CBS Will Be a ‘Cornerstone’ Asset of New Paramount, Jeff Shell Teases

“It’s going to be actually part of all of our plans going forward,” the executive told reporters Monday

CBS
CBS

As David Ellison and Jeff Shell look to the future of Paramount Global, CBS is expected to be a “cornerstone” asset of the new company, the executives said on Monday.

“We believe in the business, and really, the reach of CBS is very important to us,” Shell, who was named president of the new Paramount, explained. “There’s really no change in the overall vision for the asset, other than we believe in it. It’s going to be actually part of all of our plans going forward.”

He continued: “I think if there’s going to be a change for CBS, we’re going to probably manage it a bit more aggressively for cash flow, meaning making some harder decisions on time periods and things like that going forward, which you have to when you have a declining business.”

But Shell’s remarks come as Paramount’s current leadership team of top executives Brian Robbins, George Cheeks and Chris McCarthy recently revealed that they have hired bankers to assist with potential asset sales.

During an earlier call with investors Monday, Shell noted that the incoming leadership team would not rule out asset sales, though they did not cite specific assets that could be offloaded.

“There are assets which we think are not strategic to where we’re going, that if we were to get a buyer to pay a price that we thought was compelling, we would absolutely do that,” Shell said. “I know current management is also talking about a couple of transactions that, if they get the right price, we’ll be supportive of.”

Ellison shared that they don’t plan to stand in the way of potential asset sales before the deal closes.

“We obviously have a tremendous amount of confidence in management,” Ellison said, but added that the incoming leaders will have “a seat at the table” when it comes to decisions around potential sales, within regulatory guidelines. “But given how dynamic the landscape is changing, we think it’s really important that the company not be paralyzed in any way, shape or form, and obviously for those conversations to continue and to explore.”

At the same time, Ellison and RedBird Capital’s Gerry Cardinale emphasized during a call with reporters that ensuring the Redstone family’s legacy is protected was a “very important” factor in getting a deal across the finish line.

“The way to do that is you capitalize this over 100-year-old business, and you keep it as Paramount. You don’t take it private, break it up and kill it,” he said. “That’s what it was from day one that is in the fundamental crux of this entire deal, a real philosophical coming together David and his family with Shari and her family.”

“Our goal here is to transition the business as Paramount, and that was something that me and Shari discussed early on, and believe that by keeping the assets together and transitioning them through this moment in time, we’ll obviously be able to create significant shareholder value,” Ellison added.

As part of their vision going forward, Ellison and Shell said that they would look to “rebuild” the Paramount+ platform to increase time spent, offer subscribers improved recommendations and reduce subscriber churn.

They also plan to utilize artificial intelligence to “turbocharge content creation capabilities” and lower costs, leverage Skydance Media and Paramount’s combined portfolio of animation and sports content and to explore potential partnerships and content licensing opportunities.”

The pair have identified $2 billion in cost reductions via efficiencies and other synergies as they look to manage Paramount’s declining linear business.

When asked by an analyst about linear TV’s impact on the company moving forward, Shell replied: “I personally think that the linear business is going to be a strong business for decades to come. I think we’ll be sitting here in 10, 20 years talking about a significant amount of viewership on CBS network, but it’s going to become part of the equation, as opposed to the driving part of the equation, which is why you’ve got to be in both sides. But we think it’s going to continue. We don’t think it’s going to worsen, but we don’t actually think it’s going to get better either.”

Looking ahead, Paramount is expected to reach $3.4 billion in adjusted operating income before depreciation and amortization (OIBDA) and produce an estimated $32.6 billion of revenue in 2025, according to an investor presentation. In 2026, Paramount expects $4.1 billion in adjusted OIBDA, $32.9 billion of revenue and return to investment grade status with all credit rating agencies. They’re also looking to de-leverage from approximately 4.3 times to 2.4 times by 2027 and produce $4.5 billion in adjusted operating income and $33.5 billion in revenue that year.

Under the terms of the $8 billion stock and cash transaction, the new Paramount will have an enterprise value of $28 billion. Skydance is being valued at $4.75 billion, with its equity holders receiving 317 million newly issued Class B shares valued at $15 per share. Paramount’s Class A shareholders will receive $23 per share.

Skydance’s consortium of investors will own 100% of new Paramount’s Class A shares and 69% of outstanding Class B shares, or about 70% of the pro forma shares outstanding. Paramount’s non-National Amusements Class B shareholders will receive a 48% premium to the price of the stock as of July 1, while Class A shares will receive a 28% premium.

The deal, which is backed by RedBird Capital Partners and the Ellison family, includes $2.4 billion for NAI, $4.5 billion for non-NAI shareholders in Paramount and an additional $1.5 billion in new capital to help pay down debt and recapitalize the company’s balance sheet.

Additionally, a 45-day go-shop provision will allow the Paramount board of directors’ independent special committee to solicit and evaluate alternative acquisition proposals. In the event of a superior proposal being selected within that time span, Paramount would pay Skydance a $400 million breakup fee.

The Skydance-Paramount transaction is expected to close in the third quarter of 2025, subject to regulatory approval and other customary closing conditions.

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