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CBS & Viacom M&A $167.5M Shareholder Settlement

Delaware court of Chancery
Court
2020-0111
Case number
13 Aug 2019
Class period Start
04 Dec 2019
Class period End
A settlement of $167.5 million has been reached by investors to resolve allegations of breached fiduciary duties in relation to the 2019 CBS & Viacom merger.

The specific allegation was that Shari Redstone utilized her controlling stake to secure an unfair agreement.

ALL CURRENT HOLDERS OF PARAMOUNT GLOBAL STOCK AND ALL PERSONS OR ENTITIES WHO OR WHICH HELD SHARES OF CBS CORPORATION CLASS B STOCK AT ANY TIME BETWEEN AND INCLUDING AUGUST 13, 2019, AND DECEMBER 4, 2019.

CBS & Viacom M&A:
  • On August 13, 2019, Viacom and CBS Corporation announced that they had entered into an agreement pursuant to which Viacom would merge with and into $CBS in a stock-for-stock merger transaction.
  • Each outstanding share of Class A common stock of Viacom would be converted into the right to receive 0.59625 shares of Class A common stock of $CBS,
  • Each outstanding share of Class B common stock of Viacom would be converted into the right to receive 0.59625 shares of Class B common stock of CBS.
Alleged Offence
Other
Suspected Party
Other
Security Type
Stocks
Trade Direction
Long
Filing date
20 February 2020
Plaintiffs
Cleveland Bakers and Teamsters Pension Fund, International Union of Operating Engineers of Eastern Pennsylvania and Delaware
Attorneys
Prickett, Jones & Elliott, P.A., Kessler Topaz Meltzer & Check, LLP, Grant & Eisenhofer P.A.
Defendants
National Amusements, Inc., the Sumner M. Redstone National Amusements Trust, Shari E. Redstone, Candace K. Beinecke, Barbara M. Byrne, Gary L. Countryman, Linda M. Griego, Robert N. Klieger, Martha L. Minow, Susan Schuman, Frederick O. Terrell, Strauss Zelnick, Joseph Ianniello
Administrator
A.B. Data Ltd
Settlement agreement date
2023-05-06
Court hearing date
06 September 2023
Objection deadline
22 August 2023
Hearing deadline
22 August 2023
Trades matching type
FIFO
+$167,500,000
Total Settlement Amount
Created by Stan Vick, Scout

CBS Corporation

CBS Corporation operates as a mass media company worldwide. The company operates in four segments: Entertainment, Cable Networks, Publishing, and Local Media. The Entertainment segment distributes ...

    Ticker
    CBS.US
    ISIN
    US1248572026
    CIK
    0000106413
    Sector
    Communication Services
    Industry
    Entertainment
    Country
    USA
    Address
    51 West 52nd Street, New York, NY, United States, 10019