CBS Sunday evening officially announced a settlement with the Redstone family’s National Amusements Inc. that results in the departure of chairman and CEO Les Moonves and the settlement of disputes about control of the company.
Moonves, one of the most powerful and successful executives in the TV business, was quickly brought down by a combination of getting into a fight with Shari Redstone and by a dozen allegations of improper behavior with women mostly coming in two articles in TheNew Yorker, the second of which was published Sunday.
Moonves and CBS will donate $20 million to one or more organizations that support the #MeToo movement and equality for women in the workplace.
The donation, which will be made immediately, has been deducted from any severance benefits that may be due Moonves following the Board’s ongoing independent investigation led by Covington & Burling and Debevoise & Plimpton. Moonves will not receive any severance benefits at this time. Other payment could be made after an investigation into the allegations is completed is evaluated by the board, the company said.
CBS COO Joe Ianniello was named president and active CEO of CBS. The board will conduct a search for a permanent CEO. The chairman’s post remains open pending the naming of a permanent CEO.
As part of the agreement, six new independent directors were elected to the CBS board, replacing six current directors.
An amendment to the company’s bylaws which would have diluted the Redstones’ voting power over CBS was recinted.
National Amusements also said it has no plans to try to merge CBS with Viacom, the other media company it controls, for at least two years.
“CBS is an organization of talented and dedicated people who have created one of the most successful media companies in the world,” said Shari Redstone, vice chairman of CBS. “Today’s resolution will benefit all shareholders, allowing us to focus on the business of running CBS – and transforming it for the future. We are confident in Joe’s ability to serve as acting CEO and delighted to welcome our new directors, who bring valuable and diverse expertise and a strong commitment to corporate governance.”
The six new independent Board members are: Candace Beinecke, Barbara Byrne, Brian Goldner, Richard D. Parsons, Susan Schuman and Strauss Zelnick. Staying on as independent directors are Bruce Gordon William Cohen, Gary Countryman, Linda Griego and Martha Minow. On behalf of NAI, in addition to Shari Redstone, Robert Klieger remains on the board.
“We thank Les for his 24 years of service. Among his achievements, he established a strong management team, giving us great confidence as we accelerate our succession plans and provide continuity of leadership. This agreement maintains an independent Board that is charged with determining the best course for the future of CBS on behalf of all shareholders,” said Gordon, who is lead independent director.
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