Paramount Global shares down 2% premarket after Shari Redstone kills potential merger with Skydance.
Shari Redstone isn’t ready to get out of the entertainment business just yet.
The media heiress has ended discussions to sell her controlling stake in Paramount Global to Skydance Media and merge the two companies, drawing to a close months of negotiations in one of the messiest deal dramas to play out in recent years.
National Amusements, the Redstone family company that controls Paramount, said the parties had not been able to reach a deal that would have given Skydance the keys to one of Hollywood’s most storied brands. The statement confirmed news first reported by The Wall Street Journal.
Redstone’s decision marks a stunning about-face, after she advocated behind the scenes for months for a deal with Skydance. She billed its backers—including CEO David Ellison—as the best stewards for Paramount, owner of the namesake film studio, broadcaster CBS and cable channels such as MTV and Nickelodeon.
In the end, Redstone had a change of heart, as trust frayed between the two sides. Redstone will now likely pursue a sale of just National Amusements, without trying to merge Paramount into another company, people close to her said.
A spokeswoman for Skydance had no comment.
Paramount shares fell about 8% Tuesday after the Journal’s report that the deal talks had ended.
The deal saga was tumultuous. An earlier bid by Skydance had infuriated many shareholders because it was seen as more beneficial to Redstone than other stakeholders. As Redstone and Skydance pressed forward, Paramount parted ways with its CEO and four of its directors. Other potential bidders emerged, either for Paramount itself or for National Amusements, which also owns a movie-theater chain.
Skydance sweetened its offer last month, providing a way for nonvoting Paramount shareholders to cash out at a premium. Under Skydance’s proposed deal, the production company would have bought National Amusements for around $1.7 billion in cash and would have provided $4.5 billion to buy out a certain number of Paramount’s nonvoting shares and non-Redstone voting shares. Skydance also would have injected $1.5 billion onto Paramount’s balance sheet, which it could use to pay down debt.
Paramount would then merge with Skydance in a stock deal, subject to review by a committee of Paramount directors. The committee recently approved the economic terms of the proposed merger but continued to negotiate with Skydance about other deal points.
One issue was whether the deal should require approval from a majority of non-Redstone shareholders. National Amusements was supportive of such a vote, the Journal reported. Skydance had said such a vote was a nonstarter, said people familiar with the matter.
Redstone rejected the deal before the committee was scheduled to vote on the merger Tuesday afternoon, people familiar with the sequence of events said. The committee said it was told by National Amusements on Tuesday, “that it did not have an agreement on a deal with Skydance Media and didn’t anticipate a path forward on this transaction.”
The merger would have brought together Paramount franchises such as “Transformers” and “A Quiet Place” with Skydance’s popular titles like Amazon’s “Tom Clancy’s Jack Ryan.” Paramount partnered with Skydance on a number of titles including “Top Gun: Maverick.”
NAI said it was “grateful to Skydance for their months of work in pursuing this potential transaction and looks forward to the ongoing, successful production collaboration between Paramount and Skydance.”
In April, after Chief Executive Bob Bakish stepped down, Paramount named an “office of the CEO” made up of three of its divisional heads to lead the company. The three CEOs earlier this month presented a plan to cut $500 million in annual costs, explore joint ventures for Paramount+ and explore asset sales.
In its statement, NAI said it supports their work as well as the board’s work to “explore opportunities to drive value creation for all Paramount shareholders.”
Redstone took center stage at Paramount when she inherited the media empire forged by her father, the media mogul Sumner Redstone. She merged the two companies he controlled, Viacom and CBS, to form what became Paramount Global.
Paramount, famous for films like “Titanic,” “Indiana Jones” and “The Godfather,” is confronting a variety of challenges across its businesses. Cord-cutting has shrunk its TV business, home to BET and Comedy Central, which drives the majority of the company’s profits. A yearslong foray into streaming has proved costly, even though Paramount+ is adding subscribers. And consumers are increasingly opting to watch movies at home, rather than going to theaters.
Paramount’s value has plummeted on Redstone’s watch. She held out hope that a big buyer—potentially a tech giant—might emerge and buy the whole company, but that didn’t happen.
Redstone began contemplating a sale of the business last year, feeling the pinch of the business’s decline when management cut the dividend that had supplied her family income for years. She told people close to her that she wanted to spend more time fighting antisemitism in the wake of the Oct. 7 attacks on Israel.
Earlier this month, private-equity firm Apollo Global Management and Sony Pictures submitted a $26 billion nonbinding offer for Paramount.
NAI also has received interest from two potential parties—an investor consortium led by Hollywood producer Steven Paul, as well as from media executive Edgar Bronfman Jr., backed by private-equity firm Bain Capital, the Journal first reported.