Signing off on the definitive agreement, Paramount and Skydance Media are joining to form New Paramount.
The agreement will take place through a two-step transaction. It includes the acquisition of National Amusements, which holds the controlling share stake in Paramount, and a subsequent merger of Skydance and Paramount Global.
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.
New Paramount aims to expand Paramount’s existing presence as a media enterprise, focusing on technological advancements across entertainment platforms such as animation, gaming, film, sports, and more. The management team will be led by David Ellison (Founder and CEO of Skydance) as Chairman and CEO; and Jeff Shell (Chairman of RedBird Sports & Media and former CEO of NBCUniversal) as President.
The two companies have partnered previously several times in the past 15 years. Paramount brings to the merger its numerous IPs and extensive experience in the entertainment industry. Skydance will provide investment opportunities, two in-house game developer studios, a partnership with the NFL, and more.
As one of the iconic media brands and libraries in Hollywood, Paramount has the IP foundation to ensure longevity through this evolution — but it will require a new generation of visionary leadership together with experienced operational management to navigate this next phase.
National Amusements has agreed to sell to Skydance for $2.4 billion, offering full control over Paramount’s Class A shares. Skydance Investment Group expects to own 70% of the equity of New Paramount following the full transaction.
Skydance Investment Group, led by the Ellison Family and Redbird Capital Partners, will additionally invest up to $6 billion to offer Class A stockholders other than National Amusements an election to receive in the merger $23 cash per share or 1.5333 shares of Class B stock of New Paramount; offer Class B stockholders other than National Amusements an election to receive in the merger $15 cash per share or one share of Class B stock of New Paramount, subject to proration if Class B elections exceed $4.3 billion in the aggregate; and use the remainder to pay down any debt and re-capitalize the balance sheet of New Paramount.
“Our hope is that the Skydance transaction will enable Paramount’s continued success in this rapidly changing environment,” says Shari Redstone, Chair of Paramount Global and Chair, President, and CEO of National Amusements. “As a longtime production partner to Paramount, Skydance knows Paramount well and has a clear strategic vision and the resources to take it to its next stage of growth.”
The transaction agreement includes a 45-day go-shop period in which the Special Committee of Paramount’s Board of Directors can seek other acquisition proposals. Skydance and Paramount held a meeting this morning to discuss the transaction with security analysts, with a listen-only webcast of the meeting available online now.
