The Redstones' National Amusements would retain control of the combined ViacomCBS through its ownership of Class A voting shares that now represent almost 80% of the shareholder votes at both companies. Now, this is far from a done deal as regulatory approval is still needed before the merger can be completed.
"We unite our complementary assets and capabilities and become one of only a few companies with the breadth and depth of content and reach to shape the future of our industry", Bakish said in a statement.
Taking a page from the now Fox-expanded Disney book, new ViacomCBS kingpin Bob Bakish made very clear just now on today's investor call, Star Trek and the Mission Impossible franchises have significant potential to leverage "across all the companies' platforms". The new company, which will be called ViacomCBS, brings brands like CBS and Showtime together with the likes of Nickelodeon, MTV, BET, Comedy Central and Paramount. "Frankly, they may not be big enough still to compete with Disney and Netflix", he said, noting that "Netflix spends something like $15 billion on new product". Joe Ianniello will become chairman and CEO of CBS and Shari Redstone will become chairman of ViacomCBS.
Both Viacom and CBS are owned by the Redstone family's National Amusements, which owns close to 80% of voting shares for both companies. Bob Bakish, now the president and CEO of Viacom, will lead the new company, which has combined revenues of more than $28 billion, the companies said. CBS shareholders will own around 61% of the combined company, while Viacom shareholders will take 39%. It is unlikely that CBS-Viacom could itself become an acquisition target, given how potential acquirers nearly all have their hands full with their own big purchases.
CBS and Viacom have had an on-again, off-again relationship. The companies collectively operate CBS All Access and Showtime's streaming option, along with Pluto TV (a free streaming TV service in the US) and newcomers such as CBSN, ET Live and niche players like Noggin.
CBS and Viacom have had an on-again, off-again relationship. At the time, Les Moonves was head of CBS.
CBS Corp. and Viacom, once part of the same company, plan to again join forces in a merger to bolster their positions in a rapidly changing entertainment industry that's pushing other media giants to consolidate their digital content for the streaming age.
But over time, the two companies' fates were reversed. In response, legacy media companies are consolidating to bulk up.
Shari Redstone will become the new board chair of the combined ViacomCBS Inc. But Moonves was against the idea, as CBS was stronger and more profitable than Viacom.
"We would want to look at something after that to. develop more scale as we move forward", Redstone said at The Information's Women in Tech, Media and Finance conference in June.
CBS has been weighing its next moves since the ouster of longtime CEO Les Moonves previous year.
Under the deal's terms, Viacom shareholders would receive about a 0.6 share of CBS stock in exchange for 1 share of Viacom stock.