ViacomCBS to Sell Simon & Schuster to Penguin Random House for $2.175 Billion
ViacomCBS Inc. (NASDAQ: VIAC, VIACA) today announced it has entered into a definitive agreement to sell the publishing business Simon & Schuster (“Simon & Schuster”) to Penguin Random House LLC (“Penguin Random House”), a wholly owned subsidiary of Bertelsmann SE & Co. KGaA, for $2.175 billion in cash.
This divesture follows a strategic review of non-core assets ViacomCBS undertook early in 2020. Proceeds from the transaction will be used to invest in ViacomCBS’s strategic growth priorities, including in streaming, as well as to fund the dividend and pay down debt.
This transaction is the outcome of a highly competitive auction that attracted interest from buyers around the world, reflecting Simon & Schuster’s position as one of the world’s best known publishing brands. Simon & Schuster has more than 30 publishing units across adult, children, audio and international. Its portfolio of best-selling authors includes Stephen King, Doris Kearns Goodwin and Jason Reynolds, and it owns a rich backlist of perennial favorite titles such as Catch-22 and The 7 Habits of Highly Effective People.
The transaction is expected to close in 2021, subject to customary closing conditions, including regulatory approvals. Upon close, Simon & Schuster will continue to be managed as a separate publishing unit under the Penguin Random House umbrella, and Jonathan Karp, President & CEO of Simon & Schuster, and Dennis Eulau, COO and CFO, will continue at the helm of the publishing house.
LionTree Advisors is acting as the exclusive financial advisor and Shearman & Sterling LLP is acting as legal advisor to ViacomCBS in this transaction.
Cautionary Statement Concerning Forward-Looking Statements
This communication contains both historical and forward-looking statements. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements within the meaning of section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended. Similarly, statements that describe our objectives, plans or goals are or may be forward-looking statements. These forward-looking statements reflect our current expectations concerning future results and events; generally can be identified by the use of statements that include phrases such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “foresee,” “likely,” “will,” “may,” “could,” “estimate” or other similar words or phrases; and involve known and unknown risks, uncertainties and other factors that are difficult to predict and which may cause our actual results, performance or achievements to be different from any future results, performance or achievements expressed or implied by these statements. These risks, uncertainties and other factors include, among others: the impact of the COVID-19 pandemic (and other widespread health emergencies or pandemics) and measures taken in response thereto; technological developments, alternative content offerings and their effects in our markets and on consumer behavior; the impact on our advertising revenues of changes in consumers’ content viewership, deficiencies in audience measurement and advertising market conditions; the public acceptance of our brands, programming, films, published content and other entertainment content on the various platforms on which they are distributed; increased costs for programming, films and other rights; the loss of key talent; competition for content, audiences, advertising and distribution in consolidating industries; the potential for loss of carriage or other reduction in or the impact of negotiations for the distribution of our content; the risks and costs associated with the integration of the CBS Corporation and Viacom Inc. businesses and investments in new businesses, products, services and technologies; evolving cybersecurity and similar risks; the failure, destruction or breach of critical satellites or facilities; content theft; domestic and global political, economic and/or regulatory factors affecting our businesses generally; volatility in capital markets or a decrease in our debt ratings; strikes and other union activity; fluctuations in our results due to the timing, mix, number and availability of our films and other programming; losses due to asset impairment charges for goodwill, intangible assets, FCC licenses and programming; liabilities related to discontinued operations and former businesses; potential conflicts of interest arising from our ownership structure with a controlling stockholder; and other factors described in our news releases and filings with the Securities and Exchange Commission, including but not limited to our most recent Annual Report on Form 10-K and reports on Form 10-Q and Form 8-K. There may be additional risks, uncertainties and factors that we do not currently view as material or that are not necessarily known. The forward-looking statements included in this communication are made only as of the date of this communication, and we do not undertake any obligation to publicly update any forward-looking statements to reflect subsequent events or circumstances.
ViacomCBS (NASDAQ: VIAC; VIACA) is a leading global media and entertainment company that creates premium content and experiences for audiences worldwide. Driven by iconic consumer brands, its portfolio includes CBS, Showtime Networks, Paramount Pictures, Nickelodeon, MTV, Comedy Central, BET, CBS All Access, Pluto TV and Simon & Schuster, among others. The company delivers the largest share of the U.S. television audience and boasts one of the industry’s most important and extensive libraries of TV and film titles. In addition to offering innovative streaming services and digital video products, ViacomCBS provides powerful capabilities in production, distribution and advertising solutions for partners on five continents.
For more information about ViacomCBS, please visit www.viacomcbs.com and follow @ViacomCBS on social platforms.
About Simon & Schuster
Simon & Schuster, a ViacomCBS Company, is a global leader in general interest publishing, dedicated to providing the best in fiction and nonfiction for readers of all ages, and in all printed, digital and audio formats. Its distinguished roster of authors includes many of the world’s most popular and widely recognized writers, and winners of the most prestigious literary honors and awards. It is home to numerous well-known imprints and divisions such as Simon & Schuster, Scribner, Atria Books, Gallery Books, Pocket Books, Adams Media, Simon & Schuster Children’s Publishing and Simon & Schuster Audio and international companies in Australia, Canada, India and the United Kingdom, and proudly brings the works of its authors to readers in more than 200 countries and territories.
For more information, visit our website at www.simonandschuster.com.
Executive Vice President, Head of Corporate Communications, ViacomCBS
Vice President, Corporate Communications, Simon & Schuster
Executive Vice President, Investor Relations, ViacomCBS
About Business Wire
(c) 2018 Business Wire, Inc., All rights reserved.
Business Wire, a Berkshire Hathaway company, is the global leader in multiplatform press release distribution.
Subscribe to releases from Business Wire
Subscribe to all the latest releases from Business Wire by registering your e-mail address below. You can unsubscribe at any time.
Latest releases from Business Wire
KPMG unveils Our Impact Plan ; shares progress against newly created Stakeholder Capitalism Metrics27.1.2021 01:01:00 CET | Press release
KPMG today published its first global environmental, social and governance (ESG) plan. Our Impact Plan brings together new and existing ESG commitments under one umbrella, focusing on four important categories: Planet, People, Prosperity and Governance. The plan also catalogues current data across the global organization and reports against metrics outlined in a report created by the World Economic Forum (WEF) and drafted in consultation with its International Business Council (IBC), titled Measuring Stakeholder Capitalism, which KPMG had a key role in shaping. KPMG will continue to strengthen its commitments outlined in the plan and improve reporting on its progress in the months and years to come. KPMG Global Chairman and CEO, Bill Thomas said, “By harnessing our convening power, digital capabilities and expertise, KPMG has an opportunity and responsibility to help shape and lead on some of the critical issues the world faces—doing so is core to our purpose to Inspire Confidence and
PerkinElmer Launches Industry-First GPCR TR-FRET Binding Assay and Beta-Arrestin Kits to Help Advance Therapeutics Discovery26.1.2021 21:25:00 CET | Press release
PerkinElmer, a global leader committed to innovating for a healthier world, today announced the addition of new assay kits to help further GPCR (G Protein-Coupled Receptor) therapeutic discovery. The new PerkinElmer offerings extend the company’s leading GPCR analysis portfolio, which includes innovative assays, plate readers, automation technologies and software solutions combined with siRNA, shRNA, CRISPR, and cDNA/ORFlibraries to help scientists more easily and accurately characterize receptors, screen compounds and streamline workflows. The new assays, which enable researchers to use the preferred cell models of their choice, include the HTRF GTP Gi binding kit, the industry’s first TR-FRET based assay for GTP binding; the B-arr2 recruitment kit; and HTRF total kits for B-Arrestin 1, B-Arrestin 2 and AP2. These assays will help scientists continue to better understand the important role GPCRs play in disease by studying the interaction, expression and potential modulation of intrac
H2O.ai Launches H2O AI Hybrid Cloud26.1.2021 17:19:00 CET | Press release
H2O.ai announces H2O AI Hybrid Cloud, an end-to-end AI platform that enables organizations to build rapidly, share, and use AI models and applications. An innovative new platform, H2O AI Hybrid Cloud, empowers anyone to innovate and use AI to make better forecasts, streamline operations, reduce risk, and personalize customer experiences. It contains capabilities and automation across the entire data science lifecycle, including connecting to and preparing data, building and explaining models, deploying and operating models, and building and sharing AI applications. “AI is central to AT&T’s mission to deliver wireless, broadband, and software-based video to our customers. We’ve deployed hundreds of AI models to support those products and services, such as to protect our customers by scoring transactions in real-time for the likelihood of fraud. Collaborating with H2O around their open source tools including H2O Wave and H2O AI Hybrid Cloud will let us expand those capabilities across AT
ISACA Releases New Report on Privacy Trends, Obstacles and Predictions Ahead of Data Privacy Day26.1.2021 17:16:00 CET | Press release
As Data Privacy Day approaches this week, ISACA has released a new survey report, Privacy in Practice 2021: Data Privacy Trends, Forecasts and Challenges, exploring past and future trends in privacy by design, privacy obstacles and privacy workforce. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210126005846/en/ The current privacy landscape is rife with low investment, lack of high-level prioritization and lack of skilled privacy professionals that leave organizations open to penalties and loss of reputation. ISACA, a global professional association and learning organization, surveyed more than 1,800 IT audit, risk, security and privacy professionals on privacy workforce trends and skills gaps, privacy programs, and the regulations and frameworks that guide privacy programs. (Graphic: Business Wire) Privacy by Design Enterprises that report they always use privacy by design are more likely to be driven by a combination of
Xsolla Launches New Mobile Game Commerce Solution to Help Developers Expand Their Mobile Business26.1.2021 16:01:00 CET | Press release
Xsolla, the video game commerce company powered by Transaction Engine and Business Engine to help developers and publishers market, sell, connect and optimize their games globally, today launched its Mobile Game Commerce solution designed to level up and manage mobile games beyond the app stores. Xsolla’s new innovative Mobile Game Commerce solution enables developers to streamline user acquisition, create better ways for players to discover games, simplify the online game commerce experience, build an online player community, expand their global footprint and increase future transaction revenue. Mobile Game Commerce gives developers the tools to successfully operate PC and online versions of their mobile games, and create top-up experiences for players to add virtual currencies to their accounts: Expand onto PC and Online to unlock additional distribution, acquisition and in-game monetization channels for new and existing players. Communicate, better serve and share new offerings with
Andersen Global Expands Coverage in South Africa26.1.2021 15:30:00 CET | Press release
Andersen Global enhances its presence in South Africa through a Collaboration Agreement with full-service accounting and tax consulting firm SAB&T Business Consulting (SAB&T), expanding the organization’s coverage to nine additional cities in the country: Centurion, Bloemfontein, Cape Town, Durban, Kimberley, Nelspruit, Polokwane, Port Elizabeth and Rustenburg. Founded in 1994, SAB&T’s team of professionals serves individuals, SMEs and multinationals in various industries including agriculture, education, entertainment, hospitality, manufacturing, retail and technology. “Our firm has developed strong relationships with our clients by providing best-in-class solutions and maintaining the highest standards of professional conduct and expertise since the birth of South Africa’s democracy in 1994,” Chief Operating Officer Fazel Sulaman said. “Our goal is to remain a leading firm by continuing to meet and exceed clients’ expectations. We look forward to working with Andersen Global’s member
Moody’s Analytics CECL Solutions Complete 2020 SOC 1 ® Examinations26.1.2021 15:00:00 CET | Press release
Moody’s Analytics today announced that the ImpairmentStudio™, RiskCalc™, and CMM™ platforms have completed System and Organization Controls (SOC 1) Type 2 examinations under the attestation standards established by the American Institute of Certified Public Accountants. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210126005350/en/ The SOC 1 report examination encompasses policies, operating procedures, and controls related to financial reporting of user entities by an independent auditor, to objectively validate that the service organization meets its declared control objectives. Banks, credit unions, and insurance companies use our ImpairmentStudio solution to automate allowance calculations, analysis, reporting, and workflow. This award-winning solution combines our credit risk data, best-in-class analytics, and impairment accounting expertise, and has been celebrated for its completeness and broad CECL automation capabi