Just keep it simple. There'll be no complicated formulas for splitting Viacom in two. If you own a share of the current Viacom, you'll get a half share of the new Viacom and a half share of CBS Corp. Still left open in the SEC filing made yesterday was a precise date for the split, which the company has said will likely come in Q1 2006.
The new Viacom will retain the company's current stock symbols on the NYSE: VIA for the Class A voting stock, mostly controlled by Sumner Redstone, and VIA.B for the non-voting Class B stock, mostly owned by the public. CBS Corp., as expected, will get the ticker "CBS," but will give the three-letter designation to its more widely held non-voting Class B - - CBS - - while the voting Class A stock will be designated CBS.A, also mostly controlled by Redstone. One big difference: CBS will continue to be a dividend payer, planning to equal the current Viacom payout of 25 cents per year to shareholders by doubling that to 50 cents (approximately 450 million/year in total). Meanwhile, the new Viacom will not pay any dividend at all. Thus, CBS will be presented to Wall Street as a cash generator and the new Viacom as a growth company.
Each company is to have a separate board of directors with a majority of independent directors. Initially, though, each nine member board will have five members who are also directors of National Amusements, the company through which the Redstone family controls Viacom. Four will be on both boards: Redstone (Chairman of both boards), daughter Shari Redstone (Vice-Chair of both), Philippe Dauman and Frederic Salerno. Also from National Amusements, George Abrams will serve on the new Viacom board and David Andelman on the CBS board.
As previously announced, Les Moonves will be President, CEO and a director of CBS, with three current Viacom independent directors, Joseph Califano Jr., William Cohen and Robert Walter joining him on the CBS board.
Also previously announced, Tom Freston will become President, CEO and a director of the new Viacom. Three current independent directors will also move to that board: Alan Greenberg, Charles Phillips Jr. and William Schwartz.
Who'll be the top execs of the new companies? They've mostly been announced, but here's a complete list.
CBS Corporation Executive Officers
|
Name
|
Age
|
Position
|
|
Sumner M. Redstone
|
82
|
Chairman
|
|
Leslie Moonves
|
55
|
President and Chief Executive Officer and Director
|
|
Anthony G. Ambrosio
|
45
|
Executive Vice President, Human Resources and Administration
|
|
Louis J. Briskman
|
56
|
Executive Vice President and General Counsel
|
|
Carl D. Folta
|
47
|
Executive Vice President, Office of the Chairman
|
|
Martin D. Franks
|
55
|
Executive Vice President, Planning, Policy and Government Relations
|
|
Susan C. Gordon
|
51
|
Senior Vice President, Controller and Chief Accounting Officer
|
|
Joseph R. Ianniello
|
37
|
Senior Vice President, Finance and Treasurer
|
|
Fredric G. Reynolds
|
55
|
Executive Vice President and Chief Financial Officer
|
|
Gil Schwartz
|
54
|
Executive Vice President, Corporate Communications
|
|
Martin M. Shea
|
62
|
Executive Vice President, Investor Relations
|
New Viacom Executive Officers
|
Name
|
Age
|
Position
|
|
Sumner M. Redstone
|
82
|
Chairman
|
|
Thomas E. Freston
|
59
|
President and Chief Executive Officer and Director
|
|
Robert M. Bakish
|
42
|
Executive Vice President, Operations and Viacom Enterprises
|
|
Michael J. Dolan
|
58
|
Executive Vice President and Chief Financial Officer
|
|
Carl D. Folta
|
47
|
Executive Vice President, Office of the Chairman
|
|
Michael D. Fricklas
|
45
|
Executive Vice President, General Counsel and Secretary
|
|
JoAnne Adams Griffith
|
61
|
Executive Vice President, Human Resources
|
|
DeDe Lea
|
40
|
Executive Vice President, Government Relations
|
|
Carole Robinson
|
44
|
Executive Vice President, Corporate Communications
|
|
Jacques Tortoroli
|
47
|
Senior Vice President, Finance, Controller and Chief Accounting Officer
|
Source: Viacom SEC Form S-4 filing, 10/5/05
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