Sorta-OT--- Viacom voted to split itself.

[Sogturtle]

Well, the Viacom board voted to go ahead and split the company in half today. Thus will be created a Viacom incorporating Paramount and MTV, and a semi-separate CBS Corp. (with Sumner Redstone still the main shareholder of both halves). Buuuuuut details as to which part will end up the owner of the Paramount and Terrytoons is unresolved. Sounds like it'd be Viacom still but it's unclear.



AP
Viacom Board Approves Split
Tuesday June 14,
By Seth Sutel, AP Business Writer Viacom Board Approves Split Into Two Companies Focusing on Broadcast Television and Cable

NEW YORK (AP) -- Viacom Inc., the media conglomerate that owns CBS and MTV, said Tuesday that its board had unanimously approved a plan to split the company into two separate entities, one focusing on broadcast television and the other on cable networks.

Viacom said the split will occur in the first quarter of 2006. Viacom CEO Sumner Redstone will be chairman and controlling shareholder of the companies, which will both be based in New York.

The company said the separation will be made through a tax-free spinoff, meaning that holders of Viacom shares will receive shares of a new company called CBS Corp., that will include the CBS and UPN networks, a group of TV stations as well as a major radio and outdoor advertising group.

The new CBS company will be led by Les Moonves, the current head of CBS and co-president of Viacom. The other company, which will retain the Viacom name, will include MTV, Nickelodeon, BET and several other cable networks as well as the Paramount movie studio. That company will be led by Tom Freston, the longtime chief of MTV and Viacom's other co-president.

Viacom had announced in March that it was considering a plan to split itself into two companies, saying it wanted to allow investors to value its array of businesses separately.

The company decided to pursue the breakup after becoming frustrated with its languishing stock price. Viacom's shares traded as high as $75.88 in July 2000, but have generally struggled since then, finishing up 11 cents at $34.21 on the New York Stock Exchange Tuesday.

Viacom hopes that the MTV-based unit will attract investors seeking fast-growing businesses, while those seeking dividends and more aggressive share buybacks will buy shares in the new CBS Corp., whose businesses are slower-growing but still generate a lot of cash.

The splitup also resolves the pressing issue at Viacom of who will succeed Redstone, who turned 82 last month, as chief executive. Before the splitup plan was announced in March, Freston and Moonves had been seen as competing to succeed Redstone as CEO.

Redstone said in a statement that the breakup would create two "strong, focused and nimble companies" that would give investors options that are "more closely aligned with their various investment objectives."

Viacom also said Redstone's daughter Shari Redstone would take the newly created position of non-executive vice chairman of the board. She had been a member of the company's board since 1994.

Harold Vogel, head of the investment firm Vogel Capital Management, said that while the breakup would "focus the stocks a lot more," it would also cause the companies to incur many new expenses, including having two sets of chief financial officers, legal and compliance departments.

Also, the separated companies could lose negotiating clout with other media entities, especially cable operators, Vogel said. A combined Viacom, for example, could withhold from cable companies the rights to retransmit its highly-rated CBS network in exchange for concessions to carry its cable channels like MTV and BET.

Viacom said it would make further announcements in the coming weeks about the splitup's schedule, the management lineups for the two companies and their financial structures. The move to break up the company essentially undoes Viacom's acquisition of CBS Corp., which was announced in 1999. Viacom's splitup is also the biggest example of a recent trend among media companies to trim down their holdings as they try to regain favor on Wall Street.

[Geezil]

Oh, great. One more corporate obstacle to a Terrytoons revival! Could somebody pass the industrial strength aspirin this way, please? :(

[musicradio77]

From Radio & Records:

It's Official: Viacom Splits Into Two Companies

Viacom's board of directors today approved a plan to divide the company's assets into two separate, publicly traded operating companies, following through on a plan announced in March and enthusiastically touted by Chairman/CEO Sumner Redstone. One of the companies will be called CBS Corporation and will include Infinity Broadcasting. Co-President/co-COO Les Moonves will lead CBS Corp. The creation of the two companies is expected to close in Q1 2006, and the spin-off is expected to be tax-free for Viacom stockholders, leaving them with shares in two companies. The first company will retain the Viacom name and will be led by current co-President/co-COO Tom Freston. The new Viacom will be comprised of MTV Networks; BET; Paramount Pictures, Paramount Home Entertainment; Famous Music. The other company, dubbed CBS Corporation, will be helmed by Viacom co-President/co-COO Les Moonves and will include Infinity Broadcasting; the CBS and UPN broadcast networks; Viacom's television stations; Viacom Outdoor; and the CBS, Paramount and King World television production operations. CBS Corp. will also include the Showtime cable network, the Simon & Schuster publishing arm and Paramount Parks. Redstone will serve as Chairman of both companies.

Meanwhile, in a move that was widely rumored, Viacom's board has named Shari Redstone — the daughter of Sumner Redstone — to the newly created position of nonexecutive Vice Chairman of the Board. Shari Redstone has been a member of Viacom's board since 1994 and currently runs the Redstone family's privately held National Amusements. Viacom also named longtime board member Frederic Salerno to the newly created position of Lead Independent Director.

Commenting on the news, Sumner Redstone said, "Today we celebrate our past successes by stepping forward to embrace the future. This transaction is the logical extension of the strategic vision that created Viacom and recognizes the inherent diversity of our assets as well as the changing business environment. We believe that this transaction will enable Viacom shareholders to fully benefit from the important gains we realized in building this company by fully unlocking our significant untapped potential and creating new opportunities to build on our leadership positions, maximize earnings growth and fully exploit our considerable strengths."

As I said before Viacom is the company that owns the Terrytoons library including Mighty Mouse :mighty:, Heckle & Jeckle, Gandy Goose :gandy:, Deputy Dog and others including other Paramount cartoons like Betty Boop :betty:, Casper, Little Lulu, Little Audrey :audrey: and other characters from both the Flesicher and Famous Studios era.

[JDWeil]

And where does UPN fit into this? That's also a Viacom division.

[Sogturtle]

And where does UPN fit into this? That's also a Viacom division.

Hi JD~

Right UPN is a Viacom division (after their buying out United Televisions's share)... And so just to make matters logical (but kind of confusing) UPN goes with CBS and the TV stations, radio stations and outdoor advertising. I say CONFUSING because of course the "P" of "UPN" stands for "Paramount";) :p.

OH!!! And before anybody starts wondering about it, Famous Music is indeed staying with the Viacom (and Paramount) half. Soooo those cartoon ditties will be Paramount.

(corrected an error of mine above)

[musicradio77]

Here is another article taken from Yahoo! Finance:

Viacom board approves breakup

Viacom Inc. chairman and CEO Sumner Redstone spun Tuesday, June 14's unanimous board vote to reverse a decade of dealmaking as the inevitable culmination of smart management. The New York-based media conglomerate will divide into two publicly traded companies, rendering obsolete the rationale behind the Viacom and CBS Corp. merger in 2000, creating two companies nearly identical in appearance to their former selves.


Nonetheless, Redstone insisted that the move is part of the plan. "Today we celebrate our past successes by stepping forward to embrace the future," he said in a statement announcing the split. "This transaction is the logical extension of the strategic vision that created Viacom and recognizes the inherent diversity of our assets as well as the changing business environment."

Viacom's split, scheduled for the first quarter of 2006, follows similar moves by Vivendi Universal SA, John Malone's Liberty Media Corp. and Barry Diller's IAC/InterActiveCorp.

Viacom will divide itself via a tax-free spinoff that will give current stockholders shares in both companies. One company, to retain the Viacom Inc. name, will be led by co-chief operating officer Tom Freston and include the company's cable networks group — which includes such noted brands as MTV, VH1, Comedy Central and Nickelodeon — BET, Paramount Pictures, Paramount Home Entertainment and Famous Music.

The other company, dubbed CBS Corp., will be headed by co-COO Leslie Moonves and house the CBS and UPN broadcast networks, Infinity Broadcasting, Viacom Outdoor, Simon & Schuster, Paramount Parks, Showtime and the company's television station and production units.

Redstone, who controls Viacom with a more than 70% voting stake, will serve as chairman of both companies. Additional details will be made available in the coming weeks, Viacom said.

In breaking Viacom in two, Redstone aims to minimize the impact of its low-growth assets such as Infinity on its valuation while maximizing the operating momentum of higher-growth businesses like its cable networks group.

Last year, for instance, Viacom's cable unit increased revenue 17% and operating income 16%, to $6.6 billion and $2.5 billion, respectively. By contrast, Infinity's $2.1 billion in revenue was flat compared to 2003 figures and operating income actually fell 6% to $918 million. The company in February wrote down its radio and outdoor advertising assets by $18 billion, one of the largest corporate write-downs ever.

Of the slimmer Viacom, Redstone said, "This company's stock will attract a higher trading multiple that can in turn be used for targeted acquisitions in promising areas. With the increased importance of wireless, online and video gaming businesses, the ability of the new Viacom to be opportunistic will be a distinct and powerful advantage."

By contrast, as it related to the new CBS Corp., Redstone stressed strong free cash flow generation and the ability to return capital to shareholders via dividend payments and stock buybacks.

Dividing the company also replaces Viacom's efforts to boost its valuation through asset sales. The company has spun off video retailer Blockbuster Inc. and Monday sold its Famous Players movie theater chain in Canada for $397.4 million, and is seeking to dispose of its Paramount Parks unit and Infinity stations outside the top 25 markets. Its stock price has benefitted little from the moves, however. News of the split barely registered with investors Tuesday, as Viacom shares closed trading up just over 1% to $34.64. That price discounts by half the levels Viacom shares regularly attained before Sept. 11.

Tuesday's board vote also elevated Redstone's daughter, Shari, to the newly created position of nonexecutive vice chairman.

As you may know, according to the Toon Tracker website under "The End of Terrytoons":

Terrytoons officially closed it's doors in 1971. The FCC decided that the major networks could no longer sell programming to independent TV stations. CBS Films was spun off and became Viacom. In an effort to cut costs, Viacom ceased Terrytoons animation production, content to just sell their inventory in syndication.

That's what Viacom is all about.

:betty: :huey: :buzzy: :audrey: :mighty: :gandy:

[Bill]

I wonder which end will get the rights to "Angry Beavers",When I get older I plan to buy the rights to "Angry Beavers" and re-air it with the old episodes and new episodes on CN.If I can't do that I guess I'll just have to make my own beaver duo.:D

[JDWeil]

Now this makes for a strange kettle of fish. Usually when something like this happens, this split off company may go on the block. So if all goes according to Hoyle, you could expect CBS to sold in the near future. I'm just wondering who would buy CBS? Any candidates?

[JDWeil]

Hi JD~

Right UPN is a Viacom division (after their buying out Universal's share)... And so just to make matters logical (but kind of confusing) UPN goes with CBS and the TV stations, radio stations and outdoor advertising. I say CONFUSING because of course the "P" of "UPN" stands for "Paramount";) :p.

OH!!! And before anybody starts wondering about it, Famous Music is indeed staying with the Viacom (and Paramount) half. Soooo those cartoon ditties will be Paramount.

Oh, BTW, the "U" in UPN doesn't stand for Universal, it stands for United Broadcasting, a division of Chris-Craft. That's who got bought out.

[Sogturtle]

Oh, BTW, the "U" in UPN doesn't stand for Universal, it stands for United Broadcasting, a division of Chris-Craft. That's who got bought out.

JD~

I corrected my error above (shows what happens when I get dropped on my turtlesque head too many times;) ). Though you have a small error also, the more precise name of the former Chris-Craft subsidiary was United Television (rather than United Broadcasting):) .

And though Paramount had wanted to form UPN as a equal partnership, whilst in the process it was gobbled up by Viacom, which thus became strapped for cash to help fund the baby network. Result was the early UPN was owned 100% by United Television, but with Paramount having an option to buy 50% in the future (which they did a couple years later). Later on United Television (Chris-craft) sold the other 50% to them for a measly 5 million dollars (million not billion). It should be pointed out that at least one wag dubbed the letters "UPN" to stand for "Un-Popular Network":D ;) .

(Lastly, the Chris-craft TV stations that had been "United Television") were then sold to News Corp. (Fox).

Now this makes for a strange kettle of fish. Usually when something like this happens, this split off company may go on the block. So if all goes according to Hoyle, you could expect CBS to sold in the near future. I'm just wondering who would buy CBS? Any candidates?

Wellllll... Companies we can rule OUT... Sony, owner of Columbia and MGM and UA and now co-owner of the former CBS Records (but Sony is foreign-owned so can't own TV stations). Disney already owns ABC. GE owns NBC-Universal. News Corp owns Fox and 20th Century-Fox.

If this had happened year before last then MGM would've been after CBS (using Kirk Kerkorian's moolah). As they had tried to buy Universal from the French sewage and water company Vivendi.

Microsoft we can rule out.

We can hazard a guess at some huge cable company deciding to take the plunge, but who? I don't think Cox has the vision or the stomach. Comcast absorbed ATT's gigantic cable service and then last year was trying their darnedest to buy DISNEY (which would've given then ABC...) So that's a real possibility.

Likewise we could envision (weird as it sounds) one of the Baby Bells going after CBS, they're cash-rich and needing to diversify... I can see Bellsouth claiming that "CBS" stands for "calling Bellsouth" ;) .
:daffy: Ever notice that "SBC" is CBS spelled backwards?? :D (SBC and Verizon are both going into what amounts to the cable business now to help offset local phone erosion).

And lastly among movie-studio conglomerates the only real contender would be the same one that kept being rumored to be itching to buy a major network... Namely some outfit called "Time-Warner".:eek:
(BUUUUUT since they just opted into new major debt to acquire the assets of bankrupt Adelphia cable, then they'd be hard-pressed to pull it off financially). And that would give Warners ownership of THREE broadcast networks (CBS, WB, UPN), the government wouldn't like that one iota and would likely force the sale of UPN (who'd want it??).

(But OHMYGOSH!!! IMAGINE if the old Paramount cartoon and Terrytoon library went with CBS Corp. and Warners ended up owning that too...)

[JDWeil]

Another possible candidate (and this one is out of left field) would be DreamWorks. Being the new kid on the block, DreamWorks has no broadcast or cable holdings and this would help them diversify.

[frizfrelengfan]

After all the mergers (MTV Networks - remember when they were "Warner Amex"? -, Paramount, CBS/Westinghouse, Infinity, UPN, BET, etc.) now they split?

Sounds to me like a bunch of rich guys playing with their money.

[Chow Hound]

Sounds to me like a bunch of rich guys playing with their money.

That's exactly what it is, and that's also why there's virtually no quality TV or movies being made anymore (animation or live-action).

[Sogturtle]

After all the mergers (MTV Networks - remember when they were "Warner Amex"? -, Paramount, CBS/Westinghouse, Infinity, UPN, BET, etc.) now they split?

Sounds to me like a bunch of rich guys playing with their money.

Frizfrelengfan and Chowhound~

Well, if you change that to "rich guy" then you're (ahem) "on the money":D ... It's really pretty much a lone rich guy playing with his money and power...namely Sumner Redstone. But the megalosaurus that is "Viacom" is and never has been a natural animal of the corporate jungle. At its core it is a PRIVATELY HELD company (National Amusements... guess who controls it? :rolleyes: ...answer, Redstone & family) which then completely controls Viacom (a public corporation mind you). Redstone had gained control of Viacom many years ago, and for whatever WEIRD reasons has clung stubbornly to the very ugly, synthetic, meaningless corporate name of Viacom (this over the much more esteemed names of Paramount, CBS, Simon & Shuster or even Blockbuster). Those were of course the VERY major companies that Viacom had BOUGHT in a spree of buying activity in a pretty short period. Here it should be pointed out that the dissolution of Viacom started with the decision to spin off Blockbuster Video, this after they had decided that Blockbuster's future MIGHT not be as rosy as they had once dreamt of it in "ten years selling all sorts of things rather than renting movies" (rough quote).

But the problem of the seeming inability to digest Blockbuster after devouring it is symptomatic of the way the Viacom corporation seems to be run... Instead of merging Paramount and CBS after buying them they have been left as separate entities? Why? The whole of Viacom is a weird patchwork of major corporations slapped together and apparently still operating all but separately. And it should be pointed out that the only real organic growth that Redstone and his regime can be credited for is Viacom's entrance into cable programming (MTV, VH1, Nickelodeon...) back in the Eighties when it was in partnership with...Warners (Warner-Amex as you mentioned). Everything else has been through purchases. I.e. Viacom is NOT a great visionary company...:eek:

Contrast this with Time-Warner, where Warner had built the movie studio (and later the record company) from the ground up then acquired similar companies and merged them with the existing operations (initially Vitagraph and First National & theaters, then music publishing and then general publishing). Culminating with Warner's selling out to Seven Arts and then to Kinney (and Kinney's becoming "more Irish than the Irish themselves":D), and then Warners building its initial cable operations. Time had done the same thing with its magazine and book companies, built them from the ground up and then expanded slowly before going after the early HBO. And when they (Warner and Time) merged they not only merged their corporate names but spent years trying to iron out the wide divergence in corporate style and identities (not to mention trying to "iron out" Ted Turner after that merger:D ). This before the disaster of being acquired by AOL with its its demand of immediately closing the Warner stores but also the Warner Classic animation dept.

(And it should be pointed out that after the attacks by the corporate raiders of the Eighties that companies prodded by moronic Wall Street "experts" became much too much aware of the notion of "increasing shareholder value"!!! And the stock price of Viacom collapsed after the gigantic purchase of CBS, and has never recovered... Redstone controls Viacom through his control of stock in "Viacom B" whereas the real publicly traded Viacom stock is "Viacom A". So does Sumner have to fear a shareholder revolt??? Noooo it appears to be more of an ego thing... He's discovered that his beloved Viacom is a flawed beast, that it can never, ever be the 'biggest media corporation in the world', as he never had the vision, stomach, money, opportunity---to build a giant cable empire (or a record company of note). Sooooo what to do with this "mugwump" creation of his before he shuffles off this mortal coil?? Answer--- split it back apart into two huge corporations and then for the time being still maintain control of both and hope that the stock price of each company starts climbing... This in the hopes of creating a better epitaph than "Here's lies Sumner Redstone, who bought a bunch of companies, but had NO compelling vision and then let them languish" ;) :bugs2: