News from VIACOM
VIACOM COMPLETES MERGER WITH BLOCKBUSTER
--Combined Company Has Capitalization of $26 Billion--
New York, New York, September 29, 1994 -- Viacom Inc. (AMEX: VIA
and VIAB) and Blockbuster Entertainment Corporation (NYSE: BV)
have completed their merger, it was announced today by Sumner M.
Redstone, Chairman of the Board, and Frank J. Biondi, Jr.,
President and Chief Executive Officer, of Viacom.
As previously announced, H. Wayne Huizenga, former Chairman of
the Board and Chief Executive Officer of Blockbuster, has been
named Vice Chairman of Viacom, as well as Chairman of a newly
formed unit of the Company, the Blockbuster Entertainment Group.
Steven R. Berrard, formerly Vice Chairman, President and Chief
Operating Officer of Blockbuster, will serve as President and
Chief Executive Officer of the Blockbuster Entertainment Group.
The merger was approved by holders of Viacom Class A Common Stock
and stockholders of Blockbuster at Viacom's Special Meeting of
Stockholders held today in New York City and Blockbuster's
Special Meeting of Stockholders held today in Fort Lauderdale,
Florida. A total of 50,726,022 shares, or 95%, of the
outstanding Viacom Class A shares, approved the merger. A total
of 147,122,912 shares, or 57.7%, of the outstanding Blockbuster
shares, approved the merger.
In making the announcement, Mr. Redstone said, "With the
completion of Viacom's merger with Blockbuster, we have created a
single, incomparable, global media colossus. The new Viacom not
only controls many of the world's most valuable and recognizable
entertainment and publishing brands, but also has the
distribution, size and scope to drive these brands into every
region of the world. With pro forma combined capitalization of
$26 billion at June 30, 1994, Viacom is positioned to become the
fastest growing media company in the world."
Mr. Biondi said, "We are moving aggressively to consolidate
Viacom and Blockbuster, implement new cross-divisional projects
at our existing operations, and capitalize on new opportunities -
- just as we did immediately following our acquisition of
Paramount. In addition, one of our highest priorities will be to
continue with our financial restructuring program to reduce the
cost of our debt and enhance our financial flexibility, thereby
enabling us to reinvest in the continued expansion of our core
business."
Mr. Huizenga said, "The completion of this merger creates an
array of new opportunities for Blockbuster's businesses. Our
operations -- and the talented people behind them -- are now part
of one of the world's largest and most successful entertainment
companies. As members of the Viacom family, they will now have
the chance to expand in new directions and strengthen the
Blockbuster brand in the growing global entertainment
marketplace."
Mr. Berrard said, "Viacom and Blockbuster share remarkably
similar histories -- both are companies with entrepreneurial
spirit, creative management teams, a commitment to excellence and
exceptional financial track records. Today marks the beginning
of an exciting new era, one which we firmly believe will yield
even greater achievements."
As a result of the merger, each share of Blockbuster stock has
been converted into the right to receive 0.08 of a share of
Viacom Class A Common Stock, 0.60615 of a share of Viacom Class B
Common Stock, and one variable common right (VCR). Each VCR will
represent the right to receive up to an additional 0.13829 of a
share of Viacom Class B Stock, depending upon market prices of
Viacom Class B Common Stock during the period until September 29,
1995.
Viacom Inc. is one of the world's largest entertainment and
publishing companies and a leading force in nearly every segment
of the international media marketplace. The operations of Viacom
include Blockbuster Music; Blockbuster Video; MTV Networks;
Paramount Parks; Paramount Pictures; Paramount Television;
Showtime Networks Inc.; Simon & Schuster; Viacom Interactive
Media; cable systems serving 1.1 million customers; movie screens
in 11 countries; 14 radio stations; 12 television stations; and
majority interests in Spelling Entertainment Group and Discovery
Zone. National Amusements, Inc., a closely held corporation
which owns and operates more than 850 movie screens in the U.S.
and the U.K., is the parent company of Viacom Inc.
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Contact: Carl Folta Hilary Condit
212/258-6352 212/258-6346
