Imagine: You want to buy a car. However, the dealer tells you that car isn’t for sale. Instead, they offer another option: You can’t own the car, but you can buy the dealership — and with it comes the right to control all the cars on the lot.

Such is the unusual scenario presented to would-be buyers of Paramount Studios. It’s among the many assets of Paramount Global, which include CBS, Paramount+, and cable channels like BET and Nickelodeon. The studio can’t be bought on its own — and buying Paramount Global as a unit would cost in the neighborhood of $30 billion.

However, might you be interested in buying National Amusements, Inc. (NAI), the Redstone Family-owned movie-theater chain that also holds about 77 percent of Paramount Global’s voting shares? It’s available for a few billion bucks.

NAI president Shari Redstone likely knows she should have gotten out of Paramount when the getting was good — or even decent. Since she re-merged Viacom and CBS in 2021, the company’s stock price has halved.

As first reported by Deadline and Puck, NAI held talks with David Ellison’s Skydance Media (backed by private-equity firm RedBird Capital Partners). A source close to the talks described it to IndieWire as “kicking the tires” rather than an active negotiation.

Tom Cruise plays Capt. Pete "Maverick" Mitchell in Top Gun: Maverick from Paramount Pictures, Skydance and Jerry Bruckheimer Films.
Paramount and Skydance recently teamed on “Top Gun: Maverick”Paramount Pictures

On Monday, the Wall Street Journal reported similar talks between National Amusements and Activision CEO Bobby Kotick. The New York Times reported Sunday that Redstone also discussed a deal earlier this year with Netflix, Apple, and Amazon (among others) — new-school tech giants that would love an old-school studio and for which money is no issue. Reps for Skydance/RedBird and NAI declined comment, and Activision Blizzard did not respond to our requests for comment.

Any deal, which centers entirely on an OK from Redstone, would give the buyer control over Paramount Global — but it would not give them Paramount Global. We’ll explain.

Shari, 69, is the daughter of late media mogul Sumner Redstone, who leveraged his own father’s regional theater chain into controlling interest of Paramount Global (fka ViacomCBS). The Redstone family and its trust, run by Shari, only owns about 10 percent of actual Paramount Global. Up until this point, Shari has been reluctant to sell — just like dad. But these are not Sumner’s good ol’ days.

She has the final call on Paramount Global corporate decisions like choosing its CEO and board of directors. Most relevant here, she gets to decide which Paramount assets stay and which go. A deal for NAI is a matter of Paramount control — not ownership.

Although Shari may not want to offer actual Paramount ownership, last month Paramount Global updated its senior leadership’s golden parachutes in the case of acquisition. If Paramount gets bought and CEO Bob Bakish is ousted, he now stands to receive $50 million — plus benefits. (Bakish has personally been signaling Paramount is for sale for a while now.)

WSJ also reported today that Paramount Global “has discussed laying off more than 1,000 workers early next year” — the kind of balance-sheet weight-loss that makes an asset more attractive to buyers. Reps for Paramount Global declined comment on this story.

A spitball estimate from Bill Cohan of Puck places Shari’s stake in NAI in the $2 billion range. (National Amusements is a privately held company, which place any and all estimates firmly in the spitball category.) That number is very doable for Ellison and RedBird (which, we’re told, has $10 billion of assets under management). However, as Cohan pointed out, that begs the question of why they’d want its “troubled movie theaters” and debt in exchange for, basically, decision-making. Analyst Rich Greenfield of LightShed Partners suggested on Tuesday just going after the Paramount voting shares — you know, if Shari would go for that — which he estimates would run “$1 billion-plus.”

Like the rest of us, Shari’s not getting younger. Unlike the rest of us, she has a multi-billion-dollar trust fund to consider for future generations of Redstones. The usually private executive has popped up more in public since the October 7 Hamas attacks on Israel; her future now seems more about philanthropy than media.

“There’s a decent chance a deal is done as we think the Redstone Trust may be ready to move on from operations to monetization,” Steven Cahall, an equity analyst at the bank Wells Fargo, wrote in a Monday note distributed to clients (obtained by IndieWire).

HOLLYWOOD, CA - JULY 14: General view of the Paramount Pictures film studio lot amid the historic joint WGA & SAG-AFTRA writers and actors strike on July 14, 2023 in Hollywood, California. (Photo by AaronP/Bauer-Griffin/GC Images)
The Paramount Pictures studio lot is worth “$1.5 billion-plus,” Rich Greenfield of LightShed Partners estimatesGC Images

At $2 billion, give or take, buying National Amusements would be a relative bargain. Wells Fargo pegs Paramount’s studios, its crown jewels, as worth $19 billion. Its linear assets and distribution platforms, properly separated, would ultimately add up to $13.5 billion. (CBS alone is $5 billion of that.)

Even Ellison and RedBird don’t have that kind of capital to throw around — not that they’d want to. “We don’t think strategic buyers are interested in [Paramount] as a whole, but rather just its studios,” Cahall wrote.

Greenfield concurs. “The problem is we do not see any obvious strategic buyers who would want all of Paramount,” he wrote in a Tuesday note (obtained by IndieWire).

Same, since both Redstone and Paramount know that selling its studio — even at a premium — would place its remaining assets in the bargain bin. Private equity’s plan is Paramount Global’s death sentence.

Of all the assets Sumner Redstone could never part with, the movies studio was non-starter no. 1. Shari appears to be honoring that wish — the WSJ said she is “adamant” Paramount Pictures not be sold on its own.

A buyer of Paramount Global would still have the Shari issue, albeit to a lesser degree. Her board and the non-voting shareholders would have to approve a deal. It may be trickier to navigate the FCC, which also gets a say.

Financially, Comcast could buy the whole damn thing today and Peacock would pluck itself for Paramount+ subscriber numbers. However, the government would have a real problem with a company like Comcast or Disney, which respectively own broadcast networks NBC and ABC, swooping in on the one that owns CBS.

Skydance doesn’t have the two-network problem; nor does fellow potential suitor Warner Bros. Discovery, but WBD is in an M&A timeout until April. No matter who the (theoretical) buyer, Greenfield advises to wait on a Black Friday deal; if you like PARA at $15 per share, you’d love it at $7. “What is the rush to buy Paramount now, especially if you are a financial buyer?” he wrote. “All signs point to legacy media worsening as we move into 2024.”

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