ViacomCBS

ViacomCBS Inc. is an American diversified multinational mass media conglomerate formed through the merger of CBS Corporation and the second incarnation of Viacom in 2019, which were split from the original incarnation of Viacom in 2005.[3]

ViacomCBS Inc.
Public
Traded as
ISINUS92556H2067
IndustryMass media
Predecessors
FoundedDecember 4, 2019 (2019-12-04)
FounderShari Redstone
HeadquartersOne Astor Plaza,
Manhattan, New York City, New York
,
United States
Area served
Worldwide
Key people
Revenue US$27.812 billion (2019)
US$4.273 billion (2019)
US$3.270 billion (2019)
Total assets US$49.519 billion (2019)
Total equity US$13.289 billion (2019)
OwnerNational Amusements (80% voting power)
Number of employees
23,990[2]
Divisions
Subsidiaries
Websitewww.viacomcbs.com

The company's main assets include the Paramount Pictures film and television studio, CBS Entertainment Group (consisting of the CBS television network, television stations, and other CBS-branded assets), domestic networks (consisting of U.S.-based basic and premium-tier cable television networks including MTV, Nickelodeon, BET, Comedy Central, and Showtime), international networks (consisting of international versions of domestic ViacomCBS networks as well as region-specific networks), the Pluto TV ad-supported television streaming service, and the Simon & Schuster book publisher.

Headquartered at One Astor Plaza in Midtown Manhattan, New York City, the company operates over 170 networks and reaches approximately 700 million subscribers in approximately 160 countries, as of 2020.

Background
Main articles: Viacom (1952–2006), CBS Corporation, and Viacom (2005–2019)

In 1952, CBS formed CBS Films, a division which handled syndication rights for CBS’s library of television series. This division was renamed CBS Enterprises Inc. in January 1968, and again 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.)[4] In 1986, Viacom was acquired by its present owner, theater operator company National Amusements. Throughout the 1980s and 1990s, Viacom made several acquisitions, including MTV Networks (former Warner-Amex Satellite Entertainment) and 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.

History
Further information: 2019 merger of CBS and Viacom

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.[5] On December 12, the deal was called off.[6]

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.[7] Shortly afterward, it was reported that the combined company could be a suitor for acquiring the film studio Lionsgate.[8] Viacom and Lionsgate were both interested in acquiring The Weinstein Company.[9] Following the Weinstein effect, Viacom was listed as one of 22 potential buyers that were interested in acquiring TWC.[9] 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.[10][11] 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.[12][13]

Eventually, on May 14, 2018, CBS Corporation sued 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.[14][15] CBS also accused Redstone of discouraging Verizon Communications from acquiring it, which could have been beneficial to its shareholders.[16]

On May 23, 2018, Les Moonves stated 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.[17]

On September 9, 2018, Les Moonves exited CBS following multiple accusations of sexual assault. National Amusements agreed to make no proposal of a CBS-Viacom merger for at least two years after the date of the settlement.[18]

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.[19] Reports said that CBS and Viacom reportedly set August 8 as an informal deadline for reaching an agreement to recombine the two media companies.[20][21] CBS announced to acquire Viacom as part of the re-merger deal for up to $15.4 billion.[22]

On August 2, 2019, it was reported that CBS and Viacom agreed to merge back into one entity. Both companies came to an agreement on the management team for the merger, with Bob Bakish serving as CEO of the combined company with president and acting CEO of CBS, Joseph Ianniello, overseeing CBS-branded assets.[23] On August 7, 2019, CBS and Viacom separately reported their quarterly earnings as the talks about the re-merger continued.[24][25]

Beginning of operations

On August 13, CBS and Viacom officially announced their merger; the combined company was to be named ViacomCBS, with Shari Redstone serving as chair.[26][27][28]

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.[29] The merger must be approved by the Federal Trade Commission.[29]

On October 28, 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.[30][31]

On November 25, Viacom and CBS announced the merger would close on December 4 and begin trading Nasdaq on December 5.[32][33] On December 4, 2019, Bakish confirmed that the ViacomCBS merger had closed.[34]

On December 10, 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."[35] 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.[36]

On March 2, 2020, executive vice president Dana McClintock announced that he would depart the company after 27 years in CBS Communications.[37] 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.”[38]

In June 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.[39]

In August 2020, ViacomCBS announced that the connected video advertising platform EyeQ is set to launch in this fall.[40]

Company units
For a more comprehensive list, see List of assets owned by ViacomCBS.

ViacomCBS comprises four major units:

Other assets owned by ViacomCBS are the Paramount Pictures film and television studio, over-the-top ad-supported video-on-demand platform Pluto TV, book publisher Simon & Schuster, multi-genre online video conference VidCon, mixed martial arts promotion Bellator, and media and entertainment company AwesomenessTV. As of November 2019, AwesomenessTV is overseen by its co-founder Brian Robbins, an executive for ViacomCBS Domestic.[44]

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gollark: also, it is not.

References
  1. "SEC Filing - ViacomCBS Inc". ir.viacomcbs.com.
  2. https://www.forbes.com/companies/viacom-cbs/#39466576b1a5
  3. "CBS and Viacom Reveal December Merger Date – Mark Your Calendars". November 25, 2019.
  4. D. Croteau; W. Hoynes (2006). The Business of Media: Corporate Media and the Public Interest. Thousand Oaks, California: Pine Forge Press. pp. 100–101.
  5. Szalai, George (September 29, 2016). "National Amusements Proposes Viacom, CBS Reunion, Cites "Substantial Synergies"". The Hollywood Reporter. Retrieved October 13, 2016.
  6. "Shari Redstone withdraws CBS-Viacom merger proposal". CNBC. December 12, 2016. Retrieved December 17, 2016.
  7. Wang, Christine (January 12, 2018). "Viacom, CBS shares surge after report Shari Redstone pursuing merge of companies". CNBC. Retrieved January 12, 2018.
  8. Busch, Anita; Chmielewski, Anita (January 17, 2019). "Lionsgate Ripe For Takeover As Amazon, Verizon and CBS-Viacom Emerge As Potential Suitors". Deadline Hollywood. Retrieved January 19, 2018.
  9. "Weinstein Co Talking to 22 Buyers, $300 Million Expected Price, Bob Weinstein Must Exit". The Wrap. October 26, 2017. Retrieved October 26, 2017.
  10. Ryan Faughnder (March 1, 2018). "Former Obama administration official has reached a deal to buy Weinstein Co. assets". Los Angeles Times. Retrieved March 2, 2018.
  11. Chmielewski, Dawn (March 2, 2018). "TWC Board, New York AG Confirm Maria Contreras-Sweet Group Has Acquired Weinstein Company Assets". Deadline Hollywood. Retrieved March 2, 2018.
  12. "Moonves vs. Redstone: Inside the Poisonous War for Control of CBS and Viacom". The Hollywood Reporter. Retrieved April 11, 2018.
  13. Littleton, Cynthia (April 11, 2018). "Could CBS-Viacom Strife Cause Leslie Moonves to Walk Away?". Variety. Retrieved April 11, 2018.
  14. "CBS Sues Redstones' Firm in Escalation of Longstanding Fight". Bloomberg L.P. May 14, 2018. Retrieved May 14, 2018.
  15. Chmielewski, Dawn C. (May 14, 2018). "National Amusements Fires Back at CBS Suit, Says It's "Outraged" By Allegations". Deadline Hollywood. Retrieved May 14, 2018.
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  23. "CBS, Viacom Reach Tentative Deal on Team to Lead Combined Company". The Wall Street Journal. Retrieved August 3, 2019.
  24. Lafayette, Jon (August 7, 2019). "CBS-Viacom Deal Won't Make Deadline". Broadcasting Cable.
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  34. Weprin, Alex (December 4, 2019). "Bob Bakish's Memo to ViacomCBS Staff: Merger "A Historic Moment"". The Hollywood Reporter. Retrieved December 4, 2019.
  35. Weprin, Alex. "CBS' Historic New York Headquarters to Be Sold". The Hollywood Reporter. Retrieved December 10, 2019.
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