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Viacom, CBS Form Special Committees to Explore Merger

That should make the Redstones happy

Ask and you shall receive: Viacom formed a special committee of independent directors today to evaluate a potential merger with CBS.

Additionally, TheWrap has learned that CBS is forming a similar special committee though details are not yet available.

National Amusements, Inc. (NAI), the parent company of both publicly traded media corporations, officially asked the two firms yesterday to explore re-combining into one. Read that Sumner and Shari Redstone letter in its entirety here.

The market has responded favorably to the potential reunion thus far.

Viacom and CBS spun off from one-another in 2005. The two have diverged significantly in terms of performance — especially as of late.

While CBS continues to thrive under chief Leslie Moonves, Viacom has seen its stock price generally limping since late 2015. And this year, Viacom executives have spent as much time in the courtroom as they have the board room.

Ultimately, company CEO Philippe Dauman stepped down as boss, cashing in on a golden parachute opportunity. About a month later, his replacement, Tom Dooley, bid farewell. So, for a company without a leader, Moonves is a good candidate to fill the void.

The new Viacom committee is comprised of Thomas May, Nicole Seligman, Kenneth Lerer, Judith McHale, Ronald Nelson and Charles Phillips. May and Seligman will act as co-chairs of the group. They’ve retained Debevoise & Plimpton LLP as independent legal advisors, and expect to retain the company as independent financial advisor going forward.

“The Special Committee does not intend to comment further unless and until it determines that additional disclosure is appropriate,” Viacom said in a press release.

NAI, directly and through subsidiaries, owns approximately 80 percent of the Class A (voting) common stock of both Viacom and CBS. The Redstones run that private umbrella company through the Sumner M. Redstone Trust.