Viacom agrees to acquire Pluto TV

NEW YORK–(BUSINESS WIRE) – Viacom Inc. (NASDAQ: VIAB, VIA) announced today its signature
a definitive agreement for the acquisition of Pluto TV, leader of free streaming
television service in the United States, for $ 340 million in cash.

Founded in 2013, Pluto TV broadcasts more than 100 channels and thousands of channels
hours of on-demand content covering TV and movies, sports,
news, lifestyle, humor, cartoons, games and digital trends.
The Internet-based television service financed by advertising offers
programming from more than 130 partnerships with media networks,
major film and television studios and a wide range of digital content
producers.

Today, Pluto TV has more than 12 million active users per month, or 7.5 million users.
millions of them are connected to connected TVs. Its audience broadcasts billions of
minutes of content each month on devices such as Roku, Amazon Fire
TV, Android consoles, Apple TV, Chromecast and Sony PlayStation consoles, as
as well as integrated integrations on smart TVs from Samsung and Vizio, and
mobile apps on Android and iOS. Pluto TV also got new
distribution offers that will make the service available on dozens of
millions of additional devices in the coming months.

Strategic highlights

The acquisition of Pluto TV will contribute to Viacom's key strategic development.
priorities, including extending its presence to the next generation
distribution platforms and the growth of its advanced advertising business.
In addition, access to the global reach of Viacom, major brands and large,
unnumbered library will help consolidate Pluto TV as a market leader
free streaming video market in the United States and accelerate the
global growth. The benefits of this transaction include:

• CREATES A SCALED D2C OFFER

  • Viacom offers direct access to millions of consumers

  • Serves as a very important marketing engine to acquire and maintain
    consumers for Viacom's targeted subscription products, including
    Noggin and Comedy Central now

  • Provides a new point of sale for Viacom Digital Studios'
    content, beyond the existing AwesomenessTV channel on Pluto TV

  • Promotes the brands and content of Viacom that reside on other platforms,
    like pay TV, theaters and beyond

• IMPROVES THE ACTIVITIES OF ADVANCED MARKETING SOLUTIONS

  • Add billions of high-quality, addressable ads immediately
    impressions, which will further strengthen Viacom's ability to
    serve advertisers and their agencies

  • Brings an additional young audience, balanced between the bades and
    hard to reach

• ADDS AN IMPORTANT OFFER FOR DISTRIBUTION PARTNERS

  • Viacom further strengthens its ability to build partnerships with distributors
    by adding a free premium service for broadband only and other
    the subscribers

  • Serves as an acquisition and retention tool for some
    Pay TV packet levels

  • Represents a significant opportunity for all types of
    distributors, including mobile operators

• UNLOCK THE VALUE OF THE VIACOM LIBRARY

  • Creates additional opportunity to monetize Viacom library
    product; especially, the programming of the current window of Viacom
    stay in the pay-TV ecosystem on its brand networks

  • Benefits of Viacom's strategic decision to limit licenses
    large SVOD library packages in the last two years

• CREATES A GLOBAL OPPORTUNITY

  • Exploit the international presence of Viacom, its infrastructures and
    capacity

  • In particular, Viacom sees a very convincing opportunity in the short term
    create a Spanish offer by capitalizing on Viacom
    The library of International Media Networks, in the United States and Latin America
    America

• ACCELERATES THE LEADERSHIP OF PLUTO TV IN TELEVISION FREE STREAMING

  • Strengthens the key areas of Pluto TV's offering to consumers in
    Viacom content through children, African American, reality
    and comedy

  • Gives Pluto TV access to Viacom brands and marketing
    capabilities to increase audience and use

  • Adds value to the existing content of Pluto TV and
    distribution partners

"Today marks an important step in the evolution of Viacom, as we work
to advance our society and the sector. Unique and unique of Pluto TV
market-leading product, badociated with Viacom's brands, content and advanced technologies.
Advertising capabilities and global scale, creates a great opportunity
for consumers, partners and Viacom, "said Bob Bakish, president of Viacom
and CEO. "As the video market continues to shrink, we are seeing a
opportunity to support the ecosystem in creating products to a wider
price range, including free. To this end, we are seeing an important
white space in the ad-supported streaming market and are excited to work
with the talented Pluto TV team and a wide range of Viacom partners,
accelerate growth in the United States and around the world. "

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

"Since our launch less than five years ago, and especially during the
last year, Pluto TV experienced explosive growth and became the category
leader in free streaming TV, "said CEO and co-founder of Pluto TV
Tom Ryan. "Viacom's portfolio of iconic global brands and IP, from
Advertising leadership and international reach will allow Pluto TV to
grow even faster and become a major force in TV streaming around the world.
Viacom is the ideal partner to help us fulfill our mission of
entertain the planet. "

Mr. Ryan will continue to serve as CEO of Pluto TV, which will operate
as an independent subsidiary of Viacom at the 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 have been named
Viacom's advice. Gunderson Dettmer and Hogan Lovells served as
counsel to Pluto TV, and LionTree Advisors acted as financial advisor.
adviser of Pluto TV.

About Viacom

Viacom creates entertainment experiences that stimulate conversation and
culture around the world. By television, cinema, digital media, live
events, merchandise and solutions, our brands connect with various,
young and old in more than 180 countries.

For more information on Viacom and its activities, visit www.viacom.com.
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About Pluto TV

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