CBS/Viacom Parent Hits Back at Broadcaster's Stock Dilution Plan in M&A Spat
The parent of CBS and Viacom struck back at the broadcaster, challenging in court the TV network's plan (see 1805180054) to, in the investor's words, "unilaterally dilute the voting rights of its controlling stockholder." The CBS board's plan is "unprecedented…
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under Delaware law," violates the broadcaster's bylaws and charter, was based on the recommendation of a special committee with five directors "acting far beyond its authority" and breaks the board's fiduciary duties. So said National Amusements Inc. Tuesday in Delaware Chancery Court, which NAI said has jurisdiction over the dispute. The investor affiliated with Redstone family members like CBS Chairman Emeritus Sumner Redstone and current Vice Chair Shari Redstone said the TV company's contentions NAI wanted to "cram down a CBS/Viacom merger" is false. NAI's "reactive complaint" comes after CBS and its special committee detailed how "NAI misused its power to the detriment of CBS shareholders," the broadcaster said. "We continue to believe firmly in our position.”