CBS Corporation

CBS Corporation is an American mass media corporation focused on commercial broadcasting, publishing, and television production, with most of its operations in the United States. The president, chief executive and executive chairman of the company is Leslie Moonves. Sumner Redstone, owner of National Amusements, controls CBS by way of his majority ownership of the company's Class A voting stock; he also serves as chairman emeritus.

It is currently the world's fifth largest entertainment company in terms of revenue, after NBCUniversal, The Walt Disney Company, WarnerMedia and 21st Century Fox. The company began trading on the NYSE on January 3, 2006. Until then, the corporation was known as Viacom, and is the legal successor to said company.[3] A new company, keeping the Viacom name, was spun off from CBS. CBS, not Viacom, retains control of over-the-air television (CBS, CW) and radio broadcasting, TV production and distribution, publishing, pay-cable, basic cable (Pop), and recording formerly owned by the larger company. CBS has its headquarters in the CBS Building (colloquially called "Black Rock"), Midtown, Manhattan, New York City, United States.[4]

CBS Corporation
Public
Traded as NYSECBS.A (Class A)
NYSECBS (Class B non voting)
S&P 500 component (CBS)
Industry Mass media
Predecessors Viacom Inc.
Westinghouse Electric Corporation
Founded January 8, 1886
(Westinghouse Electric)
1997
(first era)
January 3, 2006
(relaunched as CBS Corporation)
Headquarters CBS Building
Manhattan, New York, U.S.
Area served
Worldwide, with main operations in United States and Australia
Key people
Leslie Moonves
(Chairman, President, & CEO)
Joseph R. Ianniello
(COO)
Lawrence Liding
(Executive VP & Controller)
Products Movie production, TV production, Broadcasting, Cable television, Record label, Publishing, Internet
Revenue Increase US$ 13.69 billion (2017)
Decrease US$ 2.42 billion (2017)
Decrease US$ 357 million (2017)
Total assets Decrease US$ 20.84 billion (2017)
Total equity Decrease US$ 1.98 billion (2017)
Owner National Amusements (80%)
Number of employees
~12,700 (2017)
Divisions CBS Entertainment
CBS Cable Networks
CBS Publishing
CBS Local Broadcasting
Subsidiaries CBS Broadcasting
CBS Interactive
CBS Records
CBS Sports Network
CBS Television Distribution
CBS Television Studios
CBS Films
Westinghouse Licensing
Showtime Networks
Simon & Schuster
Digital assets of TV Guide
The CW (50%)
Pop TV (50%)
Full list of assets here
Website www.cbscorporation.com
Footnotes / references
[N 1][1][2]

Background

Viacom was created in 1971 as the television syndication division of CBS, and was spun off in 1971. However, in 1999, Viacom acquired its former parent, by this time also named CBS Corporation, formerly Westinghouse Electric. The prior CBS Corporation also owned CMT and The Nashville Network (now Paramount Network), which remained Viacom properties after the 2005 split, but the prior CBS did not own UPN, Showtime, Paramount Television, Paramount Parks, or Simon and Schuster.

History

In March 2005, Viacom announced plans of looking into splitting the company into two publicly traded companies, amid issues of the stock price stagnating (although it was alleged that another main force behind the split was the Super Bowl XXXVIII halftime show controversy, which led to MTV not being allowed to produce any more halftime shows, they had also produced the show for Super Bowl XXXV, the first Super Bowl CBS aired since regaining NFL rights and becoming MTV's corporate sibling).

Viacom-old
Old separate Viacom logo (1990-2006).

On June 14, 2005, the Viacom board of directors approved the split of the company into two firms.[5] The CBS Corporation name would be revived for one of the companies, to be headed by longtime television executive (and Viacom co-President) Leslie Moonves, and would include CBS, UPN, Infinity Broadcasting, Viacom Outdoor, Showtime Networks, and Paramount's television studio.

The split was structured such that the new Viacom was spun off from the old Viacom, which was renamed CBS Corporation. In a sense, this was a repeat of the 1971 spinoff. However, in this case, CBS retained virtually all of the prior firm's broadcast TV assets, including its various syndication companies.

With the split, the two new companies began trading on the NYSE on January 3, 2006. Investors anticipated Viacom benefiting from the split, but instead, it dropped approximately 20 percent, while CBS rose 9 percent.[6]

Announced in January 2006, CBS and DIC Entertainment signed a multi-year deal in which DIC bought the Saturday morning airtime as "CBS's Saturday Morning Secret Slumber Party". In June 2006, DiC added a production partner AOL's KOL. Thus block would be called "KOL's Saturday Morning Secret Slumber Party on CBS".[7]

The CW
The CW logo

On January 24, 2006, CBS Corporation, and Warner Bros. announced that they were to create a new broadcast network, The CW Television Network. The network officially debuted on September 18, 2006. The network formally debuted on September 20 with the 2 hour premiere of America's Next Top Model. The network is the result of a merger of The WB (a Warner Bros. holding) and UPN (a CBS Corporation holding). CBS Corporation and Time Warner each own 50% of the network. Tribune Broadcasting (which previously owned a 25% stake on The WB) and CBS Corporation will contribute its stations as new network affiliates.

Three days after the announcement of The CW, on January 27, CBS announced that it was selling its Paramount Parks division. On May 23, 2006, CBS Corporation sold Paramount Parks to the Cedar Fair Entertainment Company. With this acquisition, Cedar Fair became the third-largest theme park operator.[8] On June 30, 2006, Cedar Fair announced that it has completed its acquisition of Paramount Parks from CBS Corporation in a cash transaction valued at US$1.24 billion. The transaction included a 10-year license that allowed Cedar Fair to use the Paramount name in the parks through the 2017 season.[9]

On February 7, 2007, CBS announced it was selling seven stations in Providence, Rhode Island, Austin, Texas, Salt Lake City and West Palm Beach, Florida to Cerberus Capital Management for US$185 million.[10] It sold another station, WFRV-TV in Green Bay, Wisconsin, and its satellite station, WJMN-TV in Escanaba, Michigan, to Liberty Media on February 13, 2007.[11] News reports estimate the deal at about US$234 million. CBS is swapping the stations and US$170 million in cash for 7.59 million shares of CBS common stock held by Liberty Media.

  • February 26: CBS announced that it will invest in Electric Sheep, which is a virtual world content developer. CBS hired Electric Sheep to develop some projects, including the creation of "The L-Word in Second Life". CBS also shot a commercial within the virtual world Second Life so to promote its show Two and a Half Men. Another project that Electric Sheep is working on for CBS is a Star Trek-themed area in Second Life. By investing in Electric Sheep, CBS hopes to expand its activity "beyond the living room".[12]
  • March 20: CBS/CSTV announced it had acquired an online high school sports network, MaxPreps.[13]
  • April 12: CBS Corporation announces the creation of the CBS Interactive Audience Network.[14]
  • May 30: CBS Interactive announced that it had bought Last.fm for £140 million.[15]

2008

  • May 15: CBS Interactive announced that it had agreed to buy CNET Networks for $1.8 billion, with the deal due to close in the third quarter of 2008.[16] During the July 2nd noon broadcast, KYW-TV, a CBS owned-and-operated station in Philadelphia, announced that its parent acquired CNET and was putting it under CBS Interactive.[17]

2013

  • February 14 CBS acquires a minority stake in AXS TV in exchange for programming and marketing.[18]
  • March 26 CBS and Lionsgate enter a 50/50 joint venture to operate the TV Guide Network (TVGN) and TVGuide.com.[19][20]
  • May 31 CBS buys the remaining half of TV Guide Digital from Lionsgate. The latter still retains its share of TVGN.[21]
  • July 16 CBS agreed to sell CBS Outdoor International to Platinum Equity for about $225M.[22]

2014

  • March 28 CBS Outdoor division begins trading as a separate company on the NYSE under "CBSO". CBS Outdoor would be fully divested from CBS by July into an independent real estate investment trust, renamed as Outfront Media.

2017

  • February 2 CBS Corporation announces the sale of CBS Radio to Entercom, making that company the 2nd-largest owner of radio stations in the United States.[23]
  • August 28 CBS Corporation announces the purchase of Australian broadcaster Network Ten. The network was previously in voluntary administration.[24]

Possible re-merger with Viacom

In September 29, 2016, National Amusements sent a letter to the company and CBS Corporation, encouraging the two companies to merge back into one company.[25] On December 12, the deal was called off.[26]

On January 12, 2018, CNBC reported that Viacom had re-entered talks to merge back into CBS Corporation, after Disney's proposed acquisition of 21st Century Fox assets and the heavy competition from companies such as Netflix and Amazon.[27] Shortly afterward, it was reported that the combined company could be a suitor for acquiring the film studio Lionsgate (which currently handles U.S distribution and global sales for CBS Films[28]).[29]

On March 30, 2018, CBS made an all-stock offer slightly below Viacom's market value, and insisting that its existing leadership, including long-time chairman and CEO Leslie Moonves, oversee the re-combined company. Viacom rejected the offer as being too low, requesting an increase by $2.8 billion, and requesting that Bob Bakish be maintained as president and COO under Moonves. It was reported these conflicts had resulted from Shari Redstone seeking more control over CBS and its leadership.[30][31]

Eventually, on May 14, 2018, CBS Corporation sued its and Viacom's parent company National Amusements and accused Shari Redstone of abusing her voting power in it and forcing a merger that was not supported by it or Viacom.[32][33] CBS also accused Redstone of discouraging Verizon Communications from acquiring it, which could have been beneficial to its shareholders.[34]

On May 23, Leslie Moonves stated that he considered the Viacom channels to be an "albatross," and while he favors more content for CBS All Access, he believes that there are better deals for CBS than the Viacom deal, such as Metro-Goldwyn-Mayer, Lionsgate or Sony Pictures Entertainment. Moonves also considered Bakish a threat because he does not want an ally of Shari Redstone as a board member of the combined company.[35]

Corporate governance

The board of directors of CBS Corporation include:

See also

Notes

  1. ^ The Viacom-CBS split was structured in such a way that the existing company (Viacom) changed its name to CBS Corporation, while the new Viacom is actually a newly founded spin-off company. For this reason, the newly rechristened CBS Corporation is actually the same company (Viacom) that was founded in 1986. The 1986 Viacom, in turn, was the successor to a previous company also known as Viacom and founded in 1971.

References

  1. ^ Miglani, Jitender (October 19, 2016). "How CBS Makes Money? - Revenues & Profits". Retrieved December 30, 2016.
  2. ^ "US SEC: Form 10-K CBS Corporation". U.S. Securities and Exchange Commission. Retrieved February 25, 2018.
  3. ^ "Certain Federal Income Tax Information Regarding the Separation of Viacom Inc" (PDF). CBS Corporation. January 12, 2006. Archived from the original (PDF) on 2008-06-25. Retrieved 2008-11-30.
  4. ^ "Contact Info Archived November 29, 2009, at the Wayback Machine.." CBS Corporation. Retrieved on November 3, 2009.
  5. ^ Fabrikant, Geraldine (June 15, 2005). "viacom board agres to split of company". The New York Times. The New York Times Company. Retrieved July 28, 2014.
  6. ^ Fabrikant, Geraldine (July 22, 2006). "a surprise after the spli: viacom struggles as cbs holds its own". The New York Times. The New York Times Company. Retrieved July 28, 2014.
  7. ^ Consoli, John (June 21, 2006). "DIC, KOL to Produce On CBS". MediaWeek. Archived from the original on July 13, 2006. Retrieved November 30, 2008.
  8. ^ News, Bloomberg (23 May 2006). "CBS to Sell Amusement Parks to Cedar Fair". The New York Times. The New York Times Company.
  9. ^ L.P., Cedar Fair,. "Cedar Fair, L.P. Completes Acquisition of the Paramount Parks". www.prnewswire.com.
  10. ^ "CBS Corporation To Sell Local TV Stations In Four Markets To Cerberus Capital Management, L.P". CBS Corporation. February 7, 2007. Archived from the original on January 11, 2009. Retrieved December 27, 2008.
  11. ^ "Liberty Media and CBS Corporation Agree to Exchange CBS Shares Held By Liberty". libertymedia.com. February 13, 2007. Retrieved December 2, 2016.
  12. ^ "CBS Invests in Virtual World Content Developer". Archived from the original on July 26, 2007.
  13. ^ "CBS Corporation acquires MaxPreps, the leading nationwide high school sports network online; business to be part of CSTV: College Sports Television". CBS Corporation. March 20, 2007. Retrieved January 2, 2012.
  14. ^ "CBS Corporation announces the creation of the CBS Interactive Audience Network". CBS Corporation. April 12, 2007. Retrieved January 2, 2012.
  15. ^ Music site Last.fm bought by CBS, BBC, May 30, 2007
  16. ^ CBS Corporation to acquire CNET Networks, inc. Archived May 18, 2008, at the Wayback Machine., CBS Press Release, May 15, 2008
  17. ^ "CNET's Content To Boost CBS Coverage". KYW-TV. New York: CBS Television Stations. July 2, 2008. Retrieved December 27, 2008.
  18. ^ Bond, Paul (February 14, 2013). "CBS Takes Stake in AXS TV". The Hollywood Reporter. Eldridge Industries. Retrieved December 3, 2016.
  19. ^ Andreeva, Nellie. "CBS Poised To Buy Half Of TV Guide, Partner With Lionsgate." Deadline Hollywood (March 22, 2013)
  20. ^ Andreeva, Nellie. "It’s Official: CBS Acquires Half Of TV Guide, Partners With Lionsgate." Deadline Hollywood (March 26, 2013)
  21. ^ Andreeva, Nellie. "It’s Official: CBS Takes Full Control Of TVGuide.Com, Acquiring Lionsgate’s 50%." Deadline Hollywood (May 31, 2013)
  22. ^ "CBS Sells Overseas Billboard Business". Deadline Hollywood. Penske Media Corporation. Retrieved July 16, 2013.
  23. ^ Lieberman, David (February 2, 2017). "CBS Agrees To Merge Radio Business With Entercom". Deadline Hollywood. Penske Media Corporation.
  24. ^ "Ten Network to be purchased by US giant CBS". ABC News. Australian Broadcasting Corporation. August 28, 2017. Retrieved August 28, 2017.
  25. ^ "National Amusements Proposes Viacom, CBS Reunion, Cites "Substantial Synergies"". The Hollywood Reporter. Retrieved 2016-10-13.
  26. ^ "Shari Redstone withdraws CBS-Viacom merger proposal". Retrieved 2016-12-17.
  27. ^ Wang, Christine (2018-01-12). "Viacom, CBS shares surge after report Shari Redstone pursuing merge of companies". CNBC. Retrieved 2018-01-12.
  28. ^ "Lionsgate Takes Over CBS Films' Distribution & Global Sales". Deadline Hollywood. Penske Business Media. November 13, 2014. Retrieved November 13, 2014.
  29. ^ "Lionsgate Ripe For Takeover As Amazon, Verizon and CBS-Viacom Emerge As Potential Suitors". Deadline Hollywood. Retrieved 2018-01-19.
  30. ^ "Moonves vs. Redstone: Inside the Poisonous War for Control of CBS and Viacom". The Hollywood Reporter. Retrieved 2018-04-11.
  31. ^ Littleton, Cynthia (2018-04-11). "Could CBS-Viacom Strife Cause Leslie Moonves to Walk Away?". Variety. Retrieved 2018-04-11.
  32. ^ "CBS Sues Redstones' Firm in Escalation of Longstanding Fight". Bloomberg.com. 2018-05-14. Retrieved 2018-05-14.
  33. ^ Chmielewski, Dawn C. (2018-05-14). "National Amusements Fires Back At CBS Suit, Says It's "Outraged" By Allegations". Deadline. Retrieved 2018-05-14.
  34. ^ Chmielewski, Dawn C. (2018-05-14). "Verizon Expressed Interest In Acquiring CBS Before Viacom Talks Heated Up". Deadline. Retrieved 2018-05-26.
  35. ^ Bond, Paul (2018-05-23). "Behind Leslie Moonves' Crusade to Save CBS From Viacom". The Hollywood Reporter. Retrieved 2018-05-26.

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