Law360 Names Cravath a 2024 “Media & Entertainment Practice Group of the Year”
February 03, 2025
On January 30, 2025, Cravath was featured by Law360 as a “Media & Entertainment Practice Group of the Year.” The article highlights the Firm’s work across its Corporate and Litigation departments representing clients in the industry, including Disney in litigation stemming from its 2018 acquisition of Twenty‑First Century Fox, Inc., in which Cravath had also represented the company, and the Paramount Special Committee in connection with Paramount’s $28 billion merger agreement with Skydance.
The profile noted that the Firm “set itself apart this year” with the “breadth of media cases it was able to tackle,” such as its representation of Disney in a lawsuit filed by soccer club Santos Laguna which partner Wes Earnhardt called “well fought litigation on both sides,” and concluded in a settlement. The profile also recognized the “many moving parts” involved in Paramount’s merger, including the involvement of a controlling stockholder, which added a “layer of complexity.” Partner Daniel J. Cerqueira spoke about navigating the “additional legal scrutiny, fiduciary issues” and other complications that arise in controlling stockholder transactions, and looked to the possible future of “further consolidation and other transactions as the industry seems to transition” towards streaming.
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J.D., 2004, University of North Carolina School of Law
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B.A., 2000, University of North Carolina at Chapel HillPhi Beta Kappa
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J.D., 2013, Harvard Law Schoolmagna cum laude
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B.A., 2010, Cornell UniversityPhi Beta Kappa
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July 08, 2024
Paramount’s $28 Billion Merger Agreement with Skydance
On July 7, 2024, Paramount Global (“Paramount”), a leading global media, streaming and entertainment company, and Skydance Media (“Skydance”), a diversified media company founded to create high-quality, event-level entertainment for global audiences, announced that they have entered into a definitive agreement to form “New Paramount,” a next-generation media and technology leader, through a two-step transaction including the acquisition of National Amusements, Inc. (“NAI”), which holds the controlling share stake in Paramount, and subsequently a merger of Skydance and Paramount. Under the terms of the agreement, which has been approved by the Paramount Board of Directors, acting on the unanimous recommendation of the Special Committee of independent directors, and by NAI, Skydance will merge with Paramount in a transaction valuing New Paramount at an enterprise value of approximately $28 billion. Existing Skydance investors will receive 317 million newly issued Class B shares in New Paramount valuing Skydance at $4.75 billion based on $15 per Paramount Class B share. The Skydance Investor Group will invest up to $6 billion in offers to Class A and Class B stockholders, and use the additional capital to paydown debt and re-capitalize the balance sheet of New Paramount. NAI and its owners have entered into a definitive agreement to sell NAI to Skydance IG for $2.4 billion on a cash-free, debt-free basis. Cravath is representing the Paramount Special Committee in connection with the agreement.
