NEW YORK, May 17, 2018 /PRNewswire/ — CBS Corporation (NYSE: CBS.A and CBS) and the Special Committee of its Board of Directors, today issued the following statement regarding the decision by the Delaware Court of Chancery (the “Court”) to deny a motion for a temporary restraining order brought by CBS and the members of a Special Committee of its Board of Directors:
“The judge today found that the allegations in our lawsuit ‘are sufficient to state a colorable claim for breach of fiduciary duty against Ms. Redstone and NAI as CBS’s controlling stockholder.’ We could not agree more. While we are disappointed that the judge did not grant a TRO, the ruling clearly recognizes that we may bring further legal action to challenge any actions by NAI that we consider to be unlawful, and we will do so. We remain confident that we will prevail in the lawsuit previously filed by CBS and the members of its Special Committee.
“As previously announced, the CBS Board will hold a meeting at 5PM today to consider declaring a dividend of shares of Class A common stock to all of the Company’s Class A and Class B stockholders, as is permitted under CBS’ charter. This dividend would more closely align economic and voting interests of CBS stockholders without diluting the economic interests of any stockholder.”
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