Viacom
Strategic Concepts & Mechanics
Primary Evidence
"BET launched in 1980 and, within a decade, became the first Black-controlled company on the New York Stock Exchange. When Bob sold it to Viacom in 2001 for $3 billion, he became a billionaire—and in turn made many Black shareholders millionaires along the way. In 2003, he broke another barrier, becoming the first Black owner of a major U.S. sports team with the NBA’s Charlotte Bobcats. I didn’t just back Bob with capital—I opened doors. He built a brand, lifted others with him, and earned every bit of the value he created."
"By this point both sides were stretched to the max. Sumner was quoted as saying that I was his great friend who’d betrayed him and that little “crummy” QVC was no match for the great Viacom. I responded, “This is about the future of Paramount—which I led for seven straight years when it was number one in the industry. So do you want this fifty-year-old person or this seventy-year-old? I’m young, I’m vigorous, and he’s old.” Oh, do I now rue trashing a seventy-year-old for his age."
"I went off to a Christmas cruise in the Caribbean with about ten pounds of Paramount internal data to study. The bidding process had given each side the ability to top the other with a three-week pause between bids, and I was prepared for Viacom to raise the stakes. Which they did. Over the next months the bids went from $62 a share to $95, and the transaction now approached $9 billion. We both had to raise more equity. Redstone got Blockbuster to inject $500 million into Viacom, and we got Advance, the parent company of Condé Nast, as well as BellSouth, to come in with us. It was a grueling process, and the media followed each bid as if it were the longest horse race in history. At one stage, when Viacom had the leading bid, *New York* magazine put me on the cover with the headline MOGUL IN A MESS."
"One can imagine Davis, hearing that it was me in the hunt for Paramount, clutching fiercely at whatever pearls he owned, as he realized how humiliating it would be for him if I became his boss. Seeking the only safe harbor he could find, he quickly made a Faustian bargain to sell the studio to Viacom, controlled by the voracious Sumner Redstone. In this deal, at least he’d survive and keep what little dignity was now on offer. Even though he’d have to work for Redstone, the roughest of the roughest, he’d still remain Paramount’s CEO."
"In the middle of dinner, I decided to call the office and see if there was any news. I found a pay phone and was told that Redstone’s primary adviser at Bear Stearns had come up with the idea of adding a CVR, a contingent value right, to the pot. The CVR was a new Wall Street invention. It meant that if Viacom stock didn’t rise within a year after purchasing Paramount to a certain price, then the shareholders would get a stock dividend to make up the difference. This was valued at $2 a share higher than our offer. It was a gimmick, but theoretically had dangerous consequences I didn’t want to risk. What we didn’t know was that Ace Greenberg, head of Bear Stearns, had guaranteed to Sumner that he could manipulate the stock during that one-year period so that there would never be a loss—it would never go below a certain level, so there would be no risk. And eventually that is what happened. It wasn’t entirely legal, but I was too Rebecca of Sunnybrook Farm to even know about, much less consider, such a manipulation."
"The reason for the conflict was the way the original agreement had been written, with one critically important paragraph. It stated that all future cable channels owned by either Universal or Paramount were to be equally shared, so when Viacom bought Paramount, Universal took the position that it was entitled to own half of Viacom’s cable networks, which included MTV and Nickelodeon. Sumner Redstone, who controlled Viacom, went bonkers when he heard this extreme claim and countersued Universal, saying *he* ought to own the USA Network. As lawsuits tend to, this one dragged on for some time, and the final settlement gave Universal sole ownership of USA."
"Working from a Los Angeles office, Milken had created a $125 billion pool of capital that had helped tiny companies swallow giants and permitted obscure executives to gain control of world-famous busi- nesses. So effective was his operation that a mere statement that Milken believed he could raise a financial war chest in pursuit of a particular corporate quarry—a so-called "highly confident" letter—could cause panic at the company targeted for takeover. Secretive, feared by competitors, and closely monitored by securities regulators, Milken already played an enormous role in the communications industry. During his time at Drexel, he channeled some $26 billion into MCI, McCaw, Metromedia, Viacom, TCI, Time Warner, Turner, Cablevision Systems, News Corporation, and other cable, telecom, wireless, publish- ing, and entertainment companies."