Viacom Announces Receipt of Letter from National Amusements
The Company expects that the
The full text of the letter received from National Amusements is set forth below:
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Board of Directors |
CBS Corporation |
c/o |
|
|
Board of Directors |
|
c/o |
I 515 |
|
Members of the Boards: |
We believe that a combination of |
As a result, we would like both companies' boards to consider a potential combination of the companies. Our tentative view is that the optimal structure would be an all-stock transaction in which the stockholders of each company would receive shares in the combined company of the same class as they currently hold. |
We therefore request the board of each company take the appropriate
steps to consider the proposed transaction. We believe that any
transaction should be the result of full and fair deliberation and
negotiation, and that any transaction would proceed only if it is
approved by each board. None of |
To avoid any doubt, National Amusements is not willing to accept or support (i) any acquisition by a third party of either company or (ii) any transaction that would result in National Amusements surrendering its controlling position in either company or not controlling the combined company. We believe moving forward expeditiously, but with due care, is important and we are prepared to be of assistance to the two companies as they explore this possibility. |
Thank you. |
Sincerely, |
|
By: /s/ |
Chief Executive Officer |
By: /s/ |
President |
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This news release contains both historical and forward-looking
statements. All statements that are not statements of historical fact
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risks, uncertainties and other factors include, among others: the effect
of transitions under way involving the Board and management and related
changes in strategy, the public acceptance of our brands, programs,
motion pictures and other entertainment content on the various platforms
on which they are distributed; the impact of inadequate audience
measurement on our program ratings, advertising revenues and affiliate
fees; technological developments and their effect in our markets and on
consumer behavior; competition for content, audiences, advertising and
distribution; the impact of piracy; economic fluctuations in advertising
and retail markets, and economic conditions generally; fluctuations in
our results due to the timing, mix, number and availability of our
motion pictures and other programming; the potential for loss of
carriage or other reduction in the distribution of our content; changes
in the Federal communications or other laws and regulations; evolving
cybersecurity and similar risks; other domestic and global economic,
business, competitive and/or regulatory factors affecting our businesses
generally; and other factors described in our news releases and filings
with the
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