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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported):
January 22, 2019
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VIACOM INC.
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(Exact name of registrant as specified in its charter)
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Delaware
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001-32686
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20-3515052
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer Identification
Number)
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1515 Broadway, New York, NY
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10036
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(212) 258-6000
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Section 8 – Other Events
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Item 8.01
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Other Events.
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On January 22, 2019, Viacom Inc. announced that it has agreed to acquire Pluto TV. A copy of the press release is filed herewith as
Exhibit 99
and is incorporated by reference herein in its entirety.
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Section 9 – Financial Statements and Exhibits
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits. The following exhibit is filed as part of this Current Report on Form 8-K:
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Exhibit No.
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Description of Exhibit
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99
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VIACOM INC.
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By:
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/s/ Christa A. D’Alimonte
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Name:
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Christa A. D’Alimonte
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Title:
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Executive Vice President, General Counsel and Secretary
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Exhibit No.
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Description of Exhibit
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99
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Press release of Viacom Inc. dated January 22, 2019.
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•
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CREATES A SCALED D2C OFFERING
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Provides Viacom with direct access to millions of consumers
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Serves as a very important marketing engine to acquire and retain consumers for Viacom’s targeted subscription products, including Noggin and Comedy Central Now
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Provides a new distribution outlet for Viacom Digital Studios’ content, beyond the existing AwesomenessTV channel on Pluto TV
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Promotes Viacom brands and content that live on other platforms, such as pay-TV, theaters and beyond
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MEANINGFULLY ENHANCES ADVANCED MARKETING SOLUTIONS BUSINESS
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Immediately adds billions of high-quality addressable advertising impressions, which will further strengthen Viacom’s ability to serve advertisers and their agencies
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Brings an additional audience that is young, gender-balanced and hard to reach
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ADDS IMPORTANT OFFERING FOR DISTRIBUTION PARTNERS
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Further expands Viacom’s ability to partner with distributors by adding a premium, free service for broadband-only and other subscribers
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Serves as a customer acquisition and retention tool for certain tiers of pay-TV packages
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Represents a significant opportunity for all types of distributors, including mobile operators
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UNLOCKS VIACOM LIBRARY VALUE
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Creates an incremental opportunity to monetize Viacom library product; importantly, Viacom’s current-window programming will remain in the pay-TV ecosystem on its branded networks
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Benefits from Viacom’s strategic decision to curtail the licensing of large library packages to SVOD over the last two years
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CREATES GLOBAL OPPORTUNITY
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Leverages Viacom’s international reach, infrastructure and capabilities
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In particular, Viacom sees a very compelling near-term opportunity to create a Spanish language offering, capitalizing on Viacom International Media Networks’ library, in both the U.S. and Latin America
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ACCELERATES PLUTO TV’S LEADERSHIP IN FREE STREAMING TV
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Strengthens key areas of Pluto TV’s offering for consumers by including Viacom’s content across kids, African-American, reality and comedy
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Gives Pluto TV access to Viacom’s brands and marketing capabilities to grow audience and usage
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Delivers incremental value to Pluto TV’s existing content and distribution partners
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