[ad_1]
Leslie Moonves, confronted with an investigation into allegations of sexual harassment against him and a fierce battle over CBS's control, has been negotiating for a few weeks his potential exit from the network he has been leading for two decades.
Mr. Moonves spoke to the Board about his possible departure as CEO, including the terms of a payment of less than $ 180 million, according to his employment agreement. with the discussions that spoke on condition of anonymity to discuss a private negotiation agreement.
The multiple allegations of sexual harassment against Mr. Moonves partly motivated the talks, which could still collapse. If Mr. Moonves were to leave, his chief lieutenant, Joseph Ianniello, should be appointed acting director general, said two people.
During his tenure, Mr. Moonves, 68, helped transform CBS from a top-notch network into the most-watched channel over the last decade, with hits such as "The Big Bang Theory "and" Survivor ". Moonves one of the most powerful figures of Hollywood and his possible departure has cast doubt on the future of the company.
For more than a month, Mr. Moonves has faced two distinct but equally fateful problems. In addition to allegations of harassment, Mr. Moonves is involved in a dispute with Shari Redstone, the majority shareholder of CBS. According to the people, an exit with a significant cash payment for Mr. Moonves before a trial that could decide the company's control could be considered a win-win for all parties.
The talks also include the two-year postponement of a possible merger between CBS and Viacom, both controlled by Redstone's family-owned business, National Amusements, said two people. CNBC first reported the details of the possible settlement involving Mr Moonves, who is also the president of the CSB. Redstone said she would only merge if both companies supported a deal.
Earlier this year, Moonves and the network's independent directors launched a legal challenge against Redstone, 64, to prevent her from merging the network with Viacom. The trial is scheduled to begin Oct. 3 at the Delaware Chancery Court. At the same time, the Board is investigating allegations of sexual harassment against Mr. Moonves and allegations of more general harassment at CBS, including its news division.
Both issues have complicated the interaction between the directors and exposed their factions, one group apparently loyal to Mrs. Redstone, another to Mr. Moonves and others discussing the direction that the company should take.
In July, the New Yorker published an article, written by investigative journalist Ronan Farrow, in which six women made allegations of harassment against Mr. Moonves. The first claims in the article date from the mid-1980s and most recent in 2006.
In a statement at the time, Moonves said, "I recognize that decades ago I was able to make some women feel uncomfortable in making progress. These were mistakes and I regret them very much. But I have always understood and respected – and respected the principle – that "no" means "no" and I have never abused my position to harm anyone's career.
Shortly after the publication of the article, the CBS Board of Directors recruited two law firms to investigate the complaints against Mr. Moonves and the culture of the workplace within the network. Shortly after, the board of directors conducted a separate review of CBS News – ongoing since March – as part of the broader investigation.
The board hired Nancy Kestenbaum of Covington & Burling and Mary Jo White of Debevoise & Plimpton to conduct the investigation. Ms. White headed the Securities and Exchange Commission during the Obama administration and was previously the US Attorney for the Southern District of New York. Ms. Kestenbaum was also a federal prosecutor in the same district. The investigation on CBS News is conducted by the law firm Proskauer Rose.
Mr. Moonves recused himself from any investigation-related issues and a three-member panel – Bruce S. Gordon, Linda Griego and Robert N. Klieger – was appointed to oversee the investigation. The composition of this panel reflects the board itself.
Mr. Klieger, a Los Angeles-based lawyer, is one of three CBS board members appointed by Ms. Redstone's family business. (In addition to Mr. Klieger, Ms. Redstone and David R. Andelman, a Boston lawyer who has represented the Redstone family in the past, are the seats on the Redstone Family Council.)
On the other side is Mr. Gordon, a former executive of Verizon and a former chief executive officer of the NBA, who is the principal independent director and led the settlement negotiations between the parties on behalf of CBS. The meetings between Mrs. Redstone and Mr. Moonves had become so controversial that each of them had brought witnesses. At a meeting in May, Mr. Gordon played that role for Mr. Moonves. Ms. Griego, former Deputy Mayor of Los Angeles, is not considered affiliated with one or the other of the parties.
Redstone commands both CBS and Viacom holding 80% of the voting rights, and the legal battle is being waged to dilute this stake in CBS.
Redstone had asked the CBS and Viacom boards to explore the possibility of a merger to protect themselves from attacks from tech giants like Netflix, Amazon and Facebook, who took away the dollars and eyes of the players traditional.
However, Mr. Moonves and the majority of CBS's board of directors concluded that a combination would not benefit CBS shareholders. The company has a much more robust business, while revenues from Viacom, which includes cable networks Nickelodeon, MTV and Comedy Central, have declined in recent years.
Ms Redstone countered, claiming that Mr Moonves had effectively forced the CBS Board of Directors to take legal action against it, unless he left the company.
Mr. Moonves draws an annual fee of $ 69.3 million. His employment contract included a provision for compensation and benefits in excess of $ 184 million as a result of his termination if the board fired him without fail or if he leaves because of litigation.
Last month, CBS directors, who are not affiliated with Ms. Redstone, filed applications to obtain more information on how the family business, National Amusements, manages equity-related shares. vote of his own company and that of CBS.
Network counsel suggested in court proceedings that Ms. Redstone's control of the actions could be questioned because she acted on behalf of her father, 95-year-old Sumner Redstone, who had been in poor health for several years. Mr. Redstone owns the control actions and he does not speak and is powered by a tube.
Source link
