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Viacom, CBS Complete Separation of Businesses
3 Jan 2006
Creighton O'M. Condon, Christa A. D'Alimonte, Stephen T. Giove, Linda E. Rappaport

Shearman & Sterling has advised Viacom Inc. on the division of its businesses into separate publicly traded companies:  CBS Corporation and "new" Viacom Inc.  The separation of Viacom, which had a market capitalization of more than $50 billion just prior to the separation, is the largest transaction of its type ever completed.

CBS Corporation comprises the CBS Television Network and CBS Television Stations, UPN, CBS Radio, CBS Outdoor, Paramount Television, King World, Simon & Schuster, Showtime and Paramount Parks.  CBS Corporation will also include the operations of CSTV Networks when that acquisition closes early this month.

The "new" Viacom Inc. is made up of MTV Networks (MTV, VH1, Nickelodeon, Nick at Nite, Comedy Central, CMT: Country Music Television, Spike TV, TV Land and many other networks around the world), BET, Paramount Pictures, Paramount Home Entertainment and Famous Music.  The "new" Viacom has entered into an agreement to acquire Dream Works SKG, and that acquisition is expected to be completed in the first quarter of 2006.

The firm has enjoyed a strong relationship with Viacom and Sumner Redstone, Chairman of CBS Corporation and Chairman of Viacom Inc., for more than 15 years.

Shearman & Sterling lawyers on this transaction include partners Creighton Condon (New York - M&A), Jonathan Coppin (London - M&A), Christa D'Alimonte (New York - M&A), Stephen Giove (New York - Capital Markets) and Linda Rappaport (New York - Executive Compensation & Employee Benefits).