Mergers, Acquisitions and Divestitures

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    Paramount’s Shari Redstone Wants a Resolution on President Trump Lawsuit Ahead of Skydance Merger

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    Redstone, who controls Paramount, has been trying to close a merger with the Hollywood studio Skydance. President Trump’s lawsuit against CBS News is complicating matters.Shari Redstone, the controlling shareholder of the entertainment giant Paramount, delivered a crucial message to her board a few weeks ago.For months, Paramount’s lawyers had been jousting with representatives for President Trump, who had sued the company’s CBS News network over its segment on former Vice President Kamala Harris. Mr. Trump accused the network of deceptively editing the interview; CBS said Trump’s lawsuit was without merit.But when the board gathered this month, Ms. Redstone was clear: She was in favor of resolving the issue, two people familiar with the matter told DealBook’s Lauren Hirsch and The New York Times’s Ben Mullin.As Paramount executives weighed the best course of action, Ms. Redstone said she was in favor of moving forward in a way that would lead to some form of conclusion, including mediation.It was the first time that Ms. Redstone made her wishes known to the full board. Many at CBS News and “60 Minutes,” where Ms. Harris’s interview aired, strongly opposed a settlement.Further complicating the matter: The Federal Communications Commission is reviewing Paramount’s pending deal with Skydance. Some executives said that a settlement would smooth the way to closing the merger, even as others worried that a settlement could be interpreted as bribery for the F.C.C. to clear the Skydance deal. Mr. Trump, for his part, told reporters on Wednesday that the two were not linked.National Amusements, Paramount’s parent company, declined to comment, and Paramount has said that its legal battle with Mr. Trump is unrelated to its deal with Skydance.Ms. Redstone’s carefully written statement did not mention Paramount’s deal with Skydance — but it did underscore the fact that a pending multibillion-dollar lawsuit from the president made it difficult for Paramount to do business. She also said that she was removing herself from day-to-day discussions about the lawsuit.This week, The Times reported that Paramount had agreed to bring in a mediator.Any settlement could be perceived as the latest corporate concession to the White House, including Disney’s $15 million settlement in December and Meta’s $25 million settlement last month. The possibility of a settlement, which is likely to further embolden Mr. Trump’s crusade against the media, has been met with a strong backlash within the CBS ranks and outside the company.Though Ms. Redstone didn’t mention the Skydance deal in her remarks, people familiar with her thinking believe she’s focused on closing the deal.Paramount is also navigating the consequences of doing business under a retributive president. Beyond the Skydance deal, Mr. Trump has made clear his willingness to exact revenge when it comes to companies.“Corporations — particularly these days are often in the cross hairs of policymakers — and they have to navigate that,” Jill Fisch, a professor at the University of Pennsylvania Law School, told DealBook. “And that’s not easy.” More

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      Amazon Gains Creative Control Over the James Bond Franchise

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      The British family that has for decades held complete control over everything involving the globe-trotting superspy is relinquishing it to Amazon.The British family that has steered the James Bond franchise for more than 60 years, zealously protecting the superspy from the indignities of Hollywood strip mining, has agreed to relinquish control to Amazon.The deal, which was announced Thursday morning, comes after a behind-the-scenes standoff between Barbara Broccoli, who inherited control of Bond from her father, and Amazon, which gained a significant ownership stake in the franchise in 2021 as part of its $8.5 billion purchase of Metro-Goldwyn-Mayer. Ms. Broccoli and her brother, Michael G. Wilson, another Bond producer, had chafed at some of the ways in which Amazon hoped to capitalize on the property, The Wall Street Journal reported in December.In a statement released by Amazon, the siblings and the tech giant said they had agreed to form a new joint venture to house Bond; the parties will remain co-owners. But Amazon MGM Studios “will gain creative control” after the transaction closes later this year. Ms. Broccoli and Mr. Wilson previously had ironclad creative control, deciding when to make a new Bond film, who should play the title role and whether remakes and television spinoffs got made.They also had final say over every line of dialogue, every casting decision, every stunt sequence, every marketing tie-in, and every TV ad, poster and billboard.Daniel Craig in “No Time to Die.” The movie marked the end of a five-film series with him in the lead role. No decisions have been made about a successor.Nicola Dove/Metro Goldwyn Mayer Pictures, via Associated PressMike Hopkins, head of Prime Video and Amazon MGM Studios, thanked the siblings for their “unyielding dedication” to the franchise and said the company looked forward “to ushering in the next phase of the legendary 007 for audiences around the world.”We are having trouble retrieving the article content.Please enable JavaScript in your browser settings.Thank you for your patience while we verify access. If you are in Reader mode please exit and log into your Times account, or subscribe for all of The Times.Thank you for your patience while we verify access.Already a subscriber? Log in.Want all of The Times? Subscribe. More

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      Music Catalog Giant Hipgnosis Is Sold, and Merck Mercuriadis Exits

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      The company, whose pricey acquisitions kicked off a rush on catalog sales, sold its assets to Blackstone for $1.6 billion, and its outspoken leader will step down.Six years ago, an outspoken music executive named Merck Mercuriadis kicked off a new wave of dealmaking in the industry when his company, Hipgnosis, began buying up the song catalogs of artists like Neil Young, Shakira, Justin Bieber and the Red Hot Chili Peppers.Now, Mercuriadis, who once managed Beyoncé and Elton John, is stepping down from the company after its assets have been sold to the private equity giant Blackstone, following a tumultuous year that has involved a shareholder revolt, an accounting scandal and a bidding war.In the company’s complex structure, Hipgnosis Songs Fund is an “investment trust,” which is listed on the London Stock Exchange and owns the rights to tens of thousands of songs. A separate company, Hipgnosis Song Management — which has been run by Mercuriadis — is its “investment adviser,” doing much of the dealmaking and administration work for those songs. In 2021, Blackstone invested $1 billion to take majority control over the adviser firm.The board of Hipgnosis Songs Fund voted on Monday to accept Blackstone’s offer of $1.6 billion for the company’s assets, the company announced early Tuesday.After going public in 2018, Hipgnosis got off to a bright start, beginning a spending spree for artists’ song rights that ultimately exceeded $2 billion, and making an attention-getting pitch to investors that the royalties from pop songs could be “more valuable than gold or oil.”Mercuriadis also regularly attacked the corporate conglomerates that dominate the music industry, portraying them as owning too much content to properly manage it. Privately, others in the industry complained that Hipgnosis was overpaying for catalogs, driving up prices all around. In 2021 alone, the music industry had $5.3 billion in catalog transactions, many from deals with individual artists, according to an estimate by Midia, which studies digital media and the music industry.We are having trouble retrieving the article content.Please enable JavaScript in your browser settings.Thank you for your patience while we verify access. If you are in Reader mode please exit and log into your Times account, or subscribe for all of The Times.Thank you for your patience while we verify access.Already a subscriber? Log in.Want all of The Times? Subscribe. More

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      Sony Pictures Acquires Alamo Drafthouse in Lifeline to Cinema Chain

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      The deal is a rare example of a traditional Hollywood studio owning a movie theater chain.Sony Pictures Entertainment is acquiring Alamo Drafthouse Cinema and will manage its 35 locations, a rare example of a traditional Hollywood studio’s owning a theater chain.The deal, announced Wednesday, followed the Justice Department’s decision in 2020 to rescind the so-called Paramount consent decrees — movie distribution rules dating to 1949 that forced the largest Hollywood studios to sell off their theater holdings. Those rules were intended to prevent studios from controlling the film business, from creation to exhibition.In 2019, the Justice Department’s antitrust chief at the time, Makan Delrahim, said changes in the entertainment industry “made it unlikely that the remaining defendants can reinstate their cartel.” Sony’s move could open the door to similar deals by other leading studios. In recent years, Netflix, the leading streaming company, has bought theaters to show films.Alamo, the seventh-largest theater chain in North America, operates theaters in 25 metro areas across the United States and has invested in distinctive programming and food offerings in an attempt to lure in moviegoers away from major multiplexes.The terms of the deal were not disclosed. Sony bought Alamo from Altamont Capital Partners and Fortress Investment Group, as well as the chain’s founder, Tim League. Mr. League said the dine-in movie theater chain was “beyond thrilled” about the deal.It comes at a time of financial trouble for Alamo and for the movie theater business as a whole. Several of Alamo’s franchised locations filed for bankruptcy and closed this month, making Sony’s move a potential lifeline for the struggling chain. Alamo filed for Chapter 11 bankruptcy protection in 2021 before a private equity firm stepped in.The cinemas will still operate under the Alamo Drafthouse brand, Sony said, though they will be managed by a newly formed division at Sony led by Michael Kustermann, Alamo’s chief executive.“Alamo Drafthouse has always held the craft of filmmaking and the theatrical experience in high esteem, which are fundamental shared values between our companies,” said Tom Rothman, the chief executive of Sony Pictures Motion Picture Group.The industry has grappled with multiple headwinds in recent years, as the pandemic caused a slump in box office receipts — and, more recently, a dismal start to the summer blockbuster season — while Hollywood strikes chipped away at the number of movies that studios churned out.Ticket sales in the United States and Canada for the year to date total just over $2.8 billion, a 26 percent decline from the same period last year, according to Comscore. More

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      The Emails at the Heart of the Government’s Ticketmaster Case

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      Live Nation Entertainment, which owns Ticketmaster, is accused of violating antitrust laws. The Justice Department drew on the concert behemoth’s internal communications in its lawsuit.In its lawsuit accusing Live Nation Entertainment, the concert behemoth that owns Ticketmaster, of being an illegal monopoly, the Justice Department drew on a raft of internal communications that offered a rare behind-the-scenes look at the industry.The Justice Department argued in an extensive complaint filed on Thursday that the merger of Live Nation and Ticketmaster, which went through in 2010, had hurt competition, hindered innovation and resulted in higher ticket prices and fees for consumers. It called for the company to be broken up.In response, Live Nation, which is also the world’s largest concert promoter, has said that it is not a monopoly, and denied that it has the unilateral power to raise prices. Contrary to the government’s argument about its great power, Live Nation says it now faces more competition than ever, and that the Justice Department’s suit “won’t reduce ticket prices or service fees.”Detailing its allegations, the government relied on eye-opening emails that it says were written by Live Nation’s chief executive, Michael Rapino, and other high-powered figures in the concert world.Here are a few of those accusations.A potential rival’s Kanye West concertOne episode from 2021 goes to the heart of the Justice Department’s allegations that Live Nation went to extreme lengths to protect its competitive edge.Late that year, the government says, Live Nation “threatened commercial retaliation” against the private equity firm Silver Lake, which had an investment in TEG, an Australian ticketing and promotions company that was involved in a highly anticipated benefit show by Kanye West and Drake at the L.A. Coliseum. Silver Lake had also invested in Oak View Group, a venue management company with close ties to Live Nation.We are having trouble retrieving the article content.Please enable JavaScript in your browser settings.Thank you for your patience while we verify access. If you are in Reader mode please exit and log into your Times account, or subscribe for all of The Times.Thank you for your patience while we verify access.Already a subscriber? Log in.Want all of The Times? Subscribe. More

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      Sean Combs Sold Share of Tequila Brand for $200 Million

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      Mr. Combs, who was accused of sexual assault in several lawsuits, made the sale as he ended his long-term partnership with the liquor giant Diageo. He has denied wrongdoing.Sean Combs, the music mogul whose business empire has been upended by recent lawsuits accusing him of sexual assault and a federal investigation, sold his half of the tequila brand DeLeón for about $200 million this year, according to a public report for investors.Mr. Combs, who has vehemently denied allegations of sexual assault and sex trafficking, came to prominence as a hip-hop impresario but amassed much of his wealth from other businesses, including through work with the liquor giant Diageo. Their partnership, which was thrown into turmoil last year before the sexual assault lawsuits, is now over.Diageo disclosed in a recent financial statement that it had agreed on Jan. 16 to buy the 50 percent stake in the DeLeón tequila brand from Mr. Combs’s company, Combs Wine and Spirits, “for a total consideration of approximately $200 million.”Mr. Combs’s work with Diageo began more than 15 years ago when he began promoting its vodka brand Ciroc. He purchased DeLeón in a joint venture with the company about a decade ago, leveraging his celebrity to promote the tequila brand on social media, in interviews and as a prop in music videos.According to a court filing in June by a Diageo executive, Mr. Combs — who has also been known throughout his career as Puff Daddy or Diddy — amassed nearly a billion dollars from his relationship with the company.But the mogul’s partnership with the liquor giant began to fray, spilling into public last year. Combs Wine and Spirits sued Diageo and accused it of typecasting Ciroc and DeLeón as “Black brands” that should be targeted only to “‘urban’ customers,” limiting potential growth.We are having trouble retrieving the article content.Please enable JavaScript in your browser settings.Thank you for your patience while we verify access. If you are in Reader mode please exit and log into your Times account, or subscribe for all of The Times.Thank you for your patience while we verify access.Already a subscriber? Log in.Want all of The Times? Subscribe. More

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      Hipgnosis Made Mega Deals for Song Catalogs. Its Future Is Unclear.

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      The company’s shareholders on Thursday rejected a $440 million divestment plan and voted against maintaining its current structure.The future of Hipgnosis Songs Fund, the British company that helped kick off the music industry’s trend of top-dollar deals for artists’ song catalogs, is in question after its shareholders on Thursday rejected a $440 million divestment plan and voted against maintaining the company’s current structure.Hipgnosis, founded by Merck Mercuriadis, a former manager of stars like Beyoncé and Elton John, was listed on the London Stock Exchange in 2018 and pitched investors on music rights as a special kind of financial asset that is “more valuable than gold or oil.” Since then Hipgnosis, along with a sister fund backed by the private equity giant Blackstone, have spent more than $2 billion to acquire music catalogs from Neil Young, Shakira, Justin Bieber, the Red Hot Chili Peppers, Blondie and other artists and songwriters.But in recent months Hipgnosis has come under increasing pressure from dissatisfied investors who have seen the company’s share price drop in comparison to its so-called net asset value, an estimate of its catalogs’ worth prepared by an independent firm. Its share price closed at 74.20 pounds on Thursday, down about 43 percent from a high of 129.20 in November 2021. Its market capitalization is about $1.2 billion.The company also shocked investors last week by suspending its quarterly dividend, after saying that Citrin Cooperman, the independent firm that values its assets, had reduced the amount the company was expected to receive as a result of an industrywide royalty rate adjustment in the United States. Citrin Cooperman, the company said, had calculated that Hipgnosis would receive $21.7 million in retroactive payments, but recently reduced that to $9.9 million, and Hipgnosis said it had suspended the dividend payment — which had been announced at 1.3125 pence, or about 1.6 cents, per ordinary share — to remain compliant with its debt covenants.The global rise in interest rates has altered the calculus of many top-dollar catalog deals, but the investors in Hipgnosis have also grown concerned about the company’s management.“No investor ever knew that the fund was being managed so close to the edge that they were very close to tripping the debt covenant,” Sachin Saggar, a research analyst at Stifel, said in an interview.Hipgnosis recently proposed selling 29 catalogs for $440 million to the Blackstone-backed fund, which is managed by a company led by Mercuriadis. The proceeds were to help pay off Hipgnosis’ debt and buy back shares. But many investors balked, calling the price too low.At the company’s general meeting on Thursday, shareholders rejected the catalog sale and voted against maintaining the company’s structure as an investment trust, a decision that must be renewed every five years. According to an announcement by Hipgnosis, the company’s board now has six months to introduce proposals for future plans, which “may or may not involve winding-up the company or liquidating all or part of the company’s existing portfolio of investments.”The chairman, Andrew Sutch, and two other directors will leave the board.One possibility is that the assets could be sold to Hipgnosis Song Management, the advisory firm led by Mercuriadis, who has that right through an agreement known as a call option.In a statement on Thursday, Mercuriadis said: “Our conversations with shareholders have revealed a consensus that they are enthusiastic about the quality of the company’s iconic portfolio of songs, however it is also clear that they are asking for change and we respect that feedback.” More

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      The Cure Says Ticketmaster Will Issue Refunds After Fee Complaints

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      The band said it wanted to make its North American tour “affordable for all,” but after tickets went on sale this week, fans said that fees had ratcheted up the price.The Cure’s frontman, Robert Smith, said on Thursday that Ticketmaster will provide $5 and $10 refunds to fans who purchased tickets for the band’s North American tour after the band complained to the company about high fees.In recent months, Ticketmaster faced increased criticism from ticket buyers as well as from members of Congress who accused its owner, Live Nation Entertainment, of being a monopoly that hinders competition and harms fans.Mr. Smith said on Twitter that Ticketmaster would provide the refunds. “Ticketmaster have agreed with us that many of the fees being charged are unduly high,” he wrote.1 OF 2: AFTER FURTHER CONVERSATION, TICKETMASTER HAVE AGREED WITH US THAT MANY OF THE FEES BEING CHARGED ARE UNDULY HIGH, AND AS A GESTURE OF GOODWILL HAVE OFFERED A $10 PER TICKET REFUND TO ALL VERIFIED FAN ACCOUNTS FOR LOWEST TICKET PRICE (‘LTP’) TRANSACTIONS…— ROBERT SMITH (@RobertSmith) March 16, 2023
      Ticketmaster did not immediately respond to a request for comment.Mr. Smith said that people who had purchased the lowest-priced tickets would automatically receive a $10 refund per ticket and that all other ticket buyers would get a $5 refund. He said that these refunds applied to people who had purchased tickets as a “verified fan,” a Ticketmaster system that requires people to register to gain early access to ticket sales.Fans who buy tickets during the general sale on Friday will “incur lower fees,” he said.This week on Twitter, Mr. Smith addressed questions and concerns from fans about buying tickets for the 30-show tour, which runs from May to July and includes three performances at Madison Square Garden in New York in June.The Cure had said in an earlier statement that it wanted tickets “to be affordable for all fans.” As part of this effort, Mr. Smith said that the Cure had refused to participate in Ticketmaster’s dynamic pricing system, which adjusts ticket prices based on demand.The system was criticized last year after it drove up the cost for Bruce Springsteen tickets, some of which were selling for thousands of dollars.After tickets for the Cure’s tour went on sale on Wednesday, fans shared screenshots that showed tickets priced at $20 with added fees close to or above the $20 base price.Mr. Smith said on Twitter later that day that he was “sickened” by Ticketmaster’s fees.“I have been asking how they are justified,” he wrote in all capital letters, his usual Twitter writing style. “If I get anything coherent by way of an answer I will let you all know.”Ticketmaster and Live Nation Entertainment have been under increased scrutiny since November, when the company botched its planned public sale of tickets to Taylor Swift’s latest tour.In November, the Justice Department opened an antitrust investigation into Live Nation Entertainment focused on whether it had abused its power over the live music industry.In December, 26 of Ms. Swift’s fans filed a lawsuit accusing Live Nation Entertainment of anticompetitive conduct and fraud.In January, the company was the subject of a Senate Judiciary Committee hearing in which senators from both parties criticized the company’s handling of ticket sales for Ms. Swift’s tour as well as its wider business practices.Last month, on the same day Live Nation Entertainment announced it had made $651.3 million in ticket revenue in the fourth quarter of 2022, the company responded to politicians in a statement.The company, which sold more than 550 million tickets last year, said it had submitted more than 35 pages of information to policymakers to provide context on the “realities of the industry” that it has dominated since Ticketmaster and Live Nation, an events promoter and venue operator, merged in 2010.“These include the fact that this industry is more competitive than ever: Ticketmaster has actually lost market share since the 2010 merger, not gained it; that venues set and keep most of the fees associated with tickets and are increasingly taking an ever-larger share; and Ticketmaster has for years been advocating for a federal all-in pricing requirement,” the statement said.Ticketmaster and Live Nation Entertainment have for decades been criticized for their business practices. The Justice Department said in 2019 that Live Nation Entertainment had “repeatedly violated” the terms of the regulatory agreement that the government imposed as a condition of the merger.The Justice Department investigated complaints of anti-competitive practices by Ticketmaster in the 1990s, after a dispute with the Seattle grunge band Pearl Jam. More

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      Quality Control, Atlanta Rap Powerhouse, Sells to Scooter Braun’s Hybe

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      The acquisition is the famed music manager’s first major move at Hybe America — a division of the South Korean firm — since he became its sole chief executive last month.Quality Control Music, the Atlanta rap label that is one of the hottest hit machines in contemporary music, has been acquired by Hybe America, a company led by the executive and talent manager Scooter Braun, in one of the most closely watched deals in the music business.The acquisition is the first major step taken by Braun — who manages pop stars like Justin Bieber, Ariana Grande and Demi Lovato — since he became the sole chief executive of Hybe America last month. The company is a division of the South Korean entertainment firm Hybe, which dominates the K-pop world through its management of the superstar group BTS.The transaction was announced late Wednesday by Hybe America and QC Media Holdings, the label’s parent entity. The purchase price was not disclosed, but is estimated at around $300 million.“QC is one of the most significant independent labels in the world,” Braun said in a statement to The New York Times. “They not only distribute music, but they also distribute culture. Their artists are the voices of their communities.”The deal takes off the table one of the most coveted independent labels in music and expands the global repertoire of Hybe, which has only recently begun to look beyond the boundaries of K-pop.Since its founding in 2013, by Pierre Thomas (known as P) and Kevin Lee (Coach K), Quality Control has been behind the rise of rap acts like Migos, Lil Baby and Lil Yachty. Early on, the label mastered the promotion of music through streaming, adapting the fire-hose-of-content strategy that had long flourished in the world of semiofficial mixtapes.By early 2017, the label had scored a global smash with “Bad and Boujee,” featuring the idiosyncratic, stuttering flow of the trio Migos, with a guest appearance by the rapper Lil Uzi Vert. The song spent three weeks at No. 1 on Billboard’s Hot 100 chart. Lil Baby alone has garnered 37 billion streams of his catalog, according to Quality Control.Thomas and Lee will remain at the helm of the label, under the direction of Braun, they said.Braun became a power player in artist management after discovering a young Bieber on YouTube. In 2019, he came under the cross hairs of Taylor Swift fans when his entertainment company, Ithaca Holdings, bought her former label, Big Machine — including the rights to her first six studio albums — for more than $300 million, without Swift’s participation. Ithaca later sold Swift’s albums to another investor.In 2021, Braun joined Hybe after that company purchased Ithaca — which included Braun’s management deals, music publishing assets and the remainder of Big Machine — for just over $1 billion.“We want to take our brand worldwide and need partners with mind-sets like ours — ground up, self-made and building companies from nothing,” Thomas, Quality Control’s chief executive, said in a statement. “All of Hybe’s leaders are entrepreneurs with track records for finding, growing and amplifying their talent globally.”One question hanging over the deal is the future value of Migos, one of Quality Control’s biggest acts. One member, Takeoff, was killed in a shooting in November. A second, Offset, is suing Quality Control over ownership of his solo recordings. The third, Quavo, is managed by SB Projects, Braun’s company, which is part of Hybe America.Hybe’s deal for Quality Control is the latest in a string of transactions in which big music companies have scooped up smaller labels known for their close relationships with artists.In 2021, Warner Music Group paid $400 million for 300 Entertainment, which has released music by Megan Thee Stallion and Young Thug. That year, Sony Music also purchased a controlling stake in Alamo Records, whose acts include Lil Durk and Rod Wave; the value of that transaction was not disclosed, but is estimated at close to $200 million. More