Viacom

Viacom Inc.

Type	Public (NYSE: VIAB)
Founded	1971
Location	New York, New York, USA
Key people	Sumner Redstone, CEO & Chairman Tom Freston, Co-President & Co-COO Leslie Moonves, Co-President & Co-COO
Industry	Cable TV, Motion Pictures
Slogan
Products	MTV, Nickelodeon, BET, more...
Revenue	$22.526 billion USD (2004) [2]
Operating income	{{{operating_income}}}
Net income	{{{net_income}}}
Employees	38,350
Website	www.viacom.com
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As it currently exists, Viacom is an international media conglomerate controlled by National Amusements. Viacom's subsidiaries touch virtually every major segment of the media industry. Sumner Redstone currently serves as Chairman of the Board and Chief Executive Officer. The offices of President and Chief Operating Officer are jointly held by Tom Freston and Leslie Moonves. As discussed below, in June 2005, Viacom announced that it would split itself into two independent companies effective December 31, 2005.

Post-split, the new Viacom will be a "high-growth" media conglomerate with various worldwide interests in cable / satellite television networks (MTV Networks and BET) and movie production and distribution (the Paramount Pictures movie studio and DreamWorks; acquisition of the latter currently pending). Tom Freston will serve as President and CEO; Sumner Redstone will remain Chairman and, through National Amusements, majority shareholder of Viacom (and of CBS).

The other firm, CBS Corporation, will be headed by Moonves and will hold Viacom's broadcasting, publishing, and other "slow-growth" assets.

History

Viacom's corporate "V" logo, which was used from 1976 to 1990. This version, known as "The V of Steel", began use in 1986.

Viacom began life as CBS Films, the television syndication division of CBS. In 1971, the division was renamed VIACOM (Video & Audio Communications), and in 1973 it was spun off, amid new FCC rules forbidding television networks from owning syndication companies (the rules were later repealed).

Viacom made large amounts of money during the 1970s and 1980s distributing old CBS classics to syndication, including such landmark shows as I Love Lucy, The Andy Griffith Show and All in the Family (which was later owned by Embassy/Columbia Pictures Television, now called Sony Pictures Television). They also syndicated shows for others, the biggest examples being The Cosby Show and Roseanne (which were produced by Carsey-Werner Productions; Carsey-Werner eventually got big enough to distribute their own shows, mainly because of the success of these two). Viacom also syndicated the Nickelodeon game shows Double Dare and Finders Keepers.

In 1985, Viacom bought Warner-Amex Satellite Entertainment, which owned MTV and Nickelodeon, renaming the company MTV Networks. Viacom also received Showtime Networks, Inc. (which included Showtime and The Movie Channel), which has retained its original name, Showtime Networks, Inc. In 1986, Viacom was bought by movie theater owner National Amusements, which brought Sumner Redstone to the company. Redstone made a string of large acquisitions in the early 1990s, announcing plans to buy Paramount Communications, parent of Paramount Pictures, in 1993, and buying the Blockbuster Video chain in 1994.

The Blockbuster acquisition gave Viacom access to large television holdings controlled by Aaron Spelling's company, Spelling Entertainment; along with his own productions (such as The Love Boat and Beverly Hills 90210), Spelling controlled the pre-1973 ABC and NBC back catalogs by way of Worldvision Enterprises and Republic Pictures. After these acquisitions, Viacom owned many movie and television production and syndication units, which were slowly integrated into Paramount; many TV shows previously distributed by Viacom, Republic or Worldvision have since gained Paramount closing logos.

In 1999, Viacom made its biggest acquisition to date by announcing plans to buy its former parent CBS. The merger was approved in 2000, bringing cable channels TNN (now Spike TV) and Country Music Television (CMT) under Viacom's wing, as well as CBS's production units and TV syndicators Eyemark (formerly Group W) and King World. CBS's production unit and King World (which has since absorbed Eyemark) operated under their own names; however, TNN and CMT were merged into MTV Networks almost immediately.

In 2001, Viacom completed its purchase of Black Entertainment Television (BET). As with TNN and CMT, it was immediately integrated into MTV Networks, causing some outcry among BET workers in the Washington, DC area (where BET was based before the merger). As a result, BET was de-integrated from MTV Networks.

Although a majority economic interest in Viacom is held by independent shareholders, the Redstone family maintains 71% voting control of the company through National Amusements' holdings of Viacom's class A stock.

In 2002, Viacom bought independently-run music channel TMF, which at the time was broadcasting in Belgium and the Netherlands. In June 2004, Viacom bought VIVA Media AG, the German equivalent to MTV. The same month, plans were announced to dispose of Viacom's interest in Blockbuster later that year by means of an exchange offer. In June of 2003 Sega announced that they would sell all Sonic The Hedgehog trademarks to Viacom.

In March 2005, Viacom announced plans of looking into splitting the company into two publicly traded companies. The company was not only dealing with a stagnating stock price, but also the rivalry between Les Moonves and Tom Freston, longtime heads of CBS and MTV Networks respectively. After the departure of Mel Kazmarin in 2004, Redstone, who served as Chairman and Chief Executive Officer, decided to split the offices of President and Chief Operating Officer between Moonves and Freston. Redstone was set to retire in the near future, and a split would be a creative solution to the matter of replacing him.

The split was approved by Viacom's board that June 14 and would effectively undo the Viacom/CBS merger of 1999. One company, a revived CBS Corporation to be headed by Moonves, would include Viacom's "slow growth businesses", namely CBS, UPN, CBS Radio, Simon & Schuster, Paramount Parks, Viacom Outdoor, Showtime, and most television production assets. These, according to some analysts, were suffocating the growth of the MTV Networks cable businesses. (The split is structured such that CBS Corporation will actually be the company currently known as Viacom.)

The other company, which would retain the Viacom name, will be headed by Freston, and will be comprised of MTV Networks, BET Networks, Paramount's movie studio, and Paramount Pictures' home entertainment operations. These businesses are categorized as the high-growth businesses (MTV Networks and BET Networks in particular), and if they were split into a separate company, it could infuse new funds/capital to allow for future acquisitions and expansion. Sumner Redstone will still control 71 percent of the voting stock of both companies and will be the chairman of both companies.

In June 2005, Viacom announced that it has purchased Neopets, a virtual pet website. That December, Paramount announced it would acquire DreamWorks. All indications are that the whole of DreamWorks - both film and TV studios, albeit not the DreamWorks archive - will remain owned by Viacom, even though CBS will be acquiring Paramount's own TV studio.

Corporate governance

Current members of the board of directors of Viacom are: George Abrams, David Andelman, Joseph Califano, Jr., William Cohen, Philippe Dauman, Alan Greenberg, Charles Phillips, Shari Redstone, Sumner Redstone, Frederic Salerno, William Schwartz, and Robert D. Walter.

Following the Viacom/CBS split, the Viacom board will consist of: George Abrams, Philippe Dauman, Thomas E. Dooley, Tom Freston, Ellen V. Futter, Robert Kraft, Alan Greenberg, Charles Phillips, Sumner Redstone (Chairman), Shari Redstone (non-executive Vice-Chair), Frederic Salerno, and William Schwartz.

Assets

This is a summary of the main Viacom divisions effective following the Viacom/CBS split. In the interim, see also CBS Corporation, and for detailed assets see List of assets owned by Viacom and by CBS.

• Film Production and Distribution: Paramount Pictures, DreamWorks*
• Television Networks: MTV Networks (including MTV, Nickelodeon, Comedy Central, VH1, Spike TV and others); Black Entertainment Television
• Television Production and Distribution: DreamWorks Television*

*Pending closing of acquisition.

External links

• Viacom website
• Ketupa.net - Viacom
• Viacom information by Hoover's
• Viacom profile by Yahoo!
• Split documentation - SEC filing on Form S-4 from October 5, 2005 describing the split.