Bid includes an all-cash offer of up to $43 Billion

In the after-market hours on July 12, 2024, Apex Capital Trust, a conglomerate of financial institutions and financial services providers, submitted a competing offer to purchase Paramount Global shares (“Paramount”). The economic terms of the competing offer submitted by Apex include an all-cash offer with a total commitment of up to $43 Billion.

The offer was sent to National Amusements, Inc. (“NAI”) and to an investment firm retained by the Special Committee of Paramount’s Board on an exclusive basis to facilitate the “go-shop” provision of Paramount’s agreement with Skydance. Under the “go-shop” provision, Paramount has until August 21, 2024, to identify and evaluate competing offers that could be superior to Skydance’s deal.

“We are confident in the expertise of the investment firm and their willingness to move expeditiously and efficiently to evaluate this offer and submit it to the Special Committee of the Board of Paramount as a proposal that is substantially superior to the Skydance deal,” said Tatiana Logan, General Counsel for Apex Trust. “Paramount and its assets are a national treasure, and we intend to treat them accordingly. Paramount's global future is bright, but it requires resources, which we have and are enthusiastic to deploy, making it a win-win situation for all of Paramount’s stakeholders.”

Specifically, Apex offered:

  • To purchase 100% of the capital stock of NAI for a price that combines the value of NAI’s shares of Paramount’s Class A and Class B Common Stock at $35.03 and $23.28 per share, respectively, and an additional amount for other assets held by NAI, subject to fair market valuation of those assets.
  • To purchase 100% of the remaining Class A Common Stock shares from shareholders other than NAI at $35.03 per share (representing a 33% premium over the 52-week high price for Class A shares as quoted on NASDAQ as of the offer date).
  • To purchase from each shareholder (other than NAI) with Class B shares 69% or more (at the shareholder’s election) of such shareholder’s Class B shares at $23.28 per share, representing a 33% premium over the 52-week high price for these shares as quoted on NASDAQ as of the date of the offer.
  • To assume Paramount’s debt totaling approximately $15.8 Billion.
  • To pay the break-up fee of $400,000,000 to Skydance.

The offered purchase price is contingent on Paramount retaining all its assets through closing (i.e., direct and indirect subsidiaries, affiliates, and material contracts).

In its offer, Apex emphasized that its priority in this transaction was to minimize personnel disruption and, to the extent possible, preserve Paramount’s existing workforce, whose efforts will be required to implement Apex’s business plan.

Apex also committed to infusing approximately $10 Billion into Paramount’s working capital post-closing for purposes of implementing its business plan for Paramount designed to achieve the following strategic goals:

  • Content creation, acquisition, protection and monetization
  • Cutting-edge innovation, technology, and AI, including quantum computing
  • Consumer focus
  • Global expansion
  • The hiring of additional team members

The leading investment firm facilitating the go-shop process has acknowledged receipt of this offer from Apex Trust. Apex is now looking forward to discussing the next steps in the offer discussion process.

Apex Capital Trust

Apex Capital Trust is a multinational holding company and a qualified institutional investor in key finance and fintech sectors. Apex holds a significant stake in banks, credit unions, trust companies, escrow and trustee services providers, investment advisory, financial and tax planning companies, corporate management and fiduciary services providers, fund administrators, credit card processing centers, cryptocurrency issuer, blockchain technology and digital asset management company, financial literacy program provider, identity theft protection company, and actively producing gold mines in the US, Canada, and Mexico.

Apex Trust has been expanding its investments in the high-tech industry by developing its proprietary technology and investing in other tech companies. Apex’s proprietary biometric technology is utilized on credit, debit, or other identification cards to significantly reduce or eliminate identity theft or other credit/debit card fraud. Apex has also developed proprietary technology for phone-to-phone sharing of battery charge and remote phone recharging. In a related investment, Apex Trust has acquired 40% ownership of Simmtronics, a multinational technology company manufacturing phones and other electronic devices, ranked #3 worldwide in tablet PCs, after Apple and Samsung. Apex intends to continue increasing its investments in the telecommunications and media sectors.

For more information , please visit www.apexcapitalbank.com, www.gbstus.com, www.genesistrust.io, www.iondigitalcorp.com, www.lifelock.norton.com, https://simmtronics.co.in or contact us at gc@apexcaptialmegatrust.com

Media Steven Weiss Rubenstein Public Relations 212.805.3062 sweiss@rubensteinpr.com