Media and Entertainment

Cravath represented Morgan Stanley, as administrative agent, joint lead arranger, joint bookrunner and collateral agent, in connection with a $500 million revolving credit facility made available to DraftKings Inc. and certain of its subsidiaries. DraftKings Inc. operate as a digital sports entertainment and gaming company in the United States and internationally. The transaction closed on November 7, 2024.

Cravath represented Gannett Holdings LLC in connection with its $900 million senior secured term loan facility. Gannett Holdings LLC is a wholly owned subsidiary of Gannett Co., Inc., a leading diversified media company with expansive reach at the national and local level dedicated to empowering and enriching communities. The transaction closed on October 15, 2024. 

On October 7, 2024, the U.S. District Court for the Northern District of California entered a post‑trial order in favor of Cravath client Epic Games imposing a nationwide three‑year permanent injunction against Google. The injunction, which follows Epic’s jury trial win against Google last year, prohibits Google from paying competitors not to compete and requires Google to distribute alternative app stores on the Google Play Store and provide alternative app stores with access to the Google Play Store’s catalog of apps.

On August 1, 2024, Outbrain, a technology platform that drives business outcomes through engagement, announced it has entered into a definitive agreement to acquire Teads, the global omnichannel video platform, from Altice. Total estimated consideration for the Teads acquisition is approximately $1 billion, on a cash free, debt free basis, including an upfront payment of $725 million, subject to standard adjustments, and a deferred cash payment of $25 million. Outbrain intends to finance the transaction with existing cash resources and $750 million in committed debt financing, subject to customary funding conditions. Outbrain will also issue to Altice 35 million shares of common stock, valued at approximately $169 million based on a one‑month volume‑weighted average price of Outbrain’s common stock as of July 30, 2024, of $4.82, and $105 million in convertible preferred equity. Additionally, Outbrain obtained commitments for a $100 million revolving credit facility, a portion of which will be available to pay a portion of the cash consideration for the transaction and related fees and expenses, and which will otherwise be available for working capital and general corporate purposes. Cravath is representing Outbrain in connection with the financing of the transaction.

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.

On December 11, 2024, Cravath’s antitrust practice was ranked among the “Elite” in Global Competition Review’s 2025 edition of GCR 100, a guide to the world’s leading competition law and economics practices. This is the thirteenth consecutive year the Firm has been ranked in the highest tier among New York Firms by GCR. The publication highlighted Cravath’s “bountiful antitrust work,” including its role representing clients Epic Games in litigation against Google and Apple; Meta in putative class action and individual antitrust litigation; and Amgen in a successful defense against an FTC challenge to its $27.8 billion acquisition of Horizon Therapeutics.

On December 10, 2024, Cravath was recognized by the Financial Times in connection with its annual “North America Innovative Lawyers” report, which showcases “the most innovative work and legal services that lawyers have developed for their clients in North America.” In the “Dispute Resolution” category, the Firm received “Highly Commended” honors for its representation of Epic Games in securing a unanimous jury verdict, on all counts, in its antitrust lawsuit against Google.

Cravath partners Faiza J. Saeed, Daniel J. Cerqueira and Claudia J. Ricciardi were recognized in The Hollywood Reporter’s list of “Hollywood’s Top Dealmakers of 2024,” which was published in the December 4, 2024 issue of The Hollywood Reporter Magazine. The feature highlighted the dealmakers who made “the most impactful and intriguing mergers and acquisitions” happen in the industry this year. Faiza, Dan and Claudia were noted for their representation of the Paramount Special Committee in its $28 billion merger agreement with Skydance. Faiza and Claudia were also noted for their representation of the independent Special Committee of Endeavor’s board of directors in its $25 billion take private acquisition by Silver Lake.

On November 20, 2024, Cravath partner Wes Earnhardt was featured as a 2024 Media & Entertainment MVP by Law360. The article highlighted his role arguing before the U.S. Supreme Court to secure a major victory that brought clarity to copyright law by resolving a split between the Ninth, Eleventh and Second Circuits. It also summarized his representation of Starz in its precedential Ninth Circuit win in a copyright infringement and breach of contract action against MGM, and several matters for Disney. In the profile, Wes discussed his commitment to associate training, advising junior attorneys to “Find ways to be indispensable on whatever the firm is working on,” and reflected on his 20‑year experience at Cravath: “To this day, I can’t imagine being as challenged and supported by colleagues who are world‑class lawyers than I am here.”

On November 14, 2024, Cravath partner Benjamin G. Joseloff participated in the American Conference Institute’s 6th Annual China Trade Controls Conference, which was held from November 13‑14 in Arlington, Virginia. Ben spoke on a panel entitled “Beyond TikTok: The Establishment of the Committee for the Review of Foreign Adversary Controlled Applications,” which reviewed the status of the Committee, how it fits in among the U.S. government’s other tools for combatting commercial hybrid threats and its potential impact across the digital landscape.