Viacom Nears A Deal To Sell 49% Of Paramount, Despite Sumner Redstone’s Objections, CEO Says

Associated Press

Viacom is closing in on a deal to sell 49% of Paramount, at a price that could add $10 a share to Viacom’s stock price, although the goal to have something locked up by the end of this month “is going to slip somewhat,” CEO Philippe Dauman told an investor gathering this morning.

The plan with “an interesting strategic partner” would provide value for “all [Viacom] shareholders,” he added.

The comments at the Gabelli & Co annual Media & Entertainment Conference, follow efforts by controlling shareholder Sumner Redstone to block the sale of a stake in Paramount — which Dauman acknowleded has “had a tough year.”

Redstone-controlled National Amusements, which owns 80% of Viacom shares, recently said it changed the entertainment company’s bylaws to require a unanimous vote by directors for any deal to sell all or part of a key asset.

That’s part of an intensifying battle between those around Redstone, 93, and Dauman to control the future of Viacom — as well as CBS, which is also 80% owned by National Amusements.

On May 20 Redstone fired Dauman and Viacom director George Abrams from his family trust and the theater chain’s board. They have asked a Massachusetts court to find that Redstone is no longer competent to manage his own affairs — which could jettison the decision and turn control over his shares to his seven-member family trust.

Despite the clash over Paramount, Dauman says “we are continuing to explore the potential to lock in value.” He’s acting “deliberately, thoughtfully and thoroughly with our board.”

He added:

The attributes of any of the parties we are talking about will create more value operationally than if Paramount were alone within Viacom. We will continue to reap the benefits, as Paramount will, from its association with Viacom. …And we will essentially unlock value of approximately $10 or more per Viacom share if we can bring this transaction we are working on to a successful conclusion And this is net after tax.

The proceeds “can be used to develop our strategic plan and we could use part of the proceeds to pay down debt, to get back to well within our investment grade leverage ratio target and we would have capital to deploy – especially internationally.”

Although Redstone’s representatives say that he opposes the sale of a stake in Paramount, Dauman says he has been “side-by-side with Sumner, who is my great friend, for more than 30 years … in every deal.”

Now “as we look ahead in this changing world, it is strategically important to look at what is the best way to enhance and accelerate the growth of Paramount into the future.”

He initially spoke with “over 40 players who expressed interest” and now is “at a stage where we have had more detailed discussions with a more limited group” of what he describes as “strategic, global partners.”

Separately, Dauman noted that Viacom’s networks — which include MTV, Comedy Central, BET, and Spike — are more than half done with their upfront sales.

“We are achieving high single digit  price increases and mid-to high single digit volume increases,” he says. “It’s a testament to the power of our brands.”

This was Dauman’s first scheduled public appearance since war broke out between him and Redstone — whom the CEO says is being manipulated by his daughter, Shari, who’s President of National Amusements and Vice Chair of Viacom and CBS.

A questioner didn’t press Dauman on the battle. The CEO offered, though, that “it’s a lot more fun creating the content than being the content.”

Gabelli & Co’s founder Mario Gabelli is Viacom’s No. 2 investor, with about 10% of the voting shares.

Viacom’s non-voting public shares are down 1.9% in mid-day trading. They’ve appreciated nearly 14% since May 20 as investors looked forward to the possibilty of a major change at the company, which has lost more than a third of its market value over the last 12 months amid concerns about the prospects for its cable channels.

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