American Life

Chapter 242 Fundraising plan, split and listing

Looking at the history of Hollywood, it is not only the history of film development, but also the history of capital operation.

Nearly 100 years ago, actor Jesse Lasky merged with the Actors Company to form Actors-Lasky Company, which then merged with 12 production companies and merged with Paramount Pictures Distribution Company to become Paramount-Lasky Company. Famous Actors-Lasky Company.This was the first major film company to integrate production and distribution in Hollywood, and it also gave birth to the five major and three small studios in Hollywood.

Since then, countless capital operations have taken place in Hollywood, and all of the six major film companies currently in existence have changed hands several times.

For example, Universal, including Decca Records, Mexia Music, Panasonic, Seagram Gin, Vivendi, and General Electric, then merged with NBC to become what it is today. In 2018, it was merged by Comcast .

Another example is Summer Redstone, a media tycoon who made his fortune by opening movie theaters. In the late 80s, his net worth skyrocketed through the hostile takeover of Viacom, and then in the 90s he used the same trick to acquire Paramount, until he became Hollywood's top bosses.

If Charlie came to the door at this moment, someone from the six major universities would be willing to offer him an olive branch, but at the cost of losing control, that was not what Charlie wanted.

As for another way to conduct a hostile takeover, that brings up a whole new problem - funding.

Eleven years later, Disney's final agreement to acquire 11th Century Fox was US$20 billion, 713% of which was in cash and the rest in the form of stock exchange.

At present, Warner is still far behind its high point before 2008, and its current market value is about US$500 billion.

It would be impossible to complete the acquisition of these companies, at least for Charlie now.

Unless you can raise a large amount of funds yourself.

"We should start the listing plan." Charlie stood in the conference room of PB Company and said to everyone.

Going public does not reduce his control over the company and can bring Charlie a large amount of money.

In fact, everyone present was not surprised by Charlie's decision.

"We need to contact the appropriate financial advisor," Aymer said.

Currently at the conference table, in addition to a group of old subordinates, besides Elmo, there are also Faith and Ivany, Artis and Paris. After Charlie took over the company, almost all the executives promoted were women. Important positions are also directly related to him.

"It's time to go public. It's time for me to step down from this position." Faith shook her head. After working hard for a year and a half, work had taken up most of her life, and she could just take this opportunity to quit management.

"Count me in," Ivanie also said. At present, the various derivatives businesses are stagnant, and she gradually feels that she is unable to do what she wants, and even feels that she has completed her mission.

The rest should be left to more professional people.

Why do you think I want to sell the company?
However, Charlie then thought about it. As the company went public, a lot of information had to be disclosed. Apparently several people felt that passing on this information would have a negative impact on the company. Another important reason was that, as the two said, they originally They chose to stand up more to help themselves. Now that they know the upper limit of their abilities, and secondly, they have paved the way for everyone, they have complete financial freedom and naturally have no reason to work hard every day.

Following the train of thought of several people, Charlie actually felt that there was no need for him to continue to be the manager of PB. As for the Palace Project, which was still in its rising stage, he was prepared to carry out an independent spin-off and divest it from PB's original business.

·
Charlie's plan went very smoothly, and within a week, the joint underwriters for the listing were finalized.

from two important companies.

JP Morgan and Banc of America Securities.

Needless to say, the former is the multinational investment banking department of Bank of America, which recently completed the acquisition of Merrill Lynch.

During the listing process, the joint representatives of the underwriters assume very important responsibilities.

Responsible for providing PB with strategic advice on listing, assessing the company's valuation, assisting the company in formulating a listing schedule, arranging road shows and preparation of prospectuses, contacting potential investors, and coordinating the underwriting team.

The two investment banks each sent two representatives to meet with Charlie. On the JP Morgan side, they were James C. Lee and Michael Millman. Banc of America Securities is represented by Brian P. Brille and John R. Hodge, both of whom are authorities in the industry.

The other party first asked about the amount of funds Charlie expected to raise, and also asked the management personnel of many companies, and stayed in the company for a week to conduct research.

"With all due respect, the current internal business of PB Company is very confusing, and the responsibilities of each department are not clear. Except for PB Pictures, other business departments do not have sufficient profitability."

"And there are major problems in personnel appointments. Some people need to leave the management. After going public, the company needs to face the public, and a family workshop cannot do that."

Several people put forward targeted opinions one by one.

"The management will make changes. As for the issue of insufficient profitability..." Charlie frowned slightly.

"I need to explain this in detail." Seeing that Charlie might not be particularly familiar with the relevant issues, James explained very thoughtfully.

"There is a big gap between the profitability and revenue capabilities of other departments and the film and television entertainment department. If you want to list the group as a whole, the effect will not be better if the film and television department is listed separately."

"What you mean is that other departments have dragged down the film and television department, thus weakening the valuation."

"Yes, that's what I mean. This kind of thing is very common, and Time Warner is also preparing to spin off AOL separately and turn it into two listed companies."

AOL bought Time Warner for $2001 billion in 1810, the largest acquisition ever.

A few years later, AOL's market value shrank all the way to 30 billion, which in turn hurt Time Warner.

Another example is Viacom and CBS, which also chose to split due to similar circumstances, but then merged a few years later. It can be said that splitting and merging within the company is a common method for the sake of stock price.

After what the other party said, Charlie had a new idea, and he was ready to carry out drastic changes within the group.

The four then gave Charlie a brand new plan.

In this plan, PB Pictures will be separated from the group, completely merged with Marvel, and listed as a main entity.

As for the derivatives department and music department of PB Company headquarters, they will be divided into PB Pictures.

In addition, Land Rover Jaguar will also be listed on the New York Stock Exchange as an entity.

The PB headquarters will change its name and become a social media technology company listed on Nasdaq.

Venus, an independent subsidiary, will be merged into IMG, and IMG will inherit Charlie's stake in the Miss Universe beauty pageant.

After such an operation, Charlie has three listed companies in his hands. As for IMG, let alone whether it can be listed, even if it can be listed, the valuation will not be too high, and it will not be able to raise too much funds.

Next is the financial aspect. Charlie is planning to set up a family trust to control these four companies in the name of the family trust. He will continue to serve as the chairman of these four companies. As for the beneficiaries of the trust, in addition to himself, he also includes his spouse and Descendants, and descendants of descendants.

This is an extremely large task, including a series of legal matters, the company's name change, relocation, and pre-IPO preparations.

With the help of co-underwriters, Charlie hired a series of ancillary agencies related to the listing.

Deloitte & Touche LLP acted as auditors, Skadden, Arps, Slate, Meagher & Flom LLP acted as legal counsel to the issuer, and Simpson Thacher & Bartlett LLP acted as legal counsel to the underwriters.

During this period, Charlie submitted a preliminary prospectus to the SEC for the first time. Because it was an informal prospectus printed in red ink, it was also called a "red herring."

As well as the registration statement, this statement involves a series of financial issues such as underwriting fees and management remuneration.

Then came a preparatory meeting with SEC staff...

·
In a mediocre subway station in Chicago, staff from the publishing department came to the newsstand carrying two bundles of brand-new magazines with the scent of ink.

"The goods have arrived!" The staff handed two bundles of magazines to the other party.

Looking at the latest issue of PB magazine, the newsstand owner couldn't say he was happy.

Although the cover still features the iconic PB beauty, who was also last year's Miss Universe winner, the subtitle clearly says: The last issue.

This means that this magazine, which has lasted for half a century, has officially reached the end of its history.

The shop owner sighed. The booming sales of PB magazine two years ago made him feel the revival of the newspaper industry. Unexpectedly, it was just the last ray of the sunset. Now the magazine that once brought him hope has also come to life. the end point.

"Want a copy of the latest PB magazine? Young man." Looking at the young man walking to the door of the newsstand, the shop owner tried to shout.

The young man smiled and then raised the smartphone in his hand.

This is not the first time that the store owner has encountered such a scene. I'm afraid it won't be long before he retires.

The boss thought like this and subconsciously opened the magazine.

Compared with the vast majority of magazines that have survived for a few years and then hastily ceased publication, PB's departure is definitely considered decent. The theme of this issue is review, which shows that the editorial team has put in a lot of effort.

From the first issue, to the centerfold photo of Marilyn Monroe, the world-famous beauty Cindy Crawford in the 80s, Gisele Bundchen who emerged in the late 90s, and Taylor Swift who became popular in the past two years.

In addition to these girls, there are also a series of major events in PB, including the first breakthrough of 100 million, 1000 million sales, the first bunny girl costume, the first offline club, the first video tape publication, the first commemorative album...

The shop owner looked up and sighed in a low voice: "An era is over."

At the same time, in the PB headquarters, people took out fireworks, and with a few "bang bang bang" sounds, Ossenzweig's body was covered with shiny colorful ribbons.

Someone sent flowers, more people began to applaud, and Ossenzweig's family also came to the scene.

When the applause that lasted for three minutes dissipated, Ossenzweig's throat swelled and he spoke to his colleagues in the editorial department for the last time: "Today is my last day working at PB. I have not forgotten the first time I came to PB." In the editorial department, that scene seems like yesterday."

"Unfortunately, the traditional paper magazine has come to an end. Fortunately, the magazine has been preserved in another form. I am very happy that there will not be any major changes in the editorial department. Everyone will be under the palace from now on. The content department will continue to produce high-quality content."

After Ossenzweig finished speaking, William spoke. He will serve as the CEO of the new company "Palace" from now on. He is in his golden age and is determined to lead the company to a new height.

As for Paris Hilton, she will continue to stay in the company, and she is currently one of the company's management.

On the other side, Charlie is also "saying goodbye" to Sol in a sense.

"Already decided?" Charlie said.

"That's right, the two of us decided to travel around the world in the remaining time." Saul squeezed Ms. Rowell's hand beside him.

This was not because Charlie wanted him to leave, but because Saul took the initiative to resign. In return, Charlie divided some shares among a group of veterans. When the company went public, these people would at least become multi-millionaires.

Of course Sol is among them. Now financially free, he decides to spend the rest of his time enjoying life.

"Do you want to come together?" Sol asked.

"Of course, but not now."

"Yes, you still have a big family. How can such a small amount of assets not be enough? Besides, you are still young. Why don't you have to work hard for ten years? You were only 40 years old at that time, so you are still young."

"Actually, it won't take ten years, at most one or two years, and all this will be settled." Charlie said.

According to the previous layout, new energy plus social networks, it will be more than enough for his net worth to rank among the top five in the world in a few years.

What he needs to do now is to integrate Hollywood's resources and turn the current PB Pictures into a Hollywood behemoth.

Six movie giants are still too many for Charlie. He plans to turn them into two or three, and his company will occupy more than half of the market share.

For the United States, which has just experienced the financial crisis not long ago, it has passed its lowest point and the stock market has gradually recovered.At this time, there is an urgent need to inject fresh vitality into the stock market, and successful fund-raising will definitely increase investor confidence.

For Charlie, this cannot be an additional boost. After three meetings with the SEC, the listing process of his three companies was extremely smooth. They conducted road shows in less than three months. Investors were very interested in the three listed companies. Expressing full interest, many investors have begun to contact securities companies in advance for preliminary subscription registration.

Accordingly, with the advice of his financial advisor, Charlie slightly raised the stock price of PB Pictures, and conducted the underwriting process a few days later.

Finally, on April 4, April Fool's Day, Charlie's three listed companies came to the time of ringing the bell.

(End of this chapter)