Negotiations for a deal that might have resulted in Viacom CEO Philippe Dauman’s departure from the company, and a resolution of multiple lawsuits about its fate, fell apart after a Delaware court ruling on Friday strengthened Dauman’s hand, The Wall Street Journal reports.
The talks with Sumner Redstone’s National Amusements (NAI) — which controls 80% of Viacom’s voting shares — reportedly would have led Dauman to leave in about a month, with COO Tom Dooley becoming interim CEO. Several company directors would have left later on.
The report comes ahead of a Viacom board meeting tomorrow and earnings report on Thursday. It says Dauman’s departure “would likely come with a significant payout.”
But the playing field changed on Friday after Delaware Chancery Court Judge Andre Bouchard endorsed Viacom’s effort to independently ascertain whether Redstone, 93, is capable of running his media empire.
The case involves Viacom’s challenge to NAI’s effort to replace five of the entertainment company’s directors, including Dauman. Viacom says the move is illegitimate because Redstone — who controls NAI — is not able to make his own decisions, and is being manipulated by his daughter, Viacom Vice Chair Shari Redstone. It wants an independent medical exam to determine Sumner Redstone’s acuity.
NAI says the exam is unnecessary: Even if Redstone was incapacitated, a majority of the NAI board supported the decision to replace the Viacom directors.
Bouchard said Friday that he will schedule a trial in October, and ordered lawyers for both sides to confer on a plan to determine Redstone’s competence. The judge told them to consider a medical exam “in the first instance,” although he said that he had no opinion about whether one “will be required or necessary. “
Viacom urged the court to quickly resolve the dispute, in part because the board “continues to actively consider” a deal to sell a 49% stake in Paramount. Sumner and Shari Redstone oppose the transaction.