The Story of Paramount Communications v. QVC Network

Editor’s Note: This post is from Ehud Kamar of University of Southern California.

In the chapter The Story of Paramount Communications v. QVC Network: Everything Is Personal, which is forthcoming in the book Corporate Stories (J. Mark Ramseyer ed., Foundation Press, 2009), I tell the story of the famous contest between Viacom and QVC over the acquisition of Paramount.

The battle over Paramount lends support to the view that non-pecuniary motivations can sometimes explain battles for corporate control and management behavior better than pecuniary motivations. The selection process that brings executives to top management positions and their wide discretion to shape company strategy once in office leaves ample room for ambition, pride, envy, or animosity to filter into their decisions. It is hard to prove the existence of these drivers, let alone measure them, but they are very real in the minds of market professionals. In the jargon of corporate lawyers and investment bankers, who must consider these factors in any deal negotiation, there is even a special term for them: “social issues”. The three-way fight between Paramount, Viacom, and QVC is a textbook example of social issues at work. All of the key players in the story seemed to have had them: Sumner Redstone, Viacom’s chairman, was willing to pay almost any price to own a film studio; Barry Diller, QVC’s chief executive, was willing to go to great lengths to get back at Martin Davis, Paramount’s chief executive, for pushing him out of Paramount; and Martin Davis was willing to leave a lot of money on the table and cede control of his empire to stop Barry Diller. This is also consistent with claims that control is especially valuable to corporate decision-makers in the media sector, presumably because it comes with access to non-pecuniary benefits such as visibility, influence, and glamour.

The full paper is available for download here.

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  1. Best-of-Breed Fusion Center
    Posted Saturday, January 10, 2009 at 3:17 pm | Permalink

    Thanks for sharing the paper

  2. BrooksBrothers
    Posted Thursday, January 15, 2009 at 10:38 am | Permalink

    I see many parallels between corporate America and the US Congress. What is important to the taxpayer (a.k.a. worker), is but a nuissance to the board members or Congressmen. We no longer value the individual employee. Labor unions have gained more power. Why can’t an individual, who doesn’t want to join a union, be forced out of a job because the workers are “represented” by a union? If the worker happens to reside in a “right-to-owrk state, why does he or she have to pay a service fee to the union or lose his or her job? Is this not the United States of America? Do we not have self-determination? Why does Congress insist on passing legislation the majority of Americans do not support? Why don’t they take responsibility for their lack of oversight regarding the banking industry, Fannie Mae, Freddie Mac, and Wall Street? They have not performed their duties in favor of accepting PAC money. We have lost our way.