CBS sues controlling shareholder Redstone to stop Viacom merger plan
CBS sues controlling shareholder Redstone to stop Viacom merger plan
CBS Corp. CEO Les Moonves. Credit David Paul Morris Bloomberg
15 May, 2018, 08:08
Should the CBS board declare the dividend, it would dilute National Amusements' voting interest from approximately 79% to 17%. On Wednesday, the company will hold its 2018-2019 Upfront presentation in NY. Shari Redstone, vice chair of CBS and Viacom, has been seeking to merge the two media companies.
Today, it is the talk of Wall Street, thanks to the filing of a lawsuit in DE by CBS Corp. and its Special Committee of its Board of Directors alleging breaches of fiduciary duty by National Amusements Inc. - the Shari Redstone-controlled entity that controls CBS and Viacom and wants the companies to recombine. On Friday, CBS will hold its annual shareholders meeting.
It then lists a number of ways that Shari has allegedly abused her power to undermine the board and hijack control for herself and National Amusements.
"We do believe that in a consolidating media industry the unique assets at both CBS and Viacom could drive meaningful premiums to their current trading values, especially if, as we expect, Time Warner/AT&T are successful in defeating the DOJ's antitrust lawsuit to stop the merger", Crockett wrote.
The process of diluting the control of National Amusements and thus both Redstones was also addressed in a release sent out by CBS on Monday.
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CBS said in its lawsuit that Shari Redstone had taken actions over the past two years that have led the special committee of the board considering the merger to conclude that she presents a significant threat to the company and its stockholders.
It goes on to explain: 'If consummated, the dividend would enable the Company to operate as an independent, non-controlled company and more fully evaluate strategic alternatives'.
News of the lawsuit sent CBS shares up almost 3 percent and Viacom shares down more than 6 percent.
Redstone could counter sue CBS directors for a breach of loyalty, the sources said.
The feud between CBS and National Amusements has descended into a playground brawl.
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