Paramount-Skydance merger (closed August 2025): the David Ellison three-way deal that took control from Shari Redstone
On July 2, 2024, Skydance Media and Paramount Global announced an agreement for a three-way merger between Skydance, Paramount, and National Amusements (the Redstone-family holding company that controlled Paramount through high-vote shares). The deal valued Skydance at $4.75 billion in the merger consideration; the Skydance Investor Group (Ellison Family and RedBird Capital Partners) invested an additional $2.4 billion to acquire National Amusements and $4.5 billion in stock-and-cash for publicly-traded Paramount shares. After a year of regulatory review including FCC approval on July 24, 2025, Paramount Skydance was formed on August 7, 2025 with David Ellison as Chairman and CEO and Jeff Shell as President. Lawrence Ellison (Oracle co-founder, David's father) holds approximately 33 percent economic and 39 percent voting interest in Skydance, making the deal effectively a Ellison-family acquisition of a major US media company. The case is the largest recent example of a family-controlled media company transferring control through a complex three-way structure.
- Story: Paramount Global faces strategic pressure from streaming losses and declining linear TV revenue. Skydance Media (David Ellison) agreed to merge with Paramount July-August 2024 in ~$8B+ deal. Multiple rounds of negotiation including initial special committee rejection.
- Why it matters: Paramount-Skydance is a defining recent media consolidation case — demonstrating strategic pressure from streaming losses drives consolidation in legacy media.
- Takeaway: Strategic pressure from streaming losses drives consolidation in legacy media.
- Takeaway: Deal processes with multiple stakeholders produce complex negotiations.
- Takeaway: Family-wealth-backed deals can succeed where pure-financial deals can't.
Paramount-Skydance merger — the four-step story
Paramount-Skydance by the numbers
Quick facts
Where Paramount was in 2023-2024
Paramount Global (previously ViacomCBS, formed by the December 2019 re-merger of CBS and Viacom) was under significant strategic and financial pressure through 2022-2024. The streaming business (Paramount+ plus Pluto TV) was losing money. Linear TV (CBS, Showtime, Comedy Central, MTV, BET, others) was experiencing the cord-cutting decline that the broader pay-TV industry faced. The cable-affiliate-fee revenue that had supported the legacy media operations was eroding. Significant debt and limited ability to take on more debt constrained the strategic options. The stock had declined substantially from 2021 highs.
Shari Redstone, daughter of the late Sumner Redstone, controlled Paramount through National Amusements (NAI), which held the high-vote Paramount shares. Through 2023-2024 NAI and Shari Redstone explored strategic alternatives including selling NAI, selling Paramount, and merging Paramount with various potential partners. Multiple bidders engaged in different phases: Skydance Media (Ellison-led), Apollo Global Management, and others. The Skydance offer eventually became the accepted proposal.
The July 2024 deal announcement and structure
On July 2, 2024 (preliminary) and July 7-8, 2024 (definitive) Skydance and Paramount announced the three-way merger structure. The structure had three components. First, Skydance Media (David Ellison-founded production company with credits including Top Gun: Maverick and a long working relationship with Paramount) would merge into Paramount Global in an all-stock transaction valuing Skydance at $4.75 billion. Second, the Skydance Investor Group (Ellison Family and RedBird Capital Partners) would invest $2.4 billion to acquire National Amusements from the Redstone family. Third, the Investor Group would provide $4.5 billion in stock and cash consideration for the publicly-traded Paramount shares.
The structure was designed to give the Skydance Investor Group control of the combined company while providing public shareholders with a partial cash exit and the Redstone family with substantial cash for NAI. Lawrence Ellison's involvement made the deal effectively a multibillion-dollar Ellison-family bet on US media. The strategic logic was that Skydance's production capabilities combined with Paramount's distribution scale (Paramount+, Pluto, CBS, Paramount Pictures, the music labels) could produce a meaningful entertainment-and-media operation, with cost reductions and operational discipline that Paramount alone had not been able to achieve.
The 2024-2025 regulatory review and August 2025 close
The regulatory review took approximately 13 months from announcement to close. The Federal Communications Commission approval (required for the transfer of broadcast licenses to a new owner) came on July 24, 2025. The political dimension of the review was substantive: Skydance committed to certain editorial-independence and content-policy commitments to satisfy FCC concerns about a new media-property owner. The DOJ antitrust review was less complex but also required.
Paramount Skydance was formed on August 7, 2025 with David Ellison as Chairman and CEO. Jeff Shell (former NBCUniversal CEO, more recently RedBird-affiliated) became President. The Redstone family exited the media business after a multi-decade era of Sumner-Redstone and Shari-Redstone-controlled Viacom-CBS-Paramount. The post-close strategy has emphasised cost reductions, content-portfolio rationalization, and continued investment in Paramount+ as the streaming franchise.
How RGM thinks about family-controlled media M&A
When clients ask about M&A involving family-controlled media properties, the Paramount-Skydance case is the defining recent example of how complex such transactions can be. Three structural lessons. First, dual-class share structures (NAI holding the high-vote Paramount shares) make M&A negotiations multi-party rather than single-counter-party — the public-shareholder consideration, the family-holding-company consideration, and the deal-economics consideration all have to be balanced. Second, regulatory review for media M&A is substantively political — FCC, DOJ, and political stakeholders all have inputs that pure-commercial diligence does not capture. Third, the operational-strategic case after such transactions has to be credible to public shareholders who might otherwise feel they were minority-shafted by the family-shareholder exit; Skydance's public framing emphasized synergies and operational improvements specifically to address this concern.
The pattern is hard to copy without the Ellison-family scale of capital commitment. The Skydance Investor Group put more than $7 billion of equity capital into a single media-property transaction at a time when most strategic and financial buyers were reducing their media-property exposure. We tell clients considering family-controlled media acquisitions to expect 12-18 months between announcement and close (the Paramount-Skydance review took approximately 13 months) and to budget for the political dimension of the regulatory review as well as the commercial diligence.
Frequently asked questions
When did the Paramount-Skydance merger close?
August 7, 2025, after FCC approval on July 24, 2025. The deal was announced in July 2024, so the timeline from announcement to close was approximately 13 months. David Ellison became Chairman and CEO of the combined company (Paramount Skydance).
What were the deal economics?
Three-component structure. Skydance Media merged with Paramount Global in an all-stock transaction valuing Skydance at $4.75 billion. The Skydance Investor Group (Ellison Family + RedBird Capital Partners) invested $2.4 billion to acquire National Amusements from the Redstone family. The Investor Group also provided $4.5 billion in stock and cash consideration for the publicly-traded Paramount shares. Total Skydance Investor Group equity commitment was over $7 billion.
Who are the Ellisons?
David Ellison founded Skydance Media in 2010. He is Chairman and CEO of Paramount Skydance post-close. Lawrence Ellison (his father, Oracle co-founder) holds approximately 33 percent economic and 39 percent voting interest in Skydance, making the deal effectively an Ellison-family acquisition of a major US media company. David Ellison holds approximately 33 percent economic and 38 percent voting interest in Skydance.
Why did Shari Redstone agree to the deal?
After multiple bidders engaged through 2023-2024, the Skydance offer was the accepted proposal. The $2.4 billion National Amusements purchase price gave the Redstone family substantial cash for NAI. The strategic case (combined production-and-distribution scale) was credible even if not unanimously preferred by public shareholders. Some alternative bids (including from Apollo Global Management) were rejected.
What is the post-close strategy?
Cost reductions, content-portfolio rationalization, and continued investment in Paramount+ as the streaming franchise. Jeff Shell (former NBCUniversal CEO) became President to lead operational integration. The strategic case to public shareholders was synergies and operational improvements; the actual execution is being judged across multiple quarters post-close.
What about the editorial-independence commitments?
Skydance made certain editorial-independence and content-policy commitments to satisfy FCC concerns about a new media-property owner. The specific terms have been documented in FCC review materials. The commitments are intended to address concerns about political and content-policy direction under new ownership.
Sources & references
- Merger of Skydance Media and Paramount Global (Wikipedia) — Aggregated reference for the multi-step deal structure, timeline, and post-close composition.
- Paramount Skydance (Wikipedia) — Post-merger entity overview with leadership and shareholder structure.
- Skydance Closes Paramount Global Deal (Hollywood Reporter) — Hollywood Reporter coverage of the August 2025 close.
- Paramount signs off on merger with Ellison's Skydance (Washington Post, July 2024) — Washington Post coverage of the July 2024 deal announcement.
- Paramount Global Form 425 (SEC filing, July 2024) — SEC filing for the merger announcement and structure.
- David Ellison (Wikipedia) — Biographical and Skydance-history reference.