UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
SEPTEMBER 19, 2001
VIACOM INC.
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(Exact name of registrant as
specified in its charter)
Delaware 1-9553 04-2949533
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(State or other Commission (IRS Employer
jurisdiction File Number
Identification
of incorporation) Number)
1515 Broadway, New York, NY 10036
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(Address of principal executive offices) (Zip Code)
(212) 258-6000
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(Registrant's telephone number, including area code)
Item 5. Other Events
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On September 19, 2001, the Registrant issued a press
release commenting on its operations and business outlook for
the full year 2001 in light of the extraordinary events
surrounding the attacks on the United States last week.
Certain of the comments regarding its operations are attached
hereto as Exhibit 99.1 and are incorporated herein in their
entirety.
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits
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(c) Exhibits
Exhibit No.
99.1 Certain comments made on September 19, 2001 by
the Registrant regarding its operations in
light of the extraordinary events surrounding
the attacks on the United States last week are
filed as Exhibit 99.1 to this Report.
SIGNATURE
Pursuant to the requirements of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly
authorized.
VIACOM INC.
(Registrant)
By: /s/ Michael D. Fricklas
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Michael D. Fricklas
Executive Vice President,
General Counsel
and Secretary
Date: September 20, 2001
EXHIBIT INDEX
Exhibit No.
99.1 Certain comments made on September 19,
2001 by the Registrant regarding its
operations in light of the extraordinary
events surrounding the attacks on the United
States last week.
EXHIBIT 99.1
VIACOM COMMENTS ON RECENT EVENTS
On September 19, 2001, Viacom Inc. (the "Company") commented on
its operations in light of the extraordinary events surrounding
the attacks on the United States last week.
Sumner M. Redstone, Chairman and CEO of Viacom, thanked all Viacom
employees, particularly its dedicated news staffs, for their
extraordinary efforts during this very difficult period and noted
that, joining the rest of the nation, Viacom is back at work and
focused on continuing to grow its businesses for the benefit of
the American economy and Viacom shareholders. Mr. Redstone also
stated Viacom's intent to continue to employ a portion of its free
cash flow to buy Viacom stock under its previously authorized
share purchase program.
Mel Karmazin, Viacom's President and COO, said, "The tragic events
of the past week underscore the exceptional and unique value of
our assets, particularly our television and radio broadcast
businesses, which continue to play a central role in our society.
Viacom remains fundamentally strong and we continue to believe
that the Company is well positioned for the remainder of 2001 and
over the long term.
"As a result of the attacks, we incurred a considerable increase
in costs at CBS News, our local television station news
operations, especially in New York, and at our major market all-
news and talk radio stations. We also experienced a significant
loss of revenue from our broadcast networks, cable networks, and
radio and TV stations, stemming from the around-the-clock news
coverage. Additionally, we lost revenue from the cancellation of
the Latin Grammys, the cancellation of last week's NFL games, the
rescheduling of the Emmy Awards, as well as the delay of the new
fall season. We anticipate some benefit from the availability of
business interruption and other insurance, which have the
potential to offset a portion of our losses.
"We are having ongoing and extensive discussions with advertisers
and ad agencies about their view of the advertising marketplace
for the remainder of 2001 and beyond. Many of our advertisers
have expressed uncertainty about their plans and are currently
assessing various creative strategies to respond to the marketing
challenges. Some advertisers believe their current campaigns are
inappropriate for today's business environment and consumer
sentiment and are working to revise their messages. Most
companies we spoke with believe they will return to normal
advertising levels but are uncertain about the timing. There also
are concerns about additional disruptions that could occur
following a U.S. response to the attacks.
"We continue to work closely with our advertisers to meet these
challenges and help them return to the market and reach their
customers as soon as possible.
"These factors will have an obvious impact on the financial
performance of Viacom for the remainder of 2001, particularly the
approximately 50% of our revenues derived from the high-margin
advertising business."
* * * *
Viacom is a leading global media company with preeminent positions
in broadcast and cable television, radio, outdoor advertising, and
online. With programming that appeals to audiences in every
demographic category across virtually all media, the company is a
leader in the creation, promotion, and distribution of
entertainment, news, sports, and music. Viacom's well-known brands
include CBS, MTV, Nickelodeon, VH1, BET, Paramount Pictures,
Viacom Outdoor, Infinity, UPN, TNN: The National Network, CMT:
Country Music Television, Showtime, Blockbuster, and Simon &
Schuster.
This Form 8-K contains forward-looking statements. These forward-
looking statements involve known and unknown risks, uncertainties
and other factors, which may cause the actual performance of the
Company to be different from future performance expressed or
implied by these statements. The following important factors,
among others, could cause actual results to differ materially from
these forward-looking statements: the reaction of consumers,
viewers, advertisers, and the economy generally to the events of
the past week, including, among other things, the impact on
viewership of the Company's programming; the potential for future
events of national significance to cause further disruptions in
the Company's businesses; the collectibility of insurance
proceeds, and other factors described in the Company's previous
press releases and filings made under the securities laws. The
forward-looking statements included in this Form 8-K are made only
as of this date and we do not have or undertake any obligation to
publicly update any forward-looking statements to reflect
subsequent events or circumstances.