Back To The Bowl: A Shareholder Second Glance Shows Slimier Scummier Sales Sequence

Yesterdays article "Operation Fishbowl: Counting Down until Once Bitten Twice Shy GAMCO Asks Paramount Global "How can we trust Varney after 2005 Bidrig damaged us?" https://www.dhirubhai.net/pulse/operation-fishbowl-counting-down-until-once-bitten-twice-lambert-hj9xe/ included an illustration we thought captured full picture.

However upon a colleague posing the question: "Could Shari Redstone be so dumb?" to have willy nilly retained and handed off the reins of a change of control transaction to the corrupt attorney Varney, Paramount Global predecessor Viacom's historical value killing nemesis.. We agreed to take a deeper diver into the world of GAMCO's Operation Fishbowl.

FIXED ILLUSTRATION

And we are pleased or unpleased to have discovered a new PEARL of truth to origin story. revamping our Operation Fishbowl illustration accordingly (hint: BDT appears as the Mind Flayer in the fishbowl representing true control of the Special Committee outside counsel and the actual time sequenced evidence in red boxes above the fishbowl)

As the new illustration shows, Shari effectively transferred control of a future PARA sale in 2023 by accepting a "Strategic Investment" from merchant banker BDT, eliminating a transparent board run multiple bidders kicking the tires competitive sales process.

BDT hired Varney Cravath law firm in 2022 to oversee its merger with MSD. So the selection of Varney as Special Committee outside counsel was not a Shari original idea, but simply BDT, already NAI's financial advisor for the transaction, leaning on Shari to let it actively control the liquidation of public PARA, debtor NAI's core asset. BDT inserted Varney to accelerate recoupment of its bridge loan aka "strategic investment" since BDT lacked confidence in Shari/NAI overseeing the sale.

All the false fairytales, limited hang out media misinformation and misdirection about Shari Shari Shari being the big bad decision maker was simply squid ink to help conceal the real relationship, ie BDT is calling the shots and green lit Varney's first come first serve sales strategy unconcerned this also would drain away shareholder value by short circuiting a full belt and suspenders sales process where the seller scours the marketplace and actually attempts to gin up competitive bidders.

Finance 101 dictates one avoids a certain firesale outcome simply by insuring an actual CEO is in place and not terminating the General Counsel before finalizing a merger agreement. Removing CEO Bob Bakish who certainly possessed loads of industry contacts, including the most likely interested buyers at the last minute would bar none be best way to insure that competitive bidders BACK OFF!

PARA's June 2024 amended Articles of Incorporation and Bylaws were final piece of the puzzle, Varney's elimination of any & all PARA shareholder safeguards. Changes which Shari likely did not bother to review or if read, did not understand.

Sumner Redstone was adamant with his concern and desire to keep Shari Redstone on the sideline so she would not be involved in managing the media assets he had cobbled together over a lifetime of hard work. Now everyone knows why. Shari is a selfish self serving scoundrel that sucker punched Sumner's shareholders. The more patient and loyal the shareholder was to Sumner and his memory, the larger the harm and lower the payback.