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Edgar Bronfman Submits $4.3 Billion Bid for Redstone’s National Amusements, Paramount Stake
Bronfman is looking to scuttle a previous agreement to merge Paramount with David Ellison’s Skydance Media
By
Lauren Thomas and
Jessica Toonkel
Updated Aug. 19, 2024 11:01 pm EDT
Media executive Edgar Bronfman Jr. is formally making his play for Shari Redstone’s media empire, in an attempt to scuttle a previous agreement to merge Paramount Global with David Ellison’s production company Skydance Media.
Bronfman has submitted a $4.3 billion offer for National Amusements, the company through which Redstone’s family controls the media giant, and a minority stake in Paramount Global, according to people familiar with the situation.
As part of the offer, Bronfman has proposed buying National Amusements in an equity deal valued at $1.75 billion, equal to what Skydance has offered for Redstone’s company, plus investing $1.5 billion onto Paramount’s balance sheet, also similar to what Skydance has offered, the people said.
The figure also would cover a $400 million breakup fee owed if Paramount chooses to go with an offer other than Skydance.
Bronfman, who formerly ran Warner Music and liquor giant Seagram, has secured financing commitments primarily from high net-worth individuals and family offices, the people said. He has also teamed up with movie producer Steven Paul, who previously expressed interest in National Amusements.
The new offer marks the latest twist in a monthslong effort to sell Paramount, which owns CBS, cable networks Comedy Central and Nickelodeon, the Paramount+ streaming service and movie studio.
Last month, Redstone agreed to sell National Amusements to Skydance Media, run by David Ellison, the son of billionaire Oracle co-founder Larry Ellison. Under that deal, Skydance and its investors have agreed to spend more than $8 billion to acquire National Amusements and then merge Skydance into Paramount, creating a new iteration of the iconic business.
Under the terms of that deal, Skydance agreed to buy National Amusements in a transaction with an equity value of $1.75 billion. Skydance and its investors agreed to put $1.5 billion on Paramount’s balance sheet, which it can use to pay down debt.
Skydance is committing another $4.5 billion that Paramount can use for an offer to buy out about 50% of nonvoting shares at $15 each, or can roll into the new company. Non-Redstone voting shareholders would be eligible to cash out for $23 a share or roll into the new company as nonvoting shareholders.
The Skydance deal is subject to a “go-shop period,” when other potential buyers can make offers, which ends on Wednesday.
Now it is up to a special committee of directors at Paramount to decide if Bronfman’s bid “is or would reasonably be expected to lead to a superior proposal,” relative to Skydance’s offer, and thus warrants extending the go-shop period for another two weeks, according to the Skydance deal terms.
Skydance declined to comment.
Bronfman’s pitch is that his deal is better for Paramount shareholders because they wouldn’t be diluted like they would be in the Skydance deal, under which Paramount would buy Skydance in an all-stock transaction. Many Paramount shareholders have voiced concerns about the Skydance deal because they say it is a sweetheart deal for Redstone.
In a letter sent on Monday evening, Bronfman related to Paramount’s special committee that he has financing commitments for about $5 billion, the people said.
Bronfman still faces a significant challenge in getting the deal done. Under the terms of Redstone’s deal with Skydance, Skydance has the right to improve the terms of its deal.
Bronfman, who has served as the executive chairman of sports-centric streaming service Fubo since 2020, has discussed bringing in new partners from the technology and other industries for possible strategic partnerships, should he take over Paramount, The Wall Street Journal previously reported.
Bronfman separately scored a major victory last week following his company Fubo’s suit against Warner Bros. Discovery, Fox Corp.and Disney for announcing the launch of a joint venture earlier this year. On Friday, a judge blocked the new sports streaming service from debuting, dealing a major blow to the three companies’ efforts.
Write to Lauren Thomas at
lauren.thomas@wsj.com and Jessica Toonkel at
jessica.toonkel@wsj.com