Viacom and CBS followed last week's merger news with government submissions on Monday that released some important details about their long-awaited review, including executive compensation, board makeup and settlement fees.
Settlement fees are always part of the mix when it comes to mergers, but forgive the skeptics in the media and on Wall Street if they think this clause is particularly relevant to CBS and Viacom. In the SEC filings, if Viacom were to terminate the agreement before May 13, 2020, it would owe CBS $ 373 million. If CBS were to withdraw before this date, it would have to pay Viacom $ 560 million.
Bob Bakish, who has led Viacom as CEO since 2016 and is in the position to lead the overall unit, has been signed to a four-year deal paying him a base salary of $ 3.1
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Joe Ianniello, who will be chairman and CEO of CBS, reports to Bakish, has also resurfaced, but only in early 2021. Under the contract's contract at CBS, Ianniello will receive a lump sum payment of 70 million dollars at the merger ended because he did not get the best job.
Asked in a CNBC interview last week about the payout to Ianniello, Bakish said: "His contract is what his contract is." Bakish emphasized the two leaders' 20-year relationship, which began when CBS and Viacom were part of the same company. "We're looking forward to moving forward together. We're going to create a lot of value here. And we can't wait to continue with that."
Christina Spade, who became CFO last year, will become CFO in the combined company at a base salary of $ 1.4 million. Viacom CFO Wade Davis will retire after the merger is completed.
The ViacomCBS board will include six CBS directors: Candace K. Beinecke, Barbara M. Byrne, Brian Goldner, Linda M. Griego, Susan Schuman, and Frederick O. Terrell; and four Viacom directors: Judith McHale, Ronald Nelson, Charles E. Phillips, Jr., and Nicole Seligman. include NAI chief Shari Redstone, who will serve as non-executive director, Robert N. Klieger, and Bakish.
Strauss Zelnick, media and video game executive who had served as acting chair for CBS in recent months, will not be in Viacom CBS Board of Directors.
The merger of all $ 30 billion shares is expected to receive the blessing of federal regulators by the end of 2019.