DOCSLIB.ORG

As Filed with the Securities and Exchange Commission on October

Total Page：16

File Type：pdf, Size：1020Kb

Download full-text PDF Read full-text
As Filed with the Securities and Exchange Commission on October As filed with the Securities and Exchange Commission on October . , 1999 Registration No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------- FORM S-4 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 --------------- VIACOM INC. (Exact name of Registrant as specified in its charter) Delaware 4841 04-2949533 (State or other jurisdiction of (Primary Standard Industrial Classification (I.R.S. Employer Identification Number) incorporation or organization) Code Number) Viacom Inc. Michael D. Fricklas, Esq. 1515 Broadway Senior Vice President, General Counsel and Secretary New York, New York 10036 Viacom Inc. (212) 258-6000 1515 Broadway (Address, including zip code, and telephone number, New York, NY 10036 including area code, of Registrant's principal executive offices) (212) 258-6000 (Name, address, including zip code, and telephone number, including area code, of agent for service) ---------------- Copies To: Creighton O'M. Condon, Esq. Louis J. Briskman, Esq. Scott A. Barshay, Esq. Stephen T. Giove, Esq. Executive Vice President and Cravath, Swaine & Moore Shearman & Sterling General Counsel 825 Eighth Avenue 599 Lexington Avenue CBS Corporation New York, NY 10019 New York, NY 10022 51 West 52nd Street (212) 474-1000 (212) 848-4000 New York, NY 10019 (212) 975-4321 Approximate date of commencement of proposed sale to the public: As soon as practicable after this Registration Statement becomes effective and the conditions to consummation of the offer described herein have been satisfied or waived. If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. CALCULATION OF REGISTRATION FEE ================================================================================================================================= | | | | | | | | Title of Each Class of | Amount to Be | Proposed Maximum | Proposed Maximum | Amount of Securities to Be Registered | Registered (1) | Offering Price Per Share | Aggregate Offering Price(2) | Registration Fee(3) - --------------------------------------------------------------------------------------------------------------------------------- | | | | Class B Common Stock, par value | | | | $.01 per share................ | 896,743,992 | Not Applicable | $38,386,428,800 | $10,671,428 ==================================================================================================================================== (1) Based on the maximum number of shares of Viacom Class B Common Stock that may be required to be issued in connection with the merger, calculated as the product of (a) 826,492,158, which is the sum of (i) the number of shares of CBS Corporation common stock, par value $1.00 per share ("CBS Common Stock") outstanding on August 31, 1999, (ii) the number of shares of CBS Common Stock issuable pursuant to outstanding stock options through the date the merger is expected to be consummated, and (iii) the number of shares of CBS Common Stock otherwise expected to be issued prior to the date the merger is expected to be consummated and (b) the exchange ratio for the merger of 1.085 shares of Viacom Class B Common Stock for each outstanding share of CBS Common Stock. (2) Estimated solely for the purpose of calculating the registration fee required by Section 6(b) of the Securities Act of 1933, as amended (the "Securities Act"), and computed pursuant to Rule 457(f)(1) and Rule 457(c) thereunder on the basis of the market value of the CBS Common Stock to be exchanged in the merger, as the product of (a) $46.445 (the average of the high and low sales prices per share of CBS Common Stock as reported on the New York Stock Exchange Transactions Tape on September 30, 1999) and (b) 826,492,158, which is the sum of (i) the number of shares of CBS Common Stock outstanding on August 31, 1999, (ii) the number of shares of CBS Common Stock issuable pursuant to outstanding stock options through the date the merger is expected to be consummated and (iii) the number of shares of CBS Common Stock otherwise expected to be issued prior to the date the merger is expected to be consummated. (3) Pursuant to Rule 457(b) under the Securities Act, the registration fee is $10,671,428. The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until this Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine. PRELIMINARY PROXY STATEMENT -- SUBJECT TO COMPLETION ---------------------------------------------------- The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting and offer to buy these securities in any state where the offer or sale is not permitted. [LOGO] VIACOM INC. 1515 BROADWAY NEW YORK, NEW YORK 10036 October . , 1999 Dear Viacom Shareholder, As you no doubt have heard, Viacom and CBS have agreed to a merger which will create the world's leading company in the production, promotion and distribution of entertainment, news, sports and music. The new company, which will retain the Viacom name, will be the largest seller of advertising across the media landscape, with extraordinary assets in broadcast and cable television, a preeminent motion picture studio, the leading radio and outdoor media company, a world-class consumer publishing group, a leading regional theme park operation and a growing portfolio of Internet ventures. We have scheduled a special meeting to vote on the merger. The meeting will be held on . , 1999, at . , New York, N.Y., at . a.m., eastern standard time. Under the terms of the merger, CBS shareholders will have the right to receive 1.085 shares of Viacom Class B common stock for each share of CBS common stock that they own. Both Viacom Class A and Class B common stock and CBS common stock are primarily traded on the New York Stock Exchange. This merger advances the vision we share with CBS of building the preeminent global media and entertainment company. The new Viacom will have an unmatched wealth of content and a portfolio of the world's most powerful brands. The Board of Directors of Viacom has declared that the merger agreement is advisable and unanimously approved the merger agreement and unanimously recommends that you vote to adopt the merger agreement. National Amusements, Inc., which owns approximately 68% of Viacom's Class A common stock, has agreed to vote its shares in support of the merger. Therefore, approval of the merger by the shareholders of Viacom is assured. If you hold Viacom Class A common stock, even if you plan to attend the meeting, we urge you to mark, sign and return the enclosed proxy card promptly in the enclosed postage-paid envelope to ensure that your shares will be represented. If you do attend, you will be entitled to vote your shares in person. PRELIMINARY PROXY STATEMENT -- SUBJECT TO COMPLETION ---------------------------------------------------- If you hold Viacom Class B common stock, or you beneficially own shares of either class of common stock, and you plan to attend the meeting, please obtain an admission ticket in advance by sending a written request, along with proof of stock ownership, to Investor Relations, Viacom Inc., 1515 Broadway, 53rd floor, New York, NY 10036. The joint proxy statement/prospectus contains information about Viacom and CBS and describes the merger and certain related matters. Attached to the joint proxy statement/prospectus is a copy of the merger agreement, certain related agreements and the proposed new Restated Certificate of Incorporation. Please read this information carefully. I look forward to seeing you at the special meeting. Sincerely, Sumner M. Redstone Chairman and Chief Executive Officer For a discussion of risk factors which you should consider in evaluating the merger, see "Risk Factors" beginning on page . - ------------------------------------------------------------------------------- Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the securities to be issued in the merger or determined whether this joint proxy statement/prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The information in this preliminary joint proxy statement/prospectus is not complete and may be changed. We may not sell these securities or accept an offer to buy these securities until this preliminary joint proxy statement/prospectus is delivered in final form. This preliminary
Load more

Recommended publications
  • Joint Statement of Sumner M. Redstone Chairman and Chief Executive Officer Viacom Inc
    CORE Metadata, citation and similar papers at core.ac.uk Provided by Indiana University Bloomington Maurer School of Law Federal Communications Law Journal Volume 52 | Issue 3 Article 3 5-2000 Joint Statement of Sumner M. Redstone Chairman and Chief Executive Officer Viacom Inc. and Mel Karmazin President and Chief Executive Officer of CBS Corp. Summer M. Redstone Viacom Mel Karmazin CBS Follow this and additional works at: http://www.repository.law.indiana.edu/fclj Part of the Antitrust and Trade Regulation Commons, and the Communications Law Commons Recommended Citation Redstone, Summer M. and Karmazin, Mel (2000) "Joint Statement of Sumner M. Redstone Chairman and Chief Executive Officer Viacom Inc. and Mel Karmazin President and Chief Executive Officer of CBS Corp.," Federal Communications Law Journal: Vol. 52: Iss. 3, Article 3. Available at: http://www.repository.law.indiana.edu/fclj/vol52/iss3/3 This Article is brought to you for free and open access by the Law School Journals at Digital Repository @ Maurer Law. It has been accepted for inclusion in Federal Communications Law Journal by an authorized administrator of Digital Repository @ Maurer Law. For more information, please contact [email protected]. Joint Statement of Sumner M. Redstone Chairman and Chief Executive Officer Viacom Inc. and Mel Karmazin President and Chief Executive Officer of CBS Corp.* Viacom CBS I. INTRODUCTION ............................................................................. 499 II. DEPARTMENT OF JUSTICE REVIEW .............................................. 503 III. FEDERAL COMMUNICATIONS COMMISSION REVIEW ................... 507 I. INTRODUCTION On September 6, 1999, Viacom Inc. and CBS Corporation agreed to combine the two companies in a merger of equals. Sumner Redstone will lead the new company, to be called Viacom, in his continued role as Chairman and Chief Executive Officer, as well as majority shareholder.
    [Show full text]
  • Joint Statement of Sumner M. Redstone Chairman and Chief Executive Officer Viacom Inc
    Federal Communications Law Journal Volume 52 Issue 3 Article 3 5-2000 Joint Statement of Sumner M. Redstone Chairman and Chief Executive Officer Viacom Inc. and Mel Karmazin esidentPr and Chief Executive Officer of CBS Corp. Summer M. Redstone Viacom Mel Karmazin CBS Follow this and additional works at: https://www.repository.law.indiana.edu/fclj Part of the Antitrust and Trade Regulation Commons, and the Communications Law Commons Recommended Citation Redstone, Summer M. and Karmazin, Mel (2000) "Joint Statement of Sumner M. Redstone Chairman and Chief Executive Officer Viacom Inc. and Mel Karmazin esidentPr and Chief Executive Officer of CBS Corp.," Federal Communications Law Journal: Vol. 52 : Iss. 3 , Article 3. Available at: https://www.repository.law.indiana.edu/fclj/vol52/iss3/3 This Article is brought to you for free and open access by the Law School Journals at Digital Repository @ Maurer Law. It has been accepted for inclusion in Federal Communications Law Journal by an authorized editor of Digital Repository @ Maurer Law. For more information, please contact [email protected]. Joint Statement of Sumner M. Redstone Chairman and Chief Executive Officer Viacom Inc. and Mel Karmazin President and Chief Executive Officer of CBS Corp.* Viacom CBS I. INTRODUCTION ............................................................................. 499 II. DEPARTMENT OF JUSTICE REVIEW .............................................. 503 III. FEDERAL COMMUNICATIONS COMMISSION REVIEW ................... 507 I. INTRODUCTION On September 6, 1999, Viacom Inc. and CBS Corporation agreed to combine the two companies in a merger of equals. Sumner Redstone will lead the new company, to be called Viacom, in his continued role as Chairman and Chief Executive Officer, as well as majority shareholder.
    [Show full text]
  • The Viacom/Cbs Merger: Media Competition and Consolidation in the New Millennium
    S. HRG. 106–974 THE VIACOM/CBS MERGER: MEDIA COMPETITION AND CONSOLIDATION IN THE NEW MILLENNIUM HEARING BEFORE THE SUBCOMMITTEE ON ANTITRUST, BUSINESS RIGHTS, AND COMPETITION OF THE COMMITTEE ON THE JUDICIARY UNITED STATES SENATE ONE HUNDRED SIXTH CONGRESS FIRST SESSION ON MEDIA COMPETITION AND CONSOLIDATION ISSUES, FOCUSING ON THE PROPOSED ACQUISITION OF CBS BY VIACOM OCTOBER 28, 1999 Serial No. J–106–57 Printed for the use of the Committee on the Judiciary ( U.S. GOVERNMENT PRINTING OFFICE 71–576 CC WASHINGTON : 2001 VerDate 11-MAY-2000 13:24 Apr 06, 2001 Jkt 000000 PO 00000 Frm 00001 Fmt 5011 Sfmt 5011 MERGER SJUD4 PsN: SJUD4 COMMITTEE ON THE JUDICIARY ORRIN G. HATCH, Utah, Chairman STROM THURMOND, South Carolina PATRICK J. LEAHY, Vermont CHARLES E. GRASSLEY, Iowa EDWARD M. KENNEDY, Massachusetts ARLEN SPECTER, Pennsylvania JOSEPH R. BIDEN, JR., Delaware JON KYL, Arizona HERBERT KOHL, Wisconsin MIKE DEWINE, Ohio DIANNE FEINSTEIN, California JOHN ASHCROFT, Missouri RUSSELL D. FEINGOLD, Wisconsin SPENCER ABRAHAM, Michigan ROBERT G. TORRICELLI, New Jersey JEFF SESSIONS, Alabama CHARLES E. SCHUMER, New York BOB SMITH, New Hampshire MANUS COONEY, Chief Counsel and Staff Director BRUCE A. COHEN, Minority Chief Counsel SUBCOMMITTEE ON ANTITRUST, BUSINESS RIGHTS, AND COMPETITION MIKE DEWINE, Ohio, Chairman ORRIN G. HATCH, Utah HERBERT KOHL, Wisconsin ARLEN SPECTER, Pennsylvania ROBERT G. TORRICELLI, New Jersey STROM THURMOND, South Carolina PATRICK J. LEAHY, Vermont PETE LEVITAS, Chief Counsel and Staff Director JON LEIBOWITZ, Minority Chief Counsel and Staff Director (II) VerDate 11-MAY-2000 13:24 Apr 06, 2001 Jkt 000000 PO 00000 Frm 00002 Fmt 0486 Sfmt 0486 MERGER SJUD4 PsN: SJUD4 C O N T E N T S STATEMENTS OF COMMITTEE MEMBERS Page DeWine, Hon.
    [Show full text]
  • Federal Communications Commission Record FCC 95-360
    10 FCC Red No. 21 Federal Communications Commission Record FCC 95-360 involving assignment applications and pertaining to Fox©s Before the attributable status in its joint venture with Savoy Pictures Federal Communications Commission Entertainment, Inc.,2 and the other involving the renewal Washington, D.C. 20554 application of Fox©s WNYW(TV), New York, New York, and pertaining to Fox©s level of alien ownership. Having reviewed NBC©s dual allegations, we find they are without In re Application of merit. First, as to whether Fox holds an attributable inter est in its venture with Savoy, the Commission determined PARAMOUNT STATIONS GROUP that until it rules in its ongoing rule making proceeding concerning attribution rules in MM Docket No. 94-150, 10 OF PHILADELPHIA INC. FCC Red 3606 (1995), Fox©s interest in the venture is not (Assignor) attributable. BBC License Subsidiary L.P., FCC 95-179 (re leased April 27, 1995); BBC License Subsidiary L.P., FCC and FCC File No. BALCT-940928KF 95-364 (released August 18, 1995). Based on that holding, grant of this application, therefore, will not place Fox in FOX TELEVISION violation of the Commission©s national ownership rule, STATIONS INC. Section 73.3555(e) of the Rules, which limits a party to ownership and/or control of twelve television stations.3 Sec (Assignee) ond, in the recently concluded inquiry into Fox©s alien ownership, the Commission held that although Fox©s level For Assignment of of alien ownership exceeds the 25-percent statutory bench License of WTXF(TV), mark of Section 310(b), the unique equities of the case Philadelphia, Pennsylvania supported a determination that its ownership was in the public interest.
    [Show full text]
  • National Media Providers Sponsorship ID Comments
    Before the FEDERAL COMMUNICATIONS COMMISSION Washington, D.C. 20554 In the Matter of ) ) Sponsorship Identification Rules ) MB Docket No. 08-90 and Embedded Advertising ) ) COMMENTS OF THE NATIONAL MEDIA PROVIDERS American Advertising Federation Fox Entertainment Group American Association of Advertising Agencies Greater Media, Inc. Association of National Advertisers, Inc. Journal Broadcast Corporation Beasley Broadcast Group, Inc. LIN Television Corporation CBS Corporation Motion Picture Association of America Citadel Broadcasting Corporation NBC Universal, Inc. Debmar-Mercury Promotion Marketing Association Discovery Communications, Inc. Viacom Inc. Entercom Communications Corp. The Walt Disney Company Robert Corn-Revere Ronald G. London Amber L. Husbands DAVIS WRIGHT TREMAINE LLP 1919 Pennsylvania Avenue, N.W., Suite 200 Washington, D.C. 20006-3402 (202) 973-4200 Counsel September 22, 2008 TABLE OF CONTENTS Page INTRODUCTION AND SUMMARY........................................................................................ 1 I. ANY POLICY GOVERNING SPONSORSHIP IDENTIFICATION MUST TAKE INTO ACCOUNT THE PUBLIC INTEREST IN PRESERVING ADVERTISER-SUPPORTED MEDIA........................................................................... 7 A. The Communications Act Was Designed to Promote the Public Interest Via Commercially-Supported Media ................................................................... 8 B. Product Placement is a Necessary Response to a Changing Media Environment.....................................................................................................
    [Show full text]
  • CARTELS Beverley Moore a Thesis Submitted in Conformity
    THE EXTENT AND &PACI' OF COMMUNICATIONSCARTELS ON PUBLIC EDUCATION:1980 - 2000 Beverley Moore A thesis submitted in conformity with the requirements for the degree of Doctor of Philosophy Department of Cumculum, Teaching and Learning Ontario Institute for Studies in Education of the University of Toronto O Copyright by Beverley Moore 2000 National Library Bibliothèque nationale du Canada Acquisitions and Acquisitions et Bibliographie Services services bibliographiques 395 Wellington Street 395. rue Wellmgtm Ottawa ON K1A ON4 Ottawa ON K1A ON4 Canada Canada The author has granted a non- L'auteur a accordé une licence non exclusive licence aliowing the exclusive permettant à la National Library of Canada to Bibliothèque nationale du Canada de reproduce, loan, distribute or sel1 reproduire, prêter, distribuer ou copies of this thesis in microform, vendre des copies de cette thèse sous paper or electronic formats. la forme de microfiche/nlm, de reproduction sur papier ou sur format électronique. The author retains ownership of the L'auteur conserve la propriété du copyright in this thesis. Neither the droit d'auteur qui protège cette thèse. thesis nor substantial extracts fkom it Ni la thèse ni des extraits substantiels may be printed or othewise de celle-ci ne doivent être imprimés reproduced without the author's ou autrement reproduits sans son pernission. autorisation. THE EXTENT AND IMPACT OF COMMUNiCATIONS CARTELS ON PUBLIC EDUCATION: 198012000 BEVERLEY MOORE DOCTOR OF PHILA)SOPHY DEPARTMENT OF CURRICULUM, TEACHING AND LEARNING UNIVElRSITY OF TORONTO WW The phenomenal growth, consolidation and influence of corporate wntrol in the communications sphere is changing the very nature ofour systern of public education.
    [Show full text]
  • Television Stations 8/11/2018
    Florida Broadcasters DB 1922-2015 TELEVISION STATIONS 8/11/2018 Date of Original License or 2015 call 2015 visual On Air Subsequent (*noncomm Virtual Designated Market DMA 2015 city of Original Original power Original City of Original (1/1/xx is Subsequent Visual Pwr ercial) ch 2015 licensee Area (DMA) Rank license call channel (rounded) License county Original licensee default) Subseqent Licensees Channel (rounded) Subsequent Call WACX-TV 40 Associated Christian Television Orlando-Daytona 19 Leesburg WIYE-TV 55 221kw Leesburg Orange Sharp Communications (H. 3/6/1982 Associated Christian Television 81kw 1982; WACX-TV 1988 System Beach-Melbourne James Sharp pres/GM) System acq 6/8/1983 5000kw 1986 WALA-TV 10 Meredith Corporation Mobile AL-Pensacola Mobile, AL WALA-TV 10 Mobile, AL W.O. Pape 1/14/1953 Record incomplete since licensed in Alabama; Meredith Corporation acq 12/17/14 WAMI-TV 69 Unimas Miami Miami-Ft. Lauderdale 16 Hollywood WYHS-TV 69 4786kw Hollywood Broward Channel 69 of Hollywood 8/10/1988 HSN Broadcasting of Hollywood 5000kw WAMI-TV 1998 (HSN Silverking Florida aka SKFL Broadcasting 1990 Broadcasting Company, Partnership (HSN Eddie L. Whitehead Communications aka Silver King pres/GM) Communications, Jeff McGrath pres, Eddie L. Whitehead VP/GM) acq 12/21/1988; Univision Partnership of Hollywood, Florida aka TeleFutura Miami aka Unimas Miami (Univision Communications, Jim Miller chmn/pres, Chuck Budt VP/GM) acq 6/6/2001 WAWD-TV 58 Beach TV Properties Mobile AL-Pensacola 61 Fort Walton Beach WAWD-TV 58 490kw Fort Walton Beach Okaloosa Rainbow 58 Broadcasting 7/1/1991 Rainbow 58 Broadcasting aka Dark 1998, (Wendell M.
    [Show full text]
  • Before the FEDERAL COMMUNICATIONS COMMISSION· FCC 95-469 Washington, D.C
    Before the FEDERAL COMMUNICATIONS COMMISSION· FCC 95-469 Washington, D.C. 20554 In re Applications of ) ) STOCKHOLDERS OF CBS INC. ) (Transferor) ) ) and ) ) WESTINGHOUSE ELECTRIC ) CORPORATION ) (Transferee) ) ) For Transfer of Control of ) CBS, Inc. , Licensee of ) WCBS-TV, New York, New York ) File Nos. BTC, BTCH, BTCCT- WCBS(AM}, New York, New York ) 950803KF through 950803LI WCBS-FM, New York, New York ) KCBS-TV, Los Angeles, California ) KNX(AM), Los Angeles, California ) KCBS-FM, Los Angeles, California ) WBBM-TV, Chicago, Illinois ) WBBM(AM), Chicago, Illinois ) WBBM-FM, Chicago, Illinois ) WGPR-TV, Detroit, Michigan ) WWJ(AM), Detroit, Michigan ) WYST-FM, Detroit, Michigan ) WCCO-TV, Minneapolis, Minnesota ) KCCO-TV, Alexandria, Michigan ) KCCW-TV, Walker, Minnesota ) WCCO-AM, Minneapolis, Minnesota ) WLTE-FM, Minneapolis, Minnesota ) WFRV-TV, Green Bay, Wisconsin ) WJMN-TV, Escanaba, Michigan ) WPRI-TV, Providence, Rhode Island ) WGMP(AM), Philadelphia,. Pennsylvania ) WOGL-FM, Philadelphia, Pennsylvania · ) KCBS(AM), San Francisco, California ) KRQR-FM, San Francisco, California ) WOOS-FM, Boston, Massachusetts ) WARW-FM, Bethesda, Maryland ) KRRW-FM, Dallas, Texas ) KTXQ-FM, Fort Worth, Texas ) KKRW-FM. Houston, Texas ) 3733 KMOX(AM), St. Louis, Missouri ) KLOU-FM, St. Louis, Missouri ) MEMORANDUM OPINION AND ORDER Adopted: November 22, 199S Released: November 22, 199S . By the Commission: Chairman Hundt and Commissioners Quello, Barrett, Ness, and Chong issuing separate statements. Table of Contents Paragraph · Introduction 1 Petitions to Deny/Comments Standards of Review s UCC Petition to Deny 10 Spectrum and Serafyn Petition to Deny 20 Duquesne Light Company Comments 27 WARW(FM) Renewal Application/Petition to Revoke Procedure 31 Ukrainian Congress Petition to Deny 36 Multiple Ownership Matters 42 Radio Contour Overlap Rule 47 Chicago and Houston 49 TV Duopoly Rule S3 New York/Philadelphia SS Boston/Providence 61 One-to-a-Market Rule 67 Boston, Minneapolis; and Washington, D.C.
    [Show full text]
  • Securities and Exchange Commission Washington, D.C. 20549
    SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------ FORM 10-K ------------------------------- ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 1998 COMMISSION FILE NUMBER 1-9553 ------------------------ VIACOM INC. (Exact Name Of Registrant As Specified In Its Charter) ------------------------ Delaware 04-2949533 (State or Other Jurisdiction of (I.R.S. Employer Incorporation Or Organization) Identification No.) 1515 Broadway, New York, NY 10036 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (212) 258-6000 ------------------------ Securities Registered Pursuant to Section 12(b) of the Act: Name of Each Exchange on Title of Each Class Which Registered ------------------- ------------------------ Class A Common Stock, $0.01 par value American Stock Exchange Class B Common Stock, $0.01 par value American Stock Exchange Warrants Expiring on July 7, 1999 American Stock Exchange 6.75% Senior Notes due 2003 American Stock Exchange 7.75% Senior Notes due 2005 American Stock Exchange 8% Exchangeable Subordinated Debentures due 2006 American Stock Exchange 7.625% Senior Debentures due 2016 American Stock Exchange Securities Registered Pursuant To Section 12(g) of the Act: None (Title Of Class) Indicate by check mark whether registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes |X| No |_| Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
    [Show full text]
  • Paramount Pictures - Wikipedia, the Free Encyclopedia Paramount Pictures from Wikipedia, the Free Encyclopedia
    7/20/2014 Paramount Pictures - Wikipedia, the free encyclopedia Paramount Pictures From Wikipedia, the free encyclopedia Paramount Pictures Corporation (commonly known as Paramount Pictures Corporation Paramount Pictures or simply Paramount, and formerly known as Famous Players-Lasky Corporation) is a film studio, television production company and motion picture distributor, consistently ranked as one of the "Big Six" film studios of Hollywood. It is a subsidiary of U.S. media conglomerate Viacom, Paramount is a member of the Motion Picture Association of America (MPAA).[2] It has distributed various commercially successful film series, such as Shrek, Transformers, Mission: Impossible, Marvel Cinematic Type Subsidiary of Viacom Universe (2008–11), Titanic, Indiana Jones (1981–2008), The Godfather, Star Trek, Jack Ryan, Jackass, The Bad Industry Film News Bears, Beverly Hills Cop, "Crocodile" Dundee, Founded 1912 (as Famous Players Film Paranormal Activity, Friday the 13th and G.I. Joe. It's the Company) world's fourth oldest major film studio. 1914 (as Paramount Pictures) As of 2014, Paramount Pictures became the first big Headquarters Hollywood, California, Hollywood studio to distribute all its films in digital-form United States only.[3] Area served Worldwide Key people Brad Grey (Chairman and CEO) Contents Rob Moore (Vice Chairman) 1 History Frederick D. Huntsberry (COO) 1.1 1911–1920: Early history Mark Badagliacca 1.2 1921–1930: The rise (CFO) 1.2.1 Publix, Balaban and Katz, Adam Goodman[1] Loew's competition, and wonder President of Paramount Film Group theaters Products Motion pictures 1.3 1931–1940: Receivership Revenue $1.2 billion (2011) 1.4 1941–1950: United States v.
    [Show full text]
  • Figure 19.B Top 25 Television Groups Number of Stations Owned 1995-1999
    FIGURE 19.B TOP 25 TELEVISION GROUPS NUMBER OF STATIONS OWNED 1995-1999 TV Group 1995 1996 1997 1998 1999 Sinclair Broadcast Group Inc. 22 28 56 56 Paxson Communications Corp. 16 44 55 49 Hearst-Argyle Television Inc. 6 7 16 16 32 Ellis Acquisitions/Raycom Media2 22 26 23 30 Hicks, Muse, Tate &Furst Inc. 23 29 Fox Television Stations Inc.3 12 12 22 22 22 A.H. Belo Corp. 7 7 16 17 22 Gannett Broadcasting 10 15 18 19 21 Tribune Broadcasting Co. a 16 17 19 20 Paramount Stations Group Inc. 6 12 13 17 19 Clear Channel Communications 18 CBS Television Station Group4 7 14 14 14 14 NBC Inc. 6 11 11 12 13 USA Broadcasting/HSN, Inc./Silver King Broadcasting 12 16 17 13 13 Univision Communications Inc. 9 11 12 13 13 Young Broadcasting Inc. 13 15 15 13 Media General Broadcast Group 13 13 13 Cox Broadcasting Inc. 6 7 12 9 11 Meredith Broadcast Group 11 11 11 ABC Inc. (Disney)5 9 10 10 10 10 United Television Inc./Chris-Craft Industries Inc. 8 8 8 10 10 EW. Scripps Co. 9 9 10 9 10 Telemundo Group Inc. 6 8 8 8 a Shop at Home Inc. 6 Post-Newsweek Stations Inc. 6 6 6 6 6 Allbritton Communications Co. a 10 Granite Broadcasting Corp. 11 12 GroupW 8 Hubbard Broadcasting 9 LIN Television 9 9 New World 12 10 Providence Journal 11 11 Pulitzer Broadcasting Co. 10 10 10 9 Renaissance 9 River City Broadcastina 7 Notes: lHearst-Argyle was formed in 1997 with the merger of Argyle Television, Inc.
    [Show full text]
  • NTIA Special Publication SP-93-290 Globalization of the Mass Media
    • • • .. T OF COMME~CE U S DEPARTMEN I ommunicat1ons • • National Te .ec Administration and Info rmat1on NTIA Special Publication 93-290 GLOBALIZATION OF THE MASS MEDIA U.S. DEPARTMENT OF COMMERCE Barbara Hackman Franklin, Secretary Gregory F. Chapados, Assistant Secretary for Communications and Information, and Administrator, National Telecommunications and Information Administration JANUARY 1993 ~puty Assistant Secretary, ~puty Administrator Thomas J. Sugrue OFFICE OF POLICY ANALYSIS AND DEVELOPMENT Associate Administrator William F. Maher PROJECT TEAM Mark Bykowsky Cheryl Glickfield Lisa I. Leidig Carol E. Mattey Cynthia Nila PROJECT CONTRIBUTORS Office of Chuf Courzsel Office of International Affairs Alden Abbott Jean M. Prewitt Cheryl Kinsey Sharon Bywater Ann Moebes David A. Macuk Jana Gagner Diane E. V. Steinour Janet Hernandez Cover Design Tamera Finn Acknowledgements We would like to thank Janice Obuchowski, former Assistant Secretary for 'Communications and Infonoation and Administrator, who initiated this report, for her vision and guidance. We acknowledge Julian Shepard and Lisa Suits for co-authoring the Notice to this report, and Lisa Suits for her work on early drafts of this report. We thank Michael K. Kirk, Michael S . Keplinger, and Susan 0. Mann of the U.S. Patent and Trademark Office for their advice on and contributions to the discussion of international copyright issues. We also thank Art Altenburg, Joe Gattuso, Jim Mcconnaughey, Charla Rath, Mary Stewart, and Prof. Samuel Holvey's Graphic Arts class at the Corcoran School of Art, and all others who provided suggestions, input, and assistance. EXECUTIVE SUMMARY The products of the U.S. electronic mass media industry -- films, video and radio programming, and recorded music -- are vehicles through which ideas, images, and information are dispersed across the United States and throughout the world.
    [Show full text]