Viacom-CBS Merger Eyes Early-December Close As National Amusements OKs Deal

Patrick Hipes

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The $30 billion merger of CBS Corp and Viacom has been approved by their parent company National Amusements, the latest step toward the proposed combination.

The companies said Monday that the approval — from National Amusements, Inc. and its affiliate — for the all-stock deal “satisfies the closing conditions to the merger requiring approval of a majority of the CBS Class A shares and a majority of the Viacom Class A shares.”

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Viacom and CBS now say that pending other customary closing conditions, the merger is expected to be completed by early December. At closing, CBS will be renamed ViacomCBS Inc.

Earlier this month, Viacom and CBS said the merged company’s dual-class shares will trade on the Nasdaq under the ticker symbols VIACA (for Class A shares) and VIAC (Class B). National Amusements controls the majority of Class A (VIACA) shares, and VIAC is the symbol for common shares held by other investors. CBS shares have long traded on the New York Stock Exchange.

Management has consistently estimated the merger would will wrap by year’s end, eventually reuniting the companies that operated under the same corporate tent from 2000-2006.

Viacom CEO Bob Bakish, who will lead the combined entity, has signed a four-year deal paying him a base salary of $3.1 million per year. He will be eligible to receive equity compensation with an aggregate target value of $16 million, plus a target annual cash bonus of $12.4 million, with the actual bonus determined based on a set of formulas.

Joe Ianniello, who will be chairman and CEO of CBS, reporting to Bakish, has also re-upped but only through the start of 2021.

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