Market Overview

Viacom Agrees to Acquire Pluto TV


Acquisition of Leading Free Streaming Television Platform Marks Next
Step in Viacom's Evolution

Provides Scaled Direct-to-Consumer Platform and Expands Opportunities
Across Distribution Partnerships, Advanced Advertising

Platform Will Benefit from Viacom's Content Library, International
Footprint and Marketing Capabilities

Viacom Inc. (NASDAQ:VIAB, VIA)) today announced that it has entered into
a definitive agreement to acquire Pluto TV, the leading free streaming
television service in U.S., for $340 million in cash.

This press release features multimedia. View the full release here:

Founded in 2013, Pluto TV streams more than 100 channels and thousands
of hours of on-demand content spanning television and movies, sports,
news, lifestyle, comedy, cartoons, gaming and trending digital series.
The ad-supported, internet-based TV service features world-class
programming sourced from over 130 partnerships with media networks,
major film and television studios and a wide range of digital content

Today, Pluto TV has more than 12 million monthly active users, 7.5
million of which are on connected TVs. Its audience streams billions of
minutes of content each month across devices such as Roku, Amazon Fire
TV, Android TV, Apple TV, Chromecast, and Sony PlayStation consoles, as
well as built-in integrations on smart TVs from Samsung and Vizio, and
mobile apps on Android and iOS. Pluto TV has also secured new
distribution deals that will make the service available on tens of
millions of additional devices in the coming months.

Strategic Highlights

The acquisition of Pluto TV will advance Viacom's key strategic
priorities, including expanding its presence across next-generation
distribution platforms and growing its advanced advertising business.
Additionally, access to Viacom's global reach, leading brands and vast,
unencumbered library will help solidify Pluto TV as the leader in the
free streaming video market in the U.S., and accelerate Pluto TV's
global growth. The benefits of this transaction include:

    • Provides Viacom with direct access to millions of consumers
    • Serves as a very important marketing engine to acquire and retain
      consumers for Viacom's targeted subscription products, including
      Noggin and Comedy Central Now
    • Provides a new distribution outlet for Viacom Digital Studios'
      content, beyond the existing AwesomenessTV channel on Pluto TV
    • Promotes Viacom brands and content that live on other platforms,
      such as pay-TV, theaters and beyond
    • Immediately adds billions of high-quality addressable advertising
      impressions, which will further strengthen Viacom's ability to
      serve advertisers and their agencies
    • Brings an additional audience that is young, gender-balanced and
      hard to reach
    • Further expands Viacom's ability to partner with distributors by
      adding a premium, free service for broadband-only and other
    • Serves as a customer acquisition and retention tool for certain
      tiers of pay-TV packages
    • Represents a significant opportunity for all types of
      distributors, including mobile operators
    • 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
    • Benefits from Viacom's strategic decision to curtail the licensing
      of large library packages to SVOD over the last two years
    • Leverages Viacom's international reach, infrastructure and
    • 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
    • Strengthens key areas of Pluto TV's offering for consumers by
      including Viacom's content across kids, African-American, reality
      and comedy
    • Gives Pluto TV access to Viacom's brands and marketing
      capabilities to grow audience and usage
    • Delivers incremental value to Pluto TV's existing content and
      distribution partners

"Today marks an important step forward in Viacom's evolution, as we work
to move both our company and the industry forward. Pluto TV's unique and
market-leading product, combined with Viacom's brands, content, advanced
advertising capabilities and global scale, creates a great opportunity
for consumers, partners and Viacom," said Bob Bakish, Viacom President
and CEO. "As the video marketplace continues to segment, we see an
opportunity to support the ecosystem in creating products at a broad
range of price points, including free. To that end, we see significant
white space in the ad-supported streaming market and are excited to work
with the talented Pluto TV team, and a broad range of Viacom partners,
to accelerate its growth in the U.S. and all over the world."

Viacom's global footprint, portfolio of entertainment brands, deep
content library and additional marketing resources will further enrich
Pluto TV's product and consumer experience and provide a clear roadmap
for international expansion.

"Since our launch less than five years ago, and particularly over the
past year, Pluto TV has enjoyed explosive growth and become the category
leader in free streaming television," said Pluto TV CEO and Co-Founder
Tom Ryan. "Viacom's portfolio of global, iconic brands and IP, advanced
advertising leadership and international reach will enable Pluto TV to
grow even faster and become a major force in streaming TV worldwide.
Viacom is the perfect partner to help us accomplish our mission of
entertaining the planet."

Mr. Ryan will continue to serve as CEO of Pluto TV, which will operate
as an independent subsidiary of Viacom upon closing of the transaction.
The transaction is expected to close in the first quarter of 2019 and is
subject to customary closing conditions and regulatory approval.

Paul Hastings, Covington & Burling and Shearman & Sterling served as
legal counsel to Viacom. Gunderson Dettmer and Hogan Lovells served as
legal counsel to Pluto TV, and LionTree Advisors served as financial
advisor to Pluto TV.

About Viacom

Viacom creates entertainment experiences that drive conversation and
culture around the world. Through television, film, digital media, live
events, merchandise and solutions, our brands connect with diverse,
young and young at heart audiences in more than 180 countries.

For more information on Viacom and its businesses, visit
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About Pluto TV

Pluto TV is the leading free streaming television service in America,
delivering 100+ live and original channels and thousands of on-demand
movies in partnership with major TV networks, movie studios, publishers,
and digital media companies. Pluto TV is available on all mobile, web
and connected TV streaming devices and millions of viewers tune in each
month to watch premium news, TV shows, movies, sports, lifestyle, and
trending digital series. Headquartered in Los Angeles, Pluto TV has
offices in New York, Silicon Valley, Chicago and Berlin.

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