NBC completed its $5.4 billion purchase of Vivendi Universal Entertainment yesterday, gaining a movie studio, cable channels and theme parks, while company officials vowed that this big media merger would succeed where others have not.
NBC Universal will be 80 percent owned by General Electric Co.'s NBC and 20 percent owned by shareholders of Vivendi Universal SA, the French conglomerate that was nearly bankrupted by its former chief executive, Jean-Marie Messier, as he sought to assemble the world's largest media company through pricey acquisitions.
To pare down its billions in debt, Vivendi Universal sold almost all of its entertainment divisions to NBC, which won a summer 2003 auction for the pieces. They include Universal Pictures, whose monster flick "Van Helsing" pulled in more than $100 million worldwide at its opening last weekend, USA Network, Trio and Sci-Fi Channel cable channels and five theme parks in the United States and abroad, including one in the works in China.
At yesterday's New York announcement, NBC's Robert C. Wright, who will be the new company's chairman, said Universal will fit well into the culture of NBC, as the two companies seek to achieve synergies -- or cross-business cooperation and profits -- that combined media giants such as AOL Time Warner Inc. have failed to realize.
"We can do it differently and better than it's ever been done before," Wright said. He promised $300 million in cost-cutting in the next three years, estimating that 500 of the company's 15,000 employees will lose their jobs. And NBC Universal may not be done growing: Wright said in an interview yesterday that the company may consider an offer for Metro-Goldwyn-Mayer Inc., if talks with Sony Pictures Entertainment Inc. break down.
The new company's value is estimated at $43 billion; it is projected to take in $15 billion in revenue this year. NBC Universal is worth about the same as the Walt Disney Co. and News Corp., and is about two-thirds the size of Viacom Inc. In addition to the Universal assets, NBC has the highest-rated broadcast network among young viewers, the Telemundo Spanish-language network, 29 television stations, the cable channels CNBC, Bravo, ShopNBC and interests in Paxson Communications Corp. television network and MSBNC cable channel.
The most overlap between NBC and Universal occurs in the new company's television unit, where former Universal Television chief Michael Jackson, hired from Britain's Channel 4 to spice up USA Network in 2002, is the first high-profile exit. He is considered the front-runner to head the BBC.
Ron Meyer, the former Marine who has headed Universal Studios for nine years, surviving ownership groups from Japan, France, Canada and the United States, continues to carry Universal's movie studio, television units and theme parks in his portfolio.
"We've had a lot of owners over the past 10 years," Meyer said in an interview yesterday. "When we met [with NBC], we immediately relaxed. We operate our businesses in a very similar fashion."
Meyer alluded to the AOL-Time Warner merger yesterday without mentioning it, saying, "You're always concerned about culture clashes with these big mergers, but there was no culture clash here at all." Brash AOL executives ruffled Warner Bros. feathers after the 2001 merger, telling movie and television executives that "old media" ways were obsolete.
"There isn't going to be a media company in the 21st century that's going to be successful with silos," Wright said, referring to "people sitting on top of ideas, sitting on content that isn't shared with the rest of the company. Nobody's going to sit on top of a film library and not allow it to be monetized."
NBC plans to use its new television assets to broadcast the summer Olympics from Athens in August. "We're going to make USA the cable home of the Olympics," said NBC Universal Sports Chairman Dick Ebersol, promising a detailed lineup of events slated for the cable channel at next week's annual "upfront," when the networks sell their fall commercial time to advertisers.
Barry Diller, chairman of InterActive Corp., which owns the Home Shopping Network and several Internet properties, retains 5.4 percent of Vivendi Universal Entertainment. Diller, a Washington Post Co. director, sold USA Network to Vivendi Universal in 2002 in a complicated transaction that gave him a say in company leadership and required Vivendi Universal to buy back $275 million of Diller's stock in the company, a transaction that will occur in the next 10 days, Wright said yesterday.
Diller and Vivendi Universal continue a running dispute over tax obligations, but Diller is no longer GE's problem. In an interview yesterday, Wright said that Diller decided not to exercise his "tag-along" rights, which significantly reduces his shareholder rights in the new NBC Universal. "He has rights we can live with," Wright said.