Paramount (PARA) Soars on Acquisition Interest: What's in Store for Investors?

Last week, the leading stock in the S&P 500 was Paramount Global (PARA), as its shares soared amid mounting speculation of a potential acquisition. Content production entity Skydance Media and private equity firm RedBird Capital Partners have shown interest in acquiring PARA's assets.

Although the acquisition process is still in its early stages, non-disclosure agreements have been signed, and a small team is currently evaluating the financial figures, there is no official process or dealbook yet.

The potential acquisition could manifest in several ways; one may involve Skydance and RedBird Capital purchasing a majority stake in PARA’s parent company, National Amusements (NAI). The Norwood, Massachusetts-based company controls 77% of Class A shares of PARA's stock.

If RedBird and Skydance acquire shares in NAI, it could pave the way to steer the company without entirely purchasing it. This would enable the group to strategically detach underperforming assets or cultivate a partnership with a strategic ally.

RedBird and Skydance could avoid managing PARA's KCBS-TV channel or cable networks. There could be efforts to execute a phased divestiture, dispensing CBS and TV stations and packaging some cable channels. Hence, a plausible scenario might involve targeting PARA's intellectual property and Paramount Pictures for acquisition.

Despite Shari Redstone, President of NAI and PARA’s non-executive chair, historically asserting that her company – rooted in a drive-in cinema business originally founded by her grandfather – was not up for sale, recent activities indicate a possible change in stance.

Last month, PARA's board of directors endorsed "golden parachute" compensation arrangements for its Chief Executive, Bob Bakish, along with other top-level executives. These moves ignited speculation around Redstone’s receptiveness to incoming offers.

As a majority stakeholder in NAI, Ms. Redstone holds the domain over the majority of the voting rights in PARA. Consequently, her ownership gives her an authoritative influence on final decision-making. However, for another party to negotiate acquiring those NAI shares from Ms. Redstone would significantly ease the path for a potential buyout of PARA.

The acquisition rumors propelled PARA's shares to their highest level since May, placing them in positive territory for the first time this year. The stock increased by 14% late Friday trading, hiking PARA's market capitalization to roughly $11.13 billion. This comes after the company concluded its latest quarter with nearly $15.62 billion being long-term.

The corporation recently pledged to shed its non-core assets to reduce debts and enhance its financial standing. The announcement of the sale of Simon & Schuster to investment institution KKR followed the publishing colossus's failed acquisition by Penguin Random House in the preceding year. This $1.62 billion cash transaction was completed in October 2023. Recent speculation also suggests potential sales of additional assets like Showtime and BET Media Group.

PARA is grappling with various headwinds, specifically in its quest to establish a presence in the streaming arena. Its conventional sectors, encompassing broadcast and cable TV, are witnessing a decline, with advertising revenues from the TV Media division registering a 13.7% decrease year-over-year in the third quarter.

The buyout rumors gain credibility because PARA stock, barring fleeting moments of triumph, has substantially fallen short of stakeholders' hopes. Its shares have marginally surged year-to-date, inclusive of the Friday pop. Over the last five years, a devastating slump of over 67% has been witnessed for PARA stock, a trend that long-term investors might anticipate reversing with the rumored acquisition.

Warren Buffet’s Involvement

Operating in a unique arsenal of the vast entertainment domain, Skydance, a prosperous enterprise, enjoys immunity from possible regulatory impediments. Established in 2010 by David Ellison, heir to billionaire Oracle co-founder Larry Ellison, Skydance's existing partnerships with PARA have given rise to massive successes like Tom Cruise’s megahit projects Mission Impossible series and film and television adaptations of Jack Reacher, adding significant value to the speculated acquisition deal.

The Ellison family, the majority shareholder of Skydance, possesses significant financial clout for conducting a major transaction. In October 2022, the company's market assessment surged to $4 billion following a cash infusion of $400 million. This round was led by RedBird, who endeavored co-jointly with the Ellisons, KKR, and Tencent.

Skydance’s restructuring of PARA could convert the company into an arms dealer following substantial asset liquidations. Paramount Studios' high value could be instrumental in settling outstanding debts, signaling a revival of overall corporate growth and profitability, should Skydance merge into PARA. Such a shift will likely favor PARA's shareholders, including Warren Buffett.

The question arises if this solution was conceptualized by Byron Trott, Buffett's esteemed banker, after recognizing the severe financial difficulties faced by both NAI and PARA.

Earlier this year, Ms. Redstone accepted a $125 million strategic investment from merchant bank BDT & MSD Partners to alleviate some debt, reaffirming her confidence in PARA's value proposition. Buffett's trusted banking advisor is Byron Trott, Chairman and Co-CEO at BDT & MSD Partners.

The association continues beyond this point. Berkshire Hathaway, under the stewardship of Warren Buffett, is the largest institutional investor in PARA, holding a 19.6% stake secured initially in early 2022. This investment is noteworthy, particularly as it sits impressively above the current market value. The stake is now approximately $1.58 billion, post PARA's recent divestments.

The interplay of power and influence here between Trott, NAI, and Berkshire Hathaway leads to an intriguing scenario. It sheds light on the indirect control Trott may exert over NAI proceedings and NAI's influence over Buffett’s significant ownership in PARA.

The inclusion of Buffett and his financial advisor adds complexity and intrigue to the situation, making it significantly more compelling than previously perceived.

Bottom Line

PARA has historically been susceptible to instability due to its size and heavy reliance on youth-centric cable networks. Furthermore, it spent most of the preceding decade grappling with the effects of Sumner Redstone's deterioration, unguided favoritism ensues by Viacom C.E.O. Philippe Dauman and alleged repeat offenders like Les Moonves.

Additionally, there seemed to be an overemphasis on short-term numerical targets to the detriment of long-term planning. Although PARA handled the distribution of popular franchises such as Marvel movies and Lucasfilm’s Indiana Jones, Disney ultimately had the strategic acumen and scalability to acquire these companies.

Given its relatively small size compared to its competitors, PARA has often been regarded as a potential candidate for acquisition. PARA shares are trading relatively flat for the year, noticeably lagging the approximately 17% surge for the S&P 500 index following acquisition rumors.

From an investor perspective, the hope is for a significant premium to emerge within the coming months. Investment from market giant Warren Buffett may incentivize investor uptake of PARA shares, potentially increasing stock prices.

NAI's situation looks increasingly dire. They cut their dividend by a striking 80% earlier in the year due to decreasing TV advertisement revenues and losses incurred from streaming. They were significantly impacted even further before their $125 million issuance in May, after which they were expected to simply break even for the year and predict a loss of about $35 million in 2024, according to S&P Global. The possibility of a downward spiral seems plausible.

LightShed analyst Rich Greenfield wrote, “With over 5x leverage, Paramount is in a precarious situation. In fact, we suspect its stock price would be dramatically lower if not for investors believing that its dire situation requires a sale in the coming 12-18 months.”

Shari Redstone could accept and make a dignified departure from her father's company if a fair proposal materializes. Transitioning voting power from NAI to another corporation won't notably benefit common stock shareholders but would significantly favor Ms. Shari and the senior executive.

If this trajectory ensues, one could predict that long-term investors would be disadvantaged, with the bulk of benefits allotted to voters with substantial voting power. Therefore, it could be wise to watch the stock for now.


4 Streaming Stocks to Buy Instead as Netflix Faces Lawsuit

Streaming giant Netflix, Inc. (NFLX) finds itself in the center of a lawsuit over the upcoming Zack Snyder sci-fi epic Rebel Moon. NFLX has been sued for axing a gaming development contract based on filmmaker Snyder’s much-anticipated franchise, originally created as a “Star Wars” movie.

On September 28, 2023, Evil Genius Games filed a lawsuit against NFLX at the U.S. District Court in the Central District of California. Evil Genius Games is a popular developer and publisher of tabletop role-playing games based on major motion picture franchises.

The plaintiff has claimed that it had begun working with NFLX earlier this year to develop a tabletop role-playing game (TTRPG) based on Snyder’s “Rebel Moon,” and the game’s release was supposed to have coincided with the release of the first film’s streaming release on December 22, 2023.

According to the plaintiff, when the two parties started working on the project earlier this year, NFLX had a Rebel Moon movie script, a rough idea about the Rebel Moon universe, and a few cursory graphical assets. However, the script was missing background information vital to the story.

In the court documents, Evil Genius claimed that they not only did the work they were required to do but also supplied all the missing pieces and created a well-integrated backstory for the whole franchise. The plaintiff came up with a 228-page World Bible, a 430-page Player’s Guide, and a 337-page Game Master’s Guide.

Evil Genius had paid NFLX for a license and agreed to share profits from the licensed articles with NFLX. Despite having collaborated for months, NFLX decided to pull the plug on the project on May 25, weeks after the work was finalized and turned over to the streamer.

NFLX alleged that Evil Genius had violated the confidentiality agreement for “Rebel Moon” and violated its trust by sharing artwork at an industry trade show in March 2023. However, the plaintiff maintains that they had acquired NFLX’s permission to show artwork from the game at the 2023 Game Manufacturers Associate Exposition to “create some industry buzz” for the project.

According to the court documents, Evil Genius alleged that two NFLX employees were present at the event and helped hand out materials to retailers at the show. The legal filing states that “It became clear that Netflix was simply using the alleged breach and termination to hijack (Evil Genius’) intellectual property and prevent (Evil Genius’) from releasing the game.”

Evil Genius CEO David Scott said, “Our aim is to ensure our team is recognized for their fantastic work, and that we can release this game for millions of enthusiasts to enjoy. It’s disheartening to see Netflix backpedal on content that was jointly showcased and had received their prior consent. We urge our supporters to contact Netflix and Zack Snyder to push for the release of this game.”

While the allegations on NFLX are severe, the streamer has yet to comment on the lawsuit. In this scenario, investors could look to buy streaming stocks Comcast Corporation (CMCSA), The Walt Disney Company (DIS), Roku, Inc. (ROKU), and Paramount Global (PARA) as they are likely to benefit from NFLX’s bad press.

Let’s delve into the fundamentals of these stocks.

Comcast Corporation (CMCSA)

CMCSA is a media and technology company. Its segments include the Cable Communications segment, Media, and the Studios segment, which includes film and television studio production and distribution operations. The company has three primary businesses: Comcast Cable, NBCUniversal, and Sky.

CMCSA’s revenue grew at a CAGR of 4.6% over the past three years. Its EBITDA grew at a CAGR of 4.1% over the past three years. In addition, its EBIT grew at a CAGR of 4.7% in the same time frame.

CMCSA’s revenue for the second quarter ended June 30, 2023, increased 1.7% year-over-year to $30.51 billion. Its adjusted EBITDA rose 4.2% over the prior-year quarter to $10.24 billion. The company’s adjusted net income increased 4.8% year-over-year to $4.72 billion. Also, its adjusted EPS came in at $1.13, representing an increase of 11.9% year-over-year.

For the quarter ended September 30, 2023, CMCSA’s EPS and revenue are expected to decline 1.4% and 0.4% year-over-year to $0.95 and $29.73 billion, respectively. It surpassed consensus EPS estimates in each of the trailing four quarters.

The Walt Disney Company (DIS)

DIS operates as an entertainment company worldwide. The company engages in film and episodic television content production and distribution activities. It operates through two segments, Disney Media and Entertainment Distribution; and Disney Parks, Experiences, and Products.

On September 11, 2023, DIS and Charter Communications (CHTR) announced a transformative, multiyear distribution agreement to maximize value for consumers and support the linear TV experience. Due to the deal, most DIS networks and stations will be restored to Spectrum’s video customers.

DIS’ revenue grew at a CAGR of 8% over the past three years. Its EBIT grew at a CAGR of 4.6% over the past three years. In addition, its EBITDA grew at a CAGR of 2.5% in the same time frame.

For the third quarter ended on July 1, 2023, DIS’ revenues increased 3.8% year-over-year to $22.33 billion. Its net loss attributable to DIS came in at $460 million, compared to a net income attributable of $1.41 billion in the prior-year quarter.

The company’s loss per share came in at $0.25, compared to an EPS of $0.77 in the prior-year quarter. Also, its cash provided by continuing operations increased 45.8% year-over-year to $2.80 billion. In addition, its free cash flow increased 775.4% year-over-year to $1.64 billion.

Analysts expect DIS’ EPS and revenue for the quarter ended September 30, 2023, to increase 153.2% and 6.4% year-over-year to $0.76 and $21.44 billion, respectively.

Roku, Inc. (ROKU)

ROKU operates a TV streaming platform. The company operates in two segments: Platform and Devices. Its streaming platform allows users to find and access TV shows, movies, news, sports, and others. The company also provides digital advertising and related services. In addition, it offers billing services; and brand sponsorship and promotions, as well as manufactures, sells, and licenses smart TVs under the Roku TV name.

On August 31, 2023, ROKU and TV Azteca announced a strategic partnership that will enable brands and agencies to purchase TV streaming advertising on the Roku platform in Mexico through TV Azteca.

ROKU’s International Advertising Vice President Mirjam Laux said, “The collaboration with TV Azteca increases our reach in the market and is a significant step to expand our growing ad sales business in Mexico. Working with TV Azteca, a trusted media group with deep connections to brands and advertisers, helps us to accelerate our advertising business and create more impactful marketing.”

ROKU’s revenue grew at a CAGR of 33.6% over the past three years. Its Tang Book Value grew at a CAGR of 32.3% over the past three years. In addition, its Total Assets grew at a CAGR of 31.1% in the same time frame.

ROKU’s total net revenue for the second quarter ended June 30, 2023, increased 10.8% year-over-year to $847.19 million. Its total gross profit rose 6.5% year-over-year to $378.27 million. The company’s net loss narrowed 4.2% year-over-year to $107.60 million. Also, its loss per share narrowed 7.3% year-over-year to $0.76.

Street expects ROKU’s revenue for the quarter ended September 30, 2023, is expected to increase 11.6% year-over-year to $849.38 million. Its EPS for the same quarter is expected to decline 124.5% year-over-year to $1.98. It surpassed the Street EPS estimates in each of the trailing four quarters.

Paramount Global (PARA)

PARA operates as a media and entertainment company worldwide. The company operates through TV Media, Direct-to-Consumer, and Filmed Entertainment segments.

On August 7, 2023, PARA and KKR announced signing an agreement pursuant to which KKR will acquire Simon & Schuster. PARA’s President and CEO Bob Bakish said, “We are pleased to have reached an agreement on a transaction that delivers excellent value to Paramount shareholders while also positioning Simon & Schuster for its next phase of growth with KKR.”

“The proceeds will give Paramount additional financial flexibility and greater ability to create long-term value for shareholders while also delivering our balance sheet,” he added.

PARA’s revenue grew at a CAGR of 5.7% over the past three years. Its levered FCF grew at a CAGR of 2.3% over the past three years. In addition, its Total Assets grew at a CAGR of 2.7% in the same time frame.

For the fiscal second quarter ended June 30, 2023, PARA’s revenue declined 2.1% year-over-year to $7.62 billion. Its adjusted OIBDA declined 37% over the prior-year quarter to $606 million.

The company’s adjusted net earnings from continuing operations attributable to PARA declined 81.4% year-over-year to $80 million. Its adjusted EPS from continuing operations attributable to PARA came in at $0.10, representing a decline of 84.4% year-over-year.

For the quarter ended September 30, 2023, PARA’s revenue is expected to increase 4.2% year-over-year to $7.21 billion. Its EPS for the same quarter is expected to decline 70.9% year-over-year to $0.11.