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13Confidential | For Discussion Purposes SpringOwl's 99 Page Presentation On Turning Around Viacom

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13Confidential | For Discussion Purposes Only |
The Viacom Board Is Too Large, Too Cozy, and Too Overpaid For Under Performance
 Viacom’s Board of 11 is Among the Largest in the Media Sector
 Deborah Norville – host of CBS-produced Inside Edition – is Classified by Viacom as an Independent Director
 We Believe that Almost 75% of the Board Should be Classified as Not Independent
 Outside Directors are Among the Highest Paid in the Media Sector, Perhaps Explaining their Generosity Towards
Viacom’s CEO and COO
Sumner Redstone is an Absent Chair. It’s No Way To Run a Board
 Part of the Explanation for the Stock’s Chronic Under Performance, in our Opinion, Relative to its Peers is Lack of
Clarity Around the Succession Plans for Sumner Redstone
 Redstone’s Recent Absence From Earnings Calls and Shareholder meetings Only Exacerbate the Discount to the
Stock.
 A New Chair May Help Remove the Heavy Discount Attached to the Stock
Viacom Management Has Under Performed for
Years With No Accountability
13

Published in: Business
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