CBS, Viacom Merger Plans Move Forward


CBS Corporation and Viacom Inc. late Monday confirmed that the registration statement on Form S-4 (No. 333-234238) filed by CBS with the SEC was declared effective by the regulatory agency on October 25.

The Registration Statement was filed in connection with the proposed combination of CBS and Viacom and includes a joint consent solicitation statement/prospectus of CBS and Viacom.

The companies also announced that their pending merger and the related proposals have been approved by National Amusements, Inc. and its affiliate, which 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.

The final results of the consent solicitations of CBS and Viacom will be set forth in the companies’ separate Current Reports on Form 8-K that will be filed with the SEC.

The completion of the merger remains subject to other customary closing conditions and is now expected to close by early December.

As previously reported, CBS will be renamed “ViacomCBS Inc.”

In addition, at closing, CBS will delist its Class A and Class B common stock from NYSE and will list ViacomCBS Class A and Class B common stock, including the outstanding shares of CBS Class A and Class B common stock (which will remain outstanding shares of ViacomCBS), on NASDAQ under the new ticker symbols “VIACA” and “VIAC,” respectively.