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Shari’s Final Cherry & Elon’s $56B D-Day

shari redstone
If Shari’s last ask is for there to be a majority of the minority vote, then why would David and Gerry not see it through? Photo: Kevin Dietsch/Getty Images
William D. Cohan
June 9, 2024

With the finish line in sight, it appears that Shari Redstone is getting somewhat greedy, retrading deal points and asking for legal indemnifications as part of David Ellison and Gerry Cardinale’s generous $2 billion offer for National Amusements Inc., the family holding company. Their offer already includes a buffet of sweeteners to help the transaction go down smoothly, allowing Ellison and Cardinale to take control of Paramount Global. But Shari, as I reported on Wednesday, is wary of shareholder litigation. To inoculate herself, she now wants the majority of the non-Redstone voting “A” shareholders to approve the Ellison/RedBird deal, essentially putting her fate in the hands of the long-suffering Mario Gabelli, with his 5 million Class A shares. If Shari persists, I’m told, that could be a legit dealbreaker for David and Gerry. 

It’s at moments like these in an arduous M&A process when one of the last lines in The Shawshank Redemption pops into my head. Perhaps you know the scene. Red has been paroled, and finds Andy Dufrense’s note in the corner of a Maine cornfield: “If youve come this far, maybe youre willing to come a little further.” I would say the same to David and Gerry, who have already come so far: If Shari’s last ask is for there to be a majority of the minority vote, then why not see it through?