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Goodbye Colbert, hello Bari Weiss? Paramount stands at fork in the road after finally winning FCC approval

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With this week’s FCC approval, the merger between Paramount Global and Skydance Media is expected to be completed in the coming weeks at a value of $8 billion. The question for the new company is whether the psychic cost is much higher.

It has been a particularly rough few months at Paramount-owned CBS, where the settlement of a lawsuit regarding “60 Minutes” and announced end of Stephen Colbert’s late-night show has led critics to suggest corporate leaders were bowing to President Donald Trump.

Following the Federal Communications Commission approval Thursday, one of the triumvirate of current Paramount leaders, Chris McCarthy, said that he would be leaving the company. McCarthy has been in charge of fading cable properties like MTV, Comedy Central and Nickelodeon, expected to bear the brunt of an estimated $2 billion in cost cuts identified by Skydance leaders.

Skydance head David Ellison is expected to head the new company, and he has identified former NBC Universal executive Jeff Shell as the incoming president.

CBS News’ trajectory will be scrutinized

After the merger’s Aug. 7 closing date, the new leaders will be watched most closely for how they deal with CBS News, particularly given the $16 million paid in a settlement of Trump’s complaint that last fall’s “60 Minutes” interview was edited to make opponent Kamala Harris look good. Two news executives — News CEO Wendy McMahon and “60 Minutes” executive producer Bill Owens — resigned due to their opposition to the deal.

The appointment of respected insider Tanya Simon to replace Owens this week was seen as a positive sign by people at “60 Minutes.”

Days before the FCC’s vote, Paramount agreed to hire an ombudsman at CBS News with the mission of investigating complaints of political bias. “In all respects, Skydance will ensure that CBS’s reporting is fair, unbiased, and fact-based,” Skydance said in a letter to FCC Chairman Brendan Carr.

The role of an ombudsman, or public editor, who examines a news outlet’s work is often positive — if they are given independence, said Kelly McBride, an ethics expert who has had that role at NPR for five years. “You really want the person to have loyalty only to their own judgment and the journalistic mission of the organization,” she said.

Having the sole mission of examining bias could be problematic, however. To be fair, a journalist’s work should be closely studied before making that determination, not judged on the basis of one report or passage, she said.

Carr, in an interview with CNBC on Friday, said the role “should go a long way toward restoring America’s trust in media.” Anna Gomez, an FCC commissioner who voted to reject the deal on Thursday, interpreted the arrangement as a way for the government to control journalists.

“They want the news media to report on them in a positive light or in the light that they want,” Gomez told MSNBC. “So they don’t want the media to do their job, which is to hold government to account without fear or favor.”

How the merger could ripple out across Paramount properties

According to published reports, Ellison has explored purchasing The Free Press, a flourishing news site founded by Bari Weiss perhaps best known for a former NPR editor’s study of liberal bias in public broadcasting. An Ellison spokeswoman did not return a message seeking comment on Friday.

Colbert’s slow-motion firing — he’ll work until the end of his contract next May — was described by CBS as a financial decision given late-night television’s collapsing economics. Colbert’s relentless lampooning of Trump, and his criticism of the “60 Minutes” settlement, led to suspicion of those motives.

“Was this really financial?” comic Jon Stewart wondered. “Or maybe the path of least resistance for your $8 billion merger was killing a show that you know rankled a fragile and vengeful president?”

Stewart’s profane criticism on his own Paramount-owned show may provide its own test for Skydance. “The Daily Show” is one of the few original programs left on Comedy Central, and his contract ends later this year.

In an odd way, Comedy Central’s “South Park” buttresses CBS’ claim that the Colbert decision was financial, not political. Creators Trey Parker and Matt Stone delivered an episode this week that depicted a naked Trump in bed with the devil. Paramount just signed Parker and Stone to a new $1.5 billion deal that Skydance executives surely cleared; it makes the entire “South Park” library available for streaming on Paramount+. a platform where Colbert’s show doesn’t do nearly as well.

Figuring out what to do with others at Paramount’s cable networks, or even the networks as a whole, will be an early decision for Ellison, son of multibillionaire and Oracle co-founder Larry Ellison.

“There is a clear opportunity to improve Paramount’s growth profile by letting those assets go,” analyst Doug Creutz of TD Securities told investors Friday. “On the other hand, we suspect the Ellisons did not purchase Paramount in order to break it up for parts.”

The merger also brings together the Paramount movie studio with one of its most regular partners. David Ellison has been one of the industry’s top investors and producers since founding Skydance in 2006.

Ellison has a challenge here, too: Years of uncertainty over its future and modest investment in its movie pipeline has shrunk Paramount’s market share to last among the major studios. The Paramount+ streaming service has been a money-loser.

To revive Paramount, Ellison will look to revamp its streaming operations, leverage its franchises and try to bolster family content.

___

AP Film Writer Jake Coyle contributed to this report. David Bauder writes about the intersection of media and entertainment for the AP.



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‘You have an entire culture, an entire community that is also having that same crisis’: Colorado coal town looks anxiously to the future

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The Cooper family knows how to work heavy machinery. The kids could run a hay baler by their early teens, and two of the three ran monster-sized drills at the coal mines along with their dad.

But learning to maneuver the shiny red drill they use to tap into underground heat feels different. It’s a critical part of the new family business, High Altitude Geothermal, which installs geothermal heat pumps that use the Earth’s constant temperature to heat and cool buildings. At stake is not just their livelihood but a century-long family legacy of producing energy in Moffat County.

Like many families here, the Coopers have worked in coal for generations — and in oil before that. That’s ending for Matt Cooper and his son Matthew as one of three coal mines in the area closes in a statewide shift to cleaner energy.

“People have to start looking beyond coal,” said Matt Cooper. “And that can be a multitude of things. Our economy has been so focused on coal and coal-fired power plants. And we need the diversity.”

Many countries and about half of U.S. states are moving away from coal, citing environmental impacts and high costs. Burning coal emits carbon dioxide that traps heat in the atmosphere, warming the planet.

President Donald Trump has boosted coal as part of his agenda to promote fossil fuels. He’s trying to save a declining industry with executive orderslarge sales of coal from public landsregulatory relief and offers of hundreds of millions of dollars to restore coal plants.

That’s created uncertainty in places like Craig. As some families like the Coopers plan for the next stage of their careers, others hold out hope Trump will save their plants, mines and high-paying jobs.

Matt and Matthew Cooper work at the Colowyo Mine near Meeker, though active mining has ended and site cleanup begins in January.

The mine employs about 130 workers and supplies Craig Generating Station, a 1,400-megawatt coal-fired plant. Tri-State Generation and Transmission Association is planning to close Craig’s Unit 1 by year’s end for economic reasons and to meet legal requirements for reducing emissions. The other two units will close in 2028.

Xcel Energy owns coal-fired Hayden Station, about 30 minutes away. It said it doesn’t plan to change retirement dates for Hayden, though it’s extending another coal unit in Pueblo in part due to increased demand for electricity.

The Craig and Hayden plants together employ about 200 people.

Craig residents have always been entrepreneurial and that spirit will get them through this transition, said Kirstie McPherson, board president for the Craig Chamber of Commerce. Still, she said, just about everybody here is connected to coal.

“You have a whole community who has always been told you are an energy town, you’re a coal town,” she said. “When that starts going away, beyond just the individuals that are having the identity crisis, you have an entire culture, an entire community that is also having that same crisis.”

Phasing out coal

Coal has been central to Colorado’s economy since before statehood, but it’s generally the most expensive energy on today’s grid, said Democratic Gov. Jared Polis.

“We are not going to let this administration drag us backwards into an overreliance on expensive fossil fuels,” Polis said in a statement.

Nationwide, coal power was 28% more expensive in 2024 than it was in 2021, costing consumers $6.2 billion more, according to a June analysis from Energy Innovation. The nonpartisan think tank cited significant increases to run aging plants as well as inflation.

Colorado’s six remaining coal-fired power plants are scheduled to close or convert to natural gas, which emits about half the carbon dioxide as coal, by 2031. The state is rapidly adding solar and wind that’s cheaper and cleaner than legacy coal plants. Renewable energy provides more than 40% of Colorado’s power now and will pass 70% by the end of the decade, according to statewide utility plans.

Nationwide, wind and solar growth has remained strong, producing more electricity than coal in 2025, as of the latest data in October, according to energy think tank Ember.

But some states want to increase or at least maintain coal production. That includes top coal state Wyoming, where the Wyoming Energy Authority said Trump is breathing welcome new life into its coal and mining industry.

Planning for the future

The Coopers have gone all-in on geothermal.

“Maybe we’ll never go back to coal,” Matt Cooper said. “We haven’t (gone) back to oil and gas, so we might just be geothermal people for quite some time, maybe generations, and then eventually something else will come along.”

While the Coopers were learning to use their drill in October, Wade Gerber was in downtown Craig distilling grain neutral spirits — used to make gin and vodka — on a day off from the Craig Station power plant. Gerber stepped over his corgis, Ali and Boss, and onto a stepladder to peer into a massive stainless steel pot where he was heating wheat and barley.

Gerber’s spent three decades in coal. When closure plans were announced four years ago, he, his wife Tenniel and their friend McPherson brainstormed business ideas.

“With my background in plumbing and electrical from the plant it’s like, oh yeah, I can handle that part of it,” Gerber said about distilling. “This is the easy part.”

He used Tri-State’s education subsidies for classes in distilling, while other co-workers learned to fix vehicles or repair guns to find new careers. While some plan to leave town, Gerber is opening Bad Alibi Distillery. McPherson and Tenniel Gerber are opening a cocktail bar next door.

Everyone in town hopes Trump will step in to extend the plant’s life, Gerber said. Meanwhile, they’re trying to define a new future for Craig in a nerve-wracking time.

“For me, my products can go elsewhere. I don’t necessarily have to sell it in Craig, there’s that avenue. For someone relying on Craig, it’s even scarier,” he said.

Questioning the coal rollback

Tammy Villard owns a gift shop, Moffat Mercantile, with her husband. After the coal closures were announced, they opened a commercial print shop too, seeing it as a practical choice for when so many high-paying jobs go away.

Villard, who spent a decade at Colowyo as administrative staff, said she doesn’t understand how the state can throw the switch to turn off coal and still have reliable electricity. She wants the state to slow down.

Villard describes herself as a moderate Republican. She said political swings at the federal level — from the green energy push in the last administration to doubling down on fossil fuels in this one — aren’t helpful.

“The pendulum has to come back to the middle,” she said, “and we are so far out to either side that I don’t know how we get back to that middle.”

___

The Associated Press’ climate and environmental coverage receives financial support from multiple private foundations. AP is solely responsible for all content.



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Netflix’s $5.8 billion breakup fee for Warner among largest ever

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Netflix Inc.’s $72 billion acquisition of Warner Bros. Discovery Inc. includes one of the biggest breakup fees of all time — a $5.8 billion penalty that Netflix has agreed to pay its target if the deal falls apart or fails to win regulatory approval.

At 8% of the deal’s equity value, the fee is well above the average even in big-ticket dealmaking, signaling Netflix executives’ confidence they can convince global antitrust watchdogs to let the transaction go ahead. The average breakup fee in 2024 was equal to about 2.4% of the total transaction value, according to a report from Houlihan Lokey.

Netflix’s multibillion-dollar pledge is also a sign of how heated the bidding war got for control of the iconic Hollywood studio. As part of a sweetened proposal earlier this week, rival suitor Paramount Skydance Corp. had more than doubled the proposed breakup fee in its offer to $5 billion.

Warner Bros., meanwhile, would have to pay a $2.8 billion reverse breakup fee if its shareholders vote down the deal. If Warner Bros. were to accept a rival offer, the new buyer, in effect, would be on the hook for that fee.

Here are some of the biggest breakup fees in M&A history, according to data compiled by Bloomberg:

AOL/Time Warner Inc.

Deal value: $160 billion 

America Online Inc. agreed to pay a fee of about $5.4 billion if it backed out of its agreement to buy Time Warner Inc. Time Warner would pay about $3.9 billion if it broke up the transaction under certain conditions.

Percentage of deal value: 3.4%

Outcome: Completed

Pfizer/Allergan

Deal value: $160 billion

The breakup fee could have been as high as $3.5 billion, but the merger had a contingency that it would be lower if there were changes to tax law. Pfizer ended up paying just $150 million after the US cracked down on corporate tax inversions 

Percentage of deal value: 2.2% (but paid less than 0.1%)

Outcome: Terminated

Verizon/Verizon Wireless

Deal Value: $130 billion

Breakup Fee: This deal for Vodafone’s stake in Verizon Wireless was complicated. Verizon promised to pay a breakup fee to Vodafone of $10 billion if it couldn’t get financing for the deal, or $4.64 billion if its board changed its recommendation to shareholders to vote in favor of the transaction. Meanwhile, Vodafone would have owed $1.55 billion to Verizon if its board changed its mind, and either side would have had to pay $1.55 billion to the other if shareholders turned down the transaction. Vodafone also would have had to pay that $1.55 billion if an unfavorable tax ruling made it too onerous to complete the deal. 

Percentage of deal value: 7.7%

Outcome: Deal completed

AB InBev/SAB Miller

Deal value: $103 billion

Breakup fee: AB InBev agreed to pay a breakup fee of $3 billion if it failed to get approval from regulators or shareholders and instead walked away from what was then the biggest corporate takeover in UK history. 

Percentage of deal value: 2.9% 

Outcome: Completed

AT&T/T-Mobile USA

Deal Value: $39 billion 

Breakup fee: AT&T agreed to pay Deutsche Telekom a $3 billion breakup fee in cash, as well as transferring radio spectrum to T-Mobile and striking a more favorable network-sharing agreement. 

Percentage of deal value: 7.7%

Outcome: Withdrawn after regulatory opposition

Google/Wiz

Deal value: $32 billion

The companies agreed that Google would pay a breakup fee of about $3.2 billion — a huge chunk of the transaction value — if the deal didn’t close.

Percentage of deal value: 10% 

Outcome: Completed



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A Thanksgiving dealmaking sprint helped Netflix win Warner Bros.

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The Netflix Inc. plans that clinched the deal for Warner Bros. Discovery Inc. started to shape up around Thanksgiving. 

deadline was looming: Warner Bros. had asked bidders, which also included Paramount Skydance Corp. and Comcast Corp., to have their latest proposals and contracts in by the Monday after the holiday, following a round about a week earlier. The suitors were told to put their best foot forward.

While most Americans were watching football and feasting on turkey, Netflix executives and advisers hunkered down to finalize a binding offer and a $59 billion bridge loan from banks, one of the biggest of its kind. That gave the streaming company the ammunition to make a mostly cash-and-stock bid that helped it prevail over Comcast and David Ellison’s Paramount, according to people familiar with the matter.

The resulting $72 billion deal, announced Friday, is set to bring about a seismic shift in the entertainment business — if it can survive intense regulatory scrutiny and a potential fight from Paramount. This account of Netflix’s surprise victory in the biggest M&A auction of the year is based on interviews with half a dozen people involved in negotiations. They asked not to be identified because the details are confidential.

The sales process had kicked off with several unsolicited bids from Paramount Skydance, itself a newly formed company after a merger this year orchestrated by Ellison. He’s now the studio’s chief executive officer and controlling shareholder, with backing from his father, Oracle Corp. billionaire Larry Ellison. 

Paramount’s early move gave it a head start in the bidding process weeks before other would-be buyers got access to information. But the post-Thanksgiving deadline for second-round bids became a turning point by giving Netflix time to catch up and assemble the documents it needed, some of the people said. And since the streaming giant was bred in the fast-paced ethos of Silicon Valley, it could move quickly. 

When the binding bids arrived that Monday, Netflix’s offer emerged as superior, the people said.

One issue was the Warner Bros. camp had doubts about how Paramount would pay for the company, which owns sprawling Hollywood studios, the HBO network and a vast film and TV library. Paramount’s offer included financing from Apollo Global Management Inc. and several Middle Eastern funds, and it had conveyed that its bid was fully backstopped by the Ellisons. Still, Warner Bros. executives were privately concerned about the certainty of the financing, people familiar with the matter said.

Representatives for Netflix and Warner Bros. declined to comment.

‘Noble’ vs ‘Prince’

In the weeks leading up to the finale, Warner Bros. advisers set up war rooms at various hotels in midtown Manhattan. A core group holed up at the Loews Regency, which has long been a convening spot for the city’s movers and shakers.

Inside Warner Bros., the situation was known as “Project Sterling.” The company called itself by the code name “Wonder.” The team referred to Netflix as “Noble,” while Paramount was “Prince” and Comcast was “Charm.”

At Netflix, Chief Financial Officer Spencer Neumann served as the point man while corporate development head Devorah Bertucci organized people day-to-day. Chief Legal Officer David Hyman and Spencer Wang, vice president of finance, investor relations and corporate development, also were key architects, with all of them reporting into co-CEOs Ted Sarandos and Greg Peters.

The contours of the deal were shaped in a way befitting of a tech company: mostly over video chat or phone rather than in person. Virtual war rooms were set up. While strategizing or discussing diligence on Zoom, participants would raise virtual hands or make suggestions over chat rather than unmuting and slowing down the meeting. Google Docs were used to review and edit documents together in real time.

Talks heated up this week, with Warner Bros. advisers in continuous dialogue with the bidders and negotiating contract language and value. Comcast said it would merge its NBCUniversal division with Warner Bros. Paramount offered to more than double its proposed breakup fee to $5 billion to sweeten its deal and outshine rivals. 

In the end, Warner Bros. determined Netflix had the best offer and the company was the most flexible on key terms. On Wednesday, Paramount lobbed an aggressively worded letter to Warner Bros. board saying the sales process was “tainted.” It also identified what it saw as regulatory risks in the Netflix proposal, one sign that a winning outcome was slipping away for Paramount. 

Netflix found out Thursday evening New York time that it had won. Executives and advisers were assembled on a video call when they got the official word, sparking a moment of jubilation before everyone snapped into action. By 10:25 p.m., Bloomberg News broke the news that a deal was imminent. 

Even Sarandos made it sound like the ending was a twist on a conference call with investors. “I know some of you are surprised that we’re making this acquisition, and I certainly understand why,” he said. “Over the years, we have been known to be builders, not buyers.”

Regardless of whether Paramount reemerges to try and top the bid, Netflix will have work ahead of it. It has agreed to pay a $5.8 billion breakup fee to Warner Bros. if the transaction fails on regulatory grounds. The company also has to digest its largest acquisition ever.

“It’s going to be a lot of hard work,” co-CEO Peters said on the conference call. “We’re not experts at doing large-scale M&A, but we’ve done a lot of things historically that we didn’t know how to do.”



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