NEW YORK, Oct. 14 /PRNewswire-FirstCall/ -- Viacom Inc. (NYSE: VIA and VIA.B)
today announced the pricing of an underwritten public offering of 19,382,945
shares of Viacom's Class B common stock offered by National Amusements, Inc.
(NAI). The offering was priced at $28.25 per share, resulting in gross
offering proceeds to NAI of approximately $547.6 million (and could increase
to approximately $602.3 million if the underwriters' 30-day over-allotment
option is exercised in full). The offering is expected to close on or about
October 20, 2009, subject to customary closing conditions. Viacom did not
sell any shares in the offering and will not receive any of the proceeds from
NAI's sale of shares of Class B common stock in the offering.
Following the closing of the offering, and assuming the over-allotment option
is exercised in full, NAI will continue to have voting control of Viacom and
is expected to own approximately 79.87% of the voting Class A common stock.
NAI will not own any shares of the non-voting Class B common stock.
Citi is acting as sole-bookrunner and joint-lead manager for the offering, and
J.P. Morgan is acting act as joint-lead manager for the offering.
The offering was made pursuant to an effective shelf registration statement
filed with the Securities Exchange Commission. A copy of the final prospectus
supplement and accompanying prospectus relating to the offering, when
available, may be obtained from Citi at Brooklyn Army Terminal, 140 58th
Street, 8th Floor, Brooklyn, New York 11220 (1-800-831-9146); or J.P. Morgan,
Attention: Prospectus Department, 4 Chase Metrotech Center, CS Level,
Brooklyn, NY 11245 or by calling (718) 242-8002.
This information does not purport to be a complete description of these
securities or the offering. Please refer to the final prospectus supplement
and accompanying prospectus for a complete description. This communication
does not constitute an offer to sell or the solicitation of an offer to buy
any securities in any jurisdiction to any person to whom it is unlawful to
make such offer or solicitation in such jurisdiction.
Cautionary Statement Concerning Forward-looking Statements
This news release contains both historical and forward-looking statements. All
statements that are not statements of historical fact are, or may be deemed to
be, forward-looking statements. Forward-looking statements reflect the
Company's current expectations concerning future results, objectives, plans
and goals, and involve known and unknown risks, uncertainties and other
factors that are difficult to predict and which may cause actual results,
performance or achievements to differ. These risks, uncertainties and other
factors include, among others: the worsening of current economic conditions
generally, and in advertising and retail markets in particular; the public
acceptance of the Company's programs, motion pictures and games on the various
platforms on which they are distributed; competition for audiences and
distribution; technological developments and their effect in the Company's
markets and on consumer behavior; fluctuations in the Company's results due to
the timing, mix and availability of the Company's motion pictures and games;
changes in the Federal communications laws and regulations; the impact of
piracy; other domestic and global economic, business, competitive and/or
regulatory factors affecting the Company's businesses generally; and other
factors described in the Company's news releases and filings with the
Securities and Exchange Commission, including its 2008 Annual Report on Form
10-K and reports on Form 10-Q and Form 8-K. The forward-looking statements
included in this document are made only as of the date of this document, and
the Company does not have any obligation to publicly update any
forward-looking statements to reflect subsequent events or circumstances.
SOURCE Viacom Inc.
Kelly McAndrew, +1-212-846-7455, kelly.mcandrew@viacom.com; or James
Bombassei, +1-212-258-6377, james.bombassei@viacom.com
