Project Rise Partners Champions Superior Offer for Paramount
Project Rise Partners Advocates for Paramount Shareholders
Project Rise Partners, commonly referred to as PRP, is taking a stand to support the New York City Employees Retirement System in a stockholder class action lawsuit against members of the special committee at Paramount Global. The lawsuit is focused on halting the planned acquisition of Paramount by Skydance Media, LLC, given the more favorable offer presented by PRP.
Understanding the Legal Context
The case, known as New York City Employees' Retirement System, et al. v. Byrne, et al., Case No. 2025-0126-KSJM, is filed in the Court of Chancery of Delaware and involves various pension systems from New York City. It argues that Paramount’s board has a fiduciary duty to evaluate PRP's proposal despite obligations to Skydance. The goal is to ensure that shareholders' interests take precedence in this acquisition discussion.
The Competitive Edge of PRP’s Proposal
Moses Gross, Co-Chairman of PRP and Managing Trustee of the Malka Investment Trust, emphasizes that PRP’s offer is significantly better for shareholders. PRP is prepared to match Skydance's bid for Paramount Class A shares, while offering $19 per share for Class B shares, totaling approximately $8.74 billion. This offer represents a 30% premium over Skydance's proposal and about 70% more than the recent trading price that stood at $11.30.
A Vision for Paramount's Future
Daphna Edwards Ziman, Co-Chairman of PRP, underscores that the organization's commitment reaches beyond just monetary compensation. PRP aims to revitalize Paramount and its subsidiary, CBS, to create exciting new ventures within the entertainment sector. This includes plans for a new entertainment district in Los Angeles, dubbed Paramount City, which would not only enhance Paramount's brand but also generate jobs and economic stimulation.
Choosing the Right Path for Paramount
The acquisition agreement with Skydance raises concerns regarding the financial implications for Paramount's public shareholders. The deal involves a hefty $4.75 billion expenditure, which drastically reduces the percentage equity available for public stockholders after the transaction is complete. In contrast, PRP pledges to maintain a majority of the Class B stock in public hands, thus preserving investor interests.
A Call for Consideration of PRP's Offer
Gross has expressed hope that the court will rule favorably for the New York City pension systems and that the Special Committee at Paramount will seriously consider PRP’s advantageous proposal. The readiness to engage in discussions is a testament to PRP’s commitment to a transparent acquisition process that prioritizes the welfare of shareholders.
About Project Rise Partners
Project Rise Partners is comprised of Rise Beyond LLC, a special purpose entity established for the acquisition of Paramount Global. PRP formulated and subsequently enhanced its offer throughout recent months and has secured funding commitments that could reach up to $8.8 billion. The strategy outlines a broad vision for growth, capitalizing on expertise in various domains including content creation, real estate, technology, and more.
Frequently Asked Questions
What is the primary objective of Project Rise Partners?
Project Rise Partners aims to secure a favorable acquisition of Paramount Global that benefits shareholders ultimately, providing a better offer than the proposed Skydance media deal.
What are the key components of PRP's offer?
PRP focuses on offering $19 per share for Paramount's Class B stock, which is significantly higher than the competing offer from Skydance Media.
How does PRP plan to enhance Paramount's brand?
PRP plans to establish Paramount City, a new entertainment hub in Los Angeles, supporting various creative endeavors and job creation.
Why is the lawsuit significant?
The lawsuit aims to ensure that the Paramount board respects their fiduciary duties and considers the superior offer from PRP rather than proceeding with Skydance’s less favorable deal.
What can shareholders expect from PRP's acquisition strategy?
Shareholders can expect a more robust commitment to their interests, with PRP promising to keep a majority of the Class B shares available for public stockholders, unlike the potential dilution seen with Skydance's proposal.
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