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PARAMOUNT GLOBAL’S SPECIAL COMMITTEE UNANIMOUSLY APPROVES MERGER WITH SKYDANCE MEDIA

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NEW YORK, July 7, 2024 /PRNewswire/ — The Special Committee of the Board of Directors (the “Special Committee”) of Paramount Global (NASDAQ: PARA, PARAA) (“Paramount” or “the Company”) today confirmed that it has unanimously approved a merger agreement between Paramount and Skydance Media, LLC (“Skydance”).

The Special Committee was formed on January 2, 2024, at the request of Paramount’s controlling stockholder, National Amusements, Inc. (“NAI”), to evaluate potential transactions involving both NAI and Paramount as NAI considered its options relating to its investment in Paramount. The Special Committee retained independent financial and legal advisors, Centerview Partners LLC and Cravath, Swaine & Moore LLP respectively. Over a period of more than six months, the Special Committee considered multiple approaches and constructs from various counterparties and solicited interest from potential counterparties for an acquisition of Paramount.

The merger agreement includes a 45-day “go-shop” period, which permits the Special Committee and its representatives to actively solicit and consider alternative acquisition proposals. There can be no assurance that this process will result in a superior proposal, and the Company does not intend to disclose developments with respect to the go-shop process unless and until it determines such disclosure is appropriate or is otherwise required.

On behalf of the Special Committee, Charles E. Phillips, Jr. said: “We are pleased to have reached an agreement that we believe delivers to Paramount stockholders both immediate value and future upside opportunity. The Special Committee, with the assistance of independent financial and legal advisors, conducted a thorough review of actionable potential transactions to drive value for our stockholders. In addition to economic value, the Special Committee took into account the certainty of closing and regulatory approvals. Following extensive negotiations with Skydance, we believe this proposed transaction will position Paramount for success in a rapidly evolving industry landscape. Upon closing, it will deliver immediate cash consideration at a premium to both the minority Class A and Class B stockholders, who will also benefit from what we believe to be considerable upside through continued equity participation in New Paramount.”

Mr. Phillips continued, “The Special Committee would like to thank our Co-CEOs George Cheeks, Chris McCarthy and Brian Robbins for making significant progress on optimizing company operations in a short period of time, positioning Paramount for a sustainable transformation and a path to profitable growth going forward.”

Further information regarding terms and conditions contained in the merger agreement will be available on the investor relations section of Paramount’s website at https://ir.paramount.com/ and in a joint press release issued earlier today by Paramount and Skydance.

Important Information About the Transactions and Where To Find It
In connection with the proposed transactions involving Paramount, Skydance and NAI (the “Transactions”), Paramount will file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 that will include an information statement on Schedule 14C and that will also constitute a prospectus of Paramount. Paramount may also file other documents with the SEC regarding the Transactions.

This document is not a substitute for the information statement/prospectus or registration statement or any other document that Paramount may file with the SEC. INVESTORS AND SECURITY HOLDERS OF PARAMOUNT ARE URGED TO READ THE REGISTRATION STATEMENT, WHICH WILL INCLUDE THE INFORMATION STATEMENT/PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTIONS AND RELATED MATTERS. Investors and security holders may obtain free copies of the registration statement on Form S-4 (when available), which will include the information statement/prospectus, and other documents filed with the SEC by Paramount through the website maintained by the SEC at www.sec.gov or by contacting the investor relations department of Paramount (+1-646-824-5450; jaime.morris@paramount.com).

No Offer or Solicitation
This communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell, any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.

Cautionary Notes on Forward-Looking Statements
This communication contains both historical and forward-looking statements, including statements related to our future results, performance and achievements. All statements that are not statements of historical fact are, or may be deemed to be, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Similarly, statements that describe our objectives, plans or goals are or may be forward-looking statements. These forward-looking statements reflect our current expectations concerning future results and events; generally can be identified by the use of statements that include phrases such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “foresee,” “likely,” “will,” “may,” “could,” “estimate” or other similar words or phrases; and involve known and unknown risks, uncertainties and other factors that are difficult to predict and which may cause our actual results, performance or achievements to be different from any future results, performance or achievements expressed or implied by these statements.

Important risk factors that may cause such a difference include, but are not limited to: (i) that the Transactions may not be completed on anticipated terms and timing (or at all), (ii) that a condition to closing of the Transactions may not be satisfied, including the failure to receive any required regulatory approvals from any applicable governmental entities (or any conditions, limitations or restrictions placed on such approvals), (iii) that the anticipated tax treatment of the Transactions may not be obtained, (iv) the potential impact of unforeseen liabilities, future capital expenditures, revenues, costs, expenses, earnings, synergies, economic performance, indebtedness, financial condition and losses on the future prospects, business and management strategies for the management, expansion and growth of the combined business after the consummation of the Transactions, (v) potential litigation relating to the Transactions that could be instituted against Paramount or its directors, (vi) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the Transactions, (vii) any negative effects of the announcement, pendency or consummation of the Transactions on the market price of Paramount’s common stock and on Paramount’s or Skydance’s operating results, (viii) risks associated with third party contracts containing consent and/or other provisions that may be triggered by the Transactions, (ix) the risks and costs associated with the integration of, and the ability of Paramount and Skydance to integrate, the businesses successfully and to achieve anticipated synergies, (x) the risk that disruptions from the Transactions will harm Paramount’s business, including current plans and operations or by diverting management’s attention Paramount’s ongoing business operations, (xi) the ability of Paramount to retain and hire key personnel and uncertainties arising from leadership changes, (xii) legislative, regulatory and economic developments, (xiii) the other risks described in Paramount’s most recent annual report on Form 10-K and quarterly report on Form 10-Q, and (xiv) management’s response to any of the aforementioned factors. There may be additional risks, uncertainties and factors that we do not currently view as material or that are not necessarily known.

These risks, as well as other risks associated with the Transactions, will be more fully discussed in the information statement/prospectus that will be included in the registration statement on Form S-4 that will be filed with the SEC in connection with the Transactions. While the list of factors presented here is, and the list of factors to be presented in the registration statement on Form S-4 is, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Paramount’s consolidated financial condition, results of operations, credit rating or liquidity. The forward-looking statements included in this communication are made only as of the date of this communication, and we do not undertake any obligation to publicly update any forward-looking statements to reflect subsequent events or circumstances, except as otherwise required by applicable law.

Contact:
Brunswick Group
ParamountSpecialCommittee@brunswickgroup.com
(212) 333 – 3810

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SOURCE The Special Committee of the Board of Directors of Paramount Global

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Siemon Appoints Trey Somers as Vice President of Product Management

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The Siemon Company, a global leader in network infrastructure solutions, announces the appointment of Trey Somers as Vice President of Product Management, effective Monday, July 15th, 2024.

WATERTOWN, Conn., July 20, 2024 /PRNewswire-PRWeb/ — The Siemon Company, a global leader in network infrastructure solutions, announces the appointment of Trey Somers as Vice President of Product Management, effective Monday, July 15th, 2024. In this role, Somers will lead Siemon’s global product management team and drive the development of innovative solutions that meet the evolving needs of the market. With a distinguished career spanning over two decades in the industry, Somers brings a wealth of experience in enterprise product management, OEM product management, and consulting services. Most recently, he served as Managing Director at Align Communications where he successfully led a team delivering smart building solutions to major financial institutions across the globe. “We are thrilled to welcome Trey to the Siemon team,” said Henry Siemon, President and CEO. “His deep industry knowledge and proven track record in product management make him an invaluable asset to our organization. We are confident that under Trey’s leadership, Siemon will continue to deliver cutting-edge solutions that drive customer success.” In his new role, Somers will oversee both the OEM and Enterprise Product Management teams, combining them into a unified global product management organization. He will also collaborate closely with the marketing team to align product development with current market needs and developing industry trends. “I am excited to join the Siemon team and contribute to the company’s continued growth and success,” said Trey Somers, Vice President of Product Management. “Siemon has CONNECTING THE WORLD TO A HIGHER STANDARD www.siemon.com a strong reputation for innovation and customer focus. I look forward to working with the team to develop groundbreaking solutions that address the challenges and opportunities of today’s dynamic market.” Learn more about Siemon at www.siemon.com.

“We are thrilled to welcome Trey to the Siemon team,” said Henry Siemon, President and CEO. “His deep industry knowledge and proven track record in product management make him an invaluable asset to our organization.”

About Siemon – Established in 1903, Siemon is an industry leader specializing in the design and manufacture of high-quality, high-performance IT infrastructure solutions and services for Data Centers, LANs, and Intelligent Buildings. Headquartered in Connecticut, USA, with global sales, technical, and logistics expertise spanning 150 countries, Siemon offers the most comprehensive suites of copper and optical fiber cabling systems, racks, cable management, and Intelligent Infrastructure Management solutions. With more than 400 patents specific to structured cabling, Siemon Labs invests heavily in R&D and the development of Industry Standards, underlining the company’s long-standing commitment to its customers and the industry. Through an ongoing commitment to waste and energy reduction, Siemon’s environmental sustainability benchmarks are unparalleled in the industry.

Contact Information: Brian Baum, brian_baum@siemon.com

Media Contact

Brian Baum, Siemon, 1 860 945-4213, brian_baum@siemon.com

View original content:https://www.prweb.com/releases/siemon-appoints-trey-somers-as-vice-president-of-product-management-302201236.html

SOURCE Siemon

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Online Generator Seller Announces Cummins 7-Day Inflation Fighter Discount For Homeowners

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Cordova, Tennessee based Buckeye Power Systems, LLC announced its partnership with Cummins Power Generation and a 7-day inflation fighting 5% discount on the popular Cummins 20kW RS20A air-cooled home standby generator. The discount applies for purchases between July 25th and August 1st, 2024.

CORDOVA, Tenn., July 20, 2024 /PRNewswire-PRWeb/ — Cordova, Tennessee based Buckeye Power Systems, LLC announced its participation with Cummins Power Generation and its 7-day 5% discount for homeowners on the popular RS20A 20kW HSB air-cooled home standby generator. The discount also applies to the RS20AC kit which includes a 200-Amp Automatic Transfer Switch. The discount applies for purchases between July 25th and August 1st, 2024.

“The 7-day special discount applies to Cummins 20kW air-cooled home standby generator which is also its most popular model.”

David Richey, president of Buckeye Power Systems, said today, “The 7-day special discount applies to Cummins 20kW air-cooled home standby generator which is also its most popular model. The 20kW generator provides whole house coverage for homes up to 2000 square feet. The same generator also provides managed whole house coverage for homes up to 3000 square feet.”

Richey said the Cummins 20kW includes a built-in load management feature which manages the operation of high-power consumers like air conditioners, kitchen ovens, and clothes dryers. “The load management feature prevents certain loads from operating when the generator is already operating at or near peak performance,” Richey continued. “So, the RS20A offers managed whole house coverage for homes up to 3000 square feet.”

When fueled by natural gas, homeowners enjoy an unlimited supply of fuel from their utility supplier, thus eliminating the need for fuel storage. The same generator can also be fueled by liquid-propane (LP). A 5-year manufacturer’s warranty is standard and extended warranty coverage up to 10 years is available as an option.

In the current inflationary economic environment, the price rollback should be warmly welcomed among homeowners looking for special deals on standby power. The Buckeye Power Systems website currently offers the Cummins RS20A for $5,069 with no sales tax in most states, less the $253.45 discount. The Cummins RS20AC kit includes a 200-Amp Automatic Transfer Switch and is offered for $5995 less a $299.75 discount during the 7-day special promotion.

Buckeye Power Systems is also offering a $500 VISA Gift Card for purchase of the two other Cummins air-cooled home standby generators including the 13kW Cummins RS13A and the 17kW Cummins RS17A.

Media Contact

Steve Baker, Buckeye Power Systems, LLC, 1 19013798097, steve@benchmarkelectric.us, https://buckeyepowersystems.com

David Richey, Buckeye Power Systems, LLC, 1 9013798097, david@buckeyepowersystems.com, https://buckeyepowersystems.com

View original content to download multimedia:https://www.prweb.com/releases/online-generator-seller-announces-cummins-7-day-inflation-fighter-discount-for-homeowners-302201860.html

SOURCE Buckeye Power Systems, LLC

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UBX Cloud Creates A Rapid Solution To The Crowdstrike Outage Affecting Millions Worldwide.

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Download the newest version of the “CrowdFix” update on UBX Cloud’s website.

DETROIT, July 20, 2024 /PRNewswire-PRWeb/ — UBX Cloud, a dedicated cloud hosting provider with experience in IT solutions on a global scale, has developed a safe automated repair for the CrowdStrike outage that has affected millions worldwide. The new update has been named “CrowdFix” by UBX Engineers. The solution has been tested on thousands of servers that UBX Engineers manage internally with results that work highly efficiently.

“Our engineers have developed a countermeasure within 2.5 hours after the first reported incident. I appreciate the team working to create a solution that makes it simple, effective, and secure.” – Steven Panovski, President and Founder of UBX Cloud.

“Our engineers have developed a countermeasure within 2.5 hours after the first reported incident. I appreciate the team working to create a solution that makes it simple, effective, and secure,” stated Steven Panovski, President and Founder of UBX Cloud.

CrowdFix Solution Developed by UBX Cloud

To implement the CrowdFix solution, Engineers can simply boot the CrowdFix ISO on the impacted system and it’ll automatically detect all attached disks on the system, while deleting the CrowdStrike related files that are preventing impacted Windows systems. Administrative access or restoration from the backups isn’t required.

For step-by-step instructions on implementing the CrowdFix, please view the documentation in or video to implement. Complete Disclaimer will be listed on our company blog.

Instructions are to boot the ISO file and run the batch file.
Primary LINK 1: http://ubx.link/csfix
Alternate LINK: TBA

Filename: WinPE_UBXCloud_CSFix103.iso
MD5 Hashes: 623c3e11895dda4015bd02f0f8b49313e1fdf2806c961f71d41fbdc96cdc03b5
Size: 380 MB

UBX Cloud Inc.

UBX Cloud is a global IT and Engineering company founded in Michigan in 2008. After steady growth, they opened a new satellite office in India. The company has a team of Engineers working to develop and manage cloud solutions for businesses around the world. This ensures business continuity and secure cloud solutions that give customers peace of mind. To learn more about partnering with UBX Cloud on secure cloud solutions and managed services, please visit the website and contact the team.

With the growing dependence on technology and software solutions, it’s even more important for cloud service providers to develop solutions that support the overall architecture and framework of interconnectivity.

“We’re happy to develop a solution that supports business continuity and operations worldwide. Our team is dedicated to helping customers and the industry at large with cybersecurity and IT solutions that bring value. I especially want to thank our Engineer Mohammed Ali, for developing the solution rapidly,” Steven Panovski said passionately.

In addition to the CrowdFix solution, UBX Cloud previously supported other large enterprises with cybersecurity and cloud solutions. They’re quickly becoming a resource for Engineers across the globe that collaborate on developing technology solutions.

For more information, please visit UBX Cloud’s website at https://www.ubxcloud.com.

UBX Cloud LinkedIn

Media Contact

Carrie Stapleford, UBX Cloud, 1 (586) 808-5000, oop@ubxcloud.com, https://www.ubxcloud.com/

View original content to download multimedia:https://www.prweb.com/releases/ubx-cloud-creates-a-rapid-solution-to-the-crowdstrike-outage-affecting-millions-worldwide-302201954.html

SOURCE UBX Cloud

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