SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 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): May 10/17, 2001 VIACOM INC. ------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-9553 04-2949533 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 1515 Broadway, New York, New York 10036 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 258-6000 1Item 5. Other Events. On May 17, 2001, Viacom Inc., a Delaware corporation ("Viacom"), closed a sale of $1.4 billion of global debt securities, comprised of 5- and 10-year maturities. Proceeds from the sale of securities were to be used to repay existing short-term debt. Previously, on May 10, 2000, Viacom had announced its intention to issue these securities. A copy of the press release issued by Viacom dated May 10, 2001 describing Viacom's intention to sell the global debt securities, is attached hereto as Exhibit 99.1. Item 7. Financial Statements and Exhibits. (a) The following exhibit is filed as part of this report on Form 8-K: 99.1 Press Release issued by Viacom dated May 10, 2001 (relating to a transaction closed on May 17, 2001). 2
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. By: /s/ Michael D. Fricklas ------------------------------ Name: Michael D. Fricklas Title: Senior Vice President, General Counsel and Secretary Date: June 1, 2001 3
EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press Release issued by Viacom dated May 10, 2001 (relating to a transaction closed on May 17, 2001). 4
EXHIBIT 99.1 [The transaction described below closed on May 17, 2001.] VIACOM TO SELL $1.4 BILLION IN GLOBAL DEBT SECURITIES New York, NY, May 10, 2001 - Viacom Inc. (NYSE: VIA, VIA.B) has announced its intention to sell $1.4 billion of global debt securities to be comprised of a $400 million addition to its 6.4% Senior Notes due in 2006, and a new $1 billion issue of 6.625% Senior Notes maturing in 2011. Proceeds from the sale of securities will be used to repay existing short-term debt. This offering is a reflection of Viacom's strong balance sheet and the financing opportunities available to us because of our investment grade ratings," said Richard Bressler, Senior Executive Vice President and Chief Financial Officer of Viacom. "Additionally, these securities take advantage of an attractive market and enable us to convert short-term borrowings into long-term maturities." Viacom is the No. 1 platform in the world for advertisers, 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, Infinity Broadcasting, UPN, TNN: The National Network, CMT: Country Music Television, Showtime, Blockbuster, and Simon & Schuster. More information about Viacom and its businesses is available at www.viacom.com. The global debt securities to be offered have not been and will not be registered under the Securities Act of 1933, or any state securities laws, and may not be offered or sold in the United States absent registration under, or an applicable exemption from, the registration requirements of the Securities Act of 1933 and applicable state securities laws. Contacts: Media Carl Folta 212-258-6352 Susan Duffy 212-258-6347 Investors Marty Shea 212-258-6515 Jim Bombassei 212-258-6377