PRH/S&S Merger Doomed
The proposed merger between Penguin Random House and Simon & Schuster has unraveled. On November 22, 2022, S&S parent Paramount Global filed with the SEC and confirmed they were terminating the agreement. Paramount is entitled to a termination fee of $200 million.
PRH parent company Berteslmann issued a press release that says, “Bertelsmann will advance the growth of its global book publishing business without the previously planned merger of Penguin Random House and Simon & Schuster.”
Judge Florence Pan forbid the merger in a ruling last month, and Paramount was unwilling to wait for an appeal. Earlier this week, Publishers Weekly reported that 
Simon & Schuster parent company Paramount Global has decided not to extend its purchase agreement, putting the sale to Penguin Random House close to collapse. Without an extension of the purchase agreement, which is reportedly set to expire on Tuesday [November 22], an appeal would be virtually impossible, and S&S would likely go back on the market.
Paramount’s decision to forego an appeal doesn’t come as a surprise. Immediately after Pan’s decision came down in late October, sources were pointing out that an appeal could only be made if Paramount agreed, and while PRH CEO Markus Dohle wanted to move ahead, he acknowledged that PRH and parent company Bertelsmann were talking to Paramount executives about “next steps.”…. Even the expedited appeal that PRH is seeking could take as long as nine months to be heard and would further prolong the process of finding a new home for S&S, especially if the appeal was denied and Paramount would need to revive the acquisition process.
For more, see PW‘s story
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