Viacom, CBS Form Special Committees to Explore Merger

Viacom, CBS Form Special Committees to Explore Merger

Ask and you shall receive: Viacom formed a special committee of independent directors today to evaluate a potential merger with CBS.

Additionally, TheWrap has learned that CBS is forming a similar special committee though details are not yet available.

National Amusements, Inc. (NAI), the parent company of both publicly traded media corporations, officially asked the two firms yesterday to explore re-combining into one. Read that Sumner and Shari Redstone letter in its entirety here.

Also Read: Here Are All the Pros and Cons of a CBS-Viacom Merger

The market has responded favorably to the potential reunion thus far.

Viacom and CBS spun off from one-another in 2005. The two have diverged significantly in terms of performance — especially as of late.

While CBS continues to thrive under chief Leslie Moonves, Viacom has seen its stock price generally limping since late 2015. And this year, Viacom executives have spent as much time in the courtroom as they have the board room.

Ultimately, company CEO Philippe Dauman stepped down as boss, cashing in on a golden parachute opportunity. About a month later, his replacement, Tom Dooley, bid farewell. So, for a company without a leader, Moonves is a good candidate to fill the void.

Also Read: Viacom to Make $1.3 Billion Debt Offering

The new Viacom committee is comprised of Thomas May, Nicole Seligman, Kenneth Lerer, Judith McHale, Ronald Nelson and Charles Phillips. May and Seligman will act as co-chairs of the group. They’ve retained Debevoise & Plimpton LLP as independent legal advisors, and expect to retain the company as independent financial advisor going forward.

“The Special Committee does not intend to comment further unless and until it determines that additional disclosure is appropriate,” Viacom said in a press release.

NAI, directly and through subsidiaries, owns approximately 80 percent of the Class A (voting) common stock of both Viacom and CBS. The Redstones run that private umbrella company through the Sumner M. Redstone Trust.

Related stories from TheWrap:

Viacom Stock Surges 4 Percent on CBS Merger Call by National Amusements

National Amusements Officially Asks Viacom, CBS to Re-Merge: Read the Letter Here

TheGrill 2016: Redef CEO Says Viacom Is 'Biggest Destruction of Value I've Seen in My Life' (Video)

Why Viacom Killing the Paramount Sale Is A Big Mistake

Does Tom Dooley's Departure Open the Door for a Viacom-CBS Merger?