PARAMOUNT GLOBAL Competing bid of $13.5 Billion offer to outbid Ellison deal by Project Rise Partners

LOS ANGELES, CA, UNITED STATES, January 27, 2025 /EINPresswire.com/ -- Press Release
Los Angeles, CA
January 24, 2025

Project Rise Partners (PRP) under the leadership of Daphna Edwards Ziman and Moses Gross, as well as Zulfiquar Ghadiyali and Prakash (Kash) Chandak, have submitted an increased offer to acquire Paramount Global (“Paramount) that would implement a strategic plan to rebuild Paramount with respect to experiential and digital offerings, audio-visual, and distribution.

Members of PRP are leading experts in every relevant category who have come together to restore Paramount, an iconic, century-old entertainment company, into the premier global ambassador for the media industry in the United States. Broadly restoring trust in the media is central to PRP’s vision.

The negative market reaction to the pending Skydance transaction has prompted PRP to increase its offer as follows:

• The new offer for the B shares is $19 per share, compared to $15 per share in the Skydance offer – a 75% premium and 27% more than Skydance.
• The PRP offer for the A shares remains the same as the Skydance offer.
• PRP will add $2B to the balance sheet.
• This is an all-cash offer with committed financing from credible investors.
• B stockholders would own 50% of the equity versus 30% in the Skydance offer.
• The PRP offer includes an independent board and normal corporate governance.
• The board committees Skydance plans to eliminate would be retained.
• B stockholders would receive voting rights for the first time in the company’s history.

Paramount board should evaluate PRP’s offer of $8.7 billion and any other credible offer on behalf of all stockholders. The stock has traded down well below the offer price, and lack of fiduciary responsibility has inflicted harm on stockholders that have been the backbone of Paramount Global for a century. The stockholder base includes retired teachers and working people that have invested hard earned money, and yet Paramount stockholders are unable to vote Paramount’s future that Paramount stockholders believed in for many years.

The Delaware Supreme Court held that a majority of minority stockholders must approve a transaction to acquire control of a public company by an uncoerced, fully informed vote in order for the business judgement rule to apply; otherwise, the Delaware courts will generally apply a stricter level of scrutiny when evaluating the fairness to stockholders of the acquisition and related approvals by a controlling stockholder and the board.

PRP intends to give back the respect to all stockholders and enable them to vote in perpetuity.

Matthew Hiltzik
Hiltzik Strategies
+1 212-430-5050
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