Jeff Shell may be exiting Paramount Skydance, but he won’t be leaving empty-handed.
A securities filing Thursday laid out the terms of his exit as president of the company, which also unveiled a major restructuring of its debt connected to the Warner Bros. Discovery mega-deal.
Shell’s separation agreement, which was filed Thursday morning, calls for cash payments equal to the salary and target bonus he would be eligible for, spread over the next 12 months. Shell’s contract calls for a $3.5 million salary and $1.5 million target bonus, so the cash payment should be in the ballpark of $5 million.
In addition, he will be eligible for accelerated vesting of his restricted stock units (RSUs) that would have vested over the course of the 12 months following his separation. When he joined Paramount last August, Shell received 5 million RSUs which would vest quarterly over a five year period. The accelerated vesting would unlock about 1 million shares in Paramount Skydance, with a book value of about $10.7 million as of writing.
When combined with corporate health and dental coverage, Shell’s package should top $15 million, give or take.
Paramount disclosed Shell’s exit Wednesday.
In a statement, Paramount’s board of directors said that Shell is stepping down as president of the company and from the board “to focus on this lawsuit” brought by high-stakes gambler RJ Cipriani, the man who made claims against him.
Paramount said that the “complete and thorough” review, led by its board with the assistance of outside counsel, cleared Shell of any wrongdoing.
Paramount also disclosed a significant update to the debt package it has put together to help finance its mega-deal for Warner Bros. Discovery. The big updates: The company has syndicated the debt across 18 banks, lowering the exposure for the three original debt backers Citibank, Bank of America and Apollo.
The company also entered into permanent financing that will sit on the company’s capital structure, including a $5 billion revolver and a $5 billion term loan. That permanent financing will reduce the bridge loans from $54 billion to $49 billion.
“Our successful debt syndication and new debt facilities represent another important milestone towards the completion of our acquisition of Warner Bros. Discovery,” Paramount chief strategy officer and COO Andy Gordon said in a statement. “This progress follows closely on the heels of our equity syndication, which diversifies our shareholder base and yields potential for strategic and commercial opportunities. The strong demand for both our equity and debt offerings underscores confidence in our vision and ability to deliver greater value by bringing together these two storied companies – creating a leading media and entertainment company that strengthens competition, better serves the creative community and delivers even more compelling stories to audiences.”
