Viacom Announces $1.0 Billion Debt Offering

Viacom Inc. (NASDAQ:VIAB, VIA) today announced that it has agreed to sell $400 million in aggregate principal amount of 2.750% senior notes due 2019 at a price equal to 99.986% of the principal amount thereof (the “Senior Notes”) and $600 million in aggregate principal amount of 4.850% senior debentures due 2034 at a price equal to 99.543% of the principal amount thereof (the “Senior Debentures” and, together with the Senior Notes, the “Senior Notes and Debentures”). The sale of the Senior Notes and Debentures is expected to close on December 10, 2014, subject to customary closing conditions.

Viacom intends to use the net proceeds from the offering primarily for the repayment of outstanding indebtedness, which includes the repayment of $600 million aggregate principal amount of its 1.250% senior notes due February 2015 and borrowings under its commercial paper program, and, to the extent that any proceeds remain, for general corporate purposes, including, but not limited to, the repurchase of shares under its share repurchase program.

The joint book-running managers for the offering are Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, Wells Fargo Securities, LLC, Mizuho Securities USA Inc. and SMBC Nikko Securities America, Inc.

Viacom's senior unsecured debt is currently rated BBB by Standard & Poor's, BBB+ by Fitch, and Baa2 by Moody's Investors Service.

The terms and conditions of the Senior Notes and Debentures are set forth in a prospectus, which can be obtained by contacting Viacom Investor Relations at 1-800-516-4399 or by written request to Viacom Inc., 1515 Broadway, 52nd Floor, New York, New York 10036, Attn: Investor Relations.

About Viacom

Viacom is home to premier global media brands that create compelling television programs, motion pictures, short-form video, apps, games, consumer products, social media and other entertainment content for audiences in more than 165 countries and territories. Viacom's media networks, including MTV, VH1, CMT, Logo, BET, CENTRIC, Nickelodeon, Nick Jr., TeenNick, Nicktoons, Nick at Nite, Comedy Central, TV Land, SPIKE, Channel 5 (UK), Tr3s, Paramount Channel and VIVA, reach approximately 700 million television subscribers worldwide. Paramount Pictures, America's oldest film studio, is a major global producer and distributor of filmed entertainment.

For more information about Viacom and its businesses, visit www.viacom.com.

Cautionary Statement Concerning Forward-Looking Statements

This news release contains both historical and forward-looking statements. All statements that are not statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements reflect our current expectations concerning future results, objectives, plans and goals, and involve known and unknown risks, uncertainties and other factors that are difficult to predict and which may cause future results, performance or achievements to differ. These risks, uncertainties and other factors include, among others: the public acceptance of our programs, motion pictures and other entertainment content on the various platforms on which they are distributed; technological developments and their effect in our markets and on consumer behavior; competition for audiences and distribution; the impact of piracy; economic fluctuations in advertising and retail markets, and economic conditions generally; fluctuations in our results due to the timing, mix and availability of our motion pictures and other programming; reduction in the distribution of our content; changes in the Federal communications laws and regulations; other domestic and global economic, business, competitive and/or regulatory factors affecting our businesses generally; and other factors described in our news releases and filings with the Securities and Exchange Commission, including but not limited to our 2014 Annual Report on Form 10-K and reports on Form 10-Q and Form 8-K. The forward-looking statements included in this document are made only as of the date of this document, and we do not have any obligation to publicly update any forward-looking statements to reflect subsequent events or circumstances.