VIACOMCBS INC. (Exact Name of Registrant As Specified in Its Charter)
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2021 VIACOMCBS INC. (Exact name of registrant as specified in its charter) Delaware 001-09553 04-2949533 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) IdentificationNumber) 1515 Broadway New York, New York 10036 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (212) 258-6000 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Trading Name of each exchange Title of each class Symbols on which registered Class A Common Stock, $0.001 par value VIACA The Nasdaq Stock Market LLC Class B Common Stock, $0.001 par value VIAC The Nasdaq Stock Market LLC 5.75% Series A Mandatory Convertible Preferred Stock, $0.001 par value VIACP The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 2.02 Results of Operations and Financial Condition. On May 6, 2021, ViacomCBS Inc. issued a press release announcing earnings for the first quarter ended March 31, 2021. A copy of the press release is furnished herewith as Exhibit 99 and is incorporated by reference herein in its entirety. The information furnished pursuant to this Item 2.02, including Exhibit 99, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filings under the Securities Act of 1933 or the Securities Exchange Act of 1934. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit 99 Press release of ViacomCBS Inc., dated May 6, 2021, announcing earnings for the first quarter ended March 31, 2021. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. VIACOMCBS INC. By: /s/ Christa A. D’Alimonte Name: Christa A. D’Alimonte Title: Executive Vice President, General Counsel and Secretary Date: May 6, 2021 Exhibit 99 AddedVIACOMCBS 6M Global REPOR StreamingTS Q1 Subscribers 2021 EARNINGS to Reach RESUL 36M TTSotal Drove Streaming Robust Subscribers Global Streaming in the Quarter Revenue, and Growth, Increased up 65%Global Year Pluto-Over TV-Y MAUsear, Fueled by 6M by toStrong Reach Increases Nearly 50M in Users Global and MAUs Product Delivered Monetization 69% theYear Continued-Over-Year Domestic Growth inGrowth Streaming and International Subscription ExpansionRevenue, Drivenof Pluto by TV the Increased Significant Advertising Momentum Revenue of Paramount+ 21% Year Generated-Over-Year 62% and Y Afearfiliate-Over Revenue-Year Growth 5% Y inear Streaming-Over-Year Advertising, Both Exclude Revenue, Streaming Reflecting MARevenueY 6, 2021 Achieved † Non-GAAP Strong T otalmeasures Company are detailedGrowth inin theRevenue, Supplemental Operating Disclosures Income, Adjusted at the end OIBDA, of this release. as well *Duringas Reported the fourthand Adjusted quarter Dilutedof 2020, Earnings ViacomCBS Per Share entered EARNINGS into an agreement PRESS toRELEASE sell Simon | & GAAPSchuster 2021, which 2020 was B/(W) previously % Revenues reported $ 7,412as the $ Publishing 6,499 14 % segment. Operating Simon income & Schuster 1,528 902 has 69 been Net presented earnings fromas a discontinued continuing operations operation attributablein the company’ to ViacomCBSs consolidated 899 financial 501 79 Diluted statements EPS for from all continuingperiods. continuingoperations attributableoperations attributable to ViacomCBS to V iacomCBS1.42 0.81 75 961 Operating 690 39 Adjustedcash flow diluted from continuing EPS from operationscontinuing $operations 1,651 $ 357 attributable 362 % Non-GAAP† to ViacomCBS Adjusted 1.52 1.12 OIBDA 36 Free $ 1,627 cash $ flow 1,245 $ 1,58931 % Adjusted$ 306 419 net % earningsQ1 2021 from strongRESUL consumerTS* STA TEMENTresponse we FROM have Inseen Q1, is weevident accelerated in today’ ours numbersexpansion – inwe streaming have grown with global the launch streaming of Paramount+ revenue 65 furtherpercent enhancing year-over -yearViacomCBS’ and we added ecosystem 6M global of premium, streaming pay subscribers, and free services. driven Theby ourParamount+, differentiated to reach offerings, 36M streaming as well as subscribers our opportunities globally for. In growth addition, through we now Paramount+, have almost as we50M continue global Plutoto ramp TV the MAUs. availability Our early of live momentum sports, original in streaming series isand a testamentblockbuster to moviesthe breadth over and the relevancecourse of ofthe deliveryear. V iacomCBSfor our partners also achievedglobally. another“ ” BOB strong BAKISH quarter President of results & CEOin our QUAR advertisingTER ENDED and affiliate MARCH businesses, 31 $ IN which MILLIONS, continue EXCEPT to demonstrate PER SHARE the extraordinary AMOUNTS power of our company to reach audiences and partiallyREVENUE offset BY by TYPE lower Advertising linear impressions. revenue, Afwhichfiliate excludes revenue, streaming which excludes revenue, streaming grew 21% revenue, year-over increased-year, driven 5% year by-over CBS’-year broadcasts, reflecting of Super higher Bowl reverse LV compensationand NCAA Tournament and retransmission games, which fees, aswere well as Plutoexpanded TV, Paramount+distribution, partiallyand other of digitalfset by video a decline platforms. in cable Streaming subscribers. subscription Streaming revenue revenue grew rose 69% 65% year year-over-over-year-year:, reflecting Streaming 63% advertising growth in revenue global grewstreaming 62% subscribers.year-over-year VIACOMCBS, driven by advertising Q1 2021 on 167EARNINGS (166) (99) 2021 Licensing 2020 $ and B/(W) other % 1,839Advertising 1,651 188$ 2,681 11 T $otal 2,219 Revenues $ 462 21$ 7,412 % Af filiate$ 6,499 2,075 $ 913 1,968 14 % 107 QUAR 5 StreamingTER ENDED 816 494 MARCH 322 65 31 Advertising $ IN MILLIONS 428 265 OVER 163 62VIEW Subscription OF Q1 REVENUE388 229 159 GLOBAL 69 Theatrical 1 GlobalSTREAMING 36M PLUT HIGHLIGHTSO TV MAUs STREAMING Global 50M 6M+65% Nearly REVENUE YOY YOY +69% YOY STREAMING 6M +21% ADVER SUBSCRIPTIONTISING REVENUE* REVENUE YOY +62% +5% STREAMING AFFILIATE ADVER REVENUE*TISING YOY REVENUE *Excludes 2 STREAMING streaming revenue SUBSCRIBERS Global specials,streaming including subscribers the roseSuper to Bowl,36M in NCAA Q1, adding Tournament, 6M subscribers. UEFA Champions Subscriber League, additions Oprah in the with quarter Meghan were and led Harryby Paramount+. and The Grammy On Paramount+, Awards, as the well biggest as kids’ drivers content, of sign-ups including were programming live sports and from the Paramount+SpongeBob universesubscriber and engagement. iCarly, and Globallyoriginal programming,, Nickelodeon programmingincluding The wasStand a significantand Star T rek:driver Discovery of sign-ups. Original and engagement programming, on Paramount+. content from SHOWTIME cable brands andOTT Paramount delivered itsmovies best quarterdrove almost ever in half of Plutosign-ups, TV streamsMAUs grew and hours both domesticallywatched, driven and by internationally originals, including. Pluto TV Your international Honor and expansionShameless, continued, as well as launching theatricals. in Global France Pluto in Q1. TV MAUs rose to nearly 50M, adding 6M global MAUs in the quarter. z REPORTING SEGMENTS TV ENTERTAINMENT 3 THE #1 BROADCAST NETWORK IN PRIME Source: Based on Live+7 P2+ impressions; series claims based on new episodes only for 1Q’21. mainlyIn Q1, CBSdriven was by the CBS’ most-watched broadcasts ofnetwork tentpole in sportingPrime, Daytime events and and subscriber Late Night growth and claimed at Paramount+, the quarter partially’s top broadcast offset by program, the timing top of 3 licensing. dramas, top Advertising 5 comedies revenue, and top which news excludesmagazine. streaming Revenue revenue, grew 19% revenue,increased grew 40% 1year1% -overyear-over-year-year, reflecting, driven CBS’ by growth broadcasts in reverse of Super compensation Bowl LV and and NCAA retransmission Tournament fees. games, Streaming partially