's namesake division which focuses on theatrical film production and distribution, including film releases under the Paramount Animation and Paramount Players labels in addition to the flagship Paramount Pictures label. Other assets owned by Paramount include Republic Pictures and a 49% stake in Miramax. The company also consists of Paramount Studio Group (physical studio and post-production), production facilities and lot, and archives for restoration/preservation for Paramount Home Entertainment and Music.
Nickelodeon Studios consisted of Nickelodeon's live-action television content production unit as well as Nickelodeon Movies. The unit is also responsible for Nickelodeon Animation Studio (including Avatar Studios) and AwesomenessTV.
Direct-to-Consumer focuses on the global over-the-top streaming services that encompasses Paramount+, Pluto TV, SkyShowtime (50% with Comcast through Sky Group), CBS News 24/7, CBS Sports HQ and BET+.
TV Media consisted of the company's linear television networks as well as television content production, outside of Nickelodeon.
CBS Entertainment Group consists of CBS-branded assets including the CBS television network, CBS News and Stations, CBS Sports, CBS Studios, CBS Media Ventures and Big Ticket Television. It also has a 12.5% ownership stake in The CW Television Network. In addition, the group consists of the BET Media Group, which contains BET, BET Her and other BET-branded cable television channels.
Paramount Global Content Distribution encompasses as the global international distribution arm that handles global distribution and licensing of productions produced by Paramount's television production companies for international networks and streaming services worldwide.