NEW PARAMOUNT+ AND SHOWTIME INTEGRATED OFFERING. The deal, which was announced late Monday, comes nearly two years after the media company merged Viacom and CBS. Until that issue is clarified by revised New York regulations, employers should, at a minimum, provide the content required under federal WARN for notices to local governmental entities, because the New York statute states generally that New York WARN notices must include the information required in a federal WARN notice. Using swaps allowed Mr. Hwang to avoid publicly reporting his exposure to the media stocks. The company is also raising its 2024 DTC revenue goal from $6 billion to $9 billion. Media companies are now driven by streaming, a relatively new enterprise that has been losing money as it tries to attract as many subscribers as possible all over the world. Paramount+ will continue to deliver the most diverse content offering in streaming across every genre at scale, including beloved franchise extensions and all-new buzzworthy originals spanning must-see movies, scripted dramas, unscripted reality TV, comedy, kids and family, sports, news, specials and events to super-serve the entire household. A "plant closing" occurs where an employment site (or one or more facilities or operating units within an employment site) will be shut . This communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. "The fact that if there were sufficient leverage issues raised that it could promote selling and selling pressure and indeed force the selling pressure, makes it very real that the potential for a conflict was always present.". Alex Berkett will serve as Executive Vice President, Corporate Development and Strategy, ViacomCBS. "We're excited about our ability to not just compete, but thrive, creating significant value for both consumers and shareholders. INVESTORS AND SECURITY HOLDERS OF CBS AND VIACOM ARE URGED TO READ THE REGISTRATION STATEMENT, WHICH INCLUDES THE JOINT CONSENT SOLICITATION STATEMENT / PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PENDING MERGER AND RELATED MATTERS. Harriman State Campus Mr. Hwang entered a guilty plea to wire fraud on behalf of Tiger Asia and paid millions of dollars in fines while also accepting a five-year ban on managing public money as a result of the settlement with the S.E.C. WARNnoticesDO NOTneed to be submitted to DOL from businesses that employ less than 50 full-time employees. Class Act with Chris Wragge; CBS+; Kids in Crisis; . Posted in New York Employment Legislation, WARN Act. Information contained in this publication is intended for informational purposes only and does not constitute legal advice or opinion, nor is it a substitute for the professional judgment of an attorney. The company first filed with the State on Jan. 15 and noted in an April 29 update that layoffs will impact an additional 333 non-union employees at several ViacomCBS sites in New York City . Get this delivered to your inbox, and more info about our products and services. Twitter. The company sought to capitalize on its elevated share price to sell $3 billion worth of stock into the market; the underwriters hawking the stock included Morgan Stanley and JPMorgan as lead bookrunners, along with Citigroup, Goldman Sachs, Mizuho and others serving in a more passive capacity. To ensure the most secure and best overall experience on our website we recommend the latest versions of, Internet Explorer is no longer supported. Then, the firm unloaded about $1.7 billion worth of Viacom midday 35 million shares, priced at $48 each, said the people, who asked not to be named. He also said the company. Since such trades are inherently risky, investors typically post margin cash or cash-like securities sufficient to cover a share of the trade with the bank. Money from a potential sale of CBS' New York City headquarters may be used to repurchase shares, ViacomCBS CEO Bob Bakish says. The move comes as the New York-based media conglomerate is placing a huge bet on its streaming future with . Since 2002, ViacomCBS and its predecessor companies, Viacom and CBS, together avoided paying $3.96 billion in U.S. corporate income tax through a system that involved subsidiaries in Barbados,. Under the New York State Worker Adjustment and Retraining Notification Act ("NYS WARN"), private employers with 50 or more full-time employees in New York State must provide at least 90 calendar days advance written notice for the following events. All Rights Reserved. The Registration Statement was declared effective by the SEC on October 25, 2019. The study on ViacomCBSs tax structure has come out weeks after President Biden proposed a 15 percent minimum tax on overseas profits for U.S. companies, an effort designed to keep countries from competing with one another by lowering their tax rates. Markets will be sniffing for signs of stress elsewhere over the next few days, said Christopher Smart, chief global strategist and head of the Barings Investment Institute. This advanced notice gives employees, their families, and communities time to transition, seek new employment, enter workforce training programs with assistance from the Department of Labor and Local Workforce Development Boards. In a three-hour event from the Paramount lot on Wednesday, ViacomCBS (VIACA) provided the first details for the company's nascent streaming plans for Paramount+, which launches March 4.. ViacomCBS is rebranding to become Paramount Global, effective February 16, the latest giant pivot in a rapidly transforming media and entertainment landscape. As the lead bookrunner in the deal, Morgan Stanley sold more shares than the other firms involved about 4 million shares through the convertible preferred, and another 9 million through the Class B common stock offering. "That promise has always been at the center of what we aspired to build as the steward of more than a century of cinematic excellence, and with businesses and brands that have defined and redefined entertainment for generation after generation. On Monday, shares of ViacomCBS fell 6.7 percent to $45.01. The legislation, which took effect immediately, amended the New York Worker Adjustment and Retraining Notification (WARN) Act by substantially expanding the list of governmental entities that must receive advance notice of a WARN-triggering event. The new original series announced today join the service's previously announced plans for KAMP KORAL, a new original children's series from Nickelodeon's SPONGEBOB SQUAREPANTS, and the service's role as the exclusive SVOD home to THE SPONGEBOB MOVIE: SPONGE ON THE RUN in early 2021. "Our powerful content, marketing and distribution engines drove explosive growth as further proof of our ability to establish a sustainable, large scale streaming business with a differentiated global playbook.". All plans are being discussed as Mr. Hwang and the team determine the best path forward.. Using derivatives known as swaps, Mr. Hwang had bet that the prices of certain stocks, including ViacomCBS, would rise. The owner-occupied ViacomCBS said it will now lease back property on a short-term basis with the transaction set to close before the end of 2021. Lab. Since the transformation ofCBS All Accessbegan in late July, the service has experienced significant growth and engagement. They will identify strategic opportunities to grow and transform our businesses and ensure that we are fostering a dynamic, inclusive culture where our employees are empowered to succeed., Bakish continued, With todays appointments, we now have in place the entire senior management team for ViacomCBS, ensuring we will hit the ground running when the transaction closes in just a few weeks. The Companys operations span virtually every field of media and entertainment, including cable, publishing, local TV, film and interactive. Following a 23% decline by ViacomCBS amid the secondary offering, Goldman Sachs, Morgan Stanley and a slew of other banks across Wall Street, triggered a margin call on Archegos. New blockbuster franchise expansions also unveiled today include: Other Kids and Family content announcements included updates to animated preschool favorites: Additionally, an update in Kids and Family live-action programming included: Paramount+ doubles down on adult animation with new takes and news on two of the most successful and well-known IP in the history of the genre: A fresh slate of global unscripted series, expanding industry-defining franchises, include: In addition to these all-new titles, seven upcoming iterations from THE SHORE franchise will launch on Paramount+ in territories around the globe, including Argentina Shore, Colombia Shore and Australian Shore, with more cities to be announced. "Effective February 16, we'll be bringing together our leading portfolio of premium entertainment properties under a . In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as expect, anticipate, intend, plan, believe, seek, see, will, would, may, target, similar expressions and variations or negatives of these words. Jan 25, 2022 2:16 PM EST. The popular franchise Teenage Mutant Ninja Turtles was at the center of a Viacom executives objection to the companys tax strategy. We believed the claims to be without merit, and the matter has been resolved, the company said.). Mr. Hwangs firm did so initially, a person familiar with the matter said, but then it couldnt, at which point his lenders became unnerved and began a fire sale of those stocks. The purpose of this Part is to set forth regulations implementing the New York State Worker Adjustment and Retraining Notification (WARN) Act (Chapter 475 of the laws of 2008), hereinafter "Act," and amendments thereto, as set forth in et seq. The New York State WARN Act requires private sector employers with 50 or more full time employees to issue a WARN Act notice 90 days before closings, mass layoffs, and other relocations and covered reductions in work hours. ViacomCBS pedigree: Lawenda oversaw CBS' digital advertising sales business and multiplatform sales strategy, including all sales and marketing efforts of CBS Interactive, since 2017. For more information, go to http://www.cbscorporation.com. "The response from consumers in just the early weeks of the service's expansion already illustrates the tremendous opportunity ahead of us in bringing these phenomenal ViacomCBS brands together in one premium streaming home under the new Paramount+name," said Marc DeBevoise, Chief Digital Officer, ViacomCBS and President & Chief Executive Officer, ViacomCBS Digital. By Friday morning, when Archegos was unable to post additional margin, Morgan Stanley and Credit Suisse, two of Archegoss main lenders, had declared the fund to be in default, four people briefed on the matter said. (Photo: Business Wire). ("US WARN Act"), the NY WARN Act is more expansive than the US WARN Act in three significant ways: (1) it protects more employees; (2) it is more easily triggered; and (3) it requires more advance notice of plant closings and mass layoffs. The company's transformed subscription video on-demand and live streaming service, A reimagination of the Emmy-nominated series "Behind the Music" entitled, The service is also developing a revival of, The new original series announced today join the service's previously announced plans for, Leading up to the early 2021 rebrand to Paramount, "The response from consumers in just the early weeks of the service's expansion already illustrates the tremendous opportunity ahead of us in bringing these phenomenal ViacomCBS brands together in one premium streaming home under the new Paramount. Barclays analyst Kannan Venkateshwarprojected the headquarterscould be worth $700 million to $1.2 billion., 2023 NYP Holdings, Inc. All Rights Reserved, CBS News staffers embarrassed over ex-Trump aide Mick Mulvaney gig, ViacomCBS rebrands to Paramount, stock tanks 20 percent, CBS News hires firm of network co-chiefs brother to advise on layoffs, Cutting it to the bone CBS News staffers chafing under rude, cost-slashing new boss. 2023 CBS Broadcasting Inc. All Rights Reserved. Dutch authorities have created what tax experts call a conduit system where most if not all of a U.S. companys international income is funneled through a region with friendly tax codes. Mr. Hwang had worked under the billionaire hedge fund titan Julian Robertson at Tiger Management, making him one of the firms famous alumni, or cubs, when he started his own fund, Tiger Asia. Those cuts did not affect staff of the TV show and were not related to the merger, but reportedly included ET Live hosts Tanner Thomason and Jason Carter. From 2015 to 2019, Viacoms British unit collected $4.5 billion in revenue and gross profits of $1.25 billion, but the U.K. corporate income tax on their profits during this period was only about $18 million, according to the report. 2023 NYP Holdings, Inc. 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Littler Investigation Toolkit for Employers, Littler Inclusion, Equity and Diversity Playbook, https://assembly.state.ny.us/leg/?default_fld=&leg_video=&bn=A10674&term=2019&Summary=Y&Actions=Y&Memo=Y&Text=Y. President Biden signed an executive order on July 9, vowing to aggressively enforce antitrust laws to combat the excessive concentration of industry. His nomination of Jonathan Kanter, a prominent Google and Facebook critic, as antitrust chief in the Justice Department and appointment of Lina Kahn, another critic of big tech, to lead the Federal Trade Commission, signal the administrations willingness to take on industry consolidation. Career Transition For Dancers. Those who had reportedly slower responses could be facing billions of dollars in losses. By Kate Kelly,Matt Phillips,Andrew Ross Sorkin and Alexandra Stevenson. Global Business and Financial News, Stock Quotes, and Market Data and Analysis. Additionally, businesses must also give notice tothe chief elected official of the unit or units of local government where the site of employment is located; the school district or districts where the site of employment is located; and eachlocality that providespolice, firefighting, emergency medical or ambulance services, or other emergency services, tothe locale where the site of employment is located. For the most part, this report does not address the concept behind the New York Worker Adjustment and Retraining Notification Act. Other banks that lent to Archegos, including Goldman Sachs and Morgan Stanley, were still figuring out their total exposure, although both banks were expected to see minimal losses. They fell last week instead. To ensure the most secure and best overall experience on our website, we recommend the latest versions of. But Archegos pushed back, saying the battered stocks would recover, one of the people said. 333 234238) (the Registration Statement) that includes a joint consent solicitation statement of CBS and Viacom and that also constitutes a prospectus of CBS (the joint consent solicitation statement / prospectus). Both streaming services are struggling to match the success seen by earlier entrants including Netflix, Apple, Amazon and Disney. By Monday, investment banks around the world were scrambling to calculate the damage. While the swaps provided anonymity to Archegos, the disclosure that big banks were loading up on shares was also a signal to the financial markets that a big client was probably behind the purchases, although Mr. Hwangs identity was unknown until last week. As a subscriber, you have 10 gift articles to give each month. Through television, film, digital media, live events, merchandise and solutions, its brands connect with diverse, young and young at heart audiences in more than 180 countries. (212) 846-2724 CBS Corporation (NYSE:CBS.A)(NYSE:CBS) is a mass media company that creates and distributes industry-leading content across a variety of platforms to audiences around the world. Notice by employers to the Department of Labor can alsobe mailed to: New York State Department of Labor - WARN Unit ViacomCBSs tax arrangements, which appear to be legal, take advantage of disparate tax codes across nations, the study said. The proposed regulations clarify how remote work impacts WARN Act compliance and simplify language to ensure businesses better understand their obligations. Paramount+ will also be available on an a la carte and direct-to-consumer basis in the French market. Novus Managerial Solutions. The amendment does not specify the content of these new notices. tit. Current WARN Regulations (updates have been proposed, see above), Mass layoffs involving 25 or more full-time employees(if the 25 or more employeesmake up at least 33% of all the employeesat the site), Mass layoffs involving 250 or more full-time employees, Certain other relocations and covered reductions in work hours, The New York State Department of Labor (DOL), The chief elected official of the unit or units of local government where the site of employment is located, The school district or districts where the site of employment is located, Each locality that providespolice, firefighting, emergency medical or ambulance services, or other emergency services, to the locale where the site of employment is located, Resources designed to get employees back to work quickly. On November 11, 2020, Governor Andrew Cuomo signed into law Assembly Bill A10674a. Both companies were (and the merged entity continues to be . God certainly has a long-term view.. The new name nods to the company' The large blocks of shares suddenly coming into the market depressed prices further. Working together, these leaders will help us realize the full potential of our considerable assets and competitive strengths.. For more information and a replay of the investor event, visit ir.viacomcbs.com/investorevent. I think this is unlikely to undergo any kind of a serious challenge, Sonny Allison, a partner at Perkins Coie, told Variety, when asked about the WarnerMedia-Discovery merger surviving regulatory review. Joint Report of . The Eye name will endure on the broadcast network and. New York has established more strict WARN laws at the state level. Important Information About the Pending Merger Between CBS and Viacom and Where To Find It. RLX securities listed in the United States, called American depositary receipts, tumbled 48 percent. For example, an employer in the Village of Manhasset would have to provide notice to the Village of Manhasset, the Town of North Hempstead, the County of Nassau, the Manhasset-Lakeville Fire Department, as well as the Manhasset School District. ViacomCBS Renames Itself Paramount - WSJ Dow Jones, a News Corp company About WSJ News Corp is a global, diversified media and information services company focused on creating and distributing. That can create incentives for them to arrange bigger trades. Under the New York WARN Act, covered employers (those employing 50 or more countable employees within the state) generally are required to give 90 days advance notice of certain qualifying mass layoffs, plant closings, reductions in hours, and relocations. The proposed regulatory text is linked below. The banks specifically, Morgan Stanley and Goldman Sachs which were able to quickly exit those positions that they subsumed from liquidating Archegos came out of the event relatively unscathed. These risks, as well as other risks associated with the pending merger, are more fully discussed in the joint consent solicitation statement / prospectus included in the Registration Statement. ViacomCBS will continue the global expansion of Paramount+ in 2022. ViacomCBS had revenue of $25.3 billion in 2020. Signage on the ViacomCBS headquarters during a winter storm in New York, U.S., on Friday, Feb. 19, 2021. document.getElementById( "ak_js_1" ).setAttribute( "value", ( new Date() ).getTime() ); Thanks for contacting us. You have a number of other large streaming services. CBS owns the most-watched television network in the U.S. and one of the worlds largest libraries of entertainment content, making its brand "the Eye one of the most-recognized in business. When the going is good, leverage can amplify returns. Last Monday, shares of RLX Technology, an e-cigarette company, tumbled sharply after Chinese regulators presented potential new regulations on the industry. While stock markets were whipsawed by the saga surrounding Mr. Hwangs firm, much of his trading activity actually took place in the separate, but closely related, market for derivatives complex financial instruments that sophisticated investors use to make bets with Wall Street trading desks about where stock prices will go, without having to buy the actual shares. ViacomCBS announced Tuesday that the company will become known as Paramount. If you purchased Viacom securities, and/or would like to discuss your legal rights and options please visit ViacomCBS Inc Shareholder Class Action Lawsuit or contact Joe Seidman toll free at. Moving licensing rights to SpongeBob from one country to another is just a matter of paperwork. State Office Campus Morgan Stanley declined to comment. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements, including the failure to consummate the pending merger or to make any filing or take other action required to consummate such transaction in a timely matter or at all. Meanwhile, Morgan Stanley was busy offering blocks of its own that day, in names like Discovery, Shopify and Farfetch. Enterprise-set series STAR TREK: STRANGE NEW WORLDS. You may opt-out by, 5 Critical Lessons From The Last Writers Strike, Boris Sanchez On CNNs Revamped Dayside Programming: I Think Viewers Are Going To Be Surprised, CNNs Nick Paton Walsh Hikes Five Days With Migrants Headed Toward U.S.: The Worst Thing In The World, Radio Silent: Tesla, Ford And More EVs Phase Out AM Radio, Actor BD Wong On Directing Comedian Judy Golds New Solo Show, Foul Play Mixes Murder Mysteries, Broadway Stars In Novel Online Interactive Series, As Instagram Opens Creator Market To Tech Partners, Brands Mega Influencer Campaigns Should Boom, NBC Builds Viewer Engagement In A Crowded Programming Landscape. In addition to the name change, the company detailed plans to accelerate the global momentum behind Paramount+, unveiling new content, enhanced product offerings and continued international expansion at its investor event. Effective November 11, 2020, New York amended its Worker Adjustment and Retraining Notification Act ("NY WARN Act") by expanding the government entities that must receive notice of a NY WARN Act triggering event, such as a facility closing or mass layoff. "We see a huge global opportunity in streaming, a much larger potential market than can be captured by linear TV and film alone," continued Bakish. 1N.Y. Turmoil surrounding a little-known firm run by a onetime star trader rippled through Wall Street on Monday, exposing banks to billions of dollars in losses and highlighting yet . New Yorkers are invited to share feedback by emailing [emailprotected]. Overview and Responsibilities: We are seeking a business-focused Human Resources Manager to provide key human resources support for our Digital News teams! Backish is seeking to reduce the newly combined companys fat in an effort to help it compete in the age of Netflix. One of the key triggers that led to the unwinding of Archegos was a tepid market response for a multibillion-dollar ViacomCBS secondary offering last Wednesday. of the New York State 860 Labor Law. ET. And, the following top-performing reality series have been renewed for Paramount+: Queen of the Universe, RuPaul's Drag Race All Stars and The Challenge: All Stars. Best Debt Consolidation Loans for Bad Credit, Personal Loans for 580 Credit Score or Lower, Personal Loans for 670 Credit Score or Lower. ViacomCBSs Paramount Pictures, which distributed the computer-animated action-fest, saved much of that money by licensing the international rights through a complex strategy designed to avoid paying U.S. taxes, according to a study published on Tuesday by the Centre for Research on Multinational Corporations, a nonprofit group funded in part by the Dutch Ministry of Foreign Affairs. Statement was declared effective by the SEC on October 25, 2019 specify content! 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Alex Berkett will serve as Executive Vice President, Corporate Development and Strategy, ViacomCBS Business Financial... Of Netflix shares of ViacomCBS fell 6.7 percent to $ 45.01 25.3 billion 2020. Language to ensure the most secure and best overall experience on our website, recommend... Adjustment and Retraining Notification Act field of media and entertainment, including ViacomCBS, would rise rlx Technology an! Prices further reduce the newly combined companys fat in an effort to It! From one country to another is just a matter of paperwork thrive, creating significant value for both consumers shareholders. Publishing, local TV, film and interactive another is just a matter of paperwork thrive! Warn Act companys tax Strategy responses could be facing billions of dollars in losses of. Can amplify returns by earlier entrants including Netflix, Apple, Amazon and Disney We are seeking a Human... Which was announced late Monday, shares of ViacomCBS fell 6.7 percent to $ 45.01 team! 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