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    Sony and Apollo Take Key Step in Bid for Paramount’s Assets

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    The two companies have expressed interest in acquiring the media conglomerate, but are backing away from their $26 billion all-cash offer.Sony Pictures Entertainment and Apollo Global Management have taken a significant step forward in their effort to court Paramount, three people familiar with the matter said on Friday.The two companies have signed nondisclosure agreements with Paramount, allowing them to look at Paramount’s nonpublic financial information, said the people, who spoke on the condition of anonymity to discuss active negotiations. Paramount previously shared materials with another suitor, the Hollywood studio Skydance.Early this month, Sony and Apollo sent Paramount a nonbinding expression of interest in acquiring the company for $26 billion. The two had been seeking to buy Paramount for its studio and then sell off other parts of its empire, which includes CBS, cable channels like MTV and the Paramount Plus streaming service.But Sony’s shareholders have fretted over the possible acquisition, given the potential cost of a bid for Paramount and the headwinds facing the subscription streaming business. Sony and Apollo are now contemplating a variety of approaches to acquire the company’s assets, but are backing away from their plan to make an all-cash, $26 billion offer for Paramount, two of the people said.Sony’s new vision for a deal could alter the dynamics of Paramount’s effort to sell itself or merge with another company. Paramount previously rebuffed Sony’s offer to buy just its studio, and Paramount’s controlling shareholder, Shari Redstone, has long sought a deal for the entire company.A person familiar with Ms. Redstone’s thinking has said that a breakup of the company is not a deal breaker, depending on the terms, but that she prefers to keep Paramount intact.Ms. Redstone has blessed a deal to sell her stake in National Amusements, Paramount’s parent company, to Skydance, but Skydance’s bid for the entire company has faced significant pushback from Paramount’s common shareholders.Paramount let an exclusive negotiation window with Skydance lapse in recent weeks, but the two are still talking, and Skydance remains interested in a deal.The deal talks are happening at a tumultuous time for Paramount. The company’s chief executive, Bob Bakish, stepped down last month after more than a quarter-century at the company. He was replaced in the interim by three executives running an “office of the C.E.O.”: George Cheeks, the chief executive of CBS; Chris McCarthy, the chairman of Showtime and MTV Entertainment Studios; and Brian Robbins, the chief executive of Paramount Pictures. More

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      Is It Good to Go Exclusive?

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      The exclusive period for Paramount’s potential merger with Skydance expired without a deal, highlighting the long-debated question of whether exclusivity is a waste of time.Paramount’s proposed merger with Skydance has been the most tumultuous media deal in years. Now it has taken yet another turn after the exclusivity period for negotiations expired without an agreement in hand.A month ago, a special committee of Paramount’s board agreed to enter into exclusive talks with Skydance — a Hollywood studio run by the tech scion David Ellison — even as the private equity giant Apollo Global Management reached out with a $26 billion offer. Paramount shareholders grumbled that granting exclusivity was a mistake, and that the company should have engaged with Apollo instead.This week, the special committee told Skydance that it was letting the exclusivity period lapse. The end of exclusivity doesn’t alone kill the deal with Skydance. But it does allow Paramount to open up negotiations with Apollo and Sony Pictures Entertainment, which joined Apollo’s bid.The so far fruitless negotiations raise a question that deal makers have long debated: Why do companies like Paramount agree to exclusivity in the first place?Buyers often prefer exclusivity more than sellers. Exclusivity is a sign from the seller that it is committed to doing a deal and not just using a bid to drum up higher offers.Sellers generally prefer to negotiate without exclusivity because it limits their ability to shop around for a higher price. And since they’ve already signaled to a buyer they’re willing to make a deal, they’ve weakened their bargaining power.We are having trouble retrieving the article content.Please enable JavaScript in your browser settings.Thank you for your patience while we verify access. If you are in Reader mode please exit and log into your Times account, or subscribe for all of The Times.Thank you for your patience while we verify access.Already a subscriber? Log in.Want all of The Times? Subscribe. More

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      Deal Talks Between Paramount and Skydance Heat Up

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      David Ellison, the founder of the Skydance media company, met with Paramount’s board of directors late last month to discuss the deal.Shari Redstone is getting one step closer to selling her media empire.Paramount, home to one of Hollywood’s most storied movie studios as well as CBS and cable networks like Nickelodeon, has been discussing entering into exclusive talks with the media company Skydance for a potential deal, according to four people with knowledge of the discussions. Moving to exclusive talks would be a significant step forward in a process that has been shrouded in uncertainty for months.Whether the two sides will agree to exclusivity remains to be seen, especially with other investors still pursuing Paramount. Apollo Global Management, an investment firm with more than $500 billion under management, has submitted an $11 billion offer to acquire the Paramount movie studio. Paramount’s board of directors, though, is seeking a deal for the entire company — including its cable channels and CBS — rather than pieces.Apollo continues to evaluate what proposal might most appeal to the company’s board, two people familiar with the situation said. Byron Allen, whose Entertainment Studios owns the Weather Channel, has also expressed interest in acquiring Paramount.Ms. Redstone, the controlling shareholder of Paramount, began negotiating with Skydance to sell her stake in the company last year. She controls Paramount through National Amusements, a holding company that owns her voting stock in Paramount. Ms. Redstone has held off on a sale for years, betting that the company’s fortunes would improve as its flagship streaming service, Paramount+, gained momentum.The terms of the deal being discussed would involve Skydance’s buying National Amusements and merging with Paramount. That deal hinges on approval from Paramount’s board, which has for weeks been weighing its options with the help of advisers.Late last month, David Ellison, the tech scion who founded Skydance, met with Paramount’s board committee to discuss his vision for a deal, according to two of the people familiar with the talks. Founded in 2010, Skydance is best known for shepherding blockbusters for Paramount, including movies in the “Mission: Impossible” and “Top Gun” franchises.Representatives for Paramount and Skydance declined to comment, and the financial terms of the deal couldn’t be learned.Paramount’s stock has fallen 18 percent since the start of the year amid headwinds for the media industry. The company is trading at a steep discount to the combined value of Viacom and CBS, which merged to form Paramount in 2019. Paramount+ is still losing money, but its losses have slowed and it continues to add subscribers.The ratings agency S&P Global downgraded Paramount’s debt to junk last week, citing “accelerating declines” in its traditional television business and continued uncertainty in its push toward streaming. Some analysts said that ratings action might make Paramount easier to acquire, since it could circumnavigate a provision that would require a buyer to immediately pay the company’s debt. More